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1993-09-21 CC PACKET City of Southlake,Texas MONTHLY ADMINISTRATIVE CALENDARS AND DEPARTMENTAL REPORTS August 1993 Building 4-A Community Development 4-B Finance 4-D Municipal Court 4-E Public Safety 4-F Public Works 4-G Street/Drainage 4-H 410 Utility 4-I 11! Iftto �} August 31, 1993 CITY OF SOUTHLARE PERMIT MONTHLY REPORT REPORT FOR AUGUST 1993 NUMBER OF THIS LAST SAME MONTH THIS YEAR LAST YEAR THIS YEAR LAST YEAR PERMITS ISSUED MONTH MONTH LAST YEAR TO DATE TO DATE FISCAL FISCAL AUG93 JLY93 AUG. 1992 1-8 1993 1-8 1992 10/92-08/93 10/91-08/92 BUILDING: Res-Single Family 46 59 42 324 241 427 293 Alteration/Addn. 3 4 2 26 14 17 Accessory Bldg 2 2 1 19 16 20 25 Commercial-New 0 0 0 10 10 20 10 Commercial-Alt/Addn. 2 2 1 8 10 10 20 Foundation Only 0 0 0 0 0 0 0 Swimming Pool 19 27 9 153 79 176 93 • SUB-CONTRACTORS: • Electrical 89 98 71 649 477 896 581 • Plumbing 77 92 54 528 , 367 690 474 ▪ Heat/Air 51 62 43 352 276 471 346 Culvert 3 1 1 10 10 13 12 • Demolition 0 0 0 0 1 1 1 CERT. OF OCCUPANCY: (:;;;)Residential 55 79 23 463 214 305 • COMMERCIAL 4 5 1 63 39 78 49 OTHER: Misc.Building 28 43 20 254 136 321 170 SIGNS 2 4 7 34 59 47 77 SCHOOLS 1 1 0 3 2 3 2 TENNIS COURTS 0 0 2 2 3 2 3 FENCE 1 0 2 7 6 7 11 CHURCH 1 0 0 3 0 3 0 SATELLITE DISH/ANTENNA 0 0 0 1 0 1 0 CITY BUILDING 0 0 0 1 0 1 0 TOTALS 384 479 279 2910 1960 3841 2489 ) CITY OF SOUTHLAKE PERMIT MONTHLY REPORT REPORT FOR AUGUST 1993 AUGUST 31, 1993 FEES COLLECTED FOR THIS LAST SAME MONTH THIS YEAR LAST YEAR THIS YEAR LAST YEAR PERMITS ISSUED MONTH MONTH LAST YEAR TO DATE TO DATE FISCAL FISCAL AUG93 JLY93 AUG. 1992 1-8 1993 1-8 1992 10/92-08/93 10/91-08/92 BUILDING: Res-Single Family 56,469.00 74,191.00 52,969.00 402,620.00 304,297.00 526,160.00 335,872.63 Alteration/Addn. 423.00 452.00 471.00 5,238.00 2,023.00 8,200.00 2,851.00 Accessory Bldg. 519.00 140.00 30.00 2,379.00 3,253.00 4,323.00 4,144.00 Commercial-New .00 .00 .00 8,899.00 22,451.00 12,340.00 22,451.00 Commercial-Alt/Addn. 320.00 707.00 .00 3,212.00 2,472.00 4,609.00 5,768.00 Foundation Only .00 .00 .00 .00 .00 .00 .00 Swimming Pool 4,406.00 6, 166.00 2,155.00 35,331.00 18,891.00 41,482.00 21,842.40 SUB-CONTRACTORS: Electrical 9,613.26 11,903.82 8,439.92 69,088.83 50,963.24 91,516.63 61,334.66 Plumbing f1,44A.00 10,950.75 7, 180.50 59,323.50 43,535.26 77,839.75 52,869.01. Heat/Air 4,473.50 5,574.50 3,899.00 31,739.50 22,870.50 41,557.50 28,385.75 Al Culvert 160.00 65.00 80.00 550.00 665.00 745.00 795.00 / Demolition .00 15.00 .00 15.00 15.00 30.00 15.00 CERT. OF OCCUPANCY: Residential .00 .00 .00 .00 .00 .00 .00 Commercial 30.00 150.00 30.00 1,110.00 990.00 1,530.00 1,290.00 OTHER: Misc.Building 675.00 1 ,029.00 504.00 6, 195.00 3,390.00 7,827.00 4,290.00 SIGNS 224.00 328.00 350.00 2;388.00 3,336.00 3,144.00 4,275.00 SCHOOLS 416.00 .00 .00 416.00 .00 416.00 .00 TENNIS COURT .00 .00 910.00 692.00 1,217.00 692.00 1,217.00 FENCE 119.00 .00 2,830.00 578.00 3,904.00 578.00 5,267.20 CHURCH 1,812.00 .00 .00 5,007.00 .00 5,007.00 .00 • SATELLITE DISH/ANTENNA .00 .00 .00 30.00 .00 30.00 .00 CITY BUILDINGS .00 .00 .00 .00 .00 .00 .00 TOTALS 88,107.76 111,672.07 79,838.42 634,811.83 484,273.00 828,026.88 552,667.65 • CITY OF SOUTHLAKE PERMIT MONTHLY REPORT REPORT FOR AUGUST 1993 AUGUST 31, 1993 THIS LAST SAME MONTH THIS YEAR LAST YEAR THIS YEAR LAST YEAR BUILDING VALUATION MONTH MONTH LAST YEAR TO DATE TO DATE TOTAL FISCAL TOTAL FISCAL FOR PERMITS ISSUED AUG93 JLY93 AUG. 92 1-8 1993 01-08 1992 10/92-08/93 10/91-08/92 BUILDING: Res-Single Family 9,623,800.00 12,759,300.00 9,119,848.00 68,948,041.00 51,070,448.00 89,803,132.00 61,562,750.00 Alteration/Addn. 41,600.00 17,390.00 225,100.00 598,290.00 345,350.00 860,790.00 421,350.00 Accessory Bldg. 42,000.00 17,300.00 1,000.00 180,700.00 275,400.00 518,100.00 339,800.00 Commercial-New .00 .00 .00 1,030,800.00 3,262,300.00 1,310,900.00 3,262,300.00 Commercial-Alt/Addn. 15,000.00 34,000.00 22,500.00 261,500.00 326,300.00 276,500.00 591,100.00 Foundation Only .00 .00 .00 .00 .00 .00 .00 Swimming Pool 351,200.00 492,200.00 172,500.00 2,810,300.00 1,456,500.00 3,309,600.00 1,686,000.00 SCHOOLS 25,000.00 11,000.00 .00 67,000.00 745,000.00 67,000.00 745,000.00 TENNIS COURTS .00 .00 112,000.00 69,000.00 138,500.00 69,000.00 138,500.00 FENCE 5,000.00 .00 403,200.00 32,900.00 489,800.00 32,900.00 631,700.00 a CHURCH 230,600.00 .00 .00 699,100.00 .00 699,100.00 .00 'fir SATELLITE DISH/ANTENNA .00 .00 .00 1,000.00 .00 1,000.00 .00 03. CITY BUILDINGS .00 .00 .00 2,150.00 .00 2,150.00 .00 TOTALS 10,334,200.00 13,331,190.00 10,056,148.00 74,700,781.00 58,109,598.00 96,950,172.00 69,378,500.00 TOTAL INSPECTIONS: 1574 1448 1031 11,560 6198 14,256 15,830 BUILDING INSPECTIONS: CONTRACTOR REGISTRATION OCTOBER 156 $11,700.00 Building 424 410 318 NOVEMBER 59 4,425.00 Electrical 429 417 267 DECEMBER 60 4,500.00 Plumbing 461 413 268 JANUARY 39 2,925.00 Mechanical 235 196 143 FEBRUARY 20 1,500.00 MARCH 32 2,400.00 TOTAL BLDG. INSP. 1549 1436 996 APRIL 32 2,400.00 MAY 36 2,700.00 CODE ENFORCEMENT: JUNE 37 2,775.00 Investigations 25 12 35 JULY 36 2,700.00 . AUG 30 2,250.00 TOTAL TO DATE 537 $40,275.00 f City of Southlake,Texas • COMMUNITY DEVELOPMENT DEPARTMENT FEE REVENUE REPORT FOR THE MONTH ENDING 31 AUGUST 1993 ZONING $ 550 . 00 NO. OF CASES (4) PLATTING 5, 260 . 00 NO. OF CASES (9) SPECIFIC USE PERMITS 100 . 00 NO. OF CASES (1) BOARD OF ADJUSTMENT 200 . 00 NO. OF CASES (4) MISCELLANEOUS INCOME 323 . 05 NO. OF RECEIPTS (19) 1111 TOTAL REVENUE $ 6, 433 . 05 TOTAL NO. OF RECEIPTS (37) • C:\WPF\REPORTS\REVENUE.RPT (Id . 61 ADMINISTR. CALENDAR COMMUNITY DEVE ENT DEPARTMENT • MONTH: September 1993 Form Date 09/16/93 EST 15 "DINANCE REVISICNS START/END CCMPLETE REMARKS 1 . Subdivision Ord. 483 Sept/Oct 20 Include Public Landscape Easement and other needed revisions 4 . Drainage Ordinance Sept/Nov 10 Misc. revisions needed 16 . Revisions to Zoning 1994 5 Resolve inconsistencies. Ordinance 17 . Park dedication changes Jan 94 0 Requested by Park Board (Subdivision Ord) 4; 18 . Revise Ord. 217 1994 0 Paving, drainage, driveways and parking lot construction. 19 . Water & Sewer Ordinance 1994 0 Construction requirements. 20 . Private Road Ord. 1994 0 SPECIAL PROJECTS 2 . F.M. 1709/S .H. 114 Corridor Oct/Nov 0 Study RFP 3 . Commercial Development Guide Oct/ASAP 5 Assist developers/consultants in understanding requirements for commercial development 5 . Community Bldg-Landscape Sept 0 Around Community Bldg. design 6 . Development Guide March/Jan 5 Includes flow charts and procedures for Zoning, platting, construction plans, etc. 7 . Determine C. I .P. for new July/Nov 75 Schedule of park improvements/costs park 8 . Tree Preservation Ord. Dec 5 To train building inspection staff- Training On hold until Building Official hired C:VAPP\PROJECTS\ADMCAL\93-09.CAL Page 1 ADMINISTR ' E CALENDAR - 1111 COMMUNITY DEV ENT DEPARTMENT • MONTH: S- . ember 1993 Form Date 09/16/93 9 . Tree Pres . - Builders Dec 5 Make builders aware of requirements- Meeting On hold until Building Official hired 10 . Entry Sign & Landscaping April/Aug 10 Bicentennial Park 11 . S.O. P. Condemnation/Letter ASAP 75 of Credit 12 . Revise residential ASAP 0 To bring up to date development summary 13 . Preliminary constr. plans ASAP 5 To standardize preliminary reviews checklist 14 . ROW Dedication Policy 1993 0 Emphasize accurate dedications. 15 . Annual Summaries May/June 10 c W C:\WPF\PROJECTS\ADMCAL\93-09.CAL Page 2 CITY OF SOUTHLAKE General Fund and Debt Service Fund Statement of Revenues,Expenditures and Changes in Fund Balance for the period ended August 31, 1993 with Comparative Actual amounts for the period ended August 31, 1992 Revised -To Date Percent To Date Actual Percent 1992-93 Actual Collected/ Actual Total Collected/ REVENUES Budget 8/31/93 Expended 8/31/92 9/30/92 Expended Ad Valorem Taxes $2,974,049 $2,953,595 99.3% $2,708,789 $2,739,250 98.9% Sales Tax 649,000 534,052 82.3% 418,564 510,036 82.1% Franchise Fees 304,935 294,623 96.6%1 279,619 279,619 100.0% Fines 176,500 163,673 92.7% 191,374 207,499 92.2% Charges for Services 59,750 52,561 88.0% 45,919 47,540 96.6% Permits/Fees 1,211,860 1,134,840 93.6% 711,466 791,983 89.8% Miscellaneous 24,115 26,020 107.9% 22,232 42,194 52.7% Transfer In-Other Funds 267,295 107,849 40.3% 29,451 191,224 15.4% Interest Income 71,000 72,520 102.1% 62,901 75,139 83.7% Total Revenues $5,738,504 $5,339,733 93.1% $4,470,315 $4,884,484 91.5% EXPENDITURES City Secretary $146,999 $125,433 85.3% $109,071 $124,457 87.6% City Manager 159,082 132,105 83.0% 117,153 129,129 90.7% Support Services 512,965 408,879 79.7% 356,789 417,493 85.5% Finance 205,487 181,362 88.3% 176,170 192,339 91.6% Municipal Court 160,608 127,854 79.6% 130,770 145,345 90.0% Fire 565,590 491,795 87.0% 400,396 531,671 75.3% Police 910,603 788,810 86.6% 730,775 825,242 88.6% Public Safety Support 376,546 323,320 85.9% 306,057 340,626 89.9% Building 159,911 139,040 86.9% 111,392 127,329 87.5% Community Development 226,191 217,796 96.3% 126,566 145,414 87.0% Streets/Drainage 914,847 686,956 75.1% 442,154 685,700 64.5% Parks 146,688 120,255 82.0% 63,135 101,924 61.9% Public Works Administration 106,153 58,115 54.7% 61,671 69,674 88.5% Debt Service-General Obligation Bonds 916,398 878,276 95.8% 696,207 758,997 91.7% Total Expenditures $5,508,068 $4,679,996 85.0% $3,828,306 $4,595,340 83.3% Excess (deficiency)of Revenue over Expenditures $230,436 $659,737 $642,009 $289,144 OTHER FINANCING SOURCES AND(USES) Transfer to other fund $0 $0 $0 ($796) Excess (deficiency)of Revenues and other sources over Expenditures $230,436 $659,737 $642,009 $288,348 FUND BALANCE OCT 1 $1,276,569 $1,276,569 $988,221 $988,221 ENDING FUND BALANCE$1,507,005 $1,936,306 $1,630,230 $1,276,569 CITY OF SOUTHLAKE Water and Sewer Enterprise Fund Comparative Statement of Revenues and Expenses for the period ended August 31, 1993 and August 31, 1992 Revised To Date Percent To Date Total Percent 1992-93 Actual Collected/ Actual Actual Collected/ REVENUES Budget 8/31/93 expended 8/31/92 9/30/92 expended Water Sales-residential $1,835,000 $1,946,099 106.1% $1,370,748 $1,557,620 88.0% Water Sales-commercial 380,000 368,017 96.8% 275,969 318,453 86.7% Sewer Sales 225,000 208,525 92.7% 167,647 185,824 90.2% Sanitation Sales 290,000 268,467 92.6% 212,657 235,603 90.3% Other utility charges 231,520 283,608 122.5% 197,128 276,578 71.3% Miscellaneous 58,100 55,276 95.1% 8,344 21,323 39.1% Interest Income 25,970 30,811 118.6% 29,198 35,693 81.8% Total Revenues $3,045,590 $3,160,803 103.8% $2,261,691 $2,631,094 86.0% EXPENSES Water • $1,620,461 $1,221,417 75.4% $761,042 $1,244,888 61.1% Sewer 554,888 395,265 71.2% 679,628 866,652 78.4% Sanitation 260,500 215,537 82.7% 166,200 206,396 80.5% Debt Service- Revenue Bonds 79,719 79,719 100.0% 81,971 89,423 91.7% Other-Line Oversizing 25,000 3,072 12.3% 0 0 0.0% Transfers-other funds 267,295 107,849 40.3% 0 159,446 0.0% Total Expenses $2,807,863 $2,022,859 72.0% $1,688,841 $2,566,805 65.8% Net Income/(Loss) $237,727 $1,137,944 $572,850 $64,289 UND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 REVENUE REPORT PERIOD ENDING 8/31/93 PAGE 1 FISCAL MONTH 11 91.67h OBJECT ACCOUNT CURRENT ******YEAR-TO-DATE****** ESTIMATED UNREALIZED DESCRIPTION ACTUAL ACTUAL tBUD REVENUE BALANCE 000 NON DEPARTMENTALIZED 100 TAXES 10.00 AD VALOREM/CURRENT 14,735.46- 1,926,474.58 100 1,935,000 8,525.42 11.00 AD VALOREM/DELINQUENT 5,494.53 151,751.67 98 155,000 3,248.33 12.00 PENALTY & INTEREST 8,298.92 40,537.67 90 45,000 4,462.33 15.00 SALES TAX 80,566.89 534,051.71 82 649,000 114,948.29 21.00 FRANCHISE-GAS 48,842.93 100 48,850 7.07 22.00 FRANCHISE-TELEPHONE 10,280.57 38,772.87 102 38,000 772.87- 23.00 FRANCHISE-ELECTRIC 197,022.08 95 208,100 11,077.92 24.00 FRANCHISE-BANK 25.00 FRANCHISE-CABLE 9,985.35 100 9,985 .35- 100 TAXES 89,905.45 2,947,438.86 95 3,088,935 141,496.14 200 FINES 10.00 FINES & FORFEITURES 16,447.85 162,653.32 93 175,000 12,346.68 15.00 TEEN COURT REVENUES 1,019.50 68 1,500 480.50 200 FINES 16,447.85 163,672.82 93 176,500 12,827.18 300 CHARGES FOR SERVICES 01.00 AMBULANCE 2,356.80 5,773.30 77 7,500 1,726.70 02.00 DISPATCHING 03.00 MUTUAL AID 750 750.00 05.00 SPECIAL SERVICES PROGRAM 3,620.24 32,036.94 92 35,000 2,963.06 20.00 PARK/RECREATION FEES 500 500.00 21.00 BUILDING RENTAL FEES 295.00 465.00 465.00- 50.00 FIRE DEPT INCOME 5,000.00 100 5,000 70.00 RECREATION CLASS FEES 132.00 9,285.50 84 11,000 1,714.50 300 CHARGES FOR SERVICES 6,404.04 52,560.74 88 59,750 7,189.26 400 PERMITS & FEES 10.00 PERMITS-RES NEW SINGLE FAM 56,371.79 526,157.24 82 640,000 113,842.76 .10.01 PERMITS-BLDG RES-ALT/ADDN 423.00 9,276.80 9,276.80- :10.02 PERMITS-BLDG RES-ACS BLDGS 519.00 2,509.78 2,509.78- :10.03 PERMITS-BLDG COMMRCL NEW 1,812.00 14,152.00 14,152.00- -10.04 PERMITS-BLDG COMMERCIAL 736.00 8,816.00 8,816.00- .11.00 PERMITS-PLUMBING 8,583.75 81,570.54 102 80,000 1,570.54- :12.00 PERMITS-ELECTRICAL 9,621.22 89,651.41 100 90,000 348.59 :13.00 PERMITS-HEAT & AIR 4,473.50 41,544.00 104 40,000 1,544.00- :14.00 PERMITS-SPRINKLER 600.00 7,269.60 97 7,500 230.40 • :14.01 PERMITS-WATER WELL 60.00 180.00 180.00- :15.00 PERMITS-SITE PLAN 650.00 65 1,000 350.00 :16.00 PERMITS-CULVERT 160.00 810.00 116 700 110.00- :16.01 PERMITS-APPROACH 105.00 105.00- :17.00 PERMITS-POOL 4,427.00 41,394.00 92 45,000 3,606.00 :18.00 PERMITS-SIGN 224.00 3,166.00 79 4,000 834.00 :19.00 PERMITS-HOUSE MOVING 10.00 10.00- :19.01 PERMITS-DEMOLITION :20.00 PERMITS-SOLICITORS 24.00 79.00 79 100 21.00 :21.00 PERMITS-ALCOHOLIC USE 90.00 60 30.00- :22.00 PERMITS & FEES-MISC. 269.00 3,900.00 87 4,500 600.00 FUND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 REVENUE REPORT PERIOD ENDING 8/31/93 PAGE 2 FISCAL MONTH 11 91.67% OBJECT ACCOUNT CURRENT ***"*YEAR-TO-DATE****** ESTIMATED UNREALIZED DESCRIPTION ACTUAL ACTUAL %BUD REVENUE BALANCE 423.00 FEES-ZONING 550.00 3,529.10 71 5,000 1,470.90 424.00 FEES-PLATTING 4,685.00 213,668.00 102 210,000 3,668.00- 425.00 FEES-BOARD OF ADJ 200.00 1,350.00 84 1,600 250.00 426.00 FEES-ZONING SPECIAL EXCEPT 50.00 50 100 50.00 427.00 FEES-STREET LIGHTS 1,800 1,800.00 429.00 FEES-INSPECTION 43,944.87 110 40,000 3,944.87- 430.00 FEES-SPECIAL USE ZONING 100.00 300.00 60 500 200.00 431.00 FEES-BUILDING 242.00 242.00- 440.00 CONTRACTOR REGISTRATION 2,250.00 40,425.00 101 40,000 425.00- 400 PERMITS E. FEES 96,089.26 1,134,840.34 94 1,211,860 77,019.66 500 MISCELLANEOUS 502.00 PERIMETER RD FEE 510.00 MIS-INCOME 529.30 14,694.54 122 12,000 2,694.54- 511.00 MIS-VITAL STATISTICS 120 120.00 512.00 MIS-INSPECTION FEES 513.00 MIS-RETURNED CHECK CHG 15.00 180.00 92 195 15.00 515.00 MIS-FEMA FUNDS 516.00 MIS-STREET LIGHTS 517.00 MIS-ZONING 518.00 MIS-BUILDING 519.00 MIS-POLICE DEPARTMENT 148.00 1,620.00 108 1,500 120.00- 520.00 MIS-SALE OF FIXED ASSETS 530.00 MIS-TOWER LEASE 800.00 8,800.00 92 9,600 800.00 531.00 MISC-PUBLICATIONS 40.00 725.00 104 700 25.00- 500 MISCELLANEOUS 1,532.30 26,019.54 108 24,115 1,904.54- 700 OTHER REVENUES 713.00 OPERATING TRANSFER IN 159,446 159,446.00 726.00 LOAN PROCEEDS • 700 OTHER REVENUES 159,446 159,446.00 900 INTEREST 910.00 INTEREST EARNED 5,309.45 61,509.27 103 60,000 1,509.27- 900 INTEREST 5,309.45 61,509.27 103 60,000 1,509.27- 000 * NON DEPARTMENTALIZED 215,688.35 4,386,041.57 92 4,780,606 394,564.43 TOTAL GENERAL FUND 215,688.35 4,386,041.57 92 4,780,606 394,564.43 • FUND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 1 FISCAL MONTH 11 91.67% ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 500 OTHER EXPENSES .00 .00 .00 0 0 .00 DEPT 000 TOTAL ******** .00 .00 .00 0 0 .00 NON DEPARTMENTALIZED 100 PERSONNEL SERVICES 4,884.60 51,792.57 .00 89 58,137 6,344.43 200 CONTRACTUAL SERVICES 1,833.33 23,339.45 .00 83 28,150 4,810.55 300 LEASE OBLIGATIONS .00 .00 .00 0 0 .00 400 SUPPLIES 2,404.88 14,424.34 .00 101 14,227 197.34- 500 OTHER EXPENSES 852.48 7,347.96 .00 128 5,720 1,627.96- 600 ADMINSTRATIVE EXPENDITURES 1,350.13 6,084.40 .00 72 8,500 2,415.60 700 MAINTENANCE .00 360.00 .00 75 480 120.00 800 PROFESSIONAL CONSIDERATION 1,536.28 12,850.06 .00 54 23,747 10,896.94 900 CAPITAL OUTLAY 2,665.72 9,233.78 .00 115 8,038 1,195.78- DEPT 100 TOTAL ******** 15,527.42 125,432.56 .00 85 146,999 21,566.44 CITY SEC/MAYOR/COUNCIL 100 PERSONNEL SERVICES 10,629.27 110,085.12 .00 80 136,915 26,829.88 200 CONTRACTUAL SERVICES 1,675.00 1,675.00 .00 670 250 1,425.00- 300 LEASE OBLIGATIONS .00 .00 .00 0 0 .00 400 SUPPLIES 274.69 - 1,670.95 .00 98 1,700 29.05 500 OTHER EXPENSES .00 .00 .00 0 0 .00 600 ADMINSTRATIVE EXPENDITURES 238.66 7,316.69 .00 92 7,975 658.31 700 MAINTENANCE 42.44 564.55 .00 81 700 135.45 800 PROFESSIONAL CONSIDERATION 143.96 7,926.16 .00 90 8,832 905.84 900 CAPITAL OUTLAY 199.98 2,666.73 .00 106 2,710 156.73- DEPT 103 TOTAL ******** 13,204.00 132,105.20 .00 83 159,082 26,976.80 CITY MANAGER'S OFFICE 100 PERSONNEL SERVICES 1,978.77 14,439.89 .00 78 18,566 4,126.11 200 CONTRACTUAL SERVICES 10,401.67 133,326.16 .00 69 194,000 60,673.84 300 LEASE OBLIGATIONS 1,770.33 30,598.97 .00 83 36,674 6,075.03 400 SUPPLIES 1,952.21 7,856.91 .00 154 5,100 2,756.91- 500 OTHER EXPENSES 5,599.19 86,768.93 .00 84 103,645 16,876.07 600 ADMINSTRATIVE EXPENDITURES 493.43 95,568.24 .00 95 100,800 5,231.76 700 MAINTENANCE 4,224.54 36,776.24 .00 87 42,100 5,323.76 800 PROFESSIONAL CONSIDERATION 64.69 209.23 .00 139 150 59.23- 900 CAPITAL OUTLAY .00 3,333.96 .00 22 15,025 11,691.04 DEPT 105 TOTAL ******** 26,484.83 408,878.53 .00 79 516,060 107,181.47 SUPPORT SERVICES 100 PERSONNEL SERVICES 10,676.02 99,545.47 .00 85 117,007 17,461.53 200 CONTRACTUAL SERVICES 266.00 51,031.03 .00 97 52,540 1,508.97 400 SUPPLIES 746.03 6,932.76 .00 83 8,400 1,467.24 500 OTHER EXPENSES .00 .00 .00 0 0 .00 600 ADMINSTRATIVE EXPENDITURES 105.18 2,492.55 .00 80 3,100 607.45 700 MAINTENANCE .00 249.43 .00 83 300 50.57 FUND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 • DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 2 FISCAL MONTH 11 91.67h ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 800 PROFESSIONAL CONSIDERATION 215.00 3,197.23 .00 51 6,215 3,017.77 900 CAPITAL OUTLAY .00 17,913.66 .00 100 17,925 11.34 DEPT 106 TOTAL ******** 12,008.23 181,362.13 .00 88 205,487 24,124.87 FINANCE 100 PERSONNEL SERVICES 8,507.95 77,640.43 .00 91 85,430 7,789.57 200 CONTRACTUAL SERVICES 1,652.50 41,049.58 .00 69 59,500 18,450.42 400 SUPPLIES 170.55 1,884.08 .00 54 3,500 1,615.92 500 OTHER EXPENSES .00 .00 .00 0 0 .00 600 ADMINSTRATIVE EXPENDITURES 9.73 2,418.84 .00 40 6,000 3,581.16 _ 700 MAINTENANCE .00 1,975.08 .00 64 3,100 1,124.92 800 PROFESSIONAL CONSIDERATION 1,140.00 2,375.97 .00 100 2,378 2.03 900 CAPITAL OUTLAY .00 510.00 .00 73 700 190.00 DEPT 107 TOTAL ******** 11,480.73 127,853.98 .00 80 160,608 32,754.02 COURT 100 PERSONNEL SERVICES 45,020.47 413,365.28 .00 88 470,193 56,827.72 • 200 CONTRACTUAL SERVICES .00 645.00' .00 34 1,900 1,255.00 300 LEASE OBLIGATIONS 72.00 216.00 .00 43 500 284.00 400 SUPPLIES 851.80 10,754.37 .00 86 12,450 1,695.63 500 OTHER EXPENSES 186.29 1,458.48 .00 97 1,500 41.52 600 ADMINSTRATIVE EXPENDITURES .00 461.00 .00 58 800 339.00 700 MAINTENANCE 5,095.92 26,086.09 .00 97 27,000 913.91 800 PROFESSIONAL CONSIDERATION 201.92 21,949.72 .00 81 27,122 5,172.28 900 CAPITAL OUTLAY 7,567.55 16,859.55 .00 70 23,925 7,065.45 DEPT 131 TOTAL ******** 58,995.95 491,795.49 .00 87 565,390 73,594.51 FIRE SERVICES 100 PERSONNEL SERVICES 78,570.25 625,053.04 .00 86 724,394 99,340.96 200 CONTRACTUAL SERVICES .00 1,401.09 .00 35 4,000 2,598.91 300 LEASE OBLIGATIONS .00 .00 .00 0 0 .00 400 SUPPLIES 1,016.64 10,110.90 .00 81 12,500 2,389.10 500 OTHER EXPENSES 49.67 419.39 .00 105 400 19.39- 600 ADMINSTRATIVE EXPENDITURES .00 2,193.09 .00 110 2,000 193.09- 700 MAINTENANCE 5,681.68 47,943.19 .00 83 57,500 9,556.81 800 PROFESSIONAL CONSIDERATION 3,261.82 21,340.25 .00 86 24,909 3,568.75 900 CAPITAL OUTLAY 4,136.00 80,348.87 .00 95 84,900 4,551.13 DEPT 132 TOTAL ******** 92,716.06 788,809.82 .00 87 910,603 121,793.18 POLICE SERVICES 100 PERSONNEL SERVICES 22,569.72 256,843.03 .00 85 302,841 45,997.97 200 CONTRACTUAL SERVICES .00 642.00 .00 64 1,000 358.00 300 LEASE OBLIGATIONS 354.24 3,896.64 .00 92 4,250 353.36 400 SUPPLIES 1,009.18 7,141.91 .00 104 6,900 241.91- 500 OTHER EXPENSES .00 1,417.50 .00 95 1,500 82.50 600 ADMINSTRATIVE EXPENDITURES 87.10 1,038.71 .00 49 2,100 1,061.29 FUND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 3 FISCAL MONTH 11 91.67% ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 700 MAINTENANCE 446.58 37,987.18 .00 95 40,000 2,012.82 800 PROFESSIONAL CONSIDERATION 190.00 2,227.96 .00 45 4,955 2,727.04 900 CAPITAL OUTLAY 1,360.00 12,125.55 .00 93 13,000 874.45 DEPT 133 TOTAL ******** 26,016.82 323,320.48 .00 86 376,546 53,225.52 PUBLIC SAFETY SUPPORT 100 PERSONNEL SERVICES 12,358.13 116,954.65 .00 87 134,732 17,777.35 200 CONTRACTUAL SERVICES .00 260.00 .00 100 260 .00 300 LEASE OBLIGATIONS .00 .00 .00 0 0 .00 400 SUPPLIES 494.90 2,436.15 .00 68 3,600 1,163.85 500 OTHER EXPENSES .00 21.24 .00 21 100 78.76 600 ADMINSTRATIVE EXPENDITURES 331.82 784.88 .00 63 1,250 465.12 700 MAINTENANCE 174.35 2,183.75 .00 95 2,310 126.25 800 PROFESSIONAL CONSIDERATION 34.72 3,480.57 .00 78 4,459 978.43 900 CAPITAL OUTLAY .00 12,918.69 .00 98 13,200 281.31 DEPT 142 TOTAL ******** 13,393.92 139,039.93 .00 87 159,911 20,871.07 BUILDING 100 PERSONNEL SERVICES .00 ' .00 .00 0 0 .00 200 CONTRACTUAL SERVICES .00 .00 .00 0 0 .00 400 SUPPLIES .00 .00 .00 0 0 .00 500 OTHER EXPENSES .00 .00 .00 0 0 .00 600 ADMINSTRATIVE EXPENDITURES .00 .00 .00 0 0 .00 800 PROFESSIONAL CONSIDERATION .00 .00 .00 0 0 .00 900 CAPITAL OUTLAY .00 .00 .00 0 0 .00 DEPT. 143 TOTAL ******** .00 .00 .00 0 0 .00 PLANNING &,ZONING 100 PERSONNEL SERVICES 38,608.38 233,270.08 .00 82 283,722 50,451.92 200 CONTRACTUAL SERVICES 8,501.50 51,806.10 .00 93 55,900 4,093.90 300 LEASE OBLIGATIONS .00 14,401.80 .00 160 9,000 5,401.80- 400 SUPPLIES .00 117.42 .00 28 425 307.58 500 OTHER EXPENSES 1,955.03 19,137.56 .00 66 28,800 9,662.44 600 ADMINSTRATIVE EXPENDITURES .00 .29 .00 0 0 .29- 700 MAINTENANCE 6,625.42 177,029.67 .00 91 195,500 18,470.33 800 PROFESSIONAL CONSIDERATION .00 2,751.63 .00 79 3,500 748.37 900 CAPITAL OUTLAY 42,343.13 188,441.53 .00 56 338,000 149,558.47 DEPT 144 TOTAL ******** 98,033.46 686,956.08 .00 75 914,847 227,890.92 STREETS 100 PERSONNEL SERVICES 6,335.23 37,506.95 .00 79 47,643 10,136.05 200 CONTRACTUAL SERVICES 665.00 13,762.25 .00 99 13,850 87.75 400 SUPPLIES 1,094.28 3,247.80 .00 66 4,950 1,702.20 500 OTHER EXPENSES 3,285.44 11,921.01 .00 74 16,200 4,278.99 600 ADMINSTRATIVE EXPENDITURES 6.09 88.73 .00 89 100 11.27 700 MAINTENANCE 1,860.63 15,641.73 .00 89 17,600 1,958.27 FUND 100 GENERAL FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 4 FISCAL MONTH 11 91.67% ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 800 PROFESSIONAL CONSIDERATION 137.21 711.58 .00 65 1,095 383.42 900 CAPITAL OUTLAY 14,208.82 37,374.68 .00 83 45,250 7,875.32 DEPT 145 TOTAL ******** 27,592.70 120,254.73 .00 82 146,688 26,433.27 PARKS AND RECREATION 100 PERSONNEL SERVICES 3,884.99 48,389.47 .00 79 60,906 12,516.53 200 CONTRACTUAL SERVICES .00 511.00 .00 2 30,382 29,871.00 300 LEASE OBLIGATIONS .00 .00 .00 0 0 .00 400 SUPPLIES 166.19 1,099.73 .00 110 1,000 99.73- 500 OTHER EXPENSES .00 .00 .00 0 100 100.00 600 ADMINSTRATIVE EXPENDITURES 14.68 204.63 .00 68 300 95.37 700 MAINTENANCE .00 353.98 .00 0 0 353.98- 800 PROFESSIONAL CONSIDERATION 1,406.72 5,827.95 .00 131 4,465 1,362.95- 900 CAPITAL OUTLAY 17.18 1,728.58 .00 19 9,000 7,271.42 DEPT 146 TOTAL ******** 5,489.76 58,115.34 .00 55 106,153 48,037.66 .PUBLIC WORKS ADMIN 100 PERSONNEL SERVICES 12,297.39 132,893.89 .00 90 147,096 14,202.11 200 CONTRACTUAL SERVICES 7,218.73 58,643.34 .00 114 51,550 7,093.34- 400 SUPPLIES 273.61 3,117.05 .00 92 3,400 282.95 500 OTHER EXPENSES .00 3,265.56 .00 99 3,300 34.44 600 ADMINSTRATIVE EXPENDITURES 2,538.92 7,376.61 .00 104 7,100 276.61- 800 PROFESSIONAL CONSIDERATION 702.11 3,717.73 .00 80 4,645 927.27 900 CAPITAL OUTLAY .00 8,782.05 .00 97 _ 9,100 317.95 DEPT 150 TOTAL ******** 23,030.76 217,796.23 .00 96 226,191 8,394.77 COMMUNITY DEVELOPMENT . FUND 100 TOTAL ******** 423,974.64 3,801,720.50 .00 . 83 4,594,565 792,844.50 FUND 400 GO BOND DEBT SERVICE CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 REVENUE REPORT PERIOD ENDING 8/31/93 PAGE 9 FISCAL MONTH 11 91.67h OBJECT ACCOUNT CURRENT ******YEAR-TO-DATE****** ESTIMATED UNREALIZED DESCRIPTION ACTUAL ACTUAL $BUD REVENUE BALANCE 000 NON DEPARTMENTALIZED 100 TAXES 110.00 AD VALOREM/CURRENT 3,645.34 800,998.53 99 807,049 6,050.47 111.00 AD VALOREM/DELINQUENT 1,419.53 33,831.52 -106 32,000 1,831.52- 100 TAXES 5,064.87 834,830.05 99 839,049 4,218.95 700 OTHER REVENUES - 713.00 OPERATING TRANSFER IN 107,849.00 100 107,849 700 OTHER REVENUES 107,849.00 100 107,849 800 NON-OPERATING REVENUE 804.00 AD VALOREM - TRANSFER IN 800 NON-OPERATING REVENUE 900 INTEREST 910.00 INTEREST EARNED 732.65 11,010.76 73 15,000 3,989.24 900 INTEREST 732.65 11,010.76 73 15,000 3,989.24 000 * NON DEPARTMENTALIZED 5,797.52 953,689.81 99 961,898 8,208.19 TOTAL GO BOND DEBT SERVICE 5,797.52 953,689.81 99 961,898 8,208.19 FUND 400 GO BOND DEBT SERVICE CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 12 FISCAL MONTH 11 91.67W ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 500 OTHER EXPENSES 96,418.75 212,577.07 .00 85 250,963 38,385.93 600 ADMINSTRATIVE EXPENDITURES 5,150.00 665,698.85 .00 100 665,435 263.85- DEPT 000 TOTAL ******** 101,568.75 878,275.92 .00 96 916,396 38,122.08 NON DEPARTMENTALIZED FUND 400 ' TOTAL ******** 101,568.75 878,275.92 .00 96 916,398 38,122.08 FUND 200 WATER FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 REVENUE REPORT PERIOD ENDING 8/31/93 PAGE 3 FISCAL MONTH 11 91.67k OBJECT ACCOUNT CURRENT ******YEAR-TO-DATE****** ESTIMATED UNREALIZED DESCRIPTION ACTUAL ACTUAL kBUD REVENUE BALANCE 000 NON DEPARTMENTALIZED 500 MISCELLANEOUS 510.00 MIS-INCOME 38.00 1,066.03 107 1,000 66.03- 512.00 MIS-INSPECTION FEES 53,970.37 96 56,500 2,529.63 513.00 MIS-RETURNED CHECK CHG 15.00 240.00 40 600 360.00 500 MISCELLANEOUS 53.00 55,276.40 95 58,100 2,823.60 600 UTILITY CHARGES 611.00 WATER SALES-RESIDENTIAL 716,411.45 1,946,099.31 106 1,835,000 111,099.31- 612.00 WATER SALES-COMMERICAL 108,228.85 368,016.68 97 380,000 11,983.32 613.00 WATER TAP 18,360.00 165,435.00 115 144,000 21,435.00- 614.00 BULK WATER 15,605.75 31,444.12 180 17,500 13,944.12- 651.00 SEWER SALES 53,198.30 208,525.01 93 225,000 16,474.99 652.00 SEWER TAP 3,150.00 22,585.00 100 22,500 85.00- 670.00 GARBAGE SALES 50,681.08 268,466.55 93 Z90,000 21,533.45 670.50 RECYCLING RECOVERY 682.00 METER BOX 35.00 35.00- 691.00 METER TEST 692.00 UNAPPLIED CASH 880.85 16,900.96 16,900.96- 693.00 SERVICE CHARGE 1,920.00 17,971.20 104 17,250 721.20- 694.00 LATE CHARGES 3,301.75 28,036.85 99 28,270 233.15 695.00 DELINQENT ACCT COLLECTIONS 696.00 RECONNECT FEE 125.00 1,200.00 60 2,000 800.00 600 UTILITY CHARGES 971,863.03 3,074,715.68 104 2,961,520 113,195.68- 800 NON-OPERATING REVENUE 807.00 TRANSFER IN-WW/IMPROVE 800 NON-OPERATING REVENUE 900 INTEREST 910.00 INTEREST EARNED 4,218.11 30,810.53 119 25,970 4,840.53- 900 INTEREST 4,218.11 30,810.53 119 25,970 4,840.53- 000 * NON DEPARTMENTALIZED 976,134.14 3,160,802.61 - 104 3,045,590 115,212.61- TOTAL WATER FUND 976,134.14 3,160,802.61 104 3,045,590- 115,212.61- w FUND 200 WATER FUND CITY OF SOUTHLAKE REPORT PRINT DATE- 9/17/93 DEPT/CATEGORY EXPENDITURE REPORT PERIOD ENDING 8/31/93 PAGE 5 FISCAL MONTH 11 91.67% ACCOUNT MTD *********** YEAR-TO-DATE *********** ANNUAL CATEGORY DESCRIPTION ACTUAL ACTUAL ENCUMBERED %BUD APPROPRIATION BALANCE 500 OTHER EXPENSES .00 190,639.60 .00 51 372,014 181,374.40 600 ADMINSTRATIVE EXPENDITURES .00 .00 .00 0 0 .00 DEPT 000 TOTAL ******** .00 190,639.60 .00 51 372,014 181,374.40 NON DEPARTMENTALIZED 100 PERSONNEL SERVICES 27,498.18 275,848.03 .00 85 322,966 47,117.97 200 CONTRACTUAL SERVICES 1,015.00 17,384.70 .00 70 25,000 7,615.30 300 LEASE OBLIGATIONS .00 2,863.28 .00 48 6,000 3,136.72 400 SUPPLIES 213.84 2,798.50 .00 67 4,200 1,401.50 500 OTHER EXPENSES 121,345.48 713,202.23 .00 70 1,024,320 311,117.77 600 ADMINSTRATIVE EXPENDITURES 1,114.30 12,971.18 .00 89 14,600 1,628.82 700 MAINTENANCE 7,290.85 70,986.24 .00 99 71,800 813.76 800 PROFESSIONAL CONSIDERATION 385.40 5,798.13 .00 97 5,950 151.87 900 CAPITAL OUTLAY 10,495.92 • 119,565.07 .00 82 145,625 26,059.93 DEPT 147 TOTAL ******** 169,358.97 1,221,417.36 .00 75 1,620,461 399,043.64 WATER 100 PERSONNEL SERVICES 6,495.07 38,153.29 .00 80 47,752 9,598.71 200 CONTRACTUAL SERVICES 1,120.00 5,485.00 .00 69 8,000 2,515.00 300 LEASE OBLIGATIONS .00 367.50 .00 7 5,000 4,632.50 400 SUPPLIES .00 1,234.45 .00 59 2,100 865.55 500 OTHER EXPENSES 886.15 9,960.82 .00 74 13,500 3,539.18 700 MAINTENANCE 57,652.33- 329,729.12 .00 70 473,962 144,232.88 800 PROFESSIONAL CONSIDERATION 80.00 977.08 .00 81 1,200 222.92 900 CAPITAL OUTLAY 420.00 9,357.49 .00 277 3,374 5,983.49- DEPT 148 TOTAL ******** 48,651.11- 395,264.75 .00 71 554,888 159,623.25 SEWER 200 CONTRACTUAL SERVICES 22,825.62 215,537.21 .00 83 260,500 44,962.79 DEPT 149 TOTAL ******** 22,825.62 215,537.21 .00 83 260,500 44,962.79 SANITATION FUND 200 TOTAL ******** 143,533.48 2,022,858.92 .00 72 2,807,863 785,004.08 ADMINISTRATIVE CALENDAR FINANCE DEPARTMENT MONTH: SEPTEMBER 1993 START/END COMPI ETE REMARKS 1. FY1993-94 Budget 4/93-9/93 complete 100% Budget approved 9-7, prepare for publication 2. Close August general ledger 9/13,14 complete 100% distribute to departments 3. UPS system for computer 6/93-9/93 in progress 75% ordered through HGAC vendor for delivery by 9/30 4. Utility Impact Fee Update 3/93-8/93 complete 100% 5. Utility delinquent notices 6/93-9/93 in progress 75% forms received, computer program change for new format 6. Southlake information sheet for new 5/93-7/93 complete 100% distributing to new customers utility customers 7. Computer use policy 5/93- in progress 60% draft of policy being reviewed by City Manager 8. Annual Audit 10/93-1/94 start up 0% 9. Bond Rating Trip-New York 9/93 last week of September SPECIAL PROJECTS 10.Cashier position - applications 9/93 in progress 10% need to review applications, interview 11. 12. 13. CITY OF SOUTHLAKE SALES TAX REVENUES six year comparison Revised 1 budget99 2 percentbalance $649,000 $582,343 $66,657 1°12.2771%; iii:i.iiiii.F..i.....:.11,45..97.1.,..,.::1*.941.....3.................:......-.: %3881.48u%%c .1..:......,'•::....'...i,F,I...,.i....ii....i..:::..2•.0.:..1..........1'...4......,3:...'................:....:•-•.....!.. %(DeInce) -93 wtolledeatteed bbauldagnecet .., ..?..i'.:r.i.: %Inc ,.......,.. .::g.. . ..::....... Inc :ii.)...YE.: ..,i.,.. :::....:96/9t...i:::::: (Dec) ........:...:..............n.....-...:-,:i.... "107:4•Ait:::::1•;i-;1'iF:ii1(16.....!...t.HAIf :: % '....7-..:;:::.1.l3:.S...1979m7:1": %(DeIncc) .:'.....7•••• :'...:;"•••'''•::::.:••••••••:.** 35.2 ::.................,.9.......-........,.'...1,....7i,..i;.....2...i...-. ::65e..oie%%) .:,:1.::..::i::;..:S::::................,....9........•.i.',...•:'9.......:::.r........:-.....6....:',.....:i...::::.:i 91)% • :......in:i:if.........:::i:::::::.:::::•,:i:..:i. MONTH .....*:... 87/8.8:-.;.1:-:.;.:....:..."::88/89.......?.. (Dec) ..:,...„,......:...... ...,...„ ""..".....,. ....... - ..:-.. ....... • .... ....: % :.:::::::$44::0$'1"'" • :"„:„„::".."'„•"•"'„„'•'..":::::.....' "-....,--...,........., • • 0:' -21.7% 11:1.$.......:.....7.',7.:..7-:•6-....--.! 35'1- ''..'"'::•-4::.:::"!• 1 16 7% ...,.....i,.$.46t...„.....:......,- October -....$35::::)14....k:'i:1:•:.....• 7..-•••197 ."' .. . ." . :.: 51 0% i.i.:::::::/:',ii..Z,...7,-.!9........:1 24 8% :::::".:',:::::::.42..:•;.•i2.'qii ... i• (..6;14:.:,....,ii'il..1.5A? ...-: November ...•-4....'...',............,.‘...... ..,, n.. '.;: -31'9% ...•:••••7•,..2•41-...:5723:::i....."... 593, 11....11E.1E....3....•"?.':::...I".........7::.;.,•:•: • .........1".ii••••••4,.41••••.j.•••••. 16.9% :•••••••:,••••.•-14*--stl:.:...!.•'8:.::.-.5..:......9..............1:: 5°1"87: .. :..i:4"...46ii. 9.2% :::::".i.."..i": - ,..,........,i',,'::..i • - ..... 2%.......61113.::::: 69. 0 December "."'":"'"'.i.I0....:X ..ii:::.:'::-1'.fir. 2188..81: •...:i......:-.::i2...,..,....8.,........t....4..s.,:.6.....4-....EiE. ,‘...:..!.....::::. ii::::::::4'S...;100:i: 36. ° ••,•:.....i.":::•:::::::14"..:"9:•••••• •': ...:::::::::::::::•:-....-,......i..::::::::•i'. ,..„.„.......• . . •,:,....,:,2..6.175:0...."' -18.2% :.:1-.:!.3,i0.:...3:::: ..:.. .„ .... ,.. _1 9% • .....-."..:39051..: • .. 415.-. 6:i 7 • ".......:.'-'-j....„•::::::.::::::::::::::-.-: January ii:::..."-.:ii!".. 793•." ' •:.: AX::::::': ...,:,..... ..-: 61 0% i:::::'::::iiig:107. ::' - • .. . ..Pilliglil 17.8% ....94, ___• ,.......:.:-.....-. 20.7% piiiiigrI.,..::............. February :••••":''1-3...-.;:..i....-03 •.:"%::';1"::15.•:;-8::...9-14..":i ,...,f...„....:.....: ::,i,..-..........:?..: ...ca.1.. .„.... .......i...4.i....,;•..,::: 1 :: 58.5% .....:::::::-..".30i6-„i1' 107.5% .".....!•.'3:-... g.........":':.9.,......5.:::.5,1........:., 7.- - : 1-....:-..,.A::.., March ..,..,.., . .i. 5% --:•. ,,:488....;" 13.8% !...."i":: 4i.,........."...Y.........1......;.i.:,.....i...;.:;:..... ---';'664.":: 19.3% 11.4% "!.... ,,..t....,.........,... .-.....,:. 7,84si:,.........:::::..48.;63: ::' ::::::::::':;;;:l'25::: 1:::': '7 ......: 28.5% ....: :.ii7::1....49••1••••••:::: -23.5% !!..1c.•::114:::......,:,1,.........iitii.i,:.e.....4....,...„........!..............i.:.....'.-.1 „.„:„3:::4 -......,.. .,...,,,,......i...:,-:-..........:. ,..:..."...".....::...:,i.:.:.....,..,...,.,,. April .:.-f.:::::.i....-,:iii.;..*:ii...A...........,'.......:.:::,......::::::',..::-.:...'.:::,,,-... .. '--50.P.: 13.2% ,i.:]:...i.....,.:..,.......,.......::..........:....:: • '."'-::":•. :1'824., 79.4% :::"•:,...34,. ..:.......:...*,,,.. :-.11*-1.5.;.5.19::.',;4.:.:....;....„...........„,:.., ..:':::::::::.3.062t. 16.3% .:....iii.::::iiii!..4......:1'5.49...3ii .........,::::::.::•:::::-:::::::::ii:R: ''... . . 7....'. 20.7% ..... ,:::.: 8% i....................5. ;02::..::: May 1 2% '''''..-43:4:05 13. .............. ...° . 0:-. 12.0% 1,........:.:::!...:5:.................,";1.............:i•!.........:2..;:51": 33.2% ..:::'.'..:,:,.........,..."....',.,-:::::-............-.... . ... .:,. ......„ ,,,... 4,7 :::-..,..:-.37:-44........:7::,. 55.7% ii...-...::::.::•3....!.......-M...,::.............4::ii --- •.•:::•i'*':',..".::!....gi...]::::,. ,......,.......-..22-....i.-.19...5..,....,i,:-....iii.::::2.....::/:::•!25...:iii1,:.....; 8. 0 ,:..;.....,.,...........i.:::...............„ . . . .................... ..............................................:::::::,. 8 5% :.i.i.....ii.,..iii......5....1.........i.....3..5...3iii 9.2% iii....i.:,:i.,::...:8.,..g....‘,..]:...5.:....6.7....i 56.9% • June .....................ii......5.„:1..........,...3-74.1, 33.0% ,iiii..ii::-...4...:.,..7..........)::.P.......I:...7:i:::.: - • ...-...-....,..........,,,,,,..,:...-.,........: -:„. .....,:.:',.........,..•-,......•....,:::..,,......,-..-,. iii • - -....•-.4•Rf650:" ."::::::".i:ik:;1§9.:::::::•:.1.•. .7. ,..-i-...•''.'.'.."i 20.1% ....,..,:.........,::::..„.„,„.....,..:::..... July .. 1•7 5% i,...:::"..............._i....:::•..... .:.:.....,...:,---.051-, ,J...• - ...::.............,...--,..:.....- •••••:::''''.4••••87t:• 35.5% ::: ' '....tRiliiii j -- ..-""-'''''''''-' ."••• ....3t9.69."' 40.8% :„ p,.............. ".„::.....,::,,,.:::?,...."•-•:,::::::... ::::....24.....:;.:1....:7"..": '''''!-".i" 2.•?......:-....- August -,al. 004:.: 13. ° ...:' .. . -.... . -:, 4 2% f....i.:::::''.......:::::....................7.-.!.:. ...-44:-.290-1:... -0.9% :-..1.914.:14 .:e3.1..;-,.. 9 q : ]....!:..:4,,....„:„.2i...2.:..::7...:,..4.....:1,• 15..5% .,...-:,i‘.......-..i.i......::.........:::..:,...:............ 4 6% September •••••• •••••• .:::'-"10:44 ...:....„........„„,„,,,,:i..i:::i............ 63.0% :::::::-1".P:::32",..499.: . ,..... ''........•••' 27.1% $44:,•044 .: :$5820:0::: 2 • '.'.' 13 8% ...„............,..... 11.0% "$32§•:•4.9......6,......ili $2800P1:,..":": $ 1".•1469.....:9....":: TOTAL ...:,-„,,,,.:,...,.-. '.....f.f. 13.1% ..,.....,$:,........!...111e".....036... .. • -.:.;....,1-***. • .. .,..,„............ 09/17/93 REPORT DATE State of Texas Page: 40 Comptroller of Public Accounts City Sales and Use Tax Comparison Summary - September 1993 County/City Current Net Payment Comparable Payment % Change 1993 Payments 1992 Payments % Change Rate This Period Prior Year To Date To Date Swisher Happy 1.000% $ 757.38 $ 889.04 -14.80% $ 7,469.68 $ 7,232.38 3.28% Kress 1.000% $ 615.20 $ 574.46 7.09% $ 6,001.62 $ 6,712.30 -10.58% Tulia 1.500% $ 16,076.77 $ 18,394.63 -12.60% $ 166,462.54 $ 167,843.85 -0.82% County Total $ 17,449.35 $ 19,858.13 -12.12% $ 179,933.84 $ 181,788.53 -1.02% Tarrant Arlington 1.500% $ 3,183,951.55 $ 3,198,708.30 -0.46% $ 32,280,144.74 $ 29,115,259.69 10.87% Bedford 1.000% $ 205,634.88 $ 225,412.08 -8.77% $ 2,431,994.83 $ 2,406,969.12 1.03% Benbrook 1.000% $ 44,109.27 $ 48,794.62 -9.60% $ 561,029.47 $ 484,575.09 15.77% Blue Mound 1.000% $ 2,324.00 $ 3,400.33 -31.65% $ 27,478.41 $ 28,108.77 -2.24% Colleyville 1.000% $ 64,159.06 $ 71,800.34 -10.64% $ 648,887.78 $ 602,710.86 7.66% Crowley 1.000% $ - 10,611.30 $ 10,281.49 3.20% $ 157,372.83 $ 147,078.22 6.99% Dalworthington Gdns * 1.500% $ 21,058.86 $ 20,648.95 1.98% $ 208,867.89 $ 124,943.55 67.16% Edgecliff Village 1.000% $ 3,038.98 $ 4,633.98 -34.41% $ 42,972.89 $ 46,446.24 -7.47% Euless * 1.500% $ 256,727.57 $ 180,250.05 42.42% $ 2,144,745.68 $ 1,654,072.47 29.66% Everman 1.000% $ 6,551.15 $ 9,363.10 -30.03% $ 92,169.83 $ 100,507.65 -8.29% Forest Hill 1.000% $ 44,806.00 $ 48,152.16 -6.94% $ 430,049.02 $ 422,521.39 1.78% Fort Worth 1.000% $ 2,852,423.14 $ 3,043,641.08 -6.28% $ 32,841,834.19 $ 30,800,808.66 6.62% Grand Prairie * 1.500% $ 869,145.61 $ 646,437.79 34.45% $ 7,671,727.04 $ 6,601,475.25 16.21% Grapevine 1.000% $ 249,025.84 $ 279,805.22 -11.00% $ 2,915,824.53 $ 2,749,860.57 6.03% Haltom City. 1.000% $ 207,157.01 $ 226,281.35 -8.45% $ 2,052,045.95 $ 2,040,187.65 0.58% Haslet 1.000% $ 996.78 $ 1,064.49 -6.36% $ 9,429.96 $ 9,986.12 -5.56% Hurst * 1.500% $ 430,777.41 $ 346,896.28 24.18% $ 4,080,610.68 $ 4,145,336.53 -1.56% Keller * 1.500% $ 66,822.11 $ 66,689.40 0.19% $ 614,034.61 $ 413,660.62 48.43% Kennedale 1.500% $ 22,702.17 $ 18,362.95 23.63% $ 274,398.82 $ 227,886.16 20.41% Lake Worth 1.000% $ 64,636.53 $ 53,000.72 21.95% $ 560,213.66 $ 537,743.01 4.17% Lakeside 1.000% $ 1,423.46 $ 1,489.11 -4.40% $ 17,421.40 $ 16,408.13 6.17% Mansfield * 1.500% $ 108,298.40 $ 144,750.27 -25.18% $ 1,338,286.36 $ 852,945.65 56.90% No Richland Hills * 1.500% $ 500,798.96 $ 325,449.64 53.87% $ 5,069,899.72 $ 3,429,549.96 47.82% Pantego * 1.500% $ 70,445.36 $ 64,260.78 9.62% $ 608,417.67 $ 584,696.96 4.05% Pelican Bay 1.000% $ 0.00 $ 0.00 U/C $ 1,362.57 $ 1,617.46 -15.75% Richland Hills 1.000% $ 82,480.60 $ 92,978.09 -11.29% $ 812,755.25 $ 798,576.42 1.77% River Oaks 1.000% $ 11,952.28 $ 15,860.65 -24.64% $ 152,730.46 $ 147,657.30 3.43% Saginaw . 1.000% $ 47,192.68 $ 41,841.38 12.78% $ 387,498.86 $ 385,282.08 0.57% Sansom_P-.atk _ - '/.__ 1.000 _$ 6,936.57 $ 13,565.46 -48.86% $ _ 84,207.25 $ 106,382.76 -20.84% So`ut-hlak-e�- -- - :1.-000%--$ --,_ _ ___48,290..13 _$ -__ 48,731..02_ - -0.90% $ _ .489,260.10-$- __ . 392,635.-03 . _ 24..60% Watauga 1.000% $ 38,449.96 $ 39,526.26 -- -2.72'% $ 475,807.69 $ 472,443.94 0.71'% Westlake 1.000% $ 3,549.73 $ 5,949.57 -40.33% $ 66,930. 19 $ 72,621.69 -7.83% Westworth Village 1.000% $ 5,285.10 $ 3,420.92 54.49% $ 37,646.76 $ 40,528.33 -7.11% White Settlement 1.000% $ 136,374.15 $ 139,413.87 -2.18'% $ 1,333,178.45 $ 1,254,389.86 6.28% County Total $ 9,668,136.60 $ 9,440,861.70 2.40% $ 100,921,235.54 $ 91,215,873.19 10.63% U/C Unable to compute percentage change * Refer to the Local Sales Tax Rate Information Report _, ..... r MUNICIPAL COURT MONTHLY REPORT 11111 AUGUST 1993 TRAFFIC I NON TRAFFIC I Non State City Parking Parking Law Ordinance Total 1. NUMBER OF CASES FILED: 881 0 42 3 926 2. DISPOSITIONS PRIOR TO TRIAL: A. Deposit Forfeitures 0 0 0 0 0 B. Payments of Fine 186 0 16 3 205 C. Cases Dismissed 141 0 3 0 144 3. DISPOSITIONS AT TRIAL: A. Trial by Judge (1) Finding of Guilty 2 0 0 0 2 (2) Finding of Not Guilty 0 0 0 0 0 B. Trial by Jury (1) Finding of Guilty 0 0 0 0 0 (2) Finding of Not Guilty111/1 0 0 0 0 0 C. Dismissed at Trial 0 0 0 0 0 4. CASES DISMISSED: A. After Defensive Driving 49 0 0 0 49 B. After Deferred Adjudication 10 0 1 0 11 C. After Proof of Insurance 76 0 0 0 76 5. CASES APPEALED 0 0 0 0 0 6. WARRANTS ISSUED 0 0 0 0 0 TOTAL REVENUE COLLECTED: CITY $16,334.45 STATE 8,553.40 TOTAL 24,887.85 111/1 4EI MUNICIPAL COURT MONTHLY REPORT JULY/AUGUST 1993 COMPARISON III I JULY I AUGUST 1. NUMBER OF CASES FILED: 730 926 2. DISPOSITIONS PRIOR TO TRIAL: A. Deposit Forfeitures 0 0 B. Payments of Fine 138 205 C. Cases Dismissed 109 144 3. DISPOSITIONS AT TRIAL: A. Trial by Judge 3 2 (1) Finding of Guilty 0 0 (2) Finding of Not Guilty 0 0 B. Trial by Jury (1) Finding of Guilty 0 0 (2) Finding of Not Guilty 0 0 C. Dismissed at Trial 0 0 4. CASES DISMISSED: A. After Defensive Driving 32 49 111/1 B. After Deferred Adjudication 26 11 C. After Proof of Insurance 67 76 5. CASES APPEALED 0 0 6. WARRANTS ISSUED 100 0 TOTAL REVENUE COLLECTED: CITY $12,337.25 $16,334.45 STATE 5,287.00 8,553.40 TOTAL 17,624.25 24,887.85 • SOUTHLAKE DEPARTMENT OF PUBLIC SAFETY MONTHLY REPORT August, 1993 ,POLICE SERVICES Citations Issued _926_ Residential Burglaries _2_ Arrests _29_ Business Burglaries 0_ Traffic Accidents _25_ Vehicle Burglaries _3_ Alarm Calls _119_ Assaults _2_ Animal Calls _36_ New CID cases assigned _27_ Thefts Under $750 _5_ CID Investigations Cleared _29_ Thefts $750 and up _4_ Active CID Investigations 53_ FIRE SERVICES Residential Fires 2 Ambulance Calls: Commercial Fires 0 Vehicle Accidents 5 Other Building Fires _0_ Non-accident EMS _17_ Vehicle Fires _1_ Total Patients Transported _9_ •Grass Fires 11 Grass/Weed Complaints 93 Fire Alarms - False 9 Burn Permits Issued 0 Fuel Spills/Leak _9_ Pre-fire Inspections _10_ Other Haz-Mat Calls _0_ Building Plans Reviewed _7_ Bomb Threats 1_ Other Fire Calls 8 SUPPORT SERVICES Total Police Service Calls _720_ Total Training Hours: Total Fire Service Calls 39 Police 12 Crime Prevention Surveys 3_ Fire _22_ Total DARE Classes Taught _13_ Communications 0 Warrants Received _4_ Volunteers 20 Warrants Cleared _18_ Total Personnel Trained _14_ ,'Total Warrant Collections $2,710..50 9-1-1 Hang-up Investigations _4_ f ADM1NISTRAT E CALENDAR 4110 PUB ETY IIIMONTH• 1993 1 PROJECT DESCRIPTION ; EST .:. :PS '.` '' :::<: .. <':: ::::.:... COMPLETED :<;::> >>:><::>: > >:z> s< REMARKS 1 .Wrecker Ordinance Aug /Oct 75% Draft being reviewed 2 .Hiring Budgeted Personnel Oct /Sept 95% Background being conducted on Communicator and Police Officer 3 .Animal Control /Oct 70% For Council Action on Policies 4 .Breathing Air Comp. Aug /Sept 98% Delivered - Will be operational by 9-10-93 5 .Computer Networking Oct /Oct 80% Assigned to GG - Licensing and final network AEI connections 1 6 .Truck Route Ordinance Oct /Oct Dir Campbell Handling 7 . Hepatitis Program Oct 92/ 75% Bobby Finn Handling - Waiting on time for final injections 8. Uniform Policy Oct /Sept 80% Employee Council & Director Review 9 . Career Development/Step & 40% To be included in 1993-94 Grade Budget 10 .Evidence Property Oct /Oct 60% Reorganization & Conversion Reassignment 11.Reports & Records System Oct /Sept 75% Part of computer networking and reorganization C ADMINIST CALENDAR 4110 PUB E t, 4110 MONTH: 1993 ' 12 . IAD/Discipline Policy Oct /Sept 80% Director Review 13 .Booking Room Oct /Oct 20% 14 .CID Crime & Photo Kits Oct /Oct 70% Reorganization/GG Handling 15 .Contracts Review Oct /Jan 5% Dir Jackson Handling 16 .Monthly Reports Oct /Oct 95% Computerization 17 .Policy Manual Oct /Oct 20% On going two-year project 18 .Update Employee Data Oct /Sept 80% Dept Mtg - Forms review/Dir Jackson handling 19 . 20 . Tir 21. W 22 . 23 . 24 . SPECIAL PROJECTS 25 . 800 mHz Oct /92-93BY 99% Waiting on two convert-a- corns 26 .Bank Security Review Dec /Sept 90% Bank reviewing final draft 27 . PUBLIC WORKS PROJECTS <'DEL'I , RED':: iVMM ' >' '><:> » VF.. ...... 11%.!.1.1%;.:11.i:;;;;;;;;;:i=i;::::::::!!!!!!!!'!1!.4•LiAiiidniiiiiistitik;,..;d1t$0..MYEa:,..:';i-''':;AWARD.ED-,ii:,,x,,,,..::::....,.............................. .,... ..,..,...,.......... MPLETE 1. Midsize Truck 9/15/92 10/13/92 10/20/92 12/1/92 2 . Mowing Tractor 12/15/92 1/12/93 1/19/93 3/5/93 • 3 . Jellico Circle 9/15/92 10/13/92 10/20/92 04/02/93 . 08/30/93 4 . Continental Blvd. (County) 07/12/93 10/15/93 5 . Crosstimbers 6 . Parking Lot 05/16/93 09/01/93 7. Park Community Building 12/15/92 01/26/92 02/2/93 07/16/93 08/15/93 0 8 . 3/4-ton Truck 05/07/93 9 . 12'x 56' Manuf. Bldg. 10/06/92 11/10/92 11/17/92 11/30/92 - 01/15/93 10 . Plu Wells 10/06/92 11/10/92 11/17/92 11/30/92 01/08/93 . g 11. FM 1709/Water Line Rel 11/03/92 12/08/92 12/15/92 01/04/93 07/15/93 12 . S-2 Sewer Line 05/27/93 07/20/93 07/26/93 10/31/93 13 . Street Bond, Phase I (carroll Ave.) 02/02/93 03/09/93 06/01/93 07/01/93 09/30/93 Dove to Burney 14 . Water Improvements, Ph. III 02/02/93 03/30/93 04/06/93 04/26/93 07/15/93 (White Chapel) 15 . Water Improvements, Ph. II (High Pressure Plane) 10/01/93 02/01/94 05/15/94 16 . Water Improvements, Ph. I (Kimball area) 10/01/93 17. Storage Building for Records - 08/23/93 18 . lar Building Addition 0 4 c:\wpfiles\budget\projects September , 1993 City of southiaKe, I exas CITY MANAGE R MEMORANDUM SSeptember 09 , 1993 TO: Robert Whitehead, Director of Public Works FROM: Brad Payton, Street Superintendent SUBJECT: Monthly Report for Street Department August, 1993. Description July Aug 1 . Tons of asphalt used a. Ultimate Petroleum Mix 0 0 b. Hot Mix Asphalt 0 213 c. Cold Mix Asphalt 100 100 d. Base Material 200 100 2 . Lane Miles of Road Repaired 115 100 3. Number of Street Signs 4111 Repaired or Replaced (all types) 33 24 4 . Feet of Ditch Line Cleaned and shaped 100 0 5 . Number of Vehicles Repaired 3 3 a. Front end loader engine is being rebuilt b. Dump truck rear-end rebuilt c. Roller hydraulic pump rebuilt 6 . Row mowed in miles of streets 90 90 BP/cbk 1110 UTILITY DEPARTMENT REPORT CITY MANAGER MONTH August, 1993 -/.9 9.3_-/A JULYill AUG GALLONS PUMPED FROM WELLS 0 0 PURCHASED FROM FORT WORTH 148,300,000 145,701,000 TOTAL PUMPED AND PURCHASED 148,300,000 145,701,000 WATER METERS SET 51 51 NEW WATER TAPS MADE 1 7 VALVES REPAIRED 4 1 VALVES TESTED 12 0 FIRE HYDRANTS INSTALLED 0 1 FIRE HYDRANTS REPAIRED 3 2 FIRE .HYDRANTS FLUSHED 0 3 DEAD END WATER MAINS FLUSHED 0 0 WATER MAINS REPAIRED 2 4 WATER METERS AND SERVICE LINE REPAIRED 11 9 NEW ACCOUNTS 80 72 1111 FINAL ACCOUNTS 83 103 LOCKED METER FOR DELINQUENT PAYMENT 1 9 PULLED METERS 1 2 METERS REPLACED 6 '5 MISCELANEOUS WORK ORDERS 233 196 SEWER LIFT STATIONS CHECKED (4 L.S . ) 75 110 REQUIRED MONTHLY SEWAGE TESTS 10 8 SEWER PLANT MAINTENANCE (BANK & DOVE) 50 44 SEWER MANHOLES INSPECTED 4 4 i MISCELLANEOUS PROJECTS 0 0 271:&Y-" ,e, "--,122e,kM WATER SUPERINTENDENT DIRECTOR OF PUBLIC WORKS L 1 City of Southlake,Texas CITY MANAGER MEMORANDUM 9-I g j3 4L 41111 September 16, 1993 TO: Curtis E. Hawk, City Manager FROM: Billy Campbell, Director, Department of Public Safety SUBJECT: Interlocal Agreement Pursuant to Rabies Control Act Director Jackson and I have met with Chief Tom Martin and his representative regarding animal control and solidified the process of which we are going to initiate the Southlake/Grapevine Animal Control Agreement. With the attached Interlocal Agreement, Ft. Worth will act as our agent in the preparation and shipment of animal heads pursuant to the Rabies Control Act. In that this action will be moot because we will be looking to Grapevine to provide us this service, I feel that we should also enter into this agreement for emergency purposes. 411 , I am available for any questions or comments that you might have. 73'C. BC/mr Attachment I wp\Memo\ACAgrmnt.FW STATE OF TEXAS S KNOW ALL PERSONS BY THESE PRESENTS COUNTY OF TARRANT S INTERLOCAL AGREEMENT FOR PREPARATION AND SHIPMENT OF ANIMAL HEADS PURSUANT TO RABIES CONTROL ACT THIS AGREEMENT is entered into this day of 19 , by and between the City of Fort Worth, a home-rule municipal corporation situated in Tarrant County, Texas, hereinafter called "Fort Worth", acting herein by and through Libby Watson, its duly authorized Assistant City Manager, and the City of , a municipality situated in County, Texas, hereinafter called " ", acting herein by and through , its duly authorized W I T N E S SET H : WHEREAS, VTCA, Government Code, Chapter 791, authorizes the formulation of interlocal cooperation agreements between and among municipalities; and WHEREAS, VTCA, Health and Safety Code S 826.016, authorizes the governing body of a municipality to enter into contracts or agreements with public entities to carry out activities authorized or required by the Rabies Control Act of 1981; and WHEREAS, the preparation and shipment for testing of the heads of animals involved in bites is an activity authorized or required by the Rabies Control Act of 1981 and the regulations promulgated pursuant thereto by the Texas Board of Health; and WHEREAS, wishes to participate in an interlocal agreement with Fort Worth for the purpose of animal head preparation and shipment for testing; and WHEREAS, Fort Worth and mutually desire to be subject to the provisions of VTCA, Government Code, Chapter 791, also known as the Interlocal Cooperation Act; NOW THEREFORE, it is agreed as follows : 1. Purpose The purpose of this Interlocal Agreement is to enter into an agreement between Fort Worth and whereby, subject to the terms and conditions specified below, Fort Worth agrees to 1 furnish with the service of animal head preparation and shipment pursuant to the Rabies Control Act of 1981, and the regulations promulgated pursuant thereto by the Texas Board of Health, for the benefit of alone. 2. Definitions For the purposes of this Agreement, the following definitions shall apply: ACT shall mean the Rabies Control Act of 1981, codified as VTCA, Health and Safety Code, Chapter 826 . ANIMAL shall mean a warm-blooded animal . BITE shall mean a bite or scratch capable of transmitting, rabies, which is inflicted by an animal on a human. QUARANTINE shall mean the strict confinement of a biting animal , in accordance with the Act and the Rules. RABIES shall mean an acute viral disease of man and animal affecting the central nervous system and usually transmitted by an animal bite. RULES shall mean the rules adopted by the Texas Board of Health for rabies control and eradication under 25 TAC § 169. 21 et seq. 3. Term The term of this Agreement is for a period of one (1) year commencing on , 19_, and ending on 19_, unless extended by written extension executed by all parties prior to the expiration of this Agreement, providing, however, that no such extension shall be for a period shorter than one year . 4. Duties of Fort Worth Fort Worth agrees to perform the following services for A. Between the hours of 8 :00 a.m. and 5:00 p.m. , Monday through Friday, at the Humane Society of North Texas , Inc . , 1840 E. Lancaster, Fort Worth, Texas, Fort Worth shall accept delivery from of animals that have been involved in bites within the jurisdictional limits of 2 Jrtr° - 3 B. Fort Worth shall euthanize and decapitate such animals, and shall dispose . of __their. bodies.; C. Fort Worth shall maintain records of such animals as required by the Act or Rules; D. Fort Worth shall pack the animals' heads in accordance with the Rules and ship them to a Texas Department of Health certified laboratory for rabies testing; and E. Fort Worth shall , on the forms submitted to the laboratory with the heads, request that the laboratory send rabies test results to: Name Street City , Texas (Zip Code) Telephone (area code) (number) (ext. ) 5. Duties of A. shall not deliver bite animals to Fort Worth without first calling Fort Worth Animal Control at (817) 871-7344, to determine a mutually agreeable time for such delivery; B. 's employees who deliver bite animals to Fort Worth, shall assist Fort Worth Animal Control personnel in unloading the animals from the transport vehicles and securing the animals within the shelter. C. All animals delivered by to Fort Worth shall be animals that has determined may not or should not be quarantined pursuant to the Rules . 6. Employee Status Fort Worth employees who provide services under this Agreement are deemed to be Fort worth employees when providing such services. Fort Worth will exercise complete control over the hiring, training, supervision, and conduct of such employees. Fort Worth will be responsible for all wages and applicable payroll deductions , unemployment taxes, insurance, . vacations, holidays , and fringe benefits for such employees and for all uniforms , vehicles , and equipment used by such employees for providing services under this Agreement . 3 J 1 shall have no direct supervisory authority over such employees except in emergency situations where the exercise of supervision by becomes necessary. 7 . Consideration In consideration of the services performed hereunder by Fort Worth, agrees to pay Fort Worth the sum of $50 .00 per animal head processed and shipped. Fort Worth shall send quarterly written statements to which shall be promptly paid by from current revenues available to 8. Waiver, Release, Indemnification, and Hold Harmless does hereby release, indemnify, defend and hold harmless Fort Worth, its Department of Health, officers, . agents, and employees, in both their public and private capacities, from and against any and all liability, claims, workers' compensation claims, suits, demands, or causes of action which. may arise due to any loss, damage, personal injury, and/or death occurring as a consequence of the performance of this Agreement, including such injuries, death, or damages that are caused by Fort Worth's sole negligence or the joint negligence of Fort Worth and any other person or entity. Such shall include all expenses of litigation, court costs and attorneys' fees, including appellate review. It is the express intention of the parties hereto, both Fort Worth and , that the indemnity provided for in this paragraph is indemnity by to indemnify and protect Fort Worth from the consequences of Fort Worth's own negligence, whether that negligence is the sole or a concurring cause of the injury, death, and/or damage. 9. Immunity It is expressly understood and agreed that , in the execution of this Agreement , neither Fort Worth nor waives , nor shall be deemed hereby to waive, any immunity or defense that would otherwise be available to it against claims arising in the exercise of governmental powers and functions. 10. Termination It is further agreed by and between Fort Worth and that Fort worth and shall have the right to terminate this Agreement upon thirty (30) days written notice to the other party. 4 11. Entirety This Agreement contains all commitments and agreements of the parties hereto, and no other oral or written commitments shall have any force or effect if not contained herein. 12. Severability In case any one or more of the. provisions contained in this Agreement shall for any reason be held to be invalid, illegal , or unenforceable in any respect , such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Agreement shall be construed as if such invalid, illegal , or unenforceable provisions had never been contained herein. 11. Authority This Agreement is made for Fort Worth and as an Interlocal Agreement pursuant to VTCA, Government Code, Chapter 791. 12. Authorization The undersigned officer and/or agents of the parties hereto are properly authorized officials and have the necessary authority to execute this Agreement on behalf of the parties hereto, and each party hereby certifies to the other that any necessary resolutions extending such authority have been duly passed and are now in full force and effect. 5 EXECUTED this day of , 19 , in Fort Worth, Tarrant County, Texas . CITY OF FORT WORTH CITY OF By: By : Libby Watson Assistant City Manager Date: Date: APPROVED AS TO FORM AND APPROVED AS TO FORM AND LEGALITY: LEGALITY: Assistant City Attorney City Attorney Date: Date: ATTEST: ATTEST: City Secretary City Secretary 6 City of Southlake,Texas MEMORANDUM - September 15, 1993 TO: Curtis E. Hawk, City Manager FROM: Greg Last, Community Development Director SUBJECT: Plat Vacation - Oakwood Country Estates, Phase I ZA 93-65 Subdivision Ordinance 483, Section 2 . 05, allows for the vacation of a plat previously filed by the City upon application of the owners of all lots in the original plat. Upon approval of the plat vacation, the vacated plat has no effect. Ms. Susan Evans, President, Timarron Land Corporation, has submitted an application to vacate the Plat of Oakwood Country Estates, Phase I . The plat of Oakwood Country Estates was filed for record in March 1981, but the development was never constructed, and subsequently was acquired by Timarron. Timarron is requesting plat vacation so that the property can be platted as part of Timarron at a later date. .Attached is a copy of the plat vacation request with a graphic exhibit of the plat to be vacated. City staff has also reviewed this request and has no problems with the vacation of this plat . The applicant will obtain utility company signatures prior to staff obtaining the Mayor' s signature and filing in the courthouse records . On September 9, 1993 the Planning and Zoning approved the applicant' s request for plat vacation. Please place this on the next Council agenda for their consideration. 6i/ GL/te Attachment : Plat Vacation Request File:C:IWPFIFSMI-ROW.-PVIPVIOAKWOOD 5 &I .ra e j • CITY OF SOUTHLAKE Vacation of Plat Date: f,271q 3 WHEREAS, Timarron Land Corporation, acting by and through the undersigned, its duly authorized agent, being the owner of all land inoludod in the plat entitled Oakwood Country Estates, Phase I filed for record in Volume 388-140, Page 98,of the Plat Records, Tarrant County, Texas, do hereby declare said plat to be vacated, and do request the Planning and Zoning Commission and City Council of the City of Southlake to approve said vacation. This is to certify that Timarron Land Corporation is the sole owner of the property described above on the date of this appl 'on man P, President STATE OF TEXAS COUNTY OF TARRANT BEFORE ME, the undersigned authority, on this day personally appeared Susan L. Evans, President, Timarron Land Corporation, a corporation, known to me to be the person whace name is subscribed to the foregoing instrument, and ac3 nnvf1edged to me that she executed the same for the purposes and consideration therein expressed, in the capacity therein stated _-- and as the act and deed of said corporation.O VE'N UNDER IMY, ND AND SEAL OF OFFICE this the 4,ty day of, 1993. Notary i c irr nd,for 1N:1ztile-ofTexas • . • l J • Approved by City of Soutkllake, _ day of , 1993. By: Mayor,City of Soutblaicc Return to: Owner: City Secretary Timaman Land Corporation City of Southtake 300 E. Carpenter Freeway 667 N. Carroll Ave. Suite 1425 5oathlake, Texas 76092 Irving, Texas 75062 5C-a r ' CITY OF SOUTHLAKE Certificate of Approval We, the undersigned, as duly authorized representatives of the following franchise utility companies, hereby express no objection to the vacation of the plat(and subsequent utility easements and rights-of-way contained within)as shown on the attached exhibit.' This plat to be vacated was previously recorded in Volume 388-140, Page 98, of the Plat Records, Tarrant County, Texas. Texas Utilities Electric Tri-County Electric Cooperative, Inc. Signed: Signed: Printed Name: Printed Name: Title: Title: Date: Date: GTE Southwest, Inc. Lone Star Gas Company Signed: Signed: Printed Name: Printed Name: Title: Title: late: Date: Harron Cablevision of Texas Sammons Communications, Inc. 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', 4 2 a , ,..,:',:.:;5.4' 4 -,i.L../:, ::: . _ .,.......+11,r,"., 1:. . t.......-,,,....fin`• ,. .Bai44,44'aeon&6 ;:,' ,'-::::tt••••,..X, ' 14'..;•0 1,‘ , r .0•10,114,2'.'". gr' . * i a , .1,......,.... , !, 44 ' ' 1 3 lc csi EmMittbilmitml to.nost000•••••• -..• PHASE I , LOCATION MAP 1.17-:‘;'‘ - '' too •i An Addition 10 100 010 01 .. •1:00• Scputilak.e, . " ----- • s,,, ..,.,. ii .t_.• i k OAKCIIE CT tli TITANT COUNTY, T(XA 45S . li•,10' rx.-c= i 1 IIi AN 2 -.0 oar 4 I. 1.11.111, .•••••••• ,... .••• 41 A% t) • - .% 4.s .• ,, 4 I 4.k a , "O i a AAPROVCD...,Idil_i3 ri 1 IA/ AppRovE0.43/Apy,zipn I, i ,,.. • : . . 1° 1 •7. ,t MANNINO 0 ZONINO CITY COUNCIL I Peer SSP...soy „ I CAS OM...... • COMMISSION SOUTHLAKE,TEXAS ' I /2 07.-... .1;;00....0.1 010..•sh..., DAVE CLAUDE •ANhilSIF..511E=111110511MS•WA,S, 17 _______ 4-;.1-2,:,, iiiii„....a% LEVITT ENGINEERS, INC. i.,V.:::,...% ./.%Tm CIVIL S STRUCTURAL CCoNSULTA N TS _ CONTINENT-A& -- .• .1." OLVV'el '1.- -I''..-.. 001.414.M-R-0,-NO-50991 I •• • TO4.CONTINDITAL BLVD.. DOUTMLAKS.TICRAS /SCSI 11:-"-I-V IM,--arpr-MI se.VANCE AO. .... ' • %.,,:. F.27 7\T ,,,,,7 roRT Trans. Tell•. •.,• ..o . : ..yr,'. , . ...n, , - ,/11,n 4•1.111ST . Mtvff72 adlig,---- 'ZIA.AO:C;• itA-A....4.1 • , . Ave.0.555e.r4ohl. % . • • ,-7 1,..,-,`''5, .5".• • -..: . . . ... , . .. . .......... . . • .. .• - . , • . . . • • • ' . - • " 5 . re . , . City of South lake,Texas CITY MANAGZR MEMORANDUM -,� -73- 1' September 17, 1993 TO: Curtis E. Hawk, City Manager FROM: Sandra L. LeGrand, City Secretary SUBJECT: Ordinance No. 580, Calling Special Election Attached is the revised Ordinance No. 580, Calling a Special Election for November 2, 1993 , to determine whether or not the voters desire to Levy a Sales and Use Tax for the benefit of Economic Development Corporation, which is on the agenda for second reading. The ordinance has been revised to remove "Library" as a part of the purpose, as suggested by Council during the September 7, 1993 City Council meeting. The wording is now, "for the purpose of developing public parks or other projects permitted by law" . If you have questions, please contact me. /sl �Ct -/ p ORDINANCE NO. 50 AN ORDINANCE CALLING A SPECIAL ELECTION FOR NOVEMBER 2, 1993 TO DETERMINE WHETHER OR NOT THE VOTERS DESIRE TO LEVY A SALES AND USE TAX FOR THE BENEFIT OF AN ECONOMIC DEVELOPMENT CORPORATION; PROVIDING THAT THIS ORDINANCE SHALL BE CUMULATIVE OF ALL ORDINANCES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR ENGROSSMENT AND ENROLLMENT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the o Southlake is a home 11 �cting under its ch..rter adopted by the electorate pursuant to Article XI, Section 5 of the Texas Constitution and Chapter 9 of the Local Government Code; and WHEREAS, the Development Corporation Act of 1979, V.A.T.C.S., Art. 5190.6, provides that certain eligible cities may create an Industrial Development Corporation to be funded by a sales and use tax for the benefit of the corporation, if the tax is authorized by a majority of the qualified voters; and WHEREAS, the City of Southlake is an eligible city as defined by Section 4B(a)(1) of the Development Corporation Act; and WHEREAS, the Development Corporation Act provides that an election shall be held in accordance with Chapter 321 of the Tax Code; and WHEREAS, Section 321.401 of the Tax Code provides that the governing body of a municipality may, by ordinance, call an election by the vote of a majority of its members; and WHEREAS, Section 321.403 of the Tax Code provides that such an election must be held on the first succeeding uniform date for which sufficient time elapses for the holding of an election; and WHEREAS, Section 41.001 of the Texas Election Code specifies that the first Tuesday after the first Monday in November of odd numbered years shall be a uniform election date available for local special elections; and f:\files\m u ni\slake\election.or2(09/09/93) �� o WHEREAS, the first Tuesday after the first Monday in November, falls on November 2, 1993. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: SECTION 1 A special election shall be held on November 2, 1993, on the following proposition: PROPOSITION 1: 1-7 i-1 FOR The adoption of a one-half of one percent sales and use tax for the benefit of an industrial development corporation created pursuant to V.A.T.C.S. Article r--� 5190.6, Section 4B, for the purpose of developing public LJ AGAINST parks or other projects permitted by law. SECTION 2 This ordinance shall be cumulative of all provisions of ordinances of the City of Southlake, Texas, except where the provisions of this ordinance are in direct conflict with the provisions of such ordinances, in which event the conflicting provisions of such ordinances are hereby repealed. SECTION 3 It is hereby declared to be the intention of the City Council that the phrases, clauses, sentences, paragraphs, and sections of this ordinance are severable, and if any phrase, clause, sentence paragraph or section of this ordinance shall be declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs and sections of this ordinance, since the same would have been enacted by the City Council without the incorporation in this ordinance of any such unconstitutional phrase, clause, sentence, paragraph or section. f:\f i les\m un i\slake\election.or2(09/09/93) 2 /CZ -3 a+- J SECTION 4 The City Secretary of the City of Southlake is hereby directed to engross and enroll this ordinance by copying the caption and effective date clause in the minutes of the City Council and by filing the ordinance in the ordinance records of the City. SECTION 5 This ordinance shall be in full force and effect from and after its passage, and it is so ordained. PASSED AND APPROVED ON FIRST READING ON THIS 7- DAY OF , 1993. MAYOR ATTEST: CITY SECRETARY PASSED AND APPROVED ON SECOND READING ON THIS DAY OF , 1993. MAYOR ATTEST: CITY SECRETARY APPROVED AS TO FORM AND LEGALITY: City Attorney Date: ADOPTED: EFFECTIVE: f:\files\muni\slake\election.or2(09/09/93) 3 7a - 4' Cityof Southlake,Texas t,.. MEMORANDUM CITY MANAGER September 10, 1993 TO: Curtis E. Hawk, City Manager FROM: Sandra L. LeGrand, City Secretary SUBJECT: Resolution No. 93-49, Setting Procedures for Special Election on Sales/Use Tax Resolution No. 93-49, establishes the procedures for the Special Election to be held on November 2 , 1993 , for the one-half of one percent sales and use tax, for the benefit of an industrial development corporation created pursuant to V.A.T.C.S. Article 5190. 6, Section 4B, for the purpose of developing public parks, or other projects permitted by law. The resolution also establishes the dates for Early Voting, which are extended, and will be the same as the dates used by Tarrant County for their Early Voting. Tarrant County plans to use the City Hall facility for early voting for the November 2, 1993 Election as they did last year. Their voting location will be at the entrance to city hall, and ours will be in my office. Aloha Payne has consented to serve as our Election Judge for the election and Sue Eubanks will serve as the Alternate Judge. Other information provided in the resolution is the dates for publication, date for canvass of the election, election precincts and other pertinent procedures necessary for the election. If you have questions, please do not hesitate to give me a call. • sl 7 -/ City of Southlake,Texas RESOLUTION NO. 93-49 A RESOLUTION OF THE CITY OF SOUTHLAKE, TEXAS ESTABLISHING PROCEDURES FOR A SPECIAL ELECTION TO BE HELD ON NOVEMBER 2 , 1993 ; ESTABLISHING ELECTION PRECINCTS WITHIN THE CITY; APPOINTING AN ELECTION JUDGE AND AN ALTERNATE JUDGE; PROVIDING FOR PUBLICATION OF NOTICES; ESTABLISHING A DATE FOR CANVASSING RETURNS; PROVIDING AN EFFECTIVE DATE. WHEREAS, by Ordinance a Special Election has been called to be held on November 2, 1993 , to determine whether the City of Southlake should adopt a one-half of one percent sales and use tax for the benefit of an industrial development corporation created pursuant to VATCS Article 5190. 6, Section 4B, for the purpose of developing public parks, or other projects permitted by law; and, WHEREAS, by this Resolution, it is the intention of the City Council to officially establish the election precincts within the City, to designate a polling place for the election, to appoint the necessary election officers and to establish and set forth procedures for conducting the election in accordance with the requirements of the Election Code (hereinafter referred to as "Code") . NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, THAT: 1. Election Precincts. In accordance with Section 42 . 061 of the Code, the City Council of the City hereby establishes its election precincts for all municipal elections from and after the effective date of this Resolution, such precincts to be coterminous with the boundaries of the below listed election precincts established by the Denton County and Tarrant County Commissioner's Court, to the extent such election precincts are within the corporate boundaries of the City: Denton County Election Precinct No. 318 Tarrant County Election Precinct No. 3470 Tarrant County Election Precinct No. 3039 Tarrant County Election Precinct No. 3040 Tarrant County Election Precinct No. 3286 Tarrant County Election Precinct No. 3359 2 . Polling Place and Time. The Polling Place of the City for all Municipal Election from and after the effective date of this Resolution shall be Southlake City Hall, 667 North Carroll Avenue. On Tuesday, November 2 , 1993 , the polls shall be open from 7: 00 a.m. to 7 : 00 p.m. , in accordance and pursuant to the requirements. Resolution No. 93-49 Special Election page two 3 . Appointments of Election Judge and Alternate Judge. The following named individuals residing at the respective addresses, are hereby appointed to serve as the Presiding Election Judge and Alternate Election Judge, respectively, at the election: Presiding Judge: Name: Aloha Payne Address: 1213 Whispering Lane, Southlake, Texas Alternate Judge: Name: Sue Eubanks Address: 2711 Rolling Lane, Southlake, Texas The Election Judge and Alternate Judge shall be qualified voters of the City. The City Secretary shall, in accordance with Section 32 . 009 of the Code deliver to the Presiding Judge and the Alternate Judge written notice of their appointments not later than twenty (20) days from the effective date of this Resolution. 4 . Appointment of Clerks. The Presiding Judge for the polling place shall appoint Election Clerks and as many additional clerks as are necessary for the proper conduct of the election. Provided, however, five (5) clerks shall be the maximum number of Clerks which may be appointed to serve at the polling place. All Election Clerks shall be qualified voters of the City. 5. Compensation of the Election Judge and Election Clerks. The Presiding Election Judge, Alternate Judge, and each Election Clerk shall be compensated at the rate of $6 . 00 per hour in accordance with Section 32 . 091 (a) of the Code. The Presiding Election Judge shall also be paid the additional sum of $25. 00 for delivering the returns of the election. 6 . Method of Voting. The City Secretary is hereby authorized and instructed to provide and furnish all necessary election supplies to conduct the Special Election, in accordance with this Resolution. Voting at the election shall be by electronic voting machines and shall be conducted in accordance with the Code. 7er3 Resolution No. 93-49 Special Election page three 7. Governing Law and Qualified Voters. The election shall be held in accordance with the Constitution of the State of Texas and the Code, and all resident qualified voters of the City shall be eligible to vote at the election. 8. Publication and Posting of Notice of Election. Notice of the election shall be published twice no earlier than October 4, 1993, and no later than October 23 , 1993 , in the newspaper in accordance with the provisions of the Code. Additionally, notice shall be posted no later than October 12, 1993, in the regular place for posting notice of meetings of the City Council, of the City, and shall remain posted continuously through election day, November 2, 1993 . 9. Early Voting. Early voting by personal appearance shall be conducted as follows: October 13-15 Wednesday-Friday 8: 00 a.m. - 5: 00 p.m. October 18-25 Monday- Friday 8: 00 a.m. - 5: 00 p.m. October 23 Saturday 7: 00 a.m. - 7 : 00 p.m. October 24 Sunday 11: 00 a.m.- 4 : 00 p.m. October 25-27 Monday-Wednesday 8 : 00 a.m. - 5: 00 p.m. October 28-29 Thursday-Friday 7: 00 a.m. - 7: 00 p.m. Early Voting by personal appearance shall be at the Office of the City Secretary, 667 North Carroll Avenue, Southlake, Texas. Applications for early voting by mail shall be delivered to the City Secretary at the same address not earlier than September 21, 1993 , and not later than the close of business on October 26, 1993 . The City Secretary is the Early Voting Clerk. Early Voting, both by personal appearance and by mail, shall be by paper ballots and shall be canvassed by the Early Voting Ballot Board, which is hereby created. The Presiding Election Judge and the Alternate Presiding Judge appointed herein shall serve as the presiding officer and the alternate presiding officer, respectively, of the Early Voting Ballot Board. The other elections officers serving at the election shall serve as the other members of the Early Voting Ballot Board for the election. / �/` • - Resolution No. 93-49 Special Election page four 10. Submissions to the United States Justice Department. The City Secretary of the City of Southlake is authorized to make such submissions as are necessary, if any, to the United States Justice Department to seek pre-clearance approval for additional length of Early Voting. 11. Delivery of Returns. In accordance with the Code, immediately after the closing of the polls on the day of the election, the election officers names in this resolution shall make and deliver the returns of the election in triplicate as follows: one copy shall be retained by the Presiding Judge; one copy shall be delivered to the Mayor of the City, and one copy of the returns, together with the ballot boxes and all elections supplies, shall be delivered to the City Secretary. All election records and supplies shall be preserved by the City Secretary in accordance with the Code. 12 . Canvassing of Returns. The City Council shall convene on November 4, 1993 , at 6: 00 p.m. o'clock, to canvass the returns of the elections held on November 2, 1993 . 13 . Necessary Actions. The Mayor and the City Secretary of the City, in consultation with the City Attorney, are hereby authorized and directed to take any and all actions necessary to comply with the provisions of the Code in carrying out and conducting the election, whether or not expressly authorized herein. 14 . Effective Date. This Resolution shall be effective upon its adoption. PASSED AND APPROVED THIS THE 21ST DAY OF SEPTEMBER, 1993 . CITY OF SOUTHLAKE, TEXAS BY: Mayor Gary Fickes Resolution No. 93-49 Special Election page five ATTEST: Sandra L. LeGrand City Secretary APPROVED AS TO FORM: City Attorney res\93-49\sp\elec\Nov_2\s1 7'-/J r City of Southlake,Texas MEMORANDUM September 10, 1993 TO: Curtis E. Hawk, City Manager FROM: Karen P. Gandy, Zoning Administrator SUBJECT: ZA 93-66 Revised Concept Plan REQUESTED ACTION: Revised Concept Plan for Southlake Crossing, being 24.107 acres situated in the W. R. Eaves Survey, Abstract No. 500. and legally described as Lots 1, 2, and 3, Block 1, Southlake Crossing Addition. LOCATION: Southeast of Randol Mill Road and South of F.M. 1709. OWNERS: Southlake Joint Venture and Albertson's, Inc. APPLICANT: Tony Callaway of Callaway Architects LAND USE CATEGORY: Mixed Use NO. NOTICES SENT: Ten (10) RESPONSES: One in favor: * Pat Sheehey, property owner to the South of Albertson's SPECIAL ISSUES: This plan reflects changes in the following: * Name of the center to Southlake Marketplace for marketing purposes * Relocation of pad sites at the corner of Davis Blvd. and F. M. 1709 (previously proposed for a Chevron service station) . These sites are proposed for restaurant uses. * Minor adjustments to interior lot lines to accommodate the revised "footprint" of Albertson's. Staff is currently reviewing an amended plat of the three lots which reflects the lot line adjustments. * Note the variance requested to waive the placement of all interior bufferyards 'A' as shown on the plan. P & Z ACTION: September 9, 1993; Approved (6-0) subject to the Plan Review Summary dated September 3, 1993, recommending approval of the applicant' s request for a variance to all interior bufferyards 'A' as shown on the concept plan. STAFF COMMENTS: The applicant has met all the review comments of the first Plan Review Summary dated September 3, 1993 with the exception of those items addressed in the attached second Plan Review Summary dated September 17, 1993 . M KPG/gj C:\WPF\MEMO\CASES\93-66.RCP 2 II-I m IQ ,o w • , M ry KEZLfR an- UAllT i_ , _ I. rIL i" !®“N �I•4I_ g i:ss le - ,....*1!;(00.m....r401 w‘lp),,1 a litili P4k..404.*Atiggikro.:=6.." .,-.. . . -• 4ktrotrat01111.11-)-.% u 'ID' 1111 411111VVr... 4.0311111"Ill J. WALKER IIICi��e ■j■�1 fliVA*� 1 1� ,;0p�,..,o.-,b. 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'� o • 4ff — A\ _�_ : .._` r OcL.6cr.,61-et .Trd>.F.Fic. r I:d }:'1`'j.lL.:fi . ; : • .11 1101 • a7lill-1L-P,(k aw:7: _ ?nrl..sh'I�1af:, - , iiH_i.;:V,II L.,�,S1' �,I i I''. •. APPROVED CONCEPT PLAN %!/i�GE I / w . ?.-- �Lr' . / f'. ie 4,1 -7 G./el < l < VI - D ,•.. _._.• Y1 7; may, .,ti zj 2 9 l ,sty , > r� 0.4 . +.' 4/67 ac' ..E g,f / '. 410, f 'SS// c i' J .YD, ,U3i•e�4;+c v3 _o�7 /��( A� tf �p% 1-I N:i SLR".--2.Lara I v . 4,1 4e-cc-+ ,..:AZ• .. .SI •<'....4..;.;4,ad• 1/ 7C\°:4iik ' 1:: . -.•••1'.\''' -4-•:.. .'S 1.r'•8% i• 4 ' , 4.0 0 • �- n 1/77 SO Le. ••.F '- psis � r 3,9' . 1 , �'�97 / v \i . 1 .7 80• 410' . . /' t_:_ �_.1 . ik to O T 2 ' h Z. l � % oZ o .v,*_. - 5. 552 ACRES �_ ci ,:,- .ei- • Vc.:\"\\ * 6 r-k , 14-:iv i 1 iki..; ', 1-, P • r.-. '1/144/L,r 44 - . ? ,.../,L4 - 1%,..r, 14' ir4/5/°.$741341°E. I WI •� r.i ^ • , 1 ' �AEJ161-41T - i' v \ ,(:',.'A • �1 1 •N• • i I:IY rsEE ExNrGi;;o;_ W �o /,;� i te , oUTf1c:.4KE I \� `� t n ;'oc w►Y7' y► BLo �o �s 3 •fP.4 i, 3 t Nv% , )'I <q a 1J 3.189 ACRES . Q --\f// • 1.( � • . MI N E F. �o 0._ r'r " il. c\,1 k pe .9 , l 2o.ooti " U ___ _ —_ __ _ _ _— /09. oaf — _ __ _ j3Qalo' . _ � 12 ffi 4 \ P'MJT OF 1 \ ... •■•••MMINO• �'B 9�S4 'S�"`Y � 55' dEG/,u,U//t/G APPROVED AMENDED PLAT i. �o��p� \ gilt-VEY ( \ L, JE City of Southlake,Texas CONCEPT PLAN REVIEW SUMMARY CASE NO: ZA 93-66, 67 REVIEW NO: TWO DATE OF REVIEW: 9/17/93 PROJECT NAME: Revised Concept Plan for Southlake Crossing Shopping, 24 . 10 Acres, being Lots 1, 2 , and a portion of Lot 3 ,. Southlake Crossing, and being revised to Southlake Marketplace OWNER/APPLICANT: ENGINEER/PLANNER/ARCHITECT: Southlake Joint Venture Albertson' s Inc. Callaway Architects c/o John Drews 250 Parkcenter Road 17736 Preston Road 5490 Harvest Hill Rd.#150 Boise, ID. 83726 Dallas, TX. 75252-5736 Dallas, TX. 75230-1605 PHONE: (214) 490-3977 PHONE: (214) 732-6085 FAX: FAX: • CITY STAFF HAS REVIEWED THE ABOVE REFERENCED PLANS RECEIVED BY THE CITY ON 9/14/93 AND WE OFFER THE FOLLOWING STIPULATIONS. IF YOU HAVE ANY QUESTIONS OR NEED FURTHER CLARIFICATION, PLEASE CONTACT GREG LAST AT (817) 481-5581, EXT. 744 . • The developer has stated that it is likely that the parcels shown will be platted for separate ownership in the future although bufferyards are not required for "pad sites . " Staff has suggested that bufferyards for each lot be addressed at this time to eliminate the need for further submittals in the future. The applicant is requesting a waiver of all bufferyards labeled "none" in the bufferyard table. * Although parking appears adequate as shown, the final parking requirement will be determined upon submittal of the development site plan based on a summary of square footage by use. x The applicant should be aware that prior to issuance of a building permit, a development site plan, landscape plan, and irrigation plan along with the building plans must be submitted for approval and all required fees must be paid. This may include but not be limited to the following fees : Park Fee, Perimeter Street Fee, Water & Sewer impact and Tap Fees, and related Permit Fees . x All signs and culverts must be permitted separately. Delete any notes or references to signs . • Denotes Informational Comment cc : Southlake Joint Venture Albertson' s, Inc. Callaway Architects c:\wpf\rev\93-66 .rcp g -�O 6' ...1111•111.1Mw >�`�'I I. Ir1Uly IOUIYHi SWIM 1 nn aavrr rwrrNlco li ,FIX Ar IMI INN.CR•wl ono.0A 110 T t N „an9 r elxllM•i n!.x/'111/ I Ix++ Y /1 I\I/ Y•',IMIr!1•rllnx nn pI Y'11.+^/II�1 Il nlvxrMl ,�]1 Uxllx•I R.on f IU,•ne .1 N I a wJ•r•,11,nom nm, U WI X e Zr,ilang I alai o•. / / m� "InliIR•dllYNO I I: l�icr.� is ^ LOCATION MAP .r_____, a"v' �� + + Y 'cV.,t:,sa7 ;;f J�• ? I ! 17U� r II \M 0: // / • / . ''/HIIIIII -- ' mill t.GD.�itfb l vlxrult ... .---_—. Nu • .vamm� / / IIIIIIIIIIIIII• ; • • P1p1('p I�q/ht 'ri;�" :oil, N. / ul onloa t. �` T / Illr[[ mao/a AKA [wa wru x[owfo avafo a N X .may[OW,'/[ectrinw N •• / a Q W SIN c U ponn I00,0!a .awI OM/.., e.uu/ II. • s r �� d CC Z O .0ai!m.. . Y..nu w 01. w .III . III • I— Z O .all.•Ui ..•..v. V. . w 0w._r — — — Y .a ror-s am w. w..•wr w w•e la .n 0 Ta f11*/s' El)] f[FV4 I ;v[In't wY 47 h A T ti11a4848.'Se!"n no Iv ? it- fJ 7 Owv. rn REVISED CONCEPT PLAN Mr'r•7.Z I/ Z (\a MUM- Sheol • SE No,93-80 �—G City of Southlake,Texas MEMORANDUM September 10, 1993 TO: Curtis E. Hawk, City Manager FROM: Karen P. Gandy, Zoning Administrator SUBJECT: ZA 93-67 Specific Use Permit REQUESTED ACTION: Specific Use Permit for the sale of beer for off-site consumption per Ordinance No. 480, Section 45.1 (1) and 45.6, for property legally described as Lot 2, Block 1, Southlake Crossing, Phase I. LOCATION: Southeast of Randol Mill Road and South of F.M. 1709. OWNER: Albertson's, Inc. APPLICANT: Tony Callaway of Callaway Architects ZONING: "C-3" General Commercial District LAND USE CATEGORY: Mixed Use NO. NOTICES SENT: Ten (10) RESPONSES: One in favor: * Pat Sheehey, property owner South of Albertson's P & Z ACTION: September 9, 1993; Approved (6-0) subject to the Plan Review Summary dated September 3, 1993, recommending approval of all the applicant's request for a variance to all bufferyards 'A' as shown on the plan. STAFF COMMENTS: The applicant has met all the review comments of the first Plan Review Summary dated September 3, 1993 with the exception of those items addressed in the attached second Plan Review Summary dated September 17, 1993 . KPG/gj C:\WPF\MEMO\CASES\93-67.52 S �-I "C.,ILMC ca I r LIMA !r K, v,, -.o-M� .% -- YI KQLER GUY UA1/T'�-�o�s�� Z �;®b\ � 671 4`• "S�e - I a p ing ,---o �� :1'�`� � �'` Dom`- p �. D 1- on ``� • r l� ]nA. _ . i w >r1 �•� i..:.1 �� . . -Eli P. - - ',..ii,PariNlatelliall ••••• glen th, sfibP111-L J. 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I 1 tR K I 1 .2 1 1 5A 2A3 TR TR COLLINS. 0 SHEEHEY, P 1 1 "AG" iA TR 2A- I I .4 3.63 AC TR 2A5 1 I p @ @6 �@ 12.23 AC 1 I 1 I "AG" "AG" /"�-�` 11 1 I TR 2A51 TR 2Asa l i I \ I c:::, NA, 1 1 1 ,.. T.50 R 2AII J. , 1t t1 AC TR L �" 1�9 TR 2A TR 2A6 1 4 v G.� P :Y 1' I B 1.4 AC 1.4 AC S A�gI, % 1 TR 2A4 1.4 AC TR 1 .o _ __ _ r� ADJACENTOWNERS & ZONING I TR 10 Ea 1 IS ► 12.2AC P COPN K e 1I TR 1C OP 1 I i - 5.0 AC L- 1 2 I 56 3 Irn_i_ //�� \ Z I IR ✓f71 To �n� TR I TR,SA4 (/�\ City of Southlake,Texas CONCEPT PLAN REVIEW SUMMARY CASE NO: ZA 93-66, 67 REVIEW NO: TWO DATE OF REVIEW: 9/17/93 PROJECT NAME: Revised Concept Plan for Southlake Crossing Shopping, 24 . 10 Acres, being Lots 1, 2 , and a portion of Lot 3, Southlake Crossing, and being revised to Southlake Marketplace OWNER/APPLICANT: ENGINEER/PLANNER/ARCHITECT: Southlake Joint Venture Albertson' s Inc. Callaway Architects c/o John Drews 250 Parkcenter Road 17736 Preston Road 5490 Harvest Hill Rd.#150 Boise, ID. 83726 Dallas, TX. 75252-5736 Dallas, TX. 75230-1605 PHONE: (214) 490-3977 PHONE: (214) 732-6085 FAX: FAX-: CITY STAFF HAS REVIEWED THE ABOVE REFERENCED PLANS RECEIVED BY THE CITY ON 9/14/93 AND WE OFFER THE FOLLOWING STIPULATIONS. IF YOU HAVE ANY QUESTIONS OR NEED FURTHER CLARIFICATION, PLEASE CONTACT GREG LAST AT (817) 481-5581, EXT. 744 . * The developer has stated that it is likely that the parcels shown will be platted for separate ownership in the future although bufferyards are- not required for "pad sites. " Staff has suggested that bufferyards for each lot be addressed at this time to eliminate the need for further submittals in the future . The applicant is requesting a waiver of all bufferyards labeled "none" in the bufferyard table. * Although parking appears adequate as shown, the final parking requirement will be deteiwined upon submittal of the development site plan based on a summary of square footage by use . * The applicant should be aware that prior tc issuance of a building permit, a development site plan, landscape plan, and irrigation plan along with the building plans must be submitted for approval and all recuired fees must be paid. This may include but not be limited to the following fees : Park Fee, Perimeter Street Fee, Water & Sewer impact and Tap Fees, and related Permit Fees . * All signs and culverts must be permitted separately. Delete any notes or references to signs . * Denotes Informational Comment cc : Southlake Joint Venture Albertson' s, Callaway Architects c:\wpf\rev\93-66 . rcp 8 p'14 7 00044 1031101 r'..; P 1 I Nt1A i.IMATMI4 MMMII K 10 W[rR raV,/CO IEP IT/00M1 I MM.ACIM.WTID • A u M.wt. t I KIC OU CMK VI MO isia KMI 4[It a OIIItin111 IT1[Na104 1.0wT 1 1e yorlM�orw U e t'. 1,4i401 Cti/.flail u.taoii Cta n C1nas, R� / 3Y/MYf 1K At. 8 y�4 • a-•—�.. •. rcw�laliiai i i�'1a F WinIY diem' 141.i.�M NO3.4 4.03. .. .. •. n30.040 1.NLM I4 I.1./Iduq C • •• � MOM IV.•C•1.0.O.. r.-\ V�sr �I i .1 fil Illi l wQ�immufrrrrrm �_.. ..�.� -- IiOp LOCATION MAP :. t �` ,`61/,',./..i s- 7�!s` .1 J4� . Ir s .•ail E 8 F 1•w�•'' % i • 14MC.rC C,Y.106 C40ai,K IMM.IOi ♦,.[,��, �;: %' / LM.V.IMPM 1.1fn�/ \,; 1 ,. %. ' ', ! nfi:wi:ulpM.1iO1C'1'/ Ian;:.io'Iioao;�,.....,..�/-1 y� �' ' 7 oaf More Yw./cm mii.IXXXrcI rnl/1.1 1•/El �,'/ �lt '/ •- ; C 11. • 9.ai ii.1•••'O 1 0 X•1,1 ice!i 1101/4 3LoKw.0. _ ••// ..... 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Mr Ma a ;Z o _I= . i064TD ,J/lItYO. J m 4j y o yCPNIPTAAPE IT REQUEST 1n .ui�wa4T M5.MIt .. __-. _ .01. --► n.n . 7 Jo) 3522 5M11 A-1 City of Southlake,Texas - RESOLUTION NO. 93-53 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, GRANTING A SPECIFIC USE PERMIT FOR THE SALE OF OFF-PREMISE PACKAGED BEER ON A TRACT OF LAND ?. WITHIN THE CITY OF SOUTHLAKE, TEXAS, BEING LEGALLY DESCRIBED AS LOT 2, BLOCK 1, SOUTHLAKE CROSSING, PHASE I AND PROVIDING AN EFFECTIVE DATE. WHEREAS, a Specific Use Permit for the Sale of off-premise packaged beer has been requested by a person or corporation having a proprietary interest in the property zoned "C-3" General Commercial District; and, WHEREAS, in accordance with the requirements of Section 45 .1 (1) and 45. 6 of the City' s Comprehensive Zoning Ordinance, the Planning and Zoning Commission and the City Council have given the requisite notices by publication and otherwise, and have_ afforded a full and fair hearing to all property owners generally and to the persons interested and situated in the affected area and in the vicinity thereof; and, WHEREAS, the City Council does hereby find and determine that the granting of such specific use permit is in the best interest of the public health, safety, morals, and general welfare of the City. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, THAT: SECTION 1 A Specific Use Permit is hereby granted for the sale of off- premises packaged beer on the above-described property, subject to the provisions contained in the comprehensive zoning ordinance, the restrictions set forth on the approved concept plan attached hereto and incorporated herein as Exhibit "A" and any other restrictions set forth by the City Council as noted below: 1 . 2 . City of Southlake,Texas Resolution No. 93-53 Page 2 SECTION 2 This resolution shall become effective on the date of approval of the City Council . PASSED AND APPROVED THIS THE DAY OF , 1993 . CITY OF SOUTHLAKE By: Gary Fickes, Mayor ATTEST: • Sandra L. LeGrand City Secretary APPROVED AS TO FORM: City Attorney City of Southlake, Texas 8B -7 City of Southlake,Texas MEMORANDUM September 10, 1993 TO: Curtis E. Hawk, City Manager FROM: Karen P. Gandy, Zoning Administrator SUBJECT: ZA 93-68 Plat Revision / Lot 25, Block 1, Woodland Heights REQUESTED ACTION: Plat Revision of a portion of Lot 25, Block 1, Woodland Heights, being a 3 .071 acre tract situated in the J.A. Freeman Survey, Abstract 529 and being revised to Lots 25R1 and 25R2, Block 1, Woodland Heights. LOCATION: South side of F.M. 1709 in the 1700-block of East Southlake Blvd. APPLICANTS: Tel Support, Inc. and Burger & Eakins Custom Builders, Inc. CURRENT ZONING: "C-1" Neighborhood Commercial District (northern two-thirds of Lot 25) and "0-1" Office District (southern one-third of Lot 25) . This revision should be along the zoning divisions. LAND USE CATEGORY: Mixed Use NO. NOTICES SENT: Nine (9) RESPONSES: One written response within the notification area: * Jerry M. Adcock, 204 Westwood Drive, opposed (see attached response) One verbal response within the notification area: * George Barclay, 205 Westwood, in favor Two written responses outside the notification area: * Pattie and Dennis Minder, 223 Eastwood, opposed (see attached response) * Mrs. Tuttle, 219 Eastwood, opposed P & Z ACTION: September 9, 1993; Approved (4-2) subject to the Plat Review Summary dated September 3, 1993 . The two dissenting Commissioners were not opposed to the platting but were extremely disappointed that no representative was present at the hearing. STAFF COMMENTS: The applicant has met all the review comments of the first Plat Review Summary dated September 3, 1993 with the exception of those items addressed in the attached second Plat Review Summary dated September 17, 1993 . KPG/gj C:\WPF\MEMO\CASES\93-68.PR - Sa-I The following form may be filled out and mailed to the City of Southlake Planning and Zoning Commission, 667 North Carroll Avenue, Southlake, Texas 76092 . REFERENCE NO. : ZA 93-68 I am (in favor of) (opposed to) (undecided about) the request for the following reasons: When we purchased our home 10 years ago lot 25R was a rec i dential 1nt and it has bee-A ev-or- s-rocs . I am sure that the reason fbr this request is that Lot 25B has not sold and the reason is probably that nobody wants to be next t��—ee er l lot. The developer was , I am sure aware of the risk in purchasing that lot and he should not be bailed out just because nobody bought his lot. you a prove this request over the objections of the resirt,ent there ca only be e fbaso , it:;+50p 75rc to mc .4 SIGNATURE: ADDRESS: 4 Westwood Dr . -.Tc-rrj M Adcock 1 r rPnn r C:\CD\PZ\ZA93-68.OWN + SEP 0 11993 L L✓� L • R�'`2;,;k;.,t�`b�:+``4.�?.•�.'At{:'-`�r�`t.4�^,,..�.�4?.:��§;b�,.+'•,`?it.?{h�,y,,,..i;,,...t;.,.t .;,,.y.3;�h .:t`23` r�`;:t:�$F:i?i2�t;'tft�f.2??i?`.>'`>�=�•.>,•.fiti'.�'`n'>i.w'�h..iL?tr., ..�. :�?•a'+�;ii'ri; '�'!ti�` e- 2� . , ~ � ` - ' - -- -- -' --� ------~�'-----'-- -~ -'�-'�7- ------'--------- -- -'--'-------� ' - � ul Cf _/-- � ' - - ........ - __ -'- -- ---- � � I IA C II sm '}MI � M,,f}h��/� �7 �,A s M IANI .411 Kr A- p - I �bu!/�L�1:� NY f74�11V ! sew In, MI w ts/ sit•. II 7UtKr A-I. }1 ,CJ b u 2 I I ,�� I.' si s i7 7M ss moll. /�N MAIL lA xIE i•l ik, I +,�•1 :Sl 3 ©51 p 32 >r MIK I 317 1173! CPuticifiG--- I I: i ACOG03 \ 111 Ill 10 1.2 1 �- NORTHWEST P z 1 �� NORT KWY a•ST \ 2H s x 2Atl i i I( 4, MA IC O • 7A 1C 1 aNt is arr 1 s _ --,141:1 14;11111r:-./.. I. A IR -- 96. A. ... 51501;35.- I I 2A 2A3 2A1A INA "`, x12f uu u 1 , I S�� x a I 2J31 /-'•4 c'• *'Q' �, ,0.:1 1. g , r 11E lc.01,091 IA. Jo , . ER IN d ' g 'ads ' 5 A.R d _ •KY A-A 110 t r� �1 w1 1 � :: 1 j 1 /04 1101 1 RC Ri On' IIP tA7 I I ilosu - k ee },qpp/, 1 -- I ES �tl.�. f'Y F1�� ' 0 �IAnc� .-xir cm1 II 1' A M1 ; AtA IA, b, 2d i 1 �Az i I e� es a, 1 ui , U. I 2C ; I I 404 Gil 6C i 1 1 I I ,,`, I X� i 1 1 i P.111. 6`Silc)®G`JQa.D l CAST COwnars.� Ill ( l /! I I-rmJ �Q( lA, 1 1A 1 II 101 I 1{C�� :us `,,,,�� _ — TRACT LOCATION MAP F- �� 1 , .La 9A2" 1 i w ,:�i iii�i�i '• .:....:.,, F 117- I re r~ I2E4 0 tW •»so > I /' lA 1 MI 4 I I •1: yl ,� '� �'� �'( �� - A 2E2A Fr1i L.�l�8lS�li`J DE N!6SEIR ;f {A, ..•A a. C 9 (/\/(Jj��/\�/\� R. EA DES \ A d TA o4 ,. 1ITR2AA_481Y I FARRAR, J 68.256 @ O (0) 4 `V/ 53.497 ��C-3�� ,884 @ ' A-104. TN PAP 4,19 fa �� — — — — — — — — — — SB1THEAKC BLVD.— — — — — — — 1B .185 @ _ 1 '0.149 @ 1 TETRAS. STATE OF y �1sm�,2A SASr �j 25 TR 2D / TR.182A1�047 @ / 1'' T041C@ •074 @ TR 2B3 .091 @ 1.522 AC •164 @ TR.1B2A SA .909 Ac I 1 "C-1". TR 2C TR 2 B " 1.459 2.726 AC 2 AC TR 1628 FRANK. No V(15 1{-' "0-1" i S — TR 2B ^_ ____,_ OM WOODLAND OnOUF „O 1" „AG„ 14.onr AC F1ZEMBROD. a SA _ M1 /.. A 12.622 AC 26,Zg5 .o� "AG" LIGHT. O 2 7°°q TR 1E 11,32 S 5.4 8 @ 9.857 AC "SF-3A'+ 24 0 EEMAN ADDOCR, J. BARCiAY, C 1• 3 �•A 5• ,29 AA,52 •23 r~ 22 5 21 20 "SF-1A" 19fl 1 6 TR 7 18R 37.27 AC - 9 2 O `, _ .. ADJACENT OWNERS & ZONING City of Southlake,Texas PLAT REVIEW SUMMARY CASE NO: ZA 93-68 REVIEW NO: TWO DATE OF REVIEW: 9/17/93 PROJECT NAME : Plat Revision - Lots 25R-1 & 25R-2 , Block 1, Woodland Heights OWNER/APPLICANT: ENGINEER/SURVEYOR: Burger & Eakins Custom Home Area Surveying, Inc Builders, Inc. 102 W. Trammell St . 1355 N. Pevtonville Ave. Fort Worth, Texas 76140 Southlake, Texas 76092 PHONE: (817) 481-2425 PHONE: (817) 293-5684 FAX: FAX: (817) 293-5685 CITY STAFF HAS REVIEWED THE ABOVE REFERENCED PROJECT RECEIVED BY THE CITY ON 9/14/93 AND WE OFFER THE FOLLOWING STIPULATIONS . THESE STIPULATIONS ARE HEREBY MADE CONDITIONS OF PLAT APPROVAL UNLESS SPECIFICALLY AMENDED BY THE CITY COUNCIL. IF YOU HAVE ANY QUESTIONS OR NEED FURTHER CLARIFICATION, PLEASE CONTACT GREG LAST AT (817) 481-5581, EXT. 744 . 1 . The plat should be titled "Plat Revision, Lots 25R-1 & 25R-2, Block 1, .._" and include the name of the survey and abstract number. 2 . Lot references on the plat, in the dedication, and under owner' s names should be changed to reflect comment #1 . 3 . The approval block should contain lines for the Planning & Zoning Commission approval date and signatures of the P&Z Chairman and Secretary. 4 . Provide the name of record owner and corresponding deed record volume and page for all adjacent unplatted tracts within 200' including owners across adjacent R.O.W. 5 . Provide lot lines, lot & block numbers, subdivision name, and plat record for platted property within 200' (Lots 1 & 2 , Block 1, Woodland Heights, Volume 388-155, Page 13 ; Lot 1R, Block 1, Miron Addition, Cabinet 'A' , Slide #1252 . ) 6 . Indicate and label the John A. Freeman, Abstract No . 529 / Thomas Mahar_, Abstract Nc. 1049 survey line . 7 . Show and label type and size of the following adjacent existing easements : A. 15' U.E. along the west boundary line of Woodland Heights . B . 10' U.E . along the north line of Lot 1R, Miron Addition. C. 20' Diamond Shamrock pipeline easement along the east boundary line of Miron Addition. 3c- (Q City of Southlake,Texas 8 . The following changes are needed with regard to the owners' dedications : A. Provide deed record reference for each dedication (volume & page . ) B . The P.O.B . for the legal description of Lot 25R-2 (25-B) must be tied to a survey corner, previously filed subdivision corner, or USGS monument . C. The ' dedication' section prior to the notary statement of each should be revised to read "...does hereby adopt this plat designating the hereinabove described real property..." 9 . Show and dimension the entire F.M. 1709 / East Southlake Boulevard R.O.W. , and dimension the property corner to the centerline. 10 . Provide a 10' U.E. along the north line of Lot 25R-1. 11 . Change the north building setback line of Lot 25R-1 to 50' . 12 . Provide avigation easement and release as per Appendix 3 of the subdivision ordinance. 13 . Add the sight triangle note as per subdivision ordinance, No. 483-8 . 02 . * Although the interior lot line is not perpendicular or radial, i7_ appears to meet the intent of this requirement . * Although not required by ordinance, staff would appreciate placing "Case No. ZA 93-68" in the lower right corner for ease of reference. I * Original signatures and seals will be required on each blackline mylar prior to filing the plat . Also required are two sets of owner' s dedications and notaries (8 . 5" x 11" or 14" paper) with original signatures and seals on each. * Denotes Informational Comment cc: Burger and Eakins Custom Builders, Inc . Tel Support, Inc. Area Surveying, Inc . r� e • D 0 D I C A T I O N i�" u awa•..• DEDICATION A-i8�,}q+) A•1D{9', t§`i Na.Al.�lu .gin` No.33651 rT4r.aroM 1 % . . te.'...:••r.:._ nt - maa•.•.• _.Na_9•N'r.r....+•rr.• •....• . r rr•r•.•rr.r rra•r..,,,, r. rprA.. 4L a lM I.•a.x4a,l OOM....m•.6►r.✓.. F. M. Highway 1709 —i ommimepsmolial.N.Mama r;�� I o..c _•..,,._Mani..l.�..•_ r.,.r.•.DAY r..6a/•I..a.4�..6w.r.r �..uTl..mar..•�r lxul4r•rarrr...I•rrra•r �rr..•Q.• rw_rrr.Ar• —• — __ _ _ _ _ _ .. r•..rr4rr••4ma.r.amau.lr�.r.m•.r..r ..I '-[tr...r�rl.a To A.SIa.d Tow. _ —1 •� ..••,4 111/..arse nma�amar..p.rma•.r.r..0; m�a�i—ar.r.�r.uA...ur...rr•. _ Im.al•atlti.[•rra..rlr.a.r.IIHM/�.s�ay..6.Il.b rr..�rl.u.rr••r.w•... .. . . ._ nr N Bff�S'27'E 315.77 I 4r..r4.1.4....a,®n`• o;..•.......n...�e.....�r....r....rr nnua.a4...nr.rar.••41.m•'4.n.up.••l.-•..mar. •••Im...4..r[ .•4.r•.a.r•.rr••44.r .,. ` -- _-" �.��..s•,_•.r_�.�nw.r�..rl.a. .:..•rr r.li..Am. ti.arinlrr.. 66 J /�.T.r.a..•.I�.r dram 1- 30' L. I— Lot .__.. _ aafalr•II•••••mama r�••.a ...••.all..—.�ur.r In•r.l..+....4.... 9 r.r ob.r.pr.... ...ma•«rr...b••r•.11 r.•r•••r.r ...4-.nr..rr..._ j .rrrr'irA.r••a r•r.a Yam Ir„A..many. r Om... r.m.[mmM.....,. •..r....ra....•rr....r I .` i:". r •�' 1m. .. .r ......•...rre4..l. se ...... . .......i..r=.T..a.1.1.1.14.1.4.• roan. me I _ .....•.�..mrr.s.• p ` `,A'// •Vicinity Map l .r.w• ••rarrM...•.I0r.....r•.4t4 �T• �ll • . . 11p• ?. . • • • •ryJv a: 4w.RAMMmr .r.....rr4.r7�.r �[m . n....u_nrw••...WM"....rranvk P O [ BO • .\'6 r'.U.p • .i..m^•....•w..n m.•w....'rl.••Mr do nMarna..rm• i.• ___ \ �. P `•• ^Mrm.T_[�l.r..rr..rr.•r•+r..r.•.r�. mIMiT'i•..• 1 • �, n r...r ._......,..._...�... ..•, arm...., duo`\ \ o` I o ..,... NOTE. p ,r•\ �. oi\ _ �`t•P.d'A AF E11.4-•.r..�iot a a•\ (. N 0g22.00•E 1 1. [rtw'.n,raa:..a... i • -- -' d \ 218.43 kale:r•so. �..y r."r••ma'..":::".rr••. .......M... ._...•^_ Ci \ 1 N ._ r�a.—. ` ® 1 ...... \ Qh- a . } ' o`' 1^ Owners/Developers • Lot 25-A • 1 ♦ %- TEL SL PCHT.NC ek I G T.Ms.Two 7609 I ' lot 25-8 •.. BLR($t&EAK S CUSTOM HUMS.NC. • J .i.:.( 1'y•�,l 1355 N .P.Ilon.i.Aroma I.INS TABLE • I r 1 S 8432'00•W I 1�i4 76092 L/E SEMI NO DISTANCE LI� 'II 186.62 fteIT C1 • ' L 1 N 0a17•SO•■ 56.60 L 2 •N 3040.00•• 49.7 Lol 24 E.1. BLEoQt 2r1 L 3 I[00'13'00, ' 31. I I I L61I Surve yor x E.T. ' Rove IC MAST. Ls. !.Fod Plat Of ' 102 W.TroimlA. CUBE TABLE Fan Work Tam 70140 ern 293.5664 Lots 25-A & 25-B. Block I. • CUR YE DELTA MOLE •AD11a MC 1MONW CHORD C11000 BEMINO C I 30'16•IC• . .4 .93 22 .12 •N 1r33 •• 2]01 1177 'S7• WOODLAND HEIGHTS T. C 2 3026'14' 374 374.17 17 194.85 101.13 196.52 N IS26'7B'■ -•$' C 3 2724'02' 437.14 171.37 14.10 170.28 H 11,11'50•• . C 4 0T44'15' 437.. 50.11 29.60 59.00 •26'40'58.9 . . Being a revision of a portion of Lot 25. Block I. • according to the Plat recorded in Volume 388-155. tf.. .. .,.._ Page 13. Plat Records. Tarrant County. Texas. 11 CI IDygyoDc CFsnl IrATx2.2 • { :.. Tw.....,..L.,... ...w 3.071 Acres of Land ': 2r0• Nm4.4.1 LAW Bale-fit..•..f 1w.1.0• ••.mt MI Oa a r..A me rt rim ma To the City of SaDMdle.Ta-rant Canty.Texas.�►�,,,� r re....Yaaw.arr.... .. ...,'^*'„°�A»'"-':;•.- ..`.P...�"...�a. 4..9.•rq. •- ".• Prepored Aunt K].1993 • . •6 r. - �,,� _ This Plat(7•d n Calabar._ .Side ''es {'.a. '...: (,A,' AREA SURVEYING,INC l^ .ra,. (/) City of Southlake,Texas MEMORANDUM September 8, 1993 TO: Curtis E. Hawk, City Manager FROM: Karen P. Gandy, Zoning Administrator SUBJECT: ZA 93-58 Preliminary Plat, Reutlinger Addition REQUESTED ACTION: Preliminary Plat of Lots 1 & 2, Block 1, Reutlinger Addition, being 15.092 acres situated in the Hiram Granberry Survey, Abstract No. 581, Tract 3A. LOCATION: South side of F.M. 1709 between Shady Oaks Drive and South White Chapel Blvd. OWNER/APPLICANT: Dr. Richard A. Reutlinger CURRENT ZONING: "C-2" Local Retail Commercial District LAND USE CATEGORY: Mixed Use and Medium Density Residential • BACKGROUND INFO: The applicant proposes preliminary platting to subdivide property into lots for future land sales. • NO. NOTICES SENT: Fourteen (14) RESPONSES: None P & Z ACTION: August 19, 1993; Approved (6-0) subject to the Plat Review Summary dated August 13, 1993, deleting item #7 (the extension of Caddo Lake Drive from Lake Crest through the Reutlinger property) . COUNCIL ACTION; September 7, 1993; Approved (7-0) applicant's request to table the preliminary plat until the September 21, 1993 meeting. SPECIAL ISSUES: The recommended extension of Caddo Lake Drive from Lake Crest Addition through the Reutlinger property. The subject property is zoned "C-2" and has a L.U.D. = Medium Density Residential in the area of the road extension. STAFF COMMENTS: The applicant has met the first Plat Review Summary dated August 13, 1993 with the exception of those items addressed in the second Plat Review Summary dated September 17, 1993 . KPG/gj y C:\WPF\MEMO\CASES\ZA93-58.PP D-I rth 111k 'n I n = v�l/ 7 �7Jy i r I' ' M p; p ,MX" tM BOW Illy t'4,DEt4 xi imi 0 I MI 'Pr , I sirsT 4 ei_.: M : lgi X isil --Akw__ • THomAct m :::, hiplisr: I All ••' : M M Mt, MM M MMI M,t 1 [M -Milk 1• CO nc L t Assei:0, Mt '"" (ult . .cmi , �Zi�I nv Iw no �--� a w` ~ I'111 "�•I x•tu i i la, - ini l'- I .••. El ��/■� rim, In 1111111 m►.' �)§ 1 tAril/Pa dir �`�4 BALL W.lRl. bn ALL' 111141,.P.P alloorigi - 11 Mil imjEliiggill* Oa :NI ImLoarie.,°gAIM i BR r "s±s,,_ . - ---1- 1441144,10411101 t.. ler- 41tingir"011P1111"kf 1.1M --—--2 ElitilEloinilig" Vilillarif V. 1.1119 41`�.iiiii. �,. . ,�� ..� ■; �,�7 izi - • v�' r Ward /0( . IPT7 •40.49all.aVAR 1.1111"1.-1.a?' blialliligill. 1..% .1...v..111111116 ' lin II. 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TRUELOVE W. JUSTUS 1 /' SOUTHLAKE gLVO "' 301 "a TR • • TR.3C2 C. LAM T 25 @ .548 Ac j 1 20i% 2A % 4 @.55 @ . 7_%%%%%%*44%.,.....%%%44 TR.3C * 13.11 Ac • /I( G. LECHLER /� �.01.. TR 1 • $ 1. } k.... ?.-} On • ( - TR 3H II ( / R 1.0 Al l - r TR 3L :'° \...../.)1 w •1 8.31 AC - ! FIRST NAT'L BANK I,. "AG" • •/ ( • / ON. S/ TR 3N "C2" _ C2" 1" R. BAIRD "AG" 3.01 @ TR 28 TR 2 _ T ( TR `r2 TR 3N1 A 14.75 1 x j 1.5 @ �! 1.0 AC e .0 � 9.55 AC � 15 AC J 2 al W. BAI$p "AG" o. r �� TR 3K LAKE CREST =j W. HOWEL 2.5 AC �/ "AG" ADDITION 3 ^ w ' (FINAL PLAT , M. FOWLER "AG" ATE APPROVED) TR 3J e r" 2.5 AC A�BR 2 5 v ■, (3.i ( 12 !--..•J _ TR 3H1 1.0 AC G. DAVIS ', / s TR 3H 1.0 AC + 2 4 .r PINE • % L. HERRON "AG" e % TR 36 j $ 2.0 AC %/ a- TR 3E 73 AC ew "0 an W. LAFA4TERS ,n as na ` j� Tg 4� . 1 ,-..;;I.A65. I1Ur C W. LAFAVERS /o C� A A rLA T v• f^ TR IG "AG' Q \� Y NNE ��g9 A 3.145 @ -��• 5.58 AC lik.1 ..... me . _i ADJACENT OWNERS & ZONING TR 10 1.0 AC c _ �. I 2.775 @ $ $ { TR 48 0 i3 4.5 AC City of Southlake,Texas PLAT REVIEW SUMMARY CASE NO: ZA 93-58 REVIEW NO: TWO DATE OF REVIEW: 9/17/93 / PROJECT NAME: Preliminary Plat - Reutlinger Addition OWNER/APPLICANT: ENGINEER/SURVEYOR: Richard A. Reutlinger Washington & Associates, Inc. 8661 North 165th East Avenue 500 Grapevine Highway Owasso, Oklahoma 74055 Suite 375 Hurst, Texas 76054 PHONE: (918) 272-7282 PHONE: (817) 485-0707 FAX: FAX: (817) 485-4106 CITY STAFF HAS REVIEWED THE ABOVE REFERENCED PROJECT RECEIVED BY THE CITY ON 9/13/93 AND WE OFFER THE FOLLOWING STIPULATIONS . THESE STIPULATIONS ARE HEREBY MADE CONDITIONS OF PLAT APPROVAL UNLESS SPECIFICALLY AMENDED BY THE CITY COUNCIL. IF YOU HAVE ANY QUESTIONS OR NEED FURTHER CLARIFICATION, PLEASE CONTACT GREG LAST AT (817) 481-5581, EXT. 744 . 1. The approved final plat of Lake Crest provides a street stub to the western edge of this property (Caddo Lake Drive. ) This 50' R.O.W. should be extended southeastward across the property to the south line of the Golder tract . Designate the resulting property south of this extension as Lot 1, Block 2, and furnish scaled internal dimensions for Lot 2, Block 1 and Lot 1, Block 2 . Also, show 30' building lines adjacent to R.O.W. 2 . The westernmost dimensional tie (383 . 21' ) of the variable width drainage easement appears to be incorrect (should extend to the north line of the easement instead of the floodplain. ) Please verify. 3 . Increase th_ drainage and utility easement to 62' in width to allow for an . .-ss area 10' in width. * Perc tests showing adequacy of the size of Lot 1, Block 1 will be required prior to approval of a final plat for this lot . * Denotes Informational Comment J cc: Richard A. Reutlinger Washington & Associates, Inc. 1 .d.11a.ac r. 1 UTTL_ERRY 6.HALL SURVEY 1 � r� I�� .SST.NO.686 '"" `2I B i JI i �l`!. pG f v e_ � : = l ..:ram , Sa9,.rt 5,1 .�_ . 1 i 3:1. i'---i•�,_- L.$1 t st' .I, V I C I N I T Y M A P S. ;1 /. ■ I t �:a... '/ t3CI i i t ti. '^I - i I WI IIHIRAM CRANBERRY SURVEY '•_ 1 apt E�1.=.— "`��:=I Aa'T.NO. 581 1 LF1,1 I' rsse:T- . 1 , --I HfII (`�pml a 1 / } WC 1 v 1 / 11.1 / IF1 • ik_ —/.. .. ............• S ' 11 p� I / • r...r Ih rErr I • .uo.a mr a.a.ereen . I f.ci la r C -;� 1 I , 1 r Lam.OCOIDRIC•. I .�..,.._..a_. ......... I 15.092 ACRES NOCOI a WO 0 "1 0 0 'r"se 'c:'•:.'w..-.,AO.. • _.,.,1 ram.._,�:,,, • I ..�/1 k i i7n FNr..:.'�_f`org.,a.:ao rl Ur*rod MBµ _ 1 I J ._me • .r.ow •w • oar Nor I I ... 1V..T•C IMRE(re 2 end C r.".'w..:.•orrt 1 .o¢ 1001.sr a 41•I<r u.MN r...r 1 .11713 1i.n1.•I/r or M..+••••I( ,'ti..tor►k OM.• .._:b lei SY rtrw„�c a.• Vora .r-drw...US r(r..........W....... . S CI I I( 92 sort 1 • 15' may.•'°aria.r[ .d�r.�.�..et re..I ...'�'•'....(: ., 6 I�/j / r n.1.+.9aaaici, � 1i1 • no¢ • rcdos..r era.mole root ol r.e.r w rorr ore 2.21550 N. ore I S_ I �N ••ac .a Ism .........am`a..... it r1. M.].a_..a ./ �/ .fir OW/C.r 1...aT. .e././4VX ' i L. .?..... ...-.t.••••• . Ifl I I ,' Lt. Iof se. 1.I � F� ,1 '' �� III\\\ 1. , �/ • . ' . i, fir...........4 1 -: _r-7.. ::-; •. ! res..IL Lorroan • or.r?._ .•_o•..rrAY at'or. • PRELIMINARY PLAT OF REUTLINCER ADDITION 15.092 ACRES' SITUATED IN THE HIRAM .RANBERRY SURVEY ABSRACT 581 Olt ear. IN THE CITY OF SOUTHLAKE. "e. • TARRANT COUNTY. TEXAS HORIZON SURVEY COMPANY — fee C..arw.l..••. 9 IC 173 war,r04 reps4 elI/.u-a]QI o+a ow m• 114]19 Y REVISED 09-09-93 PER CITY COw•EH15 Wo+.l>a oc.v.o....I MAN.311 OLP� foe OIaKM TIMM K M..JOB 1165-001 DATE .AL s WTI 26.1993 (..1mI1-rr1 or 3-orar .tnro w.-.]cn Ca E.2 G 11-ee City of Southlake, Texas Mil i ,lvidlt;4 MEMORANDUM 4111 September 17, 1993 TO: Curtis E. Hawk, City Manager FROM: Lou Ann Heath, Director of Finance SUBJECT: Ordinance 593-TMRS Buy-Back Provision At the previous meeting during FY93-94 Budget discussions the City Council approved the TMRS •Buy-Back provision. In order to make the option official, the Council must adopt Ordinance 593 . Texas Municipal Retirement System (TMRS) offers as an optional plan benefit the Buy-Back of Forfeited Service. This option allows employees with previously forfeited TMRS service to regain credit for that service, by redepositing the amount previously withdrawn plus a 5% per year withdrawal fee. The City becomes obligated for matching the employee contribution at retirement . Forfeited service that is purchased under this provision is once again included in the creditable service needed by an employee to qualify for a retirement benefit . TMRS has notified the City that the contribution rate for 1993 1110 (4 . 26%) and 1994 (4 . 82%) will be increased by 1 . 32% if the City adopts this provision. There are 15 out . of 85 employees eligible for the Buy-Back option. These employees can at any time make their contributions to the system to benefit . It is estimated that this will increase the City' s TMRS contributions by $35, 000 fcr the FY1993-94 year. Please place this on the City Council Agenda for Their consideration. AZIA4411fd- LAH tmrsbbl S //, _, Aerg BOARD 0 r TRUSTEES: (t).:1% STAFF: r RoSald E.Cox, 4. Gary W.Anderson, City Mgr.,Friend.food Executive Director Stephen McCullo,i Pamela Carter, 0Acting City Mgr.,Irving Comptroller m Starr, Gary Craig, City Mgr.,Hurst Investment Officer Andres Vega,Jr., TMRS Eric W.Davis, City Mgr.,Brouirc:ille Membership Development Officer Charles Wilson, Shirley Watts, Training Officer, e Department, Waco Texas Municipal Retirement System Member Benefits Manager P.O.Box 149153 Austin,Texas 78714-9153 (512)476-7577 August 23, 1993 Mr. Curtis Hawk O l'1 N - City Manager Ii City of Southlake 667 North Carroll Avenue AUG 2 5 1993 Southlake, Texas 76092 OFFICE OF CITY Dear Curtis: MANAGER /,tea We have completed the "Buy-Back" study for the City of Southlake and it has been determined that the City's 1993 contribution rate would increase by 1.32% if this benefit is adopted. If the • City adopts Updated Service Credit effective the first of the year, the rates in the Updated Service Credit study should be increased by the same amount. I feel sure the City of Southlake will want to adopt this provision and I am enclosing the necessary model ordinance (TMRS-H). Please note, the dates in Sections 1 and 2 of the adopting ordinance 0ust indicate the actual date on which the ordinance is finally adopted. \Vhen the ordinance has en finally passed and approved, we will appreciate receiving a copy for our records. Also enclosed are Buy-Back Applications for all city employees who have forfeited service. Each employee who is interested should complete his application and return it to us along with his check. Upon receipt of the applications and the amount of deposits previously withdrawn, plus the withdrawal charge, each individual will be credited with the additional months of creditable service shown on his application. Each employee is encouraged to buy this service back as soon as possible in order to eliminate any further withdrawal charge. If you should need additional information, please feel free to contact us. incirely, Eric W. Davis Membership Development Officer EWD/dh Enclosures Buy-Back Applications Model Ordinance (TMRS-H) III Providing retirement security fo municipal employees since 1948. �P -- CITY OF SOUTHLAKE, TEXAS ORDINANCE NO. 593 41/0 AN ORDINANCE ALLOWING CERTAIN EMPLOYEES OF THE CITY WHO HAVE TERMINATED PREVIOUS MEMBERSHIPS IN TEXAS MUNICIPAL RETIREMENT SYSTEM, TO DEPOSIT THE SUMS SO WITHDRAWN, PLUS ANNUAL WITHDRAWAL CHARGES, AND ALLOWING AND UNDERTAKING THE COST OF ALLOWING ANY SUCH EMPLOYEE CREDIT IN SUCH SYSTEM FOR ALL SERVICE TO WHICH SUCH EMPLOYEE HAD BEEN ENTITLED AT DATE OF SUCH WITHDRAWAL, WITH LIKE EFFECT AS IF ALL SUCH SERVICE HAD BEEN PERFORMED AS AN EMPLOYEE Or WHEREAS, the actuary o the Texas Municipal * -tirement ystem has determined that all obli• = ' ons cha • against the City' s account in the municipality accumulation fund, including the obligations arising as a result of this ordinance, can be funded by the City within its maximum contribution rate and within its amortization period; and WHEREAS, the City Council has determined that adoption of this ordinance is in the best interests of the City; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: S Section 1 . That pursuant to Section 63 . 003 of Subtitle G of Title 110B, Revised Civil Statutes of Texas, 1925, as amended, the City of Southlake hereby elects to allow any member of Texas Municipal Retirement System who is an employee of this City on the day of , 19 , who has terminated a previous membership in said System by withdrawal of deposits while absent from service, but who has at least 24 months of credited service as an employee of this City since resuming membership to deposit with the System in a lump sum the amount withdrawn, plus a withdrawal charge of five per cent (50) of such amount for each year from date cf such withdrawal to date of redepcsit, and thereupon such member shall be allowed credit for all service to which the member had been entitled at date of termination of the. earlier membership, with like effect as if all such service had been rendered as an employee of this City, whether so rendered or not . The City of Sou:hlake agrees to underwrite and hereby assumes the obligations arising out of the granting of all such credits, and agrees that all such obligations and reserves required to provide such credits shall be charged to this City' s account in the municipality accumulation fund. The five per cent (590 per annum withdrawal charge paid by the member shall be deposited to the credit of the City' s account in said municipality accumulation fund; and the deposits of the amount previously withdrawn by the member shall be credited to his or her individual account in the employees saving fund of the System. S Section 2 . That this ordinance shall be in full force and effect from and after its passage and publication as required by law, and it is so ordained. b:593.0RD.0RD/kb Page _ -3 is PASSED AND APPROVED on the 1st reading the day of , 1993 . 41/1 - MAYOR ATTEST: CITY SECRETARY PASSED AND APPROVED on the 2nd reading the day of , 1993 . MAYOR ATTEST: CITY SECRETARY. APPROVED AS TO FORM AND LEGALITY: 1110 CITY ATTORNEY DATE: ADOPTED: EFFECTIVE: S b:593.ORD/ORD/kb Page 2 F...le. ' ' 1 FIELDING, BARRETT & TAYLOR, L.L.P. Carvan E.Adkins ATTORNEYS Susan S.Jones Robert M. Allibon ATRIUM CENTRE Wayne K. Olson Daniel R. Barrett' 8851 HIGHWAY 80 W STE 300 Tim G. Sralla'• • beth Elam FORT WORTH TX 76116-6041 J.Mark Sudderth d Fielding TELEPHONE(817)560-0303 E.Allen Taylor,Jr. phine Garrett FAX(817) 560 3953 James P.R Wagner Glenn GidelAlic Wendy Dwayne D. Hitt Analeslie Muncy Susan H. Holloway -of Counsel 'Board Certified Personal Injury Trial Law— "Board Certified Civil Appellate Law— Texas Board of Legal Specialization Texas Board of Legal Specialization Civil Trial Specialist— National Board of Trial Advocacy August 25, 1993 • Mr. Curtis Hawk °I City of Southlake J 667 North Carroll Avenue 1 2 6 1993 Southlake, Texas 76092 AERTY. 4 I ) Dear Curtis : Enclosed is a draft of the cable rate regulation ordinance that the city council will need to consider in connection with becoming certified by the FCC to regulate basic cable rates. A rate regulation ordinance should be adopted by early in October. This will give you plenty of time to notify the cable operator and prepare for regulation, since the FCC has extended the freeze on rates until November 15 . If your city council would like .a legal briefing on this proposed ordinance, please let one of the attorneys in the office know. • This office is preparing the certification application form for you. It will be sent by Federal Express in order to arrive at the FCC on September 1, the first day that the FCC will accept applications . As you recall, if the city does not hear from the FCC in 30 days , the city is automatically certified at that time. After certification, the city must adopt a rate regulation ordinance and notify the cable operator of its qualification to regulate basic cable rates . The city council may adopt the rate regulation ordinance before becoming certified if it so desires. We have just received the FCC form for requesting the FCC to regulate the expanded tier. As soon as the certification forms for regulation of basic rates have been completed, we will pursue completion and submission of the expanded tier forms . If you have any questions , please give me a call. Since ely, Analeslie uncy 4111 AM/ds s lake\cable. 1t3 2 f _ 1 ti ORDINANCE NO.51 SAN ORDINANCE OF THE CITY OF SOUTHLAKE; PRESCRIBING REGULATIONS FOR RATES CHARGED TO CABLE TELEVISION SUBSCRIBERS FOR THE BASIC SERVICE TIER; PROVIDING THAT THIS ORDINANCE IS CUMULATIVE; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR PUBLICATION; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Federal Communications Commission ( "FCC" ) has issued rules pursuant to the Cable Television Consumer Protection and Competition Act, Pub. L. No. 102-385 ( 1992 ) ( "1992 Cable Act" ) , implementing the regulation of cable television subscriber rates; and WHEREAS, these rules allocate the regulation of rates for the basic service tier and associated equipment rates to local franchising authorities and require local authorities to become certified and adopt their own regulations governing the process of rate regulation; and WHEREAS, the City of Southlake franchises cable television service for the benefit of its citizens; and SWHEREAS, the city has submitted its application for certification to the FCC and it is expedient to adopt the required regulations now, in order to implement regulations at the earliest possible date to obtain the most competitive rates for the city's cable ratepayers ; NOW, THEREFORE, • BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: SECTION 1. DEFINITIONS. In this ordinance: BASIC CABLE RATES means the monthly charges for a subscription to the basic service tier and the associated equipment. BASIC SERVICE TIER means a separately available service tier to which subscription is required for access to any other tier of service, including as a minimum, but not limited to, all must- carry signals, all PEG channels, and all domestic television signals other than superstations . BENCHMARK means a per channel rate of charge for cable service 11/1 w 1111 and associated equipment which the FCC has determined is reasonable. CABLE ACT OF 1992 means the Cable Television Consumer Protection and Competition Act of 1992 . CABLE OPERATOR means any person or group of persons : (A) who provide cable service over a cable system and directly or through one or more affiliates owns a significant interest in such a cable system; or (B) who other wise controls or is responsible for, through any arrangement, the management and operation of such a cable system. CHANNEL means a unit of cable service identified and selected by a channel number or similar designation. COST OF SERVICE SHOWING means a filing in which the cable operator attempts to show that the benchmark rate or the price cap is not sufficient to allow the cable operator to fully recover the costs of providing the basic service tier and to continue to attract capital. 4111 EQUIPMENT BASKET means a cost center to which the cable operator assigns the direct costs of service installation, leasing, maintaining and servicing customer equipment. It includes an allocation of all system joint and common costs that installation, leasing, and repairing equipment share with other system activities and a reasonable profit, but excludes general system overhead. FCC means the Federal Communications Commission. HSC means the hourly service charge that allows the cable operator to, recover all equipment basket costs, except for the cable operator' s costs of purchasing and financing the lease of customer equipment. INITIAL BASIC CABLE RATES means the rates that the cable operator is charging for the basic service tier, including charges for associated equipment, at the time the city notifies the cable operator of the city's qualification and intent to regulate basic cable rates . MUST-CARRY SIGNAL means the signal of any local broadcast station (except superstations which is required to be carried on , the basic service tier. 11/1 - 2 - Qr 410 PEG CHANNEL means the channel capacity designated for public, educational, or governmental use, and facilities and equipment for the use of that channel capacity. PRICE CAP means the ceiling set by the FCC on future increases in basic cable rates regulated by the city, based on a formula using the GNP fixed weight price index, reflecting general increases in the cost of doing business and changes in overall inflation. REASONABLE RATE STANDARD means a per channel rate that is at, or below, the benchmark or price cap level. SUPERSTATION means any non-local broadcast signal secondarily transmitted by satellite. SECTION 2. INITIAL REVIEW OF BASIC CABLE RATES. (a) Notice. Upon the adoption of this ordinance and the certification of the city by the FCC, the city shall immediately notify all cable operators in the city, by certified mail, return receipt requested, that the city intends to regulate subscriber rates charged for the basic service tier and associated equipment IIIIas authorized by the Cable Act of 1992 . (b) Cable operator response. Within 30 days of receiving notice from the city, a cable operator shall file with the city, its current rates for the basic service tier and associated equipment and any supporting material concerning the reasonableness of its rates . (c) Expedited determination and public hearing. ( 1 ) If the city council is able to expeditiously determine that the cable operator' s rates for the basic service tier and associated equipment are within the FCC's reasonable rate standard, as determined by the applicable benchmark, the city council shall: (A) hold a public hearing at which interested persons may express their views; and (B) act to approve the rates within 30 days from the date the cable operator filed its basic cable rates with the city. (2 ) If the city council takes no action within 30 days from the date the cable operator filed its basic cable rates with the city, the proposed rates will continue in effect. 4111 - 3 - (d) Extended review period. ( 1) If the city council is 1111 unable to determine whether the rates in issue are within the FCC's reasonable rate standard based on the material before it, or if the cable operator submits a cost-of-service showing, the city council shall, within 30 days from the date the cable operator filed its basic cable rates with the city and by adoption of, a formal resolution, invoke the following additional periods of time, as applicable, to make a final determination: (A) 90 days if the city council needs more time to ensure that a rate is within the FCC's reasonable rate standard; or (B) 150 days if the cable operator has submitted a cost-of-service showing seeking to justify a rate above the applicable benchmark. (2 ) If the city council has not made a decision within the 90 or 150 day period, the city council shall issue a brief written order at the end of the period requesting the cable operator to keep accurate account of all amounts received by reason of the proposed rate and on whose behalf the amounts are paid. (e) Public hearing. During the extended review period and 4111 before taking action on the proposed rate, the city council shall hold at least one public hearing at which interested persons may express their views and record objections. (f) Objections. An interested person who wishes to make an objection to the proposed initial basic rate may request the city secretary to record the objection during the public hearing or may submit the objection in writing anytime before the decision resolution is adopted. In order for an objection to be made part of the record, the objector must provide the city secretary with the objector's name and address . (g) Benchmark analysis. If a cable operator submits its current basic cable rate schedule as being in compliance with the FCC 's reasonable rate standard, the city council shall review the rates using the benchmark analysis in accordance with the standard form authorized by the FCC. Based on the city council's findings, the initial basic cable rates shall be established as follows : ( 1 ) If the current basic cable rates are below the benchmark, those rates shall become the initial basic cable rates and the cable operator' s rates will be capped at that level. ( 2 ) If the current basic cable rates exceed the 1111 - 4 - benchmark, the rates shall be the greater of the cable operator's 410 per channel rate on September 30, 1992, reduced by 10 percent, or the applicable benchmark, adjusted for inflation and any change in the number o.f channels occurring between September 30, 1992 and the initial date of regulation. ( 3 ) If the current basic cable rates exceed the benchmark, but the cable operator's per channel rate was below the benchmark on September 30, 1992, the initial basic cable rate shall be the benchmark, adjusted for inflation. (h) Cost-of-service showings. If a cable operator does not wish to reduce the rates to the permitted level, the cable operator shall have the opportunity to submit a cost-of-service showing in an attempt to justify a initial basic cable rates above the FCC's reasonable rate standard. The city council will review a cost- of-service submission pursuant to FCC standards for cost-of- service review. The city council may approve initial basic cable rates above the benchmark if the cable operator makes the necessary showing; however, a cost-of-service determination resulting in rates below the benchmark or below the cable operator's September 30, 1992 rates minus 10 percent, will prescribe the cable operator's new rates. 4111 (i) Decision. ( 1) By formal resolution. After completion of its review of the cable operator's proposed rates, the city council shall adopt its decision by formal resolution. The decision shall include one of the following: (A) If the proposal is within the FCC's reasonable rate standard or is justified by a cost-of-service analysis, the city council shall approve the initial basic cable rates proposed by the cable operator; or (B) If the proposal is not within the FCC's reasonable rate standard and the cost-of-service analysis, if any, does not justify the proposed rates, the city council shall establish initial basic cable rates that are within the FCC's reasonable rate standard or that are justified by a cost-of- service analysis . (2) Rollbacks and refunds. If the city council determines that the initial basic cable rates as submitted exceed the reasonable rate standard or that the cable operator's cost- of-service showing justifies lower rates, the city council may order the rates reduced in accordance with Paragraph (g) or (h) above, as applicable. In addition, the city council may order the cable operator to pay to subscribers, refunds of the excessive 1111 - 5 - S-F ^L 11/0 portion of the rates with interest (computed at applicable rates published by the Internal Revenue Service for tax refunds and additional tax payments) , retroactive to September 1, 1993. The method for paying any refund and the interest rate will be in accordance with FCC regulations as directed in the city council's decision resolution. (3) Statement of reasons for decision and public notice. If rates proposed by a cable operator are disapproved in whole or in part, or if there were objections made by other parties to the proposed rates, the resolution must state the reasons for the decision and the city council must give public notice of its decision. Public notice will be given by advertisement once in the official newspaper of the city. (j ) Appeal. The city council's decision concerning rates for the basic service tier or associated equipment, may be appealed to the FCC in accordance with applicable federal regulations. SECTION 3. REVIEW OF REQUEST FOR INCREASE IN BASIC CABLE RATES. (a) Notice. A cable operator in the city who wishes to increase the rates for the basic service tier or associated 4110 equipment shall file a request with the city and notify all subscribers at least 30 days before the cable operator desires the increase to take effect. This notice may not be given more often than annually and not until at least after the determination of the initial basic cable rates . (b) Expedited determination and public hearing. ( 1) If the city council is able to expeditiously determine that the cable operator's rate increase request for basic cable service is within the FCC 's reasonable rate standard, as determined by the applicable price cap, the city council shall: (A) hold a public hearing at which interested persons may express their views; and (B) act to approve the rate increase within 30 days from the date the cable operator filed its request with the city. ( 2 ) If the city council takes no action within 30 days from the date the cable operator filed its request with the city, the proposed rates will go into effect. (c) Extended review period. ( 1) If the city council is unable to determine whether the rate increase is within the FCC's • - 6 - 84 -7 reasonable rate standard based on the material before it, or if the 11/1 cable operator submits a cost-of-service showing, the city council shall, by adoption of a formal resolution, invoke the following additional periods of time, as applicable, to make a final determination: (A) 90 days if the city council needs more time to ensure that the requested increase is within the FCC's reasonable rate standard as determined by the applicable price cap; and (B) 150 days if the cable operator has submitted a cost-of-service showing seeking to justify a rate increase above the applicable price cap. (2 ) The proposed rate increase is tolled during the extended review period. (3 ) If the city council has not made a decision within the 90 or 150 day period, the city council shall issue a brief written order at the end of the period requesting the cable operator to keep accurate account of all amounts received by reason of the proposed rate -increase and on whose behalf the amounts are paid. 1111 (d) Public hearing. During the extended review period and before taking action on the requested rate increase, the city council shall hold at least one public hearing at which interested persons may express their views and record objections. (e) Objections . An interested person who wishes to make an objection to the proposed rate increase may request the city secretary to record the objection during the public hearing or may submit the objection in writing anytime before the decision resolution is adopted. In order for an objection to be made part of the record, the objector must provide the city secretary with the objector' s name and address . (f) Delayed determination. If the city council is unable to make a final determination concerning a requested rate increase within the extended time period, the cable operator may put the increase into effect, subject to subsequent refund if the city council later issues a decision disapproving any portion of the increase. (g) Price cap analysis. If a cable operator presents its request fora rate increase as being in compliance with the FCC's price cap, the city council shall review the rate using the price cap analysis in acdordance with the standard form authorized by the 1111 FCC. Based on the city council's findings , the basic cable rates 41/1 shall be established as follows: ( 1 ) If the proposed basic cable rate increase is within the price cap established by the FCC, the proposed rates shall become the new basic cable rates. ( 2 ) If the proposed basic cable rate increase exceeds the price cap established by the FCC, the city council shall disapprove the proposed rate increase and order an increase that is in compliance with the price cap. (h) Cost-of-service showings. If a cable operator submits a cost-of-service showing in an attempt to justify a rate increase above the price cap, the city council will review the submission pursuant the FCC standards for cost-of-service review. The city council may approve a rate increase above the price cap if the cable operator makes the necessary showing; however, a cost-of- service determination resulting in a rate below the price cap or below the cable operator's then current rate will prescribe the cable operator's new rate. (i) Decision. The city council's decision concerning the requested rate increase, shall be adopted by formal resolution. 4111 If a rate increase proposed by a cable operator is disapproved in whole or in part, or if objections were made by other parties to the proposed rate increase, the resolution must state the reasons for the decision. Objections may be made at the public hearing by a person requesting the city secretary to record the objection or may be submitted in writing at anytime before the decision resolution is adopted. (j ) Refunds. ( 1 ) The city council may order refunds of subscribers ' rate payments with interest if : (A) the city council was unable to make a decision within the extended time period as described in Paragraph (c ) above; and (B) the cable operator implemented the rate increase at the end of the extended review period; and (C) the city council determines that the rate increase as submitted exceeds the applicable price cap or that the cable operator failed to justify the rate increase by a cost-of- service showing, and the city council disapproves any portion of the rate increase. 1110 - 8 - (2 ) The method for paying any refund and the interest 1111 rate will be in accordance with FCC regulations as directed in the city council's decision resolution. (k) Appeal. The city council's decision concerning rates for the basic service tier or associated equipment, may be appealed to the FCC in accordance with applicable federal regulations. SECTION 4. CABLE OPERATOR INFORMATION (a) City may require. ( 1) In those cases when the cable_ operator has submitted initial rates or proposed an increase that exceeds the reasonable rate standard, the city council may require the cable operator to produce information in addition to that submitted, including proprietary information, if needed to make a rate determination. In these cases, a cable operator may request the information be kept confidential in accordance with this section. (2 ) In cases where initial or proposed rates comply with the reasonable rate standard, the city council may request additional information only in order to document that the cable operator's rates are in accord with the standard. 1111 (b) Request for Confidentiality. ( 1) A cable operator submitting information to the city council may request in writing that the information not be made routinely available for public inspection. A copy of the request shall be attached to and cover all of the information and all copies of the information to which it applies . ( 2 ) If feasible, the information to which the request applies shall be physically separated from any information to which the request does not apply. If this is not feasible, the portion of the information to which the request applies shall be identified. ( 3 ) Each request shall contain a statement of the reasons for withholding inspection and a statement of the facts upon which those reasons are based. (4 ) Casual requests which do not comply with the requirements of this subsection, shall not be considered. (c) City council action. Requests which comply with the requirements of Subsection (b) , will be acted upon by the city council. The city council will grant the request if the cable • - 9 - gf-1® operator presents by a preponderance of the evidence, a case for 4111 nondisclosure consistent with applicable federal regulations . If the request is granted, the ruling will be placed in a public file in lieu of the information withheld from public inspection. If the request does not present a case for nondisclosure and the city council denies the request, the city council shall take one of the following actions: ( 1) If the information has been submitted voluntarily without any direction from the city, the cable operator may request that the city return the information without considering it. Ordinarily, the city will comply with this request. Only in the unusual instance that the public interest so requires, will the information be made available for public inspection. (2) If the information was required to be submitted by the city council, the information will be made available for public inspection. (d) Appeal. If the city council denies the request for confidentiality, the cable operator may seek ' review of that decision from the FCC within five working days of the city council's decision, and the release of the information will be stayed pending review. 1111 SECTION 5. AUTOMATIC RATE ADJUSTMENTS (a) Annual inflation adjustment. In accordance with FCC regulations, the cable operator may adjust its capped base per channel rate for the basic service tier annually by the final GNP- PI index. (b) Other external costs . ( 1 ) The FCC regulations also allow the cable operator to increase its rate for the basic service tier automatically to reflect certain external cost factors to the extent that the increase in cost of those factors exceeds the GNP- PI . These factors include retransmission consent fees, programming costs, state and local taxes applicable to the provision of cable television service, and costs of franchise requirements. The total cost of an increase in a franchise fee r_ay be automatically added to the base per channel rate, without retard to its relation to the GNP-PI. ( 2 ) For all categories of external costs other than retransmission consent and franchise fees, the starting date for measuring changes in external costs for which the basic service per channel rate may be adjusted will be the date on which the basic 1110 - 10 - yf `11 • • service tier becomes subject to regulation or February 28, 1994, S whichever occurs first. The permitted per channel charge may not be adjusted for costs of retransmission consent fees or changes in those fees incurred before October 6, 1994. (c) Notification and review. The cable operator shall notify the city at least 30 days in advance of a rate increase based on automatic adjustment items. The city shall review the increase to determine whether the item or items qualify as automatic adjustments. If the city makes no objection within 30 days of receiving notice of the increase, the increase may go into effect. SECTION 6. ENFORCEMENT (a) Refunds. The city may order the cable operator to refund to subscribers a portion of previously paid rates under the following circumstances : ( 1 ) A portion of the previously paid rates have been determined to be in excess of the permitted tier charge or above the actual cost of equipment; or 4111 ( 2 ) The cable operator has failed to comply with a valid rate order issued by the city. (b) Fines. If the cable operator fails to comply with a rate decision or refund order, the cable operator shall be subject to a fine of $500 for each day the cable operator fails to comply. SECTION 7 . CUMULATIVE CLAUSE This ordinance shall be cumulative of all provisions of ordinances of the City of Southlake, Texas , except where the provisions of this ordinance are in direct conflict with the provisions of such ordinances , in which event the conflicting provisions of such ordinances are hereby repealed. SECTION 8. SEVERABILITY It is hereby declared to be the intention of the City Council that the phrases, clauses, sentences, paragraphs and sections of this ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this ordinance shall be declared unconstitutional by the valid judgment or decree of ,any court of 1111 - 11 - S-F -ID-- competent jurisdiction, such unconstitutionality shall not affect S any of the remaining phrases, clauses, sentences, paragraphs and sections of this ordinance, since the same would have been enacted by the City Council without the incorporation in this ordinance of any such unconstitutional phrase, clause, sentence, paragraph or section. SECTION 9. PUBLICATION IN PAMPHLET FORM The City Secretary of the City of Southlake is hereby authorized to publish this ordinance in book or pamphlet form for general distribution among the public, and the operative provisions of this ordinance as so published shall be admissible in evidence in all courts without further proof than the production thereof. SECTION 10. PUBLICATION The City Secretary of the City of Southlake is hereby directed to publish the proposed ordinance or its caption and penalty together with a notice setting out the time and place for a public hearing thereon at least 10 days before the second reading of this ordinance, and if this ordinance provides for the imposition of any penalty, fine or forfeiture for any violation of any of its 1111 provisions, then the City Secretary shall additionally publish this ordinance or its caption and penalty, in the official City newspaper one time within 10 days after passage of this ordinance, as required by Section 3 . 13 of the Charter of the City of Southlake. SECTION 11. EFFECTIVE DATE This ordinance shall be in full force and effect from and after its passage and publication as required by law, and it is so :=dained. PASSED AND APPROVED ON FIRST READING ON THIS DAY OF , 1993. MAYOR ATTEST: CITY SECRETARY Aft - 12 - _ 9f-15 i . SPASSED AND APPROVED ON SECOND READING ON THIS DAY OF 1993. MAYOR ATTEST: CITY SECRETARY APPROVED AS TO FORM AND LEGALITY: 4:44004407 0.10/// City Attorney Date: ADOPTED: 5 EFFECTIVE: slake\cable.orl 1111 13 - City of South lake,Texas CITY MANAGE', MEMORANDUM j.MNII L September 17, 1993 TO: Curtis E. Hawk, City Manager FROM: Lou Ann Heath, Director of Finance SUBJECT: Issuance of General Obligation Refunding Bonds, General Obligation Bonds, and Contract Obligations During ,the course of the FY93-94 budget worksessions with City Council, it was requested that the City consider accelerating its Street Bond program and review refunding opportunities on its existing debt due to the favorable market conditions . The City' s Financial Advisors, First Southwest Company, have presented a proposal that will allow for refunding the 1990 Series G.O. Refunding Bonds and a portion of the 1990 Series Tax and WW/SS C.O. and issue $745, 000 in Contract Obligations and $3 , 000, 000 in General Obligation (Street) Bonds . The Contract Obligations are to be structured on a five year pay out. The debt tax rate will increase to a peak of $ .1910 in 1996, which is less than the rate proposed in the original bond program. The scheduled date that the City will receive funds is November 23 . I am requesting that the City adopt a reimbursement resolution that will allow the City to proceed with projects and/or the purchase of items and be reimbursed when the funds are received. City departments may then move forward with their scheduled equipment purchases after October 1, the new budget year. 44 a_AVA:14ea51L LAH bnds9 93 t AO 1 � RESOLUTION NO. 4111 A RESOLUTION declaring expectation to reimburse expenditures with proceeds of future debt. WHEREAS, the City of Southlake, Texas (the "Issuer") intends to issue debt for the purpose of purchasing personal property (the "Projects") and further intends to make certain capital expenditures for the Projects and currently desires and expects to reimburse such capital expenditures with proceeds of such debt; WHEREAS, under Treas. Reg. § 1. 150-2 (the "Regulation") , to fund such reimbursement with proceeds of tax-exempt obligations the Issuer must declare its expectation to make such reimbursement; and WHEREAS, the Issuer desires to preserve its ability to reimburse the Expenditures with proceeds of tax-exempt obligations. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, THAT the Issuer reasonably expects to reimburse capital expenditures with respect to the Projects with proceeds of debt hereafter to be issued by the Issuer, and that this resolution shall constitute a declaration of official intent under the Regulation. The maximum principal amount of obligations expected to be issued for the Projects is $745, 000. PASSED AND ADOPTED this September 21, 1993 . 4110 CITY OF SOUTHLAKE, TEXAS Mayor ATTEST: City Secretary • o1maa RESOLUTION NO. 1111 A RESOLUTION declaring expectation to reimburse expenditures with proceeds of future debt. WHEREAS, the City of Southlake, Texas (the "Issuer") intends to issue debt for the purpose of purchasing personal property (the "Projects") and further intends to make certain capital expenditures for the Projects and currently desires and expects to reimburse such capital expenditures with proceeds of such debt; WHEREAS, under Treas. Reg. § 1. 150-2 (the "Regulation") , to fund such reimbursement with proceeds of tax-exempt obligations the Issuer must declare its expectation to make such reimbursement; and WHEREAS, the Issuer desires to preserve its ability to reimburse the Expenditures with proceeds of tax-exempt obligations. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS, THAT the Issuer reasonably expects to reimburse capital expenditures with respect to the Projects with proceeds of debt hereafter to be issued by the Issuer, and that this resolution shall constitute a declaration of official intent under the Regulation. The maximum principal amount of obligations expected to be issued for the Projects is $745, 000. PASSED ,AND ADOPTED this September 21, 1993 . 1110 CITY. OF SOUTHLAKE, TEXAS Mayor ATTEST: City Secretary 11 0117784 ORDINANCE NO. 57 1111 AN ORDINANCE approving and authorizing the execution and delivery of "CITY OF SOUTHLAKE, TEXAS, PUBLIC PROPERTY FINANCE CONTRACTUAL OBLIGATIONS, SERIES 1993" ; specifying the terms of such contracts; making provisions for the payment thereof; and resolving other matters incident and related to the execution, performance and payment of such contracts, including the approval and execution of a Paying Agent/Registrar Agreement and a Purchase Contract for the acquisition of property and the approval of an Official Statement; and providing an effective date. WHEREAS, pursuant to V.T.C.A. , Local Government Code, Subchapter A of Chapter 271 (the Public Property Finance Act) , the City Council is authorized and empowered to execute, perform and make payments under contracts with any person for the use, acquisition or purchase of personal property; and WHEREAS, in accordance with the provisions of the Public Property Finance. Act, the City Council hereby finds and determines that the acquisition, use or purchase of certain items of personal property identified in Exhibit A attached hereto, or such other personal property, appliances, equipment, furnishings, or interests 4110 therein, considered by the City Council to be necessary, useful and/or appropriate for purposes of the City, should be financed under and pursuant to one or more contractual obligations to be executed and delivered on the terms and in the form hereinafter prescribed; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: SECTION 1: Contract Authorization - Contract Amount - Property Identification. Contracts, aggregating in amount $745, 000 (the "Aggregate Contract Amount") and entitled "City of Southlake, Texas, Public Property Finance Contractual Obligations, Series 1993" (the "Contractual Obligations" or the "Contracts") shall be and are hereby authorized to be executed and delivered with the Initial Contracting Party (hereinafter identified in Section 15 hereof) , and the assigns thereof, to finance the use or the purchase or other acquisition of personal property identified in Exhibit A attached hereto and incorporated herein by reference as a part of this Ordinance for all purposes, or such other personal property, appliances, equipment, furnishings, or interests therein, considered by the City Council to be necessary, useful and/or appropriate for purposes of the City (the "Property") ; all in 0117954 1111 m W accordance with and pursuant to authority conferred by the laws of 411 the State of Texas, particularly the Public Property Finance Act. SECTION 2 : Fully - - Registered Form Contract Date Authorized Amounts-Installment Payments-Interest Rates. The Contracts shall be made, executed and delivered in fully registered form, bear a date of October 1, 1993 (the "Contract Date") , and, except for the Initial Contracts authorized in Section 7 hereof, shall be in authorized amounts of $5,000 or any integral multiple thereof (not to exceed an Installment Amount) , and the Aggregate Contract Amount shall be payable in annual installments (the "Installment Amounts") on August 15 in the amounts and interest shall accrue on such Installment Amounts at per annum rate(s) as follows: Interest Payment Date Installment Amount Rate(s) 1994 $130, 000 1995 55, 000 1996 125, 000 1997 140, 000 1998 145, 000 % 1999 150,000 Interest on the unpaid Installment Amounts shall accrue from the Contract Date (calculated on the basis of a 360-day year of 4111 twelve 30-day months) and such interest shall be payable on February 15 and August 15 in each year, commencing August 15, 1994. SECTION 3 : Terms of Payment-Paying Agent/Registrar. The Installment Amounts on each Contract and the interest thereon shall be payable only to the registered contracting party or person (hereinafter called the "Contracting Party") appearing on the registration and transfer books maintained by the Paying Agent/Registrar and such Installment Amounts and the interest payable thereon shall be payable in coin or currency of the United States of America, which at the time of payment is legal tender for the payment of public and private debts, and without exchange or collection charges to the Contracting Party. The selection and appointment of Texas Conmerce Trust Company, National Association to serve as Paying Agent/Registrar for the Contracts is hereby approved and confirmed. Books and records relating to the registration, payment, exchange and transfer of the Contracts (the "Contract Register") shall at all times be kept and maintained on behalf of the City by the Paying Agent/Registrar, all as provided herein,: in accordance with the terms and provisions of a "Paying Agent/Registrar Agreement", substantially in the form attached hereto as Exhibit B, and such reasonable rules and 0117954 4111 -2- 'S ,� c3_ x regulations as the Paying Agent/Registrar and the City may 1111 prescribe. The Mayor and City Secretary are hereby authorized to execute and deliver such Agreement in connection with the delivery of the Contracts. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Contracts are paid and discharged, and any successor Paying Agent/Registrar shall be a bank, trust company, financial institution or other entity qualified to perform the duties and services of Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Contracts, the City agrees to promptly cause a written notice thereof to be sent to each Contracting Party by United States Mail, first class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. The Installment Amounts shall be payable when due only upon the presentation and surrender of the Contracts to the Paying Agent/Registrar at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office") . Interest on the Installment Amounts shall be paid to the Contracting Parties which appear in the Contract Register at the close of business on the Record Date (the last business day of the month next preceding each interest payment date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first class postage prepaid, to the address of the Contracting Party recorded . in the Contract Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Contracting Party. If the date for the payment of an Installment ID Amount or interest thereon shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the office of the Paying Agent/Registrar designated for the payment and assignment of the Contracts is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or: day when 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. 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. 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 Contracting Party appearing on the Contract Register at the close of business on the last business day next preceding the date of mailing of such notice. 0117954 ill -3- ,,. SECTION 4 : Non-Optional. The Contracts shall not 'be subject , 4111 to prepayment prior to their Payment Dates at the option of the City. SECTION 5: Assignment - Registration-Transfer-Exchange of Contracts. The Paying Agent/Registrar shall obtain, record, and maintain in the Contract Register the name and address of each and every Contracting Party to a Contract executed and delivered under and pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any Contract may be assigned, transferred or exchanged for Contracts of other authorized amounts by the Contracting Party, in person or by his duly authorized agent, upon surrender of such Contract to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of assignment and transfer or request for exchange duly , executed by the Contracting Party or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Any Contract to be assigned and transferred shall be surrendered to the Paying Agent/Registrar and, upon its receipt and cancellation, the Paying Agent/Registrar shall register and deliver, in the name of the designated assignee or transferee, one or more new Contracts of authorized amounts and, except for the assignment and transfer of the Initial Contract by the Initial Contracting Party, having the same Payment Date and of a like Installment Amount as the Contract or Contracts surrendered for assignment and transfer. 4110 Contracts may be exchanged for Contracts of other authorized amounts and having the same Payment Date, bearing the same rate of interest and of like aggregate Installment Amount as the Contracts surrendered for exchange, upon surrender of the Contracts to be exchanged to the Paying Agent/Registrar. Whenever any Contracts are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new Contracts to the Contracting Party requesting the exchange. When a Contract has been duly assigned and transferred or exchanged, the new Contract or Contracts registered in such assignment and transfer or exchange shall be delivered to the Contracting Party at the Designated Payment/Transfer Office of the Paying Agent/Registrar or sent by United States Mail, first class, postage prepaid to the Contracting Party, and, upon the registration and delivery thereof, such Contracts shall be the valid obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Contracts surrendered in such assignment and transfer or exchange. All transfers or exchanges of Contracts pursuant to this Section shall be made without expense or service charge to the 0117954 • -4- Contracting Party, except as otherwise herein provided, and except 1111 that the Paying Agent/Registrar shall require payment by the Contracting Party requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to. such transfer or exchange. Contracts cancelled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be "Predecessor Contracts, " evidencing all or a portion, as the case may be, of the same obligation to pay evidenced by the new Contract or Contracts registered and delivered in the exchange or transfer therefor. Additionally, the term "Predecessor Contracts" shall - include any mutilated, lost, destroyed, or stolen Contract for which a replacement Contract has been registered and delivered in lieu thereof pursuant to the provisions of Section 11 hereof and such new replacement Contract shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Contract. SECTION 6: Book-Entry Only Transfers and Transactions. Notwithstanding the provisions contained in Sections 3 and 5 hereof relating to the payment, and transfer/exchange of the Contracts, the City hereby approves and authorizes the use of "Book-Entry Only" securities clearance, settlement and transfer system provided by The Depository Trust Company (DTC) , a limited purpose trust company organized under the laws of the State of New York, in accordance with the requirements and procedures identified in the Letter of Representation, by and between the City, the Paying Agent/Registrar and DTC (the "Depository Agreement") relating to 1111 the Contracts. Pursuant to the Depository Agreement and the rules of DTC, the Contracts shall be deposited with DTC who shall hold said Contracts for its participants (the "DTC Participants") . While the Contracts are held by DTC under the Depository Agreement, the Holder of the Contracts on the Contract Register for all purposes, including payment and notices, shall be Cede & Co. , as nominee of DTC, notwithstanding the ownership of each actual purchaser or owner of each Contract (the "Beneficial Owners") being recorded in the records of DTC and DTC Participants. In the event DTC determines to discontinue serving as securities 'depository for the Contracts or otherwise ceases to provide book-entry clearance and settlement of securities transactions in general or the City determines that DTC is incapable of properly discharging its duties as securities depository for the Contracts, the City covenants and agrees with the Holders of the Contracts to cause Contracts to be printed in definitive form and provide for the Contract certificates to be issued and delivered to DTC Participants and Beneficial Owners, as the case may be. Thereafter, the Contracts in definitive form 0117954 -5- 411 K ). shall be assigned, transferred and exchanged on the Contract 4111 Register maintained by the Paying Agent/Registrar and payment of such Contracts shall be made in accordance with the provisions of Sections 3 and 5 hereof.. SECTION 7 : Execution - Registration. The Contracts shall be executed on behalf of the City by the Mayor, with the seal of the City reproduced or impressed thereon and countersigned by the City Secretary. The signature of such officers on the Contracts may be manual or facsimile. Contracts bearing the manual or facsimile signatures of the persons holding such offices on the Contract Date shall be deemed to be duly executed on behalf of the City, notwithstanding a change in persons holding such offices at the time of delivery of the Contracts to the Initial Contracting Party and with respect to Contracts delivered in subsequent assignments , and transfers or exchanges. No Contract shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless the registration certificate appearing on the Contracts to be signed by the Comptroller of Public Accounts of the State of Texas (substantially in the form provided in Section 9C) and/or the Paying Agent/Registrar (substantially in the form provided in Section 9D) , either or both such certificates, as the case may be, are manually executed by an authorized officer, employee or representative of the Comptroller of Public Accounts and/or the Paying Agent/Registrar, and such registration certificate, either Iii0 or both, upon any Contract when duly executed by the Comptroller of Public Accounts and/or the Paying Agent/Registrar, as the case may be, shall be conclusive evidence, and the only evidence, that such Contract has been duly certified, registered and delivered. SECTION 8: Initial Contracts. The Contracts herein authorized may be initially executed and delivered as a single fully registered Contract in the Aggregate Contract Amount with Installment Amounts to become due and payable as provided in Section 2 hereof and numbered T-1 and registered in the name of the Initial Contracting Party or the designee thereof. Such single fully registered Contract shall be submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the Initial Contracting Party. Any time after the delivery of such single fully registered Contract, the Paying Agent/Registrar, pursuant to written instructions from the Initial Contracting Party, shall cancel such obligation and exchange therefor Contracts of authorized amounts and in Installment Amounts with Payment Dates and bearing applicable interest rates for transfer and delivery to the Contracting Parties named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from 0117954 4111 -6- the initial Contracting Party and such other information and 4111 documentation as the Paying Agent/Registrar may reasonably require. SECTION 9: Forms. A. Forms Generally. The Contracts, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on the Contracts, shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification and such legends and endorsements (including insurance legends in the event the Contracts, or any installment amounts thereof, are purchased with insurance and any reproduction of an opinion of counsel) thereon as may, consistently herewith, be determined by the officers executing and delivering such Contracts as evidenced by their execution. The Contracts shall be printed, lithographed, or engraved or produced in any other similar manner, all as determined by the officers executing such Contracts as evidenced by their execution, but the single fully registered obligation authorized in Section 8 hereof may be typewritten or photocopied or otherwise reproduced. B. General Contract Form. REGISTERED REGISTERED 1110 NO. $ UNITED STATES OF AMERICA STATE OF TEXAS CITY OF SOUTHLAKE, TEXAS, PUBLIC PROPERTY FINANCE CONTRACTUAL OBLIGATION SERIES 1993 Contract Date: Interest Rate: Payment Date: CUSIP NO: October 1, 1993 Contracting Party: Installment Amount: DOLLARS The City of Southlake (hereinafter referred to as the "City") , a body corporate and municipal corporation in the County of Tarrant, State of Texas, hereby agrees and promises to pay to 0117954 4111 -7- • the order of the Contracting Party named above, or the registered 4111 assigns thereof, the Installment Amount hereinabove stated on the Payment Date specified above (without right of prepayment) and to pay interest on such unpaid Installment Amount from the Contract Date at the per annum rate of interest specified above computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on February 15 and August 15 in each year, commencing August 15, 1994. The Installment Amount is payable on the Payment Date noted above to the Contracting Party upon presentation and surrender of this Contract to the Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest is payable to the Contracting Party of this obligation (or one or more Predecessor Contracts, as defined in the Ordinance hereinafter referenced) who appears on the "Contract Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date", which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of such Contracting Party recorded in the. Contract Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Contracting Party. The Installment Amount of this Contract and interest thereon shall be paid without exchange or collection charges to the Contracting Party and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. 1110 This Contract is one of a number of contracts aggregating in amount $745, 000 (herein referred to as the "Contracts") , executed and delivered to finance the acquisition, use or purchase of personal property, under and in strict conformity with the Constitution and laws of the State of Texas, particularly the Public Property Finance Act (V.T.C.A. , Local Government Code, Subchapter A of Chapter 271) and pursuant to an Ordinance adopted by the City Council of the City (herein referred to as the "Ordinance") . This Contract is an obligation of the City payable from the pledged proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property in the City. Reference is hereby made to the Ordinance, a copy of which is on file in the Designated Payment/Transfer Office of the Paying Agent/Registrar, and to all of the provisions of which the Contracting Party by the acceptance hereof hereby agrees, for definitions of terms; the description of and the nature and extent of the taxes pledged for the payment of the Contracts; the terms and conditions relating to the assignment and transfer of this Contract; the conditions upon which the Ordinance may be amended 0117954 4111 -8 c or supplemented with or without the consent of the Contracting 4111 Parties; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Contract may be discharged at or prior to its Payment Date, and the obligation evidenced by the Contracts cease to exist as an obligation of the City; and for other terms and provisions contained therein. Capitalized terms used herein have the meanings assigned in the Ordinance. This Contract, subject to certain limitations contained in the Ordinance, may be assigned and transferred on the Contract Register only upon its presentation and surrender at the Designated Payment/Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by, the registered party hereof, or his duly authorized agent. When a transfer on the Contract Register occurs, one or more new fully registered Contracts with the same Payment Date, in authorized amounts, bearing the same rate of interest, and of the same Installment Amount will be delivered by the Paying Agent/Registrar to the designated assignee or assignees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the registered party whose name appears on the Contract Register (i) on the Record Date as the Contracting Party entitled to payment of interest hereon, (ii) on the date of 1110 surrender of this Contract as the Contracting Party entitled to payment of the Installment Amounts on the Payment Date, and (iii) on any other date as the Contracting Party to notify for all other purposes, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. In the event of 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. 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 Contracting Party appearing on the Contract Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, recited, represented and declared that the City is a body corporate and political subdivision duly organized and legally existing under and by virtue of the Constitution and laws of the State of Texas; that the execution and delivery of the Contracts is duly authorized by law; that all 0117954 IIII -9- acts, conditions and things required to exist and be done 4111 precedent to and in the execution and delivery of the Contracts to render the same lawful and valid obligations of the City have been properly done, have happened and have been performed in regular and due time, form and manner as required by the Constitution and laws of the State of Texas, and the Ordinance; and that due provision has been made for the payment of the Contracts and interest thereon as aforestated. In case any provision in this Contract shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The terms and provisions of this Contract and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. IN WITNESS WHEREOF, the City Council of the City has caused this Contract to be duly executed under the official seal of the City as of the Contract Date. CITY OF SOUTHLAKE, TEXAS ATTEST: Mayor 4110 City Secretary (SEAL) 0117954 S -10- . C. *Form of Registration Certificate of Comptroller • of Public Accounts to appear on Initial Contract only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF PUBLIC ACCOUNTS ( REGISTER NO. THE STATE OF TEXAS I HEREBY CERTIFY that this Contract has been examined, certified as to validity and approved by the Attorney General of the State o,f Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this Comptroller of Public Accounts of the State of Texas (SEAL) *NOTE TO PRINTER: Omit on definitive Contracts 4111 D. Form of Certificate of Paying Agent/Registrar to appear on definitive Contracts. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Contract has been duly delivered and registered under the provisions of the within-mentioned Ordinance; the contract or contracts initially executed and delivered by the City having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. The principal offices of the Paying Agent/Registrar located in Dallas, Texas, is the "Designated Payment/Transfer Office" for this Contract. Registration Date: TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION, as Paying Agent/Registrar By Authorized Signature 0117954 4111 -11- 4111 E. Form of Assignment. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee: ) (Social Security or other identifying number: ) the within Contract and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Contract on the books kept for registration thereof, with full power of substitution in the premises. DATED: NOTICE: The signature on this Signature guaranteed: assignment must correspond with the name of the registered party as it appears on the face of the within Contract in every particular. F. The Initial Contract shall be in the form set forth in 41/0 paragraph B of this Section, except that the form of the single fully registered Initial Contract shall be modified as follows: (i) immediately under the headings "Interest Rate and "Payment Date " shall both be omitted; (ii) Paragraph one shall read as follows: Contracting Party: Contract Amount: Dollars The City of Southlake (hereinafter referred to as the "City") , a body corporate and municipal corporation in the County of Tarrant, State of Texas, hereby agrees and promises to pay to the order of the Contracting Party named above, or the registered assigns thereof, the Contract Amount hereinabove stated on the Payment Dates and in Installment Amounts in accordance with the following schedule: 0117954 • -12- INTEREST 4I/1 PAYMENT DATES INSTALLMENT AMOUNTS RATE (Information to be inserted from schedule in Section 2 hereof) . (without right of prepayment) and to pay interest on such unpaid Annual Installment Amounts from the Contract Date at the per annum rates of interest specified above computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on February 15 and August 15 in each year, commencing August 15, 1994 . The Installment Amounts are payable on the Payment Dates noted above to the Contracting Party named above or the assigns thereof by Texas Commerce Trust Company, National Association' (the "Paying Agent/Registrar") , upon the presentation and surrender of this obligation, at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office") . Interest is payable to the Contracting Party whose name appears on the "Contract Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date" , which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the Contracting Party recorded in the Contract Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Contracting Party. The Installment Amounts of this Contract and interest 1111 thereon shall be paid without exchange or collection charges to the Contracting Party and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. SECTION 10: Levy of Taxes. To provide for the payment of the Installment Amounts to become due and payable and the payment of the interest thereon, there is hereby levied, and there shall be annually assessed and collected in due time, form, and manner, a tax on all taxable property in the City, within the limitations prescribed by law, and such tax hereby levied on each one hundred dollars' valuation of taxable property in the City shall be at a rate from year to year as will be ample and sufficient to provide funds each year to pay (i) the Installment Amounts to become due and payable or an amount equal to 2% of the Aggregate Contract Amount (whichever is the greater) and (ii) the accrued interest on the Installment Amounts to become due and payable; full allowance being made for delinquencies and costs of collection. Full, complete and accurate books and records relating to the receipt and disbursement of taxes levied, assessed and collected for and on account of the Contracts shall be kept and maintained by the City at all times while the Contracts are Outstanding, and the taxes collected annually for the payment of the Contracts shall be 0117954 1110 -13- . j, ; deposited to the credit of a "Special 1993 Contracts Fund" (the 1111 "Sinking Fund") maintained on the records of the City and at an official depository of the City's funds; and such tax hereby levied, and to be assessed and collected annually, is hereby pledged to the payment of the Contracts. Proper officers of the City are hereby authorized and directed to cause to be transferred to the Paying Agent/ Registrar, from funds on deposit in the Sinking Fund, amounts sufficient to fully pay and discharge promptly each Installment Amount and interest on the Contracts as the same accrues or becomes due and payable; such transfer of funds to be made in such manner as will cause collected funds to be deposited with the Paying Agent/Registrar on or before each Payment Date and each interest: payment date for the Contracts. Provided, however, in regard to the payments to become due on the Contracts on August 15, 1994, sufficient current funds will be available and are hereby appropriated to make such payments; and proper officials of the City are hereby authorized and directed to transfer and deposit to the credit of the Sinking Fund, such current funds which, together with the accrued interest received from the initial contracting party, will be sufficient to pay the amount of the payments due on the Contracts on August 15, 1994. SECTION 11: Mutilated - Destroyed - Lost and Stolen Contracts. In case a Contract shall be mutilated, or destroyed, 1111 lost or stolen, the Paying Agent/Registrar may execute and deliver a replacement Contract of like form and tenor, and in the same authorized amount and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Contract, or in lieu of and in substitution for such destroyed, lost or stolen Contract, only upon the approval of the City and after (i) the filing by the Contracting Party with the Paying Agent/Registrar of evidence satisfactory to the Paying Agent/Registrar of the destruction, loss or theft of such Contract, and of the authenticity of the ownership thereof and (ii) the furnishing to the Paying Agent/Registrar of indemnification in an amount satisfactory to hold the City and the Paying Agent/Registrar harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Contract shall be borne by the Contracting Party of the Contract mutilated, or destroyed, lost or stolen. Every replacement Contract issued pursuant to this Section shall be a valid and binding obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Contracts; notwithstanding the enforceability of payment by anyone of the destroyed, lost, or stolen Contracts. 0117954 S -14- • 1 L , ' SECTION 12: Satisfaction of Obligation of City. If the 4111 City shall pay or cause to be paid, or there shall otherwise be paid to the Contracting Parties, the Installment Amounts, together with the accrued interest thereon, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the City to the Contracting Parties shall thereupon cease, terminate, and be discharged and satisfied. The Contracts shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full the Installment Amounts as the same shall become due and payable on the Payment Dates, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any moneys deposited therewith, if any, to pay when due the Installment Amounts and accrued interest on and prior to each Payment Date. The City covenants that no deposit of moneys or Government Securities will be made under this Section and no use made of any such deposit which would cause the Contracts to be treated as "arbitrage obligations" within the 4110 meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto. Any moneys so deposited with the Paying Agent/ Registrar, or an authorized escrow agent, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is in excess of the amounts required for the payment of the Contracts in accordance with the defeasance provisions shall be remitted to the City or deposited as directed by the City. Notwithstanding the above and foregoing, any remittance of funds from the Paying Agent/Registrar to the City shall be subject to any applicable unclaimed property laws of the State of Texas. The term "Government Securities", as used herein, means direct obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, which are non-callable prior to the respective Payment Dates, as the case may be, for the Contracts and may be United States Treasury Obligations such as the State and Local Government Series and may be in book-entry form. 0117954 • -15-, SECTION 13 : Ordinance a Contract -Amendments - Outstanding S Contracts. This Ordinance shall constitute an agreement with the Contracting Parties from time to time, be binding on the City, and shall not be amended or repealed by the City so long as any of the Contracts remain Outstanding except as permitted in this Section. The City may, without the consent of or notice to any Contracting Parties, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Contracting Parties, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the consent of Contracting Parties to Contracts which are Outstanding and represent 51% or more of the aggregate Installment Amounts affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of Contracting Parties of all Contracts which are Outstanding, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the Installment Amounts and interest on the Contracts, reduce the Installment Amounts, or the rate of interest thereon, or in any other way modify the terms of payment of the Contracts, (2) give any preference to any Contract over any other Contract, or (3) reduce the aggregate Installment Amount of Contracts required to be held for consent to any such amendment, addition, or rescission. The term "Outstanding" when used in this Ordinance with respect to Contracts means, as of the date of determination, all Contracts theretofore delivered and registered under this 4111 Ordinance, except: (1) those Contracts cancelled or delivered to the Paying Agent/Registrar for cancellation; (2) those Contracts for which the Installment Amounts and all interest payable thereon has been paid or is deemed to be fully paid in accordance with the provisions of Section 11 hereof; and (3) those mutilated, destroyed, lost, or stolen Contracts for which replacement obligations have been registered and delivered in lieu thereof as provided in Section 10 hereof. SECTION 14: Covenants to Maintain Tax-Exempt Status. (a) Definitions. When used in this Section 14, the following terms have the following meanings: 0117954 11/1 -16- • t "Closing Date" means' the date on which the S Contracts are first authenticated and delivered to the initial purchasers against payment therefor. "Code" means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. "Computation Date" has the meaning set forth in Section 1. 148-1(b) of the Regulations. "Gross Proceeds" means any proceeds as defined in Section 1. 148-1(b) of the Regulations, and any replacement proceeds as defined in Section 1. 148-1(c) of the Regulations, of the Contracts. "Investment" has the meaning set forth in Section 1.148-1(b) of the Regulations. "Nonpurpose Investment" means any investment property, as defined in section 148 (b) of the Code, in which Gross Proceeds of the Contracts are invested and which is not acquired to carry out the governmental purposes of the Contracts. "Rebate Amount" has the meaning set forth in Section 1. 148-1(b) of the Regulations. 1111 "Regulations" means any proposed, temporary, or final Income Tax Regulations issued pursuant to Sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Contracts. Any reference to any specific Regulation shall also mean, as appropriate, any proposed,' teigiporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. "Yield" of (1) any Investment has the meaning set forth in Section 1. 148-5 of the Regulations; and (2) the Contracts has the meaning set forth in Section 1. 148-4 of the Regulations. (b) Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Contract to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. 0117954 • -17- Without limiting the generality of the foregoing, unless and until IIIthe City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from.federal income tax of the interest on any Contract, the City shall comply with each of the specific covenants in this Section. (c) No Private Use or Private Payments. Except as permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity of Contracts: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Contracts, and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any S charge, or other payment by any person or entity who is treated as using Gross Proceeds of the Contracts or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. (d) No Private Loan. Except to the extent permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall not use Gross Proceeds of the Contracts to make or finance loans to any person or entity other than a state or 'local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if: (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take-or-pay, output or similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross 0117954 111/ -18- _ Z Proceeds are otherwise transferred in a transaction which is the S economic equivalent of a loan. , (e) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Contracts directly or indirectly invest Gross Proceeds in any Investment (or use Gross Proceeds to replace money so invested) , if as a result of such investment the Yield from the Closing Date of all Investments acquired with Gross Proceeds (or with money replaced thereby) , whether then held or previously disposed of, exceeds the Yield of the Contracts,. (f) Not Federally Guaranteed. Except to the extent permitted by section 149 (b) of the Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Contracts to be federally guaranteed within the meaning of section 149 (b) of the Code and the Regulations., and rulings thereunder. (g) Information Report. The City shall timely file the information required by section 149 (e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in such place as the Secretary may prescribe. (h) Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148 (f) of the Code and the 1111 Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six years after the day on which the last Outstanding Contract is discharged. However, , to the extent permitted by law, the City may commingle Gross Proceeds of the Contracts with other money of the City, provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date, the City shall calculate the Rebate Amount in accordance with rules set forth in section 148 (f) of the Code and the Regulations and rulings thereunder. The City shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Contracts until six years after the final Computation Date. 0117954 ill -19- ,, - (3) As additional consideration for the purchase 1110 of the Contracts by the Purchasers and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States out of the Sinking Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the amount that when added to the future value of previous rebate payments made for the Contracts equals (i) in the case' of a Final Computation Date as defined in Section 1. 148- 3 (e) (2) of the Regulations, one hundred percent (100%) of the' Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by Section 148 (f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations 4110 and payments required by paragraphs (2) and (3) , and if, an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter (and in all events within one hundred eighty (180) days after discovery of the error) , including payment to the United States of any additional Rebate Amount owed to it, interest 'thereon, and any penalty imposed under Section 1. 148-3 (h) of the Regulations. (i) Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Contracts, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection H of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm's length and had the Yield of the Contracts not been relevant to either party. 0117954 • -20- . (j) Elections. The City hereby directs and authorizes the City Manager and Finance Director, either or any combination of them, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Contracts, in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. SECTION 15: Sale of Contracts - Official Statement Approval. The Contracts authorized by this Ordinance are hereby sold by the City to Stephens Inc. and Southwest Securities Incorporated (herein referred to as the "Purchasers") in accordance with the Purchase Contract, dated October 19, 1993 , attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes. The Mayor is hereby authorized and directed to execute said Purchase Contract for and on behalf of the City and as the act and deed of this Council, and the City Secretary is authorized to attest said Purchase Contract, and in regard to the approval and execution of the Purchase Contract, the Council hereby finds, determines and declares that the representations, warranties and agreements of the City contained therein are true and correct in all material respects and shall be honored and performed by the City. Furthermore, the use of the Preliminary Official Statement in connection with the public offering and sale of the Contracts is 1111 hereby ratified, confirmed and approved in all respects. The final Official Statement reflecting the terms of sale, attached as exhibit A to the Purchase Contract (together with such changes approved by the Mayor, City Secretary, Finance Director and City Manager, any one or more of said officials) , shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute said final Official Statement, dated October 19, 1993 , in the reoffering, sale and delivery of the Contracts to the public. The Mayor and City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of said Official Statement in final form as may be required by the Purchasers, and such Official Statement in the final form and content manually executed by any one or more of said officials shall be deemed to be approved by the City Council and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 16: Qualified Tax Exempt Obligations. In accordance with the provisions of paragraph (3) of subsection (b) of Section 265 of the Code, the City hereby designates the Contracts to be ° "qualified tax exempt obligations" in that the Contracts are not "private activity bonds" as defined in the Code and the reasonably anticipated amount of "qualified tax exempt obligations" to be issued by the City (including all subordinate entities of the 0117954 0 -21- ' T City) for the calendar year in which the Contracts are issued will not exceed $10, 000, 000. 4111 SECTION 17: Control and Custody of Records and Contract Documents. The Mayor of the City shall be and is hereby authorized to take and have charge and control of all necessary orders, records, proceedings, including the Contracts, pending the investigation and approval of such documents by the Attorney General of the State of Texas, the registration of the Contracts by the Comptroller of Public Accounts and their delivery to the Initial Contracting Party. Furthermore, the Mayor, City Secretary, City Manager and Finance Director, any one or more of said officials, are hereby authorized 'and directed to furnish and execute such documents and certifications relating to the City and the execution and delivery of the Contracts, including certifications as to facts, estimates, circumstances and reasonable expectations pertaining to the use, expenditure and investment of the proceeds thereof, as may be necessary for the approval of the Attorney General, the registration by the Comptroller of Public Accounts and the delivery of the Contracts to the Initial Contracting Party, and, together with the City's financial advisor, bond counsel and the Paying Agent/Registrar, make the necessary arrangements for the delivery of such obligations to the Initial Contracting Party. SECTION 18: Notices to Contracting Parties-Waiver. Wherever IIII this Ordinance provides for notice to Contracting Parties of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first class postage prepaid, to the address of each Contracting Party appearing in the Contract Register at the close . of business on the business day next preceding the mailing of such notice. In any case where notice to Contracting Parties is given by mail, neither the failure to mail such notice to any particular Contracting Party, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Contracts. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Contracting Party entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by a Contracting Party shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. 0117954 • -22- , - j SECTION 19: Cancellation. All Contracts surrendered for 4111 payment, prepayment, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly cancelled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Contracts previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Contracts so delivered shall be promptly cancelled by the Paying Agent/Registrar. All cancelled Contracts held by the Paying Agent/Registrar shall be returned to the City. SECTION 20: Proceeds of Sale. The Aggregate Contract Amount will be deposited in an acquisition fund maintained at the City's depository bank. Pending expenditure for authorized projects and purposes, such Aggregated Contract Amount may be invested in authorized investments and any investment earnings realized may be expended for such authorized projects and purposes or deposited in the Sinking Fund as shall be determined by the City Council. All surplus proceeds of sale of the Certificates, including investment earnings, remaining after completion of all authorized projects or purposes shall be deposited to the credit of the Sinking Fund. SECTION 21: Legal Opinion. The Initial Contracting 1111 Party's obligation to accept delivery of the Contracts is subject to being furnished a final opinion of Fulbright & Jaworski L.L.P. , Attorneys, Dallas, Texas, approving the Contracts as to their validity, said opinion to be dated and delivered as of the date of delivery and payment for the Contracts. A true and correct reproduction of said opinion is hereby authorized to be printed on the definitive Contracts or an executed counterpart thereof shall accompany the global Contracts deposited with the Depository Trust Company. SECTION 22 : CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Contracts. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive ' Contracts shall be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving the Contracts as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Contracts. SECTION 23 : Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, the Paying Agent/Registrar and the Contracting Parties, any right, remedy, or 0117954 • -23- i. Y claim, legal or equitable, under or by reason of this Ordinance or 4111 any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, the Paying Agent/Registrar and the Contracting Parties. SECTION 24: Inconsistent Provisions. All ordinances, orders or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 25: Governing Law. This Ordinance and the Contracts authorized to be executed and delivered hereunder shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 26: Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 27: Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. 4110 SECTION 28: Severability. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and the City Council hereby declares that this Ordinance would have 'been enacted without such invalid provision. SECTION 29: Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by V.T.C.A. , Local Government Code, Chapter 551. 0117954 -24- i a SECTION 30: Effective Date. This Ordinance shall take 41/0 effect and be in full force immediately from and after its date of adoption shown below. PASSED ON FIRST READING, September 21, 1993 . PASSED;ON SECOND READING AND ADOPTED, this October 19, 1993 . CITY OF SOUTHLAKE, TEXAS Mayor ATTEST: City Secretary (City Seal) ; APPROVED AS TO LEGALITY: City Attorney 1111 0117954 -25- 1, , k4111 EXHIBIT A Description of Estimated Estimated Acquisition Property , Cost Date City Hall Furnishings $ 75,000 November, 1993 Ambulance 75, 000 November, 1993 . Vehicle (replacement) 14,700 November, 1993 Emergency Response Vehicles (4) 69,500 November, 1993 Communications Radio Console , 11,000 November, 1993 Mid-size Truck 13,000 November, 1993 5 Ton Dump Trucks (2) 60,000 November, 1993 Roller - 4 to 6 Ton 33,000 November, 1993 Motor Grader 135, 000 November, 1993 Backhoe ; 43, 000 November, 1993 Gradall 130, 000 November, 1993 Finishing Mower . 8, 000 November, 1993 Tractor with mower 41/0 attachment 20,500 November, 1993 0118203 t l ' ,, 1 EXHIBIT 8 PAYING AGENT/REGISTRAR AGREEMENT ' 4110 THIS AGREEMENT entered into as of October 19, 1993 (this "Agreement"). , by and between the City of Southlake, Texas (the "Issuer") , and Texas Commerce Trust Company, National Association, a banking association duly organized and existing under the laws of the United States of America, (the "Bank") . RECITALS WHEREAS, the Issuer has duly authorized and provided for the execution and delivery of its "City of Southlake, Texas, Public Property Finance Contractual Obligations, Series 1993" (the "Contracts") in the aggregate amount of $745,000, such Contracts to be issued in fully registered form only as to the payment of the Installment Amounts and interest thereon; and WHEREAS, the Contracts are scheduled to be delivered to the initial contracting party on or about November 23 , 1993; and WHEREAS, the Issuer has selected the Bank to serve as paying agent, registrar and transfer agent with respect to such Contracts; and WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the Issuer and is duly qualified and otherwise capable of performing the duties and responsibilities contemplated 4110 by this Agreement with respect to the Contracts; NOW, THEREFORE, it is mutually agreed as follows: ARTICLE ONE APPOINTMENT OF BANK AS PAYING AGENT AND REGISTRAR Section 1. 01. Appointment. The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the Contracts, and, as Paying Agent for the Contracts, the Bank shall be responsible for paying ;on behalf of the Issuer the Installment Amounts and accrued interest thereon as the same shall become due and payable to the Contracting Parties; all in accordance with this Agreement and the "Contract Resolution" (hereinafter defined) . The Issuer hereby appoints the Bank as Registrar with respect to the Contracts and, as Registrar for , the Contracts, the Bank shall keep and maintain for and on behalf of the Issuer books and records as to the parties to said Contracts entitled to payment and with respect to the transfer and exchange thereof as provided herein and in the "Contract Resolution" . 0117992 S t ' , . > The Bank hereby accepts its appointment, and agrees to serve as the Paying Agent and Registrar for the Contracts. 1111 Section 1. 02 . Compensation. As compensation for the Bank's services as Paying Agent/Registrar, the Issuer hereby agrees to pay the Bank the fees and amounts set forth in Annex A attached hereto for the first year of this Agreement and thereafter the fees and amounts seta forth in the Bank's current fee schedule then in effect for services as Paying Agent/Registrar for municipalities, which shall be supplied to the Issuer on or before 90 days prior to the close of the Fiscal Year of the Issuer, and shall be effective upon the first day of the following Fiscal Year. In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonable expenses, disbursements and advances incurred or made by the Bank in accordance with any of the provisions hereof (including the reasonable compensation and the . expenses and disbursements of its agents and counsel) . ARTICLE TWO DEFINITIONS Section 2.01. Definitions. For all purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires: "Bank Office" means the principal offices of the Bank as 4110 indicated on page 11 hereof. The Bank will notify the Issuer in writing of any change in location of the Bank Office. "Contract Register" means a register maintained by the Bank on behalf of the Issuer providing for the registration and transfers of Contracts. "Contract Resolution" means the resolution, order, or ordinance of the governing body of the Issuer pursuant to which the Contracts are authorized to be executed and delivered, certified by the Secretary or any other officer of the Issuer and delivered to the Bank. "Contracting Party" means the Person in whose name a Contract is registered in the Contract Register. "Fiscal Year" means the fiscal year of the Issuer, ending September 30th. "Issuer Request" and "Issuer Order" means a written request or order signed in the name of the Issuer by the Mayor, City Secretary, City Manager or Finance Director, any one or more of said officials, and delivered to the Bank. 0117992 • -2- r , "Legal Holiday" means a day on which the Bank is required Sor authorized to be closed. "Payment Date" means the date specified in the Contract Resolution the Installment Amounts are scheduled to be due and payable. "Person" means any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision of a government. "Predecessor Contracts" of any particular Contract means every previous Contract evidencing all or a portion of the same obligation as that evidenced by such particular Contract (and, for the purposes of this definition, any mutilated, lost, destroyed, or stolen Contract for which a replacement Contract has been registered and delivered in lieu thereof pursuant to Section 4.06 hereof and the Contract Resolution) . "Responsible Officer" when used with respect to the Bank means the Chairman or Vice-Chairman of the Board of Directors, the Chairman or Vice-Chairman of the Executive Committee of the Board of Directors, the President, any Vice President, the Secretary, any Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier, any Trust Officer or Assistant Trust Officer, or any other officer 1110 of the Bank customarily performing functions similar to those performed by any of the above designated officers and also means, with respect to a particular corporate trust matter, any other officer to whom such matter is referred because of his knowledge of and familiarity with the particular subject. Section 2 . 02 . Other Definitions. The terms "Bank, " "Issuer," and "Contracts (Contract) " have the meanings assigned to them in the recital paragraphs of this Agreement. Unless otherwise defined herein, capitalized terms used herein shall have the same meanings ascribed thereto in the Contract Resolution. The term "Paying Agent/Registrar" refers to the Bank in the performance of the duties and functions of this Agreement. ARTICLE THREE PAYING AGENT Section 3 . 01. Duties of Paying Agent. As Paying Agent, the Bank shall, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the Installment Amount of each Contract on its Payment 0117992 • -3- Date to the Contracting Party upon surrender of the Contract to the S Bank at the Bank Office. As Paying Agent, the Bank shall, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer; pay on behalf of the Issuer the interest on each Contract when due, by computing the amount of interest to be paid each Contracting Party and making payment thereof to the Holders of the Securities (or their Predecessor Securities) on the Record Date. All payments of Installment Amounts and/or interest on the Contracts to the Contracting Party shall be accomplished (1) by the issuance of checks, payable to the Contracting Party, drawn on the fiduciary account provided in Section 5. 05 hereof, sent by United States mail, first class, postage prepaid, to the address appearing on the Contract Register or (2) by such other method, acceptable to the Bank, requested in writing by the Contracting Party at the Contracting Party's risk and expense. Section 3 . 02 . Payment Dates. The Issuer hereby instructs the Bank to pay the Installment Amounts of the Contracts and the , interest thereon at the dates specified in the Contract Resolution. ARTICLE FOUR REGISTRAR Section 4. 01. Contract Register - Transfers and Exchanges. The Bank agrees to keep and maintain for and on behalf of the 1111 Issuer at the Bank Office books and records (herein sometimes referred to, as the "Contract Register") for recording the names and addresses of the Contracting Parties to the Contracts, the transfer, exchange and replacement of the Contracts and the payment of the Installment Amounts and interest on the Contracts to the Contracting Parties and containing such other information as may be reasonably required by the Issuer and subject to such reasonable regulations. as the Issuer and Bank may prescribe. All transfers, exchanges and replacement of Contracts shall be noted in the Contract Register. Every Contract surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, the signature on which has been guaranteed by an officer of a federal or state bank or a member of the National Association of Securities Dealers, in form satisfactory to the Bank, duly executed by the Contracting Party or his agent duly authorized in writing. The Bank may request any supporting documentation it feels necessary to effect a re-registration, transfer or exchange of the Contracts. 0117992 • -4- i L , 7f, ' To the extent possible and under reasonable circumstances, the 4111 Bank agrees that, in relation to an exchange or transfer of Contracts, the exchange or transfer by the Contracting Parties will be completed and new Contracts delivered to the Contracting Party or the assignee of the Contracting Party in not more than three (3) business days after the receipt of the Contracts to be cancelled in an exchange, or transfer and the written instrument of transfer or request for exchange duly executed by the Contracting Party, or his duly authorized agent, in form and manner satisfactory to the Paying Agent/Registrar. Section 4. 02. Certificates. The Issuer shall provide an adequate inventory of printed Contracts to facilitate transfers or exchanges thereof. The Bank covenants that the inventory of printed Contracts will be kept in safekeeping pending their use and reasonable care will be exercised by the Bank in maintaining such Contracts in safekeeping, which shall be not less than the care maintained by the Bank for debt securities of other governments or corporations for which it serves as registrar, or that is maintained 'for its own securities. Section 4 . 03 . Form of Contract Register. The Bank, as Registrar, will maintain the Contract Register relating to the registration, payment, transfer and exchange of the Contracts in accordance with the Bank's general practices and procedures in effect from time to time. The Bank shall not be obligated to maintain such Contract Register in any form other than those which 1111 the Bank has currently available and currently utilizes at the time. The Contract Register may be maintained in written form or in any other form capable of being converted into written form within a reasonable time. Section 4 . 04 . List of Contracting Parties. The Bank will provide the Issuer at any time requested by the Issuer, upon payment of the required fee, a copy of the information contained in the Contract Register. The Issuer may also inspect the information contained in the Contract Register at any time the Bank is customarily open for business, provided that reasonable time is allowed the Bank to provide an up-to-date listing or to convert the information into written form. The Bank will not release or disclose the contents of the Contract Register to any person other than to, or at the written request of, an authorized officer or employee of the Issuer, except upon receipt of a court order or as otherwise required by law. Upon receipt of a court order and prior to the release or disclosure of the contents of the Contract Register, the Bank will notify the Issuer so that the Issuer may contest the court order or 0117992 4111 -5- 4 ' , such release or disclosure of the contents of the Contract 4111 Register.Section 4. 05. Return of Cancelled Certificates. The Bank will, at such reasonable intervals as it determines, surrender to the Issuer, Contracts in lieu of which or in exchange for which other Contracts have been issued, or which have been paid. Section 4.06. Mutilated, Destroyed, Lost or Stolen Con- tracts. The Issuer hereby instructs the Bank, subject to the provisions of Section 11 of the Contract Resolution, to deliver and issue Contracts in exchange for or in lieu of mutilated, destroyed, lost, or stolen Contracts as long as the same does not result in an overissuance. In case any Contract shall be mutilated, or destroyed-, lost or stolen, the Bank, in its discretion, may execute and deliver a replacement Contract of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Contract, or in lieu of and in substitution for such destroyed lost or stolen Contract upon approval by the Issuer and after (i) the filing by the Contracting Party with the Bank of evidence satisfactory to the Bank of the destruction, loss or theft of such Contract, and of the authenticity of the ownership thereof and (ii) the furnishing to the Bank of indemnification in an amount satisfactory to hold the Issuer and the Bank harmless. All IIIexpenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Contract shall be borne by the Contracting Party to the Contract mutilated, or destroyed, lost or stolen. Section 4. 07. Transaction Information to Issuer. The Bank will, within a reasonable time after receipt of written request from the Issuer, furnish the Issuer information as to the Contracts it has - paid pursuant to Section 3 .01, Contracts it has delivered upon the transfer . or exchange of any Contracts pursuant to Section 4.01, and Contracts it has delivered in exchange for or in lieu of mutilated, destroyed, lost, or stolen Contracts pursuant to Section 4 .06. ARTICLE FIVE THE BANK Section 5. 01. Duties of Bank. The Bank undertakes to perform the duties ,set. forth herein and agrees to use reasonable care in the performance thereof. Section 5. 02 . Reliance on Documents, Etc. (a) The Bank may, conclusively rely, as to the truth of the statements and 0117992 it1, ,A correctness of the opinions expressed therein, on certificates or 4111 opinions furnished to the Bank. (b) The Bank shall not be liable for any error of judgment made in good faith by a Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the pertinent facts. (c) No provisions of this Agreement shall require the Bank to expend or risk its own funds or otherwise incur any financial liability for performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable ''grounds for believing that repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is not assured to it. (d) The Bank may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument,, opinion, report, notice, request, direction, consent, order, bond, note, security, or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. Without limiting the generality of the foregoing statement, the Bank need not examine the ownership of any Contracts, but is protected in acting upon receipt of Contracts containing ,an endorsement or instruction of transfer or power of transfer which appears on its face to be signed by the Contracting Party or an agent of the Contracting Party. The Bank shall not be S bound to make any investigation into the facts or matters stated in a resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security, or other paper or document supplied by Issuer. (e) The Bank may consult with counsel, and the written advice of such counsel or any opinion of counsel shall be full and complete authorization and protection with respect to any action taken, suffered, or omitted by it hereunder in good faith and in reliance thereon. (f) The Bank may exercise any of the powers hereunder and perform any duties hereunder either directly or by or through agents or attorneys of the Bank. Section 5. 03 . Recitals of Issuer. The recitals contained herein with respect to the Issuer and in the Contracts shall be taken as the statements of the Issuer, and the Bank assumes no responsibility for their correctness. The Bank shall in no event be liable to the Issuer, any Contracting Party to any Contract, or any other Person for any amount due ,on any Contract from its own funds. 0117992 0 -7- Section 5. 04 . May Hold Contracts. The Bank, in its 4110 individual or any other capacity, may become the owner or pledgee of Contracts and may otherwise deal with the Issuer with the same rights it would have if it were not the Paying Agent/Registrar, or any other agent. Section 5. 05. Moneys Held by Bank - Fiduciary Account/ Collateralization. A fiduciary account shall at all times be kept and maintained by the Bank for the receipt, safekeeping and disbursement of moneys received from the Issuer hereunder for the payment of the Contracts, and money deposited to the credit of such account until paid to the Contracting Parties to the Contracts shall be continuously collateralized by securities or obligations which qualify and are eligible under the laws of the State of Texas to secure and be pledged as collateral for fiduciary accounts to the extent such money is not insured by the Federal Deposit Insurance Corporation. Payments made from such fiduciary account shall be made by check drawn on such fiduciary account unless the Contracting Party shall, at its own expense and risk, request such other medium of payment. The Bank shall be under no liability for interest on any money received by it hereunder. Subject to the applicable unclaimed property laws of the State of Texas, any money deposited with the Bank for the payment of any 4111 Contract, including interest thereon, and remaining unclaimed for four years after final maturity of the Contract has become due and payable will be paid by the Bank to the Issuer, and the Contracting Party to such Contract shall thereafter look only to the Issuer for payment thereof, and all liability of the Bank with respect to such moneys shall thereupon cease. Section 5. 06. Indemnification. To the extent permitted by law, the Issuer agrees to indemnify the Bank for, and hold it harmless against, any loss, liability, or expense incurred without negligence or bad faith on its part, arising out of or in connection with its acceptance or administration of its duties hereunder, including the cost and expense against any claim or liability in connection with the exercise or performance of any of its powers or duties under this Agreement. Section 5. 07 . Interpleader. The Issuer and the Bank agree that the Bank may seek adjudication of any adverse claim, demand, or controversy over its person as well as funds on deposit, in either a Federal or State District Court located in the State and County where either the Bank Office or the administrative offices of the Issuer is located, and agree that service of process by certified or registered mail, return receipt requested, to the address referred to in Section 6.03 of this Agreement shall 0117992 4111 -8- 4111 constitute adequate service. The Issuer and the Bank further agree that the Bank has the right to file a Bill of Interpleader in any court of competent jurisdiction to determine the rights of any Person claiming any interest herein. Section 5. 08 . DT Services. It is hereby represented and warranted that, in the event the Contracts are otherwise qualified and accepted for "Depository Trust Company" services or equivalent depository trust services by other organizations, the Bank has the capability and, to the extent within its control, will comply with the "Operational Arrangements" , effective August 1, 1987, which - establishes requirements for securities to be eligible for such type depository trust services, including, but not limited to, requirements for the timeliness of payments and funds availability, transfer turnaround time, and notification of redemptions and calls. ARTICLE SIX MISCELLANEOUS PROVISIONS Section 6.01. Amendment. This Agreement may be amended only by an agreement in writing signed by both of the parties hereto. Section 6. 02 . Assignment. This Agreement may not be assigned by either party without the prior written consent of the other. 1111 Section 6. 03 . Notices. Any request, demand, authorization, direction, notice, consent, waiver, or other document provided or permitted hereby to be given or furnished to the Issuer or the Bank shall be mailed or delivered to the Issuer or the Bank, respectively, at the addresses shown on page 12 . Section 6. 04 . Effect of Headings. The Article and Section headings herein are for convenience only and shall not affect the construction hereof. Section 6. 05 . Successors and Assigns. All covenants and agreements herein by the Issuer shall bind its successors and assigns, whether so expressed or not. Section 6. 06. Severability. In case any provision herein shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way °be affected or impaired thereby. Section 6. 07 . Benefits of Agreement. Nothing herein, express or implied,, shall give to any Person, other than the parties hereto and their ' successors hereunder, any benefit or any legal or equitable right, remedy, or claim hereunder. 0 0117992 Section 6. 08. Entire Agreement. This Agreement and the 410 Contract Resolution constitute the entire agreement between the parties hereto relative to the Bank acting as Paying Agent/Registrar and if any conflict exists between this Agreement and the Contract Resolution, the Contract Resolution shall govern. Section 6. 09. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same Agreement. Section 6. 10. Termination. This Agreement will terminate (i) on the date of final payment of the Installment Amounts and interest on the Contracts to the Contracting Parties thereof or (ii) may be earlier terminated by either party upon sixty (60) days written notice; provided, however, an early termination of this Agreement by either party shall not be effective until (a) a successor Paying Agent/Registrar has been appointed by the Issuer and such appointment accepted and (b) notice given to the Contracting Parties to the Contracts of the appointment of a successor Paying Agent/Registrar. Furthermore, the Bank and Issuer mutually agree that the effective date of an early termination of this Agreement shall not occur at any time which would disrupt, delay or otherwise adversely affect the payment of the Contracts. Upon an early termination of this Agreement, the Bank agrees to promptly transfer and deliver the Contract Register (or a copy 4111 thereof) , together with other pertinent books and records relating to the Contracts, to the successor Paying Agent/Registrar designated and appointed by the Issuer. The provisions of Section 1. 02 and of Article Five shall survive and remain in full force and effect following the termination. of this Agreement. Section 6. 11. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of Texas. 0117992 • -10- r_Ak 4 i* v IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. 1111 TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION BY Title: [SEAL] Attest: Mailing Address: Title: Debt Administration Division P. O. Box 2320 Dallas, Texas 75221-2320 Delivery Address: Debt Administration Division 1201 Elm Street, 30th Floor Dallas, Texas 75201 CITY OF SOUTHLAKE, TEXAS 41, BY Mayor (CITY SEAL) Address: 667 N. Carroll Avenue Attest: Southlake, Texas 76092 City Secretary 0117992 S -11- �a 4 ORDINANCE NO. AN ORDINANCE authorizing the issuance of "CITY OF SOUTHLAKE, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS, SERIES 1993" ; specifying the terms and features of said bonds; levying a continuing direct annual ad valorem tax for the payment of said bonds; and resolving other matters incident and related to the issuance, sale, payment and delivery of said bonds, including the approval and execution of a Paying Agent/Registrar Agreement, a Purchase Contract and Special Escrow Agreement and the approval and distribution of an Official Statement pertaining thereto; and providing an effective date. WHEREAS, the City Council of the City of Southlake, Texas (the "City") has heretofore issued, sold, and delivered, and there is currently outstanding obligations totalling in principal amount $2 , 815, 000 of the following issues or series (hereinafter called collectively called the "Refunded Obligations Bonds") , to wit: (1) City of Southlake, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 1990, dated August 1, 1990, maturing on February 1 in each of the years 2002 through 2011, and 11/0 aggregating in principal amount $ 745, 000 (2) City of Southlake, Texas, General Obligation Refunding Bonds, Series 1990, dated March 1, 1990, maturing on February 1 in each of the years 2002 through 2009 , and aggregating in in principal amount $2 , 070, 000 AND WHEREAS, pursuant to the provisions of Article 717k, V.A.T.C. S. , as amended, the City Council is authorized to issue refunding bonds and deposit the proceeds of sale thereof directly with the place of payment for the Refunded Obligations, and such deposit, when made in accordance with said statute, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Obligations; and WHEREAS, the City Council hereby finds and determines that the Refunded Obligations should be refunded at this time to restructure the debt service repayment schedule for such indebtedness to incorporate the new money bonds identified below and provide for a level debt service repayment schedule on the City's outstanding general obligation indebtedness, and the City Council further recognizes that such refunding will result in a present value 0117994 savings on such Refunded Obligations of approximately $ 1110 while adding approximately $ in future debt service payments on such indebtedness; and WHEREAS, in addition to the bonds to be issued for refunding purposes, the City Council hereby finds and determines that the balance of the unissued general obligation bonds approved and authorized at an election held May 2 , 1992 in the principal amount of $3 , 000, 000 should be issued and sold at this time; and WHEREAS, the City Council hereby finds and determines that the general obligation bonds for refunding purposes and the general obligation bonds voted at the aforesaid election should be issued and sold at this time as one series or issue; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SOUTHLAKE, TEXAS: SECTION 1: Authorization-Designation-Principal Amount- . Purpose - Date. General obligation bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of $ to be designated and bear the title "CITY OF SOUTHLAKE, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS, SERIES 1993" (hereinafter referred to as the "Bonds") , for the purpose of providing funds for the discharge and final payment of certain outstanding obligations of the City 410 (identified in the preamble hereof and referred to as the "Refunded Obligations") and the payment of costs of issuance and to provide funds in the amount of $3 , 000, 000 for permanent public improvements and public purposes, to wit: street improvements, including drainage incidental thereto and the acquisition of right-of-way 'therefor; all in accordance with authority conferred by and in conformity with the Constitution and laws of the State of Texas, including Articles 1175 and 717k, V.A.T.C. S. , as amended. SECTION 2 : Fully Registered Obligations - Bond Date - Authorized Denominations - Stated Maturities - 'Interest Rates. The Bonds shall be issued as fully registered obligations only, shall be dated October 1, 1993 (the "Issue Date") , shall be in denominations of $5, 000 or any integral multiple (within a Stated Maturity) thereof, and shall become due and payable on August 15 in each of the years and in principal amounts (the "Stated Maturities") and bear interest at the rate(s) per annum in accordance with the following schedule: 0117994 11/0 -2- YEAR OF PRINCIPAL INTEREST 1111 MATURITY 1994 INSTALLMENTS RATE $ , 000 1995 , 000 1996 , 000 1997 , 000 1998 , 000 1999 , 000 2000 , 000 2001 , 000 2002 , 000 2003 , 000 2004 , 000 2005 , 000 2006 , 000 2007 , 000 2008 , 000 2009 , 000 % 2010 , 000 2011 , 000 The Bonds shall bear interest on the unpaid principal amounts from the Issue Date at the rate(s) per annum shown above in this Section (calculated on the basis of a 360-day year of twelve 30-day months) . Interest on the Bonds shall be payable on February 15 and August 15 in each year, commencing February 15, 1994 . 4111 SECTION 3 : Terms of Payment - Paying Agent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of maturity, redemption or otherwise, shall be payable only to the registered owners or holders of the Bonds (hereinafter called the "Holders") appearing on the registration and transfer books maintained by the Paying Agent/Registrar, and the payment thereof shall be in any coin or currency of the United States of America, which at the time of payment is legal tender for the payment of public and private debts, and shall be without exchange or collection charges to the Holders. The selection and appointment of Texas Commerce Trust Company, National Association to serve as Paying Agent/Registrar for the Bonds is hereby approved and confirmed. Books and records relating to the registration, payment, exchange and transfer of the Bonds (the "Security Register") shall at all times be kept and maintained on behalf of the City by the Paying Agent/Registrar, all as provided herein, in accordance with the terms and provisions of a "Paying Agent/Registrar Agreement", substantially in the form attached hereto as Exhibit A, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The Mayor and City Secretary are hereby authorized to 0117994 -3- execute and deliver such Agreement in connection with the delivery 4110 of the Bonds. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Bonds are paid and discharged, and any successor Paying Agent/Registrar shall be a bank, trust company, financial institution or other entity qualified and authorized to serve in such capacity and perform the duties and services of Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Bonds, the City agrees to promptly cause a written notice thereof to be sent to each Holder by United States Mail, first class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of and premium, if any, on the Bonds shall be payable at the Stated Maturities or redemption, only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office") Interest on the Bonds shall be paid to the Holders whose name appears in the Security Register at the close of business on the Record Date (the last business day of the month next preceding each interest payment date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by such other method, acceptable to the Paying Agent/ Registrar, requested by, and at the risk and expense of, the Holder. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, 1110 a legal holiday, or a day when banking institutions in the City where the Designated Payment/Transfer 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 which is not such a Saturday, Sunday, legal holiday, or day when 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. 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 City. 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 Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. 0117994 0 -4- , , 4110 SECTION 4 : Redemption. (a) Optional Redemption. The Bonds having Stated Maturities on and after August 15, 2004 , shall be subject to redemption prior to maturity, at the option of the City, in whole or in part in principal amounts of $5, 000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar) , on August 15, 2003 or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. (b) Exercise of Redemption Option. At least forty-five (45) days prior ' to a redemption date for the Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar) , the City shall notify the Paying Agent/Registrar of the decision to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the City to exercise the right to redeem Bonds shall, be entered in the minutes of the governing body of the City. (c) Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall treat such Bonds as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bonds by $5, 000 and shall -'select the Bonds to be redeemed within such Stated Maturity by lot. • 1110 (d) Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States Mail, first class postage prepaid, in the name of the City and at the City's expense, to each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing' on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the Designated Payment/Transfer Office of the Paying Agent/Registrar • 0117994 -5- only upon presentation and surrender thereof by the Holder. If a 4111 Bond is subject by its terms to prior redemption and has been called for redemption and notice of redemption thereof has been duly given as hereinabove provided, such Bond (or the principal amount thereof to be redeemed) shall become due and payable and interest thereon shall cease to accrue from and after the redemption date therefor; provided moneys sufficient for the payment of such Bond (or of the principal amount thereof to be redeemed) at the then applicable redemption price are held for the purpose of such payment by the Paying Agent/Registrar. SECTION 5: Registration - Transfer - Exchange of Bonds- Predecessor Bonds. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of each and, every owner of the Bonds issued under and pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any Bond may be transferred or exchanged for Bonds of other authorized denominations by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to the Paying Agent/Registrar at the Designated Payment/Transfer Office for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender of any Bond for transfer at the Designated 4110 Payment/Transfer Office of the Paying Agent/ Registrar, one or more new Bonds shall be registered and issued to the assignee or transferee of the previous Holder; such Bonds to be in authorized denominations, of like Stated Maturity and of a like aggregate principal amount as the Bond or Bonds surrendered for transfer. At the option of the Holder, Bonds may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like 'aggregate principal amount as the Bonds surrendered for exchange, upon surrender 'of the Bonds to be exchanged at the Designated Payment/Transfer Office of the Paying Agent/ Registrar. Whenever any Bonds are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new Bonds to the Holder requesting the exchange. -All Bonds issued in any transfer or exchange of Bonds shall be delivered to the Holders at the Designated Payment/Transfer Office of the Paying Agent/Registrar or sent by United States Mail, first class, postage prepaid to the Holders, and, upon the registration ' and delivery thereof, the same shall be the valid obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Bonds surrendered in such transfer or exchange. 0 0117994 -6- All transfers or exchanges of Bonds pursuant to this Section 11/0 shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except- that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Bonds cancelled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be "Predecessor Bonds, " evidencing all or a portion, as the case may be, of the same obligation to pay evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term "Predecessor Bonds" shall include any mutilated, lost, . destroyed, or stolen Bond for which a replacement Bond has been issued, registered and delivered in lieu thereof pursuant to the provisions of Section 11 hereof and such new replacement Bond shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. Neither the City nor the Paying Agent/ Registrar shall be required to issue or transfer to an assignee of a Holder any Bond called for redemption, in whole or in part, within 45 days of the date fixed for the redemption of such Bond; provided, however, such limitation on transferability shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond called for redemption in part. 11/0 SECTION 6: Book-Entry Only Transfers and Transactions. Notwithstanding the provisions contained in Sections 3 , 4 and 5 hereof relating to the payment, and transfer/exchange' of the Bonds, the City hereby approves and authorizes the use of "Book-Entry Only" securities clearance, settlement and transfer system provided by The Depository Trust Company (DTC) , a limited purpose trust company organized under the laws of the State of New York, in accordance with the requirements and procedures identified in the Letter of •Representation, by and between the City, the Paying Agent/Registrar and DTC (the "Depository Agreement") relating to the Bonds. Pursuant to the Depository Agreement and the rules of DTC, the Bonds shall be deposited with DTC who shall hold said Bonds for its participants (the "DTC Participants") . While the Bonds are held by DTC under the Depository Agreement, the Holder of the Bonds on the Security Register for all purposes, including payment and notices, shall be Cede & Co. , as nominee of DTC, notwithstanding the ownership of each actual purchaser or owner of each Bond (the "Beneficial Owners") being recorded in the records of DTC and DTC Participants. 0117994 In the event DTC determines to discontinue serving as securities 1110 depository for the Bonds or otherwise ceases to provide book-entry clearance and settlement of securities transactions in general or the City determines that DTC is incapable of properly discharging its duties as securities depository for the Bonds, the City covenants and agrees with the Holders of the Bonds to cause Bonds to be printed in definitive form and provide for the Bond certificates to be issued and delivered to DTC Participants and Beneficial Owners, as the case may be. Thereafter, the Bonds in definitive form shall be assigned, transferred and exchanged on the Security Register maintained by the Paying Agent/Registrar and payment of such Bonds shall be made in accordance with the provisions of Sections 3 , 4 and 5 hereof. SECTION 7 : Execution - Registration. The Bonds shall be executed on behalf of the City by the Mayor under its seal reproduced or impressed thereon and countersigned by the City Secretary. The signature of said officers on the ' Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who are or were the proper officers of the City on the Issue Date shall be deemed to be duly executed on behalf of the City, notwithstanding that such individuals or either of them shall cease to hold such offices at the time of delivery of the Bonds to the initial purchaser(s) and with respect to Bonds delivered in subsequent exchanges and transfers, all as authorized and provided in the Bond Procedures Act of 1981, as amended. 11/1 No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 9C, manually executed by the Comptroller of Public Accounts of the State of Texas, or his duly authorized agent, or a certificate of registration substantially in the form provided in Section 9D, manually executed by an authorized officer, employee or representative of the Paying Agent/Registrar, and either such certificate duly signed upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified, registered and delivered. SECTION 8 : Initial Bond(s) . The Bonds herein authorized shall be initially issued either (i) as a single fully registered bond in the total principal amount noted in Section 1 with principal installments to become due and payable as provided in Section 2 hereof and numbered T-1, or (ii) as eighteen (18) fully registered bonds, being one bond for each year of maturity in the applicable principal amount and denomination and to be numbered consecutively from T-1 and upward (hereinafter called the "Initial Bond(s) ") and, in either case, the Initial Bond(s) shall be registered in the name of the initial purchaser(s) or the designee thereof. The Initial Bond(s) shall be the Bonds submitted to the Office of the Attorney 0 0117994 -8- E 1110 General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the initial purchaser(s) . Any time after 'the delivery of the Initial Bond(s) , the Paying Agent/ Registrar, pursuant to written instructions from the initial purchaser(s) , or the designee thereof, shall cancel the Initial Bond(s) delivered hereunder and exchange therefor definitive Bonds of authorized denominations, Stated Maturities, principal amounts and bearing applicable interest rates for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the initial purchaser(s) , or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 9: Forms. A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds, shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements 11/1 (including insurance legends on insured Bonds and any reproduction of an opinion of counsel) thereon as may, consistently herewith, be established by the City or determined by the officers executing such Bonds as evidenced by their execution. Any portion of the text of any Bonds may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds and the Initial Bond(s) shall be printed, lithographed, or engraved or typewritten, photocopied or otherwise reproduced in any other similar manner, all as determined by the officers executing such Bonds as evidenced by their execution thereof. 0 0117994 -9- 1111 B. Form of Definitive Bond. REGISTERED REGISTERED NO. $ UNITED STATES OF AMERICA STATE OF TEXAS CITY OF SOUTHLAKE, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BOND, SERIES 1993 Issue Date: ' Interest Rate: Stated Maturity: CUSIP NO: October 1, 1993 Registered Owner: Principal Amount: DOLLARS The City of Southlake (hereinafter referred to as the "City") , a body corporate and municipal corporation in the County of Tarrant, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof, on the Stated Maturity date specified above the Principal Amount hereinabove stated (or so much thereof as shall not have been paid 1111 upon prior redemption) , and to pay interest on the unpaid principal amount hereof from the Issue Date at the per annum rate of interest specified above computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on February 15 and August, 15 in each year, commencing February 15, 1994 . Principal of this Bond is payable at its Stated Maturity or redemption to the registered owner hereof, upon presentation and surrender, at the Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest is payable to the registered owner of this Bond_ (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date" , which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. 0117994 -10- This Bond is one of the series specified in its title issued in 1110 the aggregate principal amount of $ (herein referred to as the "Bonds") for the purpose of providing funds for the discharge and final payment of certain outstanding obligations of the City and to pay costs of issuance, and to provide funds in the amount of $3, 000, 000 for permanent public improvements and public purposes, to wit: street improvements, including drainage incidental thereto and the acquisition of right-of-way therefor; under and in strict conformity with the Constitution and laws of the State of Texas, including Articles 1175 and 717k, V.A.T.C.S. , and pursuant to an Ordinance adopted by the City Council , of the City (herein referred to as the "Ordinance") . The Bonds maturing on and after August 15, 2004 , may be redeemed prior to their Stated Maturities, at the option of the City, in whole or in part in principal amounts of $5, 000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar) , on August 15, 2003 , or on any date thereafter, at the redemption price of par, together with accrued interest to the date of redemption and upon 30 days prior written notice being sent by United States Mail, first class postage prepaid, to the registered owners of the Bonds to be redeemed, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption duly given, then upon such redemption date this 1110 Bond (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and interest thereon shall cease to accrue from and after the redemption date therefor, provided moneys for the payment of the redemption price and the interest on the principal amount to be redeemed to the date of redemption are held for the purpose of such payment by the Paying Agent/Registrar. In the event of a partial redemption of the principal amount of this Bond, payment of the redemption price of such principal amount shall be made to the registered owner only upon presentation and surrender of this Bond to the Designated Payment/Transfer Office of the Paying Agent/Registrar, and there shall be issued to the registered owner hereof, without charge, a new Bond or Bonds of like ° maturity and interest rate in any authorized denominations provided by the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond is selected for redemption, in whole, or in part, the City and the Paying Agent/Registrar shall not be required to transfer this Bond to an assignee of the registered owner within 45 days of the redemption date therefor; provided, however, such limitation on transferability shall not be applicable to an exchange by the registered owner of the unredeemed balance hereof in the event of its redemption in part. 0 0117994 -11- , I S The Bonds are payable from the proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property in the City. Reference is hereby made to the Ordinance, a copy of which is on file in the Designated Payment/Transfer Office of the Paying Agent/Registrar, and to all of the provisions of which the owner or holder of this Bond by the acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended .: or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be discharged at or prior to its maturity, and deemed to be no longer Outstanding thereunder; and for other terms and provisions contained therein. Capitalized terms used herein have the meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register only upon its presentation and surrender at the Designated Payment/Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by, the registered owner hereof, or his duly authorized agent. When a transfer on the Security Register occurs, one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued by the Paying Agent/Registrar to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the registered owner whose name appears on the Security Register (i) on the Record Date as the owner entitled to payment of interest hereon, (ii) on the date of surrender of this Bond as the owner entitled to payment of principal hereof at its Stated Maturity, or its redemption, in whole or in part, and (iii) on any other date as the owner for all other purposes, and neither the City nor the Paying Agent/ Registrar, or any agent of either, shall be affected by notice to the contrary. In the event of 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. City. 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 Holder appearing on the Security Register at the 0 0117994 -12- close of business on the last business day next preceding the date 1111 of mailing of such notice. It is hereby certified, recited, represented and declared that the City is a body corporate and political' subdivision duly organized and legally existing under and by virtue of the Constitution and laws of the State of Texas; that the issuance of the Bonds is duly authorized by law; that all acts, conditions and things required to exist and be done precedent to and in the issuance of the Bonds to render the same lawful and valid obligations of the City have been properly done, have happened and have been performed in regular and due time, form and manner as required by the Constitution and laws of the State of Texas, and the Ordinance; that the Bonds do not exceed any Constitutional or statutory limitation; and that due provision has been made for the payment of the principal of and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. IN WITNESS WHEREOF, the City Council of the City has caused this Bond to be duly executed under the official seal of the City as of the Issue Date. 4111 CITY OF SOUTHLAKE, TEXAS COUNTERSIGNED: Mayor City: Secretary (SEAL) 0 0117994 -13- , • C. . *Form of Registration Certificate of Comptroller of Public 1111 Accounts to appear on Initial Bond(s) only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER ( OF PUBLIC ACCOUNTS ( ( REGISTER NO. THE STATE OF TEXAS ( 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 duly registered by the Comptroller of Public Accounts of the State of Texas. , WITNESS my signature and seal of office this . Comptroller of Public Accounts of the State of Texas (SEAL) *NOTE TO PRINTER: Do Not Print on Definitive Bonds D. Form of Certificate of Paying AgentfRegistrar to appear on Definitive Bonds only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued and registered under the provisions of the within-mentioned Ordinance; the bond or bonds of the above entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. The principal offices of the Paying Agent/Registrar in Dallas, Texas, is the Designated Payment/Transfer Office for this Bond. TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION, as Paying Agent/Registrar Registration Date: By Authorized Signature 0 0117994 -14- 1 � E. Form of Assignment. 1111 ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee: ) (Social Security or other identifying number: ) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: NOTICE: The signature on this Signature guaranteed: assignment must correspond with the name of the registered owner as it appears on the face of the within Bond in every particular. F. The Initial Bond(s) shall be in the form set forth in paragraph B of this Section, except that the form of the 1111 single fully registered Initial Bond shall be modified as follows: (i) immediately under the name of the bond the headings "Interest Rate " and "Stated Maturity " shall both be omitted; (ii) Paragraph one shall read as follows: Registered Owner: Principal Amount: Dollars The City of Southlake (hereinafter referred to as the "City") , a body corporate and municipal corporation in the County of Tarrant, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof, the Principal Amount hereinabove stated on August 15 in each of the years and in principal installments in accordance with the following schedule: S 0117994 -15- , YEAR OF PRINCIPAL INTEREST 1111 MATURITY INSTALLMENTS RATE (Information to be inserted from schedule in Section 2 hereof) . (or so much principal thereof as shall not have been prepaid prior to maturity) and to pay interest on the unpaid Principal Amount hereof from the Issue Date at the per annum rates of interest specified above computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on February 15 and August 15 in each year, commencing February 15, 1994 . Principal installments of this Bond are payable in the year of maturity to the registered owner hereof by Texas Commerce Trust Company, National Association (the "Paying Agent/Registrar") , upon presentation and surrender, at its principal offices in Dallas, Texas (the "Designated Payment/Transfer Office") . Interest is payable to the registered owner of this Bond whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date" , which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. 4111 All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and .private debts. SECTION 10: Levy of Taxes. To provide for the payment of the "Debt Service Requirements" of the Bonds, being (i) the interest on the Bonds and (ii) a sinking fund for their redemption at maturity or a sinking fund of 2% (whichever amount is the greater) , there is hereby levied, and there shall be annually assessed and collected in due time, form, and manner, a tax on all taxable property in the City, within the limitations prescribed by law, and such tax hereby levied on each one hundred dollars' valuation of taxable property in the City for the Debt Service Requirements of the Bonds shall be at a rate from year to year as will be ample and sufficient to provide funds each year to pay the principal of and interest on said Bonds while Outstanding; full allowance being made for delinquencies and costs of collection; separate books and records relating to the receipt and disbursement of taxes levied, assessed and collected for and on account of the Bonds shall be kept and maintained by the City at all times while the Bonds are Outstanding, and the taxes collected for the payment of the Debt Service Requirements on the Bonds shall be deposited to the credit 0 0117994 -16- of a "Special 1993 Refunding Bond Account" (the "Interest and 1111 Sinking Fund") maintained on the records of the City and deposited in a special fund maintained at an official depository of the City's funds; and such tax hereby levied, and to be assessed and collected annually, is hereby pledged to the payment of the Bonds. Proper officers of the City are hereby authorized and directed to cause to be transferred to the Paying Agent/ Registrar for the Bonds, from funds on deposit in the Interest and Sinking Fund, amounts sufficient to fully pay and discharge promptly each installment of interest and principal of the Bonds as the same accrues or matures; such transfers of funds to be made in such manner as will cause collected funds to be deposited with the Paying Agent/Registrar on or before each principal and interest payment date for the Bonds. Provided, however, in regard to the payments to become due on the Bonds on February 15, 1994 and August 15, 1994 , sufficient current funds will be available and are hereby appropriated to make such payments; and proper officials of the City are hereby authorized and directed to transfer and deposit to the credit of the Interest and Sinking Fund, such current funds which, together with the accrued interest received from the purchaser, will be sufficient to pay the amount of the payments due on the Bonds on February 15, 1994 and August 15, 1994 . 1111 SECTION 11: Mutilated - Destroyed - Lost and Stolen Bonds. In case any Bond shall be mutilated, or destroyed, lost or stolen, the Paying Agent/Registrar may execute and deliver a replacement Bond of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Bond, or in lieu of and in substitution for such destroyed, lost or stolen Bond, only upon the approval of, the City and after (i) the filing by the Holder thereof with the Paying Agent/ Registrar of evidence satisfactory to the Paying Agent/ Registrar of the destruction, loss or theft of such Bond, and of the authenticity of the ownership -thereof and (ii) the furnishing to the Paying Agent/Registrar of indemnification in an amount satisfactory to hold the City and the Paying Agent/ Registrar harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement, Bond shall be borne by the Holder of the Bond mutilated, or destroyed, lost or stolen. 0 0117994 -17- Every replacement Bond issued pursuant to this Section shall be 1111 a valid and binding obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds; notwithstanding the enforceability of payment by anyone of the destroyed, lost, or stolen Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Bonds. SECTION 12 : Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and . all covenants, 'agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Bonds or any principal amount(s) thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof at maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying 0 Agent/Registrar, or an authorized escrow agent, or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/ Registrar, or an authorized escrow agent, which Government Securities have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any moneys deposited therewith, if any, to pay when due the principal of and interest on. such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. The City covenants that no deposit of moneys or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as "arbitrage bonds" within the meaning of Section -148 of the Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto. Any moneys so deposited with the Paying Agent/ Registrar, or an authorized escrow agent, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or al 0117994 -18- interest thereon with respect to which such moneys have been so 1111 deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of four (4) years after the Stated Maturity, or applicable redemption date, of the Bonds such moneys were deposited and are held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor. Notwithstanding the above and foregoing, any remittance of funds from the Paying Agent/Registrar to the City shall be subject to any applicable unclaimed property laws of the State of Texas. The term "Government Securities" , as used herein, means direct ' obligations of, or obligations the principal of and interest on which are unconditionally guaranteed by, the United States of America, which are non-callable prior to the respective Stated Maturities of the Bonds and may be United States Treasury Obligations such as the State and Local Government Series and may be in book-entry form. SECTION 13 : Ordinance a Contract - Amendments - Outstanding Bonds. This Ordinance shall constitute a contract with the Holders from time to time, be binding on the City, and shall not be amended or repealed by the City so long as any Bond remains Outstanding except as permitted in this Section. The City may, without the 4111 consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal amount thereof, the redemption price, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest on the Bonds, (2) give any preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of Bonds required to be held by Holders for consent to any such amendment, addition, or rescission. 0117994 0 -19- The term "Outstanding" when used in this Ordinance with respect 1111 to Bonds means, as of the date of determination, all Bonds theretofore issued and delivered under this Ordinance, except: (1) those Bonds cancelled by the Paying Agent/Registrar or delivered to the Paying Agent/ Registrar for cancellation; (2) those Bonds deemed to be duly paid by the City in accordance with the provisions of Section 11 hereof; and (3) those mutilated, destroyed, lost, or stolen Bonds which have been replaced with Bonds registered and delivered in lieu thereof as provided in Section 10 hereof. SECTION 14 : Covenants to Maintain Tax-Exempt Status. (a) Definitions. When used in this Section, the following terms shall have the following meanings: "Closing Date" means the date on which the Bonds are first authenticated and delivered to the initial purchasers against payment therefor. "Code" means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. 4111 "Computation Date" has the meaning set forth in Section 1. 148-1(b) of the Regulations. "Gross Proceeds" means any proceeds as defined in Section 1. 148-1 (b) of the Regulations, and any replacement proceeds as defined in Section 1. 148-1 (c) of the Regulations, of the Bonds. "Investment" has the meaning set forth in Section 1. 148- 1(b) of the Regulations. "Nonpurpose Investment" means any investment property, as defined in section 148 (b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental. purposes of the Bonds. "Rebate Amount" has the meaning set forth in Section 1. 148-1(b) of the Regulations. "Regulations" means any proposed, temporary, or final Income Tax Regulations issued pursuant to Sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954 ,• which are applicable to the Bonds. Any reference to • 0117994 -20- , . , any specific Regulation shall also mean, as appropriate, any 1111 proposed, temporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. "Yield" of (1) any Investment has the meaning set forth in Section 1. 148-5 of the Regulations; and (2) the Bonds has the meaning set forth in Section 1. 148-4 of the Regulations. (b) Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Bond to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax 'of the interest on any Bond, the City shall comply with • each of the specific covenants in this Section. (c) No Private Use or Private Payments. Except as permitted by section 141 of the Code and the Regulations and rulings thereunder, S the City shall at ail times prior to the last Stated Maturity of Bonds: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds' of the Bonds (including property financed with Gross Proceeds of the Refunded Obligations) , and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any charge or other. payment by any person or entity who is treated as using Gross Proceeds of the Bonds or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds (including property financed with Gross Proceeds of the Refunded Obligations) , other than taxes of general S 0117994 -21- application within the City or interest earned on investments 4111 acquired with such Gross Proceeds pending application for their intended purposes. (d) No Private Loan. Except to the extent permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall not use Gross Proceeds of the Bonds to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if: (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take-or-pay, output or similar contract or; arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. (e) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Bonds directly or indirectly invest Gross Proceeds in any Investment (or use Gross Proceeds to replace 4111 money so invested) , if as a result of such investment the Yield from the Closing Date of all Investments acquired with Gross Proceeds (or with money replaced thereby) , whether then held or previously disposed of, exceeds the Yield of the Bonds. (f) Not Federally Guaranteed. Except to the extent permitted by section 149 (b) of the Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Bonds to be federally guaranteed within the meaning of section 149 (b) of the Code and the Regulations and rulings thereunder. (g) Information Report. The City shall timely file the information required by section 149 (e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in such place -as the Secretary may prescribe. (h) Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148 (f) of the Code and the Regulations and rulings thereunder: 0117994 • -22- t ,r (1) The City shall account for all Gross Proceeds S (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six years after the day on which the last Outstanding Bond is discharged. However, to the extent permitted by law, the City may commingle Gross Proceeds of the Bonds with other money of the City., provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date, the City shall calculate the Rebate Amount in accordance with rules set forth in section 148 (f) of the Code and the Regulations and rulings thereunder. The City shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Bonds until six years, after the final Computation Date. (3) As additional consideration for the purchase of the Bonds blithe Purchasers and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the, gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States out of 1111 the Bond Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the amount that when added to the future value of previous rebate payments made for the Bonds equals (i) in the case of a Final Computation Date as defined in Section 1. 148-3 (e) (2) of the Regulations, one hundred percent :(100%) of the Rebate Amount .on such date; and (ii), in the case of any other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148 (f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by Section 148 (f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3) , and if an error is made, to discover and promptly correct such error within a reasonable amount of time. thereafter (and in all events within one hundred eighty (180) days after discovery of the error) , including payment to the United States of any additional 0117994 5 -23- Rebate Amount owed to it, interest thereon, and any penalty 11/1 imposed under Section 1. 148-3 (h) of the Regulations. (i) Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection H of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm's length and had the Yield of the Bonds not been relevant to either party. (j) Elections. The City hereby directs and authorizes the City Manager and ,Finance Director, either or any combination of them, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Bonds, in the Certificate as to Tax Exemption or similar or • other appropriate certificate, form or document. (k) Bonds Not Hedge Bonds. (1) At the time the original bonds refunded by the Bonds were issued, the City reasonably expected to spend at least 85% of the spendable proceeds of such bonds within three years after such bonds were issued and (2) not more than 50% of the proceeds of the original bonds refunded by the Bonds were 4111 invested in Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or more. (1) Qualified Advance Refunding. The Bonds are issued exclusively to refund the Refunded Obligations, and the Bonds will be issued more than 90 days before the redemption of the Refunded Obligations. The City represents as follows: (1) The Bonds are the first advance refunding of the Refunded ;Obligations, within the meaning of section 149 (d) (3) of the Code. (2) The Refunded Obligations are being called for redemption, and will be redeemed: (i) in the case of Refunded Obligations issued after 1985, not later than the earliest date on which such bonds may be redeemed and on which the City will realize present value debt service savings (determined without regard to administrative expenses) on the issue; and (ii) in the case of Refunded Obligations issued before 1986, not later than the earliest date on which such issue may be redeemed at par or at a premium of 3 percent or less and on which the City will realize present value debt service savings (determined without regard to administrative expenses) on the issue. • 0117994 -24- n } (3) The initial temporary period under section 148 (c) of 1110 the Code,, will end: (i) with respect to the proceeds of the Bonds not later than 30, days after the date of issue of such Bonds; and (ii) with respect to proceeds of the Refunded Obligations on the Closing Date if not ended prior thereto. (4) On and after the date of issue of the Bonds, no proceeds of the Refunded Obligations will be invested in Nonpurpose Investments having a Yield in excess of the Yield on such Refunded Obligations. (5) The Bonds are being issued for the purposes stated in the preamble of this Ordinance. There is a present value savings associated with the refunding. In the issuance of the Bonds the City has neither: (i) overburdened the tax-exempt bond market by issuing more bonds, issuing bonds earlier or allowing bonds to remain outstanding longer than reasonably necessary to accomplish the governmental purposes for which the Bonds were issued; (ii) employed on "abusive arbitrage device" within the meaning of Section 1. 148-10 (a) of the Regulations; nor (iii) employed a "device" to obtain a material financial advantage based on arbitrage, within the meaning of section 149 (d) (4) of the Code, apart from savings attributable to lower interest rates and reduced debt service payments in early years. 1110 SECTION 15: Sale of Bonds - Official Statement Approval. The Bonds authorized by this Ordinance are hereby sold by the City to Stephens Inc. and Southwest Securities Incorporated (herein referred to as the "Purchasers") in accordance with the Purchase Contract, dated October 19, 1993 , attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The Mayor is hereby authorized and directed to execute said Purchase Contract for and on behalf of the City and as the act and deed of this Council, and the City Secretary is authorized to attest said Purchase Contract, and in regard to the approval and execution of the Purchase Contract, the Council hereby finds, determines and declares that the representations, warranties and agreements of the City contained therein are true and correct in all material respects and shall be honored and performed by the City. Furthermore, the use of the Preliminary Official Statement in connection with the public offering and sale of the Bonds is hereby ratified, confirmed and approved in all respects. The final Official Statement reflecting the terms of sale, attached as exhibit A to the Purchase Contract (together with such changes approved by the Mayor, City Secretary, City Manager or Finance Director, any one or more of said officials) , shall be and is hereby in all respects approved and the Purchasers are hereby 0117994 • -25- t 1. authorized to use and distribute said final Official Statement, S dated October 19 , 1993 , in the reoffering, sale and delivery of the Bonds to the public. The Mayor and City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of said Official Statement in final form as may be required by the Purchasers, and such Official Statement in the final form and content manually executed by any one or more of said officials shall be deemed to be approved by the City Council and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 16: - Qualified Tax Exempt Obligations. In accordance with the provisions of paragraph (3) of subsection (b) of Section 265 of the Code, the City hereby designates the Bonds to be "qualified tax exempt obligations" in that the Bonds are not "private activity bonds" as defined in the Code and the reasonably anticipated amount of "qualified tax exempt obligations" to be issued by the City (including all subordinate entities of the City) for the calendar year in which the Bonds are issued will not exceed $10, 000, 000. SECTION 17 : Special Escrow Agreement Approval and Execution. The "Special Escrow Agreement" (the "Agreement") by and between the City and Texas Commerce Trust Company, NA (the "Escrow Agent") , attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes, is hereby 1110 approved as to form and content, and such Agreement in substantially the form and substance attached hereto, together with such changes or revisions as may be necessary to accomplish the refunding or benefit the City, is hereby authorized to be executed by the Mayor and City Secretary for and on behalf of the City and as the act and deed of the City Council; and such Agreement as executed by said officials shall be deemed approved by the City Council and •constitute the Agreement herein approved. Furthermore, appropriate officials of the City in cooperation with the Escrow Agent are hereby authorized and directed to make the necessary arrangements for the purchase of the Federal Securities referenced in the Agreement and the delivery thereof to the Escrow Agent on the day of delivery of the Bonds to the Purchasers for deposit to the credit of the "SPECIAL 1993 CITY OF SOUTHLAKE, TEXAS, REFUNDING BOND ESCROW FUND" (the "Escrow Fund") ; all as contemplated and provided in Article 717k, V.A.T.C.S. , as amended, this Ordinance and the Agreement. SECTION 18 : Control and Custody of Bonds. The Mayor of the City shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas, including the printing and supply of definitive Bonds, and shall take and have charge and 0117994 • -26- control of the Initial Bond(s) pending the approval thereof by the II/1 Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery thereof to the Purchasers. Furthermore, the Mayor, City Secretary, City Manager and Finance Director, any one or more of said officials, are hereby authorized and directed to furnish and execute such agreements, documents and certifications relating to the City and the issuance, sale and delivery of the Bonds, including certifications as to facts, estimates, circumstances and reasonable expectations pertaining to the use, expenditure and investment of the proceeds of the Bonds, as may be necessary for the approval of the Attorney General, the registration by the Comptroller of Public Accounts and the delivery of the Bonds to the Purchasers, and, together with the City's bond counsel and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Bond(s) to the Purchasers and the initial exchange thereof for definitive Bonds. SECTION 19: Proceeds of Sale. Immediately following the delivery of the Bonds, the proceeds of sale thereof (less certain costs of issuance, the accrued interest received from the Purchasers of the Bonds and the amounts to be deposited to the credit of the construction fund) shall be deposited with the Escrow Agent for application and disbursement in accordance with the provisions of the Agreement. The proceeds of sale of the Bonds not so deposited with the Escrow Agent for the refunding of the 1111 Refunded Obligations shall be disbursed and deposited for payment of costs of issuance, deposited in the Interest and Sinking Fund and deposited in the construction fund, all in accordance with written instructions from the City. Pending expenditure for authorized projects and purposes, the proceeds of sale of the Bonds deposited to the construction fund may be invested in authorized investments and any investment earnings realized may be expended for such authorized projects or purposes or deposited in the Interest and Sinking Fund as shall be determined by the City Council. All surplus proceeds of sale of the Bonds deposited in the construction fund, including investment 'earnings, remaining after completion of all authorized projects or purposes shall be deposited to the credit of the Interest and Sinking Fund. SECTION 20: Notices to Holders - Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. 0117994 • -27- 9 any case where notice to Holders is given by mail, neither SIn the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 21: Cancellation. All Bonds surrendered for payment, redemption,' transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly cancelled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the Paying Agent/ Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled by the Paying Agent/Registrar. All cancelled Bonds held by the Paying Agent/Registrar shall be returned to the City. SECTION 22 : Legal Opinion. The obligation of the Purchasers to 11/0 accept delivery of the Bonds is subject to being furnished a final opinion of 'Fulbright & Jaworski L.L.P. , Attorneys, Dallas, Texas, approving such Bonds as to their validity, said opinion to be dated and delivered as of the date of delivery and payment for such Bonds. A true and correct reproduction of said opinion or an executed counterpart thereof is hereby authorized to be either printed on definitive printed obligations or deposited with DTC along with the global certificates for the implementation and use of the Book Entry Only System used in the settlement and transfer of the Bonds. SECTION 23: CUSIP Numbers. CUSIP numbers may be printed or typed on the Bonds deposited with The Depository Trust Company or on printed, definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall- be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving the Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. 0117994 ' -28- . SECTION 24 : Benefits of Ordinance. Nothing in this Ordinance, S expressed or implied, is intended or shall be construed to confer upon any person other than the City, the Paying Agent/Registrar and the Holders, any right, remedy,• or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, the Paying Agent/Registrar and the Holders. SECTION 25: Inconsistent Provisions. All ordinances, orders or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 26: Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United ,States of America. SECTION 27 : Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 28 : Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall 1110 be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 29: Sever-ability. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and the City Council hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 30: Incorporation of Findings and Determinations. The findings and determinations of the City Council contained in the preamble hereof are hereby incorporated by reference and made a part of this Ordinance for all purposes as if the same were restated in full in this Section. SECTION 31: Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by V.T.C.A. , Local Government Code, Chapter 551. 0 0117994 -29- . SECTION 32: Effective Date. This Ordinance shall take effect and be in full force immediately from and after its date of adoption shown below. PASSED ON FIRST READING, September 21, 1993. PASSED ON SECOND READING AND ADOPTED, this October 19, 1993 . CITY OF SOUTHLAKE, TEXAS Mayor ATTEST: City Secretary (City Seal) APPROVED AS TO LEGALITY: 11/0 City Attorney 0117994 • -30- EXHIBIT A PAYING AGENT/REGISTRAR AGREEMENT THIS AGREEMENT entered into as of October 19,, 1993 (this "Agreement") , by and between the City of Southlake, Texas (the "Issuer") , and Texas Commerce Trust Company, National Association, a banking association duly organized and existing- under the laws of the United States of America, (the "Bank") . RECITALS WHEREAS, the Issuer has duly authorized and provided for the execution and delivery of its "City of Southlake, Texas, General Obligation and Refunding Bonds, Series 1993" (the "Securities") , dated October 1, 1993 , such Securities to be issued in fully registered form only as to the payment of principal and interest thereon; and WHEREAS, the Securities are scheduled to be delivered to the initial purchasers thereof on or about November 23 , 1993 ; and WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar in connection with the payment of the principal of, premium, if any, and interest on said Securities and with respect to the registration, transfer and exchange thereof by the 11/0 registered owners thereof; and WHEREAS, the Bank has agreed to serve in such capacities for g P and on behalf of the Issuer and has full power and authority to perform and serve as Paying Agent/Registrar for the Securities; NOW, THEREFORE, it is mutually agreed as follows: ARTICLE ONE APPOINTMENT OF BANK AS PAYING AGENT AND REGISTRAR Section 1. 01. Appointment. The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the Securities, and, as Paying Agent for the Securities, the Bank shall be responsible for paying on behalf of the Issuer the principal, premium (if any) , and interest on the Securities as the same become due and payable to the registered owners thereof; all in accordance with this Agreement and the "Bond Resolution" (hereinafter defined) . The Issuer hereby appoints the Bank as Registrar with respect to the Securities and, as Registrar for the Securities, the Bank shall keep and maintain for and on behalf of the Issuer books and records as to the ownership of said Securities and with respect to 0118022 1111 11/1the transfer and exchange thereof as provided herein and in the "Bond Resolution" . The Bank hereby accepts its appointment, and agrees to serve as the Paying Agent and Registrar for the Securities. Section 1. 02 . Compensation. As compensation for the Bank's services as Paying Agent/Registrar, the Issuer hereby agrees to pay the Bank the fees and amounts set forth in Annex A attached hereto for the first year of this Agreement and thereafter the fees and amounts set forth in the Bank's current fee schedule then • in effect for services as Paying Agent/Registrar for municipalities, which shall be supplied to the Issuer on or before 90 days prior to the close of the Fiscal Year of the Issuer, and shall be effective upon the first day of the following Fiscal Year. In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonable expenses, disbursements and advances incurred or made by the Bank in accordance with any of the provisions hereof (including the reasonable compensation and the expenses and disbursements of its agents and counsel) . ARTICLE TWO DEFINITIONS 1110 Section 2 . 01. Definitions. For all purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires: "Acceleration Date" on any Security means the date on and after which the principal or any or all installments of interest, or both, are due and payable on any Security which has become accelerated pursuant to the terms of the Security. "Bank Office" means the principal office of the Bank as indicated on page 11 hereof. The Bank will notify the Issuer in writing of any change in location of the Bank Office. "Bond Resolution" means the resolution, order, or ordinance of the governing body of the Issuer pursuant to which the Securities are issued, certified by the Secretary or any other officer of the Issuer and delivered to the Bank. "Fiscal Year" means the fiscal year of the Issuer, ending September 30th. 0118022 -2- "Holder" and "Security Holder" each means the Person in whose name a Security is registered in the Security Register. "Issuer Request" and "Issuer Order" means a written request or order signed in the name of the Issuer by the Mayor, City Secretary, Finance Director or City Manager, any one or more of said officials, and delivered to the Bank. "Legal Holiday" means a day on which the Bank is required or authorized to be closed. "Person" means any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision of a government. "Predecessor Securities" of any particular Security means every previous Security evidencing all or a portion of the same obligation as that evidenced by such particular Security (and, for the purposes of this definition, any mutilated, lost, destroyed, or stolen Security for which a replacement Security has been registered and delivered in lieu thereof pursuant to Section 4. 06 hereof and the Resolution) . • "Redemption Date" when used with respect to any Security to be redeemed means the date fixed for such redemption pursuant to the terms of the Bond Resolution. "Responsible Officer" when used with respect to the Bank means the Chairman or Vice-Chairman of the Board of Directors, the Chairman or Vice-Chairman of the Executive Committee of the Board of Directors, the President, any Vice President, the Secretary, any Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier, any Trust Officer or Assistant Trust Officer, or any other officer of the Bank customarily performing functions similar to those performed by any of the above designated officers and also means, with respect to a particular corporate trust matter, any other officer to whom such matter is referred because of his knowledge of and familiarity with the particular subject. "Security Register" means a register maintained by the Bank on behalf of the Issuer providing for the registration and transfers of Securities. 0118022 11/1 -3- "Stated Maturity" means the date specified in the Bond SResolution the principal of a Security is scheduled to be due and payable. Section 2 . 02 . Other Definitions. The terms "Bank, " "Issuer, " and "Securities (Security) " have the meanings assigned to them in ;the recital paragraphs of this Agreement. The term "Paying Agent/Registrar" refers to the Bank in the performance of the duties and functions of this Agreement. ARTICLE THREE PAYING AGENT Section 3 . 01. Duties of Paying Agent. As Paying Agent, the Bank shall,' provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the principal of each Security at its Stated Maturity, Redemption Date, or Acceleration Date, to the Holder upon surrender of the Security to the Bank at the Bank Office. As Paying Agent, the Bank shall, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the interest on each Security when due, by computing the amount of interest .to be paid each Holder and making payment thereof to the Holders of the 1110 Securities (or their Predecessor Securities) on the Record Date. All payments of principal and/or interest on the Securities to the registered owners shall be accomplished (1) by the issuance of checks, payable to the registered owners, drawn on 'the fiduciary account provided in Section 5. 05 hereof, sent by United States mail, first class, postage prepaid, to the address appearing on the Security Register or (2) by such other method, acceptable to the Bank, requested in writing by the Holder at the Holder's risk and expense. Section 3 . 02 . Payment Dates. The Issuer hereby instructs the Bank to pay the principal of and interest on the Securities at the dates specified in ,the Bond Resolution. ARTICLE FOUR REGISTRAR Section 4 . 01. Security Register - Transfers and Exchanges. The Bank agrees to keep and maintain for and on behalf of the Issuer at the Bank Office books and records (herein sometimes referred to, as the "Security Register") for recording the names and addresses of the Holders of the Securities, the transfer, exchange and replacement of the Securities and the payment of the principal of and interest on the Securities to the Holders and 0118022 • -4- containing such other information as may be reasonably required by II/1 the Issuer" and subject to such reasonable regulations as the Issuer and, Bank may prescribe. All transfers, exchanges and replacement of Securities shall be noted in the Security Register. Every Security surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, the signature on which has been guaranteed by an officer of a federal or state bank or a member of the National Association of Securities Dealers, in form satisfactory to the Bank, duly executed by the Holder thereof or his agent duly authorized in writing. The Bank may request any supporting documentation it feels necessary to effect a re-registration, transfer or exchange of the Securities. To the extent possible and under reasonable circumstances, the Bank agrees that, in relation to an exchange or transfer of Securities, the exchange or transfer by the Holders thereof will be completed and new Securities delivered to the Holder or the assignee of the Holder in not more than three (3) business days after the receipt of the Securities to be cancelled in an exchange or transfer and the written instrument of transfer or request for exchange duly executed by the Holder, or his duly authorized 11/1 agent, in form and manner satisfactory to the Paying Agent/Registrar. Section 4 . 02 . Certificates. The Issuer shall provide an adequate inventory of printed Securities to facilitate transfers or exchanges thereof. The Bank covenants that the inventory of printed Securities will be kept in safekeeping pending their use and reasonable care will be exercised by the Bank in maintaining such Securities in safekeeping, which shall be not less than the care maintained by the Bank for debt securities of other governments or corporations for which it serves as registrar, or that is maintained for its own securities. Section 4 . 03 . Form of Security Register. The Bank, as Registrar, will maintain the Security Register relating to the registration, payment, transfer and exchange of the Securities in accordance with the Bank's general practices, and procedures in effect from time to time. The Bank shall not be obligated to maintain such Security Register in any form other than those which the Bank has currently available and currently utilizes at the time. 1111 0118022 -5- S The Security Register may be maintained in written form or in ther form capable of being converted into written form within The time. Section 4 . 04 . List of Security Holders. The Bank will provide the Issuer at any time requested by the Issuer, upon payment of the required fee, a copy of the information contained in the Security Register. The Issuer may also inspect the information contained in the Security Register at any time the Bank is customarily open for business, provided that reasonable time is allowed the Bank to provide an up-to-date listing or to convert the information into written form. The Bank will not release or disclose the contents of the Security Register to any person other than to, or at the written request of, an authorized officer or employee of the Issuer, except upon receipt of a court order or as otherwise required by law. Upon receipt of a court order and prior to the release or disclosure of the contents of the Security Register, the Bank will notify the Issuer so that the Issuer may contest the court order or such release or disclosure of the contents of the Security Register. Section 4 . 05. Return of Cancelled Certificates. The Bank will, at such reasonable intervals as it determines, surrender to the Issuer, Securities in lieu of which or in exchange for which other Securities have been issued, or which have been paid. 11/0 ' Section 4 . 06. Mutilated, Destroyed, Lost or Stolen Securi- ties. The Issuer hereby instructs the Bank, subject to the provisions of Section 11 of the Bond Resolution, to deliver and issue Securities in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities as long as the same does not result in an overissuance. In case any Security shall be mutilated, or destroyed, lost or stolen, the Bank may execute and deliver a replacement Security of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Security, or in lieu' of and in substitution for such destroyed lost or stolen Security, only upon the approval of the Issuer and after (i) the filing by the Holder thereof with the Bank of evidence satisfactory to the Bank of the destruction, loss or theft of such Security, and of the authenticity of the ownership thereof and (ii) the furnishing to the Bank of indemnification in an amount satisfactory to hold the Issuer and the Bank harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Security shall be borne by the Holder of the Security mutilated, or destroyed, lost or stolen. • 0118022 -6- Section 4 . 07 . Transaction Information to Issuer. The Bank S will, within a reasonable time after receipt of written request from the Issuer, furnish the Issuer information as to the Securities it has paid pursuant to Section 3 . 01, Securities it has delivered upon the transfer or exchange of any Securities pursuant to Section 4 . 01, and Securities it has delivered in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities pursuant to Section 4 . 06. ARTICLE FIVE THE BANK Section 5. 01. Duties of Bank. The Bank undertakes to perform the duties set forth herein and agrees to use reasonable care in the performance thereof. Section 5. 02 . Reliance on Documents, Etc. (a) The Bank may conclusively rely, as to the truth of the statements and correctness of the opinions expressed therein, on certificates or opinions furnished to the Bank. (b) The Bank shall not be liable for any error of judgment made in good faith by a Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the pertinent facts. 1111 (c) No provisions of this Agreement shall require the Bank to expend or risk its own funds or otherwise incur any financial liability for performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is not assured to it. (d) The Bank may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security, or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. Without limiting the generality of the foregoing statement, the Bank need not examine the ownership of any Securities, but is protected in acting upon receipt of Securities containing an endorsement or instruction of transfer or power of transfer which appears on its face to be signed by the Holder or an agent of the Holder. The Bank shall not be bound to make any investigation into the facts or matters stated in a resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security, or other paper or document supplied by Issuer. 1111 0118022 (e) The Bank may consult with counsel, and the written S advice of such counsel or any opinion of counsel shall be full and complete authorization and protection with respect to any action taken, suffered, or omitted by it hereunder in good faith and in reliance thereon. (f) The Bank may exercise any of the powers hereunder and perform any duties hereunder either directly or by or through agents or attorneys of the Bank. Section 5. 03 . Recitals of Issuer. The recitals contained herein with respect to the Issuer and in the Securities shall be taken as the statements of the Issuer, and the Bank assumes no responsibility for their correctness. The Bank shall in no event be liable to the Issuer, any Holder or Holders of any Security, or any other Person for any amount due on any Security from its own funds. Section 5. 04 . May Hold Securities. The Bank, in its individual or any other capacity, may become the owner or pledgee of Securities and may otherwise deal with the Issuer with the same rights it would have if it were not the Paying Agent/Registrar, or any other agent. Section 5. 05. Moneys Held by Bank - Fiduciary Account/ • Collateralization. A fiduciary account shall at all times be kept and maintained by the Bank for the receipt, safekeeping and disbursement of moneys received from the Issuer hereunder for the payment of the Securities, and money deposited to the credit of such account until paid to the Holders of the Securities shall be continuously collateralized by securities or obligations which qualify and are eligible under both the laws of the State of Texas and the laws of the United States of America to secure and be pledged as collateral for fiduciary accounts to the extent such money is not insured by the Federal Deposit Insurance Corporation. Payments made from such fiduciary account shall be made by check drawn on such fiduciary account unless the owner of such Securities shall, at its own expense and risk, request such other medium of payment. The Bank shall be under no liability for interest on any money received by it hereunder. Subject to the applicable unclaimed property laws of the State of Texas, any money deposited with the Bank for the payment of the principal, premium (if any) , or interest on any Security and remaining unclaimed for four years after final maturity of the Security has become due and payable will be paid by the Bank to the Issuer, and- the Holder of such Security shall thereafter look 0118022 • -8- only to the Issuer for payment thereof, and all liability of the II/0 Bank with respect to such moneys shall thereupon cease. Section 5 . 06. Indemnification. To the extent permitted by law, the Issuer agrees to indemnify the Bank for, and hold it harmless against, any loss, liability, or expense incurred without negligence or bad faith on its part, arising out of or in connection with its acceptance or administration of its duties hereunder, including the cost and expense against any claim or liability in connection with the exercise or performance of any of its powers or duties under this Agreement. Section 5. 07 . Interpleader. The Issuer and the Bank agree that the Bank may seek adjudication of any adverse claim, demand, or controversy over its person as well as funds on deposit, in either a Federal or State District Court located in the State and County where either the Bank Office or the administrative offices of the Issuer is located, and agree that service of process by certified or registered mail, return receipt requested, to the address referred to in Section 6. 03 of this Agreement shall constitute adequate service. The Issuer and the Bank further agree that the Bank has the right to file a Bill of Interpleader in any court of competent jurisdiction to determine the rights of any Person claiming any interest herein. Section 5. 08 . DT Services. It is hereby represented and 11/1 warranted that, in the event the Securities are otherwise qualified and accepted for "Depository Trust Company" services or equivalent depository trust services by other organizations, the Bank has the capability and, to the extent within its control, will comply with the "Operational Arrangements" , effective August 1, 1987 , which establishes requirements for securities to be eligible for such type depository trust services, including, but not limited to, requirements for the timeliness of payments and funds availability, transfer turnaround time, and notification of redemptions and calls. ARTICLE SIX MISCELLANEOUS PROVISIONS Section 6. 01. Amendment. This Agreement may be amended only by an agreement in writing signed by both of the parties hereto. Section 6. 02 . Assignment. This Agreement may not be assigned by either party without the prior written consent of the other. Section 6. 03 . Notices. Any request, demand, authorization, direction, notice, consent, waiver, or other document provided or 0118022 permitted hereby to be given or furnished to the Issuer or the S Bank shall be mailed or delivered to the Issuer or the Bank, respectively, at the addresses shown on page 11. Section 6. 04 . Effect of Headings. The Article and Section headings herein are for convenience only and shall not affect the construction hereof. Section 6. 05. Successors and Assigns. All covenants and agreements herein by the Issuer shall bind its successors and assigns, whether so expressed or not. Section 6. 06. Severability. In case any provision herein shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section 6. 07 . Benefits of Agreement. Nothing herein, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder, any benefit or any legal or equitable right, remedy, or claim hereunder. Section 6. 08. Entire Agreement. This Agreement and the Bond Resolution constitute the entire agreement between the parties hereto relative to the Bank acting as Paying Agent/Registrar and if any conflict exists between this Agreement and the Bond 1111 Resolution, the Bond Resolution shall govern. Section i n 6.09. Counterparts. This Agreement may be executed. in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same Agreement. Section 6. 10. Termination. This Agreement will terminate (i) on the date of final payment of the principal of and interest on the Securities to the Holders thereof or (ii) may be earlier terminated by either party upon sixty (60) days written notice; provided, however, an early termination of this Agreement by either party shall not be effective until (a) a successor Paying Agent/Registrar has been appointed by the Issuer and such appointment accepted and (b) notice given to the Holders of the Securities - of the appointment of a successor Paying Agent/Registrar. Furthermore, the Bank and Issuer mutually agree that the effective date of an early termination of this Agreement shall not occur at any time which would disrupt, delay or otherwise adversely affect the payment of the Securities. Upon an early termination of this Agreement, the Bank agrees to promptly transfer and deliver the Security Register (or a copy thereof) , together with other pertinent books and records relating 0118022 i _10_ to the Securities, to the successor Paying Agent/Registrar designated and appointed by the Issuer. The provisions of Section 1. 02 and of Article Five shall survive and remain in full force and effect following the termination of this Agreement. , Section 6. 11. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of Texas. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION BY Title: [SEAL] Attest: Mailing Address: Title: Debt Administration Division P. O. Box 2320 4111 Dallas, Texas 75221-2320 Delivery Address: Debt Administration Division 1201 Elm Street, 30th Floor Dallas, Texas 75201 CITY OF SOUTHLAKE, TEXAS BY Mayor (CITY SEAL) Address: 667 N. Carroll Avenue Attest: Southlake, Texas 76092 City Secretary 0118022 • -11- �,'H T� E ! j S SPECIAL ESCROW AGREEMENT THE STATE OF TEXAS § § COUNTY OF DALLAS § THIS SPECIAL ESCROW AGREEMENT (the "Agreement") , made and entered into as of October 19, 1993 , by and between the City of Southlake, Texas, a duly incorporated municipal corporation in Tarrant County, Texas (the "City") acting by and through the Mayor and City Secretary, and Texas Commerce Trust Company, National Association, a banking association organized and existing under the laws of the United States of America, or its successors or assigns hereunder (the "Bank") , W I T N E S S E T H : WHEREAS, the City has duly issued certain obligations now outstanding in the aggregate amount $2, 815, 000 (hereinafter collectively referred to as the "Refunded Obligations") and more particularly described as follows: (1) City of Southlake, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 1990, dated August 1, 1990, maturing on February 1 in 1111 each of the years 2002 through 2011, and aggregating in principal amount $ 745, 000 (2) City of Southlake, Texas, General Obligation Refunding Bonds, Series 1990, dated March 1, 1990, maturing on February 1 in each of the years 2002 through 2009, and aggregating in in principal amount $2, 070, 000 WHEREAS, in accordance with the provisions of Article 717k, V.A.T.C.S. , as amended (the "Act") , the City is authorized to sell refunding bonds in an amount sufficient to provide for the payment of obligations to be refunded, deposit the proceeds of such refunding bonds with any place of payment for the obligations being refunded and enter into an escrow or similar agreement with such place of payment for the safekeeping, investment, reinvestment, administration and disposition of such deposit, upon such terms and conditions as the parties may agree, provided such deposits may be invested only in direct obligations of the United States of America, including obligations the principal of-and interest on are unconditionally guaranteed by the United States of America, (hereinafter called the "Federal Securities") that mature and/or bear interest payable at such times and in such amounts as will be 0118027 1110 sufficient to provide for the scheduled payment of Refunded S Obligations; and WHEREAS, the Refunded Obligations are scheduled to mature, or be redeemed, and interest thereon is payable on the dates and in the manner set forth in Exhibit A attached hereto and incorporated herein by reference as a part of this Agreement for all purposes; and WHEREAS, the City on the 19th day of October, 1993 , pursuant to an ordinance (the "Bond Ordinance") passed and adopted by the City Council, authorized the issuance of bonds known as "City of Southlake, Texas, General Obligation Refunding and Improvement Bonds, Series 1993" (the "Bonds") , and such Bonds are being issued in part to refund, discharge. and make final payment of the principal of and interest on the Refunded Obligations; and WHEREAS, upon the delivery of the Bonds, the proceeds of sale, together with other available funds of the City, are to be deposited with the Bank and used in part to purchase the Federal Securities listed and identified in Exhibit B attached hereto and incorporated by reference as a part of this Agreement for all purposes; and WHEREAS, the Federal Securities shall be held and deposited to the credit of the "Escrow Fund" to be established and maintained by the Bank in accordance with this Agreement; and • WHEREAS, the Federal Securities, together with the beginning g 9 g cash balance in the Escrow Fund, shall mature and the interest thereon shall be payable at such times to insure the existence of monies sufficient to pay the principal amount of the Refunded Obligations and the accrued interest thereon, as the same shall become due in accordance with the terms of the ordinances authorizing the issuance of the Refunded Obligations and as set forth in Exhibit A attached hereto; and WHEREAS, the City has completed all arrangements for the purchase of the Federal Securities listed in Exhibit B and the deposit and credit of the same to the Escrow Fund as provided herein; and WHEREAS, the Bank is a banking association organized and existing under the laws of the United States of America, possessing trust powers and is fully qualified and empowered to enter into this Agreement; and 0118027 1111 -2- WHEREAS, in Section 17 of the Bond Ordinance, the City Council S duly approved and authorized the execution of this Agreement; and WHEREAS, the City and the Escrow Agent, as the case may be, shall take all action necessary to call, pay, redeem and retire said Refunded Obligations in accordance with the provisions thereof, including, without limitation, all actions required by the ordinances authorizing the Refunded Obligations, the Act, the Bond Ordinance and this Agreement; NOW, THEREFORE, in consideration of the mutual agreements herein contained, and to secure the payment of the principal of and the interest on the Refunded Obligations as the same shall become due, the City and the Bank hereby mutually undertake, promise and agree as follows: SECTION 1: Receipt of Refunded Bond Ordinances. Receipt of copies of the ordinances authorizing the issuance of the Refunded Obligations and the Bond Ordinance are hereby acknowledged by the Bank. Reference herein to or citation herein of any provision of said documents shall be deemed an incorporation of such provision as a part hereof in the same manner and with the same effect as if it were fully set forth herein. SECTION 2 : Escrow Fund Creation/Funding. There is hereby created by the City with the Bank a special segregated and 11/0 irrevocable trust fund designated "SPECIAL 1993 CITY OF SOUTHLAKE, TEXAS, REFUNDING BOND ESCROW FUND" (hereinafter called the "Escrow Fund") for the benefit of the holders of the Refunded Obligations, and, immediately following the delivery of the Bonds, the City agrees and covenants to cause to be deposited with the Bank the following amounts: $ for the purchase of Federal Securities identified in Exhibit B to be held for the account of the Escrow Fund $ for deposit in the Escrow Fund as a beginning cash balance. The Bank hereby accepts the Escrow Fund and further agrees to receive said moneys, apply the same as set forth herein, and to , hold the cash and Federal Securities deposited and credited to the Escrow Fund for application and disbursement for the purposes and in the manner provided in this Agreement. 0118027 -3- SECTION 3 : Escrow Fund Sufficiency Warranty. The City hereby II/0 represents that the cash and Federal Securities, together with the interest to be earned thereon, deposited to the credit of the Escrow Fund will be sufficient to pay the principal of and premium and interest on the Refunded Obligations as the same shall become due and payable, and such Refunded Obligations, and the interest thereon, are to mature or be redeemed and shall be paid at the times and in the amounts set forth and identified in Exhibit A attached hereto. FURTHERMORE, the Bank acknowledges receipt of a copy of the resolution providing for the redemption of (i) Series 1990 general obligation Refunded Obligations on February 1, 2000 at the redemption price of par plus accrued interest and (ii) Series 1990 tax and revenue Refunded Obligations on February 1, 2001 at the redemption price of par plus accrued interest; all in accordance with the provisions of the respective notice requirements applicable to said Refunded Obligations and the notice requirements contained in the ordinances authorizing the Refunded Obligations. The Bank agrees to cause a notice of redemption pertaining to the Refunded Obligations to be sent to the registered owners thereof appearing on the registration books at least thirty (30) days prior to the respective redemption date therefor. SECTION 4 : Pledge of Escrow. The Bank agrees that all cash 41/0 and Federal Securities, together with any income or interest earned thereon, held in the Escrow Fund shall be and is hereby irrevocably pledged to. the payment of the Refunded Obligations as the same shall become due and payable in accordance with Exhibit A, and such funds initially deposited and to be received from maturing principal and interest on the Federal Securities in the Escrow Fund shall be applied solely in accordance with the provisions of this Agreement. SECTION 5: Escrow Insufficiency - City Warranty to Cure. If, for any reason, the funds on hand in the Escrow Fund shall be insufficient to make the payments set forth in Exhibit A attached hereto, as the same becomes due and payable, the City shall make timely deposits to the Escrow Fund, from lawfully available funds, of additional funds in the amounts required to make such payments. Notice of any such insufficiency shall be immediately given by the Bank to the City by the fastest means possible, but the Bank shall in no manner be responsible for the City's failure to make such deposits. 0118027 1111 -4- SECTION 6: Escrow Fund Securities/Segregation. The Bank 1111 shall hold said Federal Securities and moneys in the Escrow Fund at all times as a special and separate trust fund for the benefit of the holders of the Refunded Obligations, wholly segregated from other moneys and securities on deposit with the Bank; shall never commingle said Federal Securities and moneys with other moneys or securities of the Bank; and shall hold and dispose of the assets therein only as set forth herein. ' Nothing herein contained shall be construed as requiring the Bank to keep the identical moneys, or any part thereof, in said Escrow Fund, if it is impractical, but moneys of an equal amount, except to the extent such are represented by the Federal Securities, shall always be maintained on deposit in the Escrow Fund by the Bank, as trustee; and a special account evidencing such facts shall at all times be maintained on the books of the Bank. SECTION 7 : Escrow Fund Collections/Payments. The Bank shall from time to time collect and receive the principal of and interest on the Federal Securities as they respectively mature and become due and credit the same to the Escrow Fund. On or before each principal and/or interest payment date or redemption date, as the case may be, for the Refunded Obligations shown in Exhibit A attached hereto, the Bank, without further direction from anyone, including the City, shall cause to be withdrawn from the Escrow Fund the amount required to pay the accrued interest on the Refunded Obligations due and payable on said payment date and the 41/0 principal of the Refunded Obligations, together with any redemption premium, due and payable on said payment date or redemption date, as the case may be, and the amount withdrawn from the Escrow Fund shall be immediately transmitted and deposited with the paying agent for the Refunded Obligations to be paid with such amount. The paying agent for the Series 1990 general obligation Refunded Obligations is The Frost National Bank of San Antonio, Austin, Texas and the paying for the Series 1990 tax and revenue Refunded Obligations is the Bank. If any Refunded Obligation shall not be presented for payment when the principal thereof or interest thereon shall have become due, and if cash shall at such times be held by the Bank in trust for that purpose sufficient and available to pay such Refunded Obligation and interest thereon it shall be the duty of the Bank to hold said cash without liability to the holder of such Refunded Obligation for interest thereon after such maturity or redemption date, in trust for the benefit of the holder of such Refunded Obligation, who shall thereafter be restricted exclusively to said cash for any claim of whatever nature on his part on or with respect to said Refunded Obligation, including for any claim for the payment thereof and interest thereon. All cash required by the provisions hereof to be set aside or held in trust for the payment of the Refunded Obligations, including interest thereon, shall be 410 0118027 -5- . applied to and used solely for the payment of the Refunded Obligations and interest thereon with respect to which such cash has been so set aside in trust. Subject to the provisions of the last sentence of Section 25 hereof, cash held 'by the Bank in trust for the payment and discharge of any of the Refunded Obligations and interest thereon which remains unclaimed for a period of four (4) years after the stated maturity date or redemption date of such Refunded Obligations shall be returned to the City. Notwithstanding the above and foregoing, any remittance of funds from the Bank to the • City shall be subject to any applicable unclaimed property laws of the State of Texas. SECTION 8: Disposal of Refunded Obligations. All Refunded Obligations cancelled on account of payment by the Bank shall be disposed of or otherwise destroyed by the Bank, and an appropriate certificate of destruction furnished the City. SECTION 9: Escrow Fund Encumbrance. The escrow created hereby shall be irrevocable and the holders of the Refunded Obligations shall have an express lien on all moneys and Federal Securities in the Escrow Fund until paid out, used and applied in accordance with this Agreement. Unless disbursed in payment of the Refunded Obligations, all 11/1 funds and the Federal Securities received by the Bank for the account of the City hereunder shall be and remain the property of the Escrow Fund and the City and the owners of the Refunded Obligations shall be entitled to a preferred claim and shall have a first lien upon such funds and Federal Securities enjoyed by a trust beneficiary. The funds and Federal Securities received by the Bank under this Agreement shall not be considered as a banking deposit by the City and the Bank and the City shall have no right or title with respect thereto, except as otherwise provided herein. Such funds and Federal Securities shall not be ..subject to checks or drafts drawn by the City. SECTION 10: Absence of Bank Claim/Lien on Escrow Fund. The Bank shall have no lien whatsoever upon any of the moneys or Federal Securities in the Escrow Fund for payment of services rendered hereunder, services rendered as paying agent/registrar for the Refunded Obligations, or for any costs or expenses incurred hereunder and reimbursable from the City. SECTION 11: Substitution of Investments/Reinvestments. The Bank shall be authorized to accept initially and temporarily cash and/or substituted securities pending the delivery of the Federal Securities identified in the Exhibit B attached hereto, or shall be authorized to redeem the Federal Securities and reinvest the 1110 011S027 -6- proceeds thereof, together with other moneys held in the Escrow Fund in noncallable direct obligations of the United States of America provided such early redemption and reinvestment of proceeds does not change the repayment schedule of the Refunded Obligations appearing in Exhibit A and the Bank receives the following: (1) an opinion by an independent certified public accountant to the effect that (i) the initial and/or temporary substitution of cash and/or securities for one or more of the Federal Securities identified in Exhibit B pending the receipt and delivery thereof to the Escrow Agent or (ii) the redemption of one or more of the Federal Securities and the reinvestment of such funds in one or more substituted securities (which shall be noncallable direct obligations of the United States of America) , together with the interest thereon and other available moneys then held in, the Escrow Fund, will, in either case, be sufficient, without reinvestment, to pay, as the same become due in accordance with Exhibit A, the amounts due and payable on the Refunded Obligations which have not previously been paid, and (2) with respect to an early redemption of Federal Securities and the reinvestment of the proceeds thereof, an unqualified opinion of nationally recognized 1111 municipal bond counsel to the effect that (a) such investment will not cause interest on the Bonds or Refunded Obligations to be included in the gross income for federal income tax purposes, under the Code and related regulations as in effect on the date of such investment, or otherwise make the interest on the Bonds or the Refunded Obligations subject to Federal income taxation and (b) such reinvestment complies with the Constitution and laws of the State of Texas and with all relevant documents relating to the issuance of the Refunded Obligations and the Bonds. SECTION 12 : Restriction on Escrow Fund Investments - Reinvestment. Except as provided in Section 11 hereof, moneys in the Escrow Fund will be invested only in the Federal Securities listed in Exhibit B and neither the City nor the Bank shall reinvest any moneys deposited in the Escrow Fund except as specifically provided by this Agreement. SECTION 14: Excess Funds. If at any time through redemption or cancellation of the Refunded Obligations there exists or will exist excesses of interest on or maturing principal of the Federal Securities in excess of the amounts necessary hereunder for the Refunded Obligations, the Bank may transfer such excess amounts to or on the order of the City, provided that the City delivers to Sthe Bank the following: (1) an opinion by an independent certified public accountant that after the transfer of such excess, the principal amount of securities in the Escrow Fund, together with the interest thereon and other available monies then held in the Escrow Fund, will be sufficient to pay, as the same become due, in accordance with Exhibit A, the principal of, and interest on, the Refunded Obligations which have not previously been paid, and (2) an unqualified opinion of nationally recognized municipal bond counsel to the effect that (a) such transfer will not cause interest on the Bonds or the Refunded Obligations to be included in gross income for federal income tax purposes, under the Code and related regulations as in effect on the date of such transfer, or otherwise make the interest on the Bonds or the Refunded Obligations subject to Federal income taxation, and (b) such transfer complies with the Constitution and laws of the State of Texas and with all relevant documents relating to the issuance of the Refunded Obligations or the Bonds. SECTION 14 : Collateralization. The Bank shall continuously secure the monies in the Escrow Fund not invested in Federal Securities by a pledge of direct obligations of the United States of America, in the par or face amount at least equal to the principal amount of said uninvested monies to the extent such money is not insured by the Federal Deposit Insurance Corporation. SECTION 15: Absence of Bank's Liability for Investments. The Bank shall not be liable or responsible for any loss resulting from any investment made in the Federal Securities or substitute securities as provided in Section 11 hereof. SECTION 16: Bank's Compensation - Escrow Administration/ Settlement of Paying Agent's Charges. The City agrees to pay the Bank for the performance of services hereunder and as reimbursement for anticipated expenses to be incurred hereunder the amount of $ and, except for reimbursement of costs and expenses incurred by the Bank pursuant to Sections 3 , 11 and 19 hereof, the Bank hereby agrees said amount is full and complete payment for the administration of this Agreement. The City also agrees to deposit with the Bank on the effective date of this Agreement, the sum of $ which deposit represents the total charges due all paying agents for the 4111 0118027 Refunded Obligations and the Bank acknowledges and agrees that 4111 $ is and represents the total amount of compensation due the Bank for services rendered as paying agent for the Refunded Obligations, and the City hereby represents and warrants that the balance of the foregoing sum is the total amount due the other paying agents for the Refunded Obligations. The Bank hereby agrees to pay, assume and be fully responsible for any additional charges that it may incur in the performance of its duties and responsibilities as paying agent for the Refunded Obligations. Furthermore, the Bank agrees to transmit to the other paying agent for the Refunded Obligations the amount included in said deposit for paying agent services to be rendered for the Refunded Obligations in accordance with the City's instructions. The City acknowledges and agrees that the above amount deposited with the Escrow Agent to cover paying agents' charges and expenses does not include amounts which shall become due and payable for services rendered as registrar and transfer agent for fully registered Refunded Obligations, and the City agrees to pay directly to each "registrar" for the Refunded Obligations all reasonable costs, expenses and charges incurred in connection with the maintenance of the registration books and records and the transfer of such fully registered obligations as and when such costs, expenses and charges are incurred and against written invoices, statements or bills submitted therefor. 4110 SECTION 17 : Escrow Agent's Duties / Responsibilities/ Liability. The Bank shall not be responsible for any recital herein, except with respect to its organization and its powers and authority. As to the existence or nonexistence of any fact relating to the City or as to the sufficiency or validity of any instrument, paper or proceedings relating to the City, the Bank shall be entitled to rely upon a certificate signed on behalf of the City by its Finance Director or Mayor and/or City Secretary of the City as sufficient evidence of the facts therein contained. The Bank may accept a certificate of the City Secretary under the City's seal, to the effect that a resolution or other instrument in the form therein set forth has been adopted by the City Council of the City, as conclusive evidence that such resolution or other instrument has been duly adopted and is in full force and effect. The duties and obligations of the Bank shall be determined solely by the express provisions of this Agreement and the Bank shall not be liable except for the performance of such duties and obligations as are specifically set forth in this Agreement, and no implied covenants or obligations shall be read into this Agreement against the Bank. In the absence of bad faith on the part of the Bank, the Bank may conclusively rely, as to the truth of the statements and the 4111 0118027 correctness of the opinions expressed therein, upon any certificate or opinion furnished to the Bank, conforming to the requirements of this Agreement; but notwithstanding any provision of this Agreement to the contrary, in the case of any such certificate or opinion or any evidence which by any provision hereof is specifically required to be furnished to the Bank, the Bank shall be under a duty to examine the same to determine whether it conforms to the requirements of this Agreement. The Bank shall not be liable for any error of judgment made in good faith by a Responsible Officer or Officers of the Bank unless it shall be proved that the Bank was negligent in ascertaining or acting upon the pertinent facts. The Bank shall not be liable with respect to any action taken or omitted to be taken by it in good faith in accordance with the direction of the holders of not less than a majority in aggregate principal amount of all said Refunded Obligations at the time outstanding relating to the time, method and place of conducting any proceeding for any remedy available to the Bank not in conflict with the intent and purpose of this Agreement. For the purposes of determining whether the holders of the required principal amount of said Refunded Obligations have concurred in any such direction, Refunded Obligations owned by any obligor upon the Refunded Obligations, or by any person directly or indirectly controlling or controlled by or under direct or indirect common 1111 control with such obligor, shall be disregarded, except that for the purposes of determining whether the Bank shall be protected in relying on any such direction only Refunded Obligations which the Bank knows are so owned shall be so disregarded. The term "Responsible Officers" of the Bank, as used in this Agreement, shall mean and include the Chairman of the Board of Directors, the President, any Vice President and any Second Vice President, the Secretary and any Assistant Secretary, the Treasurer and any Assistant Treasurer, and every other officer and assistant officer of the Bank customarily performing functions similar to those performed by the persons who at the time shall be officers, respectively, or to whom any corporate trust matter is referred, because of his knowledge of and familiarity with a particular subject; and the term "Responsible Officer" of the Bank, as used in this Agreement, shall mean and include any of said officers or persons. SECTION 18 : Limitation Re: Bank's Duties/Responsibilities/ Liabilities to Third Parties. The Bank shall not be responsible or liable to any person in any manner whatever for the sufficiency, correctness, genuineness, effectiveness, or validity of this Agreement with respect to the City, or for the identity or authority of any person making or executing this Agreement for and 0118027 ® -10- on behalf of the City. The Bank is authorized by the City to rely S upon the representations of the City with respect to this Agreement and the deposits made pursuant hereto and as to the City's right and power to execute and deliver this Agreement, and the Bank shall not be liable in any manner as a result of such reliance. The duty of the Bank hereunder shall only be to the City and the holders of the Refunded Obligations. Neither the City nor the Bank shall assign or attempt to assign or transfer any interest hereunder or any portion of any such interest. Any such assignment or attempted assignment shall be in direct conflict with this Agreement and be without effect. SECTION 19 : Interpleader. In the event conflicting demands or notices are made upon the Bank growing out of or relating to this Agreement or the Bank in good faith is in doubt as to what action should be taken hereunder, the Bank shall have the right at its election to: (a) Withhold and stop all further proceedings in, and performance of, this Agreement with respect to the issue in question and of all instructions received hereunder in regard to such issue; and (b) File a suit in interpleader and obtain an order from a court of appropriate jurisdiction requiring all persons involved to interplead and litigate in such 1111 court their several claims and rights among themselves. In the event the Bank becomes involved in litigation in connection with this Section, the City, to the extent permitted by law, agrees to indemnify and save the Bank harmless from all loss, cost, damages, expenses and attorney fees suffered or incurred by the Bank as a result thereof. The obligations of the Bank under this Agreement shall be performable at the principal corporate office of the Bank in the City of Dallas, Texas. The Bank may advise with legal counsel in the event of any dispute or question regarding the construction of any of the provisions hereof or its duties hereunder, and in the absence of negligence or bad faith on the part of the Bank, no liability shall be incurred by the Bank for any action taken pursuant to this Section and the Bank shall be fully protected in acting in accordance with the opinion and instructions of legal counsel that is knowledgeable and has expertise in the field of law addressed in any such legal opinion or with respect to the instructions given. SECTION 20: Accounting - Annual Report. Promptly after September 30th of each year, commencing with the year 1994, while 0118027 • _ -11- the Escrow Fund is maintained under this Agreement, the Bank shall II/0forward to the City, to the attention of the Finance Director, or other designated official of the City, a statement in detail of the Federal Securities and monies held, and the current income and maturities thereof, and the withdrawals of money from the Escrow Fund for the preceding 12 month period ending September 30th of each year. SECTION 21: Notices. Any notice, authorization, request or demand required or permitted to be given hereunder shall be in writing and shall be deemed to have been duly given when mailed by registered or certified mail, postage prepaid addressed as follows: CITY OF SOUTHLAKE, TEXAS • 667 N. Carroll Avenue Southlake, Texas 76092 Attention: Finance Director TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION P. O. Box 2320 Dallas, texas 75201 • Attention: Debt Administration The United States Post Office registered or certified mail receipt showing delivery of the aforesaid shall be conclusive evidence of the date and fact of delivery. Any party hereto may change the address to which notices are to be delivered by giving to the other parties not less than ten (10) days prior notice thereof. SECTION 22 : Performance Date. Whenever under the terms of this Agreement the performance date of any provision hereof, including the date of maturity of interest on or principal of the Refunded Obligations, shall be a Sunday or a legal holiday or a day on which the Bank is authorized by law to close, then the performance thereof, including the payment of principal of and interest on the Refunded Obligations, need not be made on such date but may be performed or paid, as the case may be, on the next succeeding business day of the Bank with the same force and effect as if made on the date of performance or payment and with respect to a payment, no interest shall accrue for the period after such date. 0118027 • -12- SECTION 23 : Warranty of Parties Re: Power to Execute and 11/1 Deliver Escrow Agreement. The City covenants that it will faithfully perform at all times any and all covenants, undertakings, stipulations and provisions contained in this Agreement, in any and every said Refunded Obligation as executed, authenticated and delivered and in all proceedings pertaining thereto as said Refunded Obligations shall have been modified as provided in this Agreement. The City covenants that it is duly authorized under the Constitution and laws of the State of Texas to execute and deliver this Agreement, that all actions on its part for the payment of said Refunded Obligations as provided herein and the execution and delivery of this Agreement have been duly and effectively taken and that said Refunded Obligations in the hands of the holders and owners thereof are and will be valid and enforceable obligations of the City according to the import thereof as provided in this Agreement. SECTION 24 : Severability. If any one or more of the covenants or agreements provided in this Agreement on the part of the parties to be performed should be determined by a court of competent jurisdiction to be contrary to law, such covenant or agreement shall be deemed and construed to be severable from the remaining covenants and agreements herein contained and shall in no way affect the validity of the remaining provisions of this Agreement. In the event any covenant or agreement contained in this Agreement is declared to be severable from the other 1111 provisions of this Agreement, written notice of such event shall immediately be given to each national rating service (Moody's Investors Service, Standard & Poor's Corporation or Fitch Investors Service) which has rated the Refunded Obligations on the basis of this Agreement. SECTION 25: Termination. This Agreement shall terminate when the Refunded Obligations, including interest due thereon, have been paid and discharged in accordance with the provisions of this Agreement. If any Refunded Obligations are not presented for payment when due and payable, the nonpayment thereof shall not prevent the termination of this Agreement. Funds for the payment of any nonpresented Refunded Obligations and accrued interest thereon shall upon termination of this Agreement be held by the Bank for such purpose in accordance with Section 7 hereof. Any moneys or Federal Securities held in the Escrow Fund at termination and not needed for the payment of the principal of or interest on any of the Refunded Obligations shall be paid or transferred to the City. SECTION 26: Time of the Essence. Time shall be of the essence in the performance of obligations from time to time imposed upon the Bank by this Agreement. 0118027 ® -13- • \. <., SECTION 27 : Successors/Assigns. (a) Should the Bank not 1111 be able to legally serve or perform the duties and obligations under this Agreement, or should the Bank be declared to be insolvent or closed for any reason by federal or state regulatory authorities or a court of competent jurisdiction, the City, upon being notified or discovering the Bank's inability or disqualification to serve hereunder, shall forthwith appoint a successor to replace the Bank, and upon being notified of such appointment, the Bank shall (i) transfer all funds and securities held hereunder, together with all books, records and accounts relating to the Escrow Fund and the Refunded Obligations, to such successor and (ii) assign all rights, duties and obligations under this Agreement to such successor. If the City should fail to appoint such a successor within ninety (90) days from the date the City discovers, or is notified of, the event or circumstance causing the Bank's inability or disqualification to serve hereunder, the Bank, or a bondholder of the Refunded Obligations, may apply to a court of competent jurisdiction to appoint a successor or assigns of the Bank and such court, upon determining the Bank is unable to continue to serve, shall appoint a successor to serve under this Agreement and the amount of compensation, if any, to be paid to such successor for the remainder of the term of this Agreement for services to be rendered both for administering the Escrow Fund and for paying agent duties and responsibilities for the Refunded Obligations. (b) Furthermore, the Bank may resign and be discharged from 41/0 performing its duties and responsibilities under this Agreement upon notifying the City in writing of its intention to resign and requesting the City to appoint a successor. No such resignation shall take effect until a successor has been appointed by the City and such successor has accepted such appointment and agreed to perform all duties and obligations hereunder for a total compensation equal to the unearned proportional amount paid the Bank under Section 16 hereof for the administration of this Agreement and the unearned proportional amount of the paying agents fees for the Refunded Obligations due the Bank. Any successor to the Bank shall be a bank, trust company or other financial institution that is duly qualified under applicable law (the Act or other appropriate statute) to serve as escrow agent hereunder and authorized and empowered to perform the duties and obligations contemplated by this Agreement and organized and doing business under the laws of the United States or the State of Texas, having its principal office and place of business in the State of Texas, having a combined capital and surplus of at least $5, 000, 000 and be subject to the supervision or examination by Federal or State authority. 0118027 -14- a. k a 1 Any successor or assigns to the Bank shall execute, II/0acknowledge and deliver to the City and the Bank, or its successor or assigns, an instrument accepting such appointment hereunder, and the Bank shall execute and deliver an instrument transferring to such successor, subject to the terms of this Agreement, all the rights, powers and trusts created and established and to be performed under this Agreement. Upon the request of any such successor Bank, the City shall execute any and all instruments in writing for more fully and certainly vesting in and confirming to such successor Bank all such rights, powers and duties. The term "Bank" as used herein shall be the Bank and its legal assigns and successor hereunder. SECTION 28: Escrow Agreement - Amendment/Modification. This Agreement shall be binding upon the City and the Bank and their respective successors and legal representatives and shall inure solely to the benefit of the holders of the Refunded Obligations, the City, the Bank and their respective successors and legal representatives. Furthermore, no alteration, amendment or modification of any provision of this Agreement shall (1) alter the firm financial arrangements made for the payment of the Refunded Obligations or (2) be effective unless (i) prior written consent of such alteration, amendment or modification shall have been obtained from the holders of all Refunded Obligations outstanding at the time of such alteration, amendment or modification and (ii) such alteration, amendment or modification is in writing ,and signed by the parties hereto; provided, however, 1111 the City and the Bank may, without the consent of the holders of the Refunded Obligations, amend or modify the terms and provisions of this Agreement to cure in a manner not adverse to the holders of the Refunded Obligations any ambiguity, formal defect or omission in this Agreement. If the parties hereto agree to any amendment or modification to this Agreement, prior written notice of such amendment or proposed modification, together with the legal documents amending or modifying this Agreement, shall be furnished to each national rating service (Standard & Poor's Corporation, Moody's Investors Service or Fitch Investors Service) which has rated the Refunded Obligations on the basis of this Agreement, prior to such amendment or modification being executed. SECTION 29: Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 30: Executed Counterparts. This Agreement may be executed in several counterparts, all or any of which shall be regarded for all purposes as one original and shall constitute and be but one and the same instrument. This Agreement shall be governed by the laws of the State of Texas and shall be effective as of the date of the delivery of the Bonds. 0118027 4111 -15- IN WITNESS WHEREOF, the parties hereto have each caused this II/0 Agreement to be executed by their duly authorized officers and their corporate seals to be hereunto affixed and attested as of the date first above written. CITY OF SOUTHLAKE, TEXAS Mayor ATTEST: City Secretary (City Seal) TEXAS COMMERCE TRUST COMPANY, NATIONAL ASSOCIATION,. as Escrow Agent Title: ATTEST: 1110 Authorized Signer (Bank Seal) le 0118027 -16- City of Southlake,Texas CITY MANAGER MEMORANDUM111/ J /1 9,3 September 16, 1993 TO: Curtis E. Hawk, City Manager FROM: Bob Whitehead, P.E. , Director of Public Works SUBJECT: OAKWOOD ESTATES, PHASE II, DEVELOPER'S AGREEMENT Attached is the Developer' s Agreement for Oakwood Estates Addition, Phase II . This Agreement contains the standard requirements for the provisions of water, streets and drainage. Usual requirements relating to performance and payment bonds, maintenance bonds, inspection fees, and park fees are included in the Agreement. A few conditions are unique to this Phase which resulted in revisions to our standard agreement . These items are also discussed below. { A. The Developer has requested and the City agrees to release one lot after installation of the water main. The standard agreement calls for 1096 of the lots . (Pg. 1, I. , B. ) 1111 B . A sentence has been added to the AMENITIES section to require the Developer to comply with the requirements established in the Tree Preservation Ordinance. (Pg. 6, II. , F. ) C. A sentence has been added under START OF CONSTRUCTION requiring a pre-construction meeting between Developer, contractors and City prior to start of construction. (Pg. 7, II. , 6) D. The Developer acrees to pay the City $10 , 000 for the off-site water line improvements according to Phase I Developer' s Agreement . Phase I Developer' s Agreement called for the Developer to contribute $45 , 000 to the water line installation along Bob Jones Road which would serve Oakwood Addition. The funds were to be paid in amounts of $10 , 000 prior to engineering, $25 , 000 upon receipt of bids for the water line construction, and $10 , 000 prior to start of construction of Phase II . The Developer has met his obligation of $35 , 000 . (Pg. 8, IV. , A. ) E. The Developer is proposing to make a temporary road connection for Walnut Drive to Bob Jones Road, as he was unable to obtain the necessary right-of-way from the adjacent land owner. The temporary road connection has been approved by the staff . (See attached road layout) S The Developer has agreed to place a cash escrow fund for the future construction of the permanent Walnut Drive . There is City of Southlake,Texas Curtis E. Hawk, City Manager Developer' s Agreement for Oakwood Phase II September 17, 1993 Page 2 . a difference of opinion as to the amount of pavement for which the escrow is needed. I ' Staff position is that the Developer is responsible for the permanent street connection to Bob Jones Road. ._.. am and Associates has estimated the cost to be 30, 461.�50 . The Developer' s engineer feels that they - . . o y be responsible for t . _. nut Drive on their property for a total escrow of\613 , 303 . 00 1 4401 -5°. F. Park Fees of $7, 500 ' ot•- x $500/lot) will be paid by the Developer in accordan e wir the Subdivision Ord. (Pg. 9, Iv. , c. ) G. No perimeter street fee _r'e due the City since the portion of Bob Jones Road adjacent to this phase is within Corp of Engineers ownership. (Pg. 9, Iv., D. ) The City Attorney will review this Agreement and make any recommendations or comments prior to the Council meeting. Therefore, please place this item on the Council' s September 21 IDagenda for their consideration. If you have any cuesti on , please contact me. • j (.1/rw-litter, i Bob Whitehead /lc O0 Attachment : Develce=s Agreement O c . Future rcad layout � \ c_\wpfiles\mE=.os\OAKWOOD2.DA • . . III • OAKWOOD ADDITION PHASE II DEVELOPERS AGREEMENT An agreement between the City of Southlake, Texas, hereinafter referred to as the "City," and the undersigned Developer, hereinafter referred to as the "Developer," of the Oakwood Addition Phase II, hereinafter referred to as the "Addition," to the City of Southlake, Tarrant County, Texas, for the installation of certain community facilities located therein, and to provide city services thereto. It is understood by and between the parties that this Agreement is applicable to the 15 lots contained within the Oakwood Addition Phase IL GENERAL REQUIREMENTS: A_ It is agreed and understood by the parties hereto that the Developer shall employ a civil engineer licensed to practice in the State of Texas for the design and preparation of the plans and specifications for the construction of all facilities covered by this agreement. B. Since the Developer is prepared to develop the Addition as rapidly as possible and is desirous of selling lots to builders and having residential building activity begin as quickly as possible and the City is desirous of having the Addition completed as rapidly as possible. the City agrees to release one lot after installation of the water main. Framing shall not commence until water quality is approved by the City and all appropriate Fire Code requirements are satisfied. The remaining building permits shall be released upon the final acceptance of the public improvements by the City. The Developer recognizes that Certificates of Occupancy for residential dwellings will not be issued until the supporting public works infrastructure within the Addition has been accepted by the City, and this will serve as an incentive to the Developer to see that all remaining items are completed so that final acceptance can be obtained. C. The Developer will present to the City either a cash escrow, letter of credit, performance bond or payment bond acceptable to the City guaranteeing and agreeing to pay an amount equal to 100% of the value of the construction cost of all of the facilities to be constructed by the Developer, and providing for payment to the City of such amounts, up to the total remaining amounts required for the completion of the Addition if the Developer fails to complete the work within two (2) years of the signing of this Agreement between the City and Developer. All bonds shall be issued by a Best-rated bonding company. All letters of credit must meet the Requirements for Irrevocable Letter of Credit attached hereto and incorporated herein. The value of the performance bond, letter of credit or cash escrow will reduce at a rate consistent with the amount of work that has been completed by the Developer and accepted by the City. Performance and payment bond, letter of credit or cash escrow from the prime contractor(s) or other entity reasonably �O -a3 acceptable to City, hereinafter referred to as Contractor, will be acceptable in lieu of Developer's obligations specified above. D. The Developer agrees to furnish to the City maintenance bonds, letter of credit or cash escrow amounting to 20% of the cost of construction of underground utilities and 50% of the construction cost for paving. These maintenance bonds, letter of credit or cash escrow will be for a period of two (2) years and will be issued prior to the final City acceptance of the subdivision. The maintenance bonds, letter of credit or cash escrow will be supplied to the City by the contractors performing the work, and the City will be named as the beneficiary if the contractors fail to perform any required maintenance. E. Until the performance and payment bonds, letter of credit or cash escrow required in C has been furnished as required, no approval of work on or in the Addition shall be given by City and no work shall be initiated on or in said Addition by the Developer, save and except as provided above. F. It is further agreed and understood by the parties hereto that upon acceptance by City, title to all facilities and improvements mentioned hereinabove shall be vested in the City of Southlake and Developer hereby relinquishes any right, title, or interest in and to said facilities or any part thereof. It is further understood and agreed that until the City accepts such improvements, City shall Shave no liability or responsibility in connection with any such facilities. Acceptance of the facilities for this provision and for the entire agreement shall occur at such time that City, through its City Manager or his duly appointed representative, provides Developer with a written acknowledgement that all facilities are complete, have been inspected and approved and are being accepted by the City. G. On all public facilities included in this agreement for which Developer awards his own construction contract, the Developer agrees to the following procedure: 1. Developer agrees to pay the following: a. Inspection fees equal to three percent (3%) of the cost of the water, street, and drainage facilities, on all facilities included in this agreement for which Developer awards his own construction contract prior to construction of each phase and based on actual bid construction cost; b. Trench testing (95% Standard); c. The additional charge for Saturday and/or Sunday inspections;and • _2_ \ o . ad d. Any charges for retesting as a result of failed tests_ 2. The City agrees to bear the expense of: a. All nuclear density tests on the roadway subgrade (95% Standard); b. All gradation tests required to insure proper cement and/or lime stabilization; c. Technicians time for preparing concrete cylinders; and d. Concrete cylinder tests and concrete coring samples. The City can delay connection of buildings to service lines or water mains constructed under this Agreement until said water mains and service lines have been completed to the satisfaction of and accepted by the City. H. The Developer and any third party, independent entity engaged in the construction of houses, hereinafter referred to as Builder will be responsible for mowing all grass and weeds and otherwise reasonably maintaining the aesthetics of all land and lots in said subdivision which have not been sold to third parties. After fifteen (15) days written notice, should the Developer or Builder fail in this responsibility, the City may contract for this service and bill the Developer or Builder for reasonable costs. Should such cost remain unpaid for 120 days after notice, the City can file a lien on such property so maintained. Any guarantee of payment instrument (performance bond, letter of credit, etc.) submitted by the Developer or Contractor on a form other than the one which has been previously approved by the City as "acceptable" shall be submitted to the City Attorney for the City and this Agreement shall not be considered in effect until such City Attorney has approved the instrument. Approval by the City shall not be unreasonably withheld or delayed. J. Any surety company through which a bond is written shall be a surety company duly authorized to do business in the State of Texas, provided that the City, through the City Manager, shall retain the right to reject any surety company as a surety for any work under this or any other Developer's Agreement within the City of Southlake regardless of such company's authorization to do business in Texas. Approval by the City shall not be unreasonably withheld or delayed. • -3- \ O • X5 41) II. FACILITIES: A. ON SITE WATER: The Developer hereby agrees to install water facilities to service lots as shown on the final plat of the Addition. Water facilities will be installed in accordance with plans and specifications to be prepared by the Developer's engineer and approved by the City. Further, the Developer agrees to complete this installation in accordance with Ordinance No. 170 and shall be responsible for all construction costs, materials and engineering. In the event that certain water lines are to be oversized because of City requirements, the City will reimburse the Developer for the oversize cost greater than the cost of an 8" line. Additionally, the City agrees to provide temporary water service at Developer's request and expense, for construction, testing and irrigation purposes only, to individual lots during the construction of homes. B. DRAINAGE: Developer hereby agrees to construct the necessary drainage facilities within the Addition. These facilities shall be in accordance with the plans and specifications to be prepared by Developer's engineers, approved by the City Engineer, the City, and made part of the final plat as approved by the City • Council. The developer hereby agrees to fully comply with all EPA requirements relating to the planning, permitting and management of storm water which may be in force at the time that development proposals are being presented for approval by the City. aligiaMgloigtiggaNiiimomwpgetwo Mis>:::af:;:Ef xncft•::: :::>:ixznx :;<:a ,:..M e;»_:-star:t <:t-he:;: Mf: x s lx ig C. STREETS: 1. The street construction in the Addition shall conform to the requirements in Ordinance No. 217. Streets will be installed in accordance with plans and specifications to be prepared by the Developer's engineer and approved by the City Engineer. 2. The Developer will be responsible for: a) Installation and two year operation cost of street lights, which is payable to the City prior to final acceptance of the Addition; b) Installation of all street signs designating the names of the streets inside the subdivision, said signs to be of a type, size, color and design standard generally employed by the Developer and approved by the City in accordance with City ordinances: c) Installation of all regulatory signs recommended by the Manual on Uniform Traffic Control Devices and as directed by the Director of Public Works. 111 -4- 3. All street improvements will be subject to inspection and approval by the • City of Southlake. No work will begin on any street included herein prior to complying with the requirements contained elsewhere in this agreement. All water and storm drainage utilities which are anticipated to be installed within the street or within the street right-of-way will be completed prior to the commencement of street construction on the specific section of street in which the utility improvements have been placed or for which they are programmed. It is understood by and between the Developer and the City that this requirement is aimed at substantial compliance with the majority of the pre-planned facilities. It is understood that in every construction project, a decision later may be made to realign a line or service which may occur after construction has commenced. The Developer hereby agrees to advise the City Director of Public Works as quickly as possible when such a need has been identified and to work cooperatively with the City to make such utility change in a manner that will be least disruptive to street construction or stability. D. ON-SITE SEPTIC FACILITIES: The City of Southlake does not currently have sewer lines to serve this Addition. Therefore, all lots within this project must be sewered by septic systems and all such systems must be approved by the Tarrant County Health Department Percolation tests will be required upon each lot prior to issuance of a building permit. Any lot which does not pass a percolation test performed by a licensed sanitarian or Registered Professional Engineer, shall not be given a building permit. E. EROSION CONTROL: During construction of the Addition and after the streets have been installed, the Developer agrees to keep the streets free from soil build-up. The Developer agrees to use soil control measures such as hay bales, silt screening, hydromulch, etc., to prevent soil erosion. It will be the Developer's responsibility to present to the Director of Public Works a soil control development plan that will be implemented for this subdivision. When, in the opinion of the Director of Public Works, there is sufficient soil build-up on the streets or other drainage areas and notification has been given to the Developer, the Developer will have seventy-two (72) hours to clear the soil from the streets or affected areas. If the Developer does not remove the soil from the street within 72 hours, the City may cause the soil to be removed either by contract or City forces and place the soil within the Addition at the Developer's expense. All expenses shall be paid to the City prior to acceptance of the Addition. • -5- 111/ F. AMENITIES: It is understood by and between the City and Developer that the Addition may incorporate a number of unique amenities and aesthetic improvements such as ponds, aesthetic lakes, unique landscaping, walls, and may incorporate specialty signage and accessory facilities. The Developer agrees to accept responsibility for the construction and maintenance of all such aesthetic or specialty item such as walls, vegetation, signage, landscaping, street furniture, pond 'and lake improvements until such responsibility is turned over to a homeowners association. reg semen .:.ts -:Ita:_lkk0> a £ t?: it :: >< G. USE OF PUBLIC RIGHT-OF-WAY: It is understood by and between the City and Developer that the Developer may provide unique amenities within public right-of-way, such as landscaping, irrigation, lighting, etc., for the enhancement of the Addition. The Developer agrees to maintain these amenities until such responsibility is turned over to a homeowners association_ The Developer and his successors and assigns understand that the City shall not be responsible for the replacement of these ® amenities under any circumstances and further agrees to indemnify and hold harmless the City from any and all damages, loss or liability of any kind whatsoever by reason of injury to property or third person occasioned by its use of the public right-of-way with regard to these improvements and the Developer shall, at his own cost and expense, defend and protect City against all such claims and demands. H. START OF CONSTRUCTION: Before the construction of the water, sewer, streets or drainage facilities can begin, the following must take place: 1. Approved payment and performance bonds submitted to the City in the name of the City prior to the commencement of any work. 2. At least six (6) sets of construction plans stamped "Approved for Construction" by the City Engineer. 3. All fees required by the City to be paid to the City. 4. Developer's Agreement executed. ® -6- • 5. The Developer, or Contractor shall furnish to the City a policy of general liability insurance, naming the City as co-insured, prior to commencement of any work. 6. A:: ..::...^.:.:.. :.:..:.:.:... ..:............ tt.:::. ... w inm ei : 'r-=orontractorS:::>and:=_ it_ re"rese tves<must 'conducted III. GENERAL PROVISIONS: A. Developer covenants and agrees to and does hereby fully indemnify, hold harmless and defend the City, its officers, agents, servants and employees, from all claims, suits or causes of action of any nature whatsoever, whether real or asserted, brought for or on account of any injuries or damages to persons or property, including death, resulting from or in any way connected with the Agreement or the construction of the improvements or facilities described herein; which indemnity, shall terminate upon acceptance by the City of such improvements or facilities; and in addition, the Developer covenants to indemnify, hold harmless and defend the City, its officers, agents, servants and employees, from and against any and all claims, suits or causes of action of any nature whatsoever, brought for or on account of injuries Or damages to persons or property, including death, resulting from any failure to properly safeguard the work, or on account of any act, intentional or otherwise, neglect or misconduct 1110 of the Developer, its contractors, subcontractors, agents, servants or employees, which indemnity, shall terminate upon acceptance by the City of such improvements or facilities. B. Venue of any action brought hereunder shall be in Fort Worth, Tarrant County, Texas. C. Approval by the City Engineer or other City employee of any plans, designs or specifications submitted by the Developer pursuant to this agreement shall not constitute or be deemed to be a release of the responsibility and liability of the Developer, his engineer, employees, officers or agents for the accuracy and competency of their design and specifications. Such approval shall not be deemed to be an assumption of such responsibility and liability by the City for any defect in the design and specifications prepared by the consulting engineer, his officers, agents, servants or employees, it being the intent of the parties that approval by the City Engineer signifies the City's approval on only the general design concept of the improvements to be constructed. In this connection, the Developer shall for a period of two (2) years after the acceptance by the City of'Southlake of the completed construction project, indemnify and hold harmless the City, its officers, agents, servants and employees, from any loss, damage, liability or expense on account of damage to property and injuries, including death, to any and all persons which may arise out of any defect, deficiency or 4111 -7- \ ® • ikck ® negligence of the engineer's designs and specifications incorporated into any improvements constructed in accordance therewith, and the Developer shall defend at his own expense any suits or other proceedings brought against the City, its officers, agents, servants or employees, or any of them, on account thereof, to pay all expenses and satisfy all judgements which may be incurred by or rendered against them or any of them in connection with herewith. D. This agreement or any part thereof or any interest herein, shall not be assigned by the Developer without the express written consent of the City Manager, which shall not be unreasonably withheld or delayed. E. On all facilities included in this agreement for which the Developer awards his own construction contract, the Developer agrees to employ a construction contractor who is approved by the City, and whose approval shall not be unreasonably withheld or delayed, said contractor to meet City and statutory requirements for being insured, licensed and bonded to do work in public streets and to be qualified in all respects to bid on public streets and to be qualified in all respects to bid on public projects of a similar nature. F. Work performed under the agreement shall be completed within two (2) years from the date thereof. In the event the work is not completed within the two (2) year period, the City may, at its election, draw down on the performance bond, • of credit or other security provided by Developer and complete such work at Developer's expense; provided, however, that if the construction under this agreement shall have started within the two (2) year period. the City may agree to renew the agreement with such renewed agreement to be in compliance with the City policies in effect at that time. IV. OTHER ISSUES: A. OFF-SITE WATER: :IN .:::-;>r)<;;t es,: ? :::::: 1.:.�::::::.;:.::: :;;;off; : .;: : :;;:.:wooti tad:.::: ::r',as:::::t;:.; Develo. : is<>; . coxn4ratifot g ood:.Estate::>::Subdt: isio'.: :da€ed:::-Mar: .::::>1>5 ................................................................................................... ................................................ .................... ........................... >I:: >t oat fr:a :th:e::be..t . ...: .'>:::.f:constru:Gtio:....on> , se ii>:: :acdttt..nalt>:t :.:.thousand_,.1a lar itg:%60.:::) w l...b..paf .. .......... prOvem s ' B. ESCROW FOR FUTURE STREET IMPROVEMENTS: :4 5:::>::::fo::::::>>.'o:vl. e::;::.:escrow`:?.'.fund: :in:>:. : am: it< of: < ' :i::n: :-:4i is<i:ii::;•::i�:iii'i}:<v' :i::::i'::::i::::-:':: .. :-::i::::i::i::_.::::iii:::f:::: . :::.:i:i:i'. ' �: . . : : �.��!�::',...: :::::��•'. :ii::-i'::-:-::::,::..:.i:i�'::.:.:'�L::::'�...-:•:....�' .:. r::: :::::i.:.':. _..._::'.i.i� is :�::-i.�' �:-:�'�'::� �- :.f:.�' 'f hot nd ;:<<ro .:: undied: x '.:-Onc<::a d S I:Q0;: l rs , 3.s '4.&Y..: .:50yy ;to:<t e ci »• :> <>t ...® -8- \ 0 - • includingtojk associate :.<::costs::>::for:>:the removal o :said:=;tern::or..:r >:: ave en as shoe : :)hint:i : matid1t;:: $g#aS:3: .:.... ....f:a C. PARK FEES: The Developer agrees to pay park fees in conformance with Ordinance No. 483 (Subdivision Ord.), Article VII, Park and Recreation Dedication Requirements. The Addition consist of 15 lots for a total required park fee of$7,500. The Park Fee is payable prior to construction. D. PERIMETER STREET ORDINANCE: City and Developer agree that there are no perimeter street fees due to the City since the only portion of Bob Jones adjacent to this site is entirely within Corp of Engineers ownership. SIGNED AND EFFECTIVE on the date last set forth below. DEVELOPER: By: Title: Date: • CITY OF SOUTHLAKE, TEXAS By: Gary Fickes, Mayor ATTEST: Sandra LeGrand, City Secretary Date: c:Iwpfilesldevagreeoak od O -9 0 (� \1 REQUIREMENTS FOR IRREVOCABLE LETTER OF CREDIT 1. The letter of credit (L of C) must have a duration of at least one year. 2. The L of C may be substituted for utility security deposits exceeding $10,000.00. The City reserves the right to specify the face amount of the letter of credit. 3. The L of C must be issued by a bank that is insured by FDIC. 4. The L of C must be issued by a bank that has a minimum capital ratio of six (6%) percent, and has been profitable for each of the last two consecutive years. 5. Partial drawings against L of C must be permitted. 6. The City must be able to draft on sight with proof of amount owed. 7. The customer pays any and all fees associated with obtaining L of C. 8. The customer must provide the City with all the bank financial information required hereinabove. 9. The L of C must be issued by an FDIC insured bank in a form acceptable to the City of Southlake. The City reserves the right to approve/disapprove the bank issuing the letter of credit. 10. Expiring letter of credit must be replaced by substitute letters of credit at least 30 days prior to the expiration date on the L of C held by the City. c:wpfileslde, reeloakwood.2 _,0_ \c - k \?. 1 0 1 0 0 • 11 CENTERLINE DATA: y BLOCK '1' LNE BEARING gSfANCE Li S 4327'37'E 221.03 L2 S 4027'37.E 13.24 9 LJ S 364136'E 6MIR 8 DRRVE ARC DELTA RADIUS )UN0E1R PHASE 1 PHASE 11 Cl 230.13 21'44`35' 606.40 116.47 C2 64.72 16-10'30' 300.00 4264 1�R'; CURL T/C 11+20.00 1e.5'LT.STANDARD 5'CONCRETE ENO PROP. T/CALNU STA. 0+00.00 BROOK:SiA. 14+51.16 WALNU Q SEC710N(SEE SHEET J) T/C•• 620.40 0 STA. 11+20.00 WALNUT DRIVE 14+15.65 I 1 9+73.51 10.5'LT. END TYPICAL SECTION CURB RETURI CO END PROP. TEMP. i/C T C- 611.5. LU MATCH E30ST. PVMT. Z CURB RETURN 11.5'ACCESS ESMT. PROP.6'W,l E/P-628.58(FIELD VERIFY) -0 _ T/C- 627.73 t� �. � WALNUT DRIVE STA. 9+55.09 TEMP C.L. • y ,� MATCH EXIST. PVMT. m N N 1� 4W�`� f'✓,gyp ^`"i. , ft-4� 1— Li T/C.. 629.10 iw':,a�-e xl'4� 15 f4N� f .9,„. m ~—n n �1. wT�j'I: t:''p. ,} 4 .. G3 *A M1 . L �� ,,, `r ni,1,It,hF ti ¢i'.* ¢fir �� MATCH COST.PVMT. '�'� / E/P-62&60(FIELD VERIFY') I `� ....., °Mu 4L 1142444 )ab RT, STA. 12+ •IJ ALNU ORI O l;/ i END roar. r 0 _ �� r/c— e2o.4o ' NC P.. 0 0 ` NNR4 T/4-sa �r \ PROFlIf THIS SHEET 0172.23 l6.0'1M END PROP. TEMP. T/C CURD RETURN ■VY it., - twill • BLOCK '2' City of Southlake,Texas CITY MANAGER MEMORANDUM September 17, 1993 TO:. Curtis E. Hawk, City Manager FROM: Greg Last, Community Development Director SUBJECT: Zoning Ordinance, Concept Plan requirements There have been some discussions recently concerning the requirements for Concept Plans prior to the issuance of a building permit in all commercial zoning districts . The language common to many of the Districts is as follows : CONCEPT PLAN - A Concept Plan meeting the requirements of Section 41 of this ordinance shall be submitted either with the zoning change request or prior to the submittal of the development site plan. All properties zoned at the effective date of this ordinance which do not have an approved Concept Plan on file with the City shall submit a Concept Plan meeting the requirements of Section 41 of this ordinance prior to submittal of the development site plan. The Concept Plan shall be processed in accordance with this ordinance and state law for changes in zoning. (As amended by Ordinance No. 480-C. ) Please place this on the next Council acenda as a discussion item. GL/gj i"" encl . Appendix 'A' - Schedule of District Regulations //a. _ / 8 II APPENDIX "A" - PAGE TWO June 24, 1993 SCHEDULE OF DISTRICT REGULATIONS MIN YD RQMTS MIN. TRACT EA MAXIMUM MAX LOT CONCEPT DEVELOPMENT SITE SIZE MIN BLDG MAX BLDG FRNT SIDE REAR BUILDING HT COVERAGE PLAN PLAN REQUIRED MARE ZONING DISTRICT (ACRES) SIZE (SF) SIZE (SF) (FT) (FT) (FT) (STOR) (FT) (PERCENT) REQUIRED (REVIEW AUTHORITY) NR-PUD NON-RES PLED. UNIT DEV. 10 --(See specific regulations in Section 30) 4,5 4,5 (City Council) R-PUD RESIDENTIAL PLAN UNIT DEV. 50 --(See specific regulations in Section 30) 30, 4,5 4,5 (City Council) CS COMMUNITY SERVICE N/A N/A N/A 30 15,, 10, 2.5 35 50 1 2 (Admin.) 01 OFFICE 1 N/A 3000 N/A 30 15, 10,E 2.5 35 50 3 2 (Admin.) 02 OFFICE 2 N/A 3000 N/A 30 15, 10 6.0 90 50 3 2 (Admin.) C-I NEIGHBORHOOD COMMERCIAL N/A 2000 10000 30 15„ 10,E 2.5 35 50 3 2 (Adman.) C-2 LOCAL RETAIL COMMERCIAL N/A 2000 40000 30 15„ 10 2.5 35 50 3 2 (Admin.) C-3 GENERAL COMMERCIAL N/A 2000 N/A 30 15 10, 3.0 35 60 3 2 (Admin.) \ C-4 ARTERIAL MALL COMMERCIAL 20 2000 30 15„ 10 6.0 90 60 3 2 (Admin.) B-1 BUSINESS SERVICE PARK 5 N/A 40, 15„ 10, 1.0„ 20„ 1 2 (Admin.) (O B-2 COMMERCIAL MANUFACTURING 3000 40, 15„ 10, 1.0„ 20„ 1 2- (Admin.) cpXxI I-1 LIGHT INDUSTRIAL 5 3000 N/A 40, 15,, 10„ 1.0, 20„ 3 2 (Admin.) I-2 HEAVY INDUSTRIAL 10 3000 N/A 40, 15,, 10, 1.0„ 20„ 3 2 (Admin.0) NC HOTEL N/A N/A N/A 30 15,, 10„ 6.0 90 1 2 (Admin.) S-P-I (DETAILED) SITE PLAN DISTRICT** N/A N/A N/A N/A I (City Council) S-P-2 (GENERALIZED) SITE PLAN DIST.•* 2 N/A N/A 1 2 (City Council) N/A Not Applicable ; I Except the sum total of accessory buildings may not exceed 1000 sq. ft. per acre. J Where abutting a lot zoned as single family residential, there shall be a 25 foot side yard. K Where abutting a lot zoned as residential, there shall be a 25 foot rear yard. L Except the sum total of accessory buildings may not exceed 100 square feet per dwelling unit. ' M Where abutting a lot zoned as single family residential, each portion of a building in excess of 15 feet in height shall be set back one foot for each one fat in height. N Where a building is more than 100 feet from any residential classification, maximum height is 2 1/2 stories and 35 feet. P If not abutting residential classification or sharing common frontage upon street or R.O.W with residential classification, then front yard may be 30 foot. Co Petroleum Operations require site plan approval by City Council. 1. Required when filing for zoning request. 2. Required before issuance of building permit. 3. Required either with zoning request or prior to submittal of development site plan. 4. For developments less than 100 acres - required when submitting zoning application. 5. For developments 100 acres or greater - may either submit concept plan at time of application and interim development site plans as phases are developed or may submit development site plan at time of zoning application. ** No single family (either attached or detached) may be authorized. vpfilea\diitrict.reg\append.pg2