09.24.2013 Town Council Packet
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Prosper is a place where everyone matters.
1. Call to Order/Roll Call.
2. Invocation, Pledge of Allegiance and Pledge to the Texas Flag.
3. Announcements of upcoming events.
4. CONSENT AGENDA:
(Items placed on the Consent Agenda are considered routine in nature and non-
controversial. The Consent Agenda can be acted upon in one motion. Items may be
removed from the Consent Agenda by the request of Council Members or staff.)
4a. Consider and act upon minutes from the following Town Council meeting. (RB)
Regular Meeting – September 10, 2013
4b. Consider and act upon an Ordinance rezoning 5.0± acres, located on the west
side of Preston Road, 400± feet north of Broadway Street, from Commercial (C)
to Planned Development-Retail (PD-R). (Z13-0013). (CC)
4c. Consider and act upon an Ordinance rezoning 135.0± acres, located on the west
side of Preston Road, 1,200± feet south of Frontier Parkway, from Agricultural
(A) to 127.0± acres of Single Family-12.5 (SF-12.5) and 8.0± acres of Office (O).
(Z13-0014). (CC)
4d. Consider and act upon whether to direct staff to submit a written notice of appeal
on behalf of the Town Council to the Development Services Department,
pursuant to Chapter 4, Section 1.5(C)(7) and 1.6(B)(7) of the Town’s Zoning
Ordinance, regarding action taken by the Planning & Zoning Commission on any
site plan or preliminary site plan. (CC)
4e. Consider and act upon authorizing the Town Manager to execute an Interlocal
Agreement for Geographic Information System (GIS) Services between the Town
of Prosper and the City of Frisco. (CC)
4f. Consider and act upon authorizing the Town Manager to execute an Interlocal
Agreement for Librarian Services between the Town of Prosper and City of
Celina. (HW)
4g. Consider and act upon a Resolution delegating the authority to the Town's
Purchasing Agent to determine the best method of procurement for the purchase
of goods and services, subject to limitations, as stated herein. (JC)
AGENDA
Meeting of the Prosper Town Council
Prosper Municipal Chambers
108 W. Broadway, Prosper, Texas
Tuesday, September 24, 2013
6:00 p.m.
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4h. Consider and act upon a Resolution approving rules for the electronic receipt of
bids or proposals. (JC)
4i. Consider and act upon an Ordinance amending Chapter 1 of the Code of
Ordinances of the Town of Prosper, Texas, authorizing the Town Manager to
execute contracts, change orders, and interlocal agreements, subject to
limitations. (JC)
4j. Consider and act upon a Resolution designating The Prosper Press as the
official newspaper of the Town of Prosper for the Fiscal Year 2013-2014. (RB)
4k. Receive the Quarterly Investment Report for the quarter ending June 30, 2013.
(BB)
5. CITIZEN COMMENTS:
(The public is invited to address the Council on any topic. However, the Council is
unable to discuss or take action on any topic not listed on this agenda. Please
complete a “Speaker Request Form” and present it to the Town Secretary prior to the
meeting.)
Other Comments by the Public -
REGULAR AGENDA:
(If you wish to address the Council during the regular agenda portion of the meeting,
please fill out a “Speaker Request Form” and present it to the Town Secretary prior to
the meeting. Citizens wishing to address the Council for items listed as public hearings
will be recognized by the Mayor. Those wishing to speak on a non-public hearing
related item will be recognized on a case-by-case basis, at the discretion of the Mayor
and Town Council.)
DEPARTMENT ITEMS:
6. Consider and act upon an Ordinance adopting the Fiscal Year 2013-2014 Annual
Budget for the fiscal year beginning October 1, 2013, and ending September 30, 2014,
and approving certain amendments to the Fiscal Year 2012-2013 Annual Budget. (HJ)
7. Consider and act upon an Ordinance adopting the Town of Prosper 2013 Property Tax
Rate. (HJ)
8. Discussion on the Town Council strategic goal: Develop a plan to accommodate growth
in youth sports and Town recreation programs. (WM)
9. Discussion on the Fire Station Citizen Committee. (RT)
10. Consider and act upon appointments to fill expiring terms and vacancies on the following
Boards and Commissions: Board of Adjustment/Construction Board of Appeals, Parks
and Recreation Board, Planning and Zoning Commission, and Prosper Economic
Development Corporation. (RB)
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11. Tabled Item: Consider and act upon approving an office lease for municipal offices
between MSW Prosper 380, LP, and the Town of Prosper; and authorizing the Town
Manager to execute same on behalf of the Town. (HJ)
12. EXECUTIVE SESSION:
Recess into Closed Session in compliance with Section 551.001 et seq. Texas
Government Code, as authorized by the Texas Open Meetings Act, to deliberate
regarding:
12a. Section 551.087. To discuss and consider economic development incentives.
12b. Section 551.072. To discuss and consider purchase, exchange, lease or value
of real property for municipal purposes and all matters incident and related
thereto.
12c. Section 551.074. To discuss appointments to the Board of
Adjustment/Construction Board of Appeals, Parks and Recreation Board,
Planning and Zoning Commission, and Prosper Economic Development
Corporation.
13. Reconvene in Regular Session and take any action necessary as a result of the Closed
Session.
14. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting.
15. Adjourn.
CERTIFICATION
I, the undersigned authority, do hereby certify that this Notice of Meeting was posted on the inside window at the
Town Hall of the Town of Prosper, Texas, 121 W. Broadway Street, Prosper, Texas, a place convenient and readily
accessible to the general public at all times, and said Notice was posted on the following date and time:
On September 20, 2013, at 5:00 p.m. and remained so posted at least 72 hours before said meeting was convened.
________________________________________ ____________________
Robyn Battle, Town Secretary Date Noticed Removed
If during the course of the meeting covered by this Notice, the Town Council should determine that a closed or
executive meeting or session of the Town Council or a consultation with the attorney/special counsel for the Town
should be held or is required, then such closed or executive meeting or session or consultation with the
attorney/special counsel as authorized by the Texas Open Meetings Act, Texas Government Code, §551.001, et
seq., will be held by the Town Council at the date, hour and place given in this Notice or as soon after the
commencement of the meeting covered by this Notice as the Town Council may conveniently meet in such closed or
executive meeting or session or consult with the attorney/special counsel for the Town concerning any and all
subjects and for any and all purposes permitted by the Act, including, but not limited to, the following sections and
purposes:
Texas Government Code:
§551.071 - Consultation with the attorney/special counsel for the Town.
§551.072 - Discussion regarding the purchase, exchange, lease or value of real property.
§551.074 - Discussion regarding personnel matters.
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NOTICE
Pursuant to Town of Prosper Ordinance Number 07-04, all speakers other than Town of Prosper Staff are limited to
three (3) minutes per person, per item, which may be extended for an additional two (2) minutes with approval of a
majority vote of the Town Council.
NOTICE OF ASSISTANCE AT PUBLIC MEETINGS: The Prosper Town Council Meetings are wheelchair
accessible. Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services
such as Interpreters for persons who are deaf or hearing impaired, readers, or large print, are requested to contact
the Town Secretary’s Office at (972) 569-1011. BRAILLE IS NOT AVAILABLE.
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Prosper is a place where everyone matters.
1. Call to Order/Roll Call.
The meeting was called to order at 6:04 p.m.
Council Members Present:
Mayor Ray Smith
Mayor Pro Tem Meigs Miller
Deputy Mayor Pro Tem Kenneth Dugger
Council Member Michael Korbuly
Council Member Curry Vogelsang
Council Member Jason Dixon
Council Members Absent:
Council Member Danny Wilson
Staff Members Present:
Harlan Jefferson, Town Manager
Robyn Battle, Town Secretary
Terrence Welch, Town Attorney
Hulon T. Webb, Jr., Executive Director of Development and Community Services
Chris Copple, Director of Development Services
Kirk McFarlin, Police Chief
Baby Raley, Human Resources Director
Robert Winningham, PEDC Executive Director
2. Invocation, Pledge of Allegiance and Pledge to the Texas Flag.
Pastor Doug Kriz led the invocation. The Pledge of Allegiance and the Pledge to the
Texas Flag were recited.
3. Announcements of upcoming events.
Council Member Vogelsang made the following announcements:
The Town Council thanked Lighthouse Christian Fellowship and Prosper United
Methodist Church for providing the food and drinks at the Community Picnic on
September 7, and also thanked all of the Town staff and volunteers who helped make
the picnic such a successful event.
The public was invited to a ceremony in remembrance of September 11 at the fire
station at 7:30 a.m. on Wednesday. On Saturday, September 7, members of the
Prosper Fire Department participated in the third annual 9/11 Memorial Stair Climb at the
Renaissance Tower in Dallas in honor of the people killed in the attacks. Proceeds from
MINUTES
Meeting of the Prosper Town Council
Prosper Municipal Chambers
108 W. Broadway, Prosper, Texas
Tuesday, September 10, 2013
6:00 p.m. Regular Meeting
Item 4a
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the event help the families of the September 11 victims, fallen firefighters, and police
officers.
Serve Prosper is a community cleanup event scheduled for Saturday, September 14.
Projects will include painting, light repairs, and trash and debris removal at four homes in
Prosper. Volunteers will meet at the downtown basketball court at 8:00 a.m.
On Monday, September 16, the Town will offer a repeat presentation of a seminar on
Rainwater Harvesting and Rain Barrel Construction at the Prosper Community Library at
Reynolds Middle School from 6:30-8:30 p.m.
On October 1, from 6:00-9:00 p.m., residents are invited to lock their doors, turn on
outside lights and spend the evening outside with neighbors and police. National Night
Out was created as an effort to heighten awareness and strengthen participation in local
anticrime efforts. Contact Officer Marty Nevil at the Prosper Police Department for more
information or to schedule a block party.
The Prosper Fire Department will host an Open House on Saturday, October 5 from
11:00 a.m.-2:00 p.m. to kick off Fire Prevention Week. The public is invited to come and
enjoy hot dogs, water games, and other fun activities with Prosper’s firefighters.
4. CONSENT AGENDA:
(Items placed on the Consent Agenda are considered routine in nature and non-
controversial. The Consent Agenda can be acted upon in one motion. Items may
be removed from the Consent Agenda by the request of Council Members or
staff.)
4a. Consider and act upon minutes from the following Town Council meetings.
(RB)
Regular Meeting – August 27, 2013
Special Called Meeting – August 29, 2013
4b. Consider and act upon Ordinance No. 13-47, rezoning 0.5± acre, located on
the north side of First Street, 200± feet west of Craig Road (705 E. First
Street) from Single Family-15 (SF-15) to Downtown Office (DTO). (Z13-
0012). (CC)
4c. Consider and act upon adopting the FY 2013-2014 Prosper Economic
Development Corporation budget. (RW)
4d. Receive the monthly Financial Report for June 2013. (HJ)
Deputy Mayor Pro Tem Dugger made a motion and Mayor Pro Tem Miller seconded the
motion to approve all items on the Consent Agenda. The motion was approved by a
vote of 6-0.
5. CITIZEN COMMENTS:
(The public is invited to address the Council on any topic. However, the Council is
unable to discuss or take action on any topic not listed on this agenda. Please
Item 4a
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complete a “Speaker Request Form” and present it to the Town Secretary prior to the
meeting.)
Ann Lieber, 1190 Crooked Stick, Prosper, updated the Council on a meeting she
attended at the North Central Texas Council of Governments (NCTCOG) on August 14
regarding transportation, and expressed her concerns about recent legislation that
removes local authority from the process of determining the location of toll roads.
REGULAR AGENDA:
(If you wish to address the Council during the regular agenda portion of the meeting,
please fill out a “Speaker Request Form” and present it to the Town Secretary prior to
the meeting. Citizens wishing to address the Council for items listed as public hearings
will be recognized by the Mayor. Those wishing to speak on a non-public hearing
related item will be recognized on a case-by-case basis, at the discretion of the Mayor
and Town Council.)
PUBLIC HEARINGS:
6. Conduct a Public Hearing, and consider and act upon a request to rezone 5.0±
acres, located on the west side of Preston Road, 400± feet north of Broadway
Street, from Commercial (C) to Planned Development-Retail (PD-R). (Z13-0013).
(CC)
Chris Copple, Director of Development Services, presented this item before the Town
Council. The applicant is requesting to rezone the property to allow for three additional
retail/office buildings to be constructed in the same manner as the existing buildings.
The proposed PD-R regulations include several development standards that vary from
straight zoning due to the uniqueness of the property. These standards include
requirements for setbacks, permitted uses, parking, exterior building materials, and
screening. The proposed buildings reflect the character of Preston Road as described in
the 2012 Comprehensive Plan. Town staff has received seven zoning notification reply
forms, with six of them in opposition to the request. The Planning & Zoning Commission
approved this item at their August 20, 2013, meeting subject to modifications in the
landscaping and screening requirements. Town staff received a revised Exhibit D from
the applicant that reflects the requested additional landscaping and screening. Town
staff recommends approval of this item, with the inclusion of the revised Exhibit D.
Council Member Dixon made a motion and Deputy Mayor Pro Tem Dugger seconded
the motion to open the Public Hearing. The motion was approved by a vote of 6-0.
Cindi Koehn, 620 Creekview Drive, Prosper, requested to speak on this item. After
reviewing the revised Exhibit D with the applicant and Town staff, she yielded the floor
so that the developer could address the Council.
Phil Jobe, the developer of the project, explained that he had met with the Homeowners
Association for the area, and had modified the landscaping and screening for the project
to address their concerns.
Mayor Pro Tem Miller made a motion and Council Member Dixon seconded the motion
to close the Public Hearing. The motion was approved by a vote of 6-0.
Item 4a
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After discussion, Council Member Dixon made a motion and Mayor Pro Tem Miller
seconded the motion to rezone 5.0± acres, located on the west side of Preston Road,
400± feet north of Broadway Street, from Commercial (C) to Planned Development-
Retail (PD-R), with the inclusion of the recommendations by the Planning & Zoning
Commission. The motion was approved by a vote of 6-0.
7. Conduct a Public Hearing, and consider and act upon a request to rezone 135.0±
acres, located on the west side of Preston Road, 1,200± feet south of Frontier
Parkway, from Agricultural (A) to 127.0± acres of Single Family-12.5 (SF-12.5) and
8.0± acres of Office (O). (Z13-0014). (CC)
Chris Copple, Development Services Director, presented this item before the Council.
The Future Land Use Plan (FLUP) recommends medium density residential uses south
of the floodplain and retail and neighborhood services north of the floodplain. The
zoning request conforms to the FLUP with respect to the project’s proposed density and
lot size. Town staff has received one zoning notification reply form, which is not in
opposition to the request. The Planning & Zoning Commission approved this request at
its August 20, 2013, meeting. Town staff recommends approval of this item.
Mayor Pro Tem Miller made a motion and Council Member Korbuly seconded the motion
to open the Public Hearing. The motion was approved by a vote of 6-0.
With no one speaking, Mayor Pro Tem Miller made a motion and Council Member Dixon
seconded the motion to close the Public Hearing. The motion was approved by a vote of
6-0.
After discussion, Mayor Pro Tem Miller made a motion and Council Member Dixon
seconded the motion to rezone 135.0± acres, located on the west side of Preston Road,
1,200± feet south of Frontier Parkway, from Agricultural (A) to 127.0± acres of Single
Family-12.5 (SF-12.5) and 8.0± acres of Office (O). The motion was approved by a vote
of 6-0.
8. Conduct a Public Hearing to consider and discuss the FY 2013-2014 Budget, as
proposed. (HJ)
Town Manager Harlan Jefferson presented this item before the Town Council. This will
be the second Public Hearing on the proposed budget. There are no increased rates or
fees in the FY 2013-2014 proposed budget.
Council Member Dixon made a motion and Council Member Korbuly seconded the
motion to open the Public Hearing. The motion was approved by a vote of 6-0.
Irwin “Cap” Parry, 850 Kingsview Drive, Prosper, spoke in favor of the proposed budget.
He referenced Mr. Weaver’s comments at the previous Town Council meeting regarding
the staffing levels of the Police Department. He urged Council to approve a budget for
the police force that is appropriate for the needs of the Town.
Ann Lieber, 1190 Crooked Stick, Prosper, spoke in favor of the proposed budget. She
concurred with Mr. Parry, noting that public safety is a part of infrastructure, and
infrastructure should be put in place before moving forward on other projects. Ms.
Lieber complimented the Town Council on their efforts.
Item 4a
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Deputy Mayor Pro Tem Dugger made a motion and Council Member Dixon seconded
the motion to close the Public Hearing. The motion was approved by a vote of 6-0.
9. Conduct a Public Hearing to consider and discuss a proposal to increase total tax
revenues from properties on the tax roll in the preceding tax year by 12.29
percent. (HJ)
Town Manager Harlan Jefferson presented this item before the Town Council. This will
be the eighth year that the Town has not had a tax rate increase. The Town has
complied with state law in providing notices of tax revenue increase, though the tax rate
itself has not changed.
Mayor Smith announced that tonight’s Public Hearing is the second of two Public
Hearings to discuss the FY 2013-2014 proposed tax rate. The Town Council will vote on
both the FY 2013-2014 Proposed Budget and the proposed tax rate at a meeting
scheduled on September 24, 2013, at 6:00 p.m., located at the Town of Prosper
Municipal Chambers at 108 W. Broadway, Prosper, Texas. Once the Public Hearing is
opened, the public is encouraged to express their views.
Council Member Dixon made a motion and Council Member Vogelsang seconded the
motion to open the Public Hearing. The motion was approved by a vote of 6-0.
With no one speaking, Deputy Mayor Pro Tem Dugger made a motion and Council
Member Vogelsang seconded the motion to close the Public Hearing. The motion was
approved by a vote of 6-0.
Mayor Smith skipped to Item 12.
12. EXECUTIVE SESSION:
Recess into Closed Session in compliance with Section 551.001 et seq. Texas
Government Code, as authorized by the Texas Open Meetings Act, to deliberate
regarding:
12a. Section 551.087. To discuss and consider economic development
incentives.
12b. Section 551.072. To discuss and consider purchase, exchange, lease or
value of real property for municipal purposes and all matters incident and
related thereto.
12c. Section 551.074. To discuss appointments to the Planning & Zoning
Commission, Parks & Recreation Board, Prosper Economic Development
Corporation Board, Board of Adjustment, and Construction Board of
Appeals.
12d. Section 551.071. Consultation with the Town Attorney regarding legal
issues associated with proposed amendments to the Town’s zoning
ordinance relative to Texas Alcoholic Beverage Code regulations, and all
matters incident and related thereto.
The Town Council recessed into Executive Session at 6:41 p.m.
Item 4a
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Council Member Jason Dixon left the meeting at 7:30 p.m.
13. Reconvene in Regular Session and take any action necessary as a result of the
Closed Session.
The Regular Session was reconvened at 7:34 p.m.
No action was taken as a result of Executive Session.
DEPARTMENT ITEMS:
10. Conduct a Public Hearing, and consider and act upon Ordinance No. 13-48,
amending Chapter 2, Section 25 (Specific Use Permits); Chapter 3, Section 1 (Use
of Land and Buildings) and Section 2 (Definitions); and Chapter 4, Section 4
(Parking Requirements), of the Town’s Zoning Ordinance relating to, among other
things, certain definitions, uses and regulations pertaining to alcoholic beverages.
(Z13-0010). (CC)
Chris Copple, Development Services Director, presented this item before the Town
Council. The Town Attorney has drafted an amendment to the Town’s Zoning
Ordinance, updating the Town’s land use charts and regulations pertaining to alcoholic
beverages. The ordinance has been updated to comply with the Texas Alcoholic
Beverage Code. The Planning & Zoning Commission recommended approval of this
item at their August 20, 2013, meeting. Town staff recommends approval of this item.
Deputy Mayor Pro Tem Dugger made a motion and Council Member Korbuly seconded
the motion to open the Public Hearing. The motion was approved by a vote of 5-0.
With no one speaking, Mayor Pro Tem Miller made a motion and Deputy Mayor Pro Tem
Dugger seconded the motion to close the Public Hearing. The motion was approved by
a vote of 5-0.
Deputy Mayor Pro Tem Dugger made a motion and Mayor Pro Tem Miller seconded the
motion to approve Ordinance No. 13-48, amending Chapter 2, Section 25 (Specific Use
Permits); Chapter 3, Section 1 (Use of Land and Buildings) and Section 2 (Definitions);
and Chapter 4, Section 4 (Parking Requirements), of the Town’s Zoning Ordinance
relating to, among other things, certain definitions, uses and regulations pertaining to
alcoholic beverages. The motion was approved by a vote of 5-0.
11. Consider and act upon approving an office lease for municipal offices between
MSW Prosper 380, LP, and the Town of Prosper; and authorizing the Town
Manager to execute same on behalf of the Town. (HJ)
The Mayor recognized the following individual who requested to speak on this item:
Irwin “Cap” Parry, 850 Kingsview Drive, Prosper, questioned the Council on the purpose
of the lease. The Town Council explained that the lease will allow Town staff to relocate
to one location, increasing the efficiency of staff, and that the options to find a solution in
the downtown area have been exhausted. The Town Council will continue to look into
options for a more permanent location for Town staff.
Item 4a
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Deputy Mayor Pro Tem Dugger made a motion and Council Member Korbuly seconded
the motion to table Item 11. The motion was approved by a vote of 5-0.
14. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting.
Deputy Mayor Pro Tem Dugger directed staff to place a discussion item on the next
agenda regarding the formation of a committee to determine the location of a fire station
on the northeast side of Prosper.
15. Adjourn.
Deputy Mayor Pro Tem Dugger made a motion and Council Member Korbuly seconded
the motion to adjourn the meeting at 7:46 p.m., on Tuesday, September 10, 2013. The
motion was approved by a vote of 5-0.
These minutes approved on the 24th day of September, 2013.
APPROVED:
Ray Smith, Mayor
ATTEST:
Robyn Battle, Town Secretary
Item 4a
Page 1 of 1
To: Mayor and Town Council
From: Chris Copple, AICP, Director of Development Services
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon an Ordinance rezoning 5.0± acres, located on the west side of Preston
Road, 400± feet north of Broadway Street, from Commercial (C) to Planned Development-Retail
(PD-R). (Z13-0013).
Description of Agenda Item:
On September 10, 2013, the Town Council approved zoning case Z13-0013, by a vote of 6-0.
Town staff has prepared an ordinance rezoning the property.
Legal Obligations and Review:
Zoning Ordinance 05-20 requires that the Town Council hold a public hearing before approving
a zoning request and adopting an ordinance rezoning property. A public hearing has been held
and the Town Council approved the zoning case. The attached ordinance is a standard format
that was previously approved by the Town Attorney, Terrence Welch.
Attached Documents:
1. Ordinance
Town Staff Recommendation:
Town staff recommends the Town Council approve an Ordinance rezoning 5.0± acres, located
on the west side of Preston Road, 400± feet north of Broadway Street, from Commercial (C) to
Planned Development-Retail (PD-R).
Proposed Motion:
I move to adopt an Ordinance rezoning 5.0± acres, located on the west side of Preston Road,
400± feet north of Broadway Street, from Commercial (C) to Planned Development-Retail
(PD-R).
Prosper is a place where everyone matters.
PLANNING
Item 4b
TOWN OF PROSPER, TEXAS ORDINANCE NO. 13-__
AN ORDINANCE AMENDING PROSPER’S ZONING ORDINANCE NO. 05-20
AND ORDINANCE NO. 96-20; REZONING A TRACT OF LAND CONSISTING
OF 4.977 ACRES, MORE OR LESS, SITUATED IN THE COLLIN COUNTY
SCHOOL LAND SURVEY, ABSTRACT NO. 147, IN THE TOWN OF
PROSPER, COLLIN COUNTY, TEXAS, HERETOFORE ZONED
COMMERCIAL (C) IS HEREBY REZONED AND PLACED IN THE ZONING
CLASSIFICATION OF PLANNED DEVELOPMENT-RETAIL (PD-R);
DESCRIBING THE TRACT TO BE REZONED; PROVIDING FOR A PENALTY
FOR THE VIOLATION OF THIS ORDINANCE; PROVIDING FOR REPEALING,
SAVING AND SEVERABILITY CLAUSES; PROVIDING FOR AN EFFECTIVE
DATE OF THIS ORDINANCE; AND PROVIDING FOR THE PUBLICATION OF
THE CAPTION HEREOF.
WHEREAS, the Town Council of the Town of Prosper, Texas (the “Town Council”) has
investigated and determined that Zoning Ordinance No. 05-20 should be amended; and
WHEREAS, the Town of Prosper, Texas (“Prosper”) has received a request from Jobe
Properties LTD (“Applicant”) to rezone 4.977 acres of land, more or less, situated in the Collin
County School Land Survey, Abstract No. 147, in the Town of Prosper, Collin County, Texas;
and
WHEREAS, the Town Council has investigated into and determined that the facts
contained in the request are true and correct; and
WHEREAS, all legal notices required for rezoning have been given in the manner and
form set forth by law, and public hearings have been held on the proposed rezoning and all
other requirements of notice and completion of such zoning procedures have been fulfilled; and
WHEREAS, the Town Council has further investigated into and determined that it will be
advantageous and beneficial to Prosper and its inhabitants to rezone this property as set forth
below.
NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS:
SECTION 1
Findings Incorporated. The findings set forth above are incorporated into the body of this
Ordinance as if fully set forth herein.
SECTION 2
Amendments to Zoning Ordinance No. 05-20 and Ordinance No. 96-20. Zoning
Ordinance No. 05-20 and Ordinance No. 96-20 is amended as follows: The zoning designation
of the below-described property containing 4.977 acres of land, more or less, situated in the
Collin County School Land Survey, Abstract No. 147, in the Town of Prosper, Collin County,
Texas, (the “Property”) and all streets, roads and alleyways contiguous and/or adjacent thereto
is hereby rezoned as Planned Development-Retail (PD-R). The property as a whole and the
Item 4b
Ordinance No. 13-__, Page 2
boundaries for each zoning classification are more particularly described in Exhibit “A” attached
hereto and incorporated herein for all purposes as if set forth verbatim.
The development plans, standards, and uses for the Property in this Planned
Development District shall conform to, and comply with 1) the statement of intent and purpose,
attached hereto as Exhibit “B”; 2) the planned development standards, attached hereto as
Exhibit “C”; 3) the concept plan, attached hereto as Exhibit “D”; 4) the development schedule,
attached hereto as Exhibit “E”, and; 5) the conceptual elevations, attached hereto as Exhibit “F”,
which are incorporated herein for all purposes as if set forth verbatim. Except as amended by
this Ordinance, the development of the Property within this Planned Development District must
comply with the requirements of all ordinances, rules, and regulations of Prosper, as they
currently exist or may be amended.
Three original, official and identical copies of the zoning exhibit map are hereby adopted
and shall be filed and maintained as follows:
a. Two (2) copies shall be filed with the Town Secretary and retained as original
records and shall not be changed in any matter.
b. One (1) copy shall be filed with the Building Official and shall be maintained up-to-
date by posting thereon all changes and subsequent amendments for observation,
issuing building permits, certificates of compliance and occupancy and enforcing the
zoning ordinance. Reproduction for information purposes may from time-to-time be
made of the official zoning district map.
Written notice of any amendment to this District shall be sent to all owners of properties
within the District as well as all properties within two hundred feet (200’) of the District to be
amended.
SECTION 3
No Vested Interest/Repeal. No developer or property owner shall acquire any vested
interest in this Ordinance or in any other specific regulations contained herein. Any portion of
this Ordinance may be repealed by the Town Council in the manner provided for by law.
SECTION 4
Unlawful Use of Premises. It shall be unlawful for any person, firm or corporation to
make use of said premises in some manner other than as authorized by this Ordinance, and
shall be unlawful for any person, firm or corporation to construct on said premises any building
that is not in conformity with the permissible uses under this Zoning Ordinance.
SECTION 5
Penalty. Any person, firm, corporation or business entity violating this Ordinance or any
provision of Prosper’s Zoning Ordinance No. 05-20, or as amended, shall be deemed guilty of a
misdemeanor, and upon conviction thereof shall be fined any sum not exceeding Two Thousand
Dollars ($2,000.00). Each continuing day’s violation under this Ordinance shall constitute a
separate offense. The penal provisions imposed under this Ordinance shall not preclude
Prosper from filing suit to enjoin the violation. Prosper retains all legal rights and remedies
available to it pursuant to local, state and federal law.
Item 4b
Ordinance No. 13-__, Page 3
SECTION 6
Severability. Should any section, subsection, sentence, clause or phrase of this
Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is
expressly provided that any and all remaining portions of this Ordinance shall remain in full force
and effect. Prosper hereby declares that it would have passed this Ordinance, and each
section, subsection, clause or phrase thereof irrespective of the fact that any one or more
sections, subsections, sentences, clauses and phrases be declared unconstitutional or invalid.
SECTION 7
Savings/Repealing Clause. Prosper’s Zoning Ordinance No. 05-20 shall remain in full
force and effect, save and except as amended by this or any other Ordinance. All provisions of
any ordinance in conflict with this Ordinance are hereby repealed to the extent they are in
conflict; but such repeal shall not abate any pending prosecution for violation of the repealed
ordinance, nor shall the appeal prevent a prosecution from being commenced for any violation if
occurring prior to the repealing of the ordinance. Any remaining portions of said ordinances
shall remain in full force and effect.
SECTION 8
Effective Date. This Ordinance shall become effective from and after its adoption and
publications as required by law.
DULY PASSED, APPROVED, AND ADOPTED BY THE TOWN COUNCIL OF THE
TOWN OF PROSPER, TEXAS, ON THIS 24TH DAY OF SEPTEMBER, 2013.
______________________________
Ray Smith, Mayor
ATTEST:
_________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_________________________________
Terrence S. Welch, Town Attorney
Item 4b
Item 4b
Item 4b
ΔΔΔ0GRAPHIC SCALE( IN FEET )1 inch = ft.STATE REGISTRATION NUMBER: F-399289380PROSPERItem 4b
R:\Data\2002\02023\03\Correspondence\PD\02023-03 - Stone Creek Commercial_PD Overview_2013-07-25.docx
#Z13-0013
EXHIBIT “B”
STATEMENT OF INTENT & PURPOSE
STONE CREEK COMMERCIAL
Prosper, Texas
The purpose for the Planned Development Retail District (R) is to establish a zoning that is
compatible with the existing uses of land and existing structures within the subject parcel of land.
This proposed Planned Development will establish a high quality development that will be
successful for the economic viability of the land and will produce cohesive construction between
existing and proposed architecture benefiting the citizens of Prosper in the future.
The proposed zoning will allow for retail and/or office development, as currently defined in the
Retail District base zoning, and additional requirements that will enhance and create an
environment that provides retail related service business.
Item 4b
R:\Data\2002\02023\03\Correspondence\PD\02023-03 - Stone Creek Commercial_PD_2013-08-05.docx
#Z13-0013
EXHIBIT “C”
Stone Creek Commercial
Planned Development Regulations
Prosper, Texas
1.0 General Regulations:
1.1 Except as otherwise set forth in these Planned Development Regulations, the
property shall develop under the Retail District (R) standards in the Town’s
Zoning Ordinance as it currently exists or may be amended.
1.2 Definitions used herein shall be the same as those found in the Zoning
Ordinance for the Town of Prosper, Texas.
2.0 Regulations:
2.1 Size of Yards:
2.1.1 Minimum Front Yard:
a. Thirty (30) foot building setback adjacent to Preston Road.
2.1.2 Minimum Side Yard:
a. No side yard setback is required adjacent to Lot 3XR.
b. Thirty (30) feet for a one (1) story building adjacent to a residential
district as shown in Exhibit “D”.
NOTE: there is a ten (10) foot side yard adjacent to non-residential use
for existing Lot 1R.
2.1.3 Minimum Rear Yard:
a. No rear yard setback is required adjacent to Lot 3XR.
b. Thirty (30) feet for a one (1) story building adjacent to a residential
district as shown in Exhibit “D”.
2.2 No internal setbacks shall be required adjacent to Lot 3XR as a landscape
buffer or building setback.
2.3 Lots shall be permitted to front onto Lot 3XR, Private Street, and common
area lots.
2.4 Lot 3XR shall be a fire lane, access, and utility easement to provide public
access to all lots.
2.5 Lot 3XR shall be a common area lot and shall be owned and maintained by
the Stone Creek Commercial Property Owners Association (POA).
2.6 The property shall be subject to, and each lot owner, shall be a member of
the Stone Creek Commercial Property Owners Association (POA).
Item 4b
R:\Data\2002\02023\03\Correspondence\PD\02023-03 - Stone Creek Commercial_PD_2013-08-05.docx
3.0 Permitted Uses:
3.1 Proposed land uses that are permitted within Retail District (R) uses shall meet
the allowable land uses within this Planned Development as set forth by the
Town’s Zoning Ordinance as it currently exists or may be amended.
4.0 Parking Provisions:
4.1 Dead-end parking aisles shall be permitted with the construction of this
Planned Development as shown in Exhibit “D”.
5.0 Exterior Appearance of Building and Structures:
5.1 No Single Primary material shall be restricted to a certain percent of elevation
area. All proposed buildings shall conform to the aesthetic materials of the
existing buildings, as shown in Exhibit “F”. The permitted materials shall consist
of the following allowable materials:
· Masonry shall be a standard split face CMU with limestone color
· Cast stone lintels and sills shall be precast concrete with limestone color
· Mortar mix shall match the existing building and running bond joints
· Standing seam metal roof & louvers shall be prefinished in gray to match
existing buildings.
· Doors, window frames, & louvers shall be a white gloss enamel to match
existing buildings.
· All wall mounted or exposed utilities shall be three (3) coat painted to
match existing buildings.
· Any exposed rafters shall be stained to match the existing buildings in red
cedar wood.
· Any exposed entry truss, front colonnade beam, fascia boards, roof
underside planks shall be stained to match the existing buildings in red
cedar wood.
5.2 Proposed buildings shall incorporate a pitched, gabled, mansard, hipped, or
otherwise slopped roof to match the existing buildings. All proposed sloped
roofs shall have a three (3) in twelve (12) inch minimum slope.
6.0 Land Use Screening:
6.1 In place of a masonry wall along the northern property lines of Lot 3R and 4R,
a solid living screen shall be planted as shown in Exhibit “D”. The solid living
screen shall contain a minimum of four-caliper inch Eastern Red Cedars
spaced on eight-foot centers, a minimum of eight feet in height at the time of
planting.
Item 4b
0GRAPHIC SCALE( IN FEET )1 inch = ft.STATE REGISTRATION NUMBER: F-399289380PROSPERItem 4b
#Z13-0013
EXHIBIT “E”
DEVELOPMENT SCHEDULE
STONE CREEK OFFICE PARK – PHASE III – BUILDING 3
Prosper, Texas
Following Town approval and receipt of a building permit, it is estimated that the construction of Phase
III – Building 3 will be completed within twelve months or less.
Note that Phase I – Building 1 (constructed 2005) and Phase II – Building 2(constructed 2006) are
existing. Building 4 and Building 5 will be part of future phases, anticipated construction time is within
36 months.
Item 4b
Item 4b
Page 1 of 1
To: Mayor and Town Council
From: Chris Copple, AICP, Director of Development Services
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon an Ordinance rezoning 135.0± acres, located on the west side of
Preston Road, 1,200± feet south of Frontier Parkway, from Agricultural (A) to 127.0± acres of
Single Family-12.5 (SF-12.5) and 8.0± acres of Office (O). (Z13-0014).
Description of Agenda Item:
On September 10, 2013, the Town Council approved zoning case Z13-0014, by a vote of 6-0.
Town staff has prepared an ordinance rezoning the property.
Legal Obligations and Review:
Zoning Ordinance 05-20 requires that the Town Council hold a public hearing before approving
a zoning request and adopting an ordinance rezoning property. A public hearing has been held
and the Town Council approved the zoning case. The attached ordinance is a standard format
that was previously approved by the Town Attorney, Terrence Welch.
Attached Documents:
1. Ordinance
Town Staff Recommendation:
Town staff recommends the Town Council approve an Ordinance rezoning 135.0± acres,
located on the west side of Preston Road, 1,200± feet south of Frontier Parkway, from
Agricultural (A) to 127.0± acres of Single Family-12.5 (SF-12.5) and 8.0± acres of Office (O).
Proposed Motion:
I move to adopt an Ordinance rezoning 135.0± acres, located on the west side of Preston Road,
1,200± feet south of Frontier Parkway, from Agricultural (A) to 127.0± acres of Single Family-
12.5 (SF-12.5) and 8.0± acres of Office (O).
Prosper is a place where everyone matters.
PLANNING
Item 4c
TOWN OF PROSPER, TEXAS ORDINANCE NO. 13-__
AN ORDINANCE AMENDING PROSPER’S ZONING ORDINANCE NO. 05-20;
REZONING A TRACT OF LAND CONSISTING OF 135.003 ACRES, MORE OR
LESS, SITUATED IN THE S. RICE SURVEY, ABSTRACT NO. 787, IN THE
TOWN OF PROSPER, COLLIN COUNTY, TEXAS, HERETOFORE ZONED
AGRICULTURAL (A) IS HEREBY REZONED AND PLACED IN THE ZONING
CLASSIFICATION OF SINGLE FAMILY-12.5 (SF-12.5) AND OFFICE (O);
DESCRIBING THE TRACT TO BE REZONED; PROVIDING FOR A PENALTY
FOR THE VIOLATION OF THIS ORDINANCE; PROVIDING FOR REPEALING,
SAVING AND SEVERABILITY CLAUSES; PROVIDING FOR AN EFFECTIVE
DATE OF THIS ORDINANCE; AND PROVIDING FOR THE PUBLICATION OF
THE CAPTION HEREOF.
WHEREAS, the Town Council of the Town of Prosper, Texas (the “Town Council”) has
investigated and determined that Zoning Ordinance No. 05-20 should be amended; and
WHEREAS, the Town of Prosper, Texas (“Prosper”) has received a request from Guhan
LLC and Ganapathy, Ltd (“Applicant”) to rezone 135.003 acres of land, more or less, situated in
the S. Rice Survey, Abstract No. 787, in the Town of Prosper, Collin County, Texas; and
WHEREAS, the Town Council has investigated into and determined that the facts
contained in the request are true and correct; and
WHEREAS, all legal notices required for rezoning have been given in the manner and
form set forth by law, and public hearings have been held on the proposed rezoning and all
other requirements of notice and completion of such zoning procedures have been fulfilled; and
WHEREAS, the Town Council has further investigated into and determined that it will be
advantageous and beneficial to Prosper and its inhabitants to rezone this property as set forth
below.
NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS:
SECTION 1
Findings Incorporated. The findings set forth above are incorporated into the body of this
Ordinance as if fully set forth herein.
SECTION 2
Amendments to Zoning Ordinance No. 05-20. Zoning Ordinance No. 05-20 is amended
as follows: The zoning designation of the property containing 135.003 acres of land, more or
less, situated in the S. Rice Survey, Abstract No. 787, in the Town of Prosper, Collin County,
Texas, (the “Property”) and all streets, roads and alleyways contiguous and/or adjacent thereto
is hereby rezoned as 127.0± acres of Single Family-12.5 (SF-12.5) and 8.0± acres of Office (O).
The Property as a whole and for this zoning classification is more particularly described in
Exhibit “A” attached hereto and incorporated herein for all purposes as if set forth verbatim.
Item 4c
Ordinance No. 13-__, Page 2
All development plans, standards, and uses for the Property shall comply fully with the
requirements of all ordinances, rules, and regulations of the Town of Prosper, as they currently
exist or may be amended.
Three original, official and identical copies of the zoning exhibit map are hereby adopted
and shall be filed and maintained as follows:
a. Two (2) copies shall be filed with the Town Secretary and retained as original
records and shall not be changed in any matter.
b. One (1) copy shall be filed with the Building Official and shall be maintained up-to-
date by posting thereon all changes and subsequent amendments for observation,
issuing building permits, certificates of compliance and occupancy and enforcing the
zoning ordinance. Reproduction for information purposes may from time-to-time be
made of the official zoning district map.
Written notice of any amendment to this District shall be sent to all owners of properties
within the District as well as all properties within two hundred feet (200’) of the District to be
amended.
SECTION 3
No Vested Interest/Repeal. No developer or property owner shall acquire any vested
interest in this Ordinance or in any other specific regulations contained herein. Any portion of
this Ordinance may be repealed by the Town Council in the manner provided for by law.
SECTION 4
Unlawful Use of Premises. It shall be unlawful for any person, firm or corporation to
make use of said premises in some manner other than as authorized by this Ordinance, and
shall be unlawful for any person, firm or corporation to construct on said premises any building
that is not in conformity with the permissible uses under this Zoning Ordinance.
SECTION 5
Penalty. Any person, firm, corporation or business entity violating this Ordinance or any
provision of Prosper’s Zoning Ordinance No. 05-20, or as amended, shall be deemed guilty of a
misdemeanor, and upon conviction thereof shall be fined any sum not exceeding Two Thousand
Dollars ($2,000.00). Each continuing day’s violation under this Ordinance shall constitute a
separate offense. The penal provisions imposed under this Ordinance shall not preclude
Prosper from filing suit to enjoin the violation. Prosper retains all legal rights and remedies
available to it pursuant to local, state and federal law.
SECTION 6
Severability. Should any section, subsection, sentence, clause or phrase of this
Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is
expressly provided that any and all remaining portions of this Ordinance shall remain in full force
and effect. Prosper hereby declares that it would have passed this Ordinance, and each
section, subsection, clause or phrase thereof irrespective of the fact that any one or more
sections, subsections, sentences, clauses and phrases be declared unconstitutional or invalid.
Item 4c
Ordinance No. 13-__, Page 3
SECTION 7
Savings/Repealing Clause. Prosper’s Zoning Ordinance No. 05-20 shall remain in full
force and effect, save and except as amended by this or any other Ordinance. All provisions of
any ordinance in conflict with this Ordinance are hereby repealed to the extent they are in
conflict; but such repeal shall not abate any pending prosecution for violation of the repealed
ordinance, nor shall the appeal prevent a prosecution from being commenced for any violation if
occurring prior to the repealing of the ordinance. Any remaining portions of said ordinances
shall remain in full force and effect.
SECTION 8
Effective Date. This Ordinance shall become effective from and after its adoption and
publications as required by law.
DULY PASSED, APPROVED, AND ADOPTED BY THE TOWN COUNCIL OF THE
TOWN OF PROSPER, TEXAS, ON THIS 24TH DAY OF SEPTEMBER, 2013.
______________________________
Ray Smith, Mayor
ATTEST:
_________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_________________________________
Terrence S. Welch, Town Attorney
Item 4c
Item 4c
Item 4c
Item 4c
Item 4c
Item 4c
Vol. 5622, Pg. 3883 DRCCT
Zoned "Office"
FLUP: Medium Density Residential
Existing Land Use: Undeveloped
Doc. No. 20111123001271760 DRCCT
Zoned "PD-10 Retail"
FLUP: Medium Density Residential
Existing Land Use: Undeveloped
Variable width R.O.W.90' R.O.W.
Doc. No. 20130726001053280 DRCCT
Zoned "PD-15-Single Family Residential"
FLUP: Low Density Residential
Vol. 5184, Pg. 212 DRCCT
Zoned "PD-15-Retail"
FLUP: Retail &
Neighborhood Services
Doc. No. 2004-0005849 DRCCT
Zoned "SF-15"
FLUP: Low Density Residential
Doc. No. 20120507000534630 DRCCT
Zoned "PD-22"
FLUP: Medium Density ResidentialLot 1, Block ACab. 2011, Pg. 74 PRCCTZoned "PD-22"FLUP: Medium Density ResidentialDoc. No. 20120507000534630 DRCCT
Zoned "PD-22"
FLUP: Medium Density Residential
Doc. No. 20061025001532680 DRCCT
Zoned "SF-15"
FLUP: Medium Density Residential
Guhan, LLC
Vol. 5877, Pg. 3341 DRCCT
59.557 Acres
Existing Zoning: Agricultural
Proposed Zoning: SF-12.5
Line Table Line Table
8.009 Acres
FLUP: Retail & Neighborhood Services
39.031 Acres (Net)
FLUP: Medium Density Residential
Proposed Residential Density: 2.5 Units/Acre
81.043 Acres (Net)
FLUP: Medium Density Residential
Proposed Residential Density: 2.5 Units/Acre
(90' R.O.W. - 6.920 Ac.)
(Variable width R.O.W.)
POINT OF
BEGINNING
TRACT "A"
POINT OF
BEGINNING
TRACT "B"
Cab. 2008, Pgs. 52 & 53 PRCCT
Zoned "SF-15"
FLUP: Medium Density Residential
H
TRO
N
LOCATION MAP
1" = 2000'
METES AND BOUNDS DESCRIPTION
TRACT "A"
#Z13-0014
ZONING EXHIBIT "A"
CAMBRIDGE PARK ESTATES
ZONED AGRICULTURAL
135.003 ACRES (GROSS) / 128.083 ACRES (NET R.O.W.)
OUT OF THE S. RICE SURVEY, ABSTRACT NO. 787
TOWN OF PROSPER, COLLIN COUNTY, TEXAS
Scale: 1" = 200' July, 2013 SEI Job No. 13-036
OWNER
Guhan, LLC
4608 Vista Lagos Dr.
Sherman, Texas 75090
Telephone (214) 668-8686
Contact: Benjamin Chien
ENGINEER / SURVEYOR
Spiars Engineering, Inc.
765 Custer Road, Suite 100
Plano, TX 75075
Telephone: (972) 422-0077
TBPE No. F-2121
Contact: Tim Spiars
APPLICANT
Shaddock Developers, Ltd.
2400 Dallas Pkwy., Ste. 560
Plano, Texas 75093
Telephone (214) 405-6942
Contact: Will Shaddock
OWNER
Ganapathy, Ltd.
4608 Vista Lagos Dr.
Sherman, Texas 75090
Telephone (214) 668-8686
Contact: Benjamin Chien
METES AND BOUNDS DESCRIPTION
TRACT "B"
PROJECT
LOCATION
Item 4c
To: Mayor and Town Council
From: Chris Copple, AICP, Director of Development Services
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon whether to direct staff to submit a written notice of appeal on behalf of
the Town Council to the Development Services Department, pursuant to Chapter 4, Section
1.5(C)(7) and 1.6(B)(7) of the Town’s Zoning Ordinance, regarding action taken by the Planning
& Zoning Commission on any site plan or preliminary site plan.
Description of Agenda Item:
Attached are the site plans and/or preliminary site plans acted on by the Planning & Zoning
Commission at their September 17, 2013 meeting. Per the Town’s Zoning Ordinance, the Town
Council has the ability to direct staff to submit a written notice of appeal on behalf of the Town
Council to the Development Services Department for any site plan or preliminary site plan acted
on by the Planning & Zoning Commission.
Attached Documents:
1. Preliminary site plan for Prosper Commons Addition, Block A, Lot 4R
2. Site plan for Prosper Commons Addition, Block A, Lot 4R
Town Staff Recommendation:
Town staff recommends the Town Council take no action on this item.
Prosper is a place where everyone matters.
PLANNING
Item 4d
Item 4d
Item 4d
To: Mayor and Town Council
From: Chris Copple, AICP, Director of Development Services
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon authorizing the Town Manager to execute an Interlocal Agreement for
Geographic Information System (GIS) services between the Town of Prosper and the City of
Frisco.
Description of Agenda Item:
Since 2003, the Town of Prosper has contracted with the City of Frisco for the provision of GIS
services to the Town. The current Interlocal Agreement (ILA) with Frisco expires at the end of
September 2013. Staff has attached an ILA with Frisco to provide GIS services through
September 2014. A Statement of Work is attached to the ILA.
Budget Impact:
Approval of this agreement obligates the Town to pay Frisco $52,000 divided into four equal
quarterly payments for the provision of GIS services. The FY13-14 Planning Division budget
includes $52,000 for GIS services. This is an increase of $7,000 from FY12-13. The increase
is due to the growth in development and infrastructure projects in Prosper.
Legal Obligations and Review:
The ILA was prepared by the City of Frisco. The format of the ILA has not changed since 2003.
Attached Documents:
1. Interlocal agreement
Town Staff Recommendation:
Town staff recommends that the Town Council authorize the Town Manager to execute an
Interlocal Agreement for GIS services between the Town of Prosper and the City of Frisco.
Proposed Motion:
I move to authorize the Town Manager to execute an Interlocal Agreement for Geographic
Information System (GIS) Services between the Town of Prosper and the City of Frisco.
Prosper is a place where everyone matters.
PLANNING
Item 4e
Interlocal Agreement (GIS Services) FY14
INTERLOCAL AGREEMENT BY AND BETWEEN THE CITY OF FRISCO, TEXAS
AND THE TOWN OF PROSPER, TEXAS
(Geographic Information Systems Services)
THIS AGREEMENT (the “Agreement”), made and entered into this _____ day of
October, 2013, by and between the CITY OF FRISCO, TEXAS (“Frisco”), a municipal
corporation, and the TOWN OF PROSPER (“Prosper”), a municipal corporation.
WHEREAS, Frisco has investigated and determined that it would be advantageous and
beneficial to Frisco and its citizens to provide Geographic Information System (“GIS”) services
to Prosper; and
WHEREAS, Prosper has investigated and determined that it would be beneficial to
Prosper and its citizens to employ Frisco for the purpose of providing GIS services for Prosper;
and
WHEREAS, Prosper has investigated and determined that GIS services will be used to
develop and maintain a database and materials that will be beneficial in attracting future
economic development to Prosper; and
WHEREAS, Prosper has investigated and determined that Frisco has adequate personnel
and equipment to provide the necessary GIS services; and
WHEREAS, Prosper has investigated and determined that obtaining GIS services from
Frisco, as set forth below, will be the most efficient use of funds for GIS services; and
WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code
(the “Act”), provides the authority to political subdivisions for contracts by and between each
other to facilitate the governmental functions and services of said political subdivisions under the
terms of the Act.
NOW, THEREFORE, in consideration of the covenants and conditions contained in this
Agreement, Frisco and Prosper agree as follows:
1. Obligations of Prosper.
Prosper will provide to Frisco the materials included in the Statement of Work, attached
hereto as Exhibit “A” and incorporated herein for all purposes, in accordance with the project
schedule included in Exhibit “A”.
2. Obligations of Frisco.
A. Frisco will provide the GIS services outlined in Exhibit “A” in accordance with the
project schedule included in Exhibit “A”.
Item 4e
Interlocal Agreement (GIS Services) FY14
B. The electronic data created by Frisco as outlined in Exhibit “A” will be the property of
Prosper and Frisco and shall be provided to Prosper periodically upon written request
and/or upon termination of this agreement.
3. Compensation. Prosper shall pay to Frisco $52,000.00 as compensation for the GIS services
provided to Prosper in accordance with this Agreement. The compensation shall be divided
into four (4) quarterly equal payments.
4. Term/Termination. The term of this Agreement shall commence on the date established
above and shall continue in effect until September 30, 2014. It is the intent of both parties to
extend this agreement through the 2014-2015 fiscal year. At the time of execution of this
agreement, the statement of work for Fiscal Year 2014-2015 had not been determined, nor
had the compensation for such work been calculated. Prior to the termination of this
agreement, the parties shall complete the determination of the Fiscal Year 2014-2015
statement of work and the compensation calculations for such work and negotiate an
extension to this agreement to September 30, 2015. Similar extensions shall be negotiated
near the termination of each fiscal year until such time as either party desires to terminate the
agreement.
5. Notice. Any notice required or permitted to be delivered hereunder shall be deemed to be
delivered, whether or not actually received, when deposited in the United States Mail,
postage pre-paid, certified mail, return receipt requested, addressed to either party, as the
case may be, at the addresses contained below:
City: City of Frisco
Attn: City Manager
6101 Frisco Square Blvd
Frisco, Texas 75034
Town: Town of Prosper
Attn: Town Manager
P.O. Box 307
Prosper, TX 75078
6. Miscellaneous.
A. Assignment. This Agreement is not assignable without the prior written consent of the
Parties.
B. Entire Agreement. This Agreement contains the entire agreement of the parties with
respect to the matters contained herein and may not be modified or terminated except
upon the provisions hereof or by the mutual written agreement of the parties hereto.
Item 4e
Interlocal Agreement (GIS Services) FY14
C. Venue. This Agreement shall be construed in accordance with the laws of the State of
Texas and shall be performable in Collin County, Texas.
D. Consideration. This Agreement is executed by the parties hereto without coercion or
duress and for substantial consideration, the sufficiency of which is forever confessed.
E. Counterparts. This Agreement may be executed in a number of identical counterparts,
each of which shall be deemed an original for all purposes.
F. Authority to Execute. The individuals executing this Agreement on behalf of the
respective parties below represent to each other and to others that all appropriate and
necessary action has been taken to authorize the individual who is executing this
Agreement to do so for and on behalf of the party for which his or her signature appears,
that there are no other parties or entities required to execute this Agreement in order for
the same to be an authorized and binding agreement on the party for whom the individual
is signing this Agreement and that each individual affixing his or her signature hereto is
authorized to do so, and such authorization is valid and effective on the date hereof.
G. Savings/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
provision had never been contained herein.
H. Representations. Each signatory represents this Agreement has been read by the party
for which this Agreement is executed and that such party has had an opportunity to
confer with its counsel.
I. Miscellaneous Drafting Provisions. This Agreement shall be deemed drafted equally
by all parties hereto. The language of all parts of this Agreement shall be construed as a
whole according to its fair meaning, and any presumption or principle that the language
herein is to be construed against any party shall not apply. Headings in this Agreement
are for the convenience of the parties and are not intended to be used in construing this
document.
J. Pursuit of a Governmental Function. Both Frisco and Prosper have determined by
their execution of this Agreement that this Agreement and the obligations of the parties
contained herein are in discharge of a governmental function as set forth in the Interlocal
Cooperation, Chapter 791, Texas Government Code, and the participation by either party
in the terms of this Agreement shall not make such party an agent or representative of the
other party.
K. Sovereign Immunity. The parties agree that neither Frisco nor Prosper has waived its
sovereign immunity by entering into and performing their respective obligations under
this Agreement.
Item 4e
Interlocal Agreement (GIS Services) FY14
L. Binding Agreement. This Agreement shall be binding upon and shall inure to the
benefit of the parties hereto and their respective successors and assigns. No third party
shall have any rights herein.
IN WITNESS WHEREOF, the parties have executed this Agreement and caused this
Agreement to be effective on the latest date as reflected by the signatures below.
THE CITY OF FRISCO, TEXAS
By: ________________________ Date: ___________
Name: ______________________
Title: _______________________
THE TOWN OF PROSPER
By: ________________________ Date: ___________
Name:______________________
Title: _______________________
Item 4e
Interlocal Agreement (GIS Services) FY14
STATE OF TEXAS §
§
COUNTY OF COLLIN §
BEFORE ME, the undersigned authority, on this day personally appeared
____________________________ known to me to be one of the persons whose names are
subscribed to the foregoing instrument; he/she acknowledged to me he/she is the duly authorized
representative for the TOWN OF PROSPER, TEXAS, and he/she executed said instrument for
the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this ____ day of __________,
2013.
_______________________________________
Notary Public in and for the
State of Texas
My Commission Expires:
_______________________________________
STATE OF TEXAS §
§
COUNTY OF COLLIN §
BEFORE ME, the undersigned authority, on this day personally appeared
_________________________, known to me to be one of the persons whose names are
subscribed to the foregoing instrument; he/she acknowledged to me he/she is the duly authorized
representative for the CITY OF FRISCO, TEXAS, and he/she executed said instrument for the
purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this ____day of ___________,
2013.
_______________________________________
Notary Public in and for the
State of Texas
My Commission Expires:
_______________________________________
Item 4e
EXHIBIT A
Statement of Work
GIS Services for Town of Prosper
City of Frisco, GIS
FY14
Introduction
This Statement of Work (SOW) sets forth requirements of Town of Prosper for implementation
of work, including the maintenance of GIS Base Layers, maintenance of end user GIS software,
Mapping Services.
Maintain GIS Base Layers
Prosper has requested the following data layers be maintained:
1. Parcel
2. TaxRoll
3. Water
4. Sewer
5. Storm
6. Roads
7. Zoning
8. Addresses
9. Annexation
10. Subdivision
11. Hunting Layer
12. Town Limits
13. ETJ
14. Public facilities
15. Parks
16. Schools
17. Final Plats
18. Sex Offender Locations
19. Sex Offender Free Zones
20. Developer Agreements
21. Trash Days
Maintain End User GIS Software
Prosper has requested the maintenance of the ArcReader or online solution.
Mapping Services
Prosper has requested “on demand” as well as ongoing mapping services.
Work To Be Performed
Maintain GIS Base Layers
Prosper will provide Frisco Final Plats, in both PDF and AutoCAD formats. Frisco will enter
these Final Plats into the GIS base layer.
Frisco will engage RAMTeCH Corporation for a continuation of the current data conversion
contract.
Prosper will provide Frisco AsBuilts, in both PDF and AutoCAD formats, along with any GPS
data collected, to be converted by RAMTeCH within 2 weeks of receipt by Prosper. To maintain
efficiencies, Frisco will be sending these plans to Ramtech in bulk deliveries upon receipt of at
least 6 plans or every 3 months whichever occurs first. Prosper will provide Frisco with an
average of 3 Zoning changes and/or new ordinances per month for input into the GIS.
Item 4e
Prosper will provide Frisco with an average of 2 Annexation changes and/or new ordinances per
month for input into the GIS.
Prosper will provide Frisco with legal descriptions of all Zoning and Annexation cases for
verification prior to Town Council approval.
Maintain End User GIS Software
Frisco will provide support for the online mapping application for internal use only.
Mapping Services
Prosper has requested the following maps be made available on an ongoing basis. In
addition, Prosper has requested these maps in digital (PDF) format.
Quantity Frequency
Zoning Maps 7 Quarterly
Street/Subdivision Maps 20 Quarterly
Annexation Maps 7 Quarterly
Wet Dry Maps 5 2 x per year
Fire Map Book (PDF) 0 6-8 x per year
Sex Offender Maps 3 1-2 x per year
Developer Agreement Maps 3 1-2 x per year
Prosper has requested “on demand” mapping services to be provided as needed. The
mapping services will not exceed and average of 8 hours per month.
Item 4e
To: Mayor and Town Council
From: Hulon T. Webb, Jr., P.E., Executive Director of Development and Community
Services
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon authorizing the Town Manager to execute an Interlocal Agreement for
Librarian Services between the Town of Prosper and City of Celina.
Description of Agenda Item:
In January 2001, the Town of Prosper and the Prosper Independent School District (PISD)
established a public library. For the first several years, the function of the library was administered
by the PISD staff. In 2009, the Prosper Community Library Board was formed and the Town of
Prosper assumed operations over the Community Library. To address the operations of the
Community Library, the Town of Prosper entered into an Interlocal Agreement (ILA) with the City of
Celina to share Librarian Services. The attached ILA will allow the Town of Prosper to continue
sharing Librarian Services with the City of Celina until the end of September 2014.
Budget Impact:
In accordance with the attached agreement, the Town of Prosper will reimburse the City of Celina
$3,333.34 per month ($40,000/year) and is included in the proposed Fiscal Year 2013-2014 Library
Budget. This is a decrease of approximately $8,000 from 2012-2013 and is based on anticipated
costs for the shared service.
Legal Obligations and Review:
The Interlocal Agreement (ILA) was prepared by the City of Celina. Terry Welch with Brown &
Hofmeister, L.L.P., reviewed the ILA and provided a provision to allow the Town to obtain the
actual expenses from the City of Celina so that final reimbursement would be based on the actual
costs for the shared service.
Attached Documents:
1. Interlocal Agreement
Staff Recommendation:
Town staff recommends that the Town Council approve the Interlocal Agreement for Librarian
Services between the Town of Prosper and City of Celina.
Proposed Motion:
I move to authorize the Town Manager to execute an Interlocal Agreement for Librarian Services
between the Town of Prosper and City of Celina.
Prosper is a place where everyone matters.
COMMUNITY
LIBRARY
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 1
INTERLOCAL AGREEMENT BY AND BETWEEN
THE TOWN OF PROSPER, TEXAS AND THE CITY OF CELINA, TEXAS
(Librarian Services)
This Agreement (“Agreement”), made and entered into this 21 day of August, 2013, by
and between the Town of Prosper, Texas, a municipal corporation (“Town”), and the City of
Celina, Texas a municipal corporation (“City”).
WHEREAS, the Town has investigated and determined that it would be advantageous
and beneficial to the Town and its citizens to employ a Librarian for the purpose of, among other
things, establishing and implementing policies and procedures needed to administer the daily
operations of the Prosper Community Library; and
WHEREAS, the City currently employs a Librarian for the purpose of, among other
things, establishing and implementing policies and procedures needed to administer the daily
operations of the Celina Public Library; and
WHEREAS, the Town and the City desire to utilize the same individual in carrying out
the duties of the Librarian as the Town and the City have investigated and determined that the
same individual is capable of performing the duties for each entity; and
WHEREAS, the City desire to maintain the employment of the Librarian and further
desires to subcontract the service of this individual to the Town for the purpose of fulfilling the
duties of a Librarian; and
WHEREAS, the Town and the City desire to enter into this Agreement for the purpose of
establishing the administration and compensation, including benefits, of the individual hired as
the Librarian for each entity; and
WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government Code
(“Act”), provides the authority to political subdivisions for contracts by and between each other
to facilitate the governmental functions and services of said political subdivisions under the
terms of the Act.
NOW, THEREFORE, in consideration of the covenants and conditions contained in this
Agreement, the Town and the City agree as follows:
1. Employment of the Librarian. The City currently employs a Librarian as a
full time employee of the City. The City will subcontract the services of the
individual hired as the Librarian of the City for the purpose of fulfilling the duties
of a Librarian.
2. Description of Duties of the Librarian. The City will employ the Librarian
to perform the functions and duties specified in the job description attached hereto
as Exhibit “A”, and incorporated herein for all purposes, and to perform such
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 2
other lawful duties and functions as the City Manager shall from time-time assign,
or cause to be assigned. The City will subcontract the services of the individual
hired as the Librarian to the Town to perform the functions and duties specified in
the job description attached hereto as Exhibit “A”, and to perform such other
lawful duties and functions as the Town Manager shall from time-to-time assign.
3. Reimbursement Structure of the Librarian. On or before the 15th day of
each month, beginning October 1, 2013, the Town will reimburse the City
$3,333.34 per month.
4. Hours of Work. The parties agree that the Librarian will be an exempt
employee under the Fair Labor Standards Act who is expected to engage in those
hours of work which are necessary to fulfill the obligations of the position of
Librarian for the Town, a minimum of twenty-hours (20 hrs) per week, distributed
between Monday, Tuesday, Wednesday, Thursday, and Saturday of each week
and, therefore, does not have set hours of work and is available at all times. The
Librarian will be required to acknowledge that the proper performance of duties
as Librarian will often require the performance of necessary services at other
times and for more extended periods. The parties agree that the Salary outlined
herein constitutes full compensation to the Librarian for all services provided
under this Agreement, including without limitation, any additional hours or
extended periods of service outlined herein. The Librarian will be required to
acknowledge he/she is not entitled to any additional compensation for extended
hours or periods of service provided under this Agreement. The Librarian will be
required to agree to devote such additional time as is necessary for the full and
proper performance of duties and that the compensation herein provided for
includes compensation for the performance of all such services; however, it is the
desire of the City that reasonable compensatory time off be permitted the
Librarian, such as is customary for all other exempt employees, so long as such
compensatory time off does not interfere with the normal conduct of the
Librarian.
5. Supervision of the Librarian. The Librarian will be employed solely by the
City and will report directly to the City Manager. The City will be solely
responsible for any disciplinary action taken against the Librarian, including
without limitation, termination. In the event the Town experiences any problems,
difficulties and/or issues with the Librarian, the Town Administrator will notify
the City Manager. Once the City Manager receives notice from the Town
Manager under this Paragraph, the City Manager will consult with the Town
Manager and take any action, and/or cause any action to be taken, against the
Librarian as deemed necessary by the City Manager in his/her sole discretion.
Any action taken, and or caused to be taken, by the City Manager will be in
accordance with applicable law, the City policies and any contract between the
Librarian and the City and will be final. Should the Town Manager disagree with
any action taken by the City Manager pursuant to this Paragraph, the Town
Manager may terminate this Agreement in accordance with Paragraph 10 below.
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 3
6. Independent Contractor. The Librarian is and at all times shall also be
deemed to be an employee of the City and a subcontractor to the Town, and the
City shall be wholly responsible for the manner in which the Librarian performs
the services required by the terms of this Agreement. Nothing herein shall be
construed as creating the relationship of employer and employee, or principal and
agent, between the Librarian and the Town, or any of the Town’s agendas or
employees. The City assumes exclusive responsibility for the acts of the
Librarian as they relate to the services provided during the course and scope of
his/her employment under this Agreement. The Librarian shall not be entitled to
any rights or privileges of Town employees and Town shall be considered in any
manner to be a Town employee. Neither the City nor the Town shall be
responsible under this Doctrine of Respondent Superior for the acts and omissions
of its officers, members, agendas, servants, employees, or officers of the other.
7. Availability of Funds. It is expressly understood and agreed by and
between the parties hereto that this Agreement is wholly conditioned upon the
actual receipt by the City of funds from the Town and that if such funds from the
Town are not timely forthcoming, in whole or in part, the City may, at its sole
discretion, terminate this Agreement immediately.
8. Applicable Policies/Procedures. It is expressly understood and agreed by
and between the parties hereto that this Agreement is wholly conditioned upon the
following conditions:
(a) The City shall furnish to the Town, on or before August 1 of each year,
its good faith estimate of the total budget requirements for Librarian
services for the next fiscal year beginning the following October 1.
(b) The actual costs for Librarian services for the then current fiscal year
shall be calculated by the City on or before August 1 for each year this
Interlocal Agreement is in effect. If the actual costs for Librarian
services for the then current fiscal year are less than the estimated
costs actually paid by the Town, such difference shall be paid by the
City to the Town prior to October 1. If the actual costs for Librarian
services for the then current fiscal year are more than the estimated
costs actually paid by the Town, such difference shall be paid by the
Town to the City prior to October 1.
(c) In the event this Interlocal Agreement is terminated by either the City
or the Town, as referenced in Paragraph 9 herein, or otherwise not
executed for a subsequent year, a “true up” of actual costs shall occur
and the Town shall either (i) be refunded by the City the amount of
funds overpaid by the Town or (ii) reimburse the City the amount of
any shortfall due and owing the City. In either event, funds shall be
paid to the proper Party no later than thirty (30) days after the last day
of the term of this Interlocal Agreement.
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 4
9. Term/Renewal/Termination. The term of this Agreement shall commence
on October 1, 2013 and shall continue in effect for twelve (12) months so long as
the Town subcontracts the services of the Librarian for the purpose of performing
the duties of the Librarian. This Agreement may be renewed for two (2)
additional one (1) year terms upon the same terms and conditions, with the
addition of an increase reflecting the current CPI, unless the City notifies the
Town in writing of the City’s intention not to renew this Agreement at least ninety
(90) days prior to the expiration of the existing term. Each party may terminate
this Agreement, with our without cause, upon ninety (90) days written notice to
the other party.
10. Notice. Any notice required or permitted to be delivered hereunder shall
be deemed to be delivered, whether or not actually received, when deposited in
the United States Mail, postage pre-paid, certified mail, return receipt requested,
addressed to either party, as the case may be, at the addresses contained below.
Town: Town of Prosper
Attn: Town Manager
P.O. Box 307
Prosper, Texas 75078
City: City of Celina
Attn: City Manager
142 N. Ohio
Celina, Texas 75009
11. Miscellaneous.
a. Assignment. This Agreement is not assignable without the prior
written consent of the other party.
b. Entire Agreement. This Agreement contains the entire agreement
of the parties with respect to the matters contained herein and may not be
modified or terminated except upon the provisions hereof or by the mutual
written agreement of the parties hereto.
c. Venue. The Agreement shall be construed in accordance with the
laws of the State of Texas and shall be performable in Collin County,
Texas.
d. Consideration. This Agreement is executed by the parties hereto
without coercion or duress and for substantial consideration, the
sufficiency of which is forever confessed.
e. Counterparts. This Agreement may be executed in a number of
identical counterparts, each of which shall be deemed an original for all
purposes.
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 5
f. Authority to Execute. The individuals executing this Agreement
on behalf of the respective parties below represent to each other and to
others that all appropriate and necessary action has been taken to authorize
the individual who is executing this Agreement to do so for and on behalf
of the party for which his or her signature appears, that there are no other
parties or entities required to execute this Agreement in order for the same
to be an authorized and binding agreement on the party for whom the
individual is signing this Agreement and that each individual affixing his
or her signature hereto is authorized to do so, and such authorization is
valid and effective on the date hereof.
g. Savings/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
provision had never been contained herein.
h. Representations. Each signatory represents this Agreement has
been read by the party for which this Agreement is executed and that such
party has had an opportunity to confer with its counsel.
i. Miscellaneous Drafting Provisions. This Agreement shall be
deemed drafted equally by all parties hereto. The language of all parts of
this Agreement shall be construed as a whole according to its fair
meaning, and any presumption or principle that the language herein is to
be construed against any party shall not apply. Headings in this
Agreement are for the convenience of the parties and are not intended to
be used in construing this document.
j. Pursuit of a Governmental Function. Both the Town and the City
have determined by their execution of this Agreement that this Agreement
and the obligations of the parties contained herein are in discharge of a
governmental function as set forth in the Interlocal Cooperation, Chapter
791, Texas Government Code, and the participation by either party in the
terms of this Agreement shall not make such party an agent or
representative of the other party.
k. Sovereign Immunity. The parties agree that neither the Town nor
the City has waived its sovereign immunity by entering into and
performing its respective obligations under this Agreement.
l. Binding Agreement. This Agreement shall be binding upon and
shall inure to the benefit of the parties hereto and their respective
successors and assigns. No third party shall have any rights herein.
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 6
IN WITNESS WHEREOF, the parties have executed this Agreement and caused this Agreement
to be effective on the latest date as reflected by the signature below.
THE CITY OF CELINA, TEXAS THE TOWN OF PROSPER, TEXAS
By:_____________________________ By:_____________________________
Mike Foreman, City Manager Harlan Jefferson, Town Manager
Date: ____________________________ Date: ___________________________
STATE OF TEXAS §
COUNTY OF COLLIN §
BEFORE ME, the undersigned authority, on this day personally appeared Mike Foreman,
know to me to be one of the persons whose names are subscribed to the foregoing instrument; he
acknowledged to me he is the Interim City Manager and duly authorized representative for the
City of Celina, Texas, and he executed said instrument for the purposes and consideration
therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this _______ day of
____________________, 2013.
____________________________________
Notary Public in and for the State of Texas
My Commission Expires: _______________
STATE OF TEXAS §
COUNTY OF COLLIN §
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 7
BEFORE ME, the undersigned authority, on this day personally appeared Harlan
Jefferson, know to me to be one of the persons whose names are subscribed to the foregoing
instrument; he acknowledged to me he is the Town Manager and duly authorized representative
for the Town of Prosper, Texas, and he executed said instrument for the purposes and
consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this _______ day of
____________________, 2013.
____________________________________
Notary Public in and for the State of Texas
My Commission Expires: _______________
EXHIBIT “A” TO INTERLOCAL AGREEMENT BETWEEN
THE TOWN OF PROSPER, TEXAS AND THE CITY OF CELINA, TEXAS
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 8
POSITION DESCRIPTION
TITLE: Library Manager LAST UPDATED: Feb. 3, 2009
DEPARTMENT: Library Services JOB CLASS: 37
REPORTS TO: City Manager FLSA DESIGNATION: Exempt
Summary: Under the general direction of the City Manager, oversees and directs the daily operation of
the Celina Public Library in order to carry out the directives of the City Council, Administration, and the
Library Advisory Board. May supervise assigned professional, technical, support, and volunteer staff.
The intent of this position description is to provide a representative summary of the major duties and
responsibilities performed by incumbent(s) in this position. Incumbent(s) may not be required to perform
all duties in this description and incumbent(s) may be required to perform position-related tasks other
than thoses specifically listed in this description.
Essential Job Functions:
• Defines and implements annual goals and objectives for departmental programs.
• Directs and manages the Library Services Department staff.
• Supervised and evaluates the work of staff including hiring, training, disciplining, and
termination of employees.
• Plans, reviews, assigns and prioritizes departmental activities and projects.
• Creates, develop and implements special projects for the acquisition, preservation, and
conservation of Public Library materials and resources.
• Prepares, reviews, edits and modifies staff reports to the Library Advisory Board and the City
Council.
• Conducts meetings with public and special interest groups for input, identification of issues,
problems or conflicts regarding the delivery of Public Library services.
• Prepares and administers annual department budget.
• Prepares and presents memos and reports regarding technical issues and devises alternative
solutions to existing problems for the delivery of Public Library services.
• Prepares informational packets for City Council and Library Advisory Board meetings.
• Serves as the primary staff liaison to the Library Advisory Board.
• Plans, develops, and administers special programs such as Summer Reading Programs, Book
Clubs, etc.
• Classifies and catalogs library materials.
• Prepares and presents Library Services related reports and presentations to management, boards,
commissions, and the public.
Other Important Duties:
• Travels to conduct scheduled and non-scheduled meeetings, conferences, and training.
• Performs other related duties and tasks as assigned.
Item 4f
INTERLOCAL AGREEMENT FOR LIBRARIAN SERVICES PAGE 9
Required Knowledge and Skills:
• Theoretical and technical knowledge of Library Science concepts, laws, regulations, and
ordinances.
• Knowledge of customer service and public relations techniques.
• Knowledge of research, analysis, interpretation and application techniques for statistical and
informational data related to the delivery of Public Library Services.
• Knowledge of computers and related equipment, hardware and software for development and
tracking of statistical information, research and analysis, and preparation of formal presentations.
• Knowledge of generally acceptable City policies and procedures.
• Skill in effective oral and written communications.
• Skill in reviewing vendor proposals.
• Skill in working with elected and appointed officials.
• Skill in planning, developing and implementing department procedures and objectives.
• Skill in effectively supervising and delegating duties to assigned staff.
• Skill in mediating, negotiating and resolving customer complaints and concerns.
Preferred Education, Experience, and Certifications:
• Bachelor’s Degree in Library Science or related field, and a minimum of three (3) years Public
Library experience, or equivalent combination of education and experience.
• Must pass a pre-employment drug screening and/or post-offer physical exam.
• Must possess State of Texas Drivers License.
Environmental Factors and Conditions/Physical Requirements:
• Work is generally performed in an office environment, but also may be subject to task performed
outdoors and in potentially inclement weather.
• May be subject to repetitive motion such as typing, data entry and vision to monitor.
• May be subject to exposure to extended periods of communication during attendance and
presentations or meetings with civic and community groups.
• May be subject to bending, reaching and lifting such as setting up audiovisual equipment for
formal presentations and training.
• May be exposed to hostile or angry citizens and business owners.
• Must be able to work extended hours, nights and weekends to attend meetings and special events.
Equipment and Tools Utilized:
• Equipment utilized includes personal computer, copier, calculator, fax machine, audiovisual
equipment, mobile and desk telephones, and department vehicles.
Item 4f
Page 1 of 2
To: Mayor and Town Council
From: January Cook, CPPO, CPPB, Purchasing Agent
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon a Resolution delegating the authority to the Town's Purchasing Agent to
determine the best method of procurement for the purchase of goods and services, subject to
limitations, as stated herein.
Description of Agenda Item:
Section 252.021(c) of the Texas Local Government Code, as amended, provides, in part, that
the governing body of a municipality that is considering using a method other than competitive
sealed bidding, must determine before notice is given the method of purchase that provides the
best value for the municipality; and may delegate, as appropriate, its authority under this
subsection to a designated representative.
The same section of the Texas Local Government Code further provides that if the competitive
sealed proposals requirement applies to the contract, the municipality shall consider the criteria
described by Section 252.043(b) of the Texas Local Government Code, and the discussions
conducted under Section 252.042 of the Texas Local Government Code, to determine the best
value for the municipality. The municipality may consider:
1) the purchase price;
2) the reputation of the bidder and of the bidder's goods or services;
3) the quality of the bidder's goods or services;
4) the extent to which the goods or services meet the municipality's needs;
5) the bidder's past relationship with the municipality;
6) the impact on the ability of the municipality to comply with laws and rules relating to
contracting with historically underutilized businesses and nonprofit organizations
employing persons with disabilities;
7) the total long-term cost to the municipality to acquire the bidder's goods or services; and
8) any relevant criteria specifically listed in the request for bids or proposals.
The Town's Purchasing Agent is responsible for the development and administration of a
procurement program for the Town. As a Certified Public Procurement Officer (CPPO), the
Purchasing Agent possesses the knowledge and skills to determine the best method of
procurement for goods and services; and, in conjunction with using departments, to establish
the evaluation criteria that will result in procuring the best value goods and services for the
Town.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 4g
Page 2 of 2
By delegating authority to the Town's Purchasing Agent to determine the best method of
procurement, the process to procure goods and services will be expedited. However, the
authority to consider and approve an alternative construction method, as referenced in Chapter
2269 of the Texas Government Code, will remain with the Town Council.
Legal Obligations and Review:
Terrence Welch of Brown & Hofmeister, L.L.P., prepared the attached Resolution.
Attached Documents:
1. Resolution
Town Staff Recommendation:
Town staff recommends the approval of a Resolution delegating authority to the Town's
Purchasing Agent to determine the best method of procurement for the purchase of goods and
services, subject to limitations as stated herein.
Proposed Motion:
I move to adopt a Resolution delegating the authority to the Town's Purchasing Agent to
determine the best method of procurement for the purchase of goods and services, subject to
limitations.
Item 4g
TOWN OF PROSPER, TEXAS RESOLUTION NO. 13-____
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, DELEGATING AUTHORITY TO THE TOWN’S PURCHASING AGENT
TO DETERMINE THE BEST METHOD OF PROCUREMENT FOR THE
PURCHASE OF GOODS AND SERVICES, SUBJECT TO CERTAIN
LIMITATIONS AS REFERENCED HEREIN; MAKING FINDINGS; AND
PROVIDING FOR AN EFFECTIVE DATE.
WHEREAS, the Town of Prosper is a home-rule municipal corporation duly organized
under the laws of the State of Texas; and
WHEREAS, Section 252.021(c) of the Texas Local Government Code, as amended,
provides, in part, that “[t]he governing body of a municipality that is considering using a method
other than competitive sealed bidding must determine before notice is given the method of
purchase that provides the best value for the municipality” and “may delegate, as appropriate,
its authority under this subsection to a designated representative”; and
WHEREAS, that same section of the Texas Local Government Code further provides
that “[i]f the competitive sealed proposals requirement applies to the contract, the municipality
shall consider the criteria described by Section 252.043(b) [of the Texas Local Government
Code] and the discussions conducted under Section 252.042 [of the Texas Local Government
Code] to determine the best value for the municipality”; and
WHEREAS, it is the desire of the Town Council to delegate such authority to the Town’s
Purchasing Agent, and to direct the Purchasing Agent to determine the best method of
procurement of goods and services, excluding alternative construction methods referenced in
Chapter 2269 of the Texas Government Code, for the Town.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1
All of the above premises are found to be true and correct and are incorporated into the
body of this Resolution as if copied in their entirety.
SECTION 2
The Town Council hereby delegates to and authorizes the Town’s Purchasing Agent to
determine the best method of procurement of goods and services, excluding alternative
construction methods referenced in Chapter 2269 of the Texas Government Code, for the
Town.
SECTION 3
This Resolution is effective immediately upon its passage.
Item 4g
Resolution No. 13-__, Page 2
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THIS 24TH DAY OF SEPTEMBER, 2013.
___________________________________
Ray Smith, Mayor
ATTEST:
_________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_________________________________
Terrence S. Welch, Town Attorney
Item 4g
Page 1 of 2
To: Mayor and Town Council
From: January Cook, CPPO, CPPB, Purchasing Agent
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon a Resolution approving rules for the electronic receipt of bids or
proposals.
Description of Agenda Item:
Section 252.0415 of the Texas Local Government Code, as amended, provides that a
municipality may receive bids or proposals through electronic transmission, if the governing
body adopts rules to ensure the identification, security, and confidentiality of electronic bids or
proposals, and to ensure that the electronic bid or proposals remain effectively unopened until
the proper time.
In order to comply with the requirements as set forth in Section 252.0415 of the Texas
Government Code, as amended, the following rules will apply:
1) users of the system shall be assigned unique user names and passwords;
2) access to the system by authorized users shall be logged and tracked in order to record
pages and certain data accessed;
3) transmittal of data through the Internet shall be encrypted using SSL technology; all
sensitive data within the system shall also be encrypted utilizing an updated encryption
type that appropriately maintains the integrity of the data;
4) all data related to sealed bids and proposals shall be encrypted using a time-sensitive
mechanism that allows the data to be decrypted only after the due date and time;
5) the system shall be synchronized to a nuclear time server to ensure exact recording of
the due date and time, and the receipt date and time of each submission;
6) the contents of a sealed bid or proposal will not be accessible until the due date and
time, and can only be decrypted by an authorized user;
7) the Town will maintain control of releasing appropriate information for public disclosure,
pursuant to Texas law; and
8) the Town's Purchasing Agent will serve as the e-bidding system administrator.
The Town's Purchasing Agent will be responsible for ensuring that any system used for the
electronic receipt of bids or proposals with an estimated value of more than $50,000, or the
competitive bid limit as defined by current state law, complies with the aforementioned rules.
Legal Obligations and Review:
Terrence Welch of Brown & Hofmeister, L.L.P., prepared the attached Resolution.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 4h
Page 2 of 2
Attached Documents:
1. Resolution
Town Staff Recommendation:
Town staff recommends the approval of a Resolution approving rules for the electronic receipt
of bids or proposals.
Proposed Motion:
I move to adopt a Resolution approving rules for the electronic receipt of bids or proposals.
Item 4h
TOWN OF PROSPER, TEXAS RESOLUTION NO. 13-____
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, APPROVING RULES FOR THE ELECTRONIC RECEIPT OF BIDS OR
PROPOSALS; MAKING FINDINGS; AND PROVIDING FOR AN EFFECTIVE
DATE.
WHEREAS, the Town of Prosper is a home-rule municipal corporation duly organized
under the laws of the State of Texas; and
WHEREAS, Section 252.0415 of the Texas Local Government Code, as amended,
provides, in part, that “[a] municipality may receive bids or proposals under this chapter through
electronic transmission if the governing body of the municipality adopts rules to ensure the
identification, security, and confidentiality of electronic bids or proposals and to ensure that the
electronic bids or proposals remain effectively unopened until the proper time”; and
WHEREAS, the attached rules ensure the identification, security and confidentiality of
electronic bids or proposals and that the electronic bids or proposals remain effectively
unopened until the proper time.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1
All of the above premises are found to be true and correct and are incorporated into the
body of this Resolution, as if copied in their entirety.
SECTION 2
The Town of Prosper, Texas, hereby adopts the Rules for the Electronic Receipt of Bids
or Proposals, attached hereto as Exhibit A and incorporated herein for all purposes.
SECTION 3
This Resolution is effective immediately upon its passage.
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THIS 24TH DAY OF SEPTEMBER, 2013.
___________________________________
Ray Smith, Mayor
Item 4h
Resolution No. 13-__, Page 2
ATTEST:
_________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_________________________________
Terrence S. Welch, Town Attorney
Item 4h
Resolution No. 13-__, Page 3
EXHIBIT A
Rules for the Electronic Receipt of Bids or Proposals
Pursuant to Section 252.0415 of the Texas Local Government Code, as amended, the
Town of Prosper adopts the following rules to ensure the identification, security, and
confidentiality of electronic bids or proposals, and to ensure that the electronic bids or
proposals remain effectively unopened until the proper time:
1. Users of the system shall be assigned unique user names and passwords.
2. Access to the system by authorized users shall be logged and tracked in order to record
pages and certain data accessed.
3. Transmittal of data through the Internet shall be encrypted using SSL technology. All
sensitive data within the system shall also be encrypted utilizing an updated encryption
type that appropriately maintains the integrity of the data.
4. All data related to sealed bids and proposals shall be encrypted using a time-sensitive
mechanism that allows the data to be decrypted only after the due date and time.
5. The system shall be synchronized to a nuclear time server to ensure exact recording of
the due date and time, and the receipt date and time of each submission.
6. The contents of a sealed bid or proposal will not be accessible until the due date and
time, and can only be decrypted by an authorized user.
7. The Town will maintain control of releasing appropriate information for public disclosure,
pursuant to Texas law.
8. The Purchasing Agent will serve as the Town's e-bidding system administrator.
The Town's Purchasing Agent is responsible for ensuring that any system used for the
electronic receipt of bids or proposals with an estimated value of more than $50,000, or
the competitive bid limit as defined by current State law, complies with the
aforementioned rules.
Item 4h
Page 1 of 2
To: Mayor and Town Council
From: January Cook, CPPO, CPPB, Purchasing Agent
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon an Ordinance amending Chapter 1 of the Code of Ordinances of the
Town of Prosper, Texas, authorizing the Town Manager to execute contracts, change orders,
and interlocal agreements, subject to limitations, as stated herein.
Description of Agenda Item:
Pursuant to Section 7.15(1) of the Town Charter of the Town of Prosper, Texas, as amended,
the Town Council may, by ordinance, give the Town Manager general authority to contract for
expenditure without further approval from the Town Council, for all budgeted items not
exceeding limits set by the Town Council within the ordinance.
Additionally, pursuant to Section 791.025 of the Texas Government Code, as amended, the
Town has entered into several cooperative purchasing agreements with other governmental
entities, so that the Town may avail itself of price discounts and other advantages gained by
said purchasing agreements; and the Town has determined that many interlocal agreements
entered into, including purchasing agreements and agreements with other governmental entities
relative to authorized governmental functions and services, as defined in Section 791.003(3) of
the Texas Government Code, as amended, do not involve the expenditure of funds, or involve
relatively small amounts of funds; and Attorney General Opinion No. GA-0352 (2005)
specifically authorizes the governing bodies of governmental entities to delegate such interlocal
agreement approval authority.
It would be beneficial to the Town to expedite authorization of such agreements, particularly
those related to the procurement of goods and services, by delegating authority to the Town
Manager to execute the following:
All Contracts: to the extent only that funds have previously been allocated in the Town's
annual budget and are available for the purpose of said contract, in the amount of
$25,000 or less.
Change Orders: relative to public improvements or purchases subject to the
competitive sealed bidding and competitive sealed proposal requirements of Chapter
252 of the Texas Local Government Code, as amended, involving an increase or
decrease in the amount of $25,000 or less.
Interlocal Agreements: between the Town and any governmental entity authorized to
enter into such interlocal agreements, pursuant to Chapter 791 of the Texas
Government Code, as amended, in the amount of $25,000 or less.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 4i
Page 2 of 2
The approval of this Ordinance will amend Chapter 1, "General Provisions," of the Code of
Ordinances of the Town of Prosper, Texas, by adding a new Article 1.12, entitled "Authority of
Town Manager to Execute Certain Agreements and Contracts," and will be effective upon
passage.
Legal Obligations and Review:
Terrence Welch of Brown & Hofmeister, L.L.P., prepared the attached Ordinance.
Attached Documents:
1. Ordinance
Town Staff Recommendation:
Town staff recommends the approval of an Ordinance amending Chapter 1 of the Code of
Ordinances of the Town of Prosper, Texas, authorizing the Town Manager to execute contracts,
change orders, and interlocal agreements, subject to limitations as stated herein.
Proposed Motion:
I move to adopt an Ordinance amending Chapter 1 of the Code of Ordinances of the Town of
Prosper, Texas, authorizing the Town Manager to execute contracts, change orders, and
interlocal agreements, subject to limitations.
Item 4i
Ordinance No. 13-__, Page 1
TOWN OF PROSPER, TEXAS ORDINANCE NO. 13-___
AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, AMENDING CHAPTER 1, “GENERAL PROVISIONS,” OF THE CODE
OF ORDINANCES OF THE TOWN OF PROSPER, TEXAS, BY ADDING A
NEW ARTICLE 1.12, ENTITLED “AUTHORITY OF TOWN MANAGER TO
EXECUTE CERTAIN AGREEMENTS AND CONTRACTS,” RELATIVE TO THE
EXECUTION OF CONTRACTS NOT EXCEEDING THE COMPETITIVE
BIDDING PROVISIONS OF STATE LAW, CHANGE ORDERS AND
INTERLOCAL AGREEMENTS, AS REFERENCED MORE FULLY HEREIN;
REPEALING ALL CONFLICTING ORDINANCES; PROVIDING FOR A
SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, pursuant to Section 7.15(1) of the Town Charter of the Town of Prosper,
Texas, as amended, the Town Council may, by ordinance, give the Town Manager general
authority to contract for expenditure without further approval from the Town Council for all
budgeted items not exceeding limits set by the Town Council within the ordinance; and
WHEREAS, over the years, the Town has entered into several cooperative purchasing
agreements, pursuant to the authority contained in Section 791.025 of the Texas Government
Code, as amended, with other governmental entities so that the Town may avail itself of price
discounts and other advantages gained by said purchasing agreements; and
WHEREAS, the Town has determined that many interlocal agreements entered into
pursuant to Chapter 791 of the Texas Government Code, including purchasing agreements and
agreements with other governmental entities relative to authorized governmental functions and
services, as defined in Section 791.003(3) of the Texas Government Code, as amended, do not
involve the expenditure of funds or involve relatively small amounts of funds; and
WHEREAS, the Town Council of the Town of Prosper, Texas, finds that it is desirable
that it delegate to the Town Manager the authority to sign said interlocal agreements on behalf
of the Town and that the Town will benefit from the expeditious authorization of such interlocal
agreements, particularly in the purchase of goods and services; and
WHEREAS, Attorney General Opinion No. GA-0352 (2005) specifically authorizes the
governing bodies of governmental entities to delegate such interlocal agreement approval
authority and therefore, the Town Council hereby authorizes the Town Manager to sign and
execute those interlocal agreements referenced in this Ordinance.
NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1
All of the above premises are hereby found to be true and correct factual and legislative
determinations of the Town of Prosper and are hereby approved and incorporated into the body
of this Ordinance as if copied in their entirety.
Item 4i
Ordinance No. 13-__, Page 2
SECTION 2
From and after the effective date of this Ordinance, Chapter 1, “General Provisions,” of
the Code of Ordinances of the Town of Prosper, Texas, is hereby amended by the addition of a
new Article 1.12, “Authority of Town Manager to Execute Certain Agreements and Contracts,” to
read as follows:
“ARTICLE 1.12 AUTHORITY OF TOWN MANAGER TO EXECUTE CERTAIN
AGREEMENTS AND CONTRACTS
Sec. 1.12.001 Authority of Town Manager to Sign Contracts
The Town Manager shall have authority to sign all contracts not to exceed $25,000.00 without
first obtaining Town Council approval of each such contract to the extent only that funds have
previously been allocated in the Town's annual budget and are available for the purpose of said
contract, and further provided that Town Council approval of said contract is not otherwise
required by law.
Sec. 1.12.002 Authority of Town Manager to Approve Change Orders
The Town Manager shall have authority relative to public improvements or purchases subject to
the competitive sealed bidding and competitive sealed proposal requirements of Chapter 252 of
the Texas Local Government Code, as amended, to approve change orders involving an
increase or decrease in the amount of $25,000.00 or less, without approval of the Town
Council.”
Sec. 1.12.003 Authority to Sign Interlocal Agreements.
The Town Manager shall have the authority to sign any and all interlocal agreements between
the Town and any governmental entity authorized to enter into such interlocal agreements,
pursuant to Chapter 791 of the Texas Government Code, as amended, without first obtaining
Town Council approval of such interlocal agreement. The Town Manager’s authority to sign
such interlocal agreements is limited to those interlocal agreements that do not require any
expenditure in excess of $25,000.00.
Sec. 1.12.004—1.12.010. Reserved.”
SECTION 3
This Ordinance shall be cumulative of all provisions of ordinances of the Town of
Prosper, Texas, except where the provisions of this Ordinance are in direct conflict with the
provisions of such ordinances, in which event the conflicting provisions of such ordinances are
hereby repealed.
SECTION 4
It is hereby declared to be the intention of the Town Council that the phrases, clauses,
sentences, paragraphs, and sections of this Ordinance are severable, and if any phrase, clause,
sentence, paragraph, or section of this Ordinance shall be declared unconstitutional by 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
Item 4i
Ordinance No. 13-__, Page 3
have been enacted by the Town Council without the incorporation in this Ordinance of any such
unconstitutional phrase, clause, sentence, paragraph, or section, and said remaining portions
shall remain in full force and effect.
SECTION 5
This Ordinance shall take effect and be in full force from and after its passage as
required by law.
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, ON THIS THE 24TH DAY OF SEPTEMBER, 2013.
APPROVED:
_________________________________________
Ray Smith, MAYOR
ATTEST:
Robyn Battle, TOWN SECRETARY
APPROVED AS TO FORM:
Terrence S. Welch, TOWN ATTORNEY
Item 4i
Page 1 of 1
To: Mayor and Town Council
From: Robyn Battle, Town Secretary
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon a Resolution designating The Prosper Press as the official newspaper of
the Town of Prosper for Fiscal Year 2013-2014.
Description of Agenda Item:
Section 2051.049 of the Texas Government Code provides that the Town Council shall select
one or more newspapers to publish notices, and Section 11.02 of the Town Charter states that
the Town Council shall annually declare an official newspaper of general circulation in the Town.
The Prosper Press meets these requirements for the purpose of publishing ordinances, election
notices, public hearing notices and other notices required by ordinance, the Town Charter and
state law.
Budget Impact:
Publication costs are a budgeted item.
Legal Obligations and Review:
Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the proposed Resolution as to
form and legality.
Attached Documents:
1. Resolution
Town Staff Recommendation:
Town staff recommends approval of the proposed Resolution.
Proposed Motion:
I move to adopt a Resolution designating The Prosper Press as the official newspaper of the
Town of Prosper for Fiscal Year 2013-2014.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 4j
TOWN OF PROSPER, TEXAS RESOLUTION NO. 13-__
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, DESIGNATING THE PROSPER PRESS AS THE OFFICIAL
NEWSPAPER OF THE TOWN OF PROSPER, TEXAS, FOR FISCAL
YEAR 2013-2014.
WHEREAS, Section 11.02 of the Prosper Town Charter provides that the Town Council
shall declare annually an official newspaper of general circulation in the Town. All ordinances,
notices and other matters required by the Charter, Town ordinance, or the Constitution and laws
of the State of Texas shall be published in the official newspaper; and
WHEREAS, Section 2051.049 of the Texas Government Code provides that the Town
Council shall select one or more newspapers to publish notices; and
WHEREAS, the Town Council of the Town of Prosper desires to designate the official
public newspaper of the Town.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1.
The Town Council of the Town of Prosper hereby designates The Prosper Press, a
public newspaper in and of the Town of Prosper, Texas, as the official newspaper of said Town,
the same to continue as such until another is selected, and shall cause to be published therein
all ordinances, notices and other matters required by law or by ordinance to be published.
SECTION 2.
This Resolution shall become effective immediately upon its passage.
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, ON THIS THE 24TH DAY OF SEPTEMBER, 2013.
__________________________
Ray Smith, Mayor
ATTEST:
___________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_________________________________
Terrence S. Welch, Town Attorney
Item 4j
i
f 1`
TOWN OF
R SPER
A PLACE WHERE EVERYONE MATTERS"
Investment Portfolio Summary
April 1, 2013 - June 30, 2013
Prepared By
Becky L. Brooks
Interim Finance Director
Town of Prosper
Trish Featherston
Accounting Manager
Town of Prosper
Item 4k
Town of Prosper,Texas
Quarterly Investment Report- Town Portfolio
April 1, 2013-June 30, 2013
Portfolio Summary Management Report
This quarterly report is in full compliance with the investment policy and strategy as established for the Town of Prosper,Texas
and the Public Funds Investment Act(Chapter 2256,Government Code).
4/1/2013 6/30/2013
Beginning Book Value: 48,035,433 Ending Book Value: 41,633,829
Beginning Market Value: 48,035,433 Ending Market Value: 41,633,829
Beginning Par Value:48,035,433 Ending Par Value: 41,633,829
WAM at Beginning Period Date 34 days WAM at Ending Period Date 50 days
Increase in Investment Holdings
Market Value) 6,401,604)
Average Yield to Maturity for quarter 0.56%
Average Yield to Maturity 6 month T-Bill 0.10%
Ll
Trish Featherston,Accyounting Manager
Item 4k
Town of Prosper
Inventory Holding Report
06/ 30/13 Town of Prosper - Maturity Break
ALL FUND TYPES EXCEPT EDC 25,000,000
Maturity Break I 1 Day Liquidity
Bank Deposit 20,245,818 20,000,000
Subtotal -Cash 20,245,818 48.6%
15,000,000
TexPool 6,504,820 10,000,000
TexStar 8,536,316
Subtotal - Pools 15,041,136 36.1% 5,000,000
Agencies,Treasuries, Muni Bonds&CD's o`` }
Qoo\
0-3 mos. 0 L- o 3
O
V
yti ti
3-6 mos. 1,020,288 1a
6-9 mos. 0
9-12 mos. 5,224,849
Subtotal -Other< 1 yr 6,245, 136 15.0% Town of Prosper - Security Type
1-2 yrs. 101,739 25,000,000
2-3 yrs. 0
3 yrs. 0 20,000,000
Subtotal -Other 1 or> 1 yr 101,739 0.2%
15,000,000 ---
Total 41,633,829 100%
10,000,000
5,000,000
Asset Diversification
Bank Deposit 20,245,818 48.6% 0
TexPool 6,504,820 15.6% Bank Deposit TexPool TexStar Certificate of
TexStar 8,536,316 20.5%Deposit
Certificate of Deposit 6,346,875 15.2%
Total 41,633,829 100.0%
Item 4k
Town of Prosper
CURRENT INVESTMENT-TOWN PORTFOLIO
AS OF JUNE 30, 2013
ALL FUND TYPES(EXCEPT EDC)AS DEFINED IN TOWN'S INVESTMENT POLICY
PURCHASE DAYS DAYS TO
TYPE OF DISCOUNT SETTLEMENT MATURITY HELD MATURITY TOTAL WEIGHTED AVG WEIGHTED
CUSIP SECURITY PER$100 PAR DISCOUNTED DATE DATE TERM 06130/13 06/30/13 RATE MATURITY AVERAGE
Bank Deposit Cash 100.00000% 17,511,686 17,511,686 06/30/13 07/01/13 1 0 1 1.0000% 42,06% 0.421 175, 116.86
Bank Deposit Cash 100.00000% 2.661.989 2,661.989 06/30/13 07/01/13 1 0 1 0,4000% 6.39% 1064 10.647.95
Bank Deposit Cash 100.00000% 2,425 2.425 06/30/13 07/01/13 1 0 1 0.3700% 0. 01% 0.000 8.97
Bank Deposit Cash 100.00000% 69,718 69,718 06/30/13 07/01/13 1 0 1 0.1000% 017% 0.002 69.72
Bank Deposit Cash 100.00000% 0 06130/13 07/01/13 1 0 1 0,7500% 0.00% 0.000 0.00
Texpool Pool 100.00000% 6,504,820 6,504,820 06/30/13 07/01/13 1 0 1 0.0666% 15.62% 0.156 4.333.51
TexStar Pool 100.00000% 8,536,316 8,536316 06/30113 07/01/13 1 0 1 0.0614% 20.50% 0.205 5,241.30
CD CD 100.00000%1,020288 1,020,288 12/ 12/11 1212/13 731 566 165 1.34DD% 2.45% 4.044 13,671.86
CD CD 100.00000% 101.739 101,739 06/10/13 06/14/15 734 20 714 0.4500% 0.24% 1.745 457.83
CD CD 100.00000% 2653.887 2,653,887 12/10/12 06/10/14 547 202 345 0.5000% 6.37%21.992 13.26943
CD CD 100.00000% 2,570,962 2,570,962 06110/13 06/10/14 365 20 345 0.4500% 6.18%21.304 11,569.33
41,633,829 41633,829 2.386 808 1.578 100.00% 49.9317 234.386.76
0
Item 4k
Town of Prosper, Texas
Quarterly Portfolio Change -Town
Total Portfolio Assets as of Total Portfolio Assets as of
3/31/2013 is $48,035,433 6/30/13 is $ 41,633,829
ash
CD's
CD's
13%15%
Average Portfolio Yield: 0.63% Average Portfolio Yield:0.56%
Average Portfolio Maturity: 34 days Average Portfolio Maturity:50 days
Maturing within 3 months: 87% Maturing within 3 months: 85%
Item 4k
Town of Prosper
QUARTERLY POSITION CHANGE REPORT-TOWN
April 1,2013-June 30,2013
PURCHASE BOOK VALUE MARKET VALUE
TYPE OF CURRENT SETTLEMENT MATURITY BEGINNING ENDING BEGINNING ENDING
CUSIP SECURITY PAR RATE DATE DATE 04/01/13 06/30/13 CHANGE 04/01/13 06/30/13 CHANGE
Cash Positions: Bank Cash Investments
Bank Deposit Cash 20,245,818 Various 06/30/13 07/01/13 26,657,462 20,245,818 (6,411,644) 26,657,462 20,245,818 (6,411,644)
Bank Deposit Cash 06/30/13 07/01/13
Subtotal Cash Positions 20,245,818 26,657,462 20,245,818 (6,411,644) 26,657,462 20,245,818 (6,411,644)
Cash Positions:Pooled Investments
TexPool Pool 6,504,820 0.0666% 06/30/13 07/01/13 6,503,570 6,504,820 1,250 6,503, 570 6,504,820 1,250
TexStar Pool 8,536,316 0.0614% 06/30/13 07/01/13 8,543,633 8,536,316 7,316) 8,543,633 8,536,316 7,316)
Subtotal Pool Investments 15,041,136 15,047,203 15,041, 136 6,067) 15,047, 203 15,041,136 6,067)
Marketable Securities
CD 1,020,288 1.34% 12/12/11 12/ 12/13 1,016,853 1,020,288 3,434 1,016,853 1,020,288 3,434
CD 101,739 0.45% 06/14/13 06/14/ 15 101,447 101,739 292 101,447 101,739 292
CD 2,653,887 0.50% 12/10/ 12 06/10/14 2,650,546 2,653,887 3,340 2,650,546 2,653,887 3,340
CD 2,570,962 0.45% 06/10/13 06/10/14 2,561,921 2,570,962 9,040 2,561, 921 2,570,962 9,040
Subtotal Marketable Securities 6,346,875 6,330,768 6,346,875 16,107 6,330,768 6,346,875 16,107
Grand Total 41,633,829 48,035,433 41,633,829 (6,401,604) 48,035,433 41,633,829 (6,401,604)
Item 4k
Town of Prosper,Texas
Quarterly Investment Report- EDC Portfolio
April 1, 2013 -June 30, 2013
Portfolio Summary Management Report
This quarterly report is in full compliance with the investment policy and strategy as established for the Town of Prosper,Texas
and the Public Funds Investment Act(Chapter 2256, Government Code).
4/1/2013 6/30/2013
Beginning Book Value: 2,397,539 Ending Book Value: 2,081, 164
Beginning Market Value: 2,397,539 Ending Market Value: 2,081, 164
Beginning Par Value: 2,397,539 Ending Par Value: 2,081,164
WAM at Beginning Period Date 1 days WAM at Ending Period Date 1 days
Increase in Investment Holdings
Market Value)
Average Yield to Maturity for quarter 1.00%
Average Yield to Maturity 6 month T-Bill 0.10%
Reno ne , DC Trea rer
z
Trish Featherston, Accounting Manager
Item 4k
Economic Development Corporation
Inventory Holding Report
06/ 30/13 EDC- Maturity Break
2,500,000
Maturity Break I 1 Day Liquidity
Bank Deposit 2,078,649 2,000,000 i
Subtotal-Cash 2,078,649 100%
1,500,000
TexPool 1,325 1,000,000
TexStar 1,190
Subtotal - Pools 2,515 0% 500,000
Agencies,Treasuries, Muni Bonds&CD's
boy`
5 aQ
0-3 mos. 0
e
o
e e
o 3`
O
V C
ti ti
3-6 mos. 0 a
6-9 mos. 0
9-12 mos. 0
Subtotal-Other< 1 yr 0 0% EDC- Security Type
1- 2 yrs. 0 2,500,000
2-3 yrs. 0
3 yrs. 0 2,000,000
Subtotal-Other 1 or> 1 yr 0 0%
1,500,000
Total 2,081,164 100%
1,000,000
Asset Diversification 500,000
Bank Deposit 2,078,649 99.9%
TexPool 1,325 0.1% 0
Bank Deposit TexPool TexStar
TexStar 1,190 0.1%
Total 2,081,164 100%
Item 4k
Town of Prosper
CURRENT INVESTMENT-EDC PORTFOLIO
AS OF June 30,2013
PURCHASE DAYS DAYS TO
TYPE OF DISCOUNT SETTLEMENT MATURITY HELD MATURITY TOTAL WEIGHTED AVG WEIGHTED
CUSIP SECURITY PER$100 PF,R DISCOUNTED DATE DATE TERM 06/30/ 13 06/30/13 RATE MATURITY AVERAGE
Bank Deposit Cash 100.00000% 2,078,649 2.078,649 06130/13 07/01/13 1 0 1 1.000% 99.88% 0.999 20786.49
Texpool Pool 100.00000% 1.325 1.325 06/ 30/13 07/01/13 1 0 1 0.067% 0.06% 0.001 0.88
TexStar Pool 100.00000% 1.190 1,190 06/30/13 07/01/13 1 0 1 0.061% 0.06% 0.001 0.73
2,081,164 2,081.164 3 - 3 100.00%1.0000 20.788.10
Item 4k
Town of Prosper, Texas
Quarterly Portfolio Change - EDC
Total Portfolio Assets as of Total Portfolio Assets as of
3/31/2013 is 1,964,005 6/30/2013 is $ 2,081,064
Pools Pools
0% 0%
Average Portfolio Yield: 1.02% Average Portfolio Yield: 1.00%
Average Portfolio Maturity: 1 days Average Portfolio Maturity:1 days
Maturing within 3 months: 100% Maturing within 3 months: 100%
Item 4k
Town of Prosper
QUARTERLY POSITION CHANGE REPORT-EDC
April 1,2013-June 30,2013
PURCHASE BOOK VALUE MARKET VALUE
TYPE OF CURRENT SETTLEMENT MATURITY BEGINNING ENDING BEGINNING ENDING
CUSIP SECURITY PAR RATE DATE DATE 03/31/13 06/30/ 13 CHANGE 03/31/13 06/30/13 CHANGE
Cash Positions: Bank Cash Investments
Bank Deposit Cash 2,078,649 1.0000% 06/30/13 07/01/13 1,961,491 2,078,649 117,158 1,961,491 2,078,649 117,158
Subtotal Cash Positions 2,078,649 1,961,491 2,078,649 117,158 1,961,491 2,078,649 117, 158
Cash Positions: Pooled Investments
TexPool Pool 1,325 0.0666% 06/30/13 07/01/13 1,325 1,325 0 1,325 1,325 0
TexStar Pool 1,190 0.0614% 06/30/13 07/01/13 1,190 1,190 0) 1,190 1,190 0)
Subtotal Pool Investments 2,515 2,515 2,515 0 2,515 2,515 0
Grand Total 2,081,164 1,964,005 2,081,164 117,159 1,964,005 2,081,164 117,159
Item 4k
Page 1 of 3
To: Mayor and Town Council
From: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon an ordinance adopting the Fiscal Year 2013-2014 Annual Budget for the
fiscal year beginning October 1, 2013, and ending September 30, 2014, and approving certain
amendments to the Fiscal Year 2012-2013 Annual Budget.
Description of Agenda Item:
This item is to adopt and appropriate funds for the FY 2013-2014 Budget and amend the FY
2012-2013 Budget. Prior to this meeting, the Town followed public notice requirements, held
two public hearings where the proposed budget was considered, and interested taxpayers were
given the opportunity to be heard by the Town Council.
During the 2007 legislative session, House Bill 3195 was passed amending section 102.007 of
the Local Government Code. Subsection C was added to state that adoption of a budget that
requires raising more revenue from property taxes than in the previous year requires a separate
vote of the governing body to ratify the property tax increase reflected in the budget. A vote
under this subsection is in addition to, and separate from, the vote to adopt the budget or a vote
to set the tax rate as required by Chapter 26 of the Tax Code.
The FY 2013-2014 Proposed Budget raises more in property tax revenues than in the previous
year.
To recap, the tables below highlight the major additions and increases in the FY 2013-2014
budget.
WATER/SEWER FUND DISCRETIONARY PACKAGES
Package Title Amount
Public Works Building $ 203,000
Backhoe $ 95,000
GIS Work Order System $ 55,000
Skid Steer Equipment $ 21,000
Mower $ 12,000
Generator $ 30,000
Prosper is a place where everyone matters.
ADMINISTRATION
Item 6
Page 2 of 3
GENERAL FUND DISCRETIONARY PACKAGES
The Town of Prosper FY 2013-2014 budget addresses increased service levels to Town
residents in response to continued growth, provides required or money-saving capital
investments in infrastructure and other public improvements, as well as additional public safety
resources. The Town has continued to thrive relative to many markets despite the recent
economic instability and stagnant economic growth, both regionally and nationally.
Notwithstanding the Town’s current and future growth potential and general optimism, this
budget has been prepared with conservative revenue assumptions in mind.
The amounts for the Water/Sewer Fund, I & S Fund, Parks Fund, Impact Fees Fund, Internal
Service Fund, and Special Revenue Fund have not changed since originally proposed on
August 13. The Capital Projects Fund and Storm Drainage Utility Fund were amended to
include totals matching the CIP also distributed on August 13. The budget amendment reflects
the proper allocation of the capital expenditures for the US 380 Westside water and sewer lines.
The expenditures were originally placed in the Special Revenue Fund instead of the Capital
Projects Fund.
The $112,555 reduction in the General Fund is due to the elimination of the Prosper Trail
Landscape Enhancement Package and adjustments to personnel costs. The Prosper Trail
landscaping project will be paid for with current year funds.
Regarding the current fiscal year, the attached ordinance will amend the General Fund budget
to allow funds to be transferred to the Capital Projects Fund for the one-time cost associated
with the Windsong Ranch Fire Station ($1,326,000), landscape improvements on First Street,
Coit and Prosper Trail ($510,000), lease of future office space for municipal purposes
($280,000), and illuminated street name signs for traffic signal poles on Preston Road
($100,000). Funds will also be transferred from the Engineering Department to Code
Enforcement to cover the cost of animal control services and animal shelter services paid out of
the current budget instead of the previous fiscal year budget ($14,546).
Legal Obligations and Review:
Terry Welch with Brown & Hofmeister, L.L.P., has reviewed and approved the attached
ordinance as to form and legality.
Package Title Amount
Parks & Recreation Master Plan Update $ 125,000
Frontier Park Improvements $ 101,000
Maintenance Capital Improvements $ 120,000
Subdivision Ordinance Update $ 100,000
School Flashers $ 110,000
Median Stamp and Stain – SH 289 $ 125,000
Install Irrigation Conduits – SH 289 $ 100,000
Thirteen Decorative Monument Signs $ 150,020
Downtown Enhancements $ 475,000
Three Replacement Vehicles $ 145,150
Active Shooter Response $ 28,690
Smart 911 Software $ 5,000
Item 6
Page 3 of 3
Attached Documents:
1. Ordinance
Town Staff Recommendation:
Town staff recommends that the Town Council adopt the Fiscal Year 2013-2014 Annual Budget
as proposed, and approve certain amendments to the Fiscal Year 2012-2013 Annual Budget.
This item requires a record vote.
Recommended Motions:
I move to approve an ordinance adopting the Fiscal Year 2013-2014 Annual Budget for the
fiscal year beginning October 1, 2013, and ending September 30, 2014, as proposed, and
approve certain amendments to the Fiscal Year 2012-2013 Annual Budget.
Second motion to comply with state law:
I move to ratify the property tax revenue increase as reflected in the Fiscal Year 2013-2014
Adopted Budget.
Item 6
TOWN OF PROSPER, TEXAS ORDINANCE NO. _____
AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER,
TEXAS, ADOPTING THE FISCAL YEAR 2013-2014 ANNUAL BUDGET FOR THE
FISCAL YEAR BEGINNING OCTOBER 1, 2013, AND ENDING SEPTEMBER 30,
2014, AND APPROVING CERTAIN AMENDMENTS TO THE FISCAL YEAR
2012-2013 ANNUAL BUDGET FOR THE TOWN OF PROSPER, TEXAS.
WHEREAS, the Annual Budget for the Town of Prosper, Texas, was prepared by the Town
Manager and presented to the Town Council on August 13, 2013, in accordance with the Town
Charter of the Town of Prosper, Texas; and
WHEREAS, the proposed annual budget document was posted on the Town's Internet
website and also made available for public review; and
WHEREAS, a notice of Public Hearings concerning the proposed Annual Town Budget was
published as required by state law and said public hearings thereon were held by the Town Council
on August 29 and September 10, 2013; and
WHEREAS, following the Public Hearings, and upon careful review of the proposed Fiscal
Year 2013-2014 Budget and the review of the amendments to the current Fiscal Year 2012-2013
Budget, it is deemed to be in the best financial interest of the citizens of the Town of Prosper,
Texas, that the Town Council approve said budget and any amendments to the current fiscal year
budget as presented by the Town Manager.
NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, THAT:
SECTION 1
The above findings are hereby found to be true and correct and are incorporated herein in their
entirety.
SECTION 2
The official budget for the Town of Prosper, Texas, for the fiscal year beginning October 1,
2013, and ending September 30, 2014, is hereby adopted by the Town Council of the Town of
Prosper, Texas, and the Town Secretary is directed to keep and maintain a copy of such official
budget on file in the office of the Town Secretary and, upon request, make same available to the
citizens and the general public.
SECTION 3
The Town Council of the Town of Prosper, Texas, hereby approves certain amendments to
the current Fiscal Year 2012-2013 Budget, as stated herein.
SECTION 4
The sums specified in Exhibit “A” are hereby appropriated from the respective funds for the
payment of expenditures on behalf of the Town government as established in the approved budget
document.
Item 6
Ordinance No. ____, Page 2
SECTION 5
Capital Projects Funds are presented in the budget document on a multi-year, project basis,
whereby all unexpended capital project funds are automatically re-appropriated into the subsequent
fiscal year. Accordingly, no annual appropriation for Capital Projects Funds, other than those
specifically listed in Section 4 above, is provided.
The Town Council hereby approves the Capital Improvement Projects for FY 2013-2014 as
a plan describing and scheduling capital improvement projects for the Town of Prosper, and
authorizes the Town Manager to use the funding sources reflected in the plan.
SECTION 6
Should any part, portion, section, or part of a section of this Ordinance be declared invalid,
or inoperative, or void for any reason by a court of competent jurisdiction, such decision, opinion, or
judgment shall in no way affect the remaining provisions, parts, sections, or parts of sections of this
Ordinance, which provisions shall be, remain, and continue to be in full force and effect.
SECTION 7
All ordinances and appropriations for which provisions have heretofore been made are
hereby expressly repealed if in conflict with the provisions of this Ordinance.
SECTION 8
In accordance with state law and the Town’s Code of Ordinances, proper notice of Public
Hearings was provided for said Ordinance to be considered and passed, and this Ordinance shall
take effect and be in full force and effect from and after its final passage.
SECTION 9
Specific authority is hereby given to the Town Manager to transfer appropriations budgeted
from one account classification or activity to another within any individual department or activity.
DULY PASSED AND APPROVED BY A VOTE OF ___ TO ___ON THIS THE 24TH DAY
OF SEPTEMBER, 2013.
TOWN OF PROSPER, TEXAS
BY: ______________________
Ray Smith, Mayor
ATTEST:
_____________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
_____________________________________
Terrence S. Welch, Town Attorney
Item 6
FY 2012-2013
FY 2012-2013 Amended FY 2013-2014
Budget Adjustments Budget Budget
General Fund
Administration 1,604,177$ 2,216,000$ 3,820,177$ 1,844,468$
Police Dept 1,635,955$ 1,635,955$ 1,834,258$
Dispatch 635,680$ 635,680$ 644,690$
Fire Dept 2,921,195$ 2,921,195$ 2,566,238$
Fire Marshall 125,868$ 125,868$ 123,595$
Streets 532,944$ 532,944$ 1,367,305$
Public Library 98,645$ 98,645$ 98,041$
Parks 1,083,535$ 1,083,535$ 1,778,550$
Municipal Court 234,730$ 234,730$ 257,028$
Inspections 617,475$ 617,475$ 796,782$
Code Enforcement 169,370$ 169,370$ 164,151$
Planning 300,773$ 14,546$ 315,319$ 495,505$
Dispatch 257,185$ (14,546)$ 242,639$ 487,149$
General Fund Total 10,217,532$ 2,216,000$ 12,433,532$ 12,457,760$
Water/Sewer Fund
Water 4,910,858$ -$ 4,910,858$ 6,436,590$
Sewer 1,845,348$ -$ 1,845,348$ 1,868,706$
Utility Billing 930,310$ -$ 930,310$ 972,042$
Water/Sewer Fund Total 7,686,516$ -$ 7,686,516$ 9,277,338$
Debt Service (I&S) Fund Total 2,556,482$ -$ 2,556,482$ 2,821,380$
Capital Projects Fund Total 12,700,971$ 5,700,000$ 18,400,971$ 5,780,000$
Parks Fund Total 1,620,000$ -$ 1,620,000$ 700,000$
Impact Fees Fund Total 6,163,000$ -$ 6,163,000$ 1,835,000$
Internal Service Fund Total 50,000$ -$ 50,000$ 49,000$
Special Revenue Fund Total 71,200$ -$ 71,200$ 59,200$
Storm Drainage Fund Total 268,313$ -$ 268,313$ 394,000$
GRAND TOTAL 41,334,014$ 7,916,000$ 49,250,014$ 33,373,678$
Unspent Capital Project funds on September 30, 2013, will automatically be re-appropriated to
the respective project for FY 2013-2014.
Exhibit "A"
Item 6
Page 1 of 1
To: Mayor and Town Council
From: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon an ordinance adopting the Town of Prosper 2013 Property Tax Rate.
Description of Agenda Item:
This item is to adopt the 2013 tax rate to generate sufficient revenues as required in the
Adopted 2013-2014 Budget. The attached ordinance sets the 2013 ad valorem tax rate at
$0.52 cents per $100 assessed valuation, to be distributed as follows:
$0.326191 for Maintenance and Operations
$0.193809 for Debt Service
Totaling $0.520000 Total Tax Rate
Budget Impact:
Rate as included in the Proposed Budget for FY 2013-2014.
Legal Obligations and Review:
Terry Welch with Brown & Hofmeister, L.L.P., has reviewed and approved the attached
ordinance as to form and legality.
Attached Documents:
1. Ordinance
Town Staff Recommendation:
The tax code is specific in the form of making a motion to set the tax rate.
Town staff recommends that the Town Council approve an ordinance adopting the 2013 tax rate
using the language below.
Recommended Motion:
Please make your motion in this form:
“I move that the property tax rate be increased by the adoption of a tax rate of $0.52 per $100
assessed valuation, which is effectively a 5.86 percent increase in the tax rate.”
Prosper is a place where everyone matters.
ADMINISTRATION
Item 7
TOWN OF PROSPER, TEXAS ORDINANCE NO. ______
AN ORDINANCE OF THE TOWN OF PROSPER, TEXAS, ADOPTING THE
TOWN OF PROSPER 2013 PROPERTY TAX RATE, LEVYING TAXES FOR
FISCAL YEAR BEGINNING OCTOBER 1, 2013, AND ENDING SEPTEMBER
30, 2014, AT THE RATE OF $0.52 PER ONE HUNDRED DOLLARS
($100.00) ASSESSED VALUE ON ALL TAXABLE PROPERTY WITHIN THE
CORPORATE LIMITS OF THE TOWN OF PROSPER, TEXAS, IN
ACCORDANCE WITH EXISTING STATUTORY REQUIREMENTS AND
PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF ON THE
TOWN’S HOME PAGE OF ITS WEBSITE.
WHEREAS, the Town Council of the Town of Prosper, Texas (hereinafter referred to as
the “Town”), hereby finds that the tax for the fiscal year beginning October 1, 2013, and ending
September 30, 2014, hereinafter levied for current expenditures of the Town and the general
improvements of the Town and its property must be levied to provide revenue requirements for
the budget for the ensuing year; and
WHEREAS, the Town Council has approved, by separate ordinance to be adopted on
the 24th day of September, 2013, the budget for the fiscal year beginning October 1, 2013, and
ending September 30, 2014; and
WHEREAS, all statutory and constitutional requirements concerning the levying and
assessing of ad valorem taxes have been complied with.
NOW THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, COLLIN COUNTY, TEXAS:
SECTION 1
Findings Incorporated. The findings set forth above are incorporated into the body of
this Ordinance as if fully set forth herein.
SECTION 2
Adoption of Tax Rate. We the Town Council of the Town of Prosper do hereby levy or
adopt the tax rate of $0.520000 per $100 valuation for the Town for tax year 2013 as follows:
$0.326191 for the purpose of maintenance and operation; and
$0.193809 for payment of principal and interest on debt service.
SECTION 3
Truth In Taxation Required Language. The rate adopted is higher than both the effective
and rollback rates as calculated according to Truth In Taxation, and the total levy for
maintenance and operations exceeds last year’s levy for the same. As a result, the following
statement must be included in the ordinance in a type larger than that used in any portion of the
ordinance:
Item 7
Ordinance No. ____, Page 2
THIS TAX RATE WILL RAISE MORE TAXES FOR MAINTENANCE AND
OPERATIONS THAN LAST YEAR’S TAX RATE.
THE TAX RATE WILL EFFECTIVELY BE RAISED BY 8.96 PERCENT
AND WILL RAISE TAXES FOR MAINTENANCE AND OPERATIONS
ON A $100,000 HOME BY APPROXIMATELY $26.82.
SECTION 4
Truth In Taxation Required Web Posting. The rate adopted is higher than both the
effective and rollback rates as calculated according to Truth In Taxation, and the total levy for
maintenance and operations exceeds last year’s levy for the same. As a result, the following
statement must be posted to the home page of the Town’s web site.
THE TOWN OF PROSPER ADOPTED A TAX RATE THAT WILL RAISE MORE
TAXES FOR MAINTENANCE AND OPERATIONS THAN LAST YEAR’S TAX
RATE.
THE TAX RATE WILL EFFECTIVELY BE RAISED BY 8.96 PERCENT AND
WILL RAISE TAXES FOR MAINTENANCE AND OPERATIONS ON A
$100,000 HOME BY APPROXIMATELY $26.82.
SECTION 5
Place of Payment/Collection. The Tax Assessor-Collector for Collin County is hereby
authorized to assess and collect the taxes of the Town of Prosper in accordance with this
ordinance. The Town shall have all rights and remedies provided by the law for the enforcement
of the collection of taxes levied under this ordinance.
SECTION 6
Savings/ Repealing Clause. All provisions of any ordinance in conflict with this
Ordinance are hereby repealed; but such repeal shall not abate any pending prosecution for
violation of the repealed Ordinance, nor shall the repeal prevent prosecution from being
commenced for any violation if occurring prior to the repeal of the Ordinance. Any remaining
portions of conflicting ordinances shall remain in full force and effect.
SECTION 7
Severability. Should any section, subsection, sentence, clause or phrase of this
Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is
expressly provided that any and all remaining portions of this Ordinance shall remain in full force
and effect. Prosper hereby declares that it would have passed this Ordinance, and each section,
subsection, sentence, clause, or phrase thereof irrespective of the fact that any one or more
sections, subsections, sentences, clauses, or phrases be declared unconstitutional or invalid.
SECTION 8
Effective Date. This Ordinance shall become effective from and after its adoption and
publication, as required by law.
Item 7
Ordinance No. ____, Page 3
DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS ON THIS 24th DAY OF SEPTEMBER, 2013, AT A MEETING WHICH WAS
HELD IN STRICT ACCORDANCE WITH THE TEXAS OPEN MEETING ACT.
___________________________________
Ray Smith, Mayor
ATTEST:
___________________________________
Robyn Battle, Town Secretary
APPROVED AS TO FORM AND LEGALITY:
___________________________________
Terrence S. Welch, Town Attorney
Item 7
Page 1 of 3
To: Mayor and Town Council
From: William Mitchell, M.S., CPRP, Parks and Recreation Manager
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Discussion on the Town Council strategic goal: Develop a plan to accommodate growth in youth
sports and Town recreation programs.
Description of Agenda Item:
At the August 27, 2013, Town Council meeting, Town staff discussed Town Council’s strategic
goal to develop a plan to accommodate growth in youth sports. To achieve the desired
oversight of the youth sports associations, the following two models of centralization were
discussed:
Single Sports Organization Model: Under the Single Sports Organization Model, a new 501c3
organization would be created and all the Town’s youth sports leagues would report and register
through this organization.
Board of Directors Model: Under the Board of Directors Model, a separate non-profit
organization would be created and a governing Board established. Board members would
include a representative from each of the Town’s recognized sports leagues and include a
President, Vice President, Treasurer, and Secretary. It could also include a representative from
the Town of Prosper Parks and Recreation Department, a representative from the Prosper
Independent School District (PISD), and additional Board members deemed necessary by the
Board.
At the conclusion of the discussions on the two models, the Town Council was supportive of the
concept of centralization but a consensus on which model was not reached. Town staff’s
recommendation is the Board of Directors Model, most similar to Little Elm’s model, with
delegates of the youth recognized sports leagues being a part of the Board. According to the
recognized sports leagues, this would be a much easier transition while still accomplishing the
desire for centralization. The recommended name for the new Board is the Prosper Youth
Sports Commission (PYSC).
The PYSC would be the governing body of all youth sport recognized leagues and include a
delegate from each of the recognized sports leagues and four (4) non-recognized sports league
members (President, Vice President, Treasurer and Secretary). It could also include board
members from organizations supporting the Commission (i.e. Prosper Parks and Recreation
Department and Prosper ISD) and additional Board members deemed necessary by the Board.
PARKS & RECREATION
Prosper is a place where everyone matters.
Item 8
Page 2 of 3
The Town of Prosper Parks and Recreation Department would then enter into a Facility Use
Agreement with the PYSC for the use of the Town facilities.
Section 7(C) and 7(D) of the current Comprehensive Parks Ordinance states the following:
Section 7
C. Recognition of Athletic Leagues. The Town of Prosper reserves the right to formally
recognize and give preference to individual athletic leagues to serve the Town’s athletic
recreation needs. Leagues requesting formal recognition shall submit a formal request
to the Parks and Recreation Board for a recommendation to the Town Council.
Approved leagues will be recognized by the Town Council in the form of an adopted
resolution. The Town reserves the right to remove any league from its preferential
status at any time without cause.
D. Prosper Sports Committee. There is hereby created and established within Prosper a
Prosper Sports Committee (PSC).
1) Purpose – The purpose of the Prosper Sports Committee is to interpret the needs
and interest of youth and adult in the community athletics as it specifically relates to
the scheduling of athletic fields.
The Prosper Sports Committee shall have no authority, either expressed or implied,
to commit Town resources or funds, use of any athletic fields, concession facilities,
or other Town property to any group or individuals.
2) Number of Members - The Prosper Sports Committee shall be comprised of a
maximum of one (1) Town Council member, one (1) Parks and Recreation Board
member, the Town Parks and Recreation Director, and one (1) member of each
athletic organization recognized by the Town Council by resolution. In the case
where the Committee is comprised of an even number of members, one (1)
additional Parks and Recreation Board member will fill a seat on the Committee until
an odd number of members are created by the recognition of an additional athletic
organization.
3) Term of Office – The term of each Prosper Sports Committee member shall be one
(1) year with no term limits.
4) Chair / Vice-Chair / Secretary –
a) Chair – The Parks and Recreation Board member shall serve as the Chair of
the Board. The Chair shall preside over meetings, call meetings, and vote on
matters brought before the Board.
b) The Vice-Chair shall be elected by the Board and shall assume to duties of
the Chair in the absence or in the inability of the Chair to act.
c) The Secretary, to be elected by the Board and shall keep the minutes of all
meetings.
5) Quorum – A quorum of the Committee will consist of over one-half (50%) of the total
members.
Item 8
Page 3 of 3
6) Meetings – The Prosper Sports Committee will meet at such times deemed
necessary by the Committee Chair.
7) Powers and Duties – It shall be the duty of the Prosper Sports Committee to make
determinations regarding disputes related to the scheduling of games and practices
on Town operated facilities. The powers of the Committee are limited to the
scheduling of games and practices, and shall not have authority over game and
practice field designations as defined in Section 1.
Town staff recommends amending Section 7(C) and 7(D) of the current Comprehensive Parks
Ordinance to replace the Prosper Sports Committee (PSC) and create the Prosper Youth Sports
Commission (PYSC) as follows:
Section 7 – (REVISED)
C. Prosper Youth Sports Commission. There is hereby created and established within
Prosper a Prosper Youth Sports Commission (PYSC).
1) Purpose – The purpose of the Prosper Youth Sports Commission (PYSC) is to
govern youth sports and interpret the needs and interest of youth involved in
community athletics. The PYSC, among other things, coordinates the various local
athletic organizations in connection with their use of the Town of Prosper Parks in
accordance with the PYSC’s By-Laws, as they currently exist or may be amended.
2) Members – The Prosper Youth Sports Commission (PYSC) should include a
delegate from each of the sport leagues, a representative from the Prosper
Independent School District (PISD), a representative of the Town of Prosper, and
others deemed in accordance with the PYSC’s By-Laws, as they currently exist or
may be amended. Board members shall include a President, Vice President,
Treasurer, and Secretary that are not associated with the sports leagues.
Attached Documents:
1. On August 27, 2013, the Town Council requested that staff ask the recognized sports
leagues to provide information on the breakdown of their organizational structure/roles as
well as additional financial information from the sports organizations. Staff has attached the
information provided from the Town’s recognized sports leagues to this staff report.
Parks and Recreation Board Recommendation:
The Parks and Recreation Board (PARBd) was appreciative of Town staff’s research and
supports the recommendation of a centralized Board of Directors Model.
Town Staff Recommendation:
Town staff recommends a centralized oversight of the youth sports associations through the
creation of the Prosper Youth Sports Commission (PYSC).
Proposed Motion:
I move to direct Town staff to prepare an ordinance amendment to the current Comprehensive
Parks Ordinance to create and establish the Prosper Youth Sports Commission (PYSC).
Item 8
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Item 8
Page 1 of 1
To: Mayor and Town Council
From: Chief Ronnie Tucker
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Discussion to create an ad hoc committee to assist with finding the best location for a Fire
Station to serve the Northeast portion of Prosper.
Description of Agenda Item:
The committee will review and understand the requirements needed for a Fire Station location.
Response times
ISO requirements
Traffic flow
Citizen input
Staff input
Coverage area
Attached Documents:
1. PowerPoint
Town Staff Recommendation:
Create an ad hoc committee to assist with finding the best location for a Fire Station to help
cover the Northeast portion of Prosper.
Proposed Motion:
I move to create an ad hoc committee to assist with finding the best location for a Fire Station to
help cover the Northeast portion of Prosper.
Prosper is a place where everyone matters.
FIRE DEPARTMENT
Item 9
Item 9
Create an ad hoc committee to make a
recommendation to the council for a
location of a Fire Station to serve the
Northeast portion of Prosper.
Item 9
How often they will meet?
How long the committee will exist?
Who will be on the committee?
How will members be chosen?
How many people will be on the
committee?
Item 9
Item 9
Item 9
Primary responsibilities of fire departments is delivery of fire and
rescue services, normally originating from stations located throughout
the area.
To provide effective service, crews must:
respond in a minimum amount of time; and
with sufficient resources to initiate fire, rescue, or emergency
medical activities.
Item 9
Fire Suppression Rating Schedule (FSRS)
The Fire Suppression Rating Schedule is the manual that ISO utilizes in reviewing the firefighting capabilities of individual communities.
This schedule evaluates the three major items (Fire Alarm, Fire Department, and Water Supply) of a community’s fire suppression infrastructure and develops a numerical grading called a Public Protection Classification (PPC).
Item 9
District C13:
average response
time - 5:31
Our goal is
under 4:00
Item 9
District C14:
average response
time - 6:34
Item 9
District C15:
(Cockrell Elem)
average response
time - 8:49
Item 9
Questions / Comments
Item 9
Page 1 of 1
To: Mayor and Town Council
From: Robyn Battle, Town Secretary
Through: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon appointments to fill expiring terms and vacancies on the following
Boards and Commissions: Board of Adjustment/Construction Board of Appeals, Parks and
Recreation Board, Planning and Zoning Commission, and Prosper Economic Development
Corporation.
Description of Agenda Item:
The Town Council is considering appointments for thirteen Board and Commission positions
due to expiring terms and vacancies. Current Board and Commission terms will expire on
September 30, 2013. Attached is list of all positions available for appointment. The Town
Council hosted a reception for all applicants on the evening of August 13, and the Council
conducted interviews with 52 applicants on three different dates in August and September. The
Town Secretary has verified that all applicants that were interviewed meet the eligibility
requirements for the Board or Commission to which they have applied.
Attached Documents:
1. Appointment Chart
Town Staff Recommendation:
Town staff recommends the Town Council appoint individuals to fill expiring terms and
vacancies on the Town Boards and Commissions.
Proposed Motion:
I move to appoint the following individuals to fill expiring terms and vacancies on the following
Boards and Commissions: Board of Adjustment/Construction Board of Appeals, Parks and
Recreation Board, Planning and Zoning Commission, and Prosper Economic Development
Corporation.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 10
2013 BOARD APPOINTMENTS
BOARD NAME TERM EXPIRES APPOINTEE
(Confirmed by Town Council)
BOARD OF ADJUSTMENT / CONSTRUCTION BOARD OF APPEALS
Place No. 1 (Alternate) 09-30-15
Place No. 3 09-30-15
Place No. 5 09-30-15
PARKS AND RECREATION BOARD
Place No. 1 09-30-15
Place No. 3 09-30-15
Place No. 5 09-30-15
Place No. 7 09-30-15
PLANNING AND ZONING COMMISSION
Place No. 1 09-30-15
Place No. 3 09-30-15
Place No. 5 09-30-15
Place No. 7 09-30-15
PROSPER ECONOMIC DEVELOPMENT CORPORATION
Place No. 1 09-30-16
Place No. 3 09-30-16
Item 10
Page 1 of 2
To: Mayor and Town Council
From: Harlan Jefferson, Town Manager
Re: Town Council Meeting – September 24, 2013
Agenda Item:
Consider and act upon approving an office lease for municipal offices between MSW Prosper
380, LP, and the Town of Prosper; and authorizing the Town Manager to execute same on
behalf of the Town.
Description of Agenda Item:
(This item was tabled at the September 10, 2013, Town Council meeting.) On December 31,
2012, the Town Council approved by Contract 511 a Development and Financing Agreement
with MSW Prosper 380, LP, which outlined in considerable detail the development intended to
be created within the TIRZ No. 2, including, but not limited to, public and private infrastructure;
private development; and timelines related thereto. The final Project and Financing Plan
approved by the Town Council on May 14, 2013, provides a detailed accounting and verification
of the economic benefit(s) associated with the creation of the TIRZ No. 2 and the associated
dedicated tax revenues from the Town to fund the public-private partnership.
In an effort to find future office space and accelerate development along the HWY 380 corridor,
the Town and the Prosper Economic Development Corporation initiated discussions with MSW
Prosper 380, LP, to occupy space in their proposed five-story, 80,000 to 100,000-square-foot,
Class A office building. The office building, along with additional user interest, will serve as a
catalyst to:
Quickly increase tax values for the Town, school district, county, and community college
Create momentum for development
Serve to attract users and create jobs in Prosper
Provide a unique and distinct building to set a standard for future development
The list of municipal offices that will be relocated to the new space include, but are not limited
to, Town Manager’s Office, Town Secretary’s Office, Finance Department, Human Resources,
Development Services, Community Services, and Parks and Recreation Administration.
The office building will be located on the northwest corner of the HWY 380 and Dallas North
Tollway intersection. The major terms of the lease are as follows:
Lease Space: 18,000 sq. ft.
Term: 7 years; two 3-year extension options;
Free option to terminate at the end of the 5th year.
Rate: Years 1–3: $12.50/ft. NNN (Triple Net –Property Tax/Insurance/ Maintenance)
Years 4 – 7, + extensions: Base rate + annual escalation of $.50/ft.
TIA: $40 / ft.
Prosper is a place where everyone matters.
ADMINISTRATION
Item 11
Page 2 of 2
Budget Impact:
Estimated recurring annual lease cost for 18,000 sq. ft. office space is $225,000, plus $49,500
for maintenance of common areas for a total of $274,500. The lease payments will remain
unchanged for three consecutive years.
Legal Obligations and Review:
Terry Welch with Brown & Hofmeister, L.L.P., has reviewed the Draft Lease as to form and
legality.
Attached Documents:
1. Draft Lease
Town Staff Recommendation:
Town staff recommends that the Town Council approve the office lease for municipal offices
between MSW Prosper 380 LP and the Town of Prosper.
Proposed Motion:
I move to approve the office lease for municipal offices between MSW Prosper 380 LP and the
Town of Prosper; and authorize the Town Manager to execute same on behalf of the Town.
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OFFICE LEASE
THIS OFFICE LEASE is entered into by and between MSW PROSPER 380, LP, a
Texas limited partnership (“Landlord”), and THE TOWN OF PROSPER, TEXAS, a Texas
municipal corporation (“Tenant” or “the Town”) effective as of the Effective Date.
RECITALS
WHEREAS, Landlord owns, or is under contract to purchase an approximately ___ acre
tract of real property located at the Northwest Corner of the Dallas North Tollway and U.S.
Highway 380, Prosper, Collin County, Texas and being further described in Exhibit A (the
“Leased Premises”); and
WHEREAS, Landlord intends to construct a five story Class A office building containing
at least 80,000 rentable square feet of office space (the “Building”); and
WHEREAS, for purposes of this Lease, “Class A office building” is defined as a building
that is typically characterized by high quality design and with rents above average for the area,
and such building shall include the following features: high quality standard finishes; state of the
art HVAC and security systems; compatibility for voice and data technology; exceptional
accessibility and a definite market presence; amenities beyond those traditionally found in office
buildings; use of high end building materials; on-site support services/maintenance; a minimum
of 18,000 rentable square feet per floor; steel frame construction; a central, interior lobby; and
access to suites shall be from inside the building;
WHEREAS, Tenant desires to locate its municipal offices at said location in the Town of
Prosper, Texas (“Town”); and
WHEREAS, Tenant desires to lease a portion of the rentable square feet of the Building
following the Completion of Construction (hereinafter defined) thereof; and
WHEREAS, Landlord has advised Tenant that a contributing factor that would induce
Landlord to construct the Building would be an agreement by Tenant to lease a portion of the
rentable square feet of space in the Building; and
WHEREAS, the Building is a suitable site at which to locate the Town’s municipal
offices; and
WHEREAS, Tenant has determined that entering into a lease of the Building in
accordance with this Lease will further the objectives of Tenant and will benefit Tenant and the
Town’s inhabitants.
ARTICLE 1 - LEASE OF PREMISES
Section 1.01. Basic Lease Provisions and Definitions.
(a) Leased Premises: Not to exceed 18,000 rentable square feet of the Building to
be constructed on the Land, generally located at the Northwest Corner of the Dallas North
Tollway and U.S. Highway 380, Prosper, Texas (the “Property”), the specific space to be
agreed by Landlord and Tenant prior to issuance of a Certificate of Occupancy for the Building
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by the Town and subject to reduction and adjustment as provided in Section 15.01. Further,
Landlord shall endeavor to accommodate Tenant in such manner that all of Tenant’s Rentable
Area shall be located on one (1) floor of the Building.
(b) Rentable Area: Not to exceed 18,000 rentable square feet. The Rentable Area
includes the square footage within the Leased Premises plus a pro rata portion of the square
footage of the common areas within the Building, as reasonably determined by Landlord.
(c) Tenant’s Proportionate Share shall be a percentage determined by dividing
actual rentable square feet by the total rentable square footage in the Building.
(d) Minimum Annual Rent:
Year 1: $12.50/sq. ft.
Year 2: $12.50/sq. ft.
Year 3: $12.50/sq. ft.
Year 4: $13.00/sq. ft.
Year 5: $13.50/sq. ft.
Year 6: $14.00/sq. ft.
Year 7: $14.50/sq. ft.
(e) Monthly Rental Installments: 1/12th of the Minimum Annual Rent per month.
(f) Commencement Date: Three (3) months after the date of issuance of
Certificate of Occupancy by the Town authorizing Tenant to occupy and use for
the Permitted Use the area of the Leased Premises where the Tenant
Improvements have been constructed.
(g) Lease Term: Seven (7) years, but subject to extensions as provided in Article
15.
(h) Security Deposit: None
(i) Broker(s): None
(j) Permitted Use: General municipal and office purposes.
(k) Address for notices and payments are as follows:
Landlord: MSW Prosper 380, LP
1600 S. Stemmons Freeway, Suite 100
Lewisville, Texas 75067
With a copy to: Ryan W. Crandall
Basinger Leggett Clemons Bowling & Shore, PLLC
5700 Granite Parkway, Suite 950
Plano, Texas 75024
With Payments to: MSW Prosper 380, LP
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1600 S. Stemmons Freeway, Suite 100
Lewisville, Texas 75067
Tenant (prior to occupancy): Town of Prosper, Texas
Attn: Town Manager
P.O. Box 307
Prosper, Texas 75078
Tenant (following occupancy): TBD
W ith a copy to: Terrence S. Welch
Brown & Hofmeister, L.L.P.
740 E. Campbell Road, Suite 800
Richardson, Texas 75081
EXHIBITS attached to this Office Lease and incorporated by reference:
Exhibit A - Leased Premises
Exhibit B - Tenant Improvements
Exhibit C - Letter of Understanding
Exhibit D - Rules and Regulations
Section 1.02. Lease of Premises. Landlord hereby leases to Tenant, and Tenant
hereby leases from Landlord, the Leased Premises, under the terms and conditions herein,
together with a non-exclusive right, in common with others, to use the areas of the Building and
the underlying land and improvements thereto that are designed for use in common by all
tenants of the Building and their respective employees, agents, customers, invitees and others
(collectively, the “Common Areas”).
ARTICLE 2 - TERM AND POSSESSION
Section 2.01. Term. The Lease Term shall commence three (3) months after the date
that a Certificate of Occupancy is issued by the Town for the Building (the “Commencement
Date”).
Section 2.02. Construction of Tenant Improvements. Landlord shall construct and
install all leasehold improvements to the Leased Premises (collectively, the “Tenant
Improvements”) in accordance with Exhibit B attached hereto and made a part hereof.
Section 2.03. Surrender of the Premises. Upon the expiration or earlier termination of
this Lease and subsequent to occupancy by Tenant, Tenant shall, at its sole cost and expense,
immediately (a) surrender the Leased Premises to Landlord in broom-clean condition and in
good order, condition and repair, (b) remove from the Leased Premises (i) Tenant’s Property
(as defined in Section 8.01 below), (ii) all data and communications wiring and cabling
(including above ceiling, below raised floors and behind walls), and (iii) any alterations required
to be removed pursuant to Section 7.03 below, and (c) repair any damage caused by any such
removal and restore the Leased Premises to the condition existing upon the Commencement
Date, reasonable wear and tear excepted. All of Tenant’s Property that is not removed within
ten (10) days following Landlord’s written demand therefor shall be conclusively deemed to
have been abandoned and Landlord shall be entitled to dispose of such property at Tenant’s
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cost without incurring any liability to Tenant. This Section 2.03 shall survive the expiration or
any earlier termination of this Lease.
Section 2.04. Holding Over. If Tenant retains possession of the Leased Premises after
the expiration or earlier termination of this Lease, Tenant shall be a tenant at sufferance at one
hundred fifty percent (150%) of the Monthly Rental Installments and Annual Rental Adjustment,
as defined in Section 3.02 herein, for the Leased Premises in effect upon the date of such
expiration or earlier termination, and otherwise upon the terms, covenants and conditions herein
specified, so far as applicable. Acceptance by Landlord of rent after such expiration or earlier
termination shall not result in a renewal of this Lease, nor shall such acceptance create a
month-to-month tenancy. In the event a month-to-month tenancy is created by operation of
law, either party shall have the right to terminate such month-to-month tenancy upon thirty (30)
days’ prior written notice to the other, whether or not said notice is given on the rent paying
date. This Section 2.04 shall in no way constitute consent by Landlord to any holding over by
Tenant upon the expiration or earlier termination of this Lease, nor limit Landlord’s remedies in
such event.
Section 2.05. Termination of Lease.
(a) Tenant shall have the right to terminate this Lease with no liability or obligation to
Landlord immediately upon the occurrence of either of the following: (i) during or at the
conclusion of the Feasibility Period, as defined in this Section; or (ii) if by September 30, 2015,
a certificate of occupancy has not been issued by the Town for the Building, except where such
issuance has been delayed as a result of an event of Force Majeure, as defined in Section
15.03 of this Lease.
(b) Feasibility Period. For six (6) months following the Effective Date of this Lease,
Landlord and Tenant mutually agree to a Feasibility Period for such six month period. The
purposes of the Feasibility Period shall include, but not be limited to (i) Landlord commencing
design of the Building, with input from the Tenant’s Town Manager, Planning Director and
Building Official, as deemed necessary by Tenant; (ii) Tenant conducting a space needs
assessment, or similar process, to evaluate its reasonable space needs; and (iii) inspection of
the property by Tenant. During this Feasibility Period, and in any event prior to the conclusion
of the Feasibility Period, either Landlord or Tenant may terminate this Lease with no liability or
obligation to the other, for any reason. Any notice of termination of this Lease by one party to
the other may be via certified mail or other written notice, delivered to the address listed in
Section 1.01. If neither party sends the other a notice of termination prior to the conclusion of
the Feasibility Period, each party shall be deemed to have satisfied itself relative to any issues
or concerns associated with the Building or this Lease, and neither party shall have a right to
terminate this Lease except as referenced in Section 2.05(a) or Article 13 or Article 15 of this
Lease.
(c) Prior to the conclusion of the Feasibility Period, Landlord shall provide Tenant,
upon written request of Tenant, such documentation that reflects any agreement by Landlord
relative to the acquisition of the Property; any financing arrangements to which Landlord is a
party relative to the Property; cost estimates for the construction of the Building; and other
pertinent financial information Tenant deems reasonable to ensure compliance by Landlord with
the terms of this Lease.
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ARTICLE 3 - RENT
Section 3.01. Base Rent. Tenant shall pay to Landlord the Minimum Annual Rent in the
Monthly Rental Installments in advance, without demand, deduction or offset, on the
Commencement Date and on or before the first day of each and every calendar month
thereafter during the Lease Term. The Monthly Rental Installments for partial calendar months
shall be prorated. Tenant shall be responsible for delivering the Monthly Rental Installments to
the payment address set forth in Section 1.01(k) above in accordance with this Section 3.01,
subject to the change of such address by Landlord, which shall be delivered in writing to
Tenant.
Section 3.02. Annual Rental Adjustment Definitions.
(a) “Annual Rental Adjustment” shall mean the amount of Tenant’s Proportionate
Share of Operating Expenses for a particular calendar year.
(b) “Operating Expenses” shall mean the amount of all of Landlord’s costs and
expenses paid or incurred in operating, repairing, replacing and maintaining the Building and
the Common Areas in good condition and repair for a particular calendar year (including all
additional costs and expenses that Landlord reasonably determines that it would have paid or
incurred during such year if the Building had been fully occupied), including by way of
illustration and not limitation, the following: all Real Estate Taxes (as hereinafter defined),
insurance premiums and deductibles; water, sewer, electrical and other utility charges other
than the separately billed electrical and other charges paid by Tenant as provided in this Lease
(or other tenants in the Building); service and other charges incurred in the repair, replacement,
operation and maintenance of the elevators and the heating, ventilation and air-conditioning
system; costs associated with providing fitness facilities, if any; cleaning and other janitorial
services; tools and supplies; repair costs; landscape maintenance costs; access patrols;
license, permit and inspection fees; management fees; administrative fees; supplies, costs,
wages and related employee benefits payable for the management, maintenance and operation
of the Building; maintenance, repair and replacement of the driveways, parking and sidewalk
areas (including snow and ice removal), landscaped areas, and lighting; and maintenance and
repair costs, dues, fees and assessments incurred under any covenants or charged by any
owners association. The cost of any Operating Expenses that are capital in nature shall be
amortized over the useful life of the improvement (as reasonably determined by Landlord), and
only the amortized portion shall be included in Operating Expenses.
(c) “Tenant’s Proportionate Share of Operating Expenses” shall mean an amount
equal to (i) the product of Tenant’s Proportionate Share times (ii) the Operating Expenses.
(d) “Real Estate Taxes” shall mean any form of real estate tax or assessment or
service payments in lieu thereof, and any license fee, commercial rental tax, franchise tax,
margin tax, improvement bond or other similar charge or tax (other than inheritance, personal
income or estate taxes) imposed upon the Building or Common Areas, or against Landlord’s
business of leasing the Building, by any authority having the power to so charge or tax, together
with costs and expenses of contesting the validity or amount of the Real Estate Taxes.
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Section 3.03. Payment of Additional Rent.
(a) Any amount required to be paid by Tenant hereunder (in addition to Minimum
Annual Rent) and any charges or expenses incurred by Landlord on behalf of Tenant under the
terms of this Lease shall be considered “Additional Rent” payable in the same manner and
upon the same terms and conditions as the Minimum Annual Rent reserved hereunder, except
as set forth herein to the contrary. Any failure on the part of Tenant to pay such Additional Rent
when and as the same shall become due shall entitle Landlord to the remedies available to it for
non-payment of Minimum Annual Rent.
(b) In addition to the Minimum Annual Rent specified in this Lease, commencing as
of the Commencement Date, Tenant shall pay to Landlord as Additional Rent for the Leased
Premises, in each calendar year or partial calendar year during the Lease Term, an amount
equal to the Annual Rental Adjustment for such calendar year. Landlord shall estimate the
Annual Rental Adjustment annually, and written notice thereof shall be given to Tenant prior to
the beginning of each calendar year. The Annual Rental Adjustment shall not increase more
than five percent (5%) annually during the Term, excluding increases in Real Estate Taxes,
insurance premiums and deductibles, janitorial services, snow removal and utilities charges,
which are not controllable by Landlord. Tenant shall pay to Landlord each month, at the same
time the Monthly Rental Installment is due, an amount equal to one-twelfth (1/12) of the
estimated Annual Rental Adjustment. Tenant shall be responsible for delivering the Additional
Rent to the payment address set forth in Section 1.01(k) above in accordance with this Section
3.03. If Operating Expenses that are not controllable by Landlord increase during a calendar
year, Landlord may increase the estimated Annual Rental Adjustment during such year by
giving Tenant written notice to that effect, and thereafter Tenant shall pay to Landlord, in each
of the remaining months of such year, an amount equal to the amount of such increase in the
estimated Annual Rental Adjustment divided by the number of months remaining in such year.
Within a reasonable time after the end of each calendar year, Landlord shall prepare and
deliver to Tenant a statement showing the actual Annual Rental Adjustment. Within thirty (30)
days after receipt of the aforementioned statement, Tenant shall pay to Landlord, or Landlord
shall credit against the next rent payment or payments due from Tenant, as the case may be,
the difference between the actual Annual Rental Adjustment for the preceding calendar year
and the estimated amount paid by Tenant during such year. This Section 3.03 shall survive the
expiration or any earlier termination of this Lease.
(c) Commencing as of the Commencement Date, Tenant shall pay to Landlord as
Additional Rent, Tenant’s Proportionate Share of electricity for the Building and such electricity
charge shall not be part of Operating Expenses.
Section 3.04. Late Charges. Tenant acknowledges that Landlord shall incur certain
additional unanticipated administrative and legal costs and expenses if Tenant fails to pay
timely any payment required hereunder. Therefore, in addition to the other remedies available
to Landlord hereunder, if any payment required to be paid by Tenant to Landlord hereunder
shall become overdue, Tenant shall pay a late fee of five percent (5%) of such unpaid amount
and such unpaid amount shall bear interest from the due date thereof to the date of payment at
the rate of one and one-half percent (1.5%) per month.
ARTICLE 4 - SECURITY DEPOSIT
No security deposit shall be required for this Lease.
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ARTICLE 5 - OCCUPANCY AND USE
Section 5.01. Use. Tenant shall use the Leased Premises for the Permitted Use and
for no other purpose without the prior written consent of Landlord.
Section 5.02. Covenants of Tenant Regarding Use.
(a) Tenant shall (i) use and maintain the Leased Premises and conduct its business
thereon in a safe, careful, reputable and lawful manner, (ii) comply with all covenants that
encumber the Building and all laws, rules, regulations, orders, ordinances, directions and
requirements of any governmental authority or agency, now in force or which may hereafter be
in force, including, without limitation, those which shall impose upon Landlord or Tenant any
duty with respect to or triggered by a change in the use or occupation of, or any improvement or
alteration to, the Leased Premises, and (iii) comply with and obey all reasonable directions, and
regulations of Landlord, including the Building Rules and Regulations set forth in Exhibit D,
hereto, or established and modified from time to time by Landlord.
(b) Tenant shall not do or permit anything to be done in or about the Leased
Premises that will in any way cause a nuisance, obstruct or interfere with the rights of other
tenants or occupants of the Building or injure or annoy them. Landlord shall not be responsible
to Tenant for the non-performance by any other tenant or occupant of the Building of any of
Landlord’s directions, rules and regulations, but agrees that any enforcement thereof shall be
done uniformly. Tenant shall not use the Leased Premises, nor allow the Leased Premises to
be used, for any purpose or in any manner that would (i) invalidate any policy of insurance now
or hereafter carried by Landlord on the Building, or (ii) increase the rate of premiums payable
on any such insurance policy unless Tenant reimburses Landlord for any increase in premium
charged.
Section 5.03. Landlord’s Rights Regarding Use. Without limiting any of Landlord’s
rights specified elsewhere in this Lease (a) Landlord shall have the right at any time, without
notice to Tenant, to control, change or otherwise alter the Common Areas in such manner as it
deems necessary or proper, and (b) Landlord, its agents, employees and contractors and any
mortgagee of the Building shall have the right to enter any part of the Leased Premises at
reasonable times upon reasonable notice (except in the event of an emergency where no notice
shall be required) for the purposes of examining or inspecting the same (including, without
limitation, testing to confirm Tenant’s compliance with this Lease), showing the same to
prospective purchasers, mortgagees or tenants, and making such repairs, alterations or
improvements to the Leased Premises or the Building as Landlord may deem necessary or
desirable. Landlord shall incur no liability to Tenant for such entry, nor shall such entry
constitute an eviction of Tenant or a termination of this Lease, or entitle Tenant to any
abatement of rent therefor.
ARTICLE 6 - UTILITIES AND OTHER BUILDING SERVICES
Section 6.01. Services to be Provided. Provided Tenant is not in default, Landlord shall
furnish to Tenant, except as noted below, the following utilities and other services to the extent
reasonably necessary for Tenant’s use of the Leased Premises for the Permitted Use, or as
may be required by law or directed by governmental authority:
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(a) Heating, ventilation and air-conditioning between the hours of 8:00 a.m. and 6:00
p.m. Monday through Friday and 9:00 a.m. to 1:00 p.m. on Saturday of each week except on
legal holidays; however, Landlord shall make accommodation for any weekday evening public
meetings of the Tenant and provide heating, ventilation and air-conditioning per Tenant’s
request, such evening and weekend accommodation and accommodation at Tenant’s request
being at Tenant’s expense;
(b) Electrical current not to exceed four (4) watts per square foot;
(c) Water in the Common Areas for lavatory and drinking purposes;
(d) Automatic elevator service;
(e) Cleaning and janitorial service in the Leased Premises and Common Areas on
Sunday through Thursday of each week except legal holidays; provided, however, Tenant shall
be responsible for carpet cleaning other than routine vacuuming;
(f) Washing of windows at intervals reasonably established by Landlord;
(g) Replacement of all lamps, bulbs, starters and ballasts in Building standard
lighting as required from time to time as a result of normal usage;
(h) Maintenance of the Common Areas, including the removal of rubbish, ice and
snow; and
Section 6.02. Additional Services.
(a) If Tenant requests utilities or building services in addition to those identified
above, or if Tenant uses any of the above utilities or services in frequency, scope, quality or
quantity substantially greater than that which Landlord determines is normally required by other
tenants in the Building, then Landlord shall use reasonable efforts to attempt to furnish Tenant
with such additional utilities or services. In the event Landlord is able to and does furnish such
additional utilities or services, the actual costs thereof shall be borne by Tenant, who shall
reimburse Landlord monthly for the same as Additional Rent. Landlord shall also have the right
to submeter or separately meter the Leased Premises at Tenant’s sole cost, and Tenant shall
pay such utilities based on the submeter or separate meter.
(b) If any lights, density of staff, machines or equipment used by Tenant in the
Leased Premises materially affect the temperature otherwise maintained by the Building’s air-
conditioning system or generate substantially more heat in the Leased Premises than that
which would normally be generated by other tenants in the Building or by tenants in comparable
office buildings, then Landlord shall have the right to install any machinery or equipment that
Landlord considers reasonably necessary in order to restore the temperature balance between
the Leased Premises and the rest of the Building, including, without limitation, equipment that
modifies the Building’s air-conditioning system. All costs expended by Landlord to install any
such machinery and equipment and any additional costs of operation and maintenance in
connection therewith shall be borne by Tenant, who shall reimburse Landlord for the same as
provided in this Section 6.02.
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Section 6.03. Interruption of Services. Tenant acknowledges and agrees that any one
or more of the utilities or other services identified in Sections 6.01 or 6.02 or otherwise
hereunder may be interrupted by reason of accident, emergency or other causes beyond
Landlord’s control, or may be discontinued or diminished temporarily by Landlord or other
persons until certain repairs, alterations or improvements can be made. Landlord shall not be
liable in damages or otherwise for any failure or interruption of any utility or other Building
service and no such failure or interruption shall entitle Tenant to terminate this Lease or
withhold sums due hereunder.
ARTICLE 7 - REPAIRS, MAINTENANCE AND ALTERATIONS
Section 7.01. Repair and Maintenance of Building. Except to the extent of damage
caused by Tenant or its invitees, and subject to the provisions of Article 9 (Casualty) and Article
10 (Eminent Domain) and except for damage caused by any act or omission of Tenant or
ordinary wear and tear, Landlord shall keep the roof, skylights, sewer, water, gas, slab,
foundation, structural components and the structural portions of exterior walls and the Common
Areas of the Leased Premises in good order, condition and repair. Landlord will not be
obligated to maintain or repair interior windows, doors, plate glass or the surfaces of walls
within the Leased Premises. In addition, Landlord will not be obligated to make any repairs
under this Section until a reasonable time after receipt of written notice from Tenant of the need
for repairs. If any repairs are required to be made by Landlord, Tenant shall, at Tenant's sole
cost and expense, promptly remove Tenant's furnishings, fixtures, inventory, equipment and
other property, to the extent required to enable Landlord to make repairs. Landlord's liability
under this Section will be limited to the cost of those repairs or corrections. The cost of such
repairs, replacements and maintenance shall be included in Operating Expenses to the extent
provided in Section 3.02; provided however, to the extent any such repairs, replacements or
maintenance are required because of the negligence, misuse or default of Tenant, its
employees, agents, contractors, customers or invitees, Landlord shall make such repairs at
Tenant’s sole expense.
Section 7.02. Repair and Maintenance of Leased Premises. Except for the items set
forth in Section 7.01 above, Tenant shall keep and maintain the Leased Premises in good
condition and repair. In addition, Tenant shall be solely responsible for any repair or
replacement with respect to Tenant’s Property (as defined in Section 8.01 below) located in the
Leased Premises, the Building or the Common Areas. Nothing in this Article 7 shall obligate
Landlord or Tenant to repair normal wear and tear to any paint, wall covering or carpet in the
Leased Premises.
Section 7.03. Alterations. Tenant shall not permit alterations in excess of $5,000.00 in
or to the Leased Premises unless and until Landlord has approved the plans therefor in writing,
which shall not be unreasonably withheld, delayed or denied. As a condition of such approval,
Landlord may require Tenant to remove the alterations and restore the Leased Premises upon
termination of this Lease; otherwise, all such alterations shall at Landlord’s option become a
part of the realty and the property of Landlord, and shall not be removed by Tenant. Tenant
shall ensure that all alterations shall be made in accordance with all applicable laws, regulations
and building codes, in a good and workmanlike manner and of quality equal to or better than
the original construction of the Building. No person shall be entitled to any lien derived through
or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this
Lease shall be construed to constitute Landlord’s consent to the creation of any lien. If any lien
is filed against the Leased Premises for work claimed to have been done for or material claimed
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to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record
within thirty (30) days after filing.
Section 7.04. Condition upon Termination. Upon the expiration or termination of this
Lease and subsequent to occupancy by Tenant, Tenant shall surrender the Leased Premises to
Landlord broom clean and in the same condition as received, except for ordinary wear and tear
that Tenant is not otherwise obligated to remedy under any provision of this Lease. Tenant will
not be obligated to repair any damage that Landlord is required to repair under this Article
Seven or Article Nine (Casualty). In addition, Landlord may require Tenant to remove any
alterations, additions or improvements (whether or not made with Landlord's consent) prior to
the expiration or termination of this Lease and to restore the Premises to its prior condition, all
at Tenant's expense. In no event may Tenant remove any of the following materials or
equipment without Landlord's prior written consent: (i) electrical wiring or power panels; (ii) wall
coverings, drapes, blinds or other window coverings; (iii) carpets or other floor coverings; (iv)
heating, ventilating, or air conditioning equipment; (v) fencing or security gates; or (vi) any other
fixtures, equipment or items that, if removed, would materially affect the operation or the
appearance of the Property.
ARTICLE 8 – HOLD HARMLESS AND INSURANCE
Section 8.01. Release. All of Tenant’s trade fixtures, merchandise, inventory, special
fire protection equipment, telecommunication and computer equipment, supplemental air
conditioning equipment, kitchen equipment and all other personal property in or about the
Leased Premises, the Building or the Common Areas, which is deemed to include the trade
fixtures, merchandise, inventory and personal property of others located in or about the Leased
Premises or Common Areas at the invitation, direction or acquiescence (express or implied) of
Tenant (all of which property shall be referred to herein, collectively, as “Tenant’s Property”),
shall be and remain at Tenant’s sole risk. Landlord shall not be liable to Tenant or to any other
person for, and Tenant hereby releases Landlord from (a) any and all liability for theft or
damage to Tenant’s Property, and (b) any and all liability for any injury to Tenant or its
employees, agents, contractors, guests and invitees in or about the Leased Premises, the
Building or the Common Areas, except to the extent of personal injury (but not property loss or
damage) outside of the Leased Premises caused directly by the negligence or willful
misconduct of Landlord, its agents, employees or contractors. Nothing contained in this
Section 8.01 shall limit (or be deemed to limit) the waivers contained in Section 8.04 below. In
the event of any conflict between the provisions of Section 8.04 below and this Section 8.01,
the provisions of Section 8.04 shall prevail. This Section 8.01 shall survive the expiration or
earlier termination of this Lease.
Section 8.02. Tenant’s Insurance.
(a) During the Lease Term (and any period of early entry or occupancy or holding
over by Tenant, if applicable), Tenant shall maintain the following types of insurance, in the
amounts specified below:
(i) Liability Insurance. Commercial General Liability Insurance (which
insurance shall not exclude blanket, contractual liability, broad form property damage, personal
injury, or fire damage coverage) covering the Leased Premises and Tenant ’s use thereof
against claims for bodily injury or death and property damage, which insurance shall provide
coverage on an occurrence basis with a per occurrence limit of not less than $1,000,000, for
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each policy year, which limit may be satisfied by any combination of primary and excess or
umbrella per occurrence policies.
(ii) Property Insurance. Special Form Insurance (which insurance shall not
exclude flood or earthquake) in the amount of the full replacement cost of Tenant’s Property
and betterments (including alterations or additions performed by Tenant pursuant hereto, but
excluding those improvements, if any, made pursuant to Section 2.02 above), which insurance
shall include an agreed amount endorsement waiving coinsurance limitations.
(iii) Worker’s Compensation Insurance. Worker’s Compensation insurance
coverage of $500,000 each accident or each occurrence and disease per employee.
(iv) Automobile Insurance. Comprehensive Automobile Liability Insurance
insuring bodily injury and property damage arising from all owned, non-owned and hired
vehicles, if any, with minimum limits of liability of $1,000,000 per accident.
(b) All insurance required of Tenant hereunder shall (i) be issued by one or more
insurance companies reasonably acceptable to Landlord, licensed to do business in the State in
which the Leased Premises is located and having an AM Best’s rating of A IX or better, and (ii)
provide that said insurance shall not be canceled or permitted to lapse on less than thirty (30)
days’ prior written notice to Landlord. In addition, Tenant’s insurance shall protect Tenant and
Landlord as their interests may appear, naming Landlord, Landlord’s managing agent, and any
mortgagee requested by Landlord, as additional insureds under its commercial general liability
policies. On or before the Commencement Date (or the date of any earlier entry or occupancy
by Tenant), and thereafter, within thirty (30) days prior to the expiration of each such policy,
Tenant shall furnish Landlord with certificates of insurance evidencing all required coverages,
together with a copy of the endorsements to Tenant’s commercial general liability policy
evidencing primary and non-contributory coverage offered to the appropriate additional
insureds. Upon Tenant’s receipt of a request from Landlord, Tenant shall provide Landlord with
copies of all insurance policies, including all endorsements, evidencing the coverages required
hereunder. If Tenant fails to carry such insurance and furnish Landlord with such certificates of
insurance or copies of insurance policies (if applicable), Landlord may obtain such insurance on
Tenant’s behalf and Tenant shall reimburse Landlord upon demand for the cost thereof as
Additional Rent. Landlord reserves the right from time to time to require Tenant to obtain higher
minimum amounts or different types of insurance if it becomes customary for other landlords of
similar buildings in the area to require similar sized tenants in similar industries to carry
insurance of such higher minimum amounts or of such different types.
Section 8.03. Landlord’s Insurance. During the Lease Term, Landlord shall maintain
the following types of insurance, in the amounts specified below (the cost of which shall be
included in Operating Expenses):
(a) Liability Insurance. Commercial General Liability Insurance (which insurance
shall not exclude blanket, contractual liability, broad form property damage, personal injury, or
fire damage coverage) covering the Common Areas against claims for bodily injury or death
and property damage, which insurance shall provide coverage on an occurrence basis with a
per occurrence limit of not less than $2,000,000, for each policy year, which limit may be
satisfied by any combination of primary and excess or umbrella per occurrence policies.
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(b) Property Insurance. Special Form Insurance (which insurance shall not exclude
flood or earthquake) in the amount of the full replacement cost of the Building, including,
without limitation, any improvements, if any, made pursuant to Section 2.02 above, but
excluding Tenant’s Property and any other items required to be insured by Tenant pursuant to
Section 8.02 above.
Section 8.04. Waiver of Subrogation. Notwithstanding anything contained in this Lease
to the contrary, Landlord and Tenant hereby waive any rights each may have against the other
on account of any loss of or damage to their respective property, the Leased Premises, its
contents, or other portions of the Building or Common Areas arising from any risk which is
required to be insured against by Sections 8.02(a)(ii) and 8.03(b) above. The special form
coverage insurance policies maintained by Landlord and Tenant as provided in this Lease shall
include an endorsement containing an express waiver of any rights of subrogation by the
insurance company against Landlord and Tenant, as applicable.
ARTICLE 9 - CASUALTY
In the event of total or partial destruction of the Building or the Leased Premises by fire
or other casualty, Landlord agrees promptly to restore and repair same; provided, however,
Landlord’s obligation hereunder with respect to the Leased Premises shall be limited to the
reconstruction of such of the leasehold improvements as were originally required to be made by
Landlord pursuant to Section 2.02 above, if any. Rent shall proportionately abate during the
time that the Leased Premises or part thereof are unusable because of any such damage,
unless such damage is due to the negligence or willful misconduct of Tenant. Notwithstanding
the foregoing, if the Leased Premises are (a) so destroyed that they cannot be repaired or
rebuilt within one hundred and eighty (180) days from the casualty date; or (b) destroyed by a
casualty that is not covered by the insurance required hereunder or, if covered, such insurance
proceeds are not released by any mortgagee entitled thereto or are insufficient to rebuild the
Building and the Leased Premises; then, in case of a clause (a) casualty, either Landlord or
Tenant may, or, in the case of a clause (b) casualty, then Landlord may, upon thirty (30) days’
written notice to the other party, terminate this Lease with respect to matters thereafter
accruing. Tenant waives any right under applicable laws inconsistent with the terms of this
paragraph.
ARTICLE 10 - EMINENT DOMAIN
If all or any substantial part of the Building or Common Areas shall be acquired by a
governmental or other entity pursuant to the exercise of eminent domain or by sale under threat
of eminent domain, Landlord may terminate this Lease by giving written notice to Tenant on or
before the date possession thereof is so taken. If all or any part of the Leased Premises shall
be acquired by a governmental or other entity pursuant to the exercise of eminent domain or
sold under threat of eminent domain so that the Leased Premises shall become impractical for
Tenant to use for the Permitted Use, Tenant may terminate this Lease by giving written notice
to Landlord as of the date possession thereof is so taken. All damages awarded shall belong to
Landlord; provided, however, that Tenant may claim dislocation damages if such amount is not
subtracted from Landlord’s award.
ARTICLE 11 – NO ASSIGNMENT AND SUBLEASE
Tenant agrees that it shall not assign or sublease this Lease Agreement.
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ARTICLE 12 - TRANSFERS BY LANDLORD
Section 12.01. Sale of the Building. Landlord shall have the right to sell the Building at
any time during the Lease Term, subject only to the rights of Tenant hereunder; and such sale
shall operate to release Landlord from liability hereunder after the date of such conveyance.
Section 12.02. Estoppel Certificate. Within ten (10) business days following receipt of a
written request from Landlord, Tenant shall execute and deliver to Landlord, without cost to
Landlord, an estoppel certificate in such form as Landlord may reasonably request certifying (a)
that this Lease is in full force and effect and unmodified or stating the nature of any
modification, (b) the date to which rent has been paid, (c) that there are not, to Tenant’s
knowledge, any uncured defaults or specifying such defaults if any are claimed, and (d) any
other matters or state of facts reasonably required respecting the Lease. Such estoppel may
be relied upon by Landlord and by any purchaser or mortgagee of the Building.
Section 12.03. Subordination. Landlord shall have the right to subordinate this Lease to
any mortgage, deed to secure debt, deed of trust or other instrument in the nature thereof, and
any amendments or modifications thereto (collectively, a “Mortgage”) presently existing or
hereafter encumbering the Building by so declaring in such Mortgage. Within ten (10) days
following receipt of a written request from Landlord, Tenant shall execute and deliver to
Landlord, without cost, any instrument that Landlord deems reasonably necessary or desirable
to confirm the subordination of this Lease. Notwithstanding the foregoing, if the holder of the
Mortgage shall take title to the Leased Premises through foreclosure or deed in lieu of
foreclosure, Tenant shall be allowed to continue in possession of the Leased Premises as
provided for in this Lease so long as Tenant is not in Default.
ARTICLE 13 - DEFAULT AND REMEDY
Section 13.01. Default. The occurrence of any of the following shall be a “Default”:
(a) Tenant fails to pay any Monthly Rental Installments or Additional Rent within five
business (5) days after the same is due.
(b) Tenant fails to perform or observe any other term, condition, covenant or
obligation required under this Lease for a period of thirty (30) days after written notice thereof
from Landlord; provided, however, that if the nature of Tenant’s default is such that more than
thirty (30) days are reasonably required to cure, then such default shall be deemed to have
been cured if Tenant commences such performance within said thirty (30) day period and
thereafter diligently completes the required action within a reasonable time.
(c) Tenant vacates or abandons the Leased Premises, or fails to occupy the Leased
Premises.
(d) Tenant shall assign or sublet all or a portion of the Leased Premises in
contravention of the prohibition against assignment or subletting set forth in this Lease.
(d) All or substantially all of Tenant’s assets in the Leased Premises or Tenant’s
interest in this Lease are attached or levied under execution (and Tenant does not discharge
the same within sixty (60) days thereafter); a petition in bankruptcy, insolvency or for
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reorganization or arrangement is filed by or against Tenant (and Tenant fails to secure a stay or
discharge thereof within sixty (60) days thereafter); Tenant is insolvent and unable to pay its
debts as they become due; Tenant makes a general assignment for the benefit of creditors;
Tenant takes the benefit of any insolvency action or law; the appointment of a receiver or
trustee in bankruptcy for Tenant or its assets if such receivership has not been vacated or set
aside within thirty (30) days thereafter; or, dissolution or other termination of Tenant’s corporate
charter if Tenant is a corporation.
Section 13.02. Remedies. Following Tenant’s failure to timely cure an occurrence of
any Default after receipt of written notice of such occurrence as required herein, Landlord may:
(a) Without judicial process, enter upon the Leased Premises without having any
civil or criminal liability therefor (including specifically any liability or duty under Section 93.002
of the Texas Property Code which is superseded by this Section 13.02), and cure any Default of
Tenant, and Tenant shall reimburse Landlord as Additional Rent for any costs and expenses
which Landlord thereby incurs in effecting compliance with Tenant’s obligations under this
Lease; and Landlord shall not be liable to Tenant for any loss or damage which Tenant may
sustain by reason of Landlord's action;
(b) Terminate this Lease, in which event Tenant shall immediately surrender the
Leased Premises to Landlord. If Tenant fails to so surrender the Leased Premises, Landlord
may, without prejudice to any other remedy that Landlord may have for possession of the
Leased Premises, enter upon and take possession of the Leased Premises and expel or
remove Tenant and any other person who may be occupying the Leased Premises or any part
thereof, without being liable for prosecution or any claim for damages. n addition to the
foregoing remedies, Landlord may change or modify the locks on the Leased Premises if
Tenant fails to pay the Rent when due. Landlord will not be obligated to provide another key to
Tenant or allow Tenant to regain entry to the Leased Premises unless and until Tenant pays
Landlord all Rent that is delinquent. Tenant agrees that Landlord will not be liable for any
damages resulting to the Tenant from the lockout. When Landlord changes or modifies the
locks, Landlord or Landlord’s agent shall post a written notice in accordance with Section
93.002 of the Texas Property Code, or its successor statute. Tenant may be subject to legal
liability if Tenant or Tenant’s representative tampers with any lock after the locks have been
changed or modified by Landlord.
(c) Pursuit of any of the foregoing remedies will not preclude pursuit of any other
remedies provided by law, nor will pursuit of any remedy provided in this Lease constitute a
forfeiture or waiver of any Rent due to Landlord under this Lease or of any damages accruing to
Landlord by reason of the violation of any of the terms, provisions and covenants contained in
this Lease. Failure of Landlord to declare any default immediately upon its occurrence, or
failure to enforce one or more of Landlord's remedies, or forbearance by Landlord to enforce
one or more of Landlord's remedies upon an event of default, will not be deemed or construed
to constitute a waiver of default or waiver of any violation or breach of the terms of this Lease.
Pursuit of any one of the remedies will not preclude pursuit by Landlord of any of the other
remedies provided in this Lease. The loss or damage that Landlord may suffer by reason of
termination of this Lease or the deficiency from any reletting as provided for above will include
the reasonable expense of repossession and any repairs or remodeling undertaken by Landlord
following possession. If Landlord terminates this Lease at any time for any default, in addition
to other Landlord's remedies, Landlord may recover from Tenant all damages Landlord may
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incur by reason of the default, including the cost of recovering the Leased Premises and the
Rent due prior to the date of termination but remaining unpaid.
(d) No right or remedy of Landlord is intended to be exclusive of any other right or
remedy, and each and every right and remedy will be cumulative and in addition to any other
right or remedy now or hereafter existing under this Lease, at law, in equity or by statute.
(e) Landlord shall not be authorized to exercise any remedy set forth in this Section
13.02 relating to an occurrence of a Default until Landlord has provided Tenant with written
notice (“Notice of Default”) of containing a detailed description of the actions and/or events
constituting the Default and Tenant has failed to cure such Default within (i) thirty (30) days of
the date Tenant receives the Notice of Default, in the case of a Default not involving the non-
payment of Rent or other funds owing to Landlord, or (ii) five (5) days of the date Tenant
receives the Notice of Default, in the case of a Default involving the non-payment of Rent or
other funds owing to Landlord. In the event of a Default not involving the non-payment of Rent
or other funds owing to Landlord cannot reasonably be cured within thirty (30) days after
Tenant’s receipt of notice of same, Landlord shall not be authorized to exercise the remedies
set forth in this Section 13.02 as long as Tenant diligently engages in reasonable efforts to cure
such Default and such cure period does not exceed the time reasonably necessary to complete
such actions to cure the Default.
Section 13.03. Landlord’s Default and Tenant’s Remedies. Landlord shall be in default
if it fails to perform any term, condition, covenant or obligation required under this Lease for a
period of thirty (30) days after written notice thereof from Tenant to Landlord; provided,
however, that if the term, condition, covenant or obligation to be performed by Landlord is such
that it cannot reasonably be performed within thirty (30) days, such default shall be deemed to
have been cured if Landlord commences such performance within said thirty-day period and
thereafter diligently undertakes to complete the same. Upon the occurrence of any such default
and the continuance of same beyond any applicable notice and/or cure periods, Tenant may
sue for injunctive relief or to recover damages for any loss directly resulting from the breach,
but Tenant shall not be entitled to terminate this Lease or withhold, offset or abate any sums
due hereunder. In no event, however, shall Landlord be liable to Tenant for any consequential
or punitive damages.
Section 13.04. Limitation of Landlord’s Liability. If Landlord shall fail to perform any
term, condition, covenant or obligation required to be performed by it under this Lease and if
Tenant shall, as a consequence thereof, recover a money judgment against Landlord, Tenant
agrees that it shall look solely to Landlord’s right, title and interest in and to the Building for the
collection of such judgment; and Tenant further agrees that no other assets of Landlord shall be
subject to levy, execution or other process for the satisfaction of Tenant’s judgment.
Section 13.05. Non-W aiver of Defaults. Neither party’s failure or delay in exercising
any of its rights or remedies or other provisions of this Lease shall constitute a waiver thereof or
affect its right thereafter to exercise or enforce such right or remedy or other provision. No
waiver of any default shall be deemed to be a waiver of any other default. Landlord’s receipt of
less than the full rent due shall not be construed to be other than a payment on account of rent
then due, nor shall any statement on Tenant’s check or any letter accompanying Tenant’s
check be deemed an accord and satisfaction. No act or omission by Landlord or its employees
or agents during the Lease Term shall be deemed an acceptance of a surrender of the Leased
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Premises, and no agreement to accept such a surrender shall be valid unless in writing and
signed by Landlord.
Section 13.06. Attorneys’ Fees. If either party defaults in the performance or
observance of any of the terms, conditions, covenants or obligations contained in this Lease
and the non-defaulting party obtains a judgment against the defaulting party, then the defaulting
party agrees to reimburse the non-defaulting party for reasonable attorneys’ fees incurred in
connection therewith. In addition, if a monetary Default shall occur and Landlord engages
outside counsel to exercise its remedies hereunder, and then Tenant cures such monetary
Default, Tenant shall pay to Landlord, on demand, all expenses incurred by Landlord as a result
thereof, including reasonable attorneys’ fees, court costs and expenses actually incurred.
ARTICLE 14 - TENANT’S RESPONSIBILITY REGARDING
ENVIRONMENTAL LAWS AND HAZARDOUS SUBSTANCES
Section 14.01. Environmental Definitions.
(a) “Environmental Laws” shall mean all present or future federal, state and
municipal laws, ordinances, rules and regulations applicable to the environmental and
ecological condition of the Leased Premises, and the rules and regulations of the Federal
Environmental Protection Agency and any other federal, state or municipal agency or
governmental board or entity having jurisdiction over the Leased Premises.
(b) “Hazardous Substances” shall mean those substances included within the
definitions of “hazardous substances,” “hazardous materials,” “toxic substances” “solid waste”
or “infectious waste” under Environmental Laws and petroleum products.
Section 14.02. Restrictions on Tenant. Tenant shall not cause or permit the use,
generation, release, manufacture, refining, production, processing, storage or disposal of any
Hazardous Substances on, under or about the Leased Premises, or the transportation to or
from the Leased Premises of any Hazardous Substances, except as necessary and appropriate
for its Permitted Use in which case the use, storage or disposal of such Hazardous Substances
shall be performed in compliance with the Environmental Laws and the highest standards
prevailing in the industry.
Section 14.03. Notices, Affidavits, Etc. Tenant shall immediately (a) notify Landlord of
(i) any violation by Tenant, its employees, agents, representatives, customers, invitees or
contractors of any Environmental Laws on, under or about the Leased Premises, or (ii) the
presence or suspected presence of any Hazardous Substances on, under or about the Leased
Premises, and (b) deliver to Landlord any notice received by Tenant relating to (a)(i) and (a)(ii)
above from any source. Tenant shall execute affidavits, representations and the like within five
(5) days of Landlord’s request therefor concerning Tenant’s best knowledge and belief
regarding the presence of any Hazardous Substances on, under or about the Leased Premises.
In the event that such Hazardous Substances are brought onto the Leased Premises by
Tenant, Tenant shall be responsible for remediating same or removing same from the Leased
Premises.
Section 14.04. Existing Conditions. Notwithstanding anything contained in this Article
14 to the contrary, Tenant shall not have any liability to Landlord under this Article 14 resulting
from any conditions existing, or events occurring, or any Hazardous Substances existing or
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generated, at, in, on, under or in connection with the Leased Premises prior to the
Commencement Date of this Lease (or any earlier occupancy of the Leased Premises by
Tenant) except to the extent Tenant exacerbates the same.
ARTICLE 15 – EXTENSION OPTIONS AND MISCELLANEOUS PROVISIONS
Section 15.01. Benefit of Landlord and Tenant. This Lease shall inure to the benefit of
and be binding upon Landlord and Tenant and their respective successors and assigns.
Section 15.02. Governing Law; Venue. This Lease shall be governed in accordance
with the laws of the State of Texas. Venue for any action concerning this Lease shall be in a
State District Court of Collin County, Texas, the personal and subject matter jurisdiction of
which the parties hereto agree to submit.
Section 15.03. Force Majeure. Landlord and Tenant (except with respect to the
payment of any monetary obligation) shall be excused for the period of any delay in the
performance of any obligation hereunder when such delay is occasioned by causes beyond its
control, including but not limited to work stoppages, boycotts, slowdowns or strikes; shortages
of materials, equipment, labor or energy; unusual weather conditions; or acts or omissions of
governmental or political bodies.
Section 15.04. Effective Date of Lease. This Lease shall become effective, if at all,
upon the date of execution by authorized representatives of Landlord and Tenant (“the Effective
Date”).
Section 15.05. No Broker; Indemnification for Leasing Commissions. The parties
hereby represent and warrant that no real estate brokers were involved in the negotiation and
execution of this Lease. Landlord shall indemnify Tenant from any and all liability for the breach
of this representation and warranty on its part and shall pay any compensation to any other
broker or person who may be entitled thereto. With respect to any commissions due the
agent(s) or broker(s) engaged by Landlord, Landlord shall be solely liable for payment of any
such commissions due said agent(s) and/or broker(s) based on this Lease pursuant to separate
agreements between Landlord and said agent(s) and/or broker(s), including but not limited to,
(i) any renewals or extensions of this Lease and (ii) any new lease entered into between
Landlord and Tenant for the lease of Rentable Area in the Building upon or after the termination
of this Lease.
Section 15.06. Notices. Any notice required or permitted to be given under this Lease
or by law shall be deemed to have been given if it is written and delivered in person or by
overnight courier or mailed by certified mail, postage prepaid, to the party who is to receive
such notice at the address specified in Section 1.01(l). If sent by overnight courier, the notice
shall be deemed to have been given one (1) day after sending. If mailed, the notice shall be
deemed to have been given on the date that is three (3) business days following mailing. Either
party may change its address by giving written notice thereof to the other party.
Section 15.07. Partial Invalidity; Complete Agreement. If any provision of this Lease
shall be held to be invalid, void or unenforceable, the remaining provisions shall remain in full
force and effect. This Lease represents the entire agreement between Landlord and Tenant
covering everything agreed upon or understood in this transaction. There are no oral promises,
conditions, representations, understandings, interpretations or terms of any kind as conditions
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or inducements to the execution hereof or in effect between the parties. No change or addition
shall be made to this Lease except by a written agreement executed by Landlord and Tenant.
Section 15.08. Representations and Warranties.
(a) Tenant hereby represents and warrants that (i) Tenant is duly organized, validly
existing and in good standing (if applicable) in accordance with the laws of the State of Texas;
(ii) Tenant is authorized to do business in the State of Texas; and (iii) the individual executing
and delivering this Lease on behalf of Tenant has been properly authorized to do so, and such
execution and delivery shall bind Tenant to its terms.
(b) Landlord hereby represents and warrants that (i) Landlord is duly organized,
validly existing and in good standing (if applicable) in accordance with the State of Texas; (ii)
Landlord is authorized to do business in the State of Texas; and (iii) the individual executing
and delivering this Lease on behalf of Landlord has been properly authorized to do so, and
such execution and delivery shall bind Landlord to its terms.
Section 15.09. Signage. Landlord, at its cost and expense, shall provide Tenant with
Building standard signage on the main Building directory and at the entrance to the Leased
Premises. Any changes requested by Tenant to the initial directory or suite signage shall be
made at Tenant’s sole cost and expense and shall be subject to Landlord’s approval. Landlord
may install such other signs, advertisements, notices or tenant identification information on the
Building directory, tenant access doors or other areas of the Building, as it shall deem
necessary or proper. Tenant shall not place any exterior signs on the Leased Premises or
interior signs visible from the exterior of the Leased Premises without the prior written consent
of Landlord. Notwithstanding any other provision of this Lease to the contrary, Landlord may
immediately remove any sign(s) placed by Tenant in violation of this Section 15.09.
Section 15.10. Parking. Tenant shall be entitled to the non-exclusive use of the general,
unreserved parking spaces designated for the Building by Landlord. Tenant agrees not to
overburden the parking facilities and agrees to cooperate with Landlord and other tenants in the
use of the parking facilities. Landlord reserves the right in its absolute discretion to determine
whether parking facilities are becoming crowded and, in such event, to allocate parking spaces
between Tenant and other tenants. Throughout the Term of this Lease (including any Extension
Term(s)), Landlord shall designate two parking spaces located as close as reasonably possible to
the entrance of the Building which shall be marked with appropriate signs as reserved for use by
Tenant. No vehicle may be repaired or serviced in the parking area and any vehicle brought into
the parking area by Tenant, or any of Tenant’s employees, contractors or invitees, and deemed
abandoned by Landlord will be towed and all costs thereof shall be borne by Tenant. All
driveways, ingress and egress, and all parking spaces are for the joint use of all tenants. In
addition, Tenant agrees that its employees will not park in the spaces designated visitor
parking.
Section 15.11. Consent. Where the consent of a party is required, such consent will not
be unreasonably withheld, delayed, or denied.
Section 15.12. Time. Time is of the essence of each term and provision of this Lease.
Section 15.13. Determination of Charges. Landlord and Tenant agree that each
provision of the Lease for determining charges and amounts payable by Tenant (including
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provisions regarding Additional Rent) is commercially reasonable and, as to each such charge
or amount, constitutes a statement of the amount of the charge or a method by which the
charge is to be computed for purposes of Section 93.012 of the Texas Property Code.
Section 15.14. Option to Extend.
(a) Grant and Exercise of Option. Provided that (i) no default has occurred and is
then continuing, and (ii) Tenant originally named herein remains in possession of and has been
continuously operating in the entire Leased Premises throughout the Lease Term, Tenant shall
have two (2) options to extend the Lease Term for additional periods of three (3) years each
(the “Extension Term(s)”). The Extension Term(s) shall be upon the same terms and conditions
contained in the Lease except (i) Tenant shall not have any further option to extend, (ii) any
improvement allowances or other concessions applicable to the Leased Premises under the
Lease shall not apply to the Extension Term, and (iii) the Minimum Annual Rent shall be
adjusted as set forth herein (“Rent Adjustment”). Tenant shall exercise such option by
delivering to Landlord, no earlier than twelve (12) months but no later than six (6) months prior
to the expiration of the current Lease Term, written notice of Tenant’s desire to extend the
Lease Term. Tenant’s failure to properly exercise such option shall be deemed a waiver of
such option. If Tenant properly exercises its option to extend, Landlord shall notify Tenant of
the Rent Adjustment no later than thirty (30) days after the Notice of renewal is given by
Tenant. Tenant shall be deemed to have rejected the Rent Adjustment if it fails to deliver to
Landlord a written objection thereto within ten (10) business days after receipt thereof. If
Tenant properly exercises its option to extend, Landlord and Tenant shall execute an
amendment to the Lease (or, at Landlord’s option, a new lease on the form then in use for the
Building) reflecting the terms and conditions of the Extension Term within thirty (30) days after
Tenant’s acceptance of the Rent Adjustment.
(b) Rent Adjustment. The Minimum Annual Rent for the first year of any Extension
Term shall be an annual amount equal to the previous year’s Rent Amount plus an additional
$0.50 per square foot of Rentable Area, which shall increase annually by $0.50 per square foot
of Rentable Area at the beginning of each successive year of the Extension Term . The Monthly
Rental Installments shall be an amount equal to one-twelfth (1/12) of the Minimum Annual Rent
for the Extension Term and shall be paid at the same time and in the same manner as provided
in the Lease.
Section 15.15. Option to Terminate Lease at End of Fifth Year. At the conclusion of the
fifth year of occupancy by Tenant, Tenant shall have the unrestricted right, without penalty, to
terminate this Lease. Said notice of termination, if exercised by Tenant, shall be delivered to
Landlord no later than ninety (90) days prior to the conclusion of the fifth year of occupancy by
Tenant.
Section 15.16. Landlord Covenants to Lease the Building. Landlord agrees and
covenants to use commercially reasonable efforts during the Lease Term to lease the Building
on terms and to tenants which are acceptable to Landlord.
Section 15.17. Lease Not To Be Used As Incentive For Other Tenants. Landlord
represents covenants and warrants that it will not use or apply the Rent or this Lease as a form
or means of providing direct tenant subsidies or free rent for the lease and occupancy of the
Building by other tenants.
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Section 15.18. Use of Top Floor of Building by Tenant. Landlord acknowledges that the
top floor of the Building shall be reserved for lease to tenants at full market rates; however, prior
to the leasing of said top floor, Tenant, with prior written consent of Landlord, may utilize said
top floor for open houses and showcase events to assist in attracting new users and tenants to
the Building. Notwithstanding the foregoing, the top floor shall be subject to lease by Landlord
at any time and any events held and improvements required by Tenant on the top floor shall be
at Tenant’s sole cost and expense.
Section 15.19. Impact Fees. Subsequent to the expiration of the Feasibility Period
referenced in Section 2.05 of this Lease, Tenant agrees that it shall consider an agreement
pursuant to Chapter 380 of the Texas Local Government Code, as amended, relative to the
waiver of all or a portion of roadway impact fees associated with the construction of the Building
and/or specific to the site on which the Building is located.
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SIGNED AND AGREED this ____ day of ________________________, 2013.
LANDLORD:
MSW Prosper 380, LP,
A Texas limited partnership
By: MSW Prosper GP, LLC
A Texas limited liability company
General Partner of MSW Prosper 380, LP
By: __________________________________
Kristian T. Teleki
Senior Vice President
SIGNED AND AGREED this ___ day of ________________________, 2013.
TENANT:
TOWN OF PROSPER, TEXAS, a Texas municipal
corporation
By: ___________________________________________
Name: Ray Smith
Title: Mayor
Item 11
Exhibit A - Page 1
EXHIBIT A
SITE PLAN OF LEASED PREMISES
[TO BE ADDED]
Item 11
Exhibit B - Page 1
EXHIBIT B
TENANT IMPROVEMENTS
1. Landlord’s Obligations. Concurrently with or immediately upon construction of
the Building, Landlord shall construct and install within the Leased Premises, in a good and
workmanlike manner in the location within the Building agreed by Landlord and Tenant, the
Tenant Improvements, in accordance with this Exhibit B.
2. Construction Drawings, Cost Statement and Allowance.
(a) Promptly following the Effective Date of this Lease, Tenant will work with
Landlord’s architect and/or space planner to develop a space plan (“the Space Plan”) for up to
18,000 square feet of the Leased Premises that is reasonably acceptable to Landlord to be
used by Tenant for the Permitted Use (the “Tenant Offices”) to be incorporated into the
construction drawings (the “CD”) relating to the design and construction of the Building. Tenant
shall occupy the second floor of the Building.
(b) Within twenty (20) days after Landlord’s receipt of the Space Plan, Landlord shall
prepare and submit to Tenant (i) a set of construction drawings (the “CD’s”) covering all work to
be performed by Landlord in constructing the Tenant Improvements in accordance with the
Space Plan, and (ii) a statement of the cost to construct and install the Tenant Improvements
(the “Cost Statement”). Tenant acknowledges and agrees that the Cost Statement shall include
design fees and a fee payable to the project’s construction manager or general contractor.
Tenant shall have ten (10) business days after receipt of the CD’s and the Cost Statement in
which to review both the CD’s and the Cost Statement and to give Landlord written notice of
Tenant’s approval of the CD’s or its requested changes thereto. Tenant shall have no right to
request any changes to the CD’s that would materially alter the exterior appearance or basic
nature of the Building or the Building systems. If Tenant fails to approve or request changes to
the CD’s within ten (10) days after its receipt thereof, then Tenant shall be deemed to have
approved the CD’s and the Cost Statement and the same shall thereupon be final. If Tenant
requests any changes to the CD’s, Landlord shall make those changes which are reasonably
requested by Tenant and shall within ten (10) business days of its receipt of such request
submit the revised portion of the CD’s (and, to the extent applicable, the revised Cost
Statement) to Tenant. Tenant may not thereafter disapprove the revised portions of the CD’s
unless Landlord has unreasonably failed to incorporate reasonable comments of Tenant and,
subject to the foregoing, the CD’s and the Cost Statement, as modified by said revisions, shall
be deemed to be final upon the submission of said revisions to Tenant. Tenant shall at all
times in its review of the CD’s and the Cost Statement, and of any revisions thereto, act
reasonably and in good faith.
(c) Tenant shall be responsible for the cost to construct and install the Tenant
Improvements; provided, however, that Tenant shall be entitled to a tenant improvement
allowance from Landlord equal to $40.00 per square foot of the Rentable Area (the
“Allowance”). Following Substantial Completion of the Tenant Improvements, Tenant shall pay
to Landlord the remaining difference between the Cost Statement (taking into account any
increases or decreases resulting from any Change Orders) and the Allowance within fifteen (15)
days of Landlord’s request therefor. Tenant’s failure to deliver the payments required in this
paragraph shall entitle Landlord to stop the construction and installation of the Tenant
Item 11
Exhibit B - Page 2
Improvements until such payment is received, and any resulting delay shall constitute a Tenant
Delay (as hereinafter defined) hereunder. In addition, all delinquent payments shall accrue
interest at 12% per annum or the highest rate allowed by law, whichever is less. If the
Allowance exceeds the Cost Statement (taking into account any increases or decreases
resulting from any Change Orders), such savings shall be applied as a credit toward the
amount of Rent owed by Tenant.
3. Schedule and Early Occupancy. Landlord shall provide Tenant with a proposed
schedule for the construction and installation of the Tenant Improvements and shall notify
Tenant of any material changes to said schedule. Tenant agrees to coordinate with Landlord
regarding the installation of Tenant’s phone and data wiring and any other trade related fixtures
that will need to be installed in the Tenant Offices prior to Substantial Completion. In addition, if
and to the extent permitted by applicable laws, rules and ordinances, Tenant shall have the
right to enter the Tenant Offices fifteen (15) days prior to the scheduled date for Substantial
Completion (as may be modified from time to time) in order to install fixtures and otherwise
prepare the Tenant Offices for occupancy, which right shall expressly exclude making any
structural modifications. During any entry prior to the Commencement Date (a) Tenant shall
comply with all terms and conditions of this Lease other than the obligation to pay Rent, (b)
Tenant shall not interfere with Landlord’s completion of the Tenant Improvements, (c) Tenant
shall cause its personnel and contractors to comply with the terms and conditions of Landlord’s
rules of conduct (which Landlord agrees to furnish to Tenant upon request), and (d) Tenant
shall not begin operation of its business. Tenant acknowledges that Tenant shall be
responsible for obtaining all applicable permits and inspections relating to any such entry by
Tenant.
4. Change Orders. Tenant shall have the right to request changes to the CD’s at
any time following the date hereof by way of written change order (each, a “Change Order”, and
collectively, “Change Orders”). Provided such Change Order is reasonably acceptable to
Landlord, Landlord shall prepare and submit promptly to Tenant a memorandum setting forth
the impact on cost and schedule resulting from said Change Order (the “Change Order
Memorandum of Agreement”). Tenant shall, not later than three (3) days following Tenant’s
receipt of the Change Order Memorandum of Agreement, either (a) execute and return the
Change Order Memorandum of Agreement to Landlord, or (b) retract its request for the Change
Order. At Landlord’s option, Tenant shall pay to Landlord (or Landlord’s designee), within ten
(10) days following Landlord’s request, any increase in the cost to construct the Tenant
Improvements resulting from the Change Order, as set forth in the Change Order Memorandum
of Agreement. Landlord shall not be obligated to commence any work set forth in a Change
Order until such time as Tenant has delivered to Landlord the Change Order Memorandum of
Agreement executed by Tenant and, if applicable, Tenant has paid Landlord in full for said
Change Order.
5. Tenant Delay. Notwithstanding anything to the contrary contained in the Lease,
if Substantial Completion of the Tenant Improvements is delayed beyond the Commencement
Date as a result of Tenant Delay (as hereinafter defined), then, for purposes of determining the
Commencement Date, Substantial Completion of the Tenant Improvements shall be deemed to
have occurred on the date that Substantial Completion of the Tenant Improvements would have
occurred but for such Tenant Delay. Without limiting the foregoing, Landlord shall use
commercially reasonable speed and diligence to Substantially Complete the Tenant
Improvements on or before the Commencement Date.
Item 11
Exhibit B - Page 3
6. Letter of Understanding. Promptly following the Commencement Date, Tenant
shall execute Landlord’s Letter of Understanding in substantially the form attached hereto as
Exhibit C and made a part hereof, acknowledging (a) the Commencement Date of this Lease,
and (b) except for any punchlist items, that Tenant has accepted the Tenant Offices. If Tenant
takes possession of and occupies the Tenant Offices, Tenant shall be deemed to have
accepted the Tenant Offices and that the condition of the Tenant Offices was at the time
satisfactory and in conformity with the provisions of this Lease in all respects, subject to any
punchlist items.
7. Definitions. For purposes of this Lease (a) “Substantial Completion” (or any
grammatical variation thereof) shall mean completion of construction of the Tenant
Improvements, subject only to punchlist items to be identified by Landlord and Tenant in a joint
inspection of the Leased Premises prior to Tenant’s occupancy, as established by the issuance
of Certificate of Occupancy for the Leased Premises or other similar authorization issued by the
appropriate governmental authority, if required, and (b) “Tenant Delay” shall mean any delay in
the completion of the Tenant Improvements attributable to Tenant, including, without limitation
(i) Tenant’s failure to meet any time deadlines specified herein, (ii) Change Orders, (iii) the
performance of any other work in the Leased Premises by any person, firm or corporation
employed by or on behalf of Tenant, or any failure to complete or delay in completion of such
work, (iv) Landlord’s inability to obtain an occupancy permit for the Leased Premises because
of the need for completion of all or a portion of improvements being installed in the Leased
Premises directly by Tenant, and (v) any other act or omission of Tenant.
END OF EXHIBIT B
Item 11
Exhibit C - Page 1
EXHIBIT C
LETTER OF UNDERSTANDING
Matthews Southwest
___________________________
___________________________
___________________________
RE: Lease Agreement between Matthews Southwest, Inc. d/b/a Matthews
Southwest (“Landlord”) and Town of Prosper, Texas, a Texas municipal
corporation (“Tenant”) for the Leased Premises located
at_________________________________, Prosper, Texas (the “Leased
Premises”), dated ________________ (the “Lease”).
Dear _________________________:
The undersigned, on behalf of Tenant, certifies to Landlord as follows:
1. The Commencement Date under the Lease is
____________________________.
2. The rent commencement date is ___________________.
3. The expiration date of the Lease is ___________________.
4. The Lease (including amendments or guaranty, if any) is the entire agreement
between Landlord and Tenant as to the leasing of the Leased Premises and is in
full force and effect.
5. The Landlord has completed the improvements designated as Landlord’s
obligation under the Lease (excluding punchlist items as agreed upon by
Landlord and Tenant), if any, and Tenant has accepted the Leased Premises as
of the Commencement Date.
6. To the best of the undersigned’s knowledge, there are no uncured events of
default by either Tenant or Landlord under the Lease.
IN WITNESS WHEREOF, the undersigned has caused this Letter of Understanding to
be executed this ____ day of _________________, 20____.
TOWN OF PROSPER, TEXAS, a Texas
municipal corporation
By: _________________________________
Printed Name: ________________________
Title: ________________________________
Item 11
Exhibit D - Page 1
EXHIBIT D
RULES AND REGULATIONS
1. The sidewalks, entrances, passages, courts, elevators, vestibules, stairways,
corridors or halls shall not be obstructed or used for any purpose other than ingress and egress.
Landlord shall control the Common Areas.
2. No awnings or other projections shall be attached to the outside walls of the
Building. No curtains, blinds, shades or screens shall be attached to or hung in, or used in
connection with, any window or door of the Leased Premises other than Landlord standard
window coverings without Landlord’s prior written approval. All electric ceiling fixtures hung in
offices or spaces along the perimeter of the Building must be fluorescent, of a quality, type, design
and tube color approved by Landlord. Neither the interior nor the exterior of any windows shall be
coated or otherwise sun-screened without written consent of Landlord.
3. No sign, advertisement, notice or handbill shall be exhibited, distributed, painted or
affixed by any tenant on, about or from any part of the Leased Premises, the Building or in the
Common Areas including the parking area without the prior written consent of Landlord. In the
event of the violation of the foregoing by any tenant, Landlord may remove or stop same without
any liability, and may charge the expense incurred in such removal or stopping to tenant. The
lobby directory will be provided exclusively for the display of the name and location of tenants
only, and Landlord reserves the right to exclude any other names therefrom. Nothing may be
placed on the exterior of corridor walls or corridor doors other than Landlord’s standard lettering.
4. The sashes, sash doors, windows, and doors that reflect or admit light and air into
halls, passageways or other public places in the Building shall not be covered or obstructed by
tenant.
5. The sinks and toilets and other plumbing fixtures shall not be used for any purpose
other than those for which they were constructed, and no sweepings, rubbish, rags, or other
substances shall be thrown therein. All damages resulting from any misuse of the fixtures shall be
borne by the tenant who, or whose subtenants, assignees or any of their servants, employees,
agents, visitors or licensees shall have caused the same.
6. No tenant shall mark, paint, drill into, or in any way deface any part of the Leased
Premises or the Building (except for nails for the display of artwork). No boring, cutting or
stringing of wires or laying of any floor coverings shall be permitted, except with the prior written
consent of the Landlord and as the Landlord may direct. Landlord shall direct electricians as to
where and how telephone or data cabling are to be introduced. No boring or cutting for wires or
stringing of wires will be allowed without written consent of Landlord. The location of telephones,
call boxes and other office equipment affixed to the Leased Premises shall be subject to the
approval of Landlord.
7. No bicycles, vehicles, birds or animals of any kind (except seeing eye dogs) shall
be brought into or kept in or about the Leased Premises, and no cooking shall be done or
permitted by any tenant on the Leased Premises, except microwave cooking, and the preparation
of coffee, tea, hot chocolate and similar items for tenants and their employees. No tenant shall
cause or permit any unusual or objectionable odors to be produced in or permeate from the
Leased Premises.
Item 11
Exhibit D - Page 2
8. The Leased Premises shall not be used for manufacturing or for the storage of
merchandise except as such storage may be incidental to the permitted use of the Leased
Premises. No tenant shall occupy or permit any portion of the Leased Premises to be occupied
as an office for the manufacture or sale of liquor, narcotics, or tobacco in any form, or as a
medical office, or as a barber or manicure shop, or a dance, exercise or music studio, or any type
of school or daycare or copy, photographic or print shop or an employment bureau without the
express written consent of Landlord. The Leased Premises shall not be used for lodging or
sleeping or for any immoral or illegal purpose.
9. No tenant shall make, or permit to be made any unseemly, excessive or disturbing
noises or disturb or interfere with occupants of this or neighboring buildings or premises or those
having business with them, whether by the use of any musical instrument, radio, phonograph,
unusual noise, or in any other way. No tenant shall throw anything out of doors, windows or down
the passageways.
10. No tenant, subtenant or assignee nor any of its servants, employees, agents,
visitors or licensees, shall at any time bring or keep upon the Leased Premises any flammable,
combustible or explosive fluid, chemical or substance or firearm.
11. No additional locks or bolts of any kind shall be placed upon any of the doors or
windows by any tenant, nor shall any changes be made to existing locks or the mechanism
thereof. Each tenant must upon the termination of his tenancy, restore to the Landlord all keys of
doors, offices, and toilet rooms, either furnished to, or otherwise procured by, such tenant and in
the event of the loss of keys so furnished, such tenant shall pay to the Landlord the cost of
replacing the same or of changing the lock or locks opened by such lost key if Landlord shall
deem it necessary to make such changes.
12. No tenant shall overload the floors of the Leased Premises. All damage to the
floor, structure or foundation of the Building due to improper positioning or storage items or
materials shall be repaired by Landlord at the sole cost and expense of tenant, who shall
reimburse Landlord immediately therefor upon demand. All removals or the carrying in or out of
any safes, freight, furniture, or bulky matter of any description must take place during the hours
that Landlord shall reasonably determine from time to time. The moving of safes or other fixtures
or bulky matter of any kind must be done upon previous notice to Landlord and under Landlord’s
supervision, and the persons employed by any tenant for such work must be acceptable to
Landlord. Landlord reserves the right to inspect all safes, freight or other bulky articles to be
brought into the Building and to exclude from the Building all safes, freight or other bulky articles
which violate any of these Rules and Regulations or the Lease of which these Rules and
Regulations are a part. The Landlord reserves the right to prescribe the weight and position of all
safes, which must be placed upon supports approved by Landlord to distribute the weight.
13. Landlord shall have the right to prohibit any advertising by any tenant that, in
Landlord’s opinion, tends to impair the reputation of the Building or its desirability as an office
location, and upon written notice from Landlord, any tenant shall refrain from or discontinue such
advertising.
14. No tenant shall purchase janitorial, maintenance or other like services from any
person or persons not approved by Landlord. Any persons employed by any tenant to do janitorial
work or other work in the Leased Premises shall, while in the Building and outside of the Leased
Item 11
Exhibit D - Page 3
Premises, be subject to and under the control and direction of Landlord (but not as an agent or
servant of Landlord), and tenant shall be responsible for all acts of such persons.
15. Canvassing, soliciting and peddling in the Building are prohibited, and each tenant
shall report and otherwise cooperate to prevent the same. Landlord and Tenant acknowledge
that Tenant and the Town are governmental entities and that expressive activities protected under
the Federal and State Constitutions and applicable laws may occur from time-to-time on the
Leased Premises.
16. All office equipment of any electrical or mechanical nature shall be placed by
tenant in the Leased Premises in settings that will, to the maximum extent possible, absorb or
prevent any vibration, noise and annoyance.
17. No air-conditioning unit or other similar apparatus shall be installed or used by any
tenant without the written consent of Landlord.
18. There shall not be used in any space, or in the public halls of the Building, either by
any tenant or others, any hand trucks except those equipped with rubber tires and rubber side
guards.
19. The scheduling of tenant move-ins shall be before or after normal business hours
and on weekends, subject to the reasonable discretion of Landlord.
20. The Building is a smoke-free Building. Smoking is strictly prohibited within the
Building. Smoking shall only be allowed in areas designated as a smoking area by Landlord.
Tenant and its employees, representatives, contractors or invitees shall not smoke within the
Building or throw cigar or cigarette butts or other substances or litter of any kind in or about the
Building, except in receptacles for that purpose. Landlord may, at its sole discretion, impose a
charge against monthly rent of $50.00 per violation by tenant or any of its employees,
representatives, contractors or invitees, of this smoking policy.
21. Tenants will insure that all doors are securely locked, and water faucets, electric
lights and electric machinery are turned off before leaving the Building.
22. Parking spaces associated with the Building are intended for the exclusive use of
passenger automobiles. Except for intermittent deliveries, no vehicles other than passenger
automobiles may be parked in a parking space without the express written permission of
Landlord. Tenant, its employees, customers, invitees and guests shall, when using the parking
facilities in and around the Building, observe and obey all signs regarding fire lanes and no-
parking and driving speed zones and designated handicapped and visitor spaces, and when
parking always park between the designated lines. Landlord reserves the right to tow away, at the
expense of the owner, any vehicle which is improperly parked or parked in a no-parking zone or in
a designated handicapped area, and any vehicle which is left in any parking lot in violation of the
foregoing regulation. All vehicles shall be parked at the sole risk of the owner, and Landlord
assumes no responsibility for any damage to or loss of vehicles except to the extent arising out of
the negligence or willful misconduct of Landlord, the managing agent or any of their respective
partners, directors, officers, agents or employees.
23. Tenant shall be responsible for and cause the proper disposal of medical waste,
including hypodermic needles, created by its employees.
Item 11
Exhibit D - Page 4
24. It is Landlord’s desire to maintain in the Building and Common Areas the highest
standard of dignity and good taste consistent with comfort and convenience for tenants. Any
action or condition not meeting this high standard should be reported directly to Landlord. The
Landlord reserves the right to make such other and further rules and regulations as in its
judgment may from time to time be necessary for the safety, care and cleanliness of the Building
and Common Areas, and for the preservation of good order therein.
Item 11