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05.26.2015 Town Council Packet Page 1 of 4 ] 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. Presentations.  Presentations to Payton and Teagan Chamblee as Junior Police Officers for the Day. (DK) 5. 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.) 5a. Consider and act upon minutes from the following Town Council meetings. (RB)  Regular Meeting – May 12, 2015  Special Called Meeting to Canvass May 9, 2015, General Election 5b. Consider and act upon a resolution authorizing The Dallas Morning News as an alternate advertising source. (RB) 5c. Consider and act upon the appointment of a Town of Prosper representative to the Board of Directors of the Upper Trinity Regional Water District. (RB) 5d. Consider and act upon a 380 agreement between Horizon Homes and the Town of Prosper, and authorizing the Town Manager to execute same. (HJ) 5e. Consider and act upon a 380 agreement between Sanders Custom Builder and the Town of Prosper, and authorizing the Town Manager to execute same. (HJ) 5f. Consider and act upon a resolution of the Town Council of the Town of Prosper, Texas, approving a negotiated settlement between the Atmos Cities Steering Committee (“ACSC”) and Atmos Energy Corp., Mid-Tex Division regarding the company’s 2014 and 2015 rate review mechanism filings; approving a settlement agreement with attached rate tariffs and proof of revenues; declaring existing rates to be unreasonable; adopting tariffs that reflect rate adjustments consistent with the negotiated settlement; finding the rates to be set by the settlement tariffs to be just and reasonable and in the public interest; requiring the company to reimburse ACSC’s reasonable ratemaking expenses; determining that this resolution was passed in accordance with the requirements of the Texas Open Meetings Act; adopting a savings clause; declaring an effective date; and AGENDA Meeting of the Prosper Town Council Prosper Municipal Chambers 108 W. Broadway, Prosper, Texas Tuesday, May 26, 2015 6:00 p.m. Page 2 of 4 requiring delivery of this resolution to the company and ACSC’s legal counsel. (HJ) 5g. Consider and act upon approving an Operating Lease Renewal Addendum between Modular Space Corporation and the Town of Prosper, related to the Town Hall Annex building; and authorizing the Town Manager to execute same. (JC) 5h. Consider and act upon an ordinance amending subsection 13.1.3, “Exemptions” of subsection 13.1, “Conveyance of Land for Recreational Areas and Facilities” of section 13, “Parks and Other Public Uses,” by adding a new subsection 13.1.3.3, relative to the exemption of Senior Living and Senior Care Facilities. (JW) 5i. 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. (AG) 6. 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 “Public Meeting Appearance Card” 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 “Public Meeting Appearance Card” 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: 7. Conduct a Public Hearing, and consider and act upon a request to amend the Future Land Use Plan, located on the northwest corner of Prosper Trail and future Shawnee Trail, from Medium Density Residential to Dallas North Tollway District. The property is zoned Single Family-15 (SF-15) and Commercial Corridor (CC). (CA15-0002). [Companion Case Z14-0005] (JW) 8. Conduct a Public Hearing, and consider and act upon a request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R). (Z14-0005). [Companion case CA15-0002] (JW) 9. Conduct a Public Hearing, and consider and act upon an ordinance rezoning 2.0± acres from Retail (R) to Planned Development-Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road. (Z15-0004). (JW) Page 3 of 4 10. Conduct a Public Hearing, and consider and act upon an ordinance establishing a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway. The property is zoned Planned Development-47 (PD- 47). (S15-0003). (JW) DEPARTMENT ITEMS: 11. Consider and act upon approving a Lease Agreement between Sarah Nell Templin and the Town of Prosper, related to the property located at 108 and 110 W. Broadway; and authorizing the Town Manager to execute same. (JC) 12. Consider and act upon authorizing the Town Manager to execute an agreement between the Town of Prosper, Texas, and Randall Scott Architects, related to architectural and engineering design services for Town Hall/Multi-Purpose Facility; and authorizing use of the construction manager at risk contracting method for construction. (HW) 13. 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: 13a. Section 551.087 – To discuss and consider economic development incentives. 13b. 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. 13c. Section 551.074 – To discuss and consider election of Mayor Pro-Tem and Deputy Mayor Pro-Tem. 13d. Section 551.074 – To discuss appointments to the Planning & Zoning Commission, Parks & Recreation Board, Prosper Economic Development Corporation Board, Board of Adjustment/Construction Board of Appeals, and Library Board. 14. Reconvene in Regular Session and take any action necessary as a result of the Closed Session. 15. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting. 16. Adjourn. Page 4 of 4 CERTIFICATION I, the undersigned authority, do hereby certify that this Notice of Meeting was posted at Prosper Town Hall, located at 121 W. Broadway Street, Prosper, Texas 75078, a place convenient and readily accessible to the general public at all times, and said Notice was posted on May 22, 2015, at 7:00 p.m. and remained so posted at least 72 hours before said meeting was convened. _______________________________ _________________________ Robyn Battle, Town Secretary Date Noticed Removed Pursuant to Section 551.071 of the Texas Government Code, the Town Council reserves the right to consult in closed session with its attorney and to receive legal advice regarding any item listed on this agenda. NOTICE Pursuant to Town of Prosper Ordinance No. 13-63, 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. For special services or assistance, please contact the Town Secretary’s Office at (972) 569-1011 at least 48 hours prior to the meeting time. Page 1 of 8 ] Prosper is a place where everyone matters. 1. Call to Order/Roll Call. The meeting was called to order at 6:00 p.m. Council Members Present: Mayor Ray Smith Mayor Pro-Tem Meigs Miller Deputy Mayor Pro-Tem Kenneth Dugger Councilmember Curry Vogelsang, Jr. Councilmember Michael Korbuly Councilmember Mike Davis Councilmember Jason Dixon 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 John Webb, Director of Development Services Alex Glushko, Senior Planner Kim Galvin, Interim Finance Director Leslie Scott, Library Director Frank Jaromin, Public Works Director 2. Invocation, Pledge of Allegiance and Pledge to the Texas Flag. Pastor John Fowler of First Presbyterian Church of Prosper led the invocation. The Pledge of Allegiance and the Pledge to the Texas Flag were recited. 3. Announcements of upcoming events. The Prosper Fire Department is raising funds for the Annual Muscular Dystrophy Campaign with its “Fill The Boot” event to be held May 13-15. Firefighters will be at North Dallas Parkway and Prosper Trail, at First Street and Coit Road, and at several intersections along Preston Road during the fundraiser. Motorists will only be approached during complete traffic stops, and donors should only reach out of their vehicles when they are completely stopped. Every dollar donated provides funds for medical treatment and support services to over 100 individuals and their families living with neuromuscular diseases in the Prosper area. This year’s goal is $8,000. Please consider donating to this worthy cause. The book “Unbroken” has been chosen as the topic for the Town’s very first “One Book, One Town” program, which will launch this summer with guest speakers, programs and events for all ages. MINUTES Regular Meeting of the Prosper Town Council Prosper Municipal Chambers 108 W. Broadway, Prosper, Texas Tuesday, May 12, 2015 Page 2 of 8 The Prosper High School Choir competed in the Bluebonnet Festival in San Antonio on April 24, and received several top honors. The Choir Department’s Spring Pop Show will be held on Thursday, May 14, in the PHS Auditorium at 7:30 p.m. Tickets are $5 at the door, and the public is invited to attend. The Prosper High School Baseball team are undefeated district champions, and are in the second round of playoffs. They play in Argyle this Friday night. The Live & Prosper Summer Series will kick off on Saturday, May 16, at Frontier Park with music, inflatables, food, games, activities, and a 20-foot inflatable movie screen showing “Big Hero 6” at dusk. Bring your blankets and lawn chairs and come out to enjoy the fun. Councilmember Korbuly expressed his appreciation for the large voter turnout in the recent election, and also for the candidates who participated in the election. 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 – April 28, 2015 4b. Consider and act upon acceptance of a grant, in the amount of $4,878.96, from the Edge Reimbursement Program, and authorizing the Mayor to execute any award documents. (LS) 4c. Consider and act upon acceptance of a grant, in the amount of $2,365.40, from the Texas Book Festival, and authorizing the Mayor to execute any award documents. (LS) 4d. Consider and act upon a resolution authorizing various individuals as signers of specific accounts and certain investment matters. (KG) 4e. Consider and act upon a 380 agreement between Highland Homes and the Town of Prosper, and authorizing the Town Manager to execute same. (KG) 4h. Consider and act upon an ordinance annexing an 18.6± acre tract of land, located on the south side of Prosper Trail, 2,500± feet west of Custer Road. (A15-0001). (JW) 4i. 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. (AG) Councilmember Dixon removed Items 4f and 4g from the Consent Agenda. Page 3 of 8 Deputy Mayor Pro-Tem Dugger made a motion and Councilmember Dixon seconded the motion to approve all remaining items on the Consent Agenda. The motion was approved by a vote of 7-0. 4f. Consider and act upon authorizing the Town Manager to execute a Landscape Maintenance Agreement between the Texas Department of Transportation and the Town of Prosper, Texas, related to maintenance obligations for landscape and irrigation improvements in the medians of SH 289 (Preston Road) from US 380 to FM 1461 (Frontier Parkway). (HW) Hulon Webb, Executive Director of Development and Community Services, responded to questions from the Council related to irrigation improvements in the future. The Town is responsible for maintaining whatever improvements TxDOT allows as stated in the agreement. Councilmember Dixon made a motion and Deputy Mayor Pro-Tem Dugger seconded the motion to authorize the Town Manager to execute a Landscape Maintenance Agreement between the Texas Department of Transportation and the Town of Prosper, Texas, related to maintenance obligations for landscape and irrigation improvements in the medians of SH 289 (Preston Road) from US 380 to FM 1461 (Frontier Parkway). The motion was approved by a vote of 7-0. 4g. Consider and act upon a resolution authorizing the reduction and release of the Town of Prosper’s extraterritorial jurisdiction and entering into a development agreement, as a result of the Extraterritorial Jurisdiction Allocation Agreement between the Town of Prosper, Texas and the City of Aubrey, Texas for the reduction and release of designated portions of the Town of Prosper’s Extraterritorial Jurisdiction, and Development Agreement between the Town of Prosper and CADG Comanche 248, LLC, by removing 145± acres of land from the Town’s extraterritorial jurisdiction, generally located west of FM 1385 and north of Bryan Road, and authorizing the Town Manager to execute the same. (HW) Mayor Smith stepped down from the Council bench at this time. Mayor Pro-Tem Miller made a motion and Councilmember Korbuly seconded the motion to approve a resolution and authorizing the reduction and release of the Town of Prosper’s extraterritorial jurisdiction and entering into a development agreement, as a result of the Extraterritorial Jurisdiction Allocation Agreement between the Town of Prosper, Texas and the City of Aubrey, Texas for the reduction and release of designated portions of the Town of Prosper’s Extraterritorial Jurisdiction, and Development Agreement between the Town of Prosper and CADG Comanche 248, LLC, by removing 145± acres of land from the Town’s extraterritorial jurisdiction, generally located west of FM 1385 and north of Bryan Road, and authorizing the Town Manager to execute the same. 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 Page 4 of 8 agenda. Please complete a “Public Meeting Appearance Card” and present it to the Town Secretary prior to the meeting.) Other Comments by the Public - Kyle Legman, 16508 Toledo Bend Court, Prosper, addressed the Council as a new resident of Prosper. He inquired how to find out about development projects that would occur in Prosper in the future. Town Manager Harlan Jefferson directed Mr. Legman to John Webb, Director of Development Services, for more information. REGULAR AGENDA: (If you wish to address the Council during the regular agenda portion of the meeting, please fill out a “Public Meeting Appearance Card” 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 amend the Future Land Use Plan, located 500± feet north of Prosper Trail, 3,000± feet west of Dallas Parkway, from Low Density Residential to Medium Density Residential. The property is zoned Planned Development-60 (PD-60). (CA15- 0003) [Companion case Z14-0016] (JW). Mayor Smith opened Items 6 and 7 concurrently. Development Services Director John Webb presented this item before the Town Council. The applicant is proposing to amend the Future Land Use Plan (FLUP) from Low Density to Medium Density to allow for the development of lots ranging in size from 12,500 to approximately 16,000. The applicant has reconfigured the property to double the number of lots that are over 15,000 square feet since the request was first presented. Mayor Smith opened the Public Hearing on Items 6 and 7 concurrently. Rob Baldwin spoke on behalf of the applicant. He reiterated the changes the developer had made to increase the number of 15,000 square foot lots. The PD will also include improved development standards that are not found in the Town’s typical zoning standards. Mayor Smith closed the Public Hearings on Items 6 and 7. The Town Council was in agreement that its intent was to maintain the Future Land Use Plan in this area and encouraged the developer to utilize more of the open space in order to make the lots bigger to conform to the FLUP. Councilmember Dixon made a motion and Councilmember Korbuly seconded the motion to deny the request to amend the Future Land Use Plan. The motion was approved by a vote of 7-0. 7. Conduct a Public Hearing, and consider and act upon a request to rezone 9.4± acres, located 500± feet north of Prosper Trail, 3,000± feet west of Dallas Page 5 of 8 Parkway, from Agricultural (A) to Planned Development-Single Family-12.5 (PD- SF-12.5). (Z14-0016) [Companion case CA15-0003] (JW) Councilmember Dixon made a motion and Deputy Mayor Pro-Tem Dugger seconded the motion to table Item 7 to the June 9, 2015, Town Council meeting. The motion was approved by a vote of 7-0. 8. Conduct a Public Hearing, and consider and act upon a request to amend the Future Land Use Plan, located on the northwest corner of Prosper Trail and future Shawnee Trail, from Medium Density Residential to Dallas North Tollway District. The property is zoned Single Family-15 (SF-15) and Commercial Corridor (CC). (CA15-0002). [Companion Case Z14-0005] (JW) Mayor Smith opened Items 8 and 9 concurrently. John Webb presented Items 8 and 9 to the Town Council concurrently. The applicant has requested that this item be tabled to the May 26, 2015, Town Council meeting. Councilmember Dixon asked if the request to table Items 8 and 9 were based on the action taken on Items 6 and 7. Mr. Webb responded that he did not think the two requests were related. Councilmember Korbuly made a motion and Councilmember Vogelsang seconded the motion to table Items 8 and 9 to the May 26, 2015, Town Council meeting. The motion was approved by a vote of 7-0. 9. Conduct a Public Hearing and consider and act upon a request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R). (Z14-0005). [Companion case CA15-0002] (JW) DEPARTMENT ITEMS: 10. Consider and act upon an ordinance approving the Water Conservation Plan and Water Resource and Emergency Management Plan, amending the title of Article 13.05, “Water Conservation and Drought Contingency and Water Emergency Response Plan,” of Chapter 13, “Utilities,” of the Town’s Code of Ordinances, to “Water Conservation Plan and Water Resource and Emergency Management Plan,” amending section 13.05.001 “Plan Adopted” of Article 13.05, and amending section XVII “Water Conservation and Enforcement Fees,” of Appendix A of the Town’s Code of Ordinances. (FJ) Public Works Director Frank Jaromin presented this item before the Town Council. The updated Water Conservation Plan and Water Resource and Emergency Management Plan is intended to update the Town’s current Water Conservation and Drought Contingency Plan, and to better model the plan utilized by the North Texas Municipal Water District (NTMWD), as well as surrounding NTMWD member and customer cities and towns. Mr. Jaromin reviewed the highlights of the Plan, as well as the differences between the 2014 water conservation stages and the 2015 water conservation stages, which have some significant differences. Town staff is also recommending with this new plan an implementation process for landscape irrigation that is based on geographic areas, rather that postal address. Mr. Jaromin reviewed Page 6 of 8 the Town’s administrative fees and education programs, and compared the Town’s enforcement actions to those of some surrounding municipalities. After discussion, Councilmember Korbuly made a motion and Deputy Mayor Pro-Tem Dugger seconded the motion to approve an ordinance approving the Water Conservation Plan and Water Resource and Emergency Management Plan, amending the title of Article 13.05, “Water Conservation and Drought Contingency and Water Emergency Response Plan,” of Chapter 13, “Utilities,” of the Town’s Code of Ordinances, to “Water Conservation Plan and Water Resource and Emergency Management Plan,” amending section 13.05.001 “Plan Adopted” of Article 13.05, and amending section XVII “Water Conservation and Enforcement Fees,” of Appendix A of the Town’s Code of Ordinances. The motion was approved by a vote of 7-0. 11. Consider and take action on a resolution directing the Town Secretary to publish notice of intent to issue Combination Tax and Surplus Revenue Certificates of Obligation for the purpose of funding costs of public safety and street projects in the Town. (KG) Kim Galvin, Interim Finance Director, presented this item before the Town Council. She summarized the purpose of the certificates of obligation, which would not exceed $8,600,000, and outlined some of the projects for which the money would be used. Ms. Galvin then introduced Jason Hughes of FirstSouthwest, the Town’s financial advisor, who explained the process of the sale of the certificates of obligation. After discussion, Deputy Mayor Pro-Tem Dugger made a motion and Councilmember Davis seconded the motion to approve a resolution providing for publication of notice of intent to issue certificates of obligation to finance the obligations associated with the aforementioned projects. The motion was approved by a vote of 7-0. 12. Consider and act upon an ordinance amending the FY 2014-2015 budget allocating $107,521 from fund balance in the General Fund to Inspections and Municipal Court, as outlined in the attachment, to fund increasing building rental expense, reclassifying a current part-time Court Clerk to full-time, adding a new full-time Plans Examiner, and continuing the use of the professional services of Bureau Veritas North America, Inc., related to third-party building permit plan review and inspection services. (KG) Kim Galvin, Interim Director of Finance, presented this item before the Town Council. The amendment would add an additional Plans Examiner to the Development Services Division, continue the use of Bureau Veritas North America, Inc. for the remainder of the current fiscal year to assist with commercial building inspections, fund increased rental expenses for the building currently utilized by the Municipal Court, Police Department, and Town Council, and reclassify the current part-time Municipal Court Clerk to full-time. After discussion, Deputy Mayor Pro-Tem made a motion and Mayor Pro-Tem Miller seconded the motion to approve the budget amendment ordinance with a net budget impact of $107,521 to fund increased building rental expense, reclassify a Court Clerk, fund a new full-time Plans Examiner, and fund the continued use of the professional services of Bureau Veritas North America, Inc., related to third-party building permit plan review and inspection services. The motion was approved by a vote of 7-0. Page 7 of 8 13. Discuss possible amendments to the Zoning Ordinance regarding Permitted Uses. (JW) Development Services Director John Webb presented this item before the Town Council. Town staff has identified numerous land uses in the Zoning Ordinances which should be reevaluated in regard to the appropriateness of the use being permitted by right or permitted upon approval of a Specific Use Permit. There are also antiquated land use terms that may need to be amended or removed from the Zoning Ordinance. Mr. Webb reviewed some specific examples of land uses under review, comments from Town staff, and proposals Council may consider changing in the Zoning Ordinance in the future. Town staff was directed to pursue changes to the Zoning Ordinance and to bring back specific wording at a future meeting for Council to review before bringing the actual ordinance before the Town Council for adoption. 14. 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: 14a. Section 551.087 – To discuss and consider economic development incentives. 14b. 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. 14c. Section 551.074 – To discuss appointments to the Planning & Zoning Commission, Parks & Recreation Board, Prosper Economic Development Corporation Board, Board of Adjustment/Construction Board of Appeals, and Library Board. The Town Council recessed into Executive Session at 7:31 p.m. 15. Reconvene in Regular Session and take any action necessary as a result of the Closed Session. The Town Council reconvened the Regular Session at 8:26 p.m. No action was taken as a result of Executive Session. 16. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting.  Town Hall Tour Update (HW) Executive Director of Development and Community Services reviewed the schedule for the upcoming Town Hall Tour, which will include tours of the facilities in Corinth, Lewisville, and Coppell on Friday, May 22. Councilmember Dixon requested staff to look into the status of high speed internet and cell phone service within the Town. Page 8 of 8 17. Adjourn. The meeting was adjourned at 8:30 p.m. These minutes approved on the 26th day of May, 2015. APPROVED: Ray Smith, Mayor ATTEST: Robyn Battle, Town Secretary Page 1 of 2 ] Prosper is a place where everyone matters. 1. Call to Order/Roll Call. The meeting was called to order at 6:00 p.m. Council Members Present: Mayor Ray Smith Mayor Pro-Tem Meigs Miller Deputy Mayor Pro-Tem Kenneth Dugger Councilmember Michael Korbuly Councilmember Curry Vogelsang, Jr. Councilmember Mike Davis Councilmember Jason Dixon Staff Members Present: Harlan Jefferson, Town Manager Robyn Battle, Town Secretary Hulon Webb, Executive Director of Development and Community Services 2. Pledge of Allegiance and Pledge to the Texas Flag. The Pledge of Allegiance and the Pledge to the Texas Flag were recited. 3. Consider and act upon an ordinance canvassing the returns and declaring the results of the May 9, 2015, General Election. Town Secretary Robyn Battle presented this item before the Town Council. The Collin County and Denton County Election Administrations have provided a tabulation of votes cast in the May 9, 2015, General Election. The Town Secretary certified that the following candidates were duly elected to the respective positions shown: Town Council, Place 2 Kenneth Dugger Town Council, Place 6 Jason Dixon Mayor Pro-Tem Miller made a motion and Councilmember Davis seconded the motion to approve Ordinance No. 15-30, canvassing the returns and declaring the results of the May 9, 2015, General Election, in accordance with state law and the Town of Prosper Charter. The motion was approved by a vote of 7-0. 4. Town Secretary Administers Oaths of Office. Town Secretary Robyn Battle administered the Oaths of Office to Councilmember Dugger and Councilmember Dixon. MINUTES Meeting of the Prosper Town Council SPECIAL CALLED MEETING TO CANVASS ELECTION Prosper Municipal Chambers 108 W. Broadway, Prosper, Texas Monday, May 18, 2015 Page 2 of 2 5. Mayor Presents Certificates of Election. Mayor Smith presented Certificates of Election to Councilmember Dugger and Councilmember Dixon. 6. Adjourn The meeting was adjourned at 6:06 p.m. on Monday, May 18, 2015. These minutes approved on the 26th day of May, 2015. APPROVED: Ray Smith, Mayor ATTEST: Robyn Battle, Town Secretary Page 1 of 1 To: Mayor and Town Council From: Robyn Battle, Town Secretary Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon a resolution authorizing The Dallas Morning News as an alternate advertising source. 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. Each fiscal year, the Town designates the Prosper Press as the Town’s official newspaper. On occasion, however, the Town has encountered situations where an advertising notice or deadline could not be conveniently met by the Prosper Press, which is published once per week on Wednesdays. Examples of such circumstances include budget and tax publications, and publications of the Town’s intent to issue debt, which require strict adherence to deadlines in order to comply with state statutes. Other examples include publications required by state agencies such as the Texas Commission on Environmental Quality (TCEQ), which occasionally require notices to be printed in a publication circulated within the general Dallas/Fort Worth urbanized area. Authorization of a daily publication such as The Dallas Morning News as an alternate advertising source would give Town staff the flexibility to give proper advertising notice in the newspaper publication that is most appropriate for the given situation. The Prosper Press will remain the Town’s official newspaper. 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 approval of a resolution authorizing The Dallas Morning News as an alternate advertising source. Proposed Motion: I move to adopt a resolution authorizing The Dallas Morning News as an alternate advertising source. Prosper is a place where everyone matters. TOWN SECRETARY’S OFFICE Item 5b TOWN OF PROSPER, TEXAS RESOLUTION NO. 15-__ A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, AUTHORIZING THE DALLAS MORNING NEWS AS AN ALTERNATE ADVERTISING SOURCE; MAKING FINDINGS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Town Council of the Town of Prosper, Texas (“Town”), pursuant to Section 52.004 of the Texas Local Government Code, has designated the Prosper Press as the official newspaper of the Town; and WHEREAS, on occasion the Town has encountered situations where an advertising or notice deadline could not be timely met; and WHEREAS, in those limited circumstances, it has been determined that it would be beneficial to the Town to have an alternate advertising source; and WHEREAS, the Town Council hereby finds that the Dallas Morning News is a publication that meets the criteria referenced in Section 52.004 of the Texas Local Government Code. NOW, THEREFORE, BE IT RESOLVED 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 legislative and factual findings of the Town of Prosper, Texas, and they are hereby approved and incorporated into the body of this resolution as if copied in their entirety. SECTION 2 The Town Council of the Town of Prosper, Texas, hereby determines and establishes the Dallas Morning News as an alternate advertising source in the event that, due to time constraints, publication or advertisement in the Prosper Press is otherwise impeded. Nothing in this Resolution modifies or otherwise impacts the Prosper Press as the Town’s official newspaper. 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 26TH DAY OF MAY, 2015. ___________________________________ Ray Smith, Mayor Item 5b Resolution No. 15-__, Page 2 ATTEST: _________________________________ Robyn Battle, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Item 5b Page 1 of 1 To: Mayor and Town Council From: Robyn Battle, Town Secretary Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon the appointment of a Town of Prosper representative to the Board of Directors of the Upper Trinity Regional Water District. Description of Agenda Item: The Upper Trinity Regional Water District (UTRWD) is a conservation district, created by the State of Texas in 1989 to provide towns, cities, and utilities with a long-term water supply. UTRWD is authorized to provide water, wastewater, solid waste, and storm water services. The boundaries of UTRWD include all of Denton County, plus some portions of Collin and Dallas counties. The District is composed of 25 member entities (21 cities and towns, 1 utility authority, and 3 special districts). The District is governed by a Board of Directors appointed by the governing bodies of Denton County and the District’s member entities. Denton County appoints two Directors and each member entity, including Prosper, appoints one Director. Each Director is appointed for a four-year term. George Dupont has been Prosper’s representative on the UTRWD Board of Directors since 2011. His term will expire on May 31, 2015. Town Staff Recommendation: Town staff recommends the Town Council appoint a Town of Prosper representative to the Board of Directors of the Upper Trinity Regional Water District. Proposed Motion: I move to appoint _________________ as the Town of Prosper representative to the Board of Directors of the Upper Trinity Regional Water District. Prosper is a place where everyone matters. TOWN SECRETARY’S OFFICE Item 5c Page 1 of 1 To: Mayor and Town Council From: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon a 380 agreement between Horizon Homes and the Town of Prosper, and authorizing the Town Manager to execute same. Description of Agenda Item: Horizon Homes has been issued a Texas Direct Payment Permit for key building material suppliers. It is anticipated that associated building material purchases will result in sales tax revenues the Town would not otherwise be entitled. The 380 agreement proposes grant payments to Horizon Homes for 80% of the 1 cent general sales tax disbursements made to the Town as a result of these specific purchases, net of any fees charged by the comptroller for processing, for a period of 10 years. This excludes any sales collections for economic development and property tax reduction. Budget Impact: The Town will benefit from additional sales tax revenues. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P. reviewed and approved the original agreement as to form and legality. This agreement was modified only by the company name. Attached Documents: 1. Horizon Homes 380 Agreement Town Staff Recommendation: Town staff recommends approval of the 380 agreement, and authorizing the Town Manager to execute same. Proposed Motion: I move to approve the 380 agreement between Horizon Homes and the Town of Prosper, and authorizing the Town Manager to execute same. Prosper is a place where everyone matters. FINANCE Item 5d CHAPTER 380 GRANT AGREEMENT This CHAPTER 380 GRANT AGREEMENT (hereinafter referred to as the “Agreement”) is made by and between the Town of Prosper, Texas (hereinafter referred to as the “Town,” also referred to as “Grantor”), and Horizon Homes, Ltd. (hereinafter referred to as “Company”), acting by and through their respective authorized officers and representatives. WHEREAS, the Town Council of the Town of Prosper, Texas (hereinafter referred to as the “Town Council”), has determined that it is in the best interests of the Town and its citizens to encourage programs, including programs for making loans and grants of public money to promote local economic development and stimulate business and commercial activity in the Town pursuant to Chapter 380 of the Texas Local Government Code, as amended (hereinafter referred to as “Chapter 380”); and WHEREAS, Company will be engaged in the business of purchasing building materials for its use on construction projects within the Town; and WHEREAS, Company has advised that it would like to partner with the Town, and that a contributing factor that would induce Company to purchase items using a Texas Direct Payment Permit and generate economic development activity and local use tax revenue for the Town that would otherwise not be available to the Town, would be an agreement by the Grantor to provide an economic development grant to Company; and WHEREAS, Company desires to purchase and use new building materials within the Town that will generate additional economic development and use tax revenue for the Town; and WHEREAS, the Town Council has determined that Company meets the criteria for providing the grants (hereinafter defined), pursuant to Chapter 380, based on, among other things, Company: (i) acquiring properties for development, and constructing improvements; (ii) adding taxable improvements to real property in the Town; and (iii) creating employment opportunities for the citizens of Prosper (“Approved Project”); and WHEREAS, the Town finds that the attraction of new business activity to the Town will promote economic development, generate additional sales tax and will enhance the tax base and economic vitality of the Town; and WHEREAS, the Town has concluded that the Approved Project qualifies for a Grant under Chapter 380; and WHEREAS, with the approval of this Agreement, the Town hereby establishes a program authorized by Chapter 380 of the Texas Local Government Code to encourage and induce the generation of local use tax; and Item 5d 2 WHEREAS, the Grantor has determined that making an economic development grant to Company in accordance with this Agreement will further the objectives of the Grantor, will benefit the Town and the Town’s inhabitants and will promote local economic development and stimulate business and commercial activity in the Town. NOW, THEREFORE, in consideration of the foregoing, and on the terms and conditions hereinafter set forth, the sufficiency of which is hereby acknowledged, the parties agree as follows: ARTICLE I DEFINITIONS 1.01. For purposes of this Agreement, each of the following terms shall have the meaning set forth herein unless the context clearly indicates otherwise: “Company” shall mean Horizon Homes, Ltd. “Commencement Date” shall mean June 1, 2015. “Effective Date” shall mean June 1, 2015. “Event of Bankruptcy or Insolvency” shall mean the dissolution or termination (other than a dissolution or termination by reason of a party merging with an affiliate) of a party’s existence as a going business, insolvency, appointment of receiver for any part of a party’s property and such appointment is not terminated within ninety (90) business days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against a party and in the event such proceeding is not voluntarily commenced by the party, such proceeding is not dismissed within ninety (90) business days after the filing thereof. “Force Majeure” shall mean any delays due to strikes, riots, acts of God, shortages of labor or materials, war, terrorism, governmental approvals, laws, regulations, or restrictions, or any other cause of any kind whatsoever which is beyond the reasonable control of the party. “Grant Period” shall mean consecutive six (6) month periods during the term of this Agreement, except that the first Grant Period shall begin on the Effective Date and continue through and include the last day of June 2015 following the Effective Date. For illustration purposes, assume the Effective Date is June 1, 2015, then the first Grant Period would begin on June 1, 2015, and continue through and include June 30, 2015. The next Grant Period would begin on July 1, 2015, and continue through and include December 31, 2015. The final Grant Item 5d 3 Period for the initial 10-year term of the Agreement would be from January 1, 2025 and end on May 31, 2025. “Impositions” shall mean all use taxes that may be imposed by public or governmental authority on Company or any taxable items purchased and used by Company within the Town. “Program” shall mean the economic incentive program established by the Town pursuant to Chapter 380 of the Texas Local Government Code together with any amendments, permutations, or recodifications of such Code provisions whether renaming such economic incentive or other modifications thereof. “Program Grant” shall mean the periodic payments paid by the Town to Company in accordance with Section 3 of this Agreement. “Taxable Items” shall have the same meaning assigned by Sections 151.010 and 151.0101, TEX. TAX CODE, as amended “Town” and “Grantor” shall mean the Town of Prosper, Texas. “Use Tax Receipts” shall mean the Grantor’s receipts from the State of Texas from the collection of one percent (1%) general Town use tax imposed by the Town pursuant to Chapter 321 of the Texas Tax Code, attributed to the collection of use tax by Company associated with the issuance of Company’s Texas Direct Payment for Taxable Items used or consumed in the Town. “Use Tax Certificate” shall mean a certificate or other statement in a form reasonably acceptable to the Grantor setting forth Company’s collection of use tax imposed by and received by the Grantor from the State of Texas, for the use of Taxable Items by Company in the Town for the applicable calendar months during a Grant Period which are to be used to determine Company’s eligibility for a Grant, together with such supporting documentation required herein, and as Grantor may reasonably request. ARTICLE II TERM 2.01. Term. The term of this Agreement shall begin on the Effective Date and continue for a ten (10) year period. 2.02. This Agreement shall remain in effect until Grantor has made the Program Grants set forth in Section 3 of the Agreement, or until otherwise terminated under the provisions of this Agreement. Item 5d 4 2.03. This Agreement may be extended for an additional period of time on terms mutually acceptable to both parties by a written agreement executed by both parties. ARTI CLE III ECONOMIC DEVELOPMENT GRANT 3.01. Grant. Subject to Company’s continued compliance of all the terms and conditions of this Agreement, the Grantor agrees to provide Company with an economic development grant from lawfully available funds payable as provided herein in an amount equal to eighty percent (80%) of the Use Tax Receipts, as previously defined herein (the “Grant”), less any processing or related fees charged by the State of Texas. The Grant will be paid semi-annually at the end of June and the end of December with the exception of the final Grant Period during the ten (10) Year period following the execution of the Agreement, commencing June 1, 2015. The Grant will never include any monies Company pays or owes to the State of Texas for any penalties for late payments, failures to report in a timely manner, and the like, related to the Use Tax Receipts. 3.02. “Most Favored Nation” Provision. Should Company extend to any other municipal corporation located in Denton County, Texas, or Collin County, Texas, terms or conditions which are more favorable to said other municipal corporation than the terms and conditions set forth in Section 3.01 of this Agreement, above, such terms and conditions shall automatically be extended to the Town, effective as of the date of the agreement with said other municipal corporation. In such event, Company shall refund to the Town, or the Town in its sole discretion may be credited, any amounts which may be due and owing the Town. During the term of this Agreement, Company shall provide the Town of Prosper an executed copy of other similar 380 Agreements associated with taxable purchases using a Texas Direct Payment Permit executed with other municipalities in Denton or Collin County. The Town shall have the right to conduct periodic reviews of Company’s books and records, or request such books and records, with respect to such terms and conditions referenced in Section 3.01 herein to confirm Company’s compliance with the provisions of this paragraph. The (i) provision of such similar 380 Agreements to the Town and/or (ii) failure to allow the Town the right to conduct periodic reviews of Company’s books and records, and/or (iii) provide such books and records within thirty (30) days of such request, shall constitute a default under this Agreement and the foregoing shall each be deemed a material term of this Agreement. 3.03 Grant Payment. The Grantor shall, within forty-five (45) calendar days after receipt of the actual Use Tax Receipts for the Grant Period covered by a Use Tax Certificate submitted by Company pursuant to Section 4.01, pay the Grant for the applicable Grant Period to Company, or as directed by Company. Any payment to Company shall be less any processing or related fees charged by the State of Texas. Item 5d 5 3.04. Amended Returns and Audits. In the event Company files an amended use tax return, or report, or if additional use tax is due and owing, as a result of an audit conducted by the State of Texas that increases the Use Tax Receipts for a previous period covered within the term of this agreement, the Grant payment for the Grant Period immediately following such State approved amendment shall be adjusted accordingly, provided the Grantor must have received the Use Tax Receipts attributed to such adjustment. As a condition precedent to payment of such adjustment, Company shall provide Grantor with a copy of such amended use tax report, tax return or audit adjustment, and the approval thereof by the State of Texas. 3.05. Refunds. In the event the State of Texas determines that the Town erroneously received Use Tax Receipts, or that the amount of use tax paid to the Town exceeds the correct amount of use tax for a previous Grant paid to Company, Company shall, within thirty (30) days after receipt of notification thereof from the Town specifying the amount by which such Grant exceeded the amount to which Company was entitled pursuant to such State of Texas determination, pay such amount to the Grantor. The Grantor may at its option adjust the Grant payment for the Grant Period immediately following such State of Texas determination to deduct there from the amount of the overpayment. As a condition precedent to payment of such refund, the Town shall provide Company with a copy of such determination by the State of Texas. ARTICLE IV DOCUMENTATION SUPPORTING THE ECONOMIC DEVELOPMENT GRANT The conditions contained in this Article IV are conditions precedent to the Grantor’s obligation to make any Grant payment. 4.01. Use Tax Certificate. During the term of this Agreement, Company shall within thirty (30) days after the end of each Grant Period, provide the Grantor with a Use Tax Certificate relating to Use Tax Receipts paid during the Grant Period. The Grantor shall have no duty to calculate the Use Tax Receipts or determine Company’s entitlement to any Grant for a Grant Period, or pay any Grant for a Grant Period during the term of this Agreement until such time as Company has provided the Grantor a Use Tax Certificate for such Grant Period and the Grantor has received the actual Use Tax Receipts from the State of Texas attributable to such calendar months within the Grand Period. Company shall provide such additional documentation as may be reasonably requested by Grantor to evidence, support and establish the use tax paid directly to the State of Texas pursuant to Company’s Direct Payment Permit. The Use Tax Certificate for each Grant Period shall at a minimum contain, include or be accompanied by the following: a. A copy of all Texas Direct Payment Permit and self-assessment use tax returns and reports, use tax audit assessments, including any amended use tax returns or reports, filed by Company for such calendar months Item 5d 6 within a Grant Period showing use tax paid directly to the State of Texas related to Company’s operations for such Grant Periods ; and b. Information concerning any refund or credit received by Company of use tax paid by Company which has previously been reported by Company as use tax paid for a previous Grant Period within the term of this agreement. Company will provide to Grantor the Use Tax Certificates from time to time pursuant to the terms of the Agreement, which are confidential (“Confidential Information”) and, except as otherwise provided herein, may not be disclosed to a third party without Company’s consent. To the extent that any disclosure of the Confidential Information may be required by Grantor will use reasonable efforts to inform Company of the request in sufficient time for Company to assert any objection it may have to such disclosure to an appropriate judicial or administrative body. 4.02. Grantor must have received a Use Tax Certificate for the Grant Period for which payment of a Grant is requested, and Grantor must have received the actual Use Tax Receipts for such Grant Period. 4.03. Company intends to issue its Texas Direct Payment Permit to specific suppliers or vendors, at Company’s sole discretion, that provide large quantities of building materials or other tangible personal property. 4.04. Company shall provide the Grantor with a true and correct copy of its Texas Direct Payment Permit, which permit shall be kept in full force and effect throughout the term of the Agreement. 4.05. Company shall not have an uncured material breach or default of this Agreement. ARTICLE V TERMINATION 5.01 This Agreement may be terminated upon any one of the following: (a) by mutual written agreement of the parties; (b) by Grantor or Company, respectively, if the other party defaults or breaches any of the terms or conditions of this Agreement in any material respect and such default or breach is not cured within thirty (30) days after written notice thereof by the Grantor or Company, as the case may be; (c) by Grantor, if any Impositions owed to the Grantor or the State of Texas by Company shall have become delinquent (provided, Item 5d 7 however, Company retains the right to timely and properly protest and contest any such Impositions); (d) by Grantor, if Company suffers an Event of Bankruptcy or Insolvency; (e) by Grantor or Company, respectively, if any subsequent Federal or State legislation or any decision of a court of competent jurisdiction declares or renders this Agreement invalid, illegal or unenforceable; (f) by Company, if the Town does not pay the applicable Grant amount within 45 days of receipt of the Use Tax Receipts as required herein covered by a valid Use Tax Certificate issued by Company or fails to cure this breach within an additional 30 days and so long as the Company is not in default, or; (g) expiration of the term, or any subsequent renewal of the term. The rights, responsibilities and liabilities of the parties under this Agreement shall be extinguished upon the termination of this Agreement except for any rights, responsibilities and/or liabilities that accrued prior to such termination. In the event of termination, this Agreement is null and void and of no further effect. ARTICLE VI MISCELLANEOUS 6.01. Binding Agreement. The terms and conditions of this Agreement are binding upon the parties to this agreement and their respective successors and permitted assigns. This Agreement may be assigned with the express written consent of Grantor, which consent shall not be unreasonably withheld or delayed. 6.02. Limitation on Liability. It is understood and agreed between the parties that Company and Grantor, in satisfying the conditions of this Agreement, have acted independently, and Grantor assumes no responsibilities or liabilities to third parties in connection with these actions. Company agrees to indemnify and hold harmless the Grantor from all such claims, suits, and causes of actions, liabilities and expenses, including reasonable attorney’s fees, of any nature whatsoever by a third party arising out of Company’s performance of the conditions under this Agreement. 6.03. No Joint Venture. It is acknowledged and agreed by the parties that the terms hereof are not intended to and shall not be deemed to create a partnership or joint venture between the parties. 6.04. Authorization. Each party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. Item 5d 8 6.05. Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the party at the address set forth below (or such other address as such party may subsequently designate in writing) or on the day actually received if sent by courier or otherwise hand delivered sent via fax. If intended for Town, to: Attn: Harlan Jefferson Town Manager P.O. Box 307 121 W. Broadway Street Prosper, TX 75078 With a copy to: Attn: Terrence S. Welch Brown & Hofmeister, LLP 740 East Campbell Road, Suite 800 Richardson, TX 75081 If intended for Company: Attn: Dan Miller Chief Financial Officer Horizon Homes, Ltd. 5601 Democracy Dr., Suite 300 Plano, TX 75024 With a copy to: Attn: Brad Gahm General Counsel 5601 Democracy Dr., Suite 300 Plano, TX 75024 6.06. Entire Agreement. This Agreement is the entire Agreement between the parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written Agreement between the parties that in any manner relates to the subject matter of this Agreement. 6.07. Governing Law. The laws of the State of Texas shall govern the Agreement; and this Agreement is fully performable in Prosper, Collin County, Texas, with Item 5d 9 exclusive venue for any action concerning this Agreement being in a court of competent jurisdiction in Collin County, Texas. 6.08. Amendment. This Agreement may only be amended by the mutual written agreement of the parties. 6.09. Legal Construction. In the event 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 other provisions, and it is the intention of the parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 6.10. Recitals. The recitals to this Agreement are incorporated herein. 6.11. Counterparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument and any such counterparts shall be deemed to be incorporated herein. 6.12. Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 6.13. Sovereign Immunity. The parties agree that the Town has not waived its sovereign immunity by entering into and performing its obligations under this Agreement. 6.14. Dispute Resolution. Any controversy or claim arising from or relating to this Agreement, or a breach thereof shall be subject to non-binding mediation, as a condition precedent to the institution of legal or equitable proceedings by any party unless the institution of such legal or equitable proceeding is necessary to avoid the running of an applicable statute of limitation. The parties shall endeavor to resolve their claims by mediation. Grantor and Company shall share the costs of mediation equally. The mediation shall be held in Prosper, Texas, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. [SIGNATURE PAGES FOLLOW] Item 5d 10 EXECUTED as of the ____ day of May, 2015. PROSPER, TEXAS, A Texas home-rule municipality By: Harlan Jefferson, Town Manager ATTEST: ____________________________ Robyn Battle, Town Secretary EXECUTED as of the ____ day of May, 2015. HORIZON HOMES, LTD. By: HORIZON HOMES, LTD Name: Dan Miller Title: Chief Financial Officer Item 5d 11 ACKNOWLEDGMENTS STATE OF TEXAS ) ) COUNTY OF COLLIN ) This instrument was acknowledged before me on the ___ day of May, 2015, by Harlan Jefferson, Town Manager of the Town of Prosper, Texas, a Texas home-rule municipality, on behalf of said municipality. Name: __________________________ Notary Public, State of Texas My commission expires: STATE OF TEXAS ) ) COUNTY OF _________ ) This instrument was acknowledged before me on the ___ day of May, 2015, by Dan Miller, Chief Financial Officer of Sanders Custom Builder, Ltd., a limited partnership company, on behalf of said company. Name: __________________________ Notary Public, State of Texas My commission expires: Item 5d Page 1 of 1 To: Mayor and Town Council From: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon a 380 agreement between Sanders Custom Builder and the Town of Prosper, and authorizing the Town Manager to execute same. Description of Agenda Item: Sanders Custom Builder has been issued a Texas Direct Payment Permit for key building material suppliers. It is anticipated that associated building material purchases will result in sales tax revenues the Town would not otherwise be entitled. The 380 agreement proposes grant payments to Sanders Custom Builder for 80% of the 1 cent general sales tax disbursements made to the Town as a result of these specific purchases, net of any fees charged by the comptroller for processing, for a period of 10 years. This excludes any sales collections for economic development and property tax reduction. Budget Impact: The Town will benefit from additional sales tax revenues. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P. reviewed and approved the original agreement as to form and legality. This agreement was modified only by the company name. Attached Documents: 1. Sanders Custom Builder 380 Agreement Town Staff Recommendation: Town staff recommends approval of the 380 agreement, and authorizing the Town Manager to execute same. Proposed Motion: I move to approve the 380 agreement between Sanders Custom Builder and the Town of Prosper, and authorizing the Town Manager to execute same. Prosper is a place where everyone matters. FINANCE Item 5e CHAPTER 380 GRANT AGREEMENT This CHAPTER 380 GRANT AGREEMENT (hereinafter referred to as the “Agreement”) is made by and between the Town of Prosper, Texas (hereinafter referred to as the “Town,” also referred to as “Grantor”), and Sanders Custom Builder, Ltd. (hereinafter referred to as “Company”), acting by and through their respective authorized officers and representatives. WHEREAS, the Town Council of the Town of Prosper, Texas (hereinafter referred to as the “Town Council”), has determined that it is in the best interests of the Town and its citizens to encourage programs, including programs for making loans and grants of public money to promote local economic development and stimulate business and commercial activity in the Town pursuant to Chapter 380 of the Texas Local Government Code, as amended (hereinafter referred to as “Chapter 380”); and WHEREAS, Company will be engaged in the business of purchasing building materials for its use on construction projects within the Town; and WHEREAS, Company has advised that it would like to partner with the Town, and that a contributing factor that would induce Company to purchase items using a Texas Direct Payment Permit and generate economic development activity and local use tax revenue for the Town that would otherwise not be available to the Town, would be an agreement by the Grantor to provide an economic development grant to Company; and WHEREAS, Company desires to purchase and use new building materials within the Town that will generate additional economic development and use tax revenue for the Town; and WHEREAS, the Town Council has determined that Company meets the criteria for providing the grants (hereinafter defined), pursuant to Chapter 380, based on, among other things, Company: (i) acquiring properties for development, and constructing improvements; (ii) adding taxable improvements to real property in the Town; and (iii) creating employment opportunities for the citizens of Prosper (“Approved Project”); and WHEREAS, the Town finds that the attraction of new business activity to the Town will promote economic development, generate additional sales tax and will enhance the tax base and economic vitality of the Town; and WHEREAS, the Town has concluded that the Approved Project qualifies for a Grant under Chapter 380; and WHEREAS, with the approval of this Agreement, the Town hereby establishes a program authorized by Chapter 380 of the Texas Local Government Code to encourage and induce the generation of local use tax; and Item 5e 2 WHEREAS , the Grantor has determined that making an economic development grant to Company in accordance with this Agreement will further the objectives of the Grantor, will benefit the Town and the Town’s inhabitants and will promote local economic development and stimulate business and commercial activity in the Town. NOW, THEREFORE, in consideration of the foregoing, and on the terms and conditions hereinafter set forth, the sufficiency of which is hereby acknowledged, the parties agree as follows: ARTICLE I DEFINITIONS 1.01. For purposes of this Agreement, each of the following terms shall have the meaning set forth herein unless the context clearly indicates otherwise: “Company” shall mean Sanders Custom Builder, Ltd. “Commencement Date” shall mean June 1, 2015. “Effective Date” shall mean June 1, 2015. “Event of Bankruptcy or Insolvency” shall mean the dissolution or termination (other than a dissolution or termination by reason of a party merging with an affiliate) of a party’s existence as a going business, insolvency, appointment of receiver for any part of a party’s property and such appointment is not terminated within ninety (90) business days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against a party and in the event such proceeding is not voluntarily commenced by the party, such proceeding is not dismissed within ninety (90) business days after the filing thereof. “Force Majeure” shall mean any delays due to strikes, riots, acts of God, shortages of labor or materials, war, terrorism, governmental approvals, laws, regulations, or restrictions, or any other cause of any kind whatsoever which is beyond the reasonable control of the party. “Grant Period” shall mean consecutive six (6) month periods during the term of this Agreement, except that the first Grant Period shall begin on the Effective Date and continue through and include the last day of June 2015 following the Effective Date. For illustration purposes, assume the Effective Date is June 1, 2015, then the first Grant Period would begin on June 1, 2015, and continue through and include June 30, 2015. The next Grant Period would begin on July 1, 2015, and continue through and include December 31, 2015. The final Grant Item 5e 3 Period for the initial 10-year term of the Agreement would be from January 1, 2025 and end on May 31, 2025. “Impositions” shall mean all use taxes that may be imposed by public or governmental authority on Company or any taxable items purchased and used by Company within the Town. “Program” shall mean the economic incentive program established by the Town pursuant to Chapter 380 of the Texas Local Government Code together with any amendments, permutations, or recodifications of such Code provisions whether renaming such economic incentive or other modifications thereof. “Program Grant” shall mean the periodic payments paid by the Town to Company in accordance with Section 3 of this Agreement. “Taxable Items” shall have the same meaning assigned by Sections 151.010 and 151.0101, TEX. TAX CODE, as amended “Town” and “Grantor” shall mean the Town of Prosper, Texas. “Use Tax Receipts” shall mean the Grantor’s receipts from the State of Texas from the collection of one percent (1%) general Town use tax imposed by the Town pursuant to Chapter 321 of the Texas Tax Code, attributed to the collection of use tax by Company associated with the issuance of Company’s Texas Direct Payment for Taxable Items used or consumed in the Town. “Use Tax Certificate” shall mean a certificate or other statement in a form reasonably acceptable to the Grantor setting forth Company’s collection of use tax imposed by and received by the Grantor from the State of Texas, for the use of Taxable Items by Company in the Town for the applicable calendar months during a Grant Period which are to be used to determine Company’s eligibility for a Grant, together with such supporting documentation required herein, and as Grantor may reasonably request. ARTICLE II TERM 2.01. Term. The term of this Agreement shall begin on the Effective Date and continue for a ten (10) year period. 2.02. This Agreement shall remain in effect until Grantor has made the Program Grants set forth in Section 3 of the Agreement, or until otherwise terminated under the provisions of this Agreement. Item 5e 4 2.03. This Agreement may be extended for an additional period of time on terms mutually acceptable to both parties by a written agreement executed by both parties. ARTICLE III ECONOMIC DEVELOPMENT GRANT 3.01. Grant. Subject to Company’s continued compliance of all the terms and conditions of this Agreement, the Grantor agrees to provide Company with an economic development grant from lawfully available funds payable as provided herein in an amount equal to eighty percent (80%) of the Use Tax Receipts, as previously defined herein (the “Grant”), less any processing or related fees charged by the State of Texas. The Grant will be paid semi-annually at the end of June and the end of December with the exception of the final Grant Period during the ten (10) Year period following the execution of the Agreement, commencing June 1, 2015. The Grant will never include any monies Company pays or owes to the State of Texas for any penalties for late payments, failures to report in a timely manner, and the like, related to the Use Tax Receipts. 3.02. “Most Favored Nation” Provision. Should Company extend to any other municipal corporation located in Denton County, Texas, or Collin County, Texas, terms or conditions which are more favorable to said other municipal corporation than the terms and conditions set forth in Section 3.01 of this Agreement, above, such terms and conditions shall automatically be extended to the Town, effective as of the date of the agreement with said other municipal corporation. In such event, Company shall refund to the Town, or the Town in its sole discretion may be credited, any amounts which may be due and owing the Town. During the term of this Agreement, Company shall provide the Town of Prosper an executed copy of other similar 380 Agreements associated with taxable purchases using a Texas Direct Payment Permit executed with other municipalities in Denton or Collin County. The Town shall have the right to conduct periodic reviews of Company’s books and records, or request such books and records, with respect to such terms and conditions referenced in Section 3.01 herein to confirm Company’s compliance with the provisions of this paragraph. The (i) provision of such similar 380 Agreements to the Town and/or (ii) failure to allow the Town the right to conduct periodic reviews of Company’s books and records, and/or (iii) provide such books and records within thirty (30) days of such request, shall constitute a default under this Agreement and the foregoing shall each be deemed a material term of this Agreement. 3.03 Grant Payment. The Grantor shall, within forty-five (45) calendar days after receipt of the actual Use Tax Receipts for the Grant Period covered by a Use Tax Certificate submitted by Company pursuant to Section 4.01, pay the Grant for the applicable Grant Period to Company, or as directed by Company. Any payment to Company shall be less any processing or related fees charged by the State of Texas. Item 5e 5 3.04. Amended Returns and Audits. In the event Company files an amended use tax return, or report, or if additional use tax is due and owing, as a result of an audit conducted by the State of Texas that increases the Use Tax Receipts for a previous period covered within the term of this agreement, the Grant payment for the Grant Period immediately following such State approved amendment shall be adjusted accordingly, provided the Grantor must have received the Use Tax Receipts attributed to such adjustment. As a condition precedent to payment of such adjustment, Company shall provide Grantor with a copy of such amended use tax report, tax return or audit adjustment, and the approval thereof by the State of Texas. 3.05. Refunds. In the event the State of Texas determines that the Town erroneously received Use Tax Receipts, or that the amount of use tax paid to the Town exceeds the correct amount of use tax for a previous Grant paid to Company, Company shall, within thirty (30) days after receipt of notification thereof from the Town specifying the amount by which such Grant exceeded the amount to which Company was entitled pursuant to such State of Texas determination, pay such amount to the Grantor. The Grantor may at its option adjust the Grant payment for the Grant Period immediately following such State of Texas determination to deduct there from the amount of the overpayment. As a condition precedent to payment of such refund, the Town shall provide Company with a copy of such determination by the State of Texas. ARTICLE IV DOCUMENTATION SUPPORTING THE ECONOMIC DEVELOPMENT GRANT The conditions contained in this Article IV are conditions precedent to the Grantor’s obligation to make any Grant payment. 4.01. Use Tax Certificate. During the term of this Agreement, Company shall within thirty (30) days after the end of each Grant Period, provide the Grantor with a Use Tax Certificate relating to Use Tax Receipts paid during the Grant Period. The Grantor shall have no duty to calculate the Use Tax Receipts or determine Company’s entitlement to any Grant for a Grant Period, or pay any Grant for a Grant Period during the term of this Agreement until such time as Company has provided the Grantor a Use Tax Certificate for such Grant Period and the Grantor has received the actual Use Tax Receipts from the State of Texas attributable to such calendar months within the Grand Period. Company shall provide such additional documentation as may be reasonably requested by Grantor to evidence, support and establish the use tax paid directly to the State of Texas pursuant to Company’s Direct Payment Permit. The Use Tax Certificate for each Grant Period shall at a minimum contain, include or be accompanied by the following: a. A copy of all Texas Direct Payment Permit and self-assessment use tax returns and reports, use tax audit assessments, including any amended use tax returns or reports, filed by Company for such calendar months Item 5e 6 within a Grant Period showing use tax paid directly to the State of Texas related to Company’s operations for such Grant Periods ; and b. Information concerning any refund or credit received by Company of use tax paid by Company which has previously been reported by Company as use tax paid for a previous Grant Period within the term of this agreement. Company will provide to Grantor the Use Tax Certificates from time to time pursuant to the terms of the Agreement, which are confidential (“Confidential Information”) and, except as otherwise provided herein, may not be disclosed to a third party without Company’s consent. To the extent that any disclosure of the Confidential Information may be required by Grantor will use reasonable efforts to inform Company of the request in sufficient time for Company to assert any objection it may have to such disclosure to an appropriate judicial or administrative body. 4.02. Grantor must have received a Use Tax Certificate for the Grant Period for which payment of a Grant is requested, and Grantor must have received the actual Use Tax Receipts for such Grant Period. 4.03. Company intends to issue its Texas Direct Payment Permit to specific suppliers or vendors, at Company’s sole discretion, that provide large quantities of building materials or other tangible personal property. 4.04. Company shall provide the Grantor with a true and correct copy of its Texas Direct Payment Permit, which permit shall be kept in full force and effect throughout the term of the Agreement. 4.05. Company shall not have an uncured material breach or default of this Agreement. ARTICLE V TERMINATION 5.01 This Agreement may be terminated upon any one of the following: (a) by mutual written agreement of the parties; (b) by Grantor or Company, respectively, if the other party defaults or breaches any of the terms or conditions of this Agreement in any material respect and such default or breach is not cured within thirty (30) days after written notice thereof by the Grantor or Company, as the case may be; (c) by Grantor, if any Impositions owed to the Grantor or the State of Texas by Company shall have become delinquent (provided, Item 5e 7 however, Company retains the right to timely and properly protest and contest any such Impositions); (d) by Grantor, if Company suffers an Event of Bankruptcy or Insolvency; (e) by Grantor or Company, respectively, if any subsequent Federal or State legislation or any decision of a court of competent jurisdiction declares or renders this Agreement invalid, illegal or unenforceable; (f) by Company, if the Town does not pay the applicable Grant amount within 45 days of receipt of the Use Tax Receipts as required herein covered by a valid Use Tax Certificate issued by Company or fails to cure this breach within an additional 30 days and so long as the Company is not in default, or; (g) expiration of the term, or any subsequent renewal of the term. The rights, responsibilities and liabilities of the parties under this Agreement shall be extinguished upon the termination of this Agreement except for any rights, responsibilities and/or liabilities that accrued prior to such termination. In the event of termination, this Agreement is null and void and of no further effect. ARTICLE VI MISCELLANEOUS 6.01. Binding Agreement. The terms and conditions of this Agreement are binding upon the parties to this agreement and their respective successors and permitted assigns. This Agreement may be assigned with the express written consent of Grantor, which consent shall not be unreasonably withheld or delayed. 6.02. Limitation on Liability. It is understood and agreed between the parties that Company and Grantor, in satisfying the conditions of this Agreement, have acted independently, and Grantor assumes no responsibilities or liabilities to third parties in connection with these actions. Company agrees to indemnify and hold harmless the Grantor from all such claims, suits, and causes of actions, liabilities and expenses, including reasonable attorney’s fees, of any nature whatsoever by a third party arising out of Company’s performance of the conditions under this Agreement. 6.03. No Joint Venture. It is acknowledged and agreed by the parties that the terms hereof are not intended to and shall not be deemed to create a partnership or joint venture between the parties. 6.04. Authorization. Each party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. Item 5e 8 6.05. Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the party at the address set forth below (or such other address as such party may subsequently designate in writing) or on the day actually received if sent by courier or otherwise hand delivered sent via fax. If intended for Town, to: Attn: Harlan Jefferson Town Manager P.O. Box 307 121 W. Broadway Street Prosper, TX 75078 With a copy to: Attn: Terrence S. Welch Brown & Hofmeister, LLP 740 East Campbell Road, Suite 800 Richardson, TX 75081 If intended for Company: Attn: Dan Miller Chief Financial Officer Sanders Custom Builder, Ltd. 5601 Democracy Dr., Suite 300 Plano, TX 75024 With a copy to: Attn: Brad Gahm General Counsel 5601 Democracy Dr., Suite 300 Plano, TX 75024 6.06. Entire Agreement. This Agreement is the entire Agreement between the parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written Agreement between the parties that in any manner relates to the subject matter of this Agreement. 6.07. Governing Law. The laws of the State of Texas shall govern the Agreement; and this Agreement is fully performable in Prosper, Collin County, Texas, with Item 5e 9 exclusive venue for any action concerning this Agreement being in a court of competent jurisdiction in Collin County, Texas. 6.08. Amendment. This Agreement may only be amended by the mutual written agreement of the parties. 6.09. Legal Construction. In the event 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 other provisions, and it is the intention of the parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 6.10. Recitals. The recitals to this Agreement are incorporated herein. 6.11. Counterparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument and any such counterparts shall be deemed to be incorporated herein. 6.12. Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 6.13. Sovereign Immunity. The parties agree that the Town has not waived its sovereign immunity by entering into and performing its obligations under this Agreement. 6.14. Dispute Resolution. Any controversy or claim arising from or relating to this Agreement, or a breach thereof shall be subject to non-binding mediation, as a condition precedent to the institution of legal or equitable proceedings by any party unless the institution of such legal or equitable proceeding is necessary to avoid the running of an applicable statute of limitation. The parties shall endeavor to resolve their claims by mediation. Grantor and Company shall share the costs of mediation equally. The mediation shall be held in Prosper, Texas, unless another location is mutually agreed upon. Agreements reached in mediation shall be enforceable as settlement agreements in any court having jurisdiction thereof. [SIGNATURE PAGES FOLLOW] Item 5e 10 EXECUTED as of the ____ day of May, 2015. PROSPER, TEXAS, A Texas home-rule municipality By: Harlan Jefferson, Town Manager ATTEST: ____________________________ Robyn Battle, Town Secretary EXECUTED as of the ____ day of May, 2015. SANDERS CUSTOM BUILDER, LTD. By: SANDERS CUSTOM BUILDER, LTD. Name: Dan Miller Title: Chief Financial Officer Item 5e 11 ACKNOWLEDGMENTS STATE OF TEXAS ) ) COUNTY OF COLLIN ) This instrument was acknowledged before me on the ___ day of May, 2015, by Harlan Jefferson, Town Manager of the Town of Prosper, Texas, a Texas home-rule municipality, on behalf of said municipality. Name: __________________________ Notary Public, State of Texas My commission expires: STATE OF TEXAS ) ) COUNTY OF _________ ) This instrument was acknowledged before me on the ___ day of May, 2015, by Dan Miller, Chief Financial Officer of Sanders Custom Builder, Ltd., a limited partnership company, on behalf of said company. Name: __________________________ Notary Public, State of Texas My commission expires: Item 5e Page 1 of 2 To: Mayor and Town Council From: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon a an Resolution of the Town Council of the Town of Prosper, Texas, approving a negotiated settlement between the Atmos Cities Steering Committee (“ACSC”) and Atmos Energy Corp., Mid-Tex Division regarding the company’s 2014 and 2015 Rate Review Mechanism (“RRM”) filings; approving a settlement agreement with attached rate tariffs and proof of revenues; declaring existing rates to be unreasonable; adopting tariffs that reflect rate adjustments consistent with the negotiated settlement; finding the rates to be set by the settlement tariffs to be just and reasonable and in the public interest; requiring the company to reimburse ACSC’s reasonable ratemaking expenses; determining that this resolution was passed in accordance with the requirements of the Texas open meetings act; adopting a savings clause; declaring an effective date; and requiring delivery of this resolution to the company and the ACSC’s legal counsel. Description of Agenda Item: The purpose of the resolution is to approve the Settlement Agreement and the resulting rate change under the RRM tariff. As a result of the negotiations, the Executive Committee was able to reduce the Company’s requested $28.8 million rate increase for Mid-Tex cities to $21,962,784. When added to the settlement of the 2014 RRM filing and the adjustments recommended by the PFD, the Company will receive total additional annual revenues of $65.7 million. Because the 2014 rates have been in effect since June 1, 2014, the increase to currently billed rates is $21 million. The monthly bill impact for the typical residential customer consuming 60 Ccf will be an increase of $1.14 (about a 1.59% increase in the base bill). The typical commercial customer will see an increase of $2.69 or 0.96%. Approval of the resolution will result in rates that implement an increase in Atmos Mid-Tex’s revenues effective June 1, 2015. The consumption charge will change from $0.08819 per Ccf to $0.09931 per Ccf. The monthly bill impact for the typical residential customer consuming 60 Ccf will be an increase of $1.14 (about a 1.59% increase in the base bill). The typical commercial customer will see an increase of $2.69 or 0.96%. Legal Obligations and Review: The legal counsel for the ACSC, of which the Town is a member, provided this resolution. Terrence Welch of Brown & Hofmeister, L.L.P. reviewed and approved the agreement as to form. Prosper is a place where everyone matters. FINANCE Item 5f Page 2 of 2 Attached Documents: 1. Resolution 2. ACSC’s Model Staff Report Town Staff Recommendation: Town staff recommends approval of the resolution approving the negotiated settlement between Atmos Energy Corp., Mid-Tex Division, and the Atmos Cities Steering Committee, and authorizing the Mayor to execute the same. Proposed Motion: I move to approve the resolution approving the negotiated settlement between Atmos Energy Corp., Mid-Tex Division, and the Atmos Cities Steering Committee, and authorizing the Mayor to execute the same. Item 5f TOWN OF PROSPER, TEXAS RESOLUTION NO. 15-__ AN RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, APPROVING A NEGOTIATED SETTLEMENT BETWEEN THE ATMOS CITIES STEERING COMMITTEE (“ACSC”) AND ATMOS ENERGY CORP., MID-TEX DIVISION REGARDING THE COMPANY’S 2014 AND 2015 RATE REVIEW MECHANISM FILINGS; APPROVING A SETTLEMENT AGREEMENT WITH ATTACHED RATE TARIFFS AND PROOF OF REVENUES; DECLARING EXISTING RATES TO BE UNREASONABLE; ADOPTING TARIFFS THAT REFLECT RATE ADJUSTMENTS CONSISTENT WITH THE NEGOTIATED SETTLEMENT; FINDING THE RATES TO BE SET BY THE SETTLEMENT TARIFFS TO BE JUST AND REASONABLE AND IN THE PUBLIC INTEREST; REQUIRING THE COMPANY TO REIMBURSE ACSC’S REASONABLE RATEMAKING EXPENSES; DETERMINING THAT THIS RESOLUTION WAS PASSED IN ACCO RDANCE WITH THE REQUIREMENTS OF THE TEXAS OPEN MEETINGS ACT; ADOPTING A SAVINGS CLAUSE; DECLARING AN EFFECTIVE DATE; AND REQUIRING DELIVERY OF THIS RESOLUTION TO THE COMPANY AND THE ACSC’S LEGAL COUNSEL. WHEREAS, the Town of Prosper, Texas (“Town”) is a gas utility customer of Atmos Energy Corp., Mid-Tex Division (“Atmos Mid-Tex” or “Company”), and a regulatory authority with an interest in the rates and charges of Atmos; and WHEREAS, the Town is a member of the Atmos Cities Steering Committee (“ACSC”), a coalition of similarly-situated cities served by Atmos Mid-Tex (“ACSC Cities”) that have joined together to facilitate the review of and response to natural gas issues affecting rates charged in the Atmos Mid-Tex service area; and WHEREAS, ACSC and the Company worked collaboratively to develop a new Rate Review Mechanism (“RRM”) tariff that allows for an expedited rate review process by ACSC Cities as a substitute to the Gas Reliability Infrastructure Program (“GRIP”) process instituted by the Legislature, and that will establish rates for the ACSC Cities based on the system-wide cost of serving the Atmos Mid-Tex Division; and WHEREAS, the initial RRM Tariff was in effect for four (4) years; and Item 5f Resolution 15-__, page 2 WHEREAS, ACSC Cities and Atmos Mid-Tex entered into another settlement agreement and revised the RRM Tariff; and WHEREAS, ACSC Cities and Atmos Mid-Tex compromised and reached agreements on the amount of the rate increases to be in effect for the RRM Tariff filings for 2012 and 2013; and WHEREAS, ACSC Cities and Atmos Mid-Tex were unable to reach an agreement on the 2014 RRM Tariff filing, resulting in the ACSC Cities’ rejection of the 2014 RRM filing; and WHEREAS, Atmos Mid-Tex appealed the ACSC Cities’ actions rejecting its 2014 RRM filing to the Railroad Commission of Texas (“Commission”), pursuant to the provisions of the RRM Tariff; and WHEREAS, Atmos Mid-Tex and ACSC litigated the appeal of the 2014 RRM filing at the Commission; and WHEREAS, on February 27, 2015, Atmos Mid-Tex filed its 2015 RRM Tariff filing, requesting to increase natural gas base rates system-wide by $28.762 million; and WHEREAS, ACSC coordinated its review of Atmos Mid-Tex RRM filing through its Executive Committee, assisted by ACSC’s attorneys and consultants, to resolve issues identified in the Company’s RRM filing; and WHEREAS, Atmos Mid-Tex has agreed to withdraw its appeal of ACSC’s rejection of its 2014 RRM Tariff rate increase; and WHEREAS, the Executive Committee, as well as ACSC’s counsel and consultants, recommend that ACSC Cities approve the attached Settlement Agreement (Attachment A to this Resolution) as well as the tariffs attached thereto, resolving both the 2014 and the 2015 RRM Tariff filings, which together will increase the Company’s revenues by $65.7 million over the amount allowed under Town-approved rates set in 2013; and WHEREAS, the attached tariffs implementing new rates are consistent with the negotiated Settlement Agreement and are just, reasonable, and in the public interest; and Item 5f Resolution 15-__, page 3 WHEREAS, the RRM Tariff should be renewed for a period of time commencing in 2016 and continuing until the RRM Tariff is suspended by ordinance of the Town; and WHEREAS, the RRM Tariff contemplates reimbursement of ACSC’s reasonable expenses associated with RRM applications; NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS: SECTION 1 That the findings set forth in this Resolution are hereby in all things approved. SECTION 2 That the Town Council finds that the Settlement Agreement (Attachment A to this Resolution) represents a comprehensive settlement of gas utility rate issues affecting the rates, operations, and services offered by Atmos Mid-Tex within the municipal limits arising from Atmos Mid-Tex’s 2014 and 2015 RRM filings, is in the public interest, and is consistent with the Town’s authority under Section 103.001 of the Texas Utilities Code. SECTION 3 That the existing rates for natural gas service provided by Atmos Mid-Tex are unreasonable. The new tariffs attached hereto and incorporated herein as Attachment C, are just and reasonable, and are designed to allow Atmos Mid-Tex to recover annually an additional $65.7 million in revenue over the amount allowed under currently approved rates, or $21 million over currently-billed rates, as shown in the Proof of Revenues attached hereto and incorporated herein as Attachment B; such tariffs are hereby adopted. SECTION 4 That the ratemaking treatment for pensions and other post-employment benefits in Atmos’ next RRM filing shall be as set forth on Attachment D, attached hereto and incorporated herein. Item 5f Resolution 15-__, page 4 SECTION 5 That in an effort to streamline the regulatory review process, the Atmos Mid-Tex RRM Tariff is renewed for a period commencing with the Company’s March 1, 2016 RRM filing for calendar year 2015, effective June 1, 2016, and continuing thereafter until such time as the Town adopts an ordinance suspending operation of the RRM Tariff. SECTION 6 That Atmos Mid-Tex shall reimburse the reasonable ratemaking expenses of the ACSC in processing the Company’s RRM application. SECTION 7 That to the extent any resolution previously adopted by the Council is inconsistent with this Resolution, it is hereby repealed. SECTION 8 That the meeting at which this Resolution was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. SECTION 9 That if any one or more sections or clauses of this Resolution is adjudged to be unconstitutional or invalid, such judgment shall not affect, impair or invalidate the remaining provisions of this Resolution and the remaining provisions of the Resolution shall be interpreted as if the offending section or clause never existed. SECTION 10 That consistent with the Town ordinance that established the RRM process, this Resolution shall become effective from and after its passage with rates authorized by attached tariffs to be effective for bills rendered on or after June 1, 2015. SECTION 11 That a copy of this Resolution shall be sent to Atmos Mid-Tex, care of Chris Felan, Vice President of Rates and Regulatory Affairs Mid-Tex Division, Atmos Energy Corporation, 5420 Item 5f Resolution 15-__, page 5 LJB Freeway, Suite 1862, Dallas, Texas 75240, and to Geoffrey Gay, General Counsel to ACSC, at Lloyd Gosselink Rochelle & Townsend, P.C., 816 Congress Avenue, Suite 1900, Austin, Texas 78701. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 26TH DAY OF MAY 2015. _________________________________ Ray Smith, Mayor ATTEST: _____________________________ Robyn Battle, Town Secretary APPROVED AS TO FORM: __________________________________ Terrence S. Welch, Town Attorney Item 5f 1 SETTLEMENT AGREEMENT BETWEEN ATMOS ENERGY CORP., MID-TEX DIVISION AND ATMOS CITIES STEERING COMMITTEE WHEREAS, this agreement (“Settlement Agreement”) is entered into by Atmos Energy Corp’s Mid-Tex Division and Atmos Cities Steering Committee (“ACSC”) whose members include the Cities of Abilene, Addison, Allen, Alvarado, Angus, Anna, Argyle, Arlington, Aubrey, Bedford, Bellmead, Benbrook, Beverly Hills, Blossom, Blue Ridge, Bowie, Boyd, Bridgeport, Brownwood, Buffalo, Burkburnett, Burleson, Caddo Mills, Canton, Carrollton, Cedar Hill, Celeste, Celina, Centerville, Cisco, Clarksville, Cleburne, Clyde, College Station, Colleyville, Colorado City, Comanche, Commerce, Coolidge, Coppell, Copperas Cove, Corinth, Corral City, Crandall, Crowley, Dalworthington Gardens, Denison, DeSoto, Duncanville, Eastland, Edgecliff Village, Emory, Ennis, Euless, Everman, Fairview, Farmers Branch, Farmersville, Fate, Flower Mound, Forest Hill, Fort Worth, Frisco, Frost, Gainesville, Garland, Garrett, Grand Prairie, Grapevine, Gunter, Haltom City, Harker Heights, Haskell, Haslet, Hewitt, Highland Park, Highland Village, Honey Grove, Hurst, Hutto, Iowa Park, Irving, Justin, Kaufman, Keene, Keller, Kemp, Kennedale, Kerens, Kerrville, Killeen, Krum, Lake Worth, Lakeside, Lancaster, Lewisville, Lincoln Park, Little Elm, Lorena, Madisonville, Malakoff, Mansfield, McKinney, Melissa, Mesquite, Midlothian, Murphy, Newark, Nocona, North Richland Hills, Northlake, Oakleaf, Ovilla, Palestine, Pantego, Paris, Parker, Pecan Hill, Petrolia, Plano, Ponder, Pottsboro, Prosper, Quitman, Red Oak, Reno (Parker County), Richardson, Richland, Richland Hills, Roanoke, Robinson, Rockwall, Roscoe, Rowlett, Royse City, Sachse, Saginaw, Sansom Park, Seagoville, Sherman, Snyder, Southlake, Springtown, Stamford, Stephenville, Sulphur Springs, Sweetwater, Temple, Terrell, The Colony, Trophy Club, Tyler, University Park, Venus, Vernon, Waco, Watauga, Waxahachie, Westlake, White Settlement, Whitesboro, Wichita Falls, Woodway, and Wylie. WHEREAS, on February 28, 2014, Atmos filed with the ACSC Cities an application, hereinafter referred to as the 2014 RRM filing, to adjust rates pursuant to Rider RRM - Rate Review Mechanism, which were subsequently consolidated into GUD No. 10359 at the Railroad Commission of Texas; and WHEREAS, on February 27, 2015, Atmos filed with the ACSC Cities an application, hereinafter referred to as the 2015 RRM filing, to adjust rates pursuant to Rider RRM - Rate Review Mechanism; and WHEREAS, the Settlement Agreement resolves all issues between Atmos and ACSC (“the Signatories”) regarding the 2014 RRM filing, which is currently pending before the Commission, and the 2015 RRM filing, which is currently pending before the ACSC Cities, in a manner that the Signatories believe is consistent with the public interest, and the Signatories represent diverse interests; and WHEREAS, the Signatories believe that the resolution of the issues raised in the 2014 RRM filing and the 2015 RRM filing can best be accomplished by each ACSC City approving this Settlement Agreement and the rates, terms and conditions reflected in the tariffs attached to this Settlement Agreement as Exhibit A; NOW, THEREFORE, in consideration of the mutual agreements and covenants established herein, the Signatories, through their undersigned representatives, agree to the Attachment A Item 5f 2 following Settlement Terms as a means of fully resolving all issues between Atmos and the ACSC Cities involving the 2014 RRM filing and 2015 RRM filing: Settlement Terms 1. Upon the execution of this Settlement Agreement, the ACSC Cities will approve an ordinance or resolution to approve the Settlement Agreement and implement the rates, terms and conditions reflected in the tariffs attached to the Settlement Agreement as Exhibit A. (Attachment A to the Ordinance ratifying the Agreement). Said tariffs should allow Atmos to recover annually an additional $65.7 million in revenue over the amount allowed under currently approved rates by implementation of rates shown in the proof of revenues attached as Exhibit B. (Attachment B to the Ordinance ratifying this Agreement). The uniform implementation of gas rates, terms and conditions established by the Settlement Agreement shall be effective for bills rendered on or after June 1, 2015. Consistent with the City’s authority under Section 103.001 of the Texas Utilities Code, the Settlement Agreement represents a comprehensive settlement of gas utility rate issues affecting the rates, operations and services offered by Atmos within the municipal limits of the ACSC Cities arising from Atmos’ 2014 RRM filing and 2015 RRM filing. No refunds of charges billed to customers by Atmos under the RRM in past periods shall be owed or owing. 2. In an effort to streamline the regulatory review process, Atmos and the ACSC Cities have agreed to renew the Rate Review Mechanism (“Rider RRM”) for a period commencing with the Company’s March 1, 2016 filing under this mechanism for the calendar year 2015, effective June 1, 2016, and continuing thereafter until such time as either the ACSC Cities issue an ordinance stating a desire to discontinue the operation of the tariff or Atmos files a Statement of Intent. Atmos and the ACSC Cities further agree that the RRM tariff shall remain in effect until such time as new, final rates are established for Atmos. Upon approval of this Settlement Agreement by the ACSC Cities, Atmos shall file an updated RRM Tariff with each city reflecting the provisions of this agreement. 3. Atmos and the ACSC Cities agree that rate base as of December 31, 2014 in the amount of $1,955,948,256 is just and reasonable and shall be recovered in rates. 4. Atmos and the ACSC Cities agree that a pension and other postemployment benefits balance as of December 31, 2014 in the amount of $18,284,949 is just and reasonable and shall be used as the beginning balance for purposes of determining pension and other postemployment benefits to be recovered in the next RRM filing (Attachment D to the Ordinance ratifying the Agreement). 5. With regard to the treatment of Atmos’ Rule 8.209 regulatory asset under the RRM, Atmos and the ACSC Cities agree to the following with respect to any pending and future RRM filings: a. the capital investment in the Rule 8.209 regulatory asset in the 2014 RRM filing and 2015 RRM filing is reasonable and consistent with the requirements of Rule 8.209; Attachment A Item 5f 3 b. the classification of projects included in the Rule 8.209 regulatory asset in the 2014 RRM filing and 2015 RRM filing is reasonable and consistent with the requirements of Rule 8.209 and shall serve as a basis for classification of projects in future RRM filings; c.the treatment of blanket replacement projects, system upgrades, relocations, and transmission line replacements in the Rule 8.209 regulatory asset in the 2014 RRM filing and 2015 RRM filing is reasonable and consistent with the requirements of Rule 8.209 and shall be included in future RRM filings. d. the incurred expenses included in the Rule 8.209 regulatory asset in the 2014 RRM and the 2015 RRM are reasonable and consistent with the requirements of Rule 8.209 and shall be included in future RRM filings; e. interest on the Rule 8.209 regulatory asset account shall be calculated using the pre-tax cost of capital most recently approved by the Commission. The use of the pre-tax cost of capital is consistent with Rule 8.209. A return on Rule 8.209 capital investment is only earned once the investment is included in rate base. No change in the Company's calculation of the interest component in its Rule 8.209 regulatory asset accounts is warranted through the period ended May 31, 2015. Beginning June 1, 2015, interest expense shall be calculated monthly using simple interest (i.e.11.49% divided by 12, or approximately 0.96% per month) applied to the total value of the Rule 8.209 asset investment (exclusive of interest) until such time the Rule 8.209 regulatory asset is approved for inclusion in the Company’s rate base. f. While Atmos and the ACSC Cities agree to apply the treatments and methodologies set forth in this paragraph, subsections (a) – (e) in all future RRM filings, the regulatory authority retains its right to disallow any capital investment that is not shown to be prudently incurred, and any expense not shown to be reasonable and necessary, in future RRM filings. g. Atmos and the ACSC Cities acknowledge that their agreement regarding the treatment and methodologies applicable to Rule 8.209 capital investments under the RRM tariff shall not prejudice the right of either party to argue for different treatments or methodologies in a future statement of intent proceeding. 6. Revenues approved pursuant to Paragraph 1 of the Settlement Agreement include reimbursement of rate case expenses owed to the ACSC Cities in connection with the 2014 RRM filing. 7. The Signatories agree that each ACSC city shall approve this Settlement Agreement and adopt an ordinance or resolution to implement for the ACSC Cities the rates, terms, and conditions reflected in the tariffs attached to the Settlement Agreement as Exhibit A. Atmos and ACSC further agree that at such time as all of the ACSC Cities have passed an ordinance or resolution consistent with the Settlement and Atmos has received such ordinance or resolution, Atmos shall withdraw its appeal of the currently pending RRM filing before the Railroad Commission of Texas in connection with the 2014 RRM filing. Attachment A Item 5f 4 8. Atmos and the ACSC Cities further agree that the express terms of the Rider RRM are supplemental to the filing, notice, regulatory review, or appellate procedural process of the ratemaking provisions of Chapter 104 of the Texas Utilities Code. If the statute requires a mandatory action on behalf of the municipal regulatory authority or Atmos, the parties will follow the provisions of such statute. If the statute allows discretion on behalf of the municipal regulatory authority, the ACSC Cities agree that they shall exercise such discretion in such a way as to implement the provisions of the RRM tariff. If Atmos appeals an action or inaction of an ACSC City regarding an RRM filing to the Railroad Commission, the ACSC Cities agree that they will not oppose the implementation of interim rates or advocate the imposition of a bond by Atmos consistent with the RRM tariff. Atmos agrees that it will make no filings on behalf of its Mid-Tex Division under the provisions of Section 104.301 of the Texas Utilities code while the Rider RRM is in place. In the event that a regulatory authority fails to act or enters an adverse decision regarding the proposed annual RRM adjustment, the Railroad Commission of Texas shall have exclusive appellate jurisdiction, pursuant to the provisions of the Texas Utilities Code, to review the action or inaction of the regulatory authority exercising exclusive original jurisdiction over the RRM request. In addition, the Signatories agree that this Settlement Agreement shall not be construed as a waiver of the ACSC Cities’ right to initiate a show cause proceeding or the Company’s right to file a Statement of Intent under the provisions of the Texas Utilities Code. 9. The Signatories agree that the terms of the Settlement Agreement are interdependent and indivisible, and that if any ACSC city enters an order that is inconsistent with this Settlement Agreement, then any Signatory may withdraw without being deemed to have waived any procedural right or to have taken any substantive position on any fact or issue by virtue of that Signatory’s entry into the Settlement Agreement or its subsequent withdrawal. If any ACSC city rejects this Settlement Agreement, then this Settlement Agreement shall be void ab initio and counsel for the ACSC Cities shall thereafter only take such actions as are in accordance with the Texas Disciplinary Rules of Professional Conduct. 10. The Signatories agree that all negotiations, discussions and conferences related to the Settlement Agreement are privileged, inadmissible, and not relevant to prove any issues associated with Atmos’ 2014 RRM filing and 2015 RRM filing. 11. The Signatories agree that neither this Settlement Agreement nor any oral or written statements made during the course of settlement negotiations may be used for any purpose other than as necessary to support the entry by the ACSC Cities of an ordinance or resolution implementing this Settlement Agreement. 12. The Signatories agree that this Settlement Agreement is binding on each Signatory only for the purpose of settling the issues set forth herein and for no other purposes, and, except to the extent the Settlement Agreement governs a Signatory’s rights and obligations for future periods, this Settlement Agreement shall not be binding or precedential upon a Signatory outside this proceeding. Attachment A Item 5f 5 13. The Signatories agree that this Settlement Agreement may be executed in multiple counterparts and may be filed with facsimile signatures. Attachment A Item 5f Attachment A Item 5f Agreed to this day of May 2015. ATTORNEY FOR ATMOS CITIES STEERING COMMITTEE,WHOSE MEMBERS INCLUDE THE CITIES OF ABILENE,ADDISON,ALLEN,ALVARADO,ANGUS,ANNA, ARGYLE,ARLINGTON,AUBREY,BEDFORD,BELLMEAD,BENBROOK,BEVERLY HILLS,BLOSSOM,BLUE RIDGE,BOWIE,BOYD,BRIDGEPORT,BROWNWOOD, BUFFALO,BURKBURNETT,BURLESON,CADDO MILLS,CANTON,CARROLLTON, CEDAR HILL,CELESTE,CELINA,CENTERVILLE,CISCO,CLARKSVILLE,CLEBURNE, CLYDE,COLLEGE STATION,COLLEYVILLE,COLORADO CITY,COMANCHE, COMMERCE,COOLIDGE,COPPELL,COPPERAS COVE,CORINTH,CORRAL CITY, CRANDALL,CROWLEY,DALWORTHINGTON GARDENS,DENISON,DESOTO, DUNCANVILLE,EASTLAND,EDGECLIFF VILLAGE,EMORY,ENNIS,EULESS, EVERMAN,FAIRVIEW,FARMERS BRANCH,FARMERSVILLE,FATE,FLOWER MOUND,FOREST HILL,FORT WORTH,FRISCO,FROST,GAINESVILLE,GARLAND, GARRETT,GRAND PRAIRIE,GRAPEVINE,GUNTER,HALTOM CITY,HARKER HEIGHTS,HASKELL,HASLET,HEWITT,HIGHLAND PARK,HIGHLAND VILLAGE, HONEY GROVE,HURST,HUTTO,IOWA PARK,IRVING,JUSTIN,KAUFMAN,KEENE, KELLER,KEMP, KENNEDALE,KERENS, KERRVILLE,KILLEEN,KRUM,LAKE WORTH,LAKESIDE,LANCASTER,LEWISVILLE,LINCOLN PARK,LITTLE ELM, LORENA,MADISONVILLE,MALAKOFF,MANSFIELD,MCKINNEY,MELISSA, MESQUITE,MIDLOTHIAN,MURPHY,NEWARK,NOCONA,NORTH RICHLAND HILLS,NORTHLAKE,OAKLEAF,OVILLA,PALESTINE,PANTEGO,PARIS,PARKER, PECAN HILL,PETROLIA,PLANO,PONDER,POTTSBORO,PROSPER,QUITMAN,RED OAK, RENO (PARKER COUNTY), RICHARDSON, RICHLAND, RICHLAND HILLS, ROANOKE,ROBINSON,ROCKWALL,ROSCOE,ROWLETT,ROYSE CITY,SACHSE, SAGINAW,SANSOM PARK,SEAGOVILLE,SHERMAN,SNYDER,SOUTHLAKE, SPRINGTOWN,STAMFORD,STEPHENVILLE,SULPHUR SPRINGS,SWEETWATER, TEMPLE,TERRELL,THE COLONY,TROPHY CLUB,TYLER,UNIVERSITY PARK, VENUS,VERNON,WACO,WATAUGA,WAXAHACHIE,WESTLAKE,WHITE SETTLEMENT,WHITESBORO,WICHITA FALLS,WOODWAY,AND WYLIE. By: 3eoffre>(pay*,Geoffrey * Subject to approval by ACSC City Councils 7 Attachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: C – COMMERCIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Commercial Customers for all natural gas provided at one Point of Delivery and measured through one meter and to Industrial Customers with an average annual usage of less than 30,000 Ccf. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and Ccf charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Bill $ 40.00 per month Rider CEE Surcharge $ 0.00 per month1 Total Customer Charge $ 40.00 per month Commodity Charge – All Ccf $ 0.08020 per Ccf Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Weather Normalization Adjustment: Plus or Minus an amount for weather normalization calculated in accordance with Rider WNA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. 1 Reference Rider CEE - Conservation And Energy Efficiency as approved in GUD 10170. Surcharge billing effective July 1, 2014. Exhibit AAttachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: I – INDUSTRIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Industrial Customers with a maximum daily usage (MDU) of less than 3,500 MMBtu per day for all natural gas provided at one Point of Delivery and measured through one meter. Service for Industrial Customers with an MDU equal to or greater than 3,500 MMBtu per day will be provided at Company's sole option and will require special contract arrangements between Company and Customer. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and MMBtu charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Meter $ 700.00 per month First 0 MMBtu to 1,500 MMBtu $ 0.2937 per MMBtu Next 3,500 MMBtu $ 0.2151 per MMBtu All MMBtu over 5,000 MMBtu $ 0.0461 per MMBtu Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Curtailment Overpull Fee Upon notification by Company of an event of curtailment or interruption of Customer’s deliveries, Customer will, for each MMBtu delivered in excess of the stated level of curtailment or interruption, pay Company 200% of the midpoint price for the Katy point listed in Platts Gas Daily published for the applicable Gas Day in the table entitled “Daily Price Survey.” Replacement Index In the event the “midpoint” or “common” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” is no longer published, Company will calculate the applicable imbalance fees utilizing a daily price index recognized as authoritative by the natural gas industry and most closely approximating the applicable index. Exhibit AAttachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: I – INDUSTRIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. Special Conditions In order to receive service under Rate I, Customer must have the type of meter required by Company. Customer must pay Company all costs associated with the acquisition and installation of the meter. Exhibit AAttachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: R – RESIDENTIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Residential Customers for all natural gas provided at one Point of Delivery and measured through one meter. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and Ccf charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Bill $ 18.60 per month Rider CEE Surcharge $ 0.02 per month1 Total Customer Charge $ 18.62 per month Commodity Charge – All Ccf $0.09931 per Ccf Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Weather Normalization Adjustment: Plus or Minus an amount for weather normalization calculated in accordance with Rider WNA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. 1Reference Rider CEE - Conservation And Energy Efficiency as approved in GUD 10170. Surcharge billing effective July 1, 2014. Exhibit AAttachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: T – TRANSPORTATION APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable, in the event that Company has entered into a Transportation Agreement, to a customer directly connected to the Atmos Energy Corp., Mid-Tex Division Distribution System (Customer) for the transportation of all natural gas supplied by Customer or Customer’s agent at one Point of Delivery for use in Customer's facility. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's bill will be calculated by adding the following Customer and MMBtu charges to the amounts and quantities due under the riders listed below: Charge Amount Customer Charge per Meter $ 700.00 per month First 0 MMBtu to 1,500 MMBtu $ 0.2937 per MMBtu Next 3,500 MMBtu $ 0.2151 per MMBtu All MMBtu over 5,000 MMBtu $ 0.0461 per MMBtu Upstream Transportation Cost Recovery: Plus an amount for upstream transportation costs in accordance with Part (b) of Rider GCR. Retention Adjustment: Plus a quantity of gas as calculated in accordance with Rider RA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Imbalance Fees All fees charged to Customer under this Rate Schedule will be charged based on the quantities determined under the applicable Transportation Agreement and quantities will not be aggregated for any Customer with multiple Transportation Agreements for the purposes of such fees. Monthly Imbalance Fees Customer shall pay Company the greater of (i) $0.10 per MMBtu, or (ii) 150% of the difference per MMBtu between the highest and lowest “midpoint” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” during such month, for the MMBtu of Customer’s monthly Cumulative Imbalance, as defined in the applicable Transportation Agreement, at the end of each month that exceeds 10% of Customer’s receipt quantities for the month. Exhibit AAttachment A Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: T – TRANSPORTATION APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Curtailment Overpull Fee Upon notification by Company of an event of curtailment or interruption of Customer’s deliveries, Customer will, for each MMBtu delivered in excess of the stated level of curtailment or interruption, pay Company 200% of the midpoint price for the Katy point listed in Platts Gas Daily published for the applicable Gas Day in the table entitled “Daily Price Survey.” Replacement Index In the event the “midpoint” or “common” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” is no longer published, Company will calculate the applicable imbalance fees utilizing a daily price index recognized as authoritative by the natural gas industry and most closely approximating the applicable index. Agreement A transportation agreement is required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. Special Conditions In order to receive service under Rate T, customer must have the type of meter required by Company. Customer must pay Company all costs associated with the acquisition and installation of the meter. Exhibit AAttachment A Item 5f MID-TEX DIVISION ATMOS ENERGY CORPORATION RIDER:WNA – WEATHER NORMALIZATION ADJUSTMENT APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 11/01/2015 PAGE: Provisions for Adjustment The Commodity Charge per Ccf (100 cubic feet) for gas service set forth in any Rate Schedules utilized by the cities of the Mid-Tex Division service area for determining normalized winter period revenues shall be adjusted by an amount hereinafter described, which amount is referred to as the "Weather Normalization Adjustment." The Weather Normalization Adjustment shall apply to all temperature sensitive residential and commercial bills based on meters read during the revenue months of November through April. The five regional weather stations are Abilene, Austin, Dallas, Waco, and Wichita Falls. Computation of Weather Normalization Adjustment The Weather Normalization Adjustment Factor shall be computed to the nearest one-hundredth cent per Ccf by the following formula: (HSFi x (NDD-ADD) ) WNAFi = Ri (BLi + (HSFi x ADD) ) Where i = any particular Rate Schedule or billing classification within any such particular Rate Schedule that contains more than one billing classification WNAFi = Weather Normalization Adjustment Factor for the ith rate schedule or classification expressed in cents per Ccf Ri = Commodity Charge rate of temperature sensitive sales for the ith schedule or classification. HSFi = heat sensitive factor for the ith schedule or classification divided by the average bill count in that class NDD = billing cycle normal heating degree days calculated as the simple ten-year average of actual heating degree days. ADD = billing cycle actual heating degree days. Bli = base load sales for the ith schedule or classification divided by the average bill count in that class The Weather Normalization Adjustment for the jth customer in ith rate schedule is computed as: WNAi = WNAFi x qij Where qij is the relevant sales quantity for the jth customer in ith rate schedule. Exhibit AAttachment A Item 5f MID-TEX DIVISION ATMOS ENERGY CORPORATION RIDER:WNA – WEATHER NORMALIZATION ADJUSTMENT APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 11/01/2015 PAGE: Base Use/Heat Use Factors Residential Commercial Base use Heat use Base use Heat use Weather Station Ccf Ccf/HDD Ccf Ccf/HDD Abilene 10.22 0.1404 98.80 0.6372 Austin 11.59 0.1443 213.62 0.7922 Dallas 14.12 0.2000 208.11 0.9085 Waco 9.74 0.1387 130.27 0.6351 Wichita Falls 11.79 0.1476 122.35 0.5772 Weather Normalization Adjustment (WNA) Report On or before June 1 of each year, the company posts on its website at atmosenergy.com/mtx-wna, in Excel format, a Weather Normalization Adjustment (WNA) Report to show how the company calculated its WNAs factor during the preceding winter season. Additionally, on or before June 1 of each year, the company files one hard copy and a Excel version of the WNA Report with the Railroad Commission of Texas' Gas Services Division, addressed to the Director of that Division. Exhibit AAttachment A Item 5f 1 2 3 4 5 6 7 8 9 10 11 12 17 ATMOS ENERGY CORP.,MID-TEX DIVISION PROOF OF REVENUES AND PROPOSED TARIFF STRUCTURE TEST YEAR ENDING DECEMBER 31,2014 (a)(b) Proposed Change In Rates: Proposed Change In Rates without Revenue Related Taxes: Residential Commercial Industrial and Transportation Net Revenue Requirements GUD No.10170 Revenue Requirements $338,431,486 $84,223,622 $11,490,316 $434,145,424 (c) $21,066,527 $19,757,254 Allocations 77.95% 19.40% 2.65% (d)(e) Schedule A Ln 1 divided by factor on WP_F-5.1 Per GUD 10170 Final Order Per GUD 10170 Final Order Per GUD 10170 Final Order 18 19' Rate Class Current Proposed Change Proposed Rates Proposed Change In Revenues (f) Proposed Revenues (g) Proposed Rates with Rate Case Expenses 20 Residential Base Charge $18.20 $0.36 $18.56 $6,351,350 $327,447,398 $18.60 21 Residential Consumption Charge $0.08819 $0.01112 $0.09931 $9,049,383 $80,817,829 $0.09931 22 Commercial Base Charge $38.50 $1.37 $39.87 $2,000,584 $58,221,364 $40.00 23 Commercial Consumption Charge $0.07681 $0.00339 $0.08020 $1,834,968 $43,411,339 $0.08020 24 I&T Base Charge $675.00 $22.35 $697.35 $220,192 $6,870,292 $700.00 25 I&T Consumption Charge Tier 1 MMBTU $0.2807 $0.0130 $0.2937 $142,055 $3,209,350 $0.2937 26 I&T Consumption Charge Tier 2 MMBTU $0.2056 $0.0095 $0.2151 $117,051 $2,650,282 $0.2151 27 I&T Consumption Charge Tier 3 MMBTU $0.0441 $0.0020 $0.0461 $42,703 $984,314 $0.0461 28 $19,758,287 $523,612,169 29 Data Sources: GUD10170 FINAL.xIsm Exhibit B Attachment AItem 5f 1 2 3 4 5 6 7 8 9 10 11 12 17 ATMOS ENERGY CORP.,MID-TEX DIVISION PROOF OF REVENUES AND PROPOSED TARIFF STRUCTURE TEST YEAR ENDING DECEMBER 31,2014 (a)(b) Proposed Change In Rates: Proposed Change In Rates without Revenue Related Taxes: Residential Commercial Industrial and Transportation Net Revenue Requirements GUD No.10170 Revenue Requirements $338,431,486 $84,223,622 $11,490,316 $434,145,424 (c) $21,066,527 $19,757,254 Allocations 77.95% 19.40% 2.65% (d)(e) Schedule A Ln 1 divided by factor on WP_F-5.1 Per GUD 10170 Final Order Per GUD 10170 Final Order Per GUD 10170 Final Order 18 19' Rate Class Current Proposed Change Proposed Rates Proposed Change In Revenues (f) Proposed Revenues (g) Proposed Rates with Rate Case Expenses 20 Residential Base Charge $18.20 $0.36 $18.56 $6,351,350 $327,447,398 $18.60 21 Residential Consumption Charge $0.08819 $0.01112 $0.09931 $9,049,383 $80,817,829 $0.09931 22 Commercial Base Charge $38.50 $1.37 $39.87 $2,000,584 $58,221,364 $40.00 23 Commercial Consumption Charge $0.07681 $0.00339 $0.08020 $1,834,968 $43,411,339 $0.08020 24 I&T Base Charge $675.00 $22.35 $697.35 $220,192 $6,870,292 $700.00 25 I&T Consumption Charge Tier 1 MMBTU $0.2807 $0.0130 $0.2937 $142,055 $3,209,350 $0.2937 26 I&T Consumption Charge Tier 2 MMBTU $0.2056 $0.0095 $0.2151 $117,051 $2,650,282 $0.2151 27 I&T Consumption Charge Tier 3 MMBTU $0.0441 $0.0020 $0.0461 $42,703 $984,314 $0.0461 28 $19,758,287 $523,612,169 29 Data Sources: GUD10170 FINAL.xIsm Attachment B Item 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: C – COMMERCIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Commercial Customers for all natural gas provided at one Point of Delivery and measured through one meter and to Industrial Customers with an average annual usage of less than 30,000 Ccf. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and Ccf charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Bill $ 40.00 per month Rider CEE Surcharge $ 0.00 per month1 Total Customer Charge $ 40.00 per month Commodity Charge – All Ccf $ 0.08020 per Ccf Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Weather Normalization Adjustment: Plus or Minus an amount for weather normalization calculated in accordance with Rider WNA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. 1 Reference Rider CEE - Conservation And Energy Efficiency as approved in GUD 10170. Surcharge billing effective July 1, 2014. Attachment CItem 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: I – INDUSTRIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Industrial Customers with a maximum daily usage (MDU) of less than 3,500 MMBtu per day for all natural gas provided at one Point of Delivery and measured through one meter. Service for Industrial Customers with an MDU equal to or greater than 3,500 MMBtu per day will be provided at Company's sole option and will require special contract arrangements between Company and Customer. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and MMBtu charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Meter $ 700.00 per month First 0 MMBtu to 1,500 MMBtu $ 0.2937 per MMBtu Next 3,500 MMBtu $ 0.2151 per MMBtu All MMBtu over 5,000 MMBtu $ 0.0461 per MMBtu Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Curtailment Overpull Fee Upon notification by Company of an event of curtailment or interruption of Customer’s deliveries, Customer will, for each MMBtu delivered in excess of the stated level of curtailment or interruption, pay Company 200% of the midpoint price for the Katy point listed in Platts Gas Daily published for the applicable Gas Day in the table entitled “Daily Price Survey.” Replacement Index In the event the “midpoint” or “common” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” is no longer published, Company will calculate the applicable imbalance fees utilizing a daily price index recognized as authoritative by the natural gas industry and most closely approximating the applicable index. Attachment CItem 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: I – INDUSTRIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. Special Conditions In order to receive service under Rate I, Customer must have the type of meter required by Company. Customer must pay Company all costs associated with the acquisition and installation of the meter. Attachment CItem 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: R – RESIDENTIAL SALES APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable to Residential Customers for all natural gas provided at one Point of Delivery and measured through one meter. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's monthly bill will be calculated by adding the following Customer and Ccf charges to the amounts due under the riders listed below: Charge Amount Customer Charge per Bill $ 18.60 per month Rider CEE Surcharge $ 0.02 per month1 Total Customer Charge $ 18.62 per month Commodity Charge – All Ccf $0.09931 per Ccf Gas Cost Recovery: Plus an amount for gas costs and upstream transportation costs calculated in accordance with Part (a) and Part (b), respectively, of Rider GCR. Weather Normalization Adjustment: Plus or Minus an amount for weather normalization calculated in accordance with Rider WNA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Agreement An Agreement for Gas Service may be required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. 1Reference Rider CEE - Conservation And Energy Efficiency as approved in GUD 10170. Surcharge billing effective July 1, 2014. Attachment CItem 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: T – TRANSPORTATION APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Application Applicable, in the event that Company has entered into a Transportation Agreement, to a customer directly connected to the Atmos Energy Corp., Mid-Tex Division Distribution System (Customer) for the transportation of all natural gas supplied by Customer or Customer’s agent at one Point of Delivery for use in Customer's facility. Type of Service Where service of the type desired by Customer is not already available at the Point of Delivery, additional charges and special contract arrangements between Company and Customer may be required prior to service being furnished. Monthly Rate Customer's bill will be calculated by adding the following Customer and MMBtu charges to the amounts and quantities due under the riders listed below: Charge Amount Customer Charge per Meter $ 700.00 per month First 0 MMBtu to 1,500 MMBtu $ 0.2937 per MMBtu Next 3,500 MMBtu $ 0.2151 per MMBtu All MMBtu over 5,000 MMBtu $ 0.0461 per MMBtu Upstream Transportation Cost Recovery: Plus an amount for upstream transportation costs in accordance with Part (b) of Rider GCR. Retention Adjustment: Plus a quantity of gas as calculated in accordance with Rider RA. Franchise Fee Adjustment: Plus an amount for franchise fees calculated in accordance with Rider FF. Rider FF is only applicable to customers inside the corporate limits of any incorporated municipality. Tax Adjustment: Plus an amount for tax calculated in accordance with Rider TAX. Surcharges: Plus an amount for surcharges calculated in accordance with the applicable rider(s). Imbalance Fees All fees charged to Customer under this Rate Schedule will be charged based on the quantities determined under the applicable Transportation Agreement and quantities will not be aggregated for any Customer with multiple Transportation Agreements for the purposes of such fees. Monthly Imbalance Fees Customer shall pay Company the greater of (i) $0.10 per MMBtu, or (ii) 150% of the difference per MMBtu between the highest and lowest “midpoint” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” during such month, for the MMBtu of Customer’s monthly Cumulative Imbalance, as defined in the applicable Transportation Agreement, at the end of each month that exceeds 10% of Customer’s receipt quantities for the month. Attachment CItem 5f MID-TEX DIVISION RRC Tariff No: ATMOS ENERGY CORPORATION RATE SCHEDULE: T – TRANSPORTATION APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 06/01/2015 PAGE: Curtailment Overpull Fee Upon notification by Company of an event of curtailment or interruption of Customer’s deliveries, Customer will, for each MMBtu delivered in excess of the stated level of curtailment or interruption, pay Company 200% of the midpoint price for the Katy point listed in Platts Gas Daily published for the applicable Gas Day in the table entitled “Daily Price Survey.” Replacement Index In the event the “midpoint” or “common” price for the Katy point listed in Platts Gas Daily in the table entitled “Daily Price Survey” is no longer published, Company will calculate the applicable imbalance fees utilizing a daily price index recognized as authoritative by the natural gas industry and most closely approximating the applicable index. Agreement A transportation agreement is required. Notice Service hereunder and the rates for services provided are subject to the orders of regulatory bodies having jurisdiction and to the Company’s Tariff for Gas Service. Special Conditions In order to receive service under Rate T, customer must have the type of meter required by Company. Customer must pay Company all costs associated with the acquisition and installation of the meter. Attachment CItem 5f MID-TEX DIVISION ATMOS ENERGY CORPORATION RIDER:WNA – WEATHER NORMALIZATION ADJUSTMENT APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 11/01/2015 PAGE: Provisions for Adjustment The Commodity Charge per Ccf (100 cubic feet) for gas service set forth in any Rate Schedules utilized by the cities of the Mid-Tex Division service area for determining normalized winter period revenues shall be adjusted by an amount hereinafter described, which amount is referred to as the "Weather Normalization Adjustment." The Weather Normalization Adjustment shall apply to all temperature sensitive residential and commercial bills based on meters read during the revenue months of November through April. The five regional weather stations are Abilene, Austin, Dallas, Waco, and Wichita Falls. Computation of Weather Normalization Adjustment The Weather Normalization Adjustment Factor shall be computed to the nearest one-hundredth cent per Ccf by the following formula: (HSFi x (NDD-ADD) ) WNAFi = Ri (BLi + (HSFi x ADD) ) Where i = any particular Rate Schedule or billing classification within any such particular Rate Schedule that contains more than one billing classification WNAFi = Weather Normalization Adjustment Factor for the ith rate schedule or classification expressed in cents per Ccf Ri = Commodity Charge rate of temperature sensitive sales for the ith schedule or classification. HSFi = heat sensitive factor for the ith schedule or classification divided by the average bill count in that class NDD = billing cycle normal heating degree days calculated as the simple ten-year average of actual heating degree days. ADD = billing cycle actual heating degree days. Bli = base load sales for the ith schedule or classification divided by the average bill count in that class The Weather Normalization Adjustment for the jth customer in ith rate schedule is computed as: WNAi = WNAFi x qij Where qij is the relevant sales quantity for the jth customer in ith rate schedule. Attachment CItem 5f MID-TEX DIVISION ATMOS ENERGY CORPORATION RIDER:WNA – WEATHER NORMALIZATION ADJUSTMENT APPLICABLE TO:ALL CUSTOMERS IN THE MID-TEX DIVISION EXCEPT THE CITY OF DALLAS AND UNINCORPORATED AREAS EFFECTIVE DATE: Bills Rendered on or after 11/01/2015 PAGE: Base Use/Heat Use Factors Residential Commercial Base use Heat use Base use Heat use Weather Station Ccf Ccf/HDD Ccf Ccf/HDD Abilene 10.22 0.1404 98.80 0.6372 Austin 11.59 0.1443 213.62 0.7922 Dallas 14.12 0.2000 208.11 0.9085 Waco 9.74 0.1387 130.27 0.6351 Wichita Falls 11.79 0.1476 122.35 0.5772 Weather Normalization Adjustment (WNA) Report On or before June 1 of each year, the company posts on its website at atmosenergy.com/mtx-wna, in Excel format, a Weather Normalization Adjustment (WNA) Report to show how the company calculated its WNAs factor during the preceding winter season. Additionally, on or before June 1 of each year, the company files one hard copy and a Excel version of the WNA Report with the Railroad Commission of Texas' Gas Services Division, addressed to the Director of that Division. Attachment CItem 5f File Date: February 27, 2015 ATTACHMENT D Line No.Description Pension Account Plan ("PAP") Post-Retirement Medical Plan ("FAS 106") Pension Account Plan ("PAP") Supplemental Executive Benefit Plan ("SERP") Post-Retirement Medical Plan ("FAS 106") Adjustment Total (a)(b)(c)(d)(e)(f)(g) 1 Fiscal Year 2014 Towers Watson Report (excluding Removed Cost Centers)6,388,826$ 4,542,023$ 9,481,670$ 165,758$ 8,736,645$ 2 Allocation to Mid-Tex 46.26%46.26%71.70%100.00%71.70% 3 FY14 Towers Watson Benefit Costs (excluding Removed Cost Centers) Allocated to MTX (Ln 1 x Ln 2)2,955,304$ 2,101,021$ 6,798,531$ 165,758$ 6,264,334$ 4 O&M and Capital Allocation Factor 100.00%100.00%100.00%100.00%100.00% 5 FY14 Towers Watson Benefit Costs To Approve (excluding Removed Cost Centers) (Ln 3 x Ln 4)2,955,304$ 2,101,021$ 6,798,531$ 165,758$ 6,264,334$ 18,284,949$ 6 7 8 Summary of Costs to Approve: 9 10 Total Pension Account Plan ("PAP")2,955,304$ 6,798,531$ 9,753,835$ 11 Total Post-Retirement Medical Plan ("FAS 106")2,101,021$ 6,264,334$ 8,365,356 12 Total Supplemental Executive Retirement Plan ("SERP")165,758$ 165,758 13 Total (Ln 10 + Ln 11 + Ln 12)2,955,304$ 2,101,021$ 6,798,531$ 165,758$ 6,264,334$ 18,284,949$ 14 15 16 O&M Expense Factor 95.82%95.82%43.03%21.00%43.03% 17 18 Expense Portion (Ln 13 x Ln 16)2,831,859$ 2,013,260$ 2,925,600$ 34,809$ 2,695,721$ 10,501,250$ 19 20 Capital Factor 4.18%4.18%56.97%79.00%56.97% 21 22 Capital Portion (Ln 13 x Ln 20)123,445$ 87,761$ 3,872,930$ 130,949$ 3,568,614$ 7,783,699$ 23 24 Total (Ln 18 + Ln 22)2,955,304$ 2,101,021$ 6,798,531$ 165,758$ 6,264,334$ 18,284,949$ ATMOS ENERGY CORP., MID-TEX DIVISION PENSIONS AND RETIREE MEDICAL BENEFITS FOR CITIES APPROVAL TEST YEAR ENDING DECEMBER 31, 2014 Shared Services Mid-Tex Direct WP_F-2.3.1 Page 1 of 1 Item 5f 4764612.1 1 MODEL STAFF REPORT The City, along with other similarly situated cities served by Atmos Energy Corp., Mid-Tex Division (“Atmos Mid-Tex” or “Company”), is a member of the Atmos Cities Steering Committee (“ACSC”). The RRM Tariff was adopted by the City as an alternative to the Gas Reliability Infrastructure Program (“GRIP”), the statutory provision that allows Atmos to bypass the City’s rate regulatory authority to increase its rates annually to recover capital investments. In February 2014, Atmos Mid-Tex filed its second annual filing under the Rate Review Mechanism (“RRM”) Tariff, seeking an increase of $45.7 million. Although ACSC attempted to reach a settlement with the Company as it had in past years, the wide differences between the Company and ACSC’s consultants’ recommendations made a compromise impossible. On the recommendation of the ACSC Executive Committee and ACSC’s legal counsel, the City in 2014 adopted a Resolution denying the requested rate increase. The Company appealed the City’s denial to the Railroad Commission of Texas (“Commission”), and revised its requested increase to $43.8 million. A hearing was held on the Company’s appeal on September 3, 2014. On April 28, 2015, the Commission’s Hearings Examiner issued his Proposal for Decision (“PFD”) in the Company’s appeal of the City’s denial of the 2014 RRM rate increase. This PFD was not favorable to ACSC, but did recommend a reduction of approximately $860,000 to the Company’s adjusted 2014 filing. While the parties were waiting for the PFD from the Hearings Examiner in the appeal of the 2014 RRM filing, on February 27, 2015, Atmos Mid-Tex filed with the City another rate increase request under the RRM Tariff, seeking additional revenues in the amount of $28.762 million (total system) or $24.0 million (affected cities). The City worked with ACSC to analyze the schedules and evidence offered by Atmos Mid-Tex to support its 2015 request to increase rates. The Resolution and attached Settlement Agreement and tariffs are the result of negotiation between the Mid-Tex Executive Committee and the Company to resolve issues raised by ACSC during the review and evaluation of Atmos Mid-Tex’s filing. The recommended Settlement Agreement also requires Atmos to abate its appeal of the City’s rejection of the 2014 RRM rate increase pending approval by all ACSC cities of the Settlement Agreement. The Agreement requires Atmos to give the City the benefit of the adjustments to the 2014 rate increase recommended by the PFD. The Resolution and Settlement tariffs approve rates that will increase the Company’s revenues by $65.7 million for the Mid-Tex Rate Division, effective for bills rendered on or after June 1, 2015. The monthly residential customer charge will be $18.60. The consumption charge will change from $0.08819 per Ccf to $0.09931 per Ccf. The monthly bill impact for the typical residential customer consuming 60 Ccf will be an increase of $1.14 (about a 1.59% increase in the base bill). The typical commercial customer will see an increase of $2.69 or 0.96%. The ACSC Executive Committee and its designated legal counsel and consultants recommend that all Cities adopt the Resolution approving the negotiated Settlement Agreement resolving both the 2014 and the 2015 RRM filings, and implementing the rate change. RRM Background: The RRM tariff was originally approved by ACSC Cities as part of the settlement agreement to resolve the Atmos Mid-Tex 2007 system-wide rate filing at the Railroad Commission. In early Item 5f 4764612.1 2 2013, the City adopted a renewed RRM tariff for an additional five years. This is the third RRM filing under the renewed tariff. The RRM tariff and the process implementing that tariff were created collaboratively by ACSC and Atmos Mid-Tex as an alternative to the legislatively- authorized GRIP surcharge process. ACSC has opposed GRIP because it constitutes piecemeal ratemaking, does not allow any review of the reasonableness of Atmos’ expenditures, and does not allow participation by cities or recovery of cities’ rate case expenses. In contrast, the RRM process has allowed for a more comprehensive rate review and annual adjustment as a substitute for GRIP filings. ACSC’s consultants have calculated that had Atmos filed its 2015 case under the GRIP provisions, it would have received additional revenues from ratepayers of approximately $10 million. Purpose of the Resolution: The purpose of the Resolution is to approve the Settlement Agreement and the resulting rate change under the RRM tariff. As a result of the negotiations, the Executive Committee was able to reduce the Company’s requested $28.8 million rate increase for Mid-Tex cities to $21,962,784. When added to the settlement of the 2014 RRM filing and the adjustments recommended by the PFD, the Company will receive total additional annual revenues of $65.7 million. Because the 2014 rates have been in effect since June 1, 2014, the increase to currently-billed rates is $21 million. Approval of the Resolution will result in rates that implement an increase in Atmos Mid-Tex’s revenues effective June 1, 2015. Why Approve the Settlement Agreement: While it is annoying and disconcerting to annually consider rate adjustments from Atmos Mid-Tex, the Texas legislature has granted gas utilities the right, through the GRIP process, to an annual increase based on increases in invested capital. GRIP is piecemeal ratemaking and ignores increases in revenues and declines in O&M expenses that may be associated with plant additions. ACSC found it preferable to negotiate with Atmos to substitute an expedited comprehensive review process that includes consideration of revenues and expenses as well as invested capital for the GRIP process. Compelling reasons for approving the Settlement include: 1. While the 2015 RRM system-wide filing exceeded $28 million, a comparable GRIP filing would have been in excess of $38 million. ACSC has negotiated a reduction to the 2015 filing of approximately $6 million. Therefore, the 2015 RRM result is approximately $16 million better for ratepayers within municipal limits than ratepayers within Environs. 2. ACSC counsel is convinced that the Proposal for Decision (“PFD”) by Railroad Commission Examiners in the 2014 RRM appeal will not improve if we file Exceptions and Replies to Exceptions. Counsel recommends action to avoid the PFD becoming a final order that would serve as precedent in future rate proceedings. 3. The token benefit to ratepayers authorized in the PFD to the 2014 appeal has been incorporated into the Settlement Agreement. 4. Atmos will file its formal withdrawal of its 2014 appeal only after all ACSC members approve the Settlement Agreement. Item 5f 4764612.1 3 5. The alternative to approval of the Settlement Agreement would be another contested case hearing on appeal of the 2015 filing, implementation of interim rates on June 1, 2015 at the full value of the Company’s request (or $6 million higher than proposed by the Settlement) and continuation of the 2014 appeal with resulting rate case expenses borne by ratepayers. Explanation of “Be It Resolved” Sections: 1. This section approves all findings in the Resolution. 2. This section finds the Settlement Agreement (attached to the Resolution) to be a comprehensive settlement of gas utility rate issues arising from Atmos Mid-Tex’s 2014 and 2015 RRM filings, and that such settlement is in the public interest and consistent with the City’s statutory authority. 3. This section finds the existing Atmos Mid-Tex rates to be unreasonable, and approves the new tariffed rates providing for additional revenues over currently-billed rates of $21 million and adopts the attached new rate tariffs. 4. This section establishes the baseline for pensions and other post-employment benefits for future rate cases. 5. This section renews the Atmos Mid-Tex RRM Tariff for an additional period of time, commencing with the filing to be made on March 1, 2016, and continuing until the RRM Tariff is suspended by ordinance of the City. 6. This section requires the Company to reimburse Cities for reasonable ratemaking costs associated with reviewing and processing the RRM filing. 7. This section repeals any resolution that is inconsistent with this Resolution. 8. This section finds that the meeting was conducted in compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. 9. This section is a savings clause, which provides that if any section(s) is later found to be unconstitutional or invalid, that finding shall not affect, impair or invalidate the remaining provisions of this Resolution. This section further directs that the remaining provisions of the Resolution are to be interpreted as if the offending section or clause never existed. 10. This section provides for an effective date upon passage which, according to the Cities’ ordinance that adopted the RRM process, is June 1, 2015. 11. This paragraph directs that a copy of the signed Resolution be sent to a representative of the Company and legal counsel for the Steering Committee. Item 5f 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 – May 26, 2015 Agenda Item: Consider and act upon approving an Operating Lease Renewal Addendum between Modular Space Corporation and the Town of Prosper, related to the Town Hall Annex building; and authorizing the Town Manager to execute same. Description of Agenda Item: In October 2014, the Town Council approved an 18 month lease agreement with Modular Space Corporation (ModSpace) for a temporary modular building, which is currently functioning as the Town Hall Annex. The initial term of the agreement expires on May 31, 2015. Instead of reverting to a month-to-month lease, which is subject to price increases at any time, staff recommends entering into a twenty-four month lease extension in order to guarantee the rate for the term of the extension. The Addendum reflects the original lease rate of $1,460.00 per month, and the original agreement includes an additional $107.60 per month for steps and personal property expenses. The new term of the agreement will be effective through May 31, 2017, at the same rate of $1,567.60 per month. Budget Impact: The cost for the remainder of FY 2014-2015 is $6,270.40. The annual cost for the lease is $18,811.20. Funds have been budgeted in Finance Rental Expenses (10-5310-10-03). Subsequent annual expenditures will be subject to appropriations granted in future fiscal years. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the Addendum as to form and legality. Attached Documents: 1. Operating Lease Renewal Addendum 2. Original Lease Agreement Town Staff Recommendation: Town staff recommends the Town Council approve an Operating Lease Renewal Addendum between Modular Space Corporation and the Town of Prosper, related to the Town Hall Annex building; and authorizing the Town Manager to execute same. Prosper is a place where everyone matters. FINANCE Item 5g Page 2 of 2 Proposed Motion: I move to approve an Operating Lease Renewal Addendum between Modular Space Corporation and the Town of Prosper, related to the Town Hall Annex building; and authorize the Town Manager to execute same. Item 5g OPERATING LEASE RENEWAL ADDENDUM CUSTOMER & LEASE INFORMATION: Customer Name: Town of Prosper Expiring Lease Number: 1105853 Customer Number: 902182 Expiring Lease Rate: $1,460 per month Contact Name: January Cook P.O. /Project Name: Contact Telephone: Delivery Location: 121 W Broadway Street LEASE RENEWAL OPTIONS: Please indicate your lease renewal term and rate preference by selecting a standard term below or writing in your custom term, initialing your selection below, signing and faxing this form to ModSpace at 972-252-2201 or email alex.nguyen@modspace.com INITIALS TERM RATE 24 Month $1,460 per month This Addendum will serve to amend the terms, conditions and provisions of the above referenced Lease Agreement including all exhibits, attachments and modifications previously made (the “Lease”) by and between ModSpace, and Town of Prosper (“Customer”). Now, therefore, in consideration of the Equipment, the Lease and other good and valuable consideration the sufficiency of which is hereby acknowledged the parties hereby agree to the following: 1. ModSpace and Customer hereby agree to extend the term of the Lease for the number of months selected above, and Customer agrees to pay ModSpace the corresponding Rent indicated above. The absence of, or Customer’s failure to issue, a renewal purchase order will not eliminate or alter the Customer’s obligations under the Lease or this Addendum. 2. The rates for tear down and return freight previously agreed to in lease number 1105853 are no longer applicable, all future tear down and return freight charges will be billed at the prevailing rate at the time of final lease termination. *No early termination fee with this renewal. Original contract term of 18 months fulfilled. 3. The undersigned represents that they are fully authorized to enter into this Addendum with ModSpace. 4.Except as expressly set forth herein, all other terms, conditions and provisions of the Lease will remain the same. In the event of any conflict between the terms, conditions and provisions of the Lease and this Addendum, then this Addendum shall prevail. ACCEPTANCE: Town of Prosper By:______________________________________ Authorized Signature ________________________________________ Print Name ___________________________ __________ Title Date _________________________________________ Email MODSPACE By:______________________________________ Authorized Signature ________________________________________ Print Name ___________________________ __________ Title Date )BSMBO+FGGFSTPO 5PXO.BOBHFS IBSMBO@KFGGFSTPO!QSPTQFSUYHPW Attachment 1Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Attachment 2Item 5g Page 1 of 1 To: Mayor and Town Council From: John Webb, AICP, Director of Development Services Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Consider and act upon an ordinance amending subsection 13.1.3, “Exemptions” of subsection 13.1, “Conveyance of Land for Recreational Areas and Facilities” of section 13, “Parks and Other Public Uses,” by adding a new subsection 13.1.3.3, relative to the exemption of Senior Living and Senior Care Facilities. Description of Agenda Item: The Subdivision Ordinance requires all new residential development to dedicate park land or pay money in lieu of dedication and pay a park improvement fee. In anticipation of the development of senior living and care facilities in Prosper, staff evaluated the need for the facilities to meet the park land dedication and park improvement fee requirements. The facilities include nursing homes, assisted living centers, and memory care facilities. Residents of these facilities will have minimal impact on the Town’s park facilities; therefore, staff recommends the facilities be exempt from the Subdivision Ordinance requirements. The proposed ordinance will not exempt independent living and retirement communities or age- restricted housing developments. Legal Obligations and Review: The attached ordinance was prepared by the Town Attorney, Terrence Welch of Brown & Hofmeister, L.L.P. Attached Documents: 1. Ordinance Town Staff Recommendation: Town staff recommends adopting an ordinance amending subsection 13.1.3, “Exemptions” of subsection 13.1, “Conveyance of Land for Recreational Areas and Facilities” of section 13, “Parks and Other Public Uses,” by adding a new subsection 13.1.3.3, relative to the exemption of Senior Living and Senior Care Facilities. Prosper is a place where everyone matters. PLANNING Item 5h Page 2 of 1 Proposed Motion: I move to adopt an ordinance amending subsection 13.1.3, “Exemptions” of subsection 13.1, “Conveyance of Land for Recreational Areas and Facilities” of section 13, “Parks and Other Public Uses,” by adding a new subsection 13.1.3.3, relative to the exemption of Senior Living and Senior Care Facilities. Item 5h Ordinance No. 15-__, Page 1 TOWN OF PROSPER, TEXAS ORDINANCE NO. 15-__ AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, AMENDING THE TOWN OF PROSPER SUBDIVISION ORDINANCE, BY AMENDING SUBSECTION 13.1.3, “EXEMPTIONS,” OF SUBSECTION 13.1, “CONVEYANCE OF LAND FOR RECREATIONAL AREAS AND FACILITIES,” OF SECTION 13, “PARKS AND OTHER PUBLIC USES,” BY ADDING A NEW SUBSECTION 13.1.3.3 THERETO RELATIVE TO THE EXEMPTION OF SENIOR LIVING AND SENIOR CARE FACILITIES FROM THE PROVISIONS OF SECTION 13, “PARKS AND OTHER PUBLIC USES”; PROVIDING FOR REPEALING, SAVINGS AND SEVERABILITY CLAUSES; PROVIDING A PENALTY CLAUSE; PROVIDING FOR PUBLICATION OF THE CAPTION HEREOF; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Town Council has considered and concluded that senior living facilities and senior care facilities, such as assisted living facilities, senior congregate care facilities, memory care facilities, and nursing homes, should be exempted from the payment of park dedication and park improvement fees since those facilities are not traditional residential facilities that impact park and recreational facility usage in the Town; and WHEREAS, the Town Council has determined that the following amendments further those interests, and are in the best interests of the citizens and customers in Prosper. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 The findings set forth above are incorporated into the body of this Ordinance as if fully set forth herein. SECTION 2 From and after the effective date of this Ordinance, Subsection 13.1.3, “Exemptions,” of Subsection 13.1, “Conveyance of Land for Recreational Areas and Facilities,” of Section 13, “Parks and Other Public Uses,” of the Town of Prosper Subdivision Ordinance is amended by adding a new Subsection 13.1.3.3, to read as follows: “13.1 Conveyance of Land for Recreational Areas and Facilities * * * 13.1.1 Exemptions. * * * 13.1.3.3 Senior living facilities and senior care facilities, including assisted living facilities, senior congregate care facilities, memory care facilities, and nursing homes; however, independent living and retirement communities or age-restricted housing developments shall be subject to the provisions of this Section.” Item 5h Ordinance No. 15-__, Page 2 SECTION 3 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. The Town 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 4 All provisions of any ordinance in conflict with this Ordinance are hereby repealed to the extent they are in conflict, and any remaining portions of said ordinances shall remain in full force and effect. SECTION 5 Any person, firm or corporation violating any of the provisions or terms of this Ordinance shall be deemed guilty of a misdemeanor and, upon conviction, shall be punished by fine not to exceed the sum of five hundred dollars ($500.00) for each offense, and each and every day such violation shall continue shall constitute a separate offense. The penal provisions imposed under this Ordinance shall not preclude the Town from filing suit to enjoin the violation, and the Town retains all legal rights and remedies available to it. SECTION 6 This Ordinance shall become effective from and after its adoption and publication as required by law. DULY PASSED, APPROVED, AND ADOPTED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 26TH DAY OF MAY, 2015. ___________________________________ Ray Smith, Mayor ATTEST: _________________________________ Robyn Battle, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Item 5h To: Mayor and Town Council From: Alex Glushko, AICP, Senior Planner Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 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 Preliminary Site Plans and Site Plans acted on by the Planning & Zoning Commission at their May 19, 2015, 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 Preliminary Site Plan or Site Plan acted on by the Planning & Zoning Commission. The Site Plan for the Commercial Stealth Antenna on a Town Elevated Water Storage Tank was approved by the Planning & Zoning Commission subject to the following:  The terms established on the amended lease agreement;  Town staff approval of the landscape and irrigation plans; and  Town staff inspection and approval of the existing irrigation system. Town staff anticipates the amended lease agreement will be placed on the Town Council’s agenda for action in the near future. Since the Site Plan was approved subject to the amended lease agreement, the applicant will not be able to perform any improvements until such time as the conditions above are complete. Therefore, staff does not recommend any action be taken by the Town Council on this or any of the other items acted on by the Planning & Zoning Commission at their May 19, 2015, meeting. Attached Documents: 1. Preliminary Site Plan for Eagles Crossing 2. Site Plan for Rogers Middle School (Temporary Buildings) 3. Site Plan for the SJT Addition 4. Site Plan for Commercial Stealth Antenna on a Town Elevated Water Storage Tank Town Staff Recommendation: Town staff recommends that the Town Council take no action on these items. Prosper is a place where everyone matters. PLANNING Item 5i Item 5i Item 5i WWWWWWWWWWW W W 673672 671 670 669 668 673FFE = 668.556,417 SFFFE = 672.724,927 SFWWWWWWWWWW16TRVN 89°14'36"E - 124.88'S 89°10'51"W - 124.87'N 00°55'24"W - 116.86'SINGLE WIDETRAILERMETAL BUILDINGAPARTMENTBUILDINGWWWWSCALE: 1" =0'20'20'40'4SITE PLANZONINGDTRLOT AREA23,640 SF (0.543 ACRE)BUILDING AREA11,344 SF MAIN ST BLDG6,417 SF 3RD ST BLDG4,927 SF(11,143 SF INCLUDING PORCHES)BUILDING HEIGHT25' (1 STORY)LOT COVERAGE47.9%PARKING REQUIRED33 REQUIRED (1:350sf)17 REQUIRED (AFTER 50% PARKING REDUCTION)PARKING PROVIDED37 PROVIDEDHANDICAP REQUIRED2 REQUIREDHANDICAP PROVIDED4 PROVIDEDIMPERVIOUS SURFACE16,737 SF (0.384 ACRES)BLDG SETBACK MAIN ST0.0' 3RD ST5.0' ALLEY10.0' ADJACENT10.0'1. DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCE WITH THECOMPREHENSIVE ZONING ORDINANCE.2. OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORDANCE WITH THECOMPREHENSIVE ZONING ORDINANCE.3. OUTDOOR LIGHTING SHALL COMPLY WITH THE LIGHTING AND GLARE STANDARDS CONTAINED WITHINTHE COMPREHENSIVE ZONING ORDINANCE AND SUBDIVISION REGULATION ORDINANCE.4. LANDSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY THE TOWN.5. ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THE COMPREHENSIVEZONING ORDINANCE.6. BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED. ALTERNATIVE FIREPROTECTION MEASURES MAY BE APPROVED BY THE FIRE DEPARTMENT.7. FIRE LANES SHALL BE DESIGNED AND CONSTRUCTED PER TOWN STANDARDS OR AS DIRECTED BY THEFIRE DEPARTMENT.8. TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR THE PROPERTY AT ALL TIMES.9. SPEED BUMPS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE.10. HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORM TO THE AMERICANSWITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTS OF THE CURRENT, ADOPTED BUILDINGCODE.11. ALL SIGNAGE IS SUBJECT TO BUILDING OFFICIAL APPROVAL.12. ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE SITE PLAN AND ARE SUBJECT TOBUILDING OFFICIAL APPROVAL.13. ALL EXTERIOR BUILDING MATERIALS ARE SUBJECT TO PLANNING DIRECTOR APPROVAL AND SHALLCONFORM TO THE APPROVED FAÇADE PLAN.14. SIDEWALKS OF NOT LESS THAN SIX (6') FEET IN WIDTH ALONG THOROUGHFARES AND COLLECTORS ANDFIVE (5') IN WIDTH ALONG RESIDENTIAL STREETS, AND BARRIER FREE RAMPS AT ALL CURB CROSSINGSSHALL BE PROVIDED PER TOWN STANDARDS.15. APPROVAL OF THE SITE PLAN IS NOT FINAL UNTIL ALL ENGINEERING PLANS ARE APPROVED BY THETOWN ENGINEER.16. SITE PLAN APPROVAL IS REQUIRED PRIOR TO GRADING RELEASE.17. ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATED UNDERGROUND.18. ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW IN ACCORDANCE WITH THECOMPREHENSIVE ZONING ORDINANCE.TOWN OF PROSPER SITE PLAN NOTESSITE DATA SUMMARY TABLEVICINITY MAPSCALE 1" =2000'FLOOD PLAIN NOTEACCORDING TO THIS SURVEYOR'S INTERPRETATION OF INFORMATION SHOWN ON THE NATIONAL FLOOD INSURANCE PROGRAM(NFIP) "FLOOD INSURANCE RATE MAP" (FIRM), COMMUNITY PANEL NO. 48085C0235J, REVISED JUNE 09, 2009, NO PORTION OF THISPROPERTY LIES WITHIN A "SPECIAL FLOOD HAZARD AREA (SFHA) INUNDATED BY 100-YEAR FLOOD" ZONE AS DEFINED BY THE U.S.DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT, FEDERAL INSURANCE ADMINISTRATION, OR THE FEDERAL EMERGENCYMANAGEMENT AGENCY.OWNER/APPLICANTSTEVEN BENAVIDES1740 ELMHURST, PROSPER, TX 75078972-360-9229SITE72.90'85.58'10' SIDE BUILDING SETBACK 1. ALL PARKING SPACES SHOWN ARE 9' WIDE BY 20' DEEP, HANDICAP INCLUDED.GENERAL SITE PLAN NOTES# TYPE SIZE SEWER1 DOM 1" 6"2 IRR 1" N/A12BLOCK 2, SJT ADD. PROSPER, TX 1224.0024' FIRE LANE AND MUTUALACCESS EASEMENT4' WYE INLET5 LF 18" CMPSTORM DRAINEXTENSIONCOVEREDPORCH 54 SF12.6614.82INSTALL SSHMOVER SANITARYSEWER LINE5.3762.92'11.79'5' RECESSEDCURB INLETTHIS DRAWING IS ISSUEDFOR REVIEWISSUED UNDER MY HAND,IAN NORFOLK, P.E. 93550ON THIS 11th DAY OF MAY, 20155' LANDSCAPE SETBACK12" ROOFDRAINSLOPEDHEADWALLSLOPEDHEADWALLSLOPEDHEADWALL9.0020.0012.1214.2210' BUILDING SETBACKAABUILDING5'SIDEWALK5'SIDEWALKPARKINGSPACESRETAININGWALLSECTION A-ANOT TO SCALEBBSECTION B-BNOT TO SCALEBUILDING7' FLUME4:1 GRADETO PLLAND USE - COMMERICALFUTURE LAND USE - OFFICELAND USE - RESIDENTAILFUTURE LAND USE - OFFICELAND USE - MULTIFAMILY RESIDENTAILFUTURE LAND USE - MAIN STREET RETAILLAND USE - PARKFUTURE LAND USE - OLF TOWNLAND USE - COMMERICALFUTURE LAND USE - DTODUMPSTER TO BE 8' HEIGHT,MATERIAL TO MATCH MAIN BUILDINGSTREE WELL(TYPICAL)Item 5i Item 5i Page 1 of 2 To: Mayor and Town Council From: John Webb, AICP, Director of Development Services Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Conduct a Public Hearing, and consider and act upon a request to amend the Future Land Use Plan, located on the northwest corner of Prosper Trail and the future Shawnee Trail, from Medium Density Residential to Dallas North Tollway District. The property is zoned Single Family-15 (SF-15) and Commercial Corridor (CC). (CA15-0002). [Companion Case Z14-0005] Description of Agenda Item: Town staff has received a request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R), Zoning Case Z14-0005. The request includes a 7.5-acre tract at the northwest corner of Prosper Trail and the future Shawnee Trail that is currently zoned Single Family (SF-15). The applicant desires to rezone this area for Office use. The tract is bordered to the north by a tributary of Doe Branch. The Future Land Use Plan designates the land west of the future Shawnee Trail, including the 7.5- acres tract as Medium Density Residential. Rezoning requests which do not conform to the Future Land Use Plan, shall be accompanied by a request to amend to the Future Land Use Plan. A letter from the applicant detailing the basis for the request to amend the Future Land Use Plan and rezone the property is attached. In addition, page 64 of the Comprehensive Plan contains several considerations when encountering development proposals that do not directly reflect the Future Land Use Plan. Page 64 of the Comprehensive Plan has been included for reference, in addition to a separate letter from the applicant addressing the considerations identified on page 64. The Medium Density Residential Land Use category recommends a maximum of 2.5 dwelling units per acre, with single family residential lot sizes ranging between 12,500 square feet and 20,000 square feet in size. The proposed Dallas North Tollway Land use category recommends a diverse mixture of office, retail and residential uses. However, the subject tract of the Future Land Use Plan amendment will be limited to the Office zoning district by the Planned Development request with additional limitation on uses to ensure compatibility with the nearby, future neighborhoods. In recognition of the ultimate alignment of Shawnee Trail, the project’s proximity to the Dallas Parkway, the relatively small area of the amendment, and the land use limitations and Prosper is a place where everyone matters. PLANNING Item 7 Page 2 of 2 development standards per the accompanying Planned Development request; the request to extend the Dallas North Tollway District into this area appears to be appropriate. Legal Obligations and Review: The Town Council is required to hold a Public Hearing prior to acting on an amendment to the Future Land Use Plan. Attached Documents: 1. Existing and proposed Future Land Use Plan exhibit 2. Applicant Future Land Use Plan amendment exhibits 3. Page 64 of the Comprehensive Plan 4. Applicant responses to page 64 of the Comprehensive Plan Planning & Zoning Commission Recommendation: At the April 7, 2015, meeting, the Planning & Zoning Commission recommended the Town Council approve the Future Land Use Plan amendment, by a vote of 7-0. Town Staff Recommendation: Town staff recommends the Town Council consider and act upon an amendment to the Town’s Future Land Use Plan. Proposed Motion: I move to _________ (approve/deny) the amendment to the Town’s Future Land Use Plan. Item 7 Item 7 Item 7 Item 7 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.)DALLAS NORTH TOLLWAYPROSPER TRAIL SHAWNEE TRAIL110’ R.O.W. GROSS ACRES: 23.0 GROSS ACRES: 44.7 FUTURE LAND USE: MEDIUM DENISTY RESIDENTIAL FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT FLOODP L A I N F L O O D PLAIN APPROX. 782 LF S 00°03'23" E 1421.66'S 89°52'43" E 2114.49'C1C2C3C4N 89°53'39" W 2052.62' APPROX. 1271 LF EXISTING 20’ WIDE ASPHALT ROAD APPROX. 922 LF TO MANOR LANE CENTERLINE 45’ PROSPER TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.)EXISTING INGRESS, EGRESS EASEMENT TO BE DEDICATED AS R.O.W. PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) BLUE STAR ALLEN LAND L.P. EX ZONING: SF-10 EX USE: AGRICULTURE FLUP: MEDIUM AND LOW DENSITY RESIDENTIAL C.C.F. NO. 200136300000676920 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-60 EX USE: AGRICULTURE FLUP: LOW DENSITY RESIDENTIAL DOC NO. 2014002000000350 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-36 EX USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL C.C.F. NO. 2014002000000350 D.R.C.C.T. COTHRAN MALIBU INVESTMENTS EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT VOL. 5537, PG. 532 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060912001319330 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060612001319220 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T.DALLAS PARKWAYPROSPER TRAIL SHAWNEE TRAIL110’ R.O.W. FUTURE LAND USE: MEDIUM DENISTY RESIDENTIAL FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT GROSS ACRES: 23.0 GROSS ACRES: 44.7 US 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYUS 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYPLANNER/APPLICANT COLLIN COUNTY SCHOOL LANDS, SURVEY 12 ABSTRACT NO. 147 PROSPER 67 PARTNERS LTD OUT of THE 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: JONES & CARTER. INC. 6509 WINDCREST DRIVE, SUITE 600 PH: (972)488-3880 PLANO, TX 75024 SURVEYOR: EXHIBIT A ±67.7 AC RES OF LAND TH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBE R T & A S S OCI ATES, Al l Rights ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESFEBRUARY 23, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Item 7 P.O.B. P-1 P-2 P-3 P-4 R-2 R-2 R-3 R-4 R-5 OPEN SPACE/DETENTION/FLOODPLAIN ±6.2 Ac. OPEN SPACE/DETENTION/FLOODPLAIN ±9.0 Ac. RECLAIM E D F L O O D P L A I N RECL A I M E D F L O O D P L A I N FLOO D P L A I N EXISTING 30’ HIKE AND BIKE TRAIL EASEMENT C R E EK CENTERLINECREEK CENTERLINE 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. (BY SEPARATE INSTURMENT) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED)60’ R.O.W.90’ MINOR THOROUHFARE R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE)DALLAS NORTH TOLLWAYPROSPER TRAIL SHAWNEE TRAILPROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-NEIGHBORHOOD SERVICE PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 18.8 NET ACRES: 14.1 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.6 NET ACRES: 26.4 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R 110’ R.O.W. FLOODP L A I N F L O O D PLAIN APPROX. 782 LF S 00°03'23" E 1421.66'S 89°52'43" E 2114.49'C1C2C3C4N 89°53'39" W 2052.62' APPROX. 1271 LF APPROX. 595 LF APPROX. 676 LF APPROX. 435 LF APPROX. 485 LF EXISTING 20’ WIDE ASPHALT ROAD45’ PROSPER TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.)EXISTING INGRESS, EGRESS EASEMENT TO BE DEDICATED AS R.O.W. 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. (BY SEPARATE INSTURMENT) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) EXISTING OVERHEARD ELECTRIC TO BE RELOCATED APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED) BLUE STAR ALLEN LAND L.P. EX ZONING: SF-10 EX USE: AGRICULTURE FLUP: MEDIUM AND LOW DENSITY RESIDENTIAL C.C.F. NO. 200136300000676920 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. COTHRAN MALIBU INVESTMENTS EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT VOL. 5537, PG. 532 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060912001319330 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060612001319220 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. GENERAL NOTES: 1) ALL FINISHED FLOOR ELEVATIONS WILL BE A MINIMUM OF TWO FEET ABOUE THE BASE FLOOD ELEVATION. 2) THE THOROUGHFARE ALIGNMENT(S) SHOWN ON THIS EXHIBIT ARE FOR ILLUSTRATION PURPOSED AND DOES NOT SET THE ALIGNMENT. THE ALIGNMENT IS DETERMINED AT TIME OF FINAL PLAT 3) ALL THOROUGHFARES, DRIVEWAYS, AND TURN LANES SHALL COMPLY WITH THE TOWN’S DESIGN STANDARDS AND FINAL DESIGN WILL BE ADDRESSED AT TIME OF SITE PLAN AND FINAL PLAT APPROVAL. 4) THE BUILDING SITES SHOWN ON THIS EXHIBIT ARE THE APPROXIMATE SHAPE AND LOCATION. THESE MAY CHANGE DURING DEVELOPMENT AND CONSTRUCTION. 5) ALL RESIDENTIAL RIGHT OF WAY WIDTHS ARE FIFTY (50) FEET IN WIDTH UNLESS OTHERWISE NOTED. 6) ALL CUL-DE-SAC RADIUS ARE FIFTY (50) FEET UNLESS OTHERWISE NOTED. 7) CONTOURS ARE SHOWN AT TWO (2) FOOT INCREMENTS 8) ALL SITE USES LISTED ARE PROPOSED. THEY ARE NOT REQUIRED AND MAY CHANGE AS PROJECT DEVELOPS. 9) ON COMMERCIAL PROPERTY, A MINUMUM WIDTH OF TWENTY FIVE (25) FEET OF OPEN SPACE/LANDSCAPE BUFFER WILL BE PROVIDED BETWEEN ALL PROPERTY LINES ALONG MAJOR AND MINOR THOROUGHFARES. 10) FINAL PARKING REQUIRMENTS WILL BE BASED ON THE USE AND WILL BE DETERMINED AT TIME OF PERMITTING AND CONSTRUCTION. 11) A TWENTY FIVE (25) FOOT LANDSCAPE BUFFER WILL BE PROVIDED BETWEEN ANY NON-RESIDNETIAL USE AND A RESIDENTIAL ZONE (SEE EXHIBIT B-PLA NNED DEVELOPMENT STANDARDS). 12) DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE 13) OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORANCE WITH THE ZONING ORDINANCE. 14) OUTDOOR LIGHTING SHALL COMPY WITH THE LIGHTING AND GLARE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE AND SUBDIVISION ORDINANCE 15) LANSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY THE TOWN. 16) ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE 17) BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED. ALERNATIVE FIRE PROTECTION MEASURES MAY BE APPROVED BY THE FIRE DEPARTMENT. 18) FIRE LANES SHALL BE DESIGNED AND CONSTRUCTED PER TOWN STANDARDS OR AS DIRECTED BY THE FIRE DEPARTMENT. 19) TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR ALL PROPERTY AT ALL TIMES 20) SPEED BUMBS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE. 21) HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORM TO THE AMERICANS WITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTS OF THE CURRENT, ADDOPTED BUILDING CODE. 22) ALL SIGNAGE IS SUBJECT TO BUILDING OFFICIAL APPROVAL 23) ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE SITE PLAN AND ARE SUBJECT TO BUILDING OFFICIAL APPROVAL. 24) ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE SITE PLAN AND ARE SUBJECT TO BUILDING OFFICIAL APPROVAL 25) ALL EXTERIOR BUILDING MATERIALS ARE SUBJECT TO BUILDING OFFICAL APPROVAL AND SHALL CONFORM TO THE APPROVED FACADE PLAN. 26) SIDEWLAKS OF NO LESS THEN SIX (6) FEET IN WIDTH ALOND THOROUGHFARES AND COLLECTORS AND FIVE (5) FEET IN WIDTH ALONG RESIDNTIAL STREETS AND BARRIER FREE RAMPS AT ALL CURB CROSSINGS SHALL BE PROVIDED PER TOWN STANDARDS. 27) APPROVAL OF THE SITE PLAN IS NOT FINAL UNTIL ALL ENGINEERING PLANS ARE APPROVED BY THE ENGINEERING DEPARTMENT. 28) SITE PLAN APPROVAL IS REQUIRED PRIOR TO GRADING RELEASE. 29) ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATED UNDER GROUND. 30) ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW IN ACCORDANCE WITH THE ZONING ORDINANCE. 90’ R.O.W.90’ MINOR THOROUHFARE R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE)DALLAS PARKWAY PROSPER TRAIL SHAWNEE TRAILPROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 18.8 NET ACRES: 14.1 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-NEIGHBORHOOD SERVICE PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.6 NET ACRES: 26.4 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-60 EX USE: AGRICULTURE FLUP: LOW DENSITY RESIDENTIAL DOC NO. 2014002000000350 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-36 EX USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL C.C.F. NO. 2014002000000350 D.R.C.C.T. OPEN SPACE/DETENTION/FLOODPLAIN ±6.2 Ac. OPEN SPACE/DETENTION/FLOODPLAIN ±9.0 Ac. P-1 P-2 P-3 P-5 R-6 P-7 P-4 R-2 R-1 R-3 R-4 R-5 RECLAIM E D F L O O D P L A I N RECL A I M E D F L O O D P L A I N FLOO D P L A I N CONNECTION TO EXISTING 30’ HIKE AND BIKE TRAIL EASEMENT C R E EK CENTERLINE P-3 4,500 2,250 P-4 P-5 2,150 1.3 0.8 1.3 2.4 1.6 Fast Food Fast Food Fast Food Restaurant Restaurant R-6 2.0 USE* BUILDING PAD (SF)* LOT SIZE (ACRES) PROPOSED ZONE: NEIGHBORHOOD SERVICE P-7 Retail/Office Retail/Office Retail/Office Bank 3,400 R-4 23,700 R-5 17,300 1.0 5.0 OVERALL TOTAL OVERALL TOTAL **6.0 ZONE: RETAIL R-1 103,000 R-2 15,000 R-3 16,000 9,000 16,500 17.0 P-1 Retail Retail Grocery 5,500 P-2 **26.4 * All uses and measurements are proposed and subject to change. ** Excludes detention/open space/floodplain 44,400 173,900 MIN. LOT SIZE (SF) MIN. HOME SIZE (SF) TOTAL ACRES PROPOSED ZONE: SF-12.5 TOTAL LOTS (PROPOSED) 18.8 7.5 35.6 61.9 * Net acres excludes floodplain 61.3 26.4 6.0 14.1 2,000 26 14.1 18.8 12,500 (without detention/ open space) (with detention/ open space) SF-12.5 NEIGH. SERVICE RETAIL TOTAL PROPOSED ZONES PROPOSED PD-SF 12.5 LEGEND PROPOSED PD-NEIGHBORHOOD SERVICE PROPOSED PD-RETAIL USE NET ACRES* GROSS ACRES US 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYUS 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYTH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBE R T & A S S OCI ATES, Al l Rights ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESPLANNER/APPLICANT COLLIN COUNTY SCHOOL LANDS, SURVEY 12 ABSTRACT NO. 147 PROSPER 67 PARTNERS LTD OUT of THE 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: JONES & CARTER. INC. 6509 WINDCREST DRIVE, SUITE 600 PH: (972)488-3880 PLANO, TX 75024 SURVEYOR: EXHIBIT B ±67.7 AC RES OF LAND FEBRUARY 23, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Item 7 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.)DALLAS NORTH TOLLWAYPROSPER TRAIL SHAWNEE TRAIL110’ R.O.W. FUTURE LAND USE: MEDIUM DENISTY RESIDENTIAL FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT GROSS ACRES: 19.9 GROSS ACRES: 39.0 FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT GROSS ACRES: 8.8 FLOODP L A I N F L O O D PLAIN APPROX. 782 LF S 00°03'23" E 1421.66'S 89°52'43" E 2114.49'C1C2C3C4N 89°53'39" W 2052.62' APPROX. 1271 LF EXISTING 20’ WIDE ASPHALT ROAD APPROX. 922 LF TO MANOR LANE CENTERLINE 45’ PROSPER TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.)EXISTING INGRESS, EGRESS EASEMENT TO BE DEDICATED AS R.O.W. PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) BLUE STAR ALLEN LAND L.P. EX ZONING: SF-10 EX USE: AGRICULTURE FLUP: MEDIUM AND LOW DENSITY RESIDENTIAL C.C.F. NO. 200136300000676920 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-60 EX USE: AGRICULTURE FLUP: LOW DENSITY RESIDENTIAL DOC NO. 2014002000000350 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-36 EX USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL C.C.F. NO. 2014002000000350 D.R.C.C.T. COTHRAN MALIBU INVESTMENTS EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT VOL. 5537, PG. 532 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060912001319330 D.R.C.C.T. COLLIN COUNTY, TX EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT DOC NO. 20060612001319220 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-3 EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T.DALLAS PARKWAYPROSPER TRAIL SHAWNEE TRAIL110’ R.O.W. FUTURE LAND USE: MEDIUM DENISTY RESIDENTIAL FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT GROSS ACRES: 19.9 GROSS ACRES: 39.0 FUTURE LAND USE: DALLAS NORTH TOLLWAY DISTRICT GROSS ACRES: 8.8 US 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYUS 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECT LOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYPLANNER/APPLICANT COLLIN COUNTY SCHOOL LANDS, SURVEY 12 ABSTRACT NO. 147 PROSPER 67 PARTNERS LTD OUT of THE 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: JONES & CARTER. INC. 6509 WINDCREST DRIVE, SUITE 600 PH: (972)488-3880 PLANO, TX 75024 SURVEYOR: EXHIBIT C ±67.7 AC RES OF LAND TH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBE R T & A S S OCI ATES, Al l Rights ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESFEBRUARY 23, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Item 7 64 Comprehensive Plan Town of Prosper COMMUNITY CHARACTER Maintaining compatibility between the Zoning Map and the Future Land Use Plan Chapter 211 of the Texas Local Government Code states that “zoning regulations must be adopted in accordance with a comprehensive plan.” Consequently, a zoning map and zoning decisions should reflect the Future Land Use Plan to the fullest extent possible. Therefore, approval of development proposals that are inconsistent with the Future Land Use Plan will often result in inconsistency between the Future Land Use Plan and the zoning regulations. At times, the Town will likely encounter development proposals that do not directly reflect the purpose and intent of the land use pattern as shown on the Future Land Use Plan map. Review of such development proposals should include the following considerations:  Will the proposed change enhance the site and the surrounding area?  Is the proposed change a better use than that originally envisioned and depicted on the Future Land Use Plan map?  Will the proposed use impact adjacent residential areas in a negative manner?  Will the proposed use be compatible with and/or enhance adjacent residential uses?  Are uses adjacent to the proposed use similar in nature in terms of appearance, hours of operation, and other general aspects of compatibility?  Does the proposed use present a significant benefit to the public health, safety, welfare and/or social well-being of the community?  Would it contribute to the Town’s long- term economic stability? Development proposals that are inconsistent with the Future Land Use Plan map (or that do not meet its general intent) should be reviewed based upon the above questions and should be evaluated on their own merit. It should be incumbent upon the applicant making such a proposal to provide evidence that the proposal meets the aforementioned considerations, supports community goals and objectives as set forth within this Plan, and represents long term economic and/or social benefits for the community as a whole, not just a short-term financial gain for whoever is developing the project. It is important to recognize that proposals not directly consistent with the Plan could reflect higher and better long-term uses than those originally envisioned and shown on the Future Land Use Plan map for a particular area. This may be due to changing markets, demographics and/or economic trends that occur at some point in the future after the Plan is adopted. If such changes occur, and especially if there are demonstrated significant social and/or economic benefits to the Town of Prosper, then these proposals should be approved and the Future Land Use Plan map should be amended accordingly. Item 7 Item 7 Item 7 Page 1 of 6 To: Mayor and Town Council From: John Webb, AICP, Director of Development Services Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Conduct a Public Hearing, and consider and act upon a request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD- SF/O/R). (Z14-0005). [Companion case CA15-0002] Description of Agenda Item: The zoning and land use of the surrounding properties are as follows: Zoning Current Land Use Future Land Use Plan Subject Property Single Family-15 and Commercial Corridor Undeveloped Medium Density Residential and Tollway District North Planned Development-36- Single Family-10/12.5 and Commercial Corridor Undeveloped Medium Density Residential and Tollway District East Commercial Corridor Undeveloped Tollway District South Planned Development-66- Single Family/Retail Undeveloped Medium Density Residential and Tollway District West Planned Development-60- Single Family-10 Undeveloped Medium Density Residential Requested Zoning – Z14-0005 is a request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R). The proposed PD District allows for the development of single family residential lots with a maximum density of Prosper is a place where everyone matters. PLANNING Item 8 Page 2 of 6 2.5 dwelling units per acre on 18.8 acres, a maximum of 7.5 acres of office uses, 35.6 acres of retail uses, and an open space/detention/floodplain area. The request includes the following Exhibits:  Exhibit A - Boundary survey,  Exhibit B - Statement of intent and purpose,  Exhibit C - Development standards,  Exhibit D - Concept plan,  Exhibit E - Development schedule, and  Exhibit F - Landscape buffer plan Tract A represents the 18.8-acre PD-SF District which will develop in accordance with the Single Family-12.5 (SF-12.5) District, except the list of permitted uses had been limited, certain development standards have been modified, and additional development standards have been provided. The list of permitted uses has been limited as indicated in Section A.2 of Exhibit C. A comparison of the proposed PD-SF-12.5 District standards vs. the straight SF-12.5 District standards is as follows: Proposed PD-SF-12.5 District Straight SF-12.5 District Min. Lot Area 12,500 square feet 12,500 square feet Min. Lot Width 90 feet 80 feet Min. Lot Depth 135 feet, 125 feet when located on a cul-de-sac 135 feet Min. Dwelling Area 2,000 square feet 1,800 square feet Front Yard Setback 25 feet 25 feet Side Yard Setback 9 feet, 15 feet on corner lots adjacent to a side street 8 feet, 15 feet on corner lots adjacent to a side street Rear Yard Setback 25 feet 25 feet Maximum Height 40 feet 40 feet As detailed in Exhibit C, the additional PD-SF development standards that vary from the straight SF-12.5 District are as follows: 1. Impervious Coverage – The PD limits the maximum impervious surface to 50% of the area between the street and the main building; the straight SF-12.5 District does not have an impervious coverage maximum. 2. Anti-Monotony – The PD provides standards to minimize the repetition of home elevations; the straight SF-12.5 District does not have an anti-monotony requirement. Item 8 Page 3 of 6 3. Open Space – The PD requires a minimum of five acres to be designated for open space; the straight SF-12.5 District does not have a minimum open space requirement. 4. Masonry – The PD requires 100% masonry for any portion of a façade facing a street and requires chimneys to be 100% masonry. The straight SF-12.5 District allows cementatious fiber for up to 50% of upper story cladding on wall planes on different vertical planes than the lower story. The straight SF-12.5 District does not have a masonry chimney requirement. 5. Garages – The PD limits the distance of front facing garage to the property line, limits the width of a front facing garage to 50% of the façade, limits the location of a front facing garage to five feet behind the main front façade, and limits front facing garages to two per home, unless located behind the main structure. The straight SF-12.5 District does not have these garage requirements. 6. Fencing – The PD requires fencing adjacent to open space and hike and bike trails, to be ornamental metal, requires corner lots to have ornamental metal or split rail fencing, requires all wooden fencing to be board-on-board with a top rail, requires the development to establish a common stain color and requires fences to be located at least ten feet behind the front elevation of the main building. The straight SF-12.5 District does not have these fencing requirements. 7. Carports – The PD requires carports to meet setbacks, requires the support structure to be of the same material as the main structure, and requires a minimum roof pitch of 6:12 and constructed of a similar roofing materials as the main structure. The straight SF-12.5 District does not have these carport requirements. 8. Landscaping – The PD requires a minimum of two, four-inch caliper trees to be planted on the side yard of a corner lot. The straight SF-12.5 District does not have this landscaping requirement. Tracts B and C are intended to accommodate non-residential uses. The rezoning is speculative in nature, since no specific users have been identified. In many instances, the recommended PD standards are greater than the base zoning district standards. But as noted below, the applicant is requesting lesser standards in certain instances. Without knowing the specific commercial users, staff cannot support a reduction to the Town’s base standards. Tract B represents the proposed 7.5-acre PD-Office District which will develop in accordance with the Office (O) District, except the list of permitted uses had been limited, certain development standards have been modified, and additional development standard have been provided. The list of permitted uses has been limited to the uses indicated Section B.2 of Exhibit C. The modified and added PD-O development standards that vary from straight O District are as follows: 1. Lot Coverage – The PD requires a maximum building coverage of 40%, while the straight Office District requires a maximum building coverage of 30%. The proposed PD standard is a reduction to Town standards, and staff recommends this provision be removed from the PD request. 2. Maximum Floor Area – The PD allows the maximum floor area to exceed 10,000 square feet if, either the office structure is over 250 feet away from a residential lot, or the office structure Item 8 Page 4 of 6 is separated by a street. The straight Office District allows the maximum floor area to exceed 10,000 square feet if a structure is over 200 feet away from a residential use or zone. 3. Landscaping – The PD requires a twenty-five-foot landscape buffer for office structures adjacent to a residentially zoned district, consisting of one, four-inch caliper large evergreen tree, planted on thirty-foot centers and two, three-inch caliper evergreen ornamental trees staggered every fifteen feet. The PD allows the floodplain to county toward the buffer. Tract C represents the proposed 35.6-acre PD-Retail District which will develop in accordance with the Retail (R) District, except the list of permitted uses had been limited, certain development standards have been modified, and additional development standard have been provided. It should be noted that the proposed PD-R District, is currently located in the Commercial Corridor (CC) zoning district which does not allow retail or big box uses by right. The modifications to the permitted and prohibited uses, as well as the modified and added PD-R development standards that vary from straight Retail District are as follows: 1. Permitted Uses – The PD allows for a convenience store with gas pumps as an accessory use, as outlined in Section C.2, Exhibit C. The straight R District only permits gas pumps at an intersection of two major thoroughfares. Since Prosper Trail is not classified as a major thoroughfare, gas pumps would not be permitted at this intersection. The intent of the provision of permitting gas pumps at the intersection of two major thoroughfares, serves primarily to locate gas pumps at the perimeter of Town. The proposed PD standard is a reduction to Town standards, and staff recommends this provision be removed from the PD request. 2. Prohibited Uses – The PD limits the list of permitted uses, as outlined in Section C.2. 3. Outdoor Sales and Display – The PD allows for outdoor sales and display for a big box, as outlined in Section C.3, Exhibit C. The straight R District does not permit outdoor sales and display. Since this is a reduction to the Town’s minimum requirement, staff recommends this provision be removed from the PD request. 4. Screening and Buffering – As depicted on Exhibit F, the PD requires a thirty-foot landscape buffer when the rear elevation and/or loading zone of a retail use backs to a major and minor thoroughfare, and includes a four-foot berm, one large four-inch caliper evergreen tree, on twenty-foot centers with ten-gallon shrubs planted at the rate of ten shrubs per thirty-foot interval. The R District requires a thirty-foot landscape buffer, and one large three-inch caliper tree, on thirty-foot centers, and fifteen shrubs, five gallons in size, per thirty feet of linear frontage. 5. Elevations – Because this is a speculative zoning change request and no commercial users have been identified, the PD requires Planning & Zoning Commission approval of a Façade Plan prior to Preliminary Site Plan approval of a major retail tenant (50,000 square feet or larger). 6. Open Space – The PD requires a minimum of five acres to be designated for open space, which may include detention and floodplain. The Zoning Ordinance requires seven percent (less than three acres) of the net lot area included in a site plan to be open space, and only permits detention ponds with constant water levels or otherwise amenitized to count toward the open space requirement. Item 8 Page 5 of 6 Future Land Use Plan – The Future Land Use Plan (FLUP) recommends Medium Density Residential and Tollway District for the property. The Medium Density Residential District recommends a maximum of 2.5 dwelling units per acre, with single family residential lot sizes ranging between 12,500 square feet and 20,000 square feet in size. The Dallas North Tollway District recommends a diverse mixture of office, retail and residential. Thoroughfare Plan – The property has direct access to Dallas Parkway, Prosper Trail (designated as a future four-lane divided thoroughfare), and the future Shawnee Trail, (designated as a future four-lane divided thoroughfare). The zoning exhibit complies with the Thoroughfare Plan. Water and Sanitary Sewer Services – Water and sanitary sewer service will have to be extended to the property either before or with development. Access – Access to the property will be provided from Dallas Parkway, Prosper Trail, and Shawnee Trail. Schools – The property is located within the Prosper Independent School District (PISD). Parks – The property is subject to the Town’s park dedication requirements as they exist or may be amended. Any future park sites and hike and bike trail locations will be determined at the time of preliminary plat. Environmental Considerations – The 100-year floodplain located on the property is shown on Exhibits A and D. Legal Obligations and Review: Notification was provided to neighboring property owners as required by state law. Town staff has not received any public hearing notice reply forms. Attached Documents: 1. Zoning map of the surrounding area 2. Zoning Exhibits A, B, C, D, E, and F Planning & Zoning Commission Recommendation: At their April 7, 2015, meeting, the Planning & Zoning Commission recommended the Town Council approve the request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R), by a vote of 7-0, subject to: 1. Approval of the companion Future Land Use Plan amendment (Case CA15-0002), 2. Revising the PD for Tract B to remove the 40% lot coverage requirement from the office tract (standard is max. 30%), 3. Revising the PD to remove the allowance permitting the required residential open space to count toward the landscape buffer area in the office tract, 4. Revising the PD to remove convenience store with gas pumps as a permitted use, 5. Revising Exhibit C, Section C.4, 1., to state, “at the time the first Preliminary Site Plan and/or Site Plan is submitted, a detailed material/style plan shall be submitted along with the Façade Plan, to define the architectural character of the property, subject to approval by the Planning & Zoning Commission,” and Item 8 Page 6 of 6 6. Revising Exhibit C, Section C.2, to state, “Drive-through restaurants may not be developed adjacent to each other, and a maximum of three drive-through restaurants shall be permitted within the development.” Town Staff Recommendation: Town staff has two options for a recommendation below, subject to the action taken on the previous item, which is an amendment to the Future Land Use Plan (FLUP). 1. If the FLUP Amendment to revise the FLUP is approved, Town staff recommends the Town Council approve the request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R), subject to: 1. Revising the PD for Tract B to remove the 40% lot coverage requirement from the office tract (standard is max. 30%), 2. Revising the PD to remove the allowance permitting the required residential open space to count toward the landscape buffer area in the office tract, 3. Revising the PD to remove convenience store with gas pumps as a permitted use, 4. Revising Exhibit C, Section C.4, 1., to state, “at the time the first Preliminary Site Plan and/or Site Plan is submitted a detailed material/style plan shall be submitted along with the Façade Plan, to define the architectural character of the property, subject to approval by the Planning & Zoning Commission,” and 5. Revising Exhibit C, Section C.2, to state, “Drive-through restaurants may not be developed adjacent to each other, and a maximum of three drive-through restaurants shall be permitted within the development.” 2. If the FLUP Amendment to revise the FLUP is denied, Town staff recommends the Town Council deny the request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R). Proposed Motion if the FLUP Amendment is Approved: I move to approve the request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R), subject to: 1. Revising the PD for Tract B to remove the 40% lot coverage requirement from the office tract (standard is max. 30%), 2. Revising the PD to remove the allowance permitting the required residential open space to count toward the landscape buffer area in the office tract, 3. Revising the PD to remove convenience store with gas pumps as a permitted use, 4. Revising Exhibit C, Section C.4, 1., to state, “at the time the first Preliminary Site Plan and/or Site Plan is submitted a detailed material/style plan shall be submitted along with the Façade Plan, to define the architectural character of the property, subject to approval by the Planning & Zoning Commission,” and 5. Revising Exhibit C, Section C.2, to state, “Drive-through restaurants may not be developed adjacent to each other, and a maximum of three drive-through restaurants shall be permitted within the development.” Proposed Motion if the FLUP Amendment is Denied: I move to deny the request to rezone 67.7± acres, located on the northwest corner of Prosper Trail and Dallas Parkway, from Single Family-15 (SF-15) and Commercial Corridor (CC) to Planned Development-Single Family/Office/Retail (PD-SF/O/R). Item 8 Z14-0005 Tract A Tract B Tract CCAMB RID G E DRWINDSOR LNBELMONT DR MANORLNVERNON DRRAVENSTONE DRCLAYSHIRE DR SHAWNEETRLW PROSPER TRL NDALLASPKWYMFPD-35 SF-10/12.5PD-36 SF-10PD-60 RPD-66SFPD-66 RPD-66 CC CC CCA CC SF-15 CC ±0 150 300 Feet 1 inch = 300 feet Item 8 P.O.B. F L O O D P LAI N IM P R O V EM E N T S FLOODPLAIN IMPROVEMENTS 100 YR. FLOOD PLAIN 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. (BY SEPARATE INSTURMENT) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED) PROSPER TRAIL PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 23.01 NET ACRES: 22.5 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.9 NET ACRES: 33.6 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R90’ SHAWNEE TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 110’ R.O.W. PROPOSED ZONINGBOUNDARY: NEIGHBORHOOD SERVICEPROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-NEIGHBORHOOD SERVICE SHAWNEE TRAILFUTUERPROPOSED ZONING BOUNDARY: OFFICE DALLAS PARKWAYFUTUREFLOODP L A I N F L O O D PLAIN APPROX. 782 LF S 00°03'23" E 1421.66'S 89°52'43" E 2114.49'C1C2C3C4N 89°53'39" W 2052.62' APPROX. 1271 LF EXISTING 20’ WIDE ASPHALT ROAD APPROX. 922 LF TO MANOR LANE CENTERLINE 45’ PROSPER TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.)EXISTING INGRESS, EGRESS EASEMENT TO BE DEDICATED AS R.O.W. 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) EXISTING OVERHEARD ELECTRIC TO BE RELOCATED APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED) PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 18.8 NET ACRES: 14.1 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-OFFICE PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.6 NET ACRES: 26.4 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R BLUE STAR ALLEN LAND L.P. EX ZONING: PD-66-SF EX USE: AGRICULTURE FLUP: MEDIUM AND LOW DENSITY RESIDENTIAL C.C.F. NO. 200136300000676920 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-66-R EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-60 EX USE: AGRICULTURE FLUP: LOW DENSITY RESIDENTIAL DOC NO. 2014002000000350 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-36 EX USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL C.C.F. NO. 2014002000000350 D.R.C.C.T. COTHRAN MALIBU INVESTMENTS EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT VOL. 5537, PG. 532 D.R.C.C.T. DOC NO. 20060912001319330 D.R.C.C.T. DOC NO. 20060612001319220 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-66-R EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. GENERAL NOTES: 1) THE THOROUGHFARE ALIGNMENT(S) SHOWN ON THIS EXHIBIT ARE FOR ILLUSTRATION PURPOSED AND DOES NOT SET THE ALIGNMENT. THE ALIGNMENT IS DETERMINED AT TIME OF FINAL PLAT 2) CONTOURS ARE SHOWN AT TWO (2) FOOT INCREMENTS 3) ALL THOROUGHFAES AND ROADWAYS SHALL COMPLY WITH THE TOWN’S DESIGN STANDARDS AND FINAL DESIGN WILL BE ADDRESSED AT THE TIME OF SITE PLAN AND FINAL PLAT APPROVAL. 90’ SHAWNEE TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 100 YR . F L O O D P LA IN DALLAS PARKWAYFUTUREPROSPER TRAIL SHAWNEE TRAILFUTUERMETES AND BOUNDS DESCRIPTION PROSPER 67 PARTNERS LTD. 67.715 AC Tract All that certain tract of parcel of land situated in Lot 12 of the Collin County School Land Survey, Abstract Number 147, County of Collin, State of Texas, said tract being part of a called 85.789 acre tract as described in Deed to JBJ/Calder Fund V Joint Venture and Calder Bros. Co., filed 11 November 2003, and recorded in Volume 5543 page3212 (2003-00223475) of the Real Property Records of the County of Collin, State of Texas, and being more fully described as follows: Beginning for the southwest corner of the tract being described herein at a found survey mark nail, said nail being South 89 degrees 55 minutes 36 seconds East, a distance of 319.88 feet (320') from the southwest corner of said 85.789 acre tract, said nail also being the southeast corner of a called 10.445 acre tract as described in Deed to Mike A. Myers Invest- ment Holding, filed 07 February 2007, and recorded at Clerks File Number 2007-0207000176870 of said Deed Records, said nail also being in Collin County Road Number 4 (also known as West Prosper Trail); Thence: North 00 degrees 03 minutes 23 seconds East, with the east line of said Myers tract, a distance of 1421.66 feet to a set ½ inch Steel Square Tubing with a plastic cap marked “COX 4577” for the northeast corner of said Myers tract, said tubing being South 89 degrees 52 minutes 43 seconds East, a distance of 320.05 feet (320.05') from the northwest corner of said 85.789 acre tract and the northwest corner of said Myers tract; Thence: South 89 degrees 52 minutes 43 seconds East, with the north line of said 85.789 acre tract, a distance of 2114.49 feet to a found ½ inch Steel Rebar for the north east remainder corner of said 85.789 acre tract, and the northest corner of a called 8.134 acre tract as described in Deed to Collin County, Texas filed 12 September 2006 and recorded at Clerk's File No. 2006-1319340 (also known as the North Dallas Tollway); Thence: South 04 degrees 34 minutes 50 seconds West, with the west line of said Tollway, a distance of 263.92 feet to a set ½ inch Steel Tubing with a plastic cap marked “COX 4577” for a corner and the start of a curve to the left whose radius is 574.58 feet, central angle of 02 degrees 17 minutes 28 seconds, and a chord bearing of South 03 degrees 21 minutes 09 seconds, West, a distance of 229.65 feet; Thence: With the west ROW line of said Tollway, an arc length of 229.67 feet to a set survey mark nail for a corner of said Tollway tract; Thence: South 02 degrees 12 minutes 25 seconds West, with the west ROW line of said Tollway, a distance of 435.05 feet to a set ½ inch Steel Square Tubing with a plastic cap mark “COX 4577” for a corner and the start of a curve to the left whose radius 17388.73 feet, central angle of 01 degrees 37 minutes 41 seconds, chord bearing of South 01 degree 23 minutes 35 seconds West, a distance of 494.06 feet; Thence: With the west ROW line of said Tollway, an arc length of 494.08 feet to a set survey mark nail for the southwest corner of said Tollway tract, the southeast remainder corner of said 85.789 acre tract, and in said Collin County Road Number 4; Thence: North 89 degrees 53 minutes 39 seconds West, with the South line of said 85.789 acre tract, and in said road, a distance of 2052.62 feet to the POINT OF BEGINNING and containing 67.715 acres of land. Tract 2: (Easement Estate) Easements created by that certain Signs, Utilities, and Road Easements and Masonry Wall Construction and Mainte- nance Agreement dated February 5, 2007, by and between JBJ/Calder Fund V Joint Venture and Calder Bros. Co., and Mike A. Myers Investment Holdings, L.P., filled February 7, 2007, recorded in Clerk's File No. 20070207000176880, Official Public Records, Collin County, Texas. PROPOSED ZONING BOUNDARY: SF-12.5 PROPOSED ZONING BOUNDARY: OFFICE PROPOSED ZONINGBOUNDARY: OFFICEPROPOSED ZONINGBOUNDARY: RETAILPROPOSED ZONINGBOUNDARY: RETAILPROPOSED ZONINGBOUNDARY: SF-12.5110’ R.O.W. US 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECTLOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYUS 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECTLOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYPLANNER/APPLICANT COLLIN COUNTY SCHOOL LANDS, SURVEY 12 ABSTRACT NO. 147 Z14-0005 PROSPER 67 PARTNERS LTD OUT of THE 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: JONES & CARTER. INC. 6509 WINDCREST DRIVE, SUITE 600 PH: (972)488-3880 PLANO, TX 75024 SURVEYOR: EXHIBIT A ±67.7 AC RES OF LAND TH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBERT & A S S O C I ATES, Al l Ri ghts ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESMARCH 03, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Item 8 -Exhibit B- Statement of Intent I. Statement of Intent A. Overall Intent This 67 acre property is intended to be developed in a manner that will allow flexibility of uses within the categories of retail, commercial and residential zones. The development will include recreational and detention space and will grow into an active community of mixed uses. B. Description of Property Located at the northwest intersection of the Dallas Parkway and Prosper Trail, this 67.7 acre tract is owned by Avex Group. Shawnee Trail, a four (4) lane divided minor thoroughfare runs north and south through the middle of the property and will provide access to the proposed uses within the development. Driveway access for the development will also be taken off Prosper Trail on the southern boundary of the site and Dallas Parkway along the eastern boundary. A floodplain, open space and detention basin runs east and west through the site along the creek. With the exception of the existing 20 foot wide paving for Prosper Trail along the southern boundary, the subject property is currently vacant. To the north and west of the site is a proposed single family development, Legacy Crossing (PD-36 and PD-60). To the south is the proposed 880 acre Villages of Star Trail, a Planned Development (PD-66) which incorporates single family, office, retail and commercial zoning. Exhibit A and Exhibit D depict the location and boundary of the project. C. Description of Proposed Development The location of this project, at the intersection of a major highway and two thoroughfares, lends itself well for commercial, retail, and/or office development. A mixture of small pad sites, retail centers and large big box retail tracts will allow for a variety of uses, including banks, small offices, restaurants, grocery stores, etc. Additionally, with the site’s close proximity to residential developments, there is an opportunity for large single family lots in the northwest corner of the subject property. The proposed multiple uses are divided into three (3) main categories: office, retail and single family residential. As shown in Exhibit D, the portion of the property west of Shawnee Trail will be single family residential to the north and neighborhood service to the south. The eastern portion of the property, between the future Shawnee Trail and Dallas Parkway, is composed of retail and commercial uses. As mentioned in the previous section, a large east/west detention and open space area divides the property, creating two detention areas, +6.2 acres of detention/open space to the west of Shawnee Trail and +8.9 acres on the eastern side of it. As shown on Exhibit D, a hike and bike trail connecting to the trail in the neighboring development will extend through the property, along the creek. In addition to creating recreational opportunities within the development, the detention/open space areas provide a significant buffer between the residential and neighborhood service areas, as well as between the varying scales of the commercial development. II. Current Zoning and Land Uses A. Current Zoning Classification Between Dallas Parkway and the boundary of the proposed minor thoroughfare, Shawnee Trail, the current zoning is CC-Commercial Corridor District. To the west of the proposed minor thoroughfare boundary, the majority of the property is currently zoned SF-15. Item 8 B. Future Land Use Plan The Future Land Use plan designates the eastern portion of the property as Dallas North Tollway District and the western portion as Medium Density Residential. C. Compatibility with Comprehensive Plan The current designations shown on the Future Land Use map for this area, Medium Density Residential and Dallas North Tollway District, are defined within the Comprehensive Plan to include uses within the classifications of office, retail and residential. In regards to Medium Density Residential, the designation requires lot sizes with a range between 12,500 square feet and 20,000 square feet. In addition to the lot size, the density for Medium Density Residential zones is recommended to be between 1.6-2.5 dwelling units per acre. The average lot size on the proposed concept plan in approximately 15,000 square feet with an approximate density of 1.9 units per acre. This is within the parameters of both the proposed SF- 12.5 zoning district as well as the standards set forth within the Comprehensive Plan. Within the area designated as the Dallas North Tollway District, the proposal of various retail, banking, and restaurant spaces throughout the development meets the intention of providing multiple uses that benefit residents, commuters and visitors of the area. As the area continues to grow and develop, the demand for such spaces will increase, and the location of the site at the intersection of the Tollway and a Minor Thoroughfare will create the convenient access that is conducive to the needs of everyone. 1 Item 8 Exhibit C- Planned Development Standards Conformance with the Town’s Zoning Ordinance and Subdivision Ordinance: Except as otherwise set forth in these Development Standards, the regulations of the Town’s Zoning Ordinance (ordinance No. 05-20 as it exists or may be amended) and the Subdivision Ordinance (As it exists or may be amended) shall apply. Tract A-Single Family 12.5 District A.1 Except as noted below, Tract A shall develop in accordance with the Single Family 12.5 District as it exists or may be amended. A.2 Uses. The site shall be limited to the following permitted uses. 1. Accessory Building 2. Day Care Center, In-Home C 3. Farm or Ranch 4. Home Occupation C 5. Homebuilder Marketing Center C 6. House of Worship 7. Model Home 8. Municipal Uses Operated by the Town of Prosper 9. Park or Playground 10. Private Street Development C 11. School, Public 12. Single Family Dwelling, Detached A.3 Density: Maximum of 2.5 dua, per gross acreage. A.4 Regulations 1. Minimum Side Yard – Nine (9) feet, fifteen (15) feet on corner adjacent to a side street. 2. Minimum Lot Width – 90 feet 3. Minimum Lot Depth - One hundred and thirty five (135) feet. i. When located on a cul-de-sac, the lot depth may be a minimum of 125 feet, so long as the minimum lot area is met. 4. Minimum Dwelling Area – 2,000 square feet 5. Maximum Impervious Coverage a. The cumulative area of any driveway plus any impermeable surface area located between the front property line and any front building wall shall not exceed fifty (50) percent of the area between the front property line and any front building wall. The front wall of a j-swing wall can be used to meet the requirement. 6. Alternating Single Family Plan Elevations (Anti-Monotony) a. A minimum of four (4) distinctly different home elevations shall be built on the same side of the street. Similar elevations shall not face each other. The same elevation shall not be within three homes of each other on the same side of the street. b. Different exterior elevations can be met by meeting at least two of the following criteria: i. Different roof forms/profiles ii. Different façades consisting of different window and door style and placement iii. Different entry treatment such as porches and columns iv. Different number of stories 1 Item 8 7. Open Space Requirements: a. Within the SF-12.5 District, a minimum of 5 Acres of open space is required. This space may include detention and floodplain areas and must contain landscaping and amenities where applicable. i. An eight (8) foot wide hike and bike Trail connecting to the overall trail plan must be located with this area. ii. Landscaping (Trees and/or shrubs) must be planted along the northern edge of the hike and bike trial, between the trail and the back of the residential lots. 8. Additional Masonry Requirements: a. Excluding windows, any portion of an upper story facing a street shall be constructed of 100% masonry. b. Chimneys shall be clad with 100% clay fired brick, natural or manufactured stone or stucco. 9. Garage Requirements: a. In no instance shall a garage door directly facing a street be less than 25 feet from the property line. b. Garage doors directly facing a street shall not occupy more than fifty percent (50%) of the width of the front façade of the house. c. Garage doors directly facing a street shall be located a minimum of five (5) feet behind the main front façade of the house. d. Where a home has three (3) or more garage/enclosed parking spaces, no more than two (2) garage doors shall face the street, unless the garage doors are located behind the main structure. 10. Fencing Requirements: a. Privacy fences on single family residential lots shall be located a minimum of ten (10) feet behind the front elevation of the main building and shall not exceed eighth (8) feet in height above grade. b. Wood fences shall be board on board with a top rail. A common fence stain color shall be established for the development by the developer/HOA. c. Fences adjacent to open space and hike and bike trails shall be ornamental metal, tubular steel or split rail. d. Fences on corner lots shall be ornamental metal, tubular steel or split rail. 11. Carports – Carports shall not be located within any setback. The support structures of a carport shall be of the same material as the main structure. The roof shall have a minimum roof pitch of 6:12 and be of similar material as the main structure. 12. Addition Tree Requirements. a. A minimum of two (2), four (4) caliper inch trees shall be planted in the side yard of a corner lot. Where more than two (2) trees are required per lot, the side yard corner lot trees may be used to meet the requirement. 2 Item 8 Tract B Office District B.1 Except as noted below, Tract B shall develop in accordance with the Office District as it exists or may be amended. B.2 Uses. Uses shall be permitted in accordance with the Office District with the exception of the following uses which shall be prohibited: 1. Athletic Stadium or Field, Public 2. Cemetery or Mausoleum 3. Civic/Convention Center 4. Commercial Amusement, Indoor 5. Golf Course and/or Country Club 6. Private Boarding School 7. Recycling Collection Point 8. Rehabilitation Care Institution 9. Restaurants with Drive-up or Drive-through service 10. School District Bus Yard 11. Sewage Treatment Plant/Pumping Station 12. Telephone Exchange 13. Utility Distribution/Transmission Facility 14. Water Treatment Plant B.3 Regulations 1. Lot Coverage-Maximum of forty (40) percent a. Lot coverage is defined as the area covered by the building footprint 2. Maximum Floor Area- Ten thousand (10,000) square feet b. The maximum floor area may exceed ten thousand (10,000) square feet under either of the following conditions i. The entire structure is in excess of two hundred and fifty (250) feet from a residential lot. ii. The structure is separated from a residential lot by a public right of way. 3. Landscape Buffer- A minimum of a twenty-five (25) foot landscaped buffer shall be required when adjacent to any residential zoning district. a. Planting Standards within Buffer i. Four (4) inch caliber large evergreen trees shall be planted every thirty (30) feet on center. ii. Two (2) to three (3) inch caliper evergreen ornamental trees shall be staggered every fifteen (15) feet to provide a solid living screen. 1. When the required open space for the planned development is located between the office and residential zones, it may count toward the required 25’ buffer, provided that the above mentioned landscape requirements are met. 3 Item 8 Tract C Retail District C.1 Except as noted below, the Tract shall develop in accordance with the Retail District as it exists or may be amended. C.2 Uses. Uses shall be permitted in accordance with the Retail District with the exception of the following: Permitted Uses: 1. Convenience store with Gas Pumps as an Accessory Use a. Accessory gas pumps are only allowed as an accessory use to a big box tenant and are subject to the following development standards i. Accessory gas pumps must be located on the same lot as a big box tenant ii. Convenience store with gas pumps is permitted only within two hundred and fifty (250) feet of the right-of-way line of Dallas Parkway iii. Accessory gas pumps shall be located at least two hundred and fifty (250) feet from a property line of a residential lot. iv. Canopies shall have pitched roofs (min. roof pitch of 4:12) and the color and style of the metal roof on the gas station canopy shall be consistent with the metal roof on the big box building. v. Canopy support columns shall be fully encases with masonry materials that are complimentary to that used on the main building. vi. The canopy band face shall be a color consistent with the main structure and may not be backlit or used as signage. vii. Use shall be removed if closed for more than six (6) months, including reclassification of fuel tanks per TCEQ Regulations. viii. A raised landscape planter of the same material as the masonry columns shall be provided at both ends of all pump islands. Prohibited Uses: 1. Athletic Stadium or Field, Private 2. Athletic Stadium or Field, Public 3. Cemetery/Mausoleum 4. Commercial Amusement, Outdoor 5. Recycling Collection Point 6. School District Bus Yard 7. Sewage Treatment Plant/Pumping Station 8. Trailer Rental 9. Utility Distribution/Transmission Facility 10. Water Treatment Plant C.3 Regulations 1. Outdoor sales and display shall be permitted but limited to a big box and subject to the following conditions: a. Shall be located within 25 feet of the front of the main building. b. Shall not block or impair sidewalks, ADA access, doorways or fire lanes. c. Shall not be displayed or stored on wooden crates, cardboard boxes, plastic cling wrap or in a fashion that resembles open storage of materials. d. Permitted merchandise shall be seasonal and may include, but is not limited to: Christmas trees, flowers, landscaping materials, and outdoor furniture. 2. Lot Coverage-Maximum of forty (40) percent a. Lot coverage is defined as the area covered by the building footprint 4 Item 8 3. Screening/Buffering a. In addition to all screening requirements listed in Chapter 4, Section 5 of the Town of Prosper Zoning Ordinance, a minimum of a thirty (30) foot landscape buffer is required when the rear elevation and/or loading zone of any retail use backs a major or minor thoroughfare. This space shall be made up of a mixture of traditional landscape and four (4) foot landscaped berms in order to adequately screen the area. i. Planting Standards within Buffer a. One large evergreen tree, a minimum of four (4) inch caliber, must be planted for every 20 linear feet of street frontage. b. Ten (10) gallon shrubs shall be provided at a rate of 10 shrubs per 30 linear feet of street frontage. ii. A minimum of twenty (20) feet of the landscape buffer shall be exclusive of all utility easements, right turn lanes, drainage easements, and right of ways. None of the required trees and/or shrubs shall be located within any utility easement. C.4 Additional Standards 1. Elevation Review and Approval a. Prior to preliminary site plan approval, any major tenant shall submit building elevations for review and approval by the Town of Prosper Planning and Zoning Commission, i. A major tenant is defined as any single building or use in excess of 50,000 square feet. 2. Open Space/Detention a. Within the Retail District, a minimum of 6 Acres of open space is required. This space may include detention and floodplain areas and will contain landscaping and amenities where applicable. i. An eight (8) foot wide hike and bike Trail connecting to the overall trail plan will be located with this area. ii. Detention/Retention a. Detention located within the Floodplain must meet all Town of Prosper, FEMA and all other applicable regulations. 5 Item 8 P.O.B. P-1 P-2 P-3 P-3 P-4 R-2 R-2 R-3 R-4 R-5 OPEN SPACE/DETENTION/FLOODPLAIN ±6.2 Ac. OPEN SPACE/DETENTION/FLOODPLAIN ±9.0 Ac. RECLAIM E D F L O O D P L A I N RECL A I M E D F L O O D P L A I N FLOO D P L A I N EXISTING 30’ HIKE AND BIKE TRAIL EASEMENT C R E EK CENTERLINE 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. (BY SEPARATE INSTURMENT) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED)60’ R.O.W.90’ MINOR THOROUHFARE R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE)DALLAS NORTH TOLLWAYPROSPER TRAIL SHAWNEE TRAILPROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-NEIGHBORHOOD SERVICE PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 18.8 NET ACRES: 14.1 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.6 NET ACRES: 26.4 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R 110’ R.O.W. DOC NO. 20060912001319330 D.R.C.C.T. DOC NO. 20060612001319220 D.R.C.C.T. CONNECTION TO EXISTING 30’ HIKE AND BIKE TRAIL EASEMENT (10’ TRAIL) FLOODPLAIN ZONING BOUNDARY: OFFICE ZONING BOUNDARY: SF-12.5 ±0.5 Ac. ±1.5 Ac. OPEN SPACE OPEN SPACE TRACT A TRACT C TRACT B GROSS ACRES: 7.5 NET ACRES: 6.0 FLOODP L A I N F L O O D PLAIN APPROX. 782 LF S 00°03'23" E 1421.66'S 89°52'43" E 2114.49'C1C2C3C4N 89°53'39" W 2052.62' APPROX. 1271 LF APPROX. 595 LF APPROX. 676 LF APPROX. 435 LF APPROX. 485 LF EXISTING 20’ WIDE ASPHALT ROAD45’ PROSPER TRAIL R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE) 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.)EXISTING INGRESS, EGRESS EASEMENT TO BE DEDICATED AS R.O.W. 35’ PROPOSED R.O.W. DEDICATION (0.26 AC.) FUTURE RIGHT TURN LANE R.O.W. (BY SEPARATE INSTURMENT) PROPOSED 11’ DECELERATION LANE R.O.W. (0.03 AC.) EXISTING OVERHEARD ELECTRIC TO BE RELOCATED APPROXIMATE CENTERLINE LOCATION T.P&L CO. ESMT. VOL. 252 PG. 353 D.R.C.C.T. (NO WIDTH DETERMINED) BLUE STAR ALLEN LAND L.P. EX ZONING: PD-66-SF EX USE: AGRICULTURE FLUP: MEDIUM AND LOW DENSITY RESIDENTIAL C.C.F. NO. 200136300000676920 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-66-R EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. COTHRAN MALIBU INVESTMENTS EX ZONING: COMM CORRIDOR EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT VOL. 5537, PG. 532 D.R.C.C.T. DOC NO. 20060912001319330 D.R.C.C.T. DOC NO. 20060612001319220 D.R.C.C.T. 183 LAND CORP, INC. EX ZONING: PD-66-R EX USE: AGRICULTURE FLUP: TOLLWAY DISTRICT C.C.F. NO. 97-0005168 D.R.C.C.T. GENERAL NOTES: 1) ALL FINISHED FLOOR ELEVATIONS WILL BE A MINIMUM OF TWO FEET ABOUE THE BASE FLOOD ELEVATION. 2) THE THOROUGHFARE ALIGNMENT(S) SHOWN ON THIS EXHIBIT ARE FOR ILLUSTRATION PURPOSED AND DOES NOT SET THE ALIGNMENT. THE ALIGNMENT IS DETERMINED AT TIME OF FINAL PLAT 3) ALL THOROUGHFARES, DRIVEWAYS, TURN LANES AND MEDIAN OPENINGS SHALL COMPLY WITH THE TOWN’S DESIGN STANDARDS AND FINAL DESIGN WILL BE ADDRESSED AT TIME OF SITE PLAN AND FINAL PLAT APPROVAL. 4) THE BUILDING SITES SHOWN ON THIS EXHIBIT ARE THE APPROXIMATE SHAPE AND LOCATION. THESE MAY CHANGE DURING DEVELOPMENT AND CONSTRUCTION. 5) ALL SITE USES LISTED ARE PROPOSED. THEY ARE NOT REQUIRED AND MAY CHANGE AS PROJECT DEVELOPS. 6) FINAL PARKING REQUIRMENTS WILL BE BASED ON THE USE AND WILL BE DETERMINED AT TIME OF PERMITTING AND CONSTRUCTION. 7) A TWENTY FIVE (25) FOOT LANDSCAPE BUFFER WILL BE PROVIDED BETWEEN ANY NON-RESIDNETIAL USE AND A RESIDENTIAL ZONE (SEE EXHIBIT C-PLA NNED DEVELOPMENT STANDARDS). 8) DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE 9) OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORANCE WITH THE ZONING ORDINANCE. 10) OUTDOOR LIGHTING SHALL COMPY WITH THE LIGHTING AND GLARE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE AND SUBDIVISION ORDINANCE 11) LANSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY THE TOWN. 12) ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE 13) BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED. ALERNATIVE FIRE PROTECTION MEASURES MAY BE APPROVED BY THE FIRE DEPARTMENT. 14) FIRE LANES SHALL BE DESIGNED AND CONSTRUCTED PER TOWN STANDARDS OR AS DIRECTED BY THE FIRE DEPARTMENT. 15) TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR ALL PROPERTY AT ALL TIMES 16) SPEED BUMBS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE. 17) HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORM TO THE AMERICANS WITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTS OF THE CURRENT, ADDOPTED BUILDING CODE. 18) ALL SIGNAGE IS SUBJECT TO BUILDING O ILDING OFFICAL APPROVAL AND SHALL CONFORM TO THE APPROVED FACADE PLAN. 22) SIDEWLAKS OF NO LESS THEN SIX (6) FEET IN WIDTH ALOND THOROUGHFARES AND COLLECTORS AND FIVE (5) FEET IN WIDTH ALONG RESIDNTIAL STREETS AND BARRIER FREE RAMPS AT ALL CURB CROSSINGS SHALL BE PROVIDED PER TOWN STANDARDS. 23) APPROVAL OF THE SITE PLAN IS NOT FINAL UNTIL ALL ENGINEERING PLANS ARE APPROVED BY THE ENGINEERING DEPARTMENT. 24) SITE PLAN APPROVAL IS REQUIRED PRIOR TO GRADING RELEASE. 25) ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATED UNDER GROUND. 26) ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW IN ACCORDANCE WITH THE ZONING ORDINANCE. 27) A MINIMUM TEN (10) FOOT WIDE NO BUILD, PRESERVATION AND ACCESS EASEMENT IS REQUIRED OUTSIDE THE FLOODPLAIN. 28) AS TWENTY FIVE (25) FO OT HIKE AND BIKE TRAIL EASEMENT IS REQUIRED90’ R.O.W.90’ MINOR THOROUHFARE R.O.W. DEDICATION (FUTURE 4-LANE DIVIDED THOROUGHFARE)DALLAS PARKWAY PROSPER TRAIL SHAWNEE TRAILPROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 18.8 NET ACRES: 14.1 EX. ZONING: SF-15 EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-SF 12.5 PROP. MAX. DENSITY: 2.5 PROP MIN. LOT SIZE: 12,500 PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 7.5 NET ACRES: 6.0 EX. ZONING: SF-15/ COMM CORRIDOR EX. USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL PROP. ZONING: PD-OFFICE PROSPER 67 PARTNERS LTD INST. NO. 20121031001392700 D.R.C.C.T. GROSS ACRES: 35.6 NET ACRES: 26.4 EX. ZONING: COMM CORRIDOR EX. USE: AGRICULTURE FLUP: TOLLWAY DISTRICT PROP. ZONING: PD-R GROSS ACRES: 7.5 NET ACRES: 6.0 THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-60 EX USE: AGRICULTURE FLUP: LOW DENSITY RESIDENTIAL DOC NO. 2014002000000350 D.R.C.C.T. THE ESTATES AT PROSPER TRAIL INC. EX ZONING: PD-36 EX USE: AGRICULTURE FLUP: MEDIUM DENSITY RESIDENTIAL C.C.F. NO. 2014002000000350 D.R.C.C.T. OPEN SPACE/DETENTION/FLOODPLAIN ±6.2 Ac. OPEN SPACE/DETENTION/FLOODPLAIN ±9.0 Ac. P-1 P-2 P-3 G-1 P-5 R-6 P-7 P-4 R-2 R-1 R-3 R-4 R-5 RECLAIM E D F L O O D P L A I N RECL A I M E D F L O O D P L A I N FLOO D P L A I N CONNECTION TO EXISTING 30’ HIKE AND BIKE TRAIL EASEMENT PROPOSED LOCATION OF HIKE AND BIKE TRAIL C R E EK CENTERLINE FLOODPLAIN ZONING BOUNDARY: OFFICE ZONING BOUNDARY: SF-12.5 ±0.5 Ac. OPEN SPACE OPEN SPACE ±1.5 Ac. TRACT A TRACT C TRACT B P-3 4,500 2,250 P-4 P-5 2,150 1.3 0.8 1.3 2.4 1.6 Fast Food Fast Food Fast Food Restaurant Restaurant R-6 2.0 USE* BUILDING PAD (SF)* LOT SIZE (ACRES) PROPOSED ZONE: OFFICE P-7 Retail/Office Retail/Office Retail/Office Bank 3,400 R-4 23,700 R-5 17,300 1.0 5.0 OVERALL TOTAL OVERALL TOTAL **6.0 ZONE: RETAIL R-1 103,000 R-2 15,000 R-3 13,200 9,000 16,500 17.0 P-1 Retail Retail Grocery 5,500 P-2 **26.4 * All uses and measurements are proposed and subject to change. ** Excludes detention/open space/floodplain 44,400 171,100 MIN. LOT SIZE (SF) MIN. HOME SIZE (SF) TOTAL ACRES PROPOSED ZONE: SF-12.5 TOTAL LOTS (PROPOSED) 18.8 7.5 35.6 61.9 * Net acres excludes floodplain 61.3 26.4 6.0 14.1 2,000 26 14.1 18.8 12,500 (without detention/ open space) (with detention/ open space) SF-12.5 RETAIL OFFICE TOTAL PROPOSED ZONES PROPOSED PD-SF 12.5 LEGEND PROPOSED PD-OFFICE PROPOSED PD-RETAIL USE NET ACRES* GROSS ACRES G-1 Gas station n/a US 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECTLOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYUS 380 ROCKHILL PKWY FIRST ST FISHTRAP RD PROSPER TRAIL FRONTIER PKWY PANTHER CREEK PKWY COIT RDPRESTON RDLEGACY DRFIELDS RDDALLAS PKWYVICINITY MAP CITY OF PROSPER, TEXAS NORTH PROJECTLOCATION PROSPER CITY LIMITS FRISCO CITY LIMITS DENTON COUNTYCOLLIN COUNTYTH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBERT & A S S O C I ATES, Al l Ri ghts ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESPLANNER/APPLICANT COLLIN COUNTY SCHOOL LANDS, SURVEY 12 ABSTRACT NO. 147 PROSPER 67 PARTNERS LTD OUT of THE 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: JONES & CARTER. INC. 6509 WINDCREST DRIVE, SUITE 600 PH: (972)488-3880 PLANO, TX 75024 SURVEYOR: EXHIBIT D ±67.7 AC RES OF LAND MARCH 31, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Z14-0005 Item 8 -Exhibit E- Development Schedule The phasing and development of this project is dependent upon market conditions and the construction of the Dallas North Tollway and Prosper Trail. Upon initiation of development, the project is expected to be completed in three (3) to four (4) phases, lasting approximately 12-36 months for each phase. Item 8 4 foot berms 4 inch caliper evergreen Trees per 20 linear feet 10 gallon shurbs at a rate of 10 shrubs per 30 linear feet 30’ 4 inch caliper evergreen Trees per 20 linear feet 4 foot berms 10 gallon shurbs at a rate of 10 shrubs per 30 linear feet 30’ See DetailSee Detail LANDSCAPE DETAIL NOTES: THIS IS A REPRESENTATION OF THE TYPICAL LANDSCAPE STANDARDS FO R THE REQUIRED LANDSCAPE BUFFER AND DOES NOT REPRESENT THE ACTUAL LOCATION. FINAL LANDSCAPE PLANS WILL BE SUBMITTED DURING THE PERMITTING PROCESS. LANDSCAPING MUST MEET THE MINIMUM STANDARDS SET FORTH IN EXHIBIT C AND REPRESENTED ABOVE. TH IS DRA WING IS A PICTOR IAL R EPR ESEN TATION FOR PR ESEN TATION P URPOSES ONLY A ND IS SU BJECT TO CHAN GE. FURTHER, SAID DRA WING IS A SCA NNED IM AGE ONLY A ND IS NOT FOR COMPU TATION OR CON STRUCTION P URPOSES. THIS DRA WING MAY OR MAY NOT INCORP ORATE INFORMATION A ND/OR D ATA P ROV IDED TO BGE | KERRY R. GILBERT & ASSOCIATES BY OTHER CONSU LTAN TS RELATIVE TO EN GIN EERING A ND DRAIN AGE, FL OOD PL AINS A ND EN VIRO NMENTAL ISSU ES A ND SHO ULD NOT BE REL IED U PON FOR ANY P URPOSE. NO WA RRAN TIES, EXPR ESS OR IMPL IED, CO NCE RNING THE ACTUAL D ESIGN, LOCATION, A ND CHARAC TER OF THE FACILI TATES SH OWN ON TH IS MAP ARE IN TENDED. A DDITIONALLY, NO WA RRANTY IS MADE T O THE A CCURACY OF TH E IN FORMATION CONTAINED HER EIN. ©2015 BGE | KER RY R . GIL BERT & ASSOCIATES, ALL R IGH TS R ESER VED ©2015 BG E | KERRY R. GILBERT & A S S O C I ATES, Al l Ri ghts ReservedBGE | KERRY R. GILBERT & A S S O C I A T E S BG E | K E R R Y R . G ILBERT & ASSOCIATESPLANNER/APPLICANT PROSPER 67 PARTNERS LTD 5953 DALLAS PARKWAY, SUITE 200-A PH: (214)696-8100 PLANO, TX 75093 OWNER: EXHIBIT F LANDSCAPE BUFFER MARCH 5, 2015 KGA #I-292A SCALE 0 20010050 – Land Planning Consultants – 2595 Dallas Parkway, Suite 204 Frisco, TX 75034 Tel: 281-579-0340 Item 8 Page 1 of 3 To: Mayor and Town Council From: John Webb, AICP, Director of Development Services Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Conduct a Public Hearing, and consider and act upon an ordinance rezoning 2.0± acres from Retail (R) to Planned Development-Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road. (Z15-0004). Description of Agenda Item: The zoning and land use of the surrounding properties are as follows: Zoning Current Land Use Future Land Use Plan Subject Property Retail Undeveloped Old Town - Retail North Planned Development-37- Single Family and Single Family-15 Reynolds Middle School Old Town District East Planned Development-37- Single Family Single Family Residential (Hawk Ridge Addition) Old Town – Single Family South Single Family-15 Single Family Residential Old Town – Single Family West Single Family-15 Undeveloped Old Town - Retail Requested Zoning – Z15-0004 is a request to rezone 2.0± acres from Retail (R) to Planned Development-Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road. The primary purpose of this request is to adopt development standards to accommodate a day care/retail building. The day care/retail facility will be a one-story building, totaling 20,000 square feet and will be constructed in two phases. The first phase would include Prosper is a place where everyone matters. PLANNING Item 9 Page 2 of 3 15,000 square feet for the day care, which would accommodate 190 children. The second phase will include 5,000 square feet for retail. To achieve this, the applicant is proposing to adopt a series of PD exhibits, as described below:  Exhibit A – Boundary survey of the property.  Exhibit B – Statement of purpose and intent.  Exhibit C – Development standards, which requires development in accordance with the DTR District, with the exception that Child Day Care is a permitted use, and that development shall conform to the attached layout, architectural, and landscape exhibits.  Exhibit D – Conceptual layout, which depicts the location of the building, setbacks, access, parking, circulation pattern, and play area for the day care. The proposed building will be pushed to within four feet of the ultimate Coleman Street right-of-way and include a 12-foot sidewalk, in accordance with the vision of downtown, as set forth in the Comprehensive Plan. Access will be provided from Coleman Street and Gorgeous Road. Adequate parking has been provided. The general circulation pattern is designated for the traffic to enter from Coleman Street, which will allow stacking internal to the site along the east side of the property in the parallel parking spaces. The intent is to not create a stacking problem onto Coleman Street or Gorgeous Road. To ensure this circulation pattern, the westernmost drive off of Gorgeous Road has been designated as “exit only” to prevent primary access from Gorgeous Drive. Additionally, from an operational standpoint, the applicant has indicated that students of the day care facility are required to be escorted into and out of the facility by their parents/guardians rather than being “dropped off” directly from the vehicles.  Exhibit E – Development schedule.  Exhibit F – Architectural renderings which depict the style and material of the proposed building. The building will consist primarily of brick construction (greater than 90% brick on each elevation) with an articulated flat roof and storefront appearance addressing the street, in accordance with the vision of downtown, as set forth in the DTR District.  Exhibit G – Conceptual landscape plan which shows the location of required landscaping, as well as the proposed solid living screen in lieu of a masonry wall. The solid living screen consists of one large evergreen tree, planted on 30-foot centers, 3-inch caliper minimum at the time of planting, and evergreen shrubs, planted on 6-foot centers, 45-gallon and 8 feet in height at the time of planting along the east and south property lines. Future Land Use Plan – The Future Land Use Plan recommends Old Town – Retail for the property. The rezoning request conforms to the Future Land Use Plan. Thoroughfare Plan – The property is adjacent to Coleman Street, a proposed two-lane divided thoroughfare with on-street parallel parking. The zoning exhibit complies with the Thoroughfare Plan. Water and Sanitary Sewer Services – Water and sanitary sewer services have been extended to the property. Access – Access to the property will be provided from Coleman Street and Gorgeous Road. Item 9 Page 3 of 3 Schools – The property is served by the Prosper Independent School District (PISD). It is not anticipated that a school site will be needed on this property. Parks – It is not anticipated that this property will be needed for the development of a park. Environmental Considerations – There is no 100-year floodplain located on the property. Legal Obligations and Review: Zoning is discretionary. Therefore, the Town Council is not obligated to approve the request. Notification was provided to neighboring property owners as required by state law. Town staff received one Public Hearing Notice Reply Form; not in opposition to the request. The attached ordinance is a standard format that was previously approved by the Town Attorney, Terrence Welch of Brown & Hofmeister, L.L.P. Attached Documents: 1. Zoning map of the surrounding area 2. Public Hearing Notice Reply Form 3. Ordinance Planning & Zoning Commission Recommendation: At the May 6, 2015, meeting, the Planning & Zoning Commission recommended the Town Council approve the request to rezone 2.0± acres from Retail (R) to Planned Development- Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road, by a vote of 6-0. Town Staff Recommendation: Town staff recommends approval of an ordinance rezoning 2.0± acres from Retail (R) to Planned Development-Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road. Proposed Motion: I move to approve an ordinance rezoning 2.0± acres from Retail (R) to Planned Development- Downtown Retail (PD-DTR), located on the southeast corner of Coleman Street and Gorgeous Road. Item 9 N MAIN STCA LLALILYLNBUTTERFLYBLVDE EIGHTH ST W SEVENTH ST W SIXTH ST E SEVENTH ST GORGEOUS RD DRAGONFLY DR E SIXTH STNCOLEMANS TDTSF PD-37 SF-15 R DTO DTC SF-15 SF-15C C SF-15 SF-15 SF-15 C SF-15 Z15-0004 ±0 100 200 Feet 1 inch = 200 feet Item 9 Item 9 TOWN OF PROSPER, TEXAS ORDINANCE NO. 15-__ AN ORDINANCE AMENDING PROSPER’S ZONING ORDINANCE NO. 05-20; REZONING A TRACT OF LAND CONSISTING OF 1.991 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 RETAIL (R) IS HEREBY REZONED AND PLACED IN THE ZONING CLASSIFICATION OF PLANNED DEVELOPMENT- DOWNTOWN RETAIL (PD-DTR); 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 and Ordinance No. 04-99 should be amended; and WHEREAS, the Town of Prosper, Texas (“Prosper”) has received a request from Prosper Montessori Academy (“Applicant”) to rezone 1.991 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. 04-99. Zoning Ordinance No. 05-20 is amended as follows: The zoning designation of the below-described property containing 1.991 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-Downtown Retail (PD-DTR). The property as a whole and the boundaries for Item 9 Ordinance No. 15-__, Page 2 each zoning classification are more particularly described in Exhibits “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 conceptual development plans, attached hereto as Exhibit " D"; 4) the development schedule, attached hereto as Exhibit "E"; 5) the conceptual elevations, attached hereto as Exhibit “F”; and 6) the conceptual landscape plans, attached hereto as Exhibit “G”, 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. 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 Item 9 Ordinance No. 15-__, Page 3 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 26TH DAY OF MAY, 2015. ______________________________ Ray Smith, Mayor ATTEST: _________________________________ Robyn Battle, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Item 9 Item 9 EXHIBIT B PROSPER MONTESSORI ACADEMY STATEMENT OF INTENT AND PURPOSE Prosper Montessori Academy is intended to be a high quality, family oriented Montessori school to serve the surrounding community. To provide high quality children’s education thru Montessori schooling system is one of our prime goals. Item 9 -Exhibit C- Planned Development Standards Conformance with the Town’s Zoning Ordinance and Subdivision Ordinance: Except as otherwise set forth in these Development Standards, the regulations of the Town’s Zoning Ordinance (Ordinance No. 05-20 as it exists or may be amended) and the Subdivision Ordinance (as it exists or may be amended) shall apply. A.1 Except as noted below, the Tract shall develop in accordance with the Downtown Retail District, as it exists or may be amended. A.2 Uses. Uses shall be permitted in accordance with the Downtown Retail District with the exception that only the following uses shall be permitted by right: 1. Child Day Care Center A.3 General Standards 1. The design and development of the site shall conform to the attached Concept Plan (Exhibit D), Concept Elevations (Exhibit F), and Concept Landscape Plans (Exhibit G). 1 Item 9 Item 9 Item 9 EXHIBIT E PROSPER MONTESSORI ACADEMY DEVELOPMENT SCHEDULE It is anticipated that the construction of the Prosper Montessori Academy will begin in summer 2015. The whole project will be built in two phases. Phase one will be about 15,000 SF building and phase two will be 5,000 SF building. Construction of second phase will start after the first phase of the building is fully occupied. Item 9 Item 9 Item 9 Item 9 Item 9 Item 9 Page 1 of 3 To: Mayor and Town Council From: John Webb, AICP, Director of Development Services Through: Harlan Jefferson, Town Manager Re: Town Council Meeting – May 26, 2015 Agenda Item: Conduct a Public Hearing, and consider and act upon an ordinance establishing a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway. The property is zoned Planned Development-47 (PD-47). (S15-0003). Description of Agenda Item: The zoning and land use of the surrounding properties are as follows: Zoning Current Land Use Future Land Use Plan Subject Property Planned Development- 47-Commercial Corridor Undeveloped Land Tollway District North Planned Development- 47-Commercial Corridor Undeveloped Land Tollway District East Planned Development- 47-Commercial Corridor Undeveloped Land Tollway District South City of Frisco – Planned Development-216-Mixed Use Undeveloped Land City of Frisco- Mixed Use Non-Residential West Planned Development- 43-Commercial Corridor and Specific Use Permit- 9 for Automobile Sales Undeveloped Land 380 District Requested Zoning – S15-0003 is a request for a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway. The property is zoned Planned Development-47 (PD-47). In conjunction with the proposed Helistop for Texas Health Resources, the applicant is proposing to adopt a conceptual layout (Exhibit B) and architectural renderings (Exhibit D). The attached Exhibit B shows the proposed layout which will ultimately consist of 122,500 square feet of medical office and clinic uses and 481 parking Prosper is a place where everyone matters. PLANNING Item 10 Page 2 of 3 spaces, which will be constructed in multiple phases. The first phase of development will consist of 65,000 square feet of clinical and medical office space and approximately 300 parking spaces to accommodate the development. The attached Exhibit D shows the architectural renderings of the building, which primarily consists of tilt wall, stone, and an aluminum canopy wall panel system. The elevations meet the minimum requirements of the Zoning Ordinance. While the proposed medical office and clinic facility is permitted by right within PD-47, the proposed Helistop use requires approval of an SUP. The Helistop is proposed to be located on the north side of the building and will meet all Federal Aviation Administration (FAA) regulations. The Zoning Ordinance contains four criteria to be considered in determining the validity of a SUP request. These criteria, as well as staff’s responses for each, are below: 1. Is the use harmonious and compatible with its surrounding existing uses or proposed uses? Currently, the surrounding properties are undeveloped. The northern, eastern, and western surrounding properties are zoned PD for Commercial Corridor uses, and the western adjacent property has a Specific Use Permit for automobile sales. The northern and eastern surrounding properties are designated as the Tollway District on the Future Land Use Plan, and the western adjacent property is designated as the US 380 District on the Future Land Use Plan. The property to the south is located in the City of Frisco. The Commercial Corridor Zoning District, and the Tollway and US 380 Districts of the Future Land Use Plan include a wide range of anticipated uses, including, but not limited to hotels, mid-rise offices, mixed use developments, and other high-intensity commercial uses. In general, the proposed Helistop is harmonious and compatible with the surrounding existing and proposed uses. 2. Are the activities requested by the applicant normally associated with the requested use? The Helistop is normally associated with a hospital facility. 3. Is the nature of the use reasonable? The property is zoned Planned Development-47 for Commercial Corridor uses; the Future Land Use Plan recommends Tollway District uses for the property. Hospital uses are permitted by right on the property, and the proposed Helistop use is a typical incidental use; therefore, the nature of a Helistop is reasonable. 4. Has any impact on the surrounding area been mitigated? The proposed Helistop will be located on the northern portion of the property. The site will meet the required buffering and landscaping requirements along the perimeter of the property. The proposed Helistop is harmonious and compatible with the surrounding existing and proposed uses as designated by the Zoning Map and the Future Land Use Plan; therefore this request satisfies the Town’s criteria for SUP approval. Future Land Use Plan – The Future Land Use Plan recommends Tollway District uses for the property. In addition, the property has frontage along the US 380 corridor. For both the Tollway District and the US 380 corridor, the Comprehensive Plan anticipate more intense commercial land uses along the corridor; therefore the medical and clinical office uses, and associated Helistop conforms to the Future Land Use Plan. Item 10 Page 3 of 3 Conformance to the Thoroughfare Plan – The property has direct access to US 380, an existing major thoroughfare, and Mahard Parkway, a future four-lane divided thoroughfare. The SUP exhibit complies with the Thoroughfare Plan. Water and Sanitary Sewer Services – Water service have been extended to the property; sanitary sewer will have to be extended to the property prior to, or with development. Access – Access to the property will be provided from US 380 and the future Mahard Parkway. Adequate access will be provided to the property. Schools – This property is located within the Prosper Independent School District (PISD). It is not anticipated that a school site will be needed on this property. Parks – It is not anticipated that this property will be needed for the development of a park. Environmental Considerations – There is no 100-year floodplain located on the property. Legal Obligations and Review: Zoning is discretionary. Therefore, the Town Council is not obligated to approve the request. Notification was provided to neighboring property owners as required by state law. Town staff has not received any Public Hearing Notice Reply Forms. The attached ordinance is a standard format that was previously approved by the Town Attorney, Terrence Welch of Brown & Hofmeister, L.L.P. Attached Documents: 1. Zoning map of surrounding area 2. Ordinance Planning & Zoning Commission Recommendation: At the May 6, 2015, meeting, the Planning & Zoning Commission recommended the Town Council approve the request for a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway, by a vote of 6-0. Town Staff Recommendation: Town staff recommends approval of an ordinance establishing a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway. Proposed Motion: I move to approve an ordinance establishing a Specific Use Permit for a Helistop, on 10.5± acres, located on the northeast corner of US 380 and future Mahard Parkway. Item 10 US 380 CR 26MAHARD PKWYW UNIVERSITY DR CCPD-43S-9 CCPD-47 SFPD-65 CCPD-43 SF-15 A A S15-0003 ±0 150 300 Feet 1 inch = 300 feet Item 10 TOWN OF PROSPER, TEXAS ORDINANCE NO. 15-__ AN ORDINANCE AMENDING PROSPER’S ZONING ORDINANCE NO. 05-20; GRANTING A SPECIFIC USE PERMIT (SUP) FOR A HELISTOP, LOCATED ON A TRACT OF LAND CONSISTING OF 10.445 ACRES, MORE OR LESS, SITUATED IN THE COLLIN COUNTY SCHOOL LAND SURVEY, ABSTRACT NO. 147, IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS; 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 Texas Health Resources (“Applicant”) for a Specific Use Permit (SUP) to allow for a Helistop on a tract of land zoned Planned Development-47 (PD-47), consisting of 10.445 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 being particularly being described in Exhibit “A,” attached hereto and incorporated herein for all purposes; 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 to grant a Specific Use Permit (SUP) have been given in the manner and form set forth by law, public hearings have been held, and all other requirements of notice and completion of such procedures have been fulfilled; and WHEREAS, the Town Council has further investigated into and determined that it will be advantageous and beneficial to the Town of 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 Specific Use Permit Granted. Zoning Ordinance No. 05-20 is amended as follows: Applicant is granted a Specific Use Permit (SUP) to allow the operation of a Helistop, on a tract of land zoned Planned Development-47 (PD-47), consisting of 10.445 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 being particularly being described in Exhibit “A,” attached hereto and incorporated herein for all purposes as if set forth verbatim. Item 10 Ordinance No. 15-__, Page 2 The property shall continue to be used in a manner consistent with the conditions expressly stated in the conceptual development plan, attached hereto as Exhibit “B,” and the conceptual elevations, attached hereto as Exhibit “D,” which is incorporated herein for all purposes as if set forth verbatim. Except as amended by this Ordinance, the development of the Property within this Specific Use Permit (SUP) 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 (3) 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 10 Ordinance No. 15-__, 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 26TH DAY OF MAY , 2015. ______________________________ Ray Smith, Mayor ATTEST: _________________________________ Robyn Battle, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Item 10 TxDOT AMON bears 6ƒ : 551.50'6ƒ : CHAIN LINK FENCE METAL BUILDING 5.0' 5.2' CONCRETE CONCRETE PORTION OF MSW PROSPER 380, L.P. CC #20130011000054790 POINT OF BEGINNING Y-C NURSERIES, INC. CC #20090825001068300 FIVE SAC SELF-STORAGE CORP. VOLUME 4762, PAGE 1011 DALH-PROSPER LLC CC#20141104001205930 BM #1 - " " CUT EL=618.66' BM #2 - "X" CUT EL=623.81' 1/2" CIRF CM 5/8" CIRF CM (BASIS OF BEARINGS)U.S. HIGHWAY 380 (VARIABLE WIDTH RIGHT-OF-WAY)3'x5' CONCRETE STORM BOX 3'x5' CONCRETE STORM BOX 15' COSERV EASEMENT VOLUME 468, PAGE 98 CC #20060620000840880 75' WATER PIPELINE EASEMENT (TRACT 1) VOLUME 5018, PAGE 2426 50' PERMANENT PIPELINE EASEMENT VOLUME 6077, PAGE 1639 15' WATER EASEMENT CC #20111011001085720 80' INGRESS/EGRESS EASEMENT CC #20130114000054790 6ƒ : 100.12' 1/2" IRF 1/2" CIRF "4117" 1/2" IRF 1/2" CIRF IRS IRS750.00'1ƒ (595.00'6ƒ (IRS L1 L2L3C2177.06'1ƒ (IRS IRS IRS IRS IRS IRS REMAINDER OF MSW PROSPER 380, L.P. CC #20130011000054790 C1LINE TABLE LINE # L1 L2 L3 BEARING 1ƒ : 1ƒ : 1ƒ : DISTANCE 35.37' 72.16' 88.23' CURVE TABLE NO. C1 C2 DELTA ƒ  ƒ  RADIUS 856.00' 1,135.00' LENGTH 52.86' 185.67' CH. L 52.86' 185.46' CH. B 1ƒ ( 1ƒ ( 1ƒ ( 99.57' NO ADDRESS AVAILABLE NO BUILDINGS 10.445 ACRES (454,970 SQ. FT.) 6ƒ : 93.05' PROPOSED RIGHT-OF-WAY AREA TABLE TRACT GROSS LESS ESMTS. NET SQ. FT. 454,970 75,294 379,675 ACRES 10.445 1.729 8.716 445 FEET RESTRICTION (See Schedule "B" item 10g)445.00'+/-ERNEST A MAHARD JR COLLIN COUNTY SCHOOL LAND #12 SURVEY, SHEET 6, TRACT 34 ERNEST A MAHARD JR COLLIN COUNTY SCHOOL LAND #12 SURVEY, SHEET 6, TRACT 31 WRC FRISCO 380 PARTNERS LP COLLIN COUNTY SCHOOL LAND #12 SURVEY, SHEET 6, TRACT 32 6ƒ:“COLLIN COUNTY SCHOOL LAND SURVEY,ABSTRACT NO. 147CITY OF PROSPERCOLLIN COUNTY, TEXASTEXAS HEALTH RESOURCES612 E. LAMAR BOULEVARD, 10TH FLOORARLINGTON, TEXAS 7601168001.0A - SUP ExhibitA10.09.131" = 100'FLOOD NOTE According to the Federal Emergency Management Agency, Flood Insurance Rate Map Community Panel No. 48085C0230J, dated June 2, 2009, this property is within Flood Zone X. Zone X - Areas determined to be outside the 0.2% annual chance floodplain. (Areas determined to be outside the 500-year floodplain.) This flood statement does not imply that the property and/or the structure thereon will be free from flooding or flood damage. On rare occasions, greater floods can and will occur and flood heights may be increased by man-made or natural causes. This flood statement shall not create liability on the part of the surveyor.68001.00Date :Scale :File :Project No. :G:\680\01\0A\ENGINEERING\Exhibits\68001.0A - SUP Exhibit A.dwgTexas Engineers Registration No. 89Texas Surveyors No. 100866-00 Expires 12/31/2013COPYRIGHT ¤2013, Winkelmann & Associates, Inc.No.DATEREVISIONScale 1" = 100' ABBREVIATION LEGEND ABBR. DEFINITION IRF IRON ROD FOUND IRS 1/2" IRON ROD SET w/CAP STAMPED "W.A.I." CIRF IRON ROD FOUND w/CAP XCS "X" CUT IN CONCRETE SET XCF "X" CUT IN CONCRETE FOUND PKS PK NAIL SET PKF PK NAIL FOUND AMON ALUMINUM MONUMENT PP POWER POLE GW GUY WIRE MH MANHOLE WV WATER VALVE TP TELEPHONE PEDESTAL WM WATER METER FH FIRE HYDRANT ICV IRRIGATION CONTROL VALVE CO CLEANOUT AC AIR CONDITIONER SB SIGNAL BOX SP SIGNAL POLE SN SIGN SS SANITARY SEWER SW STORM SEWER TPAD TRANSFORMER PAD GM GAS METER GMK GAS MARKER TMK TELEPHONE MARKER TSN TRAFFIC SIGN UGC UNDERGROUND CABLE MARKER EB ELECTRIC BOX EM ELECTRIC METER CC# COUNTY CLERK'S INSTRUMENT No. CM CONTROLLING MONUMENT GI GRATE INLET IN INLET HC HANDICAPPED MP METAL POST MB MAIL BOX BILLB BILLBOARD GL GROUND LIGHT LP LIGHT POLE 0'100'200'50' PROPERTY DESCRIPTION STATE OF TEXAS † COUNTY OF COLLIN † BEING a tract of land situated in the COLLIN COUNTY SCHOOL LAND SURVEY, ABSTRACT NO. 147, City of Prosper, Collin County, Texas, being part of a tract of land described in deed to MSW Prosper 380, L.P. as recorded in County Clerk's Instrument No. 20130011000054790, Official Public Records, Collin County, Texas, and being more particularly described as follows: %(*,11,1*DWDLQFKLURQURGZLWKDUHGSODVWLFFDSVWDPSHG³:$,´VHWIRUFRUQHURQWKH1RUWKULJKWRIZD\RI8 S. Highway 380, a variable width right-of-way, said point being North 89 deg 57 min 04 sec East, 99.57 feet from a LQFKLURQURGZLWKDSODVWLFFDSVWDPSHG³´IRXQGIRUWKH6RXWKHDVWFRUQHURIDWUDFWRIODQGGHVFULEHGLQGHHGWR Prosper Partners, L.P., as recorded in County Clerk's Instrument No. 20080303000247320, Official Public Records, Collin County, Texas; THENCE departing said North right-of-way of U. S. Highway 380, over and across said MSW Prosper 380 tract, the following courses and distances: 1RUWKGHJPLQVHF:HVWDGLVWDQFHRIIHHWWRDLQFKLURQURGZLWKDUHGSODVWLFFDSVWDPSHG³:$,´ set for corner; North 00 deg 02 min 47 sec West, a distance of 72.16 feet to the beginning of a non-tangent curve to the right having a radius of 856.00 feet, a central angle of 03 deg 32 min 18 sec, a chord bearing of North 01 deg 43 min 22 sec East, and a chord length of 52.86 feet; Along said non-tangent curve to the right, an arc distance of 52.86 feet to a 1/2-inch iron rod with a red plastic cap VWDPSHG³:$,´VHWIRUFRUQHU North 00 deg 17 min 54 sec West, a distance of 88.23 feet to the beginning of a non-tangent curve to the left having a radius of 1,135.00 feet, a central angle of 09 deg 22 min 22 sec, a chord bearing of North 05 deg 08 min 04 sec East, and a chord length of 185.46 feet; $ORQJVDLGQRQWDQJHQWFXUYHWRWKHOHIWDQDUFGLVWDQFHRIIHHWWRDLQFKLURQURGZLWKDUHGSODVWLFFDSVWDPSHG³:$,´ set for corner; 1RUWKGHJPLQVHF(DVWDGLVWDQFHRIIHHWWRDLQFKLURQURGZLWKDUHGSODVWLFFDSVWDPSHG³:$,´VHWIRU corner; North 89 deg 57 min 04 sec East, over and across said MSW Prosper 380 tract, a distance of 750.00 feet to a 1/2-inch iron rod with a UHGSODVWLFFDSVWDPSHG³:$,´VHWIRUFRUQHU 6RXWKGHJPLQVHF(DVWDGLVWDQFHRIIHHWWRDLQFKLURQURGZLWKDUHGSODVWLFFDSVWDPSHG³:$,´VHWIRUFRUQHU on said North right-of-way of U. S. Highway 380; THENCE along said North right-of-way of U. S. Highway 380 and the South line of said MSW Prosper 380 tract, the following courses and distances: South 89 deg 57 min 04 sec West, a distance of 93.05 feet to a point for corner from which an aluminum TxDOT monument found bears South 26 deg 48 min 04 sec West, a distance of 0.36 feet; South 87 deg 05 min 19 sec West, a distance of 100.12 feet to a 1/2-inch iron rod found for corner; THENCE South 89 deg 57 min 04 sec West, continuing along said North right-of-way of U. S. Highway 380, a distance of 551.50 feet to the POINT OF BEGINNING. CONTAINING within these metes and bounds 10.445 acres or 454,970 square feet of land, more or less. Bearings shown hereon are based upon an on-the-ground Survey performed in the field on the 8th day of October, 2013, utilizing a G.P.S. measurement using the Geoshack VRS Network of South 00 deg 10 min 41 sec West, along the most southerly east line of the MSW Prosper 380, L.P. Tract, recorded in County Clerk's File No. 20130011000054790, Official Public Records, Collin County, Texas. BENCH MARKS: BM #1 - " " cut at the centerline of a concrete headwall located on the south VLGHRI86+LJKZD\“IHHWVRXWKRIWKHVRXWKZHVWSURSHUW\FRUQHU ELEVATION - 618.66 feet BM #2 - "X" cut at the centerline of a concrete headwall located on the north VLGHRI86+LJKZD\“IHHWVRXWKHDVWRIWKHVRXWKHDVWSURSHUW\ corner. ELEVATION - 623.81 feet SURVEYOR'S CERTIFICATION To: MSW Prosper 380, L.P., a Texas limited partnership, Texas Health Resources, a Texas non-profit, corporation, Republic Title of Texas, Inc., Jackson Walker L.L.P. and First American Title Insurance Company This is to certify that this map or plat and the survey on which it is based were made in accordance with the 2011 Minimum Standard Detail Requirements for ALTA/ACSM Land Title Surveys, jointly established and adopted by ALTA and NSPS, and includes Items 1, 2, 3, 4, 5, 7(a), 7(b)(1), 8, 9, 11(a), and 13 of Table A thereof. The field work was completed on October 08, 2013. ________________________________________________________________________ Leonard J. Lueker (Original signature in red ink) Registered Professional Land Surveyor Texas Registration No. 5714 Winkelmann & Associates, Inc. 6750 Hillcrest Plaza Drive, Suite 325 Dallas, Texas 75230 (972) 490-7090 l.lueker@winkelmann.com Please note that the use of the word "CERTIFY" or "CERTIFICATE" used hereon constitutes an expression of professional opinion regarding those facts or findings which are the subject of the certification, and does not constitute a warranty or guarantee, either expressed or implied. SCHEDULE "B" NOTES Items corresponding to the Commitment for Title Insurance issued July 28, 2014 by First American Title Insurance Company bearing an effective date of July 17, 2014, GF# 1002-72577-RTT. 1. Restrictive covenants contained in deed recorded in CC #2014____________, Real Property Records, Collin County, Texas. 2-10c. Intentionally omitted, by Surveyor 10d. Easement granted by M.C. Wells and wife, M.E. Wells to Lone Star Gas Company, filed 06/01/1916, recorded in Volume 193, Page 683, Official Public Records, Collin County, Texas. As affected by Partial Release of Easement filed 04/04/1973, recorded in Volume 860, Page 469, Official Public Records, Collin County, Texas. (Affect the Subject Property as shown.) 10e. Easement granted by A. F Mize and Annie Ray Mize, his wife to Denton County Electric Cooperative, Inc., flied 03/18/1953, recorded in Volume 468, Page 98, Official Public Records, Collin County, Texas. As affected by Agreement Defining Area Embraced Within Easement filed 06/20/2006, recorded In CC #20060620000840880, Official Public Records, Collin County, Texas. (Affects the subject property, as shown) 10f.Easement granted by The Buckle Trust to the City of Irving, flied 10/05/2001, recorded in Volume 5018, Page 2426, Official Public Records, Collin County, Texas. (Affects the subject property, as shown) 10g. Easement granted by The Buckle Trust to Energy Transfer Fuel, LP, filed 01/04/2006, recorded in Volume 6077, Page 1639, Official Public Records, Collin County, Texas. (Affects the subject property, as shown) *SEE NUMBERS 3 AND 4 ABOVE FOR SPECIFICS 10h. Easement granted by 110 Prosper Property, L.P. to the Town of Prosper, filed 10/11/2011, recorded In CC #20111011001085720, Official Public Records, Collin County, Texas. (Affects the subject property, as shown) 10i. Easement reserved in Deed from 110 Prosper Property, LP. to MSW Prosper 380, L.P. filed 01/14/2013, recorded in CC #20130114000054790, Official Public Records, Collin County, Texas. (Affects the subject property, as shown) 10j. Title to all oil, gas and other minerals in, under and that may be produced from the land, together with all rights, privileges, and immunities relating thereto, all of such interests, to the extent not previously reserved or conveyed, being reserved or conveyed in instrument filed __/__/2014, recorded in CC #2014___________, Real Property Records, Collin County, Texas. 10k. Intentionally omitted 10l. Repurchase Right contained in Special Warranty Deed filed __/__/2014, CC #2014________, Real Property Records, Collin County, Texas. The Surveyor has not abstracted the record title and/or easements of the subject property. The Surveyor prepared this survey with the benefit of a title commitment described above and assumes no liability for any easements, right-of-way dedications or other title matters affecting the subject property which may have been filed in the Official Public records but are not disclosed in said title commitment.110/24/13ADDED ESMTS AND TITLE25/5/14 ADDED PROPOSED RIGHT-OF-WAY3 5/20/14TITLE COMMENTS3. Grantor plans to pave a certain portion of the Easement, therefore Grantee and Grantee's successors and assigns, shall offset and construct the pipeline as close to the western boundary of the Easement as is practicable. All future replacement pipelines shall be located as close to the western boundary of the Easement as is practicable as well. However, it is understood between Grantor and Grantee that Grantee shall not be required to offset the southernmost 445 linear feet of pipe. Grantee's right of ingress and egress shall be limited to entering the said Easement from gates connecting adjacent landowner tracts for laying, constructing, operating, maintaining, inspecting, repairing, patrolling the pipeline or any other purpose to access the pipeline. Grantee's access shall be confined to the said Easement and not on the adjacent lands of the Grantor. Grantee shall not have any further right of ingress or egress over the Grantor's land. 4. Grantor, its successors and assigns, hereby reserve, retain and except the rights to the following: a. Grantor shall be allowed to pave up to and into twenty feet (20') of the Easement, but shall not ,pave over the pipeline except at road, sidewalk, pathway and other thoroughfare crossings. However, Grantor shall only be allowed to pave up to and into fifteen feet (15') of the Easement on the southernmost 445 linear feet of the pipeline. Grantor agrees to incorporate inspection inserts to facilitate leak surveys on concrete and asphalt paving. Grantor agrees that concrete paving must incorporate an expansion joint at the easement boundary to facilitate Grantor's access to the pipeline if necessary; b. Grantor shall be allowed to cross the Easement with roads, driveways, alley ways and other thoroughfares. c. Grantor shall be allowed to gravel the entire easement to include directly over the pipeline; d. Grantor may at its own risk, store its materials and emplace storage facilities within the Easement; e. Grantor may cross the Easement with other utilities including, but not limited to wastewater, electric, storm water, natural gas, fiber optics, telephone and other utility service lines or pipelines; f. Grantor shall be allowed to landscape within the Easement to include emplacing sidewalks and other pathways at Grantor's own risk.407/24/14ADDRESSED NEW TITLE AND COMMENTSSPECIFICS FOR SCHEDULE "B" ITEM 10G (AFFECTS THR)508/05/14ADDED RESTRICTIONVICINITY MAP NOT TO SCALE W PROSPER TRAIL W. FIRST ST MAHARDPKWYDALLAS PKWYHARPERPROSPER PARVIN FRONTIER PKWY HIGHWAY 380 SITE SUP EXHIBIT A S15-0003SUP-1.0 NOTE: THE THOROUGHFARE ALIGNMENTS SHOWN ON THIS EXHIBIT ARE FOR ILLUSTRATION PURPOSES AND DOES NOT SET THE ALIGNMENT. THE ALIGNMENT IS DETERMINED AT TIME OF FINAL PLAT. Item 10 ¤03 - 23 - 2015 100500 25 Item 10 LEVEL 01100' - 0"LEVEL 02116' - 0"LEVEL 03 ROOF130' - 0"LEVEL 02 PARAPET121' - 0"LEVEL 03 PARAPET133' - 9"CONCRETE TILT WALL,CAEN STONE,BISCUIT AT ACCENT PANELSWINDOW WALL,WHITE MULLIONS,WARM GRAY GLAZINGALUMINUM COMPOSITEWALL PANEL SYSTEM (CANOPIES),BNT WHITESTONE MASONRY VENNER, AUSTIN GOLD LIMESTONECAST STONE CAP, COLOR TO MATCH LIMESTONECONCRETE TILT WALL,CAEN STONEWINDOW WALL,WHITE MULLIONS,WARM GRAY GLAZINGALUMINUM COMPOSITEWALL PANEL SYSTEM,BNT WHITESPANDREL GLAZING,WARM GRAYCAST STONE CAP,COLOR TO MATCH LIMETSONESTONE MASONRY VENEER,AUSTIN GOLD LIMESTONEALUMINUM COMPOSITEWALL PANEL SYSTEM,BNT WHITEEAST ELEVATION MATERIALS:GROSSAREA = 6,772DOORS/WINDOWS = 919 SFNET AREA= 5,601100%STONE= 1,644 SF 29%TILT WALL = 3,561 SF 64%ALUMINUM = 396 7%MATERIAL CALCULATION TABLE226'-7"ARTICULATED PARAPET CAP, TYPICALLEVEL 01100' - 0"LEVEL 02116' - 0"LEVEL 03 ROOF130' - 0"LEVEL 02 PARAPET121' - 0"LEVEL 03 PARAPET133' - 9"LOUVERED SUNSHADEASSEMBLYCAST STONE CAP,COLOR TO MATCH LIMESTONESTONE MASONRY VENEER,AUSTIN GOLD LIMESTONEWINDOW WALL,WHITE MULLIONS, WARM GRAY GLAZINGCONCRETE TILT WALLCAEN STONE, BISCUIT AT ACCCENT PANELWINDOW WALL,WHITE MULLIONS, WARM GRAY GLAZINGCONCRETE TILT WALL,CAEN STONEALUMINUM COMPOSITEWALL PANEL SYSTEM (CANOPY),BNT WHITEALUMINUM COMPOSITEWALL PANEL SYSTEM (CANOPY),BNT WHITEAUTOMATIC SLIDING DOORSCONCRETE TILT WALL,CAEN STONEEXPANSION JOINTBUILDING SIGNAGE LOCATION, 30 SFNORTH ELEVATION MATERIALS:GROSS AREA = 13,880 SFDOORS/WINDOWS = 1,654 SFNET AREA= 12,226100%STONE= 2,445 SF 20%TILT WALL = 9781 SF 80%MATERIAL CALCULATION TABLE507'-9"APPROXIMATE LOCATION OFMECHANICAL EQUIPMENTAPPROXIMATE LOCATION OFMECHANICAL EQUIPMENTREVEALS, TYPICALMRI KNOCK-OUT PANELARTICULATED PARAPET CAP, TYPICALREVEALSTONE MASONRY VENEER,AUSTIN GOLD LIMESTONELEVEL 01100' - 0"LEVEL 02116' - 0"LEVEL 03 ROOF130' - 0"LEVEL 02 PARAPET121' - 0"LEVEL 03 PARAPET133' - 9"SPANDREL GLAZING,WARM GRAYAUTOMATIC SLIDING DOORSALUMINUM COMPOSITEWALL PANEL SYSTEM (CANOPY),BNT WHITECAST STONE CAPSUNSHADE ASSEMBLYSTONE MASONRY VENEERSTONE MASONRY VENEER COLUMNALUMINUM COMPOSITE WALLPANEL SYSTEM (BEAM), BNT WHITEWINDOW WALL,WHITE MULLIONS, WARM GRAY GLAZINGAUTOMATIC SLIDING DOORSSTONE MASONRY VENEER WALL,AUSTIN GOLD LIMESTONEALUMINUM COMPOSITE WALL PANEL SYSTEM,BNT WHITESTOREFRONT DOORSCONCRETE TILT WALL, CAEN STONEWINDOW WALL,WHITE MULLIONS,WARM GRAY GLAZINGSTOREFRONT DOORSCAST STONE CAP,COLOR TO MATCH LIMESTONESTONE MASONRY VENEER,AUSTIN GOLD LIMESTONELOUVEREDSUNSHADE ASSEMBLYCOLUMNEXPANSION JOINTSUNSHADE ASSEMBLYSTONE MASONRY VENEER,AUSTIN GOLD LIMESTONECAST STONE CAP,COLOR TO MATCH LIMESTONEBULIDING SIGNAGE LOCATION,125 SFBULIDING SIGNAGE LOCATION,125 SFBUILDING SIGNAGELOCATION, 35 SFSOUTH ELEVATION MATERIALS:GROSSAREA = 13,697 SFDOORS/WINDOWS = 4,861 SFNET AREA=  8,836 SF100%STONE= 4,571 SF 52%TILT WALL = 3,791 SF 43%ALUMINUM = 474 SF 5%MATERIAL CALCULATION TABLE507'-9"REVEALS, TYPICALARTICULATED PARAPET CAP, TYPICALLEVEL 01100' - 0"LEVEL 02116' - 0"LEVEL 03 ROOF130' - 0"LEVEL 02 PARAPET121' - 0"LEVEL 03 PARAPET133' - 9"CAST STONE CAP,COLOR TO MATCH LIMESTONESTONE MASONRY VENEER,AUSTIN GOLD LIMESTONEWINDOW WALL,WHITE MULLIONS, WARM GRAY GLAZINGALUMINUM COMPOSITEWALL PANEL SYSTEM,BNT WHITESTONE MASONRY VENEER,AUSTIN GOLD LIMESTONECAST STONE CAP,COLOR TO MATCH LIMESTONECONCRETE TILT WALL,CAEN STONELOUVERED SUNSHADE ASSEMBLYCOLUMNWEST ELEVATION MATERIALS:GROSS AREA = 6,133 SFDOORS/WINDOWS = 1,100 SFNET AREA= 5,033 SF100%STONE= 1,213 SF 24%TILT WALL = 3,318 SF 66%ALUMINUM = 502 SF 10%MATERIAL CALCULATION TABLE226'-7"ARTICULATED PARAPET CAP, TYPICALREVEALTEXAS HEALTH -INTEGRATED HEALTHCAMPUSPROSPER, TEXAS04.29.2015U.S. HIGHWAY 380BLOCK A, LOT 1COLLIN COUNTY SCHOOL LAND #12TOWN OF PROSPERCOLLIN COUNT, TEXASTEXAS HEALTH RESOURCES612 E. Lamar Blvd, Ste. 200, Arlington,TX 76011682.236.6506 (TEL)682.236.7124 (FAX) 1" = 20'-0"01EAST ELEVATION 1" = 20'-0"02NORTH ELEVATION 1" = 20'-0"04SOUTH ELEVATION - FRONT FACADE 1" = 20'-0"03WEST ELEVATIONSUP EXHIBIT DNOTES:1. This Facade Plan is for conceptual purposes only. All building plans require review and approval from the BuildingInspections Department2. All mechanical equipment shall be screened from public view in accordance with the Zoning Ordinance3. When permitted, exposed utility boxes and conduits shall be painted to match the building4. All signage areas and locations are subject to approval by the Building Inspections Department5. Windows shall have a maximum exterior visible reflectivity of ten (10) percentCOLORS BY MATERIAL:1. ALUMINUM COMPOSITE WALL PANEL SYSTEM - BNT WHITE2. STONE MASONRY VENEER - AUSTIN GOLD LIMESTONE3. CAST STONE - MATCH LIMESTONE COLOR4. CONCRETE TILT WALLMAIN COLOR: CAEN STONEACCENT COLOR: BISCUIT5. WINDOW WALLMULLIONS: WHITE TO MATCH BNT WHITEGLAZING: WARM GRAY (VISION AND SPANDREL GLAZING)NORTHBUILDING OUTLINEItem 10 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 – May 26, 2015 Agenda Item: Consider and act upon approving a Lease Agreement between Sarah Nell Templin and the Town of Prosper, related to the property located at 108 and 110 W. Broadway; and authorizing the Town Manager to execute same. Description of Agenda Item: The Town of Prosper has been leasing the property located at 108 and 110 W. Broadway to accommodate the Police Department, Municipal Court, and Council Chambers for several years. However, the last lease agreement has expired. The Town has paid base rent of $1,995.51 per month since April of 2011, with no price increases imposed. A new lease has been proposed as follows:  initial three-year term beginning June 1, 2015, with two optional one-year renewal periods;  $2,750.00 per month base rent, with a 5% annual increase;  $50.00 per month in additional rent for utility services (water and sewer), based on the previous 12-month period average, and will be re-assessed annually; and  one-time reimbursement in the amount of $2,934.38 for unpaid utilities. Cost comparisons were conducted for alternative solutions. After review of the available options, staff has determined that it is in the Town's best interest to enter into a new lease for the current property located at 108 and 110 W. Broadway. Budget Impact: The total cost for the remainder of FY 2014-2015 is $14,134.38, which consists of $11,000.00 for the base rent, $200.00 for utility services, and a one-time reimbursement of $2,934.38 for unpaid utilities. Partial funds are available in Municipal Court Rental Expenses (10-5310-70). However, there is a projected $7,000.00 shortage that will be addressed in the next budget amendment. The annual cost for the first year of the lease is $33,000.00, with a 5% increase annually thereafter. Subsequent annual expenditures will be subject to appropriations granted in future fiscal years. Prosper is a place where everyone matters. FINANCE Item 11 Page 2 of 2 Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the Lease Agreement as to form and legality. Attached Documents: 1. Lease Agreement Town Staff Recommendation: Town staff recommends the Town Council approve a Lease Agreement between Sarah Nell Templin and the Town of Prosper, related to the property located at 108 and 110 W. Broadway; and authorizing the Town Manager to execute same. Proposed Motion: I move to approve a Lease Agreement between Sarah Nell Templin and the Town of Prosper, related to the property located at 108 and 110 W. Broadway; and authorize the Town Manager to execute same. Item 11 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Attachment 1 Page 1 of 3 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 – May 26, 2015 Agenda Item: Consider and act upon authorizing the Town Manager to execute an agreement between the Town of Prosper, Texas, and Randall Scott Architects, related to architectural and engineering design services for a Town Hall/Multi-Purpose Facility; and authorizing use of the construction manager at risk contracting method for construction. Description of Agenda Item: The Town requested Statements of Qualifications (SOQ) from qualified firms, to provide professional Architectural and Engineering Design Services, relating to the conceptual design and planning of a new Town Hall/Multi-Purpose Building. The project was anticipated to be split into a needs assessment phase and a design services phase. The Town received eight responses by the due date and time (January 3, 2014, at 2:00 p.m.). Firms were required to submit information in order to facilitate evaluation based on the following criteria: 1. firm's overall ability to meet the Town's objectives; 2. experience; 3. professional qualifications of individuals assigned to the project; and 4. references. The evaluation committee was comprised of eight staff members representing Administration, Finance, Human Resources, and Development and Community Services. The evaluation committee scored each submittal in accordance with the evaluation criteria as stated above, to determine the total points for each firm. Based on the initial scores, the evaluation committee further reviewed the three top-ranked firms. After additional discussions with references, researching change order histories, and conducting interviews, the committee re-ranked the three top-ranked firms. The first agreement for the needs assessment phase was approved at the April 8, 2014, Town Council meeting. Brinkley Sargent Architects was selected from the three top-ranked firms and has completed the needs assessment. After the completion of the needs assessment, the Town decided to negotiate a separate agreement for the design services phase of the project with a different architect which was also selected from the three top-ranked firms. The proposed design services agreement with Randall Scott Architects includes the architectural, structural and MEP (mechanical, electrical, and plumbing) design of the building, engineering services for Prosper is a place where everyone matters. DEVELOPMENT AND COMMUNITY SERVICES Item 12 Page 2 of 3 the on-site improvements, interior design, and necessary consultants to assist with acoustical, technology and library design. In addition, staff recommends using the construction manager at risk contracting method for construction of the Town Hall/Multi-Purpose Facility, in order to obtain a qualified Construction Manager, and the proposal that offers the best value to the Town. Budget Impact: At the March 31, 2015, Town Council Work Session, an overall budget of approximately $17,000,000 for the Town Hall/Multi-Purpose Facility was discussed and presented as follows:  Construction of Facility, On-Site and Off-Site Improvements: $ 14,536,570 o Facility: $ 9,236,780 o On-Site Parking: $ 1,005,000 o Off-Site Improvements: $ 450,000 o Contingency (10%): $ 1,069,200 o Escalation (23.6%): $ 2,775,590  Furniture, Fixtures & Equipment: $ 975,900  Professional Services: $ 1,485,170 Based on comments received from the Town Council at that meeting regarding potential economical design for an interim facility and need to expedite the project Town staff and Randall Scott Architects discussed setting an initial budget for the construction of the facility, on-site parking, contingency and escalation at $11,000,000. It is important to note that this is a reduction of nearly $3,000,000 compared to the estimated costs for the same improvements based on Brinkley Sargent Architects’ estimate above of $13,924,750, when the off-site improvements ($450,000) along with the associated 10% contingency ($45,000) and 23.6% escalation ($116,820) are deducted from the $14,536,570 estimate. It is anticipated that the extent of the design, finish-outs and potential expedited timing of the project will aid in meeting the reduced budget. If not, the agreement with Randall Scott Architects does include language stating that if the construction cost of the project exceeds the $11,000,000, then the design services fees will be increased at a percentage of 8.9% times the increased amount of the construction cost exceeding $11,000,000. Additional agreements with other consultants are still necessary for the surveying, geotechnical services, and engineering design of the off-site improvements required for the project. Once the agreements are complete, they will be provided to the Town Council for their consideration. Town staff estimates the cost for the additional professional services is $200,000 and the associated cost for the construction of these improvements is approximately $800,000. Brinkley Sargent Architects estimated the off-site improvements at $611,820 with contingency and escalation as outlined in the previous paragraph. The cost increase is attributed to some additional drainage work upstream and downstream needed to facilitate the project. The negotiated fee for the attached design services agreement with Randall Scott Architects is $1,146,950. The agreement also includes $15,000 for reimbursable expenses as outlined in Article 11.8.1 of the agreement. Additional services, if elected by the Town, will be compensated in accordance with Article 11 of the agreement. The fees for the design and reimbursable expenses in an amount not to exceed $1,161,950 will be funded from Professional Services Account # 75-6610-10-00-1402-FC. At the April 8, 2014, Town Council meeting, the Town Council approved a Reimbursement Resolution in the amount of $1,250,000 for Town Hall design and construction. The negotiated fee for the needs assessment was $45,500. Final cost for that phase of the project is $30,500. The $15,000 cost for the renderings, that were to be included with the needs assessment, is now included instead in the design services agreement with Randall Scott Architects. Item 12 Page 3 of 3 Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the agreement as to form and legality. Attached Documents: 1. Agreement Town Staff Recommendation: Town staff recommends the Town Council approve an agreement between the Town of Prosper, Texas, and Randall Scott Architects, related to architectural and engineering design services for Town Hall/Multi-Purpose Facility; and authorizing use of the construction manager at risk contracting method for construction. Proposed Motion: I move to approve an agreement between the Town of Prosper, Texas, and Randall Scott Architects, related to architectural and engineering design services for Town Hall/Multi-Purpose Facility; and authorizing use of the construction manager at risk contracting method for construction. Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 2 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 3 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 4 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 5 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 6 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 7 Item 12 Proposal to Provide A/E Services for a New Town Hall/Multi-purpose Facility – Prosper, Texas Mr. Harlan Jefferson Revised May 19, 2015 Page 8 Item 12 Item 12 CERTIFICATE HOLDER © 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010/05) AUTHORIZED REPRESENTATIVE CANCELLATION DATE (MM/DD/YYYY)CERTIFICATE OF LIABILITY INSURANCE LOCJECT PRO-POLICY GEN'L AGGREGATE LIMIT APPLIES PER: OCCURCLAIMS-MADE COMMERCIAL GENERAL LIABILITY GENERAL LIABILITY PREMISES (Ea occurrence)$ DAMAGE TO RENTED EACH OCCURRENCE $ MED EXP (Any one person) $ PERSONAL & ADV INJURY $ GENERAL AGGREGATE $ PRODUCTS - COMP/OP AGG $ $RETENTIONDED CLAIMS-MADE OCCUR $ AGGREGATE $ EACH OCCURRENCE $ UMBRELLA LIAB EXCESS LIAB DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) INSR LTR TYPE OF INSURANCE POLICY NUMBER POLICY EFF (MM/DD/YYYY) POLICY EXP (MM/DD/YYYY)LIMITS WC STATU- TORY LIMITS OTH- ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE E.L. DISEASE - POLICY LIMIT $ $ $ ANY PROPRIETOR/PARTNER/EXECUTIVE If yes, describe under DESCRIPTION OF OPERATIONS below (Mandatory in NH) OFFICER/MEMBER EXCLUDED? WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N AUTOMOBILE LIABILITY ANY AUTO ALL OWNED SCHEDULED HIRED AUTOS NON-OWNED AUTOS AUTOS AUTOS COMBINED SINGLE LIMIT BODILY INJURY (Per person) BODILY INJURY (Per accident) PROPERTY DAMAGE $ $ $ $ THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL WVD SUBR N / A $ $ (Ea accident) (Per accident) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). The ACORD name and logo are registered marks of ACORD COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: INSURED PHONE (A/C, No, Ext): PRODUCER ADDRESS: E-MAIL FAX (A/C, No): CONTACT NAME: NAIC # INSURER A : INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : INSURER(S) AFFORDING COVERAGE SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. $ $ Suite 1710 Y Y Y Y 12801 N Central Expressway McLaughlin Brunson Insurance Agency, LLP Cert ID 28873 PO Box 307 Travelers Indemnity Company 25658 Hudson Insurance Company 25054 Travelers Indemnity Co of Am 25666 Travelers Casualty & Surety Co.19038 5/21/2015 14755 Preston Road, #730 Y 6/19/2015 6/19/2016CUP6423Y536 A 6/12/2015 6/19/2016 Y BA7A268113 C A D Contactual Liability Y 6/19/2015 6/19/2016PACP1992L75A 5/1/2015 5/1/2016UB5910Y088 X X X X Melissa Pratt Dallas TX 75243 Prosper TX 75078 Dallas TX 75254 (214) 503-1212 (214) 503-8899 X X X X 1,000,000 1,000,000 1,000,000 1,000,000 1,000,000 5,000,000 5,000,000 10,000 1,000,000 1,000,000 2,000,000 2,000,000 Town Of Prosper The claims made professional liability coverage is the total aggregate limit for all claims Randall Scott Architects, Inc. presented within the policy period and is subject to a deductible. Thirty day notice of cancellation in favor of certificate holder on all policies. B Professional Liability Y AEE72773-02 6/19/2014 6/19/2015 Per Claim 1,000,000 2,000,000Annual Aggregate Page 1 of 1 Item 12 1 TOWN OF PROSPER, TEXAS SUPPLEMENTARY CONDITIONS TO AIA DOCUMENT B101-2007 These Supplementary Conditions are incorporated into the Architectural Services Agreement between Randall Scott Architects, Inc. (“Architect”) and the TOWN OF PROSPER, TEXAS (“Town” or “Owner”), dated May 21 , 2015. The following terms and conditions supplement and modify the “Standard Form of Agreement Between Owner and Architect,” AIA Document B101-2007. Where a portion of AIA Documents B101-2007 is modified or deleted by these Supplementary Conditions, the unaltered portions of AIA Document B101-2007 shall remain in effect. SUPPLEMENTARY CONDITIONS TO AIA DOCUMENT B101-2007 ARTICLE 1 INITIAL INFORMATION §1.3 In the second line, replace “shall appropriately” with “may.” ARTICLE 2 ARCHITECT’S RESPONSIBILITIES §2.2 Add at the end of the section, “and, in any event, in accordance with such schedule as is specified in this Agreement.” §2.3 Add at the end of the section: “If at any time after entering into this Agreement, the Town has any objection to the Architect’s representative or to any of Architect’s personnel, or any objection to any personnel of consultants retained by Architect and assigned to the Project, Architect shall promptly propose substitutes to whom the Town has no objection.” §2.4 Delete from the second line “reasonably appear to.” §2.5 Delete second sentence. Add the following regarding types and limits of insurance coverage: The Architect shall, at its own expense, procure, pay for and maintain during the term of this Agreement the following insurance written by companies approved by the State of Texas and acceptable to Owner. The Architect shall furnish to the Owner certificates of insurance executed by the insurer or its authorized agent stating coverages, limits, and expiration dates in compliance with all applicable required provisions. .1 General Liability: Commercial General Liability insurance, including, but not limited to Premises/Operations, Personal & Advertising Injury, Products/Completed Operations, Independent Contractors and Contractual Liability, with minimum combined single limits of $1,000,000.00 per occurrence, $2,000,000.00 Products/Completed Operations Aggregate, and $2,000,000.00 General Aggregate. Coverage must be written on an occurrence form. The General Aggregate shall apply on a per project basis. Item 12 2 .2 Automobile Liability : Business Automobile Liability insurance covering owned, hired and non-owned vehicles, with a minimum combined bodily injury and property damage limit of $1,000,000.00 per occurrence. .3 Worker’s Compensation : Worker’s Compensation insurance with statutory limits; and Employer’s Liability coverage with minimum limits for bodily injury: (a) by accident, $1,000,000.00 each accident, and (b) by disease, $1,000,000.00 per employee, with a per policy aggregate of $1,000,000.00. .4 Professional Liability : Professional Liability insurance to provide coverage against any claim which the Architect and all consultants engaged or employed by the Architect become legally obligated to pay as damages arising out of the performance of professional services caused by error, omission or negligent act with minimum limits of $2,000,000.00 per claim, $2,000,000.00 annual aggregate. If the insurance is written on a claims-made form, coverage shall be continuous (by renewal or extended reporting period) for not less than thirty-six (36) months following completion of this Agreement and acceptance by Owner. With reference to the foregoing required insurance, the Architect shall endorse applicable insurance policies as follows: (1) a waiver of subrogation in favor of Owner, its officials, employees and officers shall be contained in the Workers’ Compensation insurance policy; (2) the Owner, its officials, employees and officers shall be named as additional insureds on the Commercial General Liability policy, by using endorsement CG2026 or broader; and (3) all insurance policies shall be endorsed to the effect that Owner will receive at least thirty (30) days notice prior to cancellation, non-renewal, termination, or a material change of the policies. All insurance shall be purchased from an insurance company that meets a financial rating of B+IV or better as assigned by A. M. Best Company or equivalent. ARTICLE 3 SCOPE OF ARCHITECT’S BASIC SERVICES §3.1.3 In the sixth line, delete “except for reasonable cause.” In the seventh line, replace “shall” with “may.” §3.1.4 Add at the end of the section, “which approval shall not be unreasonably withheld.” §3.1.7 Add this new subsection, to read as follows: “Architect shall provide Owner copies of all subcontracts and agreements with subcontractors who perform Work on the Project. Owner approval of all subcontractors performing Mechanical/Equipment/Plumbing work, Civil Engineering work, Electrical Engineering work, Structural Engineering work, and Landscape Architecture work is required.” §3.1.8 Add this new subsection, to read as follows: “Architect shall coordinate with Owner the establishment and identification of benchmark(s)/datum elevation(s) for use on the Item 12 3 Project. Architect shall be responsible for coordinating and providing accurate and complete benchmark information to all contractors during construction of the Project.” §3.6 CONSTRUCTION PHASE SERVICES §3.6.1.2 In the sixth line, delete “negligent.” §3.6.2.1 In the sixth line, delete “reasonably.” §3.6.2.3 Delete from the end of the section, “or otherwise with reasonable promptness.” §3.6.2.4 Replace the second sentence with the following sentence, “When making such interpretations and decisions, the Architect shall endeavor to secure faithful performance by both Owner and Contractor, and shall not show partiality to either, and shall not be liable for Contractor’s performance of interpretations or decisions.” §3.6.4.4 Replace the fourth sentence with the following, “The Architect’s response to such requests shall be made in writing within forty-eight (48) hours of receipt.” §3.6.6.5 Add the following at the end of the section, “Said meeting shall occur at the facility during the eleventh (11th ) month after the date of Substantial Completion. ARTICLE 4 ADDITIONAL SERVICES §4.2 Add the following: “If additional design sets of drawings provided hereunder are required, Architect shall provide same over and above the number of design sets already provided as part of Architect’s Work under this Agreement. Architect shall be paid by Owner for each additional design set of drawings over and above the number of sets provided as part of this Agreement, in the agreed upon amounts per set as stated in the scope of work.” §4.3.1.1 Add at the end of the subsection, “except pursuant to §1.3.” §4.3.1.4 Delete the subsection and replace with the following, “Services necessitated by decisions or any other failure of performance on the part of the Owner’s consultants or contractors;”. §4.3.1.5 Delete this subsection. §4.3.1.6 Delete this subsection. §4.3.1.7 Delete this subsection. §4.3.1.8 Delete this subsection. §4.3.1.9 Delete this subsection. Item 12 4 §4.3.1.10 Replace “cause” with “casualty” and renumber as §4.3.5. §4.3.2.3 Delete this subsection. §4.3.2.4 Delete this subsection. §4.3.4 In the last line, replace “shall” with “may.” ARTICLE 5 OWNER’S RESPONSIBILITIES §5.2 Add in the first line, after the word “update” the following: “the Architect regarding.” §5.4 Replace “Owner” with “Architect.” §5.6 In the third line, replace “shall” with “may.” ARTICLE 6 COST OF THE WORK §6.4 In the last line, replace “shall” with “may.” §6.5 Add at the end of the section, “Notwithstanding any provision herein to the contrary, this provision does not guarantee or authorize any automatic adjustment to the Cost of the Work, and the Owner’s decision on any adjustment shall be final.” ARTICLE 7 COPYRIGHTS AND LICENSES §§7.1, 7.2, 7.3, 7.3.1, and 7.4 Delete these sections and replace with the following: “All materials, documents and ‘Instruments of Service’ prepared or assembled by the Architect under this Agreement shall become the sole property of the Owner and shall be delivered to the Owner without restriction on future use. The Architect may retain in its files copies of all drawings, specifications and other pertinent information for the work. The Architect shall have no liability for changes made to any materials or other documents by others subsequent to the completion of this Agreement.” ARTICLE 8 CLAIMS AND DISPUTES §8.1 GENERAL §8.1.1 Delete the following phrase from the third and fourth lines of the first sentence: “. . . but in any case not more than 10 years after the date of Substantial Completion of the Work.” §8.1.2 Delete this section. Item 12 5 §8.1.3 Delete this section. §8.2 MEDIATION §8.2.1 Delete the second sentence of this section. §8.2.2 Delete the first sentence of this section, and replace with the following sentence: “The Owner and Architect shall endeavor to resolve claims, disputes and other matters in question between them first, informally and, second, by mediation.” Delete the last sentence of this section, and replace with the following: “The parties shall have fifteen (15) days after receipt of a request for mediation to agree on a mediator. If the parties are unable to agree on a mediator within fifteen (15) days, each party shall have an additional five (5) days to designate a mediator. The two mediators so designated shall then designate a third unbiased mediator who shall be the mediator to conduct the mediation. The decision of the mediator shall be non- binding. ARTICLE 9 TERMINATION OR SUSPENSION §9.1 In the fourth line, replace “seven days” with “ten days.” Replace the last sentence with the following: “Before resuming services, the Architect shall be paid all sums due prior to suspension.” §9.2 In the second and fourth lines, replace “shall” with “may.” §9.3 In the second line, replace “seven days” with “thirty days.” §9.4 In the first line, replace “seven days” with “thirty days.” §9.5 In the first line, replace “seven days” with “thirty days.” §9.6 Delete this section and insert the following: “In the event of termination that is not the fault of the Architect, the Architect shall be compensated for services performed prior to termination.” §9.7 Delete this section. ARTICLE 10 MISCELLANEOUS PROVISIONS §10.1 Delete this section and replace with the following: “This Agreement shall be governed by the law of the State of Texas, and venue for any dispute shall be in any court of competent jurisdiction in Collin County, Texas.” §10.3 Add “prior” before “written” in the second line of this section. Put a period after the word “other” in the third line, and delete the remaining language from the last two lines of this section. Item 12 6 ARTICLE 11 COMPENSATION §11.8 COMPENSATION FOR REIMBURSABLE EXPENSES §11.8.1 Delete this section. §11.8.2 Delete this section. §11.9 COMPENSATION FOR USE OF ARCHITECT’S INSTRUMENTS OF SERVICE Delete this section. §11.10 PAYMENTS TO THE ARCHITECT §11.10.3 Delete this section. ARTICLE 12 SPECIAL TERMS AND CONDITIONS Add: “12.2.3 Town of Prosper, Texas Architectural Services Agreement; and these Supplementary Conditions, including the following: All submittals for site plans, plats, engineering plans, façade plans, landscape plans, etc., shall comply with (1) the Town’s Annexation, Zoning, and Development Manual, which may be found online at http://www.prospertx.gov/tabid/728/Default.aspx; (2) the Town’s Zoning and Subdivision Ordinances, as amended, and (3) all Building and other applicable Uniform Codes. Further, the plans shall include the construction of the necessary off-site driveway to provide access to Teel Parkway, per the attached conveyance plat, incorporated herein by reference.” ARTICLE 13 SCOPE OF THE AGREEMENT §13.2.3 Add: “Town of Prosper, Texas Architectural Services Agreement and contract documents referenced therein, and the order of precedence provisions stated therein.” ACKNOWLEDGED AND AGREED: ________________________________________ ________________________ Randall Scott Architects, Inc. Date _______________________________________ ________________________ Town of Prosper, Texas Date Item 12