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07.25.23 Town Council Regular Meeting PacketPage 1 of 4 ] Welcome to the Prosper Town Council Meeting. Citizens may watch the meeting live by using the following link: https://prospertx.new.swagit.com/views/378/ Addressing the Town Council: Those wishing to address the Town Council must complete the Public Comment Request Form located on the Town's website or in the Council Chambers. If you are attending in person, please submit this form to the Town Secretary or the person recording the minutes for the Board/Commission prior to the meeting. When called upon, please come to the podium, and state your name and address for the record. If you are watching online, please submit this form to the Town Secretary prior to 4:00 p.m. on the day of the meeting in order for your comments to be read into the record. The Town assumes no responsibility for technical issues beyond our control. In compliance with the Texas Open Meetings Act, the Town Council/Board/Commission may not deliberate or vote on any matter that does not appear on the agenda. The Council/Board/Commission, however, may provide statements of fact regarding the topic, request the topic be included as part of a future meeting, and/or refer the topic to Town staff for further assistance. Citizens and other visitors attending Town Council meetings shall observe the same rules of propriety, decorum, and good conduct applicable to members of the Town Council. Any person making personal, impertinent, profane or slanderous remarks or who becomes boisterous while addressing the Town Council or while attending the meeting shall be removed from the room, if so directed by the Mayor or presiding officer, and the person shall be barred from further audience before the Town Council during that session. Disruption of a public meeting could constitute a violation of Section 42.05 of the Texas Penal Code. Call to Order/ Roll Call. Invocation, Pledge of Allegiance and Pledge to the Texas Flag. Announcements of recent and upcoming events. 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. 1. Consider and act upon the minutes from the July 11, 2023, Town Council Work Session meeting. (MLS) 2. Consider and act upon the minutes from the July 11, 2023, Town Council Regular meeting. (MLS) Agenda Prosper Town Council Meeting Prosper Town Hall, Council Chambers 250 W. First Street, Prosper, Texas Tuesday, July 25, 2023 6:15 PM Page 1 Page 2 of 4 3. Receive the Quarterly Investment Report for March 31, 2023. (CL) 4. Consider and act upon authorizing the Town Manager to execute an audit engagement letter between Weaver and Tidwell, L.L.P., and the Town of Prosper, Texas, related to the fiscal year 2023 annual audit. (CL) 5. Consider and act upon a resolution authorizing the Town to participate with the Oncor Steering Committee of Cities regarding Oncor Electric Delivery Company’s filing of an application with the Texas Public Utility Commission to amend its distribution cost recovery factor and to update mobile generation riders and finding that Oncor’s proposed rates are unreasonable and are denied. (TW) 6. Consider and act upon a resolution supporting the proposed transmission line routes presented by the Texas-New Mexico Power Company to the Public Utility Commission (PUC). (CE) 7. Consider and act upon approval of annual maintenance purchase orders with Weatherproofing Services for the town for FY 2022-2023 and authorizing the Town Manager to execute documents for the same. (DB) 8. Consider and act upon an ordinance amending Section 12.09.004 "School Traffic Zones" of Chapter 12 "Traffic and Vehicles" of the Town's Code of Ordinances by modifying the limits and hours of operation of such zones. (HW) 9. Consider and act upon an ordinance to rezone 0.3± acres from Single Family-15 (SF- 15) to Downtown Retail (DTR), on Lots 3-5, located south of Fifth Street and East of Main Street. (ZONE-23-0001) (DS) 10. Consider and act upon an ordinance to rezone for a Specific Use Permit (SUP) for a new Wireless Communications and Support Structure on 0.0048± acre, located on the south side of Frontier Parkway, west of Talon Lane. (ZONE-23-0008) (DS) 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 Comment Request Form” and present it to the Town Secretary prior to the meeting. Please limit your comments to three minutes. If multiple individuals wish to speak on a topic, they may yield their three minutes to one individual appointed to speak on their behalf. All individuals yielding their time must be present at the meeting, and the appointed individual will be limited to a total of 15 minutes. REGULAR AGENDA: Pursuant to Section 551.007 of the Texas Government Code, individuals wishing to address the Council for items listed as public hearings will be recognized when the public hearing is opened. [If you wish to address the Council, please fill out a “Public Comment Request Form” and present it to the Town Secretary, preferably before the meeting begins.] Items for Individual Consideration: 11. Consider all matters incident and related to the issuance and sale of "Town of Prosper, Texas, General Obligation Refunding and Improvement Bonds, Series 2023", including the adoption of an ordinance authorizing the issuance of such bonds and establishing procedures and delegating authority for the sale and delivery of such bonds. (CL) Page 2 Page 3 of 4 12. Conduct a public hearing and consider and act upon a request to rezone 73.4± acres from Agriculture (A), a portion of Planned Development-40 (PD-40), and a portion of Single Family-12.5 (SF-12.5) to Planned Development-Single Family (PD-SF), generally to allow for a residential development, located on the southeast corner of Prosper Trail and Teel Parkway. (Z21-0010) (DS) 13. Receive an update regarding the Public Works and Parks Facility Assessment. (FJ/DB) 14. Discussion regarding median and roadway maintenance, and all matters incident and related thereto. (DB/FJ) 15. Discuss and consider Town Council Subcommittee reports. (DB) Possibly direct Town staff to schedule topic(s) for discussion at a future meeting. 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: Section 551.087 – To discuss and consider economic development incentives and all matters incident and related thereto. 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. Section 551.074 – To discuss and consider personnel matters and all matters incident and related thereto. Section 551.071 - To consult with the Town Attorney regarding Civil Action No. 4:24- cv-650, Johnson v. Town of Prosper, et al., pending in the United States District Court for the Eastern District of Texas. Section 551.071 - To consult with the Town Attorney regarding Code Enforcement issues, and all matters incident and related thereto. Reconvene in Regular Session and take any action necessary as a result of the Closed Session. Adjourn. CERTIFICATION I, the undersigned authority, do hereby certify that this Notice of Meeting was posted at Prosper Town Hall, located at 250 W. First Street, Prosper, Texas 75078, a place convenient and readily accessible to the general public at all times, and said Notice was posted by 5:00 p.m., on Friday, July 21, 2023, and remained so posted at least 72 hours before said meeting was convened. ________________________________ _________________________ Michelle Lewis Sirianni, Town Secretary Date Notice 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. Page 3 Page 4 of 4 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 4 Page 1 of 2 ] Call to Order/ Roll Call. The meeting was called to order at 5:00 p.m. Council Members Present: Mayor David F. Bristol Mayor Pro-Tem Craig Andres Deputy Mayor Pro-Tem Marcus E. Ray Councilmember Chris Kern Councilmember Jeff Hodges Councilmember Charles Cotten Council Members Absent: Councilmember Amy Bartley Staff Members Present: Mario Canizares, Town Manager Michelle Lewis Sirianni, Town Secretary Terry Welch, Town Attorney Bob Scott, Deputy Town Manager Chuck Ewings, Assistant Town Manager Robyn Battle, Executive Director Barrett Morris, Lieutenant Stuart Blasingame, Fire Chief 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: Section 551.087 – To deliberate the deployment or specific occasions for implementation of security personnel or devices at Town Hall. The Town Council recessed into Executive Session at 5:03 p.m. Reconvene and take any action necessary as a result of the Closed Session. The Town Council reconvened at 6:09 p.m. No action was taken. Adjourn. The meeting was adjourned at 6:09 p.m. These minutes were approved on the 25th day of July 2023. MINUTES Prosper Town Council Work Session Prosper Town Hall – Council Chambers 250 W. First Street, Prosper, Texas Tuesday, July 11, 2023 Page 5 Item 1. Page 2 of 2 APPROVED: David F. Bristol, Mayor ATTEST: Michelle Lewis Sirianni, Town Secretary Page 6 Item 1. Page 1 of 6 ] Call to Order/ Roll Call. The meeting was called to order at 6:15 p.m. Council Members Present: Mayor David F. Bristol Mayor Pro-Tem Craig Andres Deputy Mayor Pro-Tem Marcus E. Ray Councilmember Chris Kern Councilmember Jeff Hodges Councilmember Charles Cotten Council Members Absent: Councilmember Amy Bartley Staff Members Present: Mario Canizares, Town Manager Michelle Lewis Sirianni, Town Secretary Terry Welch, Town Attorney Bob Scott, Deputy Town Manager Chuck Ewings, Assistant Town Manager Robyn Battle, Executive Director Mary Ann Moon, Economic Development Director David Hoover, Development Services Director Hulon Webb, Director of Engineering Dan Baker, Parks & Recreation Director Trevor Helton, Recreation Manager Todd Rice, Communications Manager David Soto, Planning Manager Dakari Hill, Senior Planner Kellen Land, Help Desk Technician Doug Kowalski, Police Chief Stuart Blasingame, Fire Chief Invocation, Pledge of Allegiance and Pledge to the Texas Flag. Mike Martin with Hope Fellowship led the invocation. The Pledge of Allegiance and the Pledge to the Texas Flag were recited. An nouncements of recent and upcoming events. Councilmember Kern made the following announcements: The Discover Downtown series continues Saturday, July 22 with Coffee & Chrome, a car show which will be hosted in the Prosper Town Hall parking lot from 7:30 a.m. to 10:30 a.m. This event will showcase vehicles and exhibits with car-related products and services. All vehicles are welcome and there is no charge to participate. Applications are being accepted for those interested in being part of the event. Visit the Town’s website for more information. MINUTES Prosper Town Council Meeting Prosper Town Hall, Council Chambers 250 W. First Street, Prosper, Texas Tuesday, July 11, 2023 Page 7 Item 2. Page 2 of 6 The summer season of the Mayor’s Fitness Challenge is underway and lasts through August 31. Stay engaged in your commitment to fitness by receiving emails about fun giveaways and promotions from our summer fitness partners. Visit the Town’s website for more details regarding this year’s challenge. Learn about the world of aviation during the Prosper Community Library’s event on Wednesday, July 19 from 10:00 a.m. to noon in the Council Chambers of Town Hall. Explore the inner working of airplanes and gain a deeper understanding from seasoned pilots, mechanics, and a FAA Executive. Event is open to the public and all ages are welcome. Applications are now being accepted through Friday, August 4 to serve on a Town’s Board and/or Commission. More information about the Board and Commissions application process, including an online application form, is available by visiting the Town’s website. Join us in Downtown Prosper on Friday, August 11 from 7:00 p.m. to 10:00 p.m. for a Moonlight Movie as part of the Discover Downtown event series. Enjoy in the pre-movie fun with lawn games, face painters, and balloon artists. The movie “Sonic the Hedgehog 2” will begin at dusk on the south lawn of Town Hall. Remember to bring your blanket and chairs for the show. Mayor Bristol congratulated Councilwoman Bartley on the arrival of her first grand baby. Presentations. 1. Presentation of a Proclamation declaring the month of July Parks and Recreation Month. (DB) Mayor Bristol read and presented a Proclamation to members of the Parks and Recreation Department staff. 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 at the request of Council Members or staff. 2. Consider and act upon the minutes from the June 27, 2023, Town Council Work Session meeting. (MLS) 3. Consider and act upon the minutes from the June 27, 2023, Town Council Regular meeting. (MLS) 4. Consider and act upon Resolution 2023-45 making written and evidentiary findings relative to the denial of a request from Anthemnet for a Specific Use Permit (SUP) for a commercial antenna on the south side of Prosper Trail west of Preston Country Lane. (TW) 5. Consider and act upon approving the purchase and installation of Mixing Tank Systems from Axis Construction, L.P., through the BuyBoard Purchasing Cooperative; and authorizing the Town Manager to execute documents for the same. (FJ) 6. Consider and act upon authorizing the Town Manager to execute a Professional Engineering Services Agreement between Freese and Nichols, Inc., and the Town of Prosper, Texas, related to the design of the Dallas North Tollway Water Line Relocation project. (HW) Page 8 Item 2. Page 3 of 6 7. Consider and act upon authorizing the Town Manager to execute a Professional Engineering Services Agreement between Spiars Engineering & Surveying, Inc., and the Town of Prosper, Texas, related to the design of the Preston Road (SH 289) and First Street Dual Left Turn Lanes project. (HW) 8. Consider and act upon approving Change Order Number 02 for CSP 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit-Custer) 4 Lane project; and authorizing the Town Manager to execute Change Order Number 02 for same. (HW) 9. Conduct a public hearing and consider and act upon a request by St. Martin de Porres Catholic Church for a Specific Use Permit (SUP) for Temporary Buildings on 8.2± acres, located north of US-380, west of South Teel Parkway. (ZONE-23-0009) (DS)Staff requested to pull items 13 and 14. Deputy Mayor Pro-Tem Ray requested to pull item 9. Councilmember Cotten requested to pull item 8. Mayor Pro-Tem Andres made a motion to approve consent agenda items 2 through 7. Deputy Mayor Pro-Tem Ray seconded that motion. Motion carried unanimously. Councilmember Cotten asked in regard to item 8 what the total cost is for the additional left turn lane. Mr. Webb noted the cost of the complete change order is $402,872.69 of which $249,520.35 is allocated to the additional left turn movement from southbound Coit Road onto First Street. Councilmember Cotten expressed his concern of the amount of the Change Order for just a 12-month improvement. Members of the Town Council shared the concern of the cost along with the concerns of the projected traffic in that area. Similar intersections within the Town were noted. Deputy Mayor Pro-Tem Ray made a motion to approve Change Order Number 02 for CSP 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit-Custer) 4 Lane project; and authorizing the Town Manager to execute Change Order Number 02 for same. Councilmember Hodges seconded that motion. Motion carried with a vote of 4-2. Councilmembers Kern and Cotten voted in opposition. Mr. Soto presented item 9 by stating the request is for temporary buildings for a private day care. A Site Plan will be submitted for consideration and is active for three years with approval from the Planning and Zoning Commission. Once the three years has expired, the applicant will have to submit another request for a one -year extension. The request was unanimously approved the by the Planning and Zoning Commission. However, the Commissioners questioned the length of time the temporary buildings would be at the site. Staff is recommending approval. The Town Council discussed how many other temporary buildings there were in the Town, reviewing the Town’s policy, length of extensions, as well as screening. Several members of the Town Council expressed shortening the initial time frame on the SUP to two years. Mayor Bristol opened the public hearing. No comments were made. Page 9 Item 2. Page 4 of 6 Mayor Bristol closed the public hearing. Councilmember Hodges made a motion to approve a request by St. Martin de Porres Catholic Church for a Specific Use Permit (SUP) for Temporary Buildings on 8.2± acres, located north of US-380, west of South Teel Parkway not to exceed two years with a one-year renewal. Deputy Mayor Pro-Tem Ray seconded that motion. Motion carried unanimously. CITIZEN COMMENTS Arti Sanghi, 1621 Quail Creek Lane, expressed concerns regarding five incidents that have taken place in their neighborhood. Ms. Sanghi stated they are seeking help from the Town Council to remove a dog from the neighborhood that has injured people and other dogs that they feel is a threat to the community and making neighbors feel unsafe. Barbara Nugent, 961 Grassy Shore Lane, described in detail to the Town Council an incident regarding the dog mentioned. She expressed concerns of being able to walk her dog in the neighborhood safely. Mr. Canizares stated he has met with staff and provided an update to the group. He encouraged them to fill out the forms provided to begin the formal process with the Town’s Municipal Court. Mr. Welch noted that the Town would need to follow the state statute(s) thereby needing a sworn testimony and affidavit regarding the incident(s). Items for Individual Consideration: 10. Conduct a public hearing and consider and act upon a request to rezone 34.7± acres from Commercial District (C) to a new Planned Development for Mixed Use, located northside of Prosper Trail and west of Dallas Parkway. (Z22-0019) (DS) Mr. Soto introduced the item providing a history of the rezoning request, and noted the applicant is proposing a mixed used development with two sub-districts. The conceptual plan reflected each district with proposed uses in each district, and associated triggers, building heights, materials, and setbacks, parking standards, landscaping, open space, and how the project has proposed development standards that are consistent with the DNT Design Guidelines. The Planning and Zoning Commission unanimously recommended approval, however, questioned the amount of parking for each area of the plan, amount of greenspace available, lighting, ratio of multifamily units, amenities, triggers for the townhouses, and the public comments available. Staff is recommending approval due to the adherence to the DNT Design Guidelines. Andrew Bennett, applicant and Nolan Bradshaw, Architect spoke to the plan and changes that have been made from the original proposed plan along with their efforts in working with staff. The schedule of the construction phases was noted if approved. Mayor opened the public hearing. David Blom, 1641 Summer Star, stated he was not opposed to the development, but expressed concerns for the Town Council to contemplate when considering the proposed project that included parking standards, open space, the triggers associated with the development, landscape standards, building materials, number of multifamily units, number of owners within one Planned Development, addressing Page 10 Item 2. Page 5 of 6 responsibilities within the Property Owners Association (POA), and any special conditions placed on the project. Randal Stigler, 3961 Marigold Lane, urged the Town Council to consider the effects of the proposed development and to ensure it aligns with its vision for the community. Mayor Bristol closed the public hearing. The Town Council discussed the extension of Shawnee Trail as part of the development, the building materials, parking ratios, the location of the multifamily and type of parking associated with it and percentages of dwelling unit sizes, triggers associated with the development, aesthetics, and tightening up language in the POA. Several members of the Town Council expressed wanting additional time to review some of these items. Deputy Mayor Pro-Tem Ray made a motion to table a request to rezone 34.7± acres from Commercial District (C) to a new Planned Development for Mixed Use, located northside of Prosper Trail and west of Dallas Parkway to August 8. Mayor Pro-Tem Andres seconded that motion. Motion carried with a 5-1 vote. Councilmember Cotten voting in opposition. 11. Discuss and consider Town Council Subcommittee reports. (DB) Councilmember Cotten gave an update on the recent CIP Subcommittee meeting. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting. Deputy Mayor Pro-Tem Ray requested staff to address the medians/edging along Prosper Trail, and the culverts along Gentle Creek to Whispering Farms. Mayor Bristol noted that there is a lot of vegetation on private property that needs addressed in this area. 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: Section 551.087 – To discuss and consider economic development incentives and all matters incident and related thereto. 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. Section 551.074 – To discuss and consider personnel matters and all matters incident and related thereto. The Town Council recessed into Executive Session at 8:54 p.m. Reconvene in Regular Session and take any action necessary as a result of the Closed Session. The Town Council reconvened into Regular Session at 9:21 p.m. No action was taken. Adjourn. Page 11 Item 2. Page 6 of 6 The meeting was adjourned at 9:21 p.m. These minutes were approved on the 25th day of July 2023. APPROVED: David F. Bristol, Mayor ATTEST: Michelle Lewis Sirianni, Town Secretary Page 12 Item 2. Page 1 of 1 To: Mayor and Town Council From: Chris Landrum, Finance Director Through: Bob Scott, Deputy Town Manager Mario Canizares, Town Manager Re: Receive the Quarterly Investment Report for March 31, 2023 Town Council Meeting – July 25, 2023 Agenda Item: Receive the Quarterly Investment Report for March 31, 2023. Description of Agenda Item: As required by the Public Funds Investment Act, staff is required to report activities of its cash and investment holdings on a quarterly basis. Information as required by the act includes investment results for the quarter, economic summary and investment strategy, investment holdings and book vs. market comparisons. Budget Impact: There is no budgetary impact affiliated with this item. Attached Documents: 1. Quarterly Investment Report – March 31, 2023 Town Staff Recommendation: Town staff recommends the Town Council accept receipt of the Quarterly Investment Report for March 31, 2023, as submitted. Proposed Motion: I move to accept receipt of the Quarterly Investment Report for March 31, 2023, as submitted. FINANCE Page 13 Item 3. Page 14 Item 3. Page 15Item 3. Page 16 Item 3. Page 17Item 3. Page 18 Item 3. Page 19Item 3. Page 20 Item 3. Page 21Item 3. Page 22 Item 3. Page 1 of 1 To: Mayor and Town Council From: Chris Landrum, Finance Director Through: Mario Canizares, Town Manager Bob Scott, Deputy Town Manager Re: Audit Engagement Letter with Weaver and Tidwell, L.L.P. Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon authorizing the Town Manager to execute an audit engagement letter between Weaver and Tidwell, L.L.P., and the Town of Prosper, Texas, related to the fiscal year 2023 annual audit. Description of Agenda Item: At the October 25, 2022, Council meeting, Council appointed Weaver and Tidwell, L.L.P., as the towns external auditors for the years 2022-2026. Fiscal year 2023 represents the second year of the five-year term. The estimated fees are consistent with the original proposal. Budget Impact: The estimated fees of $63,500 are budgeted to account 100-5412-10-03 Audit Fees for fiscal year 2024. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the attached documents as to form and legality. Attached Documents: 1. Weaver and Tidwell, L.L.P., Engagement Letter Town Staff Recommendation: Town Staff recommends authorizing the Town Manager to execute the annual engagement letter between Weaver and Tidwell, L.L.P., and the Town of Prosper for the audit of fiscal year 2023. Proposed Motion: I move to authorize the Town Manager to execute the annual engagement letter between Weaver and Tidwell, L.L.P., and the Town of Prosper for the audit of fiscal year 2023. FINANCE Page 23 Item 4. Page 24 Item 4. Page 25 Item 4. Page 26 Item 4. Page 27 Item 4. Page 28 Item 4. Page 29 Item 4. Page 30 Item 4. Page 31 Item 4. Page 32 Item 4. Page 33 Item 4. Page 1 of 1 To: Mayor and Town Council From: Terrence S. Welch, Town Attorney Re: Oncor’s Distribution Cost Recovery Factor and Mobile Generation Riders Filing Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon a resolution authorizing the Town to participate with the Oncor Steering Committee of Cities regarding Oncor Electric Delivery Company’s filing of an application with the Texas Public Utility Commission to amend its distribution cost recovery factor and to update mobile generation riders and finding that Oncor’s proposed rates are unreasonable and are denied. Description of Agenda Item: On June 30, 2023, Oncor Electric Delivery Company, LLC (“Oncor” or “Company”) filed an application to amend its Distribution Cost Recovery Factor (“DCRF”) and update its Mobile Generation Riders to increase distribution rates within each of the cities in its service area. In the filing, the Company asserts it is seeking an increase in distribution revenues of approximately $152.78 million. The Company is also seeking to update its Rider Mobile Generation and Rider Wholesale Mobile Generation to recover revenue related to mobile generation unit leasing and operation. The Rider would recover approximately $1.07 million. The attached resolution authorizes the Town to join with the Steering Committee of Cities Served by Oncor (“OCSC”) to evaluate the filing, determine whether the filing complies with law, and if lawful, to determine what further strategy, including settlement, to pursue. Specifically, the resolution addresses the following issues: (1) authorizes the Town to participate with OCSC as a party in the Company’s DCRF filing, PUC Docket No. 55190; (2) authorizes the hiring of the Austin law firm of Lloyd Gosselink and consultants to review the filing, negotiate with the Company, and make recommendations to the Town regarding reasonable rates as well as authorizing OCSC Cities to direct any necessary administrative proceedings or court litigation associated with an appeal of the Oncor application filed with the PUC; (3) finds that the Company’s application is unreasonable and should be denied and the Company’s current rates shall not be changed; (4) requires that the Company reimburse the Cities for their reasonable rate case expenses (legal counsel and consultants approved by the Cities will submit monthly invoices that will be forwarded to Oncor for reimbursement); (5) recites that the attached resolution was passed at a meeting that was open to the public and that the consideration of the Resolution was properly noticed; and (6) provides that Oncor and counsel for OCSC will be notified of the Town’s action by sending a copy of the approved and signed Resolution to counsel. Budget Impact: There is no budgetary impact affiliated with this item. TOWN ATTORNEY Page 34 Item 5. Page 2 of 1 Legal Obligations and Review: The Town Attorney has prepared the attached resolution. Attached Documents: 1. Resolution. Town Staff Recommendation: The Town Attorney recommends the Town Council approve the attached resolution and after adoption, forward executed copies of the resolution to both Oncor and the attorney for the Cities. Proposed Motion: I move to approve the attached resolution authorizing the Town to participate with the Oncor Steering Committee of Cities regarding Oncor Electric Delivery Company’s filing of an application with the Texas Public Utility Commission to amend its distribution cost recovery factor and to update mobile generation riders, and further finding that Oncor’s proposed rates are unreasonable and are denied. Page 35 Item 5. TOWN OF PROSPER, TEXAS RESOLUTION NO. 2023-XX A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS FINDING THAT ONCOR ELECTRIC DELIVERY COMPANY LLC’S APPLICATION TO AMEND ITS DISTRIBUTION COST RECOVERY FACTOR AND UPDATE GENERATION RIDERS TO INCREASE DISTRIBUTION RATES WITHIN THE TOWN SHOULD BE DENIED; AUTHORIZING PARTICIPATION WITH ONCOR CITIES STEERING COMMITTEE; AUTHORIZING THE HIRING OF LEGAL COUNSEL; FINDING THAT THE TOWN’S REASONABLE RATE CASE EXPENSES SHALL BE REIMBURSED BY THE COMPANY; FINDING THAT THE MEETING AT WHICH THIS RESOLUTION IS PASSED IS OPEN TO THE PUBLIC AS REQUIRED BY LAW; REQUIRING NOTICE OF THIS RESOLUTION TO THE COMPANY AND LEGAL COUNSEL; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Town of Prosper, Texas (“Town”) is an electric utility customer of Oncor Electric Delivery Company LLC (“Oncor” or “Company”), and a regulatory authority with an interest in the rates and charges of Oncor; and WHEREAS, the Oncor Cities Steering Committee (“OCSC”) is a coalition of similarly situated cities served by Oncor that have joined together to efficiently and cost effectively review and respond to electric issues affecting rates charged in Oncor’s service area in matters before the Public Utility Commission and the courts; and WHEREAS, on or about June 29, 2023, Oncor filed with the Town an Application to Amend its Distribution Cost Recovery Factor and Update Mobile Generation Riders (“DCRF”), Public Utility Commission Docket No. 55190, seeking to increase distribution rates by $152.78 million annually and update Oncor’s Rider Mobile Generation and Rider Wholesale Generation to recover $1.07 million related to mobile generation facilities; and WHEREAS, all electric utility customers residing in the Town will be impacted by this ratemaking proceeding if it is granted; and WHEREAS, the Town of Prosper will cooperate with OCSC in coordinating its review of Oncor’s DCRF filing with designated attorneys and consultants to resolve issues in the Company’s application; and WHEREAS, OCSC’s members and attorneys recommend that members deny Oncor’s DCRF. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 All of the above premises are found to be true and correct legislative determinations of the Town of Prosper, Texas, and are hereby approved and incorporated into the body of this Resolution as if copied in their entirety. Page 36 Item 5. Resolution 2023-XX, Page 2 SECTION 2 The Town is authorized to participate with OCSC in Public Utility Commission Docket No. 55190. SECTION 3 Subject to the right to terminate employment at any time, the Town of Prosper hereby authorizes the hiring of the law firm of Lloyd Gosselink Rochelle & Townsend, P.C. and consultants to negotiate with the Company, make recommendations to the Town regarding reasonable rates, and to direct any necessary administrative proceedings or court litigation associated with an appeal of this application with the Public Utility Commission. SECTION 4 The rates proposed by Oncor to be recovered through its DCRF charged to customers located within the Town limits, are hereby found to be unreasonable and shall be denied. SECTION 5 The Company shall continue to charge its existing rates to customers within the Town. SECTION 6 The Town’s reasonable rate case expenses shall be reimbursed in full by Oncor within thirty (30) days of the presentation of an invoice to Oncor. SECTION 7 It is hereby officially found and determined that the meeting at which this Resolution is passed is open to the public as required by law and the public notice of the time, place, and purpose of said meeting was given as required. SECTION 8 A copy of this Resolution shall be sent to J. Michael Sherburne, Vice President— Regulatory, Oncor Electric Delivery Company LLC, 1616 Woodall Rogers Freeway, Dallas, Texas 75202, and to Thomas L. Brocato, General Counsel to OCSC, at Lloyd Gosselink Rochelle & Townsend, P.C., 816 Congress Avenue, Suite 1900, Austin, TX 78701. SECTION 9 This Resolution shall be effective from and after its passage by the Town Council. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 25TH DAY OF JULY, 2023. ___________________________________ David F. Bristol, Mayor Page 37 Item 5. Resolution 2023-XX, Page 3 ATTEST: _________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 38 Item 5. Page 1 of 2 To: Mayor and Town Council From: Chuck Ewings, Assistant Town Manager Through: Mario Canizares, Town Manager Re: Resolution of Support – TNMP Transmission Line Improvements Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon a resolution supporting the proposed transmission line routes presented by the Texas-New Mexico Power Company to the Public Utility Commission (PUC). Description of Agenda Item: To improve electricity reliability, the Texas-New Mexico Power (TNMP) Company is proposing to add transmission line capacity within its service area. A portion of the proposed improvements extend in to Prosper along Parvin Road and FM 1385. This is shown on Exhibit A of the resolution as segment 4A. The proposed line, if approved by the Texas Public Utility Commission, would connect to the existing power substation located on FM 1385, south of Parvin Road. In reviewing the proposal, staff does not anticipate a significant increase in impact based on the existing lines and substation. The Town of Prosper has few residents in the area and the Comprehensive Plan Advisory Committee is considering recommending additional commercial uses in that area. TNMP has requested a resolution of support to submit with their proposal to the Texas PUC. Budget Impact: There is no budgetary impact affiliated with this item. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the attached documents as to form and legality. Attached Documents: 1. Resolution 2. Exhibit A Town Staff Recommendation: Town Staff recommends approval of a resolution supporting the proposed transmission line routes presented by the Texas-New Mexico Power Company to the Public Utility Commission (PUC). ADMINISTRATION Page 39 Item 6. Page 2 of 2 Proposed Motion: I move to approve a resolution supporting the proposed transmission line routes presented by the Texas-New Mexico Power Company to the Public Utility Commission (PUC). Page 40 Item 6. TOWN OF PROSPER, TEXAS RESOLUTION NO. 2023-__ A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, SUPPORTING A ROUTE FOR TEXAS-NEW MEXICO POWER COMPANY'S TRANSMISSION LINE; MAKING FINDINGS; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, Texas-New Mexico Power Company (“TNMP”) is proposing to construct a new 138 KV transmission line from a proposed Pilot Point substation to serve Collin, Denton, or Grayson Counties; and WHEREAS, TNMP has submitted to the Town a map reflecting the proposed new transmission line, attached to this Resolution as Exhibit A and incorporated by reference; and WHEREAS, the Town Council of the Town of Prosper, Texas (the “Town”), believes the proposed new transmission line is in the public interest in order to improve the reliability of electric service delivered to residents in or near the Town, and approves such line as reflected in attached Exhibit A. NOW, THEREFORE, BE IT RESOLVED 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 Resolution as if fully set forth herein. SECTION 2 The Town Council of the Town of Prosper, Texas, hereby supports and recommends approval of the proposed 138 KV transmission line to support the rapid load growth in the area, and to increase the reliability of electric service in the area. SECTION 3 Any and all resolutions, rules, regulations, policies, or provisions in conflict with the provisions of this Resolution are hereby repealed and rescinded to the extent of any conflict herewith. SECTION 4 This Resolution shall be effective from and after its passage by the Town Council. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 25TH DAY OF JULY, 2023. _________________________________ David F. Bristol, Mayor Page 41 Item 6. Resolution No. 2023-___; Page 2 ATTEST: ___________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 42 Item 6. Resolution No. 2023-___; Page 3 EXHIBIT A (TNMP Pilot Point 138KV Transmission Line Project) Page 43 Item 6. 0 Texas-New Mexico Power 5,000 FEET 10,000 c:J STUDYAREA ..... EXISTING 345 KV TRANSMISSION LINE HABITABLE STRUCTURE WITHIN 310 FEET OF LINK e OIL/GAS WELL 0 LINK NODE e GROUNDWATER WELL -ALTERNATIVE TRANSMISSION LINE lx7 -LINK L_fu AM TOWER 0 POTENTIAL POINT OF 9 COMMUNICATION TOWER • INTERCONNECTION (PPOI) l.!.J -SUB STATION SITE --OIL/GAS PIPELINE fi��TING 138 KV TRANSMISSION r'\.,J NHD FLOWLINE PATH: 0:\10324909_ 10189_TNMP _PILOT _POINT_TRANSMISSION_LINE_PROJECT\MAP _DOCS\FIGURESIEA FIGURESIEA_FIGURES_20230518.APRX _ USER: JOCOOK _ DATE: 5/1812023 C.:.; �:T:�ATERRITORIAL JURISDICTION CITY BOUNDARY 100-YEAR FLOODPLAIN (FEMA) WETLANDS (NWI) -WATER BODY [ PARCEL BOUNDARY ALTERNATIVE TRANSMISSION LINE LINKS TNMP PILOT POINT 138 KV TRANSMISSION LINE PROJECT FIGURE 3-3 ATTACHMENT 1 - ENVIRONMENTAL ASSESSMENT AND ROUTING STUDY Page 44 Item 6. Page 1 of 2 To: Mayor and Town Council From: Dan Baker, Director of Parks and Recreation Through: Robyn Battle, Executive Director, Mario Canizares, Town Manager Re: Annual Maintenance Contract – Weatherproofing Services Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon approval of annual maintenance purchase orders with Weatherproofing Services for the town for FY 2022-2023 and authorizing the Town Manager to execute documents for the same. Description of Agenda Item: Staff is asking for the approval of an annual purchase amount for Weatherproofing Services to allow for necessary maintenance and repair of town facilities. This company specializes in roofing and waterproofing facilities and assets related to leaks at roofs, walls, windows, and below grade assets. Local governments are authorized by the Interlocal Cooperation Act, V.T.C.A. Government Code, Chapter 791, to enter into joint contracts and agreements for the performance of governmental functions and services, including administrative functions normally associated with the operation of government (such as purchasing necessary materials and equipment). The Town of Prosper entered into interlocal participation agreements with the Texas Local Government Purchasing Cooperative. Participation in the cooperative purchasing programs allow our local government to purchase goods and services through the cooperative programs, while satisfying all competitive bidding requirements. The Town will utilize TIPS Contract #23010402 for Weatherproofing Services. Budget Impact: The estimated amount for purchase orders for Weatherproofing Services for FY 2022-2023 is $75,000 and will be funded with FY 2022-2023 Operating Funds. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the attached documents as to form and legality. Attached Documents: 1. TIPS Weatherproofing Services Annual Contract PARKS AND RECREATION Page 45 Item 7. Page 2 of 2 Town Staff Recommendation: Town Staff recommends approval of annual maintenance purchase order with Weatherproofing Services for the town for FY 2022-2023 and authorizing the Town Manager to execute documents for the same. Proposed Motion: I move to approve the annual maintenance purchase orders with Weatherproofing Services for the town for FY 2022-2023 and authorizing the Town Manager to execute documents for the same. Page 46 Item 7. Purchasing Made Personal The Interlocal Purchasing System Weatherproofing Services PAYMENT TO TIPS CONTACT ADDRESS 2336 Oak Grove Lane CITY Aubrey STATE TX ZIP 76227 (866) 839-8477 (866) 839-8472FAX PHONE NAME DISADVANTAGED/MINORITY/WOMAN BUSINESS ENTERPRISE:HUB: SERVING STATES TX www.wstexas.com EMAIL EMAIL PO & VENDOR QUOTE TO: TIPSPO@TIPS-USA.COM PO AND QUOTE MUST REFERENCE VENDOR’S TIPS CONTRACT NUMBER ATTACH PO AS A PDF - ONLY ONE PO (WITH QUOTE) PER ATTACHMENT david.mabe@tips-usa.com David Mabe 4 May 2023Printed <p>Weatherproofing Services is an exterior building envelope waterproofing, roofing, and sheet-metal service company, providing services to institutional, governmental, and commercial facility managers. Weatherproofing Services was established in 2005 by personnel with thirty plus years experience in the industry and recognized for their problem leak solving diagnostics and high rated quality of work.</p> Overview Y Y Page 47 Item 7. AWARDED CONTRACTS "View EDGAR Doc" on Website Contract Comodity Exp Date EDGAR 23010401 Trades, Labor, and Materials (NON-JOC)04/30/2028 See EDGAR Certification Doc. 23010402 Trades, Labor, and Materials (JOC)04/30/2025 See EDGAR Certification Doc. 23010401 Gary Place Vice President (972) 731-8222 gary@wstexas.com Ricky Whitfield Account Executive (972) 731-8222 ricky@wstexas.com 23010402 Gary Place Vice President (972) 731-8222 gary@wstexas.com Ricky Whitfield Account Executive (972) 731-8222 ricky@wstexas.com CONTACTS BY CONTRACTS Page 48 Item 7. Page 1 of 3 To: Mayor and Town Council From: Hulon T. Webb, Jr., P.E., Director of Engineering Services Through: Mario Canizares, Town Manager Chuck Ewings, Assistant Town Manager Re: School Zone Ordinance Amendment Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon an ordinance amending Section 12.09.004 "School Traffic Zones" of Chapter 12 "Traffic and Vehicles" of the Town's Code of Ordinances by modifying the limits and hours of operation of such zones. Description of Agenda Item: For the upcoming 2023-2024 school year, the Prosper Independent School District (PISD) will open its third high school, second in the Town of Prosper, named Walnut Grove High School. It is located on First Street between Coit Road and Custer Road, In addition, Denton Independent School District (DISD) will be opening its first campus in the Town of Prosper, Cheek Middle School, located on Denton Way just east of FM 1385 and north of Gee Road. The start and end times for all PISD elementary, middle, and high schools for the 2023-2024 school year remain the same as last year, as shown below: Elementary School Hours - PISD Start End Current 7:42 AM 2:52 PM Middle School Hours - PISD Start End Current 8:15 AM 3:30 PM High School Hours - PISD Start End Current 8:45 AM 4:10 PM While the start time for DISD’s middle school is the same as PISD, the end time is slightly different, as shown below: Middle School Hours - DISD Start End Current 8:15 AM 3:35 PM ENGINEERING SERVICES Page 49 Item 8. Page 2 of 3 Typical hours of operation for school zones are from approximately 30 minutes before to approximately 15 minutes after the start of school and from approximately 15 minutes before to approximately 30 minutes after the end of school. However, when the school zone ordinance was amended in 2022, because of the atypical, proposed start and end times for the elementary school being so close to the current school zone times at that time, the elementary school zone times remain unchanged and were set up to begin 27 minutes before school starts and end 18 after school starts, and begin 17 minutes before school ends and end 28 minutes after school ends. There are no proposed changes to the school zones for the elementary schools as shown below: Elementary School Hours (2021-2022) School Zone Hours 7:45 AM to 2:50 PM 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM Elementary School Hours (Current) School Zone Hours 7:42 AM to 2:52 PM 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM For PISD, the middle school zone hours and high school zone hours remain unchanged, and the current high school zone hours will be applied to Walnut Grove High School. Middle School Hours - PISD (Current) School Zone Hours 8:15 AM to 3:30 PM 7:45 AM to 8:30 AM 3:15 PM to 4:00 PM High School Hours - PISD (Current) School Zone Hours 8:45 AM to 4:10 PM 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM For DISD, the school zone hours for Cheek Middle School are shown below: Middle School Hours - DISD (Current) School Zone Hours 8:15 AM to 3:35 PM 7:45 AM to 8:30 AM 3:20 PM to 4:05 PM Previously approved deviations from the typical hours of operation include the following:  August 25, 2020 – Town Council approved extending the morning and afternoon school zone time along Fishtrap Road for Rushing Middle School to start at the same time as the start of the morning and afternoon school zone hours for Stuber Elementary. This allows the school zone flashers along Fishtrap Road to be active when the Stuber Elementary School students are crossing at Fishtrap Road and Chaucer Drive. The PISD has a crossing guard placed at this intersection.  July 23, 2019 – Town Council approved extending the afternoon school zone time along La Cima Boulevard at Amistad Drive to end 70 minutes after Folsom Elementary ends to allow students walking home from Rogers Middle School additional time to cross La Cima Boulevard. This corresponds to the July 25, 2017, approved deviation along La Cima Boulevard at Arrowhead Drive.  December 9, 2014 – Town Council approved extending the morning school zone time for Rogers Middle School to start 45 minutes before school due to the significant volume of early pedestrian traffic.  July 25, 2017 – Town Council approved extending the afternoon school zone time on La Cima Boulevard at Arrowhead to end 70 minutes after Folsom Elementary ends to allow students walking home from Rogers Middle School additional time to cross La Cima Boulevard. Page 50 Item 8. Page 3 of 3 Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the ordinance as to form and legality. Attached Documents: 1. Ordinance Town Staff Recommendation: Town staff recommends that the Town Council approve an ordinance amending Section 12.09.004 "School Traffic Zones" of Chapter 12 "Traffic and Vehicles" of the Town's Code of Ordinances by modifying the limits and hours of operation of such zone. Proposed Motion: I move to approve an ordinance amending Section 12.09.004 "School Traffic Zones" of Chapter 12 "Traffic and Vehicles" of the Town's Code of Ordinances by modifying the limits and hours of operation of such zones. Page 51 Item 8. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2023 - ___ AN ORDINANCE OF THE TOWN OF PROSPER, TEXAS, AMENDING SECTION 12.09.004, “SCHOOL TRAFFIC ZONES,” OF CHAPTER 12, “TRAFFIC AND VEHICLES,” OF THE CODE OF ORDINANCES OF THE TOWN OF PROSPER BY MODIFYING THE LIMITS ON WHICH SCHOOL ZONES ARE ESTABLISHED; MODIFYING THE HOURS OF OPERATION OF SUCH ZONES; PROVIDING FOR REPEALING, SAVINGS AND SEVERABILITY CLAUSES; PROVIDING FOR A PENALTY FOR THE VIOLATION OF THIS ORDINANCE; PROVIDING FOR AN EFFECTIVE DATE OF THIS ORDINANCE; AND PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF. WHEREAS, the Town of Prosper, Texas (“Town”), is a home-rule municipal corporation duly organized under the laws of the State of Texas; and WHEREAS, Section 541.302 of the Texas Transportation Code defines a "school crossing zone" as a reduced-speed zone designated on a street by a local authority to facilitate safe crossing of the street by children going to or leaving a public or private elementary or secondary school during the time the reduced speed limit applies; and WHEREAS, Section 545.356 of the Texas Transportation Code provides that the governing body of a municipality may alter prima facie speed limits by ordinance based on the results of an engineering and traffic investigation; and WHEREAS, the Town Council has investigated and finds that it is necessary for the protection and safety of children going to and leaving public elementary and secondary schools within Prosper to amend Section 12.09.004, "School Traffic Zones," of the Code of Ordinances to modify the reduced speed school zones on certain public streets as set forth herein. 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 Existing Section 12.09.004, “School Traffic Zones,” of Chapter 12, “Traffic and Vehicles,” of the Code of Ordinances of the Town of Prosper, Texas, is hereby amended by modifying the limits on which school zones are established, and the hours of operation of such zones, to read as follows: Page 52 Item 8. Ordinance No. 2023-__, Page 2 Street Name Limits Hours of Operation Speed Limit Bryant Elementary School Falling Leaves Drive From 200 feet north of Ironwood Drive to Ironwood Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Freeman Way From 200 feet west of Goldenrod Lane to Teel Parkway 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Goldenrod Lane From 200 feet south of Freeman Way to Ironwood Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Ironwood Drive From 200 feet west of Goldenrod Lane to Teel Parkway 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Old Rosebud Lane From 200 feet west of Goldenrod Lane to Goldenrod Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Rock Springs Drive From 200 feet north of Ironwood Drive to Ironwood Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Seven Oaks Drive From 220 feet south of Freeman Way to Freeman Way 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Teel Parkway From 300 feet north of Ironwood Drive to 300 feet south of Freeman Way 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Cockrell Elementary School Cliff Creek Drive From 130 feet southwest of school property to Evergreen Drive. 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Escalante Trail From Whitley Place Drive to Prosper Trail 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Evergreen Drive From 130 feet southwest of Orchard Grove Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Fisher Road From Escalante Drive to 205 feet east of Escalante Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Mesa Drive From Escalante Drive to 200 feet east of Escalante Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Orchard Grove Drive From Evergreen Drive to Escalante Trail 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Prosper Trail From 750 feet west of Escalante Trail to 300 feet east of Escalante Trail 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Red Wing Drive From Escalante Drive to 215 feet east of Escalante Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Whitley Place Drive From 150 feet southwest of Escalante Trail to 150 feet northeast of Escalante Trail 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Page 53 Item 8. Ordinance No. 2023-__, Page 3 Folsom Elementary School Amistad Drive From La Cima Boulevard to 100 feet northwest of La Cima Boulevard 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 Amistad Drive From La Cima Boulevard to 190 feet southeast of La Cima Boulevard 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 Arrowhead Drive From La Cima Boulevard to 120 feet southeast of La Cima Boulevard 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 Arrowhead Drive From 270 feet northwest of Sommerville Drive to Sommerville Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Buffalo Springs Drive From 200 feet north of Cedar Lake Drive to 185 feet south of Cedar Lake Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Calaveras Court From 260 feet northwest of Sommerville Drive to Sommerville Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Cedar Lake Drive From 135 feet west of Buffalo Springs Drive to White River Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 La Cima Boulevard From 255 feet southwest of Amistad Drive to 260 feet northeast of Amistad Drive 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 La Cima Boulevard From 300 feet southwest of Arrowhead Drive to 300 feet northeast of Arrowhead Drive 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 Livingston Drive From 180 feet northwest of Salada Drive to Twin Buttes Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Monticello Drive From 130 feet northwest of La Cima Boulevard to La Cima Boulevard 7:15 AM to 8:00 AM 2:35 PM to 4:00 PM 20 Salada Drive From Livingston Drive to 175 feet north east of Livingston Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Sommerville Drive From White River Drive to Livingston Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Texana Drive From Livingston Drive to 180 feet northeast of Livingston Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Twin Buttes Drive From Livingston Drive to 170 feet northeast of Livingston Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 White River Drive From 190 feet south of Cedar Lake Drive to 280 feet north of Sommerville Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Hall Elementary School Big Sky Drive From Edgewood Lane to 130 feet west of Edgewood Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Edgewood Lane From Kessler Drive to 130 feet south of Big Sky Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Gentle Knoll Lane From Star Meadow Drive to 200 feet north of Star Meadow Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Glendover Drive From Kessler Drive to 240 feet south of Kessler Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Kessler Drive From Star Trail Parkway to Edgewood Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Legacy Drive From 300 feet north of Star Meadow Drive to 850 feet south of Star Meadow Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Page 54 Item 8. Ordinance No. 2023-__, Page 4 Star Meadow Drive From Legacy Drive to 200 feet east of Gentle Knoll Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Star Trail Parkway From 200 feet northeast of Kessler Drive to 200 feet southwest of Kessler Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Rucker Elementary School Craig Road From 100 feet north of Preston Road to 100 feet south of First Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Stuber Elementary School Clearwater Drive From 210 feet west of Village Park Lane to Village Park Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 First Street From 300 feet west of Village Park Lane to 610 feet east of Village Park Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Highland Street From 160 feet west of Village Park Lane to Village Park Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Shadow Ridge Drive From 215 feet west of Village Park Lane to Village Park Lane 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Village Park Lane From First Street to Highland Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Zilker Parkway From 160 south of Highland Street to Highland Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Windsong Elementary School Copper Canyon Drive From 115 feet south of Marigold Lane to First Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 First Street From 300 feet west of Redstem Drive to 300 feet east of Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 First Street From 260 feet west of Windsong Parkway to 220 feet east of Windsong Parkway 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Lantana Lane From 200 feet east of Copper Canyon Drive to Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Marigold Lane From 145 feet west of Redstem Drive to 135 feet east of Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Paddock Lane From 265 feet west of Redstem Drive to Redstem Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Pine Leaf Lane From 265 feet east of Copper Canyon Drive to Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Porosa Lane From 200 feet west of Redstem Drive to Redstem Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Prairie Clover Lane From 265 feet east of Copper Canyon Drive to Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Redstem Drive From 125 feet south of Marigold Lane to First Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Sweet Clover Drive From 265 feet east of Copper Canyon Drive to Copper Canyon Drive 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Windsong Parkway From 120 feet north of First Street to 120 feet south of First Street 7:15 AM to 8:00 AM 2:35 PM to 3:20 PM 20 Page 55 Item 8. Ordinance No. 2023-__, Page 5 Cheek Middle School Denton Way From 1,500 east of FM 1385 to 1,850 north of Gee Road 7:45 AM to 8:30 AM 3:20 PM to 4:05 PM 20 Reynolds Middle School Church Street From 30 feet north of Eighth Street to Prosper ISD Property Line 7:45 AM to 8:30 AM 3:15 PM to 4:00 PM 20 Coleman Street From 160 feet north of Gorgeous Drive to 60 feet south of Wilson Drive 7:45 AM to 8:30 AM 3:15 PM to 4:00 PM 20 Rogers Middle School Coit Road From 300 feet south of Richland Boulevard to 1,150 feet north of Richland Boulevard 7:30 AM to 8:30 AM 3:15 PM to 4:00 PM 20 Richland Boulevard From 300 feet west of Coit Road to east end of roadway 7:30 AM to 8:30 AM 3:15 PM to 4:00 PM 20 Rushing Middle School Chaucer Drive From First Street to Clearwater Drive 7:15 AM to 8:30 AM 2:35 PM to 4:00 PM 20 Clearwater Drive From 300 feet east of Chaucer Drive to Grove Vale Drive 7:15 AM to 8:30 AM 2:35 PM to 4:00 PM 20 First Street From 300 feet west of Chaucer Drive to 190 feet west of Winsor Dr. 7:15 AM to 8:30 AM 2:35 PM to 4:00 PM 20 Grove Vale Drive From 30 feet south of Clearwater Drive to Clearwater Drive 7:15 AM to 8:30 AM 2:35 PM to 4:00 PM 20 Prosper High School Coleman Street From 110 feet east of Talon Lane to 1,900 feet east of Talon Lane 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Frontier Parkway From 3,930 feet west of SH 289 (Preston Road) to 3,305 feet west of SH 289 (Preston Road) 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Walnut Grove High School First Street From 1,300 west of Granite Shoal Drive to 300 feet east of Old First Street 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Granite Shoal Drive From First Street to 200 feet north of First Street 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Old First Street From First Street to 200 feet north of First Street 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Wildcat Way From First Street to south end of roadway 8:15 AM to 9:00 AM 3:55 PM to 4:40 PM 20 Page 56 Item 8. Ordinance No. 2023-__, Page 6 SECTION 3 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 repeal prevent a prosecution from being commenced for any violation if occurring prior to the repeal of the ordinance. Any remaining portion of conflicting ordinances shall remain in full force and effect. SECTION 4 If any section, subsection, sentence, clause or phrase of this Ordinance is for any reason, held to be unconstitutional or invalid by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The Town of 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. 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. SECTION 6 This Ordinance shall become effective after its passage and publication, as required by law. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 25TH DAY OF JULY, 2023. APPROVED: ___________________________________ David F. Bristol, Mayor ATTEST: ____________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _____________________________________ Terrence S. Welch, Town Attorney Page 57 Item 8. Page 1 of 1 To: Mayor and Town Council From: David Soto, Planning Manager Through: Mario Canizares, Town Manager Chuck Ewings, Assistant Town Manager David Hoover, Director of Development Services Re: Downtown Zoning Ordinance Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon an ordinance to rezone 0.3± acres from Single Family-15 (SF-15) to Downtown Retail (DTR), on Lots 3-5, located south of Fifth Street and East of Main Street. (ZONE-23-0001) Description of Agenda Item: On June 27, 2023, the Town Council approved the proposed request, by a vote of 7-0. A zoning ordinance has been prepared accordingly. Legal Obligations and Review: Town Attorney, Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard ordinance as to form and legality. Attachments: 1. Ordinance 2. Ordinance Exhibit Town Staff Recommendation: Town Staff recommends approval of an ordinance to rezone 0.3± acres from Single Family-15 (SF-15) to Downtown Retail (DTR), on Lots 3-5, located south of Fifth Street and East of Main Street. (ZONE-23-0001) Proposed Motion: I move to approve an ordinance to rezone 0.3± acres from Single Family-15 (SF-15) to Downtown Retail (DTR), on Lots 3-5, located south of Fifth Street and East of Main Street. (ZONE-23- 0001) PLANNING Page 58 Item 9. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2023-__ AN ORDINANCE OF THE TOWN OF PROSPER, TEXAS, AMENDING PROSPER’S ZONING ORDINANCE BY REZONING A TRACT OF LAND CONSISTING OF 0.390 ACRE, SITUATED IN THE COLLIN COUNTY SCHOOL LAND SURVEY, ABSTRACT NO. 147, IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS FROM SINGLE FAMILY-15 (SF-15) TO DOWNTOWN RETAIL (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 the Zoning Ordinance should be amended; and WHEREAS, the Town of Prosper, Texas (“Prosper”) has received a request from John Kim (“Applicant”), to rezone 0.390 acre of land, more or less, in the Collin County School Land Survey, Abstract No. 147, in the Town of Prosper, Collin County, Texas, from Single Family-15 (SF-15) to Downtown Retail (DTR) and being more particularly described in Exhibit “A,” attached hereto and incorporated herein for all purposes; and WHEREAS, the Town Council has investigated 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, 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 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 Amendment to the Town’s Zoning Ordinance. The Town’s Zoning Ordinance is amended as follows: The zoning designation of the below described property containing 0.390 acres of land, more or less, 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 zoned as Downtown Retail (DTR) and being more particularly described in Exhibit “A,” attached hereto and incorporated herein for all purposes as if set forth verbatim. Page 59 Item 9. Ordinance No. 2023-__, Page 2 All development plans, standards, and uses for the Property shall comply fully with the requirements of all ordinances, rules, and regulations of the Town of Prosper, as they currently exist or may be amended. Two (2) original, official, and identical copies of the zoning exhibit map are hereby adopted and shall be filed and maintained as follows: a. One (1) copy shall be filed with the Town Secretary and retained as an original record and shall not be changed in any manner. 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 shall be deemed guilty of a misdemeanor, and upon conviction thereof shall be fined any sum not exceeding Two Thousand Dollars ($2,000.00). Each continuing day’s violation under this Ordinance shall constitute a separate offense. The penal provisions imposed under this Ordinance shall not preclude Prosper from filing suit to enjoin the violation. Prosper retains all legal rights and remedies available to it pursuant to local, state and federal law. SECTION 6 Severability. Should any section, subsection, sentence, clause or phrase of this Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is expressly provided that any and all remaining portions of this Ordinance shall remain in full force and effect. Prosper hereby declares that it would have passed this Ordinance, and each section, subsection, clause or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses and phrases be declared unconstitutional or invalid. Page 60 Item 9. Ordinance No. 2023-__, Page 3 SECTION 7 Savings/Repealing Clause. Prosper’s Zoning Ordinance 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 25TH DAY OF JULY, 2023. ______________________________ David F. Bristol, Mayor ATTEST: _________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 61 Item 9. N. MAIN STREET5th STREET BROADWAY N. COLEMAN STREETCOLEMAN STREETN. MAIN STREETAlleyAlley EXHIBIT A 1"=30' EX-A Bryant's Addition Town of Prosper Collin County, Texas SITUATED in the Town of Prosper, in the Collin County School Land Survey, Abstract No. 147 of Collin County, Texas and being all of Lots 3, 4 and 5, Block 2 of Bryant's Addition, an addition to the Town of Prosper, recorded in Volume 116, Pages 162-163, Plat Records, Collin County, Texas (P.R.C.C.T.) and further described in a Warranty Deed with Vendor's Lien to John C. Kim and Sook Y. Kim, dated April 30, 2021 and recorded in Document No. 20210504000898370, Deed Records, Collin County, Texas (D.R.C.C.T.) and also including portions of the adjoining public rights-of-way and being more particularly described by metes & bounds as follows: BEGINNING at a 5/8 inch iron rod, topped with a yellow plastic cap, stamped “TERRACORP”, found on the west line of a 20' wide public alley for the northeast corner of the above described Lot 3, Block 2 and said point also being the southeast corner of Lot 2, Block 2 of said Bryant's Addition; THENCE: North 89 deg. 19 min. 20 sec. East, across said 20' wide public alley, a distance of 10.00 feet to a point in the center of said alley for the northeast corner of this hereinafter described tract of land; THENCE: South 00 deg. 40 min. 40 sec. East, along the center of said alley, a distance of 85.00 feet to a point at the centerline intersection of said alley and an east-west 20' wide public alley for the southeast corner of this tract of land and said point bears South 45 deg. 40 min. 40 sec. East - 14.14 feet from a 5/8 inch iron rod, topped with a yellow plastic cap, stamped “TERRACORP”, found at the southeast corner of the above described Lot 5, Block 2; THENCE: South 89 deg. 19 min. 20 sec. West, along the centerline of said east-west 20' wide public alley, a distance of 200.00 feet to a point at the centerline intersection of said alley and N. Main Street (80' wide public right-of-way) for the southwest corner of this tract of land; THENCE: North 00 deg. 40 min. 40 sec. West, along the centerline of said N. Main Street, a distance of 85.00 feet to a point for the northwest corner of this tract of land; THENCE: North 89 deg. 19 min. 20 sec. East, across said N. Main Street, at a distance of 40.00 feet, passing a 1/2 inch iron rod, topped with a yellow plastic cap stamped “BURNS SURVEYING”, found for the northwest corner of said Lot 3 and the southwest corner of Lot 2, Block 2 on the east right-of-way line of said N. Main Street and continuing along the common line of said Lots 2 and 3, Block 2 for a total distance of 190.00 feet to the POINT OF BEGINNING and containing 17,000 square feet or 0.390 acres of land. Note: The Bearings shown hereon are geodetic and are based upon GPS observations from Town of Prosper GPS Control Monument No. 4, Texas State Plane Coordinate System, Texas North Central Zone, NAD-83. Project No. Sheet No.Issue Dates:Revision & Date: 1 2 3 4 5 6 Drawn By:Checked By:Scale: C.E.C.I.TOWN OF PROSPER, TEXAS PURE POKE21034 Pureteam 2, LLC PURE POKE, LOTS 3-5, BLOCK 2, 0.258 ACRES COLLIN COUNTY SCHOOL LAND SURVEY BRYANTS ADDITION, ABSTRACT NO. 1471720 W. Virginia Street McKinney, Texas 75069 972.562.4409 Texas P.E. Firm No. F-5935 C.E.C.I. 1 2 3 4 5 6 SITE PROPOSED ZONING: DTR - DOWNTOWN RETAIL N MAIN STREETW BROADWAY STREET W 5TH STREET COLEMAN STREETPage 62 Item 9. Page 1 of 1 To: Mayor and Town Council From: David Soto, Planning Manager Through: Mario Canizares, Town Manager Chuck Ewings, Assistant Town Manager David Hoover, Director of Development Services Re: SUP Wireless Communications Tower Town Council Meeting – July 25, 2023 Agenda Item: Consider and act upon an ordinance to rezone for a Specific Use Permit (SUP) for a new Wireless Communications and Support Structure on 0.0048± acre, located on the south side of Frontier Parkway, west of Talon Lane. (ZONE-23-0008) Description of Agenda Item: On June 27, 2023, the Town Council approved the proposed request, by a vote of 7-0. A zoning ordinance has been prepared accordingly. Legal Obligations and Review: Town Attorney, Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard ordinance as to form and legality. Attachments: 1. Ordinance 2. Ordinance Exhibit Town Staff Recommendation: Town Staff recommends approval of an ordinance to rezone for a Specific Use Permit for a new Wireless Communications and Support Structure, on 0.0048± acre, located on the south side of Frontier Parkway, west of Talon Lane. (ZONE-23-0008) Proposed Motion: I move to approve an ordinance to rezone for a Specific Use Permit for a new Wireless Communications and Support Structure, on 0.0048± acre, located on the south side of Frontier Parkway, west of Talon Lane. (ZONE-23-0008) PLANNING Page 63 Item 10. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2023-__ AN ORDINANCE AMENDING PROSPER’S ZONING ORDINANCE; GRANTING A SPECIFIC USE PERMIT (SUP) FOR A WIRELESS COMMUNICATIONS AND SUPPORT STRUCTURE, LOCATED ON A TRACT OF LAND CONSISTING OF 0.0048 ACRE, MORE OR LESS, 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 the Zoning Ordinance should be amended; and WHEREAS, the Town of Prosper, Texas (“Prosper”) has received a request from T-Mobile (“Applicant”) for a Specific Use Permit (SUP) for a wireless communications and support structure, on a tract of land zoned Agricultural (A), consisting of 0.0048 acre of land, more or less, in The Collin County School Land Survey, Abstract No. 147, in the Town of Prosper, Collin County, Texas, and being more particularly described in Exhibit “A,” attached hereto and incorporated herein for all purposes; and WHEREAS, the Town Council has investigated 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 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. The Town’s Zoning Ordinance is amended as follows: Applicant is granted a Specific Use Permit (SUP) for a wireless communications and support structure, on a tract of land zoned Agricultural (A), consisting of 0.0048 acre of land, more or less, in the Collin County School Land Survey, Abstract No. 147, in the Town of Prosper, Collin County, Texas, and being more particularly described in Exhibit “A,” attached hereto and incorporated herein for all purposes as if set forth verbatim. Page 64 Item 10. Ordinance No. 2023-__, Page 2 The development plans, standards, and uses for the Property in this Specific Use Permit shall conform to, and comply with 1) the site plan, attached hereto as Exhibit “B”, and 2) the elevations, attached hereto as Exhibit “C”, which are incorporated herein for all purposes as if set forth verbatim, subject to the following conditions of approval by the Town Council: 1. Town Council approval of a lease agreement to allow for the use of facilities on Town property. All development plans, standards, and uses for the Property shall comply fully with the requirements of all ordinances, rules, and regulations of the Town of Prosper, as they currently exist or may be amended. Two (2) original, official, and identical copies of the zoning exhibit map are hereby adopted and shall be filed and maintained as follows: a. One (1) copy shall be filed with the Town Secretary and retained as an original record and shall not be changed in any manner. 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 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 Page 65 Item 10. Ordinance No. 2023-__, Page 3 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 25TH DAY OF JULY, 2023. ______________________________ David F. Bristol, Mayor ATTEST: _________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 66 Item 10. Page 67 Item 10. Page 68 Item 10. Page 69 Item 10. Page 70 Item 10. Page 71 Item 10. Page 72 Item 10. Page 73 Item 10. Page 74 Item 10. Page 75 Item 10. Page 1 of 2 To: Mayor and Town Council From: Chris Landrum, Finance Director Through: Mario Canizares, Town Manager Bob Scott, Deputy Town Manager Re: Parameters Ordinance - GO Bonds, Series 2023 Town Council Meeting – July 25, 2023 Agenda Item: Consider all matters incident and related to the issuance and sale of "Town of Prosper, Texas, General Obligation Refunding and Improvement Bonds, Series 2023", including the adoption of an ordinance authorizing the issuance of such bonds and establishing procedures and delegating authority for the sale and delivery of such bonds. (CL) Description of Agenda Item: Proceeds from the sale of the Bonds will be used to fund the planned capital projects:  Parks and recreational projects ($9,800,000)  Streets, roads, bridges, and intersections ($27,158,033) The attached ordinance would authorize the issuance of the Bonds and delegate to the Deputy Town Manager or the Finance Director the final pricing within 180 days that meets the following conditions:  Issue the bonds through a competitive or negotiated sale  the voted authorization from the Election used in the issuance of such Bonds shall be taken from the following propositions: Proposition B (and shall not exceed $9,800,000 in total voted authorization used); and Proposition C (and shall not exceed $27,158,033 in total voted authorization used); the amount used of voted authorization from each proposition shall be set forth in a Pricing Certificate  at a rate not to exceed 4.75% in the aggregate  with a final maturity of August 15, 2043  the refunding must produce debt service savings of at least 3.00% Approval of this ordinance has the following advantages to obtain the lowest interest rate for the Town’s Bond sale:  Flexibility to sell on a day based on the best market conditions instead of only a Town Council Tuesday  Allows for immediate award to the lowest bidder FINANCE Page 76 Item 11. Page 2 of 2 Budget Impact: The debt service payments for the Bonds will be funded from the Debt Service Fund. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P. and Chris Settle of McCall, Parkhurst and Horton, the Town’s bond counsel, have reviewed the ordinance as to form and legality. Attached Documents: 1. Ordinance 2. Timeline (Exhibit A) 3. Use of Proceeds (Exhibit B) Town Staff Recommendation: Town staff recommends adoption of an ordinance authorizing the issuance and sale of “Town of Prosper, Texas General Obligation Refunding and Improvement Bonds, Series 2023”, and approving all other matters related thereto. Proposed Motion: I move to adopt an ordinance authorizing the issuance and sale of "Town of Prosper, Texas, General Obligation Refunding and Improvement Bonds, Series 2023" and approving all other matters related thereto. Page 77 Item 11. TOWN OF PROSPER, TEXAS ORDINANCE 2023-44 ORDINANCE AUTHORIZING THE ISSUANCE OF TOWN OF PROSPER, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS, SERIES 2023, ESTABLISHING SALE PARAMETERS, PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID BONDS; AND ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT THE STATE OF TEXAS COUNTIES OF COLLIN AND DENTON TOWN OF PROSPER WHEREAS, Town of Prosper, Texas (the "Town") has previously issued, and there are presently outstanding, bonds of the Town payable from ad valorem taxes levied and to be levied, assessed and collected within the Town, within the limits prescribed by law; and WHEREAS, the Town now desires to refund all or part of the bonds described in Schedule I attached hereto, collectively, the "Eligible Refunded Obligations", and those Eligible Refunded Obligations designated by the Pricing Officer in the Pricing Certificate (each as defined below) to be refunded are herein referred to as the "Refunded Obligations"; and WHEREAS, Chapter 1207 (defined below) authorizes the Town to issue refunding bonds and to deposit the proceeds from the sale thereof, and any other available funds or resources, directly with a place of payment (paying agent) for the Refunded Obligations, and such deposit, if made before such payment dates, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Obligations; and WHEREAS, the Town Council of the Town (the "Council") hereby finds and determines that it is a public purpose and in the best interests of the Town to refund the Refunded Obligations in order to achieve a present value debt service savings, with such savings, among other information and terms to be included in one or more pricing certificates (the "Pricing Certificate") to be executed by the Pricing Officer (hereinafter designated), all in accordance with the provisions of Section 1207.007, Texas Government Code; and WHEREAS, all the Refunded Obligations mature or are subject to redemption prior to maturity within 20 years of the date of the bonds hereinafter authorized; and WHEREAS, a portion the bonds hereinafter authorized represent a portion of the bonds approved by the voters of the Town at an election held in the Town on November 3, 2020 (the "Election") under three propositions totaling $210,000,000, and the Council deems it necessary and advisable to authorize, issue and deliver a portion of the bonds authorized at the Election, in the amounts set forth in a Pricing Certificate (hereinafter defined) from the approved Propositions, as set forth below: Page 78 Item 11. Election Prop. Purpose Bonds Approved Bonds Previously Issued Amount Being Issued(1) Amount Remaining(1) A For designing, constructing, improving and equipping public safety facilities in the Town, consisting of fire stations, an emergency operations center, a public safety training facility and administrative facilities relating thereto. $30,000,000 $18,600,000 $0.00 $11,400,000 B For designing, constructing, improving and equipping parks, trails and recreational facilities in the Town and the acquisition of land and interests in land for such purposes. $30,000,000 $5,030,000 $9,800,000 $15,170,000 C For constructing, improving, extending, expanding, upgrading and developing streets and roads, bridges and intersections in the Town and related drainage improvements, utility relocations, landscaping, curbs and sidewalks, traffic safety and operational improvements, entryway signage and other street and road signage and costs associated with such projects, and interests in land as may be necessary for such purposes, and excluding certain road projects to be funded with other obligation. $150,000,000 $50,020,000 $27,158,033 $72,821,967 (1) Includes premium deposited into the Capital Projects Fund and applied against voted authorization. The table above shall be reproduced in the Pricing Certificate with such changes necessary to reflect the final pricing information. WHEREAS, the Bonds are being issued and delivered pursuant to Chapter 1207, Chapter 1331 and Chapter 1371 (each as defined below), and the Town's Home Rule Charter; and; and WHEREAS, the Town is an "Issuer" under Section 1371.001(4)(P), Texas Government Code, having (i) a principal amount of at least $100 million in outstanding long-term indebtedness, in long-term indebtedness proposed to be issued, or a combination of outstanding or proposed long-term indebtedness and (ii) some amount of long-term indebtedness outstanding or proposed to be issued that is rated in one of the four highest rating categories for long-term debt instruments by a nationally recognized rating agency for municipal securities, without regard to the effect of any credit agreement or other form of credit enhancement entered into in connection with the obligation; and WHEREAS, the Council hereby finds and determines that it is in the best interests of the Town to issue the Bonds, in one or more series, for the purposes stated herein, and to delegate to the Pricing Officer the authority to act on behalf of the Town in selling and delivering the Bonds and setting the dates, price, interest rates, interest payment periods and other procedures relating thereto, as hereinafter specified, with such information and terms to be included in one or more Pricing Certificates to be executed by the Pricing Officer, all in accordance with the provisions of Sections 1207.007 and 1371.053, Texas Government Code, as amended; and WHEREAS, it is officially found, determined and declared that the meeting at which this Ordinance has been adopted was open to the public, and public notice of the date, hour, place and Page 79 Item 11. subject of said meeting, including this Ordinance, was given, all as required by the applicable provisions of Chapter 551, Texas Government Code, as amended; NOW, THEREFORE BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS: Section 1. RECITALS, AMOUNT, PURPOSE AND DESIGNATION OF THE BONDS. (a) The recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section. (b) The Bonds are hereby authorized to be issued and delivered, in one or more series, in the maximum aggregate principal amount hereinafter set forth for the public purposes of providing funds to (i) pay for the costs of the Projects (defined below), (ii) refund a portion of the Town's outstanding general obligation debt and (iii) pay the costs incurred in connection with the issuance of the Bonds. (c) Each Bond issued pursuant to this Ordinance shall be designated (unless otherwise provided in the Pricing Certificate): "TOWN OF PROSPER, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BOND, SERIES 2023," and initially there shall be issued, sold and delivered hereunder fully registered Bonds, without interest coupons, payable to the respective registered owners thereof (with the initial Bond(s) being made payable to the Underwriter as described herein), or to the registered assignee or assignees of said bonds or any portion or portions thereof (in each case, the "Registered Owner"). The Bonds shall be in the respective denominations and principal amounts, shall be numbered, shall mature and be payable on the date or dates in each of the years and in the principal amounts or amounts due at maturity, as applicable, and shall bear interest to their respective dates of maturity or redemption, if applicable, prior to maturity at the rates per annum, as set forth in the Pricing Certificate. Section 2. DEFINITIONS. Unless otherwise expressly provided or unless the context clearly requires otherwise in this Ordinance, the following terms shall have the meanings specified below: "Attorney General" shall mean the Attorney General of the State. "Bonds" means and includes the Bonds initially issued and delivered pursuant to this Ordinance and all substitute Bonds exchanged therefor, as well as all other substitute Bonds and replacement Bonds issued pursuant hereto, and the term "Bond" shall mean any of the Bonds. "Chapter 1207" means Chapter 1207, Texas Government Code, as amended. "Chapter 1331" means Chapter 1331, Texas Government Code, as amended. "Chapter 1371" means Chapter 1371, Texas Government Code, as amended. Page 80 Item 11. "Code" means the Internal Revenue Code of 1986, as amended. "Comptroller" shall mean the Comptroller of Public Accounts of the State. "Delivery Date" shall mean the date or dates of delivery of any series of Bonds to the Underwriter against payment therefor, as determined by the Pricing Officer in the Pricing Certificate. "Projects" shall mean (i) designing, constructing, improving and equipping public safety facilities in the Town, consisting of fire stations, an emergency operations center, a public safety training facility and administrative facilities relating thereto; (ii) designing, constructing, improving and equipping parks, trails and recreational facilities in the Town and the acquisition of land and interests in land for such purposes; and (iii) constructing, improving, extending, expanding, upgrading and developing streets and roads, bridges and intersections in the Town and related drainage improvements, utility relocations, landscaping, curbs and sidewalks, traffic safety and operational improvements, entryway signage and other street and road signage and costs associated with such projects, and interests in land as may be necessary for such purposes, and excluding certain road projects to be funded with other obligation. "State" shall mean the State of Texas. "Underwriter" shall mean the initial purchaser(s) of the Bonds designated by the Pricing Officer in the Pricing Certificate. Section 3. DELEGATION TO PRICING OFFICER. (a) As authorized by Sections 1207.007 and 1371.053, Texas Government Code, as amended, the Deputy Town Manager and the Finance Director of the Town are each individually hereby authorized to act on behalf of the Town in selling and delivering the Bonds (of which officers, the officer executing the Pricing Certificate shall be hereinafter referred to as, and shall for all purposes be, the "Pricing Officer"), determining whether the Bonds shall be issued in one or more series or subseries and whether the new money portion shall be issued as a single series of bonds and the refunding portion be issued as a separate series of bonds, determining which of the Eligible Refunded Obligations shall be refunded and carrying out the procedures specified in this Ordinance, including determining the principal amount of Bonds to be issued, the amount to be applied against each proposition, determining whether the Bonds shall be issued in one or more series or subseries, the date or dates of the Bonds, any additional or different designation or title by which the Bonds shall be known, the price at which the Bonds will be sold, the years in which the Bonds will mature, the principal amount to mature in each of such years, the rate of interest to be borne by each such maturity, the interest payment and record dates, the price and terms, if any, upon and at which the Bonds shall be subject to redemption prior to maturity at the option of the Town, as well as any mandatory sinking fund redemption provisions, whether the Bonds of any series shall be designated as "qualified tax-exempt obligations" as defined in section 265(b)(3) of the Code, approving modifications or additions to the Rule 15c2-12 continuing disclosure undertaking, approving modifications to the term Defeasance Securities, and all other matters relating to the issuance, sale, Page 81 Item 11. and delivery of the Bonds and the refunding of the Refunded Obligations, including without limitation establishing the redemption date for and effecting the redemption of the Refunded Obligations, determining any amounts to be contributed to the refunding by the Town and procuring municipal bond insurance and approving modifications to this Ordinance and executing such instruments, documents and agreements as may be necessary with respect thereto, if it is determined that such insurance would be financially desirable and advantageous, all of which shall be specified in the Pricing Certificate, provided that: (i) the maximum original principal amount of Bonds issued for new money purposes shall not exceed $37,000,000, the maximum original principal amount of Bonds issued for refunding purposes shall not exceed $5,500,000, and the aggregate original principal amount of the Bonds shall not exceed $42,500,000; (ii) no Bond of any series (if multiple series are issued) shall mature after August 15, 2043; (iii) the true interest cost rate for the Bonds shall not exceed 4.75% in the aggregate; and (iv) the refunding must produce debt service savings of at least 3.00% measured on a net present value basis as a percentage of the principal amount of the Refunded Obligations, with such savings to be net of any Town contribution to the refunding. (b) In establishing the aggregate principal amount of the Bonds, the Pricing Officer shall establish an amount not exceeding the amount authorized in Subsection (a) above, which shall be sufficient in amount to provide for the purposes for which the Bonds are authorized and to pay costs of issuing the Bonds. The delegation made hereby shall expire if not exercised by the Pricing Officer on or prior to the date that is 180 days after the adoption of this Ordinance. The Pricing Officer may determine to issue one or more series of Bonds and may exercise the authority granted herein on one or more dates to effectuate the issuance of multiple series of Bonds if multiple series are issued and, if multiple series are issued, each separate series may close on separate dates or on the same date, as determined by the Pricing Officer. The Bonds shall be sold at such prices, with and subject to such terms as set forth in one or more Pricing Certificates. (c) The Bonds of one or more series may be sold by public offering (either through a negotiated or competitive offering) or by private placement. If the Bonds of one or more series are sold by private placement, the applicable Pricing Certificate shall so state, and the applicable Pricing Certificate may make changes to this Ordinance to effect such private placement of such Bonds, including the provisions hereof that pertain to the book-entry-only procedures (including eliminating the book-entry-only system of registrations, payment and transfers) and to the provisions relating to the Rule 15c2-12 undertaking (including eliminating or replacing such undertaking with an agreement to provide alternative disclosure information). Page 82 Item 11. (d) It is hereby found and determined that the refunding of the Refunded Obligations is advisable and necessary in order to restructure the debt service requirements of the Town, and that the debt service requirements on the Bonds will be less than those on the Refunded Obligations, resulting in a reduction in the amount of principal and interest which otherwise would be payable. The Refunded Obligations are subject to redemption, at the option of the Town, and the Pricing Officer is hereby authorized to cause all of the Refunded Obligations to be called for redemption on the respective date or dates consistent with the savings analysis set forth in Section 3(a)(iv) hereof, and the proper notices of such redemption to be given, and in each case at a redemption price of par, plus accrued interest to the date fixed for redemption. In furtherance of authority granted by Section 1207.007(b), Texas Government Code, the Pricing Officer is further authorized to enter into and execute on behalf of the Town with the escrow agent named therein, an escrow agreement or deposit agreement, in substantially the form presented to the Council at the meeting at which this Ordinance was adopted and as shall be approved by the Pricing Officer, which escrow agreement or deposit agreement will provide for the payment in full of the Refunded Obligations (the "Escrow Agreement"). In addition, each Pricing Officer and the Mayor shall be authorized to execute the Escrow Agreement. In addition, the Pricing Officer is authorized to purchase such securities with proceeds of the Bonds, to execute such subscriptions for the purchase of the United States Treasury Securities, State and Local Government Series and to transfer and deposit such cash from available funds, as may be necessary or appropriate for the escrow or deposit fund described in the Escrow Agreement. (e) In satisfaction of Section 1201.022(a)(3)(B), Texas Government Code, the Council hereby determines that the delegation of the authority to the Pricing Officer to approve the final terms of the Bonds set forth in this Ordinance is, and the decisions made by the Pricing Officer pursuant to such delegated authority and incorporated into the Pricing Certificate will be, the most advantageous reasonably available, and the Pricing Officer is hereby authorized to make and include a finding to that effect in the Pricing Certificate. Section 4. CHARACTERISTICS OF THE BONDS. (a) Registration, Transfer, Conversion and Exchange. The Town shall keep or cause to be kept at the designated office of the bank named in the Pricing Certificate as the paying agent/registrar for the Bonds (the "Paying Agent/Registrar"), books or records for the registration of the transfer, conversion and exchange of the Bonds (the "Registration Books"), and the Town hereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books or records and make such registrations of transfers, conversions and exchanges under such reasonable regulations as the Town and Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar shall make such registrations, transfers, conversions and exchanges as herein provided within three days of presentation in due and proper form. The Paying Agent/Registrar shall obtain and record in the Registratio n Books the address of the registered owner of each Bond to which payments with respect to the Bonds shall be mailed, as herein provided; but it shall be the duty of each registered owner to notify the Paying Agent/Registrar in writing of the address to which payments shall be mailed, and such interest payments shall not be mailed unless such notice has been given. The Town shall have the right to inspect the Registration Books during regular business hours of the Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the Registration Books Page 83 Item 11. confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. The Town shall pay the Paying Agent/Registrar's standard or customary fees and charges for making such registration, transfer, conversion, exchange and delivery of a substitute Bond or Bonds. Registration of assignments, transfers, conversions and exchanges of Bonds shall be made in the manner provided and with the effect stated in the FORM OF BOND set forth as Exhibit A of this Ordinance. Each substitute Bond shall bear a letter and/or number to distinguish it from each other Bond. (b) Authentication. Except as provided in subsection (e) of this Section, an authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Bond, date and manually sign said Bond, and no such Bond shall be deemed to be issued or outstanding unless such Bond is so executed. The Paying Agent/Registrar promptly shall cancel all paid Bonds and Bonds surrendered for conversion and exchange. No additional ordinances, orders or resolutions need be passed or adopted by the governing body of the Town or any other body or person so as to accomplish the foregoing conversion and exchange of an y Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution and delivery of the substitute Bonds in the manner prescribed herein. Pursuant to Subchapter D, Chapter 1201, Texas Government Code, the duty of conversion and exchange of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Bond, the converted and exchanged Bond shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Bonds which initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General and registered by the Comptroller. (c) Payment of Bonds and Interest. The Town hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Bonds, all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the Town and the Paying Agent/Registrar with respect to the Bonds, and of all conversions and exchanges of Bonds, and all replacements of Bonds, as provided in this Ordinance. However, in the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest pa yment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Town. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each registered owner appearing on the Registration Books at the close of business on the last business day next preceding the date of mailing of such notice. (d) Substitute Paying Agent/Registrar. The Town covenants with the registered owners of the Bonds that at all times while the Bonds are outstanding the Town will provide a competent and legally qualified bank, trust company, financial institution or other agency to act as and perform the services of Paying Agent/Registrar for the Bonds under this Ordinance, and that the Paying Agent/Registrar will be one entity. The Town reserves the right to, and may, at its option, change the Paying Agent/Registrar upon not less than 50 days written notice to the Paying Page 84 Item 11. Agent/Registrar, to be effective not later than 45 days prior to the next principal or interest payment date after such notice. In the event that the entity at any time acting as Paying Agent/Registrar (or its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such, the Town covenants that promptly it will appoint a competent and legally qualified bank, trust company, financial institution, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by the Town. Upon any change in the Paying Agent/Registrar, the Town promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Bonds, by United States mail, first-class postage prepaid, which notice also shall give the address of the new Paying Agent/Registrar. By accepting the position and performing as such, each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar. (e) General Characteristics of the Bonds. The Bonds (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Bonds to be payable only to the Registered Owners thereof, (ii) may be redeemed prior t o their scheduled maturities (notice of which shall be given to the Paying Agent/Registrar by the Town at least 35 days prior to any such redemption date), (iii) may be transferred and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the principal of and interest on the Bonds shall be payable, and (viii) shall be administered and the Paying Agent/Registrar and the Town shall have certain duties and responsibilities with respect to the Bonds, all as provided, and in the manner and to the effect as required or indicated, in the FORM OF BOND set forth as Exhibit A of this Ordinance. The Bonds initially issued and delivered pursuant to this Ordinance are not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Bond issued in conversion of and exchange for any Bond or Bonds issued under this Ordinance the Paying Agent/Registrar shall execute the Paying Agent/registrar's Authentication Certificate, in the FORM OF BOND set forth as Exhibit A of this Ordinance. (f) Book-Entry-Only System. Unless the Bonds are sold by private placement, the Bonds issued in exchange for the Bonds initially issued to the Underwriter shall be initially issued in the form of a separate single fully registered Bond for each of the maturities thereof. Upon initial issuance, the ownership of each such Bond shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company of New York ("DTC"), and except as provided in subsection (g) of this Section, all of the outstanding Bonds shall be registered in the name of Cede & Co., as nominee of DTC. With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the Town and the Paying Agent/Registrar shall have no responsibility or obligation to any securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations on whose behalf DTC was created ("DTC Participant") to hold securities to facilitate the clearance and settlement of securities transactions among DTC Participants or to any person on behalf of Page 85 Item 11. whom such a DTC Participant holds an interest in the Bonds. Without limiting the immediately preceding sentence, the Town and the Paying Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person, other than a registered owner of Bonds, as shown on the Registration Books, of any notice with respect to the Bonds, or (iii) the payment to any DTC Participant or any other person, other than a registered owner of Bonds, as shown i n the Registration Books of any amount with respect to principal of or interest on the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, the Town and the Paying Agent/Registrar shall be entitled to treat and consider the person in whose name each Bond is registered in the Registration Books as the absolute owner of such Bond for the purpose of payment of principal and interest with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay all principal of and interest on the Bonds only to or upon the order of the registered owners, as shown in the Registration Books as provided in this Ordinance, or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the Town's obligations with respect to payment of principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner, as shown in the Registration Books, shall receive a Bond certificate evidencing the obligation of the Town to make payments of principal and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks being mailed to the registered owner at the close of business on the Record Date, the words "Cede & Co." in this Ordinance shall refer to such new nominee of DTC. (g) Successor Securities Depository; Transfers Outside Book-Entry-Only System. If the Bonds are subject to the DTC book-entry system, and in the event that the Town determines that DTC is incapable of discharging its responsibilities described herein and in the representation letter of the Town to DTC or that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Town shall (i) appoint a successor securities depository, qualified to act as such under Section 17A of the Securities and Exchange Act of 1934, as amended, notify DTC and DTC Participants of the appointment of such successor securities depository and transfer one or more separate Bonds to such successor securities depository or (ii) notify DTC and DTC Participants of the availability through DTC of Bonds and transfer one or more separate Bonds to DTC Participants having Bonds credited to their DTC accounts. In such event, the Bonds shall no longer be restricted to being registered in the Registration Books in the name of Cede & Co., as nominee of DTC, but may be registered in the name of the successor securities depository, or its nominee, or in whatever name or names registered owners transferring or exchanging Bonds shall designate, in accordance with the provisions of this Ordinance. (h) Payments to Cede & Co. Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of and interest on such Bond and all notices with respect to Page 86 Item 11. such Bond shall be made and given, respectively, in the manner provided in the representation letter of the Town to DTC. (i) Cancellation of Initial Bond(s). On the Delivery Date, one initial Bond representing the entire principal amount of the Bonds, payable in stated installments to the order of the Underwriter or its designee, executed by manual or facsimile signature of the Mayor and Town Secretary, approved by the Attorney General, and registered and manually signed by the Comptroller, will be delivered to the Underwriter or its designee. If the Bonds are sold subject to the book-entry system of DTC, then upon payment for the initial Bond(s), the Paying Agent/Registrar shall insert the Delivery Date on the initial Bond(s), cancel each of the initial Bond(s) and deliver to DTC on behalf of the Underwriter one registered definit ive Bond for each year of maturity of the Bonds, in the aggregate principal amount of all of the Bonds for such maturity, registered in the name of Cede & Co., as nominee of DTC. To the extent that the Paying Agent/Registrar is eligible to participate in DTC's FAST System, pursuant to an agreement between the Paying Agent/Registrar and DTC, the Paying Agent/Registrar shall hold the definitive Bonds in safekeeping for DTC. (j) Conditional Notice of Redemption. With respect to any optional redemption of the Bonds, unless certain prerequisites to such redemption required by this Ordinance have been met and moneys sufficient to pay the principal of and premium, if any, and interest on the Bonds to be redeemed shall have been received by the Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption may, at the option of the Town, be conditional upon the satisfaction of such prerequisites and receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon any prerequisite set forth in such notice of redemption. If a conditional notice of redemption is given and such prerequisites to the redemption and sufficient moneys are not received, such notice shall be of no force and effect, the Town shall not redeem such Bonds and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Bonds have not been redeemed. Section 5. FORM OF BONDS. The form of the Bond, including the form of Paying Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate of the Comptroller of Public Accounts of the State to be attached only to the Bonds initially issued and delivered pursuant to this Ordinance, shall be, respectively, substantially in the form provided in Exhibit A, with such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance. The Form of Bond as it appears in Exhibit A shall be completed, amended and modified by Bond Counsel to incorporate the information set forth in the Pricing Certificate, but it is not required for the Form of Bond to be reproduced as an exhibit to the Pricing Certificate. Section 6. TAX LEVY. (a) A special "Interest and Sinking Fund" is hereby created and shall be established and maintained by the Town as a separate fund or account and the funds therein shall be deposited into and held at an official depository bank of said Town. Said Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of said Town, and Page 87 Item 11. shall be used only for paying the interest on and principal of said Bonds. All amounts received from the sale of the Bonds as accrued interest shall be deposited upon receipt to the Interest and Sinking Fund, and all ad valorem taxes levied and collected for and on account of said Bonds shall be deposited, as collected, to the credit of said Interest and Sinking Fund. During each year while any of said Bonds are outstanding and unpaid, the governing body of said Town shall compute and ascertain a rate and amount of ad valorem tax that will be sufficient to raise and produce the money required to pay the interest on said Bonds as such interest comes due, and to provide and maintain a sinking fund adequate to pay the principal of said Bonds as such principal matures (but never less than 2% of the original amount of said Bonds as a sinking fund each year); and said tax shall be based on the latest approved tax rolls of said Town, with full allowances being made for tax delinquencies and the cost of tax collection. Said rate and amount of ad valorem tax is hereby levied, and is hereby ordered to be levied, against all taxable property in said Town, for each year while any of said Bonds are outstanding and unpaid, and said tax shall be assessed and collected each such year and deposited to the credit of the aforesaid Interest and Sinking Fund. Said ad valorem taxes sufficient to provide for the payment of the interest on and principal of said Bonds, as such interest comes due and such principal matures, are hereby pledged for such payment, within the limit prescribed by law. If lawfully available moneys of the Town are actually on deposit in the Interest and Sinking Fund in advance of the time when ad valorem ta xes are scheduled to be levied for any year, then the amount of taxes that otherwise would have been required to be levied pursuant to this Section may be reduced to the extent and by the amount of the lawfully available funds then on deposit in the Interest and Sinking Fund. (b) Chapter 1208, Government Code, applies to the issuance of the Bonds and the pledge of the taxes granted by the Town under this Section, and is therefore valid, effective, and perfected. Should State law be amended at any time while the Bonds are outstanding and unpaid, the result of such amendment being that the pledge of the taxes granted by the Town under this Section is to be subject to the filing requirements of Chapter 9, Business and Commerce Code, in order to preserve to the registered owners of the Bonds a security interest in said pledge, the Town agrees to take such measures as it determines are reasonable and necessary under State law to comply with the applicable provisions of Chapter 9, Texas Business and Commerce Code and enable a filing of a security interest in said pledge to occur. Section 7. DEFEASANCE OF BONDS. (a) Any Bond and the interest thereon shall be deemed to be paid, retired, and no longer outstanding (a "Defeased Bond") within the meaning of this Ordinance, except to the extent provided in subsection (d) of this Section, when payment of the principal of such Bond, plus interest thereon to the due date (whether such due date be by reason of maturity or otherwise) either (i) shall have been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by irrevocably depositing with or making available to the Paying Agent/Registrar in accordance with an agreement or other instrument (the "Future Escrow Agreement") for such payment (1) lawful money of the United States of America sufficient to make such payment or (2) Defeasance Securities that mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money to provide for such payment, and when proper arrangements have been made by the Town with the Paying Agent/Registrar for the Page 88 Item 11. payment of its services until all Defeased Bonds shall have become due and payable. At such time as a Bond shall be deemed to be a Defeased Bond hereunder, as aforesaid, such Bond and the interest thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem taxes herein levied and pledged as provided in this Ordinance, and such principal and interest shall be payable solely from such money or Defeasance Securities, and thereafter the Town will have no further responsibility with respect to amounts available to the Paying Agent/Registrar (or other financial institution permitted by applicable law) for the payment of such Defeased Bonds, including any insufficiency therein caused by the failure of the Paying Agent/Registrar (or other financial institution permitted by applicable law) to receive payment when due on the Defeasance Securities. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided that any determination not to redeem Defeased Bonds that is made in conjunction with the payment arrangements specified in subsections (a)(i) or (ii) of this Section shall not be irrevocable, provided that (1) in the proceedings providing for such payment arrangements, the Town expressly reserves the right to call the Defeased Bonds for redemption; (2) gives notice of the reservation of that right to the owners of the Defeased Bonds immediately following the making of the payment arrangements; and (3) directs that notice of the reservation be included in any redemption notices that it authorizes. (b) Any moneys so deposited with the Paying Agent/Registrar may at the written direction of the Town also be invested in Defeasance Securities, maturing in the amounts and times as hereinbefore set forth, and all income from such Defeasance Securities received by the Paying Agent/Registrar that is not required for the payment of the Bonds and interest thereon, with respect to which such money has been so deposited, shall be turned over to the Town, or deposited as directed in writing by the Town. Any Future Escrow Agreement pursuant to which the money and/or Defeasance Securities are held for the payment of Defeased Bonds may contain provisions permitting the investment or reinvestment of such moneys in Defeasance Securities or the substitution of other Defeasance Securities upon the satisfaction of the requirements specified in subsections (a)(i) or (ii) of this Section. All income from such Defeasance Securities received by the Paying Agent/Registrar which is not required for the payment of the Defeased Bonds, with respect to which such money has been so deposited, shall be remitted to the Town or deposited as directed in writing by the Town. (c) The term "Defeasance Securities" means any securities and obligations now or hereafter authorized by State law that are eligible to refund, retire or otherwise discharge obligations such as the Bonds. (d) Until all Defeased Bonds shall have become due and payable, the Paying Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased Bonds the same as if they had not been defeased, and the Town shall make proper arrangements to provide and pay for such services as required by this Ordinance. (e) In the event that the Town elects to defease less than all of the principal amount of Bonds of a maturity, the Paying Agent/Registrar shall select, or cause to be selected, such amount of Bonds by such random method as it deems fair and appropriate. Page 89 Item 11. Section 8. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS. (a) Replacement Bonds. In the event any outstanding Bond is damaged, mutilated, lost, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, and delivered, a new bond of the same principal amount, maturity, and interest rate, as the damaged, mutilated, lost, stolen, or destroyed Bond, in replacement for such Bond in the manner hereinafter provided. (b) Application for Replacement Bonds. Application for replacement of damaged, mutilated, lost, stolen, or destroyed Bonds shall be made by the registered owner thereof to the Paying Agent/Registrar. In every case of loss, theft, or destruction of a Bond, the registered owner applying for a replacement bond shall furnish to the Town and to the Paying Agent/Registrar such security or indemnity as may be required by them to save each of them harmless from any loss or damage with respect thereto. Also, in every case of loss, theft, or destruction of a Bond, the registered owner shall furnish to the Town and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft, or destruction of such Bond. In every case of damage or mutilatio n of a Bond, the registered owner shall surrender to the Paying Agent/Registrar for cancellation the Bond so damaged or mutilated. (c) No Default Occurred. Notwithstanding the foregoing provisions of this Section, in the event any such Bond shall have matured, and no default has occurred which is then continuing in the payment of the principal of or interest on the Bond, the Town may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Bond) instead of issuing a replacement Bond, provided security or indemnity is furnished as above provided in this Section. (d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement bond, the Paying Agent/Registrar shall charge the registered owner of such Bond with all legal, printing, and other expenses in connection therewith. Every replacement bond issued pursuant to the provisions of this Section by virtue of the fact that any Bond is lost, stolen, or destroyed shall constitute a contractual obligation of the Town whether or not the lost, stolen, or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and proportionately with any and all other Bonds duly issued under this Ordinance. (e) Authority for Issuing Replacement Bonds. In accordance with Subchapter B, Chapter 1206, Texas Government Code, this Sect ion shall constitute authority for the issuance of any such replacement bond without necessity of further action by the governing body of the Town or any other body or person, and the duty of the replacement of such bonds is hereby authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such Bonds in the form and manner and with the effect, as provided in this Ordinance for Bonds issued in conversion and exchange for other Bonds. Page 90 Item 11. Section 9. CUSTODY, APPROVAL, AND REGISTRATION OF BONDS; BOND COUNSEL'S OPINION; CUSIP NUMBERS AND CONTINGENT INSURANCE PROVISION, IF OBTAINED. The Mayor (or, in the absence of the Mayor, the Mayor Pro Tem) is hereby authorized to have control of the Bonds initially issued and delivered hereunder and all necessary records and proceedings pertaining to the Bonds pending their delivery and their investigation, examination and approval by the Attorney General, and their registration by the Comptroller. Upon registration of the Bonds, the Comptroller (or a deputy designated in writing to act for the Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Bonds, and the seal of the Comptroller shall be impressed, or placed in facsimile, on such Bond. The approving legal opinion of the Town's Bond Counsel and the assigned CUSIP numbers may, at the option of the Town, be printed on the Bonds issued and delivered under this Ordinance, but neither shall have any legal effect, and shall be solely for the convenience and information of the registered owners of the Bonds. In addition, if bond insurance is obtained, the Bonds may bear an appropriate legend as provided by the insurer. Section 10. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON THE BONDS. (a) Covenants. The Town covenants to take any action necessary to assure, or refrain from any action which would adversely affect, the treatment of the Bonds as obligations described in section 103 of the Code, the interest on which is not includable in the "gross income" of the holder for purposes of federal income taxation. In furtherance thereof, the Town covenants as follows: (i) to take any action to assure that no more than 10 percent of the proceeds of the Bonds or the projects financed therewith (less amounts deposited to a reserve fund, if any) are used for any "private business use," as defined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds or the projects financed therewith are so used, such amounts, whether or not received by the Town, with respect to such private business use, do not, under the terms of this Ordinance or any underlying arrangement, directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Bonds, in contravention of section 141(b)(2) of the Code; (ii) to take any action to assure that in the event that the "private business use" described in subsection (1) hereof exceeds 5 percent of the proceeds of the Bonds or the projects financed therewith (less amounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used for a "private business use" which is "related" and not "disproportionate," within the meaning of section 141(b)(3) of the Code, to the governmental use; (iii) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state or local governmental units, in contravention of section 141(c) of the Code; Page 91 Item 11. (iv) to refrain from taking any action which would otherwise result in the Bonds being treated as "private activity bonds" within the meaning of section 141(b) of the Code; (v) to refrain from taking any action that would result in the Bonds being "federally guaranteed" within the meaning of section 149(b) of the Code; (vi) to refrain from using any portion of the proceeds of the Bonds, directly or indirectly, to acquire or to replace funds which were used, directly or indirectly, to acquire investment property (as defined in section 148(b)(2) of the Code) which produces a materially higher yield over the term of the Bonds, other than investment property acquired with: (A) proceeds of the Bonds invested for a reasonable temporary period of 3 years or less or, in the case of a refunding bond, for a period of 90 days or less until such proceeds are needed for the purpose for which the bonds are issued, (B) amounts invested in a bona fide debt service fund, within the meaning of section l.148 1(b) of the Treasury Regulations, and (C) amounts deposited in any reasonably required reserve or replacement fund to the extent such amounts do not exceed 10 percent of the proceeds of the Bonds; (vii) to otherwise restrict the use of the proceeds of the Bonds or amounts treated as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwise contravene the requirements of section 148 of the Code (relating to arbitrage); (viii) to refrain from using the proceeds of the Bonds or proceeds of any prior bonds to pay debt service on another issue more than 90 days after the date of issue of the Bonds in contravention of the requirements of section 149(d) of the Code (relating to advance refundings); and (ix) to pay to the United States of America at least once during each five-year period (beginning on the date of delivery of the Bonds) an amount that is at least equal to 90 percent of the "Excess Earnings," within the meaning of section 148(f) of the Code and to pay to the United States of America, not later than 60 days after the Bonds have been paid in full, 100 percent of the amount then required to be paid as a result of Excess Earnings under section 148(f) of the Code. (b) Rebate Fund. In order to facilitate compliance with the above covenant (8), a "Rebate Fund" is hereby established by the Town for the sole benefit of the United States of America, and such fund shall not be subject to the claim of any other person, including without limitation the bondholders. The Rebate Fund is established for the additional purpose of compliance with section 148 of the Code. Page 92 Item 11. (c) Proceeds. The Town understands that the term "proceeds" includes "disposition proceeds" as defined in the Treasury Regulations and, in the case of refunding bonds, transferred proceeds (if any) and proceeds of the Refunded Obligations expended prior to the Delivery Date. It is the understanding of the Town that the covenants contained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S. Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafter promulgated which modify or expand provisions of the Code, as applicable to the Bonds, the Town will not be required to comply with any covenant contained herein to the extent that such failure to comply, in the opinion of nationally recognized bond counsel, will not adversely affect the exemption from federal income taxation of interest on the Bonds under section 103 of the Code. In the event that regulations or rulings are hereafter promulgated which impose additional requirements which are applicable to the Bonds, the Town agrees to comply with the additional requirements to the extent necessary, in the opinion of nationally recognized bond counsel, to preserve the exemption from federal income taxation of interest on the Bonds under section 103 of the Code. In furtherance of such intention, the Town hereby authorizes and directs the Mayor, the Mayor Pro Tem, the Town Manager, the Town Secretary and each Pricing Officer to execute any documents, certificates or reports required by the Code and to make such elections, on behalf of the Town, which may be permitted by the Code as are consistent with the purpose for the issuance of the Bonds. (d) Disposition of Projects. The Town covenants that the Projects financed with the proceeds of the Bonds issued in accordance with the Election or refinanced through the refunding of the Refunded Obligations, as described in the recitals to this Ordinance, will not be sold or otherwise disposed in a transaction resulting in the receipt by the Town of cash or other compensation, unless the Town obtains an opinion of nationally-recognized bond counsel that such sale or other disposition will not adversely affect the tax-exempt status of the Bonds. For purposes of the foregoing, the portion of the property comprising personal property and disposed in the ordinary course shall not be treated as a transaction resulting in the receipt of cash or other compensation. For purposes hereof, the Town shall not be obligated to comply with this covenant if it obtains an opinion that such failure to comply will not adversely affect the excludability for federal income tax purposes from gross income of the interest. (e) Allocation of, and Limitation on, Expenditures for the Projects. The Town covenants to account for the expenditure of sale proceeds and investment earnings to be used for the construction and acquisition of the Projects on its books and records by allocating proceeds to expenditures within 18 months of the later of the date that (1) the expenditure is made, or (2) the Projects are completed. The foregoing notwithstanding, the Town shall not expend sale proceeds or investment earnings thereon more than 60 days after the earlier of (1) the fifth anniversary of the Delivery Date, or (2) the date the Bonds are retired, unless the Town obtains an opinion of nationally-recognized bond counsel that such expenditure will not adversely affect the status, for federal income tax purposes, of the Bonds or the interest thereon. For purposes hereof, the Town shall not be obligated to comply with this covenant if it obtains an opinion that such failure to comply will not adversely affect the excludability for federal income tax purposes from gross income of the interest. Page 93 Item 11. Section 11. SALE OF BONDS; OFFICIAL STATEMENT. (a) The Bonds shall be sold and delivered subject to the provisions hereof and pursuant to the terms and provisions of a bond purchase agreement, notice of sale and bidding instructions or private placement agreement (collectively and individually, the "Purchase Contract"), each of which the Pricing Officer is hereby authorized to execute and deliver and in which the Underwriter shall be designated. The Bonds shall initially be registered in the name of the Underwriter, unless otherwise set forth in the Pricing Certificate. (b) The Pricing Officer is hereby authorized, in the name and on behalf of the Town, to approve the distribution and delivery of a preliminary official statement and a final official statement relating to the Bonds to be used by the Underwriter in the marketing of the Bonds, if applicable. Section 12. FURTHER PROCEDURES; ENGAGEMENT OF BOND COUNSEL; ATTORNEY GENERAL FILING FEE; APPROPRIATION. (a) The Mayor, the Mayor Pro Tem, the Town Manager, the Town Secretary and each Pricing Officer, individually or jointly, shall be and they are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the Town such documents, certificates and instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the Letter of Representations, the Bonds and the sale of the Bonds. In addition, prior to the delivery of the Bonds, the Mayor, the Mayor Pro Tem, the Town Manager, the Town Secretary and each Pricing Officer are each hereby authorized and directed to approve any changes or corrections to this Ordinance or to any of the documents authorized and approved by this Ordinance: (i) in order to cure any ambiguity, formal defect, or omission in this Ordinance or such other document, or (ii) as requested by the Attorney General or his representative to obtain the approval of the Bonds by the Attorney General. In case any officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. (b) The obligation of the Underwriter to accept delivery of the Bonds is subject to the Underwriter being furnished with the final, approving opinion of McCall, Parkhurst & Horton L.L.P., bond counsel to the Town, which opinion shall be dated as of and delivered on the Delivery Date. The engagement of such firm as bond counsel to the Town in connection with issuance, sale and delivery of the Bonds is hereby approved and confirmed. (c) To pay the debt service coming due on the Bonds, if any (as determined by the Pricing Certificate) prior to receipt of the taxes levied to pay such debt service, there is hereby appropriated from current funds on hand, which are hereby certified to be on hand and available for such purpose, an amount sufficient to pay such debt service, and such amount shall be used for no other purpose. Page 94 Item 11. (d) In accordance with the provisions of Section 1202.004, Texas Government Code, in connection with the submission of the Bonds to the Attorney General for review and approval, a statutory fee (an amount equal to 0.1% principal amount of the Bonds, subject to a minimum of $750 and a maximum of $9,500) is required to be paid to the Attorney General upon the submission of the transcript of proceedings for the Bonds. The Town hereby authorizes and directs that a check in the amount of the Attorney General filing fee for the Bonds, made payable to the "Texas Attorney General," be promptly furnished to the Town's Bond Counsel, for payment to the Attorney General in connection with his review of the Bonds. Section 13. COMPLIANCE WITH RULE 15c2-12. (a) If the Bonds are sold by public offering, and are subject to the Rule (as defined below), the following provisions shall apply, unless modified by the Pricing Officer in the Pricing Certificate: (i) Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: "Financial Obligation" means a: (a) debt obligation; (b) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (c) a guarantee of the foregoing (a) and (b). The term Financial Obligation does not include any municipal securities as to which a final official statement has been provided to the MSRB consistent with the Rule. "MSRB" means the Municipal Securities Rulemaking Board or any successor to its functions under the Rule. "Rule" means SEC Rule 15c2 12, as amended from time to time. "SEC" means the United States Securities and Exchange Commission. (ii) Annual Reports. (A) The Town shall provide annually to the MSRB, within the timeframe set forth in the Pricing Certificate, in the electronic format prescribed by the MSRB, certain updated financial information and operating data pertaining to the Town, being the information described in the Pricing Certificate. (B) Any financial information described in the Pricing Certificate to be provided shall be (i) prepared in accordance with the accounting principles described in the financial statements of the Town appended to the Official Statement, or such other accounting principles as the Town may be required to employ from time to time pursuant to state law or regulation, and (ii) audited, if the Town commissions an audit of such statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not completed within the period set forth in the Pricing Certificate, then the Town shall provide unaudited financial information of the type described in the Pricing Certificate within such period, and audited financial Page 95 Item 11. statements for the applicable fiscal year to the MSRB, when and if the audit report on such statements becomes available. (C) If the Town changes its fiscal year, it will notify the MSRB of the change (and of the date of the new fiscal year end) prior to the next date by which the Town otherwise would be required to provide financial information and operating data pursuant to this Section. (D) All financial information, operating data, financial statements and notices required by this Section to be provided to the MSRB shall be provided in an electronic format and be accompanied by identifying information prescribed by the MSRB. Financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document (including an official statement or other offering document) available to the public on the MSRB's Internet Web site or filed with the SEC. (iii) Event Notices. The Town shall notify the MSRB, in a timely manner not in excess of ten business days after the occurrence of the event, of any of the following events with respect to the Bonds: (1) Principal and interest payment delinquencies; (2) Non-payment related defaults, if material; (3) Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of holders of the Bonds, if material; (8) Bond calls, if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership, or similar event of the Town; (13) The consummation of a merger, consolidation, or acquisition involving the Town or the sale of all or substantially all of the assets of the Town, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and Page 96 Item 11. (14) Appointment of a successor or additional paying agent/registrar or the change of name of a paying agent/registrar, if material; (15) Incurrence of a Financial Obligation of the Town, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Town, any of which affect security holders, if material; and (16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Town, any of which reflect financial difficulties. For these purposes, (a) any event described in the immediately preceding paragraph (12) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the Town in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Town, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers of the Town in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Town, and (b) the Town intends the words used in the immediately preceding paragraphs (15) and (16) and the definition of Financial Obligation in this Section to have the same meanings as when they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018. The Town shall notify the MSRB, in a timely manner, of any failure by the Town to provide financial information or operating data in accordance with subsection (a)(ii) of this Section by the time required by subsection (a)(ii). (iv) Limitations, Disclaimers and Amendments. (A) The Town shall be obligated to observe and perform the covenants specified in this Section for so long as, but only for so long as, the Town remains an "obligated person" with respect to the Bonds within the meaning of the Rule, except that the Town in any event will give notice of any deposit made in accordance with this Ordinance or applicable law that causes the Bonds no longer to be outstanding. (B) The provisions of this Section are for the sole benefit of the registered owners and beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Town undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Town's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The Town does not make Page 97 Item 11. any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. (C) UNDER NO CIRCUMSTANCES SHALL THE TOWN BE LIABLE TO THE REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE TOWN, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. (D) No default by the Town in observing or performing its obligations under this Section shall comprise a breach of or default under the Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the Town under federal and state securities laws. (E) The provisions of this Section may be amended by the Town from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the Town, but only if (1) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule since such offering as well as such changed circumstances and (2) either (a) the registered owners of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with the Town (such as nationally recognized bond counsel) determined that such amendment will not materially impair the interest of the registered owners and beneficial owners of the Bonds. If the Town so amends the provisions of this Section, it shall include with any amended financial information or operating data next provided in accordance with subsection (b) of this Section an explanation, in narrative form, of the reason for the amendment and of the impact of any change in the type of financial information or operating data so provided. The Town may also amend or repeal the provisions of this continuing disclosure agreement if the SEC amends or repeals the applicable provision of the Rule or a court of final jurisdiction enters judgment that such provisions of the Rule are invalid, but only if and to the extent that the provisions of this sentence would not prevent an underwriter from lawfully purchasing or selling Bonds in the primary offering of the Bonds. (b) If the Bonds are sold by private placement, the Pricing Officer may agree to provide for an undertaking in accordance with the Rule or may agree to provide other public information to the Underwriter as may be necessary for the sale of the Bonds on the most favorable terms to the Town. Page 98 Item 11. Section 14. METHOD OF AMENDMENT. The Town hereby reserves the right to amend this Ordinance subject to the following terms and conditions, to-wit: (a) The Town may from time to time, without the consent of any Registered Owner, except as otherwise required by paragraph (b) below, amend or supplement this Ordinance to (i) cure any ambiguity, defect or omission in this Ordinance that does not materially adversely affect the interests of the Registered Owners, (ii) grant additional rights or security for the benefit of the Registered Owners, (iii) add events of default as shall not be inconsistent with the provisions of this Ordinance and that shall not materially adversely affect the interests of the Registered Owners, (v) qualify this Ordinance under the Trust Indenture Act of 1939, as amended, or corresponding provisions of federal laws from time to time in effect, or (iv) make such other provisions in regard to matters or questions arising under this Ordinance as shall not be materially inconsistent with the provisions of this Ordinance and that shall not, in the opinion of nationally- recognized bond counsel, materially adversely affect the interests of the Registered Owners. (b) Except as provided in paragraph (a) above, the holders of Bonds aggregating in a majority of the principal amount of then outstanding Bonds that are the subject of a proposed amendment shall have the right from time to time to approve any amendment hereto that may be deemed necessary or desirable by the Town; provided, however, that without the consent of 100% of the Registered Owners in aggregate principal amount of the then outstanding Bonds, nothing herein contained shall permit or be construed to permit amendment of the terms and conditions of this Ordinance or in any of the Bonds so as to: (1) Make any change in the maturity of any of the outstanding Bonds; (2) Reduce the rate of interest borne by any of the outstanding Bonds; (3) Reduce the amount of the principal of, or redemption premium, if any, payable on any outstanding Bonds; (4) Modify the terms of payment of principal or of interest or redemption premium on outstanding Bonds or any of them or impose any condition with respect to such payment; or (5) Change the minimum percentage of the principal amount of the Bonds necessary for consent to such amendment. (c) If at any time the Town shall desire to amend this Ordinance under this Section, the Town shall send by U.S. mail to each registered owner of the affected Bonds a copy of the proposed amendment. (d) Whenever at any time within one year from the date of mailing of such notice the Town shall receive an instrument or instruments executed by the Registered Owners of at least a majority in aggregate principal amount of all of the Bonds then outstanding that are required for the amendment (or 100% if such amendment is made in accordance with paragraph (b)), which Page 99 Item 11. instrument or instruments shall refer to the proposed amendment and which shall specifically consent to and approve such amendment, the Town may adopt the amendment in substantially the same form. (e) Upon the adoption of any amendatory Ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be modified and amended in accordance with such amendatory Ordinance, and the respective rights, duties, and obligations of the Town and all Registered Owners of such affected Bonds shall thereafter be determined, exercised, and enforced, subject in all respects to such amendment. (f) Any consent given by the Registered Owner of a Bond pursuant to the provisions of this Section shall be irrevocable for a period of six months from the date of such consent and shall be conclusive and binding upon all future Registered Owners of the same Bond during such period. Such consent may be revoked at any time after six months from the date of said consent by the Registered Owner who gave such consent, or by a successor in title, by filing notice with the Town, but such revocation shall not be effective if the Registered Owners the required amount of the affected Bonds then outstanding, have, prior to the attempted revocation, consented to and approved the amendment. (g) For the purposes of establishing ownership of the Bonds, the Town shall rely solely upon the registration of the ownership of such Bonds on the Registration Books kept by the Paying Agent/Registrar. Section 15. REDEMPTION OF REFUNDED OBLIGATIONS. (a) Subject to execution and delivery of the Purchase Contract with the Town, the Town hereby directs that the Refunded Obligations be called for redemption on the dates and at the prices set forth in the Pricing Certificate. The Pricing Officer is hereby authorized and directed to issue or cause to be issued the Notices of Redemption of the Refunded Obligations in substantially the form set forth in Exhibit B attached hereto to the paying agent for the Refunded Obligations. The Notices of Redemption of the Refunded Obligations as they appear in Exhibit B shall be completed, amended and modified by Bond Counsel to incorporate the information set forth in the Pricing Certificate, but it is not required for the Notices of Redemption of the Refunded Obligations to be reproduced as an exhibit to the Pricing Certificate. (b) The paying agent/registrar for the Refunded Obligations is hereby directed to provide the appropriate notice of redemption as required by the Refunded Obligations and is hereby directed to make appropriate arrangements so that the Refunded Obligations may be redeemed on the redemption date. (c) If the redemption of the Refunded Obligations results in the partial refunding of any maturity of the Refunded Obligations, the Pricing Officer shall direct the paying agent/registrar for the Refunded Obligations to designate at random and by lot which of the Refunded Obligations will be payable from and secured solely from ad valorem taxes of the Town pursuant to the ordinances of the Town authorizing the issuance of such Refunded Obligations (the "Refunded Page 100 Item 11. Obligation Ordinance"). For purposes of such determination and designation, all Refunded Obligations registered in denominations greater than $5,000 shall be considered to be registered in separate $5,000 denominations. The paying agent/registrar shall notify by first -class mail all registered owners of all affected bonds of such maturities that: (i) a portion of such bonds have been refunded and are secured until final maturity solely with cash and/or investments maintained by the Escrow Agent in the Escrow Fund, (ii) the principal amount of all affected bonds of such maturities registered in the name of such registered owner that have been refunded and are payable solely from cash and/or investments in the Escrow Fund and the remaining principal amount of all affected bonds of such maturities registered in the name of such registered owner, if any, have not been refunded and are payable and secured solely from ad valorem taxes of the Town as described in the Refunded Obligation Ordinance, (iii) the registered owner is required to submit his or her Refunded Obligations to the paying agent/registrar, for the purposes of re-registering such registered owner's bonds and assigning new CUSIP numbers in order to distinguish the source of payment for the principal and interest on such bonds, and (iv) payment of principal of and interest on such bonds may, in some circumstances, be delayed until such bonds have been re -registered and new CUSIP numbers have been assigned as required by (iii) above. (d) The source of funds for payment of the principal of and interest on the Refunded Obligations on their respective maturity or redemption dates shall be from the funds deposited with the Escrow Agent, pursuant to the Escrow Agreement, or pursuant to such other arrangement determined by the Pricing Officer in the Pricing Certificate. Section 16. INTEREST EARNINGS ON BOND PROCEEDS; USE OF PREMIUM RECEIVED FROM SALE OF BONDS. (a) Interest Earnings. Interest earnings derived from the proceeds that are deposited to the Capital Projects Fund (defined below) shall be retained therein and used for the purposes for which the Bonds were issued, provided that after the completion of such purposes, any amounts remaining therein shall be deposited to the Interest and Sinking Fund for the Bonds. It is further provided, however, that any interest earnings on bond proceeds that are required to be rebated to the United States of America pursuant to this Ordinance in order to prevent the Bonds from being arbitrage bonds shall be so rebated and not considered as interest earnings for purposes of this Section. (b) Use of Bond Premium. The net premium received from the sale of the Bonds shall be applied as determined by the Pricing Officer in the Pricing Certificate. (c) Use of Bond Proceeds. (i) The Town has heretofore created and established, and hereby covenants to continue to maintain on the books of the Town, a separate fund entitled the "Capital Projects Fund" (the "Capital Projects Fund") for use by the Town for payment of all lawful costs associated with the Projects. Proceeds of the Bonds in the amount determined by the Pricing Officer in the Pricing Certificate shall be deposited into the Capital Projects Fund. In addition, the amount to be applied against each bond proposition shall be determined by the Pricing Officer in the Pricing Certificate, and the table in the preambles hereto shall be Page 101 Item 11. reproduced in the Pricing Certificate to reflect such determination. Upon payment of all Project costs, any Bond proceeds remaining on deposit in the Capital Projects Fund shall be transferred to the Interest and Sinking Fund. Amounts so deposited to the Interest and Sinking Fund shall be used in the manner described in this Ordinance. (ii) The Town may place proceeds of the Bonds (including investment earnings thereon) and amounts deposited into the Interest and Sinking Fund in investments authorized by the Public Funds Investment Act, Chapter 2256, Texas Government Code, as amended; provided, however, that the Town hereby covenants that the proceeds of the sale of the Bonds will be used as soon as practicable for the Projects. (iii) All deposits authorized or required by this Ordinance shall be secured to the fullest extent required by law for the security of public funds. Section 17. GOVERNING LAW. This Ordinance shall be construed and enforced in accordance with the laws of the State and the United States of America. Section 18. SEVERABILITY. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and this governing body hereby declares that this Ordinance would have been enacted without such invalid provision. Section 19. EVENTS OF DEFAULT. Each of the following occurrences or events for the purpose of this Ordinance is hereby declared to be an event of default (an "Event of Default"): (i) the failure to make payment of the principal of or interest on any of the Bonds when the same becomes due and payable; or (ii) default in the performance or observance of any other covenant, agreement or obligation of the Town, the failure to perform which materially, adversely affects the rights of the Registered Owners, including, but not limited to, their prospect or ability to be repaid in accordance with this Ordinance, and the continuation thereof for a period of 60 days after notice of such default is given by any Registered Owner to the Town. Section 20. REMEDIES FOR DEFAULT. (a) Upon the happening of any Event of Default, then and in every case, any Owner or an authorized representative thereof, including, but not limited to, a trustee or trustees therefor, may proceed against the Town for the purpose of protecting and enforcing the rights of the Owners under this Ordinance, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of the Owners hereunder or any combination of such remedies. Page 102 Item 11. (b) It is provided that all such proceedings shall be instituted and maintained for the equal benefit of all Owners of Bonds then outstanding. Section 21. REMEDIES NOT EXCLUSIVE. (a) No remedy herein conferred or reserved is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or under the Bonds or now or hereafter existing at law or in equity; provided, however, that notwithstanding any other provision of this Ordinance, the right to accelerate the debt evidenced by the Bonds shall not be available as a remedy under this Ordinance. (b) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of any other available remedy. (c) By accepting the delivery of a Bond authorized under this Ordinance, such Owner agrees that the certifications required to effectuate any covenants or representations contained in this Ordinance do not and shall never constitute or give rise to a personal or pecuniary liability or charge against the officers, employees or officials of the Town or the Council. Section 22. EFFECTIVE DATE. In accordance with the provisions of Texas Government Code, Section 1201.028, this Ordinance shall be effective immediately upon its adoption by the Council. ------------------------------------- Page 103 Item 11. Schedule I SCHEDULE OF ELIGIBLE REFUNDED OBLIGATIONS Town of Prosper, Texas, General Obligation Refunding Bonds, Series 2013 Town of Prosper, Texas, Combination Tax and Surplus Revenue Certificates of Obligation, Series 2013 Page 104 Item 11. Exhibit A FORM OF BOND (a) The form of the Bond, including the form of Paying Agent/Registrar 's Authentication Certificate, the form of Assignment and the form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be attached only to the Bonds initially issued and delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such appropriate variations, omissions, or insertions as are permitted or required by this Ordinance and with the Bonds to be completed with information set forth in the Pricing Certificate. The Form of Bond as it appears in this Exhibit A shall be completed, amended and modified by Bond Counsel to incorporate the information set forth in the Pricing Certificate, but it is not required for the Form of Bond to be reproduced as an exhibit to the Pricing Certificate. NO. R-__ UNITED STATES OF AMERICA STATE OF TEXAS TOWN OF PROSPER, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BOND, SERIES 2023 PRINCIPAL AMOUNT $_________ INTEREST RATE _______% DELIVERY DATE ___, 2023 MATURITY DATE _____, 20__ CUSIP NO. REGISTERED OWNER: PRINCIPAL AMOUNT: ON THE MATURITY DATE specified above, TOWN OF PROSPER, TEXAS, in Collin and Denton Counties, Texas (the "Town"), being a political subdivision of the State of Texas, hereby promises to pay to the Registered Owner set forth above, or registered assigns (hereinafter called the "registered owner") the principal amount set forth above, and to pay interest thereon from the [Delivery Date, on February 15, 2024, and on each August 15 and February 15] thereafter to the maturity date specified above, or the date of redemption prior to maturity, at the interest rate per annum specified above; except that if this Bond is required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter defined), such principal amount shall bear interest from the interest payment date next preceding the date of authentication, unless such date of authentication is after any Record Date but on or before the next following interest payment date, in which case such principal amount shall bear interest from such next following interest payment date; provided, however, that if on the date of authentication hereof the interest on the Bond or Bonds, if any, for which this Bond is being exchanged or converted from is due but has not been paid, then this Bond shall bear interest from the date to which such interest has been paid in full. THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful money of the United States of America, without exchange or collection charges. The principal of this Bond shall be paid to the registered owner hereof upon presentation and surrender of this Bond at maturity, or upon the date fixed for its redemption prior to maturity, at the designated corporate trust office Page 105 Item 11. A-2 of [U.S. Bank Trust Company, National Association, Dallas, Texas], which is the "Paying Agent/Registrar" for this Bond. The payment of interest on this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Town required by the ordinance authorizing the issuance of the Bonds (the "Bond Ordinance") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its address as it appeared on the [last business day] of the month next preceding each such date (the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as hereinafter described. In addition, interest may be paid by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. In th e event of a non-payment of interest on a scheduled payment date, and for 30 days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Town. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each owner of a Bond appearing on the Registration Books at the close of business on the last business day next preceding the date of mailing of such notice. ANY ACCRUED INTEREST due at maturity or upon the redemption of this Bond prior to maturity as provided herein shall be paid to the registered owner upon presentation and surrender of this Bond for payment at the principal corporate trust office of the Paying Agent/Registrar. The Town covenants with the registered owner of this Bond that on or before each principal payment date and interest payment date for this Bond it will make available to the Paying Agent/Registrar, from the "Interest and Sinking Fund" created by the Bond Ordinance, the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Bonds, when due. IF THE DATE for any payment due on this Bond shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the principal corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day on which banking institutions are authorized to close, and payment on such date shall have the same force and effect as if made on the original date payment was due. THIS BOND is dated as of _____, 2023, authorized in accordance with the Constitution and laws of the State of Texas in the principal amount of $_____ for the public purpose of (i) designing, constructing, improving and equipping public safety facilities in the Town, consisting of fire stations, an emergency operations center, a public safety training facility and administrative facilities relating thereto; (ii) designing, constructing, improving and equipping parks, trails and recreational facilities in the Town and the acquisition of land and interests in land for such purposes; (iii) constructing, improving, extending, expanding, upgrading and developing streets and roads, bridges and intersections in the Town and related drainage improvements, utility relocations, landscaping, curbs and sidewalks, traffic safety and operational improvements, entryway signage and other street and road signage and costs associated with such projects, and Page 106 Item 11. A-3 interests in land as may be necessary for such purposes, and excluding certain road projects to be funded with other obligation; (iv) refunding a portion of the Town's outstanding general obligation debt, and (v) paying the costs incurred in connection with the issuance of the Bonds. ON _____, 20__ or on any date thereafter, the Bonds may be redeemed prior to their scheduled maturities, at the option of the Town, with funds derived from any available and lawful source, as a whole, or in part, and, if in part, the particular Bonds, or portions thereof, to be redeemed shall be selected and designated by the Town (provided that a portion of a Bond may be redeemed only in an integral multiple of $5,000), at a redemption price equal to the principal amount to be redeemed plus accrued interest to the date fixed for redemption. AT LEAST 30 days prior to the date fixed for any redemption of Bonds or portions thereof prior to maturity a written notice of such redemption shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, to the registered owner of each Bond to be redeemed at its address as it appeared at the close of business on the day of mailing such notice; provided, however, that the failure of the registered owner to receive such notice, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of any Bond. By the date fixed for any such redemption, due provision shall be made with the Paying Agent/Registrar for the payment of the required redemption price for the Bonds or portions thereof which are to be so redeemed. If such written notice of redemption is sent and if due provision for such payment is made, all as provided above, the Bonds or portions thereof which are to be so redeemed thereby automatically shall be treated as redeemed prior to their scheduled maturities, and they shall not bear interest after the date fixed for redemption, and they shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price from the Paying Agent/Registrar out of the funds provided for such payment. If a portion of any Bond shall be redeemed a substitute Bond or Bonds having the same maturity date, bearing interest at the same rate, in any denomination or denominations in any integral multiple of $5,000, at the written request of the registered owner, and in aggregate amount equal to the unredeemed portion thereof, will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Town, all as provided in the Bond Ordinance. WITH RESPECT TO ANY OPTIONAL REDEMPTION OF THE BONDS, unless certain prerequisites to such redemption required by the Bond Ordinance have been met and moneys sufficient to pay the principal of and premium, if any, and interest on the Bonds to be redeemed shall have been received by the Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption may, at the option of the Town, be conditional upon the satisfaction of such prerequisites and receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon any prer equisite set forth in such notice of redemption. If a conditional notice of redemption is given and such prerequisites to the redemption and sufficient moneys are not received, such notice shall be of no force and effect, the Town shall not redeem such Bonds and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Bonds have not been redeemed. ALL BONDS OF THIS SERIES are issuable solely as fully registered Bonds, without interest coupons, in the denomination of any integral multiple of $5,000. As provided in the Bond Page 107 Item 11. A-4 Ordinance, this Bond may, at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred, converted into and exchanged for a like aggregate amount of fully registered Bonds, without interest coupons, payable to the appropriate registered owner, assignee or assignees, as the case may be, having any authorized denomination or denominations as requested in writing by the appropriate registered owner, assignee or assignees, as the case may be, upon surrender of this Bond to the Paying Agent/Registrar for cancellation, all in accordance with the form and procedures set forth in the Bond Ordinance. Among other requirements for such assignment and transfer, this Bond must be presented and surrendered to the Paying Agent/Registrar, together with proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this Bond or any portion or portions hereof in any authorized denomination to the assignee or assignees in whose name or names this Bond or any such portion or portions hereof is or are to be registered. The form of Assignment printed or endorsed on this Bond may be executed by the registered owner to evidence the assignment hereof, but such method is not exclusive, and other instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the assignment of this Bond or any portion or portions hereof from time to time by the registered owner. The Paying Agent/Registrar's reasonable standard or customary fees and charges for assigning, transferring, converting and exchanging any Bond or portion thereof will be paid by the Town. In any circumstance, any taxes or governmental charges required to be paid with respect thereto shall be paid by the one requesting such assignment, transfer, conversion or exchange, as a condition precedent to the exercise of such privilege. The Paying Agent/Registrar shall not be required to make any such transfer or exchange of any Bonds during the period commencing with the close of business on any Record Date and ending with the opening of business on the next following principal or interest payment date or, with respect to any Bond or any portion thereof called for redemption prior to maturity, within 30 days prior to its redemption date. IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the Town, resigns, or otherwise ceases to act as such, the Town has covenanted in the Bond Ordinance that it promptly will appoint a competent and legally qualified substitute therefor, and cause written notice thereof to be mailed to the registered owners of the Bonds. IT IS HEREBY certified, recited and covenanted that this Bond has been duly and validly authorized, issued and delivered; that all acts, conditions and things required or proper to be performed, exist and be done precedent to or in the authorization, issuance and delivery of this Bond have been performed, existed and been done in accordance with law; and that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Bond, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in said Town, and have been pledged for such payment, within the limits prescribed by law. THE TOWN ALSO HAS RESERVED THE RIGHT to amend the Bond Ordinance as provided therein, and under some (but not all) circumstances amendments thereto must be approved by the registered owners of a majority in aggregate principal amount of the outstanding Bonds. BY BECOMING the registered owner of this Bond, the registered owner thereb y acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound by such Page 108 Item 11. A-5 terms and provisions, acknowledges that the Bond Ordinance is duly recorded and available for inspection in the official minutes and records of the governing body of the Town, and agrees that the terms and provisions of this Bond and the Bond Ordinance constitute a contract between each registered owner hereof and the Town. IN WITNESS WHEREOF, the Town has caused this Bond to be signed with the manual or facsimile signature of the Mayor of the Town and countersigned with the manual or facsimile signature of the Town Secretary of the Town, and has caused the official seal of the Town to be duly impressed, or placed in facsimile, on this Bond. Town Secretary Mayor Town of Prosper, Texas Town of Prosper, Texas (Town Seal) (b) Form of Paying Agent/Registrar's Authentication Certificate. PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE (To be executed if this Bond is not accompanied by an executed Registration Certificate of the Comptroller of Public Accounts of the State of Texas) It is hereby certified that this Bond has been issued under the provisions of the Bond Ordinance described in the text of this Bond; and that this Bond has been issued in conversion or replacement of, or in exchange for, a bond, bonds, or a portion of a bond or bonds of a Series which originally was approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. Dated: [U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, Dallas, Texas,] Paying Agent/Registrar _______________ By: __________________________ Authorized Representative (c) Form of Assignment. ASSIGNMENT (Please print or type clearly) For value received, the undersigned hereby sells, assigns and transfers unto: Page 109 Item 11. A-6 Transferee's Social Security or Taxpayer Identification Number: Transferee's name and address, including zip code: the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints , attorney, to register the transfer of the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: _______________________ Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by an eligible guarantor institution participating in a securities transfer association recognized signature guarantee program. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Bond in every particular, without alteration or enlargement or any change whatsoever. (d) Form of Registration Certificate of the Comptroller of Public Accounts. COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. __________ I hereby certify that this Bond has been examined, certified as to validity, and approved by the Attorney General of the State of Texas, and that this Bond has been registered by the Comptroller of Public Accounts of the State of Texas. Witness my signature and seal this _______________________. Comptroller of Public Accounts of the State of Texas (COMPTROLLER'S SEAL) (e) Insertions for the Initial Bond. (i) The initial Bond shall be in the form set forth in paragraph (a) of this Section, except that: (A) immediately under the name of the Bond, the headings "INTEREST RATE" and "MATURITY DATE" shall both be completed with the words "As shown below" and "CUSIP NO. _____" shall be deleted. Page 110 Item 11. A-7 (B) the first paragraph shall be deleted and the following will be inserted: "THE TOWN OF PROSPER, TEXAS (the "Town"), being a political subdivision located in Collin and Denton Counties, Texas, hereby promises to pay to the Registered Owner specified above, or registered assigns (hereinafter called the "Registered Owner"), on _____ in each of the years, in the principal installments and bearing interest at the per annum rates set forth in the following schedule: Maturity Date Principal Amount Interest Rate 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 2041 2042 2043 The Town promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day year of twelve 30-day months) from the [Delivery Date] at the respective Interest Rate per annum specified above. Interest is payable on [February 15, 2024 and on each August 15 and February 15] thereafter to the date of payment of the principal installment specified above, or the date of redemption prior to maturity; except, that if this Bond is required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter defined), such principal amount shall bear interest from the interest payment date next preceding the date of authentication, unless such date of authentication is after any Record Date but on or before the next following interest payment date, in which case such principal amount shall bear interest from such next following interest payment date; provided, however, that if on the date of authentication hereof the interest on the Bond or Bonds, if any, for which this Bond is being exchanged is due but has not been paid, then this Bond shall bear interest from the date to which such interest has been paid in full." (C) The initial Bond shall be numbered "T-1." Page 111 Item 11. B-1 Exhibit B NOTICE OF DEFEASANCE AND REDEMPTION TOWN OF PROSPER, TEXAS (COLLIN AND DENTON COUNTIES, TEXAS) NOTICE IS HEREBY GIVEN that the Town of Prosper, Texas (the "Town") has called for early redemption the outstanding bonds of the Town described as follows: Town of Prosper, Texas, General Obligation Refunding Bonds, Series 2013 (the "Series 2013 Bonds"), maturing on August 15 in the years and in the amounts shown below. Such Series 2013 Bonds have been called for redemption on _____, 2023 (the "Redemption Date") at the redemption price of par and accrued interest to the Redemption Date (the "Redemption Price"): Maturity Date Principal Amount CUSIP Number Maturity Date Principal Amount CUSIP Number 2024 2028 2025 2029 2026 *** 2027 2033 aggregating $_____ in principal amount. On _____, 2023, funds were deposited with the paying agent/registrar for the Series 2013 Bonds in an amount sufficient to redeem the Series 2013 Bonds on the Redemption Date, and such Series 2013 Bonds shall be paid from amounts held in a trust account administered by the paying agent/registrar, until the Redemption Date, when the Redemption Price shall be paid upon presentation of the Series 2013 Bonds to the paying agent/registrar thereof. Upon presentation of the Series 2013 Bonds at the paying agent/registrar on the Redemption Date, the holder thereof shall be entitled to receive the Redemption Price, and thereafter the Series 2013 Bonds shall no longer bear interest. TOWN OF PROSPER, TEXAS Page 112 Item 11. B-2 NOTICE OF DEFEASANCE AND REDEMPTION TOWN OF PROSPER, TEXAS (COLLIN AND DENTON COUNTIES, TEXAS) NOTICE IS HEREBY GIVEN that the Town of Prosper, Texas (the "Town") has called for early redemption the outstanding obligations of the Town described as follows: Town of Prosper, Texas, Combination Tax and Surplus Revenue Certificates of Obligation, Series 2013 (the "Series 2013 Certificates"), maturing on August 15 in the years and in the amounts shown below. Such Series 2013 Certificates have been called for redemption on _____, 2023 (the "Redemption Date") at the redemption price of par and accrued interest to the Redemption Date (the "Redemption Price"): Maturity Date Principal Amount CUSIP Number Maturity Date Principal Amount CUSIP Number 2024 2028 2025 2029 2026 *** 2027 2033 aggregating $_____ in principal amount. On _____, 2023, funds were deposited with the paying agent/registrar for the Series 2013 Certificates in an amount sufficient to redeem the Series 2013 Certificates on the Redemption Date, and such Series 2013 Certificates shall be paid from amounts held in a trust account administered by the paying agent/registrar, until the Redemption Date, when the Redemption Price shall be paid upon presentation of the Series 2013 Certificates to the paying agent/registrar thereof. Upon presentation of the Series 2013 Certificates at the paying agent/registrar on the Redemption Date, the holder thereof shall be entitled to receive the Redemption Price, and thereafter the Series 2013 Certificates shall no longer bear interest. TOWN OF PROSPER, TEXAS Page 113 Item 11. S M T W T F S S M T W T F S 1 2 3 4 5 6 1 2 3 7 8 9 10 11 12 13 4 5 6 7 8 9 10 14 15 16 17 18 19 20 11 12 13 14 15 16 17 21 22 23 24 25 26 27 18 19 20 21 22 23 24 28 29 30 31 25 26 27 28 29 30 S M T W T F S S M T W T F S S M T W T F S 1 1 2 3 4 5 1 2 2 3 4 5 6 7 8 6 7 8 9 10 11 12 3 4 5 6 7 8 9 9 10 11 12 13 14 15 13 14 15 16 17 18 19 10 11 12 13 14 15 16 16 17 18 19 20 21 22 20 21 22 23 24 25 26 17 18 19 20 21 22 23 23 24 25 26 27 28 29 27 28 29 30 31 24 25 26 27 28 29 30 30 31 Complete By Day Event 1-May-23 Monday HilltopSecurities requests information for preparation of the Official Statements (complete) 8-May-23 Monday HilltopSecurities receives requested information. HilltopSecurities begins preparation of the Official Statements (complete) 15-May-23 Monday Draft Official Statements distributed to the Town and Bond Counsel (complete) 22-May-23 Monday HilltopSecurities receives comments on Official Statements (complete) 30-May-23 Tuesday Distribute GO Bond POS to Rating Agencies (complete) Tuesday Rating Agency conference calls (complete) 25-Jul-23 Tuesday Town Council consideration of GO Bond Parameter Ordinance 25-Jul-23 Tuesday Target date to receive Certified Taxable Assessed Valuation 23-Aug-23 Wednesday Electronically mail GO Official Statement to potential purchasers* 28-Aug-23 Monday Earliest date for GO Bond pricing; Pricing Officer adopts final pricing* 26-Sep-23 Tuesday Earliest date for GO Bond closing and delivery of funds to the Town* * Date is preliminary, subject to change. or after or after 13-Jun-23 Town of Prosper General Obligation Bonds, Series 2023 Issuance Preliminary Schedule of Events (as of July 13, 2023) Jun-23May-23 Sep-23Aug-23Jul-23 Page 114 Item 11. Exhibit B - Use of Proceeds Series 2023 – GO Bonds Prop B Parks and Recreation Projects Amount 2119-PK Various Hike and Bike Trails – Westside Waterline Trail Connection 800,000 Parks: Raymond Community Park, Phase 1: (Construction) 9,000,000 Subtotal Parks $ 9,800,000 Prop C Streets and Transportation Projects Amount 1512-ST First Street (DNT - Coleman): (Land/Esmt) 1,775,000 1933-ST Fishtrap, Segment 2 (PISD Reimbursement) 1,063,033 2143-ST Legacy (Prairie – First Street) – 4 lanes: (Construction) 10,000,000 2012-ST First Street (Elem - DNT): (Construction) 6,000,000 2010-ST Fishtrap (Teel - Gee Road): (Construction) 6,025,000 1710-ST Coit Road (First - Frontier) - 4 lanes: (Land/Esmt) 800,000 2208-ST Parvin (FM 1385 - Legacy): Interim asphalt improvements 500,000 Frontier (Legacy - DNT): (Design) 300,000 2141-ST Coleman (Gorgeous - Prosper Trail) - 4 lanes: (Land/Esmt) 350,000 2142-ST Coleman (Prosper Trail - Talon) - 2 SB lanes: (Land/Esmt) 345,000 Subtotal Streets $ 27,158,033 Prop A Total - Prop B Total $ 9,800,000 Prop C Total $ 27,158,033 GRAND TOTAL $ 36,958,033 Page 115 Item 11. Page 1 of 6 To: Mayor and Town Council From: David Soto, Planning Manager Through: Mario Canizares, Town Manager Chuck Ewings, Assistant Town Manager David Hoover, Director of Development Services Re: New Planned Development - Prosper Hills Town Council Meeting – July 25, 2023 Agenda Item: Conduct a public hearing and consider and act upon a request to rezone 73.4± acres from Agriculture (A), a portion of Planned Development-40 (PD-40), and a portion of Single Family- 12.5 (SF-12.5) to Planned Development-Single Family (PD-SF), generally to allow for a residential development, located on the southeast corner of Prosper Trail and Teel Parkway. (Z21-0010) History: The item was tabled at its June 27, 2023, Town Council meeting. Since then, the applicant has made the following changes:  An open space area for family-oriented activities shall be provided within the southern portion of the community as shown on the Concept Plan. The program for the area shall contain a minimum of three elements from the following: o Tennis court o Pickleball court o Basketball court o Children’s playground facility o Shade structure with seating o Dog park o Bocce ball court o Landscape gathering area o Grill & picnic area o Convenience parking  An oversized, 6’ minimum width, meandering trail shall be constructed along the southern portion of the community from Teel Parkway to the open space area.  Language regarding the HOA and both communities (Park Place and Prosper Hills) PLANNING Page 116 Item 12. Page 2 of 6  Language regarding that the amenity center within the Park Place community shall be completed prior to issuance of certificate of occupancy of greater than 50% of the homes within this community.  Revised the rear yard setback from 20’ to 25’  Revised the lot depth from 100’ to 120’ with the ability to go of 20% of the lots to have the minimum 115’ 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 Agriculture (A), a portion of Planned Development-40 (PD- 40), and a portion of Single Family-12.5 (SF-12.5) Single Family Residential (Windsong Ranch, Phase 6A) Medium Density Residential North Planned Development-40 (PD- 40) Single Family Residential (Windsong Ranch, Phase 8, 9, and 10) Medium Density Residential East Single Family-12.5 (SF-12.5) Single Family Residential (Park Place) Medium Density Residential South Artesia Artesia High Density Residential West Planned Development-40 (PD- 40) Single Family Residential (Legacy Garden) Medium Density Residential Requested Zoning The purpose of this request is to rezone Agriculture (A), a portion of Planned Development-40 (PD-40), and a portion of Single Family-12.5 (SF-12.5) to Planned Development-Single Family (PD-SF), generally to allow for a private residential development. The applicant is proposing 170 single family detached lots, the maximum number of lots with a density of 2.32 lots per acre. Page 117 Item 12. Page 3 of 6 Below is a comparison table outlining the proposed development standards that deviate from the minimum standard per the zoning ordinance. These do not include all the deviations. Based on the information below there is very little deviation from our SF-10 Zoning District to the proposed development standards. The applicant will enter into a development agreement for building materials. The applicant will follow the Town of Prosper exterior construction of residential buildings Section 9.8. Comparison Table Tract 1 Town of Prosper SF-10 New Planned Development Minimum Lot Area 10,000sqft 10,000sqft Minimum Lot Width 80’ 80’ Minimum Lot Depth 125’ 125’ feet, except that up to 20% of the lots may have a minimum depth of 115’ feet. Size of Yards Front Yard 25’ Side Yard 8’ Interior, 15’ Corner Rear Yard 25’ Front Yard 25’ Side Yard 8’ Interior, 15’ Corner Rear Yard 25’ Minimum Dwelling area 1,800 Square Feet 2,400 Square Feet Maximum Lot Coverage 45% 50% Maximum Height Two and a half stories, no greater than 40’. Two and a half stories, no greater than 40’. Page 118 Item 12. Page 4 of 6 Garages All homes shall have a minimum enclosed parking area (garage) of 400 square feet All homes shall have a minimum enclosed parking area (garage) of 400 square feet Exterior Materials 1.The exterior facades shall be constructed of 100 percent masonry, unless otherwise specified in this ordinance. 2.Cementatious fiber board is considered masonry but may only constitute 50 percent of stories other than the first story. 3. Cementatious fiber board may be used for architectural features, including window box-outs, bay windows, roof dormers, garage door headers, columns, or other architectural features approved by the Building Official. * Masonry Construction constitutes clay fired brick, natural and manufactured stone, granite, marble, and stucco as exterior construction materials for all structures Follows Town of Prosper Requirements Future Land Use Plan – The Future Land Use Plan recommends Residential Medium Density. Residential Medium Density includes lot sizes that range between 12,500sqft and 20,000sqft in size. The density ranges between 1.6 dwelling units and 2.5 dwelling units. Although the lot sizes vary as mentioned in the Comprehensive Plan, the applicant is proposing a 2.32 density in dwelling units. Therefore, the proposed zoning request does conform to the Comprehensive Plan. Page 119 Item 12. Page 5 of 6 Thoroughfare Plan – The property is bounded to the west by Teel Parkway and north by Prosper Trail. Parks Master Plan – Currently, the Parks Master Plan does not identify a park on the subject property. A 10’ trail will be provided along Teel Parkway and Prosper Trail. Legal Obligations and Review: Zoning is discretionary. Therefore, the Planning & Zoning Commission is not obligated to approve the request. Notification was provided to neighboring property owners as required by state law. To date, staff has received 4 responses to the proposed zoning request. Attached Documents: 1. Aerial and Zoning Maps 2. Proposed Exhibits 3. Reply Forms Planning & Zoning Recommendation: At their June 06, 2023, meeting, the Planning & Zoning Commission recommended the Town Council deny the request, with a vote 3-2. Please see some of the concerns below: Commissioners question regarding Medium Density in terms of differences between the lot size and density. Commissioners also question the density criteria and have concerns regarding the rationale between the previous subdivisions lot size average. Commissioners question regarding the provided amenities in the plan as well as gated and private aspects of the streets and homes. Commissioners question floodplain included in density and have concerns regarding street access points. General concerns regarding lot size, Comprehensive Plan language, floodplains, gated community and the contribution to surrounding communities by commissioners. Page 120 Item 12. Page 6 of 6 Town Staff Recommendation: Town Staff originally recommended denial due to some of the concerns raised by Planning and Zoning Commissioners. However, with the applicant addressing some of those concerns, Town staff recommends approval of the zoning request. Proposed Motion: I move to approve/deny a request to rezone 73.4± acres from Agriculture (A), a portion of Planned Development-40 (PD-40), and a portion of Single Family-12.5 (SF-12.5) to Planned Development- Single Family (PD-SF), generally to allow for a residential development, located on the southeast corner of Prosper Trail and Teel Parkway. (Z21-0010). Page 121 Item 12. Page 122 Item 12. Page 123 Item 12. 1 Submittal Document in Support of Prosper Hills (subject to name change prior to final approval) A Planned Development District in the Town of Prosper, Texas July 25, 2023 Page 124 Item 12. 2 Table of Contents Page 3 Exhibit “A” - Zoning Exhibit Page 4 Exhibit “B” - Legal Description Page 6 Exhibit “C” - Statement of Intent and Purpose Page 7 Exhibit “D” - Development Standards Page 9 Exhibit “E” - Concept Plan Page 125 Item 12. 3 EXHIBIT “A” Zoning Exhibit Page 126 Item 12. 4 EXHIBIT “B” Legal Description for Zoning 73.417 ACRES BEING a tract of land located in the L. NETHERLY SURVEY, ABSTRACT NO. 962, Denton County, Texas and being all of that tract of land described in Deed to Prosper Hills, LP, recorded in Instrument No. 2022-117712, Official Public Records, Denton County, Texas (O.P.R.D.C.T.) and being all of Lot 1, Block A, SEC TEEL-PROSPER ADDITION, an Addition to the Town of Prosper, Denton County, Texas, according to the Conveyance Plat of record filed in Cabinet 2022, Slide 310, Official Records, Denton County, Texas (O.R.D.C.T.) and described in Deed to Prosper Hills LP, recorded in Instrument No. 2022-52292, O.P.R.D.C.T., and being part of that tract of land described in Deed to Prosper 100 LP, recorded in Instrument No. 2019-21287, O.P.R.D.C.T., and being more particularly described as follows: BEGINNING at a 1/2” iron rod found at the northeast corner of said Prosper Hills, LP tract and the northwest corner of said Prosper 100 LP tract; THENCE S 00° 12' 38" W, along the east line of said Prosper Hills, LP tract and the west line of said Prosper 100 LP tract, passing a 1/2” iron rod found at a distance of 19.14 feet, and continuing in all for a total distance of 805.79 feet to a point for corner; THENCE Leaving said east line of said Prosper Hills, LP tract, over and across said Prosper 100 LP tract, the following six (6) courses and distances: S 30° 13' 29" E, a distance of 98.75 feet to a point for corner; S 15° 33' 55" E, a distance of 92.94 feet to a point for corner; S 19° 11' 38" E, a distance of 92.93 feet to a point for corner; S 20° 33' 12" E, a distance of 93.06 feet to a point for corner; S 15° 53' 05" E, a distance of 74.81 feet to a point for corner; S 00° 27' 40" W, a distance of 243.63 feet to a point for corner on the south line of said Prosper 100 LP tract and the north line of Lot 3, Block X, ARTESIA NORTH PHASE 2, an Addition to Denton County, Texas, according to the Plat of record filed in Cabinet 2017, Slide 164, Plat Records, Denton County, Texas (P.R.D.C.T.); THENCE N 89° 32' 20" W, along the north line of said Addition, a distance of 712.65 feet to a point for an interior ell corner of said Prosper Hills, LP tract and the northwest corner of said Addition; THENCE S 00° 03' 28" W, a distance of 259.13 feet to a point for corner; Page 127 Item 12. 5 THENCE N 89° 31' 47" W, a distance of 1,308.00 feet to a point for the southwest corner of said Prosper Hills, LP tract; THENCE N 00° 08' 41" W, a distance of 149.49 feet to a point for corner; THENCE N 00° 02' 02" E, a distance of 699.00 feet to a point at the beginning of a curve to the left having a central angle of 28° 21’ 58”, a radius of 1002.46 feet, and a chord bearing and distance of N 14° 12’ 49” W, 491.25 feet; THENCE Along said curve to the left, an arc distance of 496.30 feet to a point on the centerline of Teel Parkway; THENCE N 28° 23’ 48”, along said centerline, a distance of 270.09 feet to a point at the intersection of Teel Parkway and West Prosper Trail; THENCE N 64° 52’ 39” E, easterly along the centerline of said West Prosper Trail, a distance of 137.22 feet to a point at the beginning of a curve to the right having a central angle of 10° 22’ 49”, a radius of 800.48 feet, and a chord bearing and distance of N 70° 04’ 03” E, 144.82 feet; THENCE Along said curve to the right, an arc distance of 145.02 feet to a point at the beginning of a compound curve to the right, having a central angle of 04° 27’ 58”, a radius of 800.48 feet, and a chord bearing and distance of N 77° 29’ 27” E, 62.38 feet; THENCE Along said compound curve to the right, an arc distance of 62.40 feet to a point at the beginning of a compound curve to the right, having a central angle of 09° 40’ 15”, a radius of 800.48 feet, and a chord bearing and distance of N 84° 33’ 34” E, 134.95 feet; THENCE Along said compound curve to the right, an arc distance of 135.11 feet to a point; THENCE N 89° 23’ 51” E, continuing along said centerline of West Prosper Trail, a distance of 100.77 feet to a point; THENCE N 89° 23’ 41” E, a distance of 1,560.15 feet to the POINT OF BEGINNING and containing 3,198,044.52 square feet, or 73.417 acres of land, more or less. Page 128 Item 12. 6 EXHIBIT “C” Statement of Intent and Purpose for Prosper Hills, Town of Prosper, Texas The purpose of this PD is to allow for the creation of a gated single-family residential community that reflects the high-quality standards established by the Town of Prosper, Texas. We anticipate these lots to be developed as individual custom homes. Located at the southeast corner of Prosper Trail and Teel Parkway, Prosper Hills will be gated with private streets. Page 129 Item 12. 7 EXHIBIT “D” Prosper Hills Planned Development District 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 (as it currently exists or may be amended) and Subdivision Ordinance (as it currently exists or may be amended) shall apply. Prosper Hills – Single-Family Residential 1. General Description: This property may develop, under the standards for Single Family-10 District as contained in the Town’s Zoning Ordinance as it exists or may be amended, as front entry lot product subject to the specific provisions contained herein below. There will be no alley-served lots within the property. The streets will be private streets. 2. Parkland Dedication: Parkland dedication shall be handled via cash in lieu of. 3. Density: The maximum number of single-family lots shall not exceed 170. 4. Area and building regulations: Should a discrepancy exist between the City Zoning or Subdivision Ordinance and the standards within this PD, the language herein shall prevail. The area and building standards for the single-family lots are as follows: A. Size of Yards: 1. Minimum Front Yard – 25 feet. 2. Minimum Side Yard – 8 feet; 15 feet on corner adjacent to side street. 3. Minimum Rear Yard – 25 feet. B. Size of Lots: 1. Minimum Lot Area – 10,000 square feet. 2. Minimum Lot Width – 80 feet as measured along the front setback, except for lots located on a cul-de-sac, curve or eyebrow which may have a minimum width of 65’ at the front setback provided all other requirements of this section are met. 3. Minimum Lot Depth – 125 feet, except that up to 20% of the lots may have a minimum depth of 115 feet. Page 130 Item 12. 8 C. Minimum Dwelling Area: 2,400 square feet. D. Minimum Enclosed Parking (Garage) Area: 400 square feet. 1. Carports shall not be permitted. 2. Front facing garages are permitted to extend beyond the front façade of the main structure but may not encroach into the required front yard. E. Maximum Height: Two and a half stories, no greater than 40 feet. F. Maximum Lot Coverage: 50% 5. HOA, Open Space and Amenities A. An open space area for family-oriented activities shall be provided within the southern portion of the community as shown on the Concept Plan. The program for the area shall contain a minimum of three elements from the following: • Tennis court • Pickleball court • Basketball court • Children’s playground facility • Shade structure with seating • Dog park • Bocce ball court • Landscape gathering area • Grill & picnic area • Convenience parking B. An oversized, 6’ minimum width, meandering trail shall be constructed along the southern portion of the community from Teel Parkway to the open space area. C. This community shall be annexed into the HOA of the adjacent Park Place community to the east. 1. The amenities in both communities may be utilized by residents from both communities. 2. The amenity center within the Park Place community shall be completed prior to issuance of certificate of occupancy of greater than 50% of the homes within this community. Page 131 Item 12. Page 132 Item 12. Page 133 Item 12. Page 134 Item 12. Page 135 Item 12. Page 136 Item 12. 27 Town of Prosper, TX Comprehensive Plan COMMUNITY CHARACTER Land Use Types Residential Low Density This land use is indicative of large-lot single- family homes. Typically speaking, lot sizes within any low density development will range between 15,000 square feet and 1+ acre in size. While a variety of lot sizes may be used, the total gross density of low density residential neighborhoods should not exceed 1.6 dwelling units per acre. Large-lot homes will provide a continuation of the rural atmosphere and feel that was intensely expressed by Prosper’s residents. Most low density residential areas will be located in Northwest and Northeast Prosper. Residential Medium Density Medium density residential is also representative of single family detached dwelling units. Lot sizes in medium density residential neighborhoods could range between 12,500 and 20,000 square feet in size. A variation in lot sizes may be permitted to achieve a goal range in density. While a variety of lot sizes may be used within medium density residential neighborhoods, the gross density of such developments will typically not be less than 1.6 dwelling units per acre or greater than 2.5 dwelling units per acre. Page 137 Item 12. 28 Comprehensive Plan Town of Prosper COMMUNITY CHARACTER Residential High Density High density residential represents the most intense residential land uses permitted in Prosper. High density single family uses will consist of developments greater than 2.5 dwelling units per acre and lot sizes smaller than 10,000 square feet. Within Prosper, the high-density residential district is reflective of the Artesia development, where single family residential lot sizes and dwelling units per acre will be substantially higher than the rest of the community. High density residential may be located within the Dallas North Tollway, Highway 380, Town Center and Old Town Districts. In such areas, high density residential may take the form of multifamily or single family attached dwelling units and may include mixed-use lofts/apartments, patio homes, snout houses, brownstones and townhomes. Retail and Neighborhood Services Neighborhood services typically include retail establishments that provide merchandise for retail sale, banks, neighborhood office and small medical offices. Retail uses are particularly important because they contribute to Prosper’s tax base through both property and sales taxes, making their inclusion attractive and often times competitive. Within Prosper, neighborhood service uses will likely occur at major intersections along the Dallas North Tollway, Highway 380 and Preston Road corridors. Neighborhood service uses should also be strategically placed along the Town’s perimeter in order to attract patrons from neighboring communities, enhancing sales tax revenue opportunities. The majority of neighborhood service activity within Prosper will likely be included within the Dallas North Tollway, Highway 380, Town Center and Old Town districts. Page 138 Item 12. 29 Town of Prosper, TX Comprehensive Plan COMMUNITY CHARACTER Dallas North Tollway District The Dallas North Tollway district will consist of the most intense land uses within Prosper. A diverse mixture of office, retail and residential will likely develop along the corridor. Mid-rise office (up to 12 stories) may be permitted throughout the corridor. Office buildings should be designed for a “campus feel”—they should be oriented towards common public space with significant landscaping and should be linked by a pedestrian network. A common architectural theme should also be established for a consistent visual appearance. Mixed-use development should be encouraged and should contain a mixture of office, retail and residential uses. Mixed-use lofts/apartments would be the most appropriate residential use within this district. Structured parking should be encouraged in more intense areas to limit the presence and visibility of large parking lots. Structured parking should be oriented in a way that minimizes visibility from the Tollway. Highway 380 District Much like the Dallas North Tollway district, the Highway 380 district will contain a variety of different uses. The major contrast between Highway 380 and other districts will be the inclusion of a big box development and commercial service uses. Types of appropriate commercial include hotels, banks, vehicle refilling stations with a convenience store, home service centers with outside storage, garden center with outside storage and other similar uses which serve the community but are not necessarily desired on Preston Road or within the Dallas North Tollway corridor. Residential land uses may be appropriate within certain areas, particularly away from major intersections where retail and commercial will be the highest and best land use. Residential land uses may include patio homes, snout houses, townhomes and brownstones. These residential areas may serve as a buffer between more intense activity along Highway 380 and low density residential areas to the north. Page 139 Item 12. 30 Comprehensive Plan Town of Prosper COMMUNITY CHARACTER Town Center District The Town Center district is a continuation of the area defined by previous planning efforts as a future location for a large scale mixed-use development. The Town Center would include a mixture of land uses but development will be less intense than that located along Highway 380 and the Dallas North Tollway. Retail, small scale office, and residential uses would be included within this district, but the primary intent should be focused on dining and shopping. Public space should be a major component of this area, creating space for families and residents of Prosper to meet and socialize. Open space located within the Town Center could be used for community events, festivals and school events. Urban design should accommodate the pedestrian while providing automobile access and discreet parking. Residential uses may include mixed- use lofts/apartments, patio homes, townhomes and brownstones. Areas of single family residential may also be permitted, particularly on the northern side where the development abuts the Old Town district. Old Town District The Old Town district is the heart of Prosper. This historic area of the community is intended to include a variety of boutique type land uses, ranging from unique and local retail establishments, restaurants and offices. Many of the historic homes within the Old Town district, particularly areas along First Street and Broadway, may gradually convert to boutique office and retail establishments. The most opportunistic possibility for a transit stop, if desired by future residents, would be within the Old Town district, which could facilitate redevelopment of the downtown area. If this occurs, high density residential options, such as live-above lofts/apartments, may be considered. The historic past of the community should be preserved. The community’s beginnings as a farm community in rural Collin County are part of what defines Prosper, and these attributes should be preserved as new infill development occurs. Page 140 Item 12. 31 Town of Prosper, TX Comprehensive Plan COMMUNITY CHARACTER Business Park A Business Park district, located to the west of the BNSF Railroad between Prosper Trial and First Street, will include a variety of potential land uses including light industrial, commercial warehousing, office storage and commercial uses with outside storage. While outside storage will likely occur and be necessary within this district, significant effort should be placed on the visual integrity of the district, particularly when located in higher visibility areas. When such uses abut roadways, larger landscape setbacks, such as 40 feet setbacks, that include berms and evergreen shrubs/trees should be used to protect the visual integrity of roadways and the public view. All outside storage should also be screened from public view and from adjacent properties. The location of the BNSF railroad and close proximity to the Dallas North Tollway provide the Business Park with significant accessibility. Uses located along First Street, Prosper Trail and other perimeter areas should incorporate a higher degree of landscaping and architectural design in order to protect the visual integrity of Prosper’s roadways. Page 141 Item 12. Page 1 of 1 To: Mayor and Town Council From: Frank E. Jaromin, P.E., Director of Public Works Through: Chuck Ewings, Assistant Town Manager Mario Canizares, Town Manager Re: Parks and Public Works Facility Assessment Town Council Meeting – July 25, 2023 Agenda Item: Receive an update regarding the Public Works and Parks Facility Assessment. Description of Agenda Item: Freese and Nichols, Inc, created a Facility Master Plan and fueling station to consolidate the Public Works and Park and Recreation Departments to a single site, east of Cook Lane. Parks and Public Works staff projected the potential growth of the departments at buildout, including number of staff and their roles, space needs, and operational storage such as number and types of vehicles, storage needs, etc. The master plan’s project site will be an expansion of the current Public Works Facility. Budget Impact: The total budgeted amount was $104,800. Attached Documents: 1. Facility Master Plan Report Town Staff Recommendation: Discuss and provide feedback/comments to staff. Public Works Page 142 Item 13. The Town of Prosper Public Works and Parks and Recreation Facility Master Plan March 21, 2023 Prepared by: Freese and Nichols, Inc. 801 Cherry Street Suite 2800 Fort Worth, Texas 76102 April 12, 2023 Page 143 Item 13. 2 Table of Contents EXECUTIVE SUMMARY .......................................................................................................................................... 3 1.0: DISCOVERY ..................................................................................................................................................... 3 2.0: PROGRAMMING ............................................................................................................................................. 3 3.0: CONCEPT MASTER PLAN ................................................................................................................................ 4 4.0: FINAL MASTER PLAN ...................................................................................................................................... 4 5.0: OPINION OF THE PROBABLE CONSTRUCTION COST (OPCC) .......................................................................... 4 EXHIBITS ................................................................................................................................................................ 5 Exhibit 1: Public Works and Parks and Recreation Facility Space Analysis ........................................................... 6 Exhibit 2: Public Works and Parks and Recreation Final Master Plan................................................................... 9 Exhibit 3: Public Works and Parks and Recreation Facility Opinion of Probable Construction Cost (OPCC) ...... 13 Page 144 Item 13. 3 EXECUTIVE SUMMARY The Town of Prosper contracted with Freese and Nichols, Inc. (FNI), for a Facilities Master Plan for the Departments of Public Works (DPW) and Parks and Recreation (P&R) as the Town’s population, currently approximately 35,000, increases to a future 60,000 residents by 2040. Working with the Town DPW and P&R administration and officials, the FNI team projected the potential growth of the departments in terms of number of staff, their roles, and their spaces needs as well as operational requirements such as number and types of vehicles, storage needs, etc. DPW is currently located on the west side of town in an industrial area. Field Operations for the Parks and Recreation department is currently located on the east side of town in a residential/ equestrian area. The main P&R administrative building is more centrally located in town, and a separate smaller field operations facility is located on the west side of town. Both DPW and P&R facilities are currently undersized and will require expansion for future growth. The Town owns the land to the north of the existing DPW site and it is desired to have the new DPW and P&R facilities located there. FNI analyzed the requirements and needs to provide facilities’ recommendations for the future growth of DPW and P&R and that informed how the master plan would be accomplished on the new site. The new facility’s goal is to achieve LEED Silver Certification, and based on future decisions during design, this is a possibility. The Facilities Master Plan scope consisted of the following four phases: Discovery, Programming, Concept Master Plan and Final Master Plan. 1.0: DISCOVERY The Town provided relevant project data to FNI including existing DPW facility’s plans, Parks and Recreation Department locations, and departments’ organizational charts. At the P&R Field Operations building, FNI conducted a comprehensive project kick-off meeting, introducing the FNI team and Town DPW/P&R personnel. Following the kick-off meeting, FNI conducted interviews with DPW and P&R leadership. Issues addressed in the interviews included functional, organizational, and operational requirements for the departments. With departments’ staff, FNI toured DPW and P&R facilities in the Town. 2.0: PROGRAMMING Based upon the interviews in Phase I, Discovery, FNI provided a summary of significant needs, rooms, sizes, functions, departmental organization and staffing, and intradepartmental relationships and adjacencies, parking requirements, and lay down areas. FNI assessed the current DPW and P&R facilities and the proposed plan to relocate DPW and P&R administration, shops, and storage functions to the new site located on the site north of the existing DPW. FNI developed a draft detailed space program which included the following: • Type and amount of space required for administrative offices, open areas, conference/ training areas, support areas, etc. • Recommendations on the departments’ internal organizations. • Recommendations on the new facility. • Recommendations on current inventory, warehousing, and lay-down needs. • Recommendations on number and type (visitor, staff, Town vehicles) of parking spaces, loading zones, and their locations. Page 145 Item 13. 4 Throughout the course of the master plan, the draft facility space program was updated and revised several times. The program identified four major groups for DPW: Water, Wastewater, Streets, and Stormwater along with Parks and Recreation. The number of employees as well as their types and sizes of spaces needed were also identified, both currently (80) and in the future (192). The final facility space needs analysis (program) along with the parking needs analysis are attached below as Exhibit 1. 3.0: CONCEPT MASTER PLAN Based upon the final facilities’ space needs analysis and parking needs analysis in Phase II, Programming, FNI developed alternative master plans for the Town-owned greenfield site to understand the site requirements for the project. Based upon the departments’ needs and the final program in Phase II above, FNI prepared alternative concept master plans for the greenfield site. A preferred concept plan was selected for further development on the site to the north of the existing DPW location. In the planning of the site, there were several items that had to considered including the gas easement extending north and south through the middle of the site. A drainage ditch with sewer piping runs along the southern edge of the site, and also sewer piping extends along the west and north edges of the existing site. The site contains the DPW and P&R administration and operations building, maintenance and warehouse building, and a fueling station. Space is located for future storage, a DPW Annex building, and a car wash. 4.0: FINAL MASTER PLAN Using the preferred concept plan selected in Phase III, Concept Master Plan, FNI refined the concept site plan and developed enlarged floor plans of the individual buildings which were shared with the Town for comment. Based upon comments received from the Town, FNI prepared the final DPW and P&R master plan. The final DPW and P&R Master Plan documents are attached below as Exhibit 2: Page 1: Site Plan Page 2: Administration and Operations Buildings Page 3: Maintenance and Warehouse Storage The master plan’s site area is approximately 16.4 acres. 5.0: OPINION OF THE PROBABLE CONSTRUCTION COST (OPCC) An opinion of probable construction costs (OPCC) for the new Department of Public Works and Parks and Recreation is $36,046,307 in 2024 dollars. The comprehensive OPCC is provided in Exhibit 3. Page 146 Item 13. 5 EXHIBITS Page 147 Item 13. 6 Exhibit 1 Public Works and Parks and Recreation Facility Space Analysis Page 148 Item 13. Department / Position Current Staff Future Staff * Current Dept. Vehicles Future Dept. Vehicles* Current Emp. Vehicles Future Emp. Vehicles*Other Equipment Notes * Future - FY2040 PUBLIC WORKS, WATER 29 79 54 81 29 79 76 Director of Public Works 1 1 Assistant Director of Public Works 0 1 Buyer 0 1 Environmental Coor./Asst. to the Director 1 1 Water Education Coordinator 0 2 Irrigation Specialist 1 2 Administrtive Assistant 1 4 Water/WW Superintendent 1 2 Senior Backflow Inspector 1 2 Backflow Inspector 1 7 Utility Maintenance Supervisor 2 2 Utility Crew Leader 4 10 Heavy Equipment Operator 3 9 Utility Worker 8 18 Senior Water Quality Technician 1 4 Water Quality Technician 3 8 Public Works Inspector 1 5 PUBLIC WORKS, WASTEWATER 16 36 16 36 Senior Administrative Assistant 0 1 FOG Inspector 0 1 FOG Technician 1 3 Utility Line Locator 1 2 Utility Maintenance Supervisor 1 1 Utility Crew Leader 4 7 Heavy Equipment Operator 3 8 Utility Worker 6 13 PUBLIC WORKS, STREETS 10 31 10 31 Streets Superintendent 1 1 Signs & Signal Supervisor 1 1 Street Supervisor 1 1 Signs & Signal Crew Leader 1 4 Utility Crew Leader 2 5 Heavy Equipment Operator 2 5 Utility Worker 1 9 Signs & Signal Utility Worker 0 3 Maintenance Worker 1 2 PUBLIC WORKS, STORMWATER 1 5 1 5 Utility Crew Leader 0 1 Heavy Equipment Operator 0 1 Utility Worker 1 3 56 151 54 81 56 151 76 PARKS AND RECREATION 24 41 10 19 24 41 Parks Superintendent 1 1 Parks Supervisor 1 1 Reception/Admin 0 1 Chemical Specialist 1 1 Chemical Technician 3 6 Crew Leader 2 3 Maintenance Worker 9 16 Crew Leader/ Shop Mechanic 1 1 Heavy Equipment Operator 4 8 Irrigation Specialist 1 1 Irrigation Technician 1 2 80 192 64 100 80 192 76PUBLIC WORKS, WASTEWATERToP Public Works and Parks and Rec - FACILITY SPACE NEEDS ANALYSIS CURRENT YEAR/ FY2040 Number of Employees and Vehicles Per Department PUBLIC WORKS NOTES ● moderate file storage ● extensive voice/ telephone communicaAon ● 5-30 visitors ● card reader access ● spaces needed: recepAon + storage + equipment (copier & ploEer) + conf + break room (lockers) + SCADA + bunk room + laundry + jan + restrooms/showers + sign shop +traffic operations room and signal lab + Public Works vehicle and equipment storage + mechanic building + material storage bins + recycle drop off area + gas station ● Shared spaces with PW and P&R: large conf + shipping and receiving warehouse with loading doc ● 13 private offices + 66 cubicals ● 231 parking spaces + 30 visitor parking ● 1 track hoe, 6 backhoes, 2 excavators, 1 haul truck, 1 low boy haul truck, 8 20' gooseneck trailers, 4 dump trucks, 1 front end loader, 5 skid steers, 1 mechanical pipe cutter, 2 tailer mounted dewatering pumps, 2 portable welders, 3 tower lights, 3 bucket trucks, 5 zero turn mowers, 3 gators, 8 16' trailers, 2 sewer vac trailers, 3 sewer vac trucks, 2 camera trucks, 2 brooms, 2 street sweepers, 5 sanding equipment, 1 tractor and brush hog, 2 street sealers, 1 roller ● 22 ton crew trucks, 46 3/4 crew trucks, 12 take home trucks ● Electric Vehicle charging staAonsPUBLIC WORKS, WATERPUBLIC WORKS / PARKS AND REC NOTES Time Entry/ Time Clock ● ERO - Tyler System Access Control ● Card Access (Open OpAons soLware package / Mercury panels hardware) Wireless Access Points near staff congregation locations (locker rooms, training / conference rooms, offices) AV Systems ● Lectern ● Floor Boxes ● Teleconferencing (need decent cameras) Security Cameras ● Run conduit to all light poles w/ independent power ● Be able to connect back to Town’s centralized system Tie into existing fiber ● Dedicated data room (10’x15’) with dedicated air condiAoning ● Driven by network connecAvity Generator – power to 100% of building areas Security Fence with exterior cameras Exterior Wi-Fi Charging stations for cell phones, laptops, tablets HVAC System - Options for individual controls Lighting System ● POE lighAng ● Require labeling of buEons / switches on all control panels 03/21/2023PUBLIC WORKS, STREETSPUBLIC WORKS,STORMWATERPUBLIC WORKS AND PARKS AND REC TOTALS PARKS AND REC NOTES ● moderate file storage ● extensive voice/ telephone communicaAon ● 5-30 visitors ● card reader access ● spaces needed: recepAon + storage + equipment (copier & ploEer) + conf + break room (lockers) + bunk room + jan + restrooms/showers + warehouse storage + vehicle equipment parking/ storage + material storage bins ● 2 private offices + 6 cubicals ● 59 parking spaces + 5 visitor parking PARKS AND RECREATIONPUBLIC WORKS TOTALS 4/12/2023 Page 149 Item 13. Department / Position Current Spaces Future Spaces*Current Location Future Location*Notes PUBLIC WORKS, WATER 6,191 S.F. 19,110 S.F. Public Works Facility Future PW/P&R Facility Director of Public Works 1 250 S.F. 1 250 S.F. Public Works Facility Future PW/P&R Facility Private office Assistant Director of Public Works 0 0 S.F. 1 220 S.F.Future PW/P&R Facility Private office Buyer 0 0 S.F. 1 120 S.F.Future PW/P&R Facility Private office Environmental Coor./Asst. to the Director 1 120 S.F. 1 220 S.F. Public Works Facility Future PW/P&R Facility Private office Water Education Coordinator 0 0 S.F. 2 200 S.F.Future PW/P&R Facility Cubicals, Shared space in Environmental Education Dept. Irrigation Specialist 1 100 S.F. 2 200 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space in Environmental Education Dept. Administrtive Assistant 1 120 S.F. 4 480 S.F. Public Works Facility Future PW/P&R Facility Private office Water/WW Superintendent 1 120 S.F. 2 440 S.F. Public Works Facility Future PW/P&R Facility Private office Senior Backflow Inspector 1 120 S.F. 2 240 S.F. Public Works Facility Future PW/P&R Facility Private office Backflow Inspector 1 100 S.F. 7 700 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Share space in Backflow Dept Utility Maintenance Supervisor 2 100 S.F. 2 240 S.F. Public Works Facility Future PW/P&R Facility Cubicals (no dividers) in Supervisor office Utility Crew Leader 4 400 S.F. 10 1000 S.F. Public Works Facility Future PW/P&R Facility U shape connecting desks in W/WW Crew Leader space Heavy Equipment Operator 3 0 S.F. 9 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Utility Worker 8 0 S.F. 18 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Senior Water Quality Technician 1 100 S.F. 4 400 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space in Water Qaulity Dept Water Quality Technician 3 300 S.F. 8 800 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space in Water Qaulity Dept Public Works Inspector 1 100 S.F. 5 500 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space Water Meter Testing Lab 1 240 S.F. 1 240 S.F. Public Works Facility Future PW/P&R Facility Reception/Admin 1 120 S.F. 1 120 S.F. Public Works Facility Future PW/P&R Facility PW shared space, Front Entry Copier/Storage Room 1 115 S.F. 1 115 S.F. Public Works Facility Future PW/P&R Facility PW shared space Computer Server SCADA 1 200 S.F. 1 200 S.F. Public Works Facility Future PW/P&R Facility PW shared space, reinforced office Storage 1 120 S.F. 1 120 S.F. Public Works Facility Future PW/P&R Facility PW shared space Bunk Room 0 0 S.F. 2 400 S.F.Future PW/P&R Facility PW shared space, (for 10 people) Conf Room 1 160 S.F. 3 480 S.F. Public Works Facility Future PW/P&R Facility PW shared space, (for 10 people) Break Room (lockers)1 400 S.F. 1 600 S.F. Public Works Facility Future PW/P&R Facility PW shared space Laundry 0 0 S.F. 1 100 S.F.Future PW/P&R Facility PW shared space Janitor 0 0 S.F. 1 80 S.F.Future PW/P&R Facility PW shared space Mudroom 0 1 S.F. 2 80 S.F.Future PW/P&R Facility PW shared space Restroom/Showers 2 625 S.F. 2 1000 S.F. Public Works Facility Future PW/P&R Facility PW shared space Electrical/Mechanical Rooms 1 300 S.F. 1 300 S.F. Public Works Facility Future PW/P&R Facility PW shared space Public Works Vehicle and Equipment Storage 1 500 S.F. 1 500 S.F. Public Works Facility Future PW/P&R Facility PW shared space Mechanic Building 1 360 S.F. 1 360 S.F. Public Works Facility Future PW/P&R Facility PW shared space Material Storage Bins/ Sheds 4 1120 S.F. 4 1120 S.F. Public Works Facility Future PW/P&R Facility PW shared space, bins for sand, gravel, asphalt, sanding sand (14'x20'x6') Recycling Debris Dropoff Area 0 0 S.F. 1 200 S.F.Future PW/P&R Facility PW shared space, (including hazardous waste) Gas Station 0 0 S.F. 1 1800 S.F.Future PW/P&R Facility Open to ToP Town Vehicles Reception Area 0 0 S.F. 1 300 S.F.Future PW/P&R Facility Shared Space between Public Works and Parks & Rec (public) Public Restroom 0 0 S.F. 1 100 S.F.Future PW/P&R Facility Public Space Large Conference/Training Room 0 0 S.F. 1 700 S.F.Future PW/P&R Facility Shared Space between Public Works and Parks & Rec (for 40 people) Shipping/Receiving Warehouse w/ Loading Dock 0 0 S.F. 1 1000 S.F.Future PW/P&R Facility Open to ToP City Use S.F. 3185 S.F.Internal Circulation PUBLIC WORKS, WASTEWATER 920 S.F. 1848 S.F. Public Works Facility Future PW/P&R Facility Senior Administrative Assistant 0 120 S.F. 1 120 S.F.Future PW/P&R Facility Private office FOG Inspector 0 100 S.F. 1 100 S.F.Future PW/P&R Facility Cubicals, Shared space in Environmental Education Dept. FOG Technician 1 100 S.F. 3 300 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space in Environmental Education Dept. Utility Line Locator 1 100 S.F. 2 200 S.F. Public Works Facility Future PW/P&R Facility Cubicals, Shared space Utility Maintenance Supervisor 1 100 S.F. 1 120 S.F. Public Works Facility Future PW/P&R Facility Cubicals (no dividers) in Supervisor office Utility Crew Leader 4 400 S.F. 7 700 S.F. Public Works Facility Future PW/P&R Facility U shape connecting desks in W/WW Crew Leader space Heavy Equipment Operator 3 0 S.F. 8 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Utility Worker 6 0 S.F. 13 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room S.F. 308 S.F.Internal Circulation PUBLIC WORKS, STREETS 920 S.F. 2592 S.F. Public Works Facility Future PW/P&R Facility Streets Superintendent 1 120 S.F. 1 220 S.F. Public Works Facility Future PW/P&R Facility Private office Signs & Signal Supervisor 1 100 S.F. 1 120 S.F. Public Works Facility Future PW/P&R Facility Cubicals (no dividers) in Supervisor office Street Supervisor 1 100 S.F. 1 120 S.F. Public Works Facility Future PW/P&R Facility Cubicals (no dividers) in Supervisor office Signs & Signal Crew Leader 1 100 S.F. 4 400 S.F. Public Works Facility Future PW/P&R Facility U shape connecting desks in Streets/SW Crew Leader space Utility Crew Leader 2 200 S.F. 5 500 S.F. Public Works Facility Future PW/P&R Facility U shape connecting desks in Streets/SW Crew Leader space Heavy Equipment Operator 2 0 S.F. 5 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Utility Worker 1 0 S.F. 9 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Signs & Signal Utility Worker 0 0 S.F. 3 0 S.F.Future PW/P&R Facility Will have locker in break room Maintenance Worker 1 0 S.F. 2 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Sign Shop 1 300 S.F. 1 400 S.F. Public Works Facility Future PW/P&R Facility Traffic Operations Room 0 0 S.F. 1 200 S.F.Future PW/P&R Facility Reinforced office Traffic Operations Signal Equipment Lab 0 0 S.F. 1 200 S.F.Future PW/P&R Facility S.F. 432 S.F.Internal Circulation PUBLIC WORKS, STORMWATER 120 S.F. 120 S.F. Public Works Facility Future PW/P&R Facility Utility Crew Leader 0 0 S.F. 1 100 S.F.Future PW/P&R Facility U shape connecting desks in Streets/SW Crew Leader space Heavy Equipment Operator 1 120 S.F. 1 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room Utility Worker 1 0 S.F. 3 0 S.F. Public Works Facility Future PW/P&R Facility Will have locker in break room S.F. 20 S.F.Internal Circulation 8,151 S.F. 23,670 S.F. PARKS AND RECREATION 3885 S.F. 5226 S.F. Multiple Locations Future PW/P&R Facility Parks Superintendent 1 120 S.F. 1 220 S.F. Dillon Drive Facility Future PW/P&R Facility Private office Parks Supervisor 1 120 S.F. 1 120 S.F. The Ranch Facility Future PW/P&R Facility Private office Chemical Specialist 1 100 S.F. 1 100 S.F. The Ranch Facility Future PW/P&R Facility Cubicals, Shared space Chemical Technician 3 0 S.F. 6 0 S.F. The Ranch Facility Future PW/P&R Facility Will have locker in break room Crew Leader 2 100 S.F. 3 150 S.F. Multiple Locations Future PW/P&R Facility Cubicals, Shared space Maintenance Worker 9 0 S.F. 16 0 S.F. Multiple Locations Future PW/P&R Facility Will have locker in break room Crew Leader/ Shop Mechanic 1 100 S.F. 1 100 S.F. Multiple Locations Future PW/P&R Facility Cubicals, Shared space Heavy Equipment Operator 4 0 S.F. 8 0 S.F. Multiple Locations Future PW/P&R Facility Will have locker in break room Irrigation Specialist 1 100 S.F. 1 100 S.F. Multiple Locations Future PW/P&R Facility Cubicals, Shared space Irrigation Technician 1 0 S.F. 2 0 S.F. Multiple Locations Future PW/P&R Facility Will have locker in break room Reception/Admin 0 0 S.F. 1 120 S.F.Future PW/P&R Facility Front Entry Copier/Storage Room 1 200 S.F. 1 200 S.F. Multiple Locations Future PW/P&R Facility Bunk Room 0 0 S.F. 1 120 S.F.Future PW/P&R Facility Break Room (lockers)1 300 S.F. 1 300 S.F. Multiple Locations Future PW/P&R Facility Mudroom 0 0 S.F. 80 S.F.Future PW/P&R Facility Restroom/Showers 1 625 S.F. 1 625 S.F. Multiple Locations Future PW/P&R Facility Warehouse Storage 1 1000 S.F. 1 1000 S.F. Multiple Locations Future PW/P&R Facility Material Storage/ Sheds 1 1120 S.F. 1 1120 S.F. The Ranch Facility Future PW/P&R Facility S.F. 871 S.F.Internal Circulation 12,036 S.F. 28,896 S.F. Non-Assignable SF - 20% PUBLIC WORKS AND PARKS AND REC TOTALS 3/21/2023 Square Footage Per Department Current Standard Program Square Footage Future Program Square Footage* ToP Public Works and Parks and Rec - FACILITY SPACE NEEDS ANALYSIS CURRENT YEAR/ FY2040 Non-Assignable SF - 20% Non-Assignable SF - 20% Non-Assignable SF - 20%PUBLIC WORKS, WATERPUBLIC WORKS, WASTEWATERPARKS AND RECREATIONPUBLIC WORKS, STREETSNon-Assignable SF - 20%PUBLIC WORKS, STORMWATERPUBLIC WORK TOTALS 4/12/2023 Page 150 Item 13. 9 Exhibit 2 Public Works and Parks and Recreation Final Master Plan Page 151 Item 13. LOT 9, BLOCK B PROSPER BUISNESS PARK VOL. 2021, PG. 655 P.R.C.C.T. C.C.#20211112010004040 O.P.R.C.C.T. LOT 8, BLOCK APROSPER BUISNESS PARK VOL. 2020, PG. 234 P.R.C.C.T. C.C.#20200406010001330 O.P.R.C.C.T.15' LANDSCAPEEASEMENT15' LANDSCAPEEASEMENTTOWN OF PROSPERVOL. 355, PG. 556 D.R.T.C.T. TOWN OF PROSPERC.C.#20190204000116920 O.P.R.C.C.T. 330 FENCEPI 331 FENCEPI 332 FENCEPI 636.09 636.20 635.86 635.81 636.67 636.61 638.72 638.73 151 1/2" IRF EAGLESURVEYING 165 1/2" IRFDAA1661/2" IRFGRAHAM 171 1/2" IRFGRAHAM 172 1/2"IRF 175 1/2"IRF 337 XINCONCFND 338 XINCONCFND BM636.19 2 T-2RANDOM 643.12 2 T-2RANDOM 643.12 3 T-3RANDOM 648.923 T-3RANDOM 648.92 UP 517 SF MECHANIC BUILDING64 569 SF PUBLIC WORKS VEHICLE AND EQUIPMENT STORAGE65 1088 SF WAREHOUSE STORAGE66 EAST EMPLOYEE PARKING LOT 238 EMPLOYEE PARKING SPACES FENCE12 NORTH EMPLOYEE PARKING LOT 129 EMPLOYEE PARKING SPACES 9 9 16 16 20 20 20 14 40 36 30 30 TOWN OF PROSPER MASTER PLAN SITE PLAN MARCH 21, 2023 PAGE 1 OF 3 PARKING: PUBLIC WORKS AND PARKS & RECREATION BUILDING : 192 EMPLOYEE PARKING SPACES REQUIRED, 204 PROVIDED IN EMPLOYEE PARKING LOT 100 DEPARTMENT VEHICLE & EQUIPMENT PARKING SPACES REQUIRED, 100 PROVIDED IN DEPARTMENT VEHICLE PARKING LOT 76 OTHER EQUIPMENT PARKING SPACES REQUIRED, 76 PROVIDED IN DEPARTMENT VEHICLE PARKING LOT 59 VISITOR PARKING SPACES = PAVING -DEPARTMENT VEHICLES & EQUIPMENT = PAVING -EMPLOYEE VEHICLE & VISITOR PARKING SPACES = LANDSCAPED AREA = SIDEWALK = RETENTION POND = GAS LINE = GAS LINE EASEMENT OCCUPANCY LEGEND PARKS AND REC PUBLIC WORKS, SHARED PUBLIC WORKS, STORMWATER PUBLIC WORKS, STREETS PUBLIC WORKS, WASTEWATER PUBLIC WORKS, WATER SHARED SPACE - PW AND P&R TOWN HALL SITE PLAN KEY 0' 20' 50'100'10' 1407 SF SHIPPING/RECEIVING WAREHOUSE W/ LOADING DOCK73 FUTURE FACILITY EXPANSION FUTURE FACILITY EXPANSION 59 VISITOR PARKING SPACES DEPARTMENT VEHICLE PARKING LOT 176 COVERED PARKING SPACES 8 BULK MATERIAL BINS 5 LAY-DOWN YARD40 FUTURE FACILITY EXPANSION COVERED VEHICLE PARKING COVERED VEHICLE PARKINGRETENTION POND 6 9 9 9 14 763 SF LARGECONFERENCE/ TRAINING ROOM472335 SF RECEPTION AREA473 90 SF P&R RECEPTION/ ADMIN474 223 SF CONFERNCE475 284 SF COPIER/ STORAGE476 179 SF PARKS SUPERINTENDENT477 87 SF RR47868 SF JAN479 156 SF WATER/WW SUPERINTENDENT480 156 SF WATER/WW SUPERINTENDENT481 156 SF STREETS SUPERINTENDENT482 124 SF ADMINISTRATIVE ASSISTANT483 271 SF DIRECTOR OF PUBLIC WORKS484 124 SF ADMINISTRATIVE ASSISTANT485 124 SF ADMINISTRATIVE ASSISTANT486 124 SF ADMINISTRATIVE ASSISTANT487 134 SF SENIORBACKFLOW INSPECTOR488 134 SF SENIORBACKFLOW INSPECTOR489 366 SF CONFERENCE491 154 SF PARKS SUPERVISOR492 334 SF BUNK493 196 SF ELEC494 637 SF BREAK ROOM/ LOCKERS495 390 SF MENS496 284 SF WOMENS497 72 SF MUD498 32 SF JAN499 232 SF MECH500 553 SF PARKS AND REC501 227 SF CONFERENCE502 90 SF PW RECEPTION/ ADMIN503 CREW LEADER CREW LEADER CREW LEADERCREW L EADER/ S HOP MECHANIC IRRIGATION SPECIALIST CHEMICAL SPECIALIST 295 SF WATER METER TESTING LAB504 170 SF LAUNDRY510 205 SF BUNK511 205 SF BUNK512 223 SF ASSISTANTDIRECTOR OF PUBLIC WORKS519 168 SF BUYER520 227 SF ENVI COOR./ASST. TO THE DIRECTOR521 733 SF PW SUPERVISORS522 STREETSSIGNS AND SIGNALW UTILITY MAINTENANCEW UTILITY MAINTENANCEWW UTILITY MAINTENANCE224 SF WW CREW LEADERS523 WATER EDUCATION COORDINATOR WATER EDUCATION COORDINATOR IRRIGATION SPECIALISTIRRIGATION SPECIALIST FOG TECHNICIANFOG TECHNICIANFOG TECHNICIAN BACKFLOW INSPECTORBACKF LOW INS PECTOR BACKFLOW INSPECTORPUBLIC WORKS INSPECTOR BACKFLOW INSPECTORBACKFLOW INSPECTORBACKFLOW INSPECTOR PUBL IC WORKS INSPECTORPUBLIC WORKS INSPECTORPUBLIC WORKS INSPECTOR PUBLIC WORKS INSPECTORUTIL ITY L INE LOCATOR BACKFLOW INSPECTOR UTIL ITY L INE LOCATOR 124 SF CONFERENCE524 153 SF STOR525 FOG TECHNICIAN 140 SF SENIOR ADMINISTRATIVE ASST.527 WW CREW LEADERS WW CREW LEADERS STAFF OUTDOOR COVERED AREA 19 8 4 12 12 20 148 SF STOR530 EAST EMPLOYEE PARKING LOT 75 EMPLOYEE PARKING SPACES 522 SF FUTURE STORAGE531 474 SF SIGN SHOP532 1407 SF SHIPPING/RECEIVING WAREHOUSE W/ LOADING DOCK533 MEZZANINE 14' HIGH FUTURE INDOOR STORAGE 108 SF COPY ROOM534 SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN STREETS CREW LEADERS STREETS CREW LEADERS STREETS AND STORMWATER CREW LEADERS SIGN &SIGNAL CREW LEADERS SIGN&SIGNAL CREW LEADERS SIGN&SIGNAL CREW LEADERS 227 SF TRAFFIC OPERATIONS ROOM535230 SF TRAFFIC OPERATIONS SIGNAL EQUIPMENT LAB536 1361 SF BREAK ROOM/ LOCKERS537 554 SF STREETS CREW LEADERS538 175 SF COMP/ SCADA539 505 SF MENS540 324 SF WOMENS541 67 SF MUD542 32 SF JAN543 106 SF STORMWATER CREW LEADER544 22 SF JAN545 WW CREW LEADERS WATER CREW LEADERS WATER CREW LEADERS WATER CREW LEADERS 336 SF W CREW LEADERS546 112 SF WW CREW LEADERS547 WW CREW LEADERS WATER CREW LEADERSWATER CREW LEADERS 224 SF W CREW LEADERS548 169 SF TOWN HALL549 129 SF STORAGE550 169 SF TOWN HALL551 168 SF TOWN HALL552 169 SF TOWN HALL553 169 SF TOWN HALL554 FUTURE PW ANNEX 3 EV CHARGING EV CHARGING FUEL STATIONPROPANE DEISELDEISELGASOLINEGASOLINEDEISELFUTURE CAR WASH PROPOSED ROAD BY OTHERS APRIL 12, 2023Page 152Item 13. 9 9 9 9 14 763 SF LARGE CONFERENCE/ TRAINING ROOM 472 335 SF RECEPTION AREA 473 90 SF P&R RECEPTION/ ADMIN 474 223 SF CONFERNCE 475 284 SF COPIER/ STORAGE 476 179 SF PARKS SUPERINTENDENT 477 87 SF RR 478 68 SF JAN 479 156 SF WATER/WW SUPERINTENDENT 480 156 SF WATER/WW SUPERINTENDENT 481 156 SF STREETS SUPERINTENDENT 482 124 SF ADMINISTRATIVE ASSISTANT 483 271 SF DIRECTOR OF PUBLIC WORKS 484 124 SF ADMINISTRATIVE ASSISTANT 485 124 SF ADMINISTRATIVE ASSISTANT 486 124 SF ADMINISTRATIVE ASSISTANT 487 134 SF SENIOR BACKFLOW INSPECTOR 488 134 SF SENIOR BACKFLOW INSPECTOR 489 366 SF CONFERENCE 491 154 SF PARKS SUPERVISOR 492 334 SF BUNK 493 196 SF ELEC 494 637 SF BREAK ROOM/ LOCKERS 495 390 SF MENS 496 284 SF WOMENS 497 72 SF MUD 498 32 SF JAN 499 232 SF MECH 500 553 SF PARKS AND REC 501 227 SF CONFERENCE 502 90 SF PW RECEPTION/ ADMIN 503 CREW LEADER CREW LEADER CREW LEADER CREW LEADER/ SHOP MECHANIC IRRIGATION SPECIALIST CHEMICAL SPECIALIST 295 SF WATER METER TESTING LAB 504 170 SF LAUNDRY 510 205 SF BUNK 511 205 SF BUNK 512 223 SF ASSISTANT DIRECTOR OF PUBLIC WORKS 519 168 SF BUYER 520 227 SF ENVI COOR./ASST. TO THE DIRECTOR 521 733 SF PW SUPERVISORS 522 STREETSSIGNS AND SIGNALW UTILITY MAINTENANCEW UTILITY MAINTENANCEWW UTILITY MAINTENANCE224 SF WW CREW LEADERS 523 WATER EDUCATION COORDINATOR WATER EDUCATION COORDINATOR IRRIGATION SPECIALIST IRRIGATION SPECIALIST FOG TECHNICIAN FOG TECHNICIAN FOG TECHNICIAN BACKFLOW INSPECTOR BACKFLOW INSPECTOR BACKFLOW INSPECTOR PUBLIC WORKS INSPECTOR BACKFLOW INSPECTOR BACKFLOW INSPECTOR BACKFLOW INSPECTOR PUBLIC WORKS INSPECTOR PUBLIC WORKS INSPECTOR PUBLIC WORKS INSPECTOR PUBLIC WORKS INSPECTOR UTILITY LINE LOCATOR BACKFLOW INSPECTOR UTILITY LINE LOCATOR 124 SF CONFERENCE 524 153 SF STOR 525 FOG TECHNICIAN 140 SF SENIOR ADMINISTRATIVE ASST. 527 WW CREW LEADERS WW CREW LEADERS STAFF OUTDOOR COVERED AREA 19 8 4 12 12 20 148 SF STOR 530 108 SF COPY ROOM 534 SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN SENIOR WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN WATER QUALITY TECHNICIAN STREETS CREW LEADERS STREETS CREW LEADERS STREETS AND STORMWATER CREW LEADERS SIGN&SIGNAL CREW LEADERS SIGN&SIGNAL CREW LEADERS SIGN&SIGNAL CREW LEADERS 227 SF TRAFFIC OPERATIONS ROOM 535 230 SF TRAFFIC OPERATIONS SIGNAL EQUIPMENT LAB 536 1361 SF BREAK ROOM/ LOCKERS 537 554 SF STREETS CREW LEADERS 538 175 SF COMP/ SCADA 539 505 SF MENS 540 324 SF WOMENS 541 67 SF MUD 542 32 SF JAN 543 106 SF STORMWATER CREW LEADER 544 22 SF JAN 545 WW CREW LEADERS WATER CREW LEADERS WATER CREW LEADERS WATER CREW LEADERS 336 SF W CREW LEADERS 546 112 SF WW CREW LEADERS 547 WW CREW LEADERS WATER CREW LEADERS WATER CREW LEADERS 224 SF W CREW LEADERS 548 TOWN OF PROSPER MASTER PLAN ADMINISTRATION & OPERATIONS BUILDINGS FEBRUARY 16, 2023 PAGE 2 OF 3 OCCUPANCY LEGEND PARKS AND REC PUBLIC WORKS, SHARED PUBLIC WORKS, STORMWATER PUBLIC WORKS, STREETS PUBLIC WORKS, WASTEWATER PUBLIC WORKS, WATER SHARED SPACE - PW AND P&R TOWN HALL 0' 20' 50'10' 169 SF TOWN HALL 553 168 SF TOWN HALL 552 169 SF TOWN HALL 551 169 SF TOWN HALL 549 169 SF TOWN HALL 554 129 SF STORAGE 550 MARCH 21, 2023APRIL 12, 2023Page 153Item 13. 331 FENCE PI 172 1/2" IRF 2 T-2 RANDOM 643.12 2 T-2 RANDOM 643.12 UP 517 SF MECHANIC BUILDING 64 569 SF PUBLIC WORKS VEHICLE AND EQUIPMENT STORAGE 65 1088 SF WAREHOUSE STORAGE 66 30 1407 SF SHIPPING/RECEIVING WAREHOUSE W/ LOADING DOCK 73 8 BULK MATERIAL BINS 522 SF FUTURE STORAGE 531 474 SF SIGN SHOP 532 1407 SF SHIPPING/RECEIVING WAREHOUSE W/ LOADING DOCK 533 MEZZANINE 14' HIGH TOWN OF PROSPER MASTER PLAN MAINTENANCE AND WAREHOUSE STORAGE FEBRUARY 16, 2023 PAGE 3 OF 3 OCCUPANCY LEGEND PARKS AND REC PUBLIC WORKS, SHARED PUBLIC WORKS, STREETS SHARED SPACE - PW AND P&R 0' 20' 50'10' MARCH 21, 2023APRIL 12, 2023Page 154Item 13. 13 Exhibit 3 Public Works and Parks and Recreation Facility Opinion of Probable Construction Cost (OPCC) Page 155 Item 13. ITEM QUANTITY UNIT UNIT PRICE TOTAL Site Preparation 1 Site Rough Grading 1 LS 4,325.00$ 4,325$ 2 Site Fine Grading 67060 SY 1.21$ 81,143$ 3 Excavate and Haul off Large Dirt Piles 5770 CY 25.00$ 144,250$ 4 SW3P 1 LS 97,626.48$ 97,626$ Retention Pond 5 Excavation and Haul off 5590 CY 25.00$ 139,750$ 6 Fine Grading of Slopes 650 SY 5.00$ 3,250$ 7 Hydromulch Seeding Slopes 650 SY 6.00$ 3,900$ Site General 8 Concrete Paving 37580 SY 140.00$ 5,261,200$ 9 Concrete Curb 11843 LF 30.00$ 355,290$ 10 Concrete Sidewalk 2420 SY 100.00$ 242,000$ 11 Precast Concrete Parking Bumpers 439 EA 102.00$ 44,778$ 12 Pavement Parking Markings (Parking Stall)439 EA 30.50$ 13,390$ 13 Covered Vehicle Parking (Metal Canopy)176 EA 5,350.00$ 941,600$ 14 Staff Outdoor Covered Area 2892 SF 75.00$ 216,900$ 15 Bulk Material Bins 8 EA 10,000.00$ 80,000$ 16 EV Charging Stations 14 EA 5,200.00$ 72,800$ 17 Parking Lot Lighting 338220 SF 3.00$ 1,014,660$ 18 Fence (6' High Chain-link with 3 Strands Barbed Wire)3040 LF 50.00$ 152,000$ 19 Vehicle Swing Gate 3 EA 1,875.00$ 5,625$ 20 Gate Operator for Vehicle Swing Gate 3 EA 3,725.00$ 11,175$ 21 Misc. Site Electric 1 LS 101,466.00$ 101,466$ Landscaping 22 Sodding 6598 SY 4.00$ 26,392$ 23 Trees 79 EA 275.00$ 21,725$ 24 Irrigation System 59382 SF 2.50$ 148,455$ Building #1 25 Building #1 24455 SF 300.00$ 7,336,500$ Building #2 26 Building #2 6520 SF 300.00$ 1,956,000$ Fuel Station 26 Fuel Pumps 6 EA 7,050.00$ 42,300$ 27 Above Ground 10,000 GAL Fuel Storage Tank 2 EA 64,000.00$ 128,000$ 28 Fuel Piping and Appurtenances 1 LS 20,000.00$ 20,000$ 29 Covered Fueling Pavilion 5817 SF 75.00$ 436,275$ 30 Fuel Station Electrical 1 LS 50,000.00$ 50,000$ SUBTOTAL 19,152,775$ CONTINGENCY 40%7,661,110$ SUBTOTAL 15%26,813,884$ FNI PROJECT NUMBER John Rinacke PRP22715 DESCRIPTION ESTIMATED BY QC CHECKED BY PM OPINION OF PROBABLE CONSTRUCTION COST Town of Prosper, TX 3/6/2023 1127 Chelsea Friedemann Prosper Facility Master Plan Master Plan PROJECT NAME CLIENT % SUBMITTAL DATE GROUP Page 1 of 2 Page 156 Item 13. ITEM QUANTITY UNIT UNIT PRICE TOTAL FNI PROJECT NUMBER John Rinacke PRP22715 DESCRIPTION ESTIMATED BY QC CHECKED BY PM Town of Prosper, TX 3/6/2023 1127 Chelsea Friedemann Prosper Facility Master Plan Master Plan PROJECT NAME CLIENT % SUBMITTAL DATE GROUP MOBILIZATION 5%1,340,694$ SUBTOTAL 5%28,154,579$ OH&P 18%5,067,824$ PROJECT TOTAL (2023 COSTS)33,222,403$ COST ESCALATION FACTOR 8.5%2,823,904$ PROJECT TOTAL (2024 COSTS)36,046,307$ NOTES: 1 FNI OPCC classified as an AACE Class 5 Estimate with accuracy range or -30 to + 50. 2 FNI OPCC does not include costs associated with engineering fees, permits, surveying, etc. The Engineer has no control over the cost of labor, materials, equipment, or over the Contractor's methods of determining prices or over competitive bidding or market conditions. Opinions of probable costs provided herein are based on the information known to Engineer at this time and represent only the Engineer's judgment as a design professional familiar with the construction industry. The Engineer cannot and does not guarantee that proposals, bids, or actual construction costs will not vary from its opinions of probable costs. Page 2 of 2 Page 157 Item 13. Page 1 of 2 To: Mayor and Town Council From: Dan Baker, Director of Parks and Recreation Through: Robyn Battle, Executive Director Mario Canizares, Town Manager Re: Roadway and Median Maintenance Discussion Town Council Meeting – July 25, 2023 Agenda Item: Discussion regarding median and roadway maintenance, and all matters incident and related there to. Description of Agenda Item: Roadway and maintenance of the following locations in Town: US 380 The City of Frisco has completed comments regarding the maintenance contract scope and the Town will have contract advertised beginning July 23 with bids due August 8. Additionally, the Town will take responsibility for the three additional medians previously maintained by the City of McKinney between Red Bud and Custer Road. The Interlocal Agreement (ILA) is in the works to reflect this change. Bids for construction of the median improvements on US 380 between Mahard and Lovers will be opened this September with the project beginning before the end of the calendar year. Custer Road TxDOT is currently responsible for median maintenance until the project is accepted. Once accepted, TxDOT will retain maintenance responsibility for Custer Road. At that time, TxDOT’s responsibility of Custer Road remains from Wilson Creek to just north of US 380, and McKinney’s responsibility becomes Wilson Creek to FM 1461. TxDOT’s official statewide requirement is that they mow the road two (2) times per year. The City of McKinney has stated that they plan to mow their medians once per week during the growing season and once per month during the remaining maintenance period. Frontier Parkway The current agreement is that the Town of Prosper will maintain medians on Frontier Pkwy east of the North Dallas Tollway (DNT) and that the City of Celina will maintain the Frontier Pkwy medians west of the Tollway. PARKS AND RECREATION Page 158 Item 14. Page 2 of 2 Town Staff Recommendation: Discuss and provide feedback to staff regarding the possibility of the Town accepting responsibility for the management of all median maintenance contracts for the Town’s perimeter to ensure the medians are maintained at a level desired by the Council and residents. Page 159 Item 14.