10-018 - RTOWN OF PROSPER, TEXAS
RESOLUTION NO. 10-018
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF
PROSPER, TEXAS, HEREBY AUTHORIZING THE TOWN MANAGER
OF THE TOWN OF PROSPER, TEXAS, TO EXECUTE A RIGHT OF
WAY SERVICES AGREEMENT FOR THE DALLAS NORTH
TOLLWAY PHASE 4A, BETWEEN HALFF ASSOCIATES, INC, AND
THE TOWN OF PROSPER.
NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN
OF PROSPER, TEXAS:
SECTION 1: The Town Manager of the Town of Prosper, Texas, is hereby authorized to
execute, on behalf of the Town Council of the Town of Prosper, Texas, a Right of Way Services
Agreement for the Dallas North Tollway Phase 4A, between Halff Associates, Inc., and the Town
of Prosper, as hereto attached.
SECTION 2: This Resolution shall take effect immediately upon its passage.
RESOLVED THIS THE 23`d of February, 2010.
Ray Smi , Mayor ro-Tem
ATTEST TO:
atthew D. Denton, TRMC
Town Secretary
INTTERLOCAL AGREEMENT
BY AND AMONG
THE TOWN OF PROSPER,
THE COUNTY OF COLLIN,
AND
THE NORTH TEXAS TOLLWAY AUTHORITY
REGARDING THE PHASE 4 EXTENSION OF
THE DALLAS NORTH TOLLWAY
67318:83580 ' DALLAS : 12vi 1915
F SF "- O 5-
CONTRACT -
THE STATE OF TEXAS §
COUNTY OF COLLIN §
INTERLOCAL AGREEMENT BY AND AMONG
THE TOWN OF PROSPER, THE COUNTY OF COLLIN,
AND THE NORTH TEXAS TOLLWAY AUTHORITY
REGARDING THE PHASE 4 EXTENSION OF
THE DALLAS NORTH TOLLWAY
St -
THIS AGREEMENT (herein so called) is entered into effective as of the i day of
Q 6). cr , 2003, by and among the TOWN OF PROSPER, a municipal corporation organized
and existing under the laws of the State of Texas (the "Town"), the COUNTY OF COLLIN. a
political subdivision of the State of Texas (the "Coup "), and the NORTH TEXAS TOLLW"AY
AUTHORITY, a regional tollway authority and a political subdivision of the State of Texas (the
"Authority" );
W"ITNESSETH:
WHEREAS, the Authority currently is improving, extending, and enlarging, or is
Planning to improve, extend, and enlarge, the Dallas North Tollway ("DNT") from south of
SH 121 northward to U.S. Highway 380 ("US 380"), said improvement, extension, and
enlargement to include the construction of tollway lanes, service roads, approaches,
interchanges, ramps, toll facilities, bridges, and buildings, and, where appropriate, the
modification of existing structures, all of said improvement, extension, enlargement, and
modification being known as the Dallas North Tollway Extension Project, Phase 3 (the "Phase 3
07,318:83580 : DALLAS : 1,2G1:193.5
Extension"), all in conformance with the provisions of the Regional Toli%,ay Authority Act,
Chapter 366 of the Texas Transportation Code, as amended (hereinafter referred to as the "Act,");
V4'HEREAS, the Authority has assisted corridor planning initiatives that provide for the
construction of the DN'T as a toll project between northbound and southbound frontage roads
from the future main lanes of US 380 to logical termini at FM 428 in Collin County;
W-MREAS, the Town and the County have determined that the future northward
extension of the DNT beyond US 380 is in the best interest of their citizens, and the Town
Council of Prosper and the Commissioners Court of Collin County each have passed Resolutions
requesting that the Authority continue in its joint effort with the Town and the County to
evaluate, and preliminarily plan and develop, a proposed a 6-mile extension of the DNT, to be
known as the Dallas North Tollway Extension Project, Phase 4 (the "Phase 4 Extension"), which,
if constructed, will extend the DNT from US 3 80 to FM 428;
WHEREAS, the Authority has requested the County to provide for survey plats and legal
descriptions of all the property, including, but not limited to, fee parcels and easements, required
in connection with the Phase 4 Extension and to provide for the completion of the conceptual
schematic design of the Phase 4 Extension (the "Proiect Schematic Design") within a three -
hundred -sixty -foot -wide (360'-wide) to four -hundred -foot -wide (400'-wide) right-of-way
between US 380 and FM 428, which is of sufficient width to construct thereon six (6) lanes of
service roads and six (6) lanes of controlled access tllway lanes; a map designating the
proposed centerline station points of the Phase 4 Extension between US 380 and FM 428 is
attached hereto as Exhibit A,
L`vTERLocA.L AGRBEME\;T AIMONG THE TOWN OF PROSPER, COLLIN CouNTY,
AhD THE NORTH TEx,-xs TOLLW:I.Y AUTHORITY REGARDING
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY PAGE 3
6:3I8:83580 : DALLAS : 1201193.5
W-iEREAS, the County is also willing to provide for the conveyance to the Authority, at
no cost to the Authority, of the property and easements described in the preceding recitals which
are required in connection with the construction of the Phase 4 Extension;
WffEREAS. the County has agreed to provide the schematic design for the Phase 4
Extension and to design and construct a single, bi-directional and two-lane road (which shall be
designed for ultimate construction of a three -lane road) from US 384 to FM 428. Said road,
together with all drainage improvements related thereto as reasonably deemed necessary by the
County, Town, and Authority, being collectively referred to as the "East Service Road." The East
Service Road will become the northbound frontage road for the Phase 4 Extension if the turnpike
main lanes for the Phase 4 Extension ultimately are constructed;
'WHEREAS, the Town has agreed to construct utility- extensions and provide easements
and other interests for all municipally owned and/or operated utilities that are required to service
all of the Authority's facilities comprising the Phase 4 Extension that are located within the
Town's corporate Iimits or Extra -Territorial Jurisdiction ("ETJ") and to direct and oversee the
proper installation or relocation of all municipally franchised utilities located in or crossing the
Phase 4 Extension right-of-way so as to minimize conflicts and the necessity for future relocation
to accommodate later expansion or other construction;
WHEREAS, the Authority is willing to (a) continue its evaluation and planning of the
Phase 4 Extension and (b) perform other work and provide additional commitments all as more
particularly described, and for the consideration expressed, in this Agreement; and
'WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government
Code, authorizes local go-vernrn ental entities to contract with one another to perform
INTERLOCAL AGREEMENT kMONG THE TO%W OF PROSPEP, COLLJ'•J Cou", TY.
,ia\. TD THE NORTH TExAs TOLL W A'Y` AuTHoRITY RF.G.ARDNc,
THE PHASE 4 EXTEI�sIONJ OF THE DALLAS NORTH TOLLWAY PAGE 4
6?318:835$0 : DALLA 5 : I2Ct 193.3
governmental functions and services under the terms thereof, and the Tovvm, the County, and the
Authority have determined that mutual benefits and advantages car. be obtained by formalizing
their agreement as to the separate and distinct issues of importance to them regarding the matters
addressed in this Agreement:
NOW, THEREFORE, in consideration of these premises and the mutual benefits and
advantages accruing to the Town, the County, and the Authority, and other good and valuable
consideration, the receipt and sufficiency of which being hereby acknowledged, the parties
hereto agree as follows_
Article I - Obligations of the County
I.I. Surveying. The limits of the Phase 4 Extension shall be as shown on
Attachment I hereto, which is hereby made a part hereof. In accordance with applicable statutory
requirements, the County shall retain a professional surveying firm or firms reasonably
acceptable to the Authority and the Town to prepare ground surveys, set or establish monuments
and property corners, locate features (including all improvements of any kind), prepare survey
plats, and prepare legal descriptions for all land which, in the reasonable determination of the
Authority and its General Engineering Consultant, HNTB Corporation, is required to be
(a) acquired in fee to provide a three -hundred -sixty -foot -wide (360'-wide) to four -hundred -foot -
wide (400'-wide) right-of-way for the Phase 4 Extension, or (b) encumbered with drainage, slope
or embankment, temporary construction or detour, or other easement interests, to permit the
construction and operation by the Authority of the Phase 4 Extension, including, but not limited
to, the East Service Road. All survey plats prepared in accordance with this Section 1.1 shah be
EN CERLOCAL AGREEME'e i AIMONG TIC TOtLTNI OF PROSPER, COLLIN COLSTY,
Amr) THE NORTF,, TEvAs TOLLWAY AUTHORITY REGARDFNG
'THE PHASE 4 ExrENSIQN OF THE DALL,4s NORTH TOLL4i AY PAGE J
67318:5358 : DAL LAS : 1201153.5
of such a form as to permit the Title Company (hereinafter defined) to finnish the "standard
survey deletion," and shall be certified and delivered to the Authority.
1.2. Right -of -Way. The County, at no cost to the Authority, or the Town, shall acquire
(a) fee simple ownership in and to all property required for a three -hundred -sixty -foot -wide
(3W-wide) to four -hundred -foot -wide (400'-wide) right-of-way strip as described in clause (a)
of Section 1.1, and (b) the appropriate easement interests of suitable lengths and widths in and to
all property- described in clause (b) of said Section 1.1. At its option, the Town may acquire one
or more right-of-way parcels dnd convey them to the County on terms agreeable to the Town and
County. All property and easement interests shall be conveyed or granted to the County by such
instruments and with such warranties of title as are required by the Title Company as a condition
to the issuance of the title insurance described below. The County and, if applicable, the Town
shall cooperate with the NTTA General Counsel (hereinafter defined) in (a) reviewing and, to the
extent necessary, clearing the status of title to each fee and easement parcel that is to be
conveyed or granted under Section 1.1, and (b) preparing the conveyance instruments for such
parcels. The Authority shall review and approve the conveyance instruments and title to all right-
of-way parcels before acceptance thereof by the County or Town. The County shall select and
retain one or more title insurance companies reasonably acceptable to the Town and the
Authority (whether one or more, the "Title Company") to issue, at no cost to the Town or the
Authority, owner policies of title insurance insuring the County's good and indefeasible title to
the property to be conveyed to the County in fee, and good title to the easements to be granted to
the Authority, said policies to be subject only to those matters of title reasonably acceptable to
and approved by the Authority. Unless and until a right-of-way parcel is conveyed to the
I:.v'TFRLOCAL AGREEN EINT AMONG THE TOW?d OF PROSPER, COLLEN COUR'TY.
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARDING
THE PHASE 4 EXTE:NSION OF "rHE DALLAS NORTH TOLLWAY PAGE b
67318:93580 : DALLAS : 1201 193.5
Authority under Section 1.3 below, the Town and/or County shall operate, maintain. regulate,
and police such parcel, and the Authority shall have no responsibility, therefor; thereafter, the
Town's. County's. and Authority's respective obligations shall be governed by Article 5 below.
1.3. Conveyance to the Authority. If the Authority establishes feasibility for the
Phase 4 Extension and elects to proceed with the construction thereof the property required for
the entire Phase 4 Extension, including the East Service Road, shall be conveyed to the Authority
before the Authority's sale of bonds or closing of other financing for the Phase 4 Extension. The
.Authority shall receive good and indefeasible fee simple title to all property conveyed to it, and
good title to all easement interests granted to it, subject only to those matters of title reasonably
acceptable to and approved by the Authority (the "Permitted Exceptions"), and free from all
liens, rights of assessments, private easements, rights of reverter, and use restrictions.
1.4. East Service Road Design. At its sole cost, the County shall retain, in accordance
with applicable statutory selection criteria, one or more engineering design firms reasonably
acceptable to the Torn and the Authority to design the East Service Road as, initially, a two-lane
service road, and, ultimately, a three -lane service road, to operate as a bidirectional street and
subsequently to be utilized as a northbound frontage road for the Phase 4 Extension. The East
Service Road shall extend from south to north a distance of approximately six (6 ) miles from the
northern terminus of the existing DNT Phase 3 Extension northbound frontage road south of US
380 to an intersection with FM 428.
1.5. Project Schematic Design. At its sole cost, the County shall retain, in accordance
with applicable statutory- selection criteria, one or more engineering design firms reasonably
acceptable to the Town and the Authority to prepare a schematic design (up to the 30% design
ihTERLOCAL AGREEME-47 A -MO `IG THE TOw�: OF PROSPER, COLLIN COift�FTY,
A,ND THE NORrH T ExAs TOLLWAY ALTHOR3TY REGARDr.Nc
Ti-_ PHASE 4 DMENSION OF THE DALLAs NORTH TOLLWAY PAGE 7
67318:93580 : DALLAS : 1201193.5
completion) for the entire Phase 4 Extension, which shall include, but not be Iimited to, designs
for (a) the East Service Road, (b) a southbound service road to be designed for initial use as a
two-lane service road, and, ultimately, as a three -lane service road, (c) the turnpike main lanes,
and (d) all toll plazas, ramps, bridges, cross streets, and major drainage structures comprising the
Phase 4 Extension.
1.6. Design Standards. The East Service Road and the Project Schematic Design
must comply with the general design criteria utilized by the Authority for its turnpike projects.
Without limiting the foregoing, the County shall ensure that the East Service Road conforms to
the proposed design and location of the Phase 4 Extension's turnpike main lanes and is designed
and constructed in accordance with the latest edition and revisions of the American Association
of State Highway and Transportation Officials' (AASHTO) Standard Specifications for Highway
Bridges, including applicable interim specifications, the Highway Design Division Operations
and Procedures Manual of the Texas Department of Transportation ("TxDOT" ), TxDOT's
Standard Specifications for Construction of Highways Streets and Bridges, TxDOT's
Foundation Exploration Manual, TxDOT's Bride Design Guide and The Texas Manual on
Uniform Traffic Control Devices (TMUTCD). For all items not discussed in the above -
referenced documents, AASHTO's A Poliey On Geometric Design of Highways and Streets
shall be referenced for guidance. The Project Schematic Design shall also conform to the
foregoing documents, as well as the Authority's System -Wide Design Guidelines and the utility --
clear requirements described in Section 2.3.
LN- TERLOCAL AGREF\1IFIN7 A.MOA1G THE Tow.,,, OF PROSPER., COLLIN COUNTY,
AND THE NORM TEXAS TOLLWAY AUTHORITY REGARDING
THE PHASE 4 EXTENSION OF THE DAL.LAs NORTH TOLLWAY PAGE 8
6?318:83580: DAL.L.4S : 1201143.3
1.7. Town and Authority ]Design Review. The Town and the Authority shall review
the design, grade, alignment, and plans for the East Service Road and the Project Schematic
Design, at each of the following design milestones:
(a) at completion of Project Schematic Design (30% design) (the schematic
design of the East Service Road shall be included in the Project Schematic Design);
(b) at 60% design completion for the East Service Road:
(c) at 90% design completion for the East Service Road;
(d) at final design of the East Service Road.
"Final design" shall mean that the designs, plans, and specifications are complete to the degree
that they may be issued for construction bidding for the East Service Road (collectively; the
"ESR Plans"). The technical work group described in the following section shall establish a
schedule for achieving the foregoing design milestones.
1.8. Technical Work Group. All parties shall assist one another in the coordination
of design and construction activities and in the efficient scheduling and sequencing of the
construction of the East Service Road and other components of the Phase 4 Extension. In
furtherance thereof, the County shall organize a technical work group that shall meet not less
than monthly during the development of the Project Schematic Design and the ESR Plans. The
Authority and the Town each shall assign an active, qualified, and authorized decision -making
member to the technical work group. The Authority and the Town shall use reasonable efforts to
provide the Count} with written objections, if any, to design submissions within fifteen (15) days
after their receipt thereof. The members of the Technical Work Group shall work diligently and
in good faith to resolve objections promptly so as to avoid slowing development of the Phase 4
INTERLOCAL AGREEMENT AmoN.G THE TOWN OF PROSPER, C'OLUN COUNTY,
ANTI) THE NORTH TEXAs. TOLLWAY AUTHORITY REGARDCNG
THE PHASE 4 EXTENSION OF THE IDALL,%S NoRTF TOLLWAY
67318:83580 : DALLAS : 1201143.5
PAGE 9
Extension. Upon their final approval of the Project Schematic Design and ESR Plans,
respectively, the Authority and the Town shall issue a letter or letters acknowledging such
approval.
1.9. Construction of East Semice Road. The County shall be responsible for
acquiring all required federal, state, and local permits for the construction, operation and
maintenance of the East Service Road and for the management of construction and testing of
materials for said East Service Road. In accordance with applicable law and the County's
established competitive bidding and procurement procedures, the County shall solicit
competitive bids for the construction of the East Service Road based on the final approved ESR
Plans. The County shalt obtain the Town's and the Authority's approval of the terms of the
Construction Contract (which approval shall not unreasonably be withheld) before the award
thereof. The County shall award the construction contract for the East Service Road (the
"Construction Contract") to the lowest responsible bidder. The East Service Road shall be
constructed in strict accordance with the approved ESR Plans. The contractor under the
Construction Contract will be referred to herein as the "General. Contractor." If required by the
Authority and/or the Town, the bid documents and the Construction Contract shall provide that
the Town and the Authority each shall be entitled to require that the Construction Contract
obligate the General Contractor to (a) list the Town and/or the Authority as "additional insureds"
with respect to any insurance for which the General Contractor must obtain an "additional
insured" rider or amendment and (b) cause any such insurance policies to be properly endorsed
to provide for a waiver of the insurance company's right of subrogation against any insured or
additional insured thereunder, and the County shall furnish to the Authority and the Town. a
IVITERLOCAL AGREE[+.SNiTAMONG THE TouN- OF PROSPER; COLLIN COU'dTY,
iu-gD Tim NORTH TExAs TOLLWA Y AI TIHORITY RFGAR.DING
TifE PHASE 4 ExTENsfoN OF TIE DALLAS NORnH TOLLwAY PAGE 10
5?318:83580 : DALLAS : 1201193.5
completed Certificate of Insurance evidencing the County's compliance with the preceding
sentence before any construction commences on the East Service Road.
1.10. East Service Road/Schematic Design Costs. The County proposes to fund the
design and construction of the East Service Road through proceeds from the sale of bonds that
shall be part of a bond program proposal to be presented to Collin County voters on November 4.
2003 (the "2003 Bond Election"). Schematic design costs for the Phase 4 Extension, together
with costs for the development of dedication instruments and issuance of title insurance, are to be
Paid from Collin County capital improvement project funds.
1.11. East Service Road Milestones. Contingent upon (a) the timely acquisition of all
necessary right-of-way through the use of reasonable diligence, and (b) the approval of the bond
program to fund the East Service Road in the 2003 Bond Election, the County intends to
complete the ESR Plans by the first quarter of 2005, commence construction of the East Service
Road in the second quarter of 2005, and complete construction of the East Service Road in the
second quarter of 2007.
Article 2 - Obiisations of the Town
2.1. Town Utilities. After the Authority commences construction of the Phase 4
Extension as a turnpike project, the Town, when requested by the Authority, will supply, at its
sole cost, water and sanitary sewer service to the perimeter of the Authority's Phase 4 Extension
right-of-way and adjacent to the Authority's facilities, including ancillary support and
administration buildings, ramp tollbooths and main lane toll plazas that are located within the
Town's corporate limits and ET3. The Town shall invoice the Authority only for the Authority's
I1o'FERLOCAL AGREEI4IENT A:^'IONG THE Tow�v OF PROSPER, COLLN COUNTY,
ANDTHE NORTH T XAs TOLLwrAY AUTHoRrTY REGARMG
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY
57318:83580 : DALLAS : 1201193.5
PAGE 11
actual usage of said services at such standard rates as the Town. charges other governmental
entities, and the Authority shall promptly pay all invoices submitted therefor by the Town..
2.2. Utility Relocation, Generally. If the Authority elects to proceed with
construction of the Phase 4 Extension as a turnpike project, the Town shall timely relocate
Town -awned utilities or, at the Town's option, reimburse the Authority for the cost of relocating
and adjusting all utilities owned by the Town that are situated in right-of-way required for the
Phase 4 Extension or are otherwise affected by, or in conflict with, the construction, operation or
maintenance of the Phase 4 Extension. Utilities that require relocation shall be identified during
the design of the turnpike main Ianes for the Phase 4 Extension, as described in Section 3.2. The
Town shall cause any and all necessary relocations to be completed in a timely manner so as to
avoid any delay in any portion of the construction of the Phase 4 Extension. If the Town elects to
reimburse the Authority in lieu of performing the relocation work, the Authority, its engineer(s)
and contractor(s), at the Town's expense, shall design and undertake said relocation, and the
Town shall provide, at its expense, quality assurance inspection services during said relocation
and adjustment, all as may be more specifically set forth in the Subsequent Agreements, as
defined in Section 6.4. The Town shall not request the Authority to relocate utilities on the
Town's behalf in connection with the East Service Road.
2.3. UtiIiO-Clear Zones at DIVT Overpasses. If the Authority elects to proceed with
construction of the Phase 4 Extension as a turnpike project, the Town shall be responsible for the
relocation of all utilities, conduits, cables and related improvements and facilities at the Phase 4
Extension overpass locations situated within the Town's corporate limits. Overpass locations
shall be identified in the Project Schematic Design, and specific relocations shall be identified
IWERLOcA,. AGREEmENT.A-MOB iG THE TOw� OF PROSPER, COLLIN COUNTY..
AND THE NORTH T—txAs TOLLWAY AUTHORITY REGARMNIG
THE PgASE 4 EXTiNisIo Nr OF THE, DALLAS NORTH TOLLWAY
57318 :83580 : DALLAS : 1201193.5
PAGE 12
during the design of the turnpike main lanes for the Phase 4 Extension, as described in
Section 3.2. Relocations shall be made in such a manner to provide an unobstructed zone for the
overpass bridge foundations at each location where the Phase 4 Extension crosses over existing
or proposed Town streets. This utility clear zone shall be located between four feet (4') and
twelve feet (12') behind the back of curb of the through traffic lanes of the ultimate cross -street
width. The Authority (and the County, in preparing the Project Schematic Design) will design
the overpass bridges to accommodate the ultimate cross street widths as determined by the
Town- If the Authority determines that the Phase 4 Extension bridge foundation elements are
required in the center median of cross streets, an eight foot (8') wide utility clear zone shall also
be provided by the Town. The utility clear zone shall extend not less than one hundred twenty-
five feet (125') in either direction of the Phase 4 Extension centerline (two hundred fifty feet
[250'] total). The Town shall cause any and all necessary relocations to be completed in a timely
manner so as to avoid any delay in any portion of the construction of the Phase 4 Extension.
2.4. Soundwalls. If federal law requires construction of soundwalls (sometimes
known as noise walls), screen walls, retaining walls or similar structures as a condition to
operating the Phase 4 Extension or any portion thereof the Town. shall pay all design and
construction costs associated therewith with respect to walls required due to the proximity to the
Phase 4 Extension of residential properties or other properties eligible for protection under
Federal Highway Administration ("FHWA") guidelines, as they may be amended from time to
time.
ENTERLOCAL AGREEMENT AMONG THE TOWN OF PROSPER, COLLIN COUNTY,
AN11) THE NORTH TEXAS TOLL64AY AUTHORITY REGARDING
THE PH sE 4 EXTENSION OF 'rHE DALLAS NORTH TOLLWA Y
6?313:93580 : DALLAS : 1201193.5
PAGE 13
Article 3 - Obligations of the Authority
3.1.. Evaluation of Feasibility. The Authority agrees that it will evaluate the
feasibility of the Phase 4 Extension in a manner consistent with the Authority's customary
practices. The Authority promptly shall deliver to the Town and the County copies of toll
feasibility studies (including the report of the Authority's financial advisor or underwriter),
environmental studies, and corridor studies (collectively; the "Studies"), prepared in connection
with the Phase 4 Extension, together with alI updates and revisions thereto issued from time to
time. The Town and the County may request that the Studies be clarified or updated, or that
specific data or issues be taken into consideration or evaluated, provided that if (a) the Authority
disagrees that the updates, revisions or other modifications are warranted, the Town and the
County shall be responsible for, and promptly discharge, all resulting costs and charges; and
(b) the Town and the County agree to refrain from seeking such modifications with unreasonable
frequency or from otherwise overburdening the Authority's staff or consultants with such
requests. To the extent the Studies indicate, in the opinion of the Authority, that the Phase 4
Extension is not feasible as a turnpike project, the Town and the County, jointly and at their sole
option, may commit to satisfy, or provide for the satisfaction of, the monetary, non -monetary
and/or other conditions identified by the Authority as preventing or impeding the determination
that the Phase 4 Extension is feasible as a turnpike project (the "Feasibility Conditions"),
including the Town's and the County's agreement to provide or obtain the monetary contribution
or support required to satisfy any monetary shortfalls. Any such commitment must (a) be
accompanied by such reasonable assurances of performance as the Authority, the NTTA General
Counsel, its financial advisor, traffic engineer and bond counsel may require, (b) fully address
NTERLocA AGREE;YiE v"? A4iotiG ni7F To%-N, OF PROSPER, COLLIN COUTIN Y.
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARDNG
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY PAGE 14
67318:83580 : DALLAS : 1201193.5
and be completely responsive to the Feasibility Conditions as determined by the Authority, and
(c) state that, if accepted, it is unconditional and irrevocable. The Authority will consider,
diligently and in good faith any proposal jointly advanced by the Town and the County to
address the Feasibility Conditions that conforms to the conditions of the preceding sentence, but
the Authority shall be under no obligation to commit funds and other resources to review any
proposal that constitutes an alternate approach to resolving any Feasibility Condition or
otherwise fails to fully satisfy the actions, conditions or other requirements identified by the
Authority in the Studies for addressing any Feasibility Condition_ In all events, the Authority's
Board of Directors, consistent with its statutory and other obligations and duties, shall be the sole
and final arbiter of whether the Town's and the County's proposal satisfies the criteria contained
in the two preceding sentences, as well as whether it should be undertaken pursuant to the
timetable and in the manner proposed by the Town and the County. Furthermore, the ultimate
decision of whether the Phase 4 Extension is feasible as a turnpike project and whether to
proceed with the construction of the Phase 4 Extension as a turnpike project shalt be made solely
by, and at the absolute discretion of, the Authority's Board of Directors. Except as provided in
(and in accordance with) this section, unless and until the Authority notifies the Town and the
County that the design, construction and operation of the Phase 4 Extension as a turnpike project
is not feasible, the Town and the County shall neither advance nor support any alternative to, or
conflicting proposal for, the development of the Phase 4 Extension, including without limitation
any thoroughfare corridor parallel to the Phase 4 Extension. Finally, nothing contained in this
section shall create any third -party beneficiary or other rights in the Town or the County with
respect to the Studies or the contracts between the Authority and its consultants regarding the
1N,7ERLocAL AGREEMEIV'r A,moNG THE TOWN OF PROSPER, COLLIN COUNTY,
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARD[Na
THE PHASE 4 EXTEtYsiuN OF THE DALLAs NORTH TOLLWAY PAGE 1
67318:83580 : DALLAS : 1201133.5
i
preparation of the Studies, and said consultants shall continue to be retained solely by and for the
benefit of the Authority, and neither the Town nor the County shall have any right, or otherwise
attempt. to direct the activities of those consultants.
3.2. Design of Mainlanes If the Authority proceeds with construction of the Phase 4
Extension as a turnpike project, the design of the turnpike main lanes shall be according to the
Authority's design criteria and standards, including, but not limited to. its System -Wide Design
Guidelines. In such event, the Authority shall implement a technical work group similar to the
one described in Section 1.8 to aid in communication, coordination, and review during the design
process for the turnpike main lanes. The technical work group shall meet regularly during the
development of the turnpike main-Iane design. The County and the Town each shall assign an
active, qualified, and authorized decision -making member to the technical work group; provided,
however, that except as expressly provided otherwise in this Agreement, the Authority's
determination of the design, alignment, location, grade, composition and construction methods
employed for the Phase 4 Extension or any components thereof shall be made in its discretion
and shall be final..
3.3. Conveyance of Streets to the Town or the Count. If the Authority proceeds
with construction of the Phase 4 Extension and accepts title to the parcels acquired therefor by
the County, then upon completion of the Phase 4 Extension, the Authority shall convey to the
Town a permanent and perpetual easement for street purposes in and to the right-of-way within
the corporate limits of the Town of Prosper on which service roads comprising part of the Phase
4 Extension have been constructed and shall convey to the County a permanent and perpetual
easement for street purposes in and to the right-of-way on which service roads have been
INTERI.OcAL AGREe,%TNT AMONG TI-M TOw?v OF PROSPER, COLLfN CoUNTY,
AND THE NORTH TExAs TOLLWAY AUTHORITY R—'CARDING
THE PiL4sE 4 ExT-ausio ti OF THE DALLAs NORTH TOLLw.4Y PAVE 16
67318:33590 : DAI LAS : 120I 193.E
constructed within the jurisdiction of the County- of Collin. The Town and the County thereafter
shall operate, maintain, regulate, and police said service roads, and the Authority shall have no
responsibility therefor.
Article 4 - Further Agreements
41. Support of the Phase 4 Extension. Each of the parties agrees to take all actions
consistent with this Agreement that are reasonably necessary in the furtherance of the purposes
hereof. Without Iimiting the generality of the preceding sentence. upon request by the Authority,
the Town and the County agree to (a) acknowledge their approval of and support for the
Authority's financing, design, construction, operation and maintenance of the Phase 4 Extension
as a turnpike project; (b) support the Authority in the necessary environmental clearance and
review process for the Phase 4 Extension, and (c) provide such information and support as may
be requested by the Authority, TYDQT, FHWA, or any other governmental or quasi -
governmental entity in the environmental application and review process or with regard to the
Studies. If the Authority elects to proceed with construction of the Phase 4 Extension as a
turnpike project, the parties agree to coordinate and conduct all necessary public hearings and
public participation efforts required to initiate and complete the Phase 4 Extension. The Town
shall coordinate and serve as the lead agency with respect to such matters. The parties shall make
every reasonable effort to maintain communication with the public and with their respective
representatives regarding the progression of the Phase 4 Extension review process. In addition,
the Town and the County agree to assist and join with the Authority in obtaining the various
approvals, permits and agreements required of the applicable governmental entities and agencies,
whether federal, state or local; regarding the Phase 4 Extension,
INTERI CiCA, nGREE iE IT AttONG Tff-n T ow'Iz OF PROSPER. COLLIN COUNTY,
AND THE NORTH TEXAS TOLLWAY M-HORITY REGARDING
't r4E PHASE 4 ExTENS[Oh oP THE DALLAs NORTH TOLL WAY PAGE 17
67318:83 8G : DALLAS : 1201 ! 93.5
4.2. Construction Staging Areas. If the Authority elects to proceed with construction
of the Phase 4 Extension as a turnpike project, the Town and the County shall, if requested by the
Authority, provide on a temporary basis as described below any available right -of -wad- located
along the Phase 4 Extension for the Authority's exclusive use as a staging area during the
construction of the Phase 4 Extension. Such areas may be used for the placement and operation
of construction site trailers, temporary material disposal, temporary embankments or shoring
structures, the operation of a concrete and/or asphalt batch plant, and for any other purpose
related to the construction of the Phase 4 .Extension. During its use of the staging areas, the
Authority shall use all reasonable efforts to maintain the property in an orderly condition, free
from excessive debris and clutter. upon completion of construction activities for the Phase 4
Extension or cessation of the Authority's use of the staging areas, whichever comes first, the
Authority shall return the staging areas to the Town or the County, as applicable, in a condition
comparable to when received for use by the Authority.
43. Signahzation. If the Authority elects to proceed with construction of the Phase 4
Extension as a turnpike project, the Town {with respect to property within its corporate limits or
the County (with respect to other property within its jurisdictional limits), as applicable, shall, in
conjunction with the design of the turnpike main lanes for the Phase 4 Extension, design, prepare
and issue construction plans and specifications, take bids, award contracts and purchase orders,
and shall install, test, supervise and maintain (or cause the same to be done) any temporary or
permanent traffic signalization systems at the intersections of the Town's streets and the
County's roads with the Phase 4 Extension, and each of them also shall relocate, at its sole
expense, any traffic signals, conduit, controllers or any other related facilities that may be
UN £ERLOCA1 AGREE.'v1ENT A NIO G TFE TOWN OF PROSPER, COLLNN COUN"FY, —
ANJ THE NORTH TEXkS TOLLW'AY AUTHORITY REGARDLkG
THE r HAsE 4 ExTENSION OF TI-IE DALLAs NORTH TOE,LWAY PAGE 18
67318:93580 : DALLAS : 1201 I93.5
required for the construction of the Phase 4 Extension (collectively, the "Signalization Work").
The Town or the County, as applicable, shall ensure that the design and performance of the
Signalization Work (including all related relocation and installation activities) do not delay or
impede the construction, opening to traffic or subsequent operation of the Phase 4 Extension. To
that end, the Town or the County, as applicable, shall submit plans and specifications for the
Signalization Work to the Authority for its review and approval prior to commencing any of the
Signalization Work, provided that the Authority's review and approval shall not impose any
obligation or liability: on the Authority with respect to. the Signalization Work or alter or abrogate
any of the Town's or the County's obligations pursuant to this Agreement. Notwithstanding the
foregoing, at the Town's request, the Authority shall agree to undertake the installation and
subsequent removal of temporary traffic signalization systems at the Town's cost upon terms set
forth in a separate agreement. Upon completion of the Signalization Work, the Town and the
County agree to operate and maintain the described traffic signalization systems at no cost to the
Authority and to assume the responsibility for provision of all electrical power required for
signal operations, including that required during construction and test periods. Nothing contained
in this Agreement shall impose upon or create for the Authority any responsibility for (a) the
proper design, operation or maintenance of traffic signalization along the Phase 4 Extension or
(b) the police enforcement required for securing compliance with the traffic signals described in
this Agreement.
4.4. Drainage Map Revisions. If the Town determines that it is necessary or desirable
to obtain a Letter of Map Revisions ("L0MW*) andJor Conditional Letter of Map Revisions
"CLON�1R") for the diversion of storm water runoff' or the disturbance of any channel sections
N-17-PLOCA1 AGREEMFI%'T AIMONG THE TOWN OF PROSPER, COLLI]Nm COUNTY,
,N"D THE NORTH TEXAS TOIL,W + Y AUTHORITY REGARDING
THE PHASE 4 EXTENSION OF THE DALLAs NORTH TOLLWAY
6?313:83530: DA1.LAS : 1201193.5
PAGE 19
within its rights -of -way along the Phase 4 Extension, the Town agrees to accept full
responsibility for submitting all applications required to obtain a LOMR and/or CLOMR from
the Federal Emergency Management Agency ("FEMA"). The Town shall be solely responsible
for the permitting process, including design, field survey, print fees and any document revisions
that are necessary- to complete a L01VIR and/or CLOMR, provided that the Authority shall
provide technical information and assistance required to prepare the application. The Town
agrees to use its reasonable efforts to secure approvals from FEMA and from any property-
owners affected by any proposed map revisions. The Authority and Town shall take the steps
necessary to expedite and avoid delays in the application process for the LOMR or CLOMR. The
Town agrees to promptly contact the Authority regarding technical and other matters requiring
assistance from the Authority's staff or agents. If easements across private property are required
to effect a proposed map revision determined by the Town to be necessary or desirable and to
accommodate the drainage improvements related to and necessitated by the Phase 4 Extension.
the Town shall be responsible for acquiring the easements at its sole cost. The Town
acknowledges and agrees that if the map revisions indicate the passage on, over, through or
under Town -owned property, the Town shall grant the necessary easements at no cost to the
Authority. The County agrees to provide similar support with respect to those portions of the
Phase 4 Extension located outside of the Tow -Ws corporate Iimits.
Article 5 - Maintenance
5,1. Conditions. The provisions of this Article 5 are conditioned upon the Authority's
election, to proceed with the construction of the Phase 4 Extension as a turnpike project;
provided, however, that all provisions regarding "Phase 4 Frontage Roads," as defined in Section
i.iv'TERLOCAL AGREEMENT AMONG THE TOWN OF PROSPER, COL -UN COCJNTY,
AND THE NORTH TEXAS TOLT wAY ACITHORrrY REGARDING
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOT LWAY PAGE 20
67312:83580 : DA.LLAS : 12011935
5.2. shall apply with respect to the East Service Road, regardless of whether the Authority elects
to proceed with the other elements of the Phase 4 Extension.
5.2. Summary of Terms and Maintenance Obligations. The East Service Road and
all other subsequent service or frontage roads comprising part of the Phase 4 Extension are
hereinafter referred to as the "Phase 4 Frontage Roads." The northbound and southbound
turnpike main lanes, together with all ramps extending to or from said lanes up to their gore nose
or intersection with the applicable Phase 4 Frontage Roads or other streets, are hereinafter
referred to as the "Turnpike Lanes": the portion of the Phase 4 Extension right-of-way on.which
the Turnpike Lanes are situated is referred to as the "Turnpike Lanes Area"; and the remaining
portion of the Phase 4 Extension right-of-way is hereinafter referred to as the "Phase 4 Frontage
Roads Area." Generally, the Authority shall be responsible for the operation, maintenance,
policing, regulation and repair of the Turnpike Lanes, and the Town or the County, as applicable,
shall be responsible for the operation, maintenance, policing, regulation and repair of the Phase 4
Frontage Roads, all as more specifically set forth in Sections 5.3 and 5.4 below. The
maintenance provisions of this Agreement shall apply to those portions of the Turnpike Lanes
Area adjoining Phase 4 Frontage Roads Area and/or rights -of -way comprising the Phase 4
Extension and situated within either the Town's corporate limits or the County's jurisdictional
limits.
5.3. Authority Maintenance Reyonsibilities. With respect to the Phase 4 Extension,
the Town, the County and the Authority acknowledge and agree that the Authority has the
responsibility to:
INTERLOCAL AGREEMENT AIvRONIG THE ToV4�i OF PROSPER_ COLLt �COG'IvTY, -
AIh'D THE NORTH TEXAS TOLLWAY AUTHORrrY REGARDING
THE PHASE 4 ExTEr`NSIOIv OF THE DALLAS NORTH TOLLWAY PAGE 21
6'316:33590 : DALLAS : 1201193.5
(a) Maintain all the Phase 4 Extension improvements, including but not
limited to the performance of all mowing, snow/ice control, and the collection and
removal of debris, within the limits of Turnpike Lanes Area.
(b) Maintain all improvements constructed by the Authority as a part of the
Phase 4 Extension exit and entrance ramps within the limits extending from the Turnpike
Lanes Area to the ramp gore nose at the applicable Phase 4 Frontage Road.
(c) Repair and maintain all soundwalls, screen walls, retaining walls and
similar structures within the limits of the Turnpike Lanes Area.
(d) Maintain the fence and guardrail, if any, placed along and between the
Turnpike Lanes Area and the Phase 4 Frontage Roads Area used to protect ramp toll
plazas.
(e) Maintain all the Phase 4 Extension illumination structures, including
under -bridge luminaires, but specifically excluding all Phase 4 Frontage Road
illumination and street intersection illumination.
(f) Maintain complete bridge structures that carry the Turnpike Lanes over
the Town's or the County's streets.
(g) Maintain structural bridge components carrying the Town's or the
County's streets over the Turnpike Lanes.
(h) Maintain all the Phase 4 Extension trailblazers, "Left Lane Must Enter
Turnpike," "No Pedestrians, Bicycles or Motor Driven Cycles," and similar signs
regarding the Phase 4 Extension within the corporate limits of the Town or the
jurisdictional limits of the County.
IN-; ERLoc AL AG7REE.m-r_.v r A_MoNc THE Tow-N OF PROSPER, COLLRV COUNTY,
A v`D THE NORTH TFxAs TOLLWAY AU7HORITY REGARDING
THE PHASE 4 EXTBNSION OF THE DALLAS NORTH TOLLWAY PAGE 22
V318:83580 : DALLAS : 1201193.5
(i) License, permit, and regulate utility construction and maintenance along
and across the Turnpike Lanes Area.
The Authority acknowledges and agrees that, save and except for fire, "haz-mat," and
EMS response, the Town and the County shall have no responsibility or obligation to operate,
maintain, police, regulate and provide public safety functions for the Turnpike Lanes and/or with
respect to the Turnpike Lanes Area.
5.4. Town and County Maintenance Responsibilities. With respect to the Phase 4
Extension, the Town, the County and the Authority acknowledge and agree that the Town (only
with respect to the following obligations relating to services, structures or property within the
Town's corporate limits) or the County (only with respect to the following obligations relating to
services, structures or property within the jurisdictional limits of the County), as applicable. has
the responsibility to operate, maintain, police, regulate and provide public safety fimetions for
the Town's streets or the County's roads over and under the Turnpike Lanes (but not including
the Turnpike Lanes) and for the Phase 4 Frontage Roads situated within the corporate limits of
the Town or the jurisdictional limits of the County, said responsibilities to include the following:
(a) Repair and maintain all the Town's streets or the County's roads over and
under the Turnpike Lanes and all Phase 4 Frontage Roads, including all traffic signal
systems, luminaires, other illumination structures, and foundations therefor.
(b) Repair and maintain all storm water conduits and receivers, both open and
closed, on, along and across the Phase 4 Frontage Roads Area and maintain any drainage,
utility, right-of-way or other easements situated thereon for the purpose of serving the
Phase 4 Extension.
DJERLOCAL AGREE'tifENT A-%40 EG THE TOWiv OF PROSPER, COLL►N f'OL'vTrY,
AND THE NORTH THxAs TOLLWAY AUTHORITY REGARDTNci
THL PHASE 4 ExTENSFOlV OF THE DALLAS NORTH TOLL.WAY PAGE 23
6 318:8358Q : DALLAS : 1201193.5
(c) Repair and maintain all soundwalls, screen walls, retaining walls and
similar structures within the Phase 4 Frontage Roads Area.
(d) Maintain all unpaved Phase 4 Extension right-of-way areas not otherwise
identified herein as a responsibility of the Authority.
(e) Keep the vegetation mown, maintain all landscaping and irrigation
systems, and remove, collect and dispose of unauthorized signs, debris and trash
accumulated in the Phase 4 Extension right-of-way areas not otherwise identified herein
as a responsibility of the Authority.
(fl Maintain and, as necessary, modify guardrail and fences, if any, along the
Phase 4 Frontage Roads and the Towm's streets or the County's roads crossing over and
under the Turnpike Lanes.
(g) Maintain and, as necessary, modify or supplement all traffic regulatory
and directional signs and all pavement traffic markings on the Phase 4 Frontage Roads
and on the Town's streets or the County's roads over and under the Turnpike Lanes,
except Phase 4 Extension trailblazers, "Left Lane Must Enter Turnpike," "No
Pedestrians, Bicycles or Motor Driven Cycles," and similar signs regarding the Phase 4
Extension.
(h) Furnish all policing, sweeping, flushing, snow/ice control services (as the
Town or County determines to be appropriate) and other public safety services on the
Phase 4 Frontage Roads and on the Tow-n's streets or the County's roads crossing over
and under the Turnpike Lanes.
IN--rERLOCAL AGREE,,,,TNT A:`1ONG THE TOWN OF PROSPER, COLLiN COL�iT
AND THE NORTH TEXAS TOLLWAY AL'THORTY REGARDNG
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY PAGE 24
67318:93580 : DALLAS : 1201193.5
(i) License, permit; and regulate all driveway and street connections to the
Phase 4 Frontage Roads, and otherwise maintain proper control of access in relation to
ramps to and from the Turnpike Lanes.
0) Provide fire, "haz-mat," and EMS response for the Turnpike Lanes and the
Phase 4 Frontage Roads.
The Town and the County acknowledge and agree that the Authoritv shall have no
responsibility or obligation to operate, maintain, police, regulate and provide public safety
functions for the Phase 4 Frontage Roads and/or with respect to the Phase 4 Frontage Roads
Area.
5.5. SoundwaR Maintenance. The Town agrees to maintain and repair all
soundwalls, screen walls, retaining walls or similar structures associated with the Phase 4
Extension that are not located within the Turnpike Lanes Area but are within the corporate limits
of the Town, and the County agrees to provide said maintenance and repair for all such structures
outside the Town's corporate limits and within the County's jurisdiction.
Article 6 - General Provisions
6.1. Term of Agreement. The term of this Agreement shall commence on the
effective date set forth above and end on the earlier to occur of (a) the complete performance by
the parties hereto of all provisions of this Agreement or (b) upon determination by the Authority
of the non -feasibility of the Phase 4 Extension. If the Authority determines in its sole discretion
that it would not be feasible to continue with the evaluation, planning or construction of the
Phase 4 Extension, the Authority shall notify the Town and the County in writing of its intent to
terminate this Agreement, which shall become effective immediately upon the Town's and the
I,vTERLOCAL AGREEMENT AmoNG THE TOWN OF PROSPER, COLUN COU NTY.
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARDING
THE PHASE 4 ExTENSIO'_v OF THE DALLAS NORTH TOLLWAY PAGE 25
6735 8:83580 � DALLAS : 1201193.5
County's receipt of said notification. Notwithstanding the foregoing, the provisions of Section
6.8 hereof shall remain in full force and effect notwithstanding any such termination.
6.2. Service Roads. The Authority has no obligation of any kind to design, construct
or operate service, frontage or access roads in connection with the Phase 4 Extension. The Town
or the County shall be responsible for designing, constructing and maintaining at its sole expense
any underpass U-turns and U-turn deceleration lanes along any Phase 4 Frontage Road, provided
that to the greatest extent practicable, the Authority shall design and construct bridges for the
Phase 4 Extension so as to accommodate said lanes. The Town or the County, as applicable,
shall ensure that the design and construction of such facilities will not delay or impede any phase
of the construction of the Phase 4 Extension or the subsequent operation thereof. The Town and
the County further agree that any Phase 4 Frontage Roads will not be operated or maintained in
such a manner so as to impede access to or egress from the Turnpike Lanes, and, without
limiting the foregoing, in exercising its authority to license, permit and regulate driveway
permits for the Phase 4 Frontage Roads, the Town and the County shall maintain control of
access consistent therewith and with all other applicable terms of this Agreement.
6.3. Cross Streets or Roads. If the Town or the County desires at any time to
construct or modify a cross street or road over or under the Phase 4 Extension, it shall contact the
Authority and thereafter take all steps the Authority reasonably deems necessary or desirable to
ensure that the design, construction, maintenance, and operation of the cross street or road does
not impair or interfere with the design, construction, operation or maintenance of the Phase 4
Extension. The Town or the County shall submit the plans for any such proposed cross street or
road to the Authority for the Authority's review, and the applicable construction contract shall
IhTERLoc.-,.L AGREE. E?v'T AMONG THE TowN, OF PROSPER, COLLlN COLRv7^'.
AND THE NORTH TExAs ToL_i 'AY AUTHORITY REGARDN; ,G
THE PHASE 4 ExTE13sioN OF THE DAI,LAS NORTH TOLLWAY PAGE 26
6 7318:83590: DALLAS : I2Q1 !93S
not be let unless and until the Authority approves the plans in writing. Thereafter, the cross street
or road shall be constructed in accordance %rith the approved plans and the Authority shall have
the right to make such inspections and testing it desires to confirm same. Without limiting the
foregoing, the Town or the County, as applicable, at its sole expense shall cause any cross street
or road to be designed and constructed to accommodate the profile grade design of the Phase 4
Extension. The Town or the County, as applicable, also shall cause its staff and consultants to
meet and communicate with the Authority regularly during the design and construction phases of
any cross street or road, and 'the Authority shall reasonably cooperate and with the Town or the
County in advancing the design and construction of any cross street or road complying with the
provisions of this Section 6.3.
6.4. Subsequent Agreements. Upon completion of the Studies, if the Authority
determines, in its sole discretion, that the Phase 4 Extension is feasible as a turnpike project, the
Town and the County agree to enter into such agreement(s) with the Authority as may be
necessary- for the construction, operation and maintenance of the Phase 4 Extension (whether one
or more, the "Subsequent Agreements"). The Subsequent Agreements may, among other things,
(a) specify the final alignment of and/or final schematics for the Phase 4 Extension and (b) more
precisely delineate cost sharing between the parties, responsibilities for property acquisition and
transfer, responsibilities for construction, operation and maintenance of the Phase 4 Frontage
Roads, interchanges, traffic control devices (including specific project limits), details and timing
regarding the relocation of utilities, and such other terms as may be appropriate to ensure the
physical and fiscal integrity of the Phase 4 Extension. Although the precise terms of the
Subsequent Agreements shall be negotiated at a later time, none of those terms shall conflict with
I'v`I'ERI ocAL AGREEIMEI-1 AMONG THE TO%TN OF PROSPER, COLLIN COLT:'I Y, -
ANT) THE NORTH TEXAS TOLLWAY AUTHORITY REGARDING
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY PAGE 27
67318:83580 : DALLAS : I201I43.5
any provision of this Agreement, absent the specific agreement of the parties to the contrary, and
all such Subsequent Agreements otherwise shall be consistent with the prmrisions hereof.
6.5. Control of Authority Facilities and Operations, NonapplicabUity- of Certain
Town and Count), Codes. The Town and the County acknowledge and agree that the Authority
is not subject to any zoning, building and development codes and/or ordinances promulgated and
enforced by the Town or the County, and that the Town and the County shall not assess against
the Authority any development, impact, license, zoning, permit, building, connection or
construction fee(s) of any kind with respect to the construction or operation of the Phase 4
Extension. The Town and the County acknowledge that as a result of federal and/or state
regulations. traffic control concerns, work sequencing or weather -related issues or general
scheduling matters, the Authority may be required to perform construction activity at night, and
the Town and the County agree to accommodate and support such activity-, if necessary, upon
receiving reasonable prior notice thereof by the Authority. Notwithstanding the foregoing, the
Authority agrees that it shall comply with all national building codes writh respect to its design
and construction of buildings which are not distinctive to the Authority's statutory purpose of
constructing and operating turnpike projects. By way of example, not limitation, the Authority
shall comply with said codes with respect to administrative buildings, but not toll plazas.
6.6. Storm Water Permittinsr. The Town will permit the Authority to connect to the
Town's municipal separate storm sewer and storm water drainage systems (the ` iMS4"), if any,
and the Town will provide easements and other interests and make such enlargement or other
betterment work required for the efficient discharge of project storm water from the Phase 4
Extension. If the Aunhority must seek permitting for storm water discharges or outfalls, the Town
L.NTERLocAL AGREEMENT Ai\4oNG THE TowN OF PROSPER, COWIN COMITY, - -
AND THE NORTH TE.xAs TOLLwAY AUTHORITY REGARDING
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLwAY PAGE 28
67318:83580 : D.NL.CAS : 1201193.5
agrees. at the Authority's option, to either (1) include the Authority as a co-permittee in the
Town's MS4 storm water permit applications or (2) provide the information and assistance
necessary to allow the Authority to seek an individual permit for the MS4 operated by the
Authority within the corporate limits of the Town. If the Authority is unable to permit
individually, the Town will submit all permits and conduct all storm water quality testing and
reporting. and the Authority shall reimburse the Town for all additional actual costs that result.
At the Town's request, the Authority will provide the Town with technical information and
assistance required to prepare the applications. Whether an individual or co -permit is obtained,
the To`v°n and the Authority agree as follows:
(a) The Authority will be responsible for the construction, operation,
maintenance and inspection of the MS4s it owns within the Turnpike Lanes Area unless
otherwise provided in a separate agreement with the Town. The Town shall be
responsible for the construction, operation, maintenance and inspection of the MS4s it
owns.
(b) Each party will submit its own proposed storm water management
program as part of its MS4 permit application and will be responsible for implementing
the program on the MS4 for which it is the operator and for complying with the
conditions of its storm water permit relating to the program.
(c) Each party will implement procedures to investigate, detect and abate
unlawful discharges and improper disposal into the MS4s that each party operates. If
discharges to the MS4 operated by the Authority are involved, the Town and the
Authorit-vi shall consult with each other on water quality problems attributable to third
[IN-17ERLOC- I. AGRFEti1ENr AMONG THE TOAIN OF PROSPER, COLT-1N COUNTY,
AND THE NORTH TEXAS TOLLWAY AUTHOR<TTS' REGARDNG
THE PHASE 4 EXTENSION OF THE DALLAs NORTH TOLLWAY PAGE 29
673 18:83590: DALLAS : 1201193.5
parties, and will coordinate efforts to initiate a mutually acceptable response to minimize
or eliminate the water quality problem. At the Authority's request, the Town will enforce
the Town's regulations regarding the contribution of pollutants to the ll•1:S4 caused or
occurring within the Authority's right-of-way, provided that the Authority's right to abate
or otherwise regulate the same third -party conduct shall not be affected thereby.
(d) The Authority will use reasonable efforts to control pollution in storm
water that originates on the Authority's right-of-way, as required by the conditions of its
MS4 storm water permit. The Town will use reasonable efforts to control pollution in
storm water discharged onto the Authority's right-of-way, as required by the conditions
of its MS4 storm water permit.
(e) Each party will promptly notify the other if it knows of a release of oil or a
hazardous substance in an amount that may be harmful and that may be introduced into
the other party's MS4.
(f) After reasonable notice to and approval by the Authority and subject to
safety and traffic -control measures required by the Authority in response to such notice,
the Town may enter the Authority's right-of-way to conduct inspections reasonably
related to monitoring compliance with storm water pollution laws by parties other than
the Authority. Without limiting the foregoing, any activity performed by the Town, its
agents, employees or contractors on the Authority's right-of-way shall comply with all
applicable local, state and federal laws and regulations.
(g) The Authority may incorporate into its MS4 permit applications and
reports the results of the Town's tests conducted in connection with its MS4 storm water
INTER -LOCAL AGREE:LfEtv'T. AMONG THE TO'�V?v or PROsPER, COLLIN COTUNINTY,
AND THE NOR rH TEXAS TOLLwA Y AliT€foRrPy REGARDL*1G
THE PHASE 4 EXTENSIONT Or THE DALLAS NORTH TOLLWAY PAGE 30
67318:93590 : DALLAS : 1201193.5
permits, including "wet -weather" monitoring results (whether under the wet -weather
monitoring program coordinated by the North Central Texas Council of Governments or
otherwise) and "dry -weather" field screening.
(h) The Town and the Authority each may incorporate into its respective MS4
permit applications and reports information from the permit applications or reports filed
by the other.
6.7. Billboards With respect to billboards or similar outdoor signs within the
Turnpike Lanes Area, the Authority shall follow its policy expressed in Resolution No. 98-048.
dated July 24, 1998, of removing all existing billboards and similar outdoor signs when acquiring
real property and terminating all leases and other instruments pertaining thereto, to the greatest
extent practical and permissible under applicable law. The Town and the County agree to
cooperate with the Authority to prohibit and eliminate the presence of billboards or other similar
outdoor signs that would or could be visible from the traveled portion of the Phase 4 Extension.
The Town and the County shall be solely responsible for (a) the removal of any billboards and
similar outdoor signs situated within that portion of the Phase 4 Extension right-of-way the Town
and/or the County acquire and convey to the Authority pursuant to Article 1, (b) any related
relocation costs and other consideration, and (c) the removal of other billboards and similar
outdoor signs to the greatest extent practical and permissible under applicable laws. The
Authority, the Town and the County agree that, to the extent permitted by law, neither party shall
consent to or permit the future construction or installation of billboards or similar outdoor signs
on, or visible from, the Phase 4 Extension right-of-way.
INTER.LOCAL AGREE 7 AMONG THE Tow. OF PROSPER., COLUN, COUNTY.
AND THE NORTH TEXAS TOLLWAY Av i HORITY REGARDLNG
THE PHASE 4 EXTENSION OF THE DALt AS NORTH To,.LWAY PAGE 31
67318: 63580 : DALLAS : 12011193.5
f i 1
6.8. No Liability Nothing in this Agreement shall be construed to place any liability
on the Town, the County, the Authority, the Authority's General Engineering Consultant or any
of the Authority's, the Town's or the County's respective employees, consultants, contractors.
agents, servants, directors or officers for any alleged personal injury or property damage arising
out of the Phase 4 Extension evaluation, design, construction or operation, or for any alleged
personal injury or property damage arising out of the Town's or the County's operation, policing,
regulation, maintenance or repair of the Phase 4 Frontage Roads, the Phase 4 Frontage Roads
Area or the Town's streets - or the County's roads connecting to or crossing the Phase 4
Extension. Furthermore, it is not the intent of this Agreement to impose upon the Town, the
County or the Authority any liability for any alleged injury to persons or damage to property
arising out of any matters unrelated to the terms of this Agreement or with respect to any actions
undertaken by any consultant or contractor employed or engaged by the Authority, the Town or
the County. Nothing herein shall be construed as a waiver of any rights which may be asserted
by the Town, the County, the Authority, and/or their officials, including the defense of
governmental immunity, official immunity or qualified immunity.
6.9. Financing. If its feasibility as a turnpike project is established, the Authority
intends to finance the design and construction of the Phase 4 Extension with proceeds from the
issuance of commercial paper, the sale of one or more series of revenue bonds and/or other
financing, which bonds or other products also may include amounts for refunding all or certain
Dallas North Tollway System revenue bonds previously issued by the Authority (collectively,
the "Financing"). in addition to the conditions described in Section 6.10 below, all of the
Authority's obligations regarding the construction of the Phase 4 Extension are contingent and
i
INTERLOCAL AGREFMENT A-\4ONG ME Tow-N OF PROSPER, COLLIN COUNTY,
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARD NP G
11-LE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY PAGE 32 �
67318:93580 : DALL1S : 1201193.5
conditioned upon the successful issuance and sale of said commercial paper, revenue bonds or
other actions pertaining to the Financing and the Authority's receipt of the proceeds from the
Financing. If reasonably requested by the Authority, the Town and the County shall promptly
cooperate with the Authority by providing assurances or other information necessary- for
obtaining the Financing, including assurances and information contained in any official
statement or similar document issued for the Financing, provided that said assurances and`or
information are, in the Town's or the County's reasonable judgment (as applicable), consistent
with the provisions of this Agreement. Copies of this Agreement will be provided to, and
reviewed and relied upon by, underwriters, investment bankers, brokerage firms and similar
parties in connection with the provision of the Financing.
6.10. Conditioned on Feasibility. The Town and the County acknowledge that the
Authority must establish the feasibility of the Phase 4 Extension as a turnpike project before the
Authority can commit to design, construct and operate that project in accordance with the
.Regional Tollway Authority Act. Consequently, unless and until said feasibility is established,
this Agreement creates no obligations on behalf of the Authority with respect to the ultimate
construction, operation andlor maintenance of the Phase 4 Extension.
Article 7 - Miscellaneous
7.1. Notices
In each instance under this Agreement in which one party is required or permitted to give
notice to the other, such notice shall be deemed given (a) when delivered in hand, (b) one (1)
business day after being deposited with a reputable overnight air courier service, or (c) three (3)
business days after beffig mailed by United States mail, registered or certified mail, return receipt
INTERLOCAL AGREE,�fENT AMONG THE TOWN OF PROSPER., COLLIN COUNTY,
AND THE NORTH TEXAS TOLL WAY AUTHORITY HORITY REGARDING
THE PHASE 4 EXTL-'I ISION OF THE DALLAS NORTH TOLLWAY PAGE 33
67318:835W : D_ALLAS : 12011935
requested, postage prepaid, and. in all events, addressed as follows:
In the case of the Town:
Town of Prosper
Attn: Town Administrator
113 W. Broadwai,
Prosper, Texas 75078
In the case of the County :
County of Collin
Attn: County Judge
Courthouse, Suite 626
210 S. McDonald Street
McKinney, Texas 75069
In the case of the Authority:
and County of Collin
Attn: Director of Engineering
825 N. McDonald Street
McKinney, Texas 75069
By hand delivery or air courier:
North Texas Tollway Authority
Attn: Jerry- Hiebert, Executive Director
5900 W. Plano Parkway, Suite 100
Plano, Texas 75093
By trail:
North Texas Tollway Authority
Attn: Jerry Hiebert, Executive Director
P.O. Box 260729
Plano, Texas 75026
Any party hereto may from time to time change its address for notification purposes by giving
the other parties prior written notice of the new address and the date upon which it will become
effective.
7.2. Relationship of the Parties; No Joint Enterprise. Nothing in this Agreement is
intended to create, nor shall be deemed or construed by the parties or by any third party as
1NTERLOCAL AGREEMENT A.MONI G THE TOWN OF PROSPER, COLLP.v COL.r. ,
AND THE NORTH TEXAS TOLLWAY ALr moRITY REGARt3ING
THE PHASE 4 EXTENSION OF THE DAL:LAS NORTH TOLLWAY
57318:83580 : DAL LAS : 1201193.5
PAGE 34
creating, (a) the relationship of principal and agent, partnership or joint venture between the
Town, the County and the Authority or (b) a joint enterprise between the Town, the County, the
Authority and/or any other party. Without limiting the foregoing, the purposes for which the
Town, the County and the Authority have entered into this Agreement are separate and distinct,
and there are no pecuniary interests, common purposes and/or equal rights of control among the
parties hereto.
7.3. Successors and Assigns. This Agreement shall bind, and shall be for the sole and
exclusive benefit of, the respective parties and their legal successors. Neither the Town, the
County nor the Authority shall assign, sublet or transfer its respective interests in this Agreement
without the prior written consent of the other parties to this Agreement, unless otherwise
provided by law.
7.4. Severability. If any provision of this Agreement, or the application thereof to any
entity or circumstance, is rendered or declared illegal for any reason and shall be invalid or
unenforceable, the remainder of this Agreement and the application of such provision to other
entities or circumstances shall not be affected thereby, but shall be enforced to the greatest extent
permitted by applicable law.
7.5. Written Amendments. Any change in the agreement, terms and/or
responsibilities of the parties hereto must be enacted through a written amendment. No
amendment to this Agreement shall be of any effect unless in writing and executed by the Town.
the County and the Authority.
7.6. Limitations. All covenants and obligations of the Town, the County and the
Authority under this Agreement shall be deemed valid covenants and obligations of said entities,
IM-ERLOCAL AGREEMENT AMONG THE TOWN OF PROSPER, COLLIN COUNTY,
AND THE NORTH TEXAS TOLL WAY AUTHORITY REGARDING
THE PHASE 4 EXTENSION Or THE DALLAs NORTH TOLLWAY PAGE 35
67315:83580 : DALLAS : ?201 t93.5
and no officer, director, or employee of the Town, the County or the Authority shall have anv
personal obligations or liability hereunder.
7.7. Sole Benefit. This Agreement is entered into for the sole benefit of the Town, the
County, the Authority and their respective successors, and nothing in this Agreement or in any
approval subsequently provided by any party hereto shall be construed as giving any benefits,
rights, remedies or claims to any other person, firm, corporation or other entity, including,
without Iimitation, the public in general.
7.8. Authorization. Each party to this Agreement represents to the other that it is fully
authorized to enter into this Agreement and to perform its obligations hereunder, and that no
waiver, consent, approval or authorization from any third party is required to be obtained or
made in connection with the execution, delivery or performance of this Agreement. Each
signatory on behalf of the Town, the County and the Authority, as applicable, represents that he
or she is fully authorized to bind that entity to the terms of this Agreement.
7.9. Choice of Law; Venue. The provisions of this Agreement shall be construed in
accordance with the laws and court decisions of the State of Texas, and exclusive venue for any
legal actions arising hereunder shall be in Collin County, Texas.
7.10. Interpretation. No provision of this Agreement shall be construed against or
interpreted to the disadvantage of any party by anv court, other governmental or judicial
authority, or arbitrator by reason of such party having or being deemed to have drafted, prepared,
structured or dictated such provision.
7.11. Waiver. No delay or omission by any party hereto to exercise any right or power
hereunder shall impair such right or power or be construed as a waiver thereof. A waiver by any
INITERLOCAL AGREEMEN"r A-mO vG THE TOWN or PROSPER, COLLFd COUNTY,
AND THE NORTH TEXAS TOLL'r AY AUTHORITY REGARDFNG
THE PHASE 4 ExTENsION OF THE DALLAS NORTH TOLLwAY FACE 3b
67313:83580 : DALIAS : U01193.5
of the parties hereto of any of the covenants, conditions or agreements to be performed by any
other party or any breach thereof shall not be construed to be a waiver of any succeeding breach
thereof or of any other covenant, condition or agreement herein contained.
7.12. Entire Agreement. This Agreement constitutes the entire agreement between the
parties with respect to the subject matter hereof. There are no representations, understandings or
agreements relative hereto which are not fully expressed in this Agreement.
7.13. Counterparts. This Agreement may be executed in several counterparts, each of
which shall be deemed an, original, and all such counterparts shall constitute one single
agreement between the parties.
7.14. Headings, The article and section headings used in this Agreement are for
reference and convenience only, and shall not enter into the interpretation hereof.
IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed
as of the day above stated.
THE TOWN:
TOWN OF PROSPER
ATTEST:
Bv: '.. -�i-
Charles Niswange , avor
Town Controller
APPROVED AS TO FORM:
Town Attornl v
INrERLOCAL AGM04EN i AMONGTHE HE TOWN,- OF PROSPER, COLLIN COUNTY,
AI'dD THE NORTH TEXAS T OLLWAY AUTHORITY REGARDING
THE PHASE 4 EKIENSION Or THE Da.LLAS NORTH TOLLWAY
67 318:83580: DALLAS : 12011_93.5
PAGE 37
ATTEST:
n
'o,
Name:,;
Title:_ O,ss "-'
APPROVED AS TO FORM:
.V -
Couniy Attorney
ATTEST:
Ru Fr in
Secret
APPROVED AS TO FORM:
Locke Liddell & Sapp LLP
B
rank E. Stevens n, II
THE COUNTY:
COLWTY OF COLLTN
By:
Name:HARRIS
County Judge
?FORTH TEXAS
a regional tollway
Jerry Hiebert
Executive Director
WALY AUTHORITY.
Date:_ avtc. 30 zfoQq
I14'TERLOCAL AGREEmEm A_' o NG THE TOWti OF PROSPER, COLLm COG,NTY,
AND THE NORTH TEXAS TOLLWAY AUTHORITY REGARDING
THE PI-IASE 4 EXTEiNSIO',v OF THF- DALLAS NORTH TOLLWAY
67318:83580 : DALLAS : 1201 193.5
PAGE 38
t I 1
Attachment 1
The Limits of the Phase 4 Extension
(see attached page)
TNTERLOCAL AuREEME T AlV0NO THE TOWN OF PROSPER, COLUN COUTNITY,
AND THE NORT T ExAs TOLLW 6 Y AUTHORITY REGARDuNo
THE PHASE 4 EXTENSION OF THE DALLAS NORTH TOLLWAY ATTACHMENT I
67318:93580 : DALLAS : 1201193.5
LEGEND
DIAMOND TYPE, GRADE
i SEPARATED INTERCHANGE
APPROXIMATE FEMA
FLOOD PLAIN LIMITS
N,74Z-Al..
d 0 R i R T E X A S 7 0 L L M A Y A u .' H 0 R f! 7
EXHIBIT 'A'
)ALLAS NORTH TOLLWAY
EXTENSION
US 380 TO FM 428
COLLIN COUNTY, TEXAS
CITIES OF PROSPER & CELINA
HALFF ASSOCIATES, INC.
'AU": 1'=3500' AV0 21,024F OCT0BER 6. 2003
CCUR T ORDER INO. 2003-
THE STATE OF TEXAS AGREEMENTS
INTERLOCAL AGREEMENT
NTTA t TOWN OF PROSPER
PHASE 4 - EXTENSION OF THE
COUNTY OF COLLIN DALLAS NORTH TOLLWAY
ENGINEERING
On November 11, 2003, the Commissioners Court of Collin County, Texas, met in regular
session with the following members present and participating, to wit:
Ron Harris
County Judge, Presiding
Phyllis Cole
Commissioner, Precinct 1
Jerry Hoagland
Commissioner, Precinct 2
Joe Jaynes
Jack Hatchell
Commissioner, Precinct 3
Commissioner, Precinct 4
During such session the court considered a request for approval of an Interlocal Agreement
with the North Texas Tollway Authority and the Town of Prosper for Phase 4 of the extension
of the Dallas North Tollway.
Thereupon; a motion was made, seconded and carried with a majority vote of the court for
approval of an Interlocal Agreement with the North Texas Tollway Authority and the Town of
Prosper for Phase 4 of the extension of the Dallas North Tollway. Same is hereby approved in
accordance with the attached documentation.
erry Hoag land,,,Comni{ssioner, Pct. 2
Joe Jayrf sA ss
ack HatchiLli,jornmissloner,
ATTEST:
Brenda Taylor, lox.-Cffcio Clerk
Commissioners' Court
Collin County, T E X A S
T:`sh2pN(dg wrrs Qa!a'.court NO2MLocaAEs',ension of the ONT-NTTA Tern of Prosper t i f S.Ccc