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09.13.22 Town Council Regular Meeting PacketPage 1 of 5 ] Prosper is a place where everyone matters. Notice Regarding Public Participation Welcome to the Prosper Town Council. Individuals may attend the meeting in person, or access the meeting via videoconference, or telephone conference call. Join the Zoom Meeting by clicking on the following link: https://us02web.zoom.us/j/87189889684 To join the meeting by phone, dial (346) 248-7799 Enter Meeting ID: 871 8988 9684 Addressing the Town Council: Those wishing to address the Town Council must complete the Public Comment Request Form located on the Town website or in Council Chambers. If you are attending in person, please submit this form to the Town Secretary prior to the meeting. When called upon, please come to the podium and state your name and address for the record. If you are attending online/virtually, please submit this form to the Town Secretary prior to 4:00 p.m. on the day of the meeting. Please ensure your full name appears on the screen and you are unmuted so the meeting moderator can recognize you and allow you to speak. The Chat feature is not monitored during the meeting. The Town assumes no responsibility for technical issues that are beyond our control. If you encounter any problems joining or participating in the meeting, please call our help line at 972-569-1191 for assistance. Call to Order/ Roll Call. Invocation, Pledge of Allegiance and Pledge to the Texas Flag. Announcements of recent and upcoming events. Presentations. 1. Presentation of a Proclamation to members of the Shawnee Trail Chapter of the National Society of the Daughters of the American Revolution declaring September 17- 23, 2022, as Constitution Week. (MLS) 2. Receive an update regarding the Pickleball Tournament. (TH) 3. Receive an update from the IT Department. (LJ) Agenda Prosper Town Council Meeting Council Chambers Prosper Town Hall 250 W. First Street, Prosper, Texas Tuesday, September 13, 2022 6:15 PM Page 1 Page 2 of 5 CONSENT AGENDA: Items placed on the Consent Agenda are considered routine in nature and non-controversial. The Consent Agenda can be acted upon in one motion. Items may be removed from the Consent Agenda by the request of Council Members or staff. 4. Consider and act upon the minutes of the August 23, 2022, Town Council meeting. (MLS) 5. Consider and act upon the minutes of the August 29, 2022, Town Council special meeting. (MLS) 6. Consider and act upon the minutes of the August 30, 2022, Town Council special meeting. (MLS) 7. Receive the Quarterly Investment Report. (RBS) 8. Consider and act upon a resolution approving the Town of Prosper and Prosper Economic Development Corporation (PEDC) Investment Policy and Investment Strategy and approving the list of qualified brokers/dealers and financial institutions that are authorized to engage in investment transactions with the Town of Prosper and the PEDC. (RBS) 9. Consider and act upon a resolution authorizing various individuals as signers of specific accounts and certain investment matters. (RBS) 10. Consider authorizing the Town Manager to amend an existing contract by changing the scope of services with Pattillo, Brown Hill L.L.P. (PBH) from external audit services to professional services for an amount not to exceed $45,000.00. (RBS) 11. Consider and act upon adopting the FY 2022-2023 Prosper Economic Development Corporation budget. (MM) 12. Consider and act upon approving Amendment Sixteen to the Interlocal Agreements between Collin County and the Town of Prosper, Texas, for Animal Sheltering Services and Animal Control Services; and authorizing the Interim Town Manager to execute the same. (MB) 13. Consider and act upon the appointment of a Municipal Judge, and authorize the Mayor to execute an agreement for same. (MLS) 14. Consider and act upon awarding CSP No. 2022-54-B to Ratliff Hardscape, Ltd. related to construction services for the Pecan Grove Park, Ph 2 (2145-PK), and authorizing the Interim Town Manager to execute a construction agreement for same. (DB) 15. Consider and act upon authorizing the Interim Town Manager to execute a Professional Engineering Services Agreement between Kimley - Horn and Associates, Inc., and the Town of Prosper, Texas, related to the development of the Town of Prosper ADA Transition Plan. (HW) 16. Consider and act upon awarding CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. (HW) Page 2 Page 3 of 5 17. Consider and act upon authorizing the Interim Town Manager to execute a Professional Services Agreement between Freese and Nichols, Inc., and the Town of Prosper, Texas, related to the update of the Comprehensive Plan. (DS) 18. Consider and act upon a resolution authorizing the Interim Town Manager, and/or his/her designee, to apply for the Office of the Governor, Criminal Justice Division, Bullet-Resistant Shield Grant Program, FY2023. (DK) 19. Consider an act upon approval of the Prosper Youth Sports Commission (PYSC) Bylaw amendments. (DB) 20. Consider and act upon whether to direct staff to submit a written notice of appeal on behalf of the Town Council to the Development Services Department, pursuant to Chapter 4, Section 1.5(C)(7) and 1.6(B)(7) of the Town’s Zoning Ordinance, regarding action taken by the Planning & Zoning Commission on any Site Plans and Preliminary Site Plans, including Lighthouse Church, First Baptist Church, and PISD Bryant Elementary School. (DS) CITIZEN COMMENTS The public is However invited to address the Council on any topic., 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. REGULAR AGENDA: 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. 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. For individuals wishing to speak on a non-public hearing item, they may either address the Council during the Citizen Comments portion of the meeting or when the item is considered by the Town Council. Items for Individual Consideration: 21. Conduct a public hearing and consider and act upon a request to rezone 7.9± acres from Office (O) to Planned Development-Office (PD-O), generally to modify the development standards to facilitate an office/retail development, including drive- through coffee shop as a permitted use, located on the northwest corner of Preston Road and Coleman Road. (Z21-0013). (DS) 22. Conduct a public hearing and consider and act upon a request to rezone 5.6± acres from PD-21 and Single Family-15 (SF-15) to a new Planned Development-Office/Retail (PD-O/R) for office and retail uses, located on the west side of Preston Road north of Broadway Street. (Z22-0014). (DS) 23. Conduct a public hearing and consider and act upon a request to rezone 11.3+- acres of Commercial (C) to Planned Development-Commercial (PD-C) to allow uses such as luxury office/warehouse, automobile storage, and recreational vehicle parking, located on the west side of Coleman Street, south of Prosper Trail. (Z22-0008). (DS) 24. Conduct a public hearing and consider and act upon a request for a Specific Use Permit (SUP) for a Private Street Development, on 16.4± acres, located on the south side of First Street, east of Coit Road (S22-0008). (DS) Page 3 Page 4 of 5 25. Consider and act upon an ordinance adopting the fiscal year (FY) 2022-2023 Annual Budget and Capital Improvement Program for the fiscal year beginning October 1, 2022 and ending September 30, 2023. (RBS) 26. Conduct a public hearing to consider and act upon an ordinance adopting a tax rate of $0.51 per $100 valuation for fiscal year 2022-2023. (RBS) 27. Make a motion to ratify the property tax increase in the budget for fiscal year (FY) 2022- 2023. (RBS) 28. Consider and act upon an ordinance amending Article 1.04, “Boards, Commissions and Committee,” of Chapter 1, “General Provisions,” of the Code of Ordinances establishing the Community Engagement Committee as a standing advisory committee to the Town Council. (RB) Possibly direct Town staff to schedule topic(s) for discussion at a future meeting. 29. Discuss update to the Thoroughfare Plan. (HW) 30. Discussion regarding a potential Capital Improvements Sub-Committee. (RKP) 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 matter 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 551.074 - To discuss appointments to the Board of Adjustment/Construction Board of Appeals, Parks & Recreation Board, Library Board, Prosper Economic Development Corporation Board, Planning & Zoning Commission, and the Community Engagement Committee, and all matters incident and related thereto. Section 551.071 - To consult with the Town Attorney to address legal issues associated with board and commission member terms of office, 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, September 9, 2022, and remained so posted at least 72 hours before said meeting was convened. Page 4 Page 5 of 5 ________________________________ _________________________ 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. 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 5 Page 1 of 6 ] Prosper is a place where everyone matters. 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 Jeff Hodges Deputy Mayor Pro-Tem Craig Andres Councilmember Marcus E. Ray Councilmember Amy Bartley Councilmember Chris Kern Councilmember Charles Cotten Staff Members Present: Ron K. Patterson, Interim Town Manager Michelle Lewis Sirianni, Town Secretary Bob Scott, Executive Director of Administrative Services Robyn Battle, Executive Director of Community Services Hulon Webb, Interim Executive Director of Development and Infrastructure Services David Soto, Planning Manager Todd Rice, Communications Manager Mary Branch, Health & Code Compliance Supervisor Brady Cudd, Building Official Dan Baker, Parks and Recreation Director Leslie Scott, Director of Library Services Doug Kowalski, Police Chief Stuart Blasingame, Fire Chief Invocation, Pledge of Allegiance and Pledge to the Texas Flag. Jim Lugar with Life Journey Church led the invocation. The Pledge of Allegiance and the Pledge to the Texas Flag were presented and recited by Cub Scout Pack 1902. An nouncements of recent and upcoming events. Councilmember Kern made the following announcements: Residents are reminded that Town Hall Offices will be closed on Monday, September 5 for the Labor Day Holiday. Due to the holiday, residents whose trash service falls on Monday will be delayed by one day. The special bulk drop off location at Public Works will also be closed on Saturday, September 3. Join us for the next Discover Downtown event series on Saturday, September 10 for Paws on Broadway from 1:00 p.m. to 4:00 p.m. Bring your pup downtown to enjoy ball pits, mini pools, obstacle courses, paw painting and playful competitions. Exhibits will also be onsite featuring dog treats, dog trainers, dog spa/resorts, animal clinics, and the Collin County Animal Shelter. MINUTES Prosper Town Council Meeting Council Chambers Prosper Town Hall 250 W. First Street, Prosper, Texas Tuesday, August 23, 2022 Page 6 Item 4. Page 2 of 6 Residents can hunt trees as part of the Parks and Recreation annual Champion Tree Contest. The species of the tree to hunt will be posted on the Parks and Recreation Facebook page on Thursday, September 15. An online entry form will be available with the winning tree to be announced at the Prosper Arbor Day Celebration on Saturday, November 5. Join us for a Moonlight Movie featuring the family film “Encanto” as part of the Discover Downtown event series on Saturday, September 24. The event kicks off with strolling movie characters, lawn games, balloon artists, shaved ice, and popcorn. Games will open at 7:00 p.m. with movie beginning at 8:30 p.m. For more information, visit the events page from the homepage of the Town’s website. Join us for “Celebrate Prosper” on Saturday, October 8 at Frontier Park. This fun community celebration will feature live music and BBQ. The event is presented by the Parks and Recreation Department with support of Sponsors and community partners. For more information, visit the events page from the homepage of the Town’s website. Mayor Bristol introduced and welcomed Ron K. Patterson, Interim Town Manager. Presentations. 1. Receive an update on the Prosper Fire Station No. 4 Design Development project. (SB) Chief Blasingame presented an update on the design costs associated with Fire Station No. 4, reviewed current design, and a proposed reduction of design of 2300 square feet. Due to being at the end of the design phase, staff is seeking direction on the preferred proposed plan. The Town Council discussed the design options and the costs associated with the project. The consensus of the Council was to move forward with the larger footprint and continue with the design and development of construction documents. Council will re-evaluate the project in January 2023 to determine whether to proceed with construction as scheduled or delay the project. 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. 2. Consider and act upon the minutes of the August 9, 2022, Town Council meeting. (MLS) 3. Consider and act upon authorizing the Interim Town Manager to execute a Tower Site Lease Agreement between T-Mobile West, LLC, and the Town of Prosper, Texas, related to the lease of Town property located at 1240 Frontier Parkway. (Frontier Park) (RBS) 4. Consider and act upon Resolution 2022-49 ratifying the Mayor's signatures on certain documents. (MLS) Councilmember Ray made a motion to approve consent agenda items 2 thru 4. Councilmember Cotten seconded the motion, and the motion was unanimously approved. Page 7 Item 4. Page 3 of 6 CITIZEN COMMENTS John Fowler with First Presbyterian Church publicly thanked and acknowledged the Police and Fire Departments for their quick response and managing of the fire that took place at the church. Items for Individual Consideration: 5. Conduct a public hearing and consider and act upon a request for a Sign Waiver at 4200 W. University Drive, regarding two (2) wall signs for Cook Children’s Medical Center on the northeast corner of Windsong Parkway and US 380. (MD22-0008) (BC) Mr. Cudd stated the request is to increase the height of the signs to eighteen (18) feet and project the wall signs nearly seven (7) feet above the top of the parapet as part of the rebranding effort to support the culture and strategic vision of Cook’s Children’s Medical Center. Notices were sent out to surrounding property owners with no additional feedback received. Mr. Greene with Cook Children’s Medical Center described the new logo and noted that the Town will be the first location with the new rollout. Mayor Bristol opened the public hearing. No comments were made. Mayor Bristol closed the public hearing. Deputy Mayor Pro-Tem Andres made a motion to approve a request for a Sign Waiver at 4200 W. University Drive, regarding two (2) wall signs for Cook Children’s Medica l Center on the northeast corner of Windsong Parkway and US 380. Mayor Pro-Tem Hodges seconded the motion, and the motion was unanimously approved. 6. Consider and act upon awarding CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. (HW) Mr. Webb stated that the next three items will be presented together with individual considerations on each taken. Mr. Webb presented each project with the budget, funding, any cost savings and/or value engineering for each. It was noted that the projects for item numbers #7 and #8 includes median landscaping. The Town Council discussed the costs associated with each with an emphasis on the timeframe and costs associated with item #6. Councilmember Cotten made a motion to table awarding CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same to the September 13, 2022, Town Council meeting. Councilmember Bartley seconded the motion, and the motion was unanimously approved. Page 8 Item 4. Page 4 of 6 7. Consider and act upon awarding CSP No. 2022-50-B to McMahon Contracting, LP, related to construction services for the Fishtrap (Teel - Gee Road) & Gee Road (Fishtrap - Windsong Retail) project; and authorizing the Interim Town Manager to execute a construction agreement for same. (HW) Councilmember Cotten made a motion to approve awarding CSP No. 2022-50-B to McMahon Contracting, LP, related to construction services f or the Fishtrap (Teel - Gee Road) & Gee Road (Fishtrap - Windsong Retail) project; and authorizing the Interim Town Manager to execute a construction agreement for same. Mayor Pro-Tem Hodges seconded the motion, and the motion was unanimously approved. 8. Consider and act upon awarding CSP No. 2022-51-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the Fishtrap (Elem - DNT) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. (HW) Councilmember Cotten made a motion to approve awarding CSP No. 2022-51-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the Fishtrap (Elem - DNT) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. Councilmember Bartley seconded the motion, and the motion was unanimously approved. 9. Discussion regarding open fence standards and screening requirements. (DS) Mr. Soto introduced this item stating that at the July 26, 2022, Town Council meeting, a citizen commented about the Town’s open space fence standards. The citizen’s property backs up to an open space lot and is requesting alternative consideration to the current requirements to allow the attachment of an artificial screening material to the existing wrought iron fence. Mr. Soto displayed examples of allowable and prohibited screening. Staff is seeking feedback from the Town Council. The Town Council discussed the current requirements and alternative options. The consensus of the Town Council is to leave the ordinance as is and consider updating the definitions within the ordinance. 10. Consider and act upon Resolution 2022-50 disapproving the Denton Central Appraisal District (DCAD) 2023 Budget. (RBS) Mr. Scott presented this item stating the Town received notification to consider the disapproval of the DCAD 2023 Budget. Mr. Scott commented on the difference between the certified estimate and certified roll that the Town receives from Denton County. It was noted that Denton County did not meet the 95% threshold, which indicates more than 5% of properties are still under protest and has continued since the start of the pandemic. The Mayor indicated he has reached out to Denton County officials and they are trying to get change in leadership to resolve these issues. Councilmember Cotten made a motion to approve Resolution 2022-50 disapproving the Denton Central Appraisal District (DCAD) 2023 Budget. Councilmember Ray seconded the motion, and the motion was unanimously approved. 11. Conduct a public hearing to receive public input, consider such input and discuss the FY 2022-2023 Budget as proposed. (RBS) Page 9 Item 4. Page 5 of 6 Mr. Scott presented a review of the revisions to the financial policies, the assessed valuation and tax rate, revenue funds, and dedicated levy. Mr. Webb presented a review of the street, traffic, park, facility, and water/wastewater projects. Mr. Edwards presented a review of the 5-year staffing, population projections, positions recommended, and staffing ration projections. Mr. Scott provided the recommendations made by the Finance Committee along with the General Fund summary. Mayor Bristol opened the public hearing. Jack Dixon, 810 Long Valley Court requested staff to carefully look at the public safety access at Frontier Park. Mayor Bristol closed the public hearing. The Town Council discussed the proposed budget and requested a strategic planning session to discuss prioritization of Capital Improvement projects and the allocation of Capital Dedicated funds. Possibly direct Town staff to schedule topic(s) for discussion at a future meeting. Councilmember Bartley requested an update on the Landscape Ordinance updates and the Star Trail Parkway and Star Meadow intersection. Mayor Pro-Tem Hodges requested an update on the P-Town Throw-Down pickleball tournament. Deputy Mayor Pro-Tem Andres requested for staff to explore improvements to the gravel road on Parvin Road. Mayor Bristol requested to review the policy regarding online public comments and an update on the bike lane signs. Councilmember Cotten requested to modify the Master Thoroughfare Plan (MTP) regarding the public access at the Dallas North Tollway (DNT) and Frontier Parkway, and a discussion on the strategy and implementation of the renaming of Fishtrap to First Street. Councilmember Ray requested staff to place reflectors back on Preston Road along with looking at the maintenance of the medians on Preston Road. 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. Page 10 Item 4. Page 6 of 6 Section 551.074 - To discuss appointments to the Board of Adjustment/Construction Board of Appeals, Parks & Recreation Board, Library Board, Prosper Economic Development Corporation Board, Planning & Zoning Commission, and the Community Engagement Committee The Town Council recessed into Executive Session at 9:14 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 10:21 p.m. No action was taken. Adjourn. The meeting was adjourned at 10:21 p.m. These minutes approved on the 13th day of September 2022. APPROVED: David F. Bristol, Mayor ATTEST: Michelle Lewis Sirianni, Town Secretary Page 11 Item 4. Page 1 of 2 ] Prosper is a place where everyone matters. Call to Order/ Roll Call. The meeting was called to order at 5:30 p.m. Council Members Present: Mayor David F. Bristol Mayor Pro-Tem Jeff Hodges Deputy Mayor Pro-Tem Craig Andres Councilmember Marcus E. Ray Councilmember Amy Bartley Councilmember Chris Kern Councilmember Charles Cotten Staff Members Present: Michelle Lewis Sirianni, Town Secretary 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 551.074 - To conduct interviews for positions to the Town’s Boards and Commissions. The Town Council recessed into Executive Session at 5:31 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 7:29 p.m. No action was taken. Adjourn. The meeting was adjourned at 7:30 p.m. These minutes approved on the 13th day of September 2022. APPROVED: David F. Bristol, Mayor MINUTES Prosper Town Council Special Meeting Community Room Prosper Town Hall 250 W. First Street, Prosper, Texas Monday, August 29, 2022 Page 12 Item 5. Page 2 of 2 ATTEST: Michelle Lewis Sirianni, Town Secretary Page 13 Item 5. Page 1 of 2 ] Prosper is a place where everyone matters. Call to Order/ Roll Call. The meeting was called to order at 5:30 p.m. Council Members Present: Mayor David F. Bristol Mayor Pro-Tem Jeff Hodges Deputy Mayor Pro-Tem Craig Andres Councilmember Marcus E. Ray Councilmember Amy Bartley Councilmember Chris Kern Councilmember Charles Cotten Staff Members Present: Michelle Lewis Sirianni, Town Secretary 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 551.074 - To conduct interviews for positions to the Town’s Boards and Commissions. The Town Council recessed into Executive Session at 5:31 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 7:11 p.m. No action was taken. Adjourn. The meeting was adjourned at 7:11 p.m. These minutes approved on the 13th day of September 2022. APPROVED: David F. Bristol, Mayor MINUTES Prosper Town Council Special Meeting Community Room Prosper Town Hall 250 W. First Street, Prosper, Texas Tuesday, August 30, 2022 Page 14 Item 6. Page 2 of 2 ATTEST: Michelle Lewis Sirianni, Town Secretary Page 15 Item 6. Page 16 Item 7. Summary Quarter End Results by Investment Category: Asset Type Ave. Yield Book Value Market Value Ave. Yield Book Value Market Value MMA/NOW 0.37%40,940,147$ 40,940,147$ 0.94%41,402,493$ 41,402,493$ Pools 0.14%17,335,762 17,335,762 0.99%17,083,198 17,083,198 Securities 1.48%23,200,101 22,830,400 1.48%23,172,844 22,609,670 Certificates of Deposit 0.23%64,573,247 64,573,247 0.23%64,606,165 64,606,165 Total 0.46%146,049,257$ 145,679,556$ 0.72%146,264,700$ 145,701,526$ Average Yield - Current Quarter (1) Fiscal Year-to-Date Average Yield (2) Total Portfolio 0.72%Total Portfolio 0.47% Rolling Three Month Treasury 1.13%Rolling Three Month Treasury 0.50% Rolling Six Month Treasury 1.15%Rolling Six Month Treasury 0.53% TexPool 1.00%TexPool 0.40% Interest Earnings (Approximate) Quarter 205,785$ Fiscal Year-to-date 407,317$ June 30, 2022March 31, 2022 (1) Quarter End Average Yield - based on adjusted book value, realized and unrealized gains/losses and investment advisory fees are not considered. The yield for the reporting month is used for bank, pool, and money market balances. (2) Fiscal Year-to-Date Average Yield - calculated using quarter end report yields and adjusted book values and does not reflect a total return analysis or account for advisory fees. Town of Prosper Valley View Consulting, L.L.C. Page 17 Item 7. Investment Holdings Coupon/Maturity Settlement Book Market Market Life Description Ratings Discount Date Date Par Value Value Price Value (Days)Yield Independent Bank DDA 1.00%07/01/22 06/30/22 28,253,663$ 28,253,663$ 1.00 28,253,663$ 1 1.00% Independent Bank DDA #2 0.35%07/01/22 06/30/22 7,978,516 7,978,516 1.00 7,978,516 1 0.35% NexBank MMA 1.60%07/01/22 06/30/22 5,033,852 5,033,852 1.00 5,033,852 1 1.60% PlainsCapital Bank MMA 0.00%07/01/22 06/30/22 136,462 136,462 1.00 136,462 1 0.00% TexSTAR AAAm 0.99%07/01/22 06/30/22 12,583,931 12,583,931 1.00 12,583,931 1 0.99% TexPool AAAm 1.00%07/01/22 06/30/22 4,499,268 4,499,268 1.00 4,499,268 1 1.00% East West Bank CD 0.17%08/24/22 11/24/21 10,010,205 10,010,205 100.00 10,010,205 55 0.17% Prosperity Bank CD 0.20%09/01/22 09/01/21 5,007,484 5,007,484 100.00 5,007,484 63 0.20% East West Bank CD 0.12%09/27/22 09/27/21 10,009,111 10,009,111 100.00 10,009,111 89 0.12% The American Nat'l Bank CD 0.37%12/01/22 06/01/21 5,018,531 5,018,531 100.00 5,018,531 154 0.37% Prosperity Bank CD 0.15%12/27/22 09/27/21 10,011,225 10,011,225 100.00 10,011,225 180 0.15% Legend Bank IntraFi CD 0.35%03/23/23 03/25/21 1,500,000 1,500,000 100.00 1,500,000 266 0.35% CapTex Bank IntraFi CD 0.40%03/23/23 03/25/21 3,000,000 3,000,000 100.00 3,000,000 266 0.40% The American Nat'l Bank CD 0.43%06/01/23 06/01/21 5,021,542 5,021,542 100.00 5,021,542 336 0.43% T-Note Aaa/AAA 0.13%07/31/23 10/20/21 1,500,000 1,496,210 97.04 1,455,585 396 0.36% Veritex Community Bank CD 0.25%08/23/23 08/23/21 10,018,710 10,018,710 100.00 10,018,710 419 0.25% Veritex Community Bank CD 0.25%09/15/23 09/17/21 5,009,355 5,009,355 100.00 5,009,355 442 0.25% T-Note Aaa/AAA 2.88%10/31/23 10/20/21 1,500,000 1,548,852 99.95 1,499,235 488 0.43% T-Note Aaa/AAA 2.38%02/29/24 02/09/22 5,000,000 5,084,196 99.13 4,956,250 609 1.35% T-Note Aaa/AAA 2.25%04/30/24 03/16/22 10,000,000 10,068,128 98.77 9,877,300 670 1.87% T-Note Aaa/AAA 1.25%08/31/24 02/09/22 5,000,000 4,975,458 96.43 4,821,300 793 1.48% Total Portfolio 146,091,856$ 146,264,700$ 145,701,526$ 197 0.72% (1)(2) June 30, 2022 (1) Weighted average life - For purposes of calculating weighted average life, overnight bank and pool balances are assumed to have a one day maturity. (2) Weighted average yield to maturity - The weighted average yield to maturity is based on Book Value, realized and unrealized gains/losses and investment advisory fees are not included. The yield for the reporting month is used for overnight bank and pool balances. Town of Prosper Valley View Consulting, L.L.C.Page 18 Item 7. MMA/DDA/NOW 28% Pools 12% CDs 44% Securities 16% Composition -Current Quarter $0 $20 $40 $60 $80 $100 $120 $140 $160 Total Portfolio (Millions) Quarter End Book Value MMA/DDA/NOW 28% Pools 12%CDs 44% Securities 16% Composition -Prior Quarter 0.0 0.5 1.0 1.5 2.0 2.5 3.0 PercentageTown Portfolio Performance Town WAY TexPool Rolling 3 mo T-Bill Rolling 6 mo T-Bill Town of Prosper Valley View Consulting, L.L.C. Page 19 Item 7. Book and Market Value Comparison Issuer/Description Yield Maturity Date Book Value 03/31/22 Increases Decreases Book Value 06/30/22 Market Value 03/31/22 Change in Market Value Market Value 06/30/22 Independent Bank DDA 1.00%07/01/22 35,914,484$ –$ (7,660,821)$ 28,253,663$ 35,914,484$ (7,660,821)$ 28,253,663$ Independent Bank DDA #2 0.35%07/01/22 – 7,978,516 – 7,978,516 – 7,978,516 7,978,516 NexBank MMA 1.60%07/01/22 5,023,099 10,752 – 5,033,852 5,023,099 10,752 5,033,852 PlainsCapital Bank MMA 0.00%07/01/22 2,563 133,899 – 136,462 2,563 133,899 136,462 TexSTAR 0.99%07/01/22 5,196,996 7,386,935 – 12,583,931 5,196,996 7,386,935 12,583,931 TexPool 1.00%07/01/22 12,138,766 – (7,639,498) 4,499,268 12,138,766 (7,639,498) 4,499,268 East West Bank CD 0.17%08/24/22 10,005,963 4,242 – 10,010,205 10,005,963 4,242 10,010,205 Prosperity Bank CD 0.20%09/01/22 5,004,961 2,523 – 5,007,484 5,004,961 2,523 5,007,484 East West Bank CD 0.12%09/27/22 10,006,117 2,994 – 10,009,111 10,006,117 2,994 10,009,111 The American Nat'l Bank CD 0.37%12/01/22 5,013,854 4,677 – 5,018,531 5,013,854 4,677 5,018,531 Prosperity Bank CD 0.15%12/27/22 10,007,441 3,784 – 10,011,225 10,007,441 3,784 10,011,225 Legend Bank IntraFi CD 0.35%03/23/23 1,500,000 – – 1,500,000 1,500,000 – 1,500,000 CapTex Bank IntraFi CD 0.40%03/23/23 3,000,000 – – 3,000,000 3,000,000 – 3,000,000 The American Nat'l Bank CD 0.43%06/01/23 5,016,104 5,439 – 5,021,542 5,016,104 5,439 5,021,542 T-Note 0.36%07/31/23 1,495,339 871 – 1,496,210 1,462,845 (7,260) 1,455,585 Veritex Community Bank CD 0.25%08/23/23 10,012,607 6,104 – 10,018,710 10,012,607 6,104 10,018,710 Veritex Community Bank CD 0.25%09/15/23 5,006,201 3,155 – 5,009,355 5,006,201 3,155 5,009,355 T-Note 0.43%10/31/23 1,557,962 – (9,110) 1,548,852 1,516,755 (17,520) 1,499,235 T-Note 1.35%02/29/24 5,096,777 – (12,581) 5,084,196 5,008,600 (52,350) 4,956,250 T-Note 1.87%04/30/24 10,077,381 – (9,253) 10,068,128 9,980,100 (102,800) 9,877,300 T-Note 1.48%08/31/24 4,972,641 2,816 – 4,975,458 4,862,100 (40,800) 4,821,300 TOTAL / AVERAGE 0.72%146,049,257$ 15,546,706$ (15,331,263)$ 146,264,700$ 145,679,556$ 21,970$ 145,701,526$ Town of Prosper Valley View Consulting, L.L.C. Page 20 Item 7. Allocation Book Value Yield Maturity Date Total Cash Positions - Bank Investments Cash Positions - Pool Investments Certificates of Deposit / CDARS US Treasury Independent Bank MMA 1.00%28,253,663$ 28,253,663$ –$ –$ –$ Independent Bank MMA #2 0.35%7,978,516 7,978,516 – – – NexBank MMA 1.60%5,033,852 5,033,852 – – – PlainsCapital Bank MMA 0.00%136,462 136,462 – – – TexSTAR 0.99%12,583,931 – 12,583,931 – – TexPool 1.00%4,499,268 – 4,499,268 – – East West Bank CD 0.17%08/24/22 10,010,205 – – 10,010,205 – Prosperity Bank CD 0.20%09/01/22 5,007,484 – – 5,007,484 – East West Bank CD 0.12%09/27/22 10,009,111 – – 10,009,111 – The American Nat'l Bank CD 0.37%12/01/22 5,018,531 – – 5,018,531 – Prosperity Bank CD 0.15%12/27/22 10,011,225 – – 10,011,225 – Legend Bank IntraFi CD 0.35%03/23/23 1,500,000 – – 1,500,000 – CapTex Bank IntraFi CD 0.40%03/23/23 3,000,000 – – 3,000,000 – The American Nat'l Bank CD 0.43%06/01/23 5,021,542 – – 5,021,542 – T-Note 0.36%07/31/23 1,496,210 – – – 1,496,210 Veritex Community Bank CD 0.25%08/23/23 10,018,710 – – 10,018,710 – Veritex Community Bank CD 0.25%09/15/23 5,009,355 – – 5,009,355 – T-Note 0.43%10/31/23 1,548,852 – – – 1,548,852 T-Note 1.35%02/29/24 5,084,196 – – – 5,084,196 T-Note 1.87%04/30/24 10,068,128 – – – 10,068,128 T-Note 1.48%08/31/24 4,975,458 – – – 4,975,458 Totals 146,264,700$ 41,402,493$ 17,083,198$ 64,606,165$ 23,172,844$ June 30, 2022 Town of Prosper Valley View Consulting, L.L.C. Page 21 Item 7. Allocation June 30, 2022 Market Value Yield Maturity Date Total Cash Positions - Bank Investments Cash Positions - Pool Investments Certificates of Deposit / CDARS US Treasury Independent Bank MMA 1.00%28,253,663$ 28,253,663$ –$ –$ –$ Independent Bank MMA #2 0.35%7,978,516 7,978,516 – – – NexBank MMA 1.60%5,033,852 5,033,852 – – – PlainsCapital Bank MMA 0.00%136,462 136,462 – – – TexSTAR 0.99%12,583,931 – 12,583,931 – – TexPool 1.00%4,499,268 – 4,499,268 – – East West Bank CD 0.17%08/24/22 10,010,205 – – 10,010,205 – Prosperity Bank CD 0.20%09/01/22 5,007,484 – – 5,007,484 – East West Bank CD 0.12%09/27/22 10,009,111 – – 10,009,111 – The American Nat'l Bank CD 0.37%12/01/22 5,018,531 – – 5,018,531 – Prosperity Bank CD 0.15%12/27/22 10,011,225 – – 10,011,225 – Legend Bank IntraFi CD 0.35%03/23/23 1,500,000 – – 1,500,000 – CapTex Bank IntraFi CD 0.40%03/23/23 3,000,000 – – 3,000,000 – The American Nat'l Bank CD 0.43%06/01/23 5,021,542 – – 5,021,542 – T-Note 0.36%07/31/23 1,455,585 – – – 1,455,585 Veritex Community Bank CD 0.25%08/23/23 10,018,710 – – 10,018,710 – Veritex Community Bank CD 0.25%09/15/23 5,009,355 – – 5,009,355 – T-Note 0.43%10/31/23 1,499,235 – – – 1,499,235 T-Note 1.35%02/29/24 4,956,250 – – – 4,956,250 T-Note 1.87%04/30/24 9,877,300 – – – 9,877,300 T-Note 1.48%08/31/24 4,821,300 – – – 4,821,300 Totals 145,701,526$ 41,402,493$ 17,083,198$ 64,606,165$ 22,609,670$ Town of Prosper Valley View Consulting, L.L.C. Page 22 Item 7. Allocation Book Value Yield Maturity Date Total Cash Positions - Bank Investments Cash Positions - Pool Investments Certificates of Deposit / CDARS US Treasury Independent Bank MMA 0.35%35,914,484$ 35,914,484$ –$ –$ –$ NexBank MMA 0.55%5,023,099 5,023,099 – – – PlainsCapital Bank MMA 0.00%2,563 2,563 – – – TexSTAR 0.11%5,196,996 – 5,196,996 – – TexPool 0.15%12,138,766 – 12,138,766 – – East West Bank CD 0.17%08/24/22 10,005,963 – – 10,005,963 – Prosperity Bank CD 0.20%09/01/22 5,004,961 – – 5,004,961 – East West Bank CD 0.12%09/27/22 10,006,117 – – 10,006,117 – The American Nat'l Bank CD 0.37%12/01/22 5,013,854 – – 5,013,854 – Prosperity Bank CD 0.15%12/27/22 10,007,441 – – 10,007,441 – Legend Bank IntraFi CD 0.35%03/23/23 1,500,000 – – 1,500,000 – CapTex Bank IntraFi CD 0.40%03/23/23 3,000,000 – – 3,000,000 – The American Nat'l Bank CD 0.43%06/01/23 5,016,104 – – 5,016,104 – T-Note 0.36%07/31/23 1,495,339 – – – 1,495,339 Veritex Community Bank CD 0.25%08/23/23 10,012,607 – – 10,012,607 – Veritex Community Bank CD 0.25%09/15/23 5,006,201 – – 5,006,201 – T-Note 0.43%10/31/23 1,557,962 – – – 1,557,962 T-Note 1.35%02/29/24 5,096,777 – – – 5,096,777 T-Note 1.87%04/30/24 10,077,381 – – – 10,077,381 T-Note 1.48%08/31/24 4,972,641 – – – 4,972,641 Totals 146,049,257$ 40,940,147$ 17,335,762$ 64,573,247$ 23,200,101$ March 31, 2022 Town of Prosper Valley View Consulting, L.L.C. Page 23 Item 7. Allocation March 31, 2022 Market Value Yield Maturity Date Total Cash Positions - Bank Investments Cash Positions - Pool Investments Certificates of Deposit / CDARS US Treasury Independent Bank MMA 0.35%35,914,484$ 35,914,484$ –$ –$ –$ NexBank MMA 0.55%5,023,099 5,023,099 – – – PlainsCapital Bank MMA 0.00%2,563 2,563 – – – TexSTAR 0.11%5,196,996 – 5,196,996 – – TexPool 0.15%12,138,766 – 12,138,766 – – East West Bank CD 0.17%08/24/22 10,005,963 10,005,963 Prosperity Bank CD 0.20%09/01/22 5,004,961 – – 5,004,961 – East West Bank CD 0.12%09/27/22 10,006,117 – – 10,006,117 – The American Nat'l Bank CD 0.37%12/01/22 5,013,854 – – 5,013,854 – Prosperity Bank CD 0.15%12/27/22 10,007,441 – – 10,007,441 – Legend Bank IntraFi CD 0.35%03/23/23 1,500,000 – – 1,500,000 – CapTex Bank IntraFi CD 0.40%03/23/23 3,000,000 – – 3,000,000 – The American Nat'l Bank CD 0.43%06/01/23 5,016,104 – – 5,016,104 – T-Note 0.36%07/31/23 1,462,845 – – – 1,462,845 Veritex Community Bank CD 0.25%08/23/23 10,012,607 – – 10,012,607 – Veritex Community Bank CD 0.25%09/15/23 5,006,201 – – 5,006,201 – T-Note 0.43%10/31/23 1,516,755 – – – 1,516,755 T-Note 1.35%02/29/24 5,008,600 – – – 5,008,600 T-Note 1.87%04/30/24 9,980,100 – – – 9,980,100 T-Note 1.48%08/31/24 4,862,100 – – – 4,862,100 Totals 145,679,556$ 40,940,147$ 17,335,762$ 64,573,247$ 22,830,400$ Town of Prosper Valley View Consulting, L.L.C. Page 24 Item 7. Page 1 of 2 To: Mayor and Town Council From: Robert B. Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon a resolution approving the Town of Prosper and Prosper Economic Development Corporation (PEDC) Investment Policy and Investment Strategy and approving the list of qualified brokers/dealers and financial institutions that are authorized to engage in investment transactions with the Town of Prosper and the PEDC. (RBS) Description of Agenda Item: In March 2006, the Prosper Town Council adopted an Investment Policy for the Town and PEDC. This policy was last reviewed, revised, or adopted in January 2022. The Town’s investment program and investment strategy remain the same under the policy and there are no changes to the allowed investments, investment maturity limits or staff responsibilities for Town investments. The only changes to the policy in the current period are to add the Town Manager and Assistant Finance Director as authorized investment officers of the Town and to add the Executive Director of Administrative Services as an authorized investment officer of the Prosper Economic Development Corporation (PEDC). The attached redline version highlights proposed changes. Under the Public Funds Investment Act, investment officers must attend at least eight hours of instruction relating to the treasurer's or officer's responsibilities not less than once in a two-year period. Currently, the Executive Director of Administrative Services, Finance Director, and Accounting Manager are designated for the Town. The Finance Director and PEDC Treasurer are named as investment officers of PEDC. Budget Impact: N/A Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the resolution as to form and legality. Attached Documents: Prosper is a place where everyone matters. FINANCE DEPARTMENT Page 25 Item 8. Page 2 of 2 1. Resolution for Investment Policy and Investment Strategy. 2. Investment Policy redline version. 3. Investment Policy clean version. Town Staff Recommendation: Town staff recommends approval of a resolution approving the Town of Prosper and the PEDC Investment Policy and Investment Strategy. Proposed Motion: I move to approve a resolution approving the Town of Prosper and the PEDC Investment Policy and Investment Strategy. Page 26 Item 8. TOWN OF PROSPER, TEXAS RESOLUTION NO. 2022-XX A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, REVIEWING, UPDATING AND ADOPTING THE TOWN OF PROSPER AND PROSPER ECONOMIC DEVELOPMENT CORPORATION INVESTMENT POLICY AND INVESTMENT STRATEGY; MAKING FINDINGS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Texas Public Funds Investment Act (“the Act”), contained in Chapter 2256 of the Texas Government Code, as amended, provides in Section 2256.005(e) thereof that the governing body of an investing entity shall review its investment policy and investment strategies not less than annually; and WHEREAS, said section of the Act further provides that the governing body shall adopt a written instrument by rule, order, ordinance, or resolution stating that it has reviewed the investment policy and investment strategies; and WHEREAS, the Act requires the written instrument so adopted shall record any changes made to either the investment policy or the investment strategies. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 The Prosper Town Council hereby confirms that it has reviewed the Town of Prosper and Prosper Economic Development Corporation Investment Policy and Investment Strategy and adopts the Investment Policy dated September 13, 2022, attached hereto as Exhibit “A”. SECTION 2 This Resolution shall take effect from and after the date of its passage. DULY PASSED, APPROVED, AND ADOPTED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 13th DAY OF SEPTEMBER, 2022. APPROVED: ___________________________________ David F. Bristol, Mayor ATTEST: _________________________________ Michelle Lewis Sirianni, Town Secretary Page 27 Item 8. Resolution No. 2022- , Page 2 APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 28 Item 8. Resolution No. 2022-03XX, Page 3 PROSPER IS A PLACE WHERE EVERYONE MATTERS TOWN OF PROSPER, TEXAS and PROSPER ECONOMIC DEVELOPMENT CORPORATION INVESTMENT POLICY JANUARY 25, 2022September 13, 2022 Exhibit “A” Page 29 Item 8. Resolution No. 2022-03XX, Page 4 APPENDIX “B” – TOWN OF PROSPER AUTHORIZED BROKER/DEALER LIST APPENDIX “C” – RESOLUTION FOR ADOPTION OF INVESTMENT POLICY APPENDIX “D” – PUBLIC FUNDS INVESTMENT ACT INVESTMENT POLICY Table of Contents PREFACE 5 I. PURPOSE 6-7 A. FORMAL ADOPTION 6 B. SCOPE 6 C. REVIEW AND AMENDMENT 7 D. INVESTMENT STRATEGY 7 II. INVESTMENT OBJECTIVES 7-8 A. SAFETY OF PRINCIPAL 7 B. MAINTENANCE OF ADEQUATE LIQUIDITY 7 C. PUBLIC TRUST 7 D. YIELD 8 III. INVESTMENT POLICIES 8-20 A. AUTHORIZED INVESTMENTS 8 B. PROTECTION OF PRINCIPAL 13 C. INVESTMENT ADVISERS AND SECURITIES DEALERS 16 D. RESPONSIBILITY AND CONTROL 17 IV. INVESTMENT STRATEGY STATEMENT 19-23 A. GENERAL, ENTERPRISE, AND OPERATING-TYPE FUNDS B. CAPITAL PROJECT AND SPECIAL PURPOSE FUNDS C. DEBT SERVICE FUNDS 20 21 22 APPENDIX “A” – GLOSSARY OF TERMS 24-28 Page 30 Item 8. Resolution No. 2022-03XX, Page 5 PREFACE The Town of Prosper and the Prosper Economic Development Corporation are separately chartered, governed, and operated entities. Each ENTITY adheres to its own governing documents and the Public Funds Investment Act. Each ENTITY additionally seeks to safely and effectively manage the funds under its control. To achieve those requirements, the governing body of each ENTITY has legally adopted this Investment Policy. Throughout this Investment Policy, the two entities shall be singularly referred to as “ENTITY” and collectively referred to as “PROSPER.” It is the policy of PROSPER that, giving due regard to the safety and risk of investment, all available funds shall be invested in conformance with State and Federal Regulations, applicable Bond Resolution requirements, adopted Investment Policy and adopted Investment Strategy. Effective cash management is recognized as essential to good fiscal management. A comprehensive and effective cash management system will be pursued to optimize investment interest earnings as viable and material revenue to all PROSPER funds. PROSPER’s portfolio shall be designed and managed in a manner responsive to the public trust and consistent with all Federal regulations, State of Texas statutes and other legal requirements, including the Town Charter, Town Ordinances, Articles of Incorporation, and this Policy. Page 31 Item 8. Resolution No. 2022-03XX, Page 6 I. PURPOSE A. Formal Adoption This Investment Policy is authorized by PROSPER in accordance with Chapter 2256, Texas Government Code, the Public Funds Investment Act, herein referred to as “PFIA”. B. Scope This Investment Policy applies to all of the investment activities of PROSPER. These funds are accounted for in the Town’s Comprehensive Annual Financial Report (CAFR) and include: • General Fund • Debt Service Funds • Special Revenue Funds • Capital Project Funds • Enterprise Funds • Internal Service Funds • Economic Development Corporation Funds • Any new fund created by the Town The Town of Prosper may consolidate cash balances from multiple funds to maximize investment earnings. Investment income will be allocated to the various funds based on their respective participation and in accordance with generally accepted accounting principles. This Policy establishes guidelines for: 1. Who can invest PROSPER funds, 2. How PROSPER funds will be invested, and 3. When and how a periodic review of investments will be made. In addition to this Policy, bond funds (as defined by the Internal Revenue Service) shall be managed in accordance with their issuing documentation and all applicable State and Federal Law. All investments made with PROSPER funds prior to the adoption of this Investment Policy shall be held or liquidated as determined to be in the best interest of the financial well being of PROSPER. PROSPER will also monitor changes in the credit ratings of its investments quarterly using a number of resources including rating agencies, broker/dealers or financial publications. PROSPER shall take all prudent measures that are consistent with its investment policy to liquidate an investment that does not have the minimum rating. Page 32 Item 8. Resolution No. 2022-03XX, Page 7 C. Review and Amendment This Policy shall be reviewed annually by the ENTITY’s governing body. The ENTITY’s governing body shall adopt a written document stating that it has reviewed and recorded any changes made to the Investment Policy. D. Investment Strategy In conjunction with the annual Policy review, the ENTITY’s governing body shall review the separate written Investment Strategy for each of PROSPER’s funds. The Investment Strategy must describe the investment objectives for each particular fund according to the following priorities: 1. Investment suitability, 2. Preservation and safety of principal, 3. Liquidity, 4. Marketability prior to maturity of each investment, 5. Diversification, and 6. Yield. II. INVESTMENT OBJECTIVES A. Safety of Principal The primary objective of all investment activity is the preservation of capital and the safety of principal in the overall portfolio. Each investment transaction shall seek to ensure first that capital losses are avoided, whether they are from securities defaults or erosion of the market value. B. Maintenance of Adequate Liquidity The investment portfolio will remain sufficiently liquid to meet the cash flow requirements that might be reasonably anticipated. Liquidity shall be achieved by matching investment maturities with forecasted cash flow requirements; investing in securities with active secondary markets; and maintaining appropriate portfolio diversification. Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Page 33 Item 8. Resolution No. 2022-03XX, Page 8 C. Public Trust All participants in the investment process will seek to act responsibly as custodians of the public trust. Investment officials will avoid any transactions that might impair public confidence in the Town’s ability to govern effectively. The governing body recognizes that in a diversified portfolio, occasional measured losses due to market volatility are inevitable, and must be considered within the context of the overall portfolio’s investment return, provided that the adequate diversification has been implemented and the terms of this policy have been followed. D. Yield The investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints and liquidity needs. Return on investment is of secondary importance compared to the safety and liquidity objectives described above. Core investments are limited to relatively low risk securities in anticipation of earning a fair return relative to the risk being assumed. III. INVESTMENT POLICIES A. Authorized Investments Investments described below are authorized by PFIA as eligible securities for PROSPER. In the event an authorized investment loses its required minimum credit rating, all prudent measures will be taken to liquidate said investment. Additionally, PROSPER is not required to liquidate investments that were authorized at the time of purchase in the event that subsequent legislation renders certain securities as no longer authorized for purchase by the Town. PROSPER’s funds governed by this Policy may be invested in: 1. Obligations of Governmental Entities (Section 2256.009). Except for the items listed in 1.e. below, the following are authorized investments for obligations of governmental agencies: a. Obligations, including letters of credit, of the United States or its agencies and instrumentalities, including the Federal Home Loan Banks; b. Direct obligations of the State of Texas or its agencies and instrumentalities; c. Other obligations, the principal and interest of which are unconditionally guaranteed or insured by, or backed by the full faith and credit of, the State of Texas or the United States or their respective agencies and instrumentalities, including obligations that are fully guaranteed or insured by the Federal Deposit Formatted: List Paragraph Page 34 Item 8. Resolution No. 2022-03XX, Page 9 Insurance Corporation or by the explicit full faith and credit of the United States; d. Obligations of states, agencies, counties, cities, and other political subdivisions of any State having been rated as to investment quality by a nationally recognized investment rating firm and having received a rating of not less than “A” or its equivalent; e. The following are not authorized investments for PROSPER: 1. Obligations whose payments represent the coupon payments on the outstanding principal balance of the underlying mortgage-backed security collateral and pays no principal (Interest Only); 2. Obligations whose payments represent the principal stream of cash flow from the underlying mortgage-backed security collateral and bear no interest (Principal Only); 3. Collateralized mortgage obligations that have a stated final maturity date of greater than 10 years; and 4. Collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index (Inverse Floater). 2. Financial Institution Deposits (Section 2256.010). a. Certificates of deposit, share certificates, or other forms of deposit provided the deposit is issued by a depository institution that has its main office or a branch office in Texas that is: 1. Guaranteed or insured by the Federal Deposit Insurance Corporation or its successor or the National Credit Union Share Insurance Fund or its successor; or 2. Secured by obligations that are described by 1. (Obligations of Governmental Entities) above, which are intended to include all direct Federal agency or instrumentality issued mortgage backed securities, but excluding those mortgage-backed securities of the nature described in 1.e. above, that have a market value of not less than the uninsured amount of the deposit; or Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph, Right: 0" Page 35 Item 8. Resolution No. 2022-03XX, Page 10 3. Secured in any other manner and amount provided by the law for deposits of PROSPER. b. In addition to the authority to invest funds in certificates of deposit under Subsection “a”, an investment in certificates of deposit made in accordance with the following conditions is an authorized investment: 1. The funds are invested through: (a) a broker that has its main office or a branch office in this state and is selected from a list adopted by PROSPER as required by Section 2256.025; or (b) a depository institution that has its main office or a branch office in this state and that is selected by PROSPER; 2. The broker or the depository institution selected by PROSPER under Subdivision (1) arranges for the deposit of the funds in certificates of deposit in one or more federally insured depository institutions, wherever located, for the account of PROSPER; 3. The full amount of the principal and accrued interest of each of the certificates of deposit is insured by the United States or an instrumentality of the United States; and 4. PROSPER appoints the depository institution selected by PROSPER under Subdivision (1), an entity described by Section 2257.041(d), or a clearing broker-dealer registered with the Securities and Exchange Commission and operating pursuant to Securities and Exchange Commission Rule 15c3-3 (17 C.F.R. Section 240.15c3-3) as custodian for PROSPER with respect to the certificates of deposit issued for the account of PROSPER. 3. Mutual Funds (2256.014). a. A no-load money market mutual fund is an authorized investment under this subchapter if the mutual fund: 1. Is registered with and regulated by the Securities and Exchange Commission; 2. Provides PROSPER with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph, Space Before: 0 pt Page 36 Item 8. Resolution No. 2022-03XX, Page 11 Investment Company Act of 1940 (15 U.S.C. Section 80a-1 et seq.); and 3. Includes in its investment objectives the maintenance of a stable net asset value of $1.0000 for each share. b. In addition to a no-load money market mutual fund permitted as an authorized investment in Subsection (a), a no-load mutual fund is an authorized investment under this subchapter if the mutual fund: 1. Is registered with the Securities and Exchange Commission; 2. Has an average weighted maturity of less than two years; 3. Either: (a) Has a duration of one year or more and is invested exclusively in obligations approved by this subchapter; or 4. Has a duration of less than one year and the investment portfolio is limited to investment grade securities, excluding asset-backed securities. c. PROSPER is not authorized by this section to: 1. Invest in the aggregate more than 15 percent of its monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, in mutual funds described in Subsection (b); 2. Invest any portion of bond proceeds, reserves and funds held for debt service, in mutual funds described in Subsection (b); or 3. Invest its funds or funds under its control, including bond proceeds and reserves and other funds held for debt service, in any one mutual fund described in Subsection (a) or (b) in an amount that exceeds 10 percent of the total assets of the mutual fund. 4. Local Government Investment Pools (2256.016). Eligible investment pools organized and operating in compliance with PFIA described in section 2256.016 and 2256.019, have been authorized by the Town’s Council, whose investment philosophy and strategy include seeking to maintain a stable net asset value of $1.00 per share, and are consistent with this Policy and PROSPER’s ongoing investment strategy. Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph, No bullets or numbering,Tab stops: Not at 1.53" Formatted: List Paragraph Formatted: List Paragraph Page 37 Item 8. Resolution No. 2022-03XX, Page 12 5. Commercial Paper (2256.013). Commercial paper is an authorized investment under this policy if the commercial paper: a. Has a stated maturity of 365 days or fewer from the date of its issuance; and b. Is rated not less than A-1 or P-1 or an equivalent rating by at least: 1. two nationally recognized credit rating agencies; or 2. one nationally recognized credit rating agency and is fully secured by an irrevocable letter of credit issued by a bank organized and existing under the laws of the United States or any state. 6. Repurchase Agreements (2256.011). Repurchase agreements arranged in compliance with PFIA, under the terms of an executed Repurchase Agreement, and secured in accordance with this Policy. a. A fully collateralized repurchase agreement is an authorized investment under PFIA, Subchapter A, if the repurchase agreement: 1. has a defined termination date; 2. is secured by a combination of cash and obligations described by PFIA, section 2256.009(a)(1); and 3. requires the securities being purchased by the Town to be pledged to the Town, held in the Town’s name, and deposited at the time the investment is made with the Town or with the third-party selected and approved by the Town; and 4. is placed through a primary government securities dealer, as defined by the Federal Reserve, or a financial institution doing business in Texas. b. In this section, “repurchase agreement” means a simultaneous agreement to buy, hold for a specific time, and sell back, at a future date, obligations described by Section 2256.009(a)(1), at market value at the time the funds are disbursed of not less than the principal amount of the funds disbursed. The term includes a direct security repurchase agreement and a reverse Security repurchase agreement. c. Notwithstanding any other law, the term of any reverse security repurchase agreement may not exceed 90 days after the date the reverse security repurchase agreement is delivered. Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Page 38 Item 8. Resolution No. 2022-03XX, Page 13 d. Money received by PROSPER under the terms of a reverse security repurchase agreement shall be used to acquire additional authorized investments, but the term of the authorized investments acquired must mature not later than the expiration date stated in the reverse security repurchase agreement. 7. Guaranteed Investment Contracts (2256.015). a. A guaranteed investment contract is an authorized investment for bond proceeds under this subchapter if the guaranteed investment contract: 1. Has a defined termination date; 2. Is secured by obligations described by Section 2256.009(a)(1), excluding those obligations described by Section 2256.009(b), in an amount at least equal to the amount of bond proceeds invested under the contract; and 3. Is pledged to PROSPER and deposited with the Town or with a third party selected and approved by the Town. b. Bond proceeds, other than bond proceeds representing reserves and funds maintained for debt service purposes, may not be invested under this subchapter in a guaranteed investment contract with a term of longer than five years from the date of issuance of the bonds. c. To be eligible as an authorized investment: 1. The governing body of the Town must specifically authorize guaranteed investment contracts as an eligible investment in the order, ordinance, or resolution authorizing the issuance of bonds; 2. The Town must receive bids from at least three separate providers with no material financial interest in the bonds from which proceeds were received; 3. The Town must purchase the highest yielding guaranteed investment contract for which a qualifying bid is received; 4. The price of the guaranteed investment contract must take into account the reasonably expected drawdown schedule for the bond proceeds to be invested; and Formatted: List Paragraph Formatted: List Paragraph, Space Before: 0 pt Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Page 39 Item 8. Resolution No. 2022-03XX, Page 14 5. The provider must certify the administrative costs reasonably expected to be paid to third parties in connection with the guaranteed investment contract. B. Protection of Principal PROSPER shall seek to control the risk of loss due to failure of a security issuer or grantor. Such risk shall be controlled by investing only in the safest types of securities as defined in the Policy; by collateralization as required by law; and through portfolio diversification by maturity and type. The purchase of individual securities shall be executed “Delivery versus Payment” (DVP) through PROSPER’s Safekeeping Agent. By so doing, PROSPER’s funds are not released until PROSPER has received, through the Safekeeping Agent, the securities purchased. 1. Diversification by Investment Type Diversification by investment type shall be maintained by ensuring an active and efficient secondary market in portfolio investments and by controlling the market and opportunity risks associated with specific investment types. Bond proceeds may be invested in a single security or investment if PROSPER determines that such an investment is necessary to comply with Federal arbitrage restrictions or to facilitate arbitrage record keeping and calculation. 2. Diversification by Investment Maturity In order to minimize risk of loss due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the funds. Generally, PROSPER will not directly invest in securities maturing more than five years from the date of purchase. Maturity guidelines by fund type are discussed in Section IV, Investment Strategy Statement. 3. Ensuring Liquidity Liquidity shall be achieved by anticipating cash flow requirements, by investing in securities with active secondary markets and by investing in eligible financial institution deposit accounts, money market mutual funds, and local government investment pools. A security may be liquidated to meet unanticipated cash requirements, to redeploy cash into other investments expected to outperform current holdings, or otherwise Formatted: List Paragraph, Space Before: 0 pt Page 40 Item 8. Resolution No. 2022-03XX, Page 15 to adjust the portfolio. 4. Depository Agreements Consistent with the requirements of State Law, PROSPER requires all bank deposits to be federally insured or collateralized with eligible securities. Financial institutions serving as PROSPER’s Depositories will be required to sign a Depository Agreement with PROSPER and PROSPER’s safekeeping agent. The safekeeping portion of the Agreement shall define PROSPER’s rights to the collateral in case of default, bankruptcy, or closing and shall establish a perfected security interest in compliance with Federal and State regulations, including: • The Agreement must be in writing; • The Agreement has to be executed by the Depository and PROSPER contemporaneously with the acquisition of the asset; • The Agreement must be approved by the Board of Directors or the designated committee of the Depository and a copy of the meeting minutes must be delivered to PROSPER; • The Agreement must be part of the Depository’s “official record” continuously since its execution. a. Allowable Collateral Eligible securities for collateralization of PROSPER deposits are defined by Chapter 2257, Texas Government Code, the Public Funds Collateral Act, as amended and meet the constraints of this Section III. A. 2. b. Collateral Levels The market value of pledged collateral must at all times be equal to or greater than 105% of the principal and accrued interest for PROSPER balances, less the applicable level of FDIC insurance. Letters of Credit shall at all times be equal to or greater than 100% of the total value of the deposits and accrued interest for PROSPER balances, less the applicable level of FDIC insurance. Non-renewable Letters of Credit shall expire not less than two business days after the anticipated deposit withdrawal. c. Monitoring Collateral Adequacy PROSPER shall require monthly reports of pledged securities marked to market Formatted: List Paragraph Formatted: List Paragraph, Indent: Left: 0", Right: 0",Space Before: 0 pt, Line spacing: single, Tab stops:Not at 1.32" Formatted: List Paragraph, Space Before: 0 pt Page 41 Item 8. Resolution No. 2022-03XX, Page 16 using quotes by a recognized market pricing service quoted on the valuation date from all financial institutions with which PROSPER has collateralized deposits. Additionally, a monthly collateral report shall be provided by the custodian for verification of the pledged securities. The Investment Officers will monitor adequacy of collateralization levels to verify market values and total collateral positions. d. Additional Collateral If the collateral pledged for a deposit falls below adequate levels, as defined above in Section 4.b., the institution holding the deposit will be notified by the Investment Officers and will be required to pledge additional securities no later than the end of the next succeeding business day. e. Security Substitution Collateralized deposits often require substitution of securities. Any financial institution requesting substitution must contact an Investment Officer for approval and settlement. The substituted security’s value will be calculated and substitution approved if the substitution maintains a pledged value equal to or greater than the required security level. An Investment Officer must provide written notification of the decision to the bank or the safekeeping agent holding the security prior to any security release. Substitution is allowable for all transactions, but should be limited, if possible, to minimize potential administrative problems and transfer expense. The Investment Officers may limit substitution and assess appropriate fees if substitution becomes excessive or abusive. 5. Safekeeping a. Safekeeping Agreement PROSPER shall contract with a bank or banks for the safekeeping of securities either owned by PROSPER as a part of its investment portfolio or as a part of its depository agreements. b. Safekeeping of Deposit Collateral All marketable security collateral securing bank deposits must be held by a third-party custodian eligible under the Public Funds Collateral Act, and acceptable to PROSPER, or by a Federal Reserve Bank. C. Investment Advisers and Securities Dealers Investment Advisers shall adhere to the spirit, philosophy and specific terms of this Policy and shall invest within the same “Standard of Care” as defined in Section E. 3. Below. Securities Dealers shall avoid recommending or suggesting transactions Page 42 Item 8. Resolution No. 2022-03XX, Page 17 outside that “Standard of Care.” 1. Selection of Investment Advisers The selection of Investment Advisers will be performed by the Investment Officers. The Investment Officers will establish criteria to evaluate Investment Advisers including: a. Adherence to PROSPER’s policies and strategies, b. Investment performance and transaction pricing within accepted risk constraints, c. Responsiveness to PROSPER’s request for services, information and open communication, d. Understanding of the inherent fiduciary responsibility of investing public funds, and e. Similarity in philosophy and strategy with PROSPER’s objectives. Selected Investment Advisers must be registered under the Investment Advisers Act of 1940 or with the State Securities Board. A contract with an Investment Adviser may not be for a term longer than two years and any contract, renewal or extension must be approved by Town Council. 2. Selection of Authorized Securities Dealers The ENTITY’s governing body shall, at least annually, review, revise, and adopt a list of qualified broker/dealers (Appendix B) that are authorized to engage in investment transactions with the ENTITY. a. Eligibility Authorized firms may include primary dealers or regional dealers that qualify under Securities & Exchange Commission Rule 15C3-1 (Uniform Net Capital Rule), and qualified depositories. b. Competitive Environment It is the policy of PROSPER to require a competitive environment for all investment activities. Individual investment quotes will be solicited orally, in writing, electronically, or any combination of these methods. Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Formatted: List Paragraph Page 43 Item 8. Resolution No. 2022-03XX, Page 18 3. Policy Certification All local government investment pools and discretionary investment management firms (business organizations) offering to engage in an investment transaction with PROSPER will be required to acknowledge in writing that the firm has received and reviewed PROSPER’s Investment Policy. This Certification also acknowledges that the business organization has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between PROSPER and the organization that are not authorized by PROSPER’s investment policy, except to the extent that this authorization is dependent on an analysis of the makeup of PROSPER’s entire portfolio, requires an interpretation of subjective investment standards, or relates to investment transactions of PROSPER that are not made through accounts or other contractual arrangements over which the business organization has accepted discretionary investment authority, as required by PFIA. D. Responsibility and Control 1. Authority to Invest The Town Manager, Executive Director of Administrative Services, Finance Director, Assistant Finance Director, and the Accounting Manager are the “Investment Officers” of the Town of Prosper. The PEDC Treasurer, Executive Director of Administrative Services, and the Finance Director are the “Investment Officers” of the PEDC. The Investment Officers are authorized to deposit, withdraw, invest, transfer, execute documentation, and otherwise manage PROSPER’s funds according to this Policy. The Investment Officers may authorize one or more Investment Officers to deposit, withdraw or transfer funds out of or into an investment pool or money market mutual fund in order to meet daily operating needs of PROSPER in compliance with the established Internal Controls. 2. Prudent Investment Management The designated Investment Officers shall perform their duties in accordance with the adopted Investment Policy and internal procedures. In determining whether an Investment Officer has exercised prudence with respect to an investment decision, the investment of all funds over which the Investment Officer had responsibility, rather than the prudence of a single investment shall be considered. Investment Officers acting in good faith and in accordance with these policies and procedures shall be relieved of personal liability. 3. Standard of Care The standard of care used by PROSPER shall be that as defined in PFIA, Section 2256.006. It states: Page 44 Item 8. Resolution No. 2022-03XX, Page 19 “Investments shall be made with judgment and care, under prevailing circumstances, that a person of prudence, discretion and intelligence would exercise in the management of the person’s own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived.” 4. Standards of Ethics The designated Investment Officers shall act as custodians of the public trust avoiding any transactions which might involve a conflict of interest, the appearance of a conflict of interest, or any activity which might otherwise discourage public confidence. Investment Officers shall refrain from personal business activity that could conflict with proper execution of the investment program, or which could impair their ability to make impartial investment decisions. Additionally, all Investment Officers shall file with the Texas Ethics Commission and the ENTITY’s governing body a statement disclosing any personal business relationship with a business organization seeking to sell investments to PROSPER or any relationship within the second degree by affinity or consanguinity to an individual seeking to sell investments to PROSPER. For purposes of this subsection, an Investment Officer has a personal business relationship with business organization if: a. The Investment Officer owns 10 percent or more of the voting stock or shares of the business organization or owns $5,000 or more of the fair market value of the business organization; b. Funds received by the Investment Officer from the business organization exceed 10 percent of the Investment Officer’s gross income for the previous year; or c. The Investment Officer has acquired from the business organization during the previous year investments with a book value of $2,500 or more for the personal account of the Investment Officer. 5. Establishment of Internal Controls PROSPER’s Investment Officers will maintain a system of internal controls over the investment activities of PROSPER. 6. Reporting Investment performance will be monitored and evaluated by the Investment Officers. The weighted average yield to maturity will be the standard for calculating portfolio rate of return. The Investment Officers will provide a quarterly comprehensive report signed by all Investment Officers to the ENTITY’s governing body. This investment report shall: Page 45 Item 8. Resolution No. 2022-03XX, Page 20 a. Describe in detail the investment position of PROSPER, b. Contain a summary statement, prepared in compliance with generally accepted accounting principles, of each pooled fund group that states the: 1. beginning market value of the reporting period; 2. ending market value for the period; and 3. fully accrued interest for the reporting period; c. State the book value and market value of each separately invested asset at the end of the reporting period by the type of asset and fund type invested; d. State the maturity date of each separately invested asset that has a maturity date; e. State the account or fund or pooled group fund for which each individual investment was acquired; and f. State the compliance of the investment portfolio with PROSPER’s Investment Policy, strategy, and PFIA. In defining market value, sources independent of the investment provider will determine valuations and consideration will be given to GASB Statement No. 31. PROSPER, in conjunction with its annual financial audit, shall perform a compliance audit of the management controls on investments and adherence to PROSPER’s Investment Policy. If PROSPER invests in other than money market mutual funds, investment pools or accounts offered by its depository bank in the form of certificates of deposits, or money market accounts or similar accounts, the reports prepared by the Investment Officers shall be formally reviewed at least annually by an independent auditor, and the result of the review shall be reported to the ENTITY’s governing body by that auditor. 7. Training In order to ensure the quality and capability of PROSPER’s investment personnel making investment decisions, PROSPER shall provide periodic training in investments for the investment personnel through courses and seminars offered by approved independent training sources, including: the Government Finance Officers Association (GFOA), Government Finance Officers Association of Texas (GFOAT), Government Treasurers’ Organization of Texas (GTOT), Texas Municipal League (TML), North Central Texas Council of Governments (NCTCOG), International City/County Management Association (ICMA), Texas Society of Certified Public Accountants (TSCPA), American Institute of Certified Public Accountants (AICPA), and University of North Texas (UNT). Page 46 Item 8. Resolution No. 2022-03XX, Page 21 a. The Investment Officers shall: 1. attend at least 10 hours of training relating to the Investment Officers’ responsibilities within 12 months after taking office or assuming duties; and 2. attend an investment training session not less than once in a two-year period that begins on the first day of the Town’s fiscal year and consists of the two consecutive fiscal years after that date and receive not less than 8 hours of instruction relating to investment responsibilities under this subchapter. b. Training under this section must include education in investment controls, security risks, strategy risks, market risks, diversification of investment portfolio and compliance with PFIA. IV. INVESTMENT STRATEGY STATEMENT The investment portfolio shall be designed with the objective of attaining a reasonable market yield at all times, taking into account the investment risk constraints and liquidity needs of the Town. Return on investment is of lesser importance compared to the safety and liquidity objectives described in Section II. In order to minimize risk of loss due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the fund. Investment guidelines by fund-type are as follows: A. General, Enterprise, or Operating-type Funds Operating funds shall have their primary objective to assure that anticipated cash outflows are matched with the adequate investment liquidity. The secondary objective is to create a portfolio structure that will experience minimal volatility during changing economic cycles. a. Suitability - Any investment eligible in the Investment Policy is suitable for General, Enterprise, or Operating-type funds. b. Safety of Principal - All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, managing the weighted average days to maturity of each fund’s portfolio to less than one year and restricting the maximum allowable maturity to two years will minimize the price volatility of the portfolio. c. Liquidity - General, Enterprise, or Operating-type Funds require the greatest short-term liquidity of any of the fund-types. Financial institution deposit accounts, short-term investment pools and money market mutual funds will provide daily liquidity and may be utilized as a competitive yield alternative to fixed maturity investments. d. Marketability - Securities with active and efficient secondary markets are necessary in the event of an unanticipated cash flow requirement. Page 47 Item 8. Resolution No. 2022-03XX, Page 22 e. Diversification - Investment maturities should be staggered throughout the budget cycle to provide cash flow based on the anticipated operating needs of the Town. Diversifying the appropriate maturity structure up to the two-year maximum will reduce interest rate risk. f. Yield - Attaining a competitive market yield for comparable security-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury-Bill portfolio will be the minimum yield objective. B. Capital Project Funds and Special Purpose Funds Capital project funds and special purpose funds shall have as their primary objective to assure that anticipated cash outflows are matched with adequate investment liquidity. The portfolios shall be invested based on cash flow estimates. Funds invested for capital projects may be from bond proceeds that are subject to arbitrage rebate regulations. a. Suitability - Any investment eligible in the Investment Policy is suitable for Capital Projects Funds. b. Safety of Principal - All investments will be of high quality with no perceived default risk. Market price fluctuations will occur. However, by managing Capital Projects Funds to not exceed the anticipated expenditure schedule, the market risk of the overall portfolio will be minimized. No stated final investment maturity shall exceed the shorter of the anticipated expenditure schedule or three years. c. Liquidity - Most capital projects programs have reasonably predictable draw down schedules. Therefore, investment maturities should generally follow the anticipated cash flow requirements. Financial institution deposit accounts, short term investment pools and money market mutual funds will provide readily available funds generally equal to one month’s anticipated cash flow needs, or a competitive yield alternative for short-term fixed maturity investments. A singular repurchase agreement may be utilized if disbursements are allowed in the amount necessary to satisfy any expenditure request. This investment structure is commonly referred to as a flexible repurchase agreement. d. Marketability - Securities with active and efficient secondary markets are necessary in the event of an unanticipated cash flow requirement. e. Diversification - Market conditions and arbitrage regulations influence the attractiveness of staggering the maturity of fixed rate investments for bond proceeds. Generally, if investment rates exceed the applicable cost of borrowing, the Town is best served by locking in most investments. If the cost of borrowing cannot be exceeded, then current market conditions will determine the attractiveness of diversifying maturities or investing in shorter and larger amounts. At no time shall the anticipated expenditure schedule be exceeded in Page 48 Item 8. Resolution No. 2022-03XX, Page 23 an attempt to bolster yield. f. Yield - Achieving a positive spread to the cost of borrowing is the desired objective, within the limits of the Investment Policy’s risk constraints. The yield of an equally weighted, rolling six-month Treasury-Bill portfolio will be the minimum yield objective for non-borrowed funds. C. Debt Service Funds Debt service funds shall have as the primary objective the assurance of investment liquidity adequate to cover the debt service obligation on the required payment date. Investments purchased shall not have a stated final maturity date which exceeds the debt service payment date. a. Suitability - Any investment eligible in the Investment Policy is suitable for Debt Service Funds. b. Safety of Principal - All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, by managing Debt Service Funds to not exceed the debt service payment schedule the market risk of the overall portfolio will be minimized. c. Liquidity - Debt Service Funds have predictable payment schedules. Therefore, investment maturities should not exceed the anticipated cash flow requirements. Financial institution deposit accounts, short term investments pools and money market mutual funds may provide a competitive yield alternative for short-term fixed maturity investments. A singular repurchase agreement may be utilized if disbursements are allowed in the amount necessary to satisfy any debt service payment. This investment structure is commonly referred to as a flexible repurchase agreement. d. Marketability - Securities with active and efficient secondary markets are not necessary as the event of an unanticipated cash flow requirement is not probable. e. Diversification - Market conditions influence the attractiveness of fully extending maturity to the next “unfunded” payment date. Generally, if investment rates are anticipated to decrease over time, the Town is best served by locking in most investments. If the interest rates are potentially rising, then investing in shorter and larger amounts may provide advantage. At no time shall the debt service schedule be exceeded in an attempt to bolster yield. f. Yield - Attaining a competitive market yield for comparable security-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury-Bill portfolio shall be the minimum yield objective. Page 49 Item 8. Resolution No. 2022-03XX, Page 24 Page 50 Item 8. Resolution No. 2022-03XX, Page 25 Appendix “A” Glossary of Cash Management Terms Accretion – Common investment accounting entry in which the book value of securities purchased at a discount are gradually written up to the par value. The process has the effect of recording the discount as income over time. Accrued Interest – Interest earned, but not yet paid, on an investment. Active Management – (also called active investing) refers to a portfolio management strategy where the manager makes specific investments with the goal to time the investment based on market conditions, monitor the volatility (or risk), and allow for parameters for liquidity. This will be performed by projecting cash flows to determine liquidity needs and actively monitoring market conditions for advantageous risk/return options. Agency – See Federal Agency. Amortization – Common investment accounting entry in which the book value of securities purchased at a premium are gradually written down to the par value. The process has the effect of recording the premium as a reduction to income over time. Arbitrage – Dealing simultaneously in two markets to take advantage of temporary price distortions at minimal risk. Also related to IRS regulations governing tax-exempt debt proceeds. Basis Point – A unit of measurement used in the valuation of fixed-income securities equal to 1/100 of 1 percent of yield; e.g., “1/4” of 1 percent is equal to 25 basis points. Benchmark – Index used to compare risk and performance to a managed portfolio. Bid – The indicated price at which a buyer is willing to purchase a security or commodity. Book Value – The original acquisition cost of an investment plus or minus the accrued accretion or amortization. Broker – A financial firm that brings securities buyers and sellers together in return for a fee. The term “broker” is often used interchangeably with “dealer” to refer to a seller of investment securities. Callable Bond – A bond issue in which all or part of its outstanding principal amount may be redeemed before maturity by the issuer under specified conditions. Cash Settlement – A transaction which calls for delivery and payment of securities on the same day that the transaction is initiated. Collateralization – Process by which a borrower pledges securities, property, or other Page 51 Item 8. Resolution No. 2022-03XX, Page 26 obligations for the purpose of securing the repayment of a loan, deposit and/or security. Collateralized Mortgage Obligation (CMO) – A derivative mortgage-backed security (MBS) created from pools of home mortgage loans. A single MBS is divided into multiple classes, each class containing unique risk profile and security characteristics. A number of CMO classes are expressly prohibited by Texas State law. Also know as a Real Estate Mortgage Conduit (REMIC). Commercial Paper – An unsecured short-term promissory note issued by corporations, with maturities ranging from 1 to 366 days. Commercial paper must carry a minimum rating of A1/P1 in order to be eligible under the Texas Public Funds Investment Act. Constant Maturity Treasury (CMT) – A calculated average released by the Federal Reserve of all Treasury yields along a specific maturity point. This calculation is frequently used as a benchmark for conservative government portfolios. Coupon Rate – The annual rate of interest received by an investor from the issuer of certain types of fixed-income securities. Also known as the “interest rate.” Credit Risk – The risk to an investor that an issuer will default in the payment of interest and/or principal on a security. Derivative – Financial instruments whose value is derived from the movement of an underlying index or security. Dealer – A dealer, as opposed to a broker, sets as a principal in all securities transactions, buying and selling for their own account. Often times, the terms “broker” and “dealer” are used interchangeably to refer to a seller of investments securities. Delivery Versus Payment (DVP) – A type of securities transaction in which the purchaser pays for securities at the time of delivery either to the purchaser or his/her security clearance/safekeeping agent. Derivative Security – Financial instrument created from, or whose value depends upon, one or more underlying assets or indices of asset values. Discount – The amount by which the par value of a security exceeds the price paid for the security. Diversification – A process of investing assets among a range of investment types by sector, maturity, and quality rating. Dollar Weighted Average Maturity (WAM) – The average maturity of all the investments that comprise a portfolio weighted by the dollar value of each investment. Fair Market Rate – A documented and verifiable rate of interest which approximates the average rate which could have been earned on similar investments at the time of the transaction. Federal Agency – A sub-division of the Federal Government. Page 52 Item 8. Resolution No. 2022-03XX, Page 27 Federal Deposit Insurance Corporation (FDIC) – A federal agency that insures bank deposits, currently up to $250,000 per account. Texas Public Funds deposits that exceed this amount must be properly collateralized. Financial Industry Regulatory Authority (FINRA) - the successor to the National Association of Securities Dealers, Inc. (NASD). FINRA is a private corporation that focuses on regulatory oversight of all securities firms that do business with the public; professional training, testing and licensing of registered persons; arbitration and mediation; market regulation by contract for the New York Stock Exchange, the NASDAQ Stock Market, Inc., the American Stock Exchange LLC, and the International Securities Exchange. Interest Rate – See “Coupon Rate.” Internal Controls – An internal control structure designed to ensure that the assets of the entity are protected from loss, theft, or misuse. The internal control structure is designed to provide reasonable assurance that these objectives are met. Interlocal Cooperation Act – Law permitting joint participation by local governments providing one or more government functions within the State. This law [Section 891.001 et seq. of the Texas Government Code (the “Act”)] has allowed for the creation of investment pools in Texas. Investment Advisers Act of 1940 – Law which requires all Investment Advisers to be registered with the SEC or State-specific regulatory agency in order to protect the public from fraud. Investment Policy – A concise and clear statement of the objectives and parameters formulated by an investor or investment manager for a portfolio of investment securities. The Texas Public Funds Investment Act requires that public entities have a written and approved investment policy. Investment Pool – An entity created under the Interlocal Cooperation Act to invest public funds jointly on behalf of the entities that participate in the pool. Liquidity – A liquid investment is one that can be easily and quickly converted to cash without substantial loss of value. Investment pools, financial institution deposits and money market funds, which allow for same day withdrawal of cash, are considered extremely liquid. Local Government Investment Pool (LGIP) – An investment by local governments in which their money is pooled as a method for managing local funds. Market Risk - The risk that the value of an investment will rise or decline as a result of changes in market conditions. Market Value – An investment’s par amount multiplied by its market price. Maturity – The date on which payment of a financial obligation is due. The final stated maturity is the date on which the issuer must retire a debt and pay the face value to the debtholder. Page 53 Item 8. Resolution No. 2022-03XX, Page 28 Money Market Mutual Fund – Mutual funds that invest in accordance with SEC regulations and guidelines. Mortgage-Backed Security (MBS) – Security backed by pools of mortgages. Net Asset Value (NAV) – The value of a mutual fund or investment pool at the end of the business day. NAV is calculated by adding the market value of all investments in a fund or pool, deducting expenses, and dividing by the number of shares in the fund or pool. Offer – An indicated price at which market participants are willing to sell a security. Also referred to as the “Ask Price.” Par Value – Face value or principal value of a bond, typically $1,000 per bond. A security’s par value is multiplied by its coupon rate to determine coupon payment amount. Passive Management – Involves the creation of a portfolio allocation that is the same as a specific index to generate a return that is the same as the chosen index instead of outperforming it Premium – The amount by which the price paid for a security exceeds the security’s par value. Primary Government Securities Dealer (Primary Dealer) – Large government securities dealers who are required to submit daily reports of market activity and monthly financial statements to the New York Federal Reserve Bank. Primary Dealers are required to continually “make a market” in Treasury securities, buying or selling when asked, thereby creating a liquid secondary market for US debt obligations. Principal – The face value or par value of a debt instrument. Also may refer to the amount of capital invested in a given investment. Prudent Investor Rule – Refers to an investment principle in the Public Funds Investment Act outlining the fiduciary responsibilities of Investment Officers. Repurchase Agreement (repo or RP) – An agreement of one party to sell securities at a specified price to a second party and a simultaneous agreement of the first party to repurchase the securities at a specified price or at a specified later date. Reverse Repurchase Agreement (Reverse Repo) – An agreement of one party to purchase securities at a specified price from a second party and a simultaneous agreement by the first party to resell the securities at a specified price to the second party on demand or at a specified date. Safekeeping – Holding of assets (e.g., securities) by a financial institution on behalf of a client. Total Return – The sum of all investment income plus changes in the market value of the portfolio. For mutual funds, return on an investment is composed of share price appreciation plus any realized dividends or capital gains. This is calculated by taking the following components during a certain time period: (Price Appreciation) + (Dividends Paid) + (Capital Gains) = (Total Return). Page 54 Item 8. Resolution No. 2022-03XX, Page 29 Treasury Bills – Short term U.S. government non-interest bearing, debt securities with maturities of one year or shorter. T -Bills pay interest only at maturity. The interest is equal to the face value minus the purchase price. Treasury Notes – Intermediate U.S. government debt securities with maturities of one to 10 years. Treasury notes, or T-notes, are generally issued in terms of 2, 3, 5, 7, and 10 years, and pay interest every six months until they mature. Uniform Net Capital Rule – SEC Rule 15C3-1 outlining capital requirements for brokers/dealers. Volatility – A degree of fluctuation in the price or valuation of securities. Yield – The current rate of return on an investment generally expressed as an annual percentage. Yield-to-Call (YTC) – The rate of return an investor earns from a bond assuming the bond is redeemed (called) prior to its nominal maturity date. Yield Curve – A graphic representation that depicts the relationship at a given point in time between yields and maturity for bonds that are identical in every way except maturity. A normal yield curve may be alternatively referred to as a positive yield curve. Yield-to-Maturity – The rate of return yielded by an investment held to maturity when both interest payments and the investor’s purchase price discount or premium are included in the calculation of return. Zero-coupon Securities – Security that is issued at a discount and makes no periodic interest payments. The rate of return consists of a gradual accretion of the principal of the security and is payable at par upon maturity. Page 55 Item 8. Resolution No. 2022-03XX, Page 30 Appendix “B” Town of Prosper Authorized Broker/Dealer List FHN Financial Great Pacific Securities Hilltop Securities, Inc. Multi-Bank Securities, Inc. Oppenheimer & Co., Inc. SAMCO Capital Markets Wells Fargo Securities Page 56 Item 8. Resolution No. 2022-XX, Page 3 PROSPER IS A PLACE WHERE EVERYONE MATTERS TOWN OF PROSPER, TEXAS and PROSPER ECONOMIC DEVELOPMENT CORPORATION INVESTMENT POLICY September 13, 2022 Exhibit “A” Page 57 Item 8. Resolution No. 2022-XX, Page 4 APPENDIX “B” – TOWN OF PROSPER AUTHORIZED BROKER/DEALER LIST APPENDIX “C” – RESOLUTION FOR ADOPTION OF INVESTMENT POLICY APPENDIX “D” – PUBLIC FUNDS INVESTMENT ACT INVESTMENT POLICY Table of Contents PREFACE 5 I. PURPOSE 6-7 A. FORMAL ADOPTION 6 B. SCOPE 6 C. REVIEW AND AMENDMENT 7 D. INVESTMENT STRATEGY 7 II. INVESTMENT OBJECTIVES 7-8 A. SAFETY OF PRINCIPAL 7 B. MAINTENANCE OF ADEQUATE LIQUIDITY 7 C. PUBLIC TRUST 7 D. YIELD 8 III. INVESTMENT POLICIES 8-20 A. AUTHORIZED INVESTMENTS 8 B. PROTECTION OF PRINCIPAL 13 C. INVESTMENT ADVISERS AND SECURITIES DEALERS 16 D. RESPONSIBILITY AND CONTROL 17 IV. INVESTMENT STRATEGY STATEMENT 19-23 A. GENERAL, ENTERPRISE, AND OPERATING-TYPE FUNDS B. CAPITAL PROJECT AND SPECIAL PURPOSE FUNDS C. DEBT SERVICE FUNDS 20 21 22 APPENDIX “A” – GLOSSARY OF TERMS 24-28 Page 58 Item 8. Resolution No. 2022-XX, Page 5 PREFACE The Town of Prosper and the Prosper Economic Development Corporation are separately chartered, governed, and operated entities. Each ENTITY adheres to its own governing documents and the Public Funds Investment Act. Each ENTITY additionally seeks to safely and effectively manage the funds under its control. To achieve those requirements, the governing body of each ENTITY has legally adopted this Investment Policy. Throughout this Investment Policy, the two entities shall be singularly referred to as “ENTITY” and collectively referred to as “PROSPER.” It is the policy of PROSPER that, giving due regard to the safety and risk of investment, all available funds shall be invested in conformance with State and Federal Regulations, applicable Bond Resolution requirements, adopted Investment Policy and adopted Investment Strategy. Effective cash management is recognized as essential to good fiscal management. A comprehensive and effective cash management system will be pursued to optimize investment interest earnings as viable and material revenue to all PROSPER funds. PROSPER’s portfolio shall be designed and managed in a manner responsive to the public trust and consistent with all Federal regulations, State of Texas statutes and other legal requirements, including the Town Charter, Town Ordinances, Articles of Incorporation, and this Policy. Page 59 Item 8. Resolution No. 2022-XX, Page 6 I. PURPOSE A. Formal Adoption This Investment Policy is authorized by PROSPER in accordance with Chapter 2256, Texas Government Code, the Public Funds Investment Act, herein referred to as “PFIA”. B. Scope This Investment Policy applies to all of the investment activities of PROSPER. These funds are accounted for in the Town’s Comprehensive Annual Financial Report (CAFR) and include: • General Fund • Debt Service Funds • Special Revenue Funds • Capital Project Funds • Enterprise Funds • Internal Service Funds • Economic Development Corporation Funds • Any new fund created by the Town The Town of Prosper may consolidate cash balances from multiple funds to maximize investment earnings. Investment income will be allocated to the various funds based on their respective participation and in accordance with generally accepted accounting principles. This Policy establishes guidelines for: 1. Who can invest PROSPER funds, 2. How PROSPER funds will be invested, and 3. When and how a periodic review of investments will be made. In addition to this Policy, bond funds (as defined by the Internal Revenue Service) shall be managed in accordance with their issuing documentation and all applicable State and Federal Law. All investments made with PROSPER funds prior to the adoption of this Investment Policy shall be held or liquidated as determined to be in the best interest of the financial well being of PROSPER. PROSPER will also monitor changes in the credit ratings of its investments quarterly using a number of resources including rating agencies, broker/dealers or financial publications. PROSPER shall take all prudent measures that are consistent with its investment policy to liquidate an investment that does not have the minimum rating. Page 60 Item 8. Resolution No. 2022-XX, Page 7 C. Review and Amendment This Policy shall be reviewed annually by the ENTITY’s governing body. The ENTITY’s governing body shall adopt a written document stating that it has reviewed and recorded any changes made to the Investment Policy. D. Investment Strategy In conjunction with the annual Policy review, the ENTITY’s governing body shall review the separate written Investment Strategy for each of PROSPER’s funds. The Investment Strategy must describe the investment objectives for each particular fund according to the following priorities: 1. Investment suitability, 2. Preservation and safety of principal, 3. Liquidity, 4. Marketability prior to maturity of each investment, 5. Diversification, and 6. Yield. II. INVESTMENT OBJECTIVES A. Safety of Principal The primary objective of all investment activity is the preservation of capital and the safety of principal in the overall portfolio. Each investment transaction shall seek to ensure first that capital losses are avoided, whether they are from securities defaults or erosion of the market value. B. Maintenance of Adequate Liquidity The investment portfolio will remain sufficiently liquid to meet the cash flow requirements that might be reasonably anticipated. Liquidity shall be achieved by matching investment maturities with forecasted cash flow requirements; investing in securities with active secondary markets; and maintaining appropriate portfolio diversification. Page 61 Item 8. Resolution No. 2022-XX, Page 8 C. Public Trust All participants in the investment process will seek to act responsibly as custodians of the public trust. Investment officials will avoid any transactions that might impair public confidence in the Town’s ability to govern effectively. The governing body recognizes that in a diversified portfolio, occasional measured losses due to market volatility are inevitable, and must be considered within the context of the overall portfolio’s investment return, provided that the adequate diversification has been implemented and the terms of this policy have been followed. D. Yield The investment portfolio shall be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into account the investment risk constraints and liquidity needs. Return on investment is of secondary importance compared to the safety and liquidity objectives described above. Core investments are limited to relatively low risk securities in anticipation of earning a fair return relative to the risk being assumed. III. INVESTMENT POLICIES A. Authorized Investments Investments described below are authorized by PFIA as eligible securities for PROSPER. In the event an authorized investment loses its required minimum credit rating, all prudent measures will be taken to liquidate said investment. Additionally, PROSPER is not required to liquidate investments that were authorized at the time of purchase in the event that subsequent legislation renders certain securities as no longer authorized for purchase by the Town. PROSPER’s funds governed by this Policy may be invested in: 1. Obligations of Governmental Entities (Section 2256.009). Except for the items listed in 1.e. below, the following are authorized investments for obligations of governmental agencies: a. Obligations, including letters of credit, of the United States or its agencies and instrumentalities, including the Federal Home Loan Banks; b. Direct obligations of the State of Texas or its agencies and instrumentalities; c. Other obligations, the principal and interest of which are unconditionally guaranteed or insured by, or backed by the full faith and credit of, the State of Texas or the United States or their respective agencies and instrumentalities, including obligations that are fully guaranteed or insured by the Federal Deposit Page 62 Item 8. Resolution No. 2022-XX, Page 9 Insurance Corporation or by the explicit full faith and credit of the United States; d. Obligations of states, agencies, counties, cities, and other political subdivisions of any State having been rated as to investment quality by a nationally recognized investment rating firm and having received a rating of not less than “A” or its equivalent; e. The following are not authorized investments for PROSPER: 1. Obligations whose payments represent the coupon payments on the outstanding principal balance of the underlying mortgage-backed security collateral and pays no principal (Interest Only); 2. Obligations whose payments represent the principal stream of cash flow from the underlying mortgage-backed security collateral and bear no interest (Principal Only); 3. Collateralized mortgage obligations that have a stated final maturity date of greater than 10 years; and 4. Collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index (Inverse Floater). 2. Financial Institution Deposits (Section 2256.010). a. Certificates of deposit, share certificates, or other forms of deposit provided the deposit is issued by a depository institution that has its main office or a branch office in Texas that is: 1. Guaranteed or insured by the Federal Deposit Insurance Corporation or its successor or the National Credit Union Share Insurance Fund or its successor; or 2. Secured by obligations that are described by 1. (Obligations of Governmental Entities) above, which are intended to include all direct Federal agency or instrumentality issued mortgage backed securities, but excluding those mortgage-backed securities of the nature described in 1.e. above, that have a market value of not less than the uninsured amount of the deposit; or Page 63 Item 8. Resolution No. 2022-XX, Page 10 3. Secured in any other manner and amount provided by the law for deposits of PROSPER. b. In addition to the authority to invest funds in certificates of deposit under Subsection “a”, an investment in certificates of deposit made in accordance with the following conditions is an authorized investment: 1. The funds are invested through: (a) a broker that has its main office or a branch office in this state and is selected from a list adopted by PROSPER as required by Section 2256.025; or (b) a depository institution that has its main office or a branch office in this state and that is selected by PROSPER; 2. The broker or the depository institution selected by PROSPER under Subdivision (1) arranges for the deposit of the funds in certificates of deposit in one or more federally insured depository institutions, wherever located, for the account of PROSPER; 3. The full amount of the principal and accrued interest of each of the certificates of deposit is insured by the United States or an instrumentality of the United States; and 4. PROSPER appoints the depository institution selected by PROSPER under Subdivision (1), an entity described by Section 2257.041(d), or a clearing broker-dealer registered with the Securities and Exchange Commission and operating pursuant to Securities and Exchange Commission Rule 15c3-3 (17 C.F.R. Section 240.15c3-3) as custodian for PROSPER with respect to the certificates of deposit issued for the account of PROSPER. 3. Mutual Funds (2256.014). a. A no-load money market mutual fund is an authorized investment under this subchapter if the mutual fund: 1. Is registered with and regulated by the Securities and Exchange Commission; 2. Provides PROSPER with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Page 64 Item 8. Resolution No. 2022-XX, Page 11 Investment Company Act of 1940 (15 U.S.C. Section 80a-1 et seq.); and 3. Includes in its investment objectives the maintenance of a stable net asset value of $1.0000 for each share. b. In addition to a no-load money market mutual fund permitted as an authorized investment in Subsection (a), a no-load mutual fund is an authorized investment under this subchapter if the mutual fund: 1. Is registered with the Securities and Exchange Commission; 2. Has an average weighted maturity of less than two years; 3. Either: (a) Has a duration of one year or more and is invested exclusively in obligations approved by this subchapter; or 4. Has a duration of less than one year and the investment portfolio is limited to investment grade securities, excluding asset-backed securities. c. PROSPER is not authorized by this section to: 1. Invest in the aggregate more than 15 percent of its monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, in mutual funds described in Subsection (b); 2. Invest any portion of bond proceeds, reserves and funds held for debt service, in mutual funds described in Subsection (b); or 3. Invest its funds or funds under its control, including bond proceeds and reserves and other funds held for debt service, in any one mutual fund described in Subsection (a) or (b) in an amount that exceeds 10 percent of the total assets of the mutual fund. 4. Local Government Investment Pools (2256.016). Eligible investment pools organized and operating in compliance with PFIA described in section 2256.016 and 2256.019, have been authorized by the Town’s Council, whose investment philosophy and strategy include seeking to maintain a stable net asset value of $1.00 per share, and are consistent with this Policy and PROSPER’s ongoing investment strategy. Page 65 Item 8. Resolution No. 2022-XX, Page 12 5. Commercial Paper (2256.013). Commercial paper is an authorized investment under this policy if the commercial paper: a. Has a stated maturity of 365 days or fewer from the date of its issuance; and b. Is rated not less than A-1 or P-1 or an equivalent rating by at least: 1. two nationally recognized credit rating agencies; or 2. one nationally recognized credit rating agency and is fully secured by an irrevocable letter of credit issued by a bank organized and existing under the laws of the United States or any state. 6. Repurchase Agreements (2256.011). Repurchase agreements arranged in compliance with PFIA, under the terms of an executed Repurchase Agreement, and secured in accordance with this Policy. a. A fully collateralized repurchase agreement is an authorized investment under PFIA, Subchapter A, if the repurchase agreement: 1. has a defined termination date; 2. is secured by a combination of cash and obligations described by PFIA, section 2256.009(a)(1); and 3. requires the securities being purchased by the Town to be pledged to the Town, held in the Town’s name, and deposited at the time the investment is made with the Town or with the third-party selected and approved by the Town; and 4. is placed through a primary government securities dealer, as defined by the Federal Reserve, or a financial institution doing business in Texas. b. In this section, “repurchase agreement” means a simultaneous agreement to buy, hold for a specific time, and sell back, at a future date, obligations described by Section 2256.009(a)(1), at market value at the time the funds are disbursed of not less than the principal amount of the funds disbursed. The term includes a direct security repurchase agreement and a reverse Security repurchase agreement. c. Notwithstanding any other law, the term of any reverse security repurchase agreement may not exceed 90 days after the date the reverse security repurchase agreement is delivered. Page 66 Item 8. Resolution No. 2022-XX, Page 13 d. Money received by PROSPER under the terms of a reverse security repurchase agreement shall be used to acquire additional authorized investments, but the term of the authorized investments acquired must mature not later than the expiration date stated in the reverse security repurchase agreement. 7. Guaranteed Investment Contracts (2256.015). a. A guaranteed investment contract is an authorized investment for bond proceeds under this subchapter if the guaranteed investment contract: 1. Has a defined termination date; 2. Is secured by obligations described by Section 2256.009(a)(1), excluding those obligations described by Section 2256.009(b), in an amount at least equal to the amount of bond proceeds invested under the contract; and 3. Is pledged to PROSPER and deposited with the Town or with a third party selected and approved by the Town. b. Bond proceeds, other than bond proceeds representing reserves and funds maintained for debt service purposes, may not be invested under this subchapter in a guaranteed investment contract with a term of longer than five years from the date of issuance of the bonds. c. To be eligible as an authorized investment: 1. The governing body of the Town must specifically authorize guaranteed investment contracts as an eligible investment in the order, ordinance, or resolution authorizing the issuance of bonds; 2. The Town must receive bids from at least three separate providers with no material financial interest in the bonds from which proceeds were received; 3. The Town must purchase the highest yielding guaranteed investment contract for which a qualifying bid is received; 4. The price of the guaranteed investment contract must take into account the reasonably expected drawdown schedule for the bond proceeds to be invested; and Page 67 Item 8. Resolution No. 2022-XX, Page 14 5. The provider must certify the administrative costs reasonably expected to be paid to third parties in connection with the guaranteed investment contract. B. Protection of Principal PROSPER shall seek to control the risk of loss due to failure of a security issuer or grantor. Such risk shall be controlled by investing only in the safest types of securities as defined in the Policy; by collateralization as required by law; and through portfolio diversification by maturity and type. The purchase of individual securities shall be executed “Delivery versus Payment” (DVP) through PROSPER’s Safekeeping Agent. By so doing, PROSPER’s funds are not released until PROSPER has received, through the Safekeeping Agent, the securities purchased. 1. Diversification by Investment Type Diversification by investment type shall be maintained by ensuring an active and efficient secondary market in portfolio investments and by controlling the market and opportunity risks associated with specific investment types. Bond proceeds may be invested in a single security or investment if PROSPER determines that such an investment is necessary to comply with Federal arbitrage restrictions or to facilitate arbitrage record keeping and calculation. 2. Diversification by Investment Maturity In order to minimize risk of loss due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the funds. Generally, PROSPER will not directly invest in securities maturing more than five years from the date of purchase. Maturity guidelines by fund type are discussed in Section IV, Investment Strategy Statement. 3. Ensuring Liquidity Liquidity shall be achieved by anticipating cash flow requirements, by investing in securities with active secondary markets and by investing in eligible financial institution deposit accounts, money market mutual funds, and local government investment pools. A security may be liquidated to meet unanticipated cash requirements, to redeploy cash into other investments expected to outperform current holdings, or otherwise Page 68 Item 8. Resolution No. 2022-XX, Page 15 to adjust the portfolio. 4. Depository Agreements Consistent with the requirements of State Law, PROSPER requires all bank deposits to be federally insured or collateralized with eligible securities. Financial institutions serving as PROSPER’s Depositories will be required to sign a Depository Agreement with PROSPER and PROSPER’s safekeeping agent. The safekeeping portion of the Agreement shall define PROSPER’s rights to the collateral in case of default, bankruptcy, or closing and shall establish a perfected security interest in compliance with Federal and State regulations, including: • The Agreement must be in writing; • The Agreement has to be executed by the Depository and PROSPER contemporaneously with the acquisition of the asset; • The Agreement must be approved by the Board of Directors or the designated committee of the Depository and a copy of the meeting minutes must be delivered to PROSPER; • The Agreement must be part of the Depository’s “official record” continuously since its execution. a. Allowable Collateral Eligible securities for collateralization of PROSPER deposits are defined by Chapter 2257, Texas Government Code, the Public Funds Collateral Act, as amended and meet the constraints of this Section III. A. 2. b. Collateral Levels The market value of pledged collateral must at all times be equal to or greater than 105% of the principal and accrued interest for PROSPER balances, less the applicable level of FDIC insurance. Letters of Credit shall at all times be equal to or greater than 100% of the total value of the deposits and accrued interest for PROSPER balances, less the applicable level of FDIC insurance. Non-renewable Letters of Credit shall expire not less than two business days after the anticipated deposit withdrawal. c. Monitoring Collateral Adequacy PROSPER shall require monthly reports of pledged securities marked to market Page 69 Item 8. Resolution No. 2022-XX, Page 16 using quotes by a recognized market pricing service quoted on the valuation date from all financial institutions with which PROSPER has collateralized deposits. Additionally, a monthly collateral report shall be provided by the custodian for verification of the pledged securities. The Investment Officers will monitor adequacy of collateralization levels to verify market values and total collateral positions. d. Additional Collateral If the collateral pledged for a deposit falls below adequate levels, as defined above in Section 4.b., the institution holding the deposit will be notified by the Investment Officers and will be required to pledge additional securities no later than the end of the next succeeding business day. e. Security Substitution Collateralized deposits often require substitution of securities. Any financial institution requesting substitution must contact an Investment Officer for approval and settlement. The substituted security’s value will be calculated and substitution approved if the substitution maintains a pledged value equal to or greater than the required security level. An Investment Officer must provide written notification of the decision to the bank or the safekeeping agent holding the security prior to any security release. Substitution is allowable for all transactions, but should be limited, if possible, to minimize potential administrative problems and transfer expense. The Investment Officers may limit substitution and assess appropriate fees if substitution becomes excessive or abusive. 5. Safekeeping a. Safekeeping Agreement PROSPER shall contract with a bank or banks for the safekeeping of securities either owned by PROSPER as a part of its investment portfolio or as a part of its depository agreements. b. Safekeeping of Deposit Collateral All marketable security collateral securing bank deposits must be held by a third-party custodian eligible under the Public Funds Collateral Act, and acceptable to PROSPER, or by a Federal Reserve Bank. C. Investment Advisers and Securities Dealers Investment Advisers shall adhere to the spirit, philosophy and specific terms of this Policy and shall invest within the same “Standard of Care” as defined in Section E. 3. Below. Securities Dealers shall avoid recommending or suggesting transactions Page 70 Item 8. Resolution No. 2022-XX, Page 17 outside that “Standard of Care.” 1. Selection of Investment Advisers The selection of Investment Advisers will be performed by the Investment Officers. The Investment Officers will establish criteria to evaluate Investment Advisers including: a. Adherence to PROSPER’s policies and strategies, b. Investment performance and transaction pricing within accepted risk constraints, c. Responsiveness to PROSPER’s request for services, information and open communication, d. Understanding of the inherent fiduciary responsibility of investing public funds, and e. Similarity in philosophy and strategy with PROSPER’s objectives. Selected Investment Advisers must be registered under the Investment Advisers Act of 1940 or with the State Securities Board. A contract with an Investment Adviser may not be for a term longer than two years and any contract, renewal or extension must be approved by Town Council. 2. Selection of Authorized Securities Dealers The ENTITY’s governing body shall, at least annually, review, revise, and adopt a list of qualified broker/dealers (Appendix B) that are authorized to engage in investment transactions with the ENTITY. a. Eligibility Authorized firms may include primary dealers or regional dealers that qualify under Securities & Exchange Commission Rule 15C3-1 (Uniform Net Capital Rule), and qualified depositories. b. Competitive Environment It is the policy of PROSPER to require a competitive environment for all investment activities. Individual investment quotes will be solicited orally, in writing, electronically, or any combination of these methods. Page 71 Item 8. Resolution No. 2022-XX, Page 18 3. Policy Certification All local government investment pools and discretionary investment management firms (business organizations) offering to engage in an investment transaction with PROSPER will be required to acknowledge in writing that the firm has received and reviewed PROSPER’s Investment Policy. This Certification also acknowledges that the business organization has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between PROSPER and the organization that are not authorized by PROSPER’s investment policy, except to the extent that this authorization is dependent on an analysis of the makeup of PROSPER’s entire portfolio, requires an interpretation of subjective investment standards, or relates to investment transactions of PROSPER that are not made through accounts or other contractual arrangements over which the business organization has accepted discretionary investment authority, as required by PFIA. D. Responsibility and Control 1. Authority to Invest The Town Manager, Executive Director of Administrative Services, Finance Director, Assistant Finance Director, and the Accounting Manager are the “Investment Officers” of the Town of Prosper. The PEDC Treasurer, Executive Director of Administrative Services, and the Finance Director are the “Investment Officers” of the PEDC. The Investment Officers are authorized to deposit, withdraw, invest, transfer, execute documentation, and otherwise manage PROSPER’s funds according to this Policy. The Investment Officers may authorize one or more Investment Officers to deposit, withdraw or transfer funds out of or into an investment pool or money market mutual fund in order to meet daily operating needs of PROSPER in compliance with the established Internal Controls. 2. Prudent Investment Management The designated Investment Officers shall perform their duties in accordance with the adopted Investment Policy and internal procedures. In determining whether an Investment Officer has exercised prudence with respect to an investment decision, the investment of all funds over which the Investment Officer had responsibility, rather than the prudence of a single investment shall be considered. Investment Officers acting in good faith and in accordance with these policies and procedures shall be relieved of personal liability. 3. Standard of Care The standard of care used by PROSPER shall be that as defined in PFIA, Section 2256.006. It states: Page 72 Item 8. Resolution No. 2022-XX, Page 19 “Investments shall be made with judgment and care, under prevailing circumstances, that a person of prudence, discretion and intelligence would exercise in the management of the person’s own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived.” 4. Standards of Ethics The designated Investment Officers shall act as custodians of the public trust avoiding any transactions which might involve a conflict of interest, the appearance of a conflict of interest, or any activity which might otherwise discourage public confidence. Investment Officers shall refrain from personal business activity that could conflict with proper execution of the investment program, or which could impair their ability to make impartial investment decisions. Additionally, all Investment Officers shall file with the Texas Ethics Commission and the ENTITY’s governing body a statement disclosing any personal business relationship with a business organization seeking to sell investments to PROSPER or any relationship within the second degree by affinity or consanguinity to an individual seeking to sell investments to PROSPER. For purposes of this subsection, an Investment Officer has a personal business relationship with business organization if: a. The Investment Officer owns 10 percent or more of the voting stock or shares of the business organization or owns $5,000 or more of the fair market value of the business organization; b. Funds received by the Investment Officer from the business organization exceed 10 percent of the Investment Officer’s gross income for the previous year; or c. The Investment Officer has acquired from the business organization during the previous year investments with a book value of $2,500 or more for the personal account of the Investment Officer. 5. Establishment of Internal Controls PROSPER’s Investment Officers will maintain a system of internal controls over the investment activities of PROSPER. 6. Reporting Investment performance will be monitored and evaluated by the Investment Officers. The weighted average yield to maturity will be the standard for calculating portfolio rate of return. The Investment Officers will provide a quarterly comprehensive report signed by all Investment Officers to the ENTITY’s governing body. This investment report shall: Page 73 Item 8. Resolution No. 2022-XX, Page 20 a. Describe in detail the investment position of PROSPER, b. Contain a summary statement, prepared in compliance with generally accepted accounting principles, of each pooled fund group that states the: 1. beginning market value of the reporting period; 2. ending market value for the period; and 3. fully accrued interest for the reporting period; c. State the book value and market value of each separately invested asset at the end of the reporting period by the type of asset and fund type invested; d. State the maturity date of each separately invested asset that has a maturity date; e. State the account or fund or pooled group fund for which each individual investment was acquired; and f. State the compliance of the investment portfolio with PROSPER’s Investment Policy, strategy, and PFIA. In defining market value, sources independent of the investment provider will determine valuations and consideration will be given to GASB Statement No. 31. PROSPER, in conjunction with its annual financial audit, shall perform a compliance audit of the management controls on investments and adherence to PROSPER’s Investment Policy. If PROSPER invests in other than money market mutual funds, investment pools or accounts offered by its depository bank in the form of certificates of deposits, or money market accounts or similar accounts, the reports prepared by the Investment Officers shall be formally reviewed at least annually by an independent auditor, and the result of the review shall be reported to the ENTITY’s governing body by that auditor. 7. Training In order to ensure the quality and capability of PROSPER’s investment personnel making investment decisions, PROSPER shall provide periodic training in investments for the investment personnel through courses and seminars offered by approved independent training sources, including: the Government Finance Officers Association (GFOA), Government Finance Officers Association of Texas (GFOAT), Government Treasurers’ Organization of Texas (GTOT), Texas Municipal League (TML), North Central Texas Council of Governments (NCTCOG), International City/County Management Association (ICMA), Texas Society of Certified Public Accountants (TSCPA), American Institute of Certified Public Accountants (AICPA), and University of North Texas (UNT). Page 74 Item 8. Resolution No. 2022-XX, Page 21 a. The Investment Officers shall: 1. attend at least 10 hours of training relating to the Investment Officers’ responsibilities within 12 months after taking office or assuming duties; and 2. attend an investment training session not less than once in a two-year period that begins on the first day of the Town’s fiscal year and consists of the two consecutive fiscal years after that date and receive not less than 8 hours of instruction relating to investment responsibilities under this subchapter. b. Training under this section must include education in investment controls, security risks, strategy risks, market risks, diversification of investment portfolio and compliance with PFIA. IV. INVESTMENT STRATEGY STATEMENT The investment portfolio shall be designed with the objective of attaining a reasonable market yield at all times, taking into account the investment risk constraints and liquidity needs of the Town. Return on investment is of lesser importance compared to the safety and liquidity objectives described in Section II. In order to minimize risk of loss due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the fund. Investment guidelines by fund-type are as follows: A. General, Enterprise, or Operating-type Funds Operating funds shall have their primary objective to assure that anticipated cash outflows are matched with the adequate investment liquidity. The secondary objective is to create a portfolio structure that will experience minimal volatility during changing economic cycles. a. Suitability - Any investment eligible in the Investment Policy is suitable for General, Enterprise, or Operating-type funds. b. Safety of Principal - All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, managing the weighted average days to maturity of each fund’s portfolio to less than one year and restricting the maximum allowable maturity to two years will minimize the price volatility of the portfolio. c. Liquidity - General, Enterprise, or Operating-type Funds require the greatest short-term liquidity of any of the fund-types. Financial institution deposit accounts, short-term investment pools and money market mutual funds will provide daily liquidity and may be utilized as a competitive yield alternative to fixed maturity investments. d. Marketability - Securities with active and efficient secondary markets are necessary in the event of an unanticipated cash flow requirement. Page 75 Item 8. Resolution No. 2022-XX, Page 22 e. Diversification - Investment maturities should be staggered throughout the budget cycle to provide cash flow based on the anticipated operating needs of the Town. Diversifying the appropriate maturity structure up to the two-year maximum will reduce interest rate risk. f. Yield - Attaining a competitive market yield for comparable security-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury-Bill portfolio will be the minimum yield objective. B. Capital Project Funds and Special Purpose Funds Capital project funds and special purpose funds shall have as their primary objective to assure that anticipated cash outflows are matched with adequate investment liquidity. The portfolios shall be invested based on cash flow estimates. Funds invested for capital projects may be from bond proceeds that are subject to arbitrage rebate regulations. a. Suitability - Any investment eligible in the Investment Policy is suitable for Capital Projects Funds. b. Safety of Principal - All investments will be of high quality with no perceived default risk. Market price fluctuations will occur. However, by managing Capital Projects Funds to not exceed the anticipated expenditure schedule, the market risk of the overall portfolio will be minimized. No stated final investment maturity shall exceed the shorter of the anticipated expenditure schedule or three years. c. Liquidity - Most capital projects programs have reasonably predictable draw down schedules. Therefore, investment maturities should generally follow the anticipated cash flow requirements. Financial institution deposit accounts, short term investment pools and money market mutual funds will provide readily available funds generally equal to one month’s anticipated cash flow needs, or a competitive yield alternative for short-term fixed maturity investments. A singular repurchase agreement may be utilized if disbursements are allowed in the amount necessary to satisfy any expenditure request. This investment structure is commonly referred to as a flexible repurchase agreement. d. Marketability - Securities with active and efficient secondary markets are necessary in the event of an unanticipated cash flow requirement. e. Diversification - Market conditions and arbitrage regulations influence the attractiveness of staggering the maturity of fixed rate investments for bond proceeds. Generally, if investment rates exceed the applicable cost of borrowing, the Town is best served by locking in most investments. If the cost of borrowing cannot be exceeded, then current market conditions will determine the attractiveness of diversifying maturities or investing in shorter and larger amounts. At no time shall the anticipated expenditure schedule be exceeded in Page 76 Item 8. Resolution No. 2022-XX, Page 23 an attempt to bolster yield. f. Yield - Achieving a positive spread to the cost of borrowing is the desired objective, within the limits of the Investment Policy’s risk constraints. The yield of an equally weighted, rolling six-month Treasury-Bill portfolio will be the minimum yield objective for non-borrowed funds. C. Debt Service Funds Debt service funds shall have as the primary objective the assurance of investment liquidity adequate to cover the debt service obligation on the required payment date. Investments purchased shall not have a stated final maturity date which exceeds the debt service payment date. a. Suitability - Any investment eligible in the Investment Policy is suitable for Debt Service Funds. b. Safety of Principal - All investments shall be of high quality with no perceived default risk. Market price fluctuations will occur. However, by managing Debt Service Funds to not exceed the debt service payment schedule the market risk of the overall portfolio will be minimized. c. Liquidity - Debt Service Funds have predictable payment schedules. Therefore, investment maturities should not exceed the anticipated cash flow requirements. Financial institution deposit accounts, short term investments pools and money market mutual funds may provide a competitive yield alternative for short-term fixed maturity investments. A singular repurchase agreement may be utilized if disbursements are allowed in the amount necessary to satisfy any debt service payment. This investment structure is commonly referred to as a flexible repurchase agreement. d. Marketability - Securities with active and efficient secondary markets are not necessary as the event of an unanticipated cash flow requirement is not probable. e. Diversification - Market conditions influence the attractiveness of fully extending maturity to the next “unfunded” payment date. Generally, if investment rates are anticipated to decrease over time, the Town is best served by locking in most investments. If the interest rates are potentially rising, then investing in shorter and larger amounts may provide advantage. At no time shall the debt service schedule be exceeded in an attempt to bolster yield. f. Yield - Attaining a competitive market yield for comparable security-types and portfolio restrictions is the desired objective. The yield of an equally weighted, rolling three-month Treasury-Bill portfolio shall be the minimum yield objective. Page 77 Item 8. Resolution No. 2022-XX, Page 24 Page 78 Item 8. Resolution No. 2022-XX, Page 25 Appendix “A” Glossary of Cash Management Terms Accretion – Common investment accounting entry in which the book value of securities purchased at a discount are gradually written up to the par value. The process has the effect of recording the discount as income over time. Accrued Interest – Interest earned, but not yet paid, on an investment. Active Management – (also called active investing) refers to a portfolio management strategy where the manager makes specific investments with the goal to time the investment based on market conditions, monitor the volatility (or risk), and allow for parameters for liquidity. This will be performed by projecting cash flows to determine liquidity needs and actively monitoring market conditions for advantageous risk/return options. Agency – See Federal Agency. Amortization – Common investment accounting entry in which the book value of securities purchased at a premium are gradually written down to the par value. The process has the effect of recording the premium as a reduction to income over time. Arbitrage – Dealing simultaneously in two markets to take advantage of temporary price distortions at minimal risk. Also related to IRS regulations governing tax-exempt debt proceeds. Basis Point – A unit of measurement used in the valuation of fixed-income securities equal to 1/100 of 1 percent of yield; e.g., “1/4” of 1 percent is equal to 25 basis points. Benchmark – Index used to compare risk and performance to a managed portfolio. Bid – The indicated price at which a buyer is willing to purchase a security or commodity. Book Value – The original acquisition cost of an investment plus or minus the accrued accretion or amortization. Broker – A financial firm that brings securities buyers and sellers together in return for a fee. The term “broker” is often used interchangeably with “dealer” to refer to a seller of investment securities. Callable Bond – A bond issue in which all or part of its outstanding principal amount may be redeemed before maturity by the issuer under specified conditions. Cash Settlement – A transaction which calls for delivery and payment of securities on the same day that the transaction is initiated. Collateralization – Process by which a borrower pledges securities, property, or other Page 79 Item 8. Resolution No. 2022-XX, Page 26 obligations for the purpose of securing the repayment of a loan, deposit and/or security. Collateralized Mortgage Obligation (CMO) – A derivative mortgage-backed security (MBS) created from pools of home mortgage loans. A single MBS is divided into multiple classes, each class containing unique risk profile and security characteristics. A number of CMO classes are expressly prohibited by Texas State law. Also know as a Real Estate Mortgage Conduit (REMIC). Commercial Paper – An unsecured short-term promissory note issued by corporations, with maturities ranging from 1 to 366 days. Commercial paper must carry a minimum rating of A1/P1 in order to be eligible under the Texas Public Funds Investment Act. Constant Maturity Treasury (CMT) – A calculated average released by the Federal Reserve of all Treasury yields along a specific maturity point. This calculation is frequently used as a benchmark for conservative government portfolios. Coupon Rate – The annual rate of interest received by an investor from the issuer of certain types of fixed-income securities. Also known as the “interest rate.” Credit Risk – The risk to an investor that an issuer will default in the payment of interest and/or principal on a security. Derivative – Financial instruments whose value is derived from the movement of an underlying index or security. Dealer – A dealer, as opposed to a broker, sets as a principal in all securities transactions, buying and selling for their own account. Often times, the terms “broker” and “dealer” are used interchangeably to refer to a seller of investments securities. Delivery Versus Payment (DVP) – A type of securities transaction in which the purchaser pays for securities at the time of delivery either to the purchaser or his/her security clearance/safekeeping agent. Derivative Security – Financial instrument created from, or whose value depends upon, one or more underlying assets or indices of asset values. Discount – The amount by which the par value of a security exceeds the price paid for the security. Diversification – A process of investing assets among a range of investment types by sector, maturity, and quality rating. Dollar Weighted Average Maturity (WAM) – The average maturity of all the investments that comprise a portfolio weighted by the dollar value of each investment. Fair Market Rate – A documented and verifiable rate of interest which approximates the average rate which could have been earned on similar investments at the time of the transaction. Federal Agency – A sub-division of the Federal Government. Page 80 Item 8. Resolution No. 2022-XX, Page 27 Federal Deposit Insurance Corporation (FDIC) – A federal agency that insures bank deposits, currently up to $250,000 per account. Texas Public Funds deposits that exceed this amount must be properly collateralized. Financial Industry Regulatory Authority (FINRA) - the successor to the National Association of Securities Dealers, Inc. (NASD). FINRA is a private corporation that focuses on regulatory oversight of all securities firms that do business with the public; professional training, testing and licensing of registered persons; arbitration and mediation; market regulation by contract for the New York Stock Exchange, the NASDAQ Stock Market, Inc., the American Stock Exchange LLC, and the International Securities Exchange. Interest Rate – See “Coupon Rate.” Internal Controls – An internal control structure designed to ensure that the assets of the entity are protected from loss, theft, or misuse. The internal control structure is designed to provide reasonable assurance that these objectives are met. Interlocal Cooperation Act – Law permitting joint participation by local governments providing one or more government functions within the State. This law [Section 891.001 et seq. of the Texas Government Code (the “Act”)] has allowed for the creation of investment pools in Texas. Investment Advisers Act of 1940 – Law which requires all Investment Advisers to be registered with the SEC or State-specific regulatory agency in order to protect the public from fraud. Investment Policy – A concise and clear statement of the objectives and parameters formulated by an investor or investment manager for a portfolio of investment securities. The Texas Public Funds Investment Act requires that public entities have a written and approved investment policy. Investment Pool – An entity created under the Interlocal Cooperation Act to invest public funds jointly on behalf of the entities that participate in the pool. Liquidity – A liquid investment is one that can be easily and quickly converted to cash without substantial loss of value. Investment pools, financial institution deposits and money market funds, which allow for same day withdrawal of cash, are considered extremely liquid. Local Government Investment Pool (LGIP) – An investment by local governments in which their money is pooled as a method for managing local funds. Market Risk - The risk that the value of an investment will rise or decline as a result of changes in market conditions. Market Value – An investment’s par amount multiplied by its market price. Maturity – The date on which payment of a financial obligation is due. The final stated maturity is the date on which the issuer must retire a debt and pay the face value to the debtholder. Page 81 Item 8. Resolution No. 2022-XX, Page 28 Money Market Mutual Fund – Mutual funds that invest in accordance with SEC regulations and guidelines. Mortgage-Backed Security (MBS) – Security backed by pools of mortgages. Net Asset Value (NAV) – The value of a mutual fund or investment pool at the end of the business day. NAV is calculated by adding the market value of all investments in a fund or pool, deducting expenses, and dividing by the number of shares in the fund or pool. Offer – An indicated price at which market participants are willing to sell a security. Also referred to as the “Ask Price.” Par Value – Face value or principal value of a bond, typically $1,000 per bond. A security’s par value is multiplied by its coupon rate to determine coupon payment amount. Passive Management – Involves the creation of a portfolio allocation that is the same as a specific index to generate a return that is the same as the chosen index instead of outperforming it Premium – The amount by which the price paid for a security exceeds the security’s par value. Primary Government Securities Dealer (Primary Dealer) – Large government securities dealers who are required to submit daily reports of market activity and monthly financial statements to the New York Federal Reserve Bank. Primary Dealers are required to continually “make a market” in Treasury securities, buying or selling when asked, thereby creating a liquid secondary market for US debt obligations. Principal – The face value or par value of a debt instrument. Also may refer to the amount of capital invested in a given investment. Prudent Investor Rule – Refers to an investment principle in the Public Funds Investment Act outlining the fiduciary responsibilities of Investment Officers. Repurchase Agreement (repo or RP) – An agreement of one party to sell securities at a specified price to a second party and a simultaneous agreement of the first party to repurchase the securities at a specified price or at a specified later date. Reverse Repurchase Agreement (Reverse Repo) – An agreement of one party to purchase securities at a specified price from a second party and a simultaneous agreement by the first party to resell the securities at a specified price to the second party on demand or at a specified date. Safekeeping – Holding of assets (e.g., securities) by a financial institution on behalf of a client. Total Return – The sum of all investment income plus changes in the market value of the portfolio. For mutual funds, return on an investment is composed of share price appreciation plus any realized dividends or capital gains. This is calculated by taking the following components during a certain time period: (Price Appreciation) + (Dividends Paid) + (Capital Gains) = (Total Return). Page 82 Item 8. Resolution No. 2022-XX, Page 29 Treasury Bills – Short term U.S. government non-interest bearing, debt securities with maturities of one year or shorter. T -Bills pay interest only at maturity. The interest is equal to the face value minus the purchase price. Treasury Notes – Intermediate U.S. government debt securities with maturities of one to 10 years. Treasury notes, or T-notes, are generally issued in terms of 2, 3, 5, 7, and 10 years, and pay interest every six months until they mature. Uniform Net Capital Rule – SEC Rule 15C3-1 outlining capital requirements for brokers/dealers. Volatility – A degree of fluctuation in the price or valuation of securities. Yield – The current rate of return on an investment generally expressed as an annual percentage. Yield-to-Call (YTC) – The rate of return an investor earns from a bond assuming the bond is redeemed (called) prior to its nominal maturity date. Yield Curve – A graphic representation that depicts the relationship at a given point in time between yields and maturity for bonds that are identical in every way except maturity. A normal yield curve may be alternatively referred to as a positive yield curve. Yield-to-Maturity – The rate of return yielded by an investment held to maturity when both interest payments and the investor’s purchase price discount or premium are included in the calculation of return. Zero-coupon Securities – Security that is issued at a discount and makes no periodic interest payments. The rate of return consists of a gradual accretion of the principal of the security and is payable at par upon maturity. Page 83 Item 8. Resolution No. 2022-XX, Page 30 Appendix “B” Town of Prosper Authorized Broker/Dealer List FHN Financial Great Pacific Securities Hilltop Securities, Inc. Multi-Bank Securities, Inc. Oppenheimer & Co., Inc. SAMCO Capital Markets Wells Fargo Securities Page 84 Item 8. Page 1 of 2 To: Mayor and Town Council From: Robert B. Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: Financial Authorizations Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon a resolution authorizing various individuals as signers of specific accounts and certain investment matters. (RBS) Description of Agenda Item: This item supersedes the actions taken at the March 24, 2020, Council meeting, which authorized signatory authority for bank accounts, ACH and Wires, and investments. This item includes bank account signers, electronic funds transfers, investment pools, and investment accounts. The following table summarizes the proposed authorizations: Bank Accounts ACH and Wires Texpool/TexStar Investment Accounts Robert B. Scott Robert B. Scott Robert B. Scott Robert B. Scott Ron K. Patterson Ron K. Patterson Ron K. Patterson Ron K. Patterson Robyn D. Battle Robyn D. Battle Robyn D. Battle Robyn D. Battle Michelle Lewis Sirianni Michelle Lewis Sirianni Michelle Lewis Sirianni Michelle Lewis Sirianni Budget Impact: There is no budgetary impact affiliated with this item. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the resolution as to form and legality. Attached Documents: 1. Resolution 2. TexPool Resolution 3. TexStar Resolution Prosper is a place where everyone matters. FINANCE Page 85 Item 9. Page 2 of 2 Town Staff Recommendation: Town staff recommends that the Town Council approve a resolution authorizing various individuals as signers of specific accounts and certain investment matters. Proposed Motion: I move to approve a resolution authorizing various individuals as signers of specific accounts and certain investment matters. Page 86 Item 9. TOWN OF PROSPER, TEXAS RESOLUTION NO. 2022-__ A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, AUTHORIZING VARIOUS INDIVIDUALS AS SIGNATORIES ON SPECIFIC ACCOUNTS AND CERTAIN INVESTMENT MATTERS; REPEALING RESOLUTION NO. 2020-22, ADOPTED ON OR ABOUT MARCH 24, 2020; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, periodically the Town updates the list of specific individuals authorized to perform certain financial transactions on the Town’s behalf; and WHEREAS, it is the intent of the Town Council of the Town of Prosper, Texas, to authorize the following individuals to be signatories and take all appropriate and necessary actions relative to the following Town accounts. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 Town-approved signatories for current and possible future Independent Bank accounts and those of any other depository of the Town are hereby authorized to include Town’s Executive Director of Administrative Services, Interim Town Manager, Town’s Executive Director of Communications and Town Secretary. Presently the incumbents for each position hereby authorized are Robert B. Scott, Ron K. Patterson, Robyn D. Battle, and Michelle Lewis Sirianni respectively. SECTION 2 The Town-approved signatories authorized to perform wire and ACH transfers include the Town’s Executive Director of Administrative Services, Interim Town Manager, Town’s Executive Director of Communications and Town Secretary. Presently the incumbents for each position hereby authorized are Robert B. Scott, Ron K. Patterson, Robyn D. Battle, and Michelle Lewis Sirianni respectively. SECTION 3 The Town-approved signatories authorized to make financial transactions for TexPool, and TexSTAR, local government investment pools to include the Town’s Executive Director of Administrative Services, Interim Town Manager, Town’s Executive Director of Communications and Town Secretary. Presently the incumbents for each position hereby authorized are Robert B. Scott, Ron K. Patterson, Robyn D. Battle, and Michelle Lewis Sirianni respectively. SECTION 4 The Town-approved signatories authorized to make financial transactions for current and possible future investment accounts to include the Town’s Executive Director of Administrative Services, Interim Town Manager, Town’s Executive Director of Communications and Town Secretary. Presently the incumbents for each position hereby authorized are Robert B. Scott, Ron K. Patterson, Robyn D. Battle, and Michelle Lewis Sirianni respectively. Page 87 Item 9. Resolution No. 2022-__, Page 2 SECTION 5 Resolution No. 2020-22 approved on or about March 24, 2020, is hereby repealed in its entirety. SECTION 6 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 13TH DAY OF SEPTEMBER, 2022. ___________________________________ David F. Bristol, Mayor ATTEST: ____________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: ____________________________________ Terrence S. Welch, Town Attorney Page 88 Item 9. Form Continues on Next Page 1 of 2 Please use this form to amend or designate Authorized Representatives. This document supersedes all prior Authorized Representative forms. * Required Fields 1. Resolution WHEREAS, Participant Name* Location Number* (“Participant”) is a local government of the State of Texas and is empowered to delegate to a public funds investment pool the authority to invest funds and to act as custodian of investments purchased with local investment funds; and WHEREAS, it is in the best interest of the Participant to invest local funds in investments that provide for the preservation and safety of principal, liquidity, and yield consistent with the Public Funds Investment Act; and WHEREAS, the Texas Local Government Investment Pool (“TexPool/ Texpool Prime”), a public funds investment pool, were created on behalf of entities whose investment objective in order of priority are preservation and safety of principal, liquidity, and yield consistent with the Public Funds Investment Act. NOW THEREFORE, be it resolved as follows: A. That the individuals, whose signatures appear in this Resolution, are Authorized Representatives of the Participant and are each hereby authorized to transmit funds for investment in TexPool / TexPool Prime and are each further authorized to withdraw funds from time to time, to issue letters of instruction, and to take all other actions deemed necessary or appropriate for the investment of local funds. B. That an Authorized Representative of the Participant may be deleted by a written instrument signed by two remaining Authorized Representatives provided that the deleted Authorized Representative (1) is assigned job duties that no longer require access to the Participant’s TexPool / TexPool Prime account or (2) is no longer employed by the Participant; and C. That the Participant may by Amending Resolution signed by the Participant add an Authorized Representative provided the additional Authorized Representative is an ofﬁ cer, employee, or agent of the Participant; List the Authorized Representative(s) of the Participant. Any new individuals will be issued personal identiﬁ cation numbers to transact business with TexPool Participant Services. 1. Name Title Phone Fax Email Signature 2. Name Title Phone Fax Email Signature 3. Name Title Phone Fax Email Signature Resolution Amending Authorized Representatives Town of Prosper 7 7 2 9 4 Interim Town ManagerRon K. Patterson 9 7 2 5 6 9 1 0 1 0 rpatterson@prospertx.gov Robert B. Scott Executive Director of Administrative Services 9 7 2 5 6 9 1 0 6 2 bscott@prospertx.gov Robyn D. Battle 9 7 2 5 6 9 1 0 1 1 Executive Director of Communications rbattle@prospertx.gov Print Form Clear Form Page 89 Item 9. TexPool Participant Services Managed and 1001 Texas Avenue, Suite 1150 ● Houston, TX 77002 Serviced by ee eratdd Phone: 1-866-TEXPOOL (839-7665) ● Fax: 1-866-839-3291 ● www.texpool.com G45340-17 (7/19) 2019 ©Federated Investors, Inc. ORIGINAL SIGNATURE AND DOCUMENT REQUIRED TEX-REP 2 OF 2 1. Resolution (continued) 4. Name Title Phone Fax Email Signature List the name of the Authorized Representative listed above that will have primary responsibility for performing transactions and receiving conﬁ rmations and monthly statements under the Participation Agreement. Name In addition and at the option of the Participant, one additional Authorized Representative can be designated to perform only inquiry of selected information. This limited representative cannot perform transactions. If the Participant desires to designate a representative with inquiry rights only, complete the following information. Name Title Phone Fax Email D. That this Resolution and its authorization shall continue in full force and effect until amended or revoked by the Participant, and until TexPool Participant Services receives a copy of any such amendment or revocation. This Resolution is hereby introduced and adopted by the Participant at its regular/special meeting held on the day of , . Note: Document is to be signed by your Board President, Mayor or County Judge and attested by your Board Secretary, City Secretary or County Clerk. Name of Participant* SIGNED Signature* Printed Name* Title* ATTEST Signature* Printed Name* Title* 2. Mailing Instructions The completed Resolution Amending Authorized Representatives can be faxed to TexPool Participant Services at 1-866-839-3291, and mailed to: TexPool Participant Services 1001 Texas Avenue, Suite 1150 Houston, TX 77002 Robert B. Scott 1 3 September 2 2 Town of Prosper 77294 David F. Bristol Mayor Michelle Lewis Sirianni Town Secretary Michelle Lewis Sirianni Town Secretary 9 7 2 5 6 9 1 0 7 3 mlsirianni@prospertx.gov Senior Accountant 9 7 2 5 6 9 1 0 1 9 mharris@prospertx.gov Maria Harris Page 90 Item 9. AMENDING RESOLUTION WHEREAS, _________________________________________________________ (the “Government Entity”) by authority of the Application for Participation in TexSTAR (the “Application”) has entered into an Interlocal Agreement (the “Agreement”) and has become a participant in the public funds investment pool created there under known as TexSTAR Short Term Assert Reserve Fund (“TexSTAR”); WHEREAS, the Application designated on one or more “Authorized Representatives” within the meaning of the Agreement; WHEREAS, the Government Entity now wishes to update and designate the following persons as the “Authorized Representatives” within the meaning of the Agreement; NOW, THEREFORE, BE IT RESOLVED: SECTION 1. The following officers, officials or employees of the Government Entity specified in this document are hereby designated as “Authorized Representatives” within the meaning of the Agreement, with full power and authority to open accounts, to deposit and withdraw funds, to agree to the terms for use of the website for online transactions, to designate other authorized representatives, and to take all other action required or permitted by Government Entity under the Agreement created by the application, all in the name and on behalf of the Government Entity. SECTION 2. This document supersedes and replaces the Government Entity’s previous designation of officers, officials or employees of the Government Entity as Authorized Representatives under the Agreement SECTION 3. This resolution will continue in full force and effect until amended or revoked by Government Entity and written notice of the amendment or revocation is delivered to the TEXSTAR Board. SECTION 4. Terms used in this resolution have the meanings given to them by the Application. Town of Prosper Page 91 Item 9. Authorized Representatives. Each of the following Participant officials is designated as Participant’s Authorized Representative authorized to give notices and instructions to the Board in accordance with the Agreement, the Bylaws, the Investment Policy, and the Operating Procedures: 1. Name: ________________________________________ Title:_______________________________________ Signature: ____________________________________ Phone: ____________________________________ Email:_____________________________________ 2. Name: ________________________________________ Title:_______________________________________ Signature: ____________________________________ Phone: ____________________________________ Email:_____________________________________ 3. Name: ________________________________________ Title:_______________________________________ Signature: ____________________________________ Phone: ____________________________________ Email:_____________________________________ 4. Name: ________________________________________ Title:_______________________________________ Signature: ____________________________________ Phone: ____________________________________ Email:_____________________________________ {REQUIRED} PRIMARY CONTACT: List the name of the Authorized Representative listed above that will be designated as the Primary Contact and will receive all TexSTAR correspondence including transaction confirmations and monthly statements Name:________________________________________________________________________ {OPTIONAL} INQUIRY ONLY CONTACT: In addition, the following additional Participant representative (not listed above) is designated as an Inquiry Only Representative authorized to obtain account information: Name: ________________________________________ Title:_______________________________________ Signature: ____________________________________ Phone: ____________________________________ Email:_____________________________________ Participant may designate other authorized representatives by written instrument signed by an existing Participant Authorized Representative or Participant’s chief executive officer. DATED ____________________ _______________________________________________ (NAME OF PARTICIPANT) SIGNED BY: _____________________________________________ (Signature of official) __________________________________________________ (Printed name and title) ATTESTED BY: ___________________________________________ (Signature of official) ___________________________________________________ (Printed name and title) FOR INTERNAL USE ONLY APPROVED AND ACCEPTED: TEXAS SHORT TERM ASSET RESERVE FUND …………………………………………………………………… AUTHORIZED SIGNER *REQUIRED* PLACE OFFICIAL SEAL OF ENTITY HERE Robert B. Scott Executive Director of Administrative Services 972-569-1062 Ron K. Patterson bscott@prospertx.gov Interim Town Manager 972-569-1010 Robyn D. Battle rpatterson@prospertx.gov Executive Director of Communications 972-569-1011 Michelle Lewis Sirianni rbattle@prospertx.gov Town Secretary 972-569-1073 mlsirianni@prospertx.gov bscott@prospertx.gov Town of Prosper David F. Bristol, Mayor Michelle Lewis Sirianni, Town Secretary Page 92 Item 9. Page 1 of 2 To: Mayor and Town Council From: Robert B. Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: Audit Services Town Council Meeting – September 13, 2022 Agenda Item: Consider authorizing the Town Manager to amend an existing contract by changing the scope of services with Pattillo, Brown Hill L.L.P. (PBH) from external audit services to professional services for an amount not to exceed $45,000.00. Description of Agenda Item: Pattillo Brown Hill is in the fifth and final year of serving as external financial auditor for the Town’s audited financial statements. Recently the Town experienced significant turnover in the Finance Department, including the resignations of the Finance Director and the Accounting Manager. Given the timing of the resignations, it will be impossible to hire and train replacements prior to the Town’s September 30, 2022, year-end. Having audited the Town’s financial records for the past four years, PBH is familiar with Prosper’s financial records and has offered to provide assistance with year-end close and preparation of the financial statements. The Town has already issued a Request for Proposal for new auditors for the FY 2022-2026 audits. Specific agreed upon services include: 1) Conducting a planning meeting in mid-September to identify needs and timing of assistance; 2) On-site assistance with year-end closing at the end of September; 3) Periodic availability to answer questions as staff continues with year-end processes and assist with the preparation of schedules requested by the auditors; 4) Preparation of financial statements, notes, and formatting of statistical section; 5) Evaluation of internal controls and processes to assist new staff in the achievement of their objectives; and 6) Assistance in implementing new GASB’s or addressing GFOA prior year Certificate comments. Budget Impact: Amounts sufficient to pay for the described services were previously budgeted for the audit. Upon award of the new audit contract a budget amendment will need to be approved. Prosper is a place where everyone matters. FINANCE DEPARTMENT Page 93 Item 10. Page 2 of 2 Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the foregoing documentation as to form and legality. Town Staff Recommendation: Town staff recommends the Town Council to approve authorizing the Interim Town Manager to amend an existing contract by changing the scope of services with Pattillo, Brown Hill L.L.P. (PBH) from external audit services to professional services for an amount not to exceed $45,000.00. Proposed Motion: I move to approve authorizing the Interim Town Manager to amend an existing contract by changing the scope of services with Pattillo, Brown Hill L.L.P. (PBH) from external audit services to professional services for an amount not to exceed $45,000.00. Page 94 Item 10. Economic Development Corporation Prosper is a place where everyone matters. To: Mayor and Town Council From: Mary Ann Moon, Executive Director of Economic Development Through: Ron K. Patterson, Interim Town Manager Re: FY 2022-2023 EDC Budget Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Consider and act upon adopting the FY 2022-2023 Prosper Economic Development Corporation budget. Description of Agenda Item: Section 21 of the Development Corporation Act of 1979 (Texas Revised Civil Statutes Article 5190.6), the “Act,” provides that the Town shall approve all programs and expenditures of the development corporation and shall annually review any financial statements of the corporation. It further provides that at all times the Town will have access to the books and the records of the development corporation. Additionally, Section 23(a)(13) of the Act states that the powers of the corporation shall be subject at all times to the control of the Town’s governing body. The Prosper Economic Development Corporation budget was approved by the Prosper EDC Board on August 17, 2022. Budget Impact: There is no impact to the Town of Prosper’s General Fund as the Prosper Economic Development Corporation (Prosper EDC) is funded wholly by a half-cent of the local sales tax revenue. Since approved by Prosper citizens in 1996, the Prosper EDC has endeavored as its mission to “create jobs and capital investment” with the aim of expanding the local commercial property tax base and sales tax base, thereby lessening the property tax burden on homeowners. Attachments: 1. PEDC FY 2022-2023 Budget PEDC Board Recommendation: The Prosper EDC Board recommends that the Town Council review and adopt the FY 2022-2023 Prosper Economic Development Corporation budget. Proposed Motion: I move to adopt the FY 2022-2023 Prosper Economic Development Corporation budget. Page 95 Item 11. 9/1/2022 Final Approved/Amended Actual to Date PROPOSED FY 2020-2021 FY 2021-2022 FY 2021-2022 FY 2022-2023 REVENUES ##4120 65 00 Sales Tax 3,129,614$ 4,205,836$ 4,753,738$ 5,561,403$ ##4610 65 00 Interest on Investments 39,000$ 30,000$ 53,646$ 72,000$ ##0000 65 00 Contributions/Donations Revenue ##4910 65 00 Other Revenue 22,500$ ##4920 65 00 Lease Proceeds 13,291$ ##4990 65 00 Gain/Loss-Sale of Fi 187,299$ Total Revenues 3,191,114$ 4,235,836$ 5,007,974$ 5,633,403$ EXPENSES Personnel Services - Salary ##5110 65 00 Salaries & Wages 349,850$ 324,449$ 238,198$ 331,869$ ##5115 65 00 Salaries - Overtime -$ ##5140 65 00 Salaries - Longevity Pay 500$ 490$ 430$ 670$ ##5141 65 00 Salary Incentive 40,000$ 57,862$ 57,861$ 50,000$ ##5142 65 00 Car Allowance 15,600$ 12,000$ 11,000$ 12,000$ ##5143 65 00 Cell Phone Allowance 2,880$ 1,500$ 1,525$ 2,400$ ##0000 65 00 Temporary Salaries -$ Total Salary 408,830$ 396,301$ 309,014$ 396,939$ Personnel Services - Benefit ##5145 65 00 Social Security Expense 22,868$ 17,817$ 12,702$ 18,052$ ##5150 65 00 Medicare Expense 5,349$ 4,908$ 4,211$ 5,018$ ##5155 65 00 Unemployment (SUTA)486$ 486$ 18$ 486$ ##5160 65 00 Health Insurance 19,296$ 30,744$ 21,615$ 30,744$ ##5162 65 0 HSA Expense 3,000$ 4,200$ ##5165 65 00 Dental Insurance 872$ 1,296$ 755$ 1,368$ ##5170 65 00 Life Insurance 338$ 338$ 249$ 338$ ##5175 65 00 Liability (TML) Worker's Comp 996$ 779$ 576$ 796$ ##5176 65 00 TML Prop. & Liab. Insurance -$ -$ -$ -$ ##5180 65 00 TMRS-Expense 50,678$ 48,228$ 42,839$ 48,861$ ##5185 65 00 Long Term/Short Term Disability 665$ 617$ 447$ 631$ ##5186 65 00 WELLE-Wellness Prog Reimb-Empl 600$ 1,200$ 670$ 1,200$ ##0000 20 83 Relocation Expenses -$ -$ -$ -$ Total Benefits 102,148$ 106,413$ 87,081$ 111,694$ Operating, Land & Incentive Expenses ##5189 65 00 Admin. Fees to Town 15,000$ 15,500$ 13,750$ 15,500$ ##5190 65 00 Contract Labor 10,000$ 75,000$ 40,000$ 75,000$ ##5191 65 00 Hiring Cost -$ -$ -$ -$ ##5210 65 00 Office Supplies 2,500$ 5,000$ 1,814$ 5,000$ ##5212 65 00 Building Supplies 800$ 1,000$ -$ 1,000$ ##5220 65 00 Office Equip & Furniture 8,000$ 10,000$ 9,925$ 10,000$ ##5230 65 00 Dues & Subscriptions 20,000$ 20,000$ 19,511$ 20,000$ ##5240 65 00 Postage & Freight 1,000$ 1,000$ 461$ 1,030$ ##5265 65 00 Promotional Expense 45,000$ 62,696$ 14,386$ 87,550$ ##5268 65 00 Sponsorships & Donations 2,500$ 25,000$ ##5280 65 00 Printing and Reproduction 5,000$ 2,500$ -$ 2,575$ ##5305 65 00 Chapter 380 Program Grant 470,972$ 1,000,000$ 805,105$ 1,500,000$ ##5310 65 00 Rental/Office Lease 28,548$ 1$ 1$ 1$ ##5330 65 00 Copier Expense 5,500$ 5,000$ 1,992$ 5,000$ ##5340 65 00 Building Repairs 500$ 500$ -$ 10,000$ ##5410 65 00 Professional Services 415,452$ 353,501$ 28,177$ 100,000$ ##5412 65 00 Audit Fees 2,494$ 2,500$ 2,375$ 3,500$ ##5414 65 00 Appraisal/Tax Fees -$ 4,442$ 4,442$ 5,000$ ##5418 65 00 IT Fees -$ -$ -$ -$ ##5430 65 00 Legal Fees 5,000$ 10,000$ 8,467$ 25,000$ ##5480 65 00 Contracted Services -$ -$ -$ -$ ##5510 65 0 Liability Insurance -$ -$ -$ -$ ##5520 65 00 Telephones-Cable -$ -$ -$ ##5521 65 00 Cell Phone Expense -$ -$ -$ -$ ##5523 65 00 Water -$ 700$ 556$ 700$ ##5524 65 00 Gas - Office -$ -$ -$ -$ ##5525 65 00 Electricity - Office -$ 4,000$ 2,684$ 4,000$ ##5526 65 00 Mobile Data Network 1,000$ 1,000$ 760$ 1,000$ ##5530 65 00 Travel/Lodging/Meals Expense 5,000$ 20,000$ 23$ 5,000$ ##5531 65 00 Prospect Mtgs/Business Meals 10,000$ 10,000$ 6,963$ 10,000$ ##5533 65 00 Mileage Expense 500$ 500$ 240$ 500$ ##5536 65 00 Training/Seminars 3,000$ 10,000$ 1,548$ 5,000$ ##5600 65 0 Special Events 25,000$ 20,634$ 25,000$ ##6015 65 00 Project Incentives 100,000$ 1,500,000$ 525,982$ 2,000,000$ ##7100 65 0 Operating Transfer Out Total Expenses 1,155,266$ 3,139,840$ 1,512,296$ 3,942,356$ Total Operating Costs 1,666,244$ 3,642,554$ 1,908,391$ 4,450,989$ Net Income 1,524,870$ 593,282$ 3,099,583$ 1,182,414$ Page 96 Item 11. Page 1 of 2 To: Mayor and Town Council From: Mary Branch, RS, Health & Code Compliance Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Collin County Animal Shelter & Control Services Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon approving Amendment Sixteen to the Interlocal Agreements between Collin County and the Town of Prosper, Texas, for Animal Sheltering Services and Animal Control Services; and authorizing the Interim Town Manager to execute the same. Description of Agenda Item: Collin County, the Town of Prosper, and several other municipalities (collectively referred to as "Parties") identified a need for an animal shelter in Collin County, for their mutual benefit. In 2006, the Parties entered into an Interlocal Agreement for the Facility Construction and Use of an Animal Shelter in Collin County. The shelter was constructed, and the Parties pay an annual fee to Collin County for the maintenance, operations, and use of the shelter. The Animal Sheltering Services provided by the County include, but are not limited to, receiving stray animals, caring for impounded animals, and coordinating adoptions and returns, when possible. Additionally, the Town of Prosper and Collin County entered into an Interlocal Agreement in 2006, authorizing Collin County to provide Animal Control Services for the Town of Prosper. The Animal Control Services provided by the County include, but are not limited to, vaccination of animals, reporting of human exposure to rabies, quarantining and testing of biting animals, reduction of the stray animal population, restraint of dangerous animals, prohibition of dogs running at large an d of inhumane treatment of animals, and other related services; and to prescribe penalties for violation of such provisions in accordance with Chapters 822, 825, and 826 of the Texas Health & Safety Code, and Chapter 142 of the Agriculture Code. The initial term of the Agreements was one year, with automatic one-year renewal terms. These Amendments to the Agreements represent the sixteenth renewal term for the period of October 1, 2022, to September 30, 2023, and the associated fees for services. Prosper is a place where everyone matters. CODE COMPLIANCE Page 97 Item 12. Page 2 of 2 Local governments are authorized by the Interagency Cooperation Act, V.T.C.A. Government Code, Title 7, Chapter 771, to agree or contract with another agency for the provision of necessary and authorized services and resources. The Town of Prosper and several other municipalities contract with Collin County for these services. Budget Impact: The fee for Animal Sheltering Services for FY 2022-2023 is $29,370. This is a $301 increase from last fiscal year. The fee for Animal Control Services for FY 2022-2023 is $57,846. This is a $4,702 decrease from last fiscal year. The fees will be funded by Code Compliance Contracted Services (100-5480-40-02). Legal Obligations and Review: Amendments are a standard format that was previously reviewed by Terrence Welch, of Brown & Hofmeister, L.L.P., as to form and legality. Attached Documents: 1. Amendment 16 for Animal Sheltering Services 2. FY 2023 Animal Shelter Billing Worksheet 3. Amendment 16 for Animal Control Services 4. FY 2023 Animal Control Billing Worksheet Town Staff Recommendation: Town staff recommends approving Amendment Sixteen to the Interlocal Agreements between Collin County and the Town of Prosper, Texas, for Animal Sheltering Services and Animal Control Services; and authorizing the Interim Town Manager to execute the same. Proposed Motion: I move to approve Amendment Sixteen to the Interlocal Agreements between Collin County and the Town of Prosper, Texas, for Animal Sheltering Services and Animal Control Services; and authorize the Interim Town Manager to execute the same. Page 98 Item 12. 1 Office of the Purchasing Agent Collin County Administration Building Contract Modification Document 2300 Bloomdale Rd, Ste 3160 McKinney, TX 75071 972-548-4165 Vendor:Contract No. Contract: Item #1 The agreement will be renewed for a period of one (1) year, beginning October 1, 2022, through and including September 30, 2023, at the rate below. Item #2 Total Amount for fiscal year 2023: $29,370.00 Amendment No.16 has been accepted and authorized by authority of Collin County Commissioners Court by Court Order No.______________________ effective on 10/1/2022. ACCEPTED BY: SIGNATURE SIGNATURE Michelle Charnoski, NIGP-CPP, CPPB (Print Name)(Print Name) TITLE:TITLE: DATE: DATE: Town of Prosper P.O. Box 307 Prosper, TX 75078 10100-09 Interlocal Agreement for Facility Construction and use of an Animal Shelter in Collin County YOU ARE DIRECTED TO MAKE THE FOLLOWING MODIFICATION TO THIS CONTRACT Except as provided herein, all terms and conditions of the contract remain in full force and effect and may only be modified in writing signed by both parties. Purchasing Agent Page 99 Item 12. 2 Amendment No. 15 Court Order No.Summary Amendment No. 16 Court Order No.Summary Awarded by Court Order No. HISTORICAL INFORMATION 2021-1065-10-25 2006-891-09-26 Renewal Agreement extended and fees Page 100 Item 12. % of Charges FY23 Budgeted M&O and Per. FY23 Capital Contribution** FY23 Total Cost before Adjust. Less FY21 Fees Collected Less Adjustments for FY21 Budget vs. Actual FY23 Total Billed Anna 2.47% 30,832$ 1,481$ 32,313$ 1,463$ 4,935$ 25,915$ Celina 1.56% 19,434$ 933$ 20,367$ 922$ 3,111$ 16,334$ Fairview 2.72% 34,009$ 1,634$ 35,642$ 1,614$ 5,444$ 28,585$ Farmersville 1.00% 12,520$ 601$ 13,121$ 594$ 2,004$ 10,523$ Frisco 32.03% 400,072$ 19,216$ 419,288$ 18,984$ 64,036$ 336,268$ McKinney 37.97% 474,257$ 22,779$ 497,036$ 22,504$ 75,910$ 398,622$ Melissa 1.38% 17,191$ 826$ 18,017$ 816$ 2,752$ 14,450$ Princeton 1.91% 23,918$ 1,149$ 25,067$ 1,135$ 3,828$ 20,104$ Prosper 2.80% 34,943$ 1,678$ 36,622$ 1,658$ 5,593$ 29,370$ Collin County 16.17%201,998$ 9,702$ 211,700$ 9,585$ 32,332$ 169,783$ TOTAL 100% 1,249,175$ 60,000$ 1,309,175$ 59,275$ 199,945$ 1,049,955$ Total Billed: 1,277,795$ FY21 Billed:1,192,525$ Smaller Entities:28,620$ FY21 Actual:1,051,743$ TOTAL for Original: 1,249,175$ FY21 Difference: 140,782$ Diff w/ Cap Return 199,945$ % of Charges FY23 Budgeted M&O and Per. FY23 Capital Contribution** FY23 Total Cost before Adjust. Less FY21 Fees Collected Less Adjustments for FY21 Budget vs. Actual FY23 Total Billed Lavon 3,100$ 3,100$ Lucas 14,970$ 14,970$ Nevada 1,550$ 1,550$ Weston 2,500$ 2,500$ Van Alstyne MUD No. 2 2,000$ 2,000$ Blue Meadow MUD No. 1 1,500$ 1,500$ Raintree MUD 1,500$ 1,500$ Van Alstyne MUD No. 3 1,500$ 1,500$ TOTAL 28,620$ 28,620$ Grand Total: 1,078,575$ FY 2023 Animal Shelter Billing Worksheet Larger Entities / Original Entities Smaller Entities / Added Later Grand Total is the total billed amount for the larger and smaller entities combined. Adjust for FY21 Budget vs. ActualFY23 Billing Breakout In FY 2021 only $836.39 was spent of the $60,000 Capital Contribution. The unused funds totaling $59,163.61 are reflected in the FY21 adjustments. Page 101 Item 12. 1 Office of the Purchasing Agent Collin County Administration Building Contract Modification Document 2300 Bloomdale Rd, Ste 3160 McKinney, TX 75071 972-548-4165 Vendor:Contract No. Contract: Item #1 The agreement will be renewed for a period of one (1) year, beginning October 1, 2022, through and including September 30, 2023, at the rate below. Item #2 Total Amount for fiscal year 2023: $57,846.00 Amendment No.16 has been accepted and authorized by authority of Collin County Commissioners Court by Court Order No.______________________ effective on 10/1/2022. ACCEPTED BY: SIGNATURE SIGNATURE Michelle Charnoski, NIGP-CPP, CPPB (Print Name)(Print Name) TITLE:TITLE: DATE: DATE: Services YOU ARE DIRECTED TO MAKE THE FOLLOWING MODIFICATION TO THIS CONTRACT Except as provided herein, all terms and conditions of the contract remain in full force and effect and may only be modified in writing signed by both parties. Purchasing Agent Town of Prosper P.O. Box 307 Prosper, TX 75078 10110-09 Interlocal Agreement for Animal Control Page 102 Item 12. 2 Amendment No. 15 Court Order No.Summary Amendment No. 16 Court Order No.Summary 2021-1064-10-25 2006-879-09-26 Renewal Agreement extended and fees Awarded by Court Order No. HISTORICAL INFORMATION Page 103 Item 12. % of Charges FY23 Budgeted M&O and Per. FY23 Capital Contribution** FY23 Total Cost before Adjust. Less Smaller Entities Less Adjustments for FY21 Budget vs. Actual FY23 Total Billed Anna 8.51% 55,778$ 1,702$ 57,480$ 2,787$ 3,652$ 51,041$ Celina 5.36% 35,157$ 1,073$ 36,230$ 1,757$ 2,302$ 32,171$ Fairview 9.39% 61,525$ 1,877$ 63,402$ 3,074$ 4,028$ 56,300$ Melissa 4.74% 31,100$ 949$ 32,049$ 1,554$ 2,036$ 28,459$ Princeton 6.60% 43,270$ 1,320$ 44,590$ 2,162$ 2,833$ 39,595$ Prosper 9.64% 63,215$ 1,929$ 65,144$ 3,159$ 4,138$ 57,846$ Collin County 55.75%365,429$ 11,150$ 376,579$ 18,261$ 23,924$ 334,395$ Totals 100% 655,474$ 20,000$ 675,474$ 32,755$ 42,912$ 599,807$ Total Billed:655,474$ FY21 Billed 626,785$ Smaller Entities:32,755$ FY21 Actual 583,873$ Total +/- back 622,719$ Total +/- back 42,912$ % of Charges FY23 Budgeted M&O and Per. FY23 Capital Contribution** FY23 Total Cost before Adjust. Less Smaller Entities Less Adjustments for FY21 Budget vs. Actual FY23 Total Billed Lavon 3,150$ 3,150$ Lucas 19,030$ 19,030$ Nevada 1,575$ 1,575$ Weston 2,500$ 2,500$ Van Alstyne MUD No. 2 2,000$ 2,000$ Blue Meadow MUD No. 1 1,500$ 1,500$ Raintree MUD 1,500$ 1,500$ Van Alstyne MUD No. 3 1,500$ 1,500$ 32,755$ 32,755$ Grand Total: 632,562$ Grand Total is the total billed amount for the larger and smaller entities combined. FY 2023 Animal Control Billing Worksheet Larger Entities / Original Entities **Yearly Capital Charge Covers Any/All Equipment Replacement Costs Total cost before adjustments is calculated by taking the adopted operating budget for the upcoming year and adding $20,000 for Capital Contribuitons. To get the total billed amount subtract the flat contract amounts for the smaller entities and entities added at a later time and subtract out the adjustments from the last closed fiscal year to true up the expeditures. See below the adjustment calculation. Smaller Entities / Added Later Adjust. for FY21 Budget vs. ActualFY23 Billing Breakout Page 104 Item 12. Page 1 of 2 To: Mayor and Town Council From: Michelle Lewis Sirianni, Town Secretary Through: Ron K. Patterson, Interim Town Manager Robyn Battle, Executive Director of Community Services Re: Municipal Judge Agreement Town Council Meeting – September 14, 2022 Agenda Item: Consider and act upon the appointment of a Municipal Judge, and authorize the Mayor to execute an agreement for same. Description of Agenda Item: Article IV, Section 4.03 of the Town Charter requires the Town Council to appoint a Municipal Judge by the affirmative vote of a majority of the full membership of the Town Council . The Municipal Judge is appointed to a term of two years, and may be appointed to additional consecutive terms. If reappointed, the Judge’s new term will begin on October 1, 2022, and end on September 30, 2024. Judge David Moore has been the Municipal Judge for the Town of Prosper for over twenty years and has served as Municipal Judge for various communities in Collin County and Denton County for over thirty years. Judge Moore has expressed his desire to continue serving as the Municipal Judge for the Town of Prosper. Judge Moore is compensated according to a monthly retainer compensation plan of Four Thousand Two Hundred and No/100 Dollars, which is reflected in the attached agreement. Budget Impact: Compensation for the Municipal Judge is a budgeted item, and is paid from the Judicial Services Account. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has reviewed the proposed agreement as to form and legality. Attached Documents: 1. Agreement Town Staff Recommendation: Town staff recommends the reappointment of Judge David Moore as the Municipal Judge for the Town of Prosper for a two-year term, and authorizing the Mayor to execute an agreement for same. Prosper is a place where everyone matters. TOWN SECRETARY Page 105 Item 13. Page 2 of 2 Proposed Motion: I move to reappoint Judge David Moore as the Municipal Judge for the Town of Prosper for a two- year term, and authorize the Mayor to execute an agreement for same. Page 106 Item 13. MUNICIPAL COURT JUDGE AGREEMENT On or about October 1, 2022, the Mayor of the Town of Prosper, with the concurrence of the Town Council for the Town of Prosper {"Town"), reappointed David Moore to serve as the Municipal Court Judge ("Judge") for the Town. This Agreement ("Agreement") shall become effective on October 1, 2022, subject to the following terms and conditions for such professional services. Section 1. Appointment and Term. The Judge is appointed in accordance with Section 4.03 of the Town Charter, and upon majority vote of the full Town Council. The Judge shall serve a term of two (2) years, beginning on October 1, 2022, and concluding on September 30, 2024, unless otherwise terminated pursuant to the terms referenced herein. Section 2. Duties. a. The Judge shall perform the functions and duties specified in the applicable sections of the Town Charter and Town Ordinances and shall perform such other legally permissible and proper duties and functions as the Town shall assign from time to time. Upon request, the Judge shall provide the Town Council with periodic updates of matters in the Prosper Municipal Court, either in writing or in person at scheduled Town Council meetings. b. The Judge shall perform all services and duties customarily performed by a judge of a municipal court in the State of Texas including establishing and maintaining a Courthouse Security Committee required by the Judicial and Courthouse Security Act of 2017. c. The Judge is required to keep abreast of state law and local ordinances, including state, mandated fees for the Prosper Municipal Court. Although a recognized function of judicial discretion, the Judge shall endeavor to enforce the law consistently and within suggested state guidelines. The Judge shall apply the law and enter judgments in accordance with State law and local ordinances, shall abide by all mandatory provisions of the law, and shall not create or apply exceptions where none exist under law. Judicial discretion shall only be applied where allowed under law. d. The Judge shall operate within the docket schedule prepared and coordinated by the Judge, the Court Administrator, the Municipal Court Prosecutor, the Town Attorney and the Town Manager, or designees thereof. The Judge shall timely perform all duties, including, but not limited to, the dockets set forth in the docket schedule. Section 3. Applicable Terms and Conditions; Termination. a. The Judge shall be, at all times and for all purposes, an independent contractor of the Town, as that term is defined by Texas legal authority. The Judge agrees that no property right shall be created by the execution of this Agreement. b. The Judge shall serve at the pleasure of the Town Council. This Agreement and the Judge's services may be terminated at any time by the Town Council, with or without cause, and with or without notice. MUNICIPAL COURT JUDGE AGREEMENT – Page 1 Section 4. Municipal Court. Page 107 Item 13. Page 108 Item 13. a. Court shall commence promptly for scheduled docket times on designated court dates. The Judge shall make every effort to take the bench and convene court dockets at the designated docket time. b. Court shall convene the first, second, third and fourth Tuesday and Thursday of every month and the first, second, and fourth Wednesday of each month. The fourth Wednesday being designated for bench and jury trials. The Municipal Court Judge will maintain office hours to complete the necessary post docket work. Virtual court sessions are part of the regular court session and will be available as necessary which may replace one or more scheduled in-person court dates listed in this section. Section 5. Compensation and Evaluation. a. As compensation for all required services, and as outlined above, the Town agrees to pay to the Judge according to a monthly retainer compensation plan of Four Thousand Two Hundred and No/100 Dollars. The Town shall pay the Judge once per month within fifteen days of the first of each month based on contract compensation . b. The Town Council will endeavor to periodically evaluate the Judge. Section 6. General Provisions. a. This Agreement shall constitute the entire understanding and agreement between the parties. b. This Agreement shall become effective on October 1, 2022. c. This Agreement shall be governed by the laws of the State of Texas and venue for any proceeding related to this Agreement shall be in Collin County, Texas . d. If any provision contained in this Agreement is held to be unconstitutional, invalid, or unenforceable, the remainder of this Agreement shall be deemed severable, shall not be affected, and shall remain in full force and effect. e. The Judge shall comply with all provisions of the Texas Code of Judicial Conduct. f. The Judge is an officer of the Town and will be provided insurance coverage for any claims arising in the course and scope of performing his duties to the Town. ACKNOWLEDGED AND ACCEPTED: _______________________________ ___________________________________ David Moore David F. Bristol, Mayor Town of Prosper, Texas _______________________________ ___________________________________ Date Signed Date Signed MUNICIPAL COURT JUDGE AGREEMENT – Page 2 Page 109 Item 13. Page 1 of 2 To: Mayor and Town Council From: Paul Naughton, RLA, Parks Planning Manager Through: Ron Patterson, Interim Town Manager Robyn Battle, Executive Director of Community Services Dan Baker, MBA, Director of Parks and Recreation Re: Pecan Grove Park Phase II Town Council Meeting - September 13, 2022 Agenda Item: Consider and act upon awarding CSP No. 2022-54-B to Ratliff Hardscape, Ltd. related to construction services for the Pecan Grove Park, Ph 2 (2145-PK), and authorizing the Interim Town Manager to execute a construction agreement for same. Description of Agenda Item: On June 30, 2022, at 2:00 PM, two (2) Competitive Sealed Proposals (CSP) were received for the Pecan Grove Park, Ph 2. The project was advertised using the Competitive Sealed Proposal Construction procurement method to allow the Town to award the project to the contractor that offers the best value proposal based on the following criteria:  Qualifications and Experience (30%)  Proposed Project Timeline (20%)  Cost Proposal (50%) The verified proposal totals ranged between $991,718,50 and $1,140,605.26. The Engineer's Estimate was $740,750.00. The proposed final completion times ranged from 365 calendar days to 398 calendar days. Ratliff Hardscape, Ltd. was the firm that ranked the highest after consideration of Costs, Time, and Qualifications, with a negotiated cost of $798,970.50, and project timeline of 150 calendar days. Ratliff Hardscape costs include the construction of a 10’ wide reinforced concrete trail, a pedestrian bridge, a pavilion, and a playground along with other related improvements. Ratliff Hardscape has completed the Whitley Place Trail Extension Project and the Hays Park Project. Staff checked the references provided and received positive feedback. Prosper is a place where everyone matters. PARKS & RECREATION Page 110 Item 14. Page 2 of 2 Budget Impact: This agreement will be funded from Park Improvement Fee. The Account # is 620-6610-60-00- 2015-PK. The cost for the construction of this project is $798,970.50. The original FY 2021-2022 Capital Improvement Program included $725,000.00 for this project. To increase the overall project budget to $840,000.00, the following additional funding will be allocated in the FY 2022-2023 Capital Improvement Program: $115,000.00 from the same account (Account # 620-6610-60-00-2015-PK). This project will also be reimbursed by the Collin County Funding Assistance Program, which awarded this project $200,500.00. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard construction agreement as to form and legality. Attached Documents: 1. Location Map 2. Proposal Tabulation Summary 3. Evaluation Matrix 4. Construction Agreement Town Staff Recommendation: Town staff recommends that the Town Council award CSP No. 2022-54-B to Ratliff Hardscape, Ltd. related to construction services for the Pecan Grove Park, Ph 2 (2145-PK), and authorize the Interim Town Manager to execute a construction agreement for same. Proposed Motion: I move to award CSP 2022-54-B to Ratliff Hardscape, Ltd. related to construction services for the Pecan Grove Park, Ph 2 (2145-PK), and authorize the Interim Town Manager to execute a construction agreement for same. Page 111 Item 14. Page 112 Item 14. Solicitation Number Solicitation Title Close Date Responding Supplier City State Response Submitted Response Total North Rock Construction Denton TX 6/30/2022 01:50:17 PM (CT)$1,140,605.26 Ratliff Hardscape, Ltd Lewisville TX 6/30/2022 01:09:26 PM (CT)$798,970.50 Certified by: Jay Carter, NIGP-CPP, CPPB, C.P.M. Certified on:June 30, 2022 Purchasing Manager Town of Prosper, Texas **All bids/proposals submitted for the designated project are reflected on this tabulation sheet. However,the listing of the bid/proposal on this tabulation sheet shall not be construed as a comment on the responsiveness of such bid/proposal or as any indication that the agency accepts such bid/proposal as being responsive. The agency will make a determination as to the responsiveness of the vendor responses submitted based upon compliance with all applicable laws, purchasing guidelines and project documents,including but not limited to the project specifications and contract documents. The agency will notify the successful vendor upon award of the contract and, as according to the law, all bid/proposal responses received will be available for inspection at that time. TOWN OF PROSPER PROPOSAL TABULATION SUMMARY CSP No. 2022-54-B Pecan Grove Park - Phase II 6/30/2022 @ 3:00PM 2022-54-B Addendum 1 - Page 1 Page 113 Item 14. CSP NO. 2022-54-B EVALUATION CRITERIA WEIGHTING POINTS WEIGHTED SCORE POINTS WEIGHTED SCORE Cost Proposal 50%7.00 3.50 10.00 5.00 Proposed Project Timeline 20%3.77 0.75 10.00 2.00 Qualifications and Experience 30%8.64 2.59 7.56 2.27 TOTAL 100%6.85 9.27 Pecan Grove Park EVALUATION MATRIX NORTH ROCK RATLIFF HARDSCAPE, Page 114 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 6 CONSTRUCTION AGREEMENT THE STATE OF TEXAS ) ) KNOW ALL MEN BY THESE PRESENTS: COUNTY OF COLLIN ) This Construction Agreement (the "Agreement") is made by and between Ratliff Hardscape, Ltd, a company authorized to do business in Texas, (the "Contractor") and the Town of Prosper, Texas, a municipal corporation (the "Owner"). For and in consideration of the payment, agreements and conditions hereinafter mentioned, and under the conditions expressed in the bonds herein, Contractor hereby agrees to complete the construction of improvements described as follows: CSP NO. 2022-54-B PECAN GROVE PARK – PHASE II in the Town of Prosper, Texas, and all extra work in connection therewith, under the terms as stated in the terms of this Contract, including all Contract Documents incorporated herein; and at his, her or their own proper cost and expense to furnish all superintendence, labor, insurance, equipment, tools and other accessories and services necessary to complete the said construction in accordance with all the Contract Documents, incorporated herein as if written word for word, and in accordance with the Plans, which include all maps, plats, blueprints, and other drawings and printed or written explanatory manner therefore, and the Specifications as prepared by Town of Prosper or its consultant hereinafter called Engineer, who has been identified by the endorsement of the Contractor's written proposal, the General Conditions of this Contract, the Special Conditions of this Contract, the payment, performance, and maintenance bonds hereto attached; all of which are made a part hereof and collectively evidence and constitute the entire Contract. A. Contract Documents and Order of Precedence The Contract Documents shall consist of the following documents: 1.this Construction Agreement; 2.properly authorized change orders; 3.the Special Conditions of this Contract; 4.the General Conditions of this Contract; 5.the Technical Specifications & Construction Drawings of this Contract; 6.the OWNER's Standard Construction Details; 7.the OWNER's Standard Construction Specifications; 8.the OWNER’s written notice to proceed to the CONTRACTOR; 9.the Contractor’s Cost Proposal; 10.any listed and numbered addenda; 11.the Performance, Payment, and Maintenance Bonds; and, 12.any other proposal materials distributed by the Owner that relate to the Project. These Contract Documents are incorporated by reference into this Construction Agreement as if set out here in their entirety. The Contract Documents are intended to be complementary; what is called for by one document shall be as binding as if called for by all Contract Documents. It is specifically provided, however, that in the event of any inconsistency in the Contract Documents, the inconsistency shall be Page 115 Item 14. resolved by giving precedence to the Contract Documents in the order in which they are listed herein above. If, however, there exists a conflict or inconsistency between the Technical Specifications and the Construction Drawings it shall be the Contractor’s obligation to seek clarification as to which requirements or provisions control before undertaking any work on that component of the project. Should the Contractor fail or refuse to seek a clarification of such conflicting or inconsistent requirements or provisions prior to any work on that component of the project, the Contractor shall be solely responsible for the costs and expenses - including additional time - necessary to cure, repair and/or correct that component of the project. B. Total of Payments Due Contractor For performance of the Work in accordance with the Contract Documents, the Owner shall pay the Contractor in current funds an amount not to exceed seven hundred ninety-eight thousand nine hundred seventy dollars and 50 cents ($798,970.50). This amount is subject to adjustment by change order in accordance with the Contract Documents. C. Dates to Start and Complete Work Contractor shall begin work within ten (10) calendar days after receiving a written Notice to Proceed or written Work Order from the Owner. All Work required under the Contract Documents shall be substantially completed within 120 calendar days after the date of the Notice to Proceed for the base proposal. Within 30 additional calendar days after Substantial Completion, all outstanding issues shall be addressed and ready for final payment. Under this Construction Agreement, all references to “day” are to be considered “calendar days” unless noted otherwise. D. CONTRACTOR'S INDEMNITY TO THE OWNER AND OTHERS CONTRACTOR DOES HEREBY AGREE TO WAIVE ALL CLAIMS, RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THE TOWN OF PROSPER (OWNER) TOGETHER WITH ITS MAYOR AND TOWN COUNCIL AND ALL OF ITS OFFICIALS, OFFICERS, AGENTS AND EMPLOYEES, IN BOTH THEIR PUBLIC AND PRIVATE CAPACITIES, FROM AND AGAINST ANY AND ALL CITATIONS, CLAIMS, COSTS, DAMAGES, DEMANDS, EXPENSES, FINES, JUDGMENTS, LIABILITY, LOSSES, PENALTIES, SUITS OR CAUSES OF ACTION OF EVERY KIND INCLUDING ALL EXPENSES OF LITIGATION AND/OR SETTLEMENT, COURT COSTS AND ATTORNEY FEES WHICH MAY ARISE BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR FOR LOSS OF, DAMAGE TO, OR LOSS OF USE OF ANY PROPERTY OCCASIONED BY ERROR, OMISSION, OR NEGLIGENT ACT OF CONTRACTOR, ITS SUBCONTRACTORS, ANY OFFICERS, AGENTS OR EMPLOYEES OF CONTRACTOR OR ANY SUBCONTRACTORS, INVITEES, AND ANY OTHER THIRD PARTIES OR PERSONS FOR WHOM OR WHICH CONTRACTOR IS LEGALLY RESPONSIBLE, IN ANY WAY ARISING OUT OF, RELATING TO, RESULTING FROM, OR IN CONNECTION WITH THE PERFORMANCE OF THIS CONTRACT, AND CONTRACTOR WILL AT HIS OR HER OWN COST AND EXPENSE DEFEND AND PROTECT TOWN OF PROSPER (OWNER) FROM ANY AND ALL SUCH CLAIMS AND DEMANDS. CONTRACTOR DOES HEREBY AGREE TO WAIVE ALL CLAIMS, RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS TOWN OF PROSPER (OWNER) TOGETHER WITH ITS MAYOR AND TOWN COUNCIL AND ALL OF ITS OFFICIALS, OFFICERS, AGENTS, AND EMPLOYEES, FROM AND CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 7 Page 116 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 8 AGAINST ANY AND ALL CITATIONS, CLAIMS, COSTS, DAMAGES, DEMANDS, EXPENSES, FINES, JUDGMENTS, LIABILITY, LOSSES, PENALTIES, SUITS OR CAUSES OF ACTION OF EVERY KIND INCLUDING ALL EXPENSES OF LITIGATION AND/OR SETTLEMENT, COURT COSTS AND ATTORNEYS FEES FOR INJURY OR DEATH OF ANY PERSON OR FOR LOSS OF, DAMAGES TO, OR LOSS OF USE OF ANY PROPERTY, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OF THIS CONTRACT. SUCH INDEMNITY SHALL APPLY WHETHER THE CITATIONS, CLAIMS, COSTS, DAMAGES, DEMANDS, EXPENSES, FINES, JUDGMENTS, LIABILITY, LOSSES, PENALTIES, SUITS OR CAUSES OF ACTION ARISE IN WHOLE OR IN PART FROM THE NEGLIGENCE OF THE TOWN OF PROSPER (OWNER), ITS MAYOR AND TOWN COUNCIL, OFFICERS, OFFICIALS, AGENTS OR EMPLOYEES. IT IS THE EXPRESS INTENTION OF THE PARTIES HERETO THAT THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH IS INDEMNITY BY CONTRACTOR TO INDEMNIFY AND PROTECT TOWN OF PROSPER (OWNER) FROM THE CONSEQUENCES OF TOWN OF PROSPER’S (OWNER'S) OWN NEGLIGENCE, WHETHER THAT NEGLIGENCE IS A SOLE OR CONCURRING CAUSE OF THE INJURY, DEATH OR DAMAGE. IN ANY AND ALL CLAIMS AGAINST ANY PARTY INDEMNIFIED HEREUNDER BY ANY EMPLOYEE OF THE CONTRACTOR, ANY SUB-CONTRACTOR, ANYONE DIRECTLY OR INDIRECTLY EMPLOYED BY ANY OF THEM OR ANYONE FOR WHOSE ACTS ANY OF THEM MAY BE LIABLE, THE INDEMNIFICATION OBLIGATION HEREIN PROVIDED SHALL NOT BE LIMITED IN ANY WAY BY ANY LIMITATION ON THE AMOUNT OR TYPE OF DAMAGES, COMPENSATION OR BENEFITS PAYABLE BY OR FOR THE CONTRACTOR OR ANY SUB-CONTRACTOR UNDER WORKMEN'S COMPENSATION OR OTHER EMPLOYEE BENEFIT ACTS. INDEMNIFIED ITEMS SHALL INCLUDE ATTORNEYS' FEES AND COSTS, COURT COSTS, AND SETTLEMENT COSTS. INDEMNIFIED ITEMS SHALL ALSO INCLUDE ANY EXPENSES, INCLUDING ATTORNEYS' FEES AND EXPENSES, INCURRED BY AN INDEMNIFIED INDIVIDUAL OR ENTITY IN ATTEMPTING TO ENFORCE THIS INDEMNITY. In its sole discretion, the Owner shall have the right to approve counsel to be retained by Contract or in fulfilling its obligation to defend and indemnify the Owner. Contractor shall retain approved counsel for the Owner within seven (7) business days after receiving written notice from the Owner that it is invoking its right to indemnification under this Construction Agreement. If Contractor does not retain counsel for the Owner within the required time, then the Owner shall have the right to retain counsel and the Contractor shall pay these attorneys' fees and expenses. The Owner retains the right to provide and pay for any or all costs of defending indemnified items, but it shall not be required to do so. To the extent that Owner elects to provide and pay for any such costs, Contractor shall indemnify and reimburse Owner for such costs. (Please note that this “broad-form” indemnification clause is not prohibited by Chapter 151 of the Texas Insurance Code as it falls within one of the exclusions contained in Section 151.105 of the Texas Insurance Code.) Page 117 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 9 E.Insurance Requirements Contractor shall procure and maintain for the duration of the contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the vendor, his agents, representatives, employees or subcontractors. The cost of such insurance shall be included in the contractor’s proposal. A certificate of insurance meeting all requirements and provisions outlined herein shall be provided to the Town prior to any services being performed or rendered. Renewal certificates shall also be supplied upon expiration. Certificates holder shall be listed as follows, with the project/contract number referenced: Town of Prosper Attn: Purchasing Manager P.O. Box 307 Prosper, Texas 75078 re: CSP No. 2022-54-B PECAN GROVE PARK – PHASE II 1.Minimum Scope of Insurance Coverage shall be at least as broad as: a.ISO Form Number GL 00 01 (or similar form) covering Comprehensive General Liability. “Occurrence” form only, “claims made” forms are unacceptable. b.Workers’ Compensation insurance as required by the Labor Code of the State of Texas, including Employers’ Liability Insurance. c.Automobile Liability as required by the State of Texas, covering all owned, hired, or non-owned vehicles. Automobile Liability is only required if vehicle(s) will be used under this contract. 2.Minimum Limits of Insurance Contractor shall maintain throughout contract limits not less than: a.Commercial General Liability: $1,000,000 per occurrence / $2,000,000 in the aggregate for third party bodily injury, personal injury and property damage. Policy will include coverage for: 1)Premises / Operations 2)Broad Form Contractual Liability 3)Products and Completed Operations 4)Personal Injury Page 118 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 10 5)Broad Form Property Damage 6)Explosion Collapse and Underground (XCU) Coverage. b.Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of Texas and Statutory Employer’s Liability minimum limits of $100,000 per injury, $300,000 per occurrence, and $100,000 per occupational disease. c.Automobile Liability: $1,000,000 Combined Single Limit. Limits can only be reduced if approved by the Town. Automobile liability shall apply to all owned, hired and non - owned autos. d.Builders’ Risk Insurance: Completed value form, insurance carried must be equal to the completed value of the structure. Town shall be listed as Loss Payee. e.$1,000,000 Umbrella Liability Limit that follows form over underlying Automobile Liability, General Liability, and Employers Liability coverages. 3.Deductible and Self-Insured Retentions Any deductible or self-insured retentions in excess of $10,000 must be declared to and approved by the Town. 4.Other Insurance Provisions The policies are to contain, or be endorsed to contain the following provisions: a.General Liability and Automobile Liability Coverage 1)The Town, its officers, officials, employees, boards and commissions and volunteers are to be added as “Additional Insured’s” relative to liability arising out of activities performed by or on behalf of the contractor, products and completed operations of the contractor, premises owned, occupied or used by the contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Town, its officers, officials, employees or volunteers. 2)The contractor’s insurance coverage shall be primary insurance in respects to the Town, its officers, officials, employees and volunteers. Any insurance or self- insurance maintained by the Town, its officers, officials, employees or volunteers shall be in excess of the contracto r’s insurance and shall not contribute with it. Page 119 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 11 3) Any failure to comply with reporting provisions of the policy shall not affect coverage provided to the Town, its officers, officials, employees, boards and commissions or volunteers. 4) The contractor’s insurance shall apply separately to each insured against whom the claim is made or suit is brought, except to the limits of the insured’s limits of liability. b. Workers’ Compensation and Employer’s Liability Coverage The insurer shall agree to waive all rights of subrogation against the Town, its officers, officials, employees and volunteers for losses arising from work performed by the contractor for the Town. c. All Coverages Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled or non-renewed by either party, reduced in coverage or in limits except after 30 days written notice to the Town for all occurrences, except 10 days written notice to the Town for non-payment. 5. Acceptability of Insurers The Town prefers that Insurance be placed with insurers with an A.M. Best’s rating of no less than A- VI, or better. 6. Verification of Coverage Contractor shall provide the Town with certificates of insurance indicating coverage’s required. The certificates are to be signed by a person authorized by that insurer to bind coverage on its behalf. Certificates of Insurance similar to the ACORD Form are acceptable. Town will not accept Memorandums of Insurance or Binders as proof of insurance. The Town reserves the right to require complete, certified copies of all required insurance policies at any time. F. Performance, Payment and Maintenance Bonds The Contractor shall procure and pay for a Performance Bond applicable to the work in the amount of one hundred fifteen percent (115%) of the total proposed price, and a Payment Bond applicable to the work in the amount of one hundred percent (100%) of the total proposed price. The Contractor shall also procure and pay for a Maintenance Bond applicable to the work in the amount of one hundred percent (100%) of the total proposed price. The period of the Maintenance Bond shall be two years from the date of acceptance of all work done under the contract, to cover the guarantee as set forth in this Construction Agreement. The performance, payment and maintenance bonds shall be issued in the form attached to this Construction Agreement as Exhibits A, B and C. Other performance, payment and Page 120 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 12 maintenance bond forms shall not be accepted. Among other things, these bonds shall apply to any work performed during the two-year warranty period after acceptance as described in this Construction Agreement. The performance, payment and maintenance bonds shall be issued by a corporate surety, acceptable to and approved by the Town, authorized to do business in the State of Texas, pursuant to Chapter 2253 of the Texas Government Code. Further, the Contractor shall supply capital and surplus information concerning the surety and reinsurance information concerning the performance, payment and maintenance bonds upon Town request. In addition to the foregoing requirements, if the amount of the bond exceeds One Hundred Thousand Dollars ($100,000) the bond must be issued by a surety that is qualified as a surety on obligations permitted or required under federal law as indicated by publication of the surety’s name in the current U.S. Treasury Department Circular 570. In the alternative, an otherwise acceptable surety company (not qualified on federal obligations) that is authorized and admitted to write surety bonds in Texas must obtain reinsurance on any amounts in excess of One Hundred Thousand Dollars ($100,000) from a reinsurer that is authorized and admitted as a reinsurer in Texas who also qualifies as a surety or reinsurer on federal obligations as indicated by publication of the surety’s or reinsurer’s name in the current U.S. Treasury Department Circular 570. G.Progress Payments and Retainage As it completes portions of the Work, the Contractor may request progress payments from the Owner. Progress payments shall be made by the Owner based on the Owner's estimate of the value of the Work properly completed by the Contractor since the time the last progress payment was made. The "estimate of the value of the work properly completed" shall include the net invoice value of acceptable, non -perishable materials actually delivered to and currently at the job site on ly if the Contractor provides to the Owner satisfactory evidence that material suppliers have been paid for these materials. No progress payment shall be due to the Contractor until the Contractor furnishes to the Owner: 1.copies of documents reasonably necessary to aid the Owner in preparing an estimate of the value of Work properly completed; 2.full or partial releases of liens, including releases from subcontractors providing materials or delivery services relating to the Work, in a form acceptable to the Owner releasing all liens or claims relating to goods and services provided up to the date of the most recent previous progress payment; 3.an updated and current schedule clearly detailing the project’s critical path elements; and 4.any other documents required under the Contract Documents. Progress payments shall not be made more frequently than once every thirty (30) calendar days unless the Owner determines that more frequent payments are appropriate. Further, progress payments are to be based on estimates and these estimates are subject to correction through the adjustment of subsequent progress payments and the final payment to Contractor. If the Owner determines after final payment that it has overpaid the Contractor, then Contractor agrees to pay to the Owner the overpayment amount specified by the Owner within thirty (30) calendar days after it receives written demand from the Owner. Page 121 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 13 The fact that the Owner makes a progress payment shall not be deemed to be an admission by the Owner concerning the quantity, quality or sufficiency of the Contractor's work. Progress payments shall not be deemed to be acceptance of the Work nor shall a progress payment release the Contractor from any of its responsibilities under the Contract Documents. After determining the amount of a progress payment to be made to the Contractor, the Owner shall withhold a percentage of the progress payment as retainage. The amount of retainage withheld from each progress payment shall be set at five percent (5%). Retainage shall be withheld and may be paid to: 1.ensure proper completion of the Work. The Owner may use retained funds to pay replacement or substitute contractors to complete unfinished or defective work; 2.ensure timely completion of the Work. The Owner may use retained funds to pay liquidated damages; and 3.provide an additional source of funds to pay claims for which the Owner is entitled to indemnification from Contractor under the Contract Documents. Retained funds shall be held by the Owner in accounts that shall not bear interest. Retainage not otherwise withheld in accordance with the Contract Documents shall be returned to the Contractor as part of the final payment. H.Withholding Payments to Contractor The Owner may withhold payment of some or all of any progress or final payment that would otherwise be due if the Owner determines, in its discretion, that the Work has not been performed in accordance with the Contract Documents. The Owner may use these funds to pay replacement or substitute contractors to complete unfinished or defective Work. The Owner may withhold payment of some or all of any progress or final payment that would otherwise be due if the Owner determines, in its discretion, that it is necessary and proper to provide an additional source of funds to pay claims for which the Owner is entitled to indemnification from Contractor under the Contract Documents. Amounts withheld under this section shall be in addition to any retainage. I.Acceptance of the Work When the Work is completed, the Contractor shall request that the Owner perform a final inspection. The Owner shall inspect the Work. If the Owner determines that the Work has been completed in accordance with the Contract Documents, it shall issue a written notice of acceptance of the Work. If the Owner determines that the Work has not been completed in accordance with the Contract Documents, then it shall provide the Contractor with a verbal or written list of items to be completed before another final inspection shall be scheduled. It is specifically provided that Work shall be deemed accepted on the date specified in the Owner's written notice of acceptance of the Work. The Work shall not be deemed to be accepted based on Page 122 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 14 "substantial completion" of the Work, use or occupancy of the Work, or for any reason other than the Owner's written Notice of Acceptance. Further, the issuance of a certificate of occupancy for all or any part of the Work shall not constitute a Notice of Acceptance for that Work. In its discretion, the Owner may issue a Notice of Acceptance covering only a portion of the Work. In this event, the notice shall state specifically what portion of the Work is accepted. J.Acceptance of Erosion Control Measures When the erosion control measures have been completed, the Contractor shall request that the Owner perform a final inspection. The Owner shall inspect the Work. If the Owner determines that the Work has been completed in accordance with the Contract Documents and per TPDES General Construction Permit, it shall issue a written Notice of Acceptance of the Work. If the Owner determines that the Work has not been completed in accordance with the Contract Documents or TPDES General Construction Permi t, then it shall provide the Contractor with a verbal or written list of items to be completed before another final inspection shall be scheduled. K.Final Payment After all Work required under the Contract Documents has been completed, inspected, and accepted, the Town shall calculate the final payment amount promptly after necessary measurements and computations are made. The final payment amount shall be calculated to: 1.include the estimate of the value of Work properly completed s ince the date of the most recent previous progress payment; 2.correct prior progress payments; and 3.include retainage or other amounts previously withheld that are to be returned to Contractor, if any. Final payment to the Contractor shall not be due until the Contractor provides original full releases of liens from the Contractor and its subcontractors, or other evidence satisfactory to the Owner to show that all sums due for labor, services, and materials furnished for or used in connection with the Work have been paid or shall be paid with the final payment. To ensure this result, Contractor consents to the issuance of the final payment in the form of joint checks made payable to Contractor and others. The Owner may, but is not obligated to issue final payment using joint checks. Final payment to the Contractor shall not be due until the Contractor has supplied to the Owner original copies of all documents that the Owner determines are reasonably necessary to ensure both that the final payment amount is properly calculated and that the Owner has satisfied its obligation to administer the Construction Agreement in accordance with applicable law. The following documents shall, at a minimum, be required to be submitted prior to final payment being du e: redline as-built construction plans; consent of surety to final payment; public infrastructure inventory; affidavit of value for public infrastructure; and, final change order(s). “Redline as-built construction plans” shall include, but are not limited to markups for change orders, field revisions, and quantity overruns as applicable. The list of documents contained in this provision is not an exhaustive and exclusive list for every project performed pursuant to these Contract Documents Page 123 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 15 and Contractor shall provide such other and further documents as may be requested and required by the Owner to close out a particular project. Subject to the requirements of the Contract Documents, the Owner shall pay the Final Payment within thirty (30) calendar days after the date specified in the Notice of Acceptance. This provision shall apply only after all Work called for by the Contract Documents has been accepted. L.Contractor’s Warranty For a two-year period after the date specified in a written notice of acceptance of Work, Contractor shall provide and pay for all labor and materials that the Owner determines are necessary to correct all defects in the Work arising because of defective materials or workmanship supplied or provided by Contractor or any subcontractor. This shall also include areas of vegetation that did meet TPDES General Construction Permit during final close out but have since become noncompliant. Forty-five (45) to sixty (60) calendar days before the end of the two-year warranty period, the Owner may make a warranty inspection of the Work. The Owner shall notify the Contractor of the date and time of this inspection so that a Contractor representative may be present. After the warranty inspection, and before the end of the two-year warranty period, the Owner shall mail to the Contractor a written notice that specifies the defects in the Work that are to be corrected. The Contractor shall begin the remedial work within ten (10) calendar days after receiving the written notice from the Town. If the Contractor does not begin the remedial work timely or prosecute it diligently, then the Owner may pay for necessary labor and materials to effect repairs and these expenses shall be paid by the Contractor, the performance bond surety, or both. If the Owner determines that a hazard exists because of defective materials and workmanship, then the Owner may take steps to alleviate the hazard, including making repairs. These ste ps may be taken without prior notice either to the Contractor or its surety. Expenses incurred by the Owner to alleviate the hazard shall be paid by the Contractor, the performance bond surety, or both. Any Work performed by or for the Contractor to fulfill its warranty obligations shall be performed in accordance with the Contract Documents. By way of example only, this is to ensure that Work performed during the warranty period is performed with required insurance and the performance and payment bonds still in effect. Work performed during the two-year warranty period shall itself be subject to a one-year warranty. This warranty shall be the same as described in this section. The Owner may make as many warranty inspections as it deems appropriate. M.Compliance with Laws The Contractor shall be responsible for ensuring that it and any subcontractors performing any portion of the Work required under the Contract Documents comply with all applicable federal, state, county, and municipal laws, regulations, and rules that relate in any way to the performance and completion of the Page 124 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 16 Work. This provision applies whether or not a legal requirement is described or referred to in the Contract Documents. Ancillary/Integral Professional Services: In selecting an architect, engineer, land surveyor, or other professional to provide professional services, if any, that are required by the Contract Documents, Contractor shall not do so on the basis of competitive bids but shall make such selection o n the basis of demonstrated competence and qualifications to perform the services in the manner provided by Section 2254.004 of the Texas Government Code and shall so certify to the Town the Contractor's agreement to comply with this provision with Contractor's bid. N.“Anti-Israel Boycott” Provision In accordance with Chapter 2270, Texas Government Code, a Texas governmental entity may not enter into a contract with a company for the provision of goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. Chapter 2270 does not apply to a (1) a company that is a sole proprietorship; (2) a company that has fewer than ten (10) full-time employees; or (3) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). Unless the company is not subject to Chapter 2270 for the reasons stated herein, the signatory executing this Agreement on behalf of the compan y verifies by its signature to this Contract that the company does not boycott Israel and will not boycott Israel during the term of this Contract. O.Other Items The Contractor shall sign the Construction Agreement, and deliver signed performance, payment and maintenance bonds and proper insurance policy endorsements (and/or other evidence of coverage) within ten (10) calendar days after the Owner makes available to the Contractor copies of the Contract Documents for signature. Six (6) copies of the Contract Documents shall be signed by an authorized representative of the Contractor and returned to the Town. The Construction Agreement "effective date" shall be the date on which the Town Council acts to approve the award of the Contract for the Work to Contractor. It is expressly provided, however, that the Town Council delegates the authority to the Town Manager or his designee to rescind the Contract award to Contractor at any time before the Owner delivers to the Contractor a copy of this Construction Agreement that bears the signature of the Town Manager and Town Secretary or their authorized designees. The purpose of this provision is to ensure: 1.that Contractor timely delivers to the Owner all bonds and insurance documents; and 2.that the Owner retains the discretion not to proceed if the Town Manager or his designee determines that information indicates that the Contractor was not the lowest responsible bidder or that the Contractor cannot perform all of its obl igations under the Contract Documents. THE CONTRACTOR AGREES THAT IT SHALL HAVE NO CLAIM OR CAUSE OF ACTION OF ANY KIND AGAINST OWNER, INCLUDING A CLAIM FOR BREACH OF CONTRACT, NOR SHALL THE OWNER BE REQUIRED TO PERFORM UNDER THE CONTRACT DOCUMENTS, UNTIL THE DATE THE Page 125 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 17 OWNER DELIVERS TO THE CONTRACTOR A COPY OF THE CONSTRUCTION AGREEMENT BEARING THE SIGNATURES JUST SPECIFIED. The Contract Documents shall be construed and interpreted by applying Texas law. Exclusive venue for any litigation concerning the Contract Documents shall be Collin County, Texas. In the event of any disagreement or conflict concerning the interpretation of this Agreement, and such disagreement cannot be resolved by the signatories hereto, the signatories agree to submit such disagreement to non-binding mediation. Although the Construction Agreement has been drafted by the Owner, should any portion of the Construction Agreement be disputed, the Owner and Contractor agree that it shall not be construed more favorably for either party. The Contract Documents are binding upon the Owner and Contractor and shall insure to their benefit and as well as that of their respective successors and assigns. If Town Council approval is not required for the Construction Agreement under applicable law, then the Construction Agreement "effective date" shall be the date on which the Town Manager and Town Secretary or their designees have signed the Construction Agreement. If the Town Manager and Town Secretary sign on different dates, then the later date shall be the effective date. [Signatures continued on following page.] Page 126 Item 14. Page 127Item 14. PERFORMANCE BOND STATE OF TEXAS ) ) COUNTY OF COLLIN ) KNOW ALL MEN BY THESE PRESENTS: That __________________ whose address is __________________________________________________________________________, hereinafter called Principal, and __________________________________________________________, a corporation organized and existing under the laws of the State of ______________________________, and fully licensed to transact business in the State of Texas, as Surety, are held and firmly bound unto the TOWN OF PROSPER, a home-rule municipal corporation organized and existing under the laws of the State of Texas, hereinafter called “Beneficiary”, in the penal sum of seven hundred ninety-eight nine-hundred seventy dollars and fifty cents ($798,970.50) plus fifteen percent (15%) of the stated penal sum as an additional sum of money representing additional court expenses, attorneys’ fees, and liquidated damages arising out of or connected with the below identified Contract in lawful money of the United States, to be paid in Collin County, Texas, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators and successors, jointly and severally, firmly by these presents. The penal sum of this Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract with the Town of Prosper, the Beneficiary, dated on or about the 13th day of September, A.D. 2022, a copy of which is attached hereto and made a part hereof, to furnish all materials, equipment, labor, supervision, and other accessories necessary for the construction of: CSP NO. 2022-54-B PECAN GROVE PARK – PHASE II in the Town of Prosper, Texas, as more particularly described and designated in the above-referenced contract such contract being incorporated herein and made a part hereof as fully and to the same extent as if written herein word for word . NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifications and Contract Documents during the original term thereof and any extension thereof which may be granted by the Beneficiary, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of one (1) year from the date of final completion and final acceptance of the Work by Owner; and, if the Principal shall fully indemnify and save harmless the Beneficiary from and against all costs and damages which Beneficiary may suffer by reason of failure to so perform herein and shall fully reimburse and repay Beneficiary all outlay and expense which the Beneficiary may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action were filed on this Bond, exclusive Venue shall lie in Collin County, Texas. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 19 Page 128 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 20 AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the Work to be performed thereunder or the Plans, Specifications and Drawings, etc., accompanying the same shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work or to the Specifications. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Collin County or Dallas County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vernon’s Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in two copies, each one of which shall be deemed an original, this, the ________ day of ________________, 2022. ATTEST: PRINCIPAL: ___________________________________ Company Name By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Typed/Printed Name Typed/Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax [Signatures continued on following page.] Page 129 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 21 ATTEST: SURETY: By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Printed Name Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax The Resident Agent of the Surety in Collin County or Dallas County, Texas, for delivery of notice and service of the process is: NAME: STREET ADDRESS: CITY, STATE, ZIP: NOTE: Date on Page 1 of Performance Bond must be same date as Contract. Date on Page 2 of Performance Bond must be after date of Contract. If Resident Agent is not a corporation, give a person’s name. Page 130 Item 14. PAYMENT BOND STATE OF TEXAS ) ) COUNTY OF COLLIN ) KNOW ALL MEN BY THESE PRESENTS: That __________________ whose address is ____________________________________________________________________________, hereinafter called Principal, and__________________________________________________________, a corporation organized and existing under the laws of the State of ______________________________, and fully licensed to transact business in the State of Texas, as Surety, are held and firmly bound unto the TOWN OF PROSPER, a home-rule municipal corporation organized and existing under the laws of the State of Texas, hereinafter called “Owner”, and unto all persons, firms, and corporations who may furnish materials for, or perform labor upon the building or improvements hereinafter referred to in the penal sum of seven hundred ninety-eight thousand nine hundred seventy dollars and fifty cent ($798,970.50) (one hundred percent (100%) of the total bid price) in lawful money of the United States, to be paid in Collin County, Texas, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators and successors, jointly and severally, firmly by these presents. The penal sum of this Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract with the Town of Prosper, the Owner, dated on or about the 13th day of September A.D. 2022, a copy of which is attached hereto and made a part hereof, to furnish all materials, equipment, labor, supervision, and other accessories necessary for the construction of: CSP NO. 2022-54-B PECAN GROVE PARK – PHASE II NOW THEREFORE, if the Principal shall well, truly and faithfully perform its duties and make prompt payment to all persons, firms, subcontractors, corporations and claimants supplying labor and/or material in the prosecution of the Work provided for in the above-referenced Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modification to the Surety is hereby expressly waived, then this obligation shall be void; otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action were filed on this Bond, exclusive venue shall lie in Collin County, Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work performed thereunder, or the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Collin County or Dallas County to whom any requisite notices may be delivered and on whom service of process may CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 22 Page 131 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 23 be had in matters arising out of such suretyship, as provided by Article 7.19-1 of the Insurance Code, Vernon’s Annotated Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in two copies, each one of which shall be deemed an original, this, the _______ day of _________________, 2022. ATTEST: PRINCIPAL: ___________________________________ Company Name By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Typed/Printed Name Typed/Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax [Signatures continued on following page.] Page 132 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 24 ATTEST: SURETY: By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Printed Name Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax The Resident Agent of the Surety in Collin County or Dallas County, Texas, for delivery of notice and service of the process is: NAME: STREET ADDRESS: CITY, STATE, ZIP: NOTE: Date on Page 1 of Performance Bond must be same date as Contract. Date on Page 2 of Performance Bond must be after date of Contract. If Resident Agent is not a corporation, give a person’s name. Page 133 Item 14. MAINTENANCE BOND STATE OF TEXAS ) ) COUNTY OF COLLIN ) KNOW ALL MEN BY THESE PRESENTS: That _______________________________ whose address is________________________________________________, hereinafter referred to as “Principal,” and ___________________________________, a corporate surety/sureties organized under the laws of the State of ____________ and fully licensed to transact business in the State of Texas, as Surety, hereinafter referred to as “Surety” (whether one or more), are held and firmly bound unto the TOWN OF PROSPER, a Texas municipal corporation, hereinafter referred to as “Owner,” in the penal sum of seven hundred ninety eight thousand nine hundred seventy dollars and fifty cents ($798,970.50) (one hundred percent (100%) of the total bid price), in lawful money of the United States to be paid to Owner, its successors and assigns, for the payment of which sum well and truly to be made, we bind ourselves, our successors, heirs, executors, administrators and successors and assigns, jointly and severally; and firmly by these presents, the condition of this obligation is such that: WHEREAS, Principal entered into a certain written Contract with the Town of Prosper, dated on or about the 13 day of September, 2022, to furnish all permits, licenses, bonds, insurance, products, materials, equipment, labor, supervision, and other accessories necessary for the construction of: CSP NO. 2022-54-B PECAN GROVE PARK – PHASE II in the Town of Prosper, Texas, as more particularly described and designated in the above-referenced contract, such contract being incorporated herein and made a part hereof as fully and to the same extent as if written herein word for word: WHEREAS, in said Contract, the Principal binds itself to use first class materials and workmanship and of such kind and quality that for a period of two (2) years from the completion and final acceptance of the improvements by Owner the said improvements shall require no repairs, the necessity for which shall be occasioned by defects in workmanship or materials and during the period of two (2) years following the date of final acceptance of the Work by Owner, Principal binds itself to repair or reconstruct said improvements in whole or in part at any time within said period of time from the date of such notice as the Town Manager or his designee shall determine to be necessary for the preservation of the public health, safety or welfare. If Principal does not repair or reconstruct the improvements within the time period designated, Owner shall be entitled to have said repairs made and charge Principal and/or Surety the cost of same under the terms of this Maintenance Bond. NOW, THEREFORE, if Principal will maintain and keep in good repair the Work herein contracted to be done and performed for a period of two (2) years from the date of final acceptance and do and perform all necessary work and repair any defective condition (it being understood that the purpose of this section is to cover all defective conditions arising by reason of defective materials, work or labor performed by Principal) then this obligation shall be void; otherwise it shall remain in full force and effect and Owner shall have and recover from Principal and its Surety damages in the premises as provided in the Plans and Specifications and Contract. PROVIDED, however, that Principal hereby holds harmless and indemnifies Owner from and against any claim or liability for personal injury or property damage caused by and occurring during the performance of said maintenance and repair operation. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 25 Page 134 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 26 PROVIDED, further, that if any legal action be filed on this Bond, exclusive venue shall lie in Collin County, Texas. AND PROVIDED FURTHER, Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the Work performed thereunder, or the Plans, Specifications, Drawings, etc. accompanying same shall in any way affect its obligation on this Bond; and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the Work to be performed thereunder. The undersigned and designated agent is hereby designated by Surety as the resident agent in either Collin or Dallas Counties to whom all requisite notice may be delivered and on whom service of process may be had in matters arising out of this suretyship. IN WITNESS WHEREOF, this instrument is executed in two copies, each one of which shall be deemed an original, on this the _____ day of ____________, 2022. ATTEST: PRINCIPAL: ___________________________________ Company Name By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Typed/Printed Name Typed/Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax [Signatures continued on following page.] Page 135 Item 14. CSP NO: 2022-54-B PECAN GROVE PARK – PHASE II (Document Version 05/22) 27 ATTEST: SURETY: By: _________________________________ By: ________________________________ Signature Signature ____________________________________ ___________________________________ Printed Name Printed Name ____________________________________ ___________________________________ Title Title ____________________________________ ___________________________________ Address Address ____________________________________ ___________________________________ City State Zip City State Zip ___________________________________ ___________________________________ Phone Fax Phone Fax Page 136 Item 14. Page 1 of 2 ENGINEERING SERVICES Prosper is a place where everyone matters. To: Mayor and Town Council From: Hulon T. Webb, Jr., P.E., Interim Executive Director of Development and Infrastructure Services Through: Ron K. Patterson, Interim Town Manager Re: ADA Transition Plan Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Consider and act upon authorizing the Interim Town Manager to execute a Professional Engineering Services Agreement between Kimley - Horn and Associates, Inc., and the Town of Prosper, Texas, related to the development of the Town of Prosper ADA Transition Plan. Description of Agenda Item: Under the federal requirements of the Americans with Disabilities Act, public entities that interact with the public are subject to Title II, which requires state and local governments ensure that individuals with disabilities are not excluded from programs, services, and activities. Agencies must complete a Self-Evaluation that documents the status of ADA compliance for the programs, services, and activities offered to the public. Public entities with 50+ employees are required to have an ADA Transition Plan in place that addresses necessary changes, including prioritization of barriers and development of budgets for improvements, for achieving program accessibility. Additionally, state and regional agencies such as TxDOT and NCTCOG are required to ensure all of their sub-recipients are in compliance with the ADA to stay eligible for federal/state funding, and that includes having a current ADA Transition Plan. The services associated with this agreement consist of the development of the required ADA Transition Plan framework, documentation of the Town’s efforts to-date related to Title II compliance (State & Local Governments – 28 CFR Part 35), inventory of the Town programs, services, activities, facilities, and development of a budget and schedule to complete the Town’s Self-Evaluation. This assignment will also consist of an ADA compliance review of Town design standards, buildings and associated parking lots/paths of travel, parks and associated parking lots/paths of travel, park sidewalk and associated curb ramps, pedestrian bridges, signalized intersections, public rights-of-way sidewalks and associated curb ramps and railroad crossings. Possible solutions to bring any non-compliant elements that are not considered to be a de minimis barrier and are not “safe harbored” into compliance will be provided. An ADA Transition Plan document will be developed and consist of formal documentation of tasks and associated findings. Page 137 Item 15. Page 2 of 2 Budget Impact: The cost for the development of the ADA Transition Plan is $150,000, and a total of $100,000 is budgeted in Account No. 100-5410-98-01. The remaining $50,000 will be allocated to this project from salary savings in the Engineering Services Department. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard Professional Engineering Services Agreement as to form and legality Attachments: 1. Professional Engineering Service Agreement Town Staff Recommendation: Town staff recommends that the Town Council authorize the Interim Town Manager to execute a Professional Engineering Services Agreement between Kimley – Horn and Associates, Inc., and the Town of Prosper, Texas, related to the development of the Town of Prosper ADA Transition Plan. Proposed Motion: I move to authorize the Interim Town Manager to execute a Professional Engineering Services Agreement between Kimley – Horn and Associates, Inc., and the Town of Prosper, Texas, related to the development of the Town of Prosper ADA Transition Plan. Page 138 Item 15. PROFESSIONAL ENGINEERING SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND KIMLEY-HORN AND ASSOCIATES, INC. FOR THE ADA TRANSITION PLAN PROJECT (2215-ST) This Agreement for Professional Engineering Services, hereinafter called "Agreement," is entered into by the Town of Prosper, Texas, a municipal corporation, duly authorized to act by the Town Council of said Town, hereinafter called "Town," and Kimley-Horn and Associates, Inc., a company authorized to do business in Texas, acting through a duly authorized officer, hereinafter called "Consultant," relative to Consultant providing professional engineering services to Town. Town and Consultant when mentioned collectively shall be referred to as the "Parties." WITNESS ETH: WHEREAS, Town desires to obtain professional engineering services in connection with the ADA Transition Plan Project (2215-ST), hereinafter called "Project"; For the mutual promises and benefits herein described, Town and Consultant agree as follows: 1. Term of Agree ment. This Agreement shall become effective on the date of its execution by both Parties, and shall continue in effect thereafter until terminated as provided herein. 2. Services to be Performed by Consultant. The Parties agree that Consultant shall perform such services as are set forth and described in Exhibit A · Scope of Services and incorporated herein as if written word for word. All services provided by Consultant hereunder shall be performed in accordance with the degree of care and skill ordinarily exercised under similar circumstances by competent members of their profession. In case of conflict in the language of Exhibit A and this Agreement, this Agreement shall govern and control. Deviations from the Scope of Services or other provisions of this Agreement may only be made by written agreement signed by all Parties to this Agreement. 3. Prompt Performance by Consultant. Consultant shall perform all duties and services and make all decisions called for hereunder promptly and without unreasonable delay as is necessary to cause Consultant's services hereunder to be timely and properly performed. Notwithstanding the foregoing, Consultant agrees to use diligent efforts to perform the services described herein and further defined in any specific task orders, in a manner consistent with these task orders; however, the Town understands and agrees that Consultant is retained to perform a professional service and such services must be bound, first and foremost, by the principles of sound professional judgment and reasonable diligence. 4. Compensation of Consultant. Town agrees to pay to Consultant for satisfactory completion of all services included in this Agreement a total fee of One Hundred and Fifty Thousand Dollars {$150,000) for the Project as set forth and described in Exhibit B · Compensation Schedule and incorporated herein as if written word for word. Lump sum fees shall be billed monthly based on the percentage of completion. Hourly not to exceed fees shall be billed monthly based on hours of work that have been completed. Direct Costs for expenses such as mileage, copies, scans, sub-consultants, and similar costs are included in fees and shall be billed as completed. Town of Prosper -ADA Transition Plan Scope of Services Page 1 of17 August 22, 2022 Page 139 Item 15. Consultant agrees to submit statements to Town for professional services no more than once per month. These statements will be based upon Consultant's actual services performed and reimbursable expenses incurred, if any, and Town shall endeavor to make prompt payments. Each statement submitted by Consultant to Town shall be reasonably itemized to show the amount of work performed during that period. lfTown fails to pay Consultant within sixty (60) calendar days of the receipt of Consultant's invoice, Consultant may, after giving ten (10)days written notice to Town, suspend professional se rvices until paid. Nothing contained in this Agreement shall require Town to pay for any work that is unsatisfactory as reasonably determined by Town or which is not submitted in compliance with the terms of this Agreement. The Scope of Services shall be strictly limited. Town shall not be required to pay any amount in excess of the original proposed amount unless Town shall have approved in writing in advance (prior to the performance of additional work) the payment of additional amounts. 5.Town's Obligations. Town agrees that it will (i) designate a specific person as Town's repr esentative, (ii) provide Consultant with any previous studies, reports, data, budget constraints, special Town requirements, or other pertinent information known to Town, when necessitated by a project, (iii) when needed, assist Consultant in obtaining access to properties necessary for performance of Consultant's work for Town, (iv) make prompt payments in response to Consultant's statements and (v) respond in a timely fashion to requests from Consultant. Consultant is entitled to rely upon and use, without independent verification and without liability, all information and services provided by Town or Town's representatives. 6.Ownership and Reuse of Documents. Upon completion of Consultant's services and receipt of payment in full therefore, Consultant agrees to provide Town with copies of all materials and documents prepared or assembled by Consultant under this Agreement and that Town may use them without Consultant's permission for any purpose relating to the Project. Any reuse of the documents not relating to the Project shall be at Town's risk. Consultant may retain in its files copies of all reports, drawings, specifications and all other pertinent information for the work it performs for Town. 7.Town Objection to Personnel. If at any time after entering into this Agreement, Town has any reasonable objection to any of Engineer's personnel, or any personnel, professionals and/or consultants retained by Engineer, Engineer shall promptly propose substitutes to whom Town has no reasonable objection, and Engineer's compensation shall be equitably adjusted to reflect any difference in Engineer's costs occasioned by such substitution. 8.Insurance. Consultant shall, at its own expense, purchase, maintain and keep in force throughout the duration of this Agreement applicable insurance policies as described in Exhibit C • Insurance Requirements and incorporated herein as if written word for word. Consultant shall submit to Town proof of such insurance prior to commencing any wor k for Town. 9.Indemnification. CONSUL TANT DOES HEREBY COVENANT AND AGREE TO RELEASE, INDEMNIFY AND HOLD HARMLESS TOWN AND ITS OFFICIALS, OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES AND INVITEES FROM AND AGAINST LIABILITY, CLAIMS, SUITS, DEMANDS AND/OR CAUSES OF ACTION, (INCLUDING, BUT NOT LIMITED TO, REASONABLE Town of Prosper -ADA Transition Plan Scope of Services Page 2 of17 August 22, 2022 Page 140 Item 15. ATTORNEY'S FEES AND COSTS OF LITIGATION), WHICH MAY ARISE BY REASON OF DEATH OR INJURY TO PROPERTY OR PERSONS BUT ONLY TO THE EXTENT OCCASIONED BY THE NEGLIGENT ACT, ERROR OR OMISSION OF CONSULTANT, ITS OFFICIALS, OFFICERS, AGENTS, EMPLOYEES, INVITEES OR OTHER PERSONS FOR WHOM CONSUL TANT IS LEGALLY LIABLE WITH REGARD TO THE PERFORMANCE OF THIS AGREEMENT. IN THE EVENT THAT TOWN AND CONSULTANT ARE CONCURRENTLY NEGLIGENT, THE PARTIES AGREE THAT ALL LIABILITY SHALL BE CALCULATED ON A COMPARATIVE BASIS OF FAULT AND RESPONSIBILITY AND THAT NEITHER PARTY SHALL BE REQUIRED TO DEFEND OR INDEMNIFY THE OTHER PARTY FOR THAT PARTY'S NEGLIGENT OR INTENTIONAL ACTS, ERRORS OR OMISSIONS. 10.Notices. Any notices to be given hereunder by either Party to the other may be affected either by personal delivery, in writing, or by registered or certified mail to the following addresses: Kimley-Horn and Associates, Inc. Matt Pool, Associate 801 Cherry St., Suite 1300, Unit 11 Fort Worth, TX matt.pool@kimley-horn.com Town of Prosper Ron K. Patterson, Interim Town Manager PO Box 307 Prosper, TX 75078 rpatterson@prospertx.gov 11.Termination. The obligation to provide further services under this Agreement may be terminated by either Party in writing upon thirty (30) calendar days notice. In the event of termination by Town, Consultant shall be entitled to payment for services rendered through receipt of the termination notice. 12.Sole Parties and Entire Agreement. This Agreement shall not create any rights or benefits to anyone except Town and Consultant, and contains the entire agreement between the Parties. Oral modifications to this Agreement shall have no force or effect. 13.Assignment and Delegation. Neither Town nor Consultant may assign its rights or delegate its duties without the written consent of the other Party. This Agreement is binding on Town and Consultant to the extent permitted by law. Nothing herein is to be construed as creating any personal liability on the part of any Town officer, employee or agent. 14.Texas Law to Apply; Successo rs; Construction. This Agreement shall be construed under and in accordance with the laws of the State of Texas. It shall be binding upon, and inure to the benefit of, the Parties hereto and their representatives, successors and assigns. Should any provisions in this Agreement later be held invalid, illegal or unenforceable, they shall be deemed void, and this Agreement shall be construed as if such provision had never been contained herein. 15.Conflict of Interest. Consultant agrees that it is aware of the prohibited interest requirement of the Town Charter, which is repeated in Exhibit D • Conflict of Interest Affidavit and incorporated herein as if written word for word, and will abide by the same. Further, a lawful representative of Consultant shall execute the Affidavit included in the exhibit. Consultant understands and agrees that the existence of a prohibited interest during the term of this Agreement will render the Agreement voidable. Town of Prosper -ADA Transition Plan Scope of Services Page 3 of17 August 22, 2022 Page 141 Item 15. Consultant agrees that it is further aware of the vendor disclosure requirements set forth in Chapter 176, Local Government Code, as amended, and will abide by the same. In this connection, a lawful representative of Consultant shall execute the Conflict of Interest Questionnaire, Form CIQ, attached hereto as Exhibit E -Conflict of Interest Questionnaire and incorporated herein as if written word for word. 16.Venue. The Parties herein agree that this Agreement shall be en forceable in Prosper, Texas, and if legal action is necessary to enforce it, exclusive venue shall lie in Collin County, Texas. 17.Mediation. In the event of any disagreement or conflict concerning the interpretation of this Agreement, and such disagreement cannot be resolved by the signatories hereto, the signatories agree to submit such disagreement to non-binding mediation. 18.Prevailing Party. In the event a Party initiates or defends any legal action or proceeding to enforce or interpret any of the terms of this Agreement, the prevailing party in any such action or proceeding shall be entitled to recover its reasonable costs and attorney's fees (including its reasonable costs and attorney's fees on any appeal). 19."Anti-Israel Boycott" Provision. In accordance with Chapter 2270, Texas Government Code, a Texas governmental entity may not enter into a contract with a company for the provision of goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. Chapter 2270 does not apply to a (1) a company that is a sole proprietorship; (2) a company that has fewer than ten (10) full-time employees; or (3) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). Unless the company is not subject to Chapter 2270 for the reasons stated herein, the signatory executing this Agreement on behalf of the company verifies by its signature to this Agreement that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 20.Signatories. Town warrants and represents that the individual executing this Agreement on behalf ofTown has full authority to execute this Agreement and bind Town to the same. Consultant warrants and represents that the individual executing this Agreement ori its behalf has full authority to execute this Agreement and bind Consultant to same. IN WITNESS WHEREOF, the Parties, having read and understood this Agreement, have executed such in duplicate copies, each of which shall have full dignity and force as an original, on the day of _________ , 20_. KIMLEY-HORN AND ASSOCIATES, INC By: Signature Town of Prosper -ADA Transition Plan Scope of Services TOWN OF PROSPER, TEXAS By: Signature Page 4 of 17 August 22, 2022 Page 142 Item 15. Scott Arnold Printed Name Vice President Title August25,2022 Date Town of Prosper -ADA Transition Plan Scope of Services Ron K. Patterson Printed Name Interim Town Manager Title Date Page 5 of17 August 22, 2022 Page 143 Item 15. EXHIBIT A SCOPE OF SERVICES PROFESSIONAL ENGINEERING SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND KIMLEY-HORN AND ASSOCIATES, INC. FOR THE ADA TRANSITION PLAN PROJECT (2215-ST) I.PROJECT DESCRIPTION Kimley-Horn and Associates, Inc. ("Consultant") will provide professional services based on our project understanding as follows: •The Town of Prosper, TX ("Town") wants to develop their Americans with Disabilities Act (ADA) Self Evaluation and Transition Plan in multiple phases. •This assignment will constitute the ADA Self-Evaluation and Transition Plan and will consist of the development of the Transition Plan framework, documentation of the Town's efforts to-date related to Title II compliance, inventory of Town programs, services, activities, and facilities to be evaluated in future phases, and development of a budget and schedule to complete the Town's SelfEvaluation. This assignment will also consist of an ADA compliance review of Town design standards, buildings and associated parking lots/paths of travel, parks and associated parking lots/paths of travel, park sidewalk and associated curb ramps, pedestrian bridges, signalized intersections, public rights-alway sidewalks and associated curb ramps and railroad crossings. Possible solutions to bring any noncompliant elements that are not considered to be a de minimis barrier and are not "safe harbored" into compliance will be provided. An ADA Transition Plan document will be developed and consist of formal documentation of tasks and associated findings outlined in this Scope of Services. •No evaluations of the Town's programs, services, or activities will be completed as part of this phase. The deliverable for this assignment will outline the remaining tasks to complete the Town's SelfEvaluation and Transition Plan. •Future phases of this project could include, but are not limited to: o Additional physical evaluations of buildings, parks, public rights-of-way curb ramps, sidewalks and pedestrian crossings through cross streets and driveways, pedestrian equipment at signalized intersections, unpaved pedestrian trails, and pedestrian bridges including determination of compliance status, possible solutions, cost estimates to implement possible solutions, and prioritization of evaluated facilities for implementation; o Evaluations of programs, services, activities, employment practices, ordinances, emergency management plan, website, and design standards; o Update of Transition Plan to document additional work. Town of Prosper -ADA Transition Plan Scope of Services Page 6 of17 August 22, 2022 Page 144 Item 15. II.TASK SUMMARY Task 1 -Project Management 1.1 The Consultant will maintain project records, budgets, and communications for the duration of the project. It is understood the project will have a 9-month duration. 1.2 The Consultant will prepare monthly progress reports for the duration of the project. Task 2-Project Kick-off Meeting 2.1 The Consultant will meet virtually with Town staff representing major program areas and orient them to the process that will be used to develop the Town's ADA Transition Plan and introduce the proposed project tasks and schedule. The Consultant will coordinate with Town staff to identify and obtain all necessary documents and materials to support the Self-Evaluation process. This will consist of a list of all Town sponsored programs and Town leased and owned facilities to be included in the project. The Consultant will produce meeting materials and handouts, conduct staff orientation, and prepare a summary of action items resulting from the meeting (2-hour meeting). Task 3 -Self-Evaluation 3.1 ADA Liaison Committee. The Consultant will assist the Town in establishing an ADA Liaison Committee that will meet throughout the process of completing the Self-Evaluation and developing the Transition Plan and will continue to meet and actively participate after the completion of this project. The Consultant will work with the ADA Liaison Committee throughout the duration of the project to receive feedback and incorporate information from the ADA Liaison Committee into the project. Progress meetings between the Consultant and the ADA Liaison Committee are listed in Task 6.1. 3.2 Design Standards Review. The Consultant will review the current Town design standards and construction specifications with pedestrian elements for compliance with the ADA. 3.3 Summarize On-Going ADA/Accessibility Program. The Consultant will gather from the Town information related to the Town's on-going ADA/accessibility program. The Consultant will document Town efforts to-date regarding ADA compliance for pedestrian facilities within the Town's public rights of-way and public facilities. These efforts may consist of, but are not limited to: •Sidewalk/curb ramp maintenance and repair projects; •Installation of accessible pedestrian signals (APS); •Capital Improvement Program projects with ADA and pedestrian facility improvements; and •Responses to citizen ADA/access concerns/complaints. 3.4 Programs, Services, and Activities Inventory. The Consultant will coordinate with the Town to gather information related to the Town's programs, services, and activities, including information available on the Town's website for Town boards, commissions, and departments. The Consultant will compile a list of core service areas, divisions, sections, and documents that need to be evaluated for compliance Town of Prosper -ADA Transition Plan Scope of Services Page 7 of17 August 22, 2022 Page 145 Item 15. under the ADA. Items to be identified for evaluation in future phases may consist of, but are not limited to: •Programs, services, and activities; •Policies, pr ocedures, and guidance; •Lease agreements; •Contracts; •Applications; •PDF forms; •Checklists; •Videos; •Department-specific handbooks;•Employment practices;•Standard operating procedures;•Des ign standards; •Meeting agendas;•Ordinances; and •Meeting minutes;•Emergency management documents. •Online forms; 3.5 Facilities Inventory. 3.5.1 Facilities Identification. The Consultant will coordinate with the Town to identify Town-maintained facilities to be evaluated for compliance under the ADA. The Consultant will document Town efforts to-date regarding ADA complianc e for the following Town facilities: •Signalized intersections •Sidewalk corridors •Unsignalized intersections and driveways along sidewalk corridors •Railroad crossings along sidewalk corridors •Buildings and associated parking lots and on-site sidewalk •Parks and associated parking lots and on-site sidewalk •Park unpaved trails •Park pedestrian bridges 3.5.2 Facility Shapefiles Creation. The Consultant will either create Geographic Information System (GIS) shapefiles or update the Town's existing GIS shapefiles for the following facilities identified in Task 3.5.1: •Signalized inter sections •Sidewalk corridors •Unsignalized intersections and driveways along sidewalk corridors •Railroad crossings along sidewalk corridors •Buildings and associated parking lots and on-site sidewalk •Parks and associated parking lots and on-site sidewalk •Park unpaved trails •Park pedestrian bridges No attributes will be included for the shapefile creation of sidewalk corridors or associated unsignalized intersections or driveways. The shapefile cr eation for sidewalk corridors and associated unsignalized intersections and driveways in Task 3.5.2 consists of 60 hours of effort. Effort above 60 will be Town of Prosper -ADA Transition Plan Scope of Services Page 8 of17 August 22, 2022 Page 146 Item 15. 3.6 considered Additional Services. Facilities Review. The Consultant will establish field teams which will conduct evaluations based on forms developed by the Consultant. The evaluation forms for facilities listed in Tasks 3.6.1.1-3.6.1.4 will be based on the 2010 ADA Standards for Accessible Design and applicable access-related state and local standards. The evaluation forms for facilities listed in Tasks 3.6.1.5-3.6.1.7 will be based on the 2011 Proposed Accessibility Guidelines for Pedestrian Facilities in the Public Right-of-Way (PROWAG) and applicable access-related state and local standards. All field data will be compatible with the Town's existing Geographic Information System (GIS). 3.6. 1 Facilities Listing 3.6. 1. 1 Buildings and Parking Lots-The Consultant will evaluate up to three (3) Town buildings. 3.6.1.2 3.6.1.3 3.6.1.4 3.6.1.5 3.6.1.6 3.6. 1.7 Building evaluations are limited to all common-use spaces, including common-use spaces located in employee-only areas. Areas used only by employees as work areas will not be evaluated. Building Sidewalks -On-site building sidewalk (excludes perimeter sidewalk within the public right-of-way) and all associated curb ramps, ramps, stairs, and other paths of travel required to be ADA compliant will be evaluated. Parks and Parking Lots -The Consultant will evaluate up to three (3) Town parks. Park Sidewalks -Up to three (3) linear miles of park sidewalk will be evaluated. All curb ramps, ramps, stairs, and other paths of travel required to be ADA compliant along this sidewalk will be evaluated. Signalized Intersections -Up to 17 signalized intersections will be evaluated. The Consultant estimates this task will consist of the evaluation of up to 140 curb ramps. Evaluation of additional curb ramps will be considered Additional Services Sidewalk Corridors-Up to ten (10) linear miles of sidewalks will be evaluated. Unsignalized Intersections and Driveways -Unsignalized intersections and driveways along the sidewalk in Task 3.6.1.6 will be evaluated. The Consultant estimates this task will consist of the evaluation of up to 70 intersections and up to 210 curb ramps. Evaluation of additional curb ramps will be considered Additional Services. Facility Reports. The Consultant will create a separate report for each facility type. Each facility report will identify compliance status of each facility and consist of the following: •Listing of facilities that are in compliance with ADA requirements.•Listing of facilities that are not in compliance with ADA requir ements.•Possible solutions to resolve non-compliance issues for each facility.•Prioritized list of improvements using criteria developed by the Consultant. PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 9 OF 17 Page 147 Item 15. •"Cost report" that assigns conceptual budget estimates to each possible solution. Because the Consultant does not control the cost of labor, materials, equipment or services furnished by others, methods of determining prices, or competitive bidding or market conditions, any opinions rendered as to costs, including but not limited to opinions as to the costs of construction and materials, shall be made on the basis of its experience and represent its judgment as an experienced and qualified professional, familiar with the industry. The Consultant cannot and does not guarantee that proposals, bids or actual costs will not vary from its opinions of cost. If the Town wishes greater assurance as to the amount of any cost, it shall employ an independent cost estimator. Consultant's services required to bring costs within any limitation est ablished by the Town will be paid for as Additional Services. •Pay item descriptions, units, and unit prices will be based on current Town and TxDOT pay item unit prices and the Means ADA Compliance Pricing Guide. Changes to the pay item units after project commencement will be considered Additional Services. •Photolog summary for each facility (photos for sidewalks can be hyperlinked in GIS but will not be provided on each facility report). •Catalog of all field data compatible with the Town's existing GIS databases. •The compliance status and possible solutions for building and park facilities will be based on the 2010 ADA Standards for Accessible Design and applicable access-related state and local standards. The com pliance status and possible solutions for public right-of-way pedestrian facilities will be based on the 2011 Proposed Accessibility Guidelines for Pedestrian Facilities in the Public Right-of-Way (PROWAG) and applicable access-related state and local standards Task 4-Transition Plan Development The Consultant will coordinate with Town staff in developing the Transition Plan as follows: 4.1 ADA/504 Coordinator. The Consultant will work with the Town to define the role and responsibilities of the ADA/504 Coordinator. 4.2 Grievance Policy and Procedure. The Consultant will assist the Town to develop an ADA grievance policy, procedure, and complaint form for Title II. 4.3 ADA Notice. The Consultant will assist the Town to develop an ADA Notice. 4.4 Evaluation and Prioritization Criteria. The Con sultant will identify the standards from which facility evaluation criteria should be developed and recommend crite ria to prioritize accessibility improvements identified in future phases. 4.5 Exceptions and Exemptions. The Consultant will evaluate and provide possible solutions for exceptions or exemptions that may apply under the terms of the ADA. This may consist of exemptions related to structures of historic significance, alterations affecting the fundamental nature of a program, service, or activity under financial and administrative burden, or structural changes. 4.6 Budget. The Consultant will assist the Town to develop the following budgets: •A multi-year budget needed to complete the Self-Evaluation of facilities identified in Task 3.5. PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 10 OF 17 Page 148 Item 15. •A multi-year budget needed for accessibility improvements identified in Task 3.6. •Possible funding sources to achieve complianc e will be provided. It will be the Town's responsibility to confirm the Town's eligibility for each funding source. The Consultant will develop an ESRI dashboard for viewing project data, including cost and priority. 4.7 Draft Transition Plan. Based on the Self-Evaluation, the Consultant will prepare a draft Transition Plan for the Town. The plan will consist of: •Executive summary which will describe the project purpose, process, and most significant findings; •Documentation of Town efforts to-date related to ADA compliance; •Identification of the Town's ADA Coordinator; •Documentation of the Town's ADA Public Notice of Non-discrimination and Grievance Policy/ Procedure; •Summary of Town programs, services, activities, and facilities to be evaluated in future phases; •A budget and schedule for future phases; •Summary and detailed findings of Self-Evaluation; and •A phased schedule with cost estimates for the removal of facility barriers that cannot be resolved through relocation of services, the provision of auxiliary aids, or equivalent facilitation. The Consultant will provide electronic copies of the Draft Transition Plan in Microsoft Word and Adobe PDF formats to the Town. 4.8 Final Transition Plan. The Consultant will address one (1) round of comments from Town staff to prepare a Final ADA Self-Evaluation and Transition Plan for the Town. The Consultant will provide the following deliverables to the Town: •Electronic copies of the Final Transition Plan in Microsoft Word and Adobe PDF formats; and •Electronic copies of the Appendices. Printed copies of the Appendices will be considered Additional Services. Task 5 -Public Outreach 5. 1 Online Public Outreach Program. The Consultant will facilitate an on line public outreach program to potentially introduce the project, prioritize facilities to be evaluated in future phases, and/or gather input regarding access ibility concerns/issues throughout the Town. The Consultant will produce the materials listed below and prepare a summary of action items resulting from the public outreach. •GIS/web-based map showing Town buildings, parks, and signalized inte rsections•Public access survey in SurveyMonkey PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 11 OF 17 Page 149 Item 15. Task 6 -Meetings 6.1 Progress Meetings. The Consultant will prepare for and attend up to two (2) virtual progress meetings with Town staff and the newly created ADA Liaison Committee. The Consultant will produce meeting materials and handouts and prepare a summary of action items resulting from the meetings (2-hour meetings). 6.2 Conference Calls. The Consultant will participate in up to two (2) conference calls with the Town to discuss the project (1-hour calls). Services Not Included Any other services, including but not limited to the following, are not included in this Agreement: •Evaluation and reporting of facilities not listed in Task 3.6; •Evaluation of areas used only by employees as work areas; and •Providing printed copies of Appendices. Additional Services Any services not specifically provided for in the above scope will be billed as additional services and performed at our then current hourly rates. Schedule: The Consultant will provide its services as expeditiously as practicable and work with the Town to develop a mutually agreeable sched ule. Deliverables: The Consultant will deliver the following materials to the Town: •Electronic copies of the Draft Transition Plan in Microsoft Word and Adobe PDF formats; •Electronic copies of the Final Transition Plan in Microsoft Word and Adobe PDF formats; •Electronic copies of the Transition Plan Appendices in Adobe PDF format. Printed copies of the Appendices will be considered Additional Services. •Field work data in GIS format, compatible with the Town's GIS system. •An ESRI dashboard for viewing project data, including cost and priority. PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 12 OF 17 Page 150 Item 15. EXHIBIT B COMPENSATION SCHEDULE PROFESSIONAL ENGINEERING SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND KIMLEY-HORN AND ASSOCIATES, INC. FOR THE ADA TRANSITION PLAN PROJECT (2215-ST) I.COMPENSATION SCHEDUL E Task Completion Compens ation Schedule Schedule Notice-to-Proceed September 2022 Task 1 -Project Management June 2023 $15,000 Task 2 -Project Kick-off Meeting October 2022 $2,800 Task 3 -Self-Evaluation May 2023 $88,700 Task 4 -Transition Plan Development June 2023 $29,800 Task 5 -Public Outreach June 2023 $4,300 Task 6 -Meetings June 2023 $9,400 Total Compensation $150,000 II.COMPENSATION SUMMARY Basic Services (Lump Sum) Amount Task 1 -Project Management $15,000 Task 2 -Project Kick-off Meeting $2,800 Task 3 -Self-Evaluation $88,700 Task 4 -Transition Plan Development $29,800 Task 5-Public Outreach $4,300 Task 6 -Meetings $9,400 Total Basic Services: $150,000 Special Services (Hourly Not-to-Exceed) Amount None $0 Total Special Services: $0 Direct Expenses Amount None $0 Total Direct Expenses: $0 PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 13 OF 17 Page 151 Item 15. EXHIBIT C INSURANCE REQUIREMENTS Service provider shall procure and maintain for the duration of the contract, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the vendor, his agents, representatives, employees or subcontractors. The cost of such insurance shall be borne by the service provider. A certificate of insurance meeting all requirements and provisions outlined herein shall be provided to the Town prio r to any services being performed or rendered. Renewal certificates shall also be supplied upon expiration. A.MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1.ISO Form Number GL 00 01 ( or similar form) covering Commercial General Liability. "Occurrence" form only,"claims made" forms are unacceptable, except for professional liability. 2.Workers Compensation insurance as required by the Labor Code of the State of Texas, including Employers'Liability Insurance. 3.Automobile Liability as required by the State of Texas, covering all owned, hired, or non-owned vehicles.Automobile Liability is only required if vehicle(s) will be used under this contract. 4.Professional Liability, also known as Errors and Omissions coverage. B.MINIMUM LIMITS OF INSURANCEService Provider shall maintain throughout contract limits not less than: 1.Commercial General Liability: $500,000 per occurrence /$1,000,000 in the aggregate for third party bodily injury, personal injury and property damage. Policy will include coverage for: a.Premises I Operations b.Broad Form Contractual Liability C.Products and Completed Operations d.Personal Injury e.Broad Form Property Damage 2.Workers Compensation and Employer's Liability: Workers Compensation limits as required by the Labor Codeof the State of Texas and Statutory Employer's Liability minimum limits of $100,000 each accident, $300,000Disease-Policy Limit, and $100,000 Disease-Each Employee. 3.Automobile Liability: $500,000 Combined Single Limit. Limits can only be reduced if approved by the Town.Automobile liability shall apply to all owned, hired, and non-owned autos. 4.Professional Liability aka Errors and Omissions: $500,000 per occurrence and in the aggregate. C.DEDUCTIBLES AND SELF-INSURED RETENTIONSAny deductible or self-insured retentions in excess of $10,000 must be declared to and approved by the Town. PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 14 OF 17 Page 152 Item 15. D.OTHER INSURANCE PROVISIONS The policies are to contain, or be endorsed to contain the following provisions: 1.General Liability and Automobile Liability Coverages a.The Town, its officers, officials, employees, boards and commissions and volunteers are to be added as "Additional lnsured's" relative to liability arising out of activities performed by or on behalf of the provider, products and completed operations of the provider, premises owned, occupied or used by the provider. The coverage shall contain no special limitations on the scope of protection afforded to the Town, its officers, officials, employees or volunteers. b.The provider's insurance coverage shall be primary insurance in respects to the Town, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the Town, its officers, officials, employees or volunteers shall be in excess of the provider's insurance and shall not contribute with it. c.Any failure to comply with reporting provisions of the policy shall not affect coverage provided to the Town, its officers, officials, employees, boards and commissions or volunteers. d.The provider's insurance shall apply separately to each insured against whom the claim is made or suit is brought, except to the insured's limits of liability. 2.Workers Compensation and Employer's Liability Coverage: The insurer shall agree to waive all rights of subrogation against the Town, its officers, officials, employees and volunteers for losses arising from work performed by the provider for the Town. 3.All Coverages: Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled or non-renewed by either party, reduced in coverage or in limits except after 30 days written notice to the Town for all occurrences, except 10 days written notice to the Town for non-payment. 4.Professional Liability and / or Errors and Omissions: "Claims made" policy is acceptable coverage, which must be maintained during the course of the project, and up to two (2) years after completion and acceptance of the pro ject by the Town. E.ACCEPTABILITY OF INSURERS The Town prefers that Insurance be placed with insurers with an A.M. Best's rating of no less than A-VI, or better. F.VERIFICATION OF COVERAGE Service Provider shall provide the Town with certificates of insurance indicating the coverages required. The certificates are to be signed by a person authorized by that insurer to bind coverage on its behalf. Certificates of insurance similar to the ACORD Form are acceptable. Town will not accept Memorandums of Insurance or Binders as proof of insurance. The Town reserves the right to require complete, certified copies of all required insurance policies at any time. Certificate holder to be listed as follows: Town of Prosper P.O. Box 307 Prosper, TX 75078 PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 15 OF 17 Page 153 Item 15. EXHIBIT D CONFLICT OF INTEREST AFFIDAVIT PROFESSIONAL ENGINEERING SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND KIMLEY-HORN AND ASSOCIATES, INC. FOR THE ADA TRANSITION PLAN PROJECT (2215-ST) THE STATE OF TEXAS COUNTY OF -f°'rro.A"'t § § § I, _S_co _H-_(2._. _A_r_A_c>_t_J __ , a member of the Consultant team, make this affidavit and hereby on oath state the following: I, and/or a person or persons related to me, have the following interest in a business entity that would be affected by the work or decision on the Project (Check all that apply): Ownership of 10% or more of the voting shares of the business entity. Ownership of $25,000.00 or more of the fair market value of the business entity. Funds received from the business entity exceed 10% of my income for the previous year. Real property is involved, and I have an equitable or legal ownership with a fair market value of at least $25,000.00. A relative of mine has substantial interest in the business entity or property that would be affected by my decision of the public body of which I am a member. Other: _________________ _ None of the Above. Upon filing this affidavit with the Town of Prosper, Texas, I further affirm that no relative of mine, in the first degree by consanguinity or affinity, as defined in Chapter 573 of the Texas Government Code, is a member of the public body which took action on the agreement. ,., /"'...tr A Signed this ------"-v_':> ____ day of v�vH , 20 z.;?. .... .4.4!J� v,c;, p,.,;J"'-iSignature of Official / Title BEFORE ME, the undersigned authority, this day personally appeared.SC.oTT :-:R. AR�oLh and on oath stated that the facts hereinabove stated are true to the best of his / her knowledge or belief. Sworn to and subscribed before me on thisblS�ay of _..L...l..l,d""'¥-'�!---�==--I �,�!�'ti,,, DANA LYNN HORTON;:,� ....... �� S f T -·. : ·-ff:-�· \...,� Notary Public. tate o exas l:f;.• .•.. :fil Comm. Expires 06-21-2024 "',tfil,,,,,"' Notary ID 1 30708876 ission expires: Ou -ol 1-ao:;;1� PROFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 16 OF 17 i· Page 154 Item 15. EXHIBIT E CONFLICT OF INTEREST QUESTIONNAIRE CONFLICT OF INTEREST QUESTIONNAIRE FORM CIQ For vendor doing business with local governmental entity TIiis ques�onnel� ll!ffeCl9 Cll:anges IJllMle 10 th& law IJ\I' H.8. 23', 84th Le11-, Regular sess1011. OFRCE USE ONLY TliS 4'!Jeslro nratre � 001ng ruoo 111 = \\11h Cl1apll!f 176, Local Gllllem1Tl!!nl ccoo, tJy a \l!!ndcr 1\110 DmoRocGMXI tras a IXlstness rela1Joffihlp as deHned ty S&::lloo 176.001(1-aj wm, a, local pemnental entt,, and Ille \•oooor rlleills requ1remeots �r sect!al 176.Q!J6(a). B}' 1.w lhts «.Jl!Sboonai'8 must ne Hied d Ille records aamlllllitra!llf DI Ille rocaJ Q(ll'emmenlal 1!11Ut/ net later lllan IM 71!1 00siness d3/ all4!r !Ille mte Iha v.erlfb teccml!S a.\\se or lads Illa! t!!Q'Jlre 11\B slalelllenl Ill be moo. see sectlom 176,006{a·lJ, local G!V,..,mroolll COde. A \•eo[l:f -coonm n. en o.lll!f&.l 1111ne velldOr lll!01111ngtf vl00!11!6 section 176.006, LOCS GWcrnmool 0000. AA a!!eose IJ!Mler Ills sedlm Is a i1"l:!dMll!:!IJlor. !J Name ofvendorwho haa a buaineaa rellllionMip wi1h local govenmental'en1ity. �lMlct1-\t->r" �J.. A($ oc II>\�}, .!ti f. .!I D Check lhi111boxil you are filing an update lo a previouelyfiled quellllionnaira. {Thelawrequres1hetyoo liellllupda1ed COll'4)6e1ed questionnaire with 1h9 appropriate filing authority noi la1er 1han the 7th business d'av aftes th!! elate on wtich you became a'Nare tfial the originally lied questi onnaire w� incornlllela OJ inaccurate.) .!l Name of local government officer about whom the infonnation ia being discloaed IJ/-A Name of Officer W Describe each employment or olhllr busineas relationship wilh lhe local government office� or a family rTll!mber of the officer,.aa deacri>ed by Section 176.000(a)(21(A). Also daecribe any family relationship wilh the lo,c;al government officer, Cornple• subparts A and B tor each employmefltM bu9i1198111 relationship described. Attach additional pages lo thiaFonn CIO a1 necessary. �/A A. ls lhe I� gm,ernme111 officer or a famifil member al the officer reoeiving or likely to receive taxable income, o1her than investment income, lrom the vendor? Oves 0No B. Is tile ve,Jdor receilling or likely to receive !BK able income, other tha n investment income, lrom or al tllE, <Sedion of t1le local government officer or a lamily· membN of the officer AND the 1BKallle mcom,e is not received Imm the local gm,emmental entity? Oves 0No .!J l>eacribeeach employment or businllss mllllionship ihat lhe vendot' named in Section 1 maintains with a corporation or olhllr business entity with n,,apect lo which the local government officer &1uves as an officer or dimctor, or holda an own&rahip·inlHeBl of one percent or more .. f.J IA .!I D Check this ba>< if the vendor has given Iha local g1J1Jemmenl officer or a family member of the olfioor one or mo.a gill.a as described in Section 176.003(a)t2)(B). ex duding gifts described in Sec1ion 176.0D3(a-1 ). l.J lrJJ.tJ A.LJ s l J. � oii., s1gnarure III veoocr oolng bUSlnl!SS wll!I Ila giwemrrl!!lllel er1ur, Form prlllllcll!CJ ll)' Texas Ellllcs commission WYtw.elJilcs.slaJi,.tx.us R!!Ylsl!CJ 11/3IY2015 PR OFESSIONAL ENGINEERING SERVICES AGREEMENT VERSION 05/22 PAGE 17 OF 17 Page 155 Item 15. Page 1 of 2 ENGINEERING SERVICES Prosper is a place where everyone matters. To: Mayor and Town Council From: Hulon T. Webb, Jr., P.E., Interim Executive Director of Development and Infrastructure Services Through: Ron K. Patterson, Interim Town Manager Re: Bid Award First Street (Coit – Custer) Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Consider and act upon awarding CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. Description of Agenda Item: On July 7, 2022, at 3:00 PM, three (3) Competitive Sealed Proposals were received for the First Street (Coit to Custer) - 4 lanes project. The project consists of all work needed for construction of four lanes of concrete roadway, underground storm drainage system, bridge construction, concrete trails, pedestrian trail tunnel, and related grading and utility improvements along First Street between Coit Road and Custer Road. The project was advertised using the Competitive Sealed Proposal Construction alternative procurement method to allow the Town to award the project to the contractor that offers the best value proposal based on the following criteria:  Qualifications and Experience (30%) o Outline contractor and subcontractor experience with similar projects. o Outline qualifications of key personnel assigned to this project. o Provide references.  Project Timeline (20%)  Cost Proposal (50%) The verified proposal totals ranged between $20,484,776.87 and $23,912,429.35. The Engineer's estimate was $15,124,000.00. The proposal final completion times ranged from 539 calendar days to 730 calendar days. Mario Sinacola & Sons Excavating, Inc. (MSSEI), was the firm that ranked the highest after consideration of Costs, Time, and Qualifications with a cost of $23,912,429.35, and a project timeline of 539 calendar days. MSSEI successfully completed the Prosper Trail (Coit to Custer) project. Staff also checked the references provided and received positive feedback. Page 156 Item 16. Page 2 of 2 The Competitive Sealed Proposal Construction alternative procurement method allows for negotiations as part of the process to make sure that the best value is achieved. Staff worked with MSSEI to reduce project costs through design and project phasing alternatives. Additionally, MSSEI self performs the majority of the more intense work items like roadway pavement, bridge construction and utilities, and were able to reduce some of their direct costs. They also utilized their relationships with vendors and subcontractors to adjust scope, terms, and commitments to allow for further project cost savings. These combined efforts have resulted in an overall reduction to their initial cost proposal by $1,500,000. Budget Impact: The cost for the construction of this project is $22,412,429.35 and reflects the $1,500,000 overall reduction to the original cost proposal. The original FY 2021-2022 Capital Improvement Program included $18,600,000 for the First Street (Coit to Custer) – 4 lanes project. The issuance of the General Obligations Bonds, Series 2022 approved at the July 26, 2022, Town Council meeting, allocated an additional $1,770,000 of debt funding to the project budget. To increase the overall budget to $23,400,000 in Account No. 750-6610-10-00-2014-ST, the following additional funding will be allocated in the FY 2022-2023 Capital Improvement Program: $1,500,000 East Thoroughfare Impact Fee Fund, $380,500 Development Escrows, and $1,149,500 from the Prosper Independent School District Agreement for the construction of First Street adjacent to the High School. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard construction agreement as to form and legality. Attachments: 1. Location Map 2. Bid Tabulation Summary 3. Construction Agreement Town Staff Recommendation: Town staff recommends that the Town Council award CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. Proposed Motion: I move to award CSP No. 2022-48-B to Mario Sinacola & Sons Excavating, Inc., related to construction services for the First Street (Coit to Custer) - 4 lanes project; and authorizing the Interim Town Manager to execute a construction agreement for same. Page 157 Item 16. LOCATION MAP First Street (Coit Road - Custer Road) Page 158 Item 16. Solicitation NumberSolicitation TitleClose DateResponding Supplier City StateResponse SubmittedResponse TotalMario Sinacola & Sons ExcavatinFrisco TX7/7/2022 01:39:48 PM (CT)$23,912,429.35McMahon Contracting LP Grand Prairie TX7/7/2022 12:41:56 PM (CT)$20,484,776.88Tiseo Paving Co. Mesquite TX7/7/2022 01:33:41 PM (CT)$20,946,618.38Certified By: Jay Carter, NIGP-CPP, CPPB, C.P.M. Date: 7/7/2022 Purchasing Manager Town of Prosper, Texas**All bids/proposals submitted for the designated project are reflected on this tabulation sheet. However, the listing of the bid/proposal on this tabulation sheetshall not be construed as a comment on the responsiveness of such bid/proposal or as any indication that the agency accepts such bid/proposal as beingresponsive. The agency will make a determination as to the responsiveness of the vendor responses submitted based upon compliance with all applicablelaws, purchasing guidelines and project documents, including but not limited to the project specifications and contract documents. The agency will notify thesuccessful vendor upon award of the contract and, as according to the law, all bid/proposal responses received will be available for inspection at that time. TOWN OF PROSPERBID TABULATION SUMMARYBid No. 2022-48-BFirst Street (Coit-Custer) - 4 Lanes (201 -ST)7/7/2022 @ 2:00PM2022‐48‐B Addendum 1 ‐ Page 1 4 Page 159Item 16. Page 160Item 16. Page 161Item 16. Page 162Item 16. Page 163Item 16. Page 164Item 16. Page 165Item 16. Page 166Item 16. Page 167Item 16. Page 168Item 16. Page 169Item 16. Page 170Item 16. Page 171Item 16. Page 172Item 16. Page 173Item 16. Page 174Item 16. Page 175Item 16. Page 176Item 16. Page 177Item 16. Page 178Item 16. Page 179Item 16. Page 180Item 16. Page 181Item 16. Page 1 of 2 PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Comprehensive Plan Update Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Consider and act upon authorizing the Interim Town Manager to execute a Professional Services Agreement between Freese and Nichols, Inc., and the Town of Prosper, Texas, related to the update of the Comprehensive Plan. Description of Agenda Item: The current Comprehensive Plan was adopted in 2012 and serves as a guide for decision- making related to land use, transportation, infrastructure, utilities, other public facilities, and economic analyses. Since that time the Town has experienced tremendous growth and development. In addition, market conditions have changed, impacting the recommendations of the Plan. As a result, many of the Plan's recommendations, assessments, and analyses have become outdated. The purpose of this update is to make minor revisions to the Comprehensive Plan, focusing on the Future Land Use and implementation matrix to help guide the Town over the next decade. The process of updating the Comprehensive Plan will be conducted in the following three (3) phases, in order to gather feedback and provide the greatest positive impact to the Town: 1. Community Snapshot and Verification of Goals 2. Recommendations 3. Report, Implementation and Adoption The specific scope of services and tasks associated with the process are outlined in the attached agreement and is anticipated to take approximately 10 months to complete. Budget Impact: The cost for the Comprehensive Plan Update is $108,500 and is budgeted in Account No. 100- 5410-40-03. Page 182 Item 17. Page 2 of 2 Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the standard Professional Services Agreement as to form and legality Attachments: 1. Professional Service Agreement Town Staff Recommendation: Town staff recommends that the Town Council authorize the Interim Town Manager to execute a Professional Services Agreement between Freese and Nichols, Inc., and the Town of Prosper, Texas, related to the update of the Comprehensive Plan. Proposed Motion: I move to authorize the Interim Town Manager to execute a Professional Services Agreement between Freese and Nichols, Inc., and the Town of Prosper, Texas, related to the update of the Comprehensive Plan. Page 183 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 1 OF 15 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND FREESE AND NICHOLS, INC. FOR THE COMPREHENSIVE PLAN UPDATE This Agreement for Professional Services, hereinafter called “Agreement,” is entered into by the Town of Prosper, Texas, a municipal corporation, duly authorized to act by the Town Council of said Town, hereinafter called “Town,” and Freese and Nichols, Inc., a company authorized to do business in Texas, acting through a duly authorized officer, hereinafter called “Consultant,” relative to Consultant providing professional services to Town. Town and Consultant when mentioned collectively shall be referred to as the “Parties.” W I T N E S S E T H: WHEREAS, Town desires to obtain professional services in connection with the Comprehensive Plan Update, hereinafter called “Project”; For the mutual promises and benefits herein described, Town and Consultant agree as follows: 1. Term of Agreement. This Agreement shall become effective on the date of its execution by both Parties, and shall continue in effect thereafter until terminated as provided herein. 2. Services to be Performed by Consultant. The Parties agree that Consultant shall perform such services as are set forth and described in Exhibit A - Scope of Services and incorporated herein as if written word for word. All services provided by Consultant hereunder shall be performed in accordance with the degree of care and skill ordinarily exercised under similar circumstances by competent members of their professio n. In case of conflict in the language of Exhibit A and this Agreement, this Agreement shall govern and control. Deviations from the Scope of Services or other provisions of this Agreement may only be made by written agreement signed by all Parties to this Agreement. 3. Prompt Performance by Consultant. Consultant shall perform all duties and services and make all decisions called for hereunder promptly and without unreasonable delay as is necessary to cause Consultant’s services hereunder to be timely and properly performed. Notwithstanding the foregoing, Consultant agrees to use diligent efforts to perform the services described herein and further defined in any specific task orders, in a manner consistent with these task orders; however, the Town understands and agrees that Consultant is retained to perform a professional service and such services must be bound, first and foremost, by the principles of sound professional judgment and reasonable diligence. 4. Compensation of Consultant. Town agrees to pay to Consultant for satisfactory completion of all services included in this Agreement a total fee of One Hundred Eight Thousand Five Hundred Dollars ($108,500.00) for the Project as set forth and described in Exhibit B - Compensation Schedule and incorporated herein as if written word for word. Lump sum fees shall be billed monthly based on the percentage of completion. Hourly not to exceed fees shall be billed monthly based on hours of work that have been completed. Di rect Costs for expenses such as mileage, copies, scans, sub-consultants, and similar costs are included in fees and shall be billed as completed. Consultant agrees to submit statements to Town for professional services no more than once per month. These statements will be based upon Consultant's actual services performed and reimbursable expenses incurred, if any, and Town shall endeavor to make prompt payments. Each statement submitted by Consultant to Town shall be reasonably itemized to show the amoun t of work performed during that period. If Town fails to pay Consultant Page 184 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 2 OF 15 within sixty (60) calendar days of the receipt of Consultant's invoice, Consultant may, after giving ten (10) days written notice to Town, suspend professional services until paid. Nothing contained in this Agreement shall require Town to pay for any work that is unsatisfactory as reasonably determined by Town or which is not submitted in compliance with the terms of this Agreement. The Scope of Services shall be strictly limited. Town shall not be required to pay any amount in excess of the original proposed amount unless Town shall have approved in writing in advance (prior to the p erformance of additional work) the payment of additional amounts. 5. Town’s Obligations. Town agrees that it will (i) designate a specific person as Town’s representative, (ii) provide Consultant with any previous studies, reports, data, budget constraints, special Town requirements, or other pertinent information known to Town, when necessitated by a project, (iii) when needed, assist Consultant in obtaining access to properties necessary for performance of Consultant’s work for Town, (iv) make prompt payments in response to Consultant’s statements and (v) respond in a timely fashion to requests from Consultant. Consultant is entitled to rely upon and use, without independent verification and with out liability, all information and services provided by Town or Town’s representatives. 6. Ownership and Reuse of Documents. Upon completion of Consultant’s services and receipt of payment in full therefore, Consultant agrees to provide Town with copies of all materials and documents prepared or assembled by Consultant under this Agreement and that Town may use them without Consultant's permission for any purpose relating to the Project. Any reuse of the documents not relating to the Project shall be at Town's risk. Consultant may retain in its files copies of all reports, drawings, specifications and all other pertinent information for the work it performs for Town. 7. Town Objection to Personnel. If at any time after entering into this Agreement, Town has any reasonable objection to any of Engineer’s personnel, or any personnel, professionals and/or consultants retained by Engineer, Engineer shall promptly propose substitutes to whom Town has no reasonable objection, and Engineer’s compensation shall be equitably adjusted to reflect any difference in Engineer’s costs occasioned by such substitution. 8. Insurance. Consultant shall, at its own expense, purchase, maintain and keep in force throughout the duration of this Agreement applicable insurance policies as described in Exhibit C - Insurance Requirements and incorporated herein as if written word for word. Consultant shall submit to Town proof of such insurance prior to commencing any work for Town. 9. Indemnification. CONSULTANT DOES HEREBY COVENANT AND AGREE TO RELEASE, INDEMNIFY AND HOLD HARMLESS TOWN AND ITS OFFICIALS, OFFICERS, AGENTS, REPRESENTATIV ES, EMPLOYEES AND INVITEES FROM AND AGAINST LIABILITY, CLAIMS, SUITS, DEMANDS AND/OR CAUSES OF ACTION, (INCLUDING, BUT NOT LIMITED TO, REASONABLE ATTORNEY’S FEES AND COSTS OF LITIGATION), WHICH MAY ARISE BY REASON OF DEATH OR INJURY TO PROPERTY OR PERSONS BUT ONLY TO THE EXTENT OCCASIONED BY THE NEGLIGENT ACT, ERROR OR OMISSION OF CONSULTANT, ITS OFFICIALS, OFFICERS, AGENTS, EMPLOYEES, INVITEES OR OTHER PERSONS FOR WHOM CONSULTANT IS LEGALLY LIABLE WITH REGARD TO THE PERFORMANCE OF THIS AGREEMENT. IN THE EVENT THAT TOWN AND CONSULTANT ARE CONCURRENTLY NEGLIGENT, THE PARTIES AGREE THAT ALL LIABILITY SHALL BE CALCULATED ON A COMPARATIVE BASIS OF FAULT AND RESPONSIBILITY AND THAT NEITHER PARTY SHALL BE REQUIRED TO DEFEND OR INDEMNIFY THE OTHER PARTY FOR THAT PARTY’S NEGLIGENT OR INTENTIONAL ACTS, ERRORS OR OMISSIONS. Page 185 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 3 OF 15 10.Notices. Any notices to be given hereunder by either Party to the other may be affected either by personal delivery, in writing, or by registered or certified mail to the following addresses: Freese and Nichols, Inc. Daniel Harrison, Project Manager 2711 Haskell Avenue, Suite 3300 Dallas, Texas 75204 Daniel.harrison@freese.com Town of Prosper Ron K. Patterson, Interim Town Manager PO Box 307 Prosper, TX 75078 rpatterson@prospertx.gov 11.Termination. The obligation to provide further services under this Agreement may be terminated by either Party in writing upon thirty (30) calendar days notice. In the event of termination by Town, Consultant shall be entitled to payment for services rendered through receipt of the termination notice. 12.Sole Parties and Entire Agreement. This Agreement shall not create any rights or benefits to anyone except Town and Consultant, and contains the entire agreement between the Parties. Oral modifications to this Agreement shall have no force or effect. 13.Assignment and Delegation. Neither Town nor Consultant may assign its rights or delegate its duties without the written consent of the other Party. This Agreement is binding on Town and Consultant to the extent permitted by law. Nothing herein is to be construed as creating any personal liability on the part of any Town officer, employee or agent. 14.Texas Law to Apply; Successors; Construction. This Agreement shall be construed under and in accordance with the laws of the State of Texas. It shall be binding upon, and inure to the benefit of, the Parties hereto and their representatives, successors and assigns. Should any provisions in this Agreement later be held invalid, illegal or unenforceable, they shall be deemed void, and this Agreement shall be construed as if such provision had never been contained herein. 15.Conflict of Interest. Consultant agrees that it is aware of the prohibited interest requirement of the Town Charter, which is repeated in Exhibit D - Conflict of Interest Affidavit and incorporated herein as if written word for word, and will abide by the same. Further, a lawful representative of Consultant shall execute the Affidavit included in the exhibit. Consultant understands and agrees that the existence of a prohibited interest during the term of this Agreement will render the Agreement voidable. Consultant agrees that it is further aware of the vendor disclosure requirements set forth in Chapter 176, Local Government Code, as amended, and will abide by the same. In this connection, a lawful representative of Consultant shall execute the Conflict of Interest Questionnaire, Form CIQ, attached hereto as Exhibit E - Conflict of Interest Questionnaire and incorporated herein as if written word for word. 16.Venue. The Parties herein agree that this Agreement shall be enforceable in Prosper, Texas, and if legal action is necessary to enforce it, exclusive venue shall lie in Collin County, Texas. 17.Mediation. In the event of any disagreement or conflict concerning the interpretation of this Agreement, and such disagreement cannot be resolved by the signatories hereto, the signatories agree to submit such disagreement to non-binding mediation. 18.Prevailing Party. In the event a Party initiates or defends any legal action or proceeding to enforce or interpret any of the terms of this Agreement, the prevailing party in any such action or proceeding shall be entitled Page 186 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 4 OF 15 to recover its reasonable costs and attorney’s fees (including its reasonable costs and attorney’s fees on any appeal). 19.“Anti-Israel Boycott” Provision. In accordance with Chapter 2270, Texas Government Code, a Texas governmental entity may not enter into a contract with a company for the provision of goods or services unless the contract contains a written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. Chapter 2270 does not apply to a (1) a company that is a sole proprietorship; (2) a company that has fewer than ten (10) full-time employees; or (3) a contract that has a value of less than One Hundred Thousand Dollars ($100,000.00). Unless the company is not subject to Chapter 2270 for the reasons stated herein, the signatory executing this Agreement on behalf of the company verifies by its signature to this Agreement that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 20.Signatories. Town warrants and represents that the individual executing this Agreement on behalf of Town has full authority to execute this Agreement and bind Town to the same. Consultant warrants and represents that the individual executing this Agreement on its behalf has full authority to execute this Agreement and bind Consultant to same. IN WITNESS WHEREOF, the Parties, having read and understood this Agreement, have executed such in duplicate copies, each of which shall have full dignity and force as an original, on the _______ day of _______________________, 20____. FREESE AND NICHOLS, INC. By: Signature Wendy Bonneau Printed Name Vice President/Principal Title Date TOWN OF PROSPER, TEXAS By: Signature Ron K. Patterson Printed Name InterimTown Manager Title Date S09/06/2022 Page 187 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 5 OF 15 EXHIBIT A SCOPE OF SERVICES PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND FREESE AND NICHOLS, INC. FOR THE COMPREHENSIVE PLAN UPDATE I. PROJECT DESCRIPTION A community's comprehensive Plan generally can be defined as a long -range planning tool that is intended for use by municipal staff, decision-makers and citizens to direct the growth and physical development of the community for 10 to 20 years or more. In 2012, the Town adopted a Comprehensive Plan which included extensive community outreach, a definition of the Town's vision, and a detailed analysis of all facets of the Town's departments including Future Land Use, Transportation, and Infrastructure. Since that time, the Town has made tremendous strides toward implementing the Plan and many of its priorities. This project aims to make minor updates to the Comprehensive Plan, focusing on the Future Land Use and implementation matrix to help guide the Town over the next decade. The objective of this planning process will be to involve the community, gather feedback and create an Update to the 2012 Plan that will guide the growth and development of Prosper. We propose the Plan be conducted in three phases to provide the greatest positive impact for the Town: 1. Community Snapshot and Verification of Goals 2. Recommendations 3. Report, Implementation and Adoption Project Area: The project area for the Prosper Comprehensive Plan will include Prosper's town limits and extraterritorial jurisdiction. The scope of services includes the following tasks and is not in chronological order: II. TASK SUMMARY Phase One: Community Snapshot and Verification of Goals Task 1 – Community/Committee Outreach 1.1 Comprehensive Plan Advisory Committee: The Town will appoint a Comprehensive Plan Advisory Committee (CPAC) that will meet with FNI and Town staff throughout the planning process. While the exact membership of the CPAC is at the discretion of the Town, the CPAC should consist of two Town Council members, two Planning and Zoning Commission members, and one person who could be an elected official, appointed official, resident, or a business owner. The CPAC, Town, and FNI will meet up to three (3) times at key milestones throughout the course of the project. 1.2 Planning and Zoning Commission Meeting: FNI will attend one (1) Planning and Zoning Commission meeting to present the Plan, be available for P&Z questions, and for the Plan's recommendation to Town Council. Page 188 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 6 OF 15 Task 2 – Community Snapshot 2.1 Baseline Analysis: The Baseline Analysis is intended to provide background information about the Town of Prosper. This is vital to the planning process because without the knowledge of where the Town is today, assessing what it can be in the future becomes increasingly difficult. The majority of data for this effort will be gathered through Town sources and updated charts will be included in the Plan. 1. Historic Trends, Population Growth and Demographic Profile a. Historical population and related growth trends will be analyzed. b. Demographic profile will consist of age, gender, ethnicity, income, and household type. The population projections utilized within the Future Land Use Plan and the other components of the Comprehensive Plan will be derived from this information. The demographic information will use the latest Census or Esri data available at the time of contract execution. 2.2 Existing Land Use Analysis: The relationships of existing and future land uses will shape the character and quality of life of the community for many years to come. The Town will provide FNI with an Existing Land Use Map in GIS format. FNI will update the Existing Land Use Table in the Comprehensive Plan. Assessment of the land use characteristics will also be updated once data gathering has been completed. The existing land use inventories (conducted using a base map of the Town provided by Prosper, the county, or a similar entity) will include: 1. Analysis of types of land use (color-coded by category) quantified by acres; 2. Analysis of types of land use correlated to Prosper's population (for future projection purposes); 3. Discussion of existing development patterns; 4. Discussion of existing land use relationships, both positive and negative. 2.3 Planning Context: An understanding of the planning context will help to set the framework for which general planning decisions can be made. The following are elements to be documented in order to establish the planning context: 1. Evaluate existing planning documents; 2. Review past and ongoing planning efforts conducted by the Town; 3. Evaluate regional initiatives; and 4. Coordinate with ongoing updates to other plans. Task Product: The Community Snapshot will be a compilation of written information, supported with charts and tables, explaining the importance and meaning of the facts as they relate to the Town of Prosper and the Comprehensive Plan. Maps graphically depicting applicable information will include the following elements: (1) Population growth and demographic snapshot, (2) existing transportation/ thoroughfare routes, (3) existing land use analysis, and (4) physical limitations of the Town. FNI will use existing data from the 2012 if still applicable. Task 3 – Vision and Goals 3.1 The current Comprehensive Plan defines a Vision with many Goals and Objectives. For the purposes of this Update, FNI will use the current Vision as a starting point. Goals will be verified and Objectives will be updated only as necessary. Task Product: The results of the Vision, Goals, and Objectives work effort will be a written list of updated goals and objectives to guide the remainder of the comprehensive planning proce ss. Page 189 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 7 OF 15 Phase Two: Plans and Recommendations Task 4 – Future Land Use Plan 1.1 Prosper’s Future Land Use Plan is a policy document which is intended to guide Town staff and officials as they make decision on where, when and how the Town should grow. Development of a land use plan, which is understandable to citizens, Town staff, the Planning and Zoning Commission and Town Council, will ensure that a cohesive and unified vision for Prosper is presented to developers and property owners as future development and redevelopment occurs within the community. The mission is to build a land use scenar io based upon the community's vision resulting in the development of a Future Land Use Plan Map that conveys the community's development and redevelopment objectives. This portion of the Comprehensive Plan will take into account existing land use information, current zoning regulations, economic development objectives, past development patterns and infill and redevelopment opportunities and will integrate them into an understandable graphic depiction of the community's future. • Future Land Use Types Defined: A key component of the Future Land Use Plan is the definition and discussion of future land use types, including any new types of land use that may be applicable within the Town. Discussions of the types of land uses will include associated character gu idelines, preferred locations, and general density guidelines (for residential uses). • Multifamily Development: The current housing market conditions in the region have created a high demand for multifamily developments. The Town will continue to be prese nted with numerous proposals for multifamily development within the Town's limits. The relationships and ratios between single -family and multifamily within the Town's overall housing stock is an important element for the Future Land Use Plan to define. This element will provide the Town guidance regarding where multifamily developments should occur and how many multifamily units should be planned within the Town. • Drive-Throughs: The commercial market in the region is continuing to grow, which places a d emand on vacant properties to develop. Most of the Town's residents use vehicles to travel about their daily lives. Additionally, many people throughout the region pass through the Town on their way to their homes and places of work. With large traffic volumes, there is a high demand for businesses to provide goods and services using drive -through facilities. These drive-through facilities may pose issues related to traffic circulation, appearance, and noise. As a quality of life issue, the Plan will address these facilities and provide best practices for their inclusion in developments. • Land Use Projections: Land use projections, based upon projected growth scenario, will be calculated. Land use projections will depict the acreage by land use type as reflected within the Future Land Use Plan Map. • Ultimate Capacity and Population Projections: The ultimate capacity of Prosper, based upon the Future Land Use Plan Map, will be calculated in order to provide a general carrying capacity. Additionally, FNI will develop a new projected growth rate for the Town based upon historical growth patterns and future growth considerations. The combination of the ultimate capacity and population projections will help guide decisions pertaining to infrastructure, parks, public facilities and other Capital Improvement Program items. • Future Land Use Plan Map: The Future Land Use Plan will culminate with the depiction of color -coded land uses within the Town's planning area. The Plan will consider the following: 1. Location of future residential, non-residential, open space and public land uses; 2. Location of environmentally sensitive areas or barriers that should be considered when making future development decisions; and 3. Location of future land uses along major transportation corridors. Task Product: The results of the Future Land Use Plan section of the Comprehensive Plan will be a Future Land Use Plan map, supported and explained with text, charts and tables. Text descriptions will also describe recommendations and proposed guidelines for various types of land uses for the Town to consider when making future land use decisions. Page 190 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 8 OF 15 Task 5 – Neighborhood and Community Livability 5.1 Livability refers to the many tangible and intangible characteristics of Prosper that contribute to the Town's quality of life. This section is intended define and create recommendations on what the Town of Prosper should consider to maintain and improve the quality of life for its residents. The CPAC and public input will be used as the bas is for identifying and defining the amenities desired by residents for Prosper. This task can be a stand -alone chapter or included as part of the Future Land Use Chapter. Task Product: Update of the Neighborhood and Community Livability Section. It is anticipated that this section would only be a minor update to include current trends and any discrepancies from the last Plan. Task 6 – Transportation and Infrastructure 6.1 Transportation and Infrastructure are important elements of the Comprehensive Plan. However, the transportation network is generally set and infrastructure plans are being done by others. FNI will fold in existing and on-going plans from the Town for the purposes of this exercise. Transportation and other infrastructure needs raised durin g the process that are not already addressed in other plans will be incorporated in the implementation plan. Task Product: Full transportation and infrastructure plans are not a part of this effort. Task 7-Market Analysis 7.1 A recent market analysis was performed as part of the Downtown Plan. FNI will build on that market analysis and assess other major changes in the market due to major planned and constructed developments since the last Plan. A high-level market analysis will be performed to inform the future land use plan and inform potential projects for implementation. Task Product: High-level market analysis. Phase Three: Report and Implementation Task 8-Report and Implementation 8.1 Draft Report: FNI will prepare one (1) draft Comprehensive Plan draft that will document the planning process. It will present a clear narrative with accompanying graphics and figures, as necessary, to describe the intentions of the community. The draft will be provided to the Town, CPAC and other parties the Town wishes to include for review and comments. The Town shall provide one consolidated set of edits. FNI will incorporate comments and proceed to prepare implementation items. • Implementation Plan: The Implementation Plan will be structured into a coordinated action program so that Town leaders, staff, and other decision-makers can easily identify the steps that are necessary to achieve the vision for the Town that is described within the Comprehensive Plan. The Implementation Plan wil l outline priorities primarily by: 1. Reviewing the various policies and related recommendations from each Plan element; 2. Dividing the policies and related recommendations into applicable implementation techniques/actions – an overall Action Plan – such as regulatory actions, programs, and intergovernmental partnerships; and 3. Prioritizing the implementation techniques/actions into appropriate time frames. Task Product: The Implementation Plan will represent the initial action plan to take Plan poli cies and related recommendations from vision to reality, and will include practical and specific steps for implementing the Comprehensive Plan within the near-term (i.e., 2023-2033) and within a longer-term planning horizon (2033-2043). Page 191 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 9 OF 15 • Plan Chapters: The culmination of the planning process will result in a Comprehensive Plan document containing the following elements: 1. Executive Summary 2. Chapter 1: Community Snapshot 3. Chapter 2: Vision and Goals- minor update 4. Chapter 3: Future Land Use 5. Chapter 4: Transportation Plan - not included 6. Chapter 5: Market Analysis 7. Chapter 6: Infrastructure Assessment - not included 8. Chapter 7: Implementation Task Product: The results of the Comprehensive Plan documentation will be: A print - ready, high-quality PDF of the final Comprehensive Plan, and all electronic files needed to print, recreate, or edit the plan document, including mapping data, shared via electronic file transfer. Task 9: Adoption: 9.1 FNI team members will present the project scope, process, findings and recommendations at one (1) Planning and Zoning Commission meeting and one (1) Town Council meeting as part of the adoption process. III. DELIVERABLES Task 1 – Community/Committee Outreach All Meeting Effort Task 2 – Community Snapshot Updated Community Snapshot Task 3 – Vision and Goals Updated Community Vision Chapter Task 4 – Future Land Use Updated Future Land Use Chapter Task 5 – Neighborhood and Community Livability Updated Future Land Use Chapter Task 6 – Transportation and Infrastructure Transportation and Infrastructure Plans Task 7-Market Analysis Market Analysis Task 8-Report and Implementation Implementation Plan Task 9-Adoption Final Plan Coordination and Document Page 192 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 10 OF 15 EXHIBIT B COMPENSATION SCHEDULE PROFESSIONAL SERVICES AGREEMENT BETWEEN THE TOWN OF PROSPER, TEXAS, AND FREESE AND NICHOLS FOR THE 2023 COMPREHENSIVE PLAN UPDATE PROJECT (PRP22XYZ) I. COMPENSATION SCHEDULE Task Completion Schedule Compensation Schedule Notice-to-Proceed Sept. 2022 Task 1a - Community / Committee Outreach / Meetings Oct 2022 $11,000.00 Task 1a - Community / Committee Outreach / Meetings Feb. 2023 $11,000.00 Task 1a - Community / Committee Outreach / Meetings July 2023 $12,000.00 Task 2 - Baseline Analysis Oct.2022 $7,500.00 Task 3 - Vision and Goals Nov. 2022 $3,000.00 Task 4 - Future Land Use Plan Feb 2023 $15,000.00 Task 5 - Neighborhood and Community Livability March 2023 $5,000.00 Task 6 - Transportation and Infrastructure March 2023 $500.00 Task 7 - Market Analysis March 2023 $10,000.00 Task 8 - Report and Implementation May 2023 $25,000.00 Task 9 - Adoption Process July 2023 $3,000.00 Total Compensation $103,000 II. COMPENSATION SUMMARY Basic Services (Lump Sum) Amount Task 1 - Community/ Committee Outreach / Meetings $34,000.00 Task 2 - Baseline Analysis $7,500.00 Task 3 - Vision and Goals $3,000.00 Task 4 - Future Land Use Plan $15,000.00 Task 5 - Neighborhood and Community Livability $5,000.00 Task 6 - Transportation and Infrastructure $500.00 Task 7 - Market Analysis $10,000.00 Task 8 - Report and Implementation $25,000.00 Task 9 - Adoption Process $3,000.00 Total Basic Services: $103,000 Special Services (Hourly Not-to-Exceed) Amount None $0 Page 193 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 11 OF 15 Total Special Services: $0 Direct Expenses Amount Technology Charges Mileage Meals Printing $4,800 350 250 100 Total Direct Expenses: $5,500 Page 194 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 12 OF 15 EXHIBIT C INSURANCE REQUIREMENTS Service provider shall procure and maintain for the duration of the contract, insurance against claims for injuries to person s or damages to property which may arise from or in connection with the performance of the work hereunder by the vendor, his agents, representatives, employees or subcontractors. The cost of such insurance shall be borne by the service provider. A certificate of insurance meeting all requirements and provisions outlined herein shall be provided to the Town prior to any services being performed or rendered. Renewal certificates shall also be supplied upon expiration. A. MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1. ISO Form Number GL 00 01 (or similar form) covering Commercial General Liability. “Occurrence” form only, “claims made” forms are unacceptable, except for professional liability. 2. Workers Compensation insurance as required by the Labor Code of the State of Texas, including Employers’ Liability Insurance. 3. Automobile Liability as required by the State of Texas, covering all owned, hired, or non -owned vehicles. Automobile Liability is only required if vehicle(s) will be used under this contract. 4. Professional Liability, also known as Errors and Omissions coverage. B. MINIMUM LIMITS OF INSURANCE Service Provider shall maintain throughout contract limits not less than: 1. Commercial General Liability: $500,000 per occurrence /$1,000,000 in the aggregate for third party bodily injury, personal injury and property damage. Policy will include coverage for: a. Premises / Operations b. Broad Form Contractual Liability c. Products and Completed Operations d. Personal Injury e. Broad Form Property Damage 2. Workers Compensation and Employer’s Liability: Workers Compensation limits as required by the Labor Code of the State of Texas and Statutory Employer’s Liability minimum limits of $100,000 each accident, $300,000 Disease- Policy Limit, and $100,000 Disease- Each Employee. 3. Automobile Liability: $500,000 Combined Single Limit. Limits can only be reduced if approved by the Town. Automobile liability shall apply to all owned, hired, and non-owned autos. 4. Professional Liability aka Errors and Omissions: $500,000 per occurrence and in the aggregate. C. DEDUCTIBLES AND SELF-INSURED RETENTIONS Any deductible or self-insured retentions in excess of $10,000 must be declared to and approved by the Town. Page 195 Item 17. PROFESSIONAL SERVICES AGREEMENT VERSION 10/20 PAGE 13 OF 15 D. OTHER INSURANCE PROVISIONS The policies are to contain, or be endorsed to contain the following provisions: 1. General Liability and Automobile Liability Coverages a. The Town, its officers, officials, employees, boards and commissions and volunteers are to be added as “Additional Insured’s” relative to liability arising out of activities performed by or on behalf of the provider, products and completed operations of the provider, premises owned, occupied or used by the provider. The coverage shall contain no special limitations on the scope of protection afforded to the Town, its officers, officials, employees or volunteers. b. The provider’s insurance coverage shall be primary insurance in respects to the Town, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the Town, its officers, officials, employees or volunteers shall be in excess of the provider’s insurance and shall not contribute with it. c. Any failure to comply with reporting provisions of the policy shall not affect coverage provided to the Town, its officers, officials, employees, boards and commissions or volunteers. d. The provider’s insurance shall apply separately to each insured against whom the claim is made or suit is brought, except to the insured’s limits of liability. 2. Workers Compensation and Employer’s Liability Coverage: The insurer shall agree to waive all rights of subrogation against the Town, its officers, officials, employees and volunteers for losses arising from work performed by the provider for the Town. 3. All Coverages: Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled or non-renewed by either party, reduced in coverage or in limits except after 30 days written notice to the Town for all occurrences, except 10 days written notice to the Town for non-payment. 4. Professional Liability and / or Errors and Omissions: “Claims made” policy is acceptable coverage, which must be maintained during the course of the project, and up to two (2) years after completion and acceptance of the project by the Town. E. ACCEPTABILITY OF INSURERS The Town prefers that Insurance be placed with insurers with an A.M. Best’s rating of no less than A- VI, or better. F. VERIFICATION OF COVERAGE Service Provider shall provide the Town with certificates of insurance indicating the coverages required. The certificates are to be signed by a person authorized by that insurer to bind coverage on its behalf. Certificates of insurance similar to the ACORD Form are acceptable. Town will not accept Memorandums of Insurance or Binders as proof of insurance. The Town reserves the right to require complete, certified copies of all required insurance policies at any time. Certificate holder to be listed as follows: Town of Prosper P.O. Box 307 Prosper, TX 75078 Page 196 Item 17. Page 197Item 17. Freese and Nichols, Inc.N/AN/ATown of Prosper09/06/2022Page 198Item 17. ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? INSR ADDL SUBR LTR INSD WVD PRODUCER CONTACT NAME: FAXPHONE (A/C, No):(A/C, No, Ext): E-MAIL ADDRESS: INSURER A : INSURED INSURER B : INSURER C : INSURER D : INSURER E : INSURER F : POLICY NUMBER POLICY EFF POLICY EXPTYPE OF INSURANCE LIMITS(MM/DD/YYYY)(MM/DD/YYYY) AUTOMOBILE LIABILITY UMBRELLA LIAB EXCESS LIAB WORKERS COMPENSATION AND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ DAMAGE TO RENTEDCLAIMS-MADE OCCUR $PREMISES (Ea occurrence) MED EXP (Any one person)$ PERSONAL & ADV INJURY $ GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE $ PRO-POLICY LOC PRODUCTS - COMP/OP AGGJECT OTHER:$ COMBINED SINGLE LIMIT $(Ea accident) ANY AUTO BODILY INJURY (Per person)$ OWNED SCHEDULED BODILY INJURY (Per accident)$AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $AUTOS ONLY AUTOS ONLY (Per accident) $ OCCUR EACH OCCURRENCE CLAIMS-MADE AGGREGATE $ DED RETENTION $ PER OTH- STATUTE ER E.L. EACH ACCIDENT E.L. DISEASE - EA EMPLOYEE $ If yes, describe under E.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGE NAIC # COMMERCIAL GENERAL LIABILITY Y / N N / A (Mandatory in NH) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). COVERAGES CERTIFICATE NUMBER:REVISION NUMBER: CERTIFICATE HOLDER CANCELLATION © 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03) CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) $ $ $ $ $ The ACORD name and logo are registered marks of ACORD 9/6/2022 (703) 827-2277 (703) 827-2279 30104 Freese and Nichols, Inc. 801 Cherry Street, Suite 2800 Fort Worth, TX 76102 29459 29424 22357 20443 A 1,000,000 42UUNOL5238 10/23/2021 10/23/2022 1,000,000 Contractual Liab.10,000 1,000,000 2,000,000 2,000,000 1,000,000B 42UENOL5558 10/23/2021 10/23/2022 10,000,000C 42 XHU OL 5747 10/23/2021 10/23/2022 10,000,000 10,000 D 42WBOL6H3F 10/23/2021 10/23/2022 1,000,000 N 1,000,000 1,000,000 E Professional Liab.AEH008214422 10/23/2021 Per Claim 5,000,000 PROFESSIONAL LIABILITY AGGREGATE LIMIT: $10,000,000 RE: Comprehensive Plan Update PSA The Town, its officers, officials, employees, boards and commissions and volunteers are included as Additional Insured with respect to General Liability, Auto Liability, and Umbrella Liability when required by written contract. General Liability, Auto Liability and Umbrella Liability are primary and non-contributory over any existing insurance and limited to liability arising out of the operations of the named insured and when required by written contract. General Liability, Auto Town of Prosper, TX PO Box 307 Prosper, TX 75078 FREEAND-02 KSUTTON Ames & Gough 8300 Greensboro Drive Suite 980 McLean, VA 22102 admin@amesgough.com Hartford Underwriters Insurance Company A+ (XV) Twin City Fire Insurance Company A+ (XV) Hartford Casualty Insurance Company A+ (XV) Hartford Accident and Indemnity Company A+ (XV Continental Casualty Company (CNA) A, XV X 10/23/2022 X X X X X X X X Page 199 Item 17. FORM NUMBER: EFFECTIVE DATE: The ACORD name and logo are registered marks of ACORD ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE FORM TITLE: Page of THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, ACORD 101 (2008/01) AGENCY CUSTOMER ID: LOC #: AGENCY NAMED INSURED POLICY NUMBER CARRIER NAIC CODE © 2008 ACORD CORPORATION. All rights reserved. Ames & Gough FREEAND-02 SEE PAGE 1 1 SEE PAGE 1 ACORD 25 Certificate of Liability Insurance 1 SEE P 1 Freese and Nichols, Inc. 801 Cherry Street, Suite 2800 Fort Worth, TX 76102 SEE PAGE 1 KSUTTON 1 Description of Operations/Locations/Vehicles: Liability, Umbrella Liability and Workers Compensation policies include a Waiver of Subrogation in favor of the Additional Insured where permissible by state law and when required by written contract. 30-day Notice of Cancellation will be issued for the General Liability, Auto Liability, Umbrella Liability, Workers Compensation and Professional Liability policies in accordance with policy terms and conditions. Page 200 Item 17. Page 1 of 2 To: Mayor and Town Council From: Whitney Rehm, Grants Administrator Through: Ron K. Patterson, Interim Town Manager Doug Kowalski, Chief of Police Re: Bullet-Resistant Shield Grant Program Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon a resolution authorizing the Interim Town Manager, and/or his/her designee, to apply for the Office of the Governor, Criminal Justice Division, Bullet-Resistant Shield Grant Program, FY2023. (DK) Description of Agenda Item: The Office of the Governor (OOG) is offering grant funding for the purchase and deployment of Level Ill & IV Bullet-Resistance Shields that are rated to be rifle resistant. No minimum or maximum has been identified by the grant. The proposed project includes twenty rifle-rated handheld shields and one rifle-rated mobile heavy-duty shield. These shields were chosen due to the grant's funding requirements and abilities to protect responding officers, including the civilians, involved in active shooter events. This grant is funded at 100% if selected by the OOG. The Town of Prosper will be responsible to initially fund the shields out of General Fund, and the State will reimburse the Town of Prosper. Budget Impact: The total funds requested will be approximately $83,749.03 and will be funded from the Police Department's Capital Account, 100-6140-20-1. If approved, Blais and Associates will review the project application to make minor adjustments prior to submission to the OOG. The review cost is quoted at $1,800 and will be paid out of the Police Department's Professional Services Account, 100-5410-20-01. Legal Obligations and Review: Terrence Welch of Brown & Hofmeister, L.L.P., has approved the terms and conditions and all award documentation as to form and legality. Attached Documents: 1. Funding Announcement 2. Legal Review 3. GT Distributors Quote Prosper is a place where everyone matters. POLICE DEPARTMENT Page 201 Item 18. Page 2 of 2 4. Resolution 5. Blais & Associates Quote Town Staff Recommendation: Town staff recommends the Town Council approve a resolution authorizing the Interim Town Manager, and/or his/her designee, to apply for the Office of the Governor, Criminal Justice Division, Bullet-Resistant Shield Program FY2023. A future budget amendment will be requested to account for the grant income and to allocate funding for this project. Proposed Motion: I move to approve a resolution authorizing the Interim Town Manager, and/or his/her designee, to apply for the Office of the Governor, Criminal Justice Division, Bullet -Resistant Shield Grant Program, FY2023. Page 202 Item 18. Office of the Governor, Public Safety Office Criminal Justice Division Funding Announcement: Bullet-Resistant Shield Grant Program, FY2023 Purpose The purpose of this announcement is to solicit applications from law enforcement agencies to equip peace officers with bullet-resistant shields. Available Funding State funds for these projects are authorized by a Budget Execution Order proposed by the Legislative Budget Board and ratified by Governor Abbott on June 28, 2022, pursuant to Texas Government Code, Section 317.002 and Section 317.005(b). All awards are subject to the availability of appropriated funds and any modifications or additional requirements that may be imposed by law. The Public Safety Office (PSO) expects to make available $50M for FY2023. Eligible Organizations Applications may be submitted by independent school districts, institutions of higher education, units of local government, the Texas Department of Public Safety and other educational institutions that operate law enforcement agencies employing peace officers under Article 2.12, Texas Code of Criminal Procedure. All applications submitted by local law enforcement agencies/offices must be submitted by a unit of government affiliated with the agency, including an authorizing resolution from that unit of government. For example, police departments must apply under their municipal government, and community supervision and corrections departments, district attorneys, and judicial districts must apply through their affiliated county government (or one of the counties, in the case of agencies that serve more than one county). Application Process Applicants must access the PSO’s eGrants grant management website at https://eGrants.gov.texas.gov to register and apply for funding. For more instructions and information, see eGrants User Guide to Creating an Application, available here. Page 203 Item 18. Funding Announcement: Bullet-Resistant Shield Grant Program, FY2023 Key Dates Action Date Funding Announcement Release 08/17/2022 Online System Opening Date 08/17/2022 Final Date to Submit and Certify an Application 09/19/2022 at 5:00PM CST Earliest Project Start Date 09/01/2022 Project Period Projects must begin on or after 09/01/2022 and may not exceed a 12-month project period. Funding Levels Minimum: None Maximum: None Match Requirement: None Standards Grantees must comply with standards applicable to this fund source cited in the Texas Grant Management Standards (TxGMS), Federal Uniform Grant Guidance, and all statutes, requirements, and guidelines applicable to this funding. Eligible Activities and Costs Funds may only be used for obtaining bullet-resistant shields compliant with the National Institute of Justice (NIJ) Level III, III+, or IV. Applicants are encouraged to consider the reasonable cost of their request. PSO will evaluate applications based on the number of frontline peace officers and the average cost per shield. Program-Specific Requirements Eligible officers. Grant funds may only be used to equip peace officers (as defined by Article 2.12, Texas Code of Criminal Procedure) directly employed by a law enforcement agency operated by the applicant. PSO will prioritize the equipping of certain types of officers in the following order: 1) Peace officers directly employed by school districts; 2) Peace officers contracted by school districts; and 3) Other peace officers that may respond to school safety emergencies. Active Shooter Policy. All eligible organizations that apply for grant funds will ensure its law enforcement agency adopts a Critical Incidents In-Progress (Active Shooter) policy implementing, at a minimum, protocols for assessing an active threat or violent encounter and immediately responding in order to stop the killing, stop the dying, and provide rapid casualty evacuation. The policy should include procedures that address: • Concepts and Principles Page 204 Item 18. Funding Announcement: Bullet-Resistant Shield Grant Program, FY2023 • Community/First Responder Agency Notifications • Mutual Aid Implementation • Solo Officer Deployment • Officer Team Deployment • Follow-On Responders (Rescue Task Force) • Incident Command - Unified Command Considerations • Incident Debriefing • Training ALERRT Training. All officers provided with a grant-funded ballistic shield must have either attended 16 hours of ALERRT (Advanced Law Enforcement Rapid Response Training) training within the last 24 months or commit to attend within the next 24 months. ALERRT’s upcoming course schedule can be found here: https://alerrt.org/Upcoming. Note: Funding is available through the Public Safety Office to offset travel expenditures associated with attending ALERRT Training. Please refer to the ALERRT Travel Assistance Funding Announcement for more information on how to apply for these funds. Eligibility Requirements 1. Local units of governments must comply with the Cybersecurity Training requirements described in Section 772.012 and Section 2054.5191 of the Texas Government Code. Local governments determined to not be in compliance with the cybersecurity requirements required by Section 2054.5191 of the Texas Government Code are ineligible for OOG grant funds until the second anniversary of the date the local government is determined ineligible. Government entities must annually certify their compliance with the training requirements using the Cybersecurity Training Certification for State and Local Governments. A copy of the Training Certification must be uploaded to your eGrants application. For more information or to access available training programs, visit the Texas Department of Information Resources Statewide Cybersecurity Awareness Training page. 2. Entities receiving funds from PSO must be located in a county that has an average of 90% or above on both adult and juvenile dispositions entered into the computerized criminal history database maintained by the Texas Department of Public Safety (DPS) as directed in the Texas Code of Criminal Procedure, Chapter 66. The disposition completeness percentage is defined as the percentage of arrest charges a county reports to DPS for which a disposition has been subsequently reported and entered into the computerized criminal history system. Counties applying for grant awards from the Office of the Governor must commit that the county will report at least 90% of convictions within five business days to the Criminal Justice Information System at the Department of Public Safety. 3. Eligible applicants operating a law enforcement agency must be current on reporting complete UCR data and the Texas specific reporting mandated by 411.042 TGC, to the Texas Department of Public Safety (DPS) for inclusion in the annual Crime in Texas (CIT) publication. To be considered eligible for funding, applicants must have submitted a full twelve months of accurate data to DPS for the most recent calendar year by the deadline(s) established by DPS. Due to the importance of timely reporting, applicants are required to submit complete and accurate UCR data, as well as the Texas- Page 205 Item 18. Funding Announcement: Bullet-Resistant Shield Grant Program, FY2023 mandated reporting, on a no less than monthly basis and respond promptly to requests from DPS related to the data submitted. 4. Local units of government, including cities, counties and other general purpose political subdivisions, as appropriate, and institutions of higher education that operate a law enforcement agency, must comply with all aspects of the programs and procedures utilized by the U.S. Department of Homeland Security (“DHS”) to: (1) notify DHS of all information requested by DHS related to illegal aliens in Agency’s custody; and (2) detain such illegal aliens in accordance with requests by DHS. Additionally, counties and municipalities may NOT have in effect, purport to have in effect, or make themselves subject to or bound by, any law, rule, policy, or practice (written or unwritten) that would: (1) require or authorize the public disclosure of federal law enforcement information in order to conceal, harbor, or shield from detection fugitives from justice or aliens illegally in the United States; or (2) impede federal officers from exercising authority under 8 U.S.C. § 1226(a), § 1226(c), § 1231(a), § 1357(a), § 1366(1), or § 1366(3). Lastly, eligible applicants must comply with all provisions, policies, and penalties found in Chapter 752, Subchapter C of the Texas Government Code. Each local unit of government, and institution of higher education that operates a law enforcement agency, must download, complete and then upload into eGrants the CEO/Law Enforcement Certifications and Assurances Form certifying compliance with federal and state immigration enforcement requirements. This Form is required for each application submitted to OOG and is active until August 31, 2023 or the end of the grant period, whichever is later. 5. In accordance with Texas Government Code, Section 420.034, any facility or entity that collects evidence for sexual assault or other sex offenses or investigates or prosecutes a sexual assault or other sex offense for which evidence has been collected, must participate in the statewide electronic tracking system developed and implemented by the Texas Department of Public Safety. Visit DPS’s Sexual Assault Evidence Tracking Program website for more information or to set up an account to begin participating. 6. Eligible applicants must be registered in the federal System for Award Management (SAM) database and have an UEI (Unique Entity ID) number assigned to its agency (to get registered in the SAM database and request an UEI number, go to https://sam.gov/). Failure to comply with program eligibility requirements may cause funds to be withheld and/or suspension or termination of grant funds. Prohibitions Grant funds may not be used to support the unallowable costs listed in the Guide to Grants or any of the following unallowable costs: 1. Any costs ancillary to the purchase of eligible ballistic shields, such as policy development, training costs, and staff; and 2. Any other prohibition imposed by federal, state or local law or regulation. Page 206 Item 18. Funding Announcement: Bullet-Resistant Shield Grant Program, FY2023 Selection Process Application Screening: The Office of the Governor will screen all applications to ensure that they meet the requirements included in the funding announcement. Peer/Merit Review: The Office of the Governor will review applications to understand the overall demand for the program and for significant variations in costs per item. After this review, the Office of the Governor will determine if all eligible applications can be funded based on funds available, if there are cost-effectiveness benefits to normalizing or setting limits on the range of costs, and if other fair- share cuts may allow for broader distribution and a higher number of projects while still remaining effective. Final Decisions: The Office of the Governor will consider these factors and make all final funding decisions. Other factors may include cost effectiveness, overall funds availability, or state government priorities and strategies, legislative directives, need, geographic distribution, or other relevant factors. The Office of the Governor may not fund all applications or may only award part of the amount requested. In the event that funding requests exceed available funds, the Office of the Governor may revise projects to address a more limited focus. Contact Information For more information, contact the eGrants help desk at eGrants@gov.texas.gov or (512) 463-1919. Page 207 Item 18. 005576 Master No. 0/0/0000 GT Distributors - Austin FACTORY DIRECT NET 15 Prosper, Town of (TX) 1 QTE0160517 Prosper, Town of (TX) 8/31/2022 MORRIS 31AUG22 PT 2,639,623 Purchase Order No. Customer ID Salesperson ID Shipping Method Payment Terms Req Ship Date Quantity Item Number Description UOM Unit Price Ext. Price Ship To:Bill To: Quote Date Page: Attn: Accounts Payable P.O. Box 307 Prosper TX 75078 801 Safety Way Attn: Lt. Barrett Morris PO #: DJ (512) 451-8298 Ext. 0000 1124 New Meister Ln., Ste 100 Pflugerville TX 78660 Prosper TX 75078 $3,367.35 $67,347.00 PTA-1347352*Protech Assault VP Shield Level III W/Viewport EA 20 Dimensions: 16"x30" Viewport: 5" x 7" Weight 20 LBS MSRP: $6,600.00 $11,734.69 $11,734.69 PTA-1002711*ProTech Phoenix IV Shield 24x48 3 panels, whe EA 1 Level 4 AP Rated: YES Dimensions: 24"x48" Weight: 157 LBS MSRP: $23,000.00 $3,367.35 $3,367.35 PTA-1002564*ProTech Phoenix IV Shield Additional Panel w/ EA 1 Level 4 AP Rated: YES Dimensions: 24"x16" Weight: : 65 LBS Viewport: 6"x12" MSRP: $6,600.00 $0.00 $0.00 NOTES:Notes:EA 1 Quotation reflects BuyBoard Contract 603-20. Contract period 04/01/22-03/31/23. Email BuyBoard PO's to info@buyboard.com $0.00 $0.00 NOTES:Notes:EA 1 Quote is valid for 30 days. Please, reference quote number on PO. Freight may vary with quantity changes. Morris, Barrett $82,449.04 $0.00 $0.00 $83,749.03 $1,299.99 bmorris@prospertx.gov Thank you, Your salesperson was James. Subtotal Misc Tax Freight Total QUOTE IS GOOD FOR 30 DAYS. IN ORDER TO RECEIVE QUOTED PRICE PLEASE PRESENT A COPY OF QUOTE AT POINT OF SALE IN STORES OR REFERENCE QUOTE NUMBER ON PO OR REQUISITION Page 208 Item 18. Resolution No. 2022-XX, Page 1 TOWN OF PROSPER, TEXAS RESOLUTION NO. 2022-XX A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, AUTHORIZING THE TOWN TO SUBMIT A GRANT APPLICATION TO THE OFFICE OF THE GOVERNOR (OOG) FOR THE 2023 – TOWN OF PROSPER BULLET-RESISTANT SHIELD GRANT PROGRAM, GRANT NUMBER 4644201. WHEREAS, the Town of Prosper finds it in the best interest of the citizens of the Town of Prosper that the 2023 Officer of the Governor, Criminal Justice Division – Town of Prosper Bullet Resistant Shields Grant Program, be operated for the 2023 calendar year; and WHEREAS, the Town agrees to provide applicable reimbursed funds for the said project as required by the Office of the Governor Criminal Justice Division grant application; and WHEREAS, the Town agrees that in the event of loss or misuse of the funds, Office of the Governor, the Town assures that the funds will be returned to the Office of the Governor in full; and WHEREAS, the Town designates the Grants Administrator, Whitney Rehm, as the grantee’s authorized official. The authorized official is given the power to apply for, accept, reject, alter, or terminate the grant on behalf of the Town. 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 does hereby approve the submission of the grant application for the 2023 Criminal Justice Division – Town of Prosper Bullet Resistant Shield Grant Program to the Office of the Governor. SECTION 3 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 ___________________, 2022. ___________________________________ David F. Bristol, Mayor Page 209 Item 18. Resolution No. 2022-XX, Page 2 ATTEST: ____________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: ____________________________________ Terrence S. Welch, Town Attorney Page 210 Item 18. Quote Prepared By: Whitten Guajardo 832-851-5923 wguajardo@blaisassoc.com www.blaisassoc.com Client Name Client Contact(s) Grant Program Project Due Project Name Date Prepared Project Cost $1,800.00 $0.00 $0.00 $0.00 $0.00 $1,800.00 Activity Project Quote September 2, 2022 $1,800 Town of Prosper Whitney Rehm, Grants Administrator Texas Office of the Governor: Bullet-Resistant Shield Grant Program September 19, 2022 Prosper Bullet-Resistant Shield Program - Review Only Preparatory work including reviewing guidelines and application materials. Quality control/technical review of two full drafts, to be provided by client. Hand-written edits and recommendations to be provided by B&A. B&A strongly recommends providing a draft for review that is 80% or more complete, including budget. Client is responsible for all application development and submission activities. 2) No match requirement. Notes and Assumptions 1) $50 million in total available funds. No minimum or maximum award amount. Conference calls and client coordination. GRAND TOTAL Direct Costs SUBTOTAL SUBTOTAL Final Files (link) Reproduction for hard copy (not applicable) Express Delivery mail or courier services (not applicable) Prosper: Bullet Resistant Shields 9/2/2022 1 of 2Page 211 Item 18. Quote Prepared By: Whitten Guajardo 832-851-5923 wguajardo@blaisassoc.com www.blaisassoc.com Signature Approving Costs and Authorizing Notice to Proceed Date Printed Name Please note that this quote is fixed fee for service based on current conditions and understandings. Many factors may change during the development of a project, including Client requests, that may increase the amount of work required to successfully perform services. During the course of work, if there is a material change in scope, B&A will notify the point of contact and mutually agree to a change order or discuss alternatives. Prosper: Bullet Resistant Shields 9/2/2022 2 of 2Page 212 Item 18. Page 1 of 1 To: Mayor and Town Council From: Dan Baker, Director of Parks and Recreation Through: Robyn Battle, Executive Director of Community Services Ron Patterson, Interim Town Manager Re: Prosper Youth Sports Commission Bylaw Amendments Town Council Meeting – September 13, 2022 Agenda Item: Consider an act upon approval of the Prosper Youth Sports Commission (PYSC) Bylaw amendments. Description of Agenda Item: At the October 22, 2013, Town Council meeting, an ordinance was adopted establishing the Prosper Youth Sports Commission (PYSC). Per the ordinance, the PYSC is required to have the bylaws, as originally adopted and all amendments approved by Town Council. After that meeting members of PYSC worked on the bylaws which were presented to the Town Council for discussion at the October 24, 2014, Town Council meeting. Comments were received and presented to the PYSC for final consideration. These bylaws were approved by Town Council during that meeting. During the July 27, 2022, PYSC Quarterly meeting, proposed amendments to the current bylaws were presented to and approved by PYSC voting board members. Staff is presenting the proposed amendments to council for approval. Legal Obligations and Review: The Town Attorney has reviewed this document as to form and legality. Attached Documents: 1. Proposed Amendments to PYSC Bylaws, Redline Version 2. Proposed Amendments to PYSC Bylaws, Clean Version Town Staff Recommendation: Staff recommends the Town Council approve the Prosper Youth Sports Commission (PYSC) Bylaw amendments. Proposed Motion: I move to approve the Prosper Youth Sports Commission (PYSC) Bylaw amendments. Prosper is a place where everyone matters. PARKS AND RECREATION Page 213 Item 19. Page 1 of 11 Prosper Youth Sports Commission By-Laws BYLAWS OF THE PROSPER YOUTH SPORTS COMMISSION (Commission) Page 214 Item 19. Page 2 of 11 Prosper Youth Sports Commission By-Laws TABLE OF CONTENTS ARTICLE I - MISSION 3 ARTICLE II - OFFICES 3 Registered Office and Agent Address 3 ARTICLE III - MEMBERSHIP OF COMMISSION 3 ARTICLE IV - GOVERNMENT OF COMMISSION 4 Government of Commission 4 Territory of the Commission 4 Jurisdiction 4 Fiscal Year 5 Books and Records 5 Resignation 5 Amendments to Bylaws 5 ARTICLE V - MEETINGS OF COMMISSION 5 Place of Meetings 5 Annual Meeting 5 Special Meetings 6 Commission Meetings 6 Emergency Actions 6 Notice of Meetings 6 Proxy 6 ARTICLE VI – NOTICE 6 Manner of Giving Notice 6 Waiver of Notice 6 ARTICLE VII - DIRECTORS 7 Directors 7 Election of Directors 7 Removal 7 Attendance at Meetings 7 Vacancies 8 Compensation 8 Minutes 8 Grievance Involving Members 8 Conflicts of Interest 8 ARTICLE VIII - OFFICERS: Powers and Duties 8 President 8 Vice President 8 Secretary 9 Treasurer 9 Immediate Past President 9 ARTICLE IX – DUTIES/CRITERIA OF LEAGUES 9 Non-Profit / League Transparency Status 9 Composition 9 Administrative Functions 9 Coach Certifications 9 Page 215 Item 19. Page 3 of 11 Prosper Youth Sports Commission By-Laws Code of Conduct 10 Non-Discrimination Policy 10 Team Balance 10 Facility Use 10 ARTICLE X – New Member Associations New Member Association 10 ARTICLE XI –Member Association Changes Member Association Changes 11 Version Log. • Version 1.0 – Town Council Approved dated XX/XX/XXXX • Version 1.1 - Updates made to multiple sections to clean up wording, update the Membership organization, set criteria for new organizations, and update Member obligations. These are the Bylaws of PROSPER YOUTH SPORTS COMMISSION (the “Commission”), duly adopted on _____________, 2014, as revised on ____, 2016 at an organizational meeting of its Members. ARTICLE I - MISSION To establish minimum criteria and provide congruency between all youth leagues and a quality experience to every league and participant. To govern facility use to provide safe, equitable, and enjoyable sports opportunities for all participants. To ensure Member leagues are recreational first and teach the basic skills and fundamentals of sports, to play in a safe and nurturing environment, where all children will have the opportunity to play, regardless of skill level. To ensure that each child has a positive, rewarding experience while participating in youth sports, and that each child will learn the importance of sportsmanship, teamwork, honor, and integrity. To provide guidance and recommendations for any newly formed leagues wishing to gain Membership. ARTICLE II - OFFICES The principal address of the Commission in the State of Texas shall be located in the Town of Prosper, County of Collin, Texas. The Commission may have such other addresses, either within or without the State of Texas, as the Members may determine or as the affairs of the Commission may require from time to time. Registered Office and Agent Address President, Prosper Youth Sports Commission P.O. Box 99, Prosper, Texas 75078 Page 216 Item 19. Page 4 of 11 Prosper Youth Sports Commission By-Laws ARTICLE III - MEMBERSHIP OF COMMISSION The Commission is comprised of three elected individuals as more fully described in Article VII, the Presidents from each Member Association, one PISD At-Large Member, and one town staff member, and the Commission’s Past President (singularly a “Member” or collectively the “Members”). Subsequent Members may be added by application to and the approval of the Commission and who also shall adhere to the Constitution, Bylaws, and Rules and Regulations of the Commission. The Member Associations are those youth sports associations and organizations recognized by The Town of Prosper’s Town Council, and upon adoption of these By-Laws consist of the Prosper Youth Sports Association, Prosper Area Soccer Association Organization and the Prosper Little League Prosper Baseball Softball Association. The elected Members are the President, Vice President and Secretary. Any Member of the Commission may be expelled and his or her Membership canceled, forfeited or suspended unilaterally by the Commission with a two-thirds vote of the total Membership present for a violation of the Commission’s Constitution, Bylaws, Rules and Regulations or for conduct prejudicial to the interests of the Commission and its Member Associations. Any Member expelled by the Commission may appeal the decision to the Town Council. Each Member Association shall be responsible for submitting and keeping current their respective governing body’s Members’ names and contact information. ARTICLE IV - GOVERNANCE OF COMMISSION Governance of Commission Each Member shall be entitled to one vote, and no Member shall be entitled to more than one vote, except the at- large PISD Member and the Past President are non-voting Members. Any Member may introduce anyone to speak provided he has the permission of the presiding officer at that meeting of the Commission. If a league President cannot attend a Commission meeting, his/her designee may attend, with written permission from the Member Association. Territory of the Commission The territory of this Commission is defined as being that part of Texas which includes: • Town of Prosper • Prosper Independent School District • League Boundaries Each Member Association’s boundary map reflecting the territory of the Commission shall be on file with Prosper Youth Sports Commission. Jurisdiction Each Member Association shall adhere to these Bylaws and shall be subject to the authority of the Commission. If the Commission is presented sufficient evidence that a Member Association is not adhering to these Bylaws, the Commission may form an ad hoc Ethics Committee to investigate the allegations and recommend appropriate action to the Commission. In the event of any dispute regarding the interpretation of these Bylaws, the Town Council shall have final authority regarding such interpretation. Page 217 Item 19. Page 5 of 11 Prosper Youth Sports Commission By-Laws Fiscal Year The fiscal year of the Commission shall be from July 1 to June 30. Resignation Any Member may resign by giving written notice to the President and the Secretary. The resignation shall take effect at the time specified therein, or immediately if no time is specified. Unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. If within sixty (60) days of a resignation a Member Association delegate has not been identified to replace the resigning Commission Member, the Commission may vote to expel the Member Association from the Commission. The Commission President or Secretary shall be responsible for and give notice to all Commission Members when a Commission Member has tendered his or her resignation. No more than 10 business days from the date of receipt of a resignation, the President or Secretary shall notify Commission Members of the resignation via e-mail. Amendments to Bylaws These Bylaws may be altered, amended or repealed, or new Bylaws may be adopted, at any meeting of the Commission by a two thirds (2/3) vote of the total present Membership; provided, however, that all Members shall be given ten (10) days written notice, including a written copy of any proposed changes. Amendments to the Bylaws may be made from the floor at the Annual Meeting in June October without advance notice. No changes to the By-Laws become effective until approved by the Town Council. ARTICLE V - MEETINGS OF THE COMMISSION Place of Meetings All meetings of the Commission shall be held at such place as shall be designated by the President. All meetings of the Commission will be open to the Members unless otherwise planned or requested in writing. On an annual basis, a meeting will be designated as Open to the Public (in the month of June). Upon written request, a special meeting may be called to address specific issues or needs. Annual Meeting An Annual Meeting of the Commission shall be held each year during June October, on a day to be selected by the President, at which the Commission shall elect the elected Members in accordance with Article VIII hereof, and transact such other business as may properly be brought before the meeting. A quorum is not required for this meeting so long as notices of such meetings were properly given. The order of business for such meeting shall be: • Roll Call and Vote Accreditation • Approval and Minutes of Last Meeting • Communications • Unfinished Business • Reports of Chairman of Standing Committees • Reports of Officers • New Business • Election of Officers • Adjournment Page 218 Item 19. Page 6 of 11 Prosper Youth Sports Commission By-Laws Special Meetings Special meetings of the Commission for any purpose or purposes, unless otherwise proscribed by these Bylaws, may be called by the President or by petition of the designated delegate of Member Associations in good standing. Business transacted at all special meetings shall be confined to the purpose stated in the notice of the meeting. A quorum is not required for this meeting so long as notice of such meetings was properly given. Commission Meetings The meetings of Commission shall be held on a quarterly basis the first or second Monday of each month. A quorum of fifty percent (50%) of the Members is required. If the date or time of the meeting is changed, then notice must be given. Once a quorum is established, all actions taking place at the meeting shall be recognized as binding, regardless of the number present at the time of a vote, provided the meeting had not been previously legally adjourned. All Members may attend these meeting. Emergency Actions The President may take emergency action on matters demanding immediate attention when it is impractical or impossible to call a meeting and may vote via an email vote. The secretary of the Commission shall report their actions to all Members in writing within three (3) days of such meeting. Notice of Meetings Written or printed notice stating the place, day and hour, of a meeting, and the purpose or purposes for which the meeting was called, shall be delivered not less than ten (10) nor more than fifty (50) days before the meetings, either personally or by email or mail, by or at the direction of the President, to each Commission Member entitled to vote at the meeting unless otherwise provided in these Bylaws. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the Commission Member at the address as it appears on the records of the Commission, with postage thereon prepaid. Proxy There shall be no vote by proxy for any meetings. ARTICLE VI – NOTICE Manner of Giving Notice Whenever, under these Bylaws, notice is required to be given to any Commission Member and no provisions are made as to how such notice shall be given, it shall be construed to mean personal notice, and shall be given in writing, by mail, postage paid, addressed to such Commission Member at the address appearing on the records of the Commission. Any notice required or permitted to be given by mail shall be deemed given at the time when the same is thus deposited in the United Sates mail as aforesaid. Additionally, personal notice may be given by e-mail to the e-mail address appearing on the records of the Commission. Waiver of Notice Whenever any notice is required to be given to any Commission Members, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated in such notice, shall be deemed equivalent to the giving of such notice. Attendance at a meeting shall constitute a waiver of notice of such meeting, Page 219 Item 19. Page 7 of 11 Prosper Youth Sports Commission By-Laws except where a person attends for the express purpose of objecting to the transaction of any business on the ground that the meeting is not properly called or convened. ARTICLE VII - MEMBERS Members The business and affairs of the Commission shall be managed by Members. The Members shall transact all business of the Commission and shall have the power to enforce the Constitution, Bylaws, and Rules and Regulations of this Commission and Member Associations. Election of the President, Vice-President and Secretary The President, Vice-President and Secretary shall be elected for a term of two (2) years, and may succeed themselves in office. To be eligible, the candidates must reside within the Commission jurisdiction, not be bound by any other association in conflict with these By-Laws, must have previously served at least one (1) year on the board of one of the member leagues, not currently holding a position on the board of one of the member leagues, and pass a background check within the last year. Should any such duly elected position change residence outside said jurisdiction, the Member shall be allowed to serve until the end of the term of such position. Elections shall be held at the Annual Meeting with the candidates being elected in the following manner: A candidate must be appointed by two-thirds of the Commission for election to one of the President, Vice- President and Secretary positions. The elected Members will be elected or appointed as follows: • President (Elected even years) (Elected every two years) • Vice President (Elected even years) (Elected every two years) • Secretary (Elected even years) (Elected every two years) Appointed Members The appointed Members are: • Presidents of Member Associations (Appointed annually by each association – voting Member) • One Town At-Large Member (Appointed annually from supporting organizations at the discretion of Town of Prosper Director of Parks and Recreation – voting Member) • One PISD At-Large Member (Appointed annually from supporting organizations at the discretion of PISD – non-voting Member) • Immediate Past-President (ex officio Member) (Not elected-former President – non-voting Member) Removal of President, Vice-President or Secretary Any Member shall be required to resign following vote of no confidence in his ability to remain in office. Forty percent (40%) of Members may petition for such a vote. The petition must be submitted in writing to the President and Secretary which, in turn, will review the petition within fifteen (15) days of receipt of such petition. The vote of no confidence must be passed by a two-thirds (2/3) majority of all the Members. If a Member receives a vote of no confidence, he is automatically removed from the Commission. Attendance at Meetings Page 220 Item 19. Page 8 of 11 Prosper Youth Sports Commission By-Laws A Member or delegate not attending three (3) consecutive scheduled meetings, including regular meetings, of this Commission meetings will have his/her office declared vacant unless such absences are excused by the Members. A vote of no confidence by the Members shall be taken upon the first Commission meeting following the Fourth consecutive absence. Should the vote of no confidence be approved, his/her office shall then be filled by an appointment approved by the two-thirds (2/3) of the Members until the next scheduled meeting. Member Association duly appointed designees shall count as in attendance on behalf of their Association when appointed representatives are not present at Commission meetings. Vacancies In the event of a vacancy, the Commission shall find a replacement candidate and present this person to the Secretary. A two-thirds (2/3) vote of the Commission Members is required for approval of the replacement candidate. Compensation Any Commission Members shall serve without compensation for their services. Any Commission Member may be reimbursed for expenses approved by the Members. Minutes The Directors shall keep regular minutes of the Commission’s proceedings. The minutes shall be placed in the minute book of the Commission. Minutes shall be approved at the next Commission meeting. Grievance Involving Members In the event of any grievance involving such Member Association, that Member Association’s delegate may discuss the issue surrounding the circumstances, but not be entitled to vote on the resolution of the grievance. Conflicts of Interest An elected Member can be a volunteer or official of a Member Association. It is the policy of the Commission that no Member, a Standing Committee, or any other committee or any officer or any employee of the Commission shall have any association with or interest in any business enterprise which would conflict with the proper performance of his duties or responsibilities as such or which might tend to affect his independence or judgment with respect to transactions between the Commission and any such business enterprise. It is also the policy of the Commission that no Member of the Commission shall have, directly or indirectly, any material personal business or financial interest with, or in any business enterprise with which, the Commission does business, including, without limitation, the Member, or any person in the immediate family of the Member, holding a position with a supplier of goods and/or services to the Commission and/or Member Association, unless the material facts of the relationship or the interest in the business are disclosed to the Members and the Members authorizes the contract. ARTICLE VIII – OFFICERS: Powers and Duties President The President of the Commission shall preside at all Commission meetings. He/she shall appoint any other Committees as deemed necessary by the Commission. He/she is an ex-officio voting Member of all Committees. He/she shall not vote, but may cast the deciding vote in the event of a tie, or he/she may waive the right to do so. He/she shall submit an annual report in writing at the Annual Meeting and said report shall become part of the Page 221 Item 19. Page 9 of 11 Prosper Youth Sports Commission By-Laws minutes of such meeting. He/she is empowered to take prudent and reasonable action in cases not covered in these Bylaws, and such authority is implicit in the office. Vice President The Vice President will fulfill the role of President in the event that office becomes vacant, until a new President is selected by the Commission. Secretary He/she shall keep minutes of all Commission meetings. The Members shall approve the minutes. The Secretary shall keep all approved minutes in a book and have this book available for review by all Members. He/she shall act as the Public Relations Director for the Commission as may be required. Immediate Past President He/she shall assist the President. The Immediate Past President will be a non-voting Member. ARTICLE IX – DUTIES/CRITERIA OF LEAGUES Non-Profit / League Transparency Status Member Associations shall provide access to the most current tax filings, articles of incorporation and annual financials and demographics/residency at any time upon request from the Commission. Any and all Member Associations participant’s personal information including but not limited to street address, email address and/or phone number(s) shall remain the possession of each Association submitting such information. The information provided may not be used by any other Member Association, municipality or outside agency for purposes of advertisements, political gain, or any other information which does not pertain to the association/organization providing such information. Composition Member Associations shall ensure eighty percent (80%) ninety percent (90%) or more of current participants per league are Town residents, or PISD students. League or Teams participating in club or select leagues will also be required to ensure that eighty percent (80%) ninety percent (90%) of participants are Town residents or PISD students. Administrative Functions Member Associations shall have the following responsibilities: a. Maintain adherence to Commission By-Laws b. Maintain 501 (c) (3) statuses c. Follow all league governing bodies’ by-laws d. Organizational meetings e. League registrations f. Collecting and maintaining funds derived from registration fees or fundraising projects g. Drafting and communicating League schedules h. Contacting and scheduling officials for all League games i. Maintain insurance as follows: Comprehensive General, $1,000,000 combined single limit coverage. Each Member Association shall list the Town as an additional insured. Page 222 Item 19. Page 10 of 11 Prosper Youth Sports Commission By-Laws Member Associations shall: a. Assure that all participants and officials conduct themselves in accordance with all Prosper ISD and Town policies, facility use agreements, Town ordinances, and state laws b. Maintain communications with the Commission pertaining to facility needs c. Schedule and use facilities according to applicable Town and PISD policies Coach Training Member Associations shall ensure that all coaches are properly trained for coaching per each association governing bodies and shall maintain up-to-date background checks of all coaches and board members. The training must include safety, sportsmanship and information on league rules. Code of Conduct Member Associations shall develop and submit a League Code of Conduct, which shall include an enforcement plan; communicate the League Code of Conduct to coaches, parents, participants, and spectators; and adopt and implement a grievance system whereby complaints and concerns will be heard and addressed by the Member Association. Non-Discrimination Policy Member Associations shall adopt a non-discrimination policy that ensures participation for all youth regardless of race, creed, sex, economic status, other legally protected status or athletic ability. Books and Records Each Member Association shall keep correct and complete books and records of accounts and shall keep minutes of all meetings of the Member Association. The books and records shall be kept by and in the possession of the Member Association and shall be made readily available to the Commission upon request. Each Member Association must submit to the Commission C.P.A. audited financial records annually. The Commission may make a recommendation to the Town to review the financial records. Team Balance Member Associations shall develop recreational leagues as per each league governing bodies. Member Associations must encourage team balance and fair playing time for participants (i.e., the fair playing time may be different at different levels of play). Facility Use The Commission will oversee and designate all Town facilities and fields to each sport as deemed on a fair usage basis at least sixty (60) days before the commencement of each season. Member Associations shall submit requests for facilities and fields to the Commission and the Commission shall endeavor that facilities and fields be assigned based on an equitable need and priority basis. All facilities and fields will be given first priority to recreational use, then competitive (e.g., club/association) within the Member Associations, and then to organizations outside of the Member Associations. ARTICLE X – New Member Associations Any organization may file for application to become a Member of this Commission. Commented [DD1]: Background checks were already covered as a responsibility of the leagues, but we need to add board members as well. Page 223 Item 19. Page 11 of 11 Prosper Youth Sports Commission By-Laws The applying organization must submit the following information at least ninety (90) days in advance to the Commission: • Present proof of all duties / criteria stated in ARTICLE IX – DUTIES/CRITERIA OF LEAGUES; • Evidence of a recreational league first and teach the basic skills and fundamentals of sports, play in a safe and nurturing environment, where all children will have the opportunity to play, regardless of skill level; • Provide name of the affiliated governing body / organization; • A plan and other documentation for how the organization will: o Offer league play, not just tournament play; o Manage registrations and payments, o Ensure that every child registered is given an opportunity and placed on a team; and o Not present competition with an existing Member Association. • The Commission will review all applicants at the next regularly scheduled meeting. If the Commission approves by two-thirds vote, the Commission will work with the applying organization to submit a proposal to the Town Council so that the applying organization may become recognized by the Town of Prosper. If the Town Council approves the applying organization, then the applying organization will become a Member. ARTICLE XI –Member Association Changes A Member Association must provide written notice to the Commission on any changes to its rules or regulations that are covered by these By-Laws, including, without limitation, the establishment of new divisions (e.g., competitive divisions), team formation changes, and playing time requirements. Any Member Association that desires to add an additional sport or change its governing body must submit and adhere to Article X, New Member Association, for consideration by the Commission. Upon such vote by the Commission, the requesting Member Association must abstain from the vote. Page 224 Item 19. Page 1 of 11 Prosper Youth Sports Commission By-Laws BYLAWS OF THE PROSPER YOUTH SPORTS COMMISSION (Commission) Page 225 Item 19. Page 2 of 11 Prosper Youth Sports Commission By-Laws TABLE OF CONTENTS ARTICLE I - MISSION 3 ARTICLE II - OFFICES 3 Registered Office and Agent Address 3 ARTICLE III - MEMBERSHIP OF COMMISSION 3 ARTICLE IV - GOVERNMENT OF COMMISSION 4 Government of Commission 4 Territory of the Commission 4 Jurisdiction 4 Fiscal Year 5 Books and Records 5 Resignation 5 Amendments to Bylaws 5 ARTICLE V - MEETINGS OF COMMISSION 5 Place of Meetings 5 Annual Meeting 5 Special Meetings 6 Commission Meetings 6 Emergency Actions 6 Notice of Meetings 6 Proxy 6 ARTICLE VI – NOTICE 6 Manner of Giving Notice 6 Waiver of Notice 6 ARTICLE VII - DIRECTORS 7 Directors 7 Election of Directors 7 Removal 7 Attendance at Meetings 7 Vacancies 8 Compensation 8 Minutes 8 Grievance Involving Members 8 Conflicts of Interest 8 ARTICLE VIII - OFFICERS: Powers and Duties 8 President 8 Vice President 8 Secretary 9 Treasurer 9 Immediate Past President 9 ARTICLE IX – DUTIES/CRITERIA OF LEAGUES 9 Non-Profit / League Transparency Status 9 Composition 9 Administrative Functions 9 Coach Certifications 9 Page 226 Item 19. Page 3 of 11 Prosper Youth Sports Commission By-Laws Code of Conduct 10 Non-Discrimination Policy 10 Team Balance 10 Facility Use 10 ARTICLE X – New Member Associations New Member Association 11 ARTICLE XI –Member Association Changes Member Association Changes 11 Version Log. • Version 1.0 – Town Council Approved dated XX/XX/XXXX • Version 1.1 - Updates made to multiple sections to clean up wording, update the Membership organization, set criteria for new organizations, and update Member obligations. • Version 1.2 – Updates made to multiple sections to clean up wording, updates to the criteria of eligibility for new officers, and updates to league composition These are the Bylaws of PROSPER YOUTH SPORTS COMMISSION (the “Commission”), duly adopted on _____________, 2014, as revised on ____, 2016 at an organizational meeting of its Members. ARTICLE I - MISSION To establish minimum criteria and provide congruency between all youth leagues and a quality experience to every league and participant. To govern facility use to provide safe, equitable, and enjoyable sports opportunities for all participants. To ensure Member leagues are recreational first and teach the basic skills and fundamentals of sports, to play in a safe and nurturing environment, where all children will have the opportunity to play, regardless of skill level. To ensure that each child has a positive, rewarding experience while participating in youth sports, and that each child will learn the importance of sportsmanship, teamwork, honor, and integrity. To provide guidance and recommendations for any newly formed leagues wishing to gain Membership. ARTICLE II - OFFICES The principal address of the Commission in the State of Texas shall be located in the Town of Prosper, County of Collin, Texas. The Commission may have such other addresses, either within or without the State of Texas, as the Members may determine or as the affairs of the Commission may require from time to time. Registered Office and Agent Address President, Prosper Youth Sports Commission P.O. Box 99, Prosper, Texas 75078 Page 227 Item 19. Page 4 of 11 Prosper Youth Sports Commission By-Laws ARTICLE III - MEMBERSHIP OF COMMISSION The Commission is comprised of three elected individuals as more fully described in Article VII, the Presidents from each Member Association, one PISD At-Large Member, and one town staff member, and the Commission’s Past President (singularly a “Member” or collectively the “Members”). Subsequent Members may be added by application to and the approval of the Commission and who also shall adhere to the Constitution, Bylaws, and Rules and Regulations of the Commission. The Member Associations are those youth sports associations and organizations recognized by The Town of Prosper’s Town Council, and upon adoption of these By-Laws consist of the Prosper Youth Sports Association, Prosper Area Soccer Organization, and the Prosper Baseball Softball Association. The elected Members are the President, Vice President and Secretary. Any Member of the Commission may be expelled and his or her Membership canceled, forfeited or suspended unilaterally by the Commission with a two-thirds vote of the total Membership present for a violation of the Commission’s Constitution, Bylaws, Rules and Regulations or for conduct prejudicial to the interests of the Commission and its Member Associations. Any Member expelled by the Commission may appeal the decision to the Town Council. Each Member Association shall be responsible for submitting and keeping current their respective governing body’s Members’ names and contact information. ARTICLE IV - GOVERNANCE OF COMMISSION Governance of Commission Each Member shall be entitled to one vote, and no Member shall be entitled to more than one vote, except the at- large PISD Member and the Past President are non-voting Members. Any Member may introduce anyone to speak provided he has the permission of the presiding officer at that meeting of the Commission. If a league President cannot attend a Commission meeting, his/her designee may attend, with written permission from the Member Association. Territory of the Commission The territory of this Commission is defined as being that part of Texas which includes: • Town of Prosper • Prosper Independent School District Each Member Association’s boundary map reflecting the territory of the Commission shall be on file with Prosper Youth Sports Commission. Jurisdiction Each Member Association shall adhere to these Bylaws and shall be subject to the authority of the Commission. If the Commission is presented sufficient evidence that a Member Association is not adhering to these Bylaws, the Commission may form an ad hoc Ethics Committee to investigate the allegations and recommend appropriate action to the Commission. In the event of any dispute regarding the interpretation of these Bylaws, the Town Council shall have final authority regarding such interpretation. Page 228 Item 19. Page 5 of 11 Prosper Youth Sports Commission By-Laws Fiscal Year The fiscal year of the Commission shall be from July 1 to June 30. Resignation Any Member may resign by giving written notice to the President and the Secretary. The resignation shall take effect at the time specified therein, or immediately if no time is specified. Unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. If within sixty (60) days of a resignation a Member Association delegate has not been identified to replace the resigning Commission Member, the Commission may vote to expel the Member Association from the Commission. The Commission President or Secretary shall be responsible for and give notice to all Commission Members when a Commission Member has tendered his or her resignation. No more than 10 business days from the date of receipt of a resignation, the President or Secretary shall notify Commission Members of the resignation via e-mail. Amendments to Bylaws These Bylaws may be altered, amended or repealed, or new Bylaws may be adopted, at any meeting o f the Commission by a two thirds (2/3) vote of the total present Membership; provided, however, that all Members shall be given ten (10) days written notice, including a written copy of any proposed changes. Amendments to the Bylaws may be made from the floor at the Annual Meeting in October without advance notice. No changes to the By-Laws become effective until approved by the Town Council. ARTICLE V - MEETINGS OF THE COMMISSION Place of Meetings All meetings of the Commission shall be held at such place as shall be designated by the President. All meetings of the Commission will be open to the Members unless otherwise planned or requested in writing. On an annual basis, a meeting will be designated as Open to the Public (in the month of June). Upon written request, a special meeting may be called to address specific issues or needs. Annual Meeting An Annual Meeting of the Commission shall be held each year during October, on a day to be selected by the President, at which the Commission shall elect the elected Members in accordance with Article VIII hereof, and transact such other business as may properly be brought before the meeting. A quorum is not required for this meeting so long as notices of such meetings were properly given. The order of business for such meeting shall be: • Roll Call and Vote Accreditation • Approval and Minutes of Last Meeting • Communications • Unfinished Business • Reports of Chairman of Standing Committees • Reports of Officers • New Business • Election of Officers • Adjournment Page 229 Item 19. Page 6 of 11 Prosper Youth Sports Commission By-Laws Special Meetings Special meetings of the Commission for any purpose or purposes, unless otherwise proscribed by these Bylaws, may be called by the President or by petition of the designated delegate of Member Associations in good standing. Business transacted at all special meetings shall be confined to the purpose stated in the notice of the meeting. A quorum is not required for this meeting so long as notice of such meetings was properly given. Commission Meetings The meetings of Commission shall be held on a quarterly basis. A quorum of fifty percent (50%) of the Members is required. If the date or time of the meeting is changed, then notice must be given. Once a quorum is established, all actions taking place at the meeting shall be recognized as binding, regardless of the number present at the time of a vote, provided the meeting had not been previously legally adjourned. All Members may attend these meeting. Emergency Actions The President may take emergency action on matters demanding immediate attention when it is impractical or impossible to call a meeting and may vote via an email vote. The secretary of the Commission shall report their actions to all Members in writing within three (3) days of such meeting. Notice of Meetings Written or printed notice stating the place, day and hour, of a meeting, and the purpose or purposes for which the meeting was called, shall be delivered not less than ten (10) nor more than fifty (50) days before the meetings, either personally or by email or mail, by or at the direction of the President, to each Commission Member entitled to vote at the meeting unless otherwise provided in these Bylaws. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the Commission Member at the address as it appears on the records of the Commission, with postage thereon prepaid. ARTICLE VI – NOTICE Manner of Giving Notice Whenever, under these Bylaws, notice is required to be given to any Commission Member and no provisions are made as to how such notice shall be given, it shall be construed to mean personal notice, and shall be given in writing, by mail, postage paid, addressed to such Commission Member at the address appearing on the records of the Commission. Any notice required or permitted to be given by mail shall be deemed given at the time when the same is thus deposited in the United Sates mail as aforesaid. Additionally, personal notice may be given by e-mail to the e-mail address appearing on the records of the Commission. Waiver of Notice Whenever any notice is required to be given to any Commission Members, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before or after the time stated in such notice, shall be deemed equivalent to the giving of such notice. Attendance at a meeting shall constitute a waiver of notice of such meeting, except where a person attends for the express purpose of objecting to the transaction of any business on the ground that the meeting is not properly called or convened. Page 230 Item 19. Page 7 of 11 Prosper Youth Sports Commission By-Laws ARTICLE VII - MEMBERS Members The business and affairs of the Commission shall be managed by Members. The Members shall transact all business of the Commission and shall have the power to enforce the Constitution, Bylaws, and Rules and Regulations of this Commission and Member Associations. Election of the President, Vice-President and Secretary The President, Vice-President and Secretary shall be elected for a term of two (2) years, and may succeed themselves in office. To be eligible, the candidates must reside within the Commission jurisdiction, not be bound by any other association in conflict with these By-Laws, must have previously served at least one (1) year on the board of one of the member leagues, not currently holding a position on the board of one of the member leagues, and pass a background check within the last year. Should any such duly elected position change residence outside said jurisdiction, the Member shall be allowed to serve until the end of the term of such position. Elections shall be held at the Annual Meeting with the candidates being elected in the following manner: A candidate must be appointed by two-thirds of the Commission for election to one of the President, Vice- President and Secretary positions. The elected Members will be elected or appointed as follows: • President (Elected every two years) • Vice President (Elected every two years) • Secretary (Elected every two years) Appointed Members The appointed Members are: • Presidents of Member Associations (Appointed annually by each association – voting Member) • One Town At-Large Member (Appointed at the discretion of Town of Prosper Director of Parks and Recreation – voting Member) • One PISD At-Large Member (Appointed at the discretion of PISD – non-voting Member) • Immediate Past-President (ex officio Member) (Not elected-former President – non-voting Member) Removal of President, Vice-President or Secretary Any Member shall be required to resign following vote of no confidence in his ability to remain in office. Forty percent (40%) of Members may petition for such a vote. The petition must be submitted in writing to the President and Secretary which, in turn, will review the petition within fifteen (15) days of receipt of such petition. The vote of no confidence must be passed by a two-thirds (2/3) majority of all the Members. If a Member receives a vote of no confidence, he is automatically removed from the Commission. Attendance at Meetings A Member or delegate not attending three (3) consecutive scheduled meetings, including regular meetings, of this Commission meetings will have his/her office declared vacant unless such absences are excused by the Members. A vote of no confidence by the Members shall be taken upon the first Commission meeting following the Fourth consecutive absence. Should the vote of no confidence be approved, his/her office shall then be filled by an appointment approved by the two-thirds (2/3) of the Members until the next scheduled meeting. Member Page 231 Item 19. Page 8 of 11 Prosper Youth Sports Commission By-Laws Association duly appointed designees shall count as in attendance on behalf of their Association when appointed representatives are not present at Commission meetings. Vacancies In the event of a vacancy, the Commission shall find a replacement candidate and present this person to the Secretary. A two-thirds (2/3) vote of the Commission Members is required for approval of the replacement candidate. Compensation Any Commission Members shall serve without compensation for their services. Any Commission Member may be reimbursed for expenses approved by the Members. Minutes The Directors shall keep regular minutes of the Commission’s proceedings. The minutes shall be placed in the minute book of the Commission. Minutes shall be approved at the next Commission meeting. Grievance Involving Members In the event of any grievance involving such Member Association, that Member Association’s delegate may discuss the issue surrounding the circumstances, but not be entitled to vote on the resolution of the grievance. Conflicts of Interest An elected Member can be a volunteer or official of a Member Association. It is the policy of the Commission that no Member, a Standing Committee, or any other committee or any officer or any employee of the Commission shall have any association with or interest in any business enterprise which would conflict with the proper performance of his duties or responsibilities as such or which might tend to affect his independence or judgment with respect to transactions between the Commission and any such business enterprise. It is also the policy of the Commission that no Member of the Commission shall have, directly or indirectly, any material personal business or financial interest with, or in any business enterprise with which, the Commission does business, including, without limitation, the Member, or any person in the immediate family of the Member, holding a position with a supplier of goods and/or services to the Commission and/or Member Association, unless the material facts of the relationship or the interest in the business are disclosed to the Members and the Members authorizes the contract. ARTICLE VIII – OFFICERS: Powers and Duties President The President of the Commission shall preside at all Commission meetings. He/she shall appoint any other Committees as deemed necessary by the Commission. He/she is an ex-officio voting Member of all Committees. He/she shall not vote, but may cast the deciding vote in the event of a tie, or he/she may waive the right to do so. He/she shall submit an annual report in writing at the Annual Meeting and said report shall become part of the minutes of such meeting. He/she is empowered to take prudent and reasonable action in cases not covered in these Bylaws, and such authority is implicit in the office. Vice President The Vice President will fulfill the role of President in the event that office becomes vacant, until a new President is selected by the Commission. Page 232 Item 19. Page 9 of 11 Prosper Youth Sports Commission By-Laws Secretary He/she shall keep minutes of all Commission meetings. The Members shall approve the minutes. The Secretary shall keep all approved minutes in a book and have this book available for review by all Members. He/she shall act as the Public Relations Director for the Commission as may be required. Immediate Past President He/she shall assist the President. The Immediate Past President will be a non-voting Member. ARTICLE IX – DUTIES/CRITERIA OF LEAGUES Non-Profit / League Transparency Status Member Associations shall provide access to the most current tax filings, articles of incorporation and annual financials and demographics/residency at any time upon request from the Commission. Any and all Member Associations participant’s personal information including but not limited to street address, email address and/or phone number(s) shall remain the possession of each Association submitting such information. The information provided may not be used by any other Member Association, municipality or outside agency for purposes of advertisements, political gain, or any other information which does not pertain to the association/organization providing such information. Composition Member Associations shall ensure ninety percent (90%) or more of current participants per league are Town residents, or PISD students. Teams participating in club or select leagues will also be required to ensure that ninety percent (90%) of participants are Town residents or PISD students. Administrative Functions Member Associations shall have the following responsibilities: a. Maintain adherence to Commission By-Laws b. Maintain 501 (c) (3) statuses c. Follow all league governing bodies’ by-laws d. Organizational meetings e. League registrations f. Collecting and maintaining funds derived from registration fees or fundraising projects g. Drafting and communicating League schedules h. Contacting and scheduling officials for all League games i. Maintain insurance as follows: Comprehensive General, $1,000,000 combined single limit coverage. Each Member Association shall list the Town as an additional insured. Member Associations shall: a. Assure that all participants and officials conduct themselves in accordance with all Prosper ISD and Town policies, facility use agreements, Town ordinances, and state laws b. Maintain communications with the Commission pertaining to facility needs c. Schedule and use facilities according to applicable Town and PISD policies Page 233 Item 19. Page 10 of 11 Prosper Youth Sports Commission By-Laws Coach Training Member Associations shall ensure that all coaches are properly trained for coaching per each association governing bodies and shall maintain up-to-date background checks of all coaches and board members. The training must include safety, sportsmanship and information on league rules. Code of Conduct Member Associations shall develop and submit a League Code of Conduct, which shall include an enforcement plan; communicate the League Code of Conduct to coaches, parents, participants, and spectators; and adopt and implement a grievance system whereby complaints and concerns will be heard and addressed by the Member Association. Non-Discrimination Policy Member Associations shall adopt a non-discrimination policy that ensures participation for all youth regardless of race, creed, sex, economic status, other legally protected status or athletic ability. Books and Records Each Member Association shall keep correct and complete books and records of accounts and shall keep minutes of all meetings of the Member Association. The books and records shall be kept by and in the possession of the Member Association and shall be made readily available to the Commission upon request. Each Member Association must submit to the Commission C.P.A. audited financial records annually. The Commission may make a recommendation to the Town to review the financial records. Team Balance Member Associations shall develop recreational leagues as per each league governing bodies. Member Associations must encourage team balance and fair playing time for participants (i.e., the fair playing time may be different at different levels of play). Facility Use The Commission will oversee and designate all Town facilities and fields to each sport as deemed on a fair usage basis at least sixty (60) days before the commencement of each season. Member Associations shall submit requests for facilities and fields to the Commission and the Commission shall endeavor that facilities and fields be assigned based on an equitable need and priority basis. All facilities and fields will be given first priority to recreational use, then competitive (e.g., club/association) within the Member Associations, and then to organizations outside of the Member Associations. Page 234 Item 19. Page 11 of 11 Prosper Youth Sports Commission By-Laws ARTICLE X – New Member Associations Any organization may file for application to become a Member of this Commission. The applying organization must submit the following information at least ninety (90) days in advance to the Commission: • Present proof of all duties / criteria stated in ARTICLE IX – DUTIES/CRITERIA OF LEAGUES; • Evidence of a recreational league first and teach the basic skills and fundamentals of sports, play in a safe and nurturing environment, where all children will have the opportunity to play, regardless of skill level; • Provide name of the affiliated governing body / organization; • A plan and other documentation for how the organization will: o Offer league play, not just tournament play; o Manage registrations and payments, o Ensure that every child registered is given an opportunity and placed on a team; and o Not present competition with an existing Member Association. • The Commission will review all applicants at the next regularly scheduled meeting. If the Commission approves by two-thirds vote, the Commission will work with the applying organization to submit a proposal to the Town Council so that the applying organization may become recognized by the Town of Prosper. If the Town Council approves the applying organization, then the applying organization will become a Member. ARTICLE XI –Member Association Changes A Member Association must provide written notice to the Commission on any changes to its rules or regulations that are covered by these By-Laws, including, without limitation, the establishment of new divisions (e.g., competitive divisions), team formation changes, and playing time requirements. Any Member Association that desires to add an additional sport or change its governing body must submit and adhere to Article X, New Member Association, for consideration by the Commission. Upon such vote by the Commission, the requesting Member Association must abstain from the vote. Page 235 Item 19. PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Notice of appeals Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Consider and act upon whether to direct staff to submit a written notice of appeal on behalf of the Town Council to the Development Services Department, pursuant to Chapter 4, Section 1.5(C)(7) and 1.6(B)(7) of the Town’s Zoning Ordinance, regarding action taken by the Planning & Zoning Commission on any Site Plans and Preliminary Site Plans, including Lighthouse Church, First Baptist Church, and PISD Bryant Elementary School. Description of Agenda Item: Attached are the site plans and preliminary site plans that were acted on by the Planning & Zoning Commission at their August 16, 2022 meeting. Per the Zoning Ordinance, the Town Council has the ability to direct staff to submit a written notice of appeal on behalf of the Town Council to the Development Services Department for any Preliminary Site Plan or Site Plan acted on by the Planning & Zoning Commission. Planning & Zoning Recommendations: At their August 16, 2022, meeting, the Planning & Zoning Commission approved the following items: 1. Lighthouse Church Preliminary Site Plan (Approved) 2. First Baptist Church Site Plan (Approved) 3. PISD Bryant Elementary School Site Plan (Approved) Budget Impact: This item has no Budgetary impact affiliated with this item. Attachments: 1. Lighthouse Church Preliminary Site Plan 2. First Baptist Church Site Plan 3. PISD Bryant Elementary School Site Plan Page 236 Item 20. Town Staff Recommendation: Town staff recommends the Town Council take no action on this item. Page 237 Item 20. LOT 31LOT 30LOT 29LOT 28LOT 27LOT 26 LOT 25LOT 24 LOT 34X LOT 17 LOT 15LOT 16 CALLED 45.000 ACRES SUMEER HOMES, INC. DOC. NO 20210323000571600 O.P.R.C.C.T. CALLED 73.060 ACRES 73 PROSPER, L.P. VOL. 6025, PG. 1725 D.R.C.C.T. E. FIRST STREET ASPHALT PAVEMENT BLOCK B WHITLEY PLACE, PHASE 5 VOL. 2014, PG. 57, P.R.C.C.T. BLOCK S WHITLEY PLACE, PHASE 6 VOL. 2012, PG. 349, P.R.C.C.T. TBM CIRS "EAGLE CONTROL" N:7137373.8 E:2505586.5 ELEV:714.5' E 1ST ST N89°41'31"E 682.49'S0°48'37"E368.80'∆S36°33'44"W100.34'∆N0°48'37"W982.88'R.O.W. DEDICATION PROP. POND PROPOSED BUILDING 6,877 SQ. FT. 89 SPACES LOT 1 9.26 ACRES VAN VAN 30' 40' SIDE YARD BUILDING SETBACK 40' SIDE YARD BUILDING SETBACK 90'ROADWAY REQUIRED BY DEVELOPMENT LEGAL: ABS A 0600 LARKIN MCCARTY SURVEY, TRACT 13, 29.38 ACRES OWNER: SUMMER HOMES INC. ZONING: RESIDENTIAL LEGAL: A0600 LARKIN MCCARTY SURVEY, TRACT 12, 18.69 ACRES OWNER: 55 PROSPER LP ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 6 (CPR), BLK S, OWNER: TARUM JAMES l & DENISE LUANN ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 6 (CPR), BLK S, LOT 17 OWNER: HAMMACK 1990 TRUST ZONING: RESIDENTIAL LEGAL: WHITLEY PLACE PHASE 5 (CPR), BLK B, LOT 31 OWNER: BEYER DONALD & JENNIFER H ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, LOT 30 OWNER: ROWLAND STEVE ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, OWNER: BIRDSONG LISA & DENNY ZONING: RESIDENTIAL OWNER: WORTHAM JACOB & HILLARY. ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, OWNER: WHITE SHANE REVOCABLE TRUST ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR) BLK B, OWNER: ELMORE TIMOTHY R & ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, OWNER: STOGSDILL ROBERT W & NANCY ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, OWNER: JOSEPH THRESSIA M & ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 5 (CPR), BLK B, LOT 34X; COMMON AREA DRAINAGE EASEMENT OWNER: WCD-WHITELY PLACE HOMEOWNERS ASSOCIATION INC. ZONING: RESIDENTIAL LEGAL: WHITELY PLACE PHASE 6 (CPR), BLK S, LOT 15 OWNER: WHITE CEDRIC DONNELL & MICHELLE KAY ZONING: RESIDENTIAL 5' LANDSCAPE SETBACK 15' LANDSCAPE SETBACK 3 0 ' YARD SETBACK FROM ROAD 2 5 ' LAND SCAPE / ACCESS EASEMEN T HARKNESS DRHANGING GDN DRWILDERNESS DR PROP. SIDEWALK 45' RIGHT OF WAY DEDICATION15' PROP. SEWER ESMT.9'9'9'9'9'9'9'18' 9'9'9'9'9'9'9'15' PROP. LANDSCAPE SETBACK318.62'300.9'30'24' 9'9'9'9'25'9'9'9'9'18'24'20'20'24'95.95'24' 15'13'5.5' 18' 24'7.42'5.5'18'24'9'18' 24' 5.5' 17'5.5'8' 9'9'R30'R3 0 'R54'R3 0 ' R30'R54'R3 0 'R3 0 'R54'R20'R8'R20' R8'R60'R30'30' BUILDING SETBACK ADJACENT TO STREET.PROP. FH. PROP. FH. PROP. FH. PROP. FH. PROP. FDC. PROP. FH. PROP. FH. PROP. FH. RISER ROOM 15' SSWR ESMT DEDICATED BY WHITLEY PLACE PHASE 6. END OF PROP. SSWR ESMT.15' PROP. LANDSCAPE SETBACK10 ' H IKE & B IKE TRA IL CALLED 11.840 ACRES COLLIN COUNTY LIGHTHOUSE CHRISTIAN FELLOWSHIP, INC. DOC. NO. 20200819001365880 O.P.R.C.C.T.67.78'69.11'LOADING AREA PROP. BFR PROP. BFR PROP. BFR PROP. BFR PROP. BFR PROP. BFR PROP. DUMPSTER ENCLOSURE TO MATCH BUILDING MATERIAL. 10' 11.77' 10' 10'10'60' TURN L A N E 110' T R A N SI TI O N 150' TURN LA NE 100' T R A N SI TI O N 15' PROP. SEWER ESMT. R30'R30'60' TURN LANE110' TRANSITION1 0 ' R65'R35'24'4'24'R30'1 0 ' 313. 2 9'282.42'858.9 1' 1 0 ' 2 4 ' 1 8 ' 2 4 '70'R30' 170'250'179' 1 1 6 ' R3 0 ' 9 0 ' R30' R30' 6'18'24'18'9'9'R54'R30' 0 GRAPHIC SCALE 1 inch = ft. 60 60 120 60 30 DATENo.REVISIONBYDATE: SHEET File No. 2022-130 8/10/2022 CHECKED:ASD DRAWN:SD DESIGN:ASDLIGHTHOUSE CHURCHPROSPER, TX.1903 CENTRAL DR. SUITE #406PHONE: 817.281.0572BEDFORD, TX 76021 WWW.CLAYMOOREENG.COMTEXAS REGISTRATION #14199 PRELIMINARY CLAYMOORE ENGINEERING PRELIMINARY SITE PLANSP-1 VICINITY MAP N.T.S. SITE ACCORDING TO MAP NO. 48085C0255J, DATED 06/02/2009 OF THE NATIONAL FLOOD INSURANCE PROGRAM MAP, FLOOD INSURANCE RATE MAP OF COLLIN COUNTY, TEXAS, FEDERAL EMERGENCY MANAGEMENT AGENCY, FEDERAL INSURANCE ADMINISTRATION, THIS PROPERTY IS WITHIN NON-SHADED ZONE "X", (AREAS DETERMINED TO BE OUTSIDE OF THE 0.2% ANNUAL CHANCE FLOODPLAIN). IF THIS SITE IS NOT WITHIN AN IDENTIFIED SPECIAL FLOOD HAZARD AREA, THIS FLOOD STATEMENT DOES NOT IMPLY THAT THE PROPERTY AND/OR THE STRUCTURES THEREON WILL BE FREE FROM FLOODING OR FLOOD DAMAGE. ON RARE OCCASIONS, GREATER FLOODS CAN AND WILL OCCUR AND FLOOD HEIGHTS MAY BE INCREASED BY MAN-MADE OR NATURAL CAUSES. THIS FLOOD STATEMENT SHALL NOT CREATE LIABILITY ON THE PART OF THE SURVEYOR. FLOODPLAIN NOTE COUNTY SURVEY:ABSTRACT NO. COLLIN LARKIN MCCARTY 600 CITY:STATE: PROSPER TEXAS LEGAL DESCRIPTION: OWNER: APPLICANT: CLAYMOORE ENGINEERING, INC. 301 S. COLEMAN ST. PROSPER, TX 75078 PH: 817.281.0572 SURVEYOR: EAGLE SURVEYING, LLC 210 S. ELM ST. SUITE #104 DENTON, TX 76201 PH: 940.222.3009 COLLIN COUNTY LIGHTHOUSE CHRISTIAN FELLOWSHIP, INC. 4300 E. 1ST ST. PROSPER, TX. 75078 PH. 972.562.2500 JHOOK@LIGHTHOUSENTX.COM CONTACT NAME: MATT MOORE CONTACT NAME: TYLER RANK ABS A0600 LARKIN MCCARTY SURVEY, TRACT 59, 11.84 ACRES LEGEND STANDARD DUTY CONCRETE PAVEMENT HEAVY DUTY CONCRETE PAVEMENT FIRST STREET PAVEMENT BY OTHERS DUMPSTER AREA CONCRETE PAVEMENT SIDEWALK CONCRETE PAVEMENT PROPOSED CONCRETE CURB AND GUTTER PARKING COUNT FULL-DEPTH SAWCUT PROPOSED FIRE LANE STRIPPING CONTACT NAME: JEFF HOOK ZONING DESCRIPTION: PD-90 PRELIMINARY SITE PLAN NOTES: ANY REVISION TO THIS PLAN WILL REQUIRE TOWN APPROVAL AND WILL REQUIRE REVISIONS TO ANY CORRESPONDING PLANS TO AVOID CONFLICTS BETWEEN PLANS. 1.DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE. 2.OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE. 3.OUTDOOR LIGHTING SHALL COMPLY WITH THE LIGHTING AND GLARE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE AND SUBDIVISION ORDINANCE. 4.LANDSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY TOWN. 5.ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE. 6.BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED. ALTERNATIVE FIRE PROTECTION MEASURES MAY BE APPROVED BY THE FIRE DEPARTMENT. 7.OCCUPANT NOTIFICATION PER THIS SECTION AND 907.5 SHALL BE REQUIRED FOR ALL NEW CONSTRUCTION, OR EXISTING CONSTRUCTION COMPLYING WITH THE INTERNATIONAL BUILDING CODE, FOR RENOVATIONS TO EXISTING BUILDINGS, TENANT SPACES, CHANGES IN OCCUPANCY, REPLACEMENT OR MODIFICATION OF THE EXISTING FIRE ALARM SYSTEM, OR AS REQUIRED BY THE FIRE CODE OFFICIAL, FOR ALL BUILDINGS OR SPACES PROVIDED WITH AN APPROVED AUTOMATIC SPRINKLER SYSTEM. 8.FIRE LANES SHALL BE DESIGNATED AND CONSTRUCTED PER TOWN STANDARDS OR AS DIRECTED BY THE FIRE DEPARTMENT. 9.TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR THE PROPERTY AT ALL TIMES. 10.SPEED BUMPS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE. 11.FIRE LANES SHALL BE PROVIDED WITHIN 150 FEET OF ALL EXTERIOR WALLS OF ANY BUILDING FOR HOSE LAY REQUIREMENTS. 12.THE FIRE LANE SHALL BE A MINIMUM OF 24 FEET WIDE. 13.BUILDINGS MORE THAN 30 FEET HIGHT ARE REQUIRED TO HAVE A MINIMUM OF 26-FOOT WIDE FIRE LANE IN THE IMMEDIATE VICINITY FOR FIREFIGHTING OPERATIONS OF THE BUILDING. ONE OF THE 26-FOOT WIDE LANES SHALL BE LOCATED A MINIMUM OF 15 FEET FROM THE BUILDING AND NO MORE THAN 30 FEET. 14.THE INSIDE TURNING RADIUS OF THE 24-FOOT FIRE LANE SHALL BE A MINIMUM OF 30 FEET. 15.THE INSIDE TURNING RADIUS OF THE 26-FOOT FIRE LAND SHALL BE A MINIMUM OF 30 FEET. 16.DEAD-END FIRE LANES ARE ONLY PERMITTED WITH APPROVED HAMMERHEADS. 17.FIRE HYDRANTS SHALL BE PROBIDED AT THE ENTRTANCES AND INTERSECTIONS. 18.AS PROPERTIES DEVELOP, FIRE HYDRANTS SHALL BE LOCATED AT ALL INTERSECTING STREETS AND THE MAXIMUM SPACING SHALL BE EVERY 300 FEET FOR ALL DEVELOPMENTS, AND FACILITIES OTHER THAN R3. R-3 DEVELOPMENTS SHALL BE EVERY 500 FEET. DISTANCES BETWEEN HYDRANTS SHALL BE MEASURED ALONG THE ROUTE THAT FIRE HOSE IS LAID BY A FIRE APPARATUS FROM HYDRANT-TO-HYDRANT, NOT AS THE "CROW FLIES". 19.FIRE DEPARTMENT CONNECTION (FDC) FOR THE FIRE SPRINKLER SYSTEM SHALL BE LOCATED WITHIN 50 FEET OF A FIRE HYDRANT AND 50 FEET OF A FIRE LANE. 5" STORZ, 30-DEGREE DOWNWARD TURNING WITH LOCKING CAP. 20.FIRE HYDRANTS SHALL BE LOCATED 2 FOOT TO 6 FOOT BACK FROM THE CURB OF FIRE LANE AND SHALL NOT BE LOCATED IN THE BULB OF A CUL-DE-SAC. 21.THERE SHALL BE A MINIMUM OF TWO FIRE HYDRANTS SERVING EACH PROPERTY WITHIN THE PRESCRIBED DISTANCES LISTED ABOVE. A MINIMUM OF ONE FIRE HYDARNT SHALL BE LOCAED ON EACH LOT. 22.A MINIMUM 10-FOOT UNOBSTRUCTED WIDTH SHALL BE PROVIDED AROUND A BUILDING FOR ADEQUATE FIRE DEPARTMENT ACCESS. A CONTINUOUS ROW OF PARKING AND LANDSCAPING SHALL BE CONSIDERED A BARRIER. 23.THE MAXIMUM DEAD END CUL-DE-SAC LENGTH SHALL NOT EXCEED SIX HUNDRED FEET AS MEASURED FROM THE CENTERLINE OF THE INTERSECTION STREET TO THE CENTER POINT OF THE RADIUS. 24.HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORM TO THE AMERICANS WITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTS OF THE CURRENT, ADOPTED BUILDING CODE. 25.ALL SIGNAGE IS SUBJECT TO BUILDING OFFICIAL APPROVAL. 26.ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE PRELIMINARY SITE PLAN AND ARE SUBJECT TO BUILDING OFFICIAL APPROVAL. 27.ALL EXTERIOR BUILDING MATERIALS ARE SUBJECT TO BUILDING OFFICIAL APPROVAL AND SHALL CONFORM TO THE APPROVED FACADE PLAN. 28.SIDEWALKS OF NOT LESS THAN SIX (6) FEET IN WIDTH ALONG THOROUGHFARES AND COLLECTORS AND FIVE (5) FEET IN WIDTH ALONG RESIDENTIAL STREETS AND BARRIER-FREE RAMPS AT ALL CURB CROSSINGS SHALL BE PROVIDED PER TOWN STANDARDS. 29.ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATED UNDERGROUND. 30.ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW IN ACCORDANCE WITH THE ZONING ORDINANCE.. 31.ALL LANDSCAPE EASEMENTS MUST BE EXCLUSIVE OF ANY OTHER TYPE OF EASEMENT. 32.IMPACT FEES WILL BE ASSESSED IN ACCORDANCE WITH THE LAND USE CLASSIFICATION(S) IDENTIFIED ON THE SITE DATA SUMMARY TABLE; HOWEVER, CHANGES TO THE PROPOSED LAND USE AT THE TIME OF CO AND/OR FINISH-OUT PERMIT MAY RESULT IN ADDITIONAL IMPACT FEES AND/OR PARKING REQUIREMENTS. 33.THE APPROVAL OF A PRELIMINARY SITE PLAN SHALL BE EFFECTIVE FOR A PERIOD OF TWO (2) YEARS FROM THE DATE THAT THE PRELIMINARY SITE PLAN IS APPROVED BY THE PLANNING AND ZONING COMMISSION, AT THE END OF WHICH TIME THE APPLICANT MUST HAVE SUBMITTED AND RECEIVED THE APPROVAL OF A SITE PLAN BY THE PLANNING & ZONING COMMISSION. IF A SITE PLAN IS NOT APPROVED WITHIN SUCH TWO (2) YEAR PERIOD, THE PRELIMINARY SITE PLAN APPROVAL IS NULL AND VOID. IF SITE PLAN APPROVAL IS ONLY FOR A PORTION OF THE PROPERTY, THE APPROVAL OF THE PRELIMINARY SITE PLAN FOR THE REMAINING PROPERTY SHALL BE NULL AND VOID. 34.SITE WILL BE UNAVAILABLE TO DEVELOPE UNTIL A GRAVITY TRUNK MAIN HAS BEEN CONSTRUCTED FOR THE BASIN. CASE #: D22-0059 Page 238 Item 20. Page 239Item 20. Prosper Independent School Districtrevisionno.dateby date scale vert horiz tnp project sheet HUC20046Town of Prosper, Texas Prosper Independent School District New Elementary No. 14 APR 2020 Town Approved Plansteague nall and perkins, inc 5237 N. Riverside Drive, Suite 100 Fort Worth, Texas 76137 817.336.5773 ph 817.336.2813 fx www.tnpinc.com TBPELS: ENGR F-230; SURV 10011600, 10011601, 10194381 GBPE: PEF007431; TBAE: BR 2673 1"=60' N/A SITE PLAN SITE PLAN FOR PROSPER ELEMENTARY SCHOOL No. 14 BLOCK A, LOT 1 TOWN OF PROSPER, DENTON COUNTY, TEXAS DATE PREPARED: APRIL 2020 BUILDING AREA SUMMARY SITE DATA SUMMARY FEMA NOTE WATER METER TABLE LEGEND TOWN CASE # D20-0034 SITE PLAN NOTES Page 240 Item 20. PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Zoning Victory at Frontier South Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Conduct a public hearing and consider and act upon a request to rezone 7.9± acres from Office (O) to Planned Development-Office (PD-O), generally to modify the development standards to facilitate an office/retail development, including drive-through coffee shop as a permitted use, located on the northwest corner of Preston Road and Coleman Road. (Z21-0013). 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 Office Undeveloped Retail & Neighborhood Services District North Planned Development-10 Victory at Frontier Retail & Neighborhood Services District East Planned Development-15 Undeveloped / Retail Retail & Neighborhood Services District South Single Family-12.5 & S-34 Prosper United Methodist Church Medium Density Residential West Planned Development-10 Undeveloped Medium Density Residential Page 1 of 4 Page 241 Item 21. Requested Zoning – The purpose of this request is to rezone 7.9± acres from Office (O) to Planned Development-Office (PD-O), generally to modify the development standards to facilitate an office/retail development, including drive-through coffee shop as a permitted use. The applicant is proposing updates to uses, design standards, and architectural standards as mentioned below. a. Uses: Permitted by Right  Restaurant with Drive-Through on Lot 2 – To be used only for a beverage establishment that serves non-alcoholic beverages.  Retail Stores and Shops  Gymnastics/Dance Studio  Restaurant  Veterinarian Clinic and/or Kennel, Indoor  Office/Showroom Even though the restaurant with drive through will be utilize for non-alcoholic beverage establishments, staff has concerns with allowing additional drive-throughs to be constructed consecutively on the adjacent lot. Staff has no other objections with the other proposed uses. The applicant has made modifications to the development standards including architectural regulations as shown below: Office District New Planned Development Minimum Front Yard 30 Feet 30 Feet Minimum Side Yard  Twenty-five (25) feet for a one story building adjacent to any residential district. Forty (40) feet for a two-story building adjacent to any residential district  Ten (10) feet adjacent to any nonresidential district.  Ten (10) feet adjacent to any residential district.  No Side yard adjacent to any nonresidential district Minimum Rear Yard  Twenty-five (25) feet for a one story building adjacent to any residential district. Forty (40) feet for a two-story building adjacent to any residential district  Ten (10) feet adjacent to any nonresidential district.  Ten (10) feet adjacent to any residential district.  No Side yard adjacent to any nonresidential district. Maximum Height Two stories, no greater than 40 feet. Four stories, no greater than 60 feet Maximum Floor Area Maximum 0.5:1. No Maximum Floor Area. Page 242 Item 21. Building Materials on Lots 1 & 2  100 % masonry (which includes clay fired brick, natural and manufactured stone, granite, marble, and stucco)  The use of stucco and EIFS are only permitted as secondary or accent materials (10% maximum allowance).  Masonry 60%  Architectural Panel 20%  Awnings 10%  Stucco 10% Building Materials on Lots 3 & 4  100% masonry (which includes clay fired brick, natural and manufactured stone, granite, marble, and stucco)  The use of stucco and EIFS are only permitted as secondary or accent materials (10% maximum allowance).  Masonry 40%  Architectural Panel 10%  Textured/ Paint 40%  Stucco 20% As shown on Exhibit D, the site provides adequate parking and stacking. Exhibit F shows a conceptual rendering of the architectural look and style of the building. The applicant has agreed to enter a development agreement regarding the building materials. Exhibit G is a conceptual landscape plan, which depicts the location of required landscaping. The landscaping meets the minimum standards of the Town’s Zoning Ordinance. Future Land Use Plan – The Future Land Use Plan recommends Retail & Neighborhood Services District for the subject property. The proposed zoning request conforms to the Future Land Use Plan. Page 243 Item 21. Thoroughfare Plan – The property has direct access to the Preston Road, an existing six-lane divided thoroughfare. This request conforms to the Thoroughfare Plan. Parks Master Plan – The Parks Master Plan does not indicate a park is needed on the subject property; however, a hike and bike trail has been constructed along Preston Road. Legal Obligations and Review: Notification was provided to neighboring property owners as required by the Zoning Ordinance and state law. To date, staff has not received any Public Hearing Notice Reply Forms in response to this request. Attachments: 1. Aerial and Zoning Maps 2. Proposed Exhibits Planning & Zoning Recommendation: At their August 16, 2022, meeting, the Planning & Zoning Commission recommended the Town Council approve the request, by a vote of 4-0. Town Staff Recommendation: Town staff recommends that the Town Council approve the approval of the request to rezone 7.9± acres from Office (O) to Planned Development-Office (PD-O), generally to modify the development standards to facilitate an office/retail development, including drive-through coffee shop as a permitted use, located on the northwest corner of Preston Road and Coleman Road. Proposed Motion: I move to approve a request to rezone 7.9± acres from Office (O) to Planned Development-Office (PD-O), generally to modify the development standards to facilitate an office/retail development, including drive-through coffee shop as a permitted use, located on the northwest corner of Preston Road and Coleman Road. Page 244 Item 21. Page 245 Item 21. Page 246 Item 21. Page 247 Item 21. Page 248 Item 21. KIRKMAN ENGINEERING :: 5200 State Hwy 121 Colleyville, TX 76034 Ph: 817-488-4960 :: TBPE Firm#15874 Page 1 of 2 EXHIBIT C DEVELOPMENT STANDARDS Conformance with the Town’s Zoning Ordinance and Subdivision Ordinance: Except as otherwise set forth in these development standards, the regulation of the Town’s Zoning Ordinance as it exists or may be amended, and the Subdivision Ordinance, as it exists or may be amended shall apply. 1. Except as noted below, the tract shall develop in accordance with the Office (O) Districts, as it exists or may be amended. a. Conceptual Site Plan: The tract shall continue to be used in general accordance with the attached concept plan, set forth in Exhibit D. b. Building elevations: The tract shall continue to be used in general accordance with the attached façade plans, set forth in Exhibit F. c. Landscape Plan: The tract shall continue to be used in general accordance with the attached landscape plan, set forth in Exhibit G 2. Uses. All the permitted uses in the office (O) District shall be allowed with the same provisions and restrictions, including uses permitted by a Specific Use Permit (SUP) and Conditional Use Permit (C), except as noted below: a. Uses Permitted by Right • Restaurant with Drive-Through on Lot 2 – To be used only for non- alcoholic beverage establishments. • Retail Stores and Shops • Gymnastics/Dance Studio • Restaurant • Veterinarian Clinic and/or Kennel, Indoor • Office/Showroom b. Uses permitted upon approval of a Specific Use Permit: • Restaurant with Drive-Through on any Lot other than Lot 2. • Alcoholic Beverage Establishment • Hotel, Limited Service “C” • Hotel, Full Service Page 249 Item 21. KIRKMAN ENGINEERING :: 5200 State Hwy 121 Colleyville, TX 76034 Ph: 817-488-4960 :: TBPE Firm#15874 Page 2 of 2 3. Size of Yards: a. Minimum Front yard: 30 Feet b. Minimum Side Yard: • Ten Feet Adjacent to any residential district. • No Side yard adjacent to any nonresidential district. c. Minimum Rear Yard. • Ten Feet Adjacent to any residential district. • No Side yard adjacent to any nonresidential district. d. Maximum Height: Four Stories, no greater than 60 feet above the primary entry level. (Height calculations do not include partially below grade levels) e. Maximum Floor Area: No Maximum Floor Area. 4. Architectural Regulations: a. All buildings on Lots 1 and 2 shall be consistent architecturally with the elevations provided within this PD. • Masonry 60% • Architectural Panel 20% • Awnings 10% • Stucco 10% b. All buildings on Lots 3 and 4 shall be consistent architecturally with the elevations provided within this PD. • Masonry 40% (Minimum Masonry Per Side 20%) • Architectural Panel 10% • Textured / Paint 40% • Stucco 20% c. All mechanical equipment shall be screened from public view. Rooftop mounted equipment shall be screened by a parapet wall or screening wall. d. Windows shall have a maximum exterior visible reflectivity of ten (10) percent. Page 250 Item 21. Page 251 Item 21. Page 252 Item 21. Page 253 Item 21. Page 254 Item 21. Page 255 Item 21. Page 256 Item 21. Page 257 Item 21. Page 258 Item 21. Page 1 of 4 PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Zoning Winikates North Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Conduct a public hearing and consider and act upon a request to rezone 5.6± acres from PD-21 and Single Family-15 (SF-15) to a new Planned Development-Office/Retail (PD-O/R) for office and retail uses, located on the west side of Preston Road north of Broadway Street. (Z22-0014). 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 PD-21 and Single Family-15 (SF-15) Undeveloped Retail & Neighborhood Services District North Single Family-15 (SF-15) Victory at Frontier Medium Density Residential East Retail Undeveloped Retail & Neighborhood Services District South Planned Development-93 Office/Retail Retail & Neighborhood Services West Single Family-15 (SF-15) Single Family Residences Old Town District Page 259 Item 22. Page 2 of 4 Requested Zoning – The purpose of this request is to rezone 5.6± acres from PD-21 and Single Family-15 (SF-15) to a new Planned Development-Office/Retail (PD-O/R) for office and retail uses. The current property currently allows office and retail except for the westernmost tract which is zoned Single Family-15. The applicant is proposing to rezone the entire tract to develop the property with four buildings approximately 21,692 square feet of office /medical use and 7,680 square feet of retail on the easternmost tract of land. As shown on Exhibit D, the site provides adequate parking and stacking. Exhibit F shows a conceptual rendering of the architectural look and style of the building. The applicant has agreed to enter a development agreement regarding the building materials. Exhibit G is a conceptual landscape plan, which depicts the location of required landscaping. The landscaping meets the minimum standards of the Town’s Zoning Ordinance. Page 260 Item 22. Page 3 of 4 Future Land Use Plan – The Future Land Use Plan recommends Retail & Neighborhood Services District for the subject property. The proposed zoning request conforms to the Future Land Use Plan. Thoroughfare Plan – The property has direct access to the E. Broadway Street & Craig Road. This request conforms to the Thoroughfare Plan. Parks Master Plan – The Parks Master Plan does not indicate a park is needed on the subject property; however, a hike and bike trail has been constructed along Preston Road. Legal Obligations and Review: Notification was provided to neighboring property owners as required by the Zoning Ordinance and state law. To date, staff has received one Public Hearing Notice Reply Form in response to this request. Attachments: 1. Aerial and Zoning Maps 2. Proposed Exhibits 3. Public Hearing Notice Reply Form Planning & Zoning Recommendation: At their August 16, 2022, meeting, the Planning & Zoning Commission recommended the Town Council approve the request, by a vote of 4-0. Town Staff Recommendation: Town staff recommends that that Town Council approve the request to rezone 5.6± acres from PD-21 and Single Family-15 (SF-15) to a new Planned Development-Office/Retail (PD-O/R) for office and retail uses, located on the west side of Preston Road north of Broadway Street. Page 261 Item 22. Page 4 of 4 Proposed Motion: I move to approve a request to rezone 5.6± acres from PD-21 and Single Family-15 (SF-15) to a new Planned Development-Office/Retail (PD-O/R) for office and retail uses, located on the west side of Preston Road north of Broadway Street. Page 262 Item 22. Page 263 Item 22. Page 264 Item 22. Doc. No. 20160725000952110 DRCCT Inst. No. 20220215000255720 OPRCCT Cab. 2006, Pg. 714 PRCCTDoc. No. 20160805001021130DRCCTCab. J, Pg. 774 PRCCT Cab. Q, Pg. 216 PRCCT prescriptive R.O.W.Doc. No. 20211105002279530 OPRCCT Inst. No. 20210811001616800 OPRCCT variable width R.O.W. 6.811 Ac. / 296,690 S.F. (Gross) POINT OF BEGINNING 5.449 Ac. / 237,375 S.F. (Net) 1.209 Ac. (52,650 S.F.) Existing R.O.W. 0.153 Ac. (6,665 S.F.) R.O.W. Dedication variable width R.O.W. H TRO N SURVEYOR'S CERTIFICATE NOTES: H TRO N EXHIBIT A WINIKATES NORTH IN THE TOWN OF PROSPER, TEXAS, COLLIN COUNTY, TEXAS COLLIN COUNTY SCHOOL LAND SURVEY ABSTRACT NO. 147 244,009 Sq. Ft./5.602 Acres (Gross) 237,383 Sq. Ft./5.450 Acres (Net) LOCATION MAP 1" = 1000' PROJECT LOCATION Page 265 Item 22. July 5th, 2022 Mr. David Soto Town of Prosper – Development Services 250 W. First Street Prosper, Texas 75078 RE: Winikates North PD Amendment Statement of Intent and Purpose Dear Mr. Soto: Enclosed herewith, please find our application for a Planned Development revision associated with the proposed development at the northeast corner of Preston/Craig. The purpose of this submittal is to revise the existing PD to establish an underlying office district along the Craig Road Frontage into the existing PD district. The proposed plan calls for office and medical office developments on the western portion of the site in the existing single family zoning area, with retail occurring in the easternmost building, in accordance with the comprehensive plan and the existing Planned Development. The developers of this site are committed to providing the community with an office/retail development that will be a credit to the Town of Prosper, and compliment the adjacent residences and we appreciate your consideration in this request. If you have any questions, please do not hesitate to contact me. Sincerely, Page 266 Item 22. Case Z22-0014 EXHIBIT C PLANNED DEVELOPMENT STANDARDS The proposed development will conform to the development standards of the Office District of the Town of Prosper’s Zoning Ordinance, as it exists or may be amended, and Subdivision Ordinance, as it exists or may be amended, except as otherwise set forth in these Development Standards. 1. Except as noted below, the Tract shall develop in accordance with the Office District requirements of the Town of Prosper’s Zoning Ordinance, as it exists or may be amended. 2. Development Plans a) Concept Plan: The tract shall be developed in general accordance with the attached concept plan, set forth in Exhibits D. b) Elevations: The tracts shall be developed in general accordance with the attached elevations, set forth in Exhibits F. c) Landscape Plan: The tract shall be developed in general accordance with the attached landscape plan, set forth in Exhibit G. 3. Uses shall be permitted in accordance with the Office District exception as follows: a) Retail shall be restricted to the easternmost building per exhibit D. 4. Screening: a) Existing living screen to remain in lieu of Screening Wall on the northern boundary as indicated on the Exhibit G. Living screening shall be well kept and maintained. Page 267 Item 22. Doc. No. 20160725000952110 DRCCT Inst. No. 20220215000255720 OPRCCT Cab. 2006, Pg. 714 PRCCTDoc. No. 20160805001021130DRCCTCab. J, Pg. 774 PRCCT Cab. Q, Pg. 216 PRCCT prescriptive R.O.W.Doc. No. 20211105002279530 OPRCCT Inst. No. 20210811001616800 OPRCCT variable width R.O.W. EXHIBIT D WINIKATES NORTH IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS COLLIN COUNTY SCHOOL LAND SURVEY ABSTRACT NO. 147 244,009 Sq. Ft./5.602 Acres (Gross) 237,317 Sq. Ft./4.448 Acres (Net) S N W E Z22-0014 Page 268 Item 22. Exhibit E - Conceptual Development Schedule A conceptual development schedule for the Winikates North Tract is as follows: • September 2022 – Obtain Zoning Approval • October 2022 – Begin Infrastructure Design and Submission • December 2022 – Begin Infrastructure Construction • February 2023 – Begin Building Construction • April 2023 – Completion of infrastructure construction Page 269 Item 22. Page 270Item 22. Vol. 5652, Pg. 4183 DRCCTCab. J, Pg. 774 PRCCTCab. Q, Pg. 216 PRCCTEXHIBIT G / PRELIMINARY LANDSCAPE PLANWINIKATES NORTHIN THE TOWN OF PROSPER, TEXAS, COLLIN COUNTY, TEXASCOLLIN COUNTY SCHOOL LAND SURVEY ABSTRACT NO. 147244,009 Sq. Ft./5.602 Acres (Gross)237,317 Sq. Ft./4.448 Acres (Net)LOCATION MAP1" = 1000'PROJECTLOCATIONSCALE: 1" = 40'-0"LANDSCAPE PLAN011708 N. Griffin StreetDallas, Texas 75202Tel 214.871.0083Fax 214.871.0545Email smr@smr-la.comsmr STATEOFTEX A S1176 ND.ADABRI A SM08.04.2022STREET REQUIREMENTS Requirements: (1) tree, 3" cal., per 30 l.f. of frontage (15) shrubs, 5 gal., per 30 l.f. of frontage or 3' ht. berm EAST BROADWAY STREET: (921.42 l.f.) Requried (31) trees, 3" cal. (465) shrubs CRAIG ROAD: (274.30 l.f. ) Requried (9) trees, 3" cal. (135) shrubsPARKING LOT (163 spaces) Requirements: (1) tree, 3" cal., per every island and 15 s.f of landscape per each parking spacetree within 150' of any spaceHEADLIGHT SCREEN PROVIDED Required 2,445 s.f.PERIMETER LANDSCAPE: Residential Adjacency Requirements: 15' width; (1) tree, 3" cal. per 30 l.f. North Property Line: (885.67 l.f.) Requried (30) trees, 3" cal. Requirements: 5' width; (1) small tree / (1) shrub per 15 l.f. East / North and NE Property Line: (558.71 l.f.) Requried (37) trees, 3" cal. (37) shrubsBUILDING LANDSCAPE Gross Floor Area: 29,9727 s.f Required N/ALANDSCAPE TABULATIONSProvided(32) trees, 6" cal.(522) shrubsProvided(9) trees, 6" cal.(144) shrubsProvided2,445 s.f.Provided(30) trees, 3" cal.Provided(37) trees, 3" cal.(37) shrubsProvidedN/AL.1SOLID SOD NOTESLANDSCAPE NOTES1.Fine grade areas to achieve final contours indicated. Leave areas toreceive topsoil 3" below final desired grade in planting areas and 1"below final grade in turf areas.2.Adjust contours to achieve positive drainage away from buildings.Provide uniform rounding at top and bottom of slopes and otherbreaks in grade. Correct irregularities and areas where water maystand.3.All lawn areas to receive solid sod shall be left in a maximum of 1"below final finish grade. Contractor to coordinate operations withon-site Construction Manager.4.Contractor to coordinate with on-site Construction Manager foravailability of existing topsoil.5.Plant sod by hand to cover indicated area completely. Insure edgesof sod are touching. Top dress joints by hand with topsoil to fill voids.6.Roll grass areas to achieve a smooth, even surface, free fromunnatural undulations.7.Water sod thoroughly as sod operation progresses.8.Contractor shall maintain all lawn areas until final acceptance. Thisshall include, but not limited to: mowing, watering, weeding,cultivating, cleaning and replacing dead or bare areas to keep plantsin a vigorous, healthy condition.9.Contractor shall guarantee establishment of an acceptable turf areaand shall provide replacement from local supply if necessary.10.If installation occurs between September 1 and March 1, all sod areasto be over-seeded with Winter Ryegrass, at a rate of (4) pounds perone thousand (1000) square feet.1.Contractor shall verify all existing and proposed site elements andnotify Architect of any discrepancies. Survey data of existingconditions was supplied by others.2.Contractor shall locate all existing underground utilities and notifyArchitect of any conflicts. Contractor shall exercise caution whenworking in the vicinity of underground utilities.3.Contractor is responsible for obtaining all required landscape andirrigation permits.4.Contractor to provide a minimum 2% slope away from all structures.5.All planting beds and lawn areas to be separated by steel edging.No steel to be installed adjacent to sidewalks or curbs.6.All landscape areas to be 100% irrigated with an undergroundautomatic irrigation system and shall include rain and freezesensors.7.All lawn areas to be Solid Sod Bermudagrass, unless otherwisenoted on the drawings.GRAPHIC PLANT LEGENDLIVE OAKLAWN, BERMUDAGRASS, SOLID SODCEDAR ELMBALD CYPRESSRED OAKTOWN OF PROSPER PARKS INSPECTIONS1.Tree height, width and caliper at delivery.2.Shrub height, width and container size at delivery.3.Any undersized plant not fully rooted may be denied by PARKS atinspection.4.Inspection of tree pit side walls and depth.5.Inspect at least one (1) percolation tested pit.1) Plant material shall be measured and sized according to the latest editionof the Texas Nursery & Landscape Association (TNLA) Specifications, Grades and Standards.2) All plant substitutions are subject to Town approval and must bespecified on the approved landscape plan.3) All turf areas to be established prior to the Certificate of Occupancy,unless otherwise approved by the Town.4) Ground covers used in lieu of turf grass must provide completecoverage within one (1) year of planting andmaintain adequate coverage as approved by the Town.5) Trees must be planted four (4) feet or greater from curbs, sidewalks,utility lines, screening walls, and/or other healthy root growth.6) Tree pits shall have roughened sides and be two to three times widerthan the root ball of the tree in order to facilitate healthy root growth.7) Tree pits shall be tested for water percolation. If water does not drainout of tree pit within a 24-hour period, the contractor shall provideberming, or devise alternative drainage.8) 7UHHVVKDOOQRWEHSODQWHGGHHSHUWKDQWKHEDVHRIWKH³WUXQNIODUH´9) The tree pit shall be backfilled with native topsoil free of rock and otherdebris.10) Burlap, twine, and wire baskets shall be loosened and pulled backfrom the trunk of tree as much as possible.11) Trees shall not be watered to excess that results in soil saturation. If soil becomes saturated, the watering schedule shall be adjustedto allow for drainage and absorption of the excess water.12) A 3" layer of mulch shall be provided around the base of the planted tree.7KHPXOFKVKDOOEHSXOOHGEDFN´IURPWKHWUXQNRIWKHWUHH13) No person(s) or entity may use improper or malicious maintenance orpruning techniques which would likely lead to the death of the tree.Improper or malicious techniques include, but are not limited to,topping or other unsymmetrical trimming of trees, trimming treeswith a backhoe, or use of fire or poison to cause the death of a tree.14) Topsoil shall be a minimum of eight (8) inches in depth in planting areas.Soil shall be free of stones, roots, and clods and any other foreignmaterial that is not beneficial for plant growth.15) All plant beds shall be top-dressed with a minimum of three (3) inches ofmulch.16) Trees overhanging walks and parking shall have a minimum clear trunk height of seven (7) feet. Trees overhanging public street pavementdrive aisles and fire lanes shall have a minimum clear trunk heightof fourteen (14) feet.17) A visibility triangle must be provided at all intersections, where shrubs arenot to exceed thirty (30) inches in height, and trees shall have aminimum clear trunk height of nine (9) feet.18) Trees planted on a slope shall have the tree well at the average grade ofslope.19) No shrubs shall be permitted within areas less than three (3) feet in width.All beds less than three (3) feet in width shall be grass, groundcover,or some type of fixed paving.20) The owner, tenant, and/or their agents, if any, shall be jointly and severallyresponsible for the maintenance, establishment, and permanence ofplant material. All landscaping shall be maintained in a neat andorderly manner at all times. This shall include, but not limited to,mowing, edging, pruning, fertilizing, watering, andother activities necessary for the maintenance of landscaped areas.21) All plant material shall be maintained in a healthy and growing condition asis appropriate for the season of the year. Plant material that is damaged, destroyed, or removed shall be replaced with plant material of similar size and variety within thirty (30) days unlessotherwise approved in writing by the Town of Prosper.22) Landscape and open areas shall be kept free of trash, litter, and weeds.23) An automatic irrigation system shall be provided to irrigate all landscapeareas. Overspray on streets and walks is prohibited. A permit fromthe building inspection department is required for each irrigationsystem.24) No plant material shall be allowed to encroach on right-of-way, sidewalks, oreasements to the extent that the vision or route of travel for vehicular, pedestrian, or bicycle traffic is impeded.25) No planting areas shall exceed 3:1 slope (3 ft horizontal to 1 ft vertical).26) Earthen berms shall not include construction debris. Contractor must correct slippage or damage to thesmooth finish grad of the berm prior to acceptance.27) All walkways shall beet ADA and TAS requirements.28) Contact Town of Prosper Parks and Recreation Division at (972) 400-0023Attention: Michael Zachary for landscape inspection. Note that landscape installation must comply with approved landscape plansprior to final acceptance by the Town and/or obtaining a Certificateof Occupancy.29) Final inspection and approval of screening walls, irrigation, and landscape issubject to all public utilities, including but not limited to manholes,valves, water meters, cleanouts, and other appurtenances, to beDFFHVVLEOHDGMXVWHGWRJUDGHDQGWRWKH7RZQRI3URVSHU¶V3XEOLFWorks Department standards.30) Prior to calling for a landscape inspection, the contractor is responsible formarking all manholes, valves, water meters, cleanouts, and otherutility appurtenances with flagging for filed verification by the Town.TOWN OF PROSPER LANDSCAPE NOTESNELLIE R. STEVEN HOLLY8' HT. at installTREE YAUPON HOLLY8' HT. at installCREPE MYRTLECHINESE PISTACHEDWARF WAX MYRTLE 'DON'S DWARF'NEEDLEPOINT HOLLYMAINTENANCE NOTES1.The Owner, tenant and their agent, if any, shall be jointly andseverally responsible for the maintenance of all landscape.2.All landscape shall be maintained in a neat and orderly manner atall times. This shall include mowing, edging, pruning, fertilizing,watering, weeding and other such activities common to landscapemaintenance.3.All landscape areas shall be kept free of trash, litter, weeds andother such material or plants not part of this plan.4.All plant material shall be maintained in a healthy and growingcondition as is appropriate for the season of the year.5.All plant material which dies shall be replaced with plant material ofequal or better value.6.Contractor shall provide separate bid proposal for one year'smaintenance to begin after final acceptance.LOCATED ALONG NORTHPROPERTY LINEEXISTING TREE TO REMAINLIVING SCREEN TO BE PROVIDEDIN LIEU OF MASONRY WALL.NOTE: EXISTING TREES AND VEGETATION ALONGNORTH PROPERTY TO REMAIN. IN THE EVENTPRESERVATION CAN NOT BE ACCOMPLISHED, GAPS INVEGETATION OCCURS OR TREES HAVE DIED, THELIVING SCREEN AS INDICATED WILL BE PLANTEDAS INDICATED.REQUIRED PERIMETER TREESWILL BE PLANTED.Page 271Item 22. Page 272 Item 22. Page 1 of 3 PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Zoning Premium Garages Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Conduct a public hearing and consider and act upon a request to rezone 11.3+- acres of Commercial (C) to Planned Development-Commercial (PD-C) to allow uses such as luxury office/warehouse, automobile storage, and recreational vehicle parking, located on the west side of Coleman Street, south of Prosper Trail. (Z22-0008). 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 Commercial Undeveloped Retail & Neighborhood Services District North Commercial Eagles Crossing Retail & Neighborhood Services District East Single Family-15 Prosper ISD Medium Density Residential South Commercial & Single Family- 15 Undeveloped & Dairy Manufacturers Inc Retail & Neighborhood Services West Planned Development-26 Undeveloped Business Park Page 273 Item 23. Page 2 of 3 Requested Zoning – The purpose of this request is to rezone 11.3+- acres of Commercial (C) to Planned Development-Commercial (PD-C) to allow uses such as luxury office/warehouse, automobile storage, and recreational vehicle parking. The applicant is proposing updates to t he uses, design standards, and architectural standards as mentioned below. a. Uses: Uses Permitted by Right  Automobile Storage  Recreational Vehicle / Truck Parking Lot or Garage (RV Parking)  Luxury Office / Warehouse It is important to note that all uses shall be enclosed within a building. No open storage will be permitted. As shown on Exhibit D, the site provides adequate parking and stacking. Exhibit F shows a conceptual rendering of the architectural look and style of the building. The applicant is proposing the office/warehouse to be primarily made of brick as shown below. All other buildings not shown on Exhibit F will be metal buildings with masonry veneer. The applicant has agreed to enter a development agreement regarding the building materials. Exhibit G is a conceptual landscape plan, which depicts the location of required landscaping. The landscaping meets the minimum standards of the Town’s Zoning Ordinance. Future Land Use Plan – The Future Land Use Plan recommends Retail & Neighborhood Services District for the subject property. The proposed zoning request conforms to the Future Land Use Plan. Page 274 Item 23. Page 3 of 3 Thoroughfare Plan – The property has direct access to Coleman Road. This request conforms to the Thoroughfare Plan. Parks Master Plan – The Parks Master Plan does not indicate a park is needed on the subject property. Legal Obligations and Review: Notification was provided to neighboring property owners as required by the Zoning Ordinance and state law. To date, staff has not received any Public Hearing Notice Reply Forms in response to this request. Attachments: 1. Aerial and Zoning Maps 2. Proposed Exhibits Planning & Zoning Recommendation: At their August 16, 2022, meeting, the Planning & Zoning Commission recommended the Town Council approve the request, by a vote of 4-0. Town Staff Recommendation: Town staff recommends that the Town Council approve the request to rezone 11.3+- acres of Commercial (C) to Planned Development-Commercial (PD-C) to allow uses such as luxury office/warehouse, automobile storage, and recreational vehicle parking, located on the west side of Coleman Street, south of Prosper Trail. Proposed Motion: I move to approve a request to rezone 11.3+- acres of Commercial (C) to Planned Development- Commercial (PD-C) to allow uses such as luxury office/warehouse, automobile storage, and recreational vehicle parking, located on the west side of Coleman Street, south of Prosper Trail. Page 275 Item 23. Page 276 Item 23. Page 277 Item 23. LEGAL DESCRIPTION BEING an 11.29 acre tract of land out of the Collin County School Land Survey, Abstract Number 147, situated in the Town of Prosper, Collin County, Texas, being all of a called 11.296 acre tract of land conveyed to Coleman Street 11 Acre Partners, LLC, by deed of record in Document Number 20191007001251960 of the Official Public Records of Collin County, Texas, and being more particularly described by metes and bounds as follows: BEGINNING, at a PK Nail found in Coleman Street (right-of-way varies), being the Northeast corner of a called 9.2956 acre tract of land conveyed to James E. Rowland by deed of record in Volume 3402, Page 451 of said Official Public Records, also being the Southeast corner of said 11.296 acre tract and hereof; THENCE, S89°57'38"W, leaving Coleman Street, along the South line of said 11.296 acre tract, being in part, the common North line of said 9.2956 acre tract, and in part, the common North line of a called 4.00 acre tract of land conveyed to Dairy Manufacturers, Inc. by deed of record in Volume 3510, Page 179 of said Official Public Records, a distance of 1028.72 feet to a 3/8 inch iron rod found in the East right-of-way line of the Burlington Northern Santa Fe Railroad (100-foot right-of-way), being the Northwest corner of said 4.00 acre tract, also being the Southwest corner of said 11.296 acre tract and hereof; THENCE, N11°24'21"E, along the East right-of-way line of said Burlington Northern Santa Fe Railroad and the common West line of said 11.296 acre tract, a distance of 509.85 feet to a 1/2 inch iron rod found at the Southwest corner of Lot 3, Block A of Eagles Crossing Addition, a subdivision of record in Volume 2011, Page 245 of the Plat Records of Collin County, Texas, being the Northwest corner of said 11.296 acre tract and hereof; THENCE, N89°54'48"E, leaving the East right-of-way line of said Burlington Northern Santa Fe Railroad, along the North line of said 11.296 acre tract, being in part, the common South line of said Lot 3, and in part, the common South line of Lot 2 of said Block A, passing at a distance of 891.93 feet a 1/2 inch iron rod with red plastic cap stamped “GEER 4117” found at the Southeast corner of said Lot 2, and continuing for a total distance of 937.81 feet to a PK Nail found in Coleman Street, being the Northeast corner of said 11.296 acre tract and hereof; THENCE, along Coleman Street and the East line of said 11.296 acre tract, the following two (2) courses and distances: 1.S00°16'52"W, a distance of 23.04 feet to a PK Nail found; 2.S01°10'33"W, a distance of 477.56 feet to the POINT OF BEGINNING, and containing an area of 11.29 acres (491,797 square feet) of land, more or less. JOB NUMBER DRAWN BY DATE 2110.068-02 MJR 12/02/2021 EAGLE SURVEYING, LLC 210 S. ELM STREET SUITE: 104 DENTON, TX 76201 (940) 222-3009 TX FIRM # 10194177 I hereby certify that this survey, plan or report was prepared by me or under my direct supervision and that I am a Registered Professional Land Surveyor under the laws of the State of Texas. _____________________________ Matthew Raabe R.P.L.S. # 6402 _______________ Date 6402 MATTHEW JASON RAABE PR O FE S S I O N ALR E G I S T E R E DSTATEOFTE X ASLAN D SU R V E Y ORPage 278 Item 23. 660660659 658 657658659660661662663664665666667668668669 670671671670669669668667666665664663662 661 661 660659659658657659 658 657 657 657657658659660 663664665662661667667 668669 670 662661662668667663664665666667669669669668669 LOT 2, BLOCK AEAGLES CROSSING ADDITIONVOL. 2011, PG. 245P.R.C.C.T.LOT 3, BLOCK AEAGLES CROSSING ADDITIONVOL. 2011, PG. 245P.R.C.C.T.CALLED 4.00 ACRESDAIRY MANUFACTURERS, INC.VOL. 3510, PG. 179O.P.R.C.C.T.(REMAINDER)CALLED 9.2956 ACRESJAMES E. ROWLANDVOL. 3402, PG. 451O.P.R.C.C.T.APPROXIMATE LOCATIONOF FLOOD ZONE LIMITSZO N E " X " ZO N E " A E "ZONE "X"ZONE "AE"ZONE "X"ZONE "AE"GRAVELGRAVEL//////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////N 89°54'48" E 937.81'45.88'S 01°10'33" W 477.56'S 89°57'38" W 1028.72'N 11°24'21" E 509.85' L1 (N 12°19'44" E 510.03')(S 89°09'52" E 938.02')(S 02°05'54" W 477.67')(N 89°07'12" W 1029.01')891.93'RETAININGWALLSDMH-RIM=668.7'(SEALED)GRATE INLET-TOP=665.9'GRATE INLET-TOP=665.0'FL-12"CPP=663.3'(N)FL-24"CMP=665.9'FL-24"CMP=665.9'SSMH-RIM=667.8'FL-6"PVC=658.2' (N)FL-6"PVC=658.0' (S)SSMH-RIM=667.2'FL-6"PVC=653.2' (NE)FL-6"PVC=652.9' (N)FL-12"PVC=652.7' (E)FL-12"PVC=652.6' (W)SSMH-RIM=657.7'FL-12"PVC=651.0' (E)FL-CHANNEL=641.2'SSMH-RIM=663.5'(INUNDATED)SSMH-RIM=662.2'(INUNDATED)CALLED 11.296 ACRESCOLEMAN STREET 11 ACREPARTNERS, LLCDOC. NO. 20191007001251960O.P.R.C.C.T.11.29 ACRES491,797 SQ. FT.COLEMAN STREET RIGHT-OF-WAY VARIES BURLINGTON NORTHERN SANTA FE RAILROAD100' RIGHT-OF-WAY POBCOLLIN COUNTY SCHOOL LAND SURVEY,ABSTRACT NO. 147TBM X-CUTELEV.=647.3'PK NAILFOUND3/8"IRF1/2"IRF1/2" CIRF"GEER 4117"PK NAILFOUNDPK NAILFOUND15' UTILITY EASEMENTCITY OF PROSPERVOL. 3909, PG. 211O.P.R.C.C.T.20' UTILITY EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.APPROXIMATE LOCATION OF20' SOUTHWESTERN BELLTELEPHONE COMPANY EASEMENTVOL. 737, PG. 20O.P.R.C.C.T.40' WATER LINE EASEMENTVOL. 4343, PG. 2718O.P.R.C.C.T.30' STREET EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.30' STREET EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.20' DRAINAGE EASEMENTVOL. 2011, PG. 245, P.R.C.C.T.24' FIRELANE, ACCESS& UTILITY EASEMENTVOL. 2011, PG. 245,P.R.C.C.T.24' FIRELANE, ACCESS& UTILITY EASEMENTVOL. 2011, PG. 245,P.R.C.C.T.30' R.O.W.DEDICATIONEX. LAND USE: RETAILEX. ZONING: COMMERCIALEX. LAND USE: VACANTEX. ZONING: COMMERCIALEX. LAND USE: VACANTEX. ZONING: SF-15FUTURE LAND USE: RETAIL & NEIGHBORHOOD SERVICESPROSPER HIGH SCHOOL & MIDDLE SCHOOL ADDITION, BLOCK 1 LOT 1R, AMENDED PLAT DOC. NO. 20130722010002210 EX. LAND USE: SHOOL EX. ZONING: SF-15 FUTURE LAND USE: MEDIUM DENSITY RESIDENTIALEX. LAND USE: DAIRY MANUFACTURERSEX. ZONING: COMMERCIALFUTURE LAND USE: RETAIL & NEIGHBORHOOD SERVICES33.2'1745' TO PROSPER TRAIL1008' TO 7TH STREETNET AREA:10.76468,659 SQ. FT.GROSS AREA:EX. LAND USE: VACANTEX. ZONING: COMMERCIALPROPOSED ZONING: PLANNED DEVELOPMENTDATENo.REVISION BYDATE:SHEETFile No. 2021-2177/19/2022CHECKED:MAMDRAWN:JEVDESIGN:JEVPREMIUM GARAGES COLEMAN STREET TOWN OF PROSPER, TX 1105 CHEEK SPARGER RD. SUITE #1 PHONE: 817.281.0572 COLLEYVILLE, TX 76034 WWW.CLAYMOOREENG.COM TEXAS REGISTRATION #14199PRELIMINARYCLAYMOORE ENGINEERINGCOUNTYSURVEY:ABSTRACT NO.COLLINCITY:STATE:PROSPERTEXASLEGAL DESCRIPTION:APPLICANT:CLAYMOORE ENGINEERING, INC.1903 CENTRAL DRIVE, SUITE #406BEDFORD, TX 76021PH: 817.281.0572SURVEYOR:EAGLE SURVEYING, LLC210 SOUTH ELM STREET, SUITE #104DENTON, TX 76201PH: 940.222.3009CONTACT NAME: MATT MOORECONTACT NAME: MATTHEW RAABE11.296 ACRE TRACT OF LAND CONVEYED TOCOLEMAN STREET 11 ACRE PARTNERS, LLCBY DEED OF RECORD DOC. # 20191007001251960OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXASPREMIUM GARAGESEXHIBIT ACASE #: Z22-0008DEVELOPER:NAME000 ADDRESSCITY , ST 0000PH: 000.000.0000CONTACT NAME: -COLLIN CO SCHOOL LANDSURVEY147THE PROPERTY IS LOCATED IN NON-SHADED ZONE "X" AND ZONE "AE" ASSCALED FROM THE F.E.M.A. FLOOD INSURANCE RATE MAP DATED JUNE 2ND,2009 AND IS LOCATED IN COMMUNITY NUMBER 480141 AS SHOWN ON MAPNUMBER 48085C0235J, AS AFFECTED BY LETTER OF MAP REVISION TO THETOWN OF PROSPER, COLLIN COUNTY, TEXAS WITH CASE NO. 17-06-1828P,EFFECTIVE JANUARY 18, 2018. THE LOCATION OF THE FLOOD ZONE ISAPPROXIMATE. FOR EXACT FLOOD ZONE DESIGNATION, PLEASE CONTACT1-(877) FEMA MAP.FLOODPLAIN NOTE0GRAPHIC SCALE1 inch = ft.50501005025VICINITY MAPN.T.S.SITEPROSPER TRAILN COLEMAN ST E 7TH STE 6TH STE 5TH STE 8TH STN CHURCH ST N CRAIG RD TRAIL DRTRAIL DREXHIBIT AEXH-APage 279Item 23. CASE # Z 22-0008 Prosper Coleman Maker Space / Luxury Warehouses / Artisan Suites EXHIBIT B Statement of Intent and Purpose The Intent and Purpose of the Proposed Planned Development District is to add two uses that normally require an SUP to the approved uses under the existing Commercial Zoning and to add restrictions to the additional proposed use further defined as Luxury Office / Warehouse spaces to be constructed within the Proposed Planned Development District. Page 280 Item 23. CASE # Z 22-0008 Prosper Coleman Maker Space / Luxury Warehouses / Artisan Suites EXHIBIT C PLANNED DEVELOPMENT STANDARDS The proposed development will conform to the development standards of the Commercial District of the Town of Prosper’s Zoning Ordinance, as it exists or may be amended, and Subdivision Ordinance, as it exists or may be amended, except as otherwise set forth in these Development Standards. 1)Except as noted below, the Tract shall develop in accordance with the Commercial District requirements of the Town of Prosper’s Zoning Ordinance, as it exists or may be amended. 2)Development Plans a)Concept Plan: The tract shall be developed in general accordance with the attached concept plan, set forth in Exhibits D. b)Elevations: The tract shall be developed in general accordance with the attached elevations, set forth in Exhibits F. c)Landscape Plan: The tract shall be developed in general accordance with the attached landscape plan, set forth in Exhibit G. 3)Uses. Uses shall be permitted in accordance with the Commercial District with the following additions: a)Automobile Storage b)Recreational Vehicle / Truck Parking Lot or Garage (RV Parking) c)Luxury Office / Warehouse to be defined as: i)Individual Office / Warehouse Suites to be located within the interior of the development ii)No Suite shall exceed two stories in height, and no greater than thirty feet (30.0’ above final grade level. Page 281 Item 23. CASE # Z 22-0008 Prosper Coleman Maker Space / Luxury Warehouses / Artisan Suites v) Roof-mounted mechanical equipment, if utilized, shall be screened in a manner such that no equipment is visible from Coleman Street. vi) Luxury Office / Warehouse suites may be utilized to conduct business in the form of Personal Office uses by the Tenants. Storefront retail uses will not be permitted within the Luxury Office / Warehouse Suites and is constrained to buildings Directly facing Coleman Street and/or Buildings fronting on to the Mutual Access Easement along the southern portion of the property. vii) No portion of the Property may be used for residential purposes. 4)Regulations: a)All Luxury Office / Warehouse spaces to be subject to typical Commercial Occupancy Requirements, including no overnight stays or habitation. b)No further subdivision of enclosed RV Parking in to smaller Storage units to be permitted c)All Buildings to be constructed of Metal with Masonry Veneers as applicable under the approved elevations and Concept Plan. d)Auctions: Auctions related to the sale of private property held in Storage Units and / or Luxury Office / Warehouse Suites for the purposes of recovering unpaid units as authorized by law shall be permitted to be held on-site no more than two (2) times per calendar year subject to an application to the Town of Prosper for a Temporary Use / Special Event Permit. e)No landscape setback required along Southern property line. f)Automobile storage, recreational vehicle/ truck parking lot or garage (RV parking) will be enclosed within a building. Page 282 Item 23. 15' UTILITY EASEMENTCITY OF PROSPERVOL. 3909, PG. 211O.P.R.C.C.T.20' UTILITY EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.APPROXIMATE LOCATION OF20' SOUTHWESTERN BELLTELEPHONE COMPANY EASEMENTVOL. 737, PG. 20O.P.R.C.C.T.40' WATER LINE EASEMENTVOL. 4343, PG. 2718O.P.R.C.C.T.30' STREET EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.30' STREET EASEMENTVOL. 1842, PG. 835O.P.R.C.C.T.20' DRAINAGE EASEMENTVOL. 2011, PG. 245, P.R.C.C.T.24' FIRELANE, ACCESS& UTILITY EASEMENTVOL. 2011, PG. 245,P.R.C.C.T.24' FIRELANE, ACCESS& UTILITY EASEMENTVOL. 2011, PG. 245,P.R.C.C.T.R30'R 3 0 ' R50'R30'R30'R30'R30'EX. LAND USE: RETAILEX. ZONING: COMMERCIALEX. LAND USE: VACANTEX. ZONING: COMMERCIALEX. LAND USE: VACANTEX. ZONING: SF-15FUTURE LAND USE: RETAIL & NEIGHBORHOOD SERVICESPROSPER HIGH SCHOOL & MIDDLE SCHOOL ADDITION, BLOCK 1 LOT 1R, AMENDED PLAT DOC. NO. 20130722010002210 EX. LAND USE: SHOOL EX. ZONING: SF-15 FUTURE LAND USE: MEDIUM DENSITY RESIDENTIALEX. LAND USE: DAIRY MANUFACTURERSEX. ZONING: COMMERCIALFUTURE LAND USE: RETAIL & NEIGHBORHOOD SERVICES1-STORYLUXURYWAREHOUSE7,200 SF1-STORYLUXURYWAREHOUSE7,200 SF1-STORYLUXURYWAREHOUSE7,200 SF1-STORYLUXURYWAREHOUSE6,000 SF1-STORYLUXURYWAREHOUSE30,000 SF1-STORYBOAT / RV SPACES30,000 SF1-STORYBOAT / RV SPACES60,000 SF1-STORYBOAT / RV SPACES10,500 SF1-STORYBOAT / RV SPACES15,000 SF1-STORYPROFESSIONALOFFICE14,625 SFWAREHOUSE14,625 SFO.S.1,200 S.F.O.S.1,200 S.F. O.S. 1,200 S.F. O.S.1,200 S.F.O.S.40,802 S.F.NET AREA:10.76468,659 SQ. FT.1745' TO PROSPER TRAIL1008' TO 7TH STREETO.S.570 S.F.R3 0 'R30'R30'R54'R30'R 3 0 'R30'R54'R30'R30'R30'R30'R30'R30'R30'R 3 0 '15'4'RV WASHR30'R30'R30'O.S. 115 S.F.660660659 658 657658659660661662663664665666667668668669 670671671670669669668667666665664663662 661 661 660659659658657659 658 657 657 657657658659660 663664665662661667667 668669 670 662661662668667663664665666667669669669668669 LOT 2, BLOCK AEAGLES CROSSING ADDITIONVOL. 2011, PG. 245P.R.C.C.T.LOT 3, BLOCK AEAGLES CROSSING ADDITIONVOL. 2011, PG. 245P.R.C.C.T.CALLED 4.00 ACRESDAIRY MANUFACTURERS, INC.VOL. 3510, PG. 179O.P.R.C.C.T.(REMAINDER)CALLED 9.2956 ACRESJAMES E. ROWLANDVOL. 3402, PG. 451O.P.R.C.C.T.APPROXIMATE LOCATIONOF FLOOD ZONE LIMITSZO N E " X " ZO N E " A E "ZONE "X"ZONE "AE"ZONE "X"ZONE "AE"//////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////N 89°54'48" E 937.81'45.88'S 01°10'33" W 477.56'S 89°57'38" W 1028.72'N 11°24'21" E 509.85' L1 (N 12°19'44" E 510.03')(S 89°09'52" E 938.02')(S 02°05'54" W 477.67')(N 89°07'12" W 1029.01')891.93'RETAININGWALLSSMH-RIM=667.8'FL-6"PVC=658.2' (N)FL-6"PVC=658.0' (S)SSMH-RIM=667.2'FL-6"PVC=653.2' (NE)FL-6"PVC=652.9' (N)FL-12"PVC=652.7' (E)FL-12"PVC=652.6' (W)SSMH-RIM=657.7'FL-12"PVC=651.0' (E)FL-CHANNEL=641.2'SSMH-RIM=663.5'(INUNDATED)SSMH-RIM=662.2'(INUNDATED)CALLED 11.296 ACRESCOLEMAN STREET 11 ACREPARTNERS, LLCDOC. NO. 20191007001251960O.P.R.C.C.T.11.29 ACRES491,797 SQ. FT.COLEMAN STREET RIGHT-OF-WAY VARIES BURLINGTON NORTHERN SANTA FE RAILROAD100' RIGHT-OF-WAYCOLLIN COUNTY SCHOOL LAND SURVEY,ABSTRACT NO. 147TBM X-CUTELEV.=647.3'R30'R3 0 'R30'R30'144'50'24'20'9'9'9'9' 10' 10'10'9' TYP.24'FIRE LANEACCESS &UTILITY ESMT.210'50'6'24'5'46.23' R.O.W.DEDICATION25' LANDSCAPEEASEMENT600'600'5'390'30' YARDSETBACK15' YARD SETBACK5' LANDSCAPE SETBACK5' LANDSCAPE SETBACK15' YARD SETBACK24'FIRE LANEACCESS &UTILITY ESMT.24'FIRE LANEACCESS &UTILITY ESMT.50'50'50'50'50'19.25'47.42'19.77'268.96'65.36'159.76'45.01'193.21'224.45'83.42'30.5'61.81'22'TYP.8'TYP.22'TYP.8'TYP.9' TYP.45.01'2'5' LANDSCAPESETBACK75'6'±33.55'30.5'4'30'140.02'90' RIGHT OF WAYEX. TREE TOBE REMOVEDEX. POWER POLEEX. FIRE HYDRANTEX. TREE TOBE REMOVEDPROP. FHPROP.WATER ESMT.PROP. FHPROP.WATER ESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.PROP. FHPROP.WATERESMT.DETENTIONAREAPROPOSEDB.F.R. (TYP.)PROPOSEDB.F.R.PROPOSEDB.F.R.PROPOSEDB.F.R.PROP. AUTOMATICGATE TYP.PROP. 6'OPEN-IRONFENCEPROP. 6' TALLAMERISTAR PANELSL.S.160 S.F.(TYP.)L.S.2,621 S.F.L.S.626 S.F.L.S.160 S.F.(TYP.)FLOODPLAINRELCAMATION: 0.08 ACPROP. TRASHENCLOSUREEX. TREE TOBE REMOVEDPROP.RELOCATEDFIRE HYDRANTDOM. METERIRR. METERWATER STATION& RV DUMP STATIONPROP. FHPROP.WATERESMT.PROP. 3'GATE ACCESS3' WIDE PEDESTRIANGATE REQUIRED TYP.PROP. FHPROP. WALLPROP. FHNO LANDSCAPE BUFFERPROP. AUTOMATICGATE TYP.3' WIDE PEDESTRIANGATE REQUIRED TYP.PROP. AUTOMATICGATE TYP.3' WIDE PEDESTRIANGATE REQUIRED TYP.50'100'50'100'50'50'300'24' FIRELANEACCESS &UTILITY ESMT.18'11'9'9'9'9'418.95'158' TO DRIVE30'5'11'24'8.35'24'33'10.23'24' FIRELANEACCESS &UTILITY ESMT.18'24'144'24'144'24'120'26.81'24'908' TO DRIVE50'50'5'9'9' 24'RISER ROOMRISER ROOMRISER ROOMRISER ROOMRISERROOMRISERROOMRISERROOMRISERROOMRISER ROOM5'5'5'5'PROP. FHPROP.WATERESMT.DATENo.REVISION BYDATE:SHEETFile No. 2021-2178/9/2022CHECKED:MAMDRAWN:JEVDESIGN:JEVPREMIUM GARAGES COLEMAN STREET TOWN OF PROSPER, TX 1105 CHEEK SPARGER RD. SUITE #1 PHONE: 817.281.0572 COLLEYVILLE, TX 76034 WWW.CLAYMOOREENG.COM TEXAS REGISTRATION #14199PRELIMINARYCLAYMOORE ENGINEERINGCOUNTYSURVEY:ABSTRACT NO.COLLINCITY:STATE:PROSPERTEXASLEGAL DESCRIPTION:APPLICANT:CLAYMOORE ENGINEERING, INC.1903 CENTRAL DRIVE, SUITE #406BEDFORD, TX 76021PH: 817.281.0572SURVEYOR:EAGLE SURVEYING, LLC210 SOUTH ELM STREET, SUITE #104DENTON, TX 76201PH: 940.222.3009CONTACT NAME: MATT MOORECONTACT NAME: MATTHEW RAABE11.296 ACRE TRACT OF LAND CONVEYED TOCOLEMAN STREET 11 ACRE PARTNERS, LLCBY DEED OF RECORD DOC. # 20191007001251960OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXASPREMIUM GARAGESEXHIBIT DCASE #: Z22-0008OWNER:AMR PROSPER PREMIUM STORAGE LLC200 CRESCENT COURT, SUITE 1820DALLAS ,TX 75201PH: .CONTACT NAME: JENNA ALAMECOLLIN CO SCHOOL LANDSURVEY147THE PROPERTY IS LOCATED IN NON-SHADED ZONE "X" AND ZONE "AE" ASSCALED FROM THE F.E.M.A. FLOOD INSURANCE RATE MAP DATED JUNE 2ND,2009 AND IS LOCATED IN COMMUNITY NUMBER 480141 AS SHOWN ON MAPNUMBER 48085C0235J, AS AFFECTED BY LETTER OF MAP REVISION TO THETOWN OF PROSPER, COLLIN COUNTY, TEXAS WITH CASE NO. 17-06-1828P,EFFECTIVE JANUARY 18, 2018. THE LOCATION OF THE FLOOD ZONE ISAPPROXIMATE. FOR EXACT FLOOD ZONE DESIGNATION, PLEASE CONTACT1-(877) FEMA MAP.FLOODPLAIN NOTENOTES:1.ALL DIMENSIONS ARE TO FACE OF CURBUNLESS OTHERWISE NOTED.2.REFER TO ARCHITECTURAL PLANS FORBUILDING DIMENSIONS AND EXACT DOORLOCATIONS.0GRAPHIC SCALE1 inch = ft.50501005025VICINITY MAPN.T.S.SITELEGENDFIRE LANE PER TOWN OF PROSPERSTANDARDSCONCRETE PER TOWN OF PROSPERSTANDARDSPROPOSED CONCRETE SIDEWALK, SEEDETAIL SHEET ####PROPOSED PUBLIC SIDEWALK PER TOWNSTANDARDSPROPOSED CONCRETE CURB AND GUTTERPARKING COUNTPROPOSED FIRE LANE STRIPPINGSITE DATA SUMMARYLOTEX. ZONING / PROPOSEDZONINGPROPOSED USELOT SIZE(ACRES)NET LOTSIZE (ACRES)LOT SIZE (SQ. FT.)NET LOT SIZE (SQ. FT.)BOAT / RVSPACES BLDGAREABLDG HGT.(FT)LOT COVERAGEFLOOR AREARATIOPARKINGHANDICAP SP.TOTALIMPERVIOUS (SQ FT)LANDSCAPINGOPEN SPACEREQ.PROV.REQ.PROV.BOAT / RV SPACES REQ.RATIOREQ.PROV.REQ.PROV.REQ. (15 SF PER PARKING SPACE)PROV.REQ. (7% NET SITE AREA), SQ FTPROV.COLEMAN STREET 11 ACPARTNERS, LLCC / PLANNEDDEVELOPMENTBOAT & RV SPACES /LUXARY WAREHOUSE /PROFESSIONAL OFFICE11.2910.76491,797468,659115,5001 STORY50% MAX40.1%0.5:1MAX0.404 PER COMPLEX161766396,30681%2,29516,56832,80653,757TOWN OF PROSPER SITE PLAN GENERAL NOTES:1.DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCEWITH THE ZONING ORDINANCE.2.OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORDANCE WITHTHE ZONING ORDINANCE.3.OUTDOOR LIGHTING SHALL COMPLY WITH THE LIGHTING AND GLARE STANDARDSCONTAINED WITHIN THE ZONING ORDINANCE AND SUBDIVISION ORDINANCE.4.LANDSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY THE TOWN.5.ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THEZONING ORDINANCE.6.BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED.ALTERNATIVE FIRE PROTECTION MEASURES MAY BE APPROVED BY THE FIREDEPARTMENT.7.FIRE LANES SHALL BE DESIGNED AND CONSTRUCTED PER TOWN STANDARDS ORAS DIRECTED BY THE FIRE DEPARTMENT.8.TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR THE PROPERTY AT ALLTIMES.9.SPEED BUMPS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE.10.HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORMTO THE AMERICANS WITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTSOF THE CURRENT, ADOPTED BUILDING CODE.11.ALL SIGNAGE IS SUBJECT TO BUILDING OFFICIAL APPROVAL.12.ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE SITE PLAN ANDARE SUBJECT TO BUILDING OFFICIAL APPROVAL.13.ALL EXTERIOR BUILDING MATERIALS ARE SUBJECT TO BUILDING OFFICIALAPPROVAL AND SHALL CONFORM TO THE APPROVED FAÇADE PLAN.14.SIDEWALKS OF NOT LESS THAN SIX (6’) FEET IN WIDTH ALONG THOROUGHFARESAND COLLECTORS AND FIVE (5’) IN WIDTH ALONG RESIDENTIAL STREETS, ANDBARRIER FREE RAMPS AT ALL CURB CROSSINGS SHALL BE PROVIDED PER TOWNSTANDARDS.15.APPROVAL OF THE SITE PLAN IS NOT FINAL UNTIL ALL ENGINEERING PLANS AREAPPROVED BY THE ENGINEERING DEPARTMENT.16.SITE PLAN APPROVAL IS REQUIRED PRIOR TO GRADING RELEASE.17.ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATEDUNDERGROUND.18.ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW INACCORDANCE WITH THE ZONING ORDINANCE.19.ALL LANDSCAPE EASEMENTS MUST BE EXCLUSIVE OF ANY OTHER TYPE OFEASEMENT.20.IMPACT FEES WILL BE ASSESSED IN ACCORDANCE WITH THE LAND USECLASSIFICATION(S) IDENTIFIED ON THE SITE DATA SUMMARY TABLE; HOWEVER,CHANGES TO THE PROPOSED LAND USE AT THE TIME CO AND/OR FINISH-OUTPERMIT MAY RESULT IN ADDITIONAL IMPACT FEES AND/OR PARKINGREQUIREMENTS.21.ALL DIMENSIONS ARE TO FACE OF CURB UNLESS OTHERWISE NOTED.22.THE APPROVAL OF A SITE PLAN SHALL BE EFFECTIVE FOR A PERIOD OF EIGHTEEN(18) MONTHS FROM THE DATE OF APPROVAL BY THE PLANNING & ZONINGCOMMISSION, AT THE END OF WHICH TIME THE APPLICANT MUST HAVESUBMITTED AND RECEIVED APPROVAL OF ENGINEERING PLANS AND BUILDINGPERMITS. IF THE ENGINEERING PLANS AND BUILDING PERMITS ARE NOTAPPROVED, THE SITE PLAN APPROVAL, TOGETHER WITH ANY PRELIMINARY SITEPLAN FOR THE PROPERTY, IS NULL AND VOID.PROSPER TRAILN COLEMAN ST E 7TH STE 6TH STE 5TH STE 8TH STN CHURCH ST N CRAIG RD TRAIL DRTRAIL DR LUXURY WAREHOUSE REQ.RATIOREQ.PROV.1/1000 SF7373L.S.= LANDSCAPE AREAO.S.= OPEN SPACE AREAPROFESSIONAL OFFICE REQ.RATIOREQ.PROV.1/350 SF4259TOTAL PARKING149149LUXURYWAREHOUSEBLDG AREA72,225PROFESSIONALOFFICE14,625TOTAL BLDG.AREA (SQ. FT.)202,350EXHIBIT DEXH-DPage 283Item 23. Exhibit E – Premier Storage Development Schedule Below is an anticipated project schedule for the proposed storage development located along Coleman. This schedule is conceptual and subject to change based on permitting/entitlements. Once obtained, then the permitting approvals will start with the Town. Zoning Submittal to Town – March 2022 Zoning Approval from Town – September 2022 Start Construction – December 2022 Construction Complete – December 2023 Thank you and please call if you have any comments or need additional information. Sincerely, Drew Donosky, P.E. Page 284 Item 23. 26'-0"27'-0"25'-0"28'-0"UNIT #1 UNIT #2 UNIT #3 UNIT #4 UNIT #5 UNIT #6 UNIT #9UNIT #8UNIT #7 UNIT #10 SHEET Checked By:Date:Project Name:Project No:Drawn By:02/24/20222291-000Revisions:AMR PREM.LMLMLAURIE MURPHY ARCHITECT PLLC c 2022 Laurie Murphy Architect3013 Damsel Sauvage Ln, Lewisville, TX 75056817-501-9544Lmurphy@Lmurphyarchitect.comwww.Lmurphyarchitect.comAMR PREMIUM STORAGECOLEMAN STREETPROSPER, TEXAS 75078A1.3 LUXURY OFFICE / WAREHOUSE OVERALL STREET ELEVATION 1/16"=1'-0" 1 A1.3 LUXURY OFFICE / WAREHOUSE 1 THRU 5 STREET ELEVATION 3/16"=1'-0" 2 A1.3 LUXURY OFFICE / WAREHOUSE 6 THRU 10 STREET ELEVATION 3/16"=1'-0" 3 A1.3 Page 285 Item 23. 14'-0"A B C D 17'-3"2'-0"8'-0"3'-4"6'-0"25'-0"1'-612"25'-0"25'-0"25'-0" TRACK PROTECTOR EACH SIDE BOLLARD, TYPICAL (2) FOR EACH OVERHEAD DOOR FOUNDATION, REF. STRUCT. CANOPY CAP FLASHING, PRE-FINISHED CORNICE, PTD. 1:12 SLOPE METAL BLDG. ROOF PANELS OVER 8" PURLINS PER METAL BLDG. VENDOR W/ R-30 INSULATION 8" GIRTS BY METAL BLDG. VENDOR W/ METAL PANELS AT INTERIOR & R-19 INSULATION COLUMN IN WALL PER METAL BLDG. VENDOR 18FTX14FT INSULATED COILING GARAGE DOOR GUTTER & DOWNSPOUT BEYOND PER METAL BLDG. VENDOR STOREFRONT WINDOWS BRICK 8" GIRTS BY METAL BLDG. VENDOR W/ METAL PANELS AT BOTH SIDES & R-19 INSULATION SEPARATION WALL: 4" C'S WITH R-13 INSULATION & METAL PANELS EACH SIDE 11'-0"9'-878"FUTURE MEZZANINE BY TENANT1'-10"CLR.UNIT #11 UNIT #12 UNIT #14UNIT #13 26'-0"27'-0"25'-0"28'-0"SHEET Checked By:Date:Project Name:Project No:Drawn By:02/24/20222291-000Revisions:AMR PREM.LMLMLAURIE MURPHY ARCHITECT PLLC c 2022 Laurie Murphy Architect3013 Damsel Sauvage Ln, Lewisville, TX 75056817-501-9544Lmurphy@Lmurphyarchitect.comwww.Lmurphyarchitect.comAMR PREMIUM STORAGECOLEMAN STREETPROSPER, TEXAS 75078A1.4LUXURY OFFICE / WAREHOUSE TYPICAL BUILDING SECTION 1/4"=1'-0" 2 A1.4 LUXURY OFFICE / WAREHOUSE 11 THRU 14 STREET ELEVATION 3/16"=1'-0" 1 A1.4 Page 286 Item 23. Page 1 of 3 PLANNING Prosper is a place where everyone matters. To: Mayor and Town Council From: David Soto, Planning Manager Through: Ron K. Patterson, Interim Town Manager Hulon T. Webb, Jr., Interim Executive Director of Development and Infrastructure Services Re: Specific Use Permit SEC Coit & First Street. Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Conduct a public hearing and consider and act upon a request for a Specific Use Permit (SUP) for a Private Street Development, on 16.4± acres, located on the south side of First Street, east of Coit Road (S22-0008). Description of Agenda Item: The zoning and land use of the surrounding properties are as follows: Zoning Current Land Use Future Land Use Plan Subject Property Single Family-15 Undeveloped Medium Density Residential North Retail (R) Undeveloped Retail & Neighborhood Services East Planned Development-90 – Single Family Undeveloped Medium Density Residential South Planned Development-87 Undeveloped (Future Community Park) Medium Density Residential West Planned Development-10 Saint Paul Episcopal Church & School Medium Density Residential Page 287 Item 24. Page 2 of 3 The Zoning Ordinance allows for a Private Street Development subject to approval of a SUP, in accordance with the Conditional Development Standards outlined in Chapter 3, Section 1.4, which is outlined below for reference. New Development. 1. Non-disruption of planned public roadways or facilities/projects (thoroughfares, parks, park trails, public pedestrian pathways, etc.); 2. Non-disruption to and from properties of future developments either on-site or off-site to the proposed subdivision; 3. No negative effect on traffic circulation on public streets; 4. No impairment of access to and from public facilities including schools or parks; 5. Adequate and timely provision of essential municipal services (emergency services, water/sewer improvements or maintenance, etc.); 6. Existence of natural and/or man-made boundaries around the development (creeks, floodplain, golf courses, parks); and/or 7. Absence of a concentration of Private Street Developments in the vicinity of the requested Private Street Development. 8. And any other criteria deemed appropriate by the Town Council In conjunction with the SUP request, the applicant is proposing two associated exhibits, as follows: 1. Exhibit A (Boundary Survey) 2. Exhibit B (Conceptual Layout) – The exhibit shows the general layout of the subdivision, including two access points to Coit Road & First Street, and the location of the proposed gated entry/exit points. The Zoning Ordinance contains four criteria to be considered in determining the validity of a SUP request, as follows: 1. Is the use harmonious and compatible with its surrounding existing uses or proposed uses? 2. Are the activities requested by the applicant normally associated with the requested use? 3. Is the nature of the use reasonable? 4. Has any impact on the surrounding area been mitigated? Staff believes the applicant has satisfied the noted criteria and the proposed SUP does not have any negative impacts on the surrounding properties. Future Land Use Plan – The Future Land Use Plan recommends Medium Density Residential uses for the property. This request conforms to the Future Land Use Plan. Thoroughfare Plan – The property has direct access to First Street, an existing four-lane divided thoroughfare, and Coit Road, an ultimate six -lane divided thoroughfare planned to be widened to a four-lane divided thoroughfare by summer 2024. This request conforms to the Thoroughfare Plan. Parks Master Plan – The Parks Master Plan does not indicate a park is needed on the subject property. Page 288 Item 24. Page 3 of 3 Legal Obiligations and Review: Notification was provided to neighboring property owners as required by the Zoning Ordinance and state law. To date, staff has not received any Public Hearing Notice Reply Forms in response to this request. Attachments: 1. Aerial and Zoning Maps 2. Proposed SUP Exhibits Planning & Zoning Recommendation: At their August 16, 2022, meeting, the Planning & Zoning Commission recommended the Town Council approve the request, by a vote of 4-0. Town Staff Recommendation: Town staff recommends that the Town Council approve the SUP request for a Private Street Development, on 16.4± acres, located on the south side of First Street, east of Coit Road. Proposed Motion: I move to approve the request for a Specific Use Permit (SUP) for a Private Street Development, on 16.4± acres, located on the south side of First Street, east of Coit Road. Page 289 Item 24. Page 290 Item 24. Page 291 Item 24. TRACT 1 CALLED 16.406 ACRES EUNOMIA PROSPER, LLC DOC. NO. 20200717001114560 O.P.R.C.C.T. 218 PROSPER, L.P. DOC. NO. 20070208000184370 O.P.R.C.C.T. 16.41 ACRES 714,621 SQ. FT. E. FIRST STREET RIGHT-OF-WAY VARIES COIT ROADRIGHT-OF-WAY VARIESOHUOHUOHU/////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////OHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUTBM X-CUT N:7135432.1 E:2498212.5 ELEV:747.1' TBM X-CUT N:7135941.7 E:2498285.9 ELEV:744.5' JAMES ST O N E S U R V E Y ABSTRACT N O . 8 4 7 SDMH-RIM=743.8' FL-BASIN=739.4' 12"RCP(W) FL-24"RCP=728.8' FL-24"CMP=729.9' FL-24"CMP=729.3'FL-24"CMP=722.0' FL-24"CMP=721.9' ZONING: SF-15 W/ SUP FOR GATED COMMUNITY S89°24'20"W 919.24'S0°35'40"E781.87'N89°24'19"E 612.51' N85°35'29"E 150.33' N89°24'19"E 125.00' N44°17'12"E 35.28'N0°49'55"W175.00'N2°58'55"E150.33'N0°50'25"W421.84'DATENo.REVISIONBYDATE: SHEET File No. 2022-064 06/20/2022 CHECKED: ASD DRAWN:ASD DESIGN:VENKAT PROSPER1ST STREET & COIT ROADPROSPER, TEXAS1903 CENTRAL DRIVE, SUITE #406PHONE: 817.281.0572BEDFORD, TX 76021 WWW.CLAYMOOREENG.COMPLOTTED BY:DREW DONOSKYPLOT DATE:7/29/2022 11:34 AMLOCATION:Z:\PROJECTS\PROJECTS\2022-064 VENKAT PROSPER FIRST-COIT\CADD\SHEETS\EXHIBIT A.DWGLAST SAVED:7/18/2022 4:40 PMTEXAS REGISTRATION #14199 MAM PRELIMINARY CLAYMOORE ENGINEERING EXHIBIT AA COUNTY SURVEY:ABSTRACT NO. COLLIN CITY:STATE: PROSPER TEXAS LEGAL DESCRIPTION: APPLICANT: CLAYMOORE ENGINEERING, INC. 1903 CENTRAL DRIVE, SUITE #406 BEDFORD, TX 76021 PH: 817.281.0572 SURVEYOR: EAGLE SURVEYING, LLC 210 SOUTH ELM STREET, SUITE #104 DENTON, TX 76201 PH: 940.222.3009 CONTACT NAME: MATT MOORE CONTACT NAME: MATTHEW RAABE BEING A 16.41 ACRE TRACT OF LAND OUT OF THE JAMES STONE SURVEY, ABSTRACT NUMBER 847, SITUATED IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS, BEING ALL OF A CALLED TRACT 1 - 16.406 ACRE TRACT OF LAND CONVEYED TO EUNOMIA PROSPER, LLC BY DEED OF RECORD IN DOCUMENT NUMBER 20200717001114560 OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXAS. VENKAT PROSPER EXHIBIT A JAMES STONE SURVEY 847 VICINITY MAP N.T.S. SITE DEVELOPER: PROSPER SE FIRST & COIT LLC 2904 LOFTSMOOR LANE PLANO, TX 75025-4190 EMAIL: MKILARU@HOTMAIL.COM CONTACT NAME: MOHAN KILARU LEGAL DESCRIPTION BEING A 16.41 ACRE TRACT OF LAND OUT OF THE JAMES STONE SURVEY, ABSTRACT NUMBER 847, SITUATED IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS, BEING ALL OF A CALLED TRACT 1 - 16.406 ACRE TRACT OF LAND CONVEYED TO EUNOMIA PROSPER, LLC BY DEED OF RECORD IN DOCUMENT NUMBER 20200717001114560 OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING, AT A 1/2 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “CORWIN ENG” FOUND IN THE EAST RIGHT-OF-WAY LINE OF COIT ROAD (RIGHT-OF-WAY VARIES), BEING THE NORTHWEST CORNER OF LOT 1, BLOCK A, LAKEWOOD PRESERVE, A SUBDIVISION OF RECORD IN DOCUMENT NUMBER 2017-482 OF SAID OFFICIAL PUBLIC RECORDS, ALSO BEING THE MOST SOUTHERLY SOUTHEAST CORNER OF A CALLED 0.7038 ACRE TRACT OF LAND CONVEYED TO TOWN OF PROSPER, TEXAS, BY DEED OF RECORD IN DOCUMENT NUMBER 20111117001247370 OF SAID OFFICIAL PUBLIC RECORDS, ALSO BEING THE SOUTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, ALONG THE EAST RIGHT-OF-WAY LINE OF COIT ROAD, BEING THE COMMON EAST LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON WEST LINE OF SAID 16.406 ACRE TRACT, THE FOLLOWING THREE (3) COURSES AND DISTANCES: 1.N00°50'25"W, A DISTANCE OF 421.84 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 2.N02°58'55"E, A DISTANCE OF 150.33 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 3.N00°49'55"W, A DISTANCE OF 175.00 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET AT THE SOUTH END OF A CUTBACK LINE AT THE INTERSECTION OF THE WEST RIGHT-OF-WAY LINE OF COIT ROAD AND THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET (RIGHT-OF-WAY VARIES), BEING THE MOST WESTERLY NORTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, N44°17'12"E, LEAVING THE EAST RIGHT-OF-WAY LINE OF COIT ROAD, ALONG SAID CUTBACK LINE, BEING THE COMMON SOUTHEAST LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON NORTHWEST LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 35.28 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET IN THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, BEING THE MOST NORTHERLY NORTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, ALONG THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, BEING THE COMMON SOUTH LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON NORTH LINE OF SAID 16.406 ACRE TRACT, THE FOLLOWING THREE (3) COURSES AND DISTANCES: 1.N89°24'19"E, A DISTANCE OF 125.00 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 2.N85°35'29"E, A DISTANCE OF 150.33 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 3.N89°24'19"E, A DISTANCE OF 612.51 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET IN THE WEST LINE OF A TRACT OF LAND CONVEYED TO 218 PROSPER, L.P. BY DEED OF RECORD IN DOCUMENT NUMBER 20070208000184370 OF SAID OFFICIAL PUBLIC RECORDS, BEING THE SOUTHEAST CORNER OF SAID 0.7038 ACRE TRACT, ALSO BEING THE NORTHEAST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF, FROM WHICH A 5/8” INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “TMP” FOUND BEARS N00°35'40"W, A DISTANCE OF 1.96 FEET; THENCE, S00°35'40"E, LEAVING THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, ALONG THE WEST LINE OF SAID 218 PROSPER, L.P. TRACT, BEING THE COMMON EAST LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 781.87 FEET TO A 5/8 INCH IRON ROD FOUND IN THE NORTH LINE OF SAID LOT 1, BEING THE MOST WESTERLY SOUTHWEST CORNER OF SAID 218 PROSPER, L.P. TRACT, ALSO BEING THE SOUTHEAST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF, FROM WHICH A 1/2 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “CORWIN ENG” FOUND AT THE NORTHEAST CORNER OF SAID LOT 1, BEING AN INTERIOR ELL CORNER OF SAID 218 PROSPER, L.P. BEARS N89°24'20"E, A DISTANCE OF 50.08 FEET; THENCE, S89°24'20"W, ALONG THE NORTH LINE OF SAID LOT 1, BEING THE COMMON SOUTH LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 919.24 FEET TO THE POINT OF BEGINNING, AND CONTAINING AN AREA OF 16.41 ACRES (714,621 SQUARE FEET) OF LAND, MORE OR LESS. 0 GRAPHIC SCALE 1 inch = ft. 50 50 100 50 25 1ST ST.COIT RD.CASE #: S22-0008 Page 292 Item 24. 218 PROSPER, L.P. DOC. NO. 20070208000184370 O.P.R.C.C.T. E. FIRST STREET RIGHT-OF-WAY VARIES COIT ROADRIGHT-OF-WAY VARIESOHUOHUOHU/////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////////OHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUOHUTBM X-CUT N:7135432.1 E:2498212.5 ELEV:747.1' TBM X-CUT N:7135941.7 E:2498285.9 ELEV:744.5' SDMH-RIM=743.8' FL-BASIN=739.4' 12"RCP(W) FL-24"RCP=728.8' FL-24"CMP=729.9' FL-24"CMP=729.3'FL-24"CMP=722.0' FL-24"CMP=721.9'715716717718719720721722723724725726727728730733734735736737739740741742738731732729741741742743744745744740746745744745744737739741743738740742734733735736732728730731729726727724 725 723 722720721 713 714 715 716 717 718 719 712711710 710709743744731732733734735736737738739740741742729730728 7 2 7 7 2 6725 734 73 3 734 735 7 3 0 731 732 7267277287297307257267257207217227237247 1 7 7187197 1 6 7 1 7 7 1 5714 71 3 712 7 1 1 7 1 0 719720721722723 724X X XXXXXAUTOMATIC GATE W/ KNOX BOX EXIT ONLY AUTOMATIC GATE W/ KNOX BOX PROP. DECEL LANE 100' ROW50' ROW 50' ROW 50' ROW 50' ROW50' ROW50' ROW31' B/B31' B/B31' B/B31' B/B31' B/B 31' B/B 31' B/B 31' B/B R30'R30'R60'R50' R2 5 'R25'R2 5 ' R25' R 2 5 ' R2 5 'R25'R25'R 2 5 'R25'R25' 25' LANDSCAPE BUFFER 25' LANDSCAPE BUFFER 25' LANDSCAPE BUFFER 25' LANDSCAPE BUFFER R20' R 1 5 'R20'R 1 5 '25'25'18' S89°24'20"W 919.24'S0°35'40"E781.87'N89°24'19"E 612.51' N85°35'29"E 150.33' N89°24'19"E 125.00'N0°49'55"W175.00'N2°58'55"E150.33'N3°44'01"E150.48'N0°50'25"W72.63'KEYPAD 15' SETBACK 15' SETBACK DATENo.REVISIONBYDATE: SHEET File No. 2022-064 06/20/2022 CHECKED: ASD DRAWN:ASD DESIGN:VENKAT PROSPER1ST STREET & COIT ROADPROSPER, TEXAS1903 CENTRAL DRIVE, SUITE #406PHONE: 817.281.0572BEDFORD, TX 76021 WWW.CLAYMOOREENG.COMPLOTTED BY:DREW DONOSKYPLOT DATE:7/29/2022 11:34 AMLOCATION:Z:\PROJECTS\PROJECTS\2022-064 VENKAT PROSPER FIRST-COIT\CADD\SHEETS\EXHIBIT D.DWGLAST SAVED:7/18/2022 4:40 PMTEXAS REGISTRATION #14199 MAM PRELIMINARY CLAYMOORE ENGINEERING EXHIBIT BB NOTES: 1.ALL DIMENSIONS ARE TO FACE OF CURB UNLESS OTHERWISE NOTED. 2.REFER TO ARCHITECTURAL PLANS FOR BUILDING DIMENSIONS AND EXACT DOOR LOCATIONS. COUNTY SURVEY:ABSTRACT NO. COLLIN CITY:STATE: PROSPER TEXAS LEGAL DESCRIPTION: APPLICANT: CLAYMOORE ENGINEERING, INC. 1903 CENTRAL DRIVE, SUITE #406 BEDFORD, TX 76021 PH: 817.281.0572 SURVEYOR: EAGLE SURVEYING, LLC 210 SOUTH ELM STREET, SUITE #104 DENTON, TX 76201 PH: 940.222.3009 CONTACT NAME: MATT MOORE CONTACT NAME: MATTHEW RAABE BEING A 16.41 ACRE TRACT OF LAND OUT OF THE JAMES STONE SURVEY, ABSTRACT NUMBER 847, SITUATED IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS, BEING ALL OF A CALLED TRACT 1 - 16.406 ACRE TRACT OF LAND CONVEYED TO EUNOMIA PROSPER, LLC BY DEED OF RECORD IN DOCUMENT NUMBER 20200717001114560 OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXAS. VENKAT PROSPER EXHIBIT B CASE #: S22-0008 JAMES STONE SURVEY 847 VICINITY MAP N.T.S. SITE DEVELOPER: PROSPER SE FIRST & COIT LLC 2904 LOFTSMOOR LANE PLANO, TX 75025-4190 EMAIL: MKILARU@HOTMAIL.COM CONTACT NAME: MOHAN KILARU LEGAL DESCRIPTION BEING A 16.41 ACRE TRACT OF LAND OUT OF THE JAMES STONE SURVEY, ABSTRACT NUMBER 847, SITUATED IN THE TOWN OF PROSPER, COLLIN COUNTY, TEXAS, BEING ALL OF A CALLED TRACT 1 - 16.406 ACRE TRACT OF LAND CONVEYED TO EUNOMIA PROSPER, LLC BY DEED OF RECORD IN DOCUMENT NUMBER 20200717001114560 OF THE OFFICIAL PUBLIC RECORDS OF COLLIN COUNTY, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING, AT A 1/2 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “CORWIN ENG” FOUND IN THE EAST RIGHT-OF-WAY LINE OF COIT ROAD (RIGHT-OF-WAY VARIES), BEING THE NORTHWEST CORNER OF LOT 1, BLOCK A, LAKEWOOD PRESERVE, A SUBDIVISION OF RECORD IN DOCUMENT NUMBER 2017-482 OF SAID OFFICIAL PUBLIC RECORDS, ALSO BEING THE MOST SOUTHERLY SOUTHEAST CORNER OF A CALLED 0.7038 ACRE TRACT OF LAND CONVEYED TO TOWN OF PROSPER, TEXAS, BY DEED OF RECORD IN DOCUMENT NUMBER 20111117001247370 OF SAID OFFICIAL PUBLIC RECORDS, ALSO BEING THE SOUTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, ALONG THE EAST RIGHT-OF-WAY LINE OF COIT ROAD, BEING THE COMMON EAST LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON WEST LINE OF SAID 16.406 ACRE TRACT, THE FOLLOWING THREE (3) COURSES AND DISTANCES: 1.N00°50'25"W, A DISTANCE OF 421.84 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 2.N02°58'55"E, A DISTANCE OF 150.33 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 3.N00°49'55"W, A DISTANCE OF 175.00 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET AT THE SOUTH END OF A CUTBACK LINE AT THE INTERSECTION OF THE WEST RIGHT-OF-WAY LINE OF COIT ROAD AND THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET (RIGHT-OF-WAY VARIES), BEING THE MOST WESTERLY NORTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, N44°17'12"E, LEAVING THE EAST RIGHT-OF-WAY LINE OF COIT ROAD, ALONG SAID CUTBACK LINE, BEING THE COMMON SOUTHEAST LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON NORTHWEST LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 35.28 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET IN THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, BEING THE MOST NORTHERLY NORTHWEST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF; THENCE, ALONG THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, BEING THE COMMON SOUTH LINE OF SAID 0.7038 ACRE TRACT, AND BEING THE COMMON NORTH LINE OF SAID 16.406 ACRE TRACT, THE FOLLOWING THREE (3) COURSES AND DISTANCES: 1.N89°24'19"E, A DISTANCE OF 125.00 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 2.N85°35'29"E, A DISTANCE OF 150.33 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET; 3.N89°24'19"E, A DISTANCE OF 612.51 FEET TO A 1/2 INCH IRON ROD WITH GREEN PLASTIC CAP STAMPED “EAGLE SURVEYING” SET IN THE WEST LINE OF A TRACT OF LAND CONVEYED TO 218 PROSPER, L.P. BY DEED OF RECORD IN DOCUMENT NUMBER 20070208000184370 OF SAID OFFICIAL PUBLIC RECORDS, BEING THE SOUTHEAST CORNER OF SAID 0.7038 ACRE TRACT, ALSO BEING THE NORTHEAST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF, FROM WHICH A 5/8” INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “TMP” FOUND BEARS N00°35'40"W, A DISTANCE OF 1.96 FEET; THENCE, S00°35'40"E, LEAVING THE SOUTH RIGHT-OF-WAY LINE OF E. FIRST STREET, ALONG THE WEST LINE OF SAID 218 PROSPER, L.P. TRACT, BEING THE COMMON EAST LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 781.87 FEET TO A 5/8 INCH IRON ROD FOUND IN THE NORTH LINE OF SAID LOT 1, BEING THE MOST WESTERLY SOUTHWEST CORNER OF SAID 218 PROSPER, L.P. TRACT, ALSO BEING THE SOUTHEAST CORNER OF SAID 16.406 ACRE TRACT AND HEREOF, FROM WHICH A 1/2 INCH IRON ROD WITH YELLOW PLASTIC CAP STAMPED “CORWIN ENG” FOUND AT THE NORTHEAST CORNER OF SAID LOT 1, BEING AN INTERIOR ELL CORNER OF SAID 218 PROSPER, L.P. BEARS N89°24'20"E, A DISTANCE OF 50.08 FEET; THENCE, S89°24'20"W, ALONG THE NORTH LINE OF SAID LOT 1, BEING THE COMMON SOUTH LINE OF SAID 16.406 ACRE TRACT, A DISTANCE OF 919.24 FEET TO THE POINT OF BEGINNING, AND CONTAINING AN AREA OF 16.41 ACRES (714,621 SQUARE FEET) OF LAND, MORE OR LESS. 0 GRAPHIC SCALE 1 inch = ft. 50 50 100 50 25 1ST ST.COIT RD.TOWN OF PROSPER SITE PLAN GENERAL NOTES: 1.DUMPSTERS AND TRASH COMPACTORS SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE. 2.OPEN STORAGE, WHERE PERMITTED, SHALL BE SCREENED IN ACCORDANCE WITH THE ZONING ORDINANCE. 3.OUTDOOR LIGHTING SHALL COMPLY WITH THE LIGHTING AND GLARE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE AND SUBDIVISION ORDINANCE. 4.LANDSCAPING SHALL CONFORM TO LANDSCAPE PLANS APPROVED BY THE TOWN. 5.ALL ELEVATIONS SHALL COMPLY WITH THE STANDARDS CONTAINED WITHIN THE ZONING ORDINANCE. 6.BUILDINGS OF 5,000 SQUARE FEET OR GREATER SHALL BE 100% FIRE SPRINKLED. ALTERNATIVE FIRE PROTECTION MEASURES MAY BE APPROVED BY THE FIRE DEPARTMENT. 7.FIRE LANES SHALL BE DESIGNED AND CONSTRUCTED PER TOWN STANDARDS OR AS DIRECTED BY THE FIRE DEPARTMENT. 8.TWO POINTS OF ACCESS SHALL BE MAINTAINED FOR THE PROPERTY AT ALL TIMES. 9.SPEED BUMPS/HUMPS ARE NOT PERMITTED WITHIN A FIRE LANE. 10.HANDICAPPED PARKING AREAS AND BUILDING ACCESSIBILITY SHALL CONFORM TO THE AMERICANS WITH DISABILITIES ACT (ADA) AND WITH THE REQUIREMENTS OF THE CURRENT, ADOPTED BUILDING CODE. 11.ALL SIGNAGE IS SUBJECT TO BUILDING OFFICIAL APPROVAL. 12.ALL FENCES AND RETAINING WALLS SHALL BE SHOWN ON THE SITE PLAN AND ARE SUBJECT TO BUILDING OFFICIAL APPROVAL. 13.ALL EXTERIOR BUILDING MATERIALS ARE SUBJECT TO BUILDING OFFICIAL APPROVAL AND SHALL CONFORM TO THE APPROVED FAÇADE PLAN. 14.SIDEWALKS OF NOT LESS THAN SIX (6’) FEET IN WIDTH ALONG THOROUGHFARES AND COLLECTORS AND FIVE (5’) IN WIDTH ALONG RESIDENTIAL STREETS, AND BARRIER FREE RAMPS AT ALL CURB CROSSINGS SHALL BE PROVIDED PER TOWN STANDARDS. 15.APPROVAL OF THE SITE PLAN IS NOT FINAL UNTIL ALL ENGINEERING PLANS ARE APPROVED BY THE ENGINEERING DEPARTMENT. 16.SITE PLAN APPROVAL IS REQUIRED PRIOR TO GRADING RELEASE. 17.ALL NEW ELECTRICAL LINES SHALL BE INSTALLED AND/OR RELOCATED UNDERGROUND. 18.ALL MECHANICAL EQUIPMENT SHALL BE SCREENED FROM PUBLIC VIEW IN ACCORDANCE WITH THE ZONING ORDINANCE. 19.ALL LANDSCAPE EASEMENTS MUST BE EXCLUSIVE OF ANY OTHER TYPE OF EASEMENT. 20.IMPACT FEES WILL BE ASSESSED IN ACCORDANCE WITH THE LAND USE CLASSIFICATION(S) IDENTIFIED ON THE SITE DATA SUMMARY TABLE; HOWEVER, CHANGES TO THE PROPOSED LAND USE AT THE TIME CO AND/OR FINISH-OUT PERMIT MAY RESULT IN ADDITIONAL IMPACT FEES AND/OR PARKING REQUIREMENTS. 21.ALL DIMENSIONS ARE TO FACE OF CURB UNLESS OTHERWISE NOTED. 22.THE APPROVAL OF A SITE PLAN SHALL BE EFFECTIVE FOR A PERIOD OF EIGHTEEN (18) MONTHS FROM THE DATE OF APPROVAL BY THE PLANNING & ZONING COMMISSION, AT THE END OF WHICH TIME THE APPLICANT MUST HAVE SUBMITTED AND RECEIVED APPROVAL OF ENGINEERING PLANS AND BUILDING PERMITS. IF THE ENGINEERING PLANS AND BUILDING PERMITS ARE NOT APPROVED, THE SITE PLAN APPROVAL, TOGETHER WITH ANY PRELIMINARY SITE PLAN FOR THE PROPERTY, IS NULL AND VOID.100'110'Page 293 Item 24. Page 1 of 3 To: Mayor and Town Council From: Robert B. Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: FY 2022-2023 Budget Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon an ordinance adopting the Fiscal Year (FY) 2022-2023 Annual Budget and Capital Improvement Program for the fiscal year beginning October 1, 2022 and ending September 30, 2023. Description of Agenda Item: Approval of this item will appropriate funds for the FY 2022-2023 Budget and Capital Improvement Program. Prior to this meeting, the Town published required notices, held a public hearing that included staff presentations about the budget, 2022 tax rate, and gave interested taxpayers the opportunity to be heard by the Town Council. During the 2007 Texas legislative session, House Bill 3195 was passed, amending section 102.007 of the Local Government Code. Subsection C was added to state that adoption of a budget that requires raising more revenue from property taxes than in the previous year requires a separate vote of the governing body to ratify the property tax increase reflected in the budget. A vote under this subsection is in addition to, and separate from, the vote to adopt the budget or a vote to set the tax rate as required by Chapter 26 of the Tax Code. The FY 2022-2023 Proposed Budget raises more in property tax revenues than in the previous year. Below is a comparison of the FY 2022 Amended Budget and the FY 2023 Proposed Budget: FY 2023 Fund FY 2022 Amended Budget Proposed Budget (9/13/2022) $ Change % Change General $46,277,591 $51,833,412 $5,555,821 12.0% Debt Service $13,081,052 $12,911,163 ($169,889) (1.3%) Impact Fee Funds $22,788,614 $18,400,250 ($4,388,364) (19.3%) Utility Funds $35,138,535 $38,385,232 $3,246,697 9.2% Special Revenue Funds $9,854,155 $8,765,509 ($1,088,646) (11.0%) Internal Service Funds $5,087,555 $6,149,571 $1,062,016 20.9% Total $132,227,502 $136,445,137 $4,217,635 3.2% Prosper is a place where everyone matters. FINANCE Page 294 Item 25. Page 2 of 3 The Town of Prosper FY 2022-2023 Annual Budget addresses increased service levels to Town residents in response to continued growth. The proposed budget also provides essential or money-saving capital investments in infrastructure and other public improvements, as well as additional public safety resources. The growth in the value of the Town’s tax base is strong, and the Town’s reputation as a quality community is spreading. Notwithstanding the Town’s current and future growth potential and general optimism, this budget has been prepared with conservative revenue and expenditure assumptions in mind. The table below displays the proposed changes to individual fund budgets from the August 9th, presented budget. Fund Name 8/9/2022 9/13/2022 $ Change General Fund – Discretionary Packet Requests General Fund – Transfer to Dedicated Capital Fund $10,326,595 $3,250,000 $5,796,110 $7,780,485 ($4,530,485) $4,530,485 Town staff has prepared the FY 2022-2023 Proposed Capital Improvement Program (CIP) for adoption by the Town Council. This program includes budgeted capital projects for the 2022- 2023 fiscal year and major planned capital projects to 2032. The projects for FY 2022-2023 are as follows: STREET PROJECTS Project Name Funding First St (DNT – Coleman) $16,775,000 Fishtrap (Teel – Gee Road) $6,025,000 Coit Road (First – Frontier) – 4 Lanes $800,000 Coleman (Gorgeous – Prosper Trail – 4 Lanes $350,000 Coleman (Prosper Trail – Talon) 2 SB Lanes $345,000 Preston Rd/First St Dual Left Turns $800,000 Preston Rd/Prosper Trail Dual Left Turns $800,000 Coit Road/US 380 SB Dual Left Turns $300,000 Parvin Road (FM 1385 – Legacy) $800,000 Gorgeous (McKinley – Coleman) $500,000 Impact Fee Analysis $300,000 Median Lighting US 380 (Mahard – Lovers Lane) $300,000 Traffic Signal – FM 2478 (Custer Rd) & First Street (TxDOT) $500,000 TOTAL STREETS PROJECTS: $ 28,595,000 PARK PROJECTS Project Name Funding Windsong Park #3 $750,000 Star Trail Hike & Bike Trail (Multiple Phases) $200,000 US 380 Green Ribbon Landscaping/Irrigation (Lovers- Mahard $1,500,000 Westside Waterline Trail Connection $800,000 TOTAL PARK PROJECTS: $ 3,250,000 Page 295 Item 25. Page 3 of 3 WATER PROJECTS t Project Name Funding LPP Water Line Phase 2A $3,600,000 FM 1461 12-inch Water Line $3,000,000 DNT (PT-Frontier), Frontier (DNT-PISD Stadium) 12-inch Water Line $4,500,000 TOTAL WATER PROJECTS: $ 11,100,000 WASTEWATER PROJECTS Project Name Funding Doe Branch Parallel Interceptor $3,500,000 Upper Doe Branch WW Line (Teel- PISD Stadium) $4,050,000 Wilson Creek WW Line $400,000 TOTAL WASTEWATER PROJECTS: $ 7,950,000 FACILITY PROJECTS Project Name Funding Fire Station No.4 (Design) $23,380 Fire Station No.4 (Other Development Costs) $601,620 Fire Station No. 4 (Construction) $6,000,000 Fire Station No. 4 (FF&E) $775,000 TOTAL FACILITY PROJECTS: $ 7,400,000 Legal Obligations and Review: Terrence Welch with Brown & Hofmeister, L.L.P., has reviewed and approved the attached ordinance as to form and legality. Attached Documents: 1. Ordinance 2. Ordinance Exhibit A – FY 2022-2023 Proposed Budget Summary 3. Ordinance Exhibit B – CIP Summary Town Staff Recommendation: Town staff recommends that the Town Council approve an ordinance adopting the Fiscal Year 2022-2023 Annual Budget and Capital Improvement Program for the fiscal year beginning October 1, 2022, and ending September 30, 2023, as proposed. This item requires a record vote. Proposed Motion: I move to approve an ordinance adopting the fiscal year (FY) 2022-2023 Annual Budget and Capital Improvement Program for the fiscal year beginning October 1, 2022 and ending September 30, 2023, as proposed. Page 296 Item 25. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2022- AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ADOPTING THE FISCAL YEAR 2022-2023 ANNUAL BUDGET AND CAPITAL IMPROVEMENT PROGRAM FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2022, AND ENDING SEPTEMBER 30, 2023, FOR THE TOWN OF PROSPER, TEXAS; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR A REPEALER CLAUSE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Annual Budget for the Town of Prosper, Texas, was prepared by the Interim Town Manager and presented to the Town Council on August 9, 2022, in accordance with the Town Charter of the Town of Prosper, Texas; and WHEREAS, the proposed annual budget document was posted on the Town's Internet website and also made available for public review; and WHEREAS, a Notice of a Public Hearing concerning the proposed Annual Town Budget was published as required by state law and said Public Hearing thereon was held by the Town Council on August 23, 2022; and WHEREAS, following the Public Hearing, and upon careful review of the proposed Fiscal Year 2022-2023 Annual Budget, it is deemed to be in the best financial interests of the citizens of the Town of Prosper, Texas, that the Town Council approve said budget as presented by the Interim Town Manager; and WHEREAS, in conjunction with the adoption of the Annual Town Budget, the Town also wishes to adopt its recommended Fiscal Year 2022-2023 additions to the Capital Improvement Program which includes projected revenues and capital projects added for Fiscal Year 2022-2023 and a multi-year projection of future revenues and addition future year projects, as more fully described in said Capital Improvement Program. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 The above findings are hereby found to be true and correct and are incorporated herein in their entirety. SECTION 2 The official budget for the Town of Prosper, Texas, for the fiscal year beginning October 1, 2022, and ending September 30, 2023, is hereby adopted by the Town Council of the Town of Prosper, Texas, and the Town Secretary is directed to keep and maintain a copy of such official budget on file in the office of the Town Secretary and, upon request, make same available to the citizens and the general public. SECTION 3 The sums specified in Exhibit A are hereby appropriated from the respective funds for the payment of expenditures on behalf of the Town government as established in the approved budget document. Page 297 Item 25. Ordinance No. 2022-xx, Page 2 SECTION 4 The Town Council hereby adopts the Fiscal Year 2022-2023 Capital Improvement Program, which is attached hereto as Exhibit B and fully incorporated by reference. SECTION 5 Should any part, portion, section, or part of a section of this Ordinance be declared invalid, or inoperative, or void for any reason by a court of competent jurisdiction, such decision, opinion, or judgment shall in no way affect the remaining provisions, parts, sections, or parts of sections of this Ordinance, which provisions shall be, remain, and continue to be in full force and effect. SECTION 6 All ordinances and appropriations for which provisions have heretofore been made are hereby expressly repealed if in conflict with the provisions of this Ordinance. SECTION 7 In accordance with state law and the Town’s Code of Ordinances, proper Notice of Public Hearing was provided for said Ordinance to be considered and passed, and this Ordinance shall take effect and be in full force and effect from and after its final passage. SECTION 8 Specific authority is hereby given to the Town Manager to transfer appropriations budgeted from one account classification or activity to another within any individual department or activity. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, BY A VOTE OF ___ TO ___ON THIS THE 13TH DAY OF SEPTEMBER, 2022. APPROVED: ________________________________ David F. Bristol, Mayor ATTEST: _____________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _____________________________________ Terrence S. Welch, Town Attorney Page 298 Item 25. Ordinance No. 2022-xx, Page 3 EXHIBIT A Page 299 Item 25. Ordinance No. 2022-xx, Page 4 EXHIBIT B Page 300 Item 25. AMENDED BUDGET 2021-2022 AS ORIGINALLY TRANSMITTED CHANGES FINAL PROPOSED GENERAL FUND Administration 8,620,395$ 9,567,334$ (226,327)$ 9,341,007$ Police Services 6,789,149 8,490,801 (1,855,681) 6,635,120 Fire Services 10,801,074 10,176,062 (185,341) 9,990,721 Public Works 4,287,649 4,831,918 (695,180) 4,136,738 Community Services 6,953,096 7,963,001 (788,555) 7,174,446 Development Services 4,589,655 4,519,435 (345,865) 4,173,570 Engineering 4,236,573 3,034,861 (433,536) 2,601,325 Transfer to Dedicated Cap - 3,250,000 4,530,485 7,780,485 46,277,591$ 51,833,412$ -$ 51,833,412$ WATER/SEWER FUND Administration 3,112,981$ 1,384,376$ -$ 1,384,376$ Debt Service 6,331,768 4,354,465 - 4,354,465 Water Purchases 7,701,317 9,605,940 - 9,605,940 Public Works 16,030,191 15,459,250 - 15,459,250 Transfers Out 2,877,339 2,877,339 33,176,257$ 33,681,370$ -$ 33,681,370$ DEBT SERVICE (I&S)13,081,052$ 12,911,163$ -$ 12,911,163$ TIRZ # 1 2,376,368 3,096,671 - 3,096,671 TIRZ # 2 162,428 40,673 - 40,673 CRIME CONTROL AND PREVENTION SPECIAL PURPOSE DISTRICT 2,078,358 2,713,065 - 2,713,065 FIRE CONTROL, PREVENTION, AND EMERGENCY MEDICAL SERVICES SPECIAL PURPOSE DISTRICT 2,099,095 2,685,042 - 2,685,042 PARK DEDICATION/IMPROVEMENT 2,862,502 100,000 - 100,000 IMPACT FEES 22,788,614 18,400,250 - 18,400,250 SPECIAL REVENUE 275,404 130,058 - 130,058 STORM DRAINAGE 1,962,278 795,662 - 795,662 SOLID WASTE - 3,908,200 3,908,200 VERF 1,035,541 1,218,206 - 1,218,206 HEALTH INSURANCE TRUST 4,052,014 4,931,365 - 4,931,365 52,773,654$ 50,930,355$ -$ 50,930,355$ 132,227,502$ 136,445,137$ -$ 136,445,137$ Unspent project funds for Capital Projects, Park Improvement and Dedication Fees, and Impact Fees as of September 30, 2022, will automatically be re-apportioned to their respective projects for FY 2022-2023. Funds encumbered for the VERF will also be re-apportioned for FY 2022-2023. GRAND TOTAL EXHIBIT A General Fund Total Water/Sewer Total Other Funds Total PROPOSED BUDGET 2022-2023 Ordinance 2022-54, Page 3 Exhibit A Page 301 Item 25. "A Place Where Everyone Matters" MULTI-YEAR CAPITAL IMPROVEMENT PROGRAM FISCAL YEAR 2023 - 2027 EXHIBIT B Page 302 Item 25. WW - Wastewater Projects DR - Drainage Projects TOWN OF PROSPER WA - Water Projects CAPITAL IMPROVEMENT PROGRAM Summary of Five-Year Capital Improvement Program ST - Street Projects TR - Traffic Projects PK - Park Projects FC - Facility Projects Page 303 Item 25. Total Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 01 1512-ST First Street (DNT - Coleman): (Design)2,786,567 2,786,567 2,439,915 A,D 346,652 01 02 1512-ST First Street (DNT - Coleman): (Land/Esmt)1,225,000 1,775,000 3,000,000 1,225,000 D 1,775,000 1,775,000 02 03 1512-ST First Street (DNT - Coleman): (Construction)15,000,000 15,000,000 15,000,000 7,500,000 7,500,000 03 04 2014-ST First Street (Coit - Custer) - 4 lanes: (Design)1,085,000 1,085,000 1,085,000 04 05 2014-ST First Street (Coit - Custer) - 4 lanes: (Land/Esmt)2,400,000 2,400,000 600,000 A 1,800,000 1,000,000 05 06 2014-ST First Street (Coit - Custer) - 4 lanes: (Construction)21,650,500 1,749,500 23,400,000 3,030,000 A,C,K 20,370,000 20,370,000 06 07 2010-ST Fishtrap (Teel - Gee Road): (Design)400,000 400,000 400,000 C 07 08 2010-ST Fishtrap (Teel - Gee Road): (Construction)6,025,000 6,025,000 6,025,000 6,025,000 08 09 2011-ST Gee Road (Fishtrap - Windsong Retail): (Design)250,000 250,000 250,000 C 09 10 2011-ST Gee Road (Fishtrap - Windsong Retail): (Construction)3,520,000 1,178,793 4,698,793 1,178,793 K,L 3,520,000 3,520,000 10 11 2012-ST Fishtrap (Elem - DNT) - 4 lanes: (Design)1,057,380 1,057,380 405,580 A,D,K 651,800 11 12 2012-ST Fishtrap (Elem - DNT) - 4 lanes: (Land/Esmt)1,700,000 1,700,000 1,700,000 12 13 2012-ST Fishtrap (Elem - DNT) - 4 lanes: (Construction)21,000,000 7,050,000 28,050,000 7,050,000 A,L 21,000,000 3,700,000 13 14 1933-ST Fishtrap Segment 2 (PISD Reimbursement) 1,063,033 1,063,033 1,063,033 1,063,033 14 15 1710-ST Coit Road (First - Frontier) - 4 lanes: (Design)1,289,900 1,289,900 1,289,900 A,X 15 16 1710-ST Coit Road (First - Frontier) - 4 lanes: (Land/Esmt)800,000 1,700,000 2,500,000 2,500,000 800,000 1,700,000 16 17 1710-ST Coit Road (First - Frontier) - 4 lanes: (Construction)7,500,000 12,350,000 19,850,000 19,850,000 7,500,000 12,350,000 17 18 2013-ST Teel (US 380 Intersection Improvements): (Design)100,000 100,000 100,000 A,K 18 19 2013-ST Teel (US 380 Intersection Improvements): (Land/Esmt)510,000 510,000 510,000 510,000 19 20 2013-ST Teel (US 380 Intersection Improvements): (Construction)670,000 670,000 670,000 670,000 20 21 2118-ST Preston Road / First Street Dual Left Turns (Design)100,000 100,000 80,000 B 20,000 21 22 2118-ST Preston Road / First Street Dual Left Turns (Construction)800,000 800,000 640,000 B 160,000 22 23 2121-ST Preston Road / Prosper Trail Dual Left Turns (Design)100,000 100,000 11,600 Z 88,400 23 24 2121-ST Preston Road / Prosper Trail Dual Left Turns (Construction)800,000 800,000 800,000 A 24 25 2207-ST Coit Road / US 380 SB Dual Left Turns (Design)50,000 50,000 50,000 A 25 26 2207-ST Coit Road / US 380 SB Dual Left Turns (Construction)250,000 250,000 250,000 A 26 27 1307-ST Frontier Parkway (DNT - Preston Road)33,795,816 33,795,816 28,330,413 A,X 5,465,403 27 28 1805-ST FM 2478 (US 380 - FM 1461)57,391,869 57,391,869 57,391,869 A,K,X 28 29 1934-ST DNT Overpass at US380 80,970,000 9,030,000 90,000,000 85,970,000 A,J,X 4,030,000 4,030,000 29 30 1936-ST US 380 (US 377 - Denton County Line)178,105,000 178,105,000 178,105,000 D,X 30 31 1938-ST FM 1461 (SH 289 - CR 165)350,000 175,000 45,190,870 45,715,870 45,715,870 A,X 31 32 2140-ST Craig Street (Preston - Fifth): (Design)300,000 300,000 300,000 300,000 32 33 2140-ST Craig Street (Preston - Fifth): (Land/Esmt)150,000 150,000 150,000 150,000 33 34 2140-ST Craig Street (Preston - Fifth): (Construction)3,000,000 3,000,000 3,000,000 3,000,000 34 35 2141-ST Coleman (Gorgeous - Prosper Trail) - 4 lanes: (Design)900,000 900,000 900,000 D 35 36 2141-ST Coleman (Gorgeous - Prosper Trail) - 4 lanes: (Land/Esmt)250,000 350,000 600,000 250,000 D 350,000 350,000 36 37 2141-ST Coleman (Gorgeous - Prosper Trail) - 4 lanes: (Construction)5,500,000 5,500,000 5,500,000 5,500,000 37 38 2142-ST Coleman (Prosper Trail - Talon) - 2 SB lanes: (Design w/ 2141-ST)0 38 39 2142-ST Coleman (Prosper Trail - Talon) - 2 SB lanes: (Land/Esmt)375,000 345,000 720,000 375,000 D 345,000 345,000 39 40 2142-ST Coleman (Prosper Trail - Talon) - 2 SB lanes: (Construction)2,700,000 2,700,000 2,700,000 2,700,000 40 41 1937-ST DNT Main Lane (US 380 - FM 428): (Design)35,000,000 35,000,000 35,000,000 X 41 42 1937-ST DNT Main Lane (US 380 - FM 428): (Construction)320,493,000 320,493,000 315,000,000 X 5,493,000 5,493,000 42 43 2143-ST Legacy (Prairie - Fishtrap) - 4 lanes: (Design)850,000 850,000 850,000 D 43 44 2143-ST Legacy (Prairie - Fishtrap) - 4 lanes: (Land/Esmt)575,000 575,000 575,000 575,000 44 45 2143-ST Legacy (Prairie - Fishtrap) - 4 lanes: (Construction)6,800,000 6,800,000 6,800,000 6,800,000 45 46 Legacy (Fishtrap - Prosper Trail) - 2 SB lanes: (Design)450,000 450,000 450,000 450,000 46 47 Legacy (Fishtrap - Prosper Trail) - 2 SB lanes: (Land/Esmt)50,000 50,000 50,000 50,000 47 48 Legacy (Fishtrap - Prosper Trail) - 2 SB lanes: (Construction)6,000,000 6,000,000 6,000,000 6,000,000 48 49 2208-ST Parvin (FM 1385 - Legacy): (Design)800,000 950,000 1,750,000 1,750,000 800,000 950,000 49 50 2208-ST Parvin (FM 1385 - Legacy): (Land/Esmt)2,000,000 2,000,000 2,000,000 2,000,000 50 51 2208-ST Parvin (FM 1385 - Legacy): (Construction)13,550,000 13,550,000 13,550,000 13,550,000 51 52 2153-ST Teel (US 380 - Fishtrap) - 2 NB lanes: (Design)750,000 750,000 750,000 D 52 53 Teel (US 380 - Fishtrap) - 2 NB lanes: (Land/Esmt)3,100,000 3,100,000 3,100,000 3,100,000 53 54 Teel (US 380 - Fishtrap) - 2 NB lanes: (Construction)4,300,000 4,300,000 4,300,000 4,300,000 54 55 Prosper Trail (Coit - Custer) - 2 WB lanes: (Design)200,000 200,000 200,000 200,000 55 56 Prosper Trail (Coit - Custer) - 2 WB lanes: (Land/Esmt)300,000 300,000 300,000 300,000 56 57 Prosper Trail (Coit - Custer) - 2 WB lanes: (Construction)12,550,000 12,550,000 12,550,000 12,550,000 57 58 Gee Road (US 380 - FM 1385) - 2 NB lanes: (Design)58 59 Gee Road (US 380 - FM 1385) - 2 NB lanes: (Land/Esmt)59 60 Gee Road (US 380 - FM 1385) - 2 NB lanes: (Construction)60 61 2209-ST Gorgeous (McKinley - Coleman): (Land/Esmt)500,000 500,000 500,000 61 62 2210-ST Impact Fee Analysis 100,000 100,000 100,000 A 62 63 Remaining Proposition 3: GO Bond Funds 4,299,500 4,299,500 4,299,500 4,299,500 63 454,387,032 33,456,326 320,493,000 54,795,870 15,000,000 12,200,000 60,099,500 950,431,728 769,038,940 57,837,255 112,969,500 10,586,033 30,220,000 11,158,033 7,500,000 12,105,000 15,000,000 17,693,000 60,099,500 Design 44,968,847 950,000 0 0 0 0 1,600,000 47,518,847 CO Bond Debt 0 1,063,033 0 4,030,000 0 5,493,000 0 Construction 85,991,316 28,561,326 320,493,000 0 15,000,000 10,500,000 48,750,000 509,295,642 GO Bond Debt 30,220,000 10,095,000 7,500,000 8,075,000 15,000,000 12,200,000 60,099,500 Design & Construction 316,816,869 175,000 0 54,220,870 0 0 4,299,500 375,512,239 Land/Easements 6,610,000 3,770,000 0 575,000 0 1,700,000 5,450,000 18,105,000 IndexIndexStreet Projects Subtotal Unissued Debt ScheduleFunding Sources Other Sources General Fund Projects 01Exhibit B-Summary of Capital Improvement Program - 2022-09-13 ADOPTED Page 304 Item 25. Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 2211-TR Median Lighting US 380 (Mahard - Lovers Ln): (Construction)300,000 300,000 300,000 A 01 2212-TR Traffic Signal - FM 2478 (Custer Rd) & First Street: (TxDOT)500,000 500,000 500,000 X 01 02 Traffic Signal - First Street & La Cima: (Design) 50,000 50,000 50,000 02 03 Traffic Signal - First Street & La Cima: (Construction) 400,000 400,000 400,000 03 04 2101-TR Traffic Signal - Fishtrap & Artesia Boulevard: (Design)50,000 50,000 50,000 Z 06 05 2101-TR Traffic Signal - Fishtrap & Artesia Boulevard: (Construction)425,000 425,000 425,000 Z 07 06 Traffic Signal - Fishtrap & Legacy Drive: (Design)65,000 65,000 65,000 65,000 06 07 Traffic Signal - Fishtrap & Legacy Drive: (Construction)460,000 460,000 460,000 460,000 07 08 Traffic Signal - Richland Blvd & Walmart/Pandera (Design)65,000 65,000 65,000 A 08 09 Traffic Signal - Richland Blvd & Walmart/Pandera (Construction)460,000 460,000 460,000 A 09 10 Remaining Proposition 3: GO Bond Funds 950,000 950,000 500,000 500,000 10 0 500,000 0 0 0 0 2,925,000 3,425,000 1,500,000 0 1,475,000 0 0 0 0 0 0 0 1,025,000 Design 0 0 0 0 0 0 230,000 230,000 CO Bond Debt 0 0 0 0 0 0 0 Construction 0 0 0 0 0 0 1,745,000 1,745,000 GO Bond Debt 0 0 0 0 0 0 1,025,000 Design & Construction 0 500,000 0 0 0 0 950,000 1,450,000 Land/Easements 0 0 0 0 0 0 0 0 Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Neighborhood Park 01 Star Trail Park #2 (7.5 Acres / No Lights): (Construction)535,000 535,000 535,000 C 01 02 Star Trail Park #3 (7.5 Acres/ No Lights): (Construction)535,000 535,000 535,000 C 02 03 2015-PK Pecan Grove Phase 2 (21.5 Acres / No Lights) (basketball, pavilion, parking, security lighting): (Design) 67,500 67,500 500 G 67,000 03 04 2015-PK Pecan Grove Phase 2 (21.5 Acres / No Lights) (basketball, pavilion, parking, security lighting): (Construction) 725,000 115,000 840,000 840,000 B,G 04 05 2107-PK Lakewood Preserve, Phase 2 (22 Acres/Lights): (Construction)3,845,000 400,000 4,245,000 2,145,000 G,Z 2,100,000 05 06 2108-PK Tanner's Mill, Park, Phase 2: (Design)100,000 100,000 100,000 06 07 2108-PK Tanner's Mill, Park, Phase 2: (Construction)930,000 930,000 930,000 930,000 07 08 2254-PK Windsong Park #3: (Design) 100,000 100,000 100,000 G 08 09 2254-PK Windsong Park #3: (Construction) 650,000 650,000 650,000 C 09 10 Remaining Proposition 2: GO Bond Funds 1,130,000 1,130,000 1,130,000 1,130,000 10 11 Town Hall Open Space: (Design)200,000 200,000 200,000 200,000 11 12 Town Hall Open Space: (Construction)1,810,000 1,810,000 1,810,000 1,810,000 12 13 Un-named Neighborhood Park: (Design)200,000 200,000 200,000 200,000 13 14 Un-named Neighborhood Park: (Construction)930,000 930,000 930,000 930,000 14 Trails 15 2213-PK Star Trail H&B Trail Phases 1, 2, 3, and 4: (Construction)200,000 200,000 400,000 400,000 C 15 16 Windsong H&B Trail Ph 3C,5,6A, 6B, 7, 8, and 9: (Design)40,000 40,000 40,000 C 16 17 2147-PK Windsong H&B Trail Ph 3C,5,6A, 6B, 7, 8, and 9: (Construction)1,786,572 495,000 2,281,572 2,281,572 C 17 18 Various Hike and Bike Trails 1,000,000 1,000,000 1,000,000 1,000,000 18 19 2119-PK Westside Waterline Trail Connection 800,000 800,000 800,000 800,000 19 20 2120-PK Gee Rd. Trail Connection 700,000 700,000 700,000 700,000 20 21 Prosper Center Park Trail Connection 900,000 900,000 900,000 900,000 21 Community Park 22 2122-PK Raymond Community Park, Phase 1: (Design)1,200,000 1,200,000 1,200,000 1,200,000 22 23 Raymond Community Park, Phase 1: (Construction) 18,000,000 18,000,000 18,000,000 9,000,000 9,000,000 23 Medians 24 2148-PK Coleman Street Median Landscaping (Victory - Preston): (Design)25,000 25,000 25,000 D 24 25 2148-PK Coleman Street Median Landscaping (Victory - Preston): (Constr.) 625,000 625,000 625,000 D 25 26 2149-PK Prosper Trail (DNT - 700' East) Median Landscaping: (Design)25,000 25,000 25,000 D 26 27 2149-PK Prosper Trail (DNT - 700' East) Median Landscaping: (Construction)250,000 250,000 250,000 D 27 28 2150-PK US 380 Green Ribbon Lndscp- Irrigation (Lovers - Mahard): (Design) 95,000 95,000 95,000 D 28 29 2150-PK US 380 Green Ribbon Lndscp-Irrigation (Lovers - Mahard): (Constr.)1,500,000 1,500,000 1,500,000 B,D 29 30 Prairie Median Lndscp (W of Legacy - Mahard): (Design)30 31 Prairie Median Lndscp (W of Legacy - Mahard): (Construction)31 32 Richland Median Lndscp (Prosper Commons - Coit Rd): (Design)32 33 Richland Median Lndscp (Prosper Commons - Coit Rd): (Constr.) 0 33 11,149,072 3,765,000 18,495,000 535,000 200,000 0 5,970,000 40,114,072 10,047,072 5,097,000 24,970,000 0 2,830,000 800,000 9,000,000 9,000,000 200,000 0 5,970,000 Design 1,552,500 100,000 0 0 200,000 0 200,000 2,052,500 CO Bond Debt 0 0 0 0 0 0 0 Construction 8,896,572 2,865,000 18,495,000 535,000 0 0 2,740,000 33,531,572 GO Bond Debt 2,830,000 800,000 9,000,000 9,000,000 200,000 0 5,970,000 Design & Construction 700,000 800,000 0 0 0 0 3,030,000 4,530,000 Land/Easements 0 0 0 0 0 0 0 0 IndexIndexUnissued Debt Schedule Subtotal IndexIndexPark Projects Exhibit B-Summary of Capital Improvement Program - 2022-09-13 ADOPTED Unissued Debt Schedule 02General Fund Projects Subtotal Traffic Projects Funding Sources Funding Sources Page 305 Item 25. Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 01 2102-FC Radio Tower for Communications 500,000 500,000 500,000 01 02 2109-FC Public Safety Complex, Phase 2 (Central FS & Admin) (Design)1,578,290 1,578,290 1,578,290 02 03 2111-FC Public Safety Complex, Phase 2 (Central FS & Admin) (Devel Costs)647,325 647,325 647,325 03 04 2112-FC Public Safety Complex, Phase 2 (Central FS & Admin) (Construction)14,500,000 14,500,000 14,500,000 04 05 2113-FC Public Safety Complex, Phase 2 (Central FS & Admin) (FF&E)1,274,385 1,274,385 1,274,385 05 06 2137-FC Fire Station #4 (Design)600,000 600,000 600,000 600,000 06 07 2203-FC Fire Station #4 (Other Development Costs)700,000 700,000 700,000 L 07 08 2205-FC Fire Station #4 (Construction)7,925,000 7,925,000 25,000 L 7,900,000 7,900,000 08 09 2206-FC Fire Station #4 (FF&E)775,000 775,000 775,000 L 09 10 2105-EQ Quint Engine - Fire Station #3 1,495,000 1,495,000 1,495,000 D 10 11 2106-EQ Ambulance - Fire Station #3 495,000 495,000 495,000 D 11 12 2201-EQ Fire Engine - Fire Station #4 1,250,000 1,250,000 1,250,000 D 12 13 2202-EQ Ambulance - Fire Station #4 552,000 552,000 552,000 D 13 14 2123-FC Parks & Public Works Needs Assessment 80,000 80,000 80,000 E 14 15 Public Safety Training Facility, Phase 1 (Design)600,000 600,000 600,000 600,000 15 16 Public Safety Training Facility, Phase 1 (Construction)5,400,000 5,400,000 2,450,000 D 2,950,000 2,950,000 16 22,972,000 9,400,000 0 600,000 0 5,400,000 0 38,372,000 7,822,000 19,100,000 11,450,000 0 600,000 7,900,000 0 600,000 0 2,950,000 0 Design 2,905,615 700,000 0 600,000 0 0 0 4,205,615 CO Bond Debt -$ 0 0 0 0 0 0 Construction 15,774,385 8,700,000 0 0 0 5,400,000 0 29,874,385 GO Bond Debt 600,000$ 7,900,000 0 600,000 0 2,950,000 0 Design & Construction 500,000 0 0 0 0 0 0 500,000 Land/Easements/Equipment 3,792,000 0 0 0 0 0 0 3,792,000 488,508,104 47,121,326 338,988,000 55,930,870 15,200,000 17,600,000 68,994,500 1,032,342,800 788,408,012 82,034,255 150,864,500 10,586,033 33,650,000 19,858,033 16,500,000 21,705,000 15,200,000 20,643,000 67,094,500 Design 49,426,962 1,750,000 0 600,000 200,000 2,030,000 54,006,962 CO Bond Debt -$ 1,063,033 0 4,030,000 0 5,493,000 0 Construction 110,662,273 40,126,326 338,988,000 535,000 15,000,000 53,235,000 558,546,599 GO Bond Debt 33,650,000 18,795,000 16,500,000 17,675,000 15,200,000 15,150,000 67,094,500 Design & Construction 318,016,869 1,475,000 0 54,220,870 0 8,279,500 381,992,239 Land/Easements 10,402,000 3,770,000 0 575,000 0 5,450,000 20,197,000 ##A Impact Fees D General Fund G Park Development Fund K Escrows Z Other Sources (See Detail) ##B Grant and Interlocal Funds E Water / Wastewater Fund H TIRZ #1 L Capital Dedicated ##C Developer Agreements F Stormwater Drainage Fund J TIRZ #2 X Non-Cash Contributions Grand Total General Fund Description Codes - Other Sources IndexUnissued Debt Schedule Exhibit B-Summary of Capital Improvement Program - 2022-09-13 ADOPTED 03General Fund Projects Subtotal IndexFacility Projects Funding Sources Page 306 Item 25. Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 01 1501-WA LPP Pump Station and LPP WL Phase 2: (Design)1,585,100 1,585,100 277,081 A 1,308,019 01 02 1501-WA LPP Pump Station Phase 2: (Construction)14,062,000 14,062,000 12,000,000 A,B 2,062,000 2,062,000 02 03 1501-WA LPP WL Phase 2A: (Construction)8,684,000 3,100,000 11,784,000 3,100,000 A 8,684,000 8,684,000 03 04 1810-WA LPP Water Line Phase 2A Easement Costs 1,000,000 500,000 1,500,000 1,500,000 A 04 05 2114-WA FM 1461 12-inch Water Line Relocation (Design)400,000 400,000 400,000 E 05 06 2114-WA FM 1461 12-inch Water Line Relocation (Construction)3,000,000 3,000,000 3,000,000 E 06 07 2151-WA DNT (PT-Frontier), Frontier (DNT-PISD Stadium):12"WL (Design)200,000 200,000 200,000 A 07 08 2151-WA DNT (PT-Frontier), Frontier (DNT-PISD Stadium):12"WL (Easements)2,000,000 2,000,000 2,000,000 2,000,000 08 09 2151-WA DNT (PT-Frontier)Frontier (DNT-PISD Stadium):12"WL (Construction)2,500,000 2,500,000 2,500,000 2,500,000 09 10 LPP Future Expansion (2026): (Design)1,400,000 1,400,000 1,400,000 A 10 11 LPP Future Expansion (2026): (Construction)12,600,000 12,600,000 8,600,000 A 4,000,000 4,000,000 11 12 Impact Fee Analysis 100,000 100,000 100,000 E 12 25,931,100 11,200,000 0 0 0 0 14,000,000 51,131,100 30,577,081 12,054,019 0 8,500,000 10,746,000 4,500,000 0 0 0 4,000,000 0 Design 2,185,100 100,000 0 0 0 0 1,400,000 3,685,100 Construction 22,746,000 8,600,000 0 0 0 0 12,600,000 43,946,000 Design & Construction 0 0 0 0 0 0 0 0 Land/Easements 1,000,000 2,500,000 0 0 0 0 0 3,500,000 Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 01 2103-WW Doe Branch Parallel Interceptor: (Design)500,000 500,000 500,000 A 01 02 2103-WW Doe Branch Parallel Interceptor: (Construction)1,000,000 3,500,000 4,500,000 1,000,000 A 3,500,000 3,500,000 02 03 2152-WW Upper Doe Branch WW Line (Teel-PISD Stadium): (Design)375,000 375,000 375,000 A 03 04 2152-WW Upper Doe Branch WW Line (Teel-PISD Stadium): (Easements)100,000 100,000 100,000 A 04 05 2152-WW Upper Doe Branch WW Line (Teel-PISD Stadium): (Construction)4,050,000 4,050,000 25,000 K 4,025,000 4,025,000 05 06 2203-WW Wilson Creek WW Line: (Design)35,000 35,000 35,000 E 06 07 2203-WW Wilson Creek WW Line: (Construction)365,000 365,000 365,000 E 07 08 Doe Branch, Phase 3 WWTP: (Design)1,450,000 1,450,000 450,000 A 1,000,000 1,000,000 08 09 Doe Branch, Phase 3 WWTP: (Construction)13,050,000 13,050,000 8,000,000 A,B 5,050,000 5,050,000 09 10 Impact Fee Analysis 100,000 100,000 100,000 A 10 1,975,000 8,050,000 14,500,000 0 0 0 0 24,525,000 10,950,000 0 0 13,575,000 0 7,525,000 6,050,000 0 0 0 0 Design 875,000 135,000 1,450,000 0 0 0 0 2,460,000 Construction 1,000,000 7,915,000 13,050,000 0 0 0 0 21,965,000 Design & Construction 0 0 0 0 0 0 0 0 Land/Easements 100,000 0 0 0 0 0 100,000 Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 01 2003-DR Frontier Park/Lakes of Prosper Drainage: (Design)100,000 100,000 100,000 F 01 02 2003-DR Frontier Park/Lakes of Prosper Drainage: (Construction)985,000 985,000 300,000 F 685,000 685,000 02 1,085,000 0 0 0 0 0 0 1,085,000 400,000 0 0 685,000 685,000 0 0 0 0 0 0 Design 100,000 0 0 0 0 0 100,000 Construction 985,000 0 0 0 0 0 985,000 Design & Construction 0 0 0 0 0 0 0 Land/Easements 0 0 0 0 0 0 0 28,991,100 19,250,000 14,500,000 0 0 0 14,000,000 76,741,100 41,927,081 12,054,019 0 22,760,000 11,431,000 12,025,000 6,050,000 0 0 4,000,000 0 Design 3,160,100 235,000 1,450,000 0 0 0 1,400,000 6,245,100 Construction 24,731,000 16,515,000 13,050,000 0 0 0 12,600,000 66,896,000 Design & Construction 0 0 0 0 0 0 0 0 Land/Easements 1,100,000 2,500,000 0 0 0 0 0 3,600,000 ##A Impact Fees D General Fund G Park Development Fund K Escrows Z Other Sources (See Detail) ##B Grant and Interlocal Funds E Water / Wastewater Fund H TIRZ #1 L Capital Dedicated ##C Developer Agreements F Stormwater Drainage Fund J TIRZ #2 X Non-Cash Contributions Description Codes - Other Sources Wastewater Projects Drainage Projects Unissued Debt Schedule Subtotal Subtotal IndexSubtotal Grand Total Enterprise Funds IndexIndexUnissued Debt Schedule Unissued Debt Schedule IndexIndex04Enterprise Fund Projects Exhibit B-Summary of Capital Improvement Program - 2022-09-13 ADOPTED IndexWater Projects Funding Sources Funding Sources Funding Sources Page 307 Item 25. Total Other Issued Debt Unissued Debt Unissued Debt Issued Prior Years 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 Cost Sources Authorized GO CO 2021-2022 2022-2023 2023-2024 2024-2025 2025-2026 2026-2027 2027-2032 488,508,104 47,121,326 338,988,000 55,930,870 15,200,000 68,994,500 1,032,342,800 788,408,012 82,034,255 150,864,500 10,586,033 33,650,000 19,858,033 16,500,000 21,705,000 15,200,000 20,643,000 67,094,500 28,991,100 19,250,000 14,500,000 0 0 14,000,000 76,741,100 41,927,081 12,054,019 0 22,760,000 11,431,000 12,025,000 6,050,000 0 0 4,000,000 0 517,499,204 66,371,326 353,488,000 55,930,870 15,200,000 82,994,500 1,109,083,900 830,335,093 94,088,274 150,864,500 33,346,033 45,081,000 31,883,033 22,550,000 21,705,000 15,200,000 24,643,000 67,094,500 CO Bond Debt 11,431,000 13,088,033 6,050,000 4,030,000 0 9,493,000 0 GO Bond Debt 33,650,000 18,795,000 16,500,000 17,675,000 15,200,000 15,150,000 67,094,500 Design 52,587,062 1,985,000 1,450,000 600,000 200,000 3,430,000 60,252,062 Construction 135,393,273 56,641,326 352,038,000 535,000 15,000,000 65,835,000 625,442,599 Design & Construction 318,016,869 1,475,000 0 54,220,870 0 8,279,500 381,992,239 Land/Easements 11,502,000 6,270,000 0 575,000 0 5,450,000 23,797,000 Grand Total Capital Improvement Program Enterprise Funds General Fund Exhibit B-Summary of Capital Improvement Program - 2022-09-13 ADOPTED Capital Improvement Program Summary Capital Improvement Program Summary Funding Sources Page 308 Item 25. Page 1 of 1 To: Mayor and Town Council From: Robert B. Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: Property Tax Rate Town Council Meeting – September 13, 2022 Agenda Item: Conduct a public hearing to consider and act upon an ordinance adopting a tax rate of $0.51 per $100 valuation for fiscal year 2022-2023. (RBS) Description of Agenda Item: This item is to adopt the 2022 tax rate to generate sufficient revenues as required in the Adopted FY 2022-2023 Budget. The attached ordinance sets the 2022 ad valorem tax rate at $0.51 cents per $100 assessed valuation, to be distributed as follows: $0.329830 for Maintenance and Operations $0.180170 for Debt Service Totaling $0.510000 Total Tax Rate Legal Obligations and Review: Terrence Welch with Brown & Hofmeister, L.L.P., has reviewed and approved the attached ordinance as to form and legality. Attached Documents: 1. Statement for opening public hearing 2. Ordinance Town Staff Recommendation: This item requires a record vote, and at least 60 percent (60%) of the members of the governing body must vote in favor of the ordinance. The tax code is specific in the form of making a motion to set the tax rate. Town staff recommends that the Town Council approve an ordinance adopting the 2022 tax rate using the required language below. Proposed Motion: Please make your motion using this required language: “I move that the property tax rate be increased by the adoption of a tax rate of $0.51, which is effectively a 16.38 percent increase in the tax rate.” Prosper is a place where everyone matters. FINANCE Page 309 Item 26. Please read the statements below prior to opening the Public Hearing: This is the only public hearing to discuss the FY 2022- 2023 proposed tax rate. The Town Council will vote on both the FY 2022-2023 Proposed Budget and the proposed tax rate at tonight’s meeting as previously published and scheduled. Once the Public Hearing is opened, the public is encouraged to express their views. Page 310 Item 26. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2022-XX AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ADOPTING THE TOWN OF PROSPER 2022 PROPERTY TAX RATE; LEVYING TAXES FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2022, AND ENDING SEPTEMBER 30, 2023, AT THE RATE OF $0.51 PER ONE HUNDRED DOLLARS ($100.00) ASSESSED VALUE ON ALL TAXABLE PROPERTY WITHIN THE CORPORATE LIMITS OF THE TOWN OF PROSPER, TEXAS, IN ACCORDANCE WITH EXISTING STATUTORY REQUIREMENTS; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR A REPEALER CLAUSE; PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF ON THE TOWN’S HOME PAGE OF ITS WEBSITE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the Town Council of the Town of Prosper, Texas (hereinafter referred to as the “Town”), hereby finds that the tax for the fiscal year beginning October 1, 2022, and ending September 30, 2023, hereinafter levied for current expenditures of the Town and the general improvements of the Town and its property, must be levied to provide revenue requirements for the budget for the ensuing year; and WHEREAS, the Town Council has approved, by separate ordinance to be adopted on the 13th day of September, 2022, the budget for the fiscal year beginning October 1, 2022, and ending September 30, 2023; and WHEREAS, all statutory and constitutional requirements concerning the levying and assessing of ad valorem taxes have been complied with by the Town. 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 The Town Council of the Town of Prosper, Texas, does hereby adopt and levy the following tax rate of $0.5100 per $100 assessed valuation for the Town for tax year 2022 as follows: $0.329830 for the purpose of maintenance and operation; and $0.180170 for payment of principal and interest on debt service. SECTION 3 The rate adopted is higher than the no-new-revenue rate and lower than the voter- approval rate as calculated according to the Truth In Taxation provisions of the Texas Tax Code, as amended, and the total levy for maintenance and operations exceeds last year’s levy for same. Page 311 Item 26. Ordinance No. 2022-XX, Page 2 THIS TAX RATE WILL RAISE MORE TAXES FOR MAINTENANCE AND OPERATIONS THAN LAST YEAR’S TAX RATE. THE TAX RATE WILL EFFECTIVELY BE RAISED BY 12.29 PERCENT AND WILL RAISE TAXES FOR MAINTENANCE AND OPERATIONS ON A $100,000 HOME BY APPROXIMATELY $1.83. The Town’s website shall reflect the foregoing statements, pursuant to applicable provisions of the Texas Tax Code, as amended. SECTION 4 The Tax Assessor-Collectors for Collin County and Denton County are hereby authorized to assess and collect the taxes of the Town of Prosper in accordance with this Ordinance. The Town shall have all rights and remedies provided by the law for the enforcement of the collection of taxes levied under this ordinance. SECTION 5 All provisions of any ordinance in conflict with this Ordinance are hereby repealed; however, such repeal shall not abate any pending prosecution for violation of the repealed Ordinance, nor shall the repeal prevent prosecution from being commenced for any violation if occurring prior to the repeal of the Ordinance. Any remaining portions of conflicting ordinances shall remain in full force and effect. SECTION 6 Should any section, subsection, sentence, clause or phrase of this Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is expressly provided that any and all remaining portions of this Ordinance shall remain in full force and effect. The Town hereby declares that it would have passed this Ordinance, and each section, subsection, sentence, clause, or phrase thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, or phrases be declared unconstitutional or invalid. SECTION 7 This Ordinance shall become effective from and after its adoption and publication, as required by law. DULY PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, BY A VOTE OF ___ TO ___, ON THIS THE 13TH DAY OF SEPTEMBER, 2022. APPROVED: ___________________________________ David F. Bristol, Mayor Page 312 Item 26. Ordinance No. 2022-XX, Page 3 ATTEST: ___________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: ___________________________________ Terrence S. Welch, Town Attorney Page 313 Item 26. Administrative Services Prosper is a place where everyone matters. To: Mayor and Town Council From: Robert Bob Scott, Executive Director of Administrative Services Through: Ron K. Patterson, Interim Town Manager Re: Ratification of FY 2022-2023 Tax Rate Town Council Meeting – September 13, 2022 ____________________________________________________________________________ Agenda Item: Make a motion to ratify the property tax increase in the budget for fiscal year (FY) 2022-2023. Description of Agenda Item: According to Texas Local Government Code Section 102.007, "Adoption of a budget that will require raising more revenue from property taxes than in the previous year requires a separate vote of the governing body to ratify the property tax increase reflected in the budget. A vote under this subsection is in addition to and separate from the vote to adopt the budget or a vote to set the tax rate required by Chapter 26, Tax Code, or other law." The proposed 2022-2023 Fiscal Year Budget will raise $6,264,035 more in property tax revenues than the previous year's budget, a 22.77 percent increase and of that amount. $3,055,084 is a result of new property added to the tax roll this year. Budget Impact: This action is a required step in adoption of the Budget and Tax Rate. Staff Recommendation: Make a motion to ratify the property tax increase in the budget for fiscal year (FY) 2022-2023. Proposed Motion: I move to ratify the property tax increase in the budget for fiscal year (FY) 2022-2023. Page 314 Item 27. Page 1 of 2 To: Mayor and Town Council From: Robyn Battle, Executive Director of Community Services Through: Ron K. Patterson, Interim Town Manager Re: Town Council Meeting – September 13, 2022 Agenda Item: Consider and act upon an ordinance amending Article 1.04, “Boards, Commissions and Committee,” of Chapter 1, “General Provisions,” of the Code of Ordinances establishing the Community Engagement Committee as a standing advisory committee to the Town Council. Description of Agenda Item: On December 8, 2021, the Town Council established the Community Engagement Committee (CEC) as an ad hoc committee for the purpose of enhancing the Town’s interaction with the public. The CEC is comprised of eleven Prosper residents, with three Councilmembers serving as liaisons and two staff members providing staff support. Monthly meetings have been held for over a year, and the Committee has made significant progress on several initiatives to improve the Town’s community engagement efforts. They served as a focus group for the Downtown Master Plan, provided a recommendation on the Town logo project, reviewed and provided feedback on the Town’s Communications and Community Engagement Plan, and they have a standing request from Council to provide feedback and recommendations on Town events. The CEC’s most recent initiative is the New Resident Mixer, a biannual event to welcome new families to Prosper. The CEC developed the concept for the event and contributed their ideas to help new families feel welcome and connected to the community. The first event will be held on September 15. Other initiatives include the Ambassador program where CEC members attend Town events and the “CEC Top 3”, whereby the Committee chooses three Town-related topics on which to focus their communication efforts throughout the month. The Council has requested to formalize the CEC as a standing advisory committee to the Town Council. The ordinance establishing the CEC as a standing committee outlines the membership, terms, powers and authority of the Committee. In order to align the CEC with the other Town Boards and Commissions, staff is recommending assigning place numbers for each of the eleven places, and establishing a term beginning date of October 1 of each year. Starting on October 1, 2022, even-numbered places will serve a term of two years, and odd-numbered places will serve Prosper is a place where everyone matters. COMMUNITY SERVICES Page 315 Item 28. Page 2 of 2 a term of one year. Starting in 2023, each place will continue with staggered terms of two years each. 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 Article 1.04, “Boards, Commissions and Committee,” of Chapter 1, “General Provisions,” of the Code of Ordinances establishing the Community Engagement Committee as a standing advisory committee to the Town Council. Proposed Motion: I move to approve an ordinance amending Article 1.04, “Boards, Commissions and Committee,” of Chapter 1, “General Provisions,” of the Code of Ordinances establishing the Community Engagement Committee as a standing advisory committee to the Town Council. Page 316 Item 28. TOWN OF PROSPER, TEXAS ORDINANCE NO. 2022-__ AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, AMENDING ARTICLE 1.04, “BOARDS, COMMISSIONS AND COMMITTEES,” OF CHAPTER 1, “GENERAL PROVISIONS,” OF THE TOWN’S CODE OF ORDINANCES BY ADOPTING A NEW DIVISION 3, “COMMUNITY ENGAGEMENT COMMITTEE”; PROVIDING FOR REPEALING, SAVINGS AND SEVERABILITY CLAUSES; PROVIDING FOR AN EFFECTIVE DATE OF THIS ORDINANCE; AND PROVIDING FOR THE PUBLICATION OF THE CAPTION HEREOF. WHEREAS, the Prosper Town Council appointed the Community Engagement Committee in December 2020 as an ad hoc committee for the purpose of enhancing the Town’s community engagement efforts; and WHEREAS, the Community Engagement Committee has held monthly meetings since March 2021 and has made continual progress in developing new initiatives to engage and inform Town residents; and WHEREAS, the Prosper Town Council has determined that it would be beneficial to the Town to establish the Community Engagement Committee as a formal standing advisory committee to the Town Council. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, THAT: SECTION 1 The findings set forth above are incorporated into the body of this Ordinance as if fully set forth herein. SECTION 2 From and after the effective date of this Ordinance, there is hereby established a new Division 3, “Community Engagement Committee,” of existing Article 1.04, “Boards, Commissions and Committees,” of Chapter 1, “General Provisions,” of the Town of Prosper Code of Ordinances, to read as follows: “DIVISION 3. COMMUNITY ENGAGEMENT COMMITTEE Sec. 1.04.038 Establishment. There is hereby created and established within the town a Community Engagement Committee which shall be subject to the jurisdiction of the Town Council and shall constitute an advisory board to the Town Council. Page 317 Item 28. Ordinance No. 2022-__, Page 2 of 4 Sec. 1.04.039 Number of members. (a) The Community Engagement Committee shall be composed of eleven members appointed by the Town Council. Members of the Community Engagement Committee shall be a resident of the town or reside within the town's extraterritorial jurisdiction. (b) The members shall serve at the pleasure of the Town Council and may be removed at the discretion of the Town Council. Sec. 1.04.040 Term of office. The term of office of each member shall be two years; provided, however, at the time of appointment of the initial members of the Community Engagement Committee, the Town Council shall determine six members who shall serve a one-year term and five members who shall serve a two-year term. The following year, the Town Council shall appoint six persons to serve a two- year term each. Sec. 1.04.041 Vacancies. When vacancies occur on the Community Engagement Committee, the Town Council shall appoint, by majority vote, a replacement to serve the remainder of that term. Sec. 1.04.042 Chair/Vice-Chair/quorum. The Community Engagement Committee shall have a Chair and Vice-Chair whose terms shall be one year. At the first scheduled meeting of the Committee in October of each year, or as soon as practicable, the first item of business shall be the selection of the Board's Chair and Vice -Chair. The Chair and Vice-Chair shall be appointed by a majority vote of the Committee. Six members of the Community Engagement Committee shall constitute a quorum for transaction of business. 1. The Chair shall preside over meetings and shall be entitled to vote upon each issue. 2. The Vice-Chair shall assist the Chair in directing the affairs of the Community Engagement Committee. In the absence of the Chair, the Vice-Chair shall assume all duties of the Chair. 3. Three (3) members of the Town Council shall serve as liaisons to the Community Engagement Committee, with the responsibility to participate in discussions but without the right to vote. 4. The Executive Director of Community Services, if appointed, shall be an ex-officio member of the Community Engagement Committee, with the responsibility to participate in discussions but without the right to vote. Sec. 1.04.043 Meetings. The Community Engagement Committee shall meet each month and at such other times as the Community Engagement Committee and/or Town Council deem necessary and appropriate. Page 318 Item 28. Ordinance No. 2022-__, Page 3 of 4 Sec. 1.04.044 Absences. Any member of the Community Engagement Committee who is absent from three consecutive regular meetings, or twenty-five percent of regularly scheduled meetings, during the twelve-month period immediately preceding and including the absence in question, without explanation acceptable to a majority of the other members, shall forfeit his or her position on the Committee. For purposes of this attendance policy, a year shall begin on the date of appointment to the Community Engagement Committee. Sec. 1.04.045 Powers and authority. The Community Engagement Committee is established for the purpose of providing residents an opportunity to enhance the Town’s interaction with the public. The Community Engagement Committee shall: 1. Act in an advisory capacity to the Town Council regarding Community Engagement activities; 2. Identify topics of interest and methods or techniques to improve community engagement; 3. Evaluate, provide feedback, and make recommendations on selected Town programs, events, and activities; 4. Serve as a focus group for selected pilot projects or programs that may require or benefit from public input before implementation; 5. Serve as social media ambassadors for the Town by engaging with the Town’s social media platforms; 6. Inform the Committee membership of community events that may be of interest to the Town Council (multicultural celebrations, large neighborhood events, nonprofit events, etc.); and 7. Other purposes that may be designated by the Town Council. DIVISION 4. Reserved” SECTION 3 Should any section, subsection, sentence, clause or phrase of this Ordinance be declared unconstitutional or invalid by a court of competent jurisdiction, it is expressly provided that any and all remaining portions of this Ordinance shall remain in full force and effect. The Town hereby declares that it would have passed this Ordinance, and each section, subsection, clause or phrase thereof, irrespective of the fact that any one or more sections, subsections, sentences, clauses and phrases be declared unconstitutional or invalid. SECTION 4 All provisions of any ordinance in conflict with this Ordinance are hereby repealed to the extent they are in conflict, and any remaining portions of said ordinances shall remain in full force and effect. Page 319 Item 28. Ordinance No. 2022-__, Page 4 of 4 SECTION 5 This Ordinance shall become effective from and after its adoption and publication as required by law. DULY PASSED, APPROVED, AND ADOPTED BY THE TOWN COUNCIL OF THE TOWN OF PROSPER, TEXAS, ON THIS 13TH DAY OF SEPTEMBER 2022. ___________________________________ ATTEST: David F. Bristol, Mayor __________________________________ Michelle Lewis Sirianni, Town Secretary APPROVED AS TO FORM AND LEGALITY: _________________________________ Terrence S. Welch, Town Attorney Page 320 Item 28.