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Home My WebLink AboutCC 2012-08-13 Agendas Y CITY OF NORTH RICHLAND HILLS CITY COUNCIL WORK SESSION AGENDA NORTH RICHLAND HILLS CITY COUNCIL WORKROOM 7301 NORTHEAST LOOP 820 NORTH RICHLAND HILLS, TEXAS Monday, August 13, 2012 6:30 P.M. A.0 Discuss Items from Regular City Council Meeting B.0 EXECUTIVE SESSION - The City Council may enter into closed Executive Session to discuss the following as authorized by Chapter 551, Texas Government Code C.0 Adjournment Certification I do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of North Richland Hills, Texas in compliance wit Chapter 551, Texas Government Code on August 10, 2012 at a. m. ,:Is is nt I y Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary's office at 817 - 427 -6060 for further information. The City Council may confer privately with its attorney to seek legal advice on any matter listed on the agenda or on any matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551, Texas Government Code. City Council Agenda — August 13, 2012 Page 1 of 4 CITY OF NORTH RICHLAND HILLS CITY COUNCIL AGENDA CITY HALL COUNCIL CHAMBERS 7301 NORTHEAST LOOP 820 NORTH RICHLAND HILLS, TEXAS Monday, August 13, 2012 7:00 P.M. ------------------------------------------------------------------------------------------------------------------------- Hard copies of the full City Council agenda information packet are accessible prior to every regularly scheduled Monday Council meeting according to the following locations and schedule: ❑ City Hall on the day of the meeting Additionally, the agenda packet is available for download from the City's web site at www.nrhtx.com after 10 a.m. the day of every regularly scheduled Council meeting. ---------------------------------------------------------------------------------------------------------------------------- A.0 Call to Order - Mayor Trevino A.1 Invocation - Mayor Pro Tern Lombard A.2 Pledge - Mayor Pro Tern Lombard A.3 Special Presentation(s) and Recognition(s) No items for this category. AA Citizens Presentation An opportunity for citizens to address the City Council on matters which are not scheduled for consideration by the City Council or another City Board or Commission at a later date. In order to address the Council, please complete a Public Meeting Appearance Card and present it to the City Secretary prior to the start of the Council meeting. The Texas Open Meetings Act prohibits deliberation by the Council of any subject which is not on the posted agenda, therefore the Council will not be able to discuss or take action on items brought up during the citizens presentation. A.5 Removal of Item(s) from the Consent Agenda B.0 CONSIDER APPROVAL OF CONSENT AGENDA ITEMS All consent agenda items listed below are considered to be routine items deemed to require little or no deliberation by the City Council and will be voted on in one motion. There will be no separate discussion of these items unless a Council Member so requests, in which event the item will be removed from the Consent Agenda and considered. City Council Agenda —August 13, 2012 Page 2 of 4 B.1 Approval of Minutes of July 23, 2012 City Council Meeting B.2 PU 2012 -021 Authorize Inter -local Purchasing Agreement with the City of Grand Prairie B.3 PU 2012 -022 Authorize Inter -local Purchasing Agreement with the City of Copperas Cove B.4 FP 2012 -06 Consideration of a Request from the International Union of Operating Engineers for a Final Plat of Lot 3, Block 4, J. L. Autrey Addition located on 1.741 acres at 4025 Rufe Snow Drive C.0 PUBLIC HEARINGS C.1 ZC 2012 -09 Public Hearing and Consideration of a Request from the City of North Richland Hills for a Redevelopment Planned Development (RD -PD) on 3.11 acres at the southeast corner of NE Loop 820 and Rufe Snow Drive - Ordinance No. 3214 C.2 ZC 2012 -08 Public Hearing and Consideration of a Request from Dustin Austin for a Zoning Change from AG Agricultural to R -2 Single Family on 2.358 acres in the Stephen Richardson Survey, Abs. No. 1266 at 8801 Rumfield Rd. - Ordinance No. 3213 D.0 PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. D.1 FP 2012 -07 Consider a Request from Dustin Austin for a Final Plat of Lots 6 -10, Block 1, Taylor's Place Addition located on 2.358 acres at 8801 Rumfield Rd. D.2 FP 2012 -04 Consider a Request from Arcadia Land Partners 25, Ltd for a Final Plat of Ice House Drive located on 2.32 acres in the Tandy K. Martin Survey, Abs. No. 1055 and the Landon C. Walker Survey, Abs. No. 1652 E.0 PUBLIC WORKS No items for this category. F.0 GENERAL ITEMS F.1 GN 2012 -068 Discussion and Consideration of Ordinance No. 3211 Authorizing the Issuance of $5,660,000 "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2012" and Resolving Other Matters Incident and Related Thereto F.2 GN 2012 -069 Discussion and Consideration of Ordinance No. 3212 Authorizing the Issuance of $26,085,000 "City of North Richland Hills, Texas, General Obligation Bonds, Series 2012" and Resolving Other Matters Incident and Related Thereto City Council Agenda — August 13, 2012 Page 3 of 4 F.3 PU 2012 -023 Award of Contract to Jeff Eubank Roofing Co., in the amount of $67,050 for the Construction of the Richland Tennis Center Roof Repair Project F.4 GN 2012 -066 Setting the Date for Public Hearings for 2012 -13 City Budget, Parks & Recreation Facilities Development Corporation and Crime Control and Prevention District Budgets F.5 GN 2012 -067 Setting the Date for Tax Rate Public Hearings and Vote on Placing the Tax Rate Adoption on the Agenda of the September 10, 2012 City Council Meeting F.6 GN 2012 -070 Appointments to Municipal Complex Oversight Committee G.0 EXECUTIVE SESSION ITEMS G.1 Action on Any Item Discussed in Executive Session Listed on Work Session Agenda H.0 INFORMATION AND REPORTS H.1 Announcements - Councilman Barth H.2 Adjournment All items on the agenda are for discussion and /or action. Certification I do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of North Richland Hills, Texas in compliance with Chapter 551, Texas Government Code on August 10, 2012 at � a.m. A . 6 1.0 A ist *tity Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary's office at 817 - 427 -6060 for further information. The City Council may confer privately with its attorney to seek legal advice on any matter listed on the agenda or on any matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551, Texas Government Code. City Council Agenda — August 13, 2012 Page 4 of 4 CITY OF NORTH RICHLAND HELLS CITY COUNCIL WORK SESSION AGENDA NORTH RICHLAND HILLS CITY COUNCIL WORKROOM 7301 NORTHEAST LOOP 820 NORTH RICHLAND HILLS, TEXAS Monday, August 13, 2012 6:30 P.M. A.0 Discuss Items from Regular City Council Meeting 8.0 EXECUTIVE SESSION - The City Council may enter into closed Executive Session to discuss the following as authorized by Chapter 551, Texas Government Code C.0 Adjournment Certification I do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of North Richland Hills, Texas in compliance with Chapter 551, Texas Government Code on August 10, 2012. City Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary's office at 817 - 427 -6060 for further information. The City Council may confer privately with its attorney to seek legal advice on any matter listed on the agenda or on any matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551, Texas Government Code. City Council Agenda - August 13, 2012 Page 1 of 4 CITY OF NORTH RICHLAND HILLS CITY COUNCIL AGENDA CITY HALL COUNCIL CHAMBERS 7301 NORTHEAST LOOP 820 NORTH RICHLAND HILLS, TEXAS Monday, August 13, 2012 7:04 P.M. Hard copies of the full City Council agenda information packet are accessible prior to every regularly scheduled Monday Council meeting according to the following locations and schedule: ❑ City Hall on the day of the meeting Additionally, the agenda packet is available for download from the City's web site at www.nrhtx.com after 10 a. m. the day of every regularly scheduled Council meeting. ---------------------------------------------------------------------------------------------------------------------- - - - - -- A.0 Call to Order - Mayor Trevino A.1 Invocation - Mayor Pro Tern Lombard A.2 Pledge -'Mayor Pro Tern Lombard A.3 Special Presentation(s) and Recognition(s) No items for this category. A.4 Citizens Presentation An opportunity for citizens to address the City Council on matters which are not scheduled for consideration by the City Council or another City Board or Commission at a later date. In order to address the Council, please complete a Public Meeting Appearance Card and present it to the City Secretary prior to the start of the Council meeting. The Texas Open (Meetings Act prohibits deliberation by the Council of any subject which is not on the posted agenda, therefore the Council will not be able to discuss or take action on items brought up during the citizens presentation. A.5 Removal of Item(s) from the Consent Agenda B.0 CONSIDER APPROVAL OF CONSENT AGENDA ITEMS All consent agenda items listed below are considered to be routine items deemed to require little or no deliberation by the City Council and will be voted on in one motion. There will be no separate discussion of these items unless a Council Member so requests, in which event the item will be removed from the Consent Agenda and considered. City Council Agenda - August 13, 2012 Page 2 of 4 B.1 Approval of Minutes of July 23, 20112 City Council Meeting B.2 PU 20112 -021 Authorize Inter -local Purchasing Agreement with the City of Grand Prairie 8.3 PU 2012 -0122 Authorize Inter -local Purchasing Agreement with the City of Copperas Cove B.4 FP 2012 -06 Consideration of a Request from the International Union of Operating Engineers for a Final Plat of Lot 3, Block 4, J. L. Autrey Addition located on 1.741 acres at 4025 Rufe Snow Drive C.0 PUBLIC HEARINGS C.1 ZC 2012 -09 Public Hearing and Consideration of a Request from the City of North Richland Hills for a Redevelopment Planned Development (RD -PD) on 3.11 acres at the southeast corner of NE Loop 820 and Rufe Snow Drive - Ordinance No. 3214 C.2 ZC 2012 -08 Public Hearing and Consideration of a Request from Dustin Austin for a Zoning Change from AG Agricultural to R -2 Single Family on 2.358 acres in the Stephen Richardson Survey, Abs. No. 1266 at 8801 Rumfield Rd. - Ordinance No. 3213 D.0 PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. D.1 FP 2012 -07 Consider a Request from Dustin Austin for a Final Plat of Lots 6 -10, Block 1, Taylor's Place Addition located on 2.358 acres at 8801 Rumfield Rd. D.2 FP 2012 -04 Consider a Request from Arcadia Land Partners 25, Ltd for a Final Plat of Ice House Drive located on 2.32 acres in the Tandy K. Martin Survey, Abs. No. 1055 and the Landon C. Walker Survey, Abs. No. 1652 E.0 PUBLIC WORKS No items for this category. Ixr =el:1101 00019:11 LTA 1- F.1 GN 2012 -068 Discussion and Consideration of Ordinance No. 3211 Authorizing the Issuance of $5,660,000 "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2012" and Resolving Other matters Incident and Related Thereto F.2 GN 2012 -069 Discussion and Consideration of Ordinance No. 3212 Authorizing the Issuance of $26,085,000 "City of North Richland Hills, Texas, General Obligation Bonds, Series 2012" and Resolving Other Matters Incident and Related Thereto City Council Agenda - August 13, 2012 Page 3 of 4 F.3 PU 2012 -023 Award of Contract to Jeff Eubank Roofing Co., in the amount of $67,050 for the Construction of the Richland Tennis Center Roof Repair Project FA GN 2012 -066 Setting the Date for Public Hearings for 2012 -13 City Budget, Parks & Recreation Facilities Development Corporation and Crime Control and Prevention District Budgets F.5 GN 2012 -067 Setting the Date for Tax Rate Public Hearings and Vote on Placing the Tax Rate Adoption on the Agenda of the September 10, 2012 City Council Meeting F.6 GN 2012 -070 Appointments to Municipal Complex Oversight Committee 1014=0 7 14:1401 9 G.1 Action on Any Item Discussed in Executive Session Listed on Work Session Agenda H.0 INFORMATION AND REPORTS H.1 Announcements - Councilman Barth H.2 Adjournment All items on the agenda are for discussion and/or action. Certification I do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of North Richland Hills, Texas in compliance with Chapter 551, Texas Government Code on August 10, 2012. City Secretary This facility is wheelchair accessible and accessible parking spaces are available. Requests for accommodations or interpretive services must be made 48 hours prior to this meeting. Please contact the City Secretary's office at 817- 427 -6060 for further information. The City Council may confer privately with its attorney to seek legal advice on any matter listed on the agenda or on any matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551, Texas Government Code. City Council Agenda - August 13, 2012 Page 4 of 4 City of North. Richland Hills Work Session Work Session Meeting Agenda North Richland Hills City Hall City Council Workroom 7301 Northeast Loop 820 North Richland Hills, TX 76180 Monday, August 13, 2012 6:3!0 P.M. A.0 Discuss Items from Reaular Citv Council Meetina B.0 EXECUTIVE SESSION - The Citv Council may enter into closed Executive Session to discuss the followina as authorized by Chapter 551. Texas Government Code C.0 Adiournment M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.a Discuss Items from Regular City Council Meeting M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. B.0 EXECUTIVE SESSION - The City Council may enter into closed Executive Session to discuss the following as authorized by Chapter 551, Texas Government Code M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. C.0 Adjournment City of North. Richland Hills Regular Session City Council Regular Meeting Agenda North Richland Hills City Hall Council Chambers 7301 Northeast Loop 820 North Richland Hills, TX 76180 Monday, August 13, 2012 7:00 P.M. A.0 Call to Order - Mavor Trevino A.1 Invocation - Mavor Pro Tern Lombard A.2 Pledge - Mavor Pro Tern Lombard A.3 Saecial Presentation(s) and Recoanition(s) No items for this category. A.4 Citizens Presentation An opportunity for citizens to address the City Council on matters which are not scheduled for consideration by the City Council or another City Board or Commission at a later date. In order to address the Council, please complete a Public Meeting Appearance Card and present it to the City Secretary prior to the start of the Council meeting. The Texas Open Meetings Act prohibits deliberation by the Council of any subject which is not on the posted agenda, therefore the Council will not be able to discuss or take action on items brought up during the citizens presentation. A.5 Removal of Item(s) from the Consent Aaenda B.0 CONSIDER APPROVAL OF CONSENT AGENDA ITEMS All consent agenda items listed below are considered to be routine items deemed to require little or no deliberation by the City Council and will be voted on in one motion. There will be no separate discussion of these items unless a Council Member so requests, in which event the item will be removed from the Consent Agenda and considered. B.1 Arararoval of Minutes of July 23. 2012 Citv Council Meetina B.2 PU 2012 -021 Authorize Inter -local Purchasina Aareement with the Citv of Grand Prairie B.3 PU 2012 -022 Authorize Inter -local Purchasinq Agreement with the City of Copperas Cove B.4 FP 2012 -06 Consideration of a Request from the International Union of Operatina Enaineers for a Final Plat of Lot 3, Block 4, J. L. Autrev Addition located on 1.741 acres at 4025 Rufe Snow Drive IMIMalJ:l1 Eel SOMCI V1►[e10i C.1 ZC 2012 -09 Public Hearinq and Consideration of a Request from the Citv of North Richland Hills for a Redevelopment Planned Development (RD -PD) on 3.11 acres at the southeast corner of NE Loop 820 and Rufe Snow Drive - Ordinance No. 3214 C.2 ZC 2012 -08 Public Hearina and Consideration of a Request from Dustin Austin for a Zonina Chanae from AG Aaricultural to R -2 Sinale Familv on 2.358 acres in the Stephen Richardson Survev, Abs. No. 1266 at 8801 Rumfield Rd. - Ordinance No. 3213 D.0 PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. D.1 FP 2012 -07 Consider a Request from Dustin Austin for a Final Plat of Lots 6 -10, Bloch 1, Tavlor's Place Addition located on 2.358 acres at 8801 Rumfield Rd. D.2 FP 2012 -04 Consider a Request from Arcadia Land Partners 25, Ltd for a Final Plat of Ice House Drive located on 2.32 acres in the Tandv K. Martin Survev. Abs. No. 1055 and the Landon C. Walker Survev, Abs. No. 1652 E.0 PUBLIC WORKS No items for this category. F.0 GENERAL ITEMS F.1 GN 2012 -068 Discussion and Consideration of Ordinance No. 3211 Authorizinq the Issuance of $5,660,000 "City of North Richland Hills, Texas. Tax and Waterworks and Sewer Svstem (Limited Pledae) Revenue Certificates of Obliqation, Series 2012 " and Resolvinq Other Matters Incident and Related Thereto F.2 GN 2012 -069 Discussion and Consideration of Ordinance No. 3212 Authorizina the Issuance of $26,085,0010 "City of North Richland Hills, Texas, General Obliaation Bonds, Series 2012 " and Resolvina Other Matters Incident and Related Thereto F.3 PU 2012 -023 Award of Contract to Jeff Eubank Roofing Co., in the amount of $67,050 for the Construction of the Richland Tennis Center Roof Repair Protect FA GN 2012 -066 Settina the Date for Public Hearinas for 2012 -16 City Budaet, Parks & Recreation Facilities Development Corporation and Crime Control and Prevention District Budgets F.5 GN 2012 -067 Settina the Date for Tax Rate Public Hearinas and Vote on Placina the Tax Rate Adoption on the Aaenda of the September 10, 2012 Citv Council Meetinq F.6 GN 2012 -070 Appointments to Municipal Complex Oversiaht Committee G.1 Action on Anv Item Discussed in Executive Session Listed on Work Session Aaenda : KI ION Igo] :11►Ar_rI[■Ii•F.11i•111:14�90113 `'. H.1 Announcements - Councilman Barth H.2 Adiournment M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.0 Call to Order - Mayor Trevino M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.1 Invocation - Mayor Pro Tem Lombard M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.2 Pledge - Mayor Pro Tem Lombard M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.3 Special Presentation(s) and Recognition(s) No items for this category. M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. A.4 Citizens Presentation An opportunity for citizens to address the City Council on matters which are not scheduled for consideration by the City Council or another City Board or Commission at a later date. In order to address the Council, please complete a Public Meeting Appearance Card and present it to the City Secretary prior to the start of the Council meeting. The Texas Open Meetings Act prohibits deliberation by the Council of any subject which is not on the posted agenda, therefore the Council will not be able to discuss or take action on items brought up during the citizens presentation. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. A.5 Removal of Item (s) from the Consent Agenda M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. B.a CONSIDER APPROVAL OF CONSENT AGENDA ITEMS All consent agenda items listed below are considered to be routine items deemed to require little or no deliberation by the City Council and will be voted on in one motion. There will be no separate discussion of these items unless a Council Member so requests, in which event the item will be removed from the Consent Agenda and considered. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. B.1 Approval of Minutes of July 23, 2012 City Council Meeting Presenter: Patricia Hutson, City Secretary Recommendation: To approve the minutes of the July 23, 2012 City Council Meeting. MINUTES OF THE WORK SESSION AND REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, HELD IN THE CITY HALL, 7301 NORTHEAST LOOP 820 — JULY 23, 2012 WORK SESSION The City Council of the City of North Richland Hills, Texas met in work session on the 23 t day of July 2012 at 6:30 p.m. in the City Council Workroom prior to the 7:00 p.m. regular Council meeting. Present: Oscar Trevino Tom Lombard Tito Rodriguez Rita Wright Oujesky Tim Barth David Whitson Scott Turnage Tim Welch Staff Members Mark Hindman Jared Miller Karen Bostic Jimmy Perdue Mike Curtis Vickie Loftice Patricia Hutson Monica Solko George Staples Mary Peters Kristin Weegar John Pitstick Larry Koonce Greg VanNieuwenhuize Stacy Udoni Eva Ramirez Craig Hulse Thomas Powell Antonio Evangelista Debbie York Kirk Marcum Mayor Mayor Pro Tern, Council, Place 3 Council, Place 1 Council, Place 2 Council, Place 4 Council, Place 6 Council, Place 6 Council, Place 7 City Manager Assistant City Manager Assistant City Manager Director of Public Safety Managing Director Managing Director City Secretary Assistant City Secretary City Attorney Public Information Officer Assistant to City Manager Director of Planning & Development Finance Director Assistant Public Works Director Public Works Management Assistant Purchasing Buyer Economic Development Director Fleet Services Director Iron Horse Golf Course General Manager Neighborhood Services Assistant Director Interim Fire Chief Call to Order Mayor Trevino called the work session to order at 6:30 p.m. A.0 Discuss Items from Reqular Citv Council Meeting Council had a few questions regarding Items F.1 Lease purchase agreement for Club Car golf carts and F.2 Lease agreement for VISAGE GPS system, both for Iron Horse Golf Course. Questions raised were difference between golf carts currently in use and the Club Car golf cart being proposed, cost of the GPS system and advantages of having a GPS system. Thomas Powell, Fleet Services Director explained that the monthly golf cart payment was less than the current lease payment, the golf cart also has a more attractive styling, full wrap bumpers, and a heavier suspension system than the current carts and are the cart of choice for the VISAGE GPS system. Mr. Powell explained the advantages of the VISAGE GPS system. Advantages include: • Two modes of operation: one for the player, and one for the golf course staff o Player mode: shows the complete layout of the current hole including all hazards, creeks, bunkers, and the green configuration, shows the distance to the hole from wherever the cart is located, and shows yardage distance o Staff mode: allows staff to monitor the location and speed of play of every golf cart on the property, staff has full control of the golf cart at all times, the system can send automatic notification, and staff can send a wide range of messages including weather alerts • Mapping system can help to increase revenue by speeding up the round of play • Can be integrated with the Club Car Precedent golf cart being proposed • System can monitor the battery charge condition, can program speed of the golf cart for downhill or tight curves situations, can program the cart to stop if the cart is off the path, near creeks or in restricted areas • System has marketing/advertising capabilities for city use or could be sold to area businesses Antonio Evangelista, Iron Horse Golf Course General Manager explained that the only additional costs would be for GPS mapping in the event the golf course layout changed or for intentional damage to the display units. The cost of the VISAGE GPS system has been included in the 2012 -2013 Iron Horse budget. The monthly expenditure will be offset by an average $2 per round cost increase. A.1 Municipal Complex Oversight Committee Mark Hindman, City Manager. summarized the item. Prior to the bond election in May, information was provided to the community to educate them about the bond proposal. In both presentations and literature it was proposed that an oversight committee, made up of citizens and elected officials, be formed to provide oversight over the construction of the new municipal complex. With approval of the 2012 Bond Proposition and with design of the complex in its initial phase, it is now time to start forming this committee. Mayor Trevino advised that this was an exciting project and wanted to make sure the members elected to the committee had the understanding of what NRH is and bring that NRH brand to the new complex. Mayor Trevino advised that he would like for some of the members of the Bond Committee continue to help with the Oversight Committee. Mayor Trevino recommended the following be considered for the committee: Steve Koons, Jay Bruner, Janet Golightly, Whitney Harding, Mayor Pro Tern Lombard, Councilman Turnage and Councilman Welch as chair. Council concurred with the names and moving forward with the committee. Mr. Hindman advised that the item would be on the next Council meeting agenda for approval. B.0 EXECUTIVE SESSION! - Session to discuss the Government Code No items for this category. C.0 Adiournrnent The City Council may enter into closed Executive followina as authorized by Char)ter 551. Texas Mayor Trevino announced at 6:46 p.m. that the Council would adjourn to the regular Council meeting. REGULAR COUNCIL MEETING A.0 CALL TO ORDER Mayor Trevino called the meeting to order July 23, 2012 at 7:00 p.m. ROLL CALL Present: Oscar Trevino Tom Lombard Tito Rodriguez Rita Wright Oujesky Tim Barth David Whitson Scott Turnage Tim Welch Mayor Mayor Pro Tem, Council, Place 3 Council, Place 1 Council, Place 2 Council, Place 4 Council, Place 5 Council, Place 6 Council, Place 7 Staff: Mark Hindman Jared Miller Karen Bostic Mike Curtis Vickie Loftice Patricia Hutson Monica Solko George Staples City Manager Assistant City Manager Assistant City Manager Managing Director Managing Director City Secretary Assistant City Secretary Attorney A.1 INVOCATION Councilman Whitson gave the invocation. A.2 PLEDGE OF ALLEGIANCE Councilman Whitson led the pledge of allegiance. Mayor Trevino announced that the recipient for Citizens Meritorious Act Award was running late so Item A.3 would be postponed until he arrived. A.3 SPECIAL PRESENTATION AND RECOGNITION(S) - PRESENTATION OF CITIZENS MERITORIOUS ACT AWARD TO KYLE GONZALEZ PRESENTED BY MAYOR TREVINO Item presented after F.Z (General Items) below. A.4 CITIZENS PRESENTATION None. A.5 REMOVAL OF ITEM(S) FROM THE CONSENT AGENDA ►C7T� B.0 APPROVAL OF CONSENT AGENDA ITEMS APPROVED B.1 APPROVAL OF MINUTES OF JULY 9, 2012 CITY COUNCIL MEETING B.2 GN 2012 -060 CONSIDER APPROVAL OF A "TEMPORARY LICENSE AGREEMENT FOR WATER LINE PLACEMENT & DAMAGE RELEASE" WITH CHESAPEAKE OPERATING, INC. FOR THE TEMPORARY PLACEMENT OF WATER LINES WITHIN PUBLIC RIGHT -OF -WAY B.3 PW 2012 -021 APPROVE THE RELEASE OF A WATER LINE EASEMENT LOCATED WITHIN LOT 911 OF BLOCK 29 OF THE RICHLAND TERRACE ADDITION - ORDINANCE NO. 3210 B.4 GN 2012 -063 CONSIDER ACCEPTANCE OF THE 2011 URBAN AREA SECURITY INITIATIVE (UASI) GRANT IN THE AMOUNT OF $27,812.00 FOR URBAN SEARCH AND RESCUE TRAINING COUNCILMAN TURNAGE MOVED TO APPROVE THE CONSENT AGENDA. COUNCILMAN WHITSON SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -0. C.0 PUBLIC HEARINGS No items for this category. D.0 PLANNING & DEVELOPMENT Items to follow do not require a public hearing. No items for this category. E.0 PUBLIC WORKS No items for this category. F.0 GENERAL ITEMS F.1 PU 2012 -418 APPROVE LEASE PURCHASE AGREEMENT FOR CLUB CAR GOLF CARTS AT THE IRON HORSE GOLF COURSE APPROVED Thomas Powell, Fleet Services Director, presented the item. The item is to consider approval of a lease purchase agreement for Club Car golf carts at Iron Horse Golf Course. The City of North Richland Hills is a member of several inter -local groups and utilizes existing contracts with vendors through the Local Government Purchasing Cooperatives. The Local Government Code states that purchases made through a cooperative purchasing agreement satisfy any state law that would require the City to solicit competitive bids. Club Car has submitted a lease purchase proposal from the Texas BuyBoard contract #373 -11. Staff recommends the Club Car golf carts and the 48 month lease purchase agreement. MAYOR PRO TEM LOMBARD MOVED TO APPROVE PU 2012 -018; THE LEASE PURCHASE FOR CLUB CAR GOLF CARTS. COUNCILMAN RODRIGUEZ SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -4. F.2 PU 2012 -019 APPROVE LEASE AGREEMENT FOR VISAGE GPS SYSTEM AT THE IRON HORSE GULF COURSE APPROVED Thomas Powell, Fleet Services Director, presented the item. The item is to consider approval of a 48 month lease purchase agreement for VISAGE GPS System at Iron Horse Golf Course. The golf course currently does not have a GPS golf course map system with display units installed in the golf carts. The City of North Richland Hills is a member of several inter -local groups and has utilized existing contracts with vendors through the Local Government Purchasing Cooperatives. The Local Government Code states that purchases made through a cooperative purchasing agreement satisfy any state law that would require the City to solicit competitive bids. Club Car has submitted a lease proposal based on the City of Tucson /National IPA contract #084070 -01. The proposal is for a 48 month lease for 84 golf carts and two currently owned beverage carts. The cost of $50 per month per display unit includes the installation of all equipment, software, and software maintenance and updates for the entire lease period. The only additional costs would be for GPS mapping in the event the golf course layout changed or for intentional damage to the display units. The cost of the VISAGE GPS system has been included in the 2012 -13 Iron Horse budget. The monthly expenditure will be offset by an average $2 per round cost increase. The cost per round will still be less or comparable to area golf courses. This type of system adds value for the golfer, allows staff to better manage the golf carts, and has advertising and marketing capabilities. Staff recommends the VISAGE GPS system and the 48 month lease which runs concurrently with the Club Car golf cart lease. COUNCILMAN TURNAGE MOVED TO APPROVE PU 2012 -019, THE LEASE AGREEMENT FOR THE VISAGE GPS SYSTEM. COUNCILWOMAN WRIGHT OUJESKY SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -0. A.3 SPECIAL PRESENTATION AND RECOGNITION(S) - PRESENTATION OF CITIZENS MERITORIOUS ACT AWARD TO KYLE GONZALEZ PRESENTED BY MAYOR TREVINO Mayor Trevino and Councilwoman Wright Oujesky presented to Kyle Gonzalez the Citizens Meritorious Act Award for his honesty, integrity and high moral values. Mr. Gonzalez, an employee for Sam's Club in North Richland Hills found a bank bag in the parking lot containing $9,500 and turned it in to the store manager. His action resulted in the money being returned to its rightful owner. F.3 GN 2012 -061 AUTHORIZE EARLY RETIREMENT OF JP MORGAN CHASE CAPITAL LEASE PURCHASE OF CARDIO FITNESS EQUIPMENT APPROVED Larry Koonce, Finance Director, summarized the item. Staff is requesting authorization to fully retire the debt associated with the lease purchase contract for the acquisition of cardio fitness equipment for the NRH Centre. At the time of the lease purchase, the City levels of anticipated tax exempt debt issuances for calendar year 2012 were under $10,000,000. Since the signing of the lease, the voters of City of North Richland Hills approved the 2012 General Obligation Bonds. The City is now planning to issue over $10,000,000 in bonds in calendar year 2012. City staff requests authorization to pay off the balance of the lease purchase to keep the city in compliance with tax exempt financing laws and statues. The total retirement of debt will be $351,659.24. The NRH Centre operation anticipates having sufficient funding to cover this transaction. The City will realize interest savings totaling $6,956.83 because of the early retirement of the debt. MAYOR PRO TEM LOMBARD MOVED TG APPROVE GN 2012 -061; TO AUTHORIZE THE EARLY TERMINATION AND PAYMENT TO RETIRE JP MORGAN CHASE CAPITAL LEASE. COUNCILMAN RODRIGUEZ SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -0. F.4 GN 2012 -062 APPROVE THE ABANDONMENT OF A PORTION OF PROPERTY PREVIOUSLY DEDICATED TO THE CITY - ORDINANCE NO. 3209 APPROVED John Pitstick, Planning and Development Director, summarized the item. The City is being asked to approve Ordinance No. 3209 which abandons a portion (0.198 acres) of property that was previously dedicated as part of the Little Bear Creek Corridor that is no longer needed and is being platted into the Thornbridge West subdivision. COUNCILMAN WELCH MOVED To APPROVE ORDINANCE No. 3249. COUNCILMAN TURNAGE SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7-4. F.5 PU 2012 -020 AWARD BID NO. 12 -028 FOR ENERGY EFFICIENCY CONTRACTOR SERVICES APPROVED Debbie York, Neighborhood Services Assistant Director, presented the item. The City of North Richland Hills has been allocated $200,000 in funding from two utility companies to provide income eligible North Richland Hills residents with energy efficiency upgrades to their homes free of charge. The Energy Efficiency Contractor Services will complete the assessments of work needed to make the homes more energy efficient as well as perform the installation of the energy efficiency measures. The City requested bids in accordance with city policy and bid proposals were received from five firms. A Review Committee has evaluated the bid proposals and checked references. Staff recommends awarding this contract to the lowest bidder Sustainable Services, LLC in an amount not to exceed $185,000 as the best value for the city. COUNCILMAN RODRIGUEZ MOVED To APPROVE PU 2012 -020. COUNCILMAN WELCH SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -4. Mayor Pro Tem Lombard recognized ,Boy Scout Luke Dinkel with Troop 86 in attendance. F.6 GN 2012 -065 APPOINTMENTS TO BOARDS & COMMISSIONS - PLACE 4 APPROVED Patricia Hutson, City Secretary, summarized the item. The terms of office for the individuals serving in the Place 4 positions on the Boards and Commissions listed below have expired. Chapter 2, Article III, Section 2-121c of the Code of Ordinances states that the City Council will act upon Council member nominations for these boards. Councilman Barth is submitting the following nominations for Council's consideration: • Keep North Richland Hills Beautiful Commission Doris Tipps • Library Board Kay Schmidt • Park and Recreation Board Marlin Miller • Planning & Zoning Commission/ Capital Improvement Advisory Committee Randy Shiflet • Substandard Building Board Philip E. Orr, Jr. • Board of Adjustment Fonda Kunkel The terms of office for all of the above nominations will expire June 30, 2014. MAYOR PRO TEM LOMBARD MOVED TO APPROVE THE REAPPOINTMENTS TO PLACE 4 AS PRESENTED. COUNCILMAN RODRIGUEZ 'SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -4. F.7 GN 2412 -064 APPOINTMENTS TO RED LIGHT CAMERA ADVISORY COMMITTEE (MAYOR & PLACE 4 APPOINTMENTS) APPROVED Patricia Hutson, City Secretary, summarized the item. In accordance with State Law and Article X of Chapter 54 of the North Richland Hills Code or Ordinances, the Mayor and each member of Council is required annually to appoint an individual to serve on the Red Light Camera Advisory Committee. At the July g Council meeting, six individuals were nominated and approved by Council for appointment to the Committee. The two remaining appointments, Mayor Trevino's and Councilman Barth's (Place 4), were to be submitted to Council for approval at a future meeting. At this time, Mayor Trevino and Councilman Barth are requesting Council approve their nominations to the Committee. Mayor Trevino Jimmy (Jim) Bowen Councilman Barth Steve Koons COUNCILMAN BARTH MOVED TO APPROVE THE APPOINTMENTS TO THE RED LIGHT CAMERA ADVISORY COMMITTEE. COUNCILMAN WHITSON SECONDED THE MOTION. MOTION TO APPROVE CARRIED 7 -0. G,0 EXECUTIVE SESSION ITEMS G.1 ACTION ON ANY ITEM DISCUSSED IN EXECUTIVE SESSION LISTED ON WORK SESSION AGENDA 14 15 m H.0 INFORMATION AND REPORTS H.1 ANNOUNCEMENTS Councilman Wright Oujesky made the following announcements. The runoff election for the 2012 Democratic and Republican Primaries will be held on July 31st. Early voting will take place July 23rd through 27th at the former Recreation Center, located at 6720 Northeast Loop 820. The runoff election is being conducted by the Tarrant County Elections Office. For a list of early voting times or to view a sample ballot, visit the Tarrant County Elections website or call 817- 831 - 8683. Keep NRH 'Beautiful is accepting entries for the "I Dig My Garden" Photo Contest until July 31st. Entry forms are available on the city's website and at City Hall. Winning photos will be displayed online and the winner will receive a $25 gift card from a local nursery. For more details, please call 817 - 427 -6650. NRH2O is getting ready for the new school year by hosting a school supply drive August 5th through the 11th. Guests will receive $5 off General Admission when they donate 5 school supply items. This offer is not valid with any other discounts or offers, including the NRH resident discount. School supplies will be donated to the Birdville PTA. For more details, visit nrh2o.com or call 817- 427 -6500. Kudos Korner - Debbie York of the Neighborhood Services Department. A resident called to thank Debbie for helping get her roof repaired. The resident now stays dry when it rains. She said she is thankful for city employees such as Debbie who truly care about the older residents in the community. H.2 ADJOURNMENT Mayor Trevino adjourned the meeting at 7:53 p.m. Oscar Trevino — Mayor ATTEST: Patricia Hutson, City Secretary M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. B.2 PU 2012 -021 Authorize Inter -Kcal Purchasing Agreement with the City of Grand Prairie Presenter: Jimmy Cates, Public Works Operations Manager Summarv: This item is a request for Council to approve an inter -local purchasing agreement with the City of Grand Prairie. General Descrir)tion: City is requesting to enter into an inter -local purchasing agreement with the City of Grand Prairie for the purchase of goods and services from vendors selected through the competitive bidding process. Bids currently being considered are with concrete pavement lift and stabilization services. This service will be used on concrete pavement areas that have settled or sunk and need to be lifted back into place. The process includes injecting a substance into the subgrade portion of the pavement area which allows the pavement to be lifted into the proper position. There are several advantages to this process. • Traffic impact is minimal due to non - removal of the pavement area. • Repairs are completed within one working day. There is no construction zone to be maintained overnight. • Cost is usually about 50% cheaper than total removal and replacement of the pavement. • A ten year warranty on material is provided. Staff contacted several cities who are using or have used the vendor that provides these services for the City of Grand Prairie. They are Southlake, Richardson, Flower Mound, Plano„ Grapevine, and Garland. Each reference provided positive feedback. The vendor fulfilled all contract obligations. Traffic control was handled properly, the work area was kept clean and orderly and work quality met expectations. Several of the cities have utilized the vendor for multiple years. Council has authorized several of these inter -local agreements in the past and they have been mutually beneficial to North Richland Hills and the other agencies. Participation reduces the overall expense of soliciting bids and purchasing in larger quantities often lowers the cost of the goods and/or services. Each agency will place their orders and pay the vendors directly. North Richland Hills or the City of Grand Prairie may change or cancel the agreement with a 30 -day written notice. North Richland Hills currently participates in inter -local agreements with several local governments. Some of the agreements are with the City of Cedar Hill for the purchase of EMS medical supplies, Tarrant County for the purchase of road materials and the City of Hurst for the purchase of auto parts. Recommendation: Authorize an inter -local agreement with the City of Grand Prairie. INTERLOCAL AGREEMENT BETWEEN CITY OF NORTH RICHLAND HILLS AND CITY OF GRAND PRAIRIE This Agreement made and entered into by and between the City of North Richland Hills, hereinafter referred to as "NRH ", and the Citv of Grand Prairie, hereinafter referred to as "City of Grand Prairie ". Pursuant to the authority granted by the Texas Interlocal Cooperation Act {Article 4413 (32c) Vernon's Annotated Texas Statutes) providing for the cooperation between local governmental bodies, the parties hereto, in consideration of the premises and mutual promises contained herein, agree as follows: NRH and Citv of Grand Prairie desire to enter into an Agreement for the purchase of goods and services from vendors selected through the competitive 'bidding process. Specifications for said items should be determined in cooperation with the final approval of the entity processing the bid. The responsibility of each entity shall be as follows: NORTH RICHLAND HILLS NRH shall be allowed to purchase goods and services from vendors who have been selected by Citv of Grand Prairie through the competitive bidding process. NRH will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. NRH shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. NRH shall give a 30-day written notification to all participating agencies of any change or cancellation of participation. 4. The Purchasing Agent, shall be designated as the official representative to act for NRH all matters relating to this cooperative purchasing agreement. II. INIIVK03ffel Citv of Grand Prairie shall be allowed to purchase goods and services from vendors who have been selected by NRH through the competitive bidding process of NRH. Citv of Grand Prairie will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. City of Grand Prairie shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. Citv of Grand Prairie shall give a 30 -day written notification to a participating agency of any change or cancellation of participation. 4. Purchasina Manager shall be designated as the official representative to act for Citv of Grand Prairie in all matters relating to this cooperative purchasing agreement. This Agreement shall take effect upon execution by the signatories and shall be in effect from date of execution until terminated by either party with thirty (30) written notice. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their authorized officers. CITY OF NORTH RICHLAND HILLS BY: City Manager DATE ATTEST City Secretary APPROVED AS TO FORM: Attorney for the City CITY OF GRAND PRAIRIE BY: TITLE DATE: ATTEST APPROVED AS TO FORM: M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. B.3 PU 2012 -022 Authorize Inter -Kcal Purchasing Agreement with the City of Copperas Cove Presenter: Larry Koonce, Finance Director Summarv: This item is a request for Council to approve an inter -local purchasing agreement with the City of Copperas Cove. General Descrir)tion: The City of Copperas Cove is requesting to enter into an inter -local purchasing agreement for the purchase of goods and services from vendors selected through the competitive bidding process. The City of Copperas Cove is interested in purchasing from the City of North Richland Hills current contract (10 -042) for fire- fighting clothes /bunker gear. The cities of China Grove, Grapevine, Live Oak, Mercedes, Rowlett, Georgetown and Temple have recently entered into an inter -local agreement to take advantage of this same firefighter clothes /bunker gear contract. Council has authorized several of these inter -local agreements in the past and they have been mutually beneficial to North Richland Hills and the other agencies. Participation reduces the overall expense of soliciting bids and purchasing in larger quantities often lowers the cost of the goods and/or services. Each agency will ,place their orders and pay the vendors directly. North Richland Hills or the City of Copperas Cove may change or cancel the agreement with a 30 -day written notice. North Richland Hills currently participates in inter -local agreements with several local governments. Some of the agreements are with the City of Cedar Hill for the purchase of EMS medical supplies, Tarrant County for the purchase of road materials and the City of Hurst for the purchase of auto parts. Recommendation: Authorize an inter -local agreement with the City of Copperas Cove. INTERLOCAL AGREEMENT BETWEEN CITY OF NORTH RICHLAN❑ HILLS AND COPPERAS COVE This Agreement made and entered into by and between the City of North Richland Hills, hereinafter referred to as "NRH ", and the City of Copperas Cove, hereinafter referred to as "City of Copperas Cove Pursuant to the authority granted by the Texas Interlocal Cooperation Act {Article 4413 (32c) Vernon's Annotated Texas Statutes} providing for the cooperation between local governmental bodies, the parties hereto, in consideration of the premises and mutual promises contained herein, agree as follows: NRH and City of Copperas Cove desire to enter into an Agreement for the purchase of goods and services from vendors selected through the competitive bidding process. Specifications for said items should be determined in cooperation with the final approval of the entity processing the bid. The responsibility of each entity shall be as follows: NORTH RICHLAND HILLS NRH shall be allowed to purchase goods and services from vendors who have been selected by City of Copperas Cove through the competitive bidding process. NRH will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. NRH shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. NRH shall give a 30-day written notification to all participating agencies of any change or cancellation of participation. 4. The Purchasing Agent, shall be designated as the official representative to act for NRH all matters relating to this cooperative purchasing agreement. COPPERAS COVE City of Copperas Cove shall be allowed to purchase goods and services from vendors who have been selected by NRH through the competitive bidding process of NRH. City of Copperas Cove will place orders directly with and pay directly to the selected vendor for goods and services purchased through a contract. 2. All purchases will be within the specifications that have been agreed to. City of Copperas Cove shall be responsible for the Vendors compliance with all conditions of delivery, price and quality of the purchased goods or services. 3. City of Copperas Cove shall give a 30-day written notification to a participating agency of any change or cancellation of participation. 4. Purchasing Agent, shall be designated as the official representative to act for City of Copperas Cove in all matters relating to this cooperative ,purchasing agreement. This Agreement shall take effect upon execution by the signatories and shall be in effect from date of execution until terminated by either party with thirty (30) day written notice. IN WITNESS WHEREOF, the parties hereto have caused this agreement to be executed by their authorized officers. CITY OF NORTH RICHLAND HILLS BY: City Manager DATE: ATTEST: City Secretary APPROVED AS TO FORM: Attorney for the City CITY OF COPPERAS COVE INTAMI.A, TITLE DATE: c ATTEST: TITLE: r_A APPROVED AS TO FORM: TITLE: M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. B.4 FP 2012 -06 Consideration of a Request from the International Union of Operating Engineers for a Final Plat of Lot 3, Block 4, J. L. Autrey Addition located on 1.741 acres at 4025 Rufe Snow Drive Presenter: John Pitstick, Planning and Development Director CASE SUMMARY: The International Union of Operating Engineers, Local 178, is requesting approval of a Final Plat for a 1.741 acre property located at 4025 Rufe Snow Drive near the southwest corner of Glenview Drive and Rufe Snow Drive. The purpose of the plat is to accommodate the organization's plans to continue improvements to their property, including new driveway and parking lot paving and landscaping. The building was also improved with BIG (Business Improvement & Growth Program) funds recently. The plat also incorporates the former City water tower facility, which was decommissioned and demolished in 2007/2008 and subsequently purchased from the City in 2011. CURRENT ZONING: This parcel is currently zoned C -2 Commercial, which allows the existing office uses to continue as a permitted use. No zoning change is proposed with this Final Plat request. PLAT STATUS: This parcel is currently unplatted and described as Tracts 2D3 and 2D4 of the Mahaly Lynch Survey, Abstract No. 953. The "J.L. Autrey Addition" is the subdivision name of the plat surrounding this property. EXISTING CONDITIONS: The property is currently occupied by the offices of the International Union of Operating Engineers, Local 178. According to Tarrant Appraisal District records, the existing building was built in 1988 and has been owned by the Local 178 since 1993. The former City water tower property has a significant amount of underground infrastructure still in place. As such, the plat identifies this area as a no- build easement meant for landscaping, a monument sign, and driveway paving only. COMPREHENSIVE PLAN: The Comprehensive Plan depicts "Neighborhood Service" and "Public 1 Semi - Public" for this lot. The existing office use is consistent with the "Neighborhood Service" land use designation. Staff will schedule a change to the Comprehensive Plan to reflect the property transfer of the "Public / Semi - Public" portion of the property. THOROUGHFARE PLAN: The property has frontage on Rufe Snow Drive and a panhandle access to Glenview Drive. Rufe Snow Drive in this area is designated as a M4U Minor Arterial street. Approximately two feet (2') of Right -Of -Way dedication for Rufe Snow Drive is provided by the plat. Glenview Drive is also designated as a M4U Minor Arterial street- and approximately ten feet (10') of Right -Of -Way is being dedicated by this plat for Glenview. [. 0Z19111►II] 1►Ickke ►II►"AW,1►I9lIR North: C -2 Commercial J Neighborhood Services East: C -2 Commercial 1 Neighborhood Services (Across Rufe Snow Drive) South: C -2 Commercial f Neighborhood Services West: C -2 Commercial f Neighborhood Services and R -3 Single Family/ Low Density Residential ROUGH PROPORTIONALITY: On July 26, 2012, the Public Works Department determined that the Final Plat for the JL Autrey Addition; Block 4, Lot 3 received on July 25, 2012 met the requirements of the Public Works Department in accordance with Chapter 110 of the City Code. No additional public paving, water, sanitary sewer, or drainage facilities are needed to provide service to this lot. The above determination of proportionality is made pursuant to Section 212.904, Texas Local Government Code by the undersigned professional engineer in the employ of the City of North Richland Hills, licensed by the State of Texas. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of FP 2012 -06. Although not part of the motion, there was a desire expressed by the Commission for the City to research the historical significance of the former water tower and consider placing a historical marker on site if warranted. Research indicates that the water tower was the first in NRH built in the 1950's by the Tarrant County Water Supply Corporation and taken over by the City in 1974. STAFF RECOMMENDATION: Approval of FP 2012 -06. LOCATION MAP FF ,Glenviev, Dr 1 A act, I_- co 4 ��i li�l � I I_ F-11 =1 V F-11 0110 Is] to] 7mm' U) 4 lum LL Glenview Dr FINAL PLAT EXHIBIT GLENVIEW DRIVE w —ff SURVEY T How op W-7.- J14,U'LlIC SC.A1L A 0 . IL RI vIc INITY wAp Z ! '--' M " , I A U I . I .j Mz. 1. 1 .1 Ih. N.1 .1-1 .1 w. A 14 Ih, x /Z r F.r Idd V —aG 1.1 VD ,h he r 9 � g I. 'p (C .b. 1., 11 T— `7 J h _ 'T 'No" 4 J.L AUTREY AMMON AH 'MT TO THE K N fflw Am Mc ,MT IM—, �5, .1 U.' -1.� h. .1 — ----- — 27 1— ALL P—E.12 N n T 6 IIIAD IN e Br, rq, p— UK N,2. � gib, I r..— ...w.,. � I J.L "m, �Ilmw L", Ill ocK 4 ag, u M " , I A U I . I .j Mz. 1. 1 .1 Ih. N.1 .1-1 .1 w. A 14 Ih, x /Z r F.r Idd V —aG 1.1 VD ,h he r 9 � g I. 'p (C .b. 1., 11 T— `7 J h _ 'T 'No" 4 J.L AUTREY AMMON AH 'MT TO THE K N fflw Am Mc ,MT IM—, �5, .1 U.' -1.� h. .1 — ----- — 27 1— ALL P—E.12 N n T 6 IIIAD IN e Br, rq, p— UK N,2. 'T 'No" 4 J.L AUTREY AMMON AH 'MT TO THE K N fflw Am Mc ,MT IM—, N n T 6 IIIAD IN e Br, rq, p— UK EXCERPT FROM THE MINUTES OF THE AUGUST 2, 20'12 PLANNING AND ZONING COMMISSION MEETING FP 2012 -06 Consideration of a Request from the International Union of Operating Engineers for a Final Plat of Lot 3, Block 4, J.L. Autrey Addition located on 1.741 acres at 4025 Rufe Snow drive Ronnie Bentley, 816 'Willow Woods, Saginaw, TX came forward stating [the Union] purchased the property in front of the building from the City after the water tower was removed. [The Union] understands we cannot build anything on it but we put another driveway to move it further south to allow better access to the property. We want to plat the property together to pay taxes on one property. Chairman Shiflet said since he was in the work session about the discussion of the water tower and asked if the organization would be receptive to a historical marker on the site. Mr. Bentley said we plan to have a monument sign and will hire and architect and artist for a sculpture we are proposing for our business. At some point we wouldn't mind having a marker on the property as long as it does not interfere with our sign. Chairman Shiflet said he has done a great job on the improvements to the property. Clayton Comstock came forward stating this is a request for platting these two tracts together under one final plat. They purchased the property from the City where the water tower sat and will continue to do improvements to the site. They participated in the Business Improvement & Growth (BIG) program to improve the look of their fagade. It is now a great model for the B.I.G. progam and we certainly encourage it. They will continue to do some improvements to include landscaping and paving work. They are dedicating a strip of two feet along Rufe Snow as right -of -way to get the full width of Rufe Snow and also ten feet at Glenview Drive. The property that used to be owned by the City does have a lot of underground infrastructure in place and when it was sold to the Union there were stipulations that only a driveway, landscaping and a monument sign could be placed there and is reflected on a note on the plat. The Staff recommends approve of this Final Plat. APPROVED Bill Schopper motioned to approve FP 2012 -06 as proposed. The motion was seconded by Mike Benton and passed unanimously (6 -0). M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. C.0 PUBLIC HEARINGS M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. C.1 ZC 2012 -09 Public Hearing and Consideration of a Request from the City of North Richland Hills for a Redevelopment Planned Development [RD -PD] on 3.11 acres at the southeast corner of NE Loop 820 and Rufe Snow Drive - Ordinance No. 3214 Presenter: John Pitstick, Planning and Development Director CASE SUMMARY: North Richland Hills city staff is requesting a zoning change from CS Community Services to RD -PD Redevelopment Planned Development on 3.11 acres owned by the City of North Richland Hills at the southeast corner of Rufe Snow Drive and NE Loop 820. The purpose of the request is to zone the property to accommodate three quality quick - service restaurant pad sites and provide development regulations that will ensure a more comprehensively planned and higher - quality development. EXISTING CONDITIONS: The property under consideration is all the area immediately west of the existing City of North Richland Hills building which previously held the Recreation Center and Library and now houses the administrative offices of the Parks & Recreation Department and Citicable. A gas station used to occupy the hard corner of Rufe Snow and 'NE Loop 820, but the entire area is now vacant. CURRENT ZONING: The Planning & Zoning Commission and City Council approved a zoning change to CS Community Services for this property in November 2011 to help market it for potential private development. Shortly after, discussions began with two quality quick - service restaurant establishments —Taco Cabana and In -N -Out Burger — and Site Plans are well into the staff review process. PLAT STATUS: The property is currently platted as Lot 2A and a portion of Lot 1 R, Block 25, Snow Heights Addition as well as a strip of unused Right -Of -Way. Staff will be sending a Replat forward for approval at a later date. The Replat will create three pad site lots of about 1 acre each. COMPREHENSIVE PLAN: The Comprehensive Plan depicts "Retail" uses for this area. The Retail Land Use is intended to permit a variety of retail trade, personal and business services establishments and offices. The proposed zoning regulations in the drafted PD ordinance are consistent with the Comprehensive Plan. THOROUGHFARE PLAN: The property has frontage on NE Loop 820 which is currently under reconstruction as part of the North Tarrant Express (NTE) project for widening that roadway. The property also has street frontage on Rufe Snow Drive, a four -lane undivided minor arterial (M4U). Additional access to this property is being provided by an extension of Larue Circle. Upon completion of the extension to Larue, access to Rufe Snow will be provided at both Corona and Larue Circle. [- '1lJ:JI :T9111► I I] I ► [wlki7:1 I ► "A W_l:l 1V&_1 =6 North: ROW (NE Loop 820) West: HC Heavy Commercial 1 Retail South: R -2 Single Family/ Low Density Residential East: CS Community Services 1 Commercial CASE REVIEW: The proposed PD Regulations (attached) serve two main purposes: (1) to limit the permitted uses on the property to restaurant uses only; and (2) to create a more comprehensively planned development that respects the residential neighbors to the south and begins the implementation of the 2007 Loop 820 Corridor Plan through higher quality development standards. As such, the following development standards are addressed: 1. Lighting standards are proposed, shielding light sources and limiting light trespass at adjacent residential property lines, among other standards. 2. An eight -foot tall masonry screening wall is required along the residential property line where a minimum six -foot wall would otherwise be required. Design specifications for the wall are also provided, so it may be consistent across the entire development. 3. Specific landscape materials and placement criteria are identified for the street landscape setbacks and the residential buffer setback, ensuring a more comprehensively - planned look for the development. 4. Architectural requirements normally required for buildings over 10,000 square feet will apply to any building within this PD. This ensures a higher quality standard of construction and aesthetics. 5. "Corridor Design Monuments," which are three -foot tall masonry bollards or pedestals, are 'being required as an implementation of the 2007 Loop 820 Corridor Plan's recommendation for an identifiable, repetitive masonry element along the corridor. Both Taco Cabana and In -N -Out Burger have already agreed to staff's request for these monuments. 8. An Illustrative Concept Plan is attached to the PD Regulations which will govern the placement of drives, buildings, etc. As the PD is currently drafted, if a Site Plan proposal meets the intent of the Concept Plan and the regulations of the PD Ordinance, it will be eligible for administrative approval by staff. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of ZC 2012 -09. STAFF RECOMMENDATION:. Approval of Ordinance No. 3214, ZC 2012 -09. c NE Loop 823 AERIAL PHOTO do Wi ° • _ Y ir l ' R_J 'fir r�`�PR � •� .,fi wW' _. J � �_ I� � 1 �� ,� �\ i iN7 c❑rana Dr_ % •wry '-�,. E � a Meadow Lakes ❑r r LOCATION MAP PROPERTY OWNER NOTIFICATION NOTICE OF PUBLIC HEARING x CITY OF NORTH RICHLAND HILLS it ;..G PLANNING AND ZONING COMMISSION Te�S AND CITY COUNCIL Case Number: ZC 21112 09 Applicant: The City of North Richland Hills Location: Southeast Corner of NE Loop 820 & Rufe Snow Dr You are receiving this notice because you are a property owner of record within 200 feet of the property shown on the attached map. Purpose of Public Heari A Public Hearing is being held to Consider a request from The City of North Richland Hills for a Redevelopment Planned Development (RD -PD) at the southeast corner of NE Loop 8213 and Rufe Snow Drive. The general purpose of the RD -PD is to limit uses to restaurants only and provide development regulations beyond the City's typical requirements. Public Hearing Schedule: Public Hearing Dates: PLANNING AND ZONING COMMISSION THURSDAY, AUGUST 2, 2012 If recommended for approval by the Planning and Zoning Commission, this zoning request will be heard by the City Council on: CITY COUNCIL MONDAY, AUGUST 13, 2012 Both Meeting Times: 7:00 P.M. Both Meeting Locations: CITY COUNCIL CHAMBERS 7301 N. E. LOOP 820 NORTH RICHLAND HILLS, TEXAS If you have any questions or wish to submit a petition or letter concerning the above request, please contact: Planning Department - City of North Richland Hills 7301 Northeast Loop 620 North Richland Hills, Texas 76180 Phone (817} 427 -6300 Fax(817)427-6303 LIST OF NOTIFIED PROPERTY OWNERS Pack Properties Vision Patners LLC Rodriguez, Betty Etvir Johnny PO Box 110098 Attn: Amy J Liebau 8721 Larue Cir Carrollton Tx 75011 -0098 150 N Market St NRH Tx 76180-7923 Wichita Ks 67202 -1900 Chamblee, Virginia M. 6700 Corona Dr Fort Worth Tx 76180 -7908 Cason, Darryl W Etux Barbara A 6724 Corona Dr Fort Worth Tx 76186 -7910 Sloan, Gerald C 6720 Corona Dr Fort Worth Tx 78180 -7910 Sutton, Jeffrey G & Julie M 6716 Corona Dr NRH Tx 76180 -7910 lzquierdo, Angel R Etux Rose L 6733 Corona Dr NRH Tx 76180 -7909 Duncan, Steven L Etux Sherry C 6721 Coruna Dr Fart Worth Tx 75180 -7909 Hargrave, Jennifer C 6732 Corona Dr NRH Tx 76180 -7907 Cato, Jas F 6733 Parkwocd Dr NRH Tx 76182-7645 Barnett, Gil W 1 519 C reekview Dr Keller Tx 76248 -5358 Droguett, Victor M 2 Winstead Ct Trophy Club Tx 76252 -3405 Casten, Jeanne Pace 6725 Corona Dr Fort Worth Tx 76180 -7909 Coleman, Milton S Etux Carmen 6713 Corona Dr Fort Worth Tx 76180 -7909 Antlers, Donna Conn Perez, Julian T Etux Fira 8133 Heritage Place Dr 6705 Corona Dr Fort Worth Tx 76137 -1286 Fort Worth Tx 76180 -7909 ORDINANCE NO. 3214 ZONING CASE ZC 2012 -09 AN ORDINANCE AMENDING THE COMPREHENSIVE PLAN AND THE COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF NORTH RICHLAND HILLS; AMENDING THE ZONING MAP OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, AND REZONING A 3.11 ACRE TRACT OF PROPERTY A RD -PD (REDEVELOPMENT PLANNED DEVELOPMENT) ZONING; ESTABLISHING A PENALTY; PROVIDING FOR PUBLICATION; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, notice of a hearing before the Planning and Zoning Commission was sent to real property owners within 200 feet of the property herein described at least 10 days before such hearing; and, WHEREAS, notice of a public hearing before the City Council was published in a newspaper of general circulation in the City at least 15 days before such hearing; and, WHEREAS, public hearings to zone the property herein described were held before both the Planning and Zoning Commission and the City Council, and the Planning and Zoning Commission has heretofore made a recommendation concerning the zone change; and, WHEREAS, the City Council is of the opinion that the zone change herein effectuated furthers the purpose of zoning as set forth in the Comprehensive Zoning Ordinance and is in the best interest of the citizens of the City of North Richland Hills; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: Section 1: THAT the Comprehensive Plan, the Comprehensive Zoning Ordinance and the zoning map of the City of North Richland Hills are hereby amended by rezoning a 3.11 acre tract of land located in the City of North Richland Hills, Tarrant County, Texas, more particularly described in the legal description attached hereto as Exhibit A as a Redevelopment Planned Development (RD -PD) zoning district and approving the PD regulations and Concept Plan attached as Exhibits B and C respectively. Section 2: Any person, firm or corporation violating any provision of the Comprehensive Zoning Ordinance as amended hereby shall be deemed guilty of a misdemeanor and upon final conviction thereof fined in an amount not to exceed Two Thousand Dollars ($2,000.00). Each day any such violation shall be allowed to continue shall constitute a separate violation and punishable hereunder. Section 3: The City Secretary is hereby authorized and directed to cause the publication of the descriptive caption and penalty clauses of this ordinance as an alternative method of publication provided by lava. Section 4: This ordinance shall be in full force and effect immediately after passage. 1_1k'IQIdE- '�'1�I�7:I17-11►141] PASSED AND APPROVED on this 13th day of August, 2012. la ATTEST: Patricia Hutson, City Secretary ]11WKS]M0IQ A d:1N[91:1W'_1►1N1:III Oscar Trevino, Mayor f 1, �:tG] ►1 2I IF -11 lr tel to] N k►,1:1► I III I *Y_1 I I rip George A. Staples, City Attorney APPROVED AS TO CONTENT: John Pitstick, Planning & Development Director EXHIBIT A LEGAL DESCRIPTION Moak Surveyors, Inc. Licensed Sale find RQgistered Professional Lan&Surveyors Texas • New Mexico • Arizona • Nevada David W. M yers R.P.LS., LS.LS. John W. Morgan, R.P.L. S. FIELD NOTE DESCRIPTION FOR PROPOSED LOTS 2 -13 d_ ANn 5- BLOCK 25 • Topography • Fore Survey • Land Tifle Surveys • Any Size Boundaries • Conshuc m Staking • PlatduWLand Planning ALL that certain tract or parcel of land situated in the W. W. WALLACE SURVEY, ABSTRACT NO. 1606, Tarrant County, Texas and being a portion of Lot 1 -R, Block 25, SNOW HEIGHTS ADDITION, an Addition to the City of North Richland Hills, Tarrant County, Texas as recorded in Volume 388 -208, Page 89, Plat Records, Tarrant County, Texas and a portion of Lot 2, Block 25, SNOW HEIGHTS ADDITION to the City of North Richland Hills, Tarrant County, Texas as recorded in Volume 388 -130, Page 55 of said Plat Records and also a portion of a tract described in Deed to the City of North Richland Hills as recorded in Volume 3907, Page 574 of the Deed Records, Tarrant County, Texas and being more particularly described by metes and bounds as follows: COMMENCING at a 1/2 inch capped steel rod stamped "MOAK SURV INC" set for the southeast corner of said Lot 1 -R, also being the southwest comer of Lot 3 of said Black 25, SNOW HEIGHTS ADDITION, (Vol. 388 -208, Pg. 89) THENCE North 89 degrees 38 minutes 30 seconds West with the southerly boundary line of said Block 25, 632.60 feet to a 1/2 inch capped steel rod stamped "MOAK SURV INC" set for the southwest corner of proposed Lot 1 -R -1 of said Block 25, also being the PLACE OF BEGINNING of the herein described tract;. THENCE North 89 degrees 38 minutes 30 seconds West with the southerly boundary line of said Block 25, 520.99 feet to a 1/2 inch capped steel rod stamped "MOAK SURV INC" set for the southwest corner of proposed Lot 2 -R of said Block 25, also being in the easterly right -cf -way line of Rufe Snow Drive; Thence North 01 degrees 04 minutes 16 seconds East with said easterly right -cf -way line, at 54.86 feet passing the southerly southeast corner of a tract described in Deed to the State Of Texas as recorded in Document No. D202192276 and Volume 15816, Page 136 of the Deed Records, Tarrant County, Texas and continuing with said easterly right - of -way line, in all 205.88 feet to a 4 inch brass disc stamped "TXDOT" found in the southerly right -cf -way line of Interstate Highway Loop 820; Paue 1 of 2 Job no. 11 -051 1105 Cheek Sparger Road • CoReyvHle, Texas 76 034 415 2 • www moaksunv3mrsxom • Mdro 817 -268 -2211 • Fax $17- 2$24)761 Win berTens Society of PmFemiorel Surveyors &American Congress on Surveying andAf1spJng Moak;'S ;*S, Inc. Licensed d 4gistered Prof es 1,av t1*1rveyors Texas • New Mexico • Arizona • Nevada David W. M yers R.P.LS., LS,LS. John W. Morgan, R.P.L.S. Paae 2 of 2 • Topography • Forensic Survey • Land Tifle Surveys • Any Size Boundaries • Conshuc m Staking • PlatduWLand Planning THENCE with said southerly right -of -way line and said State Of Texas tract as follows: North 45 degrees 14 minutes 55 seconds East, 54.27 feet to a 4 inch brass disc stamped "TXDDT" found; North 87 degrees 45 minutes 27 seconds East, 147.55 feet to a 4 inch brass disc stamped "TXDOT" found; North 83 degrees 18 minutes 34 seconds East, 10.97 feet to a 1/2 inch steel rod found in the westerly boundary line of said Lot 1 -R, also being the southwest corner of a proposed unrecorded right -of -way description to the State Of Texas fcrthe southerly right -of -way line of Interstate Highway Loop 820; THENCE with said proposed southerly right -cf -way line as follows: North 83 degrees 16 minutes 14 seconds East with said proposed right -of -way line, 284.78 feet to a pk nail found for the beginning of a curve to the right, from which the center bears South 03 degrees 02 minutes 00 seconds East, at 5233.85 feet; Northeasterly continuing with said pro posed right -of -way line and with said curve to the right, having an arc length of 37.32 feet, a central angle of 00 degrees 24 minutes 31 seconds and chord bearing of North 87 degrees 10 minutes 15 seconds East, at 37.32 feet to a pk nail set for the northeast corner of said proposed Lot 4; Thence South 00 degrees 01 minutes 57 seconds East with the proposed westerly boundary line of said proposed Lot 1 -R -1, 289.57 feet the PLACE OF BEGINNING and containing 3.1095 acres of land, more or less as surveyed by Moak Surveyors, Inc.. Job no. 11 -D51 1105 Cheek Sparger Road • CoReyvHle, Texas 760314152 • www moaksunv3mrsxom • Mdro 817 -268 -2211 • Fax 817- 2$2-0701 Win berTens Society of PmFemiorel Surveyors &American Congress on Surveying and PdbpJng EXHIBIT B Redevelopment Planned Development (RD -PD) District Land Use and Development Regulations for Lots 2R, 4 & 5, Block 25, Snow Heights Addition North Richland Hills, Texas This Redevelopment Planned Development (RD -PD) District shall adhere to all the conditions of the North Richland Hills Code of Ordinances, as amended, and adopt a "base district" of "CS" Community Service District. The following regulations shall be specific to this RD -PD District. Where these regulations conflict with or overlap another ordinance, easement, covenant or deed restriction, the more stringent restriction shall prevail. I. ZONING A. Permitted Land Uses. Uses in this RD -PD shall be limited to the following: 1. Restaurant, including dine -in, drive - through, and take out restaurants. B. Development Regulations. This RD -PD shall follow the development regulations of the "CS" Community Service District, with the following additions and exceptions: 1. Screening Wall. A masonry screen wall which meets the standards described in the Public Works Design Manual shall be required along all property lines of the District which abut developed, residentially -zoned properties. Said wall shall share the common lot line with adjacent residential properties where feasible. Said wall shall be a double- sided, decorative concrete wall appearing to be constructed of Lueders Limestone applied in an ashlar masonry pattern. Columns shall be 20" by 20" and wall panels shall be twelve foot (12') wide, eight foot (8') tall and 4 /a" thick. 2. Applicability of Architectural Requirements. Unless otherwise noted in this Ordinance, Section 118 -692 of the Zoning Ordinance of North Richland Hills shall apply to all fagades of all buildings in the District, regardless of building size or facade orientation. 3. Building Material Limitations. Tinted and/or textured split -face concrete masonry units shall be limited to a maximum of twenty percent (20 %) of each facade area. The use of smooth -faced concrete masonry units and exposed tilt -up concrete panels not adorned or veneered with a combination of brick or stone at least 1 inch in thickness shall be prohibited. 4. Alternative Building Material Allowances. Reinforced EIFS (Exterior Insulation Finishing System) shall be permitted a maximum of fifteen percent (15 %) of each facade area. No such area may encroach closer than eight feet (8') from the adjacent grade level. 5. Dumpster Enclosures. Dumpster enclosures shall be constructed with a brick, stone or alternating bands of tinted and /or textured split -face concrete masonry unit (CMU) with mudded joints and shall be equipped with solid metal gates to be closed at all times, except during loading and unloading of refuse. 6. Lighting. The following lighting standards shall be required in this RD -PD District: a. Light Roles. All poles used for the support of lights or luminaires shall be metal and of a neutral color tone. Permitted Prohibited b. Shielded Light Source Required. All luminaires located in this District shall be designed so that the light source (bulb or lamp) is completely T y� cal "Shoe brFutuce Typical "Nall Pk Fatue" Shielded from direct view of at a r point three feet (3') above grade on , the southern lot line. OWaAue Fefle[i4rIL�PlrtsidCl Ty}sul°Bam tigh!" In all other instances, the light .f source must be completely shielded from direct view of at a point six feet (6') above grade on the lot line. { Area Fluod LIgM A— Ff dL"ght wM H- d6hi6d See illustration (right) for examples. b. Light Trespass Limitation. All luminaires located in this District shall be designed or positioned so that the maximum illumination at the southern property line shall not exceed one - quarter (1/4) foot - candle and shall not exceed one -half (1/2) foot- candle to the pavement of Rufe Snow Drive or Interstate Loop 820. C. ,parking Lot and Internal Drive Lighting. Any open area used for motor vehicle parking, storage or access may be illuminated with freestanding luminaires. Said luminaires are permitted to be a maximum of thirty feet (30') in height, except luminaires located within one hundred feet (100') of the southern property line shall be a maximum of twenty feet (20'). d. Sign Illumination. Externally illuminated signs, advertising displays, building identification, and monument signs shall use top mounted light fixtures which shine light downward and which are fully shielded or upward with pin- pointed light which are fully shielded. e. Building Illumination. Building facades and architectural features of buildings may be floodlighted when the following conditions are met: 1) Floodlight fixtures are equipped with shields and are located so as to limit the fixture's direct light distribution to the facade or feature being illuminated; 2) The configuration of the floodlight installation shall block all view to the floodlight fixture's lamps from adjacent properties; and 3) The maximum luminance of any floodlighted surface does not exceed the foot - candles specified in the Illuminating Engineering Society of North America Lighting Handbook for floodlighting surfaces. f. Light Temperature and Color Rendition. Parking Lot and internal drive luminaires shall have a temperature between 3,500 and 5,000 degrees and a color rendering index of 70 or greater. g. Prohibited Lights. The following light fixtures and luminaires shall be prohibited in this District: 1) "Cobra head" type lighting fixtures having dished or "drop" lenses or refractors; 2) Flickering or flashing lights; and 3) High pressure sodium lights. 7. Administrative Approval of Site Plans. Site plans which comply with all development - related ordinances and this Ordinance, and which meet the conceptual district layout attached hereto and included herein as Exhibit A, "Concept Plan," shall be administratively approved by the staff Development Review Committee. Significant deviations from the Concept Plan, as determined by the City Manager or his/her designee, shall require City Council approval of a revision to this Nonresidential Planned Development. 1I0Wsr►>I.1Y -r: 110110 C. Unless otherwise provided below, all landscaping shall conform to Chapter 114 of the North Richland Hills Code of Ordinances. D. Loop 820 Buffer Yard Regulations. The fifteen foot (15') landscape buffer along Interstate Loop 820 and Rufe Snow Drive shall contain the following plant material per fifty (5 0) linear feet of buffer area, excluding area for access driveways: 1. One (1) Bur Oak (Quercus macrocarpa) tree, minimum three inch (3 ") caliper and minimum ten feet (10') tall at planting. Trees should be spaced on fifty foot (50') centers and five feet (5') from the property line. N Fifteen (15) Switch Grass `Heavy Metal' (Fanicum virgatum `Heavy Metal') shrubs. Shrubs should be spaced on 36 inch centers and set back twelve feet (12') from the 6' m albr^ d erwpr. property line. 3. One (1) masonry monument that meets the dimensions provided to right. Monuments shall be spaced fifty feet (50') on center, set back ten feet (10') from the property line and shall meet the general placement as shown on the Concept Plan. -ncnw Paaem E. Residential Buffer Yard Regulations. The fifteen foot (15') landscape buffer along the southern property boundary of the District shall contain the following plant material per thirty (30) linear feet of buffer area: 1. Minimum of one (1) evergreen tree, minimum three inch (3 ") caliper and ten feet (10') tall at planting to meet the Large Tree requirement of Section 114- 72(c)(2). 2. Minimum of eight (8) five gallon Gulf Stream Nandina (Nandina Domestica `Gulf Stream') shrubs. 3. Minimum of ten (10) three gallon Mexican Feather Grass (Nassella tenussim) grass shrubs. Iley14 A. All signs in this District — including pole /pylon signs, monument signs, permanent signs, temporary signs, menu -board signs, internal wayfinding sings, etc. —shall conform to Chapter 106 of the North Richland Hills Code of Ordinances. EXHIBIT C CONCEPT PLAN � \ � � � s � � / / ' � .. " -- n� / . . . | | CORONA DR. __ /\------ | -- -----� �---'--- EXCERPT FROM THE MINUTES OF THE AUGUST 2, 2412 PLANNING AND ZONING COMMISSION MEETING B.6. ZC 2012 -09 Public Hearing and Consideration of a Request from the City of North Richland Hills for a Redevelopment Planned Development (RD -PD) on 3.11 acres at the southeast corner of NE Loop 824 and Rufe Snow Drive Clayton Comstock came forward representing the City of North Richland Hills with a request for zoning change on the southeast corner of Rufe Snow Drive and Northeast Loop 820 which is currently zoned CS. That zoning came before P &Z about a year ago to market the property for sale to a retail establishment to put the property back on the tax rolls. The zoning change was successful and there are number of interests in the property. The zoning change this evening for RD -PD is for the purpose of limiting the uses and making higher development standards for the property to ensure the residents that are adjacent are satisfied and that the properties along Northeast Loop 820 have a higher quality development standard. Mr. Comstock said the proposed PD Regulations serve two main purposes: (1) to limit the permitted uses on the property to restaurant uses only; and (2) to create a more comprehensively planned development that respects and residential neighbors to the south and begins the implementation of the 2007 Loop 820 Corridor Plan through higher quality development standards including lighting standards, 8 ft. masonry screening wall along residential property line, landscaping, higher architectural requirements, corridor design monuments along property and illustrative concept plan attached to the PD's regulations. Staff recommends approval. Chairman Shiflet asked if the center development and there was a discussion regarding the conceptual plan presented and what the final plans would be 'like. Chairman Shiflet opened the Public Hearing and asked if anyone wished to speak for or against. Julian Perez, 6705 Corona, NRH, came forward with concerns about his property. He asked if there would be a wall on west side of Rufe Snow. Chairman Shiflet said this proposal tonight is to add an extra layer of protection for the neighborhood and not to be any impact on their property. The 8 ft. fence, landscape buffer and lights pointed away from their homes will not cause an impact to their property. No wall is planned for the west side of the property. Glenn Hargrave, 6732 Corona, NRH, asked about the egress shown on the site plan off Corona. Chairman Shiflet said the City has purchased a house on LaRue with the intent of putting a connection through to come around Rufe Snow and go left. We discussed in the Work Session that we strongly encourage a light at that intersection to so south on LaRue. The Public Hearing was closed and motion was made. APPROVED Kathy Luppy motioned to approve ZC 2012 -09 as proposed. The motion was seconded by Mark Haynes and passed unanimously (6 -0). M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. C.2 ZC 2012 -08 Public Hearing and Consideration of a Request from Dustin Austin for a Zoning Change from AG Agricultural to R -2 Single Family on 2.358 acres in the Stephen Richardson Survey, Abs. No. 1266 at 8801 Rumfield Rd. - Ordinance No. 3213 Presenter: John Pitstick, Planning and Development Director CASE SUMMARY: On behalf of property owners O.G. and Linda Tobias, Our Country Homes is requesting approval of a zoning change from AG Agricultural to R -2 Single Family for a small residential subdivision of five lots on 2.358 acres located at 8801 Rumfield Road. PLAT STATUS: This parcel is currently unplatted and described as Tract 18 of the Stephen Richardson Survey, Abstract No. 1266. A Preliminary Plat was approved by the Planning & Zoning Commission on August 2, 2012 and the Final Plat for "Lots 6 -10, Block 1, Taylor's Place" is being considered by City Council in conjunction with this zoning change request. "Taylor's Place" is a subdivision of 5 lots already platted to the north of this property. EXISTING CONDITIONS: The property is vacant and undeveloped. COMPREHENSIVE PLAN: The Comprehensive Plan depicts "Low Density Residential" for this area. The proposed zoning is consistent with the Comprehensive Plan. THOROUGHFARE PLAN: The property has frontage on Kirk Road and Rumfield Road. Kirk Road is designated as an R2U Local Street. Rumfield Road is designated as a C2U Collector Street. Adequate right -of -way either exists already or is being dedicated by this plat. E-'ilJ N Z191 R I IJ 1► leiWl' l I ► "A R,1►191 6-1 North: R -1 -S Single Family/ Low Density Residential East: R-1 -S Single Family/ Low Density Residential South: AG Agricultural / Low Density Residential (Across Rumfield Road) West: AG Agricultural / Low Density Residential (Across Kirk Road) PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of ZC 2012 -08. STAFF RECOMMENDATION: Approval of Ordinance No. 3213, ZC 2012 -08. LOCATION MAP Ia IY Kirk Ln i a uu 1,1 =101_1 m:i:19111101 Rumfifia Hd I PROPERTY OWNER NOTIFICATION �cr NOTICE OF PUBLIC HEARING CITY OF NORTH RICHLAND HILLS =n PLANNING AND ZONING COMMISSION AND CITY COUNCIL Case Number: ZC 2012- 88 Applicant: Dustin Austin Location: 8801 Rumfield Road You are receiving this notice because you are a property owner of record within 200 feet of the property shown on the attached map. Purpose of Public Hearing: A Public Hearing is being held to Consider a request from Dustin Austin for a zoning change from AG Agricultural to R -2 Single Family Located at 8801 Rumfield Read. Public Hearing Schedule: Public Hearing bates: PLANNING AND ZONING COMMISSION THURSDAY, AUGUST 2, 2012 if recommended for approval by the Planning and Zoning Commission, this zoning request will be heard by the City Council on: CITY COUNCIL MONDAY, AUGUST 13, 2012 Both Meeting Times: 7:00 P.M. Both Meeting Locations. CITY COUNCIL CHAMBERS 7301 N. E. LOOP 820 NORTH RICHLAND HILLS, TEXAS If you have any questions or wish to submit a petition or letter concerning the above request, please contact: Pianning Department - City of North Richland Hills 7301 Northeast Loop 820 North Richland Hills, Texas 76180 Phone (817) 427 -6300 Fax (817) 427 -6303 LIST OF NOTIFIED PROPERTY OWNERS Redelsperger, David Etux Shu Spradling, Larry Etux Peggy Dorasami, Raman Etux 7532 Kirk Rd 7528 Kirk Rd Shannon NRH Tx 761 82 -7440 NRH Tx 76182 -7440 7524 Kirk Rd NRH Tx 76182 -0600 Bellows, Bonnie A 8712 Kirk Ln Fort Worth Tx 76182 -7424 Blackburn, Barrett L Etux Jenn 3537 Landy Ln Richland Hills Tx 76118 -5950 Easley, Alan R Etux E Gail 8709 Rumfield Rd Fart Worth Tx 76182 -6130 Tobias, Q G Etux Linda 8076 Steep Hollow Rd Bryan Tx 77B08 -7680 Loibl, Benjamin Etux Ann 8908 Kirk Ln N Richlnd Hls Tx 76182 -7508 Caswell, Berwyn Etux Marjorie 8900 Kirk Ln Fart Worth Tx 76182 -7508 Ly, Pace Etux May Vang 8805 Rumfield Rd N Richlnd His Tx 76182 -6156 Figueroa, Cristi A Etvir Ricar 8804 Kirk Ln NRH Tx 75182 -7502 Burge, Karl R 1600 Village Dr Apt 517 Euless Tx 76039 -5671 Melgoza, Adrian Etux Maribel McCarty, C .lack & Dana 7432 Eden Rd' 8800 Rumfield Rd NRH Tx 76182 -3208 NRH Tx 76182 -6131 ORDINANCE NO. 3213 ZONING CASE ZC 2012 -08 AN ORDINANCE AMENDING THE COMPREHENSIVE PLAN AND THE COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF NORTH RICHLAND HILLS; AMENDING THE ZONING MAP OF THE CITY OF NORTH RICHLAND HILLS, TEXAS, AND REZONING A 2.358 ACRE TRACT OF PROPERTY FROM AG (AGRICULTURAL) TO R -2 (SINGLE FAMILY RESIDENTIAL) ZONING; ESTABLISHING A PENALTY; PROVIDING FOR (PUBLICATION; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, notice of a hearing before the Planning and Zoning Commission was sent to real property owners within 2001 feet of the property herein described at least 10 days before such hearing; and, WHEREAS, notice of a public hearing before the City Council was published in a newspaper of general circulation in the City at least 15 days before such hearing; and, WHEREAS, public hearings to zone the property herein described were held before both the Planning and Zoning Commission and the City Council, and the Planning and Zoning Commission has heretofore made a recommendation concerning the zone change; and, WHEREAS, the City Council is of the opinion that the zone change herein effectuated furthers the purpose of zoning as set forth in the Comprehensive Zoning Ordinance and is in the best interest of the citizens of the City of North Richland Hills; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: Section 1: THAT the Comprehensive Plan, the Comprehensive Zoning Ordinance and the zoning map of the City of North Richland Hills are hereby amended by rezoning a 2.358 acre tract of land located in the City of North Richland Hills, Tarrant County, Texas, more particularly described in the legal description attached hereto as Exhibit A and the site plan as Exhibit B from AG (Agricultural) to R -2 (Single Family Residential) zoning. Section 2: Any person, firm or corporation violating any provision of the Comprehensive Zoning Ordinance as amended hereby shall be deemed guilty of a misdemeanor and upon final conviction thereof fined in an amount not to exceed Two Thousand Dollars ($2,000.00). Each day any such violation shall be allowed to continue shall constitute a separate violation and punishable hereunder. Section 3: The City Secretary is hereby authorized and directed to cause the publication of the descriptive caption and penalty clauses of this ordinance as an alternative method of publication provided by lava. Section 4: This ordinance shall be in full force and effect immediately after passage. 1_1k'IQIdE- - I&IOX63017-11►140 PASSED AND APPROVED on this 13th day of August, 2012. la Patricia Hutson, City Secretary ]11WKS]M0IQ A d:1N[91:1W_1►1N1:III Oscar Trevino, Mayor APPROVED AS TO FORM AND LEGALITY: George A. Staples, City Attorney APPROVED AS TO CONTENT: John Pitstick, Planning & Development Director EXHIBIT A BEING A TRACT OF LAND OUT OF THE S. RICHARDSON .SURVEY, ABSTRACT NO. 1266, TARRANT COUNTY, TEXAS, AND BEING A PORTION OF A TRACT OF LAND AS DESCRIBED IN DEED RECORDED IN VOLUME 7454, PAGE 275, DEED RECORDS, TARRANT COUNTY, TEXAS. AND BEING DESCRIBED AS FOLLOWS: BEGINNING AT A 1/2" IRON PIN FOUND IN THE NORTH R.O.W. LINE OF RUMFIELD ROAD FOR THE SOUTHEAST CORNER OF TRACT BEING DESCRIBED, SAID POINT BEING THE SOUTHWEST CORNER OF LOT 1, BLOCK 1, LY ADDITION, AN ADDITION TO THE CITY OF NORTH RICHLAND HILLS. TARRANT COUNTY, TEXAS, ACCORDING TO PLAT RECORDED IN CABINET A, SLIDE 5935, PLAT RECORDS, TARRANT COUNTY, TEXAS: THENCE SOUTH 89 DEGREES 18 MINUTES 53 SECONDS WEST 99,06 FEET ALONG THE NORTH R.O.W. LINE OF .SAID RUMFIELD ROAD TO A 1/2: IRON PIN FOUND FOR THE BEGINNING OF A CURVE TO THE LEFT WITH A RADIUS OF 1030.00 FEET: THENCE SOUTHWESTERLY ALONG SAID R.Q.W. AND CURVE TO THE LEFT 152.91 FEET TO A 1/2" IRON PIN FOUND FOR THE END OF SAID CURVE, WHOSE CHORD BEARS 82.59 FEET SOUTH 87 DEGREES 00 MINUTES 31 SECONDS WEST; . THENCE SOUTH 84 DEGREES 42 MINUTES 10 SECONDS WEST 94.22 FEET AND CONTINUING ALONG SAID R.O.W. TO A 1/2" IRON PIN FOUND FOR THE BEGINNING OF A CURVE TO THE RIGHT WITH A RADIUS OF 870,40 FEET; THENCE SOUTHWESTERLY ALONG SAID R.O.W. AND CURVE TO THE RIGHT 61.78 FEET TO A 1/2" IRON .PIN FOUND FOR THE END OF SAID CURVE, WHOSE CHORD BEARS 61.77 FEET SOUTH 86 DEGREES 31 MINUTES 38 SECONDS WEST; THENCE SOUTH 88 DEGREES 21 MINUTES 08 SECONDS WEST 28.08 FEET AND CONTINUING ALONG SAID R.O.W. TO A 1/2" IRON PIN FOUND FOR THE SOUTHWEST CORNER OF TRACT BEING DESCRIBED; THENCE NORTH 46 DEGREES 34 MINUTES 24 SECONDS WEST 14,02 FEET TO A 1/2" IRON PIN FOUND IN THE EAST R.O,W. LINE OF KIRK LANE FOR THE MOST WESTERLY SOUTHWEST CORNER OF TRACT BEING DESCRIBED; THENCE NORTH 01 DEGREES 36 MINUTES 16 SECONDS WEST 79.61 FEET ALONG THE EAST R,O.W, LINE OF SAID KIRK LANE TO A 1/2" IRON PIN FOUND FOR CORNER OF TRACT BEING DESCRIBED: THENCE NORTH 89 DEGREES 58 }MINUTES 04, SECONDS WEST 10.18 FEET TO A CAPPED IRON PIN SET IN THE EAST LINE OF SAID KIRK LANE FOR CORNER OF TRACT BEING DESCRIBED; THENCE NORTH 00 DEGREES 00 MINUTES 05 SECONDS EAST 190.40 FEET ALONG THE EAST LINE OF SAID KIRK LANE TO A 5/8" IRON PIN FOUND FOR THE: NORTHWEST CORNER OF TRACT BEING DESCRIBED; THENCE SOUTH 89 DEGREES 28 MINUTES 16 SECONDS EAST 9.26 FEET TO A CAPPED IRON PIN (FULTON) FOUND IN THE EAST R,O.W. LINE OF KIRK LANE FOR THE SOUTHWEST CORNER OF LOT 4, BLOCK 1, TAYLOR'S PLACE, AN ADDITION TO THE CITY OF NORTH RICHLAND HILLS, TARRANT COUNTY, TEXAS, ACCORDING TO PLAT RECORDED IN CABINET A, SLIDE 11323, PLAT RECORDS, TARRANT COUNTY, TEXAS, AND CONTINUING ALONG THE SOUTH LINE OF SAID LOT 4, BLOCK 1, TAYLOR'S PLACE IN ALL 122.43 FEET TO A CAPPED IRON PIN (FULTON) FOUND FOR CORNER OF TRACT BEING DESCRIBED. SAID POINT BEING THE SOUTHEAST CORNER OF SAID LOT 4, BLOCK 1, TAYLOR'S PLACE AND FOR THE SOUTHWEST CORNER OF A TRACT OF LAND AS DESCRIBED IN DEED RECORDED IN COUNTY CLERKS NO. D204131258, DEED RECORDS, TARRANT COUNTY, TEXAS: THENCE SOUTH 69 DEGREES 34 MINUTES 16 SECONDS EAST 255,89 FEET ALONG THE SOUTH LINE OF SAID TRACT OF LAND AS DESCRIBED IN DEED RECORDED IN COUNTY CLERKS NO. D204131258 TO A 5/8" IRON PIN FOUND IN THE WEST LINE OF SAID LOT 1, BLOCK 1, LY ADDITION FOR THE NORTHEAST CORNER OF TRACT BEING DESCRIBED AND FOR THE SOUTHEAST CORNER OF SAID TRACT, OF LAND AS DESCRIBED IN COUNTY CLERKS NO. 020413125B; THENCE SOUTH 00 DEGREES 04 MINUTES 30 SECONDS WEST 257.77 FEET ALONG THE WEST LINE OF SAID LOT 1, BLOCK 1, LY ADDITION TO THE POINT OF BEGINNING AND CONTAINING 2.358 ACRES OF LAND, MORE OR LESS EXHIBIT B M we s : as I , 6i !mwrrr war -- — 7ONED AG q FROPOSED 20NINC R -2 2.358 ACRES R d nTI] 0.i 6be'R• _S m _ �xn�xr er PPGMrrJ,i�c ( .• wv: flt 95.OJ ��.�.w. ._,.� W �; �' ° pq • pe�� CU•SeT x'31 I �,� � 5�'srva'a �_�ys•w - - - - ve I n 3TFPB6N RfL'ffAFASON SYRVfY -- - � - - � RrJp{r �LD m` A SIM SVRVaY -- nasrRnrr .. q AM ZONING EXHIBIT ZONED AC RE'QUEST'I,'Vu 'LONE R -2 2.358 ACRE TRACT our or Me STRF1d.6N RICHARDSON SURVEY, ABSTRACT NO, 1281 LOTS 6— IO, BLOCK 9 TAYLOR'S PLACE ' _ f ,— EXCERPT FROM THE MINUTES OF THE AUGUST 2, 2012 PLANNING AND ZONING COMMISSION MEETING ZC 2012 -08 Public Hearing and Consideration of a Request from Dustin Austin for a Zoning Change from AG Agricultural to R -2 Single Family on 2.358 acres in the Stephen Richardson Survey, Abs. No. 1266 at 8801 Rumfield Rd. Chairman Shiflet said we will hear the next three cases together and vote separately on them. Dustin Austin, 6505 Rock Springs Drive, N'RH, came forward as the applicant requesting the Zoning, Preliminary and Final Plat for the five R -2 lots. Clayton Comstock came forward stating the property is located at the northeast corner of Kirk Road and Rumfield Road just south to what is currently platted at Taylor's Place. It is currently zoned AG Agricultural and the applicant is requesting R -2 Single Family Residential. The Preliminary and Final Plat will have two lots —Lots 9 and 10— fronting Rumfield Road. Lots 6, 7 and 8 will front Kirk Road and their driveways will be off of Kirk Road. Staff recommends approval of all three cases; it is consistent with the land use plan which shows low density residential in this area. Chairman Shiflet opened the Public Hearing on ZC 2012 -08 and asked if anyone wished to speak on this item. Seeing none he closed the Public Hearing and entertained a motion. APPROVED Mark Haynes motioned to approve ZC 2012 -08 as proposed. The motion was seconded by Mike Benton and passed unanimously (6-0). M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. D.a PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. D.1 FP 2012 -07 Consider a Request from Dustin Austin for a Final Plat of Lots 6 -10, Block 1, Taylor's Place Addition located on 2.358 acres at 8801 Rumfield Rd. Presenter: John Pitstick, Planning and Development Director CASE SUMMARY: On behalf of property owners O.G. and Linda Tobias, Our Country Homes is requesting approval of a Final Plat for a small residential subdivision of five lots on 2.358 acres located at 8801 Rumfield Road. CURRENT ZONING: This parcel is currently zoned AG Agricultural, but a zoning change request for R -2 Single Family is being considered in conjunction with this Final Plat request. PLAT STATUS: This parcel is currently unplatted and described as Tract 18 of the Stephen Richardson Survey, Abstract No. 1268, a single 2.358 acre parcel. "Taylor's Place" is a subdivision of 5 lots already platted to the north of this lot. EXISTING CONDITIONS: The property is vacant and undeveloped. COMPREHENSIVE PLAN: The Comprehensive Plan depicts "Low Density Residential" for this area. The proposed lot sizes and subdivision configuration is consistent with the Comprehensive Plan. THOROUGHFARE PLAN: The property has frontage on Kirk Road and Rumfield Road. Kirk Road is designated as an R2U Local Street. Rumfield Road is designated as a C2U Collector Street. Adequate right -of -way either exists already or is being dedicated by this plat. SURROUNDING ZONING / LAND USE: North: R -1 -S Single Family/ Low Density Residential East: R-1 -S Single Family/ Low Density Residential South: AG Agricultural / Low Density Residential (Across Rumfield Road) West: AG Agricultural / Low Density Residential (Across Kirk Lane) ROUGH PROPORTIONALITY: The public improvements necessary for the Subdivision include the installation of water and sanitary sewer facilities. The construction of these public infrastructure items is required for the development of the Subdivision as proposed by the developer. Therefore, the developer will be required to assume 100% of the amount required for such public infrastructure improvements which will be indicated on the final approved public infrastructure construction plans for the Subdivision. In addition, the Subdivision will have an impact on the existing public Right -Of -Way ( "ROW "). As such, the developer will be responsible for the dedication of additional ROW, and the following: Addition Frontage (Lot 1): 273 LF Number of Driveways: 3 Driveway Width: 12 ft Item Unit Qty. Curb & Gutter LF 237 Concrete Sidewalk (4` wide) SY 110 Unit Price % Assessed Total $ 15.00 100.0% $ 3,555.00 $ 33.00 100.0% $ 3,630.00 Total $ 7,185.00 Such amount ($7,185.00) is roughly proportionate to the proposed Subdivision. Therefore, the developer will be required to either construct the required improvements (per current minimum City standards) or assume 100% of the amount ('$7,185.00) required for such infrastructure improvements. This cost is valid for six months from the date of issue of this memo. The above determination of proportionality is made pursuant to Section 212.904, Texas Local Government Code by the undersigned professional engineer in the employ of the City of North Richland Hills, licensed by the State of Texas. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 8 -0 to recommend approval of FP 2012 -07. STAFF RECOMMENDATION: Approval of FP 2012 -07. LOCATION MAP I to Kirk Ln i Rum field Rd � 1 LU AERIAL PHOTO N r FINAL PLAT EXHIBIT WE s RL �^ -spi l I 81 a.� � I I -- sssraret 1 - -- - - m� - - - -- I I .w.'. 1. L �..- - - - - -- - -- 4 1. - - — °- - - - - -- carfxrn•uer ------- ---� -- Is �I .$ L VAr Is a �,'n) 1 �n.t �g � o f emrr i I I t I I - - LUCAS' s 9ces � � RTIMPl�'T17 Rya 9 �.,s. Bzn+, I i m >u ° S n� w.m�xr Iv45 ABSTftCCr Nn. f,TBb �� .a .r� q u K m t, w,« aT- FINAL PLAT LOTS 8 fO, BLOCK 7 TA YL OR' S PLA CE EXCERPT FROM THE MINUTES OF THE AUGUST 2, 2012 PLANNING AND ZONING COMMISSION MEETING Chairman Shiflet said we will hear the next three cases together and vote separately on them. Dustin Austin, 6505 Rock Springs Drive, NRH, came forward as the applicant requesting the Zoning, Preliminary and Final Plat for the five R -2 lots. Clayton Comstock came forward stating the property is located at the northeast corner of Kirk Road and Rumfield Road just south to what is currently platted at Taylor's Place. It is currently zoned AG Agricultural and the applicant is requesting R -2 Single Family Residential. The Preliminary and Final Plat will have two lots —Lots 9 and 10— fronting Rumfield Road. Lots 6, 7 and 8 will front Kirk Road and their driveways will be off of Kirk Road. Staff recommends approval of all three cases; it is consistent with the land use plan which shows low density residential in this area. Chairman Shiflet opened the Public Hearing on ZC 2012 -08 and asked if anyone wished to speak on this item. Seeing none he closed the Public Hearing and entertained a motion. ZC 2012 -08 Public Hearing and Consideration of a Request from Dustin Austin for a Zoning Change from AG Agricultural to R -2 Single Family on 2.358 acres in the Stephen Richardson Survey, Abs. No. 1266 at 8801 Rumfield Rd. APPROVED Mark Haynes motioned to approve ZC 2012 -08 as proposed. The motion was seconded by Mike Benton and passed unanimously (6-0). B.4. PP 2012 -03 Consideration of a Request from Dustin Austin for Preliminary Plat of Lots 6 -10, Block 1, Taylor's Place located on 2.358 acres at 8801 Rumfield Rd. APPROVED Mike Benton motioned to approve PP 2.012 -03 as proposed. The motion was seconded by Kathy Luppy and passed unanimously (6 -0). B.S. FP 2012 -07 Consideration of a Request from Dustin Austin for a'Final Plat of Lots 6 -10, Block 1, Taylor's Place Addition located on 2.358 acres at 8801 Rumfield Rd. APPROVED Don Bowen motioned to approve FP 2012 -07 as proposed. The motion was seconded by Mike Benton and passed unanimously (6-0). M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. D.2 FP 2412 -44 Consider a Request from Arcadia Land Partners 25, Ltd for a Final Plat of Ice House Drive located on 2.32 acres in the Tandy K. Martin Survey, Abs. No. 1455 and the Landon C. Walker Survey, Abs. No. 1652 Presenter: John Pitstick, Planning and Development Director CASE SUMMARY: Arcadia Land Partners 25, LTD is requesting approval of a Final Plat for the purpose of dedicating a new 1,400 linear foot section of "Ice House Drive" as a 64' public Right -Of -Way. The new section would connect the existing Ice House Drive —which terminates just southwest of the NYTEX Sports Center —to Mid - Cities Blvd and eliminate the need for the unimproved, undedicated Cardinal Lane in the area. The dedication is consistent with the Town Center Regulating & Thoroughfare Plan which shows a "ST- 64 -38" in a similar alignment and location. The total acreage of the dedication is 2.320 acres. The new street will create a new "Neighborhood Center" block and accommodate the new 260 -unit "Enclave" multi - family development currently under Site Plan review by the Development Review Committee (DRC). CURRENT ZONING: This acreage is currently zoned as a "Neighborhood Center" subzone of the TC "Town Center" Zoning District. A Concept Plan for the area east of the lakes — called the "Canal District" by the developer —has been reviewed and approved by the Development Review Committee pursuant to the Town Center approval procedures. A copy of the Concept Plan is attached, which shows the alignment and width of Ice House Drive to be consistent with the plat as proposed. PLAT STATUS: The area of this plat is currently unplatted and described as multiple tracts in the Landon C. Walker Survey, Abstract No. 1652 and the Tandy K. Martin Survey, Abstract No. 1055. EXISTING CONDITIONS: The property is vacant and undeveloped. After DRC review of the applicant's engineering plans and Site Plan, the City permitted the developer to begin early- grading of the site. Once the final plat is approved, public infrastructure installation will commence, followed by the private development once a Final Plat is approved on the multi - family lot. THOROUGHFARE PLAN: As mentioned above, the Town Center Thoroughfare Plan shows a "ST- 64 -38" in this area (plan view at right). The "ST- 64 -38" thoroughfare is intended to accommodate the free movement of traffic in two directions at a maximum design speed of 30 MPH. Parallel parking, a continuous seven foot wide landscape planter strip, and a six foot sidewalk are provided on both sides of the street. Street lights are provided at 140' intervals and street trees are provided at 30' intervals. The alignment of the proposed Ice House Drive is generally consistent with the Town Center Thoroughfare Plan. The obvious deviation is the curvature in the road as it turns northbound from the southwest corner of the NYTEX property. A hard 90- degree angled L- intersection was also eliminated with the proposed alignment to allow for freer flowing movement. s l yi SURROUNDING ZONING 1 LAND 'USE: The entire area adjacent to this proposed Ice House Drive section is within the Town Center Zoning District; and nearly all of it is within the "Neighborhood Center" subzone. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of FP 2012 -04. STAFF RECOMMENDATION: Approval of FP 2012 -04, whereby accepting the land as public Right -of -Way. Thoroughfare Plan Alignment Proposed Alignment R..144.78' L- 173.41' a5i "14'30" I I H�9 �� ., R- 102.00' L- 115.25' F es- Cr C 1, 9 �T�84. &5' N3219`17"E 28.01' LOT 1vrn1 cyw $38V8'OB" R 1 E CB 558'23'11 "E ., - ' —. - - C�Tfig.33' xren ca - 5 ci m A.&F`44'2k" �v+�w vcia .. \ [ h- 7ff27'33" r ° ALLEY Raw I [YP1tlJRE Mf0111 w (e+' 1HI5 A R- 35,90' L -1244' �Q, Q T -4 & 0 2' �N84 '33'41 ° w - m C�561'l i "48 "E '56'12'w L= x0.49' g'•'s T iB.55' 15.00' SO i •, IBy ry [w� 1 a SURROUNDING ZONING 1 LAND 'USE: The entire area adjacent to this proposed Ice House Drive section is within the Town Center Zoning District; and nearly all of it is within the "Neighborhood Center" subzone. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of FP 2012 -04. STAFF RECOMMENDATION: Approval of FP 2012 -04, whereby accepting the land as public Right -of -Way. Thoroughfare Plan Alignment R..144.78' L- 173.41' g. S - rsln.er C�Nfi2Ye'03"'N �� et the n ran / d.28 �: ui xna Wx�-t $38V8'OB" R 1 E - ' 1s' swr,u.r T =34. xren ca - 5 ' iBr.pµAf! Ir6rw.we+'I C - 87 is > �rtrnr�ati risee�wr -� . '' SURROUNDING ZONING 1 LAND 'USE: The entire area adjacent to this proposed Ice House Drive section is within the Town Center Zoning District; and nearly all of it is within the "Neighborhood Center" subzone. PLANNING & ZONING COMMISSION RECOMMENDATION: The Planning & Zoning Commission met on Thursday, August 2 and voted 6 -0 to recommend approval of FP 2012 -04. STAFF RECOMMENDATION: Approval of FP 2012 -04, whereby accepting the land as public Right -of -Way. Thoroughfare Plan Alignment HOMETOWN CANAL DISTRICT CONCEPT PLAN Certified by the Development Review Committee April 4, 2012 Y s I �E f r i t ' � »ra�v;awea�We tW ' _r�,j y P tiMY0301 li T 1� SCALE:. 1 1 LEGEND LOCATION MAP 0 Opera Space 1 HOA lot Detached Homes Townhornes r Multifamily ® Proposed Pedestrian Walks Walker's Creek Trail Park Trail to be Demolisbed _ e unr rr n nrr f'.n Nq1 ! 1.TA% r LOCATION MAP - �I1 r Lr� Mid Cities Blvd L ( I r �.i 9 C r I I MI D- TES EOULEVARD - -� r � 7 1 ti I I .eti - - - - - -- I ME— I 4B = 4r.ar' I h I F- ]diTl6 h l I citAVAac �Aaat � � � w�p�as,... ur m ua.maa n� - •.ron I�7 MRVSnHRirrrc.'°"nArx Il -� am a.R,mw» fiF L'& Rw NiZ Pff s. RICD11"F Yl,W FINIAL PLAT EXHIBIT u.T T1. I fn vue.a_ naR} I _ mm � LB.S6A 2T't1 E rraRr'sr r. tN�»es.xea - R.p880' � a 4R p€ Cd m45' 4'K °E v'ri MOW "m''s.._w��.....� � n� .n n_nw G�wi�w •.�e�n u..w m..wa..ws Nn1TIIA1 rt rl bg anal Tea C.a. R n d R M. 1 W' 5as9A1MY FINIAL P LAT T .Ee.i , r -uce' — HOME70WN cANAL DISTRICT l � 1 W�iT4EA'[M R C.BT.lY 1p w � � eAi x3, LYa m PmTmms$ NC. -'� mmcuuRH l oia�rraca 2530 ACM WT OF THE PAWY M. WARTIN SURAT, AB$TRA" NO, 1G A THE L WN C RIALNER SURWY, iESiRACT H8. 1853 "m''s.._w��.....� � n� .n n_nw G�wi�w •.�e�n u..w m..wa..ws Nn1TIIA1 rt rl bg anal Tea C.a. R n d NRH WE / FP 2M2 -D4 FINIAL P LAT � °__ a oppwa a1 na nm ny the — HOME70WN cANAL DISTRICT ICE HOUSE DRIVE O+e.ma.0. �.e..q o..e ibw•g [wnmwyi M A 01"M M THE MY OF NOM Rl LAM HELS m PmTmms$ NC. TARRANT 000N11'. TEAS eEee.e s.r.tdy, Henni,g ad fenNg Oemmxrw 2530 ACM WT OF THE PAWY M. WARTIN SURAT, AB$TRA" NO, 1G A THE L WN C RIALNER SURWY, iESiRACT H8. 1853 RAT F&E>0 AS INST. w " _ mm NNERExS N Ry C t d � t k� w �Y ��}/�E� JJ i� LTD. +� "•• a v t.. 4 AljTS S�EEI Nape Wk. Txm�l A S �ii4�ytt�p• � CaHRRL WIN nFNrOe m PmTmms$ NC. SURWYOR/MNEEE Wy», ttry .1 N r !"weep NI. 0 ck—. Dr%n. &A. 300 0 Amran, F.w rnem (B]21248 Mm - .e_R.Iw1: Aume ciy see ffy � .bH MPen REl"SER AsE i0. ZPIZ 9ieef 1011 a F 3 t e IpRT4'S0'E ]ARTS k' R+t�.[i0' aa T.84 %• ICE HOUSE I7R YE` - _ CE ll e E Raa7 sealrae'ri um w' - \' d.eav4.2DY n3Fm' tray' � 3 Me'SY34` R+H4.r8 mrs usiRCw `7541' • 6L1' C »ta1ZY A13AN EXCERPT FROM THE MINUTES OF THE AUGUST 2, 2013 PLANNING AND ZONING COMMISSION MEETING FP 2012 -04 Consideration of a Request from Arcadia Land Partners 25, Ltd. For a Final Plat of home Town Canal District — Ice House Drive located on 2.32 acres in the Tandy K. Martin Survey, Abs. No. 1055 and the Landon C. Walker Survey, Abs. No. 1652 Lucien Gehrig, JBI Partners, 16301 Corum Drive, Addison, TX came forward as the Civil Engineer for the project proposing a Final Plat for the right -of -way of Ice House Drive. It will be a 64 ft. wide right -of -way with a 38 ft. street section of two travel lanes with parallel parking on each side. This is being built in conjunction with multi - family site on the northeast corner of the plat. We are dedicating right -of -way for the existing alley on the west side of the sports center. It is currently in a street easement so we are dedicating minimum 30 ft. width right -of -way and we are proposing to improve the alley so it meets current fire lane and thoroughfare standards. Ice House Drive will be extended from the Nytex Sports Center up to Mid Cities Blvd. Chairman Shiflet asked if this was just for the roadway itself. Mr. Gehrig said yes, it is a standalone project from the multi - family project. The idea is the road way can be improved, accepted and opened up to the public while the multi- family site is still under construction. Clayton Comstock said Mr. Gehrig covered it all but will add that Ice House Drive is a "ST- 64 -38" thoroughfare on our Town Center Regulating Plan. The new street will create a new "neighborhood center" block and accommodate a new 260 unit multi- family development currently under Site Plan review by the DRC. Staff recommends approval of this project. Don Bowen asked if it would be required that it be completed before the multi - family is completed? Clayton Comstock said yes, before the multi - family can get their final inspection and issuance of Certificate of Occupancy, this road way has to be complete and full access provided to all those residents. Don Bowen asked if this would include the possibility of a light at Mid Cities or is it a completely separate issue. Clayton Comstock said it was separate but related issue; but certainly increases the warrant for one. Trevor Truss came forward saying there is future planning for the traffic light at Mid Cities Blvd and future Ice House Drive. It is not warranted right now because the traffic numbers, but as Home Town develops to the south that is when the traffic light will be installed. Don Bowen asked if the addition of the multi - family warranted the need for the light. Trevor Truss said no, not at this time according to the traffic studies done in the past. Clayton Comstock said there is a larger phase to the Canal District which includes a number of single family residential and town houses as well. It is possible when those come on line perhaps the traffic signal will be warranted. Chairman 5hiflet said the plans for the multi - family will also have ingress and egress to Hawk behind the Nytex Center. Clayton Comstock said one of the connections to the site is the existing Cardinal Lane which goes to Hawk to the east. Other points of access for the multi - family development will be on Ice House Drive on the south and west block faces. There is no curb cut or entry way off of Mid Cities Blvd. Bill Schopper motioned to approve FP 2412 -04 as proposed. The motion was seconded by Don Bowen and passed unanimously (6 -4). M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. E.0 PUBLIC WORKS No items for this category. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. F.0 GENERAL ITEMS M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. F.1 GN 2012 -068 Discussion and Consideration of Ordinance No. 3211 Authorizing the Issuance of $5,660,000 "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2012" and Resolving Other Matters Incident and Related Thereto Presenter: Larry Koonce, Finance Director Summarv: Discussion and request for authorization to issue Certificates of Obligation. General Description: On June 25th, City Council authorized the City Secretary to publish a notice in a newspaper of general circulation of the intent of the city to issue Certificates of Obligation. Notices were published in accordance with State law. The sale of $5,660,000 of Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation (C.D.$) will be considered at the August 13 City Council meeting. The C.O.s will be used to finance the following projects: • $1,480,000 for Sanitary Sewer (Loop 8207 Corridor Interceptor Replacement) • $1,500,000 for Sanitary Sewer System Rehabilitation of Main Lines • $350,000 for Telemetric Water Meter Replacement (2012) • $265,000 for Water Main and Valve (Across Loop 820 East of Iron Horse Bend) • $1,770,000 for Water Main (Loop 820 Crossings) • $295,000 for Iron Horse Golf Course Drainage Improvements The city received Certificates of Obligation ratings from both Moody's Investors Service and Standard and Poor's. Moody's has reaffirmed the City's credit rating of Aa2. Standard and Poor's has reaffirmed the City's credit rating of AA+. The results of the Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation sale will be presented to City Council at the regular meeting on Monday. The City Council will be requested to approve the ordinance prepared by our bond counsel, Fulbright and Jaworski. The ordinance is enclosed for your consideration. This ordinance also authorizes all other necessary actions such as paying agent/registrar agreements. Recommendation: Adopt Ordinance No. 3211 authorizing the issuance of "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited 'Pledge) Revenue Certificates of Obligation, Series 2012 "; approving and authorizing the execution of a Paying Agent /Registrar Agreement and a Purchase Contract in relation to such Certificates and the approval and distribution of a Preliminary Official Statement and an Official Statement. ORDINANCE NO. 3211 AN ORDINANCE authorizing the issuance of "CITY OF NORTH RICHLAND HILLS, TEXAS, TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATES OF OBLIGATION, SERIES 2012 "; specifying the terms" and features of said certificates; providing for the payment of said certificates by the levy of an ad valorem tax upon all taxable property within the City and a limited pledge of the net revenues from the operation of .tile City's Waterworks and Sewer System; and resolving other matters incident and relating to the issuance, payment, security, sale and delivery .of said certificates, including the approval and execution of a Paying Agent/Registrar Agreement and the approval and distribution of a Preliminary Official Statement and an Official Statement; and providing an effective date. WHEREAS, notice of the City Council's (the "Council ") intention to issue certificates of obligation in the maximum principal amount of $5,660,000 for the purpose of paying contractual obligations to be incurred for (i) constructing and improving the City of North Richland Hills water and sewer system, (ii) constructing and improving City of North Richland Hills Iron Horse Golf Course drainage, and (iii) professional services rendered in relation to such projects and the financing thereof, has been duly published in the Fort Worth Star Telegram, a newspaper hereby found and determined to be of general circulation in the City of North Richland Hills, Texas (the "City"), on , 2012 and , 2012, the date of the first publication of such notice being not less than thirty -one (3 1) days prior to the tentative date stated therein for the passage of the ordinance authorizing the issuance of such certificates; and WHEREAS, no petition protesting the issuance of the certificates' of obligation and bearing valid petition signatures of at least 5% of the qualified electors of the City has been presented to or filed with the Mayor, City Secretary or any other. official of the City on or prior to the date of the passage of this Ordinance; and WHEREAS, the Council hereby finds and determines that the certificates of obligation described in the aforesaid notice should be issued and. sold at this time in the amount and manner as hereinafter provided; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: SECTION 1: Authorization, Designation, Principal Amount, Purpose. Certificates of obligation of the City shall be and are hereby authorized to be issued in the aggregate principal amount of $ , to be designated and bear the title= "CITY OF NORTH RICHLAND HILLS, TEXAS, TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATES OF OBLIGATION, SERIES 2012" (hereinafter referred to as the "Certificates'), for the purpose of paying contractual obligations to be incurred for (i) constructing and improving the City of North Richland Hills water and sewer system, (ii) constructing and improving City of North Richland Hills Iron Horse Golf Course drainage, and (iii) professional services rendered in relation to such projects and the financing thereof, pursuant to authority conferred by and in conformity v ith the Constitution and laws of the State 52190694.1111201179 of Texas, including V.T.C.A., Local Government Code, Subchapter C of' Chapter 271, as amended. SECTION 2: Fullv Registered Obligations - Authorized Denominations Stated Maturities - Date. The Certificates are issuable in fully registered form only; shall be dated August 1, 2012 (the "Certificate Date ") and shall be irr denominations of $5,000 or any integral multiple thereof (within a Stated Maturity) and the Certificates shall become due and payable on February 15 in each of the years and in principal amounts (the "Stated Maturities ") and bear interest at the per annum rate(s) in accordance with the following schedule Maturity Principal Interest Date Amount Rate (s 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2426 2027 2028 2029 2030 2031 2032 The Certificates shall bear interest on the unpaid principal amounts from the Certificate Date at the rates per annum shown above (calculated on the basis of a 360 -day year of twelve 30 -day months), and such interest shall be payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or prior redemption. SECTION 3: Terms of Pavment - Paving AuentlRegistrar. The principal of, premium, if any, and the interest on the Certificates, due and payable by reason of maturity, redemption or otherwise, shall be payable only to the registered owners or holders of the Certificates (hereinafter called the "Holders ") appearing on the registration and transfer books maintained by the Paying Agent/Registrar and the payment thereof shall be in any coin or currency of the United States of America which, at the time of payment, is legal tender for the payment of public and private debts, and shall be without exchange or collection charges to the Holders. The selection and appointment of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, to serve as Paying Agent/Registrar for the Certificates is hereby approved and 52190694. V 11201 179 2 confirmed. Books and records relating to the registration, payment, transfer and exchange of the Certificates (the "Security Register ") shall at all times be kept and maintained on behalf of the City by the Paying Agent/Registrar, as provided herein and in accordance with the terms and provisions of a "Paying AgentlRegistrar Agreement", substantially in the form attached hereto as Exhibit A, and such reasonable rules and regulations as the Paying Agent /Registrar and the City may prescribe. The Mayor or Mayor Pro Tern and City Secretary are authorized to execute and deliver such Paying Agent/Registrar Agreement in connection with the delivery of the Certificates. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Certificates are paid and discharged, and any successor Paying Agent/Registrar shall be a commercial bank, trust company, financial institution or other entity qualified and authorized to serve in such capacity and perform the duties and services of Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Certificates, the City agrees to promptly cause a written notice thereof to be sent to each Holder by United States Mail, first class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of and premium, if any, on the Certificates shall be payable at the Stated Maturities or on a date of earlier redemption thereof only upon presentation and surrender of the Certificates to the Paying Agent/Registrar at its designated offices, initially in East Syracuse, New York, or, with respect to a successor baying Agent/Registrar, at the designated offices of such successor (the "Designated Payment/Transfer Office "). Interest on the Certificates shall be paid to the Holders whose names appear in the Security Register at the close of business on the Record Date (the last business day of the month next preceding each interest payment date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder. If the date for the payment of the principal of or interest on the Certificates shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. In the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date ") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4: Redemption. (a) Optional Redemption. The Certificates having Stated Maturities on and after February 15, 2423 shall be subject to redemption prior to maturity, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a 52.190644.1111201179 3 Stated Maturity by lot by the Paying Agent /Registrar), on February 15, 2022, or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. At least forty -five (45) days prior to a redemption date for the Certificates (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of the decision to redeem Certificates, the principal amount of each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the City to exercise the right to redeem Certificates shall be entered in the minutes of the governing body of the City. (b) Mandatory Redemption. The Certificates having Stated Maturities of February 15 in each of the years 20, 20 and 20_ (the "Term Certificates ") shall be subject to mandatory redemption in part prior to maturity at the redemption price of par and accrued interest to the date of redemption on the respective dates and in principal amounts as follows: Term Certificates due February 15, 20_ Redemption Date Principal Amount February 15, 20_ February 15, 20_ Term Certificates due February 15, 20_ Redemption Date Principal Amount February 15, 20-- February 15, 20_ Term Certificates due February 15, 20_ Redemption Date Principal Amount February 15, 20_ February 15, 20 — * " Stated maturity. Approximately forty -five (45) days prior to each mandatory redemption date for the Term Certificates, the Paying AgentlRegistrar shall select by lot the numbers of the Term Certificates within the applicable Stated Maturity to be redeemed on the next following February 15 from moneys set aside for that purpose in the Certificate Fund (as hereinafter defined). Any Term Certificate not selected for prior redemption shall be paid on the date of their Stated Maturity. The principal amount of the Term Certificates for a Stated Maturity required to be redeemed on a mandatory redemption date may be reduced, at the option of the City, by the principal amount of Term Certificates of life Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date, (1) shall have been acquired by the City at a price not exceeding the principal amount of such Term Certificates plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation or (2) shall have been redeemed pursuant to the optional redemption provisions set forth in subsection (a) of this Section and not theretofore credited against a mandatory redemption requirement. (c) Selection of Certificates for Redemption. If less than all Outstanding Certificates of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall treat such Certificates as representing the number of Certificates Outstanding which is obtained by dividing the principal amount of such Certificates by $5,000 and shall select the Certificates, or principal amount thereof, to be redeemed within such Stated Maturity by lot. 52190694.v11201179 4 (d) Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Certificates, a notice of redemption shall be sent by United States Mail, first class postage prepaid, in the name of the City and at the City's expense, to each Holder of a Certificate to be redeemed in whole or in part at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the slate of redemption for the Certificates, (ii) identify the Certificates to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the .redemption price, (iv) state that the Certificates, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Certificates, or the principal amount thereof to be redeemed, shall be made at the Designated Payment/Transfer Office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Certificate is subject by its terms to prior redemption, and has been called for redemption, and notice of redemption thereof has been duly given as hereinabove provided, such Certificate (or the principal amount thereof to be redeemed) shall become due and payable and interest thereon shall cease to accrue from and after the redemption date therefor; provided moneys sufficient for the payment of such Certificate (or of the principal amount thereof to be redeemed) at the then applicable redemption price are held for the purpose of such payment by the Paying Agent/Registrar. (e) Conditional Notice of Redemption. With respect to any optional redemption of the Certificates, unless moneys sufficient to pay the principal of and premium, if any, and interest on the Certificates -to be redeemed shall have been received by the Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption is conditional upon the receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon the satisfaction of any prerequisites set forth in such notice of redemption; anal, if sufficient moneys are not received, such notice shall be of no force and effect, the City shall not redeem such Certificates and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Certificates have not been redeemed. SECTION 5. ReListration - Transfer - Exchange of Certificates - Predecessor Certificates. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of each and every owner of the Certificates issued under and pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof. Any Certificate may be transferred or exchanged for Certificates of other authorized denominations by the Holder, in person or by his duly authorized agent, upon surrender of such Certificate to the Designated Payment/Transfer Office of the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender of any Certificate (other than the Initial Certificate(s) authorized in Section 8 hereof) for transfer at the Designated Payment/Transfer Office of the Paying 52190694.1/11201179 5 Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Certificates of authorized denominations and having the same Stated Maturity and of a like aggregate principal amount as the Certificate or Certificates surrendered for transfer. At the option of the Holder, Certificates (other than the Initial Certificate(s) authorized in Section 8 hereof) may be exchanged for other Certificates of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the Certificates surrendered for exchange, upon surrender of the Certificates to be exchanged at the Designated Payment/Transfer Office of the Paying Agent/Registrar. Whenever any Certificates are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new Certificates to the Holder requesting the exchange. All Certificates issued in any transfer or exchange of Certificates shall be delivered to the Holders at the Designated Payment/Transfer Office of the Paying Agent/Registrar or sent by United States Mail, first class postage prepaid, to the Holders, and, upon the registration and delivery thereof, the same shall be the valid obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Certificates surrendered in such transfer or exchange. All transfers or exchanges of Certificates pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Certificates cancelled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined .to be "Predecessor Certificates," evidencing all or a portion, as the case may be, of the same obligation ' to pay evidenced by the new Certificate or Certificates registered and delivered in the exchange or transfer therefor. Additionally, the term "Predecessor Certificates" shall include any mutilated, lost, destroyed, or stolen Certificate for which a replacement Certificate has been issued, registered and delivered in lieu thereof pursuant to the provisions of Section 19 hereof and such new replacement Certificate shall be deemed to evidence the same obligation as the mutilated, lost, destroyed or stolen Certificate. Neither the City nor the Paying Agent/Registrar shall be required to issue or transfer to an assignee of a Holder any Certificate called for redemption, in whole or in part, within 45 days of the date fixed for the redemption of such Certificate; provided, however, such limitation on transferability shall not be applicable to an exchange by the Holder of the unredeemed balance of a Certificate called for redemption in part. SECTION 6: Book -Entry -Only Transfers and Transactions Notwithstanding the provisions contained in Sections 3, 4 and 5 hereof relating to the payment, and transfer /exchange of the Certificates, the City hereby approves and authorizes the use of "Book- Entry -Only" securities clearance, settlement and transfer system provided by The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York ( "DTC "), in accordance with the operational arrangements referenced in the Blanket Issuer Letter of Representations by and between the City and DTC (the "Depository Agreement 52190694.1/11201179 6 Pursuant to the Depository Agreement and the rules of DTC, the Certificates shall be deposited with DTC who shall hold said Certificates for its participants (the "DTC Participants "). While the Certificates are held by DTC under the Depository Agreement, the Holder of the Certificates on the Security Register for all purposes, including payment and notices, shall be Cede & Co., as nominee of DTC, notwithstanding the ownership of each actual purchaser or owner of each Certificate (the "Beneficial Owners ") being recorded in the records of DTC and DTC Participants. In the event DTC determines to discontinue serving as securities depository for the Certificates or otherwise ceases to provide book -entry clearance and settlement of securities transactions in general or the City determines that DTC is incapable of properly discharging its duties as securities depository for the Certificates, the City covenants and agrees with the Holders of the Certificates to cause Certificates to be printed in definitive form and provide for the Certificates to be issued and delivered to DTC Participants and Beneficial Owners, as the case may be. Thereafter, the Certificates in definitive form shall be assigned, transferred and exchanged on the Security Register maintained by the Paying Agent/Registrar and payment of such Certificates shall be made in accordance with the provisions of Sections 3, 4 and 5 hereof. SECTION 7: Execution - Reeistration. The Certificates shall be executed on behalf of the City by the Mayor under its seal reproduced or impressed thereon and countersigned by the City Secretary. The signature of said officers on the Certificates may be manual or facsimile. Certificates bearing the manual or facsimile signatures of individuals who are or were the proper officers of the City on the Certificate Date shall be deemed to be duly executed on behalf of the City, notwithstanding that one or more of the individuals executing the same shall cease to be such officer at the time of delivery of the Certificates to the initial purchaser(s) and with respect to Certificates delivered in subsequent exchanges and transfers, all as authorized and provided in V.T.C.A., Government Code, Chapter 1201, as amended. No Certificate shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Certificate either a certificate of registration substantially in the form provided in Section 9(c), manually executed by the Comptroller of Public Accounts of the State of Texas, or his duly authorized agent, or a certificate of registration substantially in the farm provided in Section 9(d), manually executed by an authorized officer, employee or representative of the Paying Agent/Registrar, and either such certificate duly signed upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly certified, registered and delivered. SECTION 8: Initial Certificate(s). The Certificates herein authorized shall be initially issued either (i) as a single fully registered certificate in the total principal amount stated in Section 1 hereof with principal installments to become due and payable as provided in Section 2 hereof and numbered T -1, or (ii) as multiple fully registered certificates, being one certificate for each year of maturity in the applicable principal amount and denomination and to be numbered consecutively from T -1 and upward (hereinafter called the "Initial Certificates) ") and, in either case, the Initial Certificate(s) shall be registered in the name of the initial purchaser(s) or the designee thereof. The Initial Certificate(s) shall be the Certificate(s) submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the initial purchaser(s). Any time after the delivery of the Initial Certificate(s), the Paying Agent /Registrar, pursuant to 52190694.1/11201179 7 written instructions from the initial purchaser(s), or the designee thereof, shall cancel the Initial Certificate(s) delivered hereunder and exchange therefor definitive Certificates of authorized denominations, Stated Maturities, principal amounts and bearing applicable interest rates for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the initial purchaser(s), or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 9: Forms (a) Forms Generallv. The Certificates, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Certificates, shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Rankers Association) and such legends and endorsements (including insurance legends in the event the Certificates, or any maturities thereof, are purchased with insurance and any reproduction of an opinion of counsel) thereon as may, consistently herewith, be established by the City or determined by the officers executing such Certificates as evidenced by their execution. Any portion of the text of any Certificates may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Certificate. The definitive Certificates and the Initial Certificate(s) shall be printed, lithographed, engraved, typewritten, photocopied or otherwise reproduced in any other similar manner, all as determined by the officers executing such Certificates as evidenced by their execution. (b) Form of Definitive Certificates. REGISTERED NO. REGISTERED UNITED STATES OF AMERICA STATE OF TEXAS CITY OF NORTH RICHLAND HILLS, TEXAS, TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATE OF OBLIGATION, SERIES 2012 Certificate Date: Interest Rate: Stated Maturity: August 1, 2412 % February 15, 20 Registered Owner: Principal Amount: CUSIP No.: F01610 W.3 %I The City of North Richland Hills (hereinafter referred to as the "City "), a body corporate and municipal corporation in the County of Tarrant, State of Texas, for value received, 52190694.1/11201179 8 acknowledges itself indebted to and hereby promises to pay to the Registered Owner named above, or the registered assigns thereof, on the Stated Maturity date specified above the Principal Amount hereinabove stated (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid principal amount hereof from the interest payment date next preceding the "Registration Date" of this Certificate appearing below (unless this Certificate bears a "Registration Date" as of an interest payment date, in which case it shall bear interest from such date, or unless the "Registration. Date" of this Certificate is prior to the initial interest payment date in which case it shall bear interest from the Certificate Date) at the per annum rate of interest specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest being payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or prior redemption. Principal of this Certificate is payable at its Stated Maturity or upon its prior redemption to the registered owner hereof, upon presentation and surrender, at the Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor; provided, however, while this Certificate is registered to Cede & Co., the payment of principal upon a partial redemption of the principal amount hereof may be accomplished without presentation and surrender of this Certificate. Interest is payable to the registered owner of this Certificate (or one or more Predecessor Certificates, as defined in the Ordinance hereinafter referenced) whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date", which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. If the date for the payment of the principal of or interest on the Certificates shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. All payments of principal of, premium, if any, and interest on this Certificate shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. This Certificate is one of the series specified in its title issued in the aggregate principal amount of $5,+660,000 (herein referred to as the "Certificates ") for the purpose of paying contractual obligations to be incurred for (i) constructing and improving the City of North Richland Hills water and sewer system, (ii) constructing and improving City of North Richland Hills Iron Horse Golf Course drainage, and (iii) professional services rendered in relation to such projects and the financing thereof; under and in strict conformity with the Constitution and laws of the State of Texas, particularly V.T.C.A., Local Government Code, Subchapter C of Chapter 271, as amended, and pursuant to an Ordinance adopted by the City Council of the City (herein referred to as the "Ordinance "). The Certificates maturing on the dates hereinafter identified (the "Term Certificates ") are subject to mandatory redemption prior to maturity with funds on deposit in the Certificate Fund established and maintained for the payment thereof in the Ordinance, and shall be redeemed in 52190694.1/11201179 9 part prior to maturity at the price of par and accrued interest thereon to the mandatory redemption date on the respective dates and in principal amounts as follows: Term Certificates due February 15, 20 Redemption Date Principal Amount February 15, 20 February 15, 20 Term Certificates due February 15, 20_ Redemption Date Principal Amount February 15, 20 February 15, 20� �� Term Certificates due February 15, 20_ Redemption Date Principal Amount February 15, 20� February 15, 20 — * * Stated maturity. The particular Term Certificates of a stated maturity to be redeemed on each redemption date shall be chosen by lot by the Paying Agent/Registrar; provided, however, that the principal amount of Term Certificates for a Stated Maturity required to be redeemed on a mandatory redemption date may be reduced, at the option of the City, by the principal amount of Term Certificates of like Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date, (1) shall have been acquired by the City at a price not exceeding the principal amount of such Term Certificates plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation or (2) shall have been redeemed pursuant to the optional redemption provisions appearing below and not theretofore credited against a mandatory redemption requirement. The Certificates maturing on and after February 15, 2023 may be redeemed prior to their Stated Maturities, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (anal if within a Stated Maturity by lot by the Paying Agent/Registrar), on February 15, 2022 or on any date thereafter, at the redemption price of par, together with accrued interest to the date of redemption. At least thirty (30) days prior to a redemption date, the City shall cause a written notice of such redemption to be sent by United States Mail, first class postage prepaid, to the registered owners of each Certificate to be redeemed at the address shown on the Security Register and subject to the terms and provisions relating thereto contained in the Ordinance. If a Certificate (or any portion of its principal sum) shall have been duly called for redemption and notice of such redemption duly given, then upon the redemption date such Certificate (or the portion of its principal sum to be redeemed) shall become due and payable, and, if moneys for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption are held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable from and after the redemption date on the principal amount redeemed. In the event a portion of the principal amount of a Certificate is to be redeemed and the registered owner is someone other than Cede & Co., payment of the redemption price of such principal amount shall be made to the registered owner only upon presentation and surrender of 52190694.1111201179 10 such Certificate to the Designated Payment/Transfer Office of the Paying Agent/Registrar, and a new Certificate or Certificates of like maturity and interest rate in any authorized denominations provided by the Ordinance for the then unredeemed balance of the principal sum thereof will be issued to the registered owner, without charge. If a Certificate is selected for redemption, in whole or in part, the City and the Paying Agent/Registrar shall not be required to transfer such Certificate to an assignee of the registered owner within forty -five (45) days of the redemption date therefor; provided, however, such limitation on transferability shall not be applicable to an exchange by the registered owner of the unredeemed balance of a Certificate redeemed in part. With respect to any optional redemption of the Certificates, unless moneys sufficient to pay the principal of and premium, if any, and interest on the Certificates to be redeemed shall have been received by the Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption is conditional upon the receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon the satisfaction of any prerequisites set forth in such notice of redemption; and, if sufficient moneys are not received, such notice shall be of no force and effect, the City shall not redeem such Certificates and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Certificates have not been redeemed. The Certificates are payable from the proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property in the City and from a limited pledge of the Net Revenues of the City's combined Waterworks and Sewer System (the "System'), such pledge of the Net Revenues for the payment of the Certificates being limited to an amount not in excess of $1,000 and, together with a parity pledge securing the payment of the Previously Issued Certificates, being junior and subordinate to the lien on and pledge of the Net Revenues securing the payment of "Prior Lien Obligations" hereafter issued by the City. In the Ordinance, the City reserves and retains the right to issue Prior Lien Obligations without limitation as to principal amount but subject to any applicable terms, conditions or restrictions under law or otherwise. Additionally, in the Ordinance, the City reserves and retains the right to issue (a) obligations payable, in whole or in part, from the Net Revenues of the System and, to the extent provided, secured by a lien on and pledge of the Net Revenues of equal rank and dignity with the lien and pledge securing the payment of the Certificates and the Previously Issued Certificates and (b) Subordinate Lien Obligations. Reference is hereby made to the Ordinance, a copy of which is on file in the Designated Payment/Transfer Office of the Paying Agent/Registrar, and to all the provisions of which the owner or holder of this Certificate by the acceptance hereof hereby assents; for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Certificates; the nature and extent of the pledge of the Net Revenues securing the payment of the principal of and interest on the Certificates; the terms and conditions relating to the transfer or exchange of this Certificate; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which the tax levy and the pledge of the Net Revenues and covenants made in the Ordinance may be discharged at or prior to the maturity of this Certificate, and this Certificate deemed to be no longer Outstanding thereunder; and for the other terms and provisions contained therein. Capitalized terms used herein and not otherwise defined have the meanings assigned in the Ordinance. 52190694A/11201179 11 This Certificate, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register only upon its presentation and surrender at the Designated PaymentlTransfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by, the registered owner hereof, or his duly authorized agent. When a transfer on the Security Register occurs, one or more new fully registered Certificates of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued by the Paying Agent/Registrar to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the registered owner whose name appears on the Security Register (i) on the Record Date as the owner entitled to payment of interest hereon, (ii) on the date of surrender of this Certificate as the owner entitled to payment of principal hereof at its Stated Maturity or upon its prior redemption, in whole or in part, and (iii) on any other date as the owner for all other purposes, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. In the event of nonpayment of interest on a scheduled payment date and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date ") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, recited, represented and declared that the City is a body corporate and political subdivision duly organized and legally existing under and. by virtue of the Constitution and laws of the State of Texas; that the issuance of the Certificates is duly authorized by law; that all acts, conditions and things required to exist and be done precedent to quid in the issuance of the Certificates to render the same lawful and valid obligations of the City have been properly done, have happened and have been performed in regular and due time, form and manner as required by the Constitution and laws of the State of Texas, and the Ordinance; that the Certificates do not exceed any Constitutional or statutory limitation; and that due provision has been made for the payment of the principal of and interest on the Certificates as aforestated. In case any provision in this Certificate shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The terms and provisions of this Certificate and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. 52190694,1111201179 12 IN WITNESS 'WHEREOF, the City Council of the City has caused this Certificate to be duly executed under the official seal of the City as of the Certificate Date. COUNTERSIGNED: City Secretary (City Seal) CITY OF NORTH RICHLAND HILLS, TEXAS Mayor (c) Form of Registration Certificate of Comptroller of Public Accounts to appear on Initial Certificate(s) only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER ) OF PUBLIC ACCOUNTS ) REGISTER NO. THE STATE OF TEXAS ) I HEREBY CERTIFY that this Certificate has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this (SEAL) Comptroller of Public Accounts of the State of Texas 52190694.1!11241179 13 (d) Form of Certificate ofPavina Apent/Re2istrar to aonear on Definitive Certificates only REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Certificate has been duly issued and registered under the provisions of the within - mentioned Ordinance; the certificate or certificates of the above entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent /Registrar. The designated offices of the Paying Agent/Registrar located in East Syracuse, New York, or such office as may be designated for such purpose by the Paying Agent/Registrar or any successor to its functions, is the "Designated Payment/Transfer Office" for this Certificate. THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Dallas, Texas, as Paying Agent/Registrar Registration Date: (e) Form ofAssianinent. By: Authorized Signature MX -1c"OUMAN FOR VALUE RECEIVED the undersigned hereby sells, assigns and transfers unto (Print or typewrite name, address and zip code of transferee): (Social Security or other identifying number ) the within Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Certificate on the books kept for registration thereof, with full power of substitution in the premises. DATED: NOTICE: The signature on this assignment must correspond with the Signature guaranteed: name of the registered owner as it appears on the face of the within Certificate in every particular. 52190694.1111201179 14 (f) The Initial Certificate(s) shall be in the form set forth in subsection (b) of this Section, except that the heading and first paragraph of a sire_ le fully registered Initial Certificate shall be modified as follows: REGISTERED NO. T -1 UNITED STATES OF AMERICA STATE OF TEXAS CITY OF NORTH RICHLAND HILLS, TEXAS, TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE CERTIFICATE OF OBLIGATION, SERIES 2012 Certificate Date: August 1, 2012 Registered Owner: Principal Amount: REGISTERED The City of North Richland Hills (hereinafter referred to as the "City "), a body corporate and municipal corporation in the County of Tarrant, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the Registered Owner named above, or the registered assigns thereof, the Principal Amount hereinabove stated on February 15 in each of the years and in principal installments in accordance with the following schedule: MATURITY PRINCIPAL INTEREST DATE AMOUNT RATE(S) (Information to be inserted from schedule in Section 2 hereof) (or so much thereof as shall not have been redeemed prior to maturity) and to pay interest on the unpaid principal amounts hereof from the Certificate Date at the per annum rate(s) of interest specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest being payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or prior redemption. Principal installments of this Certificate are payable on the Stated Maturity dates or on a redemption elate to the registered owner hereof by The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the "Paying Agent/Registrar "), upon its presentation and surrender at its designated offices, initially in East Syracuse, New York, or, with respect to a successor paying agent/registrar, at the designated office of such successor (the "Designated Payment/Transfer Office "). Interest is payable to the registered owner of this Certificate whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date ", which is the last business day of the month next preceding each interest payment date hereof and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the 52194694.1111241179 15 registered owner. If the date for the payment of the principal of or interest on the Certificates shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent /Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close, and payment on such date shall have the same force and effect as if made on the original date payment was due. All payments of principal of, premium, if any, and interest on this Certificate shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. SECTION 10: Definitions. For purposes of this Ordinance and for clarity with respect to the issuance of the Certificates herein authorized, and the levy of taxes and appropriation of Not Revenues therefor, the following words or tenns, whenever the same appears herein without qualifying language, are defined to mean as follows: (a) The term "Certificate Fund" shall mean the special Fund created and established under the provisions of Section 11 of this Ordinance. (b) The term "Certificates" shall mean the $ "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2012" authorized by this Ordinance. (c) The term "Collection Date" shall mean, when reference is being made to the levy and collection of annual ad valorem taxes, the date the annual ad valorem taxes levied each year by the City become delinquent. (d) The term "Fiscal Year" shall mean the twelve month financial accounting period for the System ending September 30th of each year; provided, however, the City, by ordinance, may change the Fiscal Year to another period of not less than twelve calendar months. (e) The term "Government Securities" shall mean (i) direct noncallable obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, (ii) noncallable obligations of an agency or instrumentality of the United States, including obligations unconditionally guaranteed or insured by an agency or instrumentality of the United States of America and, on the date of their acquisition or purchase by the City, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent, (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date of their acquisition or purchase by the City, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent and (iv) any other then authorized securities or obligations that may be used to defease obligations such as the Certificates under the then applicable laws of the State of Texas. (t) The term "Gross Revenues" shall mean all income and revenues of every nature derived or received from the operation and ownership (excluding refundable meter deposits, 52190694.1111201179 16 restricted gifts and grants in aid of construction, impact fees charged developers and special assessments against landowners) of the System, including earnings and income derived from the investment or deposit of moneys in any special funds or accounts created and established for the payment and security of the Prior Lien Obligations and other obligations payable solely from and secured only by a lien on and pledge of the Net Revenues. (g) The term "Net Revenues" shall mean Gross Revenues of the System, with respect to any period, after deducting the System's Operating and Maintenance Expenses during such period. (h) The term "Operating and Maintenance Expenses" shall mean all current expenses of operating and maintaining the System, including all salaries, labor, materials, repairs and extensions necessary to render efficient service; provided, however, that only such repairs and extensions, as in the judgment of the Council, reasonably and fairly exercised, are necessary to maintain the operations and render adequate service to the City and the inhabitants thereof, or such as might be necessary to meet some physical accident or condition.which would otherwise impair obligations payable from Net Revenues shall be deducted in determining "Net Revenues ". Depreciation charges shall not be considered Operating and Maintenance Expenses. Operating and Maintenance Expenses shall include payments under contracts for the purchase of water supply, treatment of sewage or other materials, goods or services for the System to the extent authorized by law and the provisions of such contract. (i) The term "Outstanding" when used in this Ordinance with respect to Certificates means, as of the date of determination, all Certificates theretofore issued and delivered under this Ordinance, except: (1) those Certificates cancelled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Certificates for which payment has been duly provided by the City in accordance with the provisions of Section 20 hereof; and (3) those Certificates that have been mutilated, destroyed, lost or stolen and replacement Certificates have been registered and delivered in lieu thereof as provided in Section 19 hereof. 0) The term "Previously Issued Certificates" shall mean the outstanding (i) "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2006 ", dated April 15, 2006, originally issued in the principal amount of $11,314,000 and (ii) "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2011 ", dated May 1, 2011, originally issued in the principal amount of $5,455,000. (k) The term "Prior Lien Obligations" shall mean all revenue bonds or other obligations hereafter issued payable from and secured, in whole or in part, by a lien on and pledge of the Net Revenues of the System that is superior to the lien on and pledge of the Net Revenues of the System securing the Certificates, the Previously Issued Certificates, the Subordinate Lien Obligations and any obligations having a lien on and pledge of the Net 52190694.111120t 174 17 Revenues of the System that is on an parity with the lien on and pledge of the Net Revenues of the System securing any of the Certificates, the Previously Issued Certificates, and the Subordinate Lien Obligations. (1) The term "Subordinate Lien Obligations" shall mean all revenue bonds or other obligations now outstanding or hereafter issued payable from and secured, in whole or in part, by a lien on and pledge of the Net Revenues of the System that is inferior to the lien on and pledge of the Net Revenues of the System securing the Prior Lien Obligations, the Certificates, the Previously Issued Certificates and any obligation having a lien on and pledge of the Net Revenues of the System that is on a parity with the lien on and pledge of the Net Revenues of the System securing any of the Prior Lien Obligations, the Certificates and the Previously Issued Certificates, including, but not limited to, the outstanding (i) "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System Surplus Revenue Certificates of Obligation, Series 2003 ", dated April 15, 2003, originally issued in the principal amount of $3,700,000, and (ii) "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System Surplus Revenue Certificates of Obligation, Series 2004 ", dated April 15, 2004, originally issued in the principal amount of $685,000. (m) The term "System" shall mean all properties, facilities and plants currently owned, operated and maintained by the City for the supply, treatment and transmission of treated potable water and the collection, treatment and disposal of water - carried wastes, together with all future extensions, improvements, replacements and additions thereto; provided, however, that notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted by law, the term "System" shall not mean to include facilities of any kind which are declared not to be a part of the System and which are acquired or - constructed by or on behalf of the City with the proceeds from the issuance of "Special Facilities Bonds ", which are hereby defined as being special revenue obligations of the City which are not Prior Lien Obligations but which are payable from and secured by other liens on and pledges of any revenues, sources or payments, not pledged to the payment of the Prior Lien Obligations including, but not limited to, special contract revenues or payments received from any other legal entity in connection with such facilities. SECTION 11: Certificate Fund. For the purpose of paying the interest on and to provide a sinking fiend for the payment, redemption and retirement of the Certificates, there shall be and is hereby created a special account or fund on the books and records of the City known as the "SPECIAL SERIES 2012 TAX AND REVENUE CERTIFICATE OF OBLIGATION FUND" (the "Certificate Fund "), and all moneys deposited to the credit of the Certificate Fund shall be shall be kept and maintained in a special banking account at a depository bank of the City. The Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance and City Secretary of the City, individually or jointly, are hereby authorized and directed to make withdrawals from said Fund sufficient to pay the principal of and interest on the Certificates as the same become due and payable, and, shall cause to be transferred to the Paying Agent/Registrar from moneys on deposit in the Certificate Fund an amount sufficient to pay the amount of principal and/or interest falling due on the Certificates, such transfer of funds to the Paying Agent/Registrar to be made in such manner as will cause immediately available fiumds to be deposited with the Paying Agent/Registrar on or before the last business day next preceding each interest and principal payment date for the Certificates. 52190694.1/11201179 18 Pending the transfer of funds to the Paying Agent/Registrar, money in the Certificate Fund may, at the option of the City, be invested in obligations identified in, and in accordance with the provisions of the "Public Funds Investment Act" ('V.T.C.A., Government Code, Chapter 2256, as amended) relating to the investment of "bond proceeds "; provided that all such investments shall be made in such a manner that the money required to be expended from said Fund will be available at the proper time or times. All interest and income derived from deposits and investments in said Certificate Fund shall be credited to, and any losses debited to, the said Certificate Fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Certificates. SECTION 12: Tax Levy. To provide for the payment of the "Debt Service Requirements" on the Certificates being (i) the interest on the Certificates and (ii) a sinking fund for their redemption at maturity or a sinking fund of 2% (whichever amount shall be the greater), there shall be and there is hereby levied a sufficient tax, within the limitations prescribed by law, on each one hundred dollars' valuation of taxable property in said City, adequate to pay such Debt Service Requirements while the Certificates remain Outstanding, full allowance being made for delinquencies and costs of collection; and said tax shall be assessed and collected each year and applied to the payment of the Debt Service Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and collected shall be paid into the Certificate Fund. The Council hereby declares its purpose and intent to provide and levy a tax legally and fully sufficient to pay the said Debt Service Requirements, it having been determined that the existing and available taxing authority of the City for such purpose is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness. Any surplus proceeds from the sale of the Certificates not expended for authorized purposes shall be deposited in the Certificate Fund, and such amounts so deposited shall reduce the sums otherwise required to be deposited in said Fund from ad valorem taxes. The amount of taxes to be provided annually for the payment of the principal of and interest on the Certificates shall be determined and accomplished in the following manner: (a) Prior to the date the Council establishes the annual tax rate and passes an ordinance levying ad valorem taxes each year, the Council shall determine: (1) The amount on deposit in the Certificate Fund after (a) deducting therefrom the total amount of Debt Service Requirements to become due on Certificates prior to the Collection Date for the ad valorem taxes to be levied and (b) adding thereto the amount of the Net Revenues of the System, together with any other lawfully available revenues of the City, appropriated and allocated to pay such Debt Service Requirements prior to the Collection Date for the ad valorem taxes to be levied. (2) The amount of Net Revenues of the System, together with any other lawfully available revenues of the City, appropriated and to be set aside for the payment of the Debt Service Requirements on the Certificates between the Collection Date for the Wes then to be levied and the Collection Date for the taxes to be levied during the next succeeding calendar year. 52190694.1/11201179 19 (3) The amount of Debt Service .Requirements to become due and payable on the Certificates between the Collection Date for the taxes then to be levied and the Collection Date for the taxes to be levied during the next succeeding calendar year. (b) The amount of taxes to be levied annually each year to pay the Debt Service Requirements on the Certificates shall be the amount established in paragraph (3) above less the sum total of the amounts established in paragraphs (1) and (2), after taking into consideration delinquencies and costs of collecting such annual taxes. SECTION 13: Limited Pledge of Net Revenues. The City hereby covenants and agrees that, subject to the prior lien on and pledge of the Net Revenues of the System to the payment and security of Prior Lien Obligations, the Net Revenues of the System in an aggregate amount not to exceed $1,000 are hereby irrevocably pledged to the payment of the principal of and interest on the Certificates, and the limited pledge of $1,000 of the Net Revenues of the System herein made for the payment of the Certificates shall constitute a lien on the Net Revenues of the System in accordance with the terms and provisions hereof and shall be on an parity in all respects with the lien on the Net Revenues securing the payment of the Previously Issued Certificates. Furthermore, such lien on and pledge of the Net Revenues securing the payment of the Certificates shall constitute a lien on the Net Revenues of the System until such time as the City shall pay all of such $1,000, after which time the pledge shall cease, all in accordance with the terms and provisions hereof and be valid and binding and fully perfected from and after the date of adoption of this Ordinance without physical delivery or transfer or transfer of control of the Net Revenues, the filing of this Ordinance or any other act, all as provided in Chapter 1208 of the Texas Government Code ( "Chapter 1248 "). Chapter 1208 applies to the issuance of the Certificates and the limited pledge of the Net Revenues of the System granted by the City under this Section 13, and such pledge is therefore valid, effective and perfected. If Texas law is amended at any time while the Certificates are Outstanding such that the limited pledge of the Net Revenues of the System granted by the City under this Section 13 is to be subject to the filing requirements of Chapter 9, Business & Commerce Code, then in order to preserve to the registered owners of the Certificates the perfection of the security interest in said pledge, the City agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Business & Commerce Code and enable a filing to perfect the security interest in said pledge to occur. SECTION 14: System Fund. The City covenants and agrees that all Gross Revenues (excluding earnings from the investment of money held in any special funds or accounts created for the payment and security of the Prior Lien Obligations) shall be deposited as collected into a fund maintained at an official depository of the City and known on the books of the City as the "Water and Sewer System Fund" (hereinafter called the "System Fund "). All moneys deposited to the credit of the System Fund shall be allocated, dedicated and disbursed to the extent required for the following purposes and in the order of priority shown, to wit: First To the payment of all necessary and reasonable Operating and Maintenance Expenses of the System as defined herein or required by statute to be a first charge on and claim against the Gross Revenues of the System. 52190694 Y11201179 20 Second To the payment of all amounts required to be deposited in the special Funds created and established for the payment, security and benefit of Prior Lien Obligations in accordance with the terms and provisions of the ordinances authorizing the issuance of Prior Lien Obligations. Third To the payment, equally and ratably, of the limited amounts pledged to the payment of the Previously Issued Certificates and the Certificates. Any Net Revenues remaining in the System Fund after satisfying the foregoing payments, or making adequate and sufficient provision for the payment thereof, may be appropriated and used for payment of the Subordinate Lien Obligations and then for any other City purpose now or hereafter permitted by law. SECTION 15: Security of Funds, All moneys on deposit in the Funds for which this Ordinance makes provision (except any portion thereof as may be at any time properly invested) shall be secured in the manner and to the fullest extent required by the laws of Texas for the security of public funds, and moneys on deposit in such Funds shall be used only for the purposes permitted by this Ordinance. SECTION 16: Suecial Covenants. The City hereby further covenants as follows: (a) It has the lawful power to pledge the Net Revenues of the System to the payment of the Certificates in the manner herein contemplated and has lawfully exercised such power under the Constitution and laws of the State of Texas, including said power existing under V.T.C.A, Government Code, Sections 1502.056 and 1502.058 and V.T.C.A., Local Government Code, Sections 271.041, et seq. (b) Other than for the payment of the Previously Issued Certificates, the Certificates and the Subordinate Lien Obligations, the Net Revenues of the System are not pledged to the payment of any debt or obligation of the City or of the System. SECTION 17: Issuance of Prior Lien Obligations. Additional Obligations and Subordinate Lien Obligations. The City expressly reserves the right to hereafter issue Prior Lien Obligations, without limitation as to principal amount but subject to any terms, conditions or restrictions applicable thereto under law or otherwise. Prior Lien Obligations hereafter issued may be payable, in whole or in part, from the Net Revenues (without impairment of the obligation of contract with the Holders of the Certificates) upon such terms and conditions as the Council may determine. Additionally, the City reserves the right to issue (a) obligations payable, in whole or in part, from the Net Revenues of the System and, to the extent provided, secured by a lien on and pledge of the Net Revenues of equal rank and dignity with the lien and pledge securing the payment of the Certificates and the Previously Issued Certificates and (bb) Subordinate Lien Obligations. SECTION 18: Anolication of Prior Lien Obligations Covenants and Agreements. It is the intention of this governing body and accordingly hereby recognized and stipulated that the provisions, agreements and covenants contained herein bearing upon the management and 52190694.1111201 I79 21 operations of the System, and the administering and application of revenues derived from the operation thereof, shall to the extent possible be harmonized with like provisions, agreements and covenants contained in the ordinances authorizing the issuance of the Prior Lien Obligations, and to the extent of any irreconcilable conflict between the provisions contained herein and in the ordinances authorizing the issuance of the Prior Lien Obligations, the provisions, agreements and covenants contained therein shall prevail to the extent of such conflict and be applicable to this Ordinance but in all respects subject to the priority of rights and benefits, if any, conferred thereby to the holders of the Prior Lien Obligations. SECTION 19: Mutilated, Destroved, Lost and Stolen Certificates. In case any Certificate shall be mutilated, or destroyed, lost or stolen, the Paying Agent/Registrar may execute and deliver a replacement Certificate of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Certificate, or in lieu of and in substitution for such destroyed, lost or stolen Certificate, only upon the approval of the City and after (i) the filing by the Holder thereof with the Paying Agent/Registrar of evidence satisfactory to the Paying Agent/Registrar of the destruction, loss or theft of such Certificate, and of the authenticity of the ownership thereof and (ii) the furnishing to the Paying Agent/Registrar of indemnification in an amount satisfactory to hold the City and the Paying Agent/Registrar harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Certificate shall be borne by the Holder of the Certificate mutilated, or destroyed, lost or stolen. Every replacement Certificate issued pursuant to this Section shall be a valid and binding obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Certificates, notwithstanding the enforceability of payment by anyone of the destroyed, lost, or stolen Certificates. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Certificates. SECTION 20: Satisfaction of Obligation of Citv. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Certificates, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and the Net Revenues of the System (to the extent such pledge of Net Revenues shall not have been discharged or terminated by prior payment of principal of or interest on the Certificates) and all covenants, agreements and other obligations of the City to the Holders shall thereupon cease, terminate and be discharged and satisfied. Certificates or any principal amount(s) thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Certificates or the principal amount(s) thereof at maturity or the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Govermnent Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability without reinvestment, of sufficient money, together with any moneys deposited therewith, if any, to pay when due the principal of and interest on such Certificates, or 52190694. 1 /11201179 22 the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. The City covenants that no deposit of moneys or Government Securities will be made under this Section and no use made of any such deposit which would cause the Certificates to be treated as "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto. Any moneys so deposited with the Paying Agent/Registrar, or an authorized escrow agent, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Certificates, or any principal amount(s) thereof, or interest thereon with respect to which such moneys have been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Certificates and remaining unclaimed for a period of three (3) years after the Stated Maturity, or applicable redemption date, of the Certificates such moneys were deposited and are held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor. Notwithstanding the above and foregoing, any remittance of funds from the Paying Agent/Registrar to the City shall be subject to any applicable unclaimed property laws of the State of Texas. SECTION 21: Ordinance a Contract - Amendments. This Ordinance shall constitute a contract with the Holders from time to time, be binding on the City, and shall not be amended or repealed by the City so long as any Certificate remains Outstanding except as permitted in this Section and in Section 36 hereof. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the consent of Holders holding a majority in aggregate principal amount of the Certificates then Outstanding, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of all Holders of Outstanding Certificates, no such amendment, addition or rescission shall (1) extend the time or times of payment of the principal of, premium, if any, and interest on the Certificates, reduce the principal amount thereof, the redemption price, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest on the Certificates, (2) give any preference to any Certificate over any other Certificate, or (3) reduce the aggregate principal amount of Certificates required to be held by Holders for consent to any such amendment, addition, or rescission. SECTION 22: Covenants to Maintain Tax- Exemut Status. (a) Definitions. When used in this Section, the following terms have the following meanings: "Closing Date" means the date on which the Certificates are first authenticated and delivered to the initial purchasers against payment therefor. 52190694.1/112511179 23 "Code" means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. "Computation Date" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Gross Proceeds" means any proceeds as defined in Section 1.148 -1(b) of the Regulations, and any replacement proceeds as defined in Section 1.148 -1(c) of the Regulations, of the Certificates. "Investment" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Nonpurpose Investment" means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Certificates are invested and which is not acquired to carry out the governmental purposes of the Certificates. "Rebate Amount" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Regulations" means any proposed, temporary, or final Income Tax Regulations issued pursuant to Sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Certificates. Any reference to any specific Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. "Yield" of (1) any Investment has the meaning set forth in Section 1.148-5 of the Regulations and (2) the Certificates has the meaning set forth in Section 1.148 -4 of the Regulations. (b) Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Certificate to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Certificate, the City shall comply with each of the specific covenants in this Section. (c) No Private Use or Private Pavments. Except as permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity of Certificates: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Certificates, and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the 52190694.1/1 1201179 24 United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Certificates or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. (d) No Private Loan. Except to the extent permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall not use Gross Proceeds of the Certificates to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if•. (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take -or -pay, output or similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. (e) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Certificates directly or indirectly invest Gross Proceeds in any Investment (or use Gross Proceeds to replace money so invested), if as a result of such investment the Yield from the Closing Date of all Investments acquired with Gross Proceeds (or with money replaced thereby), whether then held or previously disposed of, exceeds the Yield of the Certificates. (f) Not Federa Guaranteed. Except to the extent permitted by section 149(b) of the Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Certificates to be federally guaranteed within the meaning of section 149(b) of the Code and the Regulations and rulings thereunder. (g) Information Renort. The City shall timely file the information required by section 149(e) of the Code with the Secretary of the Treasury on Form 8438 -G or such other form and in such place as the Secretary may prescribe. (h) Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(#) of the Code and the Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six years after the day on which the last Outstanding Certificate is discharged. However, to the 52190694. 1/11201 179 25 extent permitted by law, the City may commingle Gross Proceeds of the Certificates with other money of the City, provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date, the City shall calculate the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the Regulations and rulings thereunder. The City shall maintAin such calculations with its official transcript of proceedings relating to the issuance of the Certificates until six years after the final Computation Date. (3) As additional consideration for the purchase of the Certificates by the Purchasers (defined below) and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States out of the construction fund, other appropriate fund or, if permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the Certificate Fund, the amount that when added to the future value of previous rebate payments made for the Certificates equals (i) in the case of a Final Computation Date as defined in Section 1.148- 3(e)(2) of the Regulations, one hundred percent (104 %0) of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90 %) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by Section 148(f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3), and if an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter (and in all events within one hundred eighty (180) days after discovery of the error), including payment to the United States of any additional Rebate Amount owed to it, interest thereon, and any penalty imposed under Section 1.148 -3(h) of the Regulations. (i) Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Certificates, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection (h) of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm's length and had the Yield of the Certificates not been relevant to either party. 52190694.1111201179 26 0) Elections. The City hereby directs and authorizes the Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance or City Secretary, individually or jointly, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Certificates, in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. SECTION 23: Sale of Certificates - Official Statement A,pDroval. Pursuant to a public sale for the Certificates, the bid submitted by (herein referred to as the "Purchasers ") is declared to be the best bid received producing the lowest true interest cost rate to the City. Such bid is hereby accepted and incorporated herein by reference as a part of this Ordinance for all purposes and the sale of the Certificates to the Purchasers at the price of par and accrued interest to the date of delivery, plus a premium of $ , is hereby approved and confirmed. Delivery of the Certificates to the Purchasers shall occur as soon as possible upon payment being made therefor in accordance with the terms of sale, which terms of sale are declared to be in the best interests of the City. The use of the Preliminary Official Statement by the Purchasers in connection with the public offering and sale of the Certificates is hereby ratified, confirmed and approved in all respects. The final Official Statement, which reflects the terms of sale (together with such changes approved by the Mayor, Mayor Pro Tern, City Secretary, City Manager, Assistant City Manager and Director of Finance, any one or more of said officials), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute said final Official Statement, dated August 13, 2012, in the reoffering, sale and delivery of the Certificates to the public. The Mayor or Mayor Pro Tern. and City Secretary are further authorized to cause to be delivered for and on behalf of the City copies of said Official Statement in final form as may be required by the Purchasers, and such final Official Statement shall be deemed to be approved by the Council and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 24: Proceeds of Sale. The proceeds of sale of the Certificates (less accrued interest received from the Purchasers and amounts to pay costs of issuance) shall be deposited in a construction fund maintained at a depository bank of the City. Pending expenditure for authorized projects and purposes, such proceeds of sale may be invested in authorized investments in accordance with the provisions of V.T.C.A., Government Code, Chapter 2256, as amended, including guaranteed investment contracts permitted by V.T.C.A., Section 2256.015 et seq., and the City's investment policies and guidelines, and, subject to the provisions of Section 22(h) hereof, any investment earnings realized may be expended for such authorized projects and purposes or deposited in the Certificate Fund as shall be determined by the Council. Accrued interest received from the Purchasers and premium in the above amount as well as any surplus proceeds of sale of the Certificates, including investment earnings on the construction fund, remaining after completion of all authorized projects or purposes and paying or maldrig provision for the payment of the amounts owed pursuant to Section 22(h) hereof shall be deposited to the credit of the Certificate Fund. SECTION 25: Control and C� stodv of Certificates. The Mayor of the City shall be and is hereby authorized to take and have charge of all necessary orders and records pending the sale of the Certificates, the investigation by the Attorney General of the State of Texas, including the 52190694.1111201179 27 printing and supply of definitive Certificates, and shall take and have charge and control of the Initial Certificate(s) pending the approval thereof by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery thereof to the Purchasers. SECTION 26: Notices to Holders - Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Certificates. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 27: Cancellation. All Certificates surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly cancelled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Certificates previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Certificates so delivered shall be promptly cancelled by the Paying Agent/Registrar. All cancelled Certificates held by the Paying Agent/Registrar shall be returned to the City. SECTION 28: Bond Counsel's O ip niyn The Purchasers' obligation to accept delivery of the Certificates is subject to being furnished a final opinion of Fulbright & Jaworski L.L.P., Dallas, Texas, approving the Certificates as to their validity, said opinion to be dated and delivered as of the date of delivery and payment for the Certificates. An executed counterpart of said opinion shall accompany the global certificates deposited with DTC or a reproduction thereof shall be printed on the definitive Certificates in the event the boob- entry -only system shall be discontinued. SECTION 29: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Certificates. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Certificates shall be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving the Certificates as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Certificates. SECTION 30: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, the Paying Agent/Registrar and the Holders, any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, and this Ordinance and all its provisions is 52190694.1111201179 28 intended to be and shall be for the sole and exclusive benefit of the City, the Paying Agent/Registrar and the Holders. SECTION 31: Inconsistent Provisions. All ordinances, orders or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 32: Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 33: Effect of Headings. The Section headings herein are for convenience of reference only and shall not affect the construction hereof. SECTION 34: Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 35: Severability. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and the Council hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 36: Continuing Disclosure Undertaking. (a) Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: "MSRB" means the Municipal Securities Rulemaking Board. "Rule" means SEC Rule 15c2 -12, as amended from time to time. "SEC" means the United States Securities and Exchange Commission. (b) Annual Reports. The City shall provide annually to the MSRB (1) within six months after the end of each fiscal year, beginning in or after 2012, financial information and operating data with respect to the City of the general type included in Official Statement and described in Exhibit B hereto, and (2) if not provided as part of such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so provided shall be prepared in accordance with the accounting principles described in Exhibit B hereto, or such other accounting principles as the City may be required to employ from time to time pursuant to state law or regulation, and audited, if the City commissions an audit of such statements and the audit is completed within the period during which they must be provided. If the City changes its fiscal year, it will notify the MSRB of the change (and of the date of the new fiscal year end) prior to the next date by which the City otherwise would be required to provide financial information and operating data pursuant to this Section. 52196694.1111241179 29 The financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document available to the public on the MSRB's Internet Web site or filed with the SEC. (c) Notice of Certain Events. The City shall provide notice of any of the following events with respect to the Certificates to the MSRB in a timely manner and not more than 10 business days after occurrence of the event: 1. Principal and interest payment delinquencies; 2. Non- payment related defaults, if material; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; b. Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5741- TEB), or other material notices or determinations with respect to the tax status of the Certificates, or other material events affecting the tax status of the Certificates; 7. Modifications to rights of holders of the Certificates, if material; & Certificate calls, if material, and tender offer's; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the Certificates, if material; 11. Rating changes; 12 Bankruptcy, insolvency, receivership, or similar event of the City, which shall occur as described below; 13. The consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and 14. Appointment of a successor or additional trustee or the change of name of a trustee, if material. For these purposes, any event described in the immediately preceding subsection (c) 12 is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leAving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. 52190694.1111201179 30 The City shall notify the MSRB, in a timely manner, of any failure by the City to provide financial information or operating data in accordance with subsection (b) of this Section by the time required by such Section. (d) F1l1n -2s with the MSRB. All financial information, operating data, financial statements, notices and other documents provided to the MSRB in accordance with this Section shall be provided in an electronic format prescribed by the MSRB and shall be accompanied by identifying information as prescribed by the MSRB. (e) Limitations, Disclaimers and Amendments. The City shall be obligated to observe and perform the covenants specified in this Section while, but only while, the City remains an "obligated person" with respect to the Certificates within the meaning of the Rule, except that the City in any event will give the notice required by subsection (c) of this Section of any Certificate calls and defeasance that cause the City to be no longer such an "obligated person." The provisions of this Section are for the sole benefit of the Holders and beneficial owners of the Certificates, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the City's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The City does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Certificates at any future date. UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the City in observing or performing its obligations under this Section shall constitute a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. Notwithstanding anything herein to the contrary, the provisions of this Section may be amended by the City from time to time to adapt to changed circumstances resulting from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Certificates in the primary offering of the Certificates in compliance with the Rule, taking into account any amendments or interpretations 52190694.1111201179 31 of the Rule to the date of such amendment, as well as such changed circumstances, and (2) either (a) the Holders of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the Outstanding Certificates consent'to such amendment or (b) a person that is unaffiliated with the City (such as nationally recognized bond counsel) determines that such amendment will not materially impair the interests of the Holders and beneficial owners of the Certificates. The provisions of this Section may also be amended from time to time or repealed by the City if the SEC amends or repeals the applicable provisions of the Rule or a court of final jurisdiction determines that such provisions are invalid, but only if and to the extent that reservation of the City's right to do so would not prevent underwriters of the initial public offering of the Certificates from lawfully purchasing or selling Certificates in such offering. If the City so amends the provisions of this Section, it shall include with any amended financial information or operating data next provided pursuant to subsection (b) of this Section an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. SECTION 37: Further procedures. Any one or more of the Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance and City Secretary are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and on behalf of the City all agreements, instruments, certificates or other documents, whether mentioned herein or not, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance and the issuance, sale and delivery of the Certificates. In addition, prior to the delivery of the Certificates, the Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance or Bond Counsel to the City are each hereby authorized and directed to approve any changes or corrections to this Ordinance or to any of the documents authorized and approved by this Ordinance: (i) in order to cure any ambiguity, formal defect, or omission in the Ordinance or such other document, or (ii) as requested by the Attorney General of the State of Texas or his representative to obtain the approval of the Certificates by the Attorney General. In the event that any officer of the City whose signature shall appear on any document shall cease to be such officer before the delivery of such document, such signature nevertheless shall be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 38: Incomoration of Findings and Determinations. The findings and determinations of the Council contained in the preamble hereof are hereby incorporated by reference and made a part of this Ordinance for all purposes as if the same were restated in full in this Section. SECTION 39: Public Meeting. It is officially found, deterinined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by V.T.C.A., Government Code, Chapter 551, as amended. SECTION 40: Effective Date. This Ordinance shall take effect and be in full force from and after its adoption on the date shown below in accordance with V.T.C.A., Government Code, Section 1201.028, as amended. 52190694.11112.01179 32 PASSED AND ADOPTED, this August 13, 2012. ATTEST: City Secretary (City Seal) APPROVED AS TO LEGALITY: City Attorney APPROVED AS TO CONTENT: Director of Finance CITY OF NORTH RICHLAND HILLS, TEXAS Mayor 52190694.1111201179 S -1 EXHIBIT A PAYING AGENT/REGISTRAR AGREEMENT 52190694.1!11201179 A -1 PAYING AGENT/REGISTRAR AGREEMENT THIS AGREEMENT is entered into as of August 13, 2012 (this "Agreement'), by and between The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, a banking association duly organized and existing under the laws of the United States of America (the "Bank ") and the {City of North Richland Hills, Texas (the "Issuer'}). WHEREAS, the Issuer has duly authorized and provided for the issuance of its "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2012 ", dated August 1, 2012 (the "Securities "), such Securities scheduled to be delivered to the initial purchasers thereof on or about September 18, 2012; and WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar in connection with the payment of the principal of, premium, if any, and interest on said Securities and with respect to the registration, transfer and exchange thereof by the registered owners thereof; and WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the Issuer and has full power and authority to perform and serve as Paying Agent/Registrar for the Securities; NOW, THEREFORE, it is mutually agreed as follows: ARTICLE ONE APPOINTMENT OF BANK AS PAYING AGENT AND REGISTRAR Section 1.01 Atmointment. The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the Securities, and, as Paying Agent for the Securities, the Bank shall be responsible for paying on behalf of the Issuer the principal, premium (if any), and interest on the Securities as the same become due and payable to the registered owners thereof; all in accordance with this Agreement and the "Authorizing Document" (hereinafter defined). The Issuer hereby appoints the Bank as Registrar with respect to the Securities and, as Registrar for the Securities, the Bank shall keep and maintain for and on behalf of the Issuer books and records as to the ownership of said Securities and with respect to the transfer and exchange thereof as provided herein and in the Authorizing Document. The Bank hereby accepts its appointment, and agrees to serve as the Paying Agent and Registrar for the Securities. Section 1.02 Compensation. As compensation for the Bank's services as Paying Agent/Registrar, the issuer hereby agrees to pay the Bank the fees and amounts set forth in Annex A attached hereto. In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonable expenses, disbursements and advances incurred or made by the Bank in accordance with any of 52190806J/11201179 the provisions hereof (including the reasonable compensation and the expenses and disbursements of its agents and counsel). ARTICLE TWO DEFINITIONS Section 2.01 Definitions. For all purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires. "Acceleration Date" on any Security means the date on and after which the principal or any or all installments of interest, or both, are due and payable on any Security which has become accelerated pursuant to the terms of the Security. "Authorizing Document" means the resolution, order, or ordinance of the governing body of the Issuer pursuant to which the Securities are issued, as the same may be amended or modified, including any pricing certificate related thereto, certified by the secretary or any other officer of the Issuer and delivered to the Bank. "Bank Office" means the designated office of the Bank at the address shown in Section 3.01 hereof. The Bank will notify the Issuer in writing of any change in location of the Bank Office. "Financial Advisor" means First Southwest Company. "Holder" and "Security Holder" each means the Person in whose name a Security is registered in the Security Register. " Person"' means any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision of a government. "Predecessor Securities" of any particular Security means every previous Security evidencing all or a portion of the same obligation as that evidenced by such particular Security (and, for the purposes of this definition, any mutilated, lost, destroyed, or stolen Security for which a replacement Security has been registered and delivered in lieu thereof pursuant to Section 4.06 hereof and the Authorizing Document). "Redemption Date ", when used with respect to any Security to be redeemed, means the date fixed for such redemption pursuant to the terins of the Authorizing Document. "Responsible Officer ", when used with respect to the Bank, means the Chairman or Vice - Chairman of the Board of Directors, the Chairman or Vice - Chairman of the Executive Committee of the Board of Directors, the President, any Vice President, the Secretary, any Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier, any Trust 52190$06.1/11201179 2 Officer or Assistant Trust Officer, or any other officer of the Bank customarily performing functions similar to those performed by any of the above designated officers and also means, with respect to a particular corporate trust matter, any other officer to whom such matter is referred because of his knowledge of and familiarity with the particular subject. "Security Register" means a register maintained by the Bank on behalf of the Issuer providing for the registration and transfers of Securities. . "Stated Maturity" means the date specified in the Authorizing Document the principal of a Security is scheduled to be due and payable. Section 2.02 Other Definitions. The terms "Bank," "Issuer," and "Securities (Security)" have the meanings assigned to them in the recital paragraphs of this Agreement. The term "Paying Agent/Registrar" refers to the Bank in the performance of the duties and functions of this Agreement. ARTICLE THREE PAYING AGENT Section 3.01 Duties of Paving Agent. As Paying Agent, the Bank shall pay, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, on behalf of the Issuer the principal of each Security at its Stated Maturity, Redemption Date or Acceleration Date, to the Holder upon surrender of the Security to the Bank at the following address: First Class/Registered/Certified Express Delivery /Courier By Hand 0n1v The Bank of New York Mellon The Bank of New York Mellon Trust Company, N.A. Trust Company, N.A. Global Corporate Trust Global Corporate Trust P.O. Box 396 111 Sanders Creek Pkwy. East Syracuse, NY 13057 East Syracuse, NY 13057 The Bank of New York Mellon Trust Company, N.A. Global Corporate Trust Corporate Trust Window 101 Barclay Street, 1 st Floor East New York, NY 10286 As Paying Agent, the Bank shall, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuer the interest on each Security when due, by computing the amount of interest to be paid each Holder and making payment thereof to the Holders of the Securities (or their Predecessor Securities) on the Record Date (as defined in the Authorizing Document). All payments of principal and/or interest on the Securities to the registered owners shall be accomplished (1) by the issuance of checks, payable to the registered owners, drawn on the paying agent account provided in Section 5.05 hereof, sent by United States mail, first class postage prepaid, to the address appearing on the Security Register or (2) by such other method, acceptable to the Bank, requested in writing by the Holder at the Holders risk and expense. 52190806.1111201179 Section 3,02 Pavment Dates. The Issuer hereby instructs the Bank to pay the principal of and interest on the Securities on the dates specified in the Authorizing Document. ARTICLE FOUR REGISTRAR Section 4.01 Securitv Register - Transfers and Exchanges. The Bank agrees to keep and maintain for and on behalf of the Issuer at the Bank Office books and records (herein . sometimes referred to as the "Security Register ") for recording the names and addresses of the Holders of the Securities, the transfer, exchange and replacement of the Securities and the payment of the principal of and interest on the Securities to the Holders and containing such other information as may be reasonably required by the Issuer and subject to such reasonable regulations as the Issuer and the Bank may prescribe. All transfers, exchanges and replacements of Securities shall be noted in the Security Register, Every Security surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, the signature on which has been guaranteed by an officer of a federal or state bank or a member of the National Association of Securities Dealers, such written instrument to be in a form satisfactory to the Bank and duly executed by the Holder thereof or his agent duly authorized in writing. The Bank may request any supporting documentation it feels necessary to effect a re- registration, transfer or exchange of the Securities. To the extent possible and under reasonable circumstances, the Bank agrees that, in relation to an exchange or transfer of Securities, the exchange or transfer by the Holders thereof will be completed and new Securities delivered to the Holder or the assignee of the Holder in not more than three (3) business days after the receipt of the Securities to be cancelled in an exchange or transfer and the written instrument of transfer or request for exchange duly executed by the Holder, or his duly authorized agent, in form and manner satisfactory to the Paying Agent/Registrar. Section 4.42 Securities. The Issuer shall provide additional Securities when needed to facilitate transfers or exchanges thereof. The Bank covenants that such additional Securities, if and when provided, will be kept in safekeeping pending their use and reasonable care will be exercised by the Bank in maintaining such Securities in safekeeping, which shall be not less than the care maintained by the Bank for debt securities of other governments or corporations for which it serves as registrar, or that is maintained for its own securities. Section 4.03 Form of Securitv Register. The Bank, as Registrar, will maintain the Security Register relating to the registration, payment, transfer and exchange of the Securities in accordance with the Bank's general practices and procedures in effect from time to time. The Bank shall not be obligated to maintain such Security Register in any form other than those which the Bank has currently available and currently utilizes at the time. The Security Register may be maintained in written form or in any other form capable of being converted into written form within a reasonable time. 52190806.1111201179 4 Section 4.04 List of Security Holders. The Bank will provide the Issuer at any time requested by the Issuer, upon payment of the required fee, a copy of the information contained in the Security Register. The Issuer may also inspect the information contained in the Security Register at any time the Bank is customarily open for business, provided that reasonable time is allowed the Bank to provide an up -to -date listing or to convert the information into written form. The Bank will not release or disclose the contents of the Security Register to any person other than to, or at the written request of, an authorized officer or employee of the Issuer, except upon receipt of a court order or as otherwise required by law. Upon receipt of a court order and prior to the release or disclosure of the contents of the Security Register, the Bank will notify the Issuer so that the Issuer may contest the court order or such release or disclosure of the contents of the Security Register. Section 4.05 Return of Cancelled Securities. The Bank will, at such reasonable intervals as it determines, surrender to the Issuer, all Securities in lieu of which or in exchange for which other Securities have been issued, or which have been paid. Section 4.06 Mutilated. Destroved. Lost or Stolen Securities. The Issuer hereby instructs the Bank, subject to the provisions of the Authorizing Document, to deliver and issue Securities in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities as long as the same does not result in an overissuance. In case any Security shall be mutilated, destroyed, lost or stolen, the Bank may execute and deliver a replacement Security of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Security, or in lieu of and in substitution for such mutilated, destroyed, lost or stolen Security, only upon the approval of the Issuer and after (i) the filing by the Holder thereof with the Bank of evidence satisfactory to the Bank of the destruction, loss or theft of such Security, and of the authenticity of the ownership thereof and (ii) the furnishing to the Bank of indemnification in an amount satisfactory to hold the Issuer and the Bank harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Security shall be borne by the Holder of the Security mutilated, destroyed, lost or stolen. Section 4.07 Transaction Information to Issuer. The Bank will, within a reasonable time after receipt of written request from the Issuer, furnish the Issuer information as to the Securities it has paid pursuant to Section 3.01, Securities it has delivered upon the transfer or exchange of any Securities pursuant to Section 4.01, and Securities it has delivered in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities pursuant to Section 4.06. ARTICLE FIVE THE BANK Section 5.01 Duties of Bank. The Bank undertakes to perform the duties set forth herein and agrees to use reasonable care in the performance thereof. 52190806.1/11201179 5 Section 5.02 Reliance on Documents, Etc. (a) The Bank may conclusively rely, as to the truth of the statements and correctness of the opinions expressed therein, on certificates or opinions furnished to the Bank. (b) The Bank shall not be liable for any error of judgment made in good faith by a Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the pertinent facts. (c) No provisions of this Agreement shall require the Bank to expend or risk its own funds or otherwise incur any financial liability for performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is not assured to it. (d) The Bank may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. Without limiting the generality of the foregoing statement, the Bank need not examine the ownership of any Securities, but is protected in acting upon receipt of Securities containing an endorsement or instruction of transfer or power of transfer which appears on its face to be signed by the Holder or an agent of the Holder. The Bank shall not be bound to make any investigation into the facts or matters stated in a resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security or other paper or document supplied by the Issuer. (e) The Bank may consult with counsel, and the written advice of such counsel or any opinion of counsel shall be full and complete authorization and protection with respect to any action taken, suffered, or omitted by it hereunder in good faith and in reliance thereon. (f) The Bank may exercise any of the powers hereunder and perform any duties hereunder either directly or by or through agents or attorneys of the Bank. (g) The Bank is also authorized to transfer funds relating to the closing and initial delivery of the Securities in the manner disclosed in the closing memorandum or letter as prepared by the Issuer, the Financial Advisor or other agent. The Bank may act on a facsimile or e-mail transmission of the closing memorandum or letter acknowledged by the Issuer, the Issuer's financial advisor or other agent as the final closing memorandum or letter. The Bank shall not be liable for any losses, costs or expenses arising directly or indirectly from the Bank's reliance upon and compliance with such instructions. Section 5.03 Recitals of Issuer. The recitals contained herein with respect to the Issuer and in the Securities shall be taken as the statements of the Issuer, and the Bank assumes no responsibility for their correctness. The Bank shall in no event be liable to the Issuer, any Holder or Holders of any Security, or any other Person for any amount due on any Security from its own funds. 521908;16.1111201179 6 Section 5.04 Mav Hold Securities. The Bank, in its individual or any other capacity, may become the owner or pledgee of Securities and may otherwise deal with the Issuer with the same rights it would have if it were not the Paying Agent/Registrar, or any other agent. Section 5.45 Monevs Held by Bank - Pavine Anent Account/Collateralization. A paying agent account shall at all times be kept and maintained by the Bank for the receipt, safekeeping, and disbursement of moneys received from the Issuer under this Agreement for the payment of the Securities, and money deposited to the credit of such account until paid to the Holders of the Securities shall be continuously collateralized by securities or obligations which qualify and are eligible under both the laws of the State of Texas and the laws of the United States of America to secure and be pledged as collateral for paying agent accounts to the extent such money is not insured by the Federal Deposit Insurance Corporation. Payments made from such paying agent account shall be made by check drawn on such account unless the owner of the Securities shall, at its own expense and risk, request an alternative method of payment. Subject to the applicable unclaimed property laws of the State of Texas, any money deposited with the Bank for the payment of the principal of, premium (if any), or interest on any Security and remaining unclaimed for three years after final maturity of the Security has become due and payable will be held by the Bank and disposed of only in accordance with Title 6 of the Texas Property Code, as amended. The Bank shall have no liability by virtue of actions taken in compliance with this provision. The Bank is not obligated to pay interest on any money received by it under this Agreement. This Agreement relates solely to money deposited for the purposes described herein, and the parties agree that the Bank may ,serve as depository for other funds of the Issuer, act as trustee under indentures authorizing other bond transactions of the Issuer, or act in any other capacity not in conflict with its duties hereunder. Section 5.06 Indemnification. To the extent permitted by law, the Issuer agrees to indemnify the Bank for, and hold it harmless against, any loss, liability, or expense incurred without negligence or bad faith on its part, arising out of or in connection with its acceptance or administration of its duties hereunder, including the cost and expense against any claim or liability in connection with the exercise or performance of any of its powers or duties under this Agreement. Section 5.07 Internleader. The Issuer and the Bank agree that the Bank may seek adjudication of any adverse claim, demand, or controversy over its person as well as fiends on deposit, in either a Federal or State District Court located in the state and county where the administrative office of the Issuer is located, and agree that service of process by certified or registered mail, return receipt requested, to the address referred to in Section 6.03 of this Agreement shall constitute adequate service. The Issuer and the Bank further agree that the Bank has the right to file a Bill of Interpleader in any court of competent jurisdiction in the State of Texas to determine the rights of any Person claiming any interest herein. 52190806.1111241179 7 In the event the Bank becomes involved in litigation in connection with this Section, the Issuer, to the extent permitted by law, agrees to indemnify and save the Bank harmless from all loss, cost, damages, expenses, and attorney fees suffered or incurred by the Bank as a result. The obligations of the Bank under this Agreement shall be performable at the principal corporate office of the Bank in the City of Dallas, Texas. Section 5.08 DTC Services. It is hereby represented and warranted that, in the event the Securities are otherwise qualified and accepted for "Depository Trust Company" services or equivalent depository trust services by other organizations, the Bank has the capability and, to the extent within its control, will comply with the "Operational Arrangements ", which establishes requirements for securities to be eligible for such type depository trust services, including, but not limited to, requirements for the timeliness of payments and funds availability, transfer turnaround time, and notification of redemptions and calls. ARTICLE SIX MISCELLANEOUS PROVISIONS Section 6.01 Amendment. This Agreement may be amended only by an agreement in writing signed by both of the parties hereto. Section 6.02 Assienment. This Agreement may not be assigned by either party without the prior written consent of the other. Section 6.03 Notices. Any request, demand, authorization, direction, notice, consent, waiver, or other document provided or permitted hereby to be given or furnished to the Issuer or the Bank shall be mailed or delivered to the Issuer or the Bank, respectively, at the addresses shown on the signature page hereof Section 6.04 Effect of Heading.. The Article and Section headings herein are for convenience of reference only and shall not affect the construction hereof. Section 6.05 Successors and AssiLxns. All covenants and agreements herein by the Issuer shall bind its successors and assigns, whether so expressed or not. Section 6.06 Severabilitv. In case any provision herein shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section 6.07 Mrg er, Conversion, Consolidation. or Succession. Any corporation or association into which the Bank may be merged or converted or with which it may be consolidated, or any corporation or association resulting from any merger, conversion, or consolidation to which the Bank shall be a party, or any corporation or association succeeding to all or substantially all of the corporate trust business of the Bank shall be the successor of the Bank as Paying Agent under this Agreement without the execution or filing of any paper or any further act on the part of either parties hereto. s219o8a6.1111201174 9 Section 6.08 Benefits of Agreement. Nothing herein, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder, any benefit or any legal or equitable right, remedy, or claim hereunder. Section 6.09 Entire Agreement. This Agreement and the Authorizing Document constitute the entire agreement between the parties hereto relative to the Sank acting as Paying Agent/Registrar and if any conflict exists between this Agreement and the Authorizing Document, the Authorizing Document shall govern. Section 6.10 Counteruarts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same Agreement. Section 6.11 Termination. This Agreement will terminate (i) on the date of final payment of the principal of and interest on the Securities to the Holders thereof or (ii) may be earlier terminated by either party upon sixty (60) days written notice; provided, however, an early termination of this Agreement by either party shall not be effective until (a) a successor Paying Agent/Registrar has been appointed by the Issuer and such appointment accepted and (b) notice has been given to the Holders of the Securities of the appointment of a successor Paying Agent /Registrar. However, if the Issuer fails to appoint a successor Paying Agent/Registrar within a reasonable time, the Bank may petition a court of competent jurisdiction within the State of Texas to appoint a successor. Furthermore, the Bank and the Issuer mutually agree that the effective elate of an early termination of this Agreement shall not occur at any time which would disrupt, delay or otherwise adversely affect the payment of the Securities. Upon an early termination of this Agreement, the Bank agrees to promptly transfer and deliver the Security Register (or a copy thereof), together with the other pertinent books and records relating to the Securities, to the successor Paying Agent/Registrar designated and appointed by the Issuer. The provisions of Section 1.02 and of Article Five shall survive and remain in full force and effect following the termination of this Agreement. Section 6.12 Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of Texas. [Remainder ofpage left blank intentionally] szf90sob.r/iizaii?g 9 IN WITNESS WHEREOF, the parties hereto Have executed this Agreement as of the day and year first above written. THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Dallas, Texas Title: Address: 2001 Bryan Street, l 11h Floor Dallas, Texas 75201 Attest: Title: Attest: City Secretary CITY OF NORTH RICHLAND HILL'S, TEXAS Mayor Address: I'. O. Box 820609 North Richland Hills, Texas 76182 -0609 52190806.1111201 S -1 FERRI_ M 52190806.t/11201179 A -1 EXHIBIT B FIMi]:ii'TI fl C�� [�]'�: ►�►Ir liMIN - 31 The following information is referred to in Section 36 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the City to be prodded annually in accordance with such Section are as specified below:. 1. Financial inforlrlation of the general type included in the Official Statement as Appendix B for the most recently concluded fiscal year. 2. The infonnation contained in Tables 1 through 5 and 7 through 14 in the Official Statement. Accounting Principles The accounting principles referred to in such Section are generally those described in Appendix B to the Official Statement, as such principles may be changed from time to time to comply with state law or regulation. 52194694.11! 1201179 B -1 M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. F.2 GN 2012 -069 Discussion and Consideration of Ordinance No. 3212 Authorizing the Issuance of $26,085,000 "City of North Richland Hills, Texas, General Obligation 'Bonds, Series 2012" and Resolving Other Matters Incident and Related Thereto Presenter: Larry Koonce, Finance Director Summary: This agenda item is to discuss and gain approval for issuing General Obligation Bonds. General Descrivtion: A bond sale is scheduled for Monday, August 13, 2012. The sale will include $1,085,000 authorized by the voters in the 2003 bond election for the Meadowview Estates channel drainage improvements and $25,000,000 authorized by the voters in the 2012 bond election for the Municipal Facilities Complex. Rating conferences with Standard and Poor's and Moody's were recently held. The City received General Obligation Bond ratings from both Moody's Investors Service and Standard and Poor's. Moody's has reaffirmed the City's Aa2 rating, and Standard and Poor's has reaffirmed the City's AA+ rating. The bids on the General Obligation Bonds are due to be received and opened on Monday August 13 The bids will be tabulated, verified, and ready to present for approval at the meeting that evening. All blanks in the attached ordinance will be filled in prior to the City Council meeting on Monday. Recommendation: Accept the low bid relating to $26,085,000 "City of North Richland Hills, Texas, General Obligation Bonds, Series 2012" and adopt Ordinance 'No. 3212 authorizing the issuance of such bonds. NRH 2012 Bond Sale Projects FY 2012 CIP Project Amount Budget Needed Page No. Budgeted General Obligation Projects Street & Drainage Improvement Projects Meadowview Estates Channel Drainage Improvements 97 (Finish Engineering 1 Design, begin Construction) (2043 1,085,000 Authorization) Facility Project Authorized by Voters in Municipal Facility Project (2012 Authorization) 25,000,000 May 2012. Maturity Debt Structure 20 years Level Principal 20 years Level Principal Total 2012 G.D. Bonds Budget $ 26,085,000 ORDINANCE NO. 3212 AN ORDINANCE authorizing the issuance of "CITY OF NORTH RICHLAND HILLS, TEXAS, GENERAL OBLIGATION BONDS, SERIES 2012 "; specifying the terms and features of said bonds; levying a continuing direct annual ad valorem tax for the payment of said bonds; and resolving other matters incident and related to the issuance, sale, payment and delivery of said bonds, including the approval and execution of a Paying Agent/Registrar Agreement and the approval and distribution of a Preliminary Official Statement and an Official Statement pertaining thereto; and providing an effective date. WHEREAS, the City Council (the "Council ") of the City of North Richland Hills, Texas (the "City ") hereby finds and determines that general obligation bonds in the principal amount of $ approved and authorized to be issued at elections held on February 1, 20+03 and May 12, 2012, should be issued and sold at this time; a summary of the general obligation bonds authorized at said elections, as well as at an election held September 27, 1994, the principal amounts authorized, amounts heretofore issued and being issued pursuant to this ordinance and amounts remaining to be issued subsequent hereto being as follows: Date of Amount Previously Amount Unissued Election Purpose Authorized Issued Being Issued Balance 9 -27 -1994 Street Improvements $ 20,000,000 $ 19,575,000 $ 0 $ 425,000 2 -1 -2003 Street Improvements 30,010,000 23,250,000 0 6,760,000 2 -1 -2003 Drainage Improvements 4,000,000 2,455,000 1,085 460,000 2 -1 -2003 Public Safety Facilities 1,900,000 1,650,000 0 250,000 2 -I -2003 Animal Shelter - 1,300,000 0 0 1,300,000 5- 122012 Municipal Government Complex 48,000,000 0 25,000,000 23,000,000 AND WHEREAS, the Council hereby reserves and retains the right to issue the balance of unissued bonds approved at said elections in one or more installments when, in the judgment of the Council, funds are needed to accomplish the purposes for which such bonds were voted; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH RICHLAND HILLS, TEXAS: SECTION 1: Authorization - Designation - Principal Amount - Purpose. General obligation bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of $ , to be designated and bear the title "CITY OF NORTH RICHLAND HILLS, TEXAS, GENERAL OBLIGATION BONDS, SERIES 2012" (hereinafter referred to as the "Bonds "), for the purpose of providing funds for permanent public improvements and public purposes, to wit: (1) drainage improvements and (2) constructing, improving and equipping a new municipal government complex to include city hall facilities, police and fire facilities and municipal court facilities, including the acquisition of land therefor, all in accordance with the authority conferred by and in conformity with the Constitution and laws of the State of Texas, including Chapter 1331 of the Texas Government Code, as amended. 52190691.1111201179 SECTION 2: Fullv Registered Obligations - Bond Date - Authorized Denominations - Stated Maturities - Interest Rates. The Bonds shall be issued as fully registered obligations only, shall be dated August 1, 2412 (the "Bond Date "), shall be in denominations of $5,000 or any integral multiple (within a Stated Maturity) thereof, and shall become due and payable on February 15 in each of the years and in principal amounts (the "Stated Maturities ") and bear interest at the rates per annum in accordance with the following schedule: Maturity Principal Interest Date Amount Rates 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 The Bonds shall bear interest on the unpaid principal amounts from the Bond Date at the rate(s) per annum shown above (calculated on the basis of a 360 -day year of twelve 30 -day months). Interest on the Bonds shall be payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or earlier redemption. SECTION 3: Terms of Pavment - Pavina Aaent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of maturity, redemption or otherwise, shall be payable only to the registered owners or holders of the Bonds (hereinafter callcd the "Holders ") appearing on the registration and transfer books maintained by the Paying Agent/Registrar and the payment thereof shall be in any coin or currency of the United States of America, which at the time of payment is legal tender for the payment of public and private debts, and shall be without exchange or collection charges to the Holders. The selection and appointment of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, to serve as Paying Agent/Registrar for the Bonds is hereby approved and confirmed. Books and records relating to the registration, payment, transfer and exchange of the Bands (the "Security Register ") shall at all times be kept and maintained on behalf of the City by 52190691.lf112a1179 2 the Paying Agent/Registrar, as provided herein and in accordance with the terms and provisions of a "Paying Agent/Registrar Agreement ", substantially in the form attached hereto as Exhibit A, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The Mayor or Mayor Pro Tern and City Secretary are authorized to execute and deliver such Paying Agent/Registrar Agreement in connection with the delivery of the Bonds. The City covenants to maintain and provide a Paying Agent/Registrar at all times until the Bonds are paid and discharged, and any successor Paying Agent/Registrar shall be a commercial bank, trust company, financial institution or other entity qualified and authorized to serve in such capacity and perform the duties and services of Paying Agent/Registrar. Upon any change in the Paying Agent/Registrar for the Bonds, the City agrees to promptly cause a written notice thereof to be sent to each Holder by United States Mail, first class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of and premium, if any, on the Bonds shall be payable at the Stated Maturities or on a date of earlier redemption thereof only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its designated offices, initially in East Syracuse, New York, or, with respect to a successor Paying Agent/Registrar, at the designated offices of such successor (the "Designated Payment/Transfer Office "). Interest on the Bonds shall be paid to the Holders whose names appear in the Security Register at the close of business on the Record Date (the last business day of the month next preceding each interest payment date) and shall be paid by the Paying Agent/Registrar (i) by check sent United States Mail, first class postage prepaid, to the address of the Holder recorded in the Security Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment. shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. In the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date ") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4: Redemption. (a) Optional Redemption. The Bonds having Stated Maturities on and after February 15, 2023, shall be subject to redemption prior to maturity, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar), on February 15, 2022 or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. 5219069i.irii2oit79 3 At least forty -five (45) days prior to a redemption date for the Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of the decision to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date of redemption therefor. The decision of the City to exercise the right to redeem Bonds shall be entered in the minutes of the governing body of the City. (b) Mandatory Redemption, The Bonds having Stated Maturities of February 15 in each of the years 20_, 20 and 20 (the "Term Bonds ") shall be subject to mandatory redemption in part prior to maturity at the redemption price of par and accrued interest to the date of redemption on the respective dates and in principal amounts as follows: Term Bonds due February 15, 20_ Redemption Date Principal Amount. February 15, 20_ February 15, 20� February 15, 20 ^ � Term Bonds due February 15, 20_ Redemption Date Principal Amount February 15, 20_ February 15, 20_ February 15, 20_ Term Bonds due February 15, 20 Redemption Date Principal Amount February 15, 20_ February 15, 20� February 15, 20_' * Stated maturity. Approximately forty -five (45) days prior to each mandatory redemption date for the Term Bonds, the Paying Agent/Registrar shall select by lot the numbers of the Term Bonds within the applicable Stated Maturity to be redeemed on the next following February 15 from moneys set aside for that purpose in the Interest and Sinking Fund (as hereinafter defined). Any Term Bond not selected for prior redemption shall be paid on the date of their Stated Maturity. The principal amount of the Term Bonds for a Stated Maturity required to be redeemed on a mandatory redemption date may be reduced, at the option of the City, by the principal amount of Term Bonds of like Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date, (1) shall have been acquired by the City at a price not exceeding the principal amount of such Term Bonds plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation or (2) shall have been redeemed pursuant to the optional redemption provisions set forth in subsection (a) of this Section and not theretofore credited against a mandatory redemption requirement. (c) Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall treat such Bonds as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bonds by $5,000 and shall select the Bonds, or principal amount thereof, to be redeemed within such Stated Maturity by lot. s2iso6sL//11201179 4 (d) Notice of Redem Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States Mail, first class postage prepaid, in the name of the City and at the City's expense, to each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the Designated Payment/Transfer Office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Bond is subject by its terms to prior redemption, and has been called for redemption, and notice of redemption thereof has been duly given as hereinabove provided, such Bond (or the principal amount thereof to be redeemed) shall become due and payable and interest thereon shall cease to accrue from and after the redemption date therefor; provided moneys sufficient for the payment of such Bond (or of the principal amount thereof to be redeemed) at the then applicable redemption price are held for the purpose of such payment by the Paying Agent/Registrar. (e) Conditional Notice of Redemption. With respect to any optional redemption of the Bonds, unless moneys sufficient to pay the principal of and premium, if any, and interest on the Bonds to be redeemed shall have been received by the:Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption is conditional upon the receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon the satisfaction of any prerequisites set forth in such notice of redemption; and, if sufficient moneys are not received, such notice shall be of no force and effect, the City shall not redeem such Bonds and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Bonds have not been redeemed. SECTION 5: Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The Paying Agent /Registrar shall obtain, record, and maintain in the Security Register the name and address of each and every owner of the Bonds issued under and pursuant to the provisions of this Ordinance, or if appropriate, the nominee thereof: Any Bond may be transferred or exchanged for Bonds of other authorized denominations by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to the Designated Payment/Transfer Office of the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in formm satisfactory to the Paying Agent /Registrar. Upon surrender of any Bond (other than the Initial Bond(s) referenced in Section 8 hereof) for transfer at the Designated Payment/Transfer Office of the Paying Agent/Registrar, the sz190691.1111201174 5 Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Bonds of authorized denominations and having the same Stated Maturity and of a like aggregate principal amount as the Bond or Bonds surrendered for transfer. At the option of the Holder, Bonds (other than the Initial Bond(s) referenced in Section S hereof) may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of life aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds to be exchanged at the Designated PaymentlTransfer Office of the Paying Agent/Registrar. Whenever any Bonds are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new Bonds to the Holder requesting the exchange. All Bonds issued in any transfer or exchange of Bonds shall be delivered to the Holders at the Designated Payment/Transfer Office of the Paying Agent/Registrar or sent by United States Mail, first class, postage prepaid to the Holders, and, upon the registration and delivery thereof, the same shall be the valid obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Bonds surrendered in such transfer or exchange. All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other goveriunental charges required to be paid with respect to such transfer or exchange. Bonds cancellers by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be "Predecessor Bonds," evidencing all or a portion, as the case may he, of the same obligation to pay evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term "Predecessor Bonds" shall include any mutilated, lost, destroyed, or stolen Bond for which a replacement Bond has been issued, registered, and delivered in lieu thereof pursuant to the provisions of Section 11 hereof and such new replacement Bond shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. Neither the City nor the Paying Agent/Registrar shall be required to issue or transfer to an assignee of a Holder any Bond called for redemption, in whole or in park, within 45 days of the date fixed for the redemption of such Bond; provided, however, such limitation on transferability shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond called for redemption in part. SECTION 6: Book - Entry -Only Transfers and Transactions. Notwithstanding the provisions contained in Sections 3, 4 and 5 hereof relating to the payment, and transfer /exchange of the Bonds, the City hereby approves and authorizes the use of "Book- Entry -Only" securities clearance, settlement and transfer system provided by The Depository Trust Company, a limited purpose trust company organized under the laws of the State of New York ( "DTC "), in accordance with the operational arrangements referenced in the Blanket Issuer Letter of Representations, by and between the City and DTC (the "Depository Agreement "). szi9assi.i /iiaazz7s 6 Pursuant to the Depository Agreement and the rules of DTC, the Bonds shall be deposited with DTC who shall hold said Bonds for its participants (the "DTC Participants "). While the Bonds are held by DTC under the Depository Agreement, the Holder of the Bonds on the Security Register for all purposes, including payment and notices, shall be Cede & Co., as nominee of DTC, notwithstanding the ownership of each actual purchaser or owner of each Bond (the "Beneficial Owners ") being recorded in the records of DTC and DTC Participants. In the event DTC determines to discontinue serving as securities depository for the Bonds or otherwise ceases to provide book -entry clearance and settlement of securities transactions in general or the City determines that DTC is incapable of properly discharging its duties as securities depository for the Bonds, the City covenants and agrees with the Holders of the Bonds to cause Bonds to be printed in definitive form and provide for the Bond certificates to be issued and delivered to DTC Participants and Beneficial Owners, as the case may be. Thereafter, the Bonds. in definitive form shall be assigned, transferred and exchanged on the Security Register maintained by the Paying Agent/Registrar and payment of such Bonds shall be made in accordance with the provisions of Sections 3, 4 and 5 hereof. SECTION 7: Execution - Registration. The Bonds shall be executed on behalf of the City by the Mayor under its seal reproduced or impressed thereon and countersigned by the City Secretary. The signature of said officers on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who are or were the proper officers of the City on the Bond Date shall be deemed to be duly executed on behalf of the City, notwithstanding that such individuals or either of them shall cease to hold such offices at the time of delivery of the Bonds to the initial purchaser(s) and with respect to Bonds delivered in subsequent exchanges and transfers, all as authorized and provided in V.T.C.A., Government Code, Chapter 1201, as amended. No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 9(c), manually executed by the Comptroller of Public Accounts of the State of Texas, or his duly authorized agent, or a certificate of registration . substantially in the form provided in Section 9(d), manually executed by an authorized officer, employee or representative of the Paying Agent/Registrar, and either such certificate duly signed upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified, registered, and delivered. SECTION 8: Initial Bond(s). The Bonds herein authorized shall be initially issued either (i) as a single fully registered bond in the aggregate principal amount of the Bonds with principal installments to become due and payable as provided in Section 2 hereof and numbered T -1, or (ii) as multiple fully registered bonds, being one bond for each year of maturity in the applicable principal amount and denomination and to be numbered consecutively from T -1 and upward (hereinafter called the "Initial Bonds) ") and, in either case, the Initial Bond(s) shall be registered in the name of the initial purchaser(s) or the designee thereof. The Initial Bond(s) shall be the Bond(s) submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the initial purchaser(s). Any time after the delivery of the Initial Bond(s), the Paying Agent/Registrar, pursuant to written instructions from the initial 52190691.1111241179 7 purchaser(s), or the designee thereof, shall cancel the Initial Bond(s) delivered hereunder and exchange therefor definitive Bonds of authorized denominations, Stated Maturities, principal amounts and bearing applicable interest rates for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the initial purchaser(s), or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 9: Forms (a) Forms Generally. The Bonds, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds, shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including insurance legends in the event the Bonds, or any maturities thereof, are purchased with insurance and any reproduction of an opinion of counsel) thereon as may, consistently herewith, be established by the City or determined by the officers executing such Bonds as evidenced by their execution. Any portion of the text of any Bonds may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds and the Initial Bond(s) shall be printed, lithographed, engraved, typewritten, photocopied or otherwise reproduced in any other similar manner, all as determined by the officers executing such Bonds as evidenced by their execution thereof, (b) Foam. of Definitive Bond. REGISTERED NO. Bond Date: August 1, 2012 Registered Owner: Principal Amount: UNITED STATES OF AMERICA STATE OF TEXAS CITY OF NORTH RICHLAND HILLS, TEXAS GENERAL OBLIGATION BOND, SERIES 2012 Interest Rate: Stated Maturity: % February 15, 20_ REGISTERED CUSIP No.: DOLLARS The City of North Richland Hills (hereinafter referred to as the "City "), a body corporate and political subdivision in the County of Tarrant, State of Texas, for value received, 521906gr.in«oi179 8 acknowledges itself indebted to and hereby promises to pay to the Registered Owner named above, or the registered assigns thereof, on the Stated Maturity date specified above the Principal Amount hereinabove stated (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid principal amount hereof from the interest payment date next preceding the "Registration Date" of this Bond appearing below (unless this Bond bears a "Registration Date" as of an interest payment date, in which case it shall bear interest from such date, or unless the "Registration Date" of this Bond is prior to the initial interest payment date in which case it shall bear interest from the Bond Date) at the per annum rate of interest specified above computed on the basis of a 350 -day year of twelve 30 -day months; such interest being payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or earlier redemption. Principal of this Bond is payable at its Stated Maturity or on a date of earlier redemption to the registered owner hereof, upon presentation and surrender, at the Designated Payment/Transfer Office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest is payable to the registered owner of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date ", which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. This Bond is one of the series specified in its title issued in the aggregate principal amount of $ (herein referred to as the "Bonds ") for the purpose of providing fiends for permanent public improvements and public purposes, to wit: (1) drainage improvements and (2) constructing, improving and equipping a new municipal government complex to include city hall facilities, police and fire facilities and municipal court facilities, including the acquisition of land therefor, all in accordance with the authority conferred by and in conformity with the Constitution and laws of the State of Texas, including Chapter 1331 of the Texas Government Code, as amended, and pursuant to an Ordinance adopted by the City Council of the City (herein referred to as the "Ordinance "). The Bonds maturing on the dates hereinafter identified (the "Term Bonds ") are subject to mandatory redemption prior to maturity with funds on deposit in the Interest and Sinking Fund established and maintained for the payment thereof in the Ordinance, and shall be redeemed in part prior to maturity at the price of par and accrued interest thereon to the mandatory redemption date on the respective dates and in principal amounts as follows: 5219069i.vli2oii79 9 Term Bonds due February 15, 20_ Redemption Date Principal Amount February 15, 20_ - February 15, 20_ February 15, 20_ Term Bonds due February 15, 20 Redeinntion Date Principal Amount February 15, 20 February 15, 20 February 15, 20_ Term Bonds due February 15, 20_ Redem ption Date Principal Amount February 15, 20_ February 15, 20 February 15, 20_ F Stated maturity. The particular Term Bonds of a stated maturity to be redeemed on each redemption date shall be chosen by lot by the Paying Agent/Registrar; provided, however, that the principal amount of Term Bonds for a Stated Maturity required to be redeemed on a mandatory redemption date may be reduced, at the option of the City, by the principal amount of Term Bonds of like Stated Maturity which, at least fifty (50) days prior to the mandatory redemption date, (1) shall have been acquired by the City at a price not exceeding the principal amount of such Term Bonds plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation or (2) shall have been redeemed pursuant to the optional redemption provisions appearing below and not theretofore credited against a mandatory redemption requirement. The Bonds maturing on and after February 15, 2023, may be redeemed prior to their Stated Maturities, at the option of the City, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity by lot by the Paying Agent/Registrar), on February 15, 2022, or on any date thereafter, at the redemption price of par, together with accrued interest to the date of redemption. At least thirty days prior to the date fixed for any redemption of Bonds, the City shall cause a written notice of such redemption to be sent by United States Mail, first class postage prepaid, to the registered owners of each Bond to be redeemed at the address shown on the Security Register and subject to the terms and provisions relating thereto contained in the Ordinance. If a Bond (or any portion of its principal sum) shall have been duly called for redemption and notice of such redemption duly given, then upon such redemption date such Bond (or the portion of its principal sum to be redeemed) shall become due and payable, and interest thereon shall cease to accrue, from and after the redemption date therefor; provided moneys for the payment of the redemption price and the interest on the principal amount to be redeemed to the date of redemption are held for the purpose of such payment by the Paying Agent/Registrar. In the event a portion of the principal amount of a. Bond is to be redeemed and the registered owner is someone other than Cede & Co., payment of the redemption price of such principal amount shall be made to the registered owner only upon presentation and surrender of such Bond to the Designated Payment/Transfer Office of the Paying Agent/Registrar, and a new 52190591.1/11.201.179 10 Bond or Bonds of like maturity and interest rate in any authorized denominations provided by the Ordinance for the then unredeemed balance of the principal sum thereof will be issued to the registered owner, without charge. If a Bond is selected for redemption, in whole or in part, the City and the Paying Agent/Registrar shall not be required to transfer such Bond to an assignee of the registered owner within 45 days of the redemption date therefor; provided, however, such limitation on transferability shall not be applicable to an exchange by the registered owner of the unredeemed balance of a Bond redeemed in part. With respect to any optional redemption of the Bonds, unless moneys sufficient to pay the principal of and premium, if any, and interest on the Bonds to be redeemed shall have been received by the Paying Agent/Registrar prior to the giving of such notice of redemption, such notice may state that said redemption is conditional upon the receipt of such moneys by the Paying Agent/Registrar on or prior to the date fixed for such redemption, or upon the satisfaction of any prerequisites set forth in such notice of redemption; and, if sufficient moneys are not received, such notice shall be of no force and effect, the City shall not redeem such Bonds and the Paying Agent/Registrar shall give notice, in the manner in which the notice of redemption was given, to the effect that the Bonds have not been redeemed.. The Bonds are payable from the proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property in the City. Reference is hereby made to the Ordinance, a copy of which is on file in the Designated Payment/Transfer {Office of the Paying Agent/Registrar, and to all of the provisions of which the owner or holder of this Bond by the acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be discharged at or prior to its maturity or redemption, and deemed to be no longer Outstanding thereunder; and for other terms and provisions contained therein. Capitalized terms used herein and not otherwise defined have the meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register only upon its presentation and surrender at the Designated Payment/Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by, the registered owner hereof, or his duly authorized agent. When a transfer on the Security Register occurs, one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the swine aggregate principal amount will be issued by the Paying Agent/Registrar to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the registered owner whose name appears on the Security Register (i) on the Record Date as the owner entitled to payment of interest hereon, (ii) on the date of surrender of this Bond as the owner entitled to payment of principal hereof at its Stated Maturity or upon its prior redemption, in whole or in part, and (iii) on any other date as the owner for all other purposes, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the szi90691.r/i1zoii79 11 contrary. In the event of nonpayment of interest on a scheduled payment date and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date ") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States Mail, first class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, recited, represented and declared that the City is a body corporate and political subdivision duly organized and legally existing under and by virtue of the Constitution and laws of the State of Texas; that the issuance of the Bonds is duly authorized by law; that all acts, conditions and things required to exist and be done precedent to and in the issuance of the Bonds to render the same lawful and valid obligations of the City have been properly done, have happened and have been performed in regular and due time, form and manner as required by the Constitution and laws of the State of Texas, and the Ordinance; that the Bonds do not exceed any Constitutional or statutory limitation; and that due provision has been made for the payment of the principal of and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. IN WITNESS WHEREOF, the City Council of the City has caused this Bond to be duly executed under the official seal of the City as of the Bond Date. CITY OF NORTH RICHLAND HILLS, TEXAS COUNTERSIGNED: City Secretary (City Seal) Mayor 52190691.1111201179 12 (c) Form of Registration Certificate of Comptroller of Public Accounts to appear on Initial Bond(s) only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER ) OF PUBLIC ACCOUNTS ) REGISTER NO. THE STATE OF TEXAS ) I HEREBY CERTIFY that this Bond has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this Comptroller of Public Accounts of the State of Texas (SEAL) only (d) Form of Certificate of Paving Agent/Re.aistrar to appear on Definitive Bonds I R 06 ] 13 0 t AWAN 11 Ci M [ 90 0 III C @Y.I % v C E912 ".1 I � Ce 7: [s l � � ►1 This Bond has been duly issued and registered under the provisions of the within - mentioned Ordinance; the bond or bonds of the above entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. The designated offices of the Paying Agent/Registrar in East Syracuse, New York is the "Designated Payment/Transfer Office" for this Bond. THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Dallas, Texas, as Paying Agent/Registrar Registration date: By: Authorized Signature 52190691.1/112011 79 13 (e) Forn of Assignment. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and ,zip code of transferee:) (Social Security or other identifying number ) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: NOTICE: The signature on this assignment must correspond with the Signature guaranteed: name of the registered owner as it appears on the face of the within Bond in every particular. (e) The Initial Bond(s) shall be in the form set forth in varaarauh of this Section, except that the form of the single fully registered. Initial Bond shall be modified as follows: Heading and paragraph one shall be amended to read as follows: REGISTERED NO. T -I UNITED STATES OF AMERICA STATE OF TEXAS CITY OF NORTH RICHLAND HILLS, TEXAS GENERAL OBLIGATION BLIND, SERIES 2012 Bond Date: August 1, 2012 Registered Owner: Principal Amount: REGISTERED The City of North Richland Hills (hereinafter referred to as the "City"), a body corporate and municipal corporation in the County of Tarrant, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the Registered Owner named above, or the registered assigns thereof, the Principal Amount hereiriabove stated on February 15 in each of the years and in principal installments in accordance with the following schedule: 52190691.1/11201179 14 MATURITY PRINCIPAL INTEREST DATE AMOUNT RATES (Information to be inserted from schedule in Section 2 hereof) (or so much principal thereof as shall not have been redeemed prior to maturity) and to pay interest on the unpaid Principal Amount hereof from the Bond Date at the per annum rates of interest specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest being payable on February 15 and August 15 in each year, commencing February 15, 2013, until maturity or earlier redemption. Principal installments of this Bond are payable on the Stated Maturity dates or on a redemption date to the registered owner hereof by The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the "Paying Agent/Registrar "), upon its presentation and surrender at its designated offices, initially in East Syracuse, New York, or, with respect to a successor paying agent/registrar, at the designated office of such successor (the "Designated Payment/Transfer Office "). Interest is payable to the registered owner of this Bond whose name appears on the "Security Register" maintained by the Paying Agent/Registrar at the close of business on the "Record Date ", which is the last business day of the month next preceding each interest payment date, and interest shall be paid by the Paying Agent/Registrar by check sent United States Mail, first class postage prepaid, to the address of the registered owner recorded in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. If the date for the payment of the principal of or interest on the Bonds shall be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Payment/Transfer Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, or day when banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. All payments of principal of, premium, if any, and interest on this Bond shall be without exchange or collection charges to the owner hereof and in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. SECTION 10: Levy of Taxes. To provide for the payment of the "Debt Service Requirements" of the Bonds, being (i) the interest on the Bonds and (ii) a sinking fund for their payment at maturity or redemption or a sinking fund of 2 % (whichever amount is the greater), there is hereby levied, and there shall be annually assessed and collected in due time, form, and manner, a tax on all taxable property in the City, within the limitations prescribed by law, and such tax hereby levied on each one hundred dollars' valuation of taxable property in the City for the Debt Service Requirements of the Bonds shall be at a rate from year to year as will be ample and sufficient to provide funds each year to pay the principal of and interest on said Bonds while Outstanding; full allowance being made for delinquencies and costs of collection; separate books and records relating to the receipt and disbursement of taxes levied, assessed and collected for and on account of the Bonds shall be kept and maintained by the City at all times while the Bonds are Outstanding, and the taxes collected for the payment of the Debt Service Requirements on the Bonds shall be deposited to the credit of a "Special 2012 Bond Account" (the "Interest and Sinking Fund ") maintained on the records of the City and deposited in a 5z190691,1/11201179 15 special fiend maintained at an official depository of the City's funds; and such tax hereby levied, and to be assessed and collected annually, is hereby pledged to the payment of the Bonds. The Mayor, Mayor Pro Tern, City Manager, Assistant City Manager, Director of Finance and City Secretary of the City, any one or more of said officials, are hereby authorized and directed to cause to be transferred to the Paying Agent/Registrar for the Bonds, from funds on deposit in the Interest and Sinking Fund, amounts sufficient to fully pay and discharge promptly each installment of principal of and interest on, the Bonds as the same accrues or matures or comes due by reason of redemption prior to maturity; such transfers of funds to be made in such manner as will cause collected funds to be deposited with the Paying Agent/Registrar on or before each principal and interest payment date for the Bonds. SECTION 11: Mutilated - Destroyed - Lost and Stolen Bonds. In case any Bond shall be mutilated, or destroyed, lost or stolen, the Paying Agent/Registrar may execute and deliver a replacement Bond of like form and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Bond, or in lieu of and in substitution for such destroyed, lost or stolen Bond, only upon the approval of the City and after (i) the filing by the Holder thereof with the Paying Agent/Registrar of evidence satisfactory to the Paying Agent/Registrar of the destruction, loss or theft of such Bond, and of the authenticity of the ownership thereof and (ii) the furnishing to the Paying Agent /Registrar of indemnification in an amount satisfactory to hold the City and the Paying Agent/Registrar harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Bond shall be borne by the Holder of the Bond mutilated, or destroyed, lost or stolen. Every replacement Bond issued pursuant to this Section shall be a valid and binding obligation, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds; notwithstanding the enforceability of payment by anyone of the destroyed, lost, or stolen Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost or stolen Bonds. SECTION 12: Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Bonds or any principal amount(s) thereof shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof at maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities have been certified by an independent accounting 52190691.111 1201179 16 firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any moneys deposited therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. The City covenants that no deposit of moneys or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as "arbitrage bonds" within the meaning of Section 148 of the Internal Revenue Code of 1986, as amended, or regulations adopted pursuant thereto. Any moneys so deposited with the Paying Agent/Registrar, or an authorized escrow agent, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such moneys have been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of three (3) years after the Stated Maturity or applicable redemption date of the Bonds (for which such moneys were deposited and are held in trust to pay) shall upon the request of the City be remitted to the City against a written receipt therefor. Notwithstanding the above and foregoing, any remittance of funds from the Paying Agent/Registrar to the City shall be subject to any applicable unclaimed property laws of the State of Texas. The term "Government Securities" shall mean (i) direct noncallable obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America, (ii) noncallable obligations of an agency or instrumentality of the United States, including obligations unconditionally guaranteed or insured by an agency or instrumentality of the United States of America and, on the date of their acquisition or purchase by the City, are rated as to investment quality by a nationally recognized investment rating firm not less than AAA or its equivalent, (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date of their acquisition or purchase by the City, are rated as to investment quality by a nationally recognized investment gating firn not less than AAA or its equivalent and (iv) any other then authorized securities or obligations that may be used to defease obligations such as the Bonds under the then applicable laws of the State of Texas. SECTION 13: Ordinance a Contract - Amendments - Outstanding Bonds. This Ordinance shall constitute a contract with the Holders from time to time, be binding on the City, and shall not be amended or repealed by the City so long as any Bond remains Outstanding except as pennitted in this Section and in Section 27 hereof. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding, amend, add to, or rescind any of the provisions of this Ordinance; provided that, without the consent of sa19069i.1/1120ii79 17 all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal amount thereof, the redemption price therefor, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, premium, if any, or interest on the Bonds, (2) give any preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of Bonds required to be held by Holders for consent to any such amendment, addition, or rescission. The term "Outstanding" when used in this Ordinance with respect to Bonds means, as of the date of determination, all Bonds theretofore issued and delivered under this Ordinance, except: (1) those Bonds cancelled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Bonds deemed to be duly paid by the City in accordance with the provisions of Section 12 hereof; and (3) those mutilated, destroyed, lost, or stolen Bonds which have been replaced with Bonds registered and delivered in lieu thereof as provided in Section 11 hereof. SECTION 14: Covenants to Maintain Tax - Exempt Status. (a) Definitions. When used in this Section, the following terms have the following meanings: "Closing Date" means the date on which the Bonds are first authenticated and delivered to the initial purchasers against payment therefor. "Code" means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the {Closing Date. "Computation Date" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Gross Proceeds" means any proceeds as defined in Section 1.148 -1(b) of the Regulations, and any replacement proceeds as defined in Section 1.145 -1(c) of the Regulations, of the Bonds. "Investment" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Nonpurpose Investment" means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purposes of the Bonds. 5219069 L V 11201 179 18 "Rebate Amount" has the meaning set forth in Section 1.148 -1(b) of the Regulations. "Regulations" means any proposed, temporary, or final Income Tax Regulations issued pursuant to Sections 103 and 141 through 1501 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. " Yield" of (1) any Investment has the meaning set forth in Section 1.148.5 of the Regulations and (2) the Bonds has the meaning set forth in Section 1.148 -4 of the Regulations. (b) Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed directly or indirectly with Cross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Bond to become includable in the gross income, as defined in section dl of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Bond, the City shall comply with each of the specific covenants in this Section. (c) No Private Use or Private Payments. Except as permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity of Bonds: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Bonds, and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Bonds or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. 52190691. 1111201179 19 (d) No Private Loan. Except to the extent permitted by section 141 of the Code and the Regulations and rulings thereunder, the City shall not use Gross Proceeds of the Bonds to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take -or -pay, output or similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. (e) Not to Invest at Higher Yield. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Bonds directly or indirectly invest Gross Proceeds in any Investment (or use Gross Proceeds to replace money so invested), if as a result of such investment the Yield from the Closing Date of all Investments acquired with Gross Proceeds (or with money replaced thereby), whether then held or previously disposed of, exceeds the Yield of the Bonds. (f) Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Bonds to be federally guaranteed within the meaning of section 149(b) of the Code and the Regulations and rulings thereunder. (g) Inforrnation Report. The City shall timely file the information required by section 149(e) of the Code with the Secretary of the Treasury on Form 8038 -G or such other form and in such place as the:Secretaiy may prescribe. (h) Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(f) of the Code and the Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other fluids (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six years after the day on which the last Outstanding Bond is discharged. However, to the extent permitted by law, the City may commingle Gross Proceeds of the Bonds with other money of the City, provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date, the City shall calculate the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the Regulations and rulings thereunder. - l'he City shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Bonds until six years after the final Computation Date. 52190691.1111201179 20 (3) As additional consideration for the purchase of the Bonds by the Purchasers (defined below) and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States from the construction fund, the general fund, or other appropriate fund or, if permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the Interest and Sinking Fund, the amount that when added to the future value of previous rebate payments made for the Bonds equals (i) in the case of a Final Computation Date as defined in Section 1.148- 3(e)(2) of the Regulations, one hundred percent (100 %) of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90 %) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038 -T or such other forms and information as is or may be required by Section 148(f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3), and if an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter (and in all events within one hundred eighty (180) days after discovery of the error), including payment to the United States of any additional Rebate Amount owed to it, interest thereon, and any penalty imposed under Section 1.148 -3(h) of the Regulations. (i) Not to Divert Arbitrage_ Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection h of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm's length and had the Yield of the Bonds not been relevant to either party. 6) Elections. The City hereby directs and authorizes the Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance and City Secretary, individually or jointly, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Bonds, in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. SECTION 15: Sale of Bonds - Official Statement Approval. Pursuant to a public sale for the Bonds, the bid submitted by (herein referred to as the "Purchasers ") is declared to be the best bid received producing the lowest true interest cost rate to the City. Such laid is hereby accepted and incorporated herein by reference as a part of this Ordinance for all purposes and the sale of the Bonds to the Purchasers at the price of par and accrued interest to the date of delivery, plus a premium of $ is hereby approved and confirmed. Delivery of 52190691.1111201179 21 the Bonds to the Purchasers shall occur as soon as possible upon payment being made therefor in accordance with the terms of sale, which terms of sale are declared to be in the best interests of the City. The use of the Preliminary Official Statement by the Purchasers in connection with the public offering and sale of the Bonds is hereby ratified, confirmed and approved in all respects. The final Official Statement, which reflects the terns of sale (together with such changes approved by the Mayor, Mayor Pro Tem, City Secretary, City Manager, Assistant City Manager and Director of Finance, any one or more of said officials), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute said final Official Statement, dated August 13, 2012, in the reoffering, sale and delivery of the Bonds to the public. The Mayor or Mayor Pro Tem and City Secretary are further authorized to cause to be delivered for and on behalf of the City copies of said Official Statement in final form as may be required by the Purchasers, and such final Official Statement shall be deemed to be approved by the Council and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 16: Control and Custodv of Bonds. The Mayor of the City shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas, including the printing and supply of definitive Bonds, and shall take and have charge and control of the Initial Bond(s) pending the approval thereof by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery thereof to the Purchasers. SECTION 17: Proceeds of Sale. The proceeds of sale of the Bonds, excluding the accrued interest received from the Purchasers and amounts to pay costs of issuance, shall be deposited in a construction field maintain_ ed at a City depository. Pending expenditure for authorized projects and purposes, such proceeds of sale may be invested in authorized investments in accordance with the provisions of V.T.C.A., Government Code, Chapter 2256, as amended, and the City's investment policies and guidelines, and any investment earnings realized shall be expended for such authorized projects and purposes or deposited in the Interest and Sinking Fund as shall be detennined by the City Council. Accrued interest received from the Purchasers as well as any surplus proceeds of sale of the Bonds, including investment earnings, remaining after completion of all authorized projects or purposes shall be deposited to the credit of the Interest and Sinking Fund. SECTION 18: Notices to Holders Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States Mail, first class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such 52190691.1/11201179 22 waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 19: Cancellation. All Bonds surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly cancelled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already cancelled, shall be promptly cancelled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly cancelled by the Paying Agent/Registrar. All cancelled Bonds held by the Paying Agent/Registrar shall be returned to the City. SECTION 20: Legal Opinion The obligation of the Purchasers to accept delivery of the Bonds is subject to being furnished a final opinion -of Fulbright & Jaworski L.L.P., Attorneys, Dallas, Texas, approving such Bonds as to their validity, said opinion to be dated and delivered as of the date of delivery and payment for such Bonds. A true and correct reproduction of said opinion or an executed counterpart thereof shall accompany the global Bonds deposited with DTC or a reproduction thereof shall be printed on the definitive Bonds in the event the book - entry -only system is discontinued. SECTION 21: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof and neither the City nor attorneys approving the Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed. or typed on the definitive Bonds. SECTION 22: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, the Paying Agent/Registrar and the Holders, any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, the Paying Agent/Registrar and the Holders. SECTION 23: Inconsistent Provisions. All ordinances, orders or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 24: Govemina Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 25: Effect of Headinizs. The Section headings herein are for convenience of reference only and shall not affect the construction hereof. SECTION 26: Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural 521906913/11201179 23 number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 27: Continuing Disclosure Undertaking. (a) Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: "MSRB" means the Municipal Securities Rulemaking Board. "Rule" means SEC Rule 15c2 -12, as amended from time to time. "SEC" means the United States Securities and Exchange Commission. (b) Annual Reports. The City shall provide annually to the MSRB (1) within six months after the end of each fiscal year, beginning in or after 2012, financial information and operating data with respect to the City of the general type included in Official Statement and described in Exhibit B hereto, and (2) if not provided as part of such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so provided shall be prepared in accordance with the accounting principles described in Exhibit B hereto, or such other accounting principles as the City may be required to employ from time to time pursuant to state law or regulation, and audited, if the City commissions an audit of such statements and the audit is completed within the period during which they must be provided. If the City changes its fiscal year, it will notify the MSRB of the change (and of the date of the new fiscal year end) prior to the next date by which the City otherwise would be required to provide financial information and operating data pursuant to this Section. The financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document available to the public on the MSRB's Internet Web site or filed with the SEC. (c) Notice of Certain Events. The City shall provide notice of any of the following events with respect to the Bonds to the MSRB in a timely manner and not more than 10 business days after occurrence of the event: (1) Principal and interest payment delinquencies; (2) Non - payment related defaults, if material; (3) Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 - TEB), or other material notices or detenninations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of holders of the Bonds, if material; (8) Bond calls, if material, and tender offers; 52190691.1111201179 24 (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Bonds, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership, or similar event of the City, which shall occur as described below; (13) The consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; and (14) Appointment of a successor or additional trustee or the change of name of a trustee, if material. For these purposes, any event described in the immediately preceding subsection (c) 12 is considered to occur when any of the following occur; the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City. The City shall notify the MSRB, in a timely manner, of any failure by the City to provide financial information or operating data in accordance;with subsection (b) of this Section by the time required by such Section. (d) Filings with the MSRB. All financial information, operating data, financial statements, notices and other documents provided to the MSRB in accordance with this Section shall be provided in an electronic format prescribed by the MSRB and shall be accompanied by identifying information as prescribed by the MSRB. (e) Limitations, Disclaimers, and Amendments. The City shall be obligated to observe and perform the covenants specified in this Section while, but only while, the City remains an "obligated person" with respect to the Bonds within the meaning of the Rule, except that the City in any event will give the notice required by subsection (c) of this Section of any Bond calls and defeasance that cause the City to be no longer such an "obligated person." The provisions of this Section are for the sole benefit of the Holders and beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the City's financial results, condition, or prospects or hereby undertake to update 52190691.1111201179 25 any information provided in accordance with this Section or otherwise, except as expressly provided herein. The City does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the City in observing or performing its obligations under this Section shall constitute a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. Notwithstanding anything herein to the contrary, the provisions of this Section may be amended by the City from time to time to adapt to changed circumstances resulting from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (2) either (a) the Holders of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the Outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with the City (such as nationally recognized bond counsel) determines that such amendment will not materially impair the interests of the Holders and beneficial owners of the Bonds. The provisions of this Section may also be amended from time to time or repealed by the City if the SEC amends or repeals the applicable provisions of the Rule or a court of final jurisdiction determines that such provisions are invalid, but only if and to the extent that reservation of the City's right to do so would not prevent underwriters of the initial public offering of the Bonds from lawfully purchasing or selling Bonds in such offering. If the City so amends the provisions of this Section, it shall include with any amended financial infonmation or operating data next provided pursuant to subsection (b) of this Section an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. SECTION 28; Severabilitv. If any provision of this Ordinance or the application thereof to any circumstance shall be held to be invalid, the remainder of this Ordinance and the application thereof to other circumstances shall nevertheless be valid, and the Council hereby declares that this Ordinance would have been enacted without such invalid provision. 52190691.1111201179 26 SECTION 29: Further Procedures. Any one or more of the Mayor, Mayor Pro Tern, City Manager, Assistant City Manager, Director of Finance and City Secretary are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and on behalf of the City all agreements, instruments, certificates or other documents, whether mentioned herein or not, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance and the issuance, sale and delivery of the Bonds. In addition, prior to the delivery of the Bonds, the Mayor, Mayor Pro Tem, City Manager, Assistant City Manager, Director of Finance or Bond Counsel to the City are each hereby authorized and directed to approve any changes or corrections to this Ordinance or to any of the documents authorized and approved by this Ordinance: (i) in order to cure any ambiguity, formal defect, or omission in this Ordinance or such other document, or (ii) as requested by the Attorney General of the State of Texas or his representative to obtain the approval of the Bonds by the Attorney General. In the event that any officer of the City whose signature shall appear on any document shall cease to be such officer before the delivery of such document, such signature nevertheless shall be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 30: Incorooration of Findings and Determinations. The findings and determinations of the Council contained in the preamble hereof are hereby incorporated by reference and made a part of this Ordinance for all purposes as if the same were restated in full in this Section.. SECTION 31: Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by V.T.C.A., Government Code, Chapter 551, as amended. SECTION 32: Effective Date. This Ordinance shall take effect and be in full force from and after its adoption on the date shown below in accordance with V.T.C.A., Government Code, Section 1201.028, as amended. [Remainder ofpage left blank intentionally] 52190691. 111 1201179 27 PASSED AND ADOPTED, this August 13, 2012. ATTEST: City Secretary APPROVED AS TO LEGALITY: City Attorney (City Seal) F -1 0]►11117:'_F•yWe xiL!]rM11�h111� Director of Finance CITY OF NORTH RICHLAND HILLS, TEXAS Mayor sz €9069 €. €f € €2o € €79 S -1 EXHIBIT A PAYING AGENDREGISTRAR AGREEMENT 52190691.1! 11201 f 79 A-1 PAYING AGENTIREGISTRAR AGREEMENT THIS AGREEMENT is entered into as of August 13, 2012 (this "Agreement "), by and between The Bank of New York Mellon Trust Company; N.A., Dallas, Texas, a banking association duly organized and existing under the laws of the United States of America (the "Bank ") and the City of North Richland Hills, Texas (the "Issuer "). RECITALS WHEREAS, the Issuer has duly authorized and provided for the issuance of its "City of North Richland Hills, Texas, General Obligation Bonds, Series 2012 ", dated August 1, 2012 (the ".Securities "), such Securities scheduled to be delivered to the initial purchasers thereof on or about September 14, 2012; and WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar in connection with the payment of the principal of, premium, if any, and interest on said Securities and with respect to the registration, transfer and exchange thereof by the registered owners thereof; and WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the Issuer and has full power and authority to perform and serve as Paying Agent/Registrar for the Securities; NOW, THEREFORE, it is mutually agreed as follows: ARTICLE ONE APPOINTMENT OF DANK AS PAYING AGENT AND REGISTRAR Section 1.01 Appointment. The Issuer hereby appoints the Bank to serve as Paying Agent with respect to the Securities, and, as Paying Agent for the Securities, the Bank shall be responsible for paying on behalf of the Issuer the principal, premium (if any), and interest on the Securities as the same become due and payable to the registered owners thereof; all in accordance with this Agreement and the "Authorizing Document" (hereinafter defined). The Issuer hereby appoints the Bank as Registrar with respect to the Securities and, as Registrar for the Securities, the Bank shall keep and maintain for and on behalf of the Issuer books and records as to the ownership of said Securities and with respect to the transfer and exchange thereof as provided herein and in the Authorizing Document. The Bank hereby accepts its appointment, and agrees to serve as the Paying Agent and Registrar for the Securities. Section 1.02 Compensation. As compensation for the Bank's services as Paying Agent/Registrar, the Issuer hereby agrees to pay the Bank the fees and amounts set forth in Annex A attached hereto. In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonable expenses, disbursements and advances incurred or made by the Bank in accordance with any of 52190801.1111201179 the provisions hereof (including the reasonable compensation and the expenses and disbursements of its agents and counsel). ARTICLE TWO DEFINITIONS Section 2,01 Definitions. For all purposes of this Agreement, except as otherwise expressly provided or unless the context otherwise requires: "Acceleration Date" on any Security means the date on and after which the principal or any or all installments of interest, or both, are due and payable on any Security which has become accelerated pursuant to the terms of the Security. "Authorizing Document" means the resolution, order, or ordinance of the governing body of the Issuer pursuant to which the Securities are issued, as the same may be amended or modified, including any pricing certificate related thereto, certified by the secretary or any other officer of the Issuer and delivered . to the Bank. "Bank Office" means the designated office of the Bank at the address shown in Section 3.01 hereof. The Bank will notify the Issuer in writing of any change in location of the Bank Office. "Financial Advisor" means First Southwest Cornpway. "Holder" and "Security Holder" each means the Person in whose name a Security is registered in the Security Register. "Person" means any individual, corporation, partnership, joint venture, association, joint stock company, trust, unincorporated organization or government or any agency or political subdivision of a government. "Predecessor Securities" of any particular Security means every previous Security evidencing all or a portion of the same obligation as that evidenced by such particular Security (and, for, the purposes of this definition, any mutilated, lost, destroyed, or stolen Security for which a replacement Security has been registered and delivered in lieu thereof pursuant to Section 4.06 hereof and the Authorizing Document). "Redemption Date ", when used with respect to any Security to be redeemed, means the date fixed for such redemption pursuant to the terms of the Authorizing Document. " Responsible Officer ", when used with respect to the Bank, means the Chairman or Vice - Chairman of the Board of Directors, the Chairman or Vice - Chairman of the Executive Committee of the Board of Directors, the President, any Vice President, the Secretary, any Assistant Secretary, the Treasurer, any Assistant Treasurer, the Cashier, any Assistant Cashier, any Trust 52190801.1/11201179 2 Officer or Assistant Trust Officer, or any other officer of the Bank customarily performing functions similar to those performed by any of the above designated officers and also means, with respect to a particular corporate trust matter, any other officer to whom such matter is referred because of his knowledge of and familiarity with the particular subject. "Security Register" means a register maintained by the Bank on behalf" of the Issuer providing for the registration and transfers of Securities. "Stated Maturity" means the date specified in the Authorizing Document the principal of a Security is scheduled to be due and payable. Section 2.02 Other Definitions. The terms "Bank," "Issuer," and "Securities (Security)" have the meanings assigned to them in the recital paragraphs of this Agreement. The term "Paying Agent/Registrar" refers to the Bank in the performance of the duties and functions of this Agreement. ARTICLE THREE PAYING AGENT Section 3.01 Duties of PavinLy Agent. As Paying Agent, the Bank shall pay, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, on behalf of the Issuer the principal of each Security at its Stated Maturity, Redemption Date or Acceleration Date, to the Holder upon surrender of the Security to the Bank at the following address: First Class /Repistered/Certified Express Delivery /Courier By Hand Onlv The Bank of New York Mellon The Bank of New York Mellon Trust Company, N.A. Trust Company, N.A. Global Corporate Trust Global Corporate Trust P.O. Box 396 111 Sanders Creek Pkwy. East Syracuse, NY 13057 East Syracuse, NY 13057 The Bank of New York Mellon Trust Company, N.A. Global Corporate Trust Corporate Trust Window 101 Barclay Street, Ist Floor East New York, NY 10286 As Paying Agent, the Bank shall, provided adequate collected funds have been provided to it for such purpose by or on behalf of the Issuer, pay can behalf of the Issuer the interest on each Security when due, by computing the amount of interest to be paid each Holder and making payment thereof to the Holders of the Securities (or their Predecessor Securities) on the Record Date (as defined in the Authorizing Document). All payments of principal and/or interest on the Securities to the registered owners shall be accomplished (1) by the issuance of checks, payable to the registered owners, drawn on the paying agent account provided in Section 5.05 hereof, sent by United States mail, first class postage prepaid, to the address appearing on the Security Register or (2) by such other method, acceptable to the Bank, requested in writing by the Holder at the Holder's risk and expense. 52194861,1111241179 Section 3.02 Pavment Dates. The Issuer hereby instructs the Bank to pay the principal of and interest on the Securities on the dates specified in the Authorizing Document. ARTICLE FOUR REGISTRAR Section 4.01 Security Resister - Transfers and Exchanges. The Bank agrees to keep and maintain for and on behalf of the Issuer at the Bank Office books and records (herein sometimes referred to as the "Security Register ") for recording the nalnes and addresses of the Holders of the Securities, the transfer, exchange and replacement of the Securities and the payment of the principal of and interest on the Securities to the Holders and containing such other information as may be reasonably required by the Issuer and subject to such reasonable regulations as the Issuer and the Bank may prescribe. All transfers, exchanges and replacements of Securities shall be noted in the Security Register. Every Security surrendered for transfer or exchange shall be duly endorsed or be accompanied by a written instrument of transfer, the signature on which has been guaranteed by an officer of a federal or state bank or a member of the National Association of Securities Dealers, such written instrument to be in a form satisfactory to the Bank and duly executed by the Holder thereof or his agent duly authorized in writing. The Bank may request any supporting documentation it feels necessary to effect a re- registration, transfer or exchange of the Securities. To the extent possible and under reasonable circumstances, the Bank agrees that, in relation to an exchange or transfer of Securities, the exchange or transfer by the Holders thereof will be completed and new Securities delivered to the Holder or the assignee of the Holder in not more than three (3) business days after the receipt of the Securities to be cancelled in an exchange or transfer and the written instrument of transfer or request for exchange duly executed by the Holder, or his duly authorized agent, in form and manner satisfactory to the Paying Agent/Registrar. Section 4.02 Securities. The Issuer shall provide additional Securities when needed to facilitate transfers or exchanges thereof. The Bank covenants that such additional Securities, if and when provided, will be kept in safekeeping pending their use and reasonable care will be exercised by the Bank in maintaining such Securities in safekeeping, which shall be not less than the care maintained by the Bank for debt securities of other governments or corporations for which it serves as registrar, or that is maintained for its own securities. Section 4.03 Forme of Security Register. The Bank, as Registrar, will maintain the Security Register relating to the registration, payment, transfer and exchange of the Securities in accordance with the Bank's general practices and procedures in effect from time to time. The Bank shall not be obligated to maintain such Security Register in any fonn other than those which the Bank has currently available and currently utilizes at the time. The Security Register may be maintained in written form or in any other form capable of being converted into written fonn within a reasonable time. 52190801.1/11201179 4 Section 4.44 List of Securitv Holders. The Bank will provide the Issuer at any time requested by the Issuer, upon payment of the required fee, a copy of the information contained in the Security Register. The Issuer may also inspect the information contained in the Security Register at any time the Bank is customarily open for business, provided that reasonable time is allowed the Bank to provide an up -to -date listing or to convert the information into written form. The Bank will not release or disclose the contents of the Security Register to any person other than to, or at the written request of, an authorized officer or employee of the Issuer, except upon receipt of a court order or as otherwise required by law. Upon receipt of a court order and prior to the release or disclosure of the contents of the Security Register, the Bank will notify the Issuer so that the Issuer may contest the court order or such release or disclosure of the contents of the Security Register. Section 4.05 Return of Cancelled Securities. The Bank will, at such reasonable intervals as it detennines, surrender to the Issuer, all Securities in lieu of which or in exchange for which other Securities have been issued, or which have been paid. Section 4.04 Mutilated, Destroyed, Lost or Stolen Securities. The Issuer hereby instructs the Bank, subject to the provisions of the Authorizing Document, to deliver and issue Securities in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities as long as the same does not result in an overissuance. In case any Security shall be mutilated, destroyed, lost or stolen, the Bank may execute and deliver a replacement Security of like forrn and tenor, and in the same denomination and bearing a number not contemporaneously outstanding, in exchange and substitution for such mutilated Security, or in lieu of and in substitution for such mutilated, destroyed, lost or stolen Security, only upon the approval of the Issuer and after (i) the filing by the Holder thereof with the Bank of evidence satisfactory to the Bank of the destruction, loss or theft of such Security, and of the authenticity of the ownership thereof and (ii) the furnishing to the Bank of indemnification in an amount satisfactory to hold the Issuer and the Bank harmless. All expenses and charges associated with such indemnity and with the preparation, execution and delivery of a replacement Security shall be borne by the Holder of the Security mutilated, destroyed, lost or stolen. Section 4.07 Transaction Information to Issuer. The Bank will, within a reasonable time after receipt of written request from the Issuer, furnish the Issuer information as to the Securities it has paid pursuant to Section 3.01, Securities it has delivered upon the transfer or exchange of any Securities pursuant to Section 4.01, and Securities it has delivered in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities pursuant to Section 4.06. ARTICLE FIVE THE BANK Section 5.01 Duties of Bank. The Bank undertakes to perform the duties set forth herein and agrees to use reasonable care in the performance thereof. 52 2 190801.1/11241174 5 Section 5.42 Reliance on Documents, Etc. (a) The Bank may conclusively rely, as to the truth of the statements and correctness of the opinions expressed therein, on certificates or opinions furnished to the Bank. (b) The Bank shall not be liable for any error of judgment made in good faith by a Responsible Officer, unless it shall be proved that the Bank was negligent in ascertaining the pertinent facts. (c) No provisions of this Agreement shall require the Bank to expend or risk its own funds or otherwise incur any financial liability for performance of any of its duties hereunder, or in the exercise of any of its rights or powers, if it shall have reasonable grounds for believing that repayment of such funds or adequate indemnity satisfactory to it against such risks or liability is not assured to it. (d) The Bank may rely and shall be protected in acting or refraining from acting upon any resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security or other paper or document believed by it to be genuine and to have been signed or presented by the proper party or parties. Without limiting the generality of the foregoing statement, the Bank need not examine the ownership of any Securities, but is protected in acting upon receipt of Securities containing an endorsement or instruction of transfer or power of transfer which appears on its face to be signed by the Holder or an agent of the Holder. The Bank shall not be bound to make any investigation into the facts or matters stated in a resolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security or other paper or document supplied by the Issuer. (e) The Bank may consult with counsel, and the written advice of such counsel or any opinion of counsel shall be fall and complete authorization and protection with respect to any action taken, suffered, or omitted by it hereunder in good faith and in reliance thereon. (f) The Bank may exercise any of the powers hereunder and perform any duties hereunder either directly or by or through agents or attorneys of the Bank. (g) The Bank is also authorized to transfer funds relating to the closing and initial delivery of the Securities in the manner disclosed in the closing memorandum or letter as prepared by the Issuer, the Financial Advisor or other agent. The Bank may act on a facsimile or e-mail transmission of the closing memorandum or letter acknowledged by the Issuer, the Issuer's financial advisor or other agent as the final closing memorandum or letter. The Bank shall not be Iiable for any losses, costs or expenses arising directly or indirectly from the Bank's reliance upon and compliance with such instructions. Section 5.03 Recitals of Issuer. The recitals contained herein with respect to the Issuer and in the Securities shall be taken as the statements of the Issuer, and the Bank assumes no responsibility for their correctness. The Bank shall in no event be liable to the Issuer, any Holder or Holders of any Security, or any other Person for any amount due on any Security from its own funds. 52190801.1111201179 6 Section 5.04 May Hold Securities. The Bank, in its individual or any other capacity, may become the owner or pledgee of Securities and may otherwise deal with the Issuer with the same rights it would have if it were not the Paying Agent/Registrar, or any other agent. Section 5.05 Moneys Held by Bank - Paying Agent Account /Collateralization. A paying agent account shall at all times be kept and maintained by the Bank for the receipt, safekeeping, and disbursement of moneys received from the Issuer under this Agreement for the payment of the Securities, and money deposited to the credit of such account until paid to the Holders of the Securities shall be continuously collateralized by securities or obligations which qualify and are eligible under both the laws of the State of Texas and the laws of the United States of America to secure and be pledged as collateral for paying agent accounts to the extent such money is not insured by the Federal Deposit Insurance Corporation. Payments made from such paying agent account shall be made by check drawn on such account unless the owner of the Securities shall, at its own expense and risk, request an alternative method of payment. Subject to the applicable unclaimed property laws of the State of Texas, any money deposited with the Bank for the payment of the principal of, premium (if any), or interest on any Security and remaining unclaimed for three years after final maturity of the Security has become due and payable will be held by the Bank and disposed of only in accordance with Title d of the Texas Property Code, as amended. The Bank shall have no liability by virtue of actions taken in compliance with this provision. The Bank is not obligated to pay interest on any money received by it under this Agreement. This Agreement relates solely to money deposited for the purposes described herein, and the parties agree that the Bank may serve as depository for other funds of the Issuer, act as trustee under indentures authorizing other bond transactions of the Issuer, or act in any other capacity not in conflict with its duties hereunder. Section 5.06 Indemnification. To the extent permitted by law, the Issuer agrees to indemnify the Bank for, and hold it harmless against, any loss, liability, or expense incurred without negligence or bad faith on its part, arising out of or in connection with its acceptance or administration of its duties hereunder, including the cost and expense against any claim or liability in connection with the exercise or performance of any of its powers or duties under this Agreement. Section 5.07 Intergleader. The Issuer and the Bank agree that the Bank may seep adjudication of any adverse claim, demand, or controversy over its person as well as funds on deposit, in either a Federal or State District Court located in the state and county where the administrative office of the Issuer is located, and agree that service of process by certified or registered mail, return receipt requested, to the address referred to in Section +6.03 of this Agreement shall constitute adequate service. The Issuer and the Bank further agree that the Bank has the right to file a Bill of Interpieader in any court of competent jurisdiction in the State of Texas to determine the rights of any Person claiming any interest herein. 52190901,1/11201179 7 In the event the Bank becomes involved in litigation in connection with this 'Section, the Issuer, to the extent permitted by law, agrees to indemnify and save the Bank harmless from all loss, cost, damages, expenses, and attorney fees suffered or incurred by the Bank as a result. The obligations of the Bank under this Agreement shall be performable at the principal corporate office of the Bank in the City of Dallas, Texas. Section 5.08 DTC Services. It is hereby represented and warranted that, in the event the Securities are otherwise qualified and accepted for "Depository Trust Company" services or equivalent depository trust services by other organizations, the Bank has the capability and, to the extent within its control, will comply with the "Operational Arrangements ", which establishes requirements for securities to be eligible for such type depository trust services, including, but not limited to, requirements for the timeliness of payments and funds availability, transfer turnaround time, and notification of redemptions and calls. ARTICLE SIX MISCELLANEOUS PROVISIONS Section 6.01 Amendment. This Agreement may be amended only by an agreement in writing signed by both of the parties hereto. Section 6.02 Assiunment. This Agreement may not be assigned by either party without the prior written consent of the other, Section 6.03 Notices. Any request, demand, authorization, direction, notice, consent, waiver, or other document provided or permitted hereby to be given or furnished to the Issuer or the Bank shall be trailed or delivered to the Issuer or the Bank, respectively, at the addresses shown on the signature page hereof. Section 6.04 Effect of Headines. The Article and Section headings herein are for convenience of reference only and shall not affect the construction hereof. Section 6.05 Successors and Assigns. All covenants and agreements herein by the Issuer shall bind its successors and assigns, whether so expressed or not. Section 6.06 Severability. In case any provision herein shall be invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby. Section 6.07 Mercer. Conversion. Consolidation, or „Succession. Any corporation or association into which the Bank may be merged or converted or with which it may be con8olidated, or any corporation or association resulting from any merger, conversion, or consolidation to which the Bank shall be a party, or any corporation or association succeeding to all or substantially all of the corporate trust business of the Bank shall be the successor of the Bank as Paying Agent under this Agreement without the execution or filing of any paper or any further act on the part of either parties hereto. 521908ot.1111201179 8 Section 6.08 Benefits of Agreement. Nothing herein, express or implied, shall give to any Person, other than the parties hereto and their successors hereunder, any benefit or any legal or equitable right, remedy, or claim hereunder. Section 6.09 Entire Agreement. This Agreement and the Authorizing Document constitute the entire agreement between the parties hereto relative to the Bank acting as Paying Agent/Registrar and if any conflict exists between this Agreement and the Authorizing Document, the Authorizing Document shall govern. Section 6.10 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and all of which shall constitute one and the same Agreement. Section 6.11 Termination. This Agreement will terminate (i) on the date of final payment of the principal of and interest on the Securities to the Holders thereof or (ii) may be earlier terminated by either party upon sixty (60) days written notice; provided, however, an early termination of this Agreement by either party shall not be effective until (a) a successor Paying Agent/Registrar has been appointed by the Issuer and such appointment accepted and (b) notice has been given to the Holders of the Securities of the appointment of a successor Paying Agent/Registrar. However, if the Issuer fails to appoint a successor Paying Agent/Registrar within a reasonable time, the Bank may petition a court of competent jurisdiction within the State of Texas to appoint a successor. Furthermore, the Bank and the Issuer mutually agree that the effective date of an early termination of this Agreement shall not occur at any time which would disrupt, delay or otherwise adversely affect the payment of the Securities. Upon an early termination of this Agreement, the Bank agrees to promptly transfer and deliver the Security Register (or a copy thereof), together with the other pertinent books and records relating to the Securities, to the successor Paying Agent/Registrar designated and appointed by the Issuer. The provisions of Section 1.02 and of Article Five shall survive and remain in full force and effect following the termination of this Agreement. Section 6.12 Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the State of Texas. [Remainder ofpage left blank intentionally] 52190801./11201179 9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written. Attest: Title: Attest: City Secretary THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Dallas, Texas By: Title: Address: 2001 Bryan Street, 11' Floor Dallas, Texas 75201 CITY OF NORTH RICHLAND HILLS, TEXAS M. Mayor Address: P. O. Box 820609 _North Richland Hills, Texas 76182 -0609 s2190801.v11201179 S -1 ANNEX 5219080 1.1111201179 A-1 EXHIBIT B DESCRIPTION OF ANNUAL FINANCIAL INFORMATION The following information is referred to in Section 27 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the City to be provided annually in accordance with such Section are as specified below: 1. Financial information of the general type included in the Official Statement as Appendix B for the most recently concluded fiscal year. 2. The information contained in Tables I through 5 and 7 through 14 in the Official Statement. Accounting Principles The accounting principles referred to in such Section are generally those described in ,Appendix B to the Official Statement, as such principles may be changed from time to time to comply with state law or regulation. 52190691.1/11201179 B -1 M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. F.3 PU 2.012 -023 Award of Contract to Jeff Eubank Roofing Co., in the amount of $67,050 for the Construction of the Richland Tennis Center Roof Repair Project Presenter: Vickie Loftice, Managing Director of Community Services Summarv: The approved Parks & Recreation Capital Improvement Program for FY2011 -2012 includes funding for repairs to the Richland Tennis Center building roof. The proposed improvements include modifications and renovation work on all copings along the parapet walls, and repairing cracked mortar joints in CMU, brick and stone. General Descrir)tion: The City's roofing consultant, The Conley Group, developed plans and specifications for modifications to the Tennis Center building's parapet wall copings. This includes the addition of new coping material and flashing to alleviate water penetrating into the existing stone coping and ultimately, into the building. The plans also specify filling and sealing of all these areas where the barrel roof meets the parapet walls. Additionally, all existing roof drains will be replaced with new cast iron drains that are larger and will accommodate better drainage on the flat roofs. Finally, a permanent ladder will be mounted on each side of the building for staff to access the two flat roof areas to perform routine maintenance as required by provisions of the roof warranty. These ladders will be caged and lockable so that only staff will have access. Competitive Sealed Proposals were received from three contractors on July 12, 2012. Contractors were requested to provide a basic proposal bid amount and three alternate proposals which were included to determine the value of specific project elements and assist in developing a construction contract within our available funding. Alternate proposals included: No. 1 - Replacing roof drain assemblies with cast iron assemblies. No. 2 - Install an additional single -ply system on top of the existing metal barrel roof. No. 3 - Removal and new installation of sealant joints at base of wall. Pricing was provided as follows: Base Proposal Progressive Roofing $25,700 Jeff Eubank Roofing Co., Inc. $48,700 Supreme Systems, Inc. $63,200 Alt. 1 Alt. 2 Alt. 3 Cast Iron PVC roof over New joint Drains barrel sealant $10,000 $36,200 $1,750 $17,500 $57,750 $850 $23,750 $81,955 $4,500 In accordance with Purchasing Policies and Procedures, the Construction documents included selection criteria as the basis for evaluating the proposals received in order to select the contractor that is the most qualified which represents the best value to the City of North Richland Hills. A three member evaluation committee was appointed to evaluate the responses to determine which contractor's proposal represented the best value to the City. The committee members included Rick Hulme, Facilities Superintendent, Jason Moore, Park Planner and Charlotte Wylie, Richland Tennis Center Manager. Eva Ramirez was also present to represent the finance department. The committee met on July 13, 2012. The committee evaluated the following criteria: • Proposed Contract Amount • Key Project Personnel with Similar Project Experience • Certified by Roof Manufacturer to Install including Project References • Financial and Organizational Stability • Claims History and Litigation Experience over the Past Five Years • Adequate and Complete Responses to the Requested Information After thorough discussion and evaluation of all proposal materials submitted, the committee selected Jeff Eubank Roofing, Inc. as the "best value" for the City. The lowest proposal, submitted by Progressive Roofing, did not include required information and responses to all of the information requested. The evaluation committee recommends accepting Jeff Eubank's base proposal and alternates No.1 and No. 3, for a total cost of $67,050. The total available funding for construction of the project, in the amount of $96,050, is comprised of funding allocated to the PK1204 (Richland Tennis Center Asset Management) account. After award of contract for the roof work, the remaining account balance will be available to replace vandalized wind screens along the court fences and other Tennis Center maintenance improvements. Jeff Eubank Roofing Co., Inc. is a Fort Worth based company with extensive roof construction experience in the DFW area including work with the City of Fort Worth and Tarrant County. Recommendation: To award contract to Jeff Eubank Roofing Co., Inc. in the amount of $67,050 for the construction of the Richland Tennis Center Roof Repair Project. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. FA GN 2012 -066 Setting the Date for Public Hearings for 2012 -13 City Budget, Parks & Recreation Facilities Development Corporation and Crime Control and Prevention District Budgets Presenter: Mark Mills, Budget Director Summarv: The City Council is asked to set the public hearing dates for the proposed annual FY 2012113 City Budget, proposed projects and operations of the Park and Recreation Facilities Development Corporation, and the Crime Control and Prevention District. General Descrir)tion: The City Council is asked to set the dates for the upcoming public hearings. Each hearing is planned for August 27, 2012 beginning at 6:15 p.m. for the Park and Recreation Facilities Development Corporation and 6:30 p.m. for the Crime Control and Prevention District. The hearing for the proposed annual City Budget will be conducted as part of the regular City Council meeting, beginning at 7:00 p.m. on August 27, 2012. In addition to setting these dates in a public meeting, a published notice will be required for each public hearing per the City Charter and State law. A copy of each notice accompanies this coversheet. In compliance with State law, the proposed annual budget has been made available on the City we'bsite at www.nrhtx.com. The proposed budget is also available at the City Secretary's Office and at the North Richland Hills Public Library. Recommendation: Set the date for the public hearings on the Park and Recreation Facilities Development Corporation at 6:15 p.m., the Crime Control and Prevention District at 6:30 p.m. and the annual City Budget at 7:00 p.m. on August 27, 2012. NOTICE OF PUBLIC HEARING ON PROJECTS TO BE UNDERTAKEN BY NORTH RICHLAND HILLS PARK AND RECREATION FACILITIES DEVELOPMENT CORPORATION NOTICE IS HEREBY GIVEN that a public hearing is to be held by the Board of Directors of the North Richland Hills Park and Recreation Facilities Development Corporation during a meeting to be held at 6 p.m. on August 27, 2012 at the North Richland Hills City Hall City Council Chambers, 7301 N.E. Loop 820, North Richland Hills, Texas, on the Corporation funding and undertaking of projects (including, but not limited to, future land acquisition, public right of way and infrastructure improvements, the construction of baseball and softball fields, construction or renovation of neighborhood and community parks, construction or renovation of dog /animal parks, playground equipment, construction and/or renovation of recreation facilities, public art, tree planting and other landscape improvements, senior citizen centers, building of hike and bike trails, park security improvements, update of the park system master plan, the operations of the tennis center, the expenditure of funds to pay operating costs of City owned projects undertaken by the Corporation, and economic and business development). A more detailed description of the projects to be undertaken by the Corporation covered by this notice is available for review in the office of the City Secretary at City Hall between the hours of 8 a.m. and 5 p.m. Monday through Friday. It is also available at the City of North Richland Hills Public Library, Monday through Saturday and online at www.nrhtx.com. NOTICE OF PUBLIC HEARING ON 2012 -2013 PROPOSED ANNUAL BUDGET NORTH RICHLAND HILLS CRIME CONTROL AND PREVENTION DISTRICT NOTICE IS HEREBY GIVEN that a public hearing is to be held by the Board of Directors of the North Richland Hills Crime Control and Prevention District on the 2012- 2013 proposed annual budget during the meeting to be held at 6:30 p.m. on August 27, 2012 at the North Richland Hills City Hall City Council Chambers, 7301 N.E. Loop 820, North Richland Hills, Texas. The proposed budget is available for review in the office of the City Secretary at City Hall between the hours of 8:00 a.m. and 5:00 p.m. Monday through Friday. It is also available for review at the City of North Richland Hills Public Library, Monday through Saturday and online at www.nrhtx.com. NOTICE OF PUBLIC HEARING 2012 -2013 PROPOSED ANNUAL BUDGET NOTICE IS HEREBY GIVEN to all interested citizens in the City of North Richland Hills, that the City Council will hold a public hearing on the 2012 -2013 proposed annual budget on Monday, August 27, 2012 during the regular 7:00 p.m. City Council meeting at the North Richland Hills City Hall City Council Chambers, 7301 N.E. Loop 820, North Richland Hills, Texas. The proposed budget is available for review in the office of the City Secretary at City Hall between the hours of 8:00 a.m. and 5:00 p.m. Monday through Friday. The proposed budget is also available at the City of North Richland Hills Public Library, Monday through Saturday and online at www.nrhtx.com. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. F.5 GN 2012 -067 Setting the Date for Tax Rate Public Hearings and Vote on Placing the Tax Rate Adoption on the Agenda of the September 10, 2012 City Council Meeting Presenter: Mark Mills, Budget Director Summarv: Council is requested to set the date for public hearings on the proposed tax rate of 61 (D per $100 of taxable valuation as August 27, 2012 and August 30, 2012. Council is also requested to vote to place the adoption of this tax rate on the September 10, 2012 Council Regular Agenda. General Description: In follow up to the FY 2012113 Budget Work Session, it is necessary to begin the process to establish a tax rate for the next fiscal year, in accordance with the City Charter and State law. At the Budget Work Session, a tax rate of 610 per $100 of taxable valuation was proposed. This is a 4(0 increase in the prior year tax rate of 570 per $100 of taxable valuation. This increase is directly attributable to the bond election held in May 2012 during which voters approved the issuance of general obligation debt for the construction of a new municipal complex. Per Section 26.05(d) of the Tax Code, Council cannot adopt a tax rate that exceeds the lower of the rollback tax rate or the effective tax rate until two public' hearings have been held on that tax rate. The City of North Richland Hills' proposed tax rate of 610 is above the effective tax rate of 55.9888(0, but remains below the projected rollback rate of 62.29370. As a result, the City of North Richland Hills is required to conduct two public hearings prior to the adoption of the tax rate. In addition, State law requires that the City Council vote to place the adoption of the tax rate on a future Council Agenda as an action item. The date for this vote is currently planned for September 10, 2012. The vote would appear as an action item on the agenda for the regular City Council meeting. Recommendation: That a vote be taken to set 'Monday, August 27, 2012 and Thursday, August 30, 2012 as the dates for public hearings on the proposed tax rate of 61(0 per $100 of taxable valuation and to place the adoption of this tax rate on the September 10, 2012 Council Agenda. M KH COUNCIL MEMORANDUM From The Office of the City Manager 1919=4593011 K Subject: Agenda Item No. F.6 GN 2012 -070 Appointments to Committee Presenter: Mark Hindman, City Manager Municipal Complex Oversight Summarv: The (Municipal Oversight Committee is being formed in response to the approval of the development of a new Municipal Complex in the May 12, 2612 bond election. This item is to appoint the seven (7) members of this committee. General Description: The Municipal Complex Oversight Committee will serve as a liaison between the residents of North Richland Hills and the City Council in matters regarding the development of the new Municipal Complex that was approved in the May 12, 2012 bond election. It is the charge of this committee to provide broad oversight over the construction of the new Municipal Complex in order to ensure that the completed project is consistent with the intent of the voters who approved it. Duties: • The Committee will serve at the will and direction of City Council • The Committee's primary objectives are to ensure the project is built: • As it was described to the Community Improvements Program Task Force, the City Council and the citizens of North Richland Hills • At the location indicated in voter educational information • Within the total cost figure of $70 million • The committee will provide input on the image the Complex should convey • The Committee will provide input as needed on the public spaces within the Complex • The Committee will be advisory in nature and will not have the authority to perform any administrative function on behalf of the City nor direct NRH City Staff to expend any funds or make requests that require excessive Staff time without City Council approval. • The Committee shall refrain from interfering with the operational role of any design or construction consultants, contractors and/or sub - contractors Qualifications: The Municipal Complex Oversight Committee is made up of six (6) Members and one (1) Chairman elected by the committee. In order to serve on this Committee, members must meet the following qualifications: • Three (3) members will be members of the North Richland Hills City Council • Four (4) members must be residents or business owners/operators/managers in North Richland Hills • Members should be free of any conflicts of interest with firms being used throughout the construction of the project. • Members must be Appointed by Council Meetings: Meetings of the Municipal Complex Oversight Committee will be held on an as needed basis. Meetings will consist of presentations by City staff, architects and contractors regarding the design and construction of the new Municipal Complex. Based on input received from the City Council during the Work Session of July 23, 2012, the following seven (7) individuals are nominated for appointment to the Municipal Complex Oversight Committee: 1. Scott Turnage 2. Tom Lombard 3. Tim Welch 4. Steve Koons 5. Janet Golightly 6. Whitney Harding 7. Jay Bruner Each of these individuals meets the qualifications set for this committee and has shown a willingness to be involved in the development of the new Municipal Complex. Recommendation: Appoint Scott Turnage, Tom Lombard, Tim Welch, Steve Koons, Janet Golightly, Whitney Harding and Jay Bruner to the Municipal Complex Oversight Committee. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. G.4 EXECUTIVE SESSION ITEMS M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. G.1 Action on Any Item Discussed in Executive Session Listed on Work Session Agenda M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. H.a INFORMATION AND REPORTS M RH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject: Agenda Item No. H.1 Announcements - Councilman Barth Announcements With the number of West Nile Virus cases on the rise in Tarrant County, the city reminds all residents of the 4 Ds: • DRAIN standing water in your yard and neighborhood, • Avoid outdoor activities during DUSK and DAWN is when mosquitoes are most active, • DRESS in long - sleeved shirks and pants when outdoors; • Use insect repellant with DEET. For more information, visit the city's website at www.nrhtx.com. To help in the fight against Heart Disease, the City of North Richland Hills invites everyone to participate in the 2012 Tarrant County Heart Walk benefiting the American Heart Association. The Heart Walk will be held Saturday, September 8th starting at 8:30 a.m. at the Fort Worth Stockyards. To register or get more information, visit www.tarrantcountyheartwalk.org. Kudos Korner Every Council Meeting, we spotlight our employees for the great things they do. Today we spotlight. Teresa Koontz of the Planning & Development Department - A new business owner sent a letter of appreciation for the assistance Teresa provided him during the permitting process. "Her attention to detail and her ability to assist with ease made my job so much easier. Thank you for having such a great employee," the letter stated. M KH COUNCIL MEMORANDUM From: The Office of the City Manager Date: 8 -13 -2012 Subject Agenda Item No. H.2 Adjournment