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HomeMy WebLinkAboutCC 2013-10-28 AgendasCITY OF NORTH RICHLAND HILLS CITY COUNCIL WORK SESSION AGENDA NORTH TH FBI HLAN D HILLS ITY COUNCIL WORKROOM 7301 NORTHEAST LOOP 820 NORTH TH I I HL ND HILLS, TEXAS Monday, October 28, 2013 6:00 P.M. A.0 Discuss Items from Regular City Council Meeting A. 1 Presentation and discussion regard in the addition of a Freeway Corridor Overlay Di tict to the Zoning Ordinance and the removal of the Mid - Cities Overlay Zone. 1 Minutes) E.0 EXECUTIVE SESSION - The City Council may eater into closed Executive Session to discuss the following as authorized by Chapter 551, Texas Government Code E.1 Executive Session: Pursuant to Section 551 .074, Texas Government Code - Personnel- to Deliberate the Employment, Evaluation, Duties of Public Employees - City Manager and City Secretary C.0 Adjournment Prtifirn inn 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 October 25, 2013. 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 imeeting. Please contact the City Secretary's office at 17- 427 -6060 for further information. The City Council may confer privately with its attorney to seek. legal ad ice 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 Disci pl inary Rules of Professional Conduct of the State, Ear of Texas clearly conflicts with Chapter 551, Texas Government Code. CITY of NORTH IIHLlD HILLS CITY ' COUN IL AGENDA ITS' HALL COUNCIL CH MEERS 7301 NORTHEAST L OP 820 NORTH I I HLAND HILLS, TEXAS Monday, October 28, 2013 :oo P.M. Hard copies of the full City Council agenda information packet are accessible prior to ever regularly scheduled Monday Council meeting according to the following locations and schedule: zi 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 Cal I to order - Mayor Tre i no A. 1 Invocation - Councilwoman Wright ht ujesky A.2 Fledge - Councilwoman Wright ht ujesky A.3 Special Presentation(s) and Recognition(s) - Proclamation for Red Rib�bon Week presented by Mayor Pro Terra Rodriguez A.4 special Presentations and Recognition(s) - Presentation of the Scenic City "Gold" Certification by Scenic Texas A.5 Special Presentation(s) and Recognition(s) - Presentation of the 2013 Certificate of Achievement for Planning Excellence by the Texas Chapter of the American Planning Association A.6 Citizens Presentation An opportunity for citizens to address the City Council on matters which are not SGhediuled 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 are su bjeot h ih is not on the posted agenda, therefore the Council will not be able to discuss or tale action on items brought up during the citizens presentation. A.7 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 those items unless a Council Member so requests, in which event the item will be removed from the Consent Agenda and considered. B.1 Approval of Minutes of October 14, 2013 City Council Fleeting �B.2 Cancellation of the November mber and December 23 City Council Meetings B.3 Approve Purchase of Frazer Ambulance from Dallas Dodge Chrysler Jeep in the amount of $187775 B.4 Approve Purchase of Heavy -duty Vehicle Lift System from Sterol -Kvni in the Amount of $E9,438 'B. 5 Approve, Purchase of Police Department and Fire Department Vehicles from Reliable Chevrolet in the Amount of $288,407.42 C.0 PUBLIC HEARINGS No item for this category. D.0 PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. D. 1 RFC 2013-04 Consideration of a request from John Sargent for a Replt for Lots 4R1 3R2, Block 1, Tapp Addition on 1. 083 acres located at 5205 Rufe Snow Dr. D.2 RFC 2013-07 on id ration of a request from RSMC Properties for a Replat for Lot 2R1, B I o k 1, Tapp" Add itio n on 1.1 1 acre s I orated at 5209 Rufe S now D r. E.0 PUBLIC 'CORKS ,No items for this category. F.1 Discussion and Consideration of Ordinance Flo. 3279 Authorizing the Issuance of "City of forth Richland Hills, Texas, Tax and Waterworks and Serer System (Limited Pledge) Revenue Certificates of Obligation, Series 2013" and Resolving Other Flatters Incident and Related Thereto F.2 Consider All Matters Incident and Related to the Issuance and Sale of '''City of forth Richland Hills, Texas, General Obligation Refunding and Improvement Bonds, Series 201311 , including the Adoption of Ordinance No. 3280 Authorizing the Issuance of Such Bonds and Providing for the Redemption of the Obligations Being Refunded F. 3 Approve Consulting Contract with Sciens Technology to evaluate the replacement of Police /Fire computer systems in the amount of $89,450 FA Authorize Payment} in the amount of $305,648.64, to Motorola for Annual Public Safety Radio Maintenance Agreement F. 5 Appointments to Naming Board F.6 Appointment of Chair to Reinvestment Zane Number 1 (TIF 1) and Chair to Reinvestment Zone Number 2 (TIF 2) It G. 1 Action on Any Item Discussed in Executive Session Listed on Work Session Agenda ME KIM 101; 10001 :lk� U1119[ ]0 KI0193SO: 10001 :1 &� H.1 Announcements - Councilman Barth H1.2 Adjournment All items on the agenda are for discussion andlor action. C"k r-+; -F;- .- , +;r-.r-% do hereby certify that the above notice of meeting of the North Richland Hills City Council was posted at City Hall, City of Forth 'Richland Hills, Texas in compliance with Chapter 551, Texas Government Code on October 25 2013. City Secretary This facifity is wheelchair accessible and accessible earl' i ng spaces are available. Requests for accommodations or interpretive ser i 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 ad ice on any matter listed on the agenda or on any ratter 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, Teas Government Code. City of North Richland H ll Irk Session Work Session Meeting Agenda North Richland Hills City Hall City Council Workroom 7301 Northeast Loop 820 North Richland H it I, TX 76180 Monday, October 28, 2013 P.M. A.0 Discuss u Items from Regular City Council Mee tirti� A. Presentation and discu�ssion regarding the addition of a Freeway Corridor Overlay Di tit to the Zoninq Ordinance and the removal of the Mid-Cities Overlay Zone. (15 Minut E.0 EXECUTIVE SESSION - The City Council may eater into closed Executive Session to discuss the fol lowing as authorized by Chapter 551, Texas a Government Cod E.1 Executive Session: Pursuant to Section 551.074, Texas Government Code - Personnel- t Deliberate the Employment, Evaluation, Duties of Public Employees - City Manager and City Secret C.0 Ad i urnm nt t4ftH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. A. Discuss Items from Regular City Council Meeting K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager r Cate: 10-218-2013 Subject- Agenda Item No. A. 1 Presentation and discussion regarding the addition of a Fria Corridor Overlay [itit to the Zoning Ordinance and the removal of the !lid- Cities Overlay Zone. (15 Min ut ) Presenter: Clayton Comstock, Senior Planner Council gill be asked to provide staff with input on a new Freeway Corridor Overlay District and direction n any accompanying district standards. Background Purpose With the total reconstruction of the freeway, the City has a great opportunity to refine the character of our '`front porch.' It is the first impression manor motorists have of North Richland Hills. The purpose of the Freeway Corridor Overlay, therefore, is to implement the Loop 820 Corridor Plan, encourage positive economic development that adds value and creates a more vJbrant, attractive and welcoming corridor through the City. The Freeway Corridor Overlay, as is u rr ntl r conceived by the Development F ri Committee, focuses on three primary areal: 1. Limiting the uses permitted along the corridor, 2. Increasing the screening and fencing provisions; and 3. Creating special buffrard landscaping regulations for the freeway corridor frontage. Staff will present some concepts that are a part of the draft ordinance with respect to each of these four areas. The majority f the discussion and desired input, hoer, will be on the limitation of certain uses along the corridor. Applicability The following are the "District Boundaries"' for the Freeway Corridor Overlay District a currently o received : The Freeway Corridor Overlay District includes the entirety of all properties which adjoin or are located within 200 feet of the ultimate Right-of-Way for Northeast Loop 820 (IH-820) and Airport Freeway (5N 1211SH 183), and are not planned for residential use or Transit Oriented Development {TOD) as shown on the City's Comprehensive Land Use Plan. The standards and regulations set forth in the Freeway Corridor Overlay District are superimposed and shall supersede the standards and regulations of any underlying zoning district which are in conflict. The following map shows in yellow-dashed line the proposed 200' Ubuffer" from the ROW of Loop 820 and Airport Freeway. As proposed, any commercial property that touches this buffer would be considered within, the "Freeway Corridor Overlay District." 1�5 H L L�!6 11L V N, "04EULIEV VA IT 3- WX 4 Oq Prowrtic,; in Freu-n-ay cmridm N -11h UoTnjNebLmL,%,u land Usu Plan Kip Removal of the Mid_ Cities Overlay Zone In concurrence with the creation of a Freeway Corridor Overlay, staff is proposing that Council remove the Mid-Cities Overlay Zone from the Zoning Ordinance. The Mid- Cities Overlay Zone was created in response to the 1997 Mid-Cities Boulevard Corridor Study and followed shortly after the completion and expansion of Mid-Cities Boulevard from Rufe Snow Drive to Precinct Line Road. As it is currently written, however, the overlay provides no real benefit to the it or private property owners. Staff will present more detail on this during work session. t4ftH K0ltJ►[yl0JilaA[N:L1►1 bill Ji From: The Office of the City Manager Cate: 10-28-2013 Subject- Agenda Item fro. B.0 0 EXECUTIVE E SESSION - The City Council may eater into closed Executive Session to discuss th following as authorized by Chapter 551, Texas Government Code 1 K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. B.1 Executive Session: Pursuant to Section 551.074, Texas Government Code - Personnel: to Deliberate th Employment, Evaluation, Duties of PublJc Employees - City Manager and City Secretary 1►1�aMM1 K6ltJ►[yI0JiIaJi[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-218-2013 Subject- Agenda Item No. C.0 Adjournment City of North Richland H i I Regular Session City Council Regular Meeting Agenda North Richland Hills City Hall Council Chambers 7301 Northeast Loop 820 North Richland Hills, TX 76180 Monday, October 28, 2013 :oo P.M. A.O Call to order - Mayor Trevino A.1 Invocation - Councilwoman Wright Oumesky A.2 Pledge - Councilwoman Wright Oumesky A.3 Special Presentation(s) and Recognition(s) - Proclamation for Fled Ribbon Week presented by Mayor Pro Tom Rodriguez A.4 Special Presentations) and Recognition( - Presentation of the Scenic it "Gold " Certification by Scenic Texas A.5 Special Fre e rotation ( ) and Recognition(s) - Presentation of the 2013 Certificate of Ach ieemert for Planninq Excellence by the Texas Chapter of the American Planning Association A.,6 Citizens Presentation An opportunity for citizens to address the City Council on smatters which are not scheduled for consideration by the City Council or another City Board or Commission ion at a later date. In order to address the Council, please complete a Public fleeting Appearance Card and present it to the City Secretary prior to ,the Mart 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.7 Removal al 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 I ittl,e 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 Approval of Minutes of October 14, 2013 City Council Meeting B.2 Cancellation of the November 25 and December 23 City Council Mee B.3 Approve Purchase of Frazer Ambulance from Dallas Dodge Chrysler Jeep in the amount of $187,775 E.4 Approve Purchase of Heavy-Duty Vehicle Lift System from tertil -Koni in the Amount of $69,438 B.5 Approve Purchase of Folio Department and Fire Department Vehicles from Reliable Chevrolet in the Amount of $288,407.42 C.0 PUBLIC HEARINGS No items for this category. D.o PLANNING AND DEVELOPMENT Items to follow do not require a public hearing. D. RP 2013-04 Consideration of a request from John Sargent for a Replat for Lots 4 1 & 3R2, Block 1, Tapp Addition on 1.083 acres located at 5205 Rufe Snow Dr. D.2 RP 2013-07 Consideration of a request from RSMC Proportion for a Replat for Lot 2 R 1 , E lock 1 , Tapp Add ition on 1.1 1 acres located at 5209 F ufe Snow Dr. E.0 PUBLIC WORKS No items for fts category. FO GENERAL ITEMS F.1 Discussion and Consideration of ordinance No. 3279 Authoriing the Issuance of "City of North Richland hland H it I , Texas, Tax and WaterNorks are d Sewer System (Limited Fledge) Revenue Certificates of Obligation, Series 2013" and Foli n Other Flatters Incident and Related Thereto F.2 Consider All Matters Incident and Related to the Issuance and Sale of "Citv of North Richland H it I , Texas, General Obliqation Refunding- inn- and Improvement Bonds, Series 2013 " , including the Adoption of ordinance No. 3280 Authorizing the Issuance of Such Bonds and Fro id i ng for the Redemption of the Obligation Being Refunded F. 3 Approve Consulting Contract with Sciens Technology to evaluate the replacement of Police/Fire computer systems in the amount of $89,450 F.4 Authorize Payment, in the amount of $305,648.64, to Motorola for Annual Public Safety Radio io Maint n anc Agreement F.5 Appointments to Naming Board F.6 Appointment of Chair to Reinvestment Zone Number 1 (TIF 1 ) and Chair to Reinvestment Zone Number 2 (TIF 2) G.0 EXECUTIVE E ES I N ITEMS G. Action on Any Item Discussed i n Executive Session Listed o n Work Session Agenda H.0 INFORMATION AND REPORTS T H.1 Announcements - Councilman Barth H.2 Adjournment t4ftH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. A.0 II to Order - Mayor Trevino I K6ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager Cate: 10-218-2013 Subject: Agenda Item fro. A. 1 Invocation - Councilwoman Wright Ouiesky t4ftH K0111 04 [y10A I a1t1C07:7.1►1b1tJJi From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. A.2 Pledge - Councilwoman Wright ht ujerky t4ftH K0ltJ►[yl0JilaA[0]:L1►191tJJi From- The Office of the City Man r Cate: 10-28-2013 Subject: Agenda Item Na. A.3 Special Presentation(s) and Recognition(s) - Proclamation for Red Ribbon Week presented by Mayor Pro Tem Rodriguez MRH CITY OF NORTH RICHLAND HILLS 1. wells WA WHEREAS, alcohol and other drug abuse in this nation has reached epidermic stages; and WHEREAS, it is imperative that visible, unified prevention ed uctiion efforts by community members be Launched to eliminate the demand for drugs; and WHEREAS, the City of Forth Richland land H it Is and E ird it le Independent School District are coordinating our community's Fled Ribbon Campaign to offer our citizens the opportunity to demonstrate their commitment to alcohol, tobacco and illegal drug violence prevention; and WHEREAS, the National Fled Ribbon Campaign will be celebrated in ever community in America during "Red Ribbon Week ", October 26 - November 1; and WHEREAS, business, government, law enforcement, media, medical, military, parents, religious institutions, schools, senior citizens, service organizations and youth will demonstrate their commitment to healthy, drug -free lifestyles by Me rin and displaying Fled Ribbons during this week long campaign- and WHEREAS, the City of North Richland Hills further commits its resources to ensure the success of the iF ed Ribbon Campaign- 7 IOW, THEREFORE, EFOF E, E E IT RESOLVED, that the City of Forth Richland nd H ills does hereby October 26 — November ember 1, 2013 as a 40,104111 N I:j:117►[F4101►l 17\ [Rf►Nh'/ 04 04 114% and encourage the citizens to participate in alcohol, tobacco and illegal drug and violence prevention activities, making a visible statement that we are strongly committed to creating safe and caring environments for every child to grog up in and further encourages all citizens to pledge, "No Use of Illegal Drugs, No Illegal Use of Legal Cyrus." N FITNESS WHEREOF, I have hereunto set my hand and caused the seal of the City of North Richland Hills to be ffixed this the 28th day of October 2013. Oscar Trevino, Mayor N ItH K0ltJ►[yl0JilaLVA[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-28-2013 Subject: Agenda Item No. A.4 Special Presentabon(s) and Recognition(s) - Presentation of the Scenic City "Gold" Certification by Scenic Texas Presenter- Clayton Comstock, Senior Planner Margaret DeMoss of the Scenic Texas Board of Directors will officially present the City Council with the, Scenic City "Gold" Certification. The Scenic City Certification Program is a project of Scenic Texas. Scenic Texas has identified a direct correlation between the success of a city's economic development efforts and the visual appearance of its public spaces. In recognition of this link, Scenic Texas has developed the Scenic City Certification Program to support and recognize municipalities that implement high - quality scenic standards for public roadways and public spaces. The program recognizes Texas cities which already have strong scenic standards and provides an incentive to others to adopt and implement the kind of stringent criteria that has been proven to enhance economic development, improve quality of life and foster a sense of place. After receiving the "Silver" designation in 2011, the N H Development Review Committee reviewed the criteria for the Scenic City program and evaluated what ordinance changes could be implemented in order to receive an upgrade to "Gold. Revisions to the screening and fencing standards and a new lighting ordinance addressed a sufficient number of points (26) to be u!pgraded. North Richland Hills is now in the same 2011-2,016 C'Class" as Benbrook, Buda, Cedar Hill, and Pearland and joins other Gold cities such as Westlake, Georgetown, Flower Mound, Southlake, Richardson, and Cedar Park. North Richland Hills is now 23 points from the "Platinum" level. r4ftH K0ltJ►[yl0JilaA[0]:L1►1 bill Ji From: The Office of the City Manager [date: 10-28-2013 Subject: Agenda Item No. A.5 Special Presentation(s) and Recognition(s) - Presentation of the 2013 Certificate of Achievement for Planning Excellence by the Texas Chapter of the American Planning Association Presenter: Clayton Comstock, Senior Planner Wendy Shabay, AlCP, President of the Texas Chapter of the American Planning Association, will be presenting the City of North Richland Hills with the 2013 Certificate of Achievement for Manning Excellence. The Texas Chapter of the American Planning Association recognizes planning excellence 'in municipalities throughout the State. Evaluation criteria include the level of training of Planning Comm i ioner and professional staff, professional qualifications of the planning staff, breadth and currency of mister plan components and completion of other planning related projects. North Richland nd H it Is joins 23 other Texas cities in being recognized and awarded for their excellence in the planning profession. 3, A- 141 L k, American Planning Association Texas Chapter Making Grew Communities Happen Mr. Oscar Trevino, Mayor City of North RicMand Hills 7301 NE Loop 820 North Richland Hills TX,: 76180 Dear Mayor Trevino T, It is 1xith great pteasure that the Texas Chapter of the Amed'ean Planning Association presents the enc-losed "Certificate of Aebievement ror Plamaing F-Ncellencc' to your Planuing Department for 2013. This certificate recognizes the professional planning standards demonstrated by your planning staff and the funding and support exhibited by your City Council and Planning and Zunm*g Commission. More specifically, the City of North Richland T4111s. has met the Chapters goals f-or: Increasing awareness of professional planning. 1 ecognl'Zing planning departments which meet certain professional requirements, Enhancing neighborhood and citizen recognition ofplar=* g efforts, Encouraging the funding of professional training for Commissioners and to and Aiding in economic development and community image. I encourage you to share this award With your City Council and Commission at an appropriate time. The Board of Directors and the 2,000 members of the Chapter look fonv:rid to your continued success and your leadership in community planning in Texas. Sincerely, ( h-esident Texas Chapter American Planning AssociaLion i N AMERICIA N R� r i ae'01111-1 AIC P Wendy Shah-s Al Barbara Hcn PJCP Lindsey G.u'V di A'ICP PLANNING pia��k-nf EA.'a seaelary Treasumir ASS OC[ATION 9�2RDIC-WDO WW735-7259 9M.931-1175 9 7 TEXAS CFIA=R M'� e- V-cAnelly FA; CP 214185D-C-04,9 Emaifmmanej @attnet I ►1tAMM1 KeltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item fro. A.6 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 Inter date. In order to address the Council, please complete a Public Meeting Appearance Card and present it to the City Secretary prior to the tort of the Council meeting. The Texas Open Meetings Act prohibits deliberation by the un i I 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. t4ltH KeltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager Cate: 10-28-2013 Subject- Agenda Item No. A.7 Removal of Item(s) from the nsent Agenda rq1tH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. B. CONSIDER P PROV L OF CONSENT AGENDA ITEMS All consent agenda items listed b l r are considered to be routine items deemed to require little or no deliberation by the pity Council and will be voted on in one motion. Th r will be no separate discussion f these items unless a Council m b r so requests, i n which agent the item will be removed from the Consent Agenda and considered. r4ftH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager [date: 10-28-2013 Subject: Agenda Item No. B.1 Approval of Minutes of October 14, 2013 City Council Fleeting Presenter: Patricia Hutson, City Secretary Recommendation- To approve the minutes of the October 14, 2013 City Council meeting. MINUTES OF THE WORK SESSION AND REGULAR MEETING F THE CITY COUNCIL 'F THE CITY OF NORTH RI H'L N D HILLS, TEXAS, HELD IN THE CITY HALL, 7301 NORTHEAST LOOP 820 — OCTOBER 14, 2013 WORK SESSION The City Council of the City of North Richland Hills, Texas met in work session on the 14t.n day of October 2013 at 6-00 p.m. in the city council Workroom prior to the 7: p.m. regular Council meeting. Present- Tito Rodriguez Mayor Pro Tern, Council, Place 1 Rita fright Oujesky Council, Place Torte Lombard Council, Place Tim Barth Council, Place 4 (present at 6.-09 p.m.) David Whitson Council, Place Scott Turnage Council, Place Tires Welch Council, Place Staff Members: Mark Hindman City Manager Jared Miller Assistant city Manager Karen Bostic Assistant city Manager Jimmy Perdue Director of Public Safety Mike Curtis Managing Director Vickie Loffice Managing Director Patricia Hutson City Secretary Monica Solko Assistant city Secretary George Staples City Attorney Mary Peters Public Information Officer John Pit tick Director of Planning & Development Larry Koonce Finance Director Andy Kancl Assistant Police Chief Craig Hulse 'Economic Development Director Jerry Landrki Purchasing Manager Stan Tinney Fire Chief Karla McAfee Assistant Fire Chief Dori Wrtbrgr Project Manager Gregory VanNieuwenhuize city Engineer Jason Moore Management Assistant — Public Works Caroline a Waggon r Assistant Public 'works Director Engineer Jimmy Cates Public 'works Operations Manager Bee Blankenship 'Public Works Superintendent Alan Knapp Public Works Superintendent Clayton Comstock Senior Planner Billy Owens Emergency Management coordinator Absent: Oscar Trevino Mayor .n II try nrrlpr Mayor Pro Tern Rodriguez called the work session to order at -00 p.m. Mayor Pro Tem Rodriguez recognized Ms. Sally Proffitt from Tarrant County College No rth ea st an d stu den is from h,er Business Leadership c o urse. A.0 Discuss Items from Regular City Council Meetir�� There were no questions from Council. A., 1 Discuss the Scheduling of the November and December Council Meetings Patricia Hutson, City Secretary requested direction from Council on whether they desired to hold the second council meetings in November and December. Both meetings occur during the Thanksgiving and Christmas holiday eel . The consensus of Council was to cancel the November 25 and December 23 council meetings and if unexpected business occurs that cannot be handled at the remaining meetings, a special meeting will be called. B.o EXECUTIVE SESSION - The City Council may enter into closed Executive Session to discuss the following as authorized by Chapter 551, Texas ,Government Code B.1 Executive Session: Pursuant to Section 551.072, Texas Government Code to deliberate the purchase, exchange, lease or value of real Property in the southwest sector of the it B.2 Executive Session: Pursuant to Section 551.072, Texas Government Code to deliberate the Purchase, exchange, lease or value of real Property in the crest sector of the it Mayor Fero Tern Rodriguez ue announced at 6-02 p.m. that the Council would convene into Executive Session as authorized by Chapter 551, Texas Government Code, pursuant to the following section: 1 Section 551.072 to deliberate the purchase, exchange, lease or value of real property in the southwest sector of the City and in the west sector of the City. Councilman Barth present at .m. C.0 Adjournment Mayor Pro Tem Rodriguez announced at 635 p.m. that the Council would adjourn to the regular Council meeting. REGULAR CoU ICI L MEETING A.0 CALL To ORDER Mayor Pro Torn Rodriguez called the meeting to order October 14, 2013 at :oo p.m. Present: Tito Rodriguez Rita Wright Oujesky Torn Lombard Tim Barth David Whitson Scott Turn age TTm Welch Staff: Mark Hindman Jared Miller Karen Bostic Jimmy Perdue Mike Curtis Vickie Loftioe Patricia Hutson Monica So I Igo George Staples Absent: Oscar Trevino Mayor Pro Tara, Council, Place 1 Council, Place Council, Place Council, Place 4 Council, Place Council, Pl o Council, Place City Manager Assistant City Manager Assistant City Manager Director of Public Safety Managing Director Managing Director City Secretary Assistant City Secretary Attorney Mayor A. INVOCATION Councilman Barth gave the invocation. A. PLEDGE F ALLEGIANCE Councilman Barth led the pledge of allegiance. A.3 SPECIAL PRESENTATION AND RECOGNITION(S) No items for this category. Mayor Pro Terri Rodriguez recognized Ms. Sally Proffitt from Tarrant n t College Northeast and students from her Business Leadership course. ►e A. CITIZENS PRESENTATION A.5 REMOVAL OF ITEM(S) FROM THE CONSENT AGENDA There were no items removed from the Consent rid' . B. APPROVAL OF CONSENT AGENDA ITEMS A � E2 M � 10 i� B.1 APPROVAL OF MINUTES OF SEPTEMBER 9, 2013 CITY COUNCIL MEETING B.2 AUTHORIZE THE PURCHASE OF BADGER WATER METER UNITS FROM ATLAS UTILITY SUPPLY COMPANY FOR AN AMOUNT NOT TO EXCEED $350,000 13.3 AWARD D I F13 13-032 MISCELLANEOUS CONCRETE, IMPROVEMENTS VEMENT T HARD KOUNTRY CONCRETE I N THE AMOUNT OF $331,700 B.4 AUTHORIZE PURCHASE OVER $50,000.00 BUT NOT EXCEEDING $93,500.00 OF CONSUMABLE MEDICAL SUPPLIES FROM BOUND TREE MEDICAL, LLD AND /OIL HENRY SCHEIN, INC. THE PURCHASE IS A REGULARLY BUD ETE D ITEM AND COINCIDES WITH THE INTER-LOCAL AGREEMENT WITH CEDAR HILL B.5 CONSIDER ACCEPTANCE of THE 2013 STATE HOMELAND SECURITY PROGRAM F AM - LAW ENFORCEMENT TERRORIST PREVENTION ACTIVITIES (SHSP LETPA) GIANT IN THE AMOUNT of $9.1500 FOR EQUIPMENT THAT WILL BE USED B THE NORTHEAST EAST FIRE DEPARTMENT ASSOCIATION'S BOMB TEAM COU N OILMAN TU RNA GE MOVE D To APPROVE THE CONSENT ADEN DA. COU N CI LMAN LOMBAF D SECONDED THE MOTION. MOTION To APPROVE CARRIED 6-0. C.0 PUBLIC HEARINGS C.1 TIC 2013-04 PUBLIC HEARING IN AND CONSIDERATION OF AMENDMENTS TO SECTION 118-875(C) of THE CODE of ORDINANCES OF THE CITY of NORTH RICH LAND HILLS, TEXAS, TO LIMIT AND REGULATE ELECTF I c FENCES - ORDINANCE NO. 3274 AIP IRnVFn Mayor Pro Tens Rodriguez opened the public hearing and called on John Pitstick. . to present the item. John Pit stick, , PI nn i n and Development Director, summarized the item. Staff is bringing this revision forward as a result of a recent Zoning Hoard of Adjustment (ZETA) hearing in which an electric fence was installed several years ago without a permit around the Service King vehicle storage area on Rufe Snag. Current regulations do allow for security fences of not less than six feet in height to be topped with barbed wire in the C2 and 1 -1 and 1-2 Industrial zoning districts. The proposed text revision would not affect any current commercial and industrial users with the exception of the Service King. The Service King business was granted a variance from ZBA and required to reduce the height of the existing electric fence to 18 feet. Staff recommends approval of Ordinance No. 3274. Mayor Pro Tara Rodriguez called for anyone wishing to spear for or against the request to come forward. There being no one wishing to spear, Mayor Fero Tem Rodriguez closed the public hearing and called for the motion. COUNCILMAN LOCI BAIL D MOVED To APPROVE TR 2013-04; ORDINANCE N . 3274. COUNCILWOMAN WRIGHT O UJ ESKY SECONDED THE MOTION. MOTION TO APPROVE CARRIED 6-0. C.2 TR 201 PUBLIC HEARING AND CONSIDERATION of AMENDMENTS To SECTION 118-493 of THE NORTH RICHLAN D HILLS CODE of ORDINANCES AND AMENDING THE PLANNED DEVELOPMENT REGULATIONS - ORDINANCE No. 3275 Mayor Pro Tern Rodriguez opened the public hearing and called on John Pitstick to present the item. John Pitstick, Director of PlanNng & Development, summarized the item. Text changes are being proposed to the PD Planned Development) regulations to clarify base district designations and to give di scretion to City Counicil for allowing specific variances with mitigating circumstances. Specific changes ire being made to the Base District, b RD -1PD standards and d ) NR-P,D standards to clarify base district designations and also give discretion to the City Council for allowing variances. The new regulations do not list specific lot and area requirements but only list variances that are pertinent to the actual PD document for a specific tract of land. Staff recommends approval of Ordinance No. 3275.. Mayor Pro Tern Rodriguez called for anyone wishing to spear for or against the request to cone forward. There being no one wishing to spear, Mayor Pro Torn Rodriguez uez closed the public hearing and celled for the motion. COUNCILMAN WELCH MOVED TO APPROVE TR 2013-05; ORDINANCE N . 3275. COUNCILMAN WHIT ON SECONDED THE MOTION. MOTION TO APPROVE CARRIED -0. C.3 zD 2013-14 PUBLIC HEARING AND CONSIDERATION of A REQUEST FROM GAGLIARDI GROUP, INC. ON BEHALF OF LA ERNE BUTTERFIELD LP, TE MALL LP AND THE CITY of NORTH R.IC H LAND HILLS FOR A ZONING CHANGE FROM C -1 COMMERCIAL To NR-PD NON-RESIDENTIAL PLANNED DEVELOPMENT FOR "CITY POINT," AN APPROXIMATELY 4 -ACRE MIXED -USE DEVELOPMENT LOCATED IN THE 7500 AND 7600 BLOCK of BOULEVARD (THE FORMER NORTH HILLS MALL SITE AND SELECT ADJACENT PARCELS); To INCLUDE AMENDED USES AND REGULATIONS COMMENSURATE WITH THE "C-1 " COMMERCIAL DISTRICT, ICT, TH E N EW CITY HALL FOR NORTH RICH LAN D HILLS, A MAXIMUM of 300 MULTI - FAMILY RESIDENTIAL IDENTIAL UNITS, AND OTHER USES - ORDINANCE NO. 3276 AFFR VFn Mayor Pro Tern Rodriguez open the public hearing and called on the applicant to present the item. Deborah Gagliardi, 5712 Cherywood. Arlington, Texas name forward. Ms. Gaglardi explained that the zoning request was for five districts (market, metro, manor, municipal, and entertainment within the 74 acre tract of land. She was available to answer any questions Council may have. Clayton Comstock, Senior Planner, requested to present both Item C.3 and D.1 together since they were related. Mr. Comstock presented a Po rerPoint presentation and summarized the item. Gagliardi Group, Inc. is requesting approval of a zoning change from 9` -1 " Commercial to "NR-PD" Non-Residential Planned' Development at the former North Hills hall site located on Boulevard just south of NE Loop 820. The proposed Planned Development zoning would allow for a mix of uses, including Soo multi-family residential units, the new 180,000 square foot City Hall facility, retail, restaurant, office, hospitality, entertainment, and a 1 -acre public plaza open space. zoning SubDitrict include- Market District. The Market District is designed to be Similar to NRH's Transit Oriented Development Code, where the commercial buildings V it I be wilt closer to the street, on- street parking and streetscaping will be provided, and the district is more scaled and oriented to the pedestrian. Metro District. The Metro District i on the far merest, east and north corners of the development and is intended to accommodate more conventional suburban design and thin adopts "C-1" Commercial as a base district. This provides offices, retailers and restaurants with alternative areas and regulations from the more urban Market District. Townhomes within the Metro District. "Single Family Residential Attached Dwelling Units, )2 or To rnhorne } have been written in to be a permitted option in the Metro District strict east of the City Hall. The option may only be used in that location only after the rest of the PD is fully developed and only with Site Flan approval by City Council. Manor District. trict. A maximum of 300 multi-family uniit will! be permitted within the Manor District just southwest of the City Hall property. The development regulations for this district are consistent with those created for the T ra n iit Oriented Development elopment Code. Municipal District. The new City Hall facility will likely be the first to brash ground in the City Point PD and is to be located in the Municipal District, which is at the terminus of the City Point Drive entry from Boulevard 26. The Municipal District adopts the "U" Institutional District as a base district. Entertainment District. trict. The Entertainment District is more of a flexible, catch -all district designed to attract the best user. It allows commercial and office uses, but also permits health and fitness centers, theaters, outdoor amusement, hotels, etc. It adopts the "C -1" Commercial base district with specific standards for specific outdoor amusement uses. The Planning & Zon i rig Commission recommended approval by a -o gate. Staff recommend's approval of ZC 2013-14; Ordinance No. 3276. The replat request is from Kimle -Horn and Associates, Inc. who is requesting approval of a replat for City Point, a -lot mixed use development on approx,imately 78 acres at the southeast corner of Boulevard 26 and Rodger er Line Drive. The Feplat redefines the internal lot boundaries and public rights -of -way on the property formerly occupied by North Hills Mall and renames the area from "Calloway Farm's to "City Point." Approval of this l eplat will accommodate the construction of the new City Hall facility and other private development associated with the `City 'point P Y Planned Development Zoning District also being proposed by the property owner. The only lot not ii n ciuudded in the F eplat that was shown on the Preliminary Plat approved d b the Planning and Zoning Commission on September 19 is Lot 1, Block 5, which is the proposed location of the sign for the development along Rodger Line Curie. This lot will be platted at a later date prier to construction of the sign. The Planning & Zoning Commission recommended' approval by a -o vote. Staff recommends approval of RP 2013-09. Mayor Pro Terms Rodriguez called for anyone wishing to speak for or against the zoning request to come forward. T.D. Jenkins, , 001 Limerick Lane, came forward. Mr. Jenkins opposed any rezoning that included apartments. Mr. Jenkins was concerned with the congestion of traffic, the construction congestion, and over populated schools in the city. Mr. Jenk.ins would like the city to adopt an ordinance banning more apartments in the city. There being no one else wishing to spear, Mayor Fero Tern Rodriguez closed the public hearing on ZC 2013-014 and called for the motion. COUNCILMAN LOMBAILD MOVED To APPROVE ZC 2013-14; ORDINANCE N . 3276. COUNCILMAN TU I NA E SECONDED THE MOTION. MOTION TO APPROVE CARRIED 6-0. 1 PLANNING & DEVELOPMENT Items to follow do not require a public hearing. D.'1 P 2013-09 CONSIDERATION OF A REQUEST WEST FROM ICIMLEY -H F N AND ASSOCIATES, INC. FOR A FEPLAT OF CITY POINT ADDITION ON 78.780 ACRES LOCATED IN THE 7500 AND 7600 BLOCKS OF BOULEVARD APIPR0VFn Mayor Pro Terms Rodriguez called on the applicant to coma forward. Anna Carrillo, Kiml -Horn and Associates, Inc., 01 Cherry Street, Fort Worth, Civil Engineer and applicant of case FOP 2013-09 care forward. Ms. Carrillo is requesting approval of the rplat for the City Point Addition on 78.780 acres on behalf of the City of North Richland Hills arid, ql i rdi Group, Inc. She was available to answer any questions the Council may have. This item is not a public heariag but was discussed with Item C.3. COUNCILWOMAN I I HT OUJESKY MOVED To APPROVE IMP 2013-09. COUNCILMAN LM BARD SECONDED THE MOTION. MOTION T APPROVE CARRIED 6-0. D. CONSIDER TFE ET NAME CHANGE F FIJI FAD TO THE MALL AND CA LE DRIVE TO CITY POINT DRIVE E - ORDINANCE NO. 3277 AFFF OVFn John Pit tick, Planning and Development Director, presented the item. Staff is bringing forward a request to rename Road to the Mail and Cagle Drive to City Point Drive as part of the City Point and new City Hall development. Teri existing businesses are located on these streets. All businesses have been notified and are in support of the street name change. All property owners can receive mail at both addresses and will have the next 12 months to rake necessary changes to business care, stationery and other address changes. The City will notify the Post Office, utility companies and primary data and mapping companies. Staff recommends approval of Ordinance No. 3277. COUNCILMAN ELC H MOVED To APPROVE ORDINANCE N. 3277. COUNCILMAN I HIT N SECONDED THE, MOTION., MOTION T APPROVE CARRIED 6-0. E.0 PUBLIC WORKS E.1 AWARD OF A PROFESSIONAL SERVICES AGREEMENT TO HALFF ASSOCIATES FAR THE SMITHFIELD ROAD (DAVIS TO MID - CITIES) PROJECT (ST1304) APPROVED Caroline Waggoner, Assistant Director Engineering, summarized the item. Council is being asked to approve a professional services agreement with H Iff Associates for engineering design services the Capital Project identified as the Smithfield Road (Davis Blvd. to Mid- Cities Blvd. ) Project. This project consists of realigning a portion of Smithfield Road so that it connects directly to Bridge Street at Davis Boulevard in accordance with the City's Master Thoroughfare Plan. In addition, the Smithfield Road pavement will be widened from the connection at Bridge Street to point just north of Mid- Cities Boulevard. The, project also includes the, modification of two signalized intersections to accommodate the new Smithfield configuration, along with continuous sidewalks and a drainage system. The City requested F qu t for Qualifications .F' in accordance with city policy and quaffications were received from 23 firms. The City's selections committee reviewed rid evaluated the top four most qualified fi rr proposals and is recommending award of the professional service agreement to H IfF Associates, Inc. in an amount not to x d $254 7710 for the Smithfield Rod (Davis to Mid-Cities) Project (ST1 304). COUNCILMAN WELCH MOVED TD APPROVE THE PROFESSIONAL SERVICE AGREEMENT WITH HALFF ASSOCIATES IN AN AMOUNT NOT TO EXCEED $254,7'10 FOR THE SMITHFIELD ROAD (DAVIS TO MID-CITIES) PROJECT (ST1 304). COUNCILMAN LOM6ARQ SECONDED THE MOTION. MOTION TO APPROVE CARRIED -. E. APPROVE THE RENEWAL OF INTERLCL AGREEMENTS WITH TARRANT COUNTY FOR THE PARTIAL FUNDING F THE DAVIS BOULEVARD/MID-CITIES BOULEVARD INTERSECTION IMPROVEMENTS PROJECT, THE RIFE SNOW DRIVE STREET AND UTILITY IMPROVEMENTS (MID- CITIES BOULEVARD T HIGHTOWER DRIVE ) PROJECT AND THE SMITHFIELD ROAD (DAVIS BOULEVARD TO MID- CITIES BOULEVARD) PROJECT APPROVED Gregory Van Nieuwenhuize, City Engineer, summarized the item. The City and Tarrant County have previously entered into Interlocal Agreements I for each the three (3) indicated capital improvement projects. One of the terms in each of the initial IlAs was that the duration of the agreement be for one year and that the Interlocal Agreement must be reneged each year until the project is complete. Staff recommends approval of the following agreements with Tarrant County for the partial funding of capital projects within the City: 1. Renewal of Inteirlacal Agreement Court Order No. 114575 for the Davis Boulevard/Mid-Cities Boulevard Intersection Improvements Project (ST0401); 2. Renewal of Interlocal Agreement Court order Na. 114069 far the Rufe Snow Drive Street and Utility Improvements (Mid-Cities Boulevard to Hightower Drive) Project (ST0202); and 3. Renewal of Interlocal Agreement Court Order 114576 for the Smithfield Road (Davis Boulevard to Mid - Cities Boulevard) Project (ST1204). COUNCILMAN L MBARD MOVED TO APPROVE THE THREE INTERLOCAL AGREEMENTS WITH TARRANT COUNTY. COUNCILWOMAN WRIGHT OUJESKY S E G N DECD THE MOTION. MOTION TO APPRISE CARRIED -. E. AWARD RFB 13-028 FOR THE CIP PROJECT T 1 [ ENT1 FI E[ AS TRAFFIC SIGNAL I N F RASTRU ! TU RE UP G RADES PR JE T STI204 1 N TH1E AM UNT OF $11919 64 AFFR VFn Jimmy Cat , Operations Manager, u mmari d the item. The City Council is being asked to award a bid to Siemens Industry, I roc., for Capital Project ST1204 in, the amount of $119,964. This project will consist of replacing traffic signal heads with black signal heads and painting ignal poles black at 15 signalized intersections along the corridors of Boulevard 26 and Davis Boulevard. Currently the signalized locations d not meet the city's image standards. The traffic signal poles are galvanized and the signal heads are yellow in color. The City requested bid proposals in accordance with city policy and qualifications were received from 1 firm. Staff recommends acrd of F FB No. 13-028 to Siemens Industry, Inc., in the amount of $119,964 for Project T 1 204. COUNCILMAN TU RNA E MOVED T AWARD THE TRAFFIC SIGNAL INFRASTRUCTURE UPGRADE PROJECT ST1204 TO SIEMENS INDUSTRY IN THE AMOUNT OF $119,964. COUNCILMAN HITSN SECONDED THE MOTION. MOTION TO APPROVE CARRIED -. EA AUTHORIZE THE CITY MANAGER TO EXECUTE AN INTERLOCAL AGREEMENT BETWEEN TARRANT COUNTY AND THE CITY FOR ROAD NSTRU TI N WORK ON EDEN ROAD AlFIFR VFn Jimmy Cates, Operations Manager, summarized the item. City Council is being asked to allow the City Manager to execute an interlocal agreement between Tarrant County and the city for road construction work on Eden Road from Amundson Drive to Marti Lane. Tarrant County will be assisting the city with the road work. Approximately 1,250 linear feet of pavement will be removed and the sub-grade reworked and stabilized by Tarrant County. Once Tarrant County completes the sub-grade stabilization of the roadway, Public Works staff will place new asphalt pavement for the driving surface. Staff recommend' s authorizing the City Manager to execute an interlocal agreement between Tarrant County and the city for road construction work on Eden Road. COUNCILMAN WELCH MOVED TO AUTHORIZE THE CITY MANAGER TO EXECUTE AN I NTERLOCAL AGREEMENT BETWEEN TA RRANT COUNTY AND THE CITY FOR ROAD CONSTRUCTION WORK ON EDEN ROAD. COUNCILMAN BA RTH SECONDED THE MOTION. MOTION TO APPROVE CARRIED 6-0. E.5 REV I S E THE FY 201312014 CAPITAL P ROJ E CT BUDGET AND AWARD OF PROJECT RFB NO. 13-031 TO INTERSTATE PIPELINE UTILITY CONSTRUCTION IN THE AMOUNT OF $3001423.00 FOR THE CONSTRUCTION OF THE BROOKHAVEN DRIVE DRAINAGE IMPROVEMENTS PROJECT [DRa9a2) APPROVED Gregory Van Nieuwenhuize, City Engineer, summarized the item. The City Council is being asked to award a construction contract for the CIP Project identified as "Brookhaven Drive Drainage Improvements" in the Capital Projects Budget. The project will consist of the construction of a swale to intercept drainage before entering residential properties located at the west end of Brookhaven Drive and Brookhaven Drive along with the installation of approximately 900 lineal feet of concrete drainage pipe which will connect into the concrete-lined portion of Walker Branch. The City ,requested bids in accordance with ciity policy and qualifications were received from 4 firms. The project's design engineer (Brockette/Davis/Drake, Inc.) reviewed and evaluated the bids and is recommending award of -contract to the lowest bidder, Interstate Pipeline Utility Construction ('1PUC" The lowest bidder for the project was $80,500 over the amount budgeted for the project. The City will be reimbursed approximately $27,000 from Chesapeake for drainage improvements in the development of Anejo Gas Pad Site. After considering Chesapeake's portion of the drainage, the bid is still approximately $54,000 over budget. Staff recommends approval of the Budget Revision to the FY 2013/2014 Capital Projects Budget and award Project RFB No. 13-031 to Interstate Pipeline Utility Construction in the amount of $300,423.00 for the construction of the Brookhaven Drive Drainage Improvements Project (DR0902). COUNCILMAN LOMBARD MOVED To APPROVE THE BUDGET REVISION TO THE FY 201312014 CAPITAL PROJECTS BUDGET AND AWARD PROJECT RFB No. 1 3-031 TO INTERSTATE PIPELINE UTILITY CONSTRUCTION IN THE AMOUNT OF $300,423.00 FOR THE CONSTRUCTION OF THE BROOKHAVEN DRIVE DRAINAGE IMPROVEMENTS PROJECT (DR0902j. COUNCILMAN BARTH SECONDED THE MOTION. MOTION TO APPROVE CARRIED 6-0. F. GENERAL ITEMS F.1 APPROVE RATE REVIEW MECHANISM TARIFF INCREASE WITH ATMOS ENERGY CORPORATION-MID TEX DIVISION - ORDINANCE NO. 3,278 APPRnVFn Karen Bostic, Assistant City Manager, summarized the item. The RRM tariff was originally approved by ACSC Cities as part of the settlement agreement to resolve the Atmos Mid-Tex 2007 system-wide rate filing at the, Railroad Commission. lnearly2013, the it adopted a renewed R tariff for an additional five years. Atmos ICI id -Tea's July 2013 filing was made pursuant to the renewed RRM tariff. Rates cannot change without the adoption of rate ordinances by cities. No related matter is pending at the Railroad Commission. The purpose of the Ordinance is ,to approve rates that reflect the negotiated rate changes pursuant to the RRM process and to ratify the recommendi ation, of the ACS C Executive Committee. As a result of the negotiations, ACS C was able to reduce the Company's requested $22.7 million RRM increase to $16.6 million. Approval of the Ordinance will result in the implementation of new rates that increase Atmos Mid -Tea's revenues effective November 1, 2013. For the first annual filing under the revised R tariff, the Company agreed to forgo any change to the base residential rate. Therefore, for the 2013 FARM, the result of the filing will not increase the base residential rate, and the entirety of the increase to the residential class will be applied to the natural gas consumption component of rates. Approval of Ordinance No. 3278 adopts the tariffs in all respects and finds the rates set pursuant to, the tariffs to be just, reasonable and in the public interest. Further approving Ordinance N. 3278 requires the Company to reimburse A C for reasonable ratemaking costs associated with reviewing and processing the R application; finds that the meeting was conducted in compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551 and provides a most favored nations clause whereby if the Company settles with other parties on better terms than agreed to with the A C Cities, the ACS C Cities, including North Richland Hills, will automatically receive the benefit of those better terms. Staff recommends approval of Ordinance No. 3278. COUNCILWOMAN WRIGHT OUJESKY MOVED To APPROVE 01RIDINANCE No. 3278. COUNCILMAN LOMBARD SECONDED THE MOTION. MOTION TO APPROVE CARRIED 6-0. F. AMEND BALFOUR BEATTY CON TRUCTION'S CONTRACT AS CONSTRUCTION RISK MANAGER, EIS, E TAB LIS HIT A GUARANTEED MAXIMUM PRICE (GMP); AN AWARD A REQUEST FOR QUALIFICATIONS FOR THE CONSTRUCTION OF CITY POINT DRIVE TO BALF U R BEATTY CONSTRUCTION ESTABLISHING A GMP FOR THE CONSTRUCTION OF CITY POINT DRIVE IDE AP'P!RnVFn Jimmy Perdue, Public Safety Director, ctor, presented a PowerPoint presentation and asked to discuss both Items F.2 and F.3 together. The City Council on November ember 1 , 201 awarded a contract to Balfour Beatty Construction for the Construction Manager at Fisk (CMAR)services associated with the construction of the now City Hall. Council is being requested to amend the contract, establishing a Guaranteed Maximum um Price M P . In addition, City Council is requested to award a Request for Qualifications F for the construction of City Point Drive to Balfour B tty Construction by amending the original City Hall contract and establishing a Guaranteed Maximum Price MP for the roadway construction . Staff recommends the amendment to the contract for the CMAR Services with Balfour Beatty Construction establishing a GMP of $56,790,000 for the construction of the new City Hall, awarding the RFQ for the Boulevard (City Point) construction to Balfour Beatty, and amending the original CMAR contract establishing MP for the construction of City Point Drive at $4,023,580. Council is also being requested to amend the professional services contract with Brinkley Sargent Architects for the design work on the new City Hill project. On July 9, 2012 the City Council approved the original contract based on an estimated construction price. This amendment reflects the charge to the final Guaranteed Maximum Price (GM P) and provides the agreed upon additional foes for the increase it cost. Staff recommends an amendment to the contract for professional services with Brinkley le Sargent Architects by increasing their foes by 11,350 based or the final M P for the City Hall project. COUNCILWOMAN WRI HT OUJESKY MOVED To AMEND THE CONTRACT FOR CMAR SERVICES WITH BALF UR BEATTY CONSTRICTION ESTABLISHING A GMP OF $56�7901000 FOR THE CONSTRUCTION OF THE NEW C,ITY HALL, AWARDING THE RF'Q FOR THE BOULEVARD ( POINT) CONSTRUCTION To BALFU R BEATTY AND AMENDING THE ORIGINAL CMAR CONTRACT ESTABLISHING A GMP FOR THE CONSTRUCTION OF CITY POINT DRIVE AT ;$4,0231580. COUNCILMAN LOIN BARD SECONDED THE MOTION. MOTION TO APPROVE CARRIED -. F. AMEND BRIN LEY SARGENT ARCHITECTS' ,JULY 9,12012 CONTRACT FOR PROFESSIONAL SERVICES BY $311,350 BASED ON THE FINAL GUARANTEED MAXIMUM PRICE FOR THE CITY HALL PROJECT Item F. 3 was presented and discussed with item F. 2 a bo ve. COUNCILMAN L MBARD MOVED To AMEND THE CONTRACT FOR PROFESSIONAL SERVICES WITH BRINKLEY SARGENT ARCHITECTS TS BY INCREASING THEIR FiEE BY $311,350 BASED ON THE FINAL GMP FOR THE CITY HALL PROJECT. U NDILMAN TUIRNAO E SECONDED THE .L',[ *11 11 C *] i 11 MOTION TO APPROVE CARRIED -0. G.0 EXECUTIVE SESSION ITEMS G.1 ACTION ON ANY ITEM DISCUSSED IN EXECUTIVE SESSION LISTED ON WORK SESSION AGENDA 13.1 DELIBERATE THE PURCHASE, EXCHANGE, LEASE OR VALUE OF DEAL PROPERTY IN THE SOUTHWEST SECTOR OFTHE CITY APPRnVFn Craig Hulse summarized the item. There are seven intersections along a 700 foot stretch of Rufe Snow between ado Lakes Drive n d Loop 820. Congestion peaks during morn in and afternoon commutes and 40 percent of the daily traffic volume occurs between 7 a.m. and 9 a.m. and 4 p.m. and 6 p.m. While there is plan to reconstruct the Rufe Snow [give intersection at the Loop 820 eastbound frontage road, staff continues to investigate and evaluate a long terra plan for congestion and increase mobility. Given hotly owners desire to I I their respective properties, the opportunity exists t0 purchase 6701 and 6713 La Flue Circle. The location of each property fails directly ithi n the targeted area to ease congestion and increase mobility. Staff recommends authorizing the City Manager to ut earnest money contracts to purchase 6701 and 6713. La Rue Circle. COUNCILWOMAN WRIGHT OUJESKY MOVED To AUTHORIZE THE CITY MANAGER TO EXECUTE EARNEST MONEYCONTRACTS TO PURCHASE 6701 LA FLUE CIRCLE AND 6713 LA RUE CIRCLE. COUNCILMAN I HITSON SECONDED THE MOTION. MOTION TO APPROVE CARRIED -0. H.0 INFORMATION Al l D REPORTS H.1 ANNOUNCEMENTS Councilwoman Wright ht uj k made the following ann un m nt . Get a jump start on your holiday shopping at the HFAH Senior Center's arts and crafts fair. The fair will be held from 9 a.m. to 5 p.m. this Friday and Saturday. The Senior Center is located at 6000 Hawk Ave. For more details call 817-427-6695. Also this weekend, the Forth Richland Hills Public Library is holding its annual bon sale. There will be m th ire for everyone, including ad u It and children's fiction, non - fi tion, audio books, CDs, DVDs and more. Proceeds from the sale go to the purchase of new books. The Library is located at 9015 Grind Ave. For more details go online to li brr.nrht. or call 817-427-6800. Residents can safely discard unwanted prescription medication on Saturday, October 26th. Expired and unwanted prescription drugs can be dropped off at the 'North Richland hland Hills Fire Department Administration building on Dick Fisher Drive between the hours of 10:00 a.m. and 2-00 p.m. If you have questions, please call 817-427-7000. Kudos Korner - Stephanie East, Trish Watson and Lauren Hurd of the Neighborhood Services Department. A note was received from the owners of an N I H business thanking the city's health inspectors for their guidance over the years. The business is celebrating its 1 0th anniversary and stated that a positive relationship Frith the city has contributed to its success. H. ADJOURNMENT Mayor Fero T m Rodriguez adjourned the meeting at 8:14 p.m. Oscar Trevino — Mayor F_A*d 6 Patricia Hutson, City Secretary N TrtH K0ltJ►[yI0JiIaJi[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-2,8-2013 Subject: Agenda Item No. B. Cancellation of the November 25. and December 23 City Council Meetings Presenter- Patricia Hutson, City Secretary Summary: Due to the, close proximity of the Thanksgiving and Christmas holidays, the City Council will consider cancelling the November 25 and December 23 Council meetings. General Descr At the October 14 Work Session, Council discussed cancelling the November 25 and December 23 City Council meetings due to the Thanksgiving and Christmas holidays. The consensus of the Council was to cancel the two meetings and if there is unexpected business that cannot be handled at the remaining meetings a special meeting will be scheduled. Recommendation- To cancel the November 25 and December 23 City Council meetings. I ►1tAMM1 K0ltJ►[yl0JilaAC0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject- Agenda Item No. 6.3 Approve Purchase of Frazer Ambulance from Dallas Dodge Chrysler Jeep in the amount of $'187,775 Presenter: Thomas Powell, Fleet Services Director Summ rr: The 2013-14 Capital Improvements Program + I P Budget includes the replacement of 2008 gear -model frontline ambulance. It is being recommended to purchase a new Frazer ambulance. General Description The 2013-14 CIP Budget includes funding in the amount $200,000 for the replacement of a 2008 year-model ambulance, unit 977 which is currently in frontline service at Fire Station Colo. 4. Due to the importance of standardization for emergency vehicles, Frazer ambulances built in Houston, TX have been utilized for almost 14 gears. Frazer builds a quality product and provides excellent service and support. Upon delivery the new ambulance will be in frontline service at Fire Station No. 4. The City of North Richland Hills is a member of several inter -local groups and utilize 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 co m petitie bids. Frazer Ltd. has submitted the BuBoard quote #8656A in the amount of $187,775.00 for a new 14' modular ambulance built on a 2014 Dodge chassis. Frazer submitted the quote through Callas Code Chrysler Jeep, their licensed franchise dealer. The estimated delivery date is 'larch 2014. The graphics and miscellaneous items will be installed once the ambulance is delivered. Recommendation Approve purchase of a Frazer ambulance from Gallas Dodge Chrysler Jeep in the amount of $187,775.00. I ►1�aMM1 K0111 0 [y10A1a1 101 :L1►1b1lJJi From- The office of the City Manager Cate: 10-28-2013 Subject: Agenda Item Igo. B.4 Approve Purchase of Heavy -Duty Vehicle Lift System from t r till -Koni in the Amount of $69,438 Presenter: Thomas Powell, Fleet Services Director Sumrnar The 2013-14 Budget includes the purchase of a heavy -duty vehicle lift system for lifting large fire apparatus while performing service and repair work. It is being re- commended to purchase a Sterti I -Ion i heavy-duty lift system. General Description The 2013-14 Budget includes funding in the amount of $73,000 for the purchase of .a heavy -duty vehicle lift system for the Fire Maintenance division of the Fleet Services Department. The lift system will be mainly uiti lined for lifting large Fire Department apparatus for performing service and repairs. Currently all work must be performed with the mechanic laying down and working off the shop floor. This male 'it extremely difficult to perform some tasks and more so when two mechanics are trying to lift heavy pumps or - components. The purchase also includes six support stands, a heavy -duty transmission jack for lifting or supporting any number of components, and a large capacity waste ail tank for draining engine, transmission, or hydraulic fluids. Fleet staff evaluated the three major brands of heavy -dusty lift systems and the tertil- Kon i lift was the preferred lift system for ease of operation, warranty, and local dealer support. Each manufacturer or distributor submitted .a quote for purchasing the equipment through .a purchasing cooperative. Feeder Distributors /Sterti I -on i $697438 Gray Manufacturing Company $71,916 Rotary Lift $747708 The City of forth Richland Hillis 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 Mate law that would require the City to solicit competitive bids. tertil -Komi submitted a Houston - Galveston Area Council H, quote, Contract fro. FLO -11 in the amount of $69,438.00. The quote includes all required equipment, equipment set-up, and training for staff. The estimated time for delivery of the equipment is 60 d�ays. Recommendation - Approve purchase of heavy-duty vehicle lift system from Stertil-Koni in the amount of $691438.00. Technical SP L. Acations L4TZ Ily b-b r ali I i c Ji f t I, no s �,,5 t fn n'(Oprin I' I -Colltr 0 Illec: SVTIC�rlfon, - -,n r,_ :1r1t: mammu- 7^3 inctles. a.tornatic scup at '.I it: ­A�Jtkk2!it PwItion U 111 rig Z, rlle, 89 sel-won-d�% mr rating: Ll lip � hp per column fSuperior/ff r eless) ""eWi cgl%0.4' 1. 10011.250 lbs, per col urrn rrjlvz�,$) k- lOrl • I.- nei-ght. 102 line hes HCghest sately reqiilremejits ■ ANS I /A.Lr-ALCTV cert If i ec I, -SA), C SA c ert I f, eo (Callada), CT cortified (F-uropo) ■ [ndepencienz r1lec-,inicij lo-,-,kin-g sysie inch,_)s above finished fl Dcr. Lock pawl gi u. V: ,y, L2 L L;I I 19 Sys t Cr 11 1 s ak.lays.,. the column 19 turned of; ■ S p a y yw e r r2 n m I oc kin g pi-ofile, with loc�iing inGre ni inches Sync .roe ­izatiur) betvveerl 1110 mobi S1 arts al Lk 1 LL 1U it (jiftfQ, I 1QQ Of 'J/' 6 CI I ALAOI-nattC o%reriGad oroiection, Lmk- Voltilge corlird P�11,el q Each COI Urr n is equ?pp ed %tjil h a dead m D n's switch es Each indrv,di.)al mobile liftim Column is prior to • Sclash -proof e I-e c t r1tall system � N EIVIA4! Accessories & options Silertil-Koni offers an extensive pock e of acce,�:5ories aptlon5 t.1ilored to fit You �PCC&-C 11fLCdF-., Our _In-hOL!19� R) .&D deparimnir %viill 00 Pleased to t8ilor a specialty fiffing sol,,ivans to meet any cuslorl)GLW demand. r4,;% lllilL,11!.l A.- I;L rill-Ill., WC il., 1:111 t:m A . 4i�,. + j I' J,;. CE Tm. PL(_,1raC1abWh r - oril it rlc for k,:, More information? Fc r morn I rLL;o rimat Ion a—.o-,A 6 he ST 1082, or any of Ste; [A-Kor i's other too notch products. please do not t msitate to contact us, VV(; -vi 111 be pleased to assist YOLP. Gj .V Sterti I - Kc n i U :SAL .1 no, 2,0 0 Log C anoe C i rcle Stevensville. Vlafyland 21666 Tel. 410-643-9001 Toll free BOO-33.6-6637 ram 410- 6 L43-80 1 c� W WWLS teirti I- koiiLl.coiin E-mail- li fti;4steril I- kon 1 -coin 0 O r- L WNW- L idW 1 IPA WFIF391WIT11111 LAINIM ST 1082 The superior, flexible, lifting solution with a capacity of 18,000 lbs. STERTIL SWILRIOR SOLUJIONS BY OIJAHTY PEOPLE .4 e I A_ PL(_,1raC1abWh r - oril it rlc for k,:, More information? Fc r morn I rLL;o rimat Ion a—.o-,A 6 he ST 1082, or any of Ste; [A-Kor i's other too notch products. please do not t msitate to contact us, VV(; -vi 111 be pleased to assist YOLP. Gj .V Sterti I - Kc n i U :SAL .1 no, 2,0 0 Log C anoe C i rcle Stevensville. Vlafyland 21666 Tel. 410-643-9001 Toll free BOO-33.6-6637 ram 410- 6 L43-80 1 c� W WWLS teirti I- koiiLl.coiin E-mail- li fti;4steril I- kon 1 -coin 0 O r- L WNW- L idW 1 IPA WFIF391WIT11111 LAINIM ST 1082 The superior, flexible, lifting solution with a capacity of 18,000 lbs. STERTIL SWILRIOR SOLUJIONS BY OIJAHTY PEOPLE w Nk, i will, Reliable hydraulic technolGgy The hydradir, lifting stern operates efficiently and smoothly. Compared to mechanical Il" systems, the hydrauNc lifting system is low mafntenance. The hydrauk o lnder is desigr*d and installed In the mobille lifting column to project the seals. Only the piston nod is exposed during lifting. Damage to the piston rod +,vip not result in leakage-.11n the case of a power failure, a s#erta Koni mobile.Gfting column, has pravisk3ns to allow manual lowedng. Stertq KDnii teats all our lifting syster"�s thousands of times, udder maximum capacity, before introducing there to the market to ensure ak Jong lifecycle Unique synchronization The unique Stedil Kon1synchronization s tern starts a# a height drlference of just 9/18 of an rash. This synchronization system ensures safe and Smwth lifting/lowering cycles, especially in rases where the vel-ricle weigh distribution Is extremely unequal. Ample column to vehicle clearance As an added safety feature, the Stertil Kona mobile lifting column is designed with ale clearance between the eo]urnn and the vehicle. Even if there is a problem with the vehicle air s.uspensian, the vehicle should not come into cont.aet with the column. Can safely lift super single tires The standard length of the lifting fork is 14 imhes. This accommodates proper IifCing of veh[cles with super single tires. c r I i Easy to relocate Rtertill -Kona mobile lifting columns area indeed 'tnicibile '. Thanks to the synth+etlo wheels and a hydraulic paAet Jack mechanism which incorporates a patented gas spring, the cofurnn is my to relocate, What's mere, the Stertil Konl mobile lifting column is equipped with, true pallet Jack overload prcot tion- Power supply The Stertil Koni vAreless mobile lifting columns operate on 24 VDC and are easily merged by means of a 110 V vwa] s ocket. Pie Slertil Koni wired moble lifting columns -rr- E ra _e c n three phase at , 230, �4 , and 530 'SAC, as ••• we i as, single .phase at 220 VAC W Fast lifting and lowering The ST 1 M only takes 89 seconds to reach its maximum helght of 73 ", This mkiss it one of the fastest mobile lifting columns in the world. Reduced lowering speed For greater control during towering, the patented tertil- 1 oni "Turtle" switch reduces lowering speed by 56%. Lifetime guarantee The synthadc. runner wheel system is self - lubricating and therefore needs no maintenance, This r unrrer wheel system comes with a,ifeilirne parts guarantee. :- I R- ~ �� G }� r #Y Unique features of the Stertil Korn i T 1 082 mobile lifting column Adjustable lifting forks The widlh between the lifting forks is adjustable, so that vishicles Mth variable vwhW diameters can be lifted easilly & safely. Wheel diamete,rs can be accommodated from R.10 to 822.5: Retractable wheets This retractable front roller wheel design prevents Ngh point loading on the flog and reduces the floor surface pressure by a factor 10. The systern is last, efficlernt, stable and extremely raDable. This unique teAll -K ni design Is the best available on the market. rq1tH K0ltJ►[yl0JilaAC0]:L1►1 bill Ji From: The office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No., B. Approve Purchase of Police Department and Fire Department Vehi I from Reliable Chevrolet in the Amount of $288,407.42 Presenter: Thomas Powell, Fleet Services Director Summar The 2013-14 Budget includes the replacement of six Police Department patrol vehicles, one replacement Battalion Chief vehicle and one additional vehicle for the gas well inspector position. It is being recommended to purchase the eight vehicles from F eli bie Chevrolet. General Description n the 2013-14 Budget, $307,228 in funding was approved' for the replacement of six Police Department patrol vehicles, the replacement of one Suburb-an for the Battalion Chiefs, and one additional Tahoe for the new gas well inspector position. The City of North Richland Hills is 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 Mate law that would rewire the City to solicit competitive bids. Reliable Chevrolet in 'Richardson, on, Texas has been awarded the Mate of Texas contract for 2013-14. Reliable Chevrolet has submitted quotes for a total of $288,407.42 from the State of Texas Contract #071-072-Al. PD Tahoe (6) $2C19,905.92 FD Tahoe $ 35,751.74 FD Suburban $ 42,749.78 The City has conducted previous business with Reliable Chevrolet with good results. The estimated delivery date is late December or early J�a n ua r . Recommendation mendation Approve purchase of six Police Department vehicles and two Fire Department vehicles from Reliable Chevrolet in the amount of $288,4[37.42. 1►1�aMM1 KeltJ►[yI0JiIaJi[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-218-2013 Subject- Agenda Item No. C.0 PUBLIC HEARINGS No items for this category. t4ftH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cato: 10-28-2013 Subject: Agenda Item fro. D.o PLANNING AND DEVELOPMENT Items to follow do not require a public hearing, I ►1�aMM1 K6111 0 [y10A1a1 Is] :L1►1b1lJJi From: The office of the City Manager [date: 10-28-2013 Subject- Agenda Item No. D.1 FOP 2013-04 Con id r tii o of a request from John Sargent for a Replat for Lots 41 & 3R2, Block 1, Tapp Addition on 1.083 acres located at 5205 Rufe Snow Dr. Presenter- Clayton Comstock, Senior Planner CASE SUMMARY: MARY: on behalf of Oneida Realty Company', John Sargent is requesting approval of a tiro -lot commercial replat on 1.083 acres at 5205 Rufe snow Curie, the location of an existing Grand 's restaurant. The purpose of the replat is to allow for the redevelopment of the property from one restaurant business into two separately platted restaurant businesses, including a new rand 's in place of the existing one. The Development Review Committee is currently in review of the site Plan for the property and it is provided herein for reference. PLATTING STATUS: The property is currently platted as Lot 4R (Grandy's) and a portion of Lot R -1, Block 1, Tapp Addition. The original Lot R -1 was subdivided by metes & bounds (without an approved plat) and conveyed to the property owners to either side. This plat along with Item C.2, a replat for Lot 2R1, Block 1, Tapp Addition (Sparks sports Bar & Dickey's 's HH , properly plat Lot R -1. *16191 ►[01k, 11►' I THOROUGHFARE PLAN: The lots have frontage and access to Rufe Snow Drive, a "P U"' -lane undivided principal arterial with 130 feet of right-of-way (ROW). The City elected to go with the 120' ROW during the latest Rufe Snow widening project in the area in order to reduce the cost and impact of ROW acquisition. The necessary roadway improvements will fit within the 120'; it is the parkways that would be 10' instead of 1 ' . ROUGH H PROPO TIONALIT DETERMINATION: No right-of-way dedication or public infrastructure improvements are required as part of this plat. PLANNING & ZONING COMMISSION: The Planning & Zon in g Commission considered this item at their October 17, 2013. meeting and voted -o to recommend approval. STAFF RECOMMENDATION: Approval of RFC 2013-04. lIVJ [03 I'I rva6F_I f i I Ito p Dr 0 Dick Leis Dr omo d FIA 4 V f it m M rill IL C' " .rte r. L F ■ R F • L 1'��i. ` -• - - a MF F 'Y 4" 1 1• C {�I ,{w {■ may■ ' � L A — `Hilltop fir. L MIT ' y 3 lh I' /4 dL r • ' f I a Y PPL rb * I ANI F j, ILI iL i ° °s :. X 4 s IL Iial�YI111L' II "X ,. I.- " "_ . ,..1. L 16.6.; • 6. ± IL r S ' I Flo pkL .� t • 1 pi - _y. t ■ � -! Z XI L LJ I I P. }k 7 Lr e � •L .y Y PL IN PL SITE PLAN UNDER REVIEW (FOR REFERENCE ONLY W DER71M LLf. El 2 ari 6155 41 Dit:7.15M ` 9K A*OKAAlr PRO-. � -AL;"NT & NXTP W p U7 s _l' AREA ■2_595%�00)0 L 1 T, L 0 1), RX AMP9*NLT PAMW kn p 0%01DA M-WALly C10MRSARly4n "J� pi p p L . it irk 5' Ul E5MT. t, Vol- &. p&_ 4 -"e,- z R.W. E MAL- I -ILL. % ap AP6 E 10. ur L Ra- 'A.5 A N. 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R!■r xlr.v. 9.a—1 -ill wt w WWRIMI NAW 4r14 r" PW pfo 4ww PIP W MW it m~ mrw Iii 4ow L -iiixm I; rr■r 743111GI! a W WJW R Mft ohN alit W ft mr*v *zjElwft *w ormN 61 1� IRli* F wW Fm Am I!Iliiii -o-No wuO r. ftwi joiwom4l rx -",PbN rT)-1 i2e 4WreMmo4pb"z� lm"w64 pw 40 fMN*WdF*W^- -4`M &A3*Au hmpl pv'moip wA"n;p 4-- n cd wamjat lmv" u u ■ D-KN [IF WNWAIIII I PW Iv w-vftO %bp � br Or grrr i d Lo 'o -ii rd. -4dft llr� AWN4 U. 0"m— mi■ hiiiiii: Yksarl��arrd r= � &ww REP Lei HT WW L '1111 PPEPA 91 dIA 44 FA I 4131 We WE PLATI LOTS 3R2 & 4RI, BLOCK 1. 4djW � MWO�M oLfEI TAPP ADDITION I Fm 46L* - m. w*pliiiiiid m1pW 1* bamIN *F i TW AN AMMON O f4 T TE k St room CITY Or KkMff H klrHL"D WLLS ppd. wj,ltm LOT 3R-1 LW TA&LE X as '4 14: N W O W W BLOCK 1 R=1 10.0a C RM ACCGI;& EASXFAL�-I -wp I AD sn KIN w W!.A pq W WNkT bV 14 J?a r6' �0? POINT OF Lm'—w-" .' II.P ■O= lb:. lln xl� L-56 4T G8=N 75cCY57" W Irm L SL I or iwo I p Pt'F.G 7. bwl b 2mo m A T C 1% y RF.C:)R&F0 IN YQ, 3811- 11W. K. 1'. 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R!■r xlr.v. 9.a—1 -ill wt w WWRIMI NAW 4r14 r" PW pfo 4ww PIP W MW it m~ mrw Iii 4ow L -iiixm I; rr■r 743111GI! a W WJW R Mft ohN alit W ft mr*v *zjElwft *w ormN 61 1� IRli* F wW Fm Am I!Iliiii -o-No wuO r. ftwi joiwom4l rx -",PbN rT)-1 i2e 4WreMmo4pb"z� lm"w64 pw 40 fMN*WdF*W^- -4`M &A3*Au hmpl pv'moip wA"n;p 4-- n cd wamjat lmv" u u ■ D-KN [IF WNWAIIII I PW Iv w-vftO %bp � br Or grrr i d Lo 'o -ii rd. -4dft llr� AWN4 U. 0"m— mi■ hiiiiii: Yksarl��arrd r= � &ww r***N. -b" ' b5lriWp po- "*!.%i * bm M� r— p i;f W. -Ilk Ww W. W04 om 'I* kWh A— :w-i Lo'wa REP Lei HT WW L '1111 PPEPA 91 dIA 44 FA I 4131 We WE PLATI LOTS 3R2 & 4RI, BLOCK 1. 4djW � MWO�M oLfEI TAPP ADDITION I Fm 46L* - m. w*pliiiiiid m1pW 1* bamIN *F i TW AN AMMON O f4 T TE k St room CITY Or KkMff H klrHL"D WLLS ppd. wj,ltm Lt S W1 425' W S' LW TA&LE as '4 14: N W O W W qa q '�'r� I'm R=1 10.0a C RM ACCGI;& EASXFAL�-I -wp I AD sn KIN w W!.A pq W WNkT bV 14 J?a r6' �0? POINT OF Lm'—w-" .' II.P ■O= lb:. lln xl� L-56 4T G8=N 75cCY57" W Irm L SL I or iwo I p Pt'F.G 7. bwl b 2mo m A T C 1% y RF.C:)R&F0 IN YQ, 3811- 11W. K. 1'. PR I L f•r•' EN= SG�U H*: C IN CEEB REOMMD IN VOL. 41 ' P CD-55 06' -f ORTCT W mwraLwEpmmzirqmj rMbihIII'M MIA EVIIIII11W atbi- Ammqpmmr+ emwl*w pw-w�^o AUGUST 2513? 7 1 MF; A O*WMA 44 ftOYE TAM IL ammqt &:c%p4yr' ■ Cg prupEr M.v ptar 1. ff� = CA I 0rjh' "yj ■ ..'*b & G 173 jwgr 4Xn ;LW ■ I eWw a rr m r Xasr erg Mim ELL1W m,r ID;br nr ar LDrr I ADW I p ik r ru r***N. -b" ' b5lriWp po- "*!.%i * bm M� r— p i;f W. -Ilk Ww W. W04 om 'I* kWh A— :w-i Lo'wa REP Lei DmmfA*Eknwd a di mom 0 *Nbw "Em cm" •s 10 "; pwp.c" LOTS 3R2 & 4RI, BLOCK 1. 4djW � MWO�M oLfEI TAPP ADDITION I Fm 46L* - m. w*pliiiiiid m1pW 1* bamIN *F i TW AN AMMON O f4 T TE k St room CITY Or KkMff H klrHL"D WLLS 2ft Wahl 4 1 moVs Lmmm=Mm ■d bm cm# diiiw ormy obdLnbm &hLm m■prm a r. a mhwkwfqsmd I brhiviiiii mi-dm mmimmimtobm rmww14pwbvwb TARRANT -COUNTY, TEMS t C31Y OF F4M 1`4 FPCHAW HWJ 10fMokM IN 1- F Aww6 m Cmp rb ■ w Lft 10 "1tL9bftw lirw9po"0.M I r"Ifto MCI= Tr4lyom" ow-ma to m- Pd � iiiim 67 shm dmm 21 Q■mdmr 40LIM emimm I I kNU AC. RF F. 'kff QF THE #. M P WAN OLSE It SU MOE Y, Ik Thohmholhord4himm' Abomphip-bA, p", mbpvmwpdw -&m3w, No w&rdr d rff d2'A mouid d. B=dpmh4. mmmummm R w ■.ar. Rw kolp piiiriiiii miiiii bw Abbw dbm k ABSTRACT NQ I.W, DEI%PG A RIMS1014 Or LCrr 4K KCCX 1, TAPP.MMON M RFr.CMnFD H Mr JWICQLFV S i r ---- swbmmm mmim. PURTmm,Lm Lu r uFm, ALCKX i. rApp.r,.L;u -,i ompak a A.1W RF.C:)R&F0 IN YQ, 3811- 11W. K. 1'. PR I L f•r•' EN= SG�U H*: C IN CEEB REOMMD IN VOL. 41 ' P REPO! G LM! APOZEEff 4mavIlIVE11IRMIF V19W Req " Gcloym mrp*pffdmwrMf bK1!INpcWm4I&qZpm A--A IT-1111 J�w -f ORTCT W mwraLwEpmmzirqmj rMbihIII'M MIA EVIIIII11W atbi- Ammqpmmr+ emwl*w pw-w�^o AUGUST 2513? 7 1 MF; A O*WMA 44 IL ak + N 4 ;1 WA A =1 k" I W.Al tDcl =1 �j I =I'kl I I HILLTOP DRIVE (5VR.O.VV-) LoT i, aLUM VrAM d AEpDMb%I mum"" .0 Ln N CROSS AQMSS EASEMENT Im, VOL 14133, Fk=,? 107 RJRT -G.T "N ap' N 89c'45'35" W 204,00 LOT A, S 8945' " 35 E 204,00p 6' LU . LOT 1 Wf% I ll� �- C > A%WM'TIC W TAfW H ILYM Aa�Lmy= LOT 3R-1 k P.Rici. Cora aaa� BLOCK 1 "0 LOT 4R1, BLC>G K I Ni LU 0 ir LLI z S 89"45135" E 197,01Y LO W7 vwim 0.620 ACRES ELI L4 5WF UFMAGE LP3EUEMT NlLU&bW77 F :,I- cr 4)5LY Tills P" L. Z31ftrWM b (::3 CD 1.14 Z, 67 99 u Lri LL 133 VOt 740. PO. 204 OATS T- z f6• T UTIL. SSW VOL. 3M' 37, PG. 7-k1 LOT -3R2, BLOCK I CD. lg'kML EsLr. S 'm A3RE6943E z 7'001 _56 Ln N "N ap' N 89c'45'35" W 204,00 A, S 8945' " 35 E 204,00p 6' LU . LOT 1 Wf% I ll� �- C > A%WM'TIC W TAfW H ILYM Aa�Lmy= P.Rici. Cora aaa� "0 LOT 4R1, BLC>G K I LU 0 LO LLI z LO W7 0.620 ACRES ELI �7) :,I- cr L. w ego r- 99 LL CNrIDA REALTY MMP0J4Y VOL. 7331- Pg. 2M CD. z 9QW wISi[wLJTYTRLqWk-E EASENE FIT m JRY THIS PLAY) J Li S 4Wl4TSN W TABLE tom fww 5AA;r L-29" 23"l 60 zwm N 89"4V35rp W 140,00' 157 14.14' r3ww 142 Ljr r9ww 14 w r. TAPP 11 ADOMON GFID63 AQQEW EASERIfffr W 14133. Pg 157 ef4W VC&141 M. Pg� POINT OF w 24W rw,, -, r7 L=56.47' (CAh. A,. &LOME Ml FYI. T.C-T- 1W&MMp F R.T C.r- BEGINNING 'm vr CB=N 75'03'57' W CD=55-86' 1.7 IRF Ma TA&E g MZ7 rx" E MAF 1; ;? :34-MIM 1 116 ?Ar 7P 37- M 11-49'M- E 79r EL-QCK I mwm Pg. I KAY w 9 irm-iir L.* M is k - ,3% i -*Fllr Ll3 PAT-G.T. F:..m 211--Whr my M XF bow er.v ";sr AN EXCERPT FROM THE OCTOBER 17 PLANNING & ZO H I N C0,11V11MISSION C.1 P 2013-04 consideration of a request from John Sargent for a Fplat for Lots R1 & 3R2, Bock 1, Tapp Addition on 1.083 acres located at 5205 Rufe Snow Dr. This item was skipped because the applicant was not present. Chairman Shiflet asked Chad 1anSteen berg if there was anything that would prohibit the Commission from approving FOP 2013-04 without the applicant present and is he prepared to brief there about this request? Chad V n teenberg said the applicant for RPM 2013 -04 is John Sargent on behalf of Oneida Fealty Company requesting approval of a two lot commercial F ep I at on 1.083 acres at 5205 Fufe Snow Drive just south of the previous case where the existing Grandy's is located. This Feplat will allow for the redevelopment of this property from one restaurant into two separately platted restaurants to include a new r nd ' . The Development Review Committee is currently in review of the site plan. The property is currently platted as Lot 4R. The original Lot 3R1 in the middle was subdivided by metes and bounds without an approved plat and conveyed to the property owners on each side. The two properties will properly Plat Lot 3R1. There is no right-of-way dedication or public improvements required and Stuff recommends approval. Cron Boren asked ed if the drive -in to the Grandy's from F ufe Snow could possibly be reconfigured' to eliminate traffic from backing up. Chad VanSteenberg said he believes this site plan proposes to keep it where it is currently at and the Public Works Department has reviewed. There was a general discussion regarding the traffic flow of Grandy's Grand ' drive through between Staff and the Commission. (like Benton asked if there is any record of homer many accidents have been reporled at that intersection. Caroline Waggoner said they did not pull the traffic records but is not aware of any history of accidents due to site configuration. Chad l anSteenberg said that Staff would review the configuration again. FAI:3:3: a -11ri=1rf Bill S h pp r motioned to approve RP 2013-04. The motion was seconded by Kathy Luppy. The motion passed (6-0). Chairman Shifl t said to let the applicant know that they need to be present at the City Council meeting to answer any questions and ensure it gets approved. NCH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From. The office of the City Manager Cate: 10-28-2013 Subject-. Agenda Item No. D.2 IMP 2013-07 Consideration of a request from RSIVIIC Properties for a Replat for Lot 2R1, Block 1, Tipp Addition on 1.181 acres located at 5209 Rufe Snow Cr. : Clayton a Senior Planner CASE SUMMARY: fi t Properties is requesting approval of' a single-lot commercial replat on 1.181 acres at 5209 Fufe Snow Drive, the location of the existing Sparks Sports Bar and Dickey's BBQ restaurant. The replat is being driven by a building permit request to add a drive - through window to the Dickey's BBQ portion of the building. The permit may not be issued a nti I a former subdivision by metes and bound (without a plat ) is corrected by a formal plat. The existing southern property line of the lot on which the bar /restaurant is located is also at the building line, causing issues with fire -rated wall requirements in the building code. PLATTING STATUS: The property is currently platted as Lot 2R (Sparks Sports Bar / Dickey' BB and the northern portion of Lot 3R-1 Block 1, Tapp Addition. The orig i nal Lot 3R-1 was subdivided by metes & bounds and conveyed to the property owners to either side. This plat along with Item C.1, a replat for Lots 3R2 & 4R1, Block 1, Tapp Addition randy', properly plat Lot -1. THOROUGHFARE PLAN: The lot has frontage and access to F ufe Snow Drive, a i`P7U" 7 -lane undivided principal arterial with 130 foot of right-of-way. The pity elected to go with the 120' 'ROW during the latest F ufe Snow widening project in the area in order to reduce the cost and impact of ROW acquisition. The necessary roadway improvements will fit with i n th e 12 0 ; it is the pa rkways th at wou Id be 10' i n stead of 15'. Although it appears the lot has frontage along Hilltop Drive, Lot 1 R. Block 1 of the Tapp Addition actually has a ' strip of land along the Hilltop [give frontage. DOUGH PROPORTIONALITY DETERMINATION: No right -of -gray dedication or public infrastructure improvements are required as part of this plat. PLANNING & ZONING COMMISSION: The Planning Zoning Commission considered this item at their October 17, 2013 meeting and voted -0 to recommend approval. STAFF RECOMMENDATION: Approval of RP 2013-07. lIVJ[ I k1k I k va kyj FA � 75 dick _ewis D- Combs Rd M7 Sol' dt 41 Ak, m m MIR 0 .. •73 iK it AL • •1 . . - -.k A a . A. Zm� rc idt - ti 31 -=kL I A OP !11 pk 1 3, o-. F r ll�ic 9, wis Cr 1 VO4 k q. 11 S kar Ll f rr pd • FLQ M7 Us •73 iK it AL REPLAT Coonft L:17 d SlkrYe'?1177g. I I I_ 41' 1 FFi 4= +- NO FCuL• I.rA Tim 1,171 Ir,r W%Tb TM1 'F 1:. 1, }YJII Yr7L .II .)Un7i417 VM 1 14-- r FL 1tW'` L LA d I- 17 ! 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Tta®.:.:rtt 1 �E� 1111M ING K %a; an p, -�•F- 1 1 I r a v f!lrsA f N flw43l3 l'w 197AM, El I � r I � I OMIZL FQAIM CQUA ii !I K7L7MI.rl! Ac I u: c f 7er I I I6! prr x1, o(HEL-AS m I* CaL,adI ce jI. ub` cf ,Nj:1. LOT 2$I7 BUIIK 1 ,�, Y I r9_Ibrd sh. lfm tilled tie NFrdam as ut:� { 1 MFUdl ° .* . Ul �4 .F,Q,. wa TAPP ADDITION ,z r- LA.LL. I s r7W.i r,r IT- r •....f. I a --- ,ilk TES I +,4- I �f I ixp�r. [:rte v k�•r trwlaLei -Ir, T����S rV � _i•., r .. J. ki_ VAN BUSEN SLMY —Y, :OSTWI,, _. %.a. I tii 1 - - -- -- - BEING +4 REVISION OF LOT t2 I+IL-I THE NUM rNE rill; fE�LOA. 55.27 EEEr 'Y Ly— ' R— ' , MOCK ' . -APP ADD-..." a F FeW FITTPIRrIM LLS GDENM L1Lo 91RVFi1+4, IXO r1 wil 411 Bra _ k _. ass. LYrI 7&! L:I�7e la � 1;770 �� il'iE �Ifi'' - hl : -I =1L I. -11 ',, • - }�Ak, A.-.:-f: � 7 {tar OCR' N• 7yti MIIM :Orrr WORD,, TM Td „0 F C}CkTACT: 191M A17'M7.MM 4:47VrLLT. FAM flQQllm TO THE PLr• 1`1 IQL, keE JM -'v"•, _ 41 aUM �I,T7 wl -•Ld3- 161 }I Iiap -2�U6 OF TFE �Ll,- ;r --`r. -_ T,�7rKANT CtiLh -` - WAr; 9CALC: '•M = 2+r +{ _ _ _ _ _ - .._ _ _. .. _ _, am+i: Mil I GF S Fnags.� r Fw I '7� Qi0 -x17 • - _ - 'V FAlj!ipvv Mae sT I —i °S FLAT RECDRDED I� INS -2LWwr # .. -.: 0.a R;T.C.T_ DAM____ 'r RIF 2011 -04 HILLTOP DRIVE se R-aw- Ilk - - M.2 - tVU. 14133- PQ 167 7 `- zm nrmLM I ----------------------------------------- UFp r �5 O 24• CUMWN ASS ES•MT. - 90HT sUUTY MNT. j U3 L- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - ---------------------------;------ I 10° DIET ACK ES'MT_ - vu. perc .p. 41 -------------------------------------- - I - I II 24 V I I I I � I I LOT 2R i , BLOCK 1 I� 1 , 1 8 1 A -c zkll I FE 2. I z La h S I I EY I� I •' ...... ... .... ... ...= ........ ......... . i ---------- - - - - -- s u-n —UT � ETwAr. I VCL -166, PG 44 P,R,TA T. I 24" COMMON ArCESS EeWF. II - - -- --- - - - - -- — - -T — — — — — — — — - - I BEGIN I � , I ' N 89"45'35"W 197,04" QN �TY VOWS lv'M ,pe.zm 1iDrrir+it ' TAPPADDrnm I ,# E V UL- jtltl-]M FU. Al ry P R.Mr -T. I C ~ EXCERPT FROM THE OCTOBER 17 PLANNING & ZONING COMMISSION +. FOP 2013-07 Consideration of a request fr m RSMC Properties for a Replat for Lot 1 a E I ock 1, Tapp Add iti n o n 1.1 1 ac res located at 5209 Flu fe S now D r. Ron McFarland, 6553 Lakeside Circle, FAH came forward, as the owner stating he bought the old Tippins Restaurant out of bankruptcy eight years ago and has remodeled the building into a restaurant. Chad VanSteenberg carne forward stating this is a single lot - ommer ial replat where Sparks Sports Bar and Dickies 1313Q are located. The replat will correct a former subdivision by metes and bounds without platting. The existing southern property lino on which the bar and restaurant are located is also at the building line which causes issues with the fire rated gall requirements in the building code. The property is currently Matted as Lot 2R and the northern portion of Lot 3R1, Block 1, Tapp Addition. This Flat along with the Grandy's Plat will property plat Lot 3R1. No right -of -way dedication or public infrastructure is required and Staff recommends approval. FAU:30:191I I=161 Don Bowen motioned to approve RP 2013-07. The motion was seconded by Mike Benton. The motion passed (6-0). N ltH KeltJ►[yI0JiIaJi[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-28-2013 Subject: Agenda Item No. E.0 PUBLIC WORKS No items for this category. 1 KoltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-218-2013 Subject: Agenda Item fro. F. GENERAL ITEMS 1 K0ltJ►[yl0JilaA[W:L1►1 bill Ji From- The Office of the City Manager Subject: Agenda Item N. F.1 Discussion and Consideration of Ordinance No. 3279 Authorizing the Issuance of "City of North Richland hland Fulls, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2013 if and Resolving Other Flatters Incident and Related Thereto Presenter: Larry Koonce, Finance Director umm r : Discussion and request for authorization to issue Certificates of Obligation. General Description. On September 9th, pity 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 $8,890,d00 of Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation (C.O.$) will be considered at the October 28th City Council meeting. The C.D.s will be used to finance the following projects: • $1,330,000 for Utility System Projects • $1,200,000 for the Animal Adoption and Fescue Center 0 $3,400,000 for Construction of City Point Drive 0 $860,000 for the replacement f an ambulance and a Fire Fescue Pumper 0 $100,000 for the replacement of a Dump Truck • $2,000,000 for Intersection I mproveme nt and Utility u ri l on Boulevard (TIF11) Debt service payments for the utility projects will be made from utility fund revenues. Debt service payments for Boulevard 26 improvements wi II be made from T I F No. 1 taxes. The city received rtif i sates of Obligation ratings from both Moody's Investors rvi and Standard and Fi r' . 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, Ful bright 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. 3279 authorizing the issuance of "City of North Richland nd Hills, Texas, Tax and Waterworks and Sewer System (Limited Fledge) Revenue Certificates of Obligation, Series 1 ,", 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. [01V Q 10FS0[ ] Q101[e J AN ORDINANCE authorizing the issuance of " CITY OF NORTH FDIC H LANCE HILLS, TEXAS} TAX AND WATERWORKS AND E ''EI SYSTEM (LIMITED PLEDGE) REVENUE ENUE ELI TIFI ATE of OBLIGATION, SERIES 2013 specifying the terms and features of said certificates, providing for the payment of said certificates by the leery of an ad valorem tax upon all taxable property within the City and a limited pledge of the net revenues from the operation of the City's Waterworks and Sewer System; and !resolving other matters incident and relating to the issuance, payment, security, sale and delivery of said certificates, tificates, including the approval and execution of a Paying Agent/Registrar Agreement and a Purchase Contract 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 $8,890,000 for the purpose of paying contractual obligations to be incurred for i) constructing and improving the City of North Richland Hills water and serer system, including the acquisition of land and rights -of -way therefor, (ii) constructing and improving the City of North Richland land H i I I s Animal Adoption and Fescue Center, including the acquisition of land and rights-of-way therefor, (iii) constructing and improving City of North Richland Hills street and drainage, i ncl udin q the acquisition of land and rights-of-way therefor, ( purchasing equipment for ambulance and fire service, including ve'h icles related thereto, purchasing equipment for public io works department, in cl ud i n eh i t es related thereto, and (vi) professional services rendered in relation to such projects and the financing thereof, has been duly published in the Fort forth Star Telegram, a newspaper hereby found and determined to be of general circulation in the City of North Richland H i I Is, Texas, on September 21, 2013 and September 28, 2013, the date of the first publication of such notice being not less than thirty-one 1 days prig to the tentative date stated therein for the passage of the ordinance authorizing the issuance of such certificates, and W H El EAS y no petition protesting the issuance of the certificates of obligation and bearing valid petition signatures of at least % 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, EAS, the Council hereby finds and determines that the certificates of obligation described in the aforesaid notice should be issued and sold at this 'time fn the amount and manner as hereinafter provided, now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF NORTH 'F I HLANC HILLS, TEXAS: E TI ON 1: Authorization, Designation, P ri ncipa I Amount, Purpose. Certificates of obligation of the City shall be and are hereby authorized to be issued in the aggregate prin ci pal amount of $8,890,000, to be designated and bear the title "CITY F NORTH FBI H LAND HILLS, TEXA , TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REVENUE 'ENUE CERTIFICATES OF OBLIGATION, SERIES 2013" (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. including the acquisition of land and 57324358.4)111310082 rights -of -way therefor, (iii) constructing and improving the City of North Richland Hills Animal Adoption and Fescue Center, yincluding the acquisition of land and rights-of-way therefor, (iii constructing and improving City of North Richland Hills streets and drainage, including the acquisition of land and rights-of-way therefor, (iv) purchasing equipment for ambulance and fire service, including velh i cles related thereto, (v) purchasing equipment for public works department, including vehicles related thereto, and i) professional services rendered in relation to Such projects and the financing thereof, pursuant to authority conferred by and in conformity, with the Constitution and laws of the State of Texas, including Texas Local Government Code, Subchapter C of Chapter 271, as amended. SECTION 2: Fully Registered tered Obligations - Authorized Denominations - Stated Maturities - Gate. The Certificates are issuable in fuller registered form only, shall be dated October 15, 201 (the "Certificate Date ") and shall be in 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 Gate Amount Date 20,15 2016 2017 2018 201 2020 2021 o o 2024 ob o o o o 2030 2031 o o 2034 The Certificates shall bear interest on the unpaid principal amounts from the Certificate Cate at the rate per annum shown above in this Section (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, 2014, u nti I maturity or prior redemption. SECTION : Terms of Payment - Paying Agent/Registrar. 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 57324358-4/11310082 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 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 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 it may prescribe. The Mayor or Mayor Pro Tern and City Secretary or Assistant it 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 for other entity qualified and authorized to serve in such capacity and perform the duties and services of Paying Agent./RegriStrar. Upon any change in the Paying Agent/Registrar for the Certificates, the it 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 Paying 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, than 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/Registrarj 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. 57324358.4/11 10 082 3 SECTION 4, Redemption. (a) Optional Redemption. The Certificates having Stated Maturities on and after February 15, 2024 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 imultiple thereof (and iif within a Stated Maturity by lot by the Paying Agent/Registrar), on February 15, 2023, or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. (b) Exercise of Redemption 0 do n . At, least forty-five (45) days prior to an optional ,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 redem pti on therefor. The decision of the C it to exercise the rig ht to red eem C ertif icates shall be entered i n the m i n utes of the Bove rn 1 ng body of the C ity. (c) Selection of Certificates for Redemr)tion. 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 $57000 and shall select the Certificates, or principal amount thereof, to be redeemed within such Stated Maturity by lot. (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 it ; 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 date 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 redeemed7 shall be made at the Designated Payment/Transfer Offi ce of the Paying Agent/Regiistrar 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- 7 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 57324358.4/1 1310 082 4 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. SECTION : Registration - 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 de n one i n ations 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 Certificates) authorized i n Section 8 hereof) for transfer at the Designated Payment./Transfer office of the Paying Agent/Registrar, the Paying Agent/ eg i strar shall 'req ister and deliver, in the name of the designated transferee or transferees, one For more new Certificates of authorized denominations and having the same Stated Maturity and of a like aq req ate 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 Mated Maturity, bearing the same rate of interest and of like aq q req ate 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'. istrar'. W hene er any ertif icates are surrendered for exchange, the Paying Agent/Registrar shall register and deliver new e rtificate 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 Mates 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 ent F e istra r 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 terra "Predecessor Certificates" shall include any mutilated, lost, destroyed, or ,stolen Certificate for 57324358-4/11310082 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, th a 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 e rtificate 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 : Book-Entry-Only Transfers and Transactions. NoNvithstanding the provisions contained in Sections 3, 4 and b hereof relating to the payment, and transfer/exchange of the e rtifiicates, the City hereby approves and authorizes the use of "Book- Entry-Only 7P securities clearance, settlement and transfer system provided by The Depository Trust Company, a limited purpose trust company organized under the laws of the Mate of New York "DT " , in accordance with the operational arrangements referenced in the Blanket et Issuer Letter of Representations b and between the city and DTC (the "Depository Agreement"). Pursuant to the Depository Agreement and the rules of CFTC, the Certificates shall be deposited with DTC who shall bold said Certificates for its participants (the "DTC Participants "). While the certificates are held by CFTC 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 CT7 notwithstanding the ownership of each actual purchaser or owner of each Certificate (the 94 Beneficial Owners") being recorded in the records of DTC and CFTC 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 CFTC 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 ister maintained by the Paying Agent/Registrar and payment of such Certificates shall be made ire accordance with the provisions of Sections 3. 4 and 5 hereof. SECTION 7: Execution - Registration. The Certificates shall be executed on behalf of the City by the Mayor or Mayor Pro Tern under its seal reproduced or impressed thereon and countersigned by the city Secretary or Assistant City Secretary. The signature of said officers on the Certificates may be manual or facsimile. Certificates bearing the manual or facsimile signatures of individuals rho 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 a ecuti n 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 Texas 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 Mate of Texas, or his duly authorized agent, or a 57324358.4/11 10 082 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/ e i trar, and either such certificate duly si ned upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly certified, registered and delivered. SECTION : Initial Certificat e . The Certificate 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 hereof and numbered T -1, or ii) as multiple fully rreg istered certificates, being one certificate for each year of maturity in the applicable principal amount and denomination and to he numbered consecutively from T -1 and upward (hereinafter called the "Initial Certificate(s)") and, in either case, the Initial Certificate(s) s (s) shall be registered in the name of the initial pu rch aer( or the designee thereof. The Initial Certificate(s) shall be the Certificate(s) submitted to the Office of the Attorney General of the Mate of Texas for approval, certified and registered by the office of the Comptroller of Public Accounts of the Mate 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 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 denomination , Stated Maturities, principal amount 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 m a reasonably require. SECTION 9, Forms. (a) Forms Genier a I I . The Certificates, the Registration ertifi Bate of the Comptroller of Public Accounts of the Mate of Texas, the Registration Certificate of Paying Age nt/ e i tram and the form of Assignment to be printed on each of the Certificates, shall be substantially in the forms set forth in this ectiion with such appropriate insertions, om i scions, substitutions, and other variations as are permitted or required by this rd i nance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification P roc d u re of the American Bankers Association) and such legends and endorsements (including insurance leg end 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 b their execution. Any portion of the tent 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 Certificates) shall be printed, lithographed, engraved, typewritten, photocopied or otherwise reproduced in any other similar manner, all a determined by the officers executing such Certificates as evidenced by their execution. 57324358.4/11 10 082 (b) REGISTERED NO. Form of Definitive Certificates. REGISTERED UNITED STATES OF AMERICA STATE OF TEXAS CITY OF NORTH RICHLAND HILLS, TEXAS TAX AN D WATERWORKS AN D, SEINER SYSTEM {LIMITED PLEDGE} R EVEN U IE CERTIFICATE OF OBLIGATION SERIES 2013 Certificate Date, I nt erest Rate, Stated Maturity" CUSIP NO: October 15, 2013 % February 15, 20 Registered Owner, Principal Amount: DOLLARS The City of North Richland Hills (hereinafter referred to as the "City"), a body corporate and municipal corporation ii n 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, 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, 2014, until maturity or prior redemption. Principal of this Certificate its 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 99 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 57324358.4/11 10 082 8 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 of7 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 $8,890,000 (herein referred to as the "Certificates") for the purpose of paying contractual obIrigations to be incurred for (i) constructing and improving the City of North Richland Hills water and sewer system including the acquisition of land and rights-of-way therefor, (ii) constructing and improving the it of North Richland Hills Animal Adoption and Rescue Center, including the acquisition of land and rig ts-of-way, therefor, (iii) constructing and improving City of North Richland Hills streets and drainage, including the acquisition of land and rights-of-way therefor, (iv) purchasing equipment for ambulance and fire service, including vehicles related thereto, (v) purchasing equipment for public works department, including vehicles related thereto, and (vi) 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 Texas 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 and after February 15, 2024 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, 2023 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 iinte rest 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 such Certificate to the Designated Pa 'me nt/Transfer Office of the Paying Agent/Registrar, and a new Certificate or Certificates of like maturity and interest rate in any authorized den one i'nations provided by the Ordinance for the then un red eerned 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 it 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 train sferabi I it shall not be applicable to an exchange by the registered owner of the unredeemed balance of a Certificate redeemed in part. 57324358.4/11 10 082 9 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 I 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 it 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 being JunJor 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 (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 ima y be amended or supplemented with or nth out the consent of the Holders- the rights, duties, and obligations of the it 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 Ord Inanice 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 root otherwise defined have the meanings assigned in the Ordinance. 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 Payment Transfer Office of the Paying Agent/Registrar, with the Assignment hereon duly endorsed by, or accompanied by a written �nstrument 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 pre ncipal 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 57324358.4/11 10 082 10 the owner entitled to payment of principal hereof at its Stated Maturity or upon its prior redemption, in whole or iin part, and (iii) on any other date as the owner for all other purposes, and neither the it 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 thirt 0) 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 daynet 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 piss uance of the Certificates 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 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 limitatrion; 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. IN W ITN ESS 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. CITY OF NORTH RICHLAND HILLS, TEXAS [Mayor][Mayor Pro Tem] A r .101110 11 :11 Im N01:413 [City Secretary] [Assistant City Secretary] (City Seal) 57324358.4/11 10 082 11 �c) Farm 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 j REGISTER ND. THE STATE OF TEXAS 1 HEREBY CERTIFY that this Certificate has been exaMirned7 certified as to Iidit and approved by the Attorney n eral of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. (SEAL) only. WITNESS my signature and seal of office this Comptroller of Public Account of the State of Texas (d) Form of Certificate of Paving AgentlReqistrar to appear on Definitive Certificates REGISTRATION EF TI FI ATE OF PAYING AGENT/REGISTRAR This Cerrtificate has been duly issued a n registered under the provisions of the within - mentioned rdinane7 the certificate or certificates of the above entitled and designated series originally d 'I!i ered 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 A ent/ i tr r or an successor f er to its functions, 7 i the iiDesignated Payment/Transfer Office" for this Certificate. Registration Date: THE BANK OF NEW YORK MELLON TRUST COMPANY, N .A., Dallas, Texas, as Paying Agent/Registrar B: Authorized Signature 57324358 - 4/11 10082 1 (e) Form of Assicinment. Eel LTA 1:111qI1 FOR VALUE RECEIVED the undersigned hereb el I , 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 Dept for registration thereof, with full power of substitution in the premises. 5, 219:4 03 Signature guaranteed, NOTICE, The signature on this assignment mu t correspond with the name of the registered owner as it appears on the face of the within Certificate in every particular. (f) The Initial Certificate(s) shall be in the form set forth in subsection ('b) of this Section, except that the heading and first Para -graph of a single fully registered Initial Certificate shall be modified as follows: REGISTERED NO. T -1 REGISTERED UNITED STATES OF AMERICA STATE OF TEXAS CITY {)F MIRTH RICHLAND'HILLS, TEXAS TAX AND WATERWORKS AND SEWER SYSTEM (LIMITED PLEDGE) REIIENUIE CERTIFICATE OF OBLIGATION SERIES 2013 Certificate Date: October 15, 2013 Registered Owner: Principal Amount: RIO] I WA 1: The City of North Richland land H ills 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 m ou nt h erei na'boe stated) on February 15 in each of the years and in principal installments in accordance with the following schedule: 57324358.4/11 10 082 1 MATURITY P If I P L INTEREST T CRATE AMOUNT RAT (Information to be inserted from schedule in Section 2 hereof ). (or so much thereof as hal I not have been redeemed prior to maturity) and to pay interest on the unpaid pri nci pal amounts hereof from the certificate Cate at the per annum rate (s) of interest specified above computed on the basis of a 360-day year of twelve o -d a months; such interest being payable on February 15 and August 15 in each year, commencing February 151 2014, until maturity or prior redemption. Principal installments of this Certificate 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, p Te as (the "Paying A ent/ eg istra r" a 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" aster" maintained by the Payi nq Agent/Reg istra r at the close of bus in ess on the "Record Cate ". wh ich is the I ast buss n ess day of the month next preceding each ,interest payment date hereof and interest shall be paid by the Paying Agent/Registrar b 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 nated Payme nt/Tra n sfer 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 co � n 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. E TI ON 10: Definitions. For purposes of this Ordinance and for clarity with respect to the issuance of the e rtificate he rein authorized , and the le of takes and appropriation of Net Feenues therefor, the following words or terms, 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 $8,890,000 "City of North Richland Hills, Texas, Tax and Waterworks and Sewer System (Limited Pledge) Revenue Certificates of Obligation, Series 2013 7 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. 57324358.4/11 10 082 14 (e) The term UGovernment 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) non callable obligations of an agency or instrumentality of the United States, including obligations unconditionally guaranteed or insured by the agency or instrumentality and, on the date of their acqu�isition 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 (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. M 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, 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 it 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/Regiistrair for cancellation-, (2) those Certificates for which payment Chas 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. The term Prior Lien Obligations 17 shall mean all revenue bonds or other obligations hereafter issued payabl11 e from and secured, in, whole or in part, by a lien on and 57324358.4/11 10 082 15 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 Subordinate Lien Obligations and any i obligations having a lien on and pledge of the Net 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 and the Subordinate Lien Obligations. (k) The term ;9 Subordinate Lyen Obligations ;7 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 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 and the Certificates, including, but not limited to, the outstanding (i) gZaty 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 to be refunded in part by the proposed "City of North Richland Hills, Texas General Obligation Refunding and Improvement Bonds, Series 2013 7; schedule to be issued concurrently with the Certificates). (1) The term "System" shall mean all properties, facilities and plants currently owned, operated and maintained by the it 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. SECT11ON 11, Certificate Fund. For the purpose of paying the interest on and to provide a sinking fund 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 C&SPECIAL SERIES 2013 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, City Secretary and Assistant 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 funds 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. 57324358.4/11 10 082 16 Fending the transfer of funds to the Paying Agent/Registrar, money in the Certificate Fund may, at the option of the City, be invested i n obligations identified in, and in accordance with the provisions of the "Public Funds Investment ct" (Texas Government Code, Chapter 2256, as amended ) relating to the investment of "bond proceeds"; provided that all u ch 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 shallbe credited to, and any losses debited to, the said Certificate tificate Fund. All such investments shal I be sold promptly when necessary to prevent any default i n connection with the Certificates. SECT10N 12, Tax Lem. To provide for the payment of the "Debt Service Requirements " on the Certificates being (i) the interest on said Certificates and (ii ) a sinking fund for their redemption at maturity or a sinking fund of % (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 bei n 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 leery a tax legally and fully sufficient to pay the said 'Debt Service Requirements, it having been determined that the existing and mailable taxing authority of the City for such purpose is adequate to permit a legally ufficie nt 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 amount o 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 prinotpai 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: I ) 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 ue of the System, together with any other la�vfully available revenues of the city, appropriated and to be set wide for the payment of the Debt Service Requirements on the Certificates between the Collection Date for the 'takes then to be levied and the Collection Date for the takes to be levied during the next succeeding calendar year. (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 d u ri n the next succeeding calendar year. 57324358.4/1 1310 082 17 (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. The City has sufficient current funds available to pay the amounts to become due on the Certificates on February 15, 2014 and August 15, 2014, and there will be deposited in the Certificate Fund such amount of current funds which will be sufficient to pay the amounts to become due on the Certificates on February 15, 2014 and August 15, 2014. SECTION 13., Limited Pled-ge of Net Revenues 1. 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 1000 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. Furthermore, such lien on and pledge of the Net Revenues securing the payment of the Certificates shall constitute a lien on t' he Net Revenues of t' h e 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 without further action by the City and without any ,filing or recording except for the filing of this Ordinance in the records of the City. 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 91 Water and Sewer System Fund" (hereinafter called the "System Fund"'). All moneys deprosited 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. 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 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 Subordin,ate 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 57324358.4/1 13'10082 18 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: Special 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 Texas Government Code, Sections 1502.056 and 1502.058 and Texas Local Government Code, Sections 271.041 et seq. (b) Other than for the payment of 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 Obli- ations 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 (b) Subordinate Lien Obligations. SECTION 18, Application 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 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 pro v I isions 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, Destroyed, 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 [Ike 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 it 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. 57324358.4/11 10 082 19 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 Obliciation of CL. 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 s hal I thereupon cease, terminate and be discharged a n d 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) 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 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, iif any, to pay when due the principal of and interest on such Certificates, 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 Certificates to be treated as 9Z arbitrage bonds 21 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 SeCUrrifles 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 reMritted 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 mays Writhout the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental e) fl 57324358.4/1 1310 032 Z- V to the interests of the Holders, including the curing of any ambiguity,, inconsistency, or formal defect or omission herein. In addition 4 the City may, with the consent of Holders holding a majority in aggregate pri nci pal 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 p ri n ci pal arnou nt thereof, the red em ption price, or the rate of i me rest thereon, or 'i n any other way modify the terms of payment of the principal of, premium, if any, or interest on the Certificates, give any preference to any certificate over any other certificate} or 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 - Exempt 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. "Code" means the Internal Revenue einue code of 1986, as amended by all legislation, if any, effective on or before the closing Cate. "Computation Cate" has the meaning set forth in Section 1.14 1 b of the Regulations. "Gross Proceeds" means any proceeds as defined in section 1.148-1(b) of the Regulations, ulations, 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. " onpurpose 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. " Re bate Amount' has the meaning set forth 1n Section 1.14 1 b of the F e uIations. "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, h ich 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 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 57324358.4/1 1310 082 21 Certificate to become includable i n 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 it shell 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 Cade 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 United States or any agency, department and instrumentality thereof) other than a state or local Bove rn m ent, unless such use is solely as a member of the general public, and (2) not directly or indirectly J m pose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Certificates or any propel 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) o 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 Kcal 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; 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 ) 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 H ii -gher 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 field from the Closing Cute of all Investments acq a i red with Gross Proceeds or with money replaced thereby), whether then held or previously disposed of, exceeds the Yield of the Certificates. M Not Federally Gua ranteed . Except to the extent permitted by section 1 4 b ) of the Code and the Regulations and rulings thereunder, the city shall not tale or omit to take any action which would cause the Certificates to be federally guaranteed within the meaning of section 1 9 (b )of the Code and the Regulations and rulings thereunder. 57324358.4/1 1310 082 fig} Information Report. The City shall timely file the information required by section 149(e) of the Cade with the Secretary of the Treasury on Form 8038 -G or such other farm and in such place as the Secretary may prescribe. {h} Rebate of Arbitraqe Profits. Except to the extent otherwise provided in section 148(f) of the Cade and the Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (all receipts, expenditures and investments thereof) on its boobs of account separately and apart from all other funds (and receipts, expenditures and investments the reof ) 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 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 14 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 Gate. (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 fo r federal i ncom e tax p u noses, the C it r s foal I pay to t he U n ited states o ut 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 100% of the Debate Amount on such date;.. and (ii) in the ease of any other Computation Date, ninety percent (90%) of the Debate Amount on such date. In all oases, 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 uIations 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 lu nder Section 1.148 -3(h) of the Regulations. 57324358.4/11 10 082 W 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 U nl ited 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 'field of the Certificates not been relevant to either party. J Elections. The City hereby directs and authorizes the Mayor, Mayor Pro Teri, City Manager, Assistant City Manager, Director of Finance or City Secretary, individually or j to male 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 : Sale of Certificates - Official Statement Approval. Pursuant to a public sale for the Certificates, the bid submitted !b herein referred to collectively as the "Underwriters") miters ") is declared to be the best bid received producing the lowest true interest cost rate to the City, and the sale of the Certificates to said Underwriters at the price of par plus a cash premium of and accrued interest} is hereby determined to in the best interests of the City and is approved and confirmed. Delivery of the Certificates to the Underwriters shall occur as soon as possible upon payment being made therefore in accordance with the terms of the sale. The initial ert ificate shall be registered in the name as provide in the winning bid form. Furthermore, the use of the Preliminary Official Statement by the Underwriters 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 Tem , City Manager, Assistant City Manager, D i rector of Finance and City Secretary of the City, any one or more of said officials), shall be and is hereby ii in all respects approved and the Underwriters are 'hereby authorized to use and distribute said final official statement, dated October 28, 2013, in the reoffering, sale and delivery of the Certificates to the public. The Mayor or Mayor Pro T em and City Secretary are further authorized to deliver for and on behalf of the City copies of said Official Statement in final form as may be required by the Underwriters, and such final Official Statement in the form and content executed by said officials shat l be deemed to be approved by the Council and constitute the official Statement authorized for distribution and use by the Underwriters. SECTION 4: 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 i n accordance with the provisions of Texas Government Code, Chapter 2256, as amended, including guaranteed investment contracts permitted by Texas Government Code, Section 2256.015 et seq., and the City's investment policies and guidelines, and, subject to the provisions of Section 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 b. the Council. Accrued interest received from the Purchasers and premium in the above amount as we I I 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 mali ng p roision for th e pa.yme nt of t h e any punts owed pu rsu a nt to Sectio n h hereof sha1.1 be deposited to the credit of the Certificate Fund. 57324358.4/11 10 082 24 SECTION 25, Control and Custody 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 investigationby the Attorney General of the State of Texas, including the 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 Generals the registration thereof by the Comptroller of Public Accounts and the delivery thereof to the Purchasers. SECTION 26, Notices to Holders - Waiver. Wherever er thus 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 flail, first class postage prepaid, to the address of each Holder appearing in the Security Register ister at the close of business on the business day next preceding the mailing of such notice. I' n any case where notice to Holders is given by email, 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 Helder 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 / a istrar7 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 rh ich the City may have acq urired 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 !Opinion. The Purchasers' obligation to accept delivery of the Certificates is subject, to being furnished a final opinion of Fulbri ht & Ja orsl i LLP, 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 book entry only system shall be discontinued. SECTION 29, CUIP Numbers. CUSI P numbers may be printed or teed on the definitive Certificates. It is expressly provided, however, that the presence or absence of C U I P 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 C U I P 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 Holden, 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 57324358.4/11 10 082 intended to be and shall be for the sole and exclusive benefit of the City, the Pain 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 : Effect of Head i n . 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 t his 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 Undertalin . .(a) Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: ` ;CIS F E2' means the Municipal. Securities Rulernal iin Board. `: Rule means SEC Buie 1 502,1 , as amended from time to time. 9; SEC P1 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 2013, financial information and operating data with respect to the City of the general type included in official Statement and described i n Exhibit E hereto, and 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 o provided ih a I I 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 lair or regulation, and auditeda if t'he city commissions are audit of such statements and the audit is completed within the period during which they rust 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. 57324358.4/11 10 082 ZO The financial information and operating data to be provided ipuu rs u ant to this section may be set forth i n full in one or more documents or may be included by specific reference to any document available to the public on the I I FRB'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 MSR13 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 drags on debt service reserves reflecting financial difficulties-, 4. Unscheduled drags on credit enhancements reflecting financial difficulties; b. substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions, the issuance by the Internal Revenue enue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701 - TEB , or other material notices or determinations with respect to the tax status of the Certificates, or other material events affecting the a tax status of the Certificates; 7. Modifications to rights of holders of the Certificates, if material, 8. Certificate calls, if material, and tender offers-, 9. Defeasa noes, 10 Release, substitution, or sale of property securing repayment of the Certificates, of material-, 11. Rating changes-, 12 Bankruptcy, insolvency, receivership, or similar event of the City, which shall occur as described be low, 1 '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 rel ati n 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 pu rposes, a ny event descri bed i n the iim imed i ately p retied i ng s uu bsection c 1 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 Mate 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 a uthorit , 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 MSF B, 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) Figs with the MSRB. All financial information, operating data, financial statements, notices and other documents provided to the is B in accordance with this section 57324358.4/1 1310 082 27 shall be provided in an electronic format prescribed by the MSRB and shall be accompanied by identifying information as prescribed by the MS FHB.. (e) Limitations, Disclaimers and Amendments. The City shall be obligated to observe and perform the covenants specified in this Section while, but only wh i le, the City remains an `Zobligated person °' with respect to the Certificates within the meaning of the Rule, le, except that the City in any event vMl give the inotice required by u b ecti on c of this Section of any Certificate calls and defea ance that cause the City to be no longer such an 99obligated 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 other rise, 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 of TORT, FOR DAMAGES RESULTING IN WHOLE o I N PART FROM MANY BREACH H B THE CITY, WHETHER N E L I ENT 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 MANY SUCH BREACH H SHALL BE LIMITED To SAN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. E. No default by the City in observing o r 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, a ire, or otherwise limit the duties of the City under federal and Mate securities laws. Notwithstanding anything herein to the contrary, the provisions of this Section may be amended by the City from time to time to adept 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 of the Rule to the date of such amendment, as el I as such changed circumstances, and (2) either a) the Holders of a majority in aggregate pri nci pal amount or any greater amount rewired 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 All not m ateria�l ly impair tihe interests of the Holders and beneficial owners of the Certificates. The provisions of this Section may also be a mended 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 57324358.4/11 10 082 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 net 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 it 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 Tens, City Manager, Assistant it 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 th is ordinance: (i) in order to cure any ambiguity, form al 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 al'I purposes the same as if such officer had remained in offi.ice until such delivery. SECTION 38, Incorporation 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 Me . 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, alil as required by Texas Government Code, Chapter 551 y 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 Texas Government Code, Section 1201.028, as amended. [Remainder of page left blank intentionally] en ^ 57324358.4/11 10 082 zt� PASSED AND ADOPTED, this October 28, 2013. CITY 01FNORTH RICHLAND HILLS., TEXAS. Mayor U-11 a 9 :m I it Secretary (City S,eal) Ull Z! a 001TA A orm"Xim 11014 :10WIll I Ira it Attorney Director of Finance 57324358 -4/11 310082 S-1 57324358.4/11 10 082 4 -1 * V 0 DESCRIPTION OF ANNUAL, FINANCIAL INFORMATION 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 it to be provided annually in accordance with such Section are as specified below, Financial information of the general type included in the Official Statement as Appendix B for the most recently concluded fi scal 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 generatly 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. 57324358 - 4/11310 082 B-I r4fkH K01tJ►[yl0JilaRA[0]:L1►1 bill Ji From— The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. F. Consider All Flatters In id nt and Related to the Issuance and Sale of "City f North Richland Hills., Texas, General Obligation Refunding and Improvement Bonds, Series 2013"., including the .d pti n of Ordinance Igo. 3280 Authorizing the Issuance of Such Bonds and Providing for the Redemption f the Obligations Being F fund d Presenter- Larry Koonce, Fin n o Director Summary: Discussion and request for authorization to issue general obligation (G.0) bonds, and consider the refunding of outstanding general obligation bonds. General Description. City Council is being asked to consider a general obligation bond wile totaling $173110)000. A competitive sale is scheduled for Monday, October 28, 2013. The G.O. proceeds will be used for the following projects: • City Hall (2012 bond o l otion) $13,000,000 Animal Shelter (2003 bond election) $1,300,000 Jennings Drive / Dude Court (2003 bond election ) $610,000 North Tarrant Parkway I mpro m nt (2003 bond election ) $550,000 Smithfield Road (Davis Boulevard to Mid-Cities Blvd) (2003 bond election $116503000 The sale may also include the refunding of General Obligation Refunding Bonds. Market conditions in the fora of lager interest rates may be favorable to refund (refinance) previously issued bonds. If refunded, the lower interest rates would save interest expense over several years. If market conditions are favorable on October 28th, staff will work to bring a refunding combined with the scheduled 'Cnew money" G.O. bond sale for approval to the October 28th Council meeting. If market conditions on October 28th are not favorable for a r fund�in , the refunding wi II be postponed and market conditions will continuo to be monitored. The "n ew money" G.O. bond sale will proceed a planned r rd less of whether the bend refunding is done. Rating conferences with Standard and Poor's Poor' and Moody's were recently held. The City received General Obligation Bond ratings from both Moody's Moody' Investors Service and Standard and Poor's. Moody's has reaffirmed the City's AA 2 rating, and Standard and Poor' s has reaffirmed the City's AA+ rating. The Paying Agent/Registrar Agreement, the Purchase Contract, and the Special Escrow Agreement will be presented to City Council at the regular meeting on the 28th. The sale terms, rates of interest, and the ability to refund the G.O. Bonds will be received October 28th and will be presented at the Council meeting for consideration and approval. Recommendation - Adopt Ordinance No. 3280 authorizing the issuance of "City of North Richland Hills, Texas, General Obligation Refunding and Improvement Bonds, Series 2013 , providing for the redemption of the obligations being refunded and approving and authorizing the execution of a Paying Agent/Registrar Agreement, Special Escrow Agreement and a Purchase Contract in relation to such Bonds and the approval and distribution of a PreliminaryOfficial Statement and an Official Statement. [01VI]110 Fs12[Q:10 O +1(j AN ORDINANCE a utho ri i n the issuance of "CITY OF NORTH TH F I HLA'ND HILLS, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT Do N Ds 7 SERIES 201 "; 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 an Escrow Agreement, ain d the approval and distribution of a Preliminary official Statement and an official statement-, providing for the redemption of the obligations being refunded; and providing an effective date. WHEREAS, the City Council (the "Council"') of the City of North Richland Hills, Texas (the "City") has heretofore issued, sold, and delivered, and thei °re is currently outstanding, obligations totaling in principal amount $17,110,000 (collectively, the "Refunded obligations" more particularly described as follows, 1 ) City of North Richland Hills, Texas, General Obligation Bonds, series 2003, dated April 15, 2003Y scheduled to mature on February 15, 2015, and aggregating in the principal amount of $140,000 (the `series 2003 Refunded Bonds"), (2) City of North Richland Hills, Texas, Tax and 'waterworks and sewer system Surplus Revenue enue Certificates of obligation, series 2004, dated April 15, 20044 scheduled to mature on February 15, in each of the years 2015 through 2019, and aggregating in the pri nci pa I a m ou nt of 5,000 (th a `=series 2004 Fief u nded C ertifi cates" ; (3) City of North Richland Hills, Texas, General obligation Refunding and Improvement Eo nds, series 2004, dated April 15, 2004, scheduled to mature on February 15 in each of the years 2015 through 2024, and aggregating in the principal amount of $3,855,000 (the "Series 2004 Refunded Eo n ds" ), and WHEREAS,, pursuant to the provisions of the Texas Government Code, Chapter 1 2077 as amended, the Council is authorized to issue refunding bonds and deposit the proceeds of sale directly with any place of payment for the Refunded Obligations, or other authorized depository, and such deposit, when made in accordance with said statute, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded nded obl i ations; and WHEREAS, the Council hereby finds and determines that general obligation refunding bonds should be issued at this time to refund the Refunded Obligations, and such refunding wi ll result in the City saving approximately in debt service payments on such indebted n ess and f u rher provide present va I ue sai ns of ap prod mately ; and WHEREAS, in combination with the issuance of such refunding bonds, the Council hereby finds and determines that general obligation bonds in the principal amount of $171110,000 app roved and authorized to be issued at elections held on February 1 4 2003 and May 12, 2012 should be issued and sold at -this time; a summary of the general obligation bonds authorized at such elections, the principal amounts authorized, amounts heretofore issued and 57354025.4/11310082 being issued pursuant to this ordinance and amounts remaining to be issued subsequent hereto being as follows: Date of Amount Previously Amount Being Premium Unissued Election Purpose Authorized ($ Issued Issued M Applie Balance ("I 2-1-03 Street Improvements 3010100000 2219502000 22810,00,10 42250,000 2-1-03 Drainage Improvements 4,000 2000 3,840 X000 0 160,000 2-1-03 Public Safety Facilities 1 19002000 116502000 0 250,000 2-1-03 Animal Shelter 11300P000 0 1 2300, 000 0 5-112-12, Municipal Government 48,0!00 2000 3510002000 1 3,000, 000 0 Complex 851210,000 63,440 aoo0 17,110, 000 4.600, 000 [ Premium in the amount of which the City has allocated to and applied against the 2003 voted authorization referenced in the above table results in a total amount of allocated to and applied against the 2003 voted authorization.] AND WHEREAS, the Council hereby reserves and retains the right to issue the balance of unissued bonds approved at such 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 FBI HLAN D 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 F I HLANCE HILLS, TEXAS, GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BONDS, SERIES 2013" (hereinafter referred to as the "Bonds"), for the purpose of providing funds for 1 the discharge and final payment of certain outstanding obligations of the City (identified in the preamble hereof and referred to as the "Refunded Obligations"), , ) permanent public improvements and public purposes, to grit. i street improvements, including traffic i na I ratio n, drainage incidental thereto and the acquisition of land therefor, (ii) 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, and (iii) constructing and improving the City's animal sheIter, and payment of the costs of issuance of the Bonds, all in accordance with the authority conferred by and in conformity with the Constitution and laws of the State of Texas, including Chapter 1207 and 1331 of the Texas Government Code, as amended.. 0"00►PM0I : - 6 - 29019 S � Q i W soon., � i i 11 * INTIM Mated Maturities - 'Interest Dates. The Bond shall be issued a fully registered obligations only, shall be dated October 1 , 2013 (the "Bond Date "), shall be in denominations of $5,000 or any integral multiple (within a Stated Maturity) thereof, and shall 'become due and parable on February 15 in each of the years and in pri ncipa I amount (the "Mated Maturities ") and bear interest at the rates per annum in accordance with the following schedule: Maturity Principal I nteret Date Amount Fate 2014 2015 573 5402 5.4/11310 082 Maturity Principal I ntere t Date Amount R- 2016 20,17 2018 2019 2020 2021 o o o o o o o o 2030 2031 o o 2034 The Bonds hal I bear interest o n the unpaid principal amounts from the Bond Cate at the rate(s) per annum shown above i n this Section (calculated on the basis of a 360 -day year of twelve 30-day months). I ntere t on the Bonds shall be payable on February 15 and August 1 in each year, commencing February 15, 2014, until maturity or earlier redemption. SECTION 3, Terms of Payment - Paying Agent/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 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 'fork Mellon Trust Company, .A. , Dallas, Texas, to serve as Paying Agent/Registrar for the Bonds is hereby approved and confirmed. Boobs and records relating to the registration, payment, transfer and exchange of the Bonds (the "Security Register') shall at all tires be Dept and maintained on behalf of the City by the Paying Agent/Registrar, as prodded herein and in accordance with the terms and provisions of a "Paying Agent/Registrar Agreement ", substantially in the form attached hereto as Exhibit ., and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The Mayor or Mayor Pro Ter and City Secretary or Assistant City Secretary are authorized to execute and deliver such Paying Agent/Registrar Agreement in connection with the delivery of the Bonds. The City coverants to maintain and provide a Paying Agent/Registrar at all times u nti the Bonds are paid and discharged7 and any successor Paying Agent/Registrar shall be a eom meroia I bank, trust company, financial institution or other entity{ qualified and authorized to serve 'i 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 fail, first 082 3 class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of and premiiUm, 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/ e i tra r, at the designated offices of such u cce or (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 Gate (the last business day of the month next preced i n each interest payment date) and shall be paid by the Paying Agent/Registrar i by check seat United States Mail, first class postage prepaid, to the address of the Holder recorded in the Security F 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 sha l I be a Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Pa mentTTran fe r Office of the Paying Agent/ e i tra r 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 hol day,, or day when banking institutions are authorized to close, and payment on such date shall have the sane force and effect as if made on the original date parent 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 pa meint (a "Special I F eco rd Date ") will be established by the Paying Agent / e i trar, 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 �( h i ch shall be 15 days after the Special Record Date ha ll be sent at least five business days prior to the Special Record Date b' 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, 2024, 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, 2023 or on any date thereafter at the redemption price of par plus accrued interest to the date of redemption. At least forte -five 4 days prior to an optional redemption date for the Bond (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying ent/ a ii tra r of the decision to redeem Bonds; the principal amount of each Stated Maturity to be redeemed, and the date of redemption n 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 Redernipflon. The Bonds having Stated Maturities of February 15 in each of the years a 7 , a n I (the "Term Bond " ) 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, 573 5402 5.4/11310 082 4 Term Bonds due " 20 Term Bonds due. Redemption Date Principal Amount Redemption Date Term Bonds due P 20 Term Bonds due. Redemption Date Principal Amount Redemption Date Term Bonds due 120 Redemption Date Principal Amount Stated maturity. 120 Principal Amount 120 Principal Amount 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 exceed ing 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. �d) Notice of Redemption. 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 it 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) 57354025.4 /113`I0082 5 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 Redemptior. 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 one by the Paying Agent./Registrar on or prior to the date fixed for su,ch redemption, or upon the satisfaction of any prereq u isites set forth in such notice of redemption, and 7 if sufficient moneys are not received, such notice shall be of no force and P 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 exchangedfor 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 form satisfactory to the Paying Agent/Reg[strar. 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 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 8 hereof) may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount, as the Bonds surrendered for exchange, 'upon surrender of the Bonds to be exchanged at" the Designated Payment/Transfer 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. 57354025.4/113100 6 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 governmental charges required to be paid with respect to Such transfer or exchange. Bonds cancelled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be "Predecessor Bonds7;' evidencing all or a portion, as the case may be, 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 part, 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 iin 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 7; 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 L C (the ``Depository Agreement 51). Pursuant to the Depository Agreement and the rules of DT C, the Bonds shall be deposited with CFTC who shall hold said Bonds for its participants (the "DT C Participants ;7 ). While the Bonds are held by DT C 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 DT, notwithstanding the ownership of each actual purchaser or owner of each Bond nth e 9; Beneficial Owners") being recorded in the records of DT C 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 Clity determines that DT C 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 DT C Participants and Beneficial Owners, as the case may be. Thereafter, the Bonds in definitive form shall be assigned, transferred and exchanged on the 57354025.4/113100 7 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 - F eg istratio r . 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 or Assistant 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 the Texas Government code, chapter 1201 , as am ended . 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 ), manually executed by the comptroller of Public Accounts of the Mate of Texas, or his duly authorized went, or a certificate of registration substantially in the form provided in Section 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 : Initial Bon . The Bonds herein authorized shall be initially issued either i as a singlefully 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 consecuti el from T -1 and upward hereinafter called the "Initial Sond (s ) ") and, in either case, the Initial Bonds 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 Mate of Texas and de lire red to the initial pu rchaers ). Any time after the delivery of the Initial Bond(s), the Paying Agent/Registrar, pursuant to written instructions from the initial purchasers), or the designee thereof, shall cancel the Initial Bonds) 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 e n erail . The Bonds, the Registration istration ertifiicat�e of the Comptroller of Public Accounts of the State of Texas, the Registration istration 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 marls 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 082 8 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 Bends may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bends and the Initial Bond(s) shall be printed, f 1tho raphed , engraved, typewritten, photocopied or otherwise reproduced in any gather similar manner, all as determined by the officers executing such Bonds as evidenced by their execution thereof. (b) REGISTERED N. Form of Definitive Bend. REGISTERED UNITED STATES OF AMERICA STATE OF TERAS CITY OF NORTH RICH LAND HILLS, TEXAS GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BOND SERIES 2013 Bend Cate: I nterest Rate: Stated Maturity: CUB I P N: October 15, 2013 % February 15, Registered Owner: Principal Amount: Ole] I WA =I The City of North Richland Hills, Texas (hereinafter referred to as the "City"), a body corporate and political su bd` v1s1ion 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, on the Stated Maturity date specified above the Principal Amount hereinabe a stated (gar se much thereof as shall net 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 'Cate" of this Bored appearing below (unless this Bond bears a "Registration Cate" as of an interest payment date, in which case it shall bear interest from such date, or unless the "Registration Date' of this Bend is prier to the initial interest payment, date in which ease it shall bear interest from the Bend Cate) 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 157 2014, until maturity or earlier redemption. Principal of this Bend is payable at its Stated Maturity or on a date of earlier redemption to the registered owner hereof, upon presentati erg 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 Bend (or one or more Predecessor Bends, 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 en the "Record Cate ", 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 ether method, acceptable to the Paying Agent/Registrar, req u sted by, and at the risk and expense ef, the 573 5402 5.4/11310 082 9 registered owner. If the date for the payment of the principal of or Interest on the Bonds hall be a: Saturday, Sunday, a legal holiday, or a day when banking institutions in the city where the Designated Pa imeintfTTran fer Office of the Paying Agent /F e i t ra r is located are authorized b law or executive order to close, then the date for such payment shall be the next succeeding day h ich is not such a Saturday, Sunday, legal holiday, or day hen 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 ofa 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 p ri n ci pal amount of (herein referred to as the "Bonds" ) for the purpose of providing funds for (1) the discharge and final pay me nt of certain outstanding obligations of the City (identified in the preamble hereof Wand referred to as the "Refunded efunded Obligations"); permanent public improvements and public purposes, to wit, street improvements, including traffic siignali ation, drainage incidental thereto and the acquisition of land therefor, (ii) 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, and (iii) constructing and improving the City's animal shelter, and payment of the costs of issuance of the Bonds, all in accordance with the authority conferred by and in conformity with the Constitution and lays of the Mate of Texas, including Texas Government Code, Chapters 1207 and 1331, as amended, and pursuant to an Ordinance adopted by the City Council of the City (herein referred to as the " rdinance "Y [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: Term Bonds due , 0 Term Bonds due Redemption Cate Principal Amount Redemption Date Term Bonds due , 0 Term Bonds due Redemption Date Principal Amount Redemption ption Cate Terra Bonds due , 20 Redemption Date Principal Amount Stated maturity. 57354025.4/11310082 10 } Prin 'pal Amount 7 20 Principal Amount 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, 2024, 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 Fe' ruarY 15, 2023, 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 Bord 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 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 J rn parts 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. 57354025.4/1131 0032 11 The Bonds are payable from the proceeds of an ad valorem tax I v I ied, 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 PaymentlTransfer 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 fnstrument 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 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 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 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 IF ecord 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 57354025.4/11310082 12 or impaired thereby. The terms and provilsions of this Bond and the Ordinance shall be construed in accordance with and shell he 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 Band Date. CITY OF NORTH RI HL ND HILLS, TEXAS Mayor .1011101 9:4: 60 Eel 1:4 Assistant City Secretary (City Seal) (c) Fora of Reclistration 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 } REGISTE!R NO. THE STATE OF TEXAS 1 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. (SEAL) WITNESS my signature and seal of office this Comptroller of Public Accounts of the State of Texas {d} Form of Certificate of Paying AgenUReclistrar to appear on Definitive Bonds only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued and registered under the provisions of the within-mentioned Ordinance; the bond or bonds of the above entitle and designated series originally delivered having been approved by the Attorney ene rail of the State of Texas and 573 5402 5.4/11310 082 1 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 i n East Syracuse, Y is the ` +Designated Payment/Transfer Office" for this Bond.. Registration date: (e) Form of Assignment,. THE BANK OF NEW YORK MELL N TRUST COMPANY, N.A., Dallas, Texas, as Paying Agent/Registrar 0 Authorized Signature Eel LIFA I:11'►211 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 lidentifying number all rights thereunder, and hereby irrevocably constitutes and appoints ) the within Bond and attorney to transfer the within Bond on the boobs Dept for registration thereof, with full power of substitution in the premises. 0, 219:4 03 Signature guaranteed: NOTICE: The signature on this assignment imu t correspond with the name of the registered owner as it appears on the face of the within Bond in every particular. (f) The Initial Bond( shall be in the form set forth in Para-graph (b) of this Section, except that the form of the single fully regi tered Initial Bond shall be modified as follows: Heading and paragraph one shall be amended to read as follows: REGISTERED No. T -1 REGISTERED UNITED STATES OF AMERICA A STATE OF TEXAS CITY of NORTH TH F I HLAND HILLS, TEXAS GENERAL OBLIGATION REFUNDING AND IMPROVEMENT BON D SERIES 2013 Bond Date. October 15, 2013 573 5402 5.4/11310 082 14 Registered owner: Principal Amount: The City of North Richland land H it Is, Texas he rei natter 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 here i na,bo a stated on February 15 in each of the years and in principal installments in accordance with the following schedule: MATURITY PF 1NCI PAL INTEREST T BATE AMOUNT, DATES (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 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 157 2014, 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, rl , 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 " eou rit Register" maintained by the Paying Agent/Re i ra r 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 flail} first class postage prepaid, to the address of the registered owner recorded in the Security Register ister or by uch 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 bylaw or executive order to close, then the date fo r such parrs ent shall be the n ext s ucceed i ng day wh ich is not such a Saturd a, 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, prerniurn, 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. ECTIoN 10, Levy of Taxes. To provide for the payment of the "Debt Service Requirements P1 of the Bone, being i the interest on the Bone and (ii) a sinking fund for their payment at maturity or redemption or a sinking fund of % (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 573 5402 5.4/11310 082 1 Bonds while Outstanding, full allowance being made for delinquencies and costs of collection-, separate boobs and records relating to the receipt and disbursement of taxes levied, assessed and collected for and on account of the Bonds shall be Dept and maintained by the City at all times while the Bonds are Outstanding, and the takes collected for the payment of the Debt Service Requirements, on the Bonds shall be deposited to the credit of a L pecia'1 2013 Bond Account' (the "Interest and Sinking Fund ") maintained on the records of the City and deposited in a special fund 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 or Pro Te m 7 city Manager, Assistant City Manager, Director of F!i n a nce, City Secretary and Assistant 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 sane 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. The City has sufficient current funds available to pay t!h a amounts to become due on the Bonds on February 15, 2014 and August 15, 2014, and there will be deposited in the Interest and Sinking Fund such amount of current funds which will be sufficient to pay the amounts to become due on the Bonds on February 15, 2014 and August 15, .2014. 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 life form and tenor, and in the sane 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 ors the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of takes 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. 57354025.4)111310082 1 Bonds or any principal amount(s) thereof shall be deemed to have been paid within the meaning and with the effect expressed above ir this Section when (ii) 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 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/Registrarr 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 bores}' 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) therreof7 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 in strum ental ity of the United States, including obligations unconditionally guaranteed or insured by the agency or instrumentality 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) Inoncallable 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 Bonds under 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 permitted in this Section and in Section 29 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, iin cons isten cy, or formal defect or omission herein. In add ition , the City may7 with the consent of 573 5402 5.4/11310 032 17 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 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, ) give any preference to any Bore over any other Bond, or 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 ent/ e istrar or delivered to the Paying Age nt/ a istrar 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 4 lost, or stolen Bonds which have been replaced nth 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 berms have the following meanings: `i Closing Gate}' 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 1 986, as amended by all legislation, if any, effective on or before the Closing Bate. 99 om putatio n Gate" h as the m ea n i ng set, forth 1 n section 1.14 1 b) of the Regulations. 9; Gross Proceeds" means any proceeds as defined in Section 1.148-1(b) of the Regulations, and any replacement proceeds as defined in section 1.14 1 o of the Reg u latio ns7 of the Bo nd s. "Investment"' has the meaning set forth in section 1.148 1(h ) of the Regulations. "Nonpurpose Investment" means any investment property, as defined in section 14b 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. "Rebate ebate Amount" has the meaning set forth in section 1.148-1(b) of the Regulations,. 573 5402 5.4/11310 082 1 "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 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 acqUrisitionp 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 Bond to become includable 'in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income to 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 to of the interest on any Bond, the it 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 Bonds" (I ) 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 (including property financed with Gross Proceeds of the Refunded Obligations), 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 '[n -any activity carried on by any person or entity (including the United States or any agency, department and instrumentarlity 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 (including property financed with Gross Proceeds of the Refunded Obligations), 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 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 573 5402 5.4/11310 032 19 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. M 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) Information Feort. 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 Secretary 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, (I ) 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 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. The 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. (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 f-� e% 57354025.4/11310082 lz,u case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the Regulations, ulatioinsa one hundred percent 100 %) of the Rebate Amount on such date-, and (ii) in the case of any other Computation Cate, ninety percent 0% of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installmentsa 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 hand 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 of the transaction had been at arum's length and had the Yield of the Bonds in of been .relevant to either party.. fl) Bonds Not Hedcle Bonds. 1 At the time the original bonds refunded by the Bonds were issued, the City reasonably expected to spend at least 5% of the spendable proceeds of such bonds within three years after such bonds were issued and (2) not more than 50% of the proceeds of the original bonds refunded by the Bonds were invested in Non pu rpose Investments having a substantially guaranteed Yield for a period of 4 years or more. (k) Fefu ndin The Bonds are a current refunding of the Refunded Obligations in that the Refunded nded obligations will be paid and redeemed within ninety o days of the date of the delivery of the Bonds. (1) Elections. The City hereby directs and authorizes the Mayor, Mayor Pro Teri, City Manager, ssista nt City Manager, Director of Finance and City Secretary, individually or jointly, to rake 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 certifi date, fora 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 collectively as the Underwriters 12) is declared to be the best bind received producing the lowest true interest cost rate to the City, and the ,sale of the bonds to said Underwriters at the price of par plus a cash premium of and accrued interest, is hereby determined to be in the best interests of the City and is approved and confirmed. Delivery of the bonds to the Underwriters shall occur as soon as possible upon payment being made therefore in accordance with the terms of sale. The initial Bond shall be registered in the name as provided in the winning kid form . 573 5402 5.4 X1131 0082 21 Furthermore, the use of the 'Preliminary Official Statement by the Underwriters 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 terms of sale (together with such changes approved by the Mayor, Mayor Pro Tem, City Secretary, City Manager and Director of Finance, any one or More of said officials), shall be and is hereby in all respects approved and the Underwriters are hereby authorized to use and distribute said final Official Statement dated October 28, 2013, in the reoffering, sale and delivery of the Bonds to the public. The Mayor or Mayor Pro Tem, City Secretary and Assistant City Secretary are further authorized to deliver for and on behalf of the City copies of said Official Statement in final form as may be required by the Purchasers, and such fi na I Official Statement in the form and content authorized to be delivered by said officials shall be deemed to be approved by the Council and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 16, Escrow A-greement Approval and Execution. The "Escrow Agreement" (the '"Agreement" by and between the City and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the "Escrow Agent"), attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes, is hereby approved as to form and content, and such Agreement in substantially the form and substance attached hereto, together with such changes or revisions as may be necessary to accomplish the refunding or benefit the City, is hereby authorized to be executed by the Mayor or Mayor Pro Tem and City Secretary or Assistant City Secretary for and on behalf of the City and as the act and deed of this Council, and such Agreement as executed by said officials shall be deemed approved by the Councii and constitute the Agreement herein approved. SECTION 17, Control and Custody 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'18, Proceeds of Sale. 1 maned iately follovAng the delivery of the Bonds, proceeds of sale in the sum of (i) ' shall be deposited to the credit of the Escrow Fund, (ii) shall be deposited to the credit of the construction fund and (ii ii) shall be deposited to the credit of the Interest, and Sinking Fund. The balance of the proceeds of sale of the Bonds shall be expended to pay costs of issuance and any excess amount budgeted for such purpose shall be deposited to the credit of the Interest and Sinking Fund. [Additionally, on or immediately prior to the date of the delivery of the Bonds, the Director of Finance or other appropriate City official shall cause to be transferred in immediately available funds to the Escrow Agent from moneys on deposit in the interest and sinking funds maintained for the payment of the, Refunded Obligations the sum of to accomplish the refunding.] SECTION 19, Redemption of Refunded Obligations. �a) The Series 2003 Refunded Bonds shall be redeemed and the same are hereby called for redemption on January 07, 2014, at the price of par and accrued interest to the date of redemption. The City Secretary or Assistant City Secretary are hereby authorized and directed 'to file a copy of this Ordinance,, together with a suggested form of notice of redemption to be 573 5412 5.4/11310 032 22 sent to bondholders, with The Bank of New York Mellon Trust Company, N.A. (successor paying agent/registrar to Bank One, National Association), in accordance with the redemption provisions applicable to such bonds; such suggested form of notice of redemption being attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes. (b) The Series 2004 Refunded Certificates shall be redeemed and the same are hereby called for redemption on February 15, 2014, at the price of par and accrued interest to the data of redemption. The City Secretary or Assistant City Secretary are hereby authorized and directed to file a copy of this Ordinance, together with a suggested form of notice of redemption to be sent to certificate holders, with The Bank of New York Mellon Trust Company, N.A. (successor paying agent/registrar to JPMorgan Chase Bank), in accordance with the redemption provisions applicable to such certificates; such suggested form of notice of redemption being attached hereto as Exhibit D and incorporated herein by reference as a part of this Ordinance for all purposes. (c) The Series 2004 Refunded Bonds shall be redeemed and the same are, hereby called for redemption on February 15, 2014, at the price of par and accrued interest to the date of redemption. The City Secretary or Assistant, City Secretary are hereby authorized and directed to file a copy of this Ordinance, together with a suggested form of notice of redemption to be sent to bondholders, with The Bank of New York Mellon Trust Company, N. A. (successor paying agent/registrar to JPMorgan Chase Bank), in accordance with the redemption provisions applicable to such bonds, such suggested form of notice of redemption being attached hereto as Exhiibit E and incorporated herein by reference as a part of this Ordinance for all purposes. The redemption of the Refunded Obligations as described above being associated with the refunding of the Refunded Obligations, the approval, authorization and arrangements herein given and provided for the redemption of the Refunded Obligations on the redemption dates designated therefor and in the manner provided shall be irrevocable upon the issuance and delivery of the Bonds, and the City Secretary and Assistant City Secretary are hereby authorized and directed to make all arrangements necessary to notify the holders of the Refunded Obligations of the City's decision to redeem the Refunded Obligations on the dates and in the manner herein provided and in accordance with the ordinances authorizing the issuance of the Refunded Obligations and this Ordinance. SECTION 20, 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 net preceding the mailing of such notice. In any case where notice to Holders is given by rmail, 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 waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar7 but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. 57354025.4 X1131 0 082 23 SECTION 1. Cancellation. All I Eo nd surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying ent/ e i trar, 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 ent/ e i trar 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 Pay�n Agent/Registrar. All cancelled Bonds held by the Paying Agent/Registrar shall be returned to the City. SECTION 22, Legal opinion. The obligation of the Purchasers to accept delivery of the Bonds is subject to being furnished a final opinion of Fulbri ht & Ja or l i LLP, 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 23, 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 re pon si ble for C U S I P nu m bers i ncorrectly p ri nted or typed on the defin iti a Bonds. SECTION 24, Benefits of Ordinance. Nothing in this ordinance, expressed or implied, is intended or shall be construed Agent/Registrar and the Holders, reason of this Ordinance or any intended to be and being for Agent/Registrar and the Holders. to confer upon any person other than the City, the Paying any right, remedy, or claim, legal or equitable, under or by provision hereofa this Ordinance and all its provisions being the sole and exclusive benefit of the City, the Paying SECTION . Inconsistent P ro i ion 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. With respect to the City 7 s General Obligation Bonds, Series 2010 issued in the original principal amount of $5,850,000, $300,000 in par amount of such bonds shou ld be allocated to the proposition for drainage irnp roement approved by the voters at the City's 'bond election held on February 1. 2003. To the extent ainy prior ordinances, resolutions or orders conflict with such allocation, such prior documents are hereby modified to appropriately reflect such allocation. SECTION : 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 27, Effect of H ead i nl' The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 28, 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 ne'ute'r gender shall be considered to include the other genders. 573 5402 5.4 X1131008 4 SECTION 29, Continuing Disclosure Undertal in . (a) Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below, " FEE" means the Municipal Securities F ulemak�ng Board. "Rule" means SEC Rule 15c2-12, a amended from time to time. "SEC" means the United States Securities and Exchange Commission. (b) Annual Reports. . The City shall provide annually to the MS B (1) within six months after the end of each fiscal year, beginning in or after 2011, financial information and operating data with respect to the city of the general type included in Official Statement and described i n Exhibit F hereto, and 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 o provided h a I I be prepared in accordance with the accounting principles described i n Exhibit F 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, rif 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 MS FHB of the change (and of the date of the new fiscal year end ) prior to the next date by h ich 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 IVISRBs Internet Web site or filed with the SEC. (c) Notice of Certaiin Events. The City ha I I provide notice of -any of the following events with respect to the Bonds to the M FHB in a timely manner and net, more than 1 business days after occurrence of the event: 1 ) Principal and interest payment delinquencies, (2) Non-payment .related default) if material; (3) Unscheduled d rags on debt service reserves reflecting financial difficulties, (4) Unscheduled draws on credit enhancements reflecting financial difficulties', (5) Substitution of credit or liquidity providers, or their failure to perform-, (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- TEB , or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) Modifications to rights of Folders of the Bonds, if material-, (8) Bond calls, if material, and tender offers; (9) Defea ante , (10) Fie lea e, 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, 573 5402 5.4 X1131 0082 (1 3) The consummation of a merger, consolidation, or acquisition involving the it 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 it terms, if material, and (14) Appointment of a successor or additional trustee or the charge 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 reoirganization, 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) Filin-gs with the 1RB. 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 99 obligated person}' with respect to the Bonds within the meaning of the Rule, except that the it 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 99 obligated person. 12 The provisions of this Section are for the sole benefit of the Holders and beneficial owners of the Bonds, and noth i n iin this Section, express or Implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The it 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 J 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 it does not make any representation or warranty concerning Such inform anion or its u sefu I n ess to a decision to i nvest i n or sel I Bo n d s at any futu re date. UNDER NO CrIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR BENEF1C1AL 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 APART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, 57354025.4)111310082 N CONTRACT OR TORT, T, FOIE OR ON ACCOUNT OF ANY SUCH BREACH H SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the City in observing or performing its obligations sunder 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 lags.. 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 'ire 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 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 information or operating data next provided pursuant to subsection (b) of this Section an explanation, i n 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 30, Severabilit . If any provision of this Ordinance or the application thereof to any circumstance small 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 pro isio n. SECTION 31, Further Procedures. Any one or more of the Mayor, Mayor biro Tem. City Manager, ,Assistant City Manager, Director of Finance, City Secretary and Assistant 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 rout 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 Teri, 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 Mate 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 57354025.4 /11310082 27 shall cease to be such office: t before th a delivery of such document, u h signature nevertheless hall be valid and sufficient for all purposes the same as if such officer had remained ire, office until such delivery. SECTION 32, Incorporation of Findings and Determinations. The findings and determinations of the Council contained in the preamble and recitals hereto 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 3: Public Mee . 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 bui ne to be considered at such meeting, including this Ordinance, was i e n , all as required by the Texas Government Code, Chapter 551, as amended. SECTION 4: Effective Cate. This rdlnance shall tale effect and be In full force from and after its adoption on the date shown below in accordance with the Texas Government . Code, Section 1201.028, as amended. [remainder of page intenfranafly left blank] 573 5402 5.4 X1131 0082 PAS S E D AN D ADO PTED , th is October 28, 2013. CITY OF NORTH RICHLAND HILLS, TEXAS Mayor U-11 a 9 :m I Assistant City Secretary U11 Z! a WeILTA =I pIrm"Im 1161 41CU111 I I vio City Attorney (City Seal) F, M11 Z! Z! 001TA :111 mA m foxelel 0 11 a 10 11 Director of Finance 573,54025-4111310082 S-1 0 :*IAV4 0 11 --1 k ff.Al F A q I A AWN 57354025 -4/ 11 10 082 A-1 '� l �. ICI a ,�_ a ��. � #4:I 1 __] 11 1111150 NOTICE OF REDEMPTION CITY OF NORTH F I 'H LA N D !H' I L Ls, TEXAS GENERAL OBLIGATION BONDS SERIES 2003 Gated April 15, 2003 NOTICE IS 'HEREBY GIVEN that the bends of the above series maturing on February 157 2015 and aggregating in the principal amount of $140,000 have beery called for redemption on January 07, 2014 at the redemption price of par and accrued interest t the date of redemption, such bends 'being identified as fellows: Year of Principal CUSIP taturit Amount Number 2015 $407400 ALL SUCH BONDS shall become due and payable on January 07, 2014, and interest thereon shall cease to accrue from and after said redemption date and payment of the redemption price of said bends shall be paid to the registered owners thereof only upon presentation and surrender of such bends to The Bank of New York tieIlen Trust Company, N.A. (as successor paying a ent./re istra r to BankOne, National Asso i atie n ), at its designated- offices at the following addresses: First Class/ Registered/Certified The Bank f New York Mellon Trust Company, N.A. Institutional Truest services P. 0. Box 2320 Dallas, Texas 75221 -2320 Express Delivery/Courier The Banc of New York Mellen Trust Company, N.A. Institutional Trust services 2001 Bryan, Street, 9th Floor Da I las7 Teas 75201 By Hand nI The Bank of New York Mellon Trust Company, N.A. Room 234-North th B uild i n nstitutional Trust Securities ties 1 indoor Water Street New York, New York 1 0041 THIS NOTICE is issued and given pursuant to the terms and conditions prescribed for the redemption of said bends and pursuant to an ordinance adopted by the City Council of the City of North Richland HIlls7 Teas. THE BANK OF NEW YORK MELL N TRUST COMPANY, N .A. 2001 Bryan Street, 9th Floor Dallas, Texas 75201 5734025- 4/11100 -1 � #4:I I --] 119 fm' NOTICE OF REDEMPTION CITY OF NORTH RI+ HLAND HILLS, TEXAS TAX AN D WATERWORKS AN D S EWER SY TEM S U RPLU S RE ENU E CERTIFICATES OF OBLIGATION SERIES 2094 Dated April 15, 2094 NOTICE IS HEREBY GI E'EN that the obligations of the above series maturing on and after February 15, 2015 in the principal amount of $225,000 h acre been called for redemption on February 15, 2014 at the redemption price of par and accrued interest to the date of redemption, such obligations being identified as follows: Year of Principal CUSIP Ma,turit Amount Number 2015 $451000 2016 00 $451000 2017 $4, 000 2018 $455,000 2019 $451000 ALL SUCH OBLIGATIONS shall become due and payable on February 15, 2014, and interest th r o n shall cease to accrue from and after said redemption date and payment of the redemption price of said obligations shall be paid to the registered owners thereof only upon presentation and surrender of such obligations to The Bank of New York Mellon Trust Company} N.A. (as successor Paying agent/registrar t JPM r an Chase Bank), at its designated offices at the following addresses: First Class/ Registered/Certified The Bank of New York Mellon Trust Company, N.A. Institutional Trust Services P. 0. Box 2329 Dallas, Texas 75221-2320 Express De I ie ry /ou rier The Bank of New `fork fella Trust Company, N.A. Institutional Trust Services 2001 Bryan Street, 9th Floor Da I la 7 Texas 75201 Ey. Hand nI The Bank of New York Mellon Trust Company, N.A. Room 234 -North Building Institutional Trust Securities ind w Water Street New York, New York 10941 THIS NOTICE is issued and given pursuant to the terms and conditions prescribed for the redemption of said obligations and pursuant to an ordinance adopted by the it ou n i I of the City of North Richland Hills, Texas. THE BANK OF NEW YORK ME LL N TRUST COMPANY, N.A. 2001 Bryan Street, 9th Floor Dallas, Texas 75201 573.54025.4/11310082 D -1 NOTICE F REDEMPTION CITY OF NORTH F I+ HL ND HILLS, TEXAS GENERAL OBLIGATION REFUNDING ANC IMPROVEMENT BON D SERIES 2004 Gated April 15, 2004 NOT] CE 1S HEREBY I ' E N that the bonds of the above series maturing on and after February 15, 2015 and aggregating in the principal amount of $3,855,000 have been called for redemption on February 15, 2014 at the redemption price of par and accrued interest to the date of redemption, such bonds being identified as follows: Year of Principal JSIP Year of Principal l.J'IB Ilaturit Amount Number Matu rit Amount Number 201 $980P000 2020 $2451000 01 $625P000 2021 $2451000 2017 $535P000 2022 $2451000 2018 $245P000 2023 $2455000 01 $245P000 2024 $2451000 ALL SUCH BONDS shall become due and payable on February 15, 2014, and interest thereon shall cease to accrue from and after said redemption date and payment of the redemption price of said bonds shall be paid to the registered owners thereof only upon presentation and surrender of such bonds to The Bank f New York eIlen Trust Company, N.A. ( paying agent/registrar t J P f er an Chase Bank), at its designated offices at the following addresses, First Class/ Flea itered /ertif ied The Bank of New York Mellon Trust Company, N.A. Institutional Trust Services B. 0. Box 2320 Dallas, Texas 75221 -2320 Express Delivery/Courier The Bark of New York filler Trust Company, N.A. Institutional Trust Services 2001 Bryan Street, 9th Floor Da I la 7 Texas 75201 By Hand n! The Bark of New York Mellon Trust Company, N.A. Deem 234-North Building Institutional Tru t Securities indove 55 Water Street New York, New York 1 0041 THIS NOTICE i issued and given pursuant to the terms and conditions prescribed for the redemption of said bonds and pursuant to an ordinance adopted by the City Council of the City of North Richland hland Hills, Texas. THE BANK OF NEW YORK MELL N TRUST COMPANY, N.A. 2001 Bryan Street, 9th Floor 573 4025.4/ 11310 0 82 E-1 The f l lowi ng i of rrnatio n is referred to i n Section 29 of th is Ord in a nce. 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 ontai n d 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 rbe changed from time to time to comply with state law or regulation. 573 5402 5.4/11310 0 F -1 I ►1tACJ K0ltJ►[yl0Jil:IRA[0]:L1►1 bill Ji From- The Office of the City Manager [date: 10-28-2013 Subject: Agenda Item Na. F.3 Approve Consulting Contract with Sciens Technology to evaluate the replacement of Police/Fire computer systems in the amount of $89,450 Presenter: Mike Hamlin, Assistant Police Chief umr: The current computer-aided' dispatch and records management system (CAD/RMS) is requiring a lot of maintenance and upkeep. Staff has worked earnestly with the current vendor tom int in a stable system, while exploring options that will provide additional functionality and better asst our longs tern needs. Systems that are capable of managing the requirements and the volume of data generated are complex and expensive. To assist with the acquisition of a replacement CAD /FMS system, staff is recommending the use of a public safety CAD/RMS consultant. A contract has been negotiated with Sciens Consulting in the amount of $89,450. General Dritir: Earlier this gear, staff began looking options for replacing the CAD/RMS system. It was soon realized and agreed upon that due to the technical complexity, engaging professional assistance in the fora of a consultant would be the best option to n u r success. Staff contacted the State of Tense Department f Information Resources and several municipalities who had recently undergone CAD /RM system replacement or upgrades for recommendations regarding professional consulting services. Through this process, Sciens Consulting repeatedly surfaced as a reputable consultant. All comments about Sciens Consulting were positive, with several of the municipalities indicating their project success was the direct r u It of Sciens Consulting's participation. Police, Fire and Information S rvi Departments' staff members interviewed Sin on u ltin and were impressed with their br addth of knowledge of the, CAD/RMS CAD/I market and processes recommended to achieve a successful transition. Additionally, the shared services cities' police chiefs (Haltom City, Richland Hills, and Watauga) had an opportunity to interview Sin n u lti ng and agreed that utilizing Sciens Consulting was the appropriate course of action and agreed to provide partial funding to secure Scions Consulting. Scions Consulting is n information technology management firm headquartered in McKinney, Texas, with clients throughout Texas, the United States, and Canada. Previously known as e ov Consulting Services, the company was formed in 1989 to support the information technology con ultin i reeds of local governments and public safety and has retained the same management i r inception. Recent examples of public safety projects (i.e., assessment, strategic planning, F F'P Development & Vendor Selection, Implementation Management) similar to the City of North Richland Hills' reeds include the City of Allen, the City of Columbia, Missouri, and E t r County, Texas. Much of the work performed by Sciens Consulting has involved consolidation /mu Iti -ju ri di ti nal The consulting process will be divided into throe separate phases: Data Gathering Requirements, I FP Development, and Evaluation and Selection. Through the entire process, specific goals, objectives, and deliverables will be achieved in order to accomplish system replacement success. The attached Statement of Work describes each phase in detail. Sciens Consulting participates in the TIPS/TAPS TIPS/TAPS cooperative purchasing program. All State competitive bidding requirements for this purchase will be reset by utilizing the TIPS/TAPS cooperative purchasing program. Funds for this purpose were identified from fiscal year 2013 savings, which are to be placed in reserve. This project will be funded in, fiscal year 2014 using Information Services reserves. Additionally, the partner cities have agreed to pay a percentage of the consultant costs. North Richland Hills' portion is $46,514 % of the total cost), and the remaining 48% will be reimbursed by the three partner cities. Recommendation- Approve consultant services contract with 5ciens Consulting in the amount of $89,450 Agreement No. FIRI 0 =1 =1 �, I =1 LI k d Ms] ADIO ILI RIII ft d I ki ICIN =1 ATA [a] =K This Agreement for Consulting Services ("'Agree ment ") is made and entered into i n the State of Texas, this day of 0 1 by and between the City of North Richland Hills, a municipal corporation ( `{ ity'1�, and Scions LL ("Consultant"). WHEREAS, the City desires to hire the Consultant to perform certain consulting services specified herein; and HEFLEA , the Con su Ita nt represents that the Consa Ita nt and or the Con su Ita nt's person neI have the qualifications and experience to properly perform such services: NOW, THEREFORE, the City and the Consultant hereby agree as follows; 1. Scope of Services Consultant shall furnish the City with professional consulting services as more particularly set forth in Exhibit , ci ns- proposal, titled `{City of North Richland Hills Statement of Work and dated 07 October 2013, attached hereto and incorporated by this reference in full herein. 2. {Method of Per-forming Se r ices Subject to the terms and conditions of this Agreement, the Consultant may determine the method, details., and means of performing the services described herein. 3. Standard of Performance Consu Ita nt agrees to u n d e rta Ise a nd complete these services to con cl us io n. us i ng that sta nda rd of care, skill, and diligence normally provided by a professional person in the performance of similar consulting services. 4. Norm -E clLusive Services Thi s Agree me nt sha I I not be i me rpreted to prevent or preclude Consulta nt fro r n ren d eri ng any se rvi ces for Consu Ita nt's own acco U nt o r to a ny oth e r person or entity as Consulta nt i n its sole d iscreti on sha I I determ i ne. Consultant agrees that performing such services will not materially interfere with services to be performed for the City. 5. Coordination of Services All services are to be coordinated with the City Manager or designee ("Manager") and shall be performed under the general direction of the City Manager or Manager. 6. Place of Work Co ns u Ita nt sha I I perform the services provided for i n t h i s Ag ree ment at a ny place o r I ocatio n a nd at such times as the Consultant shad determine. When work is to be performed at/with the City, Consultant will seek agreement of location and time from the Manager. 7. Principal in Charge Consulta nt hereby designates Ernest Pages as its pri nci pa I- i n -cha re and person respon si kyle for necessary coordination with Manager. 8. Permits, Licenses, Certificates Consulta nt, at Consu Ita nt's sole a pen se, shall I obta in and ma i ntai n d u ri ng the term of th is Agree ril ent, a I I permits, licenses, and certificates required in connection with the performance of services under this Agreement, including a City business license. sciens Page 1 9. CitV's Responsibility City shall cooperate with Consultant as may be reasonably necessary for Consultant to perform its services. Manager agrees to provide direction to Consultant as requested regarding particular project requirements. 10. Term of Agreement ThisAgree me nt sha||begiinmpona pprova|by1he City M anager or Mamage r. 11. Termination a. This Agreement maybe terminated by City if the Manager notifies Consultant, inwriting, of the Manager'sdesneto term inate the Agree men1. Such term inadon shall be effective ten calendar days from the date ofde livery ormai Iii ngof such not ice. City agrees 10 pay Consultant infuUfor all amountsdme[onsm|1ant asof the effecUve date of term ination'indudinganyexpenditumsincurnedon City's beha If, whether for the employment of third parties or otherwise. b. This Agreement may be terminated by Consultant if Consultant notifies the Manager, in writing, of Consultant's desire 10 terminate the Agreement. Such termination shall be effective ten calendar days f rom the d ate ofdeJiveryormmai|ingof such not ioeandon|yifa|| assignments accepted by[onsm|tant have bee m oomp|eted prior to the date of1ermlna1ion. lZ. Compensationi Costs, attached hereto and incorporated by this reference in full herein. b. The acceptance by Consultant of the final payment made under this Agreement shall constitute a release of City from all claims and liabilities for compensation to Consultant for anything completed, finished or relating to Consultantys services. c Consultant shall provide the Manager with a completed Request for Taxpayer Identification Number and Certification, as issued by the Internal Revenue Service. d.Ifany sales tax is due for services performed by Consultant ormaterials or products provided 10 City by[omsultan�[onsu|tantshaU pay the sa|sstax. City shaU not eimbuce Con su|tanc for sa|es taxes paid by Consultant. 13. Method of Payment a City agrees 10 pay [onsmItan1 for the comp|e1ionof each work element adef iinaNe tas k wit h i n the project associated with a deliverable of the Consultant time and/or documen1(s), as identified in the Exhibit B. Project Costs, attached hereto and incorporated by this reference in full herein. 14. Responsibility for Expenses Except as otherwise expressly provided in this Agreement, City shall not be responsible for expenses incumedby[onsuItam1inperformingservJcesmnderthis Agreement. All |expenaesincident10 the performance of services under this Agreement shall be borne by the Consultant, incl uding, but not limited to rent, vehicle, and travel, entertainment and promotion, general liability and health insurance. workers' compensation insurance, and all compensation and benefits of employees or agents engaged by Consultant. Consultant shall, at its own cost and expense, supply all personal property necessary or appropriate to perform the services provided for under this Agreement, including, but not limited to any personal property used by employees and agents of Consultant in the performance of such services. sciens �� *m 'vN`u`' I Nu 15. Non- Angromiation of Funds Payme nts to be made to Con s u Ita nt by City for services performed withi in the cu rrent fiscal yea r a rye within the current fiscal budget and within an available, unexhausted and unencumbered appropriation of City. In the event City does not appropriate sufficient funds for payment of Consultant's services beyond the current fisca I year, th is Agreement sh a I I cove r paym ent for Consu Ita nt' s se rvices on ly u p to the con cl us i o n of the last fiscal year in wh ich City a ppro priates s efficient fu nds a nd shal I a utomatica I Iy to rmiin ate at th e conclusion of such fiscal year. 1. Records a. At City's request, City sha I I be e ntit I ed to i mmed iate possession of, a nd Consu Ita nt sh a fu rn ish to th e Ma nager within ten days, a Il of the proj ect del ivera b I es. Consu Itant may reta in copies of these documents. b. Any su bsta ntive mod ification of the dcu me nts a nd mater i a I s by City staff or a ny use of the completed documents and materials for other City projects, or any use of uncompleted documents and materials., without the written consent of Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. City agrees to hold Consultant harmless from all damages, claims, expenses and losses arising out of any reuse of the documents and materials for purposes other than those described in this Agreement, unless onsu lta nt consents in writing to such reuse. 17. Confidentiality of Information Any documents and materials given to or prepared or assembled by Consultant under this Agreement shall be confidential and shall not be made available to any third person or organization by Consultant without prior written approval of the Manager. 18. Indemnity Consulta nt agrees to i ndem n ify, hold ha rm less and d efend city, its City CO a nc i I, a nd each rnem ber t he reof, and every officer, e m ployee, representative or age nt of City, from a ny a nd a I I I is b i I ity, cla ims, d ma nds f actions f damages (whether in contract or torn including personal injury, death at any time, or property damage), costs and financial loss, including all costs and expenses and fees of litigation or arbitration, that arise directly or indirectly from any acts or omissions related to this Agreement performed by Consultant or its agents employees, su bcon su Ita nts, subcontractors, consultants and other persons acting on Consultant's behalf. This agreement to i n d e m n ify, hold h a rm less a nd defe nd sh a I I ap ply whether such acts or om issions a re t he prod uct of active negl igen ce, pa ssive negl ige nce, o r acts for wh ich Consu Itant or its age nts, em ployees, su bconsulta nts subcontractors, consultants and other persons acting on Consultant's behalf would be held strictly liable. 1. Insurance a. Consultant shall obtain and maintain during the performance of any services under this Agreement the insurance coverages as specified in Exhibit , attached hereto and incorporated herein by this reference, issued by a company satisfactory to the Risk Manager, unless the Risk Manager waives, in writing, the req u i rement that Co nsu Ita rat obta i n a nd ma i nta in such insurance overages. b. Consultant shall, prior to performance of any services, file with the Risk Manager evidence of insurance coverage as specified in Exhibit C. Evidence of insurance coverage shall be forwarded to the Risk Manager, addressed as specified in Exhibit C. c. Maintenance of proper insurance coverages by Consultant is a material element of this Agreement. Consultant's failure to maintain or renew insurance coverages or to provide evidence of renewal may be considered as a material breach of this Agreement. sciens Page 20. Independent Contractor a. City and Consultant agree that in the performance of the services, Consultant shall be, and is, an independent contractor, and that Consultant and its employees are not employees of City. Consultant has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons assisting Consultant. b. Consultant shall be solely responsible for, and shall save City Iha rmless from, all matters relating to the payment of Consultant's employees, agents, subcontractors and subconsultants, including compliance with social security requirements, federal and State income tax withholding and all other regulations governing employer-employee relations. c. Consultant acknowledges that Consultant and Consultant's employees are not entitled to receive from City a ny of the be nef its or rights afforded e mp loyees of City, i ncl ud i ng but not I i m ited to rese rare leave, sick leave, vacation leave, holiday leave, compensatory leave, Public Employees Retirement System benefits, or health, life, dental, long-term disability and workers' compensation insurance benefits. 21. Consultant Not ent Except as the Manager may specify in writing, Consultant, and its agents, employees, subcontractors and subconsultants shall have no authority, expressed or implied, to act on behalf of City in any capacity, as age nts or otheirwi se, or to bi nd City to a ny obligation. 22. Conflict of Interest Consultant shall promptly inform the Manager of any contract, agreement, arrangement, or interest that Consultant may enter into or have during the performance of this Agreement that may conflict with City's interests. This requirement includes contracts, agreements and arrangements with manufacturers, suppliers, contractors or other clients whose interests might be served by the services performed under this Agreement and Consultant's or Consultant's clients' interest in land that might be affected by the services. Consultant shal take such measures as are necessary in the performance of this Agreement to prevent actual or appearances of conflicts of interest. 23. Assignability of Agreement Consultant agrees that this Agreement contemplates personal performance by Consultant and is based upon a determination of Consultant's personnel's unique competence, experience and specialized personal knowledge. Assignments of a ny or a I I rights, d uties, or obligations of Cons u,Ita nt u nder th is Ag reem e nt will be permitted only with the express written consent of the Manager, which consent may be withheld for any reason. 24. Successors and Assigns Consultant and City agree that this Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Consultant and City. 25. Fair Employment Practices a. Consultant agrees that all persons employed by Consultant shall be treated equally by Consultant without regard to or because of race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law, and in compliance with all a ntid iscriim i nation laws of the United States of America, the State of Texas., and City. b. Consultant agrees that, during the performance of this Agreement,, Consultant and any other parties with whom Consultant may subcontract shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law. sci s Page 4 Q N 5 LI L i I N Q c. Consultant agrees to state in all of its solicitations or advertise ments for applicants for e mpl oyrnent that a I I q u a I if ied a ppl i ca nts sha I I rece ire consideration for em ployment with o ut rega rd to the i r race, color, religion, ancestry, national origin, disability, sex, marital status, age, or any other status protected by law. 26. Force Maieure Consultant and City agree that neither City nor Consultant shall be responsible for delays or failures in perforima nce resu Iting from acts beyond the control of either party. Such acts shal I i ncl ude, but not be Ii mited to acts of God, strikes, lockouts, riots., acts of wart epidemics, governmental regulations imposed after this Agreement was executed, fire, commu n ication I ine fa ilu res, tornado, ea rthq ua Ices, or other d isaste rs. 27. Covenants and Conditions Consultant and City agree that each term and each provision of this Agreement to be performed by Consultant shall beconstrued to be both a covenant and a condition. 28. Governing Law City and Consu Ita nt agree that the counst rud i on a nd i me rpretation of this Agree me nt and the rights a nd duties of City and Consultant hereunder shall be governed by the laws of the State of Texas. 29. Comioliance with Laws Consultant agrees to comply with all City, State, and federal laws, rules, and regulations, now or 'hereafter in force, pertaining to the services performed by Consultant pursuant to this Agreement. 30. Severability City and Consultant agree that the invalidity in whole or in part of any provision of this Agreement sha not void or affect the valid ity,of any other provision. 31. Waiver City and Consultant agree that no waiver of a breach of any provision of this Agreement by either Consultant or City shall constitute a waiver of any other breach of the same provision or any other provision of this Agreement. Failure of either City or Consultant to enforce at any time, or from time to time, any provision of this Agreement, shall not be construed as a waiver of such provision or breach. 32. Counterparts City and Consultant agree that this Agreement may be executed in two or more counterparts, each of which shall be deemed an original. 33. Arbitration Consultant and City agree that in the event of any dispute with regard to the prov I isions of this Agreement, the services re ndered or th e a mou nt of Co ns u Ita nt's compensatio n, the di spute m ay be subm itted to arbitration upon the mutual agreement of the parties, under such procedures as the parties may agree upon, or, if the parties cannot agree, then under the Rules of the American Arbitration Association. 34. Expenses of Enforcement Consulta nt a nd City agree that the preva i I i ng pa rty's reaso na b I e costs, attorneys' fees (i n cl ud i ng th e reasona ble va I ue of the services re nde red by t he City Atto rney Off i ce) a nd expenses, i nclu6 ng investigat i o n fees and expert witness fees, shall be paid by the non-prevailing party in any dispute involving the terms and conditions of this Agreement. 35. Authority to Execute a. City ackn owledges that the perso n execut i ng th is Agreement h as been d u ly a uthori zed by the City Council to do so on behalf of City. b. Consultant acknowledges that the person executing this Agreement has been duly authorized by Consultant to do so on behalf of Consultant. s ci s Page 5 Q N 5 LI L i I N Q 3. Notices a. Any notices to Consultant may be delivered personally or by mail addressed to Sciens LLC, 5900 South Lake Forest Drive, Suite 300, McKinney, , Texas 75070. Attention: Stephen Gousie. b. Any notices to City may be d e I ive red pe rsona I ly o r by ma i I addressed to City of N orth Ri ch la nd Hills, 7301 Northeast Loop 820, North Richland Hills, Teas 76180. 37, Amendment City a nd con su Ita nt agree that the terms and coed itions of the Agreement may be revi ewed or mod ified at a n time. Any modifications to this Agreement, however, shall be effective only when agreed to in writing by both the Manager and Consultant. 3. Entire Agreement City and consultant agree that this Agreement constitutes the entire agreement of the parties regarding the subject matter described herein and supersedes all prior communications, agreements, and promises, either oral or written. EXECUTED this day of 20 City of North Richland Hills, Texas R: (signature) (printed) EXECUTED this day of 20 ciens LLC. By: (signature) (printed) sciens Page 6 =.'i i11pm1�1 �191 I =1 klq 6-11 J as] 0016111mill I sciens Q;N 5 U 4 i l N Q =R,6 171 :] =16141 X09d0�� sciens ON 5u 4i IN Q = R,6 111.�7fi P? 1216111 :L•V [d= WeITA = I :LCe3 = sciens ON 5u 4i IN Q City of, North Richland Hills Statement of Work Public Safety CAD /RMS /Mobile System Replacement Project Planning &Selection CADIRMSIMak�ile System Replacement City of North Richland Hills Planning & Selection kisciens C C] M 5 U l T I M G 7 August 2013 Bob Wea kl e City of North Richland Hills Assistant Director, InformationSysterns 7301 N.E. Loop 820 North Richland Hills, Texas 76180 Dear Bob, We appreciate the opportunity to provide the City of North Richland Hills with our proposed Statement of Work (SOW) to assist with the planning and selection of a Public Safety System replacement for your current CAD/RMS/Mabile system. Based an our discussion, we have developed an 50W that we believe will address your interests and concerns. Specifically, we will ■ Codify the desired features and functionality in a set of specifications that maintain the strengths and address the weaknesses of the current system • ❑evelop a request for proposal (R FP) utilizing those specifications • Evaluate vendor responses to the RFP • Recommend a short list of vendors for demonstrations • Assist in the evaluation of short - listed vendor demonstrations of the system ■ r rdpr ance • Assist in best and final contract negotiations with the selected vendor • Provide feedback to the City on the statement of work provided by the selected vendor. Given the multi- jurisdictional nature of the project, we have included (as an option) the scope for the following services that we believe the Police and Fire Departments may benefit from Sciens providing Implementation Project Management, establishing a comprehensive project plan, and providing project oversight throughout implementation. Once you have had a chance to review the SOW, we would appreciate the opportunity to discuss any questions you might hare. Please feel free to contact me at (781) 942­0308. we look forward to working with the City of North Richland Hills. Res pectfu Ily submitted$ 1 Stephen Gousie Partner, Sciens LL 5900 South Lake Forest Drive I McKinney, Texas 75070 (7$1) 942.0348 www.sciens.com CADIF�MSJMabile System Replacement City of North Richland Hills Planning &Selection Objective The project work plan for the consulting engagement,, including information about each major 'task,, the start and completion date for each task, and the milestones for the project, are described below. Our Understanding of North Richland Milk's Needs The City of North Richland Hills Po'l ice Department cu rre ntl provides dispatch and records capabilities to nearby jurisdictions,, including sharing its computer systems supporting these functions. Of special interest to the Department are enhancing its mobile and crime ana I tics capabilities. The City of North Richland Hills Fire Department is supported by the above dispatch op rat o n for both Fire and Emergency Medical services. Of special interest to the Department is enhancing available information in apparatuses, including emergency medical dispatcher capabilities. After a plori ng its options with its current system to provide these capabilities, the City of North Richland Hills, in conjunction with nearby jurisdictions, has decided to explore the capabilities that the market has to offer. Based on ciens" similar efforts with other cities in Teas and around the country,, the City has requested this statement of work to assist it with the replacement of its Public Safety systems. Overview of Our Approach sci ns begins with requirements definition to understand the business objectives the City wants to achieve through this system replacement. Through interviews with key personnel, we will also identify desired fu nctionailit that is commercially available today and viable within the City -s technology architecture that can be included in the request for proposal. The review will be conducted using Police and Fire key processes as the guide. Each process will be examined for opportunities such as extra steps, signatures,, paper generation,, duplicate entry and repetitive work. bi C • sciens Phase 1 Phase 2 Phase 3 Phase 4 Data Gathering RFP Development Evaluation and Selection Project Implementation Requirements D�efin ition Deliwerables= Delirabie: aeii�r�r�l�: Deliverables: • Requirements Request for Proposal Ewa luation Matrix F view • Budget Proposal Evaluations Project Management S upport ■ Establish Project Selected Vendor Vendor Management Go- vernanoe Contract Negotiation Support. cI I s System Acquisition Process bi C • sciens CADIRMSJMabile System Replacement City of North Richland Hills Planning &Selection We will examine ■ Reliability of data, queries and reports ■ Possible use of ancillary technologies to automate functions, such as. bar coding in property evidence, and field automation for data entry/retrieval ■ Use of geo-data for address entry/lookup and validation to minimize data entry errors, as well as utility in performing crime analysis • Areas of the processes that are subjected to high rates of error due to such things as: open text entry and lack of required field as part of the workflow • Ability of the current technology to support digital government and self-service transactions, including reporting and dash boardi ng ■ Need to interface with specific,, mission - critical systems that will not be replaced during this system replacement, including but not limited to: Fir H Ouse, Intermedix and Te lestaff. From this process, we will establish business requirements and a budget for the system,, including h ardwa re, softwa re,, tra in ing,, bus iness process reengi n eering, and other professional ser i ces, As needed, we will make specific recommendations regarding technology use, especially for mobility in order to meet specific needs of units to maximize their utility rh it in the field. In addition, we will examine requirements related to coordinated responses between jurisdictions for both Police and Fire, such as the Northeast Fire I epartment Association (NEFDA). In Phase 2, we will develop specifications based on the assessment, followed by development of a n FFP for the City to release to prospective vendors; th is wi II incl ude a bidders' conference. In Phase 3,, the Sciens team will evaluate proposals submitted by the vendors, recommend the short list of vendors to be invited for presentations,. assist the City with evaluation of the presentations make a final recommendation on vendor,. and assist the City with contract and statement of work negotiations. Finally, in Phase 4,, Sciens has proposed to provide project management implementation support to the City. This is proposed as an option that the City can choose to pursue at any time,, based upon their ability to provide professional project management oversight to this critical project. Phase 1 —Data Gathering and Assessment ciens begins with a meeting with the Police and Fire Command Staffs to understand their vision for the project and the business goals they wish to achieve. This is followed With a kickoff presentation to the staff of all agencies and jurisdictions involved in the project. We follow this with interviews with the IS Department and Police and Fire staffs including those from other jurisdictions that are involved i n this project. Thiis phase is composed of the following tasks. sciens Page C/F�ll�bi I rr� �t Replacement Hills fl Planning Selection ■ Strategic Direction Goals — Sciens will interview Co mnand Staff to aj help create a vision and business gals for the replacement s stem. t th rin Requirements Definition We will work with the IS Department to obtain relevant background information. Information could include: _) Current technical and application infra tructu re Strategic Vision u rrent CAD/RIVIS su pport structure (interaction with end-user Goals for Project departments) Functional Busi ness ._. Any existing documented workf lows Issues & Needs _. Proposals provided by AD/RM for system upgrades. ■ Functional Business Issues & Needs: Sciens meet with cross - functional teams consisting of Police and Fire 'Departments staff using the current systems. Staff should be knowledgeable in their portion of affected business processes (e.g., Dispatch, Patrol, Booking,, Investigations,, Records Processing). Sciens will review applicable N ENA and APCO standards to ensure they are considered. During these meetings, we will focus on capturing: o Current state of technologies in use, including: Integrated Consoles - Relational and Other Databases, including those not integrated to the cup rre nt system (e.g., Akccess databases) - Interoperability between systems - Use of G IS/Ma ppin Interface, i nclud i ng u n dersta nd i ng G IS data available, format and process for updating - Use of Imaging - Mobile Data Approach Infrastructure App pl icati on Arch itctu re Integration Requirements System Support Requirements - o Workflow limitations of the existing system o Transaction volumes to be supported by the new system, including: ._ a Its for Service o Arrests/Bookings ._ 911 Calls o Field Interviews ._ Non-Emergency Calls o Traffic Citations ._ Dispatched Calls o EMS Transports ._ TLETS Inquiries o Air Medical ._ Incident Reports o Mutual/Automatic iid ._ Cases Any E -911 and NextGen technology and mobil com m u n ications utilized Crime anal tics currently in use and the process used in their development. ■ bi scien s Pay City of North Richland Hills ��F �Ibi I System Replacement 'Planning Selection ■ Infrastructure & Applications rchit ctu re — One goal that Sciens has in mind while assisting with new system selections i to minimize pressure new systems can bring to the back end environment. By standardizing and simplifying, support demands can be lowered by bringing in a new system; but the opposite is also true — pink an incompatible system and support demands can proliferate. Sciens will meet with the City 1S Department to discuss its current infra tructu re to understand any constraints on the future application,, such as internet bandwidth constraints r network load limitations. I n addition., Sciens and the IS Department i I I d iscuss a ppl icati ns. arch it ctu re, incl ud ing platforms a nd databases. In the end, it will be up to the City to determine rhether it wants to either (a) hold the line n its standards, thin reducing the overall pool of possible end ors f or (b) allow non-standard vendor systems to be proposed, thus potentially increasing overall long -term support needs. ■ Integration Requirements, — Review backend integration between to the current D/Ri system and other systems, both internal and external (e.g., E-911,, TDPS/NCIC, TILET . The objective in all interfaces is to find cost effective mechanisms to (a) improve services., (b) streamline processes, and (c) minimize data re-entry. Integration c nsid ration will include: Firehouse,, Intermedix and T l staff. ■ SVstem Support Assessment — Assess the function and operations performed to support the current CAD/RMS system based on interviews Frith the IS staff and end -user support staff including: • The ease of use of the application for software technical support services{ such as implementing r rkfl r changes • Third party vendor interaction within the overall support structure • User involvement, control and segregation of duties b t e n IS and user departments for confi u ration changes. Cel verabl s The deliverables for Phase 1 are: ■ Interviews with Department Command Staff and Key Stakeholders ■ Cie pa rtmentaI int r iews a n wo rkfIow rev'ie s ■ Integration requirements ■ System support requirements ■ Budgetary requirements scienCONSU[II CADIF�MSJMabile System Replacement City of North Richland Hills Planning &Selection Phase 2 — Request for Proposal Development 5ciens will develop detailed technical specifications utilizing the n. inputs from the Requirements Definition phase. Once the � RFP Development specifications have been reviewed by the Police and Fire a Departments, they will be compiled with response documents into a request for proposal {RFP }. Subsequently, the City of North Software Technical Richland Hills will issue the RFP to the vendor community. Specifications ■ Software Technical Specifications —Software specifications will Hardware Technical be compiled using the results of the interviews. They will include Specifications software (fu ncti n a 1) specifications grouped by major components of the system (e.g., Dispatch, Patrol, Booking, Budget Refinement ement Investigations,, Records Processing), and desired database and 4 compatibility. Estimated Timeline ■ Hardware Technical Specifications — Infrastructure Development specifications (hardware and architecture) will be created to describe the Citys overall technical requirements (e.g.., system RFP Development architecture.r network infrastructure., servers and data storages system backup and interfaces, security, scalabilit , re Sabi l ity tabi l ity, configuration flexibility, and centralized management). ■ Bu diz t Refinement — Ha vi ng specI ied the tech n ica I req u irements for the deli red system, the budget will be reviewed and refined as needed to ensure validity. ■ Estimated Timeline Development — Utilizing our experience with similar projects, and with technical specifications developed, Sciens will establish an overall project timeline utilizing the requirements of the Department. We will incorporate into the schedule considerati ns such as: conversion, trai n i ng, test data preps ration,, specification comp lia nce testing, systems testing. ■ RFP Development — Once the specifications have been approved by the Department., response forms will be developed. These forms will be the only permissible mechanism for vendors to respond to the RFP; they will be compiled using locked ford and Excel files that force vendors to respond systematically to ease overall e a luatio n, while permitting them to have freeform fields for explanation and comment. Thee forms, along with language supplied b Purchasing for the acquisition requirements, will constitute the RFP. This ill be compiled for submission to the vendor community through the City's normal purchasing methods. Deliverables The deliverables for Phase 2 are: ■ Software and Hardware pecificatiion ■ Refined Budget and Timeline ■ Request for Proposal ■ Questions Addendum to the RFP &I C • s Page 5 scien CADIF�MSJMabile System Replacement City of North Richland Hills Planning &Selection Phase 3 — Evaluation and Selection Sciens will develop an evaluation spiread het to compare the responses from the vendors and determine th ir conformity t th e p cifi cations. once the ova I uatiion of al'I proposals is com pleted, we will work with the City to prioritize the vendors s that the City can invite the two best vendors to present to the Departments. Based upon performance against the F FR and demonstrations, ci e n will make a final recommendation of what vendor the City should choose. Subsequently, ire will provide support through contract and statement of work negotiations. ■ Pre-Bid Conference — Within two reeks of the issuance of the RF P, a Bidders-' Conference will be held by the City. This can be either mandatory or option for the vendors based on the Department "s requirements; we recommend conducting it via ebe . At the conference,, the City will provide a summary of the RFP and its intent- they will also provide an informal, non - b� nd ing response to questions su bmitt d duri ng the conference. Subsequent to the bidders' conference., a formal response to all questions sub mitt d prior to and during the bidders" conference will be developed by ciens and posted as an addendum to the :39:1 ro Ln Evaluation & Selection Pre -Bid Conference Proposal Evaluations Vendor Demonstrations Best and Final Contract Negotiations ■ Proposals Evaluation — Sciens will develop an evajuation spreadsheet that will track each vendor's performance at each stage of the evaluation process. We will utilize the evaluation spreadsheet to track detailed jproposa I evaluations by each vendor. Finally, we will rank each vendors based on their estimated ability to satisfy requirements. Utilizing this data, Sciens will work with the City to prioritize the vendors so that the City can invite the two best vendors to present to the Departments. • Yendor Demonstrations— Sciens will develop a scoring tool to be used by the staff evaluating the vendors' demonstration iperformanc . Sciens will support the City through the presentations. Subsequently, we will compile the results of the scoring tool to score each of the vendors into the e a l�uation spreadsheet. • final Recommendation — Utilizing the results of the proposal evaluation,, presenitations and other criteria chosen and executed by the City (e.g., reference cal Is), Sciens will complete the eval u aton spreadsheet. Based on these results, we will recommend one vendor with which the Department should enter final negotiations. The Department may choose to issue an intent- to- araird at th is stage, or to a me r- i nto best a n d fins I negotiations with the top vendor. sciens Pale City of North Richland Hills CAD/RMS/Mobile System Replacement Planning & Selection ■ Contract Neizotiations Support — Once a vendor has been chosen for contract negotiations., Sciens will work with the Department to review the vendor"s documents, attend meetings and conference calls as needed, to finalize a contract and statement of work that the City finds acceptable. The duration of this support will take no more than 30 calendar days, or up to 40hours of support. (�Defiverab,Dles The deliverables for Phase 3 are.- ■ Pre-Bid Conference ■ Proposal Evaluations ■ Short List Recommendations ■ Vendor Presentation Facilitation and (Evaluation ■ Final Recommendation with Supporting Documentation ■ Contract Negotiation Support P h as 4 — P roject I Implementation Ma nags m ent Subsequent to contract signing,, Sciens will r present the City in negotiations with the vendor over the statement of work (SOW). Once completed, Sciens will incorporate the vendors SOW into a comprehensive Project Plan that will cover all aspects of the project implementation, including soft ware and hardware installation and testing,, business process Teen gineeririg, and end user and technical training. In addition, the plan will identify resources (both people and materiel) needed, timelines and dependencies, and key risks to the success of the project. Once completed, Sciens will provide monthly, onsite project implementation managemen't,, with concentrations near or at the cut-overs of each of the major modules of the system P - and, weekly teleconference meetings to review progress against the overall project plan. 00 Project Implementation Management Comprehensive Project Planning Monthly Onsite Reviews Complex, technical projects are prone to failure- however, that failure is largely due to f i read eq u ateo or insufficient ma nage ment. Wh eth e r Sci e n s. provides th ese services or t h e City does., a project as critical to Public Safetys success as its operational system requires professional, experienced oversight. Deliverables) The deliverables for Phase 4 are: ■ Vendor Statement of Work Negotiations ■ Comprehensive Project Plan ■ Regular Onsite Project Visits ■ Weekly Project Teleconferences ■ Project Plan Status Updates. scienCONSU[IIG City of North Richland Hills CAD/RMS/Mobile System Replacement 'Planning & Selection Project Cost Detail The total project costs for Sciens support for Phases 1., 2 and 3 without optional services are shown in the Project Cost Deta i I below; fees were ca I c u I ated using a n hourly b i I I i ng rate of $ 150 per hour for all Sciens personnel on the project. Based on the scope of work description, deliverables, and our proposed method for conducting the services, our not to exceed total cost for Phases 1, 2 and 3 is $89,450. Details are provided below. Task Total Work Element Hours Fees Expense Total as Ph e I — Data G athering & Re qu i re me nts Def i n iti on & ei. Definition Review 88 $13,200 $2,600 7,$15f.800 2- a Software and Hardware Specifications Development 80 $12,000 $0 $12,000 2-h Specifications Review 64 $9,600 $21600 $12,200 2-c Fina I ize Specifications 24 $3,600 $0 $3,600 2d Develop RFP 48 $7,200 $0 $7,200 2e City Review of RFIP 0 $0 $0 $0 2f Finalize RFP 8 $1,200 $0 $1, Zoo 2g Bidder's Conference 16 $2,400 $0 $2f4OO Phas e 3 — Evaluation and Selection 3a Proposals Evaluation 40 $b,000 $0 $6fOOO 3b Short List Vendor Presentations & Evaluation 96 $14,400 $5,050 $19f450 (2 vendors, 3 (lays each) 3c Final Recommendation 24 $3,600 $0 $3,600 3d I Contract Negotiation Support 40 $6,000 $0 $6,000 Total 528 $79,200 $10250 $89,450 1 Implementation Support (Optional) At th e City's d iscreti on, Sciens gill provide su pport for Project I mplementation,. specif ica I ly: ■ Comprehensive Project PlanninL lincluding negotiation of the statement of work with the vendor. This activity is expected to take 48 hours and cost $7,200. ����.s Page CONSU[II CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection ■ Ongoing Monthly Onsite and Weekly Teleconference Support. The project is expected to last 18-24 months., depending upon the vendor chosen and the complexity of the pro j pct. This activity involves one onsite visit per month, plus three weekly teleconferences per month. As part of this activity, the Project Plan Status will also be updated. In total, this activity involves hours per month plus related expenses, for a cost of $7,550 per month. Billing Though the payment schedule will be agreed as part of the contract, Sciens proposes that project billings be structured as milestone payments based on the completion of each Work Element of the project as represented in the Project Cost Detail, abov . It is expected that this project will tale 9-10 months to selection, depending upon the impact of vacations and holidays; implementation aril I toe an additional 18-24 month until all functionality has cut aver. This timeline is illustrated for planning purposes below. Dates are subject to change based upon discussions with the City regarding goals and availability. 0 Task Name 2013 2014 2015 1 P ha se 1 - Da to Gathering a nd Assessment 2 Requirements Definition Review 3 Projed Governance Committee Assistance 4 Phase 2 - RFP Development P. Specifications Development 6 Specifications Review 7 Finalize Specifications 8 Develop RFP 9 City Review of RFP 18 Finalize RFP 11 Revise RFP 12 Release RFP 13 'vendor Response 14 Bidders' Conference 15 Phase 3 -Evaluation and Selection 1.6 Proposals Evaluation 17 Short List Vendor Notification 18 Short List Vender PresentationsfEaalcation 19 Final Recommendation 20 Notification of Intent to Award 21 Contract Negotiation Support 22 Recommendation to Council 23 Phase 4 - Project Irri p l+ementati on 24 Statement €uf Work .Negotiation � 25 Corn preh ensure Project Plan Development ' 26 Project Management Support (Monthly On site, Meekly Calls) bi 5 sciens CADIF�MSJMabile System Replacement City of North Richland Hills Planning & Selection About Sciens ciens LLC is an information technology (IT) management consultancy headquartered in McKinney,, Texas, with and clients throughout Texas, the United States and Canada. With decades of experience in Information Technology and Public Safety, we pride ourselves in our ability to integrate into client organizations and provide positive and thoughtfully developed recommendations. The company was formed in 1989 to support the Information technology consulting needs of local government and has retained the same management since inception. In 2011,, the company rebranded itself from e ov Consulting ,services to Sciens to reflect the changing nature of the technology market. There was no change in staffing or management. ciensf staff is composed of advanced degreed, experienced industry professionals. Our staff consists of industrial engineers and management pecia I fists who understand how to integrate the proper use of technology through work processes analysis. We stay current in the latest industry trends through participation in the Information Systems Audit and Control Association (ISACA),, the Information Technology Service Management Forum (ITSMF)., the Institute of Industrial Engineers (IIE),, the Institute of Electrical and Electronic Engineers (IEEE),, the nternational City/Co u rat i M a nagement Association,, Texas City /County M a n age ment .Association (TCMA),, Texas Municipal League (TML) and the Texas Association of Government IT Managers (TAGITIVI). Our Approach ciens consultants are management and technology architects who design more efficient processes and systems for businesses, agencies and governments. To achieve this, we lead our clients through strategic planning,, process improvements and reengineering{ and technology acquisitions and implementations. u r style is open., col laborati a and consultative. We drive change within our client organ izati ns to help them achieve their vision, employing knowledge a rid experience in leading management practices and techniques. 0 bi C sciens P a g e 1 CADIRM51Mabile System Replacement City of North Richland Hills 'Planning &Selection Sample Client List Sciens has a long history of assisting customers with their IT assessment and planning needs. We are proud of the work that we have performed on their behalf. Below is a summary of projects that reference our work efforts and demonstrate our capabi lily to support the City. Our staff members have cord ucted similar projects ,to yours for many clients.. sties CON S U L T A N __ .1_� __ 41- 1'�l Page 11 ■ Cityvvide IT Assessment & Strategic Plan ■ Data Center Build -out Plan and Selection Allen, T ■ Public Safety System Selection ■ IT Strategic Plan Refresh ■ Administrative (Finance/HR) and .jillill Planning/Zoning/Building RFP and Selection Benton and Franklin Regional ilonal CAD /F MS /Mobi Ie Consolidation Counties, WA Feasibility Study and Business Plan Broward, County, FL Countywide Strategic Planning and Goal Setting Integrated with Budget. Process Charlotte, NC ■ Police CAD Planning and election ■ Fire Dept. CAD/RMS Strategic Planning Collier County, FL Sheriff IT Strategic Plan & System Selection Collin County, TX Information Technology Assessment, Fisk Assessment & Strategic Recommendations County-wide Regional Communications Columbia, MO CAD/RMS/JMS Consolidation Feasibility Study and System Selection Columbus, OH Police and Fire Integrated System Plan and Selection Conroe, TX ■ Information Technology 'I Strategic Plan ■ Network Build-out Plan and Selection Dallas County, TX cu ntyvvid e I nformation Technology Strateg is Plan Danville, VA Strategic Information Systems Planning Deer Park, TX Citywide Strategic Technology Strategic Plan Deschutes County, OR Sheriff CAD, RMS, and JIVIS Systems Planning • IT Assessment & Strategic Plan • Technical Fisk Assessment Ector County, TX 0 Staff ugmentation /Tian ition Services • Help Desk Deployment • City/ Sheriff Communications Center sties CON S U L T A N __ .1_� __ 41- 1'�l Page 11 City of North Richland Hills CAD/RMS/Mobile System Replacement 'Planning & Selection sties CONSULTING -4P -di maw-ql � �11 Page 12 Consolidation Fort Lauderdale, FL Network Design, IT Planning and Public Safety Systems Selection ■ Regional Public Safety Communications & IT Franklin & Benton Counties, Systems Consolidation Feasibility Study WA ■ Regional Consolidation Governance Structure and linterlocal Agreement ■ Public Safety Systems Selection and Hialeah, FL I m p lern e ntat [on ■ Citywide IT Strategic Planning Hillsborough County, FL. IT Strategic Plan & System Selection Indianapolis, IN Citizen Response Management Systems Planning ■ Citywide IT Strategic Planning Jacksonville Beach, FL. 0 Police and Fire CAD /P. MS Planning & System Selection Jupiter and Palm Beach 'Public Safety Systems Planining, Selection & Gardens, FL. Multi-Agency Implementation Lincoln, MA IT Strategic Plan Lancaster, TX IT Strategic Plan Miami [riternational Airport Telecommunications Strategic Planning and Disaster Recovery Planning Martin County, FL ■ Sheriff /Fire Dispatch Consolidation ■ Land Management System Selection Maui County, HI County-wide Public Safety Systems Planning, Selection & Implementation Norcross, GA Citywide SIT Strategic Plan O'Hare International Airport Public Safety Systems Planning Onondaga County and Syracuse, NY Multi-agency RMS Rlannhg & Selection Oxnard, CA ■ Citywide IT Strategic Plan .1 ■ Public Safety Systems Planning & Selection ■ Public Safety Systems Planning & Selection Plantation, FL. ■ Document Management Systems Workflow Design, Planning and Selection ■ Citywide Network Design ■ Systems Strategic Plan Palm Beach, FL 0 Integrated Financial System RFP development and Selection Polk County, FL Information Technology Audit sties CONSULTING -4P -di maw-ql � �11 Page 12 City of North Richland Hills CAD/RMS/Mobile System Replacement 'Planning & Selection ■ IT Systems Assessment and Strategic Plan ■ Economic Development Network Utility R iich la nd , WA 0 IT Governance Structure ■ Outsourced IT Director Services ■ Staff Augmentation/Transition Services St. Petersburg, FL Development Services IT Planning Spartanburg County Parks & County Parks & Recreation Information Recreation Commission, SC Technology Strategic Plan ■ Public Safety System Planning & Selection Sunrise, FL ■ Citywide IT Assessment and Telecommunications Network Design ■ Video Teleconferencing Systems Planning. Victoria, IIBC, Canada ■ Information Technology Department Operational Review ■ Citywide Information Technology Strategic Plan Waco, Texas Information Technology Assessment & Strategic Plan Wayne County Probate Document Management Systems Planning Court Workflow Analysis and Systems Selection ■ IT Assessment and Plan ■ Project Management of Police Communications Center and Data Center Westminster, CA ■ Staff Augmentation/Transition Services ■ Help Desk Deployment ■ Joint Public Safety Communications & IT Systems Consolidation Feasibility Study with the City of Garden Grove Wichita Falls, TX 0 Citywide IT Assessment & Strategic Plan ■ Financial System RFP & Selection Wilmette, IL Police & Fire Systems Planning & Selection Wylie, TX Citywide Information Technology Strategic Plan Sciens References References: Sci e ns has provided s ix references we be I ieve illustrate ou r ca pa bi liter to support the City for this project. ■ City of Allen, Texas ■ City of Conroe, Texas ■ City of Deer Park, Texas ■ City of Waco, Texas 41 s c ies Page 13 bi CONSULTING CADIRMSJMabile System Replacement City of North Richland Hills Planning &Selection Ecto r County, Texas Collin County, Texas scienCONSU[II CADIF�MSJMabile System Replacement City of North Richland Hills Planning &Selection Allen, Texas islrv���� Information Technology Assessment and Strategic Plan, Systems Acquisitions CITY OF ALLENJ Challenge Rapidly growi rig city of 85,000 supported by a full-time staff of nearly 450. The IT staff had not grown to meet support demands. City departments competed for limited reso u rces for technology to support citizenry; this included IT support. The Pol ice Department had acquired its own dedicated IT su pport. Solution c ien s conducted a citywide, comprehensive IT systems analysis that, included an operational rev ie f IT inventory, and disaster contingency analysis; this was formally presented as an IT Assessment Report. Subsequently, developed recommendations for a practical., cost conscious approach to implementing eG o ernment and eventual full -scale rollout of web -based services to citizens. This incluuded a prioritized list of network, hardware and applications projects, with estimated capital and recurring costs and related deployment tirneIi ne. Conducted a works with Departrrment Directors to review recommendations and develop consensus around prioritized, calendarized projects list. Developed IT organizational structure and positions to support the strategy and prioritized projects. Developed final IT Strategic Plan and presented it to the City Council for review, feedback and adoption. The project was co m p leted i n 2006 i n f ive months , o n -t i m e a n with i n the $45,000 b udget. It era s staffed by Ernest Pages as Project Manager and Technical Lead, and Steph en Gous ie as Process Design Engineer a n d Bu si ness Appl icati o ns Lead. Deliverables included: • e u roe • Assessment Report • P roj ect Estimated Cost a n d Ti mef ram e • Project Prioritization Workshop • IT Strategic Plan and Presentation to Council. Plan Refresh A second 5 -'dear Plan was developed in 2012. Building upon the first Plan, it eras completed in 3 months, on -time and within the $25,000 budget. Follow-On Projects • Data Center Build-Out RFP for a new, centralized facility for all mission critical systems and telephony • Police & Fire Systems Replacement RFP, vendor- selection and contract negotiations ■ G15 Strategic Plan ■ 2 "a 5-Year Strategic Plan ■ Administrative (Finance/HR) and Planning/Zoning/ Building System RFP and Selection Reference & Client Contact Mr. Sid Hudson Director of Information Technology 305 Century Parkway AI I en, TX 75013 Phone: ( 14) 509 -48-51 Email: shudsoncitofal len.or sciens CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection 1 City of Conroe, Texas Information Technology and GIS Strategic Plan �. Challenge Diverse city of over 60,000 whose population has doubled in the last twenty years. Technology application initiatives had been driven in a decentralized manner and technology infrastructure i nestm a nt had not ke pt pa ce with growth. Solution An assessment was performed of the existing key technologies the City used, including municipal applications, GIS, Office Automation applications, the City website, telephony, document a nageme nt., storage and the wired and wireless networks. User surveys and departmental interviews were conducted to understand use patterns, and satisfaction levels with technology and technology support used in day-to-day operations. In addition, workflow analyses were performed in the major departm ents. Working closely with the Information Technology and GIS staffs, Sciens designed applications and infrastructure architectures to position the City for Digital Government deployment offering expanded services to citizens, residents, businesses and visitors.; this included more extensive e- ser ices over the website and implementation of a cal I center using citizen relati nshiip management software for City customer with limited web access. Critical to the success of the Digital Government expansion was a multi -year development of GIS capabilities, spatial data, and integration with the Finance, Public Safety, Public works and Community Development systems. In addition to identifying the key projects involved in the above Digital Government implementation, the Plan included a review of technology alternatives, costs implications and staffing requirements. These projects were reviewed with the IT Steering Committee and prioritized. A Galen da rized budget of capital and recurring costs, including staffing, was included in the final IT Strategic Plan presented to Council. Project Description Reference & Client Contact The project was corn pleted in 2007 in 6 months, on -ti me and within the $50,000 budget. It was staffed by Ernest Pages as Pam Cobb Project Manager and Technical Lead, and Stephen Gousie as IT ,Manager Process Design Engineer and Business Applications Lead. 300 w Davis Street Delierables i ncl tided: eur-e, IT and G I S Assessment Report, Conroe, TX 77301 Phone: 5-3071 22 Project Estimated Cost and Tlmeframe , � Pry ect . Prioritization workshop, Craft and Final IT & GIS Strategic Plan Email: Pcobb@cit ofconroeorg and Presentation to Council. Follow -fin Projects ■ RFP Development fora Wired and Wireless Network Buildout and subsequent vendor selection ■ 2"d 5 -Year Strategic IT and G15 Plan (ongoing) scienT s CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection City of Deer Park, Texas Strategic Technology Master Planning Challenge City of 32,000 experiencing tremendous change with increasing constituent expectations placing greater demands on City staff and resources. City needed consensus among Directors and Council to guide acquisition of technology and related support resources. Solution Developed citywide technology plan for all city departments. Analyzed current condition of and presented alternative solutions for the foIlo i ng key areas: ■ Wide area network infrastructure, including improvement of electronic delivery of services to internal and external customers ■ secure computing through the ity"s network with enhanced security services, including secure data paths between each point on the network perimeter and the Internet, intrusion detection/monitoring systems, and best practices ■ Citys website, including appearance, user - friendliness, functionality, improved online presence, quantity of online service options, and the quality f online a service delivery ■ Citys mobile application, including increased mobility and access to the City's primary software applications for the purpose of creating a more efficient and effective government ■ Current Information Technology staff, i ncl uding i mplicati ns of the above s l utions on the overall staff make-up and sizing, and mixed use of insourced and ourtsourced resourcin ■ Current technology policies and procedures. Study included: • Interviewing all city departments • Ben chrryarking of IT Department against industry standards (Information Technology Information Library (ITIL)} • Development of technology alternatives • Design of new network and applications architectures. Project Description The project was completed in 2008 in 4 months, on -time and within the $42,000 budget. It was staffed by Ernest Pages as Project Manager and Technical Lead, and Stephen Gousie as Process Design Engineer and Business Applications Lead. Deliverables included: esurve , Assessment Report, Potential Project Estimated Cost and Ti mef ra me, Project Prioritization Workshop, Draft and Final IT Strategic Plan and Presentation to Council. sOciens Reference & Client Contact Linda McHone IT Manager 10 E. San Augustine Deer Park, TX 77536 Phone: (281) 478 -7229 Email: mchone@deerparktx.org Page 17 CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection City of Waco, Texas AVO Information Technology Assessment & Strategic Plan Challenge City serving 225,000 residents was experiencing increasing constituent expectations both internally and externally, placing greater demands on City IT staff and resources. With aging systems and infrastructure, the City needed to prioritize its investment strategy and develop a roadmap for technology integration that was efficient and minimized disruptions to services. In addition, the City provides extensive services related to promoting Waco and drawing businesses and visitors to the City. These include City Zoo, Convention Center, Texas Ranger Hall of Fame, and Airport. They also support the County in providing 11 Dispatch Library and the Health Department services. These had spread limited technology support resources more thinly. Solution Developed citywide technology plan for all city functions. Analyzed current condition of and presented alternative s l utions for thre foIlowi rig Ivey areas: ■ wide area network infrastructure ff Telephony, including voice over I P services expansion ■ Secu re cornputing thrroughr the City's network with e A a nced security services ■ Replacement of the City's HTE finance and human resources system ■ City's ecommerce and social media capabilities • City - s mobile capabilities • Police systems capabilities • Current Information Technolo y staff, incl tiding impl ications of the above sol utions on the overaII staff male -up and sizing, and mixed use of insourced and outsurcd resourcing. -117 M11MON • Interviewing all city departments • Ben chmarking against industry standards {Information Technology Infarrrratian Library {ITIL }} • Development of technology alternatives recommendations • Design of new network and applications architectures • Prioritization of investments. Project Description Reference & CI1 a rat Contact The project was completed in 2012 in 3 months, on -time and within the $40,000 budget. It was staffed by Stephen Gousie Wiley Stem (Project Manager and Business Applications Lead, and Ernest Assistant City Manager 'Pages as Technical Lead. City of Waco Deliverables included: Assessment Report,, Potential Project P.O. Box 2570 �� -�� Estimated Cost and Ti rn afro me, Project Prioritization Waco, T Phone-. 5� ��� -��� rlsho Draft and Final IT .trate is Plan and Presentation to p� g Council. Email: wilevs@ci.waco.tx.us sciensPage 18 CADIF�MSJMabile System Replacement City of North Richland Hills Planning &Selection ECTOR COUNTY Challenge The west Texas County with a population of 140,000 was experiencing limitations in their ability to adequately support the internal staff technology needs. The County had limited networking infrastructure and disconnected application systems. The County management was looking to improve the overaII county operation through the use of modern information technology. Solution ciens conducted a countywide, comprehensive IT systems analysis that included an operational review, IT inventory, and disaster contingency analysis; this was formally presented as an IT Assessment Report. Subsequently, developed recom men dati on s for a practical,. cost conscious approach to implementing modern IT systems. This included a prioritized list of network, hardware and applications projects, with estimated capital and recurring costs and related deployment timeline. Conducted a workshop with Department [directors and commissioners court to review recommendations and develop consensus around prioritized, calendarized projects list. Developed IT organizational structure and positions to support the strategy and prioritized projects. Developed final IT Strategic Plan and presented it to the Commissioners Court for review, feedback and adoption. The project was completed in 2011 in five months, on-time within the $125,000 budget. It was staffed by Ernest Rages as Project Manager and Technical Lead, and Stephen Gousie as Process Design Engineer and Business Applications Lead. Deliverables included: ■ eurey • Assessment Report • Potential Project Estimated Cost and Timeframe ■ Project Prioritization works h op and Recommendations • IT Strategic Plan • Presentation to Commissioners Court. Follow -Ors Projects ■ Technical Risk Assessment ■ Staff Augmentation/Transition Services ■ Help Desk deployment ■ CAD Center Consolidation Reference & client Contact Mr. Cale Childers County Commissioner 1010 E 8th Street Odessa, Teas 7 761 Phone. (432) 212 -5735 Emaik childd@co.ector.tx.us bi • sciens CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection Collin County, Texas Information Technology Assessment, Fisk assessment and Strategic Recommendations Challenge Rapidly a pandi rig county of 810,000 in the Coal las Metroplex. The IT Department supports 34 elected officials and their staffs, and must balance the needs of each against limited financial resources. With the prospect of expanded E- Government services and with concerns about compliance with external regulatory requirements (e.g., DH S), the IT Department had recently begun implementation of ITI L, The IT Department needed an external auditor to review its direction and processes against industry best practices and make recommendations on hoer to proceed. Solution ciens conducted a countywide, cone prehensi e review -cif IT systems and processes that, included a n or, anizationa I/o perational review, IT inventory, and disaster contingency anawlysis. Also included were a review of credit card acceptance processes and compliance with Department of Homeland Security requirements for data security as well as a network penetration test. This analysis was formally presented as an IT Assessment Report. six -month review of progress against recommendations was included as part of the scope of this project, this occurred in Q2 of 2010. Project Description The project was completed in 2009 in four months, on -time and within the $95,000 budget. It was staffed by Ernest Pages as Project Manager and Technical Lead, Stephen usie as Process Design Engineer and Business Applications Lead, and Tyler Allison from Ne hapsis pe rV1Vrmin tha n t ork pen et radon test)n i Deliverables included: eSur ey, IT Assessment Report. IT Governance Ch rte and project submission process. .�l i C sciens Reference & Client Contact Caren Skip worth CIO Collin County 2500 BIoomdale Road Suite 3198 Mcl i nne , TX 75071 Phone: (972) 548 -4501 e Mail: cskiPworth @ co. col Iin.t ,us Page CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection Summaries of the background of Ernest Pages and Stephen Gousie are provided below. f n addition, their professional resumes are included. Ernest Pages has over twenty -two years of experience in information communications technology design and has been involved with numerous governments and Fortune 500 companies assisting them in strategic planning and implementing sy stems. Ernest has managed the Information Technology operations for fortune 50 companies. He has designed and procured systems and support services for state and local governments, as well as international governments. As part of continuing education,, Ernest has become certified as a Microsoft Systems Engineering (MC&E) and in Governance of Enterprise IT (CG IEIT) within the last two yea rs f he Is also a certified Information Systems Auditor (CISA) and a State of Florida Engineering EIT. Ernest ea rned a Bachelor of Science in M echanica I Engineeri ng,, Masters in Business and a M aster of Science in Industrial Engineering from the U niversity of I Miami. Ernest has conducted IT training nationwide for Gartner G roup Datapro. Stephen Gousie has over twenty years of professional experience working with organizations to define and achieve their strategic goals and objectives. Stephen has helped local government organizations and agencies to establish strategy, create plans and prioritize investments to achieve that direction. Stephen has also worked with governmental organizations and agencies to evaluate their effectiveness and efficiency at meeting their mission and serving their community. Stephen has led organisations through process design reengin Bring,, including certification in ISO 9001. In the area of implementation,, Stephen has led teams providing integrated solutions in the areas of: municipal systems f document and content management systems, and public safety systems. As part of his contain using education,, Stephen is certified in the Information Technology Infrastructure Library ITIL) and is a certified Process Design Engineer (CP D E). Stephen ea rn d a Bachelor of Arts in iEconom ics from The George Wash i ngton U n i versity and a Master of Science from Lesley University. Team members referenced above will support the ,project efforts as described; additional staff resources may a Iso be assigned specific, su pporting tads to com plte or assist i n the pre pa ration of the deliverables as required. Resumes Resumes of key personnel assigned to this project are provided on the following pages. ■ Relevant perien ce of Ernest Pages ■ Relevant perien ce of Stephen Gousie sciens Rags 1 City of North R Hills C\D/RMS/Mobile ~ Replacement 'Planning & Selection Ernest Pages Partne,+Sciens Summary Partner at Sciens. Ernest isaninternationally recognized expert with over tvvo years' experience in technology management., planning and communications systems design. He has advised private and public sector ClOs and CEOs on the strategic use of technology for operations improvement. He balances technical depth with business savvy to help create effective implementations. He has successfully assisted senior management to converge on the technology vision, and has led the technical teams to effectively deploy the vision. Representative Projects - Executive K4anagementOutaoumdng:Provded executive managementto multiple organizations undergoing transition, to include CIO and COO services. Services include market planning, marketing and sales management, and product delivery management. - IT Strategic and Governance Plans: Developed multiple plans for government organizations, to include assessment of strategic business objectives, |T goals assessment, [[ operations assessment, recommended governance structure recommended technology architecture, and phased budget plans. - 0'Managemen1 Assess men1 and P|anning:[onducieddetai led ncvemsof multiple IT organizations using [OBIT and |llL best practices. Subsequently developed new organizational structure, governance mechanisms and technology direction. - IT Disaster Recovery Planning: Have assisted multiple organizations in designing fault resilient network and system configurations. Designs have p|annedfor the system recovery using1echno(ogies such asvirtua|iza1ion and cloud computing. - County and Public Safety Network Design: Developed conceptual architecture and design specifiosionsfor multiple agencies. Networks provided secure access to criminal history information to investigators and mobile units. - International Airport Telecommunications Strategic Plan: Developed the strategic direction for an integrated airport network. The plan included an analysis of the current and future applications requirements such as Baggage |mformation Disp1ay(B|DS)o FUigh1 Information Disp|ay(F|DS)'and Common Use Terminals (CUTE) systems. The plan provided for the integration of a high speed ATM based backbone 10 provide comprehensive connectivity and manageability for video, voice and data systems. ° sciens Page Z2 City of North R Hills C\D/RMS/Mobile ~ Replacement 'Planning & Selection Ernest Pages Partner., Sciens Theme Park Network Design and Specifications: Developed integrated network design and tech nica,lspedf icadons for intern adona| theme park. Des igminduded the ne1workairchi1eUurefor varied subsys1emsinduding Theme Ride Telemetry, Video Surveillance, Vo|P\ Building Management and business administration. Telecommunications Sector Planning: Technica| advisor to nnu|tidiscip|inarybusinessde legation toprovdeassistanceto the Russi an and Czech Republic telecommunications sector as part of their transition 1oa market economy. Telecom munica1ons Sector Strategic Planning: Managed Team and performed detailed technical analysis, marketing review, and developed alternatives for the restructuring of the telecommunications sector of the countq/ofBo|ivia for the World Bank. - Public Safety Systems Design Selection and Contract Negotiations: Analyzed the operations of over 50 public safety agencies and developed Request for Proposals, assisted with vendor selection, contract negotiation and implementation of integrated systems. - Public Safety Systems Litigation Support: Provided expert witness services in support of County lawsuit regarding the lack of functional performance of the Computer Aided Dispatch System. - GeoQraphic|mforma1 ion Sys1ems(G IS) Se|ection:4na|yzed the opera1ions of multiple organizations determining the G|S needs' available data sources, G|Sarchitecture' and support delivery organizational structure. Developed procurement RFP's and assisted in the selection of the optima] G|Sintegrator. - Public Safety Systems Implementation: Managed the implementation of the Computer Aided Dispatch Records Management, ]ail Management and Fire Records management systems for multiple agencies. - Global Router Network Deployment: Managed the implementation of|P network for multinational bank. Deployment included the selection ofthe routing protocol (OSpF)' equipment staging and installation over eleven cities. Network was successfully deployed on schedule, budget. - Network to Host Integration: Provided mainframe access to corporate network users through the deployment of an SNA gateway. Project required coordination with mainframe front end communications and the network administration. Project was delivered on time and in schedule. Business Process Improvement -Public Safety Operational Improvement: Analyzed the public safety agencies' call dispa1ch10 arrest process to develop i m prove me nts to the process using information systems. Detailed meetings are held with each operational unit, existing workflows are documented and workflow recommendations are developed that tightly integrate with and take ° sciens Psge 23 City of North R Hills C\D/RMS/Mobile ~ Replacement 'Planning & Selection Ernest Pages Partne,+Sciens Court Case Management Process Improvement: Analyzed and developed detailed workflows for one of the largest probate courts in the United States. Detailed workflow diagrams were developed and recommend ations provided asto how to red Lice unneces arydocumen1z and improve the use of document management for records retention and nthevai ymonidl �pa| Business Process Improvement: Analyzed the operation of many city governments and recommended improvements to the key business processes (e.g.' Purchasing, Building Permits Inspections, Human Resources, Public Works, Citizen Relationship Management) Manufacturing Operations Improvement: Analyzed, designed' and implemented the reorganization of multiple boat manufacturers. Reorganization included the engineering, materials management, purchasing and payroN organizations. Areas of design and implementation included the organizational structure' procedure improvement, form development, and IVIRP interfaces. Procedures were im pie mentedbyprovidinghands'onmanagementandinstruciion. Software Development Process Improvement: |mp]emen1ed processes and procedures for International Software organization. Processes improved coordination of software load generation and development. Procedures concentrated on methods to improve scheduling and group imteradionbetweenEuropeanandU.S.deve|opment tea ms. - Market Feasibility Analyses: Conducted market feasibility study for the introduction of new technology service offerings at International Airport. Studies included market surveys, technical architecture development, and projected cash flows over a five year planning horizon. - Alternative Energy Business Plan: Analyzed market and developed requirements for municipal waste recovery system. Research was performed on alternative waste conversion systems including waste to energy conversion, as well as waste 10 fertilizer. Marketability of end products, capital requirements for plant construction, and technological viability of conversion processes were determined and vendor recommendations were provided to city government. - Network Utility Business Plan: Developed business plan for city government for the deployment ofa new network utility that provides competitively priced network services to the municipal residents. Plan included detailed market study, backbone network design~ estimated costs, and deployment timeline. ° sciens Page 24 CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection Stephen Gousie Partner., Sciens scienCONSU[II Summary Partner at Scie n s. Stephen is a nationally recognized expert in project management, business process analysis and reengineering, and technology acquisition. Stephen has led large a nd s m a I I project teams on hundreds of projects in both the public and private sectors. He has managed projects in strategic planning and integrated systems definition and acquisition, including those involving web services, client server and legacy integration. Representative Experience Integrated System Design, Selection and Implementation. Conducted extensive analysis of user needs in the context of market capabilities, developed specifications, developed Requests for Proposal, assisted with vendor selection, contract negotiation and implementation. - Integrated System Project Management: Managed project team for i ntegrated system that involved multiple ve ndors" products and services. - IT Management Assessment and Planning: Conducted detailed reviews of IT organizations using COBIT and ITI L best practices. Subsequently developed new organizabonaI structure, governance mechanisms and technology direction. - Business Process Re a ngi veering: Lead business analyst and project manager for team that analyzed Fortu ne 100 healthcare provider's patient billing and collection processes, identified improvement opportunities, documented and trained new processes, resulting in improved collections and fewer delinquent accounts for the provider. Interim IT Management: Provided interim management to IT organizations, including planning, personnel management, service delivery management, governance management. Assisted with identification and selection of full-time resource i.e., IT Director /CIO) and facilitated the transition. - ISO 9000 certification: Led or.ga n izat io n that provided services and software to define quality management practices and have its processes ISO 9000 certified, CADIRMSJMabile System Replacement City of North Richland Hills 'Planning &Selection Stephen Gousie P rtn r., Sciens scienCONSU[II - Management Systems Development: Lead analyst and project manager for team that analyzed, designed and codified management system processes for global Fortune 50 company. Management system touched every aspect of work performance, from planning to safety to manufacturing. - Advanced Bilometric Technology Integration -.Led i me rnat ion a l team developing a bi ometr ca'I I -ena bl ed immigration Sri sa prototype system using multi-factor authentication. - Airport Security program: Coordinated multi - vendor team designing and developing leapfrog bi metric and sensor technology products for the airport rnarlt using a regional airport as a test bed. Safety Management System: Led team to develop safety management policies and processes for Fortune 100 pipeline company that was under EPA mandate and deadline. filet deadline to nave customer millions of dollars in fines. International Sourcing Training program: Designed and developed training course for buyers for a Fortune 100 retail company. Course instructed buyers in traversing the challenges of establishing manufacturing arrangements In nascent markets overseas. - Fortune 100 a - o m m rce Site Development and Deployment: Led international team of lousiness analysts, web designers and technologists involving multiple company's products and services to define the business model and develop a Fortunate 100 c mpan "s e -com merce site strategy for Europe. Conducted the market analysis and developed functional requirements. Developed the technical) architecture, use cases, schematics, site map, user interface, data models, content management system. Customer engaged as an active part of the project team. Education Lesley University- rad u ate School of Arts & Sciences Strategic of Science in Management, I ISM - Areas of Specialization: Organizational Design, Human Performance Technology, Information Technology The George Washington University- oI u m bia n College Bachelors of Arts in Economics, EA - Area of Specialization: Econometrics t4ftH K0111 04 [y10A1a1 101 :L1►1b1lJJi From: The office of the City Manager [date: 10-28-2013 Subject: Agenda Item No. FA Authorize Payment., in the amount of $305,648.,64, to got rol for Annual Public Safety Radio io I i nt nan Agreement Presenter: Stan Tinne, Fire Chief umrnarr: 'The annual maintenance agreement for a l l Motorola Public Safety radios and related equipment is now due in the amount of $305,648.64. General Description-, The City of North Richland Hills has shared the maintenance costs included in this agreement with the Cities of Bedford, Euless, Keller, Haltom City, southlal e, Colley i Ilea Grapevine, Richland Hills, and Tarrant County for the past 25 years. The City of North Richland land H it Is pays the amount in full and then is reimbursed $274,244.15 by the other entities for their share of the radio maintenance. The North Richland Hills portion of this contract is $31,404.49. An inter -local agreement is in place to facilitate this. The inter -local agreements that were written to accommodate this contract were implemented in order to provide bulk discounting, thereby alleviating some of the costs on a per agency basis. The contract allows for the repair of our radio equipment, replacement of portable antennas if lost or damaged, replacement batteries for portables and other such items of benefit to the agencies represented. Funding source- 001 -891- 532.43 -65 $305,648.64 Recommendation- Authorize payment to Motorola in the amount of $305,648.64 for Radio o Maintenance Agreement. MvroRvi.a soLurrOrvs Ate: Na tionaI Service Supp o rtl4th 0 1 301 East Algonquin Road (800) 247-2346 Date: 1 011 6/201 3 Company Name: North Richland H it l , City Of Attn: 10 00720707 Billing Address. Po Box 820609 City, State, ZIP: North Richland H i I I ,TX, 1 Customer onta t: Kirk Marc um Phone- 317 )427 -69 6 SERVICES AGREEMENT Contract Number: S00001003088. Contract Modifier, I N - JUN -13 1 1 23 Required P.O., Yes Customer # _ 10 00720707 Bill to Tag # . 0010 Contract Start date, 10/01/2013 Contract End Date. 09130/.201 Anniversary Day. Sep 30ith Payment yd . ANNUAL P F ! BD QTY MODEUOPTION SERVICES DESCRIPTION MONTHLY EXTENDED AT SVCO2SVC0030C. * * ** Recurring Services SP - LOCAL REPAIR WITH ONSITE RESPONSE SITE(S) r470.7 $305,648,64 SPECIAL INSTRUCTIONS - AmcH Subtotal - Recurring Services $2.5,470.72 $3051648.64. Subtotal - one -Time Event Services . .00 Taal $253470.72 $305!648.64 Takes - rand Total $251470.2 $305,648.64 Ti 9IS SERVICE AMOUNT IS 8 UBJ ECT TO STATE AN D LO CAL TAXI NG JUR ISDICTIONS WHERE ERE APPLICABLE' TO B E V E R1 FI E D BY M OTORGLA- u Igo ntra ctor(s) city Mate DFW COMMUNICATIONS INC Arlington T i receivea State-ments of Work that describe the er lc s provided on this Agreement. Motorollaws Motorola's Service Terms and Conditions, a cope' of which is attached to this Service Agreement, is incorporated herein by this reference. AUTHORIZED CUSTOMER SIGNATURE cusTo E ( 7 NAME) Mom EPRESENTA71VE {51GNATURE} ANTHONY PROFITA MOTORDLA, REPRESEN7'A71VE(PRINT NAME) Company dame- North Richland Hills, City Of TITLE DATE _csm 0/16113 TITLE .SATE - .. _..._ 815-762-5050 PrHONE . Contract Number: SO 0100308 Contract Modifier: RN 20,-J U N -1 21:18:28 Contract Start Date. 10101/2013 Contract End Date: 09130/2014 Service Terms and Conditions Motorola Solutions inc. (" Motorola ") and the customer named in this Agreement ( "Customer") Thereby agree as follows: Section 1. APPLICABILITY These Service Terms and Condit ions a p p I y to service contracts whereby Moto rot a wi t I provide to Customer either 1 maintenance, support, or other services under a Motorola Service Agreement, Or ( installation services under a Motorola Installation Agreement; Section 2. DEFINITIONS AND INTERPRETATION 2.1. " r{e ment" means these Service Terms and Gondifions; the cover page for the Service Agreement or the I n staff I ation Ag reement, a s a ppl ica bI ; a n d a ray titre r attachments, al I of wig i ch a re i n co r.po rated here in by this reference. I n interpreting this Agreement and resolving any ambiguities, these Service Terms and Condifions take precedence over any cover page, and the cover page takes precedence over any attachments, unless the cover page or attachment states otherwise. 2.2 _ "Equ ipme nf' mea ns t h e eq u i p m e rat that is specified in the etch ments or is s u bsequently adde d to th is Ag reement. 2.3- "Services" means those installation, maintenance, support, training, and other services described in this Agreement. Section . ACCEPTANCE Customer accepts these Service Terms and Conditions and agrees to pay the prices set forth in the Agreement. Th i s Agreement becomes binding only when accepted in wi itincg by Motorola. The terra of this Agreement begins on the "Start Date" indicated its this Agreement. Section 4. SCOPE OF SERVICES 4A. Motorola will provide the Services described in this .Agreement or in a more detailed statement of work or other document attached to this Agreement. At Customer's request, Motorola may also provide additional servvice at Motorola's then-applicable rates for the services. 4-2. if Motcr la is providing Services for Eq u pment, Moto roIa parts or pans of equal qua11ty will be used; the EquWent will be s r viced at levels set forth in. the manufacturers product manuals; and routine service procedur=es that ere prescribed by Motorola will be followed. 4.3. if Customer purchases from Motorola additional equipment that becomes part of the serve system as the initial Equipment, the additional equipment may be added to this Agreement and will be billed at the applicable rates after the warranty for that additional equipment expires. 4.4. Al I Equipment must be 1n good work]n g order on the Start Date or when addi#lcnal equipment is added to the Agreement. Upon reasonable request by Motorola, Customer~ will provide a complete serial and model number list of the Equipment. Customer must promptly notify Motorola in writing when any Equipment is lost, damaged, stolen or token out of service. Customer's obligation to pay Service fees for this Equipment will terminate at the end of the month in which Motorola receives the written notice. 4.5. C ustomer must specifically identify any Eq uIpment that is Iabeled intrinsically safe for use- in hazardous environments. 4.6- if Equipment cannot, in Motorola's reasonable opinion, be properly or economically serviced for any reason, Motorola may modify the scope of Services related to that Equipment; remove that Equipment from the Agreement; or increase the price to Service that Equipment. 4.7. Customer rest promptly notify Motorola of any Equipment failure. Motorola, will respond to Customer's notification in a manner consistent with the level of Service purchased as indicated in this Agreement. Section 5. EXCLUDED SERVICES. 5-1. Service excludes the repair or replacement of Equipment that has become defective or damaged from use in other than the normal, customary, intended, and authorized manner, use not in complianoe with applicable industry standards, excessive wear and tear; or accident, liquids, power surges, neglect, acts of God or other force majeure events. 5.2. 'Unless specifically included in this Agreement, Service excludes items that are consumed in the normal operation of the Equrpment, such as batteries or magnetic tape's., upgrading or rep rogramming Eq u ipm ntr accessories, belt elms, battens chargers, custom or special products, modified units, or software; and repair o r maintenance of any transmission line, antenna, microwave equipment, tower or tower lighting, duplexer, combiner, or m lticoupler. Motorola has no obligations for any transmission medium, such as telephone lines, computer networks, the internet or the worldwide web or for Equipment malfunction caused by the transmission medium. Section 6. TIME AND PLACE of SERVICE Service will be provided at the location specified in this Agreement. When Motorola performs service a at Customer's location, Customer Will provide Motorola, at no ch,arge,a non-hazardous ardous worts environment with adequate shelter-, heat, light, and power and with full and free access to the Equipment. waivers of Ira bill ity from Motorola or its subcontractors will not he imposed as a site access requirement. Customer will provide all Informatibn pertaining to the hardware and software elements of any system with which the Equipment is *Interfacing so that Motorola may perform its Services. Unless otherwise stated ire this Agreement, the hours of Service will be 8:30 a -m- to 4:30 p.rn., loca l time, excIuding weekend's and holidays. Unless otherwise stated in this Agreement, the price for the Services exclude a ray charges or expenses associated with helicopter or other unusual access requirements; if these charges or expenses are reasonably incurred by Motorola in rendering the Services,Customer agrees to reimburse Motorola for those charges and expenses. Section 7. CUSTOMER Co TA T Customer will provide Motorola with designated points of contact (list of names and phone numbers) that wil I be available twenty -four (4) hours per day, seven (7) days per week, and are escalation procedure to enable -Customer's personnel to maintain contact, as needed, with Motorola. Section 8, PAYMENT Unless aItornative payment terms are stated in this Ag reement, Moto wali invoice Customer ire advance for each payment period. All other charges will be billed monthly, and Customer must pay each invoice In U.S. dollars within twenty (20 ) days of the invoice date. Customer will reimburse Motorola for all propel taxes, sales and use taxes, excise taxes, and other taxes or assessments that are levied as a result of Services rendered under this Agreement (except income, profit, and franchise taxes of Motorola) by any govemmental entity. Section 9. WARRANTY Motorola warrants that its Services under this Agreement will be free of defects in materials a rid workmanship for a period of n in ety (9 g) days from the d ate the perl`o r ante of the Services are com pleted+ I n th a event of a breach of this wa rra nty, Customer's sole remedy is to require M otorola to re- perform the non -co nformin g Service or to refuted, ors a pro -rata basis, the fees paid for the non-confo rmi ng er vice. M OTO RO LA 01 SCLA I M S ALL OTH EP WARRANTIES, EXPRESS 0 R IMPLIED, INCLUDING THE IMPLIED' WARRANTIES TIE P MERCHANTABILITY HANTABILITY A D FITNESS FOR A PARTICULAR LAR PURPOSE. Section 10. DEFAULTITERMINATION 10. 1 _ if either party defaults in the performance of this Agreement, the other party will give to the non-performing party a written and detailed notice of the default. The non - performing party will have thirty (3 days thereafter to provide a written plan to cure the de fault that is acceptable to the other pa rty and begin Imple enfing the cure plan immediately after plan approval. If the non-performing party fails to provide or implement the cure plan, then the injured party, in addition to any other rights available to it under law, may immediately terminate this Agreement effective upon giVing a written notice of termination to the defaulting paw.. 10.2. Any termination of this Agreement will not relieve either party of obligations previously incurred pursuant to this Agreement, including payments which may be duce and owing at the time of termination. All sums owed by Customer to Motorola will become d u and payable imme d i ately upon termination of this A9 r~eement. Upon. I a offe tive date of termination, Motorola will have no further obligation to provide Services. Section 11. L.IMITATiON of LIABILITY Except for personal inn u ry or death, Motorola's total liability, whether for breach of oontract, warranty, negligence: strict I iability in tort, or otherwise, will be limited to the direct damages recoverable under law, but not to exceed the price of twelve 1 months of Service provided u rider this Agreement. ALTHOUGH THE PART AC KNOWL E0 G E T E POSSIBILITY OF SUCH LOSSES OR DAMAGES, THEY AGREE THAT MOTOROLA WILL NOT BE LIABLE FOR ANY COMMERCIAL LOSS; INCONVENIENCE; LOSS OF USE TIME E, DATA, GOOD WILL, REVENUES, PROFITS OR SAVINGS; OTHER SPECIAL, INCIDENTAL, INDIRECT, E U EI TIAL DAMAGES IN ANY 'SAY RELATED TED TO OR AR IS ING FROM THIS AGREEMENT EEMENT R THE PERFORMANCE OF SERVICES BY MOTOROLA PURSUANT TO THIS AGREEMENT. EEMENT. i o action for contract breach or othervvise relating to the transactions contemplated by this Agreement may be brought more than one 1) year after the accrual of the cause of action, except for .money due upon an open account.This limitation of Ilabi Iity will sur ive the expiration or termination of this Ag reement and applies notwithstanding any contrary provision Section 1. EXCLUSIVE TERMS AND CONDITIONS 1 .1 _ Tuts Agreement supersedes all prior and concurrent agreements and understandings between the parties, whether written or oral, related to the Services, and there are no agreements or rep rese ntaflons concerning the subject matt r of this Agreement except for these expressed h ere i n. The Agreement may not be amended or modified except by a written agreement signed b authorized representatives of both parties 12.2. ustomer agrees to reference this Agreement on any purchase order issued in furtherance of this Agreement, however, an omission of the reference to this Agreement i I l not affect its applicability. In no event will either party be bound by any terms contained in a Customer purchase order, acknowledgement, or other writings unless: the purchase order, acknowledgement, o r other writing specifically refers to this Agreement; dearly indicate the intention of both parties to override and modify this Agreement; and the purchase ord a r, a cl n ewled a me nt, or other writing is signed by authorized representatives of both parties. section 13. PROPRIETARY INFORMATION; CONFIDENTIALITY; INTELLECTUAL AL l'ROPE T FIGHTS 13.1. Any information or data in the form of specifications, raw i I , , r r se furnished to Customer under this Agreement will remain Motorola's property, will be deemed proprietary, will be kept confidential, and will be promptly returned at Motorola's re nest, C ustomer may not disclose, without Motorola`s written permission or as required by law, any confidential information or data to any person, or use confidential information or data for any p u rpose oth e r tha n p erforrn i ng its ob I i atiens u nder this Agree m ent. Th a ob1 igat i ons set forth 1 n th i s Se of i on s u ry I've the expiration o r termination of this Agreement. 13.2_ Unless otherwise agreed in wjiflng, no commercial or technical information disclosed in any manner or at any time by Customer to Motorola. will be deemed secret or confidential. Motorola will have n c o bl i atien to provide Customer with mess to its confidential and proprietary information, including cost and pricing rq data. 13.3. This Agreement does not grant directly or by implication, estoppel, or otherwise, any ownership right or license under any Motorola patent, copyri ht, trade secret, or other intellectual property -Includiing any intellectual property created as a result of or related to the Equipment sold or Services performed under this Agreement. Section 14. FCC LICENSES AND OTHER AUTHORIZATIONS Customer is solely responsible for obtaining licenses or ether authorizations actions req a ire d by the Federal Communications Commission or any other federal, stag, or local government agency and for complying with all .rules and regulations required by governmental agencies. Neither Motorola nor any of its employees is are went or representative of Customer i in any governmental matters seeti n l5. COVENANT NOT To EMPLOY During the term of this Agreement and continuing for a period of two ) gears thereafter, Customer wil I not hire, engage on contract, solicit the employment of, or recommend employment to any third party of any employee of Motorola or its subcontractors without the prior written authorizafion of Motorola. a. This provision applies only to those employees of Motorola or its subcontractors who are responsible for rendering services sunder this Agreement. If this provision is found to be overly broad under a p p I icable Iaw, it will be modified as necessa ry to conform to applir:able law Section 16. MATERIALS, TOOLS AND EQUIPMENT All tools, equipment, dies, gauges, models, drawings or other materials paid for or furnished by Motorola for the purpose of this Agreement will be and remain the sole property of Motorola. Customer will safeguard all such property while R is in ustomers custody or control, be liable for any loss or damage to this property, and return it to Motorola upon request. This property will be held by Customer for Motorola's use without charge and may be removed from Customer's premises by Motorola at any time without restriction. Section 17. GENERAL TERMS 17.1. If any court. renders any portion of #his Agreement u n e nforcea ble, the re ma I n ing terms. will continue in fu ll force and effect. 17. . This Agreement and the rights and duties of the parties gill be interpreted in accordance with the laws of the State in which the Services are performed 17.3. Failure to exercise any right All not operate as a waiver of that right, power, or privilege. 17.4. Neither party is liable for delays or lack of performance resulting from any causes that are beyond that party" reasonable control, such a stir kes, material shortages, o r acts of God. 17.5. Motorola may subcontract arty of the wo rk,but subcontracting will not relieve Motorola of Its dines under this Agreement. 17. 6. Except as provided herein, neither Party may assign this Agreement or any of its rights or obligations hereunder without the prior wri tten consen t of the oth er Pa rty, , wh ich co rise n t wi I I n of b e u nreaso n ab l with h eld. Any atte m pte d assignment, delegation, or transfer without the necessary consent wil I be void. Notwithstandiling the foregoing, Motorola may assign this Agreement to any of its affiliates or its dght to receive payment without the p6or consent of Customer. In addition, i n the evert Motorola se pa rates one or more of its businesses (e a ch a "Separated. 8 us iness,"), wh ether by way of a sale, establishment of a joint venture, spin-off or otherwise (each a "Separation Event'), Motorola may, without the prior w Wen consent of the other Party and at no additional cost to Motoro I a, a ss i g in this Ag reement such that it W.1 I I continue to n benefit the Separated Business and its affiliates (and Motorola and its affiliates, to the extent applicable). following the Separation Lvent 17.7. THIS AGREEMENT WILL RENEW, FOR AN ADDITIONAL ONE (1) YEAR TERM, ON EVERY ANNIVERSARY OF THE START DATE UNLESS EITHER THE COVER PAGE SPECIFICALLY STATES A TERMINATION DATE OR ONE PARTY NOTI FI ES TH E OTH ER IN WRITING OF ITS I NTENTION TO DISCONTI NU E TH E AGREEMENT NOT LESS THAN THIRTY (30) DAYS OF THAT ANNIVERSARY DATE. At the anniversary date, Motorola may adjust the prise -of the Services to reflect its current rates. 17.8. If Motorola provides Servilces after the termination or expiration of this Agreement, the terms and pond itions in effect at the firrie of the termination or expliration will apply to those Services and Customer agrees to pay for those servioes on a firne and materials basis at Motorola's then effective hourly rates. Revised Jan 1, 2010 OMOTOROLA Rev. 2/24/13 Radio Part T and Service Group United States /Canada Service Division- West These are the terms and conditions for the 2013-2014 contract and are substantially the same tenns and conditions as under the current 2012-2013 contract. NORTH RICHLAND HILLS RF CONSORTIUM MAINTENANCE AGREEMENT TERMS & FEATURES I . Unl imite d rep air and check out of covere d wifts. 2. Reprogramming of Subscriber Units (i.e. Mobiles, Portables & control Stations) is based on the following criteria: (a.) Reprogramming is covered when radios are repaired, and the repair requires a unit to be programmed using an existm*g template. (b) One template change, per unit, per year' 'Included. 3. Preventive Maititenance check -of each subscriber once per year will be scheduled with the customer entity by DFW Commum'cations. Any available firmware updates will be installed in the subscriber during the yearly PM. 4. Any change in the budgetary 1gu= for contracts needs to be communicated in writing to all users prior to Feb 28 of the year the new contract Will begin. The Consortium's exclusive monthly price for basic subscriber coverage for contract period of 2013-2014 'is remaining at $5.88 per unit. To the subs n* bers month ly per un it co A of $ 5.8 8 you vn- 11 need to add the price shown below for the batteries you choose to cover under this agreement. (Basic pricing is per unit, per month and does not include portable batten"es). (Example-, $5.88 + NTN9815 $4.99 = $10.87 per unit per month) I I FA I TITIN . NTN 7143CR $2.10 NTN 7144 $2.10 04 11 M WIN NIN 9815 $4.99 NTN 9816 $4.28 NTN 9858 $5.33 NTN 9857 $7-17 VTq ")r%n(I NTN 9815 $4.99 NTN 9816 $4.28 NTN 9958 $5.33 NTN 9857 $7.17 NNTN 6263 $4.11 XTS 3000/3500/5000 $13.56 HNN 9031 $9.01 HNN 9032 $10.93 NNTN 4435 $10.58 NNTN 4436 $11.66 NNTN 4437 $12.24 NNTN 6034 $13.56 NTN 8297 $10.93 NTN 9862 $13.13 RNN 4006 $10.93 RNN 4007 $1.).1 3 NTN 8294B $4.37 NTN 8297A $6.65 5. Prices are per un its per month, and include parts and labor. DefMition of covered or uncovered items is: (a• ) Radio housing, antenna, single unit charger and internal components are covered. (b.) Remote speaker microphones may be added as on option by any member of consortium for $3.15 per unft per month. 6. Units that are physically abused, or water .damaged will be covered up to $150.00 of the combined parts and labor costs necessary to repair. Additional costs will be billed directly from the local service provider at an exclusive to Consortiurn customer, rate of $105.00 per hour, plus parts. 7. Maintenance Agreement covers the repair or replacement of one (1) antenna and one (1) s'mgle unit cbarger per unit per year, if fliese items are found to be defective, 8. Based on the wide variety of batteries being used by Consortium members today, we will. no longer replace 50% of the total subscriber count. Each Consortium member must provide a predetermined quantity of replacement batteries they choose to have covered during the contract period and provide a predeten�ined selection of which battery part number they choose to have covered under this agreement. Each battery part numb er is individually ficed as e I ai n ed above i a line item 4. Pn Battery Maintenance as part of this agreement is defined as replacement of defective batteries that you have chosen to cover. The exchange will be one for one. Each covered defective battery brought in for replacement VA11 be exchanged for a new battery (same part number as the defective battery only). Batteries will only be replaced after analysis at the DFW depot detennines they are bad or defective. Battelies will be deemed replaceable when they are found to perform at less than 80% capacity. 9. All repairs will be performed 8:00 am to 430 PM, Monday through Friday, except her noted othervVise (excludes weekends and holidays). 10. Pick up and delivery of subscfiber portable units Will be on demand, not to exceed two (2) calls per week. Allow twelve (12) business hours response time. 11. Fire and Ambulance mobile radios can be serviced at customer location Monday - Friday 8:00 - 430 (excludes Dave Clark, SetCorn, and/or other apparatus equipment). All other mobiles must be serviced at one of three area Motorola Service Stations. 12. Installation and removal services to be addressed and quoted on an individual basis. 13. Repair time of subscriber units (i.e. mobiles, portables, and control stations) shall not exceed five (5) working days, without notification of any parts backordered and/or other del ays. Radi o s no longer supported by Motoro la, such as analo g Spectra Vn* 11 b e serviced locally based on parts availability. 14. Motorola Customer Support Manager Will be responsible for working with the customer's contract administrator,, to track, update, and adjust equipment inventory as changes occur, 15. Above contract work will be performed at an exclusi ve to Consortium customer rate of $105.00 per hour, plus parts. 16. Discounts will be applied for wmual payment of contract received in advanct (discount rates to be determined at each contract renewal). 17. Telephone consultation and support will be provided by I W Communications at no additional. 1 8. Console Operator Positions are $183.75 per operator position. 19. Central Electronic Bank Equipment will receive fill 24X7 coverage during the contract period. 20. Control Stations are pem-tanent ins tallafions and have not been treated as mobi'les, as the contract 'Intended. Reps have been consi'stently made at the customer location. Control Stations will be offered at a billing rate of $15.75 per month. a Pro grammmg will continue to be off ered per the original contract terms, when taken to any of DFW Communl*cations three (3) serv.ice locations. 21. Time & MateriaJ rates for non-contract items are as follows: Non-nal Business Hours: $105.00 per hour plus parts. there is a trip charge of $8.5.00 for each call out. Hourly rate begins upon arrival at customer location. After Hours: $157.50 per hour plus parts, with a minimum charge of 4 hours. There is no trip charge incurred. Hourly rate begins from point of origin. 22. To clan*fy the repair on XTS submersible intrinsically safe radios, the seals on XTS submersible radios are guaranteed for one (1) year from date of purchase only. Seal failure will not be considered physical damage, unless there is apparent physical damage to the radio that caused the seal. to fail. North Richland Hills Consortium Budget for Coverage Period: October 1, 2013 to September 30, 2014 Unit Cost Per T&W Per Number of Annual Gost Month Month Months Subs cilb or count total 2878 Dedfurd 123. Subs crtibers $ 6.85 $ 723.24 12 8,678.8 8 251XTS 5000 $ 5.88 $ 147.00 12 11764.00 0 NTN 7143 $ 2.10 $ - 12 $ 0 NTN 7144 $ 2.10 $ 12 $ 0 H N N9028AR (new for MT 62000) $ 2.89 $ 12 $ 0 HNN9049A (new for P 1225) $ 2.36 $ 12 $ 0 MTN 82948 $ 4.37 $ 12 $ 0 NTN 8,297A $ 6.65 $ 12 $ 0 NTN 9816 $ 4.28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 FINN 9031 $ 9.01 $ 12 $ 0 NNT N 4435 $ 10.58 $ 12 $ 0 NNTN 4436 $ 42.24 $ 12 $ 0 NNTN 4437 $ 12.68 $ 12 $ 0 NNTN 60a4 $ 13.56 $ 12 $ 0 NTN 8297 $ 10.93 $ 12 $ 0 NTN 9862 $ '13.13 $ 12 $ 0 RNN 40:06 $ 10.93 $ 12 $ 0 RNN 4007 $ 13.13 $ 12 $ 0 NTN 9M 5 4.99 $ 12 $ 0 N'TN9858 5 5.33 $ 12 0 N N6263 $ 4.11 $ 12 0 HNN 9032 $ 10.93 $ 12 0 Warranty Suberibers $ 4.20 $ T 12 3 Consoles $ 183.75 $ 551.25 12 $ 61615.00 I Server $ 183.75 $ 183.75 12 $ 2.205.00 9 Control Stations $ 15.75 $ 141-76 12 $ 11701.130 5 NTN 1177 Multi Chargers $ 6.30 $ 31.5.0 12 $ 378.00 6 L 0 D 9000 Remotes $ 2.63 $ 15,78 12 $ 189.36 4 L1474 DC Remotes $ 2.63 $ 10.52 1 2 $ 126 .24 2 ioner TDN9430 Battery Condit' $ 6.30 $ 12.60 12 $ 151.20 1 Net Clock $ 183.75 $ 18175 12 2,205,00 1 3 Cori Server Switch $ 39.90 $ 39.90 12 $ 478.80 7 CSUS $ 39.35 $ 275.66 12 $ 3.307.92 Total $ 27,800.40 Euless 2196 Subscribers $ 5.8B $ 1, x 40.48 12 20p885.76 14 AP X6000 $ 5.88 $ 82.32 3 $ 246.96 MT S2000 Replacements SubscrIbers out of Warranty $ 5.88 $ - 12 $ - 0 NTAI 7143 $ 2.10 $ 12 $ 0 NTN 7144 $ 2.10 $ - 12 $ 0 NTN 8294E $ 4.37 $ - 12 $ 0 HNN9,02BAR (new for MT S2000) $ 2.89 $ - 12 $ - 0 H 04 (nom for P1225) $ 236 $ - 12 $ 0 NTN 8297A 6.65 $ - 12 $ 0 NTN 9816 4.28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 HNN 9031 $ 9.01, $ 12 $ 0 NNTN 4435 $ 10.58 $ 12 $ 0 NNTN 4436 $ 12,24 $ 12 $ 0 NNTN 4437 $ 12.68 $ 12 $ 0 NNTN 5034 $ 13.56 $ 12 $ TN 8297 0 N- $ 10.93 $ 12 $ 0 NTM 9862 $ 13.13 $ 12 $ 0 RN N 4006 $ 10-93 $ T 12 $ 0 RNN 4007 $ 13.13 $ 12 $ - 0 NT N 9815 $ 4.99 $ 12 $ 0 NT 858 $ 5.33 $ 12 $ 0 NNTN6263 $ 4.11 $ 12 $ 0 HMN 9032 $ 10.93 $ 12 -$ 0 Warranty S ubc ribers $ 4.20 $ 12 $ 3 Consoles $ 183.75 $ 561.25 12- $ 6o615.00- 16 Control Stations $ 15.75 $ 252.00 12 $ 3,024.00 I MTR 2000 Siren base Station $ 126.00 $ 126.00 12 $ 1p512.00 1 HP Server Switch $ 39.90 $ 39.90 12 $ 478.80 1 UDS Modern $ 16.80 $ 16.80 12 $ 201,60 I Net Clock I CSU Keller 120 Subscribers MT S2000 Replacements Subscribers out of Warranty 0 NTN 714 0 NTN 7144 0 HNN902BAR (new for IIITS2000) 0 HNN904 (new for P1225) 0 NTN 8294E I NTN 397 0 NTN 9816 0 NTN 9857 8 HN N 9031 0 NNTN 4438 0 NNTN 4436 38 NNTN 4437 0 NNTN 8034 0 NTN 8297 0 NTN 9362 FEIN 4006 0 RNN 4007 27 .NTN 9818 0 T;N9658 0 NNTN6263 0 H NN 9032 0 WaFranty SUborlbers �M 5 'Q.nQles 1. Server 2 Control Stations 7 Control Stations 0 Knox Box Encoder 1 Maxt-rac UHF Base 2 CS U's 1 Net Clock 3 Com Server Switch 2 SD 1 Spectra RF Modem Ha ltotn 04 183.75 $ 183.75 12 $ Z205.00 39.38 39.38 1 $ 472.56 Total 851641.58 S:5,iB8 705.60 12 8,,x'67.20 5l i.. ti. 8 y T $2.10 12 $ $2.10 $ t 12 2.39 $ 12 $ - $ 2.38 $ - 12 $ - 4.37 S - 12 $ - $6.65 $ 6.65 1 79.80 $4.28 S - 12 - $9.01 $ 1 - $1,8 $ - 12 $ - $12.24 $ - 1 $ - $12.68 $ 380.40 1 4,564.30 $13.56 $ - 12 $ $10.93 $ - 12 $ - 13.13 - 12 $ $10-93 $ - 12 $13.13 - 12 $ $4.89 $ 134.73 12 $ 1, 18.76 $5.33 $ - 12 - $4.11 $ - 12 $ $10.93 - 1 - $4.20 $ - 12 $ 183.78 18.75 4 3t675.00 $183.75 $ 18175 4 $ 735.00 $15.75 31.59 12 378.00 $15.75 S 110.28 4 $ 441.00 $12.60 $ 12 $ $28.35 23.35 4 $ 113.40 $39.38 $ 78.76 4 $ 316.04 $133.75 183.75 4 $ 735.00 $39.90 79.30 4 319.20 60.90 $ 121.80 1 $ 11461.60 $39.90 39.90 4 $ 159.60 Total $ 23PO61.40 196 Subscribers $5.88 $ 1J52.48 12 $ 13,829.76 10 XTS 6000 under warranty per A nthony P rafita 5.88 $ t $ - 0 NTN 7143 $2.10 $ 12 $ 0 NTN 7144 $2.10 $ 12 $ 0 NTN 82949 $4.37 $ 12 $ 0 NTN 8297A $6.65 $ 12 $ 0 NTN 9816 $4.28 $ 12 $ 0 H N N 90 8A ( -eve for MTS20 00) $ 2.89 $ 12 $ 1) H NN 04 9A (new for P1225) $ 2.36 $ 12 $ 0 NTN 9857 $7.17 $ 12 $ 0 H N N 9031 $9.01 $ - 12 $ 0 NNTN 4435 $10.58 $ 12 $ 0 N NTN 4436 $12.24 $ 12 $ D N NTM 4437 $12.68 $ 12 $ 0 NNTN 6034 $13.56 $ r 12 $ a NTN 8297 $10.93 $ 12 $ 0 NTN 9862 $13.13 $ 12 $ 0 RN 4006 $10+93 $ 12 $ 0 RNN 40G7 $1113 $ 12 $ 0 NTN 9815 $4.99 $ 12 $ 0 NTN9858 $5.33 $ 12 $ 0 NNTN6263 $4.11 $ 12 $ 0 HNN 9032 $10+93.$ 12 $ 0 Warranty Subcfibers $4.20 $ 12 $ 0 Consoles $183.75 12 0 SIP $52.50 $ 12 $ 14 Control Stations $15.75 $ 220.5-B 12 $ 2, 64,66y.00 Tctial $ 16;475.76 Sout hlake 269 Subscribers $ 5.88 $ 1,581.72 12 $ 18.980.64 01 MT S2000 Replace rd S albs c rib ers out cf W arr2nty $ 6.88 $ - 12 $ - 0 Subscribers for parks $ 6.93 $ - 12 $ 0 NTN 7143 $ 2.10 $ - 12 $ 0 NTN 7144 $ 2.10 $ - 12 $ 0 H NN 9028AR (new for MTS20 0 0) $ 2.89 $ - 12 $ 0 HNN9049A (new for P1225) $ 2.36 $ 12 $ 10 NTN 82946 $ 4.37 $ - 42 $ 0 NTN 8297A $ 6.65 $ - 12 $ 0 NTN 9816 $ 4.28 - 12 $ 0 NTN 9857 $ 7.17 - 12 $ 0 HNN 9031 $ 9.01 $ 12 $ 0 NNTN 4435 $ 10-58 $ 12 $ 0 NNTN 44,36 $ 12.24 $ 12 $. 0 NNTN 4437 $ 12.6B $ 12 $ 0 NNTN 6034 $ 13.56 $ 12 $ 0 NTN 8297 $ 10,98 r $ 12 $ 0 NTN 9862 $ 13.13 $ 12 $ 0 INN 4006 $ 10.93 $ 12 $ 0 RNN 4007 $ 13,13 $ 12 $ 0 NTN 9815 4.99 $ 12 $ 0 NT.N985a $ 5.33 $ T2 $ 0 NNTN6263 $ 4.11 $ 12 $ 0 HNN 9032 $ 10.93 $ 12 $ 0 Warranty Subcdbers $ 4.20 12 $ 5 Control Stations $ 15.75 $ 78.75 12 $ 945.00 1 Radius GM-3000 Cowrol Station $ 28.35 $ 28.35 12 $ 340.20 2 Remotes, I fire, I PD $ 21 M $ 42.00 12 $ 504.00 1 Tone Remote Interface $ 13.65 $ 13.65 12 $ 163.80 1 MMOOO Repeater $ 126.00 $ 126.00 12 $ 1,512.00 Total $ 22,445.64 Colleyffle .126 S ubsc rib" s $ 588 $ 740-88 12 $ 8,890.56 I 1T 000 Replacements Subscribm out of Warranty $ 6.88 $ - () i $ - 0 NTN 7143 $ 2.10 $ 12 $ 0 NTN 7144 $ 2.10 $ 12 $ 0 H N N 9 028A R (new for MTS2000) $ 2.89 $ 12 $ 0 HNN9049A (new for P1225) $ 2.36 4 12 $ 0 NTN 8294B $ 4.37 $ 12 $ 0 NTN 8297A $ 6,65 $ 12 $ 0 NTN 9816 $ 4,28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 INN 9031 $ 9.01 $ 12 $ 0 NNTN 4435 $ 10.58 $ 12 $ 0 NNTN 4436 $ 12.24 $ 12 $ 0 N NT N. 4437 $ 12.68 $ 12 $ 0 NNTN 6G34 $ 13.56 $ 12 $ 0 NTN 8297 $ 10.93 $ 12 $ 0 NTN 9862 $ 13.13 12 $ 0 RMN 4006 $ 10.93 12 $ 0 RN 4007 $ 13.13 12 $ 0 NTN 9815 $ 4.99 $ 12 $ 0 NTN985a $ 5.33 $ 12 $ 0 NNTM6263 $ 4.11 $ 12 $ 0 H N N 9032 $ 10.93 $ - 1 $ 13 Warranty Subcribers $ 4.20 $ 54.60 12 $ 655.20 0 Consoles $ 183.75 $ - 12 $ - 0 Server $ 183.75 $ - 12 $ 8 Control Stations $ 15.75 $ 126..00 12 $ 1,51 M 0 Net Clock $ 183.75 $ - 12 $ 0 3 Com Server with $ 39,90 $ 12 $ 0 Radius UFH Control Station $ 15.75 12 $ Total $ 11 1057.76 Grapevine 330 Subscribers $ 5.88 $ 1,940.40 12 $ 23,284.80 01 MT 2000 Replacements Subscribers out of Warranty BIBB $ - 12 $ - 0 MW 800 Data Units $ 39.90 S 798-00 12 $ 9,576.00 0 NTN 7143 $ 2.10 $ t 12 $ - 0 NTN'7144 $ 2.10 $ 12 $ 0 NTN 3294E $ 4.37 $ 12 $ 0 H N N 902 BAR (new for MT 00) $ 2.69 $ 12 $ 0 HNN9049A (new for P 1225) $ 2-.36 $ 12 $ 0 NTN 8297A $ 6.65 $ 12 $ 0 NTN 9816 $ 4.28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 H N N 9031 $ 9.01 $ 12 $ 0 NNTN 4435 $ 10.58 $ 12 $ 0 N N 4436 $ 12.24 $ - 12 $ 0 N NT N 4437 $ 12.68 $ 12 $ 0 NNTN 6034 $ 13-56 $ - 12 $ 0 NTN 8297 $ 10.93 $ 12 $ 0 NTN 9862 $ 13,13 $ 112 $ 0 R 4006 $ 10.9!3 $ 1 2 $ 0 RAJ N 4007 $ 13.13 12 $ 0 NTN 9815 $ 4.99 12 $ 0 N'TN9858 $ 5.33 $ 12 $ 0 TN6263 $ 4.11 $ 12 $ 0 HNN 9032 $ 10.93 $ 12 $ 0 Warfanty Sib cd born $ 4.20 $ 12 $ 5 Consoles $ 183.75 $ 918.7.E 12 $ 11,025M 13 Control Stations $ 15.75 $ 204.75 12 $ 2F457.00 1 S ewer $ 183.75 $ 183.75 12 $ 2p205-00 1 MTR 2000 Intercity Base $ 126.00 $ 126.00 12 $ 1,512.00 13 Com Server Switch $ 39.90 $ 39,90 12 $ 478,80 7 7 181 Mesh Units $46-80 $ 327.60 12 $ 3i931.20 1 Net Clock $ 183.75 $ 183.76 12 $ 2,205.00 1 MSFSOOO Weather Base $ 126.013 $ 128.00 12 $ 11512.00 Total $ 58,186.80 Richland Hills 81 Subscribers $ 5.88 $ 476.28 12 $ 5.715.36 I1 TS2000 Replacements Subscribers out of Warrianty $ 5.88 $ 0 0 NTN 7143 $ 2.10 $ 12 $ 0 NTN 7144 $ 2.10 $ 12 $ - 0 HNN9028AR (new for MT 2000) $ 2.89 $ rt 12 $ - 0 HNN9049A (new for P 1225) $ 2.36 $ 12 $ - 0 NTN 82949 $ 4.37 $ 12 $ - 0 NTN 8297A $ 6.65 $ 12 $ 0 NTN 9816 $ 4.28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 HNN 9031 $ 9.01 $ 12 $ TN 4435 0 NN- $ 10.58 $ 12 $ TN 4436 0 NN- $ 12.24 $ 12 $ 0 NNTN 4437 $ 12.68 $ 12 $ 0 NNTN 6034 $ 13.56 $ 12 $ 0 NTN 8297 $ 10,913 $ 12 $ 0 NTN 9862 $ 13.13 $ 12 $ 0 RNN 4006 $ 10.93 $ 12 0 R N N 4007 $ 13.13 $ 12 0 NTN 981 5 $ 4.99 $ 12 $ 0 NTN9658 $ 5.33 $ 12 $ 0 NNT63 $ 4.11 $ 12 $ 0 HN62 NN 90,32 $ 10.93 $ 12 $ it W a rran ty Subcribers $ 4.20 $ 12 $ 0 Consoles S 183.75 $ 12 $ 0 SIP $ 52.50 $ 12 $ 0 Control Stations $ 15.75 $ 12 $ Total $ 5JI5.36 North Richland Hills 281 50scribers $ 538 $ 1.652.28 $ 1'9.827.36 I1T 2000 Replacements Subscribers out of Warranty $ 5.88 $ --12 0---,Js 0 NTN 7143 $ 2.10 $ 12 $ 0 NTN 7144 $ 2.10 $ w 12 $ w 0 NT N 3294E $ 4.37 $ 12 $ M 0 NTN 8297A $ 6.65 $ 12 $ 0 H N N 9028AR (n ew for MT 2000) $ 2.89 $ 12 $ - 0 HN19049A (new fer P 1225) $ 2.36 $ 12 $ 0 NTN 9816 $ 4.28 $ 12 S 0 NTN 9857 $ 7.17 $ 12 $ 0 HNN 9031 $ 9.01 $ 12 S 01 NNTN 4435 $ 110.58 $ 12 S 0 NNTN 4436 $ 12.24 $ 12 $ 0 NNTN 4437 $ 12.68 $ 12 $ 0 NNTN 6034 $ 13.56 S 12 $ 0 NTN $297 $ 10-93 $ 12 $ 0 NTN 9862 $ 13.13 $ 12 $ 0 RNN 4006 $ 10.93 $ 12 $ 0, RNN 4007 $ 13.13 $ 12 $ 0 NTN 9815 $ 4.99 $ 12 $ 0 NTN 9858 $ 5.33 $ 12 $ 0 N ITN 6263 $ 4.11 $ 12 $ 0 HNN 9032 $ 10-93 12 $ 0 Warranty Subcribers $ 4.20 12 $ - 6 Consoles $ 183.75 $ 1.102.50 12 $ 13,230,00 0 Control Stations $ 15.75 $ - 12 $ - Total $ 33FO57.36 Tarrant County Sheriff 1043 Subscribers $ 5.88 $ 61132.84 12 $ 73,594-08 MTS20OG Replacements Subscribers out of Warranty $ 5,88 $ D $ I w 0 NTN 7143 $ 2.10 $ 12 $ 0 NTN 7144 $ 2.10 $ 12 $ 0 H MN9028A R (new for MTS200 00 $ 2.89 $ 12 $ M 0 HNN9049A (new for P1225) $ 2.36 $ 12 $ 0 NTN 0294E $ 4.37 $ 12 $. 0 NTN 8297A $ 6.65 $ 12 $ - 0 NTN 981 r $ 4.28 $ 12 $ - 0 NTN 9857 $ 7,17 $ 12 $ - 0 HNN 9031 $; 9.01 $ 12 $ - 0 NN7N 4435 $ 10.58 $ 12 $ - 0 NN7N 4436 $ 12.24 $ 12 $ - 0 NNTN 4437 $ 12.68 $ 12 $ 0 NNTN 6034 $ 13.56 $ 12 S 0 NTN 8297 $ 10.93 $ 12 $ 0 NTN 9862 $ 13.13 $ 12 $ 0 RNN 4006 $ 10.93 $ 12 $ 0 RNN 4007 $ 13.13 $ 12 $ 0 NTN 9.815 $ 4.99 $ 12 $ 0 NTN9858 $- 5.33 $ 12 $ 0 NNTN6263 $ 4.11 $ - 12 $ 3 EMA $ 60.90 $ 182.70 12 $ 21192.40 0 Warranty Subscribers $ 4120 $ - 12 $ - 0 Controi Stations $ 15.75 $ 12 $ 5 Con-soles $ 183.76 S 918.75 12 $ 11 p025.00 Totat $ 86,811.48 Westlake 21 Subscribers $ 5.88 $ 123.48 12 $ 1,4$1.76 MTS2000 RePIEIGeMerltS Subscribers out of Warranty $ 5.88 $ - 0 $ 0 NTN 7143 $ 2.1 D $ 12 $ 0 NN N9028AR (new for MT S2000) $ 2.89 $ 1 2 $ 0 HNN9049A (new -for P 1225) $ 2.36 $ 12 $ 0 NTN 7144 $ 2,10 $ 12 $ 0 NTN 8294B $ 4.37 $ 12 $ 0 NTN 8297A $ 6.65 $ 12 $ 0 NTN 9816 $ 4.28 $ 12 $ 0 NTN 9857 $ 7.17 $ 12 $ 0 HNN 9031 $ 9.01 $ 12 0 NNTN 4435 $ 10-58 $ .12 0 NNTN 4436 $ 12.24 $ 12 0 NNTN 4437 $ 12.68 $ 12 0 NNTN 6034 $ 13-56 $ 12 $ 0 NTN 8297 $ 10.93 $ 12 $ 0 NTN 9862 $ 13.13 S 12 $ 0 RN 4006 $ 10.93 $ 12 $ 0 RAJ N 4007 $ 13.13 $ 12 $ 0 NTM 9815 $ 4.99 $ 12 $ 0 NTN9B58 $ 533 $ 12 $ 0 NNTN6263 $ 4.11 $ 12 0 HNN 9032 $ 10.93 $ 12 0 Warranty Subscribers $ 4.20 $ 12 0 Control Stations $ 15.75 $ 12 $ 0 Consoles $ 183.75 $ 12 $ Total $ 1;481.76 Total Uscount Atnt Disc. Total Bedford $ 27,800.40 $ 1,390.02 $ 26t4110.38 Euless $ 35t641.68 $ 1,782.08 $ 33.a59.60 Keller $ 23,061.40 $ 1 o153.07 $ 21 1908,33 Haltom City $ 16,475.76 $ 823.79 $ 15.651.97 Southlake $ 221445,64 $ 1,122.28 $ 2 x,323.36 colleyville $ 11,05716 $ 552.6,9 $ 18,504.87 Grapevine $ 581186.80 $ 2,909.34 $ 55,277.46 Richland Hills $ 51715.36 $ 285,77 $ 5,429.59 North Richland HIlls $ 33,057.36 $ 1,652.87 $ 31 p404.49 Tarrant County $ 86,611-48 $ 4,340.57 $ 82,470691 Westlake $ 1.481.76 $ 74.09 S 1 ,407.67 Total $ 321 p 735■40 $ 16,086,77 $ 31j648.63 N ItH K0ltJ►[yI0JiI: I Ji[0]:L1►1b1tJJi Fran: The Office of the City Manager Cato: 10-28-2013 Subject: Agenda Item fro. F. Appointments to N�aming Board Presenter: Patricia Hutson, City Secretary ummar : The City Council is being asked to approve the Mayor's annual appointments to the Naming Board. General Donription The Naming Board was established b Ordinance No. 2517 for the purpose of submitting recommendafions to the City Councii for the naming of city facilities, which includes parks, buiidings, streets and other publicly owned facilities. The board consists of three council members. Councilmen Lombard, Whitson and Turn age are currently serving on the Board. Tho ordinance provides that the appointments are to be made annually and that the Mayor, subject to Council approval, makes the appointments. Mayor Trevino is recommending that Councilwoman Wright ht C u j l , Councilmen Lomb rd and Turna o be appointed to the Board. Recommendation : To approve the recommendation mendation of the Mayor to appoint Councilwoman Wright Oujesky and Councilmen Lombard and Turna o to the Taming Board. t4ftH K0ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. F.6 Appointment of Chair to Reinvestment Zone Number 'I (TIF 1) and Chair to Reinvestment .Zane Number 2 (TIF 2) Presenter: Patricia Hutson, City Secretary Summary. The City Council is being asked to ppoi rat a Chair to Reinvestment Zone Number 1 and Reinvestment Zone Number 2. General Ccri iii r In accordance with the Bylaws for Reinvestment Zone Number 1 and Reinvestment Zone Number 2, the City Council is to appoint the Chair to both boards on are annual basis. Mager Trevino was appointed It year as Chair to both boards. The other officers consisting of a Vice -Chair and Secretary are to be elected by the Board of Directors. Recommendafion : To appoint the Chair of Reinvestment Zone Number 1 and the Chair of Reinvestment Zone Number 2. t4ltH KeltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cato: 10-28-2013 Subject: Agenda Item fro. G.0 EXECUTIVE SESSION ITEMS I ►1tAMM1 KeltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-28-2013 Subject: Agenda Item No. G.1 Action on Any Item Discussed i n Executive Session Listed on Work Session Agenda I ►1tAMM1 K6ltJ►[yI0JiIaJi[0]:L1►1 bill Ji From- The Office of the City Manager Cate: 10-218-2013 Subject: Agenda Item No. H.0 INFORMAT10N AND REPORTS T t4ltH K61tJ►[yI0JiIaJi[0]:L1►1 bill Ji From: The Office of the City Manager Date: 10-28-2013 Subject- Agenda Item No., H.1 Announcements - Councilman Earth Announcements Early voting for the election to amend the state constitution continues through Friday, November 1st. You can vote early at the Dan Echols Center or the North Richland Hills Public Library. For more information, please call 817-831-8683 or visit tarrantcount.com and click on the elections link. The Northeast Recycles Day Flea Market will be field from 8 a.m. to 2 p.m. on Saturday, November 9th. This event will take place in the parking let at Boulevard 26 and Broadway Avenue.. Vendors will be selling used items at bargain prices. There will be onite paper shredding from 9 a.m. to noon, or until the truck is full. Shoppers may also drop off unwanted electronic equipment for recycling. For more information, please call 817-427-6651. The City of North Richland Hills invites you to attend the annual Veterans Darr Celebration on Monday, November 11 th at Liberty Park. This special event will Donor all who have seared our country. The ceremony wiiII begin at 11 a.m. For more information, please call 817-427-6620. Kudos Korner Every Council Mee Ling, we sp otfr t our employees for the Brea t things they do. To n igh t we recognize.- Sarah Green of the Parks Recreation D p rtm nt - A citizen recently em ailed praise to the City and to artist Sarah Green for the Signal Art Program. . He said the program is a "fantastic idea" and called Sarah's artwork "awesome." His aid his 10 year old also likes the artwork and they are planning a family bike ride to see as many of the signal art boxes as possible. g7hanks again for your work. I'm sure there are many people enjoying it as much as we are,' he added. 1►1�aMM1 K6ltJ►[yI0JiIaJi[0]:L1►1b1tJJi From- The Office of the City Manager Date- 10-218-2013 Subject- Agenda Item No. H. Adjournment