HomeMy WebLinkAboutCCpkt2012-11-27l
Y{OUft} AOMETOW N
CITY OF ANNA AGENDA NOTICE -CITY COUNCIL WORKSHOP
November 27, 2012
6:30 p.m. —Anna City Hall Administration Building
The City Council of the City of Anna will meet in Workshop Session at 6:30 p.m.,
November 27, 2012, at the Anna City Hall Administration Building, located at I I I North
Powell Parkway (Hwy 5), regarding the following items.
1. Call to Order
2. Roll Call and Establishment of Quorum.
3. DiscussionBrieflng regarding a proposed splashpad concept for Slayter
Creek Park Phase IL (Maurice Schwanke)
4. Presentation/Briefing from Nimbix. (Jessica Perkins)
5. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter
551, the City Council may enter into closed session to discuss any items
listed or referenced on this agenda under the following exceptions:
a. consult with legal counsel regarding pending ol• contemplated litigation
and/or on matters 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 of the Government
Code (Tex. Gov't Code §551.071); anticipated litigation with Amazing
Solar Solutions; private club regulations; legal claim from property owner
on S. Powell Pkwy; discussion regarding the legal aspects of parks and
recreation programs..
b. discuss or deliberate the purchase, exchange, lease, or value of real
plopetty (Tex. Gov't Code §551.072); acquisition of park land and
acquisition of utility easements.
c. discuss or deliberate personnel matters: City Manager Annual Review.
(Tex. Gov't Code §551.074);
1. The Council may vote and/or act upon each of the items listed in this agenda.
2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is
considered necessary and legally justified under the Open Meeting Act.
3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924-
3325 two working days prior to the meeting so that appropriate arrangements can be made.
11-27-12 CC Regular Meeting Agenda.doc
1
Posted 11-20-12
The council further reserves the right to enter into executive session at any
time throughout any duly noticed meeting under any applicable exception
to the Open Meetings Act.
6. Consider/Discuss/Action on any items listed on posted agenda for
November 27, 2012 City of Anna City Council Regular Meeting or any
Closed Session occurring during this Workshop, as necessary.
7. Adjourn.
This is to certify that I, Natha Wilkison, City Secretary, posted this agenda
at a place readily accessible to the public at the Anna City Hall and on the
City Hall bulletin board at or before 5:00 p.m., November 20, 2012.
Natha Wilkison, City Secretary
I. The Council may vote and/or act upon each of the items listed in this agenda.
2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is
considered necessary and legally justified under the Open Meeting Act.
3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924-
3325 two working days prior to the meeting so that appropriate arrangements can be made.
I1-27-12 CC Regular Meeting Agenda.doc 2 Posted II-20-12
l
Y{OUR} FIOMETOW 1V
CITY OF ANNA AGENDA NOTICE —CITY COUNCIL REGULAR MEETING
November 27, 2012
7:30 p.m. —Anna City Hall Administration Building
The City Council of the City of Anna will meet in Regular Session at 7:30 p.m.,
November 27, 2012, at the Anna City Hall Administration Building, located at I I I North
Powell Parkway (Hwy 5), to consider the following items.
Welcome to the City CoZrncil Meeting. Please sign the Sign -In -Sheet as a record of
attendance. If you wish to speak on an open -session agenda item please fill out the
Opinion/Speaker Registration Form and turn it in to the City Secretary before the
meeting starts.
1. Call to Order.
2. Invocation and Pledge of Allegiance.
3. Citizen comments. Citizens are allowed 3 minutes to speak. The Council is
unable to respond to or discuss any issues that are brought up during this
section that are not on the agenda, other than to make statements of specific
factual information in response to a citizen's inquiry or to recite existing
policy in response to the inquiry.
4. Receive reports from Staff or the City Council about items of community
interest. Items of community interest include: expressions of thanks,
congratulations, or condolence; information regarding holiday schedules; an
honorary or salutary recognition of a public official, public employee, or
other citizen (but not including a change in status of a person's public office
or public employment); a reminder about an upcoming event organized or
sponsored by the governing body; information regarding a social, ceremonial,
or community event organized or sponsored by an entity other than the
governing body that was attended or is scheduled to be attended by a member
of the governing body or an official or employee of the municipality; and
announcements involving an imminent threat to the public health and safety of
people in the municipality that has arisen after the posting of the agenda.
1. The Council may vote and/or act upon each of the items listed in this agenda.
2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is
considered necessary and legally justified under the Open Meeting Act.
3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924-
3325 two working days prior to the meeting so that appropriate arrangements can be made.
1 I-27-12 CC Regular Meeting Agenda.doc 3 Posted 11-20-12
5. Presentation of Collin County Parks and Open Space Grant Award.
(Commissioner Jaynes)
6. Presentation of Certificate of Appreciation to Collin County Commissioner
Joe Jaynes. (Mayor Crist)
7. Consent Items. These items consist of non -controversial or "hoarsekeeping"
items required by laN�. Items may be considered individually by any Council
member making such request prior to a motion and vote on the Consent Items.
a. Approve Final Plat for "Oncor Addition". (Maurice Schwanke)
b. Approve a Resolution authorizing execution of a Development
Agreement with Oncor Electric Delivery Company. (Maurice
Schwanke)
c. Approve a Resolution authorizing execution of an Inter -local
Agreement with Collin County for park and open space improvements.
(Maurice Schwanke)
8. Public Hearing: (2nd)
City Council will hearpublic comment regarding a proposed annexation of
property located east of Ferguson Parkway (CR 367) south of West White
Street and west of Slayter Creek containing approximately 83.4 acres.
(Maurice Schwanke)
9. Consider/Discuss/Action regarding an Ordinance authorizing the issuance and
sale of City of Anna, Texas, Combination Tax and Revenue Certificates of
Obligation, Series 2012; levying an annual ad valorem tax and providing for
the security for and payment of said certificates; approving the official
statement; providing an effective date; and enacting other provisions relating
to the subject. (Clayton Fulton)
10. Consider/Discuss/Action regarding a Resolution approving an Economic
Development Agreement with McDonald's USA, LLC. (City Manager)
11. Consider/Discuss/Action regarding an appointment to the Planning and
Zoning Commission to fill a vacancy, Place 7. (City Council)
12. Consider/Discuss/Action regarding the schedule for City Council meetings in
December. (City Manager)
1. The Council may vote and/or act upon each of the items listed in this agenda.
2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is
considered necessary and legally justified under the Open Meeting Act.
3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924-
3325 two working days prior to the meeting so that appropriate arrangements can be made.
1 I-27-12 CC Regular Meeting Agenda.doc 4 Posted 11-20-12
13. CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter 551,
the City Council may enter into closed session to discuss any items listed or
referenced on this agenda under the following exceptions,
a. consult with legal counsel regarding pending or contemplated gation
and/or on matters 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 of the Government
Code (Tex. Gov't Code §551.071); anticipated litigation with Amazing
Solar Solutions; private club regulations; legal claim from property owner
on S. Powell Pkwy; discussion regarding the legal aspects of parks and
recreation programs
b. discuss or deliberate the purchase, exchange, lease, or value of real
property (Tex. Gov't Code §551.072), acquisition of park land and
acquisition of utility easements;
c. discuss or deliberate personnel matters: City Manager Annual Review.
(Tex. Gov't Code §551.074);
The council further reserves the right to enter into executive session at any
time throughout any duly noticed meeting under any applicable exception
to the Open Meetings Act.
14. Consider/Discuss/Action on any items listed on posted agenda for November
273 2012 City of Anna Workshop Session or any closed session occurring
during this Regular Meeting, as necessary.
15. Adjourn.
This is to certify that I, Natha Wilkison, City Secretary, posted this agenda at
a place readily accessible to the public at the Anna City Hall and on the City
Hall bulletin board at or before 5:00 p.m. November 20, 2012.
Natha Wilkison, City Secretary
1. The Council may vote and/or act upon each of the items listed in this agenda.
2. The Council reserves the right to retire into executive session concerning any of the items listed on this agenda, whenever it is
considered necessary and legally justified under the Open Meeting Act.
3. Persons with a disability who want to attend this meeting who may need assistance should contact the City Secretary at 972 924-
3325 two working days prior to the meeting so that appropriate arrangements can be made.
11-27-12 CC Regular Meeting Agenda.doc 5 Posted 11-20-12
CITY COUNCIL MEETING
SIGN IN SHEET
Please sign -in as a record of attendance. All persons desiring to address the council are
requested to sign below and fill out an Opinion/Speaker Registration Form. Please hand
the Opinion/Speaker Registration Forin to the City Secretary prior to the start of the City
Council Meeting.
AnnRT.��
Welcome to the city eounui# meeting.. Your presenice and patiofo"I are
appreciated. You may make your opioiom known an an issue andfor- register to -
speak to tfTe Mayor and Lily Council. Pease 'Lim this form in at the staff, tab[e-to
be forva ded td the Mayor. Please step tothe pod[U- m as soon as you are
re nixedN
the or and state your name aftd address before begin n-g— your
3resentatforguu fia€r# art the°tteaE of tit tie
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Name.
kddress.
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Welcome to the city council rneelfng.. Your preseaca and parllclpatrarT are
appreclated..You may makO your opinion known. an are issue andfor €ecgie er to -
speak to tITe Mayer and City Council. Pfeasetum this force in at the staff- table, to
be forwarded to the mayor. Ptease step to the podium as saarr as y u are
recognized by the Mayor and state ynur name and address before beg rinfa
€g your
presentation. If you have written notes or curer material you Wislr €a present to the
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�kd�aress.
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I'do net wisp to address the Mayer and City Council, but do- sly fa register
On the effective date of annexation, the City of Anna, Texas and its Police Department
will provide police protection to the newly annexed area at the same or similar level of
service now being provided to other areas of the City of Anna, Texas with similar
topography, land use, and population density within the newly annexed area.
On the effective date of annexation, the City of Anna, Texas and its Fire Department will
provide fire protection to the newly annexed area at the same or similar level of service
now being provided to other areas of the City of Anna, Texas with similar topography,
land use, and population density within the newly annexed area.
EMERGENCY MEDICAL SERVICES
On the effective date of annexation, the City of Anna, Texas, through its contract with
Collin County or another service provider, will provide emergency medical services to
the newly annexed area at the same or similar level of service now being provided to
other areas of the City of Anna, Texas with similar topography, land use, and population
density within the newly annexed area.
SOLID WASTE COLLECTION
On the effective date of annexation, the City of Anna, Texas, through its contract with
Bradshaw and Son or another service provider, will provide solid waste collection to
residents and businesses in the newly annexed area (to the extent that the service
provider has access to the area to be serviced) at the same or similar level of service
now being "provided to other areas of the City of Anna, Texas with similar topography,
land use, and population density within the newly annexed area. Such service will be
provided in accordance with existing City policies and ordinances, and only upon
payment of any required deposits and the agreement to pay lawful service fees and
charges for solid waste collection.
Residents and businesses of the newly annexed area that have existing contracts with
solid waste service providers have two years from the date of annexation or until the
termination date of the existing contract, whichever is sooner, to begin solid waste
Page 1 of 4
collection service through the City. Solid waste collection is mandatory for City of Anna
residents and businesses operating within the city limits.
On the effective date of annexation, any and all water or waste water facties owned by
the City of Anna, Texas at the time of annexation shall be maintained and operated by
the City of Anna, Texas and services shall be provided in the newly annexed area at the
same or similar level of service now being provided to other areas of the City with
similar topography, land use, and population density within the newly annexed area. Of
such facilities, the City will maintain the main water transmission and wastewater
collection lines. All water and wastewater service lines (up to and including the service
line connection with the City's main line), shall be maintained by the property owner
served by the service connection.
Residents and owners of property in newly annexed areas that are located within the
City's water or wastewater CCN will be offered water and wastewater service in
accordance with City policies and ordinances in existence at the time of annexation or
as may be amended from time4o4ime by the City Council. Generally, these ordinances
state that the land owner or customer must bear the cost of construction of water and
wastewater system facilities to a point where suitable connection to the existing system
can be made and service to the customer can be provided. All water and wastewater
facilities designed to connect to the City's existing system must be approved by the City
and meet all City zoning, subdivision, and other development ordinances and
requirements.
On the effective date of annexation, any and all existing public roads or streets in the
newly annexed area which have been dedicated to Collin County, Texas or to the City
of Anna, Texas, or which are owned by the City of Anna, Texas shall be maintained to
the same degree and extent that other roads and streets are maintained in areas of the
City with similar topography land use and population density. Specific maintenance
activities are determined by available funding and the need for maintenance as
determined by the City. The City is not obligated to maintain any portion of a private
road or street. Any and all lighting of roads and streets which may be positioned in a
public right of way, roadway or utility company easement shall be maintained by the
applicable utility company servicing that area of the City of Anna, Texas pursuant to the
rules regulations and fees of such utility.
An owner of land within the newly annexed area that desires to develop said property
will be required pursuant to the ordinances of the City of Anna, Texas to provide internal
and peripheral streets and to construct those streets in accordance with the
specifications required by the City of Anna, Texas.
Page 2 of 4
Slater Creek Drive is a private street privately maintained by the Slater Creek
Homeowners Association. The private street status will remain the same as before any
annexation activity with the Homeowners Association still maintaining the street. Mere
annexation of the private street does not authorize access from any other adjacent
private property or the public in general.
•- "' -ILTAJIII•.
The City Council of the City of Anna, Texas is not aware of the existence of any public
parks, public playgrounds, public swimming pools, or any other publicly owned facility,
building or service now located in the area proposed for annexation. In the event any
such parks, playgrounds, swimming pools, or any other public facilities, buildings or
services do exist and are public facilities, the City of Anna, Texas will maintain such
areas upon annexations to the same extent and degree that it maintains public parks,
public playgrounds, public swimming pools, other public facilities buildings or services
and other similar areas of the City now incorporated in the City of Anna, Texas.
To the extent that it becomes necessary because of development demands population
growth or a bona fide need, the City Council of the City of Anna, Texas will undertake to
provide any such facility which it deems necessary to adequately provide for the health
and safety of the citizens of the newly incorporated area based upon the standard
considerations of topography, land use and population density.
Following annexation by the City of Anna, Texas, the City will provide code
enforcement, planning, and animal control services to the newly annexed area, to the
extent such services are funded in the annual budget and provided by the City within its
full -purpose boundaries. Such services will be provided to the newly annexed area at
the same or similar level of service now being provided to other areas of the City of
Anna, Texas with similar topography, land use, and population density within the newly
annexed area.
The City Council of the City of Anna, Texas finds and determines it to be unnecessary
to acquire or construct specific capital improvements for the purposes of providing full
municipal services to the newly annexed area. The City Council finds and determines
that it has at the present time adequate facilities to provide the same type, kind and
level of service which exists in and is presently being administered to other areas
already incorporated in the City of Anna, Texas with the same or similar topography,
land use and population density.
SPECIFIC FINDINGS
Page 3 of 4
The City Council of the City of Anna, Texas finds and determines that this proposed
Service Plan will not provide any fewer services and it will not provide a lower level of
service in the area proposed to be annexed than were in existence in the proposed area
at the time immediately preceding the annexation process. Furthermore, the City
Council of the City of Anna, Texas finds and determines that the rural nature of the area
is characteristically different from other more highly developed areas within the
corporate limits of the City of Anna, Texas. Consequently because of the differing
characteristics of topography, land use, and population density the service levels which
may ultimately be provided in the newly annexed area may differ somewhat from
services provided in other areas of the City of Anna, Texas. These differences are
specifically dictated because of differing characteristics of the property. The City of
Anna, Texas will undertake to perform consistent with this service plan so as to provide
this newly annexed area with the same type, kind and quality of service presently
enjoyed by the citizens of the City of Anna, Texas who reside in areas of similar
topography, land use and population density.
This Service Plan shall be valid for a term of ten (10) years. Renewal of the Service
Plan shall be at the discretion of the City Council,
4
This Service Plan may be amended if the City Council determines at a public hearing
that changed conditions or subsequent occurrences make this Service Plan unworkable
or obsolete. The City Council may amend the Service Plan to conform to the changed
conditions or subsequent occurrences pursuant to Texas Local Government Code,
Section 43.056.
Page 4 of 4
7 MbIEM7If[MUMI7MEMIIPAV
This Landscaping Agreement (this "Agreement") is entered into between the City
of Anna, Texas (the "City") and Oncor Electric Delivery Company LLC ("Owner"). The
term "Owner" includes all owners of the Property, and each of the owners of the
Property are jointly and severally bound to the obligations of the "Owner" under this
Agreement.
WHEREAS Owner and the City are sometimes collectively referenced in this
Agreement as the "Parties"; and
WHEREAS, it is the Parties mutual intent that this Agreement shall govern only
the subject matter specifically set forth herein and that this Agreement shall supersede
any other agreement between the Parties and the City's ordinances and other
regulations only to the extent that any such agreements, ordinances or regulations
directly conflict with the terms of this Agreement; and
WHEREAS, the Owner owns a parcel or parcels of real property (the "Property")
in Collin County, Texas, which is located entirely within the corporate limits of the City of
Anna and is more particularly and separately or jointly described, in the attached
EXHIBIT A; and,
WHEREAS, the Owner plans to construct an electrical substation on the Property
the "Project"); and,
WHEREAS, the Owner represents that the Project cannot meet certain
Landscape Regulations outlined in Part III-E of the Anna City Code of Ordinances and
requests that the City waive said Landscape Regulations;
PLOW, THEREFORE, in consideration of the mutual covenants contained herein,
the Parties agree as follows:
Section 1. Recitals Incorporated. The recitals set forth above are incorporated
herein as if set forth in full to further describe the Parties' intent under this Agreement
and said recitals constitute representations by the Owner:
Section 2. Owner's Obligations. In lieu of the Project's compliance with all current
and future landscape regulations outlined in the Anna City Code of Ordinances (with the
exception of landscaping shown on the Project site plan attached hereto as Exhibit B),
the Owner shall pay the City the sum of $6,800 (six thousand and eight hundred dollars)
payable to the City's Park Trust.
Section 3. Timing of Payments. The Owner shall make any payments required under
this Agreement within 30 days of the Effective Date.
Section 4. City's Obligations. The City hereby agrees to exempt the Project from
compliance .with all current and future landscape regulations outlined in the Anna City
Code of Ordinances, with the exception of landscaping shown on the Project site plan
attached hereto as Exhibit B.
1
Section 6. Effective Date. The effective date of this Agreement is the date that the
last of the Parties' signatures to this Agreement is fully and properly affixed to this
Agreement and acknowledged by a notary public. The City's duties and obligations
hereunder shall not arise unless and until the City Council has duly adopted this
Agreement and the Owner has duly executed same.
Section 7. THE OWNER COVENANTS AND AGREES, JOINTLY AND SEVERALLY,
TO INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY AGAINST ANY AND
ALL LEGAL CLAIMS, BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN
I HE PROPERTY WHO HAS NOT SIGNED THIS AGREEMENT AND WHICH CLAIMS
(1) ARISE IN ANY WAY FROM THE CITY'S RELIANCE ON THIS AGREEMENT, AND
(2) RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH THIS
AGREEMENT,
Section 8. This Agreement may be enforced by the City by any proceeding at law or in
equity. Failure to do so shall not be deemed a waiver to enforce the provisions of this
Agreement thereafter. The Owner's sole remedy for nonperformance by the City shall
be to seek specific performance of the terms of this Agreement. This Agreement does
not waive any rights or immunities otherwise existing under law unless expressly set
forth herein and the Parties understand and agree that this Agreement is not one for the
provision of goods or services to the City by the Owner or any other person.
Section 9. Exclusive jurisdiction, forum and venue for any dispute arising out of this
Agreement shall be in Collin County, Texas.
Section '10. Notwithstanding any other provision of this Agreement, Owner and its
successors or assigns must comply with all applicable statutes or regulations of the
United States and the State of Texas, as well as any City ordinances in effect. on the
Effective Date and not in conflict with this Agreement, and any rules implementing such
statutes or regulations.
Section '11. Assignment by Owner.
(a) Except as otherwise provided in this paragraph, Owner has the right (from time to
time upon delivery of two weeks' prior written note to the City) to assign this Agreement,
in whole or in part, and including any obligation, right, title, or interest of Owner under
this Agreement, to any person or entity (an "Assignee") that is or will become an owner
of any portion of the Property or that is an entity that is controlled by or under common
control with Owner. Notwithstanding the foregoing, Owner shall not assign this
Agreement, in whole or in part, to an Assignee if the City, after action by the City
Council (which action shall be considered by the City in good faith based upon financial
and performance criteria, and which action shall not be unreasonably withheld,
conditioned or delayed), notifies Owner within 14 days of receipt of the written notice
required by this Section 10(a) that such Assignee fails to satisfy the City's financial and
performance criteria. If the City provides such notice to Owner then the Parties, within
14 days of such notice, shall mediate the dispute. The mediator shall be mutually
agreed -upon; and the cost of such mediator shall be paid equally by the Parties. The
mediator's determination shall not be binding on the Parties. If a Party refuses to
mediate, then the decision of the Party willing to mediate shall be binding.
(b) Each assignment shall be in writing executed by Owner and the Assignee and
shall obligate the Assignee to be bound by this Agreement to the extent this Agreement
applies or relates to the obligations, rights, title, or interests being assigned. From and
after such assignment, the City agrees to look solely to the Assignee for the
performance of all obligations assigned to the Assignee and agrees that Owner shall be
released from subsequently performing the assigned obligations and from any liability
that results from the Assignee's failure to perform the assigned obligations; provided,
however, Owner shall not be released until the City receives an executed copy of such
assignment. No assignment by Owner shall release Owner from any liability that
resulted from an act or omission by Owner that occurred prior to the effective date of the
assignment unless the City approves the release in writing. Owner shall maintain written
records of all assignments made by Owner to Assignees, including a copy of each
executed assignment and the Assignee's Notice information as required by this
Agreement, and, upon written request from any Party or Assignee, shall provide a copy
of such records to the requesting person or entity.
Section 12. This Agreement is for the sole and exclusive benefit of the City and the
Owner and is not intended to and shall not confer any rights or benefits on any third
party not a signatory hereto.
Section 13. This Agreement may be separately executed in individual counterparts
and, upon execution, shall constitute one and same instrument.
Section 14. All notices, demands or other communications required or provided
hereunder shall be in writing and shall be deemed to have been given on the earlier to
occur of actual receipt or three (3) days after the same are deposited in the United
States mail, certified or registered, postage prepaid, return receipt requested,
addressed to the parties at the addresses set forth below or at such other addresses as
such parties may designate by notice to the other parties.
SIGNATURES:
Oncor Electric delivery Company LLC,
A Delaware limited liability company
By:
in Alvarez, Attorney -in -fact
Address: 115 W. 7t" St.
City of Anna
By:
Philip Sanders, City Manager
Fort Worth, TX 75201 Address: 111 N. Powell Parkway
Telephone: (number) Anna, TX 75409
Facsimile: (number) Attn: City Manager
Email: (e-mail) Telephone: (972) 924-3325
Facsimile: (972) 924-2620
With a copy to:
Clark McCort'
Wolfe, Tidwell & McCoy, LLP
2591 Dallas Parkway, Ste. 205
Frisco, TX 75034
Telephone: (972) 712-3530
Facsimile: (972) 712-3540
IN WITNESS WHEREOF
STATE OF TEXAS §
COUNTY OF TARRANT §
Before me, the undersigned notary public, on the day of ,2012,
personally appeared Jill Alvarez, known to me (or proved to me) to be the person whose
name is subscribed to the foregoing instrument and acknowledged to me that she
executed the same in her capacity as Attorney -in -fact of Oncor Electric Delivery
Company LLC, a Delaware limited liability company.
Notary Public, State of Texas
4
STATE OF TEXAS §
COUNTY OF §
Before me, the undersigned notary public, on the day of ,2012,
personally appeared Philip Sanders, known to me (or proved to me) to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that he
executed the same in his capacity as City Manager of the City of Anna and on behalf of
the City of Anna.
Notary Public, State of Texas
5
l
Council Meeting: November 27I 2012
Account Code #: N/A
Item No. 3 W S
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Maurice Schwanke
Date Prepared: 11/13/12
Budgeted Amount: N/A Exhibits: ❑Yes ■ No
AGENDA SUBJECT: Discussion regarding a proposed splash pad concept for Slayter
Creek Park Phase II.
SUMMARY: As part of the construction for Slayter Creek Park Phase II is the
construction of a splash pad. The staff has been investigating various vendors through
interviews and site visits to existing splash pad facilities around the North Texas Region.
A presentation is being made to the Anna Park Board on Monday November 26t"
regarding a proposal from one of vendors that the staff considers as the leader in the
investigations to date.
RECOMMENDED ACTION: Discussion only
Item No. 4 WS
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Council Meeting: November 27 2012 Staff Contact: Jessica Perkins
Account Code #: N/A Date Prepared: 11-19-12
Budgeted Amount: N/A Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Presentation/Briefing from Nimbix. (Jessica Perkins)
SUMMARY:
RECOMMENDATION:
i
IiOMETOWN
Council Meeting: November 27 20I2
Account Code #: N/A
AGENDA SUBJECT
SUMMARY:
RECOMMENDATION:
N/A
Call to order.
Item No. I
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
i
Council Meeting: November 27, 2012
Account Code #: N/A
Item No. 2
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Budgeted Amount: N/A Exhibits: ❑Yes
AGENDA SUBJECT, Invocation and Pledge of Allegiance.
SUMMARY:
RECOMMENDATION:
f■iR.7
Y{OUR} HOMETOWN
Council Meeting: November 27, 20
Account Code #: N/A
Budgeted Amount:,
Item No. 3
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA
SUBJECT:
Citizen Comments. Citizens
are allowed 3
minurtes
to
speak. The
Council is
unable to respond to or discuss any
issues that are
brought
up
during this section that are not on the agenda,
factual information in response to a citizen'
response to the inquiry.
SUMMARY:
RECOMMENDATION:
other than to make statements of specific
S in or to recite existing policy in
Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount:
N/A
Item No. 4
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Receive reports from Staff or the City Council about items
of community interest. Items of community interest include: expressions of thanks,
congratulations, or condolence; information regarding holiday schedules; an honorary
or salutary recognition of a public official, public employee, or other citizen (but not
including a change in status of a person's public office or public employment); a
reminder about an upcoming event organized or sponsored by the governing body;
information regarding a social, ceremonial, or community event organized or sponsored
by an entity other than the governing body that was attended or is scheduled to be
attended by a member of the governing body or an official or employee of the
municipality; and announcements involving an imminent threat to the public health and
safety of people in the municipality that has arisen after the posting of the agenda.
SUMMARY:
RECOMMENDATION:
Council Meeting: November 27I 2012
Account Code #: N/.
Budgeted Amount: N/A
Item No. 5
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Presentation of Collin County Parks and Open Space Grant
Award. (Commissioner Jaynes)
SUMMARY:
RECOMMENDATION:
r�
Council Meeting: November 27 2012
Account Code #: N/A
Budgeted Amount: N/A
Item No. 0
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Presentation of Certificate of Appreciation to Collin
County Commissioner Joe Jaynes. (Mayor Crist)
SUMMARY:
RECOMMENDATION:
Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount:
1:1
Item No. 7 ta —c
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Consent Items. These items consist of non -controversial or
'housekeeping" items required by law. Items may be considered individually by any Council
member making such request prior to a motion and vote on the Consent Items.
a. Approve Final Plat for "Oncor Addition". (Maurice Schwanke)
b. Approve a Resolution authorizing execution of a Development
Agreement with Oncor Electric Delivery Company. (Maurice
Schwanke)
c. Approve a Resolution authorizing execution of an Inter -local
Agreement with Collin County for park and open space improvements.
(Maurice Schwanke)
RECOMMENDATION: Staff recommends approval of the consent items.
■ai
Council Meeting: November 27I 2012
Account Code #: N/A
Budgeted Amount: N/A
Item No. 7 jal
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Maurice Schwanke
Date Prepared: 11/13/12
Exhibits: ■Yes ❑ No
AGENDA SUBJECT: Approve a Final Plat "Oncor Addition"
SUMMARY: A final plat has been submitted for a tract of land owned by Oncor for a
future electrical substation. A developer agreement has been prepared for this site to
address landscape requirements. The plans for this addition have been reviewed and
approved. The plat meets the ordinance requirements except for the aforementioned
landscape standards.
PLANNING AND ZONING COMMISSION ACTION: The Planning and Zoning
Commission recommended approval of the final plat unanimously at their meeting May
7520120
RECOMMENDED ACTION: Approval of final plat.
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Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount:
N/A
Item No.
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Maurice Schwanke
Date Prepared: 11/13/12
Exhibits: ■Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding a Resolution approving a
Development Agreement with Oncor Electric Delivery.
SUMMARY: A final plat has been submitted for a tract of land owned by Oncor for a
future electrical substation. A developer agreement has been prepared for this site to
address landscape requirements. Oncor desires to have the site open so that security does
not become an issue. Additionally, where required trees would be planted would be
adjacent to major overhead electrical transmission line. This use is adjacent to a cross
county electrical transmission facility and across County Road 421 from an existing
GCEC electrical substation. The neighbors to the east and south will be buffered by an
existing tree line. This agreement proposes that the landscape that would normally be
placed at this facility be provided at other public facility locations through funds provided
to the City and placed in the "Park Trust Fund" and trees placed at the Cities discretion.
RECOMMENDED ACTION: Approval of the resolution.
DEVELOPMENT AGREEMENT
This Development Agreement (this "Agreement") is entered into between the City
of Anna, Texas (the "City") and Oncor Electric Delivery Company ("Owner"). The term
"Owner" includes all owners of the Property, and each of the owners of the Property are
jointly and severally bound to the obligations of the "Owner" under this Agreement.
WHEREAS, Owner and the City are sometimes collectively referenced in this
Agreement as the "Parties"; and
WHEREAS, it is the Parties mutual intent that this Agreement shall govern only
the subject matter specifically set forth herein and that this Agreement shall supersede
any other agreement between the Parties and the City's ordinances and other
regulations only to the extent that any such agreements, ordinances or regulations
directly conflict with the terms of this Agreement; and
WHEREAS, the Owner owns a parcel or parcels of real property (the "Property")
in Collin County, Texas, which is located entirely within the corporate limits of the City of
Anna and is more particularly and separately or jointly described in the attached
EXHIBIT A; and,
WHEREAS, the Owner plans to construct an electrical substation on the Property
the "Project"); and,
WHEREAS, the Owner represents that the Project cannot meet certain
Landscape Regulations outlined in Part III-E of the Anna City Code of Ordinances and
requests that the City waive said Landscape Regulations;
NOW, THEREFORE, in consideration of the mutual covenants contained herein,
the Parties agree as follows:
Section 1. Recitals Incorporated. The recitals set forth above are incorporated
herein as if set forth in full to further describe the Parties' intent under this Agreement
and said recitals constitute representations by the Owner:
Section 2. Owner's Obligations. In lieu of the Project's compliance with the
Landscape Regulations outlined in Part III-E of the Anna City Code of Ordinances (with
the exception of landscaping shown on the Project site plan attached hereto as Exhibit
B), the Owner shall pay the City the sum of $6,800 (six thousand and eight hundred
dollars) payable to the City's Park Trust.
Section 3. Timing of Payments. The Owner shall make any payments required under
this Agreement within 30 days of the Effective Date.
Section 4. City's Obligations. The City hereby agrees to exempt the Project from
compliance with the Landscape Regulations outlined in Part III-E of the Anna City Code
of Ordinances, with the exception of landscaping shown on the Project site plan
attached hereto as Exhibit B.
Section 6. Effective Date. The effective date of this Agreement is the date that the
last of the Parties' signatures to this Agreement is fully and properly affixed to this
Agreement and acknowledged by a notary public. The City's duties and obligations
hereunder shall not arise unless and until the City Council has duly adopted this
Agreement and the Owner has duly executed same.
Section 7. THE OWNER COVENANTS AND AGREES, JOINTLY AND SEVERALLY,
TO INDEMNIFY, HOLD HARMLESS, AND DEFEND THE CITY AGAINST ANY AND
ALL LEGAL CLAIMS, BY ANY PERSON CLAIMING AN OWNERSHIP INTEREST IN
THE PROPERTY WHO HAS NOT SIGNED THIS AGREEMENT AND WHICH CLAIMS
(1) ARISE IN ANY WAY FROM THE CITY'S RELIANCE ON THIS AGREEMENT, AND
(2) RELATE IN ANY MANNER OR ARISE IN CONNECTION WITH THIS
AGREEMENT.
Section 8. This Agreement may be enforced by the City by any proceeding at law or in
equity. Failure to do so shall not be deemed a waiver to enforce the provisions of this
Agreement thereafter. The Owner's sole remedy for nonperformance by the City shall
be to seek specific performance of the terms of this Agreement. This Agreement does
not waive any rights or immunities otherwise existing under law unless expressly set
forth herein and the Parties understand and agree that this Agreement is not one for the
provision of goods or services to the City by the Owner or any other person.
Section 9. Exclusive jurisdiction, forum and venue for any dispute arising out of this
Agreement shall be in Collin County, Texas.
Section 10. Notwithstanding any other provision of this Agreement, Owner and its
successors or assigns must comply with all applicable statutes or regulations of the
United States and the State of Texas, as well as any City ordinances in effect on the
Effective Date and not in conflict with this Agreement, and any rules implementing such
statutes or regulations.
Section 11. Assignment by Owner.
(a) Except as otherwise provided in this paragraph, Owner has the right (from time to
time upon delivery of two weeks' prior written note to the City) to assign this Agreement,
in whole or in part, and including any obligation, right, title, or interest of Owner under
this Agreement, to any person or entity (an "Assignee") that is or will become an owner
of any portion of the Property or that is an entity that is controlled by or under common
control with Owner. Notwithstanding the foregoing, Owner shall not assign this
Agreement, in whole or in part, to an Assignee if the City, after action by the City
Council (which action shall be considered by the City in good faith based upon financial
and performance criteria, and which action shall not be unreasonably withheld,
conditioned or delayed), notifies Owner within 14 days of receipt of the written notice
required by this Section 10(a) that such Assignee fails to satisfy the City's financial and
performance criteria. If the City provides such notice to Owner then the Parties, within
14 days of such notice, shall mediate the dispute. The mediator shall be mutually
agreed -upon; and the cost of such mediator shall be paid equally by the Parties. The
mediator's determination shall not be binding on the Parties. If a Party refuses to
mediate, then the decision of the Party willing to mediate shall be binding.
2
(b) Each assignment shall be in writing executed by Owner and the Assignee and
shall obligate the Assignee to be bound by this Agreement to the extent this Agreement
applies or relates to the obligations, rights, title, or interests being assigned. From and
after such assignment, the City agrees to look solely to the Assignee for the
performance of all obligations assigned to the Assignee and agrees that Owner shall be
released from subsequently performing the assigned obligations and from any liability
that results from the Assignee's failure to perform the assigned obligations; provided,
however, Owner shall not be released until the City receives an executed copy of such
assignment. No assignment by Owner shall release Owner from any liability that
resulted from an act or omission by Owner that occurred prior to the effective date of the
assignment unless the City approves the release in writing. Owner shall maintain written
records of all assignments made by Owner to Assignees, including a copy of each
executed assignment and the Assignee's Notice information as required by this
Agreement, and, upon written request from any Party or Assignee, shall provide a copy
of such records to the requesting person or entity.
Section 12. This Agreement is for the sole and exclusive benefit of the City and the
Owner and is not intended to and shall not confer any rights or benefits on any third
party not a signatory hereto.
Section 13. This Agreement may be separately executed in individual counterparts
and, upon execution, shall constitute one and same instrument.
Section 14. All notices, demands or other communications required or provided
hereunder shall be in writing and shall be deemed to have been given on the earlier to
occur of actual receipt or three (3) days after the same are deposited in the United
States mail, certified or registered, postage prepaid, return receipt requested,
addressed to the parties at the addresses set forth below or at such other addresses as
such parties may designate by notice to the other parties.
3
SIGNATURES:
(business entity's legal name),
A Texas (business type)
By: (entity's legal name),
a Texas (business type)
By:
(name), its (title)
IN WITNESS WHEREOF:
STATE OF TEXAS §
COUNTY OF §
City of Anna
By:
Pp Sanders, City Manager
r_tr•_rr��>�ir�►�
Anna,
Attn
Telephone:
Facsimile:
With a copy to:
. Powell Parkway
TX 75409
City Manager
(972) 924-3325
(972) 924-2620
Clark McCory
Wolfe, Tidwell & McCoy, LLP
2591 Dallas Parkway, Ste. 205
Frisco, TX 75034
Telephone: (972) 712-3530
Facsimile: (972) 712-3540
Before me, the undersigned notary public, on the day of ,2012,
personally appeared (name), known to me (or proved to me) to be the person whose
name is subscribed to the foregoing instrument and acknowledged to me that he
executed the same in his capacity as (title) of (business entities legal name), a Texas
(business type).
Notary Public, State of Texas
STATE OF TEXAS §
COUNTY OF §
Before me, the undersigned notary public, on the day of ,
2012, personally appeared Philip Sanders, known to me (or proved to me) to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me
that he executed the same in his capacity as City Manager of the City of Anna and on
behalf of the City of Anna.
Notary Public, State of Texas
5
Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount: N/A
,in No. 7 c
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Maurice Schwanke
Date Prepared: 11/13/12
Exhibits: ■Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding a Resolution approving an
Interlocal Agreement with Collin County for park and open space improvements.
SUMMARY: The City has been awarded a grant from Collin County for Land
Acquisition south of County Road 366 and north of the Collin County Outer Loop
adjacent to Slayter Creek. The City was awarded a $24,200 grant. The land will be used
for future trails.
RECOMMENDED ACTION: Approval of the Interlocal Agreement.
CITY OF ANNA, TEXAS
RESOLUTION NO.
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AND AUTHORIZING THE
CITY MANAGER TO EXECUTE AN INTERLOCAL AGREEMENT BETWEEN COLLIN
COUNTY, TEXAS, AND THE CITY OF ANNA, TEXAS
WHEREAS, the Interlocal Cooperation Act (Texas Government Code Chapter 791)
authorizes any local government to contract with one or more local governments to perform
governmental functions and services under the terms of the Act; and
WHEREAS, the City Council of the City of Anna, Texas ("City Council") has approved the
Interlocal Agreement between Collin County and the City of Anna ("Agreement") concerning
the South Slayter Creek Trail Land Acquisition Project; and
WHEREAS, the City Council has determined that the Agreement with Collin County, Texas
the "County") will benefit the residents of both the County and the City of Anna, Texas (the
"City"); and
WHEREAS, the City Council has determined that it is in the best interest of the City and its
citizens to authorize, ratify and approve the City Manager's execution of said Agreement;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ANNA,
TEXAS, THAT:
Section 1.
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2.
The City of Anna City Council hereby approves the Agreement, attached hereto as EXHIBIT
1, incorporated herein for all purposes and authorizes the City Manager to execute same on
its behalf.
PASSED AND APPROVED by the City Council of the City of Anna, Texas, on this 27t" day of
November, 2012.
APPROVED:
ATTEST:
Mike Crist, Mayor City Secretary
PAGE 1 OF 1
CITY OF ANIMA; TEXAS
RESOLUTION NO.
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING A DEVELOPMENT
AGREEMENT BETWEEN THE CITY OF ANNA, TEXAS AND ONCOR ELECTRIC
DELIVERY COMPANY
WHEREAS, the City of Anna, Texas (the "City") and Oncor Electric Delivery Company
desire to enter into a Development Agreement (the "Agreement"); and
WHEREAS, the City Council of the City of Anna, Texas find that approval of the Agreement
is in the best interest of the citizens of Anna;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Agreement
The City Council hereby approves the Development Agreement attached hereto as Exhibit
1, and authorizes, ratifies and approves the City Manager's execution of same subject to
final legal approval by the City Attorney. The City Manager is hereby authorized to execute
all documents and to take all other actions necessary to finalize, act under, and enforce the
Agreement.
PASSED AND APPROVED by the City Council of the City of Anna, Texas on this 27t" day
of November, 2012.
APPROVED:
Mike Crist, Mayor
ATTEST:
Natha Wilkison, City Secretary
CITY OF ANNA, TEXAS RESOLUTION NO._ PAGE 1 OF 1
INTERLOCAL AGREEMENT
BETWEEN
COLLIN COUNTY
AND THE
CITY OF ANNA
WHEREAS, the County of Catlin, Texas ("County"} and the City of Anna ("City")
desire to enter into an Agreement concerning the acquisition of land in the City of Azusa,
Collin County, Texas; and
WHEREAS, the Interhocai CaoperItion Act (Texas Government Code Chapter 791)
authorizes any local government to contract with one or more local governments to
perform governmental functions and services under the terms of the Act; and
WHEREAS, the City and County have determined that the land acquisition may be
performed most economically by implementing this Agreement; and
WHEREAS, the City and the County find that this Agreement will benefit the residents
of the County and provide additional park and recreational facilities and open space for
all County residents; and
WHEREAS, this Agreement will support or advance the mission of the Collin County
Parks and Open Space Strategic Plan;
NOW, THEREFORE, this Agreement is made and entered into by the County and the
City upon and for the mutual consideration stated herein.
WITNESSETH:
ARTICLE I.
The City shall arrange to purchase land along Slayter Creek from County Road
366 southerly to the north line of property owned by Collin County, hereirtafter called the
"Project". The Project shall consist of the acquisition of property identified in Exhibit
«A»
ARTICLE II.
The City shall prepare and execute all documents necessary to purchase land and
in such activities, shall comply with all state statutory requirements. The City shall
supply the County with a copy of the executed documents. Changes to the project which
alter the initial funding request referenced in Exhibit "A" must be reviewed by The Parks
Foundation Advisory Board and approved by Commissioners Court.
ARTICLE III.
The City will not expend fiends to acquire easements of real praperky far use as
right -of way.
ARTICLE IV.
The City estimates the total actual cost of land identified for purchase to be
$24,200.00, The City's match for this project, consisting of donated property is
$379,500. The County agrees to fund the purchase price in an amount not to exceed
$24,200.00 as shown on Exhibit "A". The County shall remit payment to the City for
land purchases after closing. The City shall provide the County a copy of closing
documents indicating the final purchase price and a copy of the deed(s) showing the City
received ownership of such land.
ARTICLE V.
Collin County's parkicipation in this project shall not exceed $24,200.00 as
indicated in Article IV above. The City shall be responsible for any costs, which exceed
the total estimated project cost,
ARTICLE VI.
Upon development of the property, the City shall install a project sign identifying
the project as being partially funded by the Collin County 2007 Parks and Open Space
Band Program, The City shall also provide quarterly progress reports in electronic
format or via US mail to the contact identified on Exhibit "A". Following completion of
the project, the City shall provide an itemized final accounting of expenditures
including the City's match, in -kind services or donations for the project. All projects for
which the County has provided funds through its 2007 Parks and Open Space Bond
Program must remain open and accessible to all County residents.
ARTICLE VII.
The City and County agree that the party paying far the performance of
governmental fitnctions or services shall make those payments only from current revenues
legally available to the paying party.
The City acknowledges that the County's source of fitnding for the property
acquisition is 2007 Parks and Open Space Bonds. The City further acknowledges that
property acquired with these funds must be utilized for Parks and Open Space purposes
and be available foruse by all county citizens.
2
ARTICLE VIII.
INDEMNIFICATION. To the extent allowed by law, each party agrees to release,
defend, indemnify, and hold harmless the other (and its officers, agents, and employees)
from and against all claims or causes of action for injuries (including death), property
damages (including loss of use), and any other losses, demands, suits, judgements and
costs, including reasonable attorneys' fees and expenses, in any way arising out of, related
to, or resulting from its performance under this Agreement, or caused by its negligent acts
or omissions (or those of its respective officers, agents, employees, or any other third
patties for whom it is legally responsible) in connection with performing this Agreement.
ARTICLE IX.
VENUE. The laws of the State of Texas shall govern the interpretation, validity,
performance and enforcement of this Agreement. The parties agree that this Agreement
is performable in Collin County, Texas and that exclusive venue shall lie in Collin
County, Texas,
ARTICLE X.
SEVERABILITY. The provisions of this Agreement are severable. If any
paragraph, section, subdivision, sentence, clause, or phrase of this Agreement is for any
reason held by a court of competent jurisdiction to be contrary to law or contrary to any
rule or regulation having the force and effect of the law, the remaining portions of the
Agreement shall be enforced as if the invalid provision had never been included.
ARTICLE XI.
ENTIRE AGREEMENT. This Agreement embodies the entire Agreement
between the parties and may only be modified in writing executed by both parties.
ARTICLE XII.
SUCCESSORS AND ASSIGNS. This Agreement shall be binding upon the
parties hereto, their successors, heirs, personal representatives and assigns. Neither party
will assign or transfer an interest in this Agreement without the written consent of the
other party.
ARTICLE XIIi,
IMh1CTNITY. It is expressly understood and agreed that, in the execution of this
Agreement, neither party waives, nor shall be deemed hereby to have waived any
immunity or defense that would otherwise be available to it against claims arising in the
exercise of governmental powers and fitnctions. By entering into this Agreement, the
parties do not create any obligations, express or implied, other that those set forth herein,
and this Agreement shall not create any rights in parties not signatories hereto.
3
ARTICLE XIV.
TERM. This Agreement shall be effective upon execution by both patties and
shall continue in effect annually until final acceptance of the Project.
ARTICLE XV.
The declarations, determinations and findings declared, made and found in the preamble
to this Agreement are hereby adopted, restated and made part of the operative provisions
hereof.
APPROVED AS TO FORM: COUNTY OF COLLIN, TEXAS
Name: Name: Keith Self
Title; Title; County Judge
Date: Date:
ATTEST:
Name:
Date:
APPROVED AS TO FORM:
By
Name:
Title;
Date;
Executed on this day of
CITY OF ANNA
Natne:
Title:
Date:
Executed an behalf of the City of
Atuia pursuant to City Council
Resolution No,
0
EXHIBIT "A"
The Cot►ttty will provide funding assistance for the fallowing:
❑ Approximately 2.2 acres of all identified
on Exhibit "B" (Attached)
Total funding
Contact Information
Request for reimbursement submitted to:
Collin County
Special Projects
Teresa Nelson
825 N. McDonald Street, Suite 145
McKinney, Texas 75069
972-548-3744
Submission of electronic photos and quarterly reports;
Teresa Nelson
tnelson avcoltincountyLexas.gov
�a4,zoo.ao
Proieet Manaser Contact: (must be able to answer specific questions regarding project)
Name:
Address:
Phone:
Fax:
Email:
5
�= � Y-.
y _.,
tw=
Council Meeting: November 27 2012
Account Code #: N/A
Budgeted Amount:,
Item No. 8
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Maurice Schwanke
Date Prepared: 11/13/12
Exhibits: ■Yes ❑ No
AGENDA SUBJECT: Public Hearing: (2°d)
City Council will hear public comment regarding a proposed annexation of property
located east of Ferguson Parkway (CR 367) south of West White Street and west of
Slayter Creek containing approximately 83.4 acres.
SUMMARY: This proposed involuntary annexation involves approximately 83.4 Acres
of land. The property contains 10 parcels of property with 9 single family homes. 9 of
the parcels are served by a private road (Slater Creek) while one property faces Ferguson
Parkway. The property is surrounded by the City of Anna. A service plan has been
prepared that indicates that like services will be provided to areas with similar
characteristics (land use, population densities, and topography) as other areas in the City
would normally receive.
RECOMMENDED ACTION: Hold the Public Hearing
INSTRUCTIONS TO NEWSPAPER: Please publish this Public Hearing notice at the next
available date. Please bill the City of Anna.
CITY OF ANNA
SECOND PUBLIC HEARING
ANNEXATION OF TERRITORY
The City of Anna will hold a second public hearing on Tuesday, November 27, 2012, at 7:30
.in. at the Anna City Hall Administration Building located at 111 North Powell Parkway (Hwy
5), Anna, Texas, regarding annexation of the following:
Several tracts of land in the Joseph Slater Schluter Survey, Abstract No. A0856 generally
located south of West White Street, East of Ferguson Parkway and west of Slayter Creels.
The annexation is being initiated by the City of Anna.
Additional information regarding the annexation can be secured from the office of the Planning
and Development Department, City of Anna, by phone at 912-924-3325, by mail at P. O. Box
776, Anna, TX 75409, or by personal inquiry at the Anna City Hall, Planning and Development
Department, 101 N. Powell Parkway, Anna, TX 75409.
These public hearings are an opportunity for citizens of Anna and residents/property owners in
the affected areas to comment on the proposed annexation. Persons unable to attend the hearings
may submit their comments in writing to the City Secretary, P. O. Box 776, Anna, TX 75409 or
through personal deliver at the Anna City Hall Administration Building, 111 N. Powell Parkway,
Anna, TX 75409.
Mike Crist
Mayor
EXHIBIT B
ANNEXATION SERVICE PLAN
POLICE PROTECTION
On the effective date of annexation, the City of Anna, Texas and its Police Department
will provide police protection to the newly annexed area at the same or similar level of
service now being provided to other areas of the City of Anna, Texas with similar
topography, land use, and population density within the newly annexed area.
FIRE PROTECTION
On the effective date of annexation, the City of Anna, Texas and its Fire Department will
provide fire protection to the newly annexed area at the same or similar level of service
now being provided to other areas of the City of Anna, Texas with similar topography,
land use, and population density within the newly annexed area.
EMERGENCY MEDICAL SERVICES
On the effective date of annexation, the City of Anna, Texas, through its contract with
Collin County or another service provider, will provide emergency medical services to
the newly annexed area at the same or similar level of service now being provided to
other areas of the City of Anna, Texas with similar topography, land use, and population
density within the newly annexed area.
SOLID WASTE COLLECTION
On the effective date of annexation, the City of Anna, Texas, through its contract with
Bradshaw and Son or another service provider, will provide solid waste collection to
residents and businesses in the newly annexed area (to the extent that the service
provider has access to the area to be serviced) at the same or similar level of service
now being provided to other areas of the City of Anna, Texas with similar topography,
land use, and population density within the newly annexed area. Such service will be
provided in accordance with existing City policies and Ordinances, and only upon
payment of any required deposits and the agreement to pay lawful service fees and
charges for solid waste collection.
Residents and businesses of the newly annexed area that have existing contracts with
solid waste service providers have two years from the date of annexation or until the
termination date of the existing contract, whichever is sooner, to begin solid waste
Page 1 of 4
collection service through the City. Solid waste collection is mandatory for City of Anna
residents and businesses operating within the city limits.
WATER AND WASTEWATER FACILITIES
On the effective date of annexation, any and all water or waste water faces owned by
the City of Anna, Texas at the time of annexation shall be maintained and operated by
the City of Anna, Texas. Of such facilities, the City will maintain the main water
transmission and wastewater collection lines. All water and wastewater service lines
(up to and including the service line connection with the City's main line, shall be
maintained by the property owner served by the service connection.
Residents and owners of property in newly annexed areas that are located within the
City's water or wastewater CCN will be offered water and wastewater service in
accordance with City policies and ordinances in existence at the time of annexation or
as may be amended from time4o4ime by the City Council. Generally, these ordinances
state that the land owner or customer must bear the cost of construction of water and
wastewater system facilities to a point where suitable connection to the existing system
can be made and service to the customer can be provided. All water and wastewater
facilities designed to connect to the City's existing system must be approved by the City
and meet all City zoning, subdivision, and other development ordinances and
requirements.
On the effective date of annexation, any and all existing public roads or streets in the
newly annexed area which have been dedicated to Collin County, Texas or to the City
of Anna, Texas, or which are owned by the City of Anna, Texas shall be maintained to
the same degree and extent that other roads and streets are maintained in areas of the
City with similar topography land use and population density. Specific maintenance
activities are determined by available funding and the need for maintenance as
determined by the City. The City is not obligated to maintain any portion of a private
road or street. Any and all lighting of roads and streets which may be positioned in a
public right of way, roadway or utility company easement shall be maintained by the
applicable utility company servicing that area of the City of Anna, Texas pursuant to the
rules regulations and fees of such utility.
An owner of land within the newly annexed area that desires to develop said property
will be required pursuant to the ordinances of the City of Anna, Texas to provide internal
and peripheral streets and to construct those streets in accordance with the
specifications required by the City of Anna, Texas.
Page 2 of 4
PARKS PLAYGROUNDS AND SWIMMING POOLS OR ANY
OTHER PUBLICLY OWNED FACILITY BUILDING OR SERVICE
The City Council of the City of Anna, Texas is not aware of the existence of any public
parks, public playgrounds, public swimming pools, or any other publicly owned facility,
building or service now located in the area proposed for annexation. In the event any
such parks, playgrounds, swimming pools, or any other public facilities, buildings or
services do exist and are public facilities, the City of Anna, Texas will maintain such
areas upon annexation to the same extent and degree that it maintains public parks,
public playgrounds, public swimming pools, other public facilities buildings or services
and other similar areas of the City now incorporated in the City of Anna, Texas.
To the extent that it becomes necessary because of development demands population
growth or a bona fide need, the City Council of the City of Anna, Texas will undertake to
provide any such facility which it deems necessary to adequately provide for the health
and safety of the citizens of the newly incorporated area based upon the standard
considerations of topography, land use and population density.
OTHER MUNICIPAL SERVICES
Following annexation by the City of Anna, Texas, the City will provide code
enforcement, planning, and animal control services to the newly annexed area, to the
extent such services are funded in the annual budget and provided by the City within its
full -purpose boundaries. Such services will be provided to the newly annexed area at
the same or similar level of service now being provided to other areas of the City of
Anna, Texas with similar topography, land use, and population density within the newly
annexed area.
CONSTRUCTION OF CAPITAL IMPROVEMENTS
The City Council of the City of Anna, Texas finds and determines it to be unnecessary
to acquire or construct specific capital improvements for the purposes of providing full
municipal services to the newly annexed area. The City Council finds and determines
that it has at the present time adequate facilities to provide the same type, kind and
level of service which exists in and is presently being administered to other areas
already incorporated in the City of Anna, Texas with the same or similar topography,
land use and population density.
SPECIFIC FINDINGS
The City Council of the City of Anna, Texas finds and determines that this proposed
Service Plan will not provide any fewer services and it will not provide a lower level of
service in the area proposed to be annexed than were in existence in the proposed area
at the time immediately preceding the annexation process. Furthermore the City
Council of the City of Anna, Texas finds and determines that the rural nature of the area
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is characteristically different from other more highly developed areas within the
corporate limits of the City of Anna, Texas. Consequently because of the differing
characteristics of topography, land use, and population density the service levels which
may ultimately be provided in the newly annexed area may differ somewhat from
services provided in other areas of the City of Anna, Texas. These differences are
specifically dictated because of differing characteristics of the property. The City of
Anna, Texas will undertake to perform consistent with this contract so as to provide this
newly annexed area with the same type, kind and quality of service presently enjoyed
by the citizens of the City of Anna, Texas who reside in areas of similar topography,
land use and population density.
TERM
This Service Plan shall be valid for a term of ten (10) years. Renewal of the
Service Plan shall be at the discretion of the City Council.
AMENDMENTS
This Service Plan may be amended if the City Council determines at a public
hearing that changed conditions or subsequent occurrences make this Service
Plan unworkable or obsolete. The City Council may amend the Service Plan to
conform to the changed conditions or subsequent occurrences pursuant to Texas
Local Government Code, Section 43,056,
Page 4 of 4
Council Meeting: November 27 2012
Account Code #: N/A
Budgeted Amount: N/A
Item No. 9
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Clanton Fulton
Date Prepared: 11/19/12
Exhibits: Q Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding adoption of an ordinance
authorizing the issuance and sale of City of Anna, Texas, Combination Tax and Revenue
Certificates of Obligation, Series 2012; levying an annual ad valorem tax and providing
for the security for and payment of said certificates; approving the official statement;
providing an effective date; and enacting other provisions relating to the subject
SUMMARY: In the Council workshop session held on September 25t", our engineer
discussed the need for upgrades to our water distribution system, upgrades to our waste
water treatment plant, and construction of a sewer relief line. The original estimate,
including financing costs, was $4.5 million.
The attached ordinance authorizes the issuance of combination tax and revenue
certificates of obligation to fund the necessary projects. On November 27 the debt will
be competitively bid on the open market. Our Financial Advisors, First Southwest will
present the result of the competitive bid at the council meeting.
Our bond counsel, Rudy Segura of McCall, Parkhurst &Horton L.L.P. will also be in
attendance to answer any legal questions.
The official statement used to inform potential investors of the City of Anna and our
financial position is also attached and will be approved by this ordinance.
RECOMMENDATION: Staff recommends that the Council approve the resolution.
ORDINANCE NO.
AUTHORIZING THE ISSUANCE AND SALE OF CITY OF ANNA, TEXAS, COMBINATION TAX
AND REVENUE CERTIFICATES OF OBLIGATION, SERIES 2012, LEVYING AN ANNUAL AD
VALOREM TAX AND PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID
CERTIFICATES; APPROVING THE OFFICIAL STATEMENT; PROVIDING AN EFFECTIVE
DATE; AND ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT
THE STATE OF TEXAS §
COUNTY OF COLLIN §
CITY OF ANNA §
WHEREAS, the City Council of the City of Anna, Texas, deems it advisable to issue Certificates of
Obligation in the amount of $ for the purposes hereinafter set forth; and
WHEREAS, the Certificates of Obligation hereinafter authorized and designated are to be issued and
delivered for cash pursuant to Subchapter C of Chapter 271, Local Government Code and Subchapter B,
Chapter 1502, Government Code; and
WHEREAS, the City Council has heretofore passed a resolution authorizing and directing the City
Secretary to give notice of intention to issue Certificates of Obligation, and said notice has been duly
published in a newspaper of general circulation in said City, said newspaper being a "newspaper" as defined
in §2051.044, Texas Government Code; and
WHEREAS, the City received no petition from the qualified electors of the City protesting the
issuance of such Certificates of Obligation; and
WHEREAS, it is officially found, determined, AA 1 A ethat the meeting at which this Ordinance
has been adopted was open to the public and public notice of the tune, place and subject matter of the public
business to be considered and acted upon at said meeting, including this Ordinance, was given, all as required
by the applicable provisions of Tex. Gov't Code Ann. ch. 551; Now, Therefore
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF ANNA, TEXAS:
Section 1. RECITALS, AMOUNT AND PURPOSE OF THE CERTIFICATES. The recitals set
forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth
in this Section. The certificates of the City of Anna, Texas (the "Issuer") are hereby authorized to be issued
and delivered in the aggregate principal amount of $ for paying all or a portion of the Issuer's
contractual obligations to be incurred in connection with: (i) acquiring, constructing, installing and equipping
additions, extensions and improvements to the Issuer's waterworks and sewer system; and (ii) legal, fiscal and
engineering fees in connection with such projects (collectively, the "Projects").
Section 2. DESIGNATION, DATE, DENOMINATIONS, NUMBERS, AND MATURITIES AND
INTEREST RATES OF CERTIFICATES. Each certificate issued pursuant to this Ordinance shall be
designated: "CITY OF ANNA, TEXAS, COMBINATION TAX AND REVENUE CERTIFICATE OF
OBLIGATION, SERIES 2012," and initially there shall be issued, sold, and delivered hereunder one fully
registered certificate, without interest coupons, dated December 1, 2012, in the principal amount stated above
and in the denominations hereinafter stated, numbered T-1, with certificates issued in replacement thereof
being in the denominations and principal amounts hereinafter stated and numbered consecutively from R-1
upward, payable to the respective Registered Owners thereof (with the initial certificate being made payable
to the initial purchaser as described in Section 10 hereof), or to the registered assignee or assignees of said
certificates or any portion or portions thereof (in each case, the "Registered Owner"), and said certificates
shall mature and be payable serially on February 15 in each of the years and in the principal amounts,
respectively, and shall bear interest from the dates set forth in the FORM OF CERTIFICATE set forth in
Section 4 of this Ordinance to their respective dates of maturity or redemption prior to maturity at the rates
per annum, as set forth in the following schedule:
Principal Interest
Years Amounts Rates
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
Principal
Years Amounts
2025 $
2026
2027
2028
2029
2030
2031
2032
2033
Interest
Rates
The term "Certificates" as used in this Ordinance shall mean and include collectively the certificates initially
issued and delivered pursuant to this Ordinance and all substitute certificates exchanged therefor, as well as
all other substitute certificates and replacement certificates issued pursuant hereto, and the term "Certificate"
shall mean any of the Certificates.
Section 3. CHARACTERISTICS OF THE CERTIFICATES.
(a) Registration, Transfer, Conversion and Exchan�;e; Authentication. The Issuer shall keep or cause
to be kept at the principal corporate trust office of Regions Bank, Dallas, Texas, (the "Paying
Agent/Registrar"), books or records for the registration of the transfer, conversion and exchange of the
Certificates (the "Registration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its
registrar and transfer agent to keep such books or records and make such registrations of transfers,
conversions and exchanges under such reasonable regulations as the Issuer and Paying Agent/Registrar may
prescribe; and the Paying Agent/Registrar shall make such registrations, transfers, conversions and exchanges
as herein provided. The Paying Agent/Registrar shall obtain and record in the Registration Books the address
of the registered owner of each Certificate to which payments with respect to the Certificates shall be mailed,
as herein provided; but it shall be the duty of each registered owner to notify the Paying Agent/Registrar in
writing of the address to which payments shall be mailed, and such interest payments shall not be mailed
unless such notice has been given. The Issuer shall have the right to inspect the Registration Books during
regular business hours of the Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep
the Registration Books confidential and, unless otherwise required by law, shall not permit their inspection
by any other entity. The Issuer shall pay the Paying Agent/Registrar's standard or customary fees and charges
for making such registration, transfer, conversion, exchange and delivery of a substitute Certificate or
Certificates. Registration of assignments, transfers, conversions and exchanges of Certificates shall be made
in the manner provided and with the effect stated in the FORM OF CERTIFICATE set forth in this
Ordinance. Each substitute Certificate shall bear a letter and/or number to distinguish it from each other
Certificate.
Except as provided in Section 3(c) of this Ordinance, an authorized representative of the Paying
Agent/Registrar shall, before the delivery of any such Certificate, date and manually sign said Certificate, and
no such Certificate shall be deemed to be issued or outstanding unless such Certificate is so executed. The
Paying Agent/Registrar promptly shall cancel all paid Certificates and Certificates surrendered for conversion
and exchange. No additional ordinances, orders, or resolutions need be passed or adopted by the governing
body of the Issuer or any other body or person so as to accomplish the foregoing conversion and exchange
of any Certificate or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution,
and delivery of the substitute Certificates in the manner prescribed herein, and said Certificates shall be
printed or typed on paper of customary weight and strength. Pursuant to Chapter 1201, Government Code,
as amended, the duty of conversion and exchange of Certificates as aforesaid is hereby imposed upon the
Paying Agent/Registrar, and, upon the execution of said Certificate, the converted and exchanged Certificate
shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Certificates
that initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General and
registered by the Comptroller of Public Accounts.
(b) Payment of Certificates and Interest. The Issuer• hereby further• appoints the Paying
Agent/Registrar to act as the paying agent for paying the principal of and interest on the Certificates, all as
provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by
the Issuer and the Paying Agent/Registrar with respect to the Certificates, and of all conversions and
exchanges of Certificates, and all replacements of Certificates, as provided in this Ordinance. However, in
the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new
record date for such interest payment (a "Special Record Date") will be established by the Paying
Agent/Registrar, if and when finds for the payment of such interest have been received from the Issuer.
Notice of the past due interest shall be sent at least five (5) business days prior to the Special Record Date
by United States mail, first-class postage prepaid, to the address of each registered owner appearing on the
Registration Books at the close of business on the last business day next preceding the date of mailing of such
notice.
(c) In General. The Certificates (i) shall be issued in fully registered form, without interest coupons,
with the principal of and interest on such Certcates to be payable only to the registered owners thereof, (ii)
may be redeemed prior to their scheduled maturities (notice of which shall be given to the Paying
Agent/Registrar by the Issuer at least 50 days prior to any such redemption date), (iii) may be converted and
exchanged for other Certificates, (iv) may be transferred and assigned, (v) shall have the characteristics, (vi)
shall be signed, sealed, executed and authenticated, (vii) the principal of and interest on the Certificates shall
be payable, and (viii) shall be administered and the Paying Agent/Registrar and the Issuer shall have certain
duties and responsibilities with respect to the Certificates, all as provided, and in the manner and to the effect
as required or indicated, in the FORM OF CERTIFICATE set forth in this Ordinance. The Certificate
initially issued and delivered pursuant to this Ordinance is not required to be, and shall not be, authenticated
by the Paying Agent/Registrar, but on each substitute Certificate issued in conversion of and exchange for
any Certificate or Certificates issued under this Ordinance the Paying Agent/Registrar shall execute the
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the form set forth in the FORM
OF CERTIFICATE.
(d) Pa�Agent/Registrar for the Cer•tifictes. The Issuer covenants with the registered owners of
the Certificates that at all times while the Certificates are outstanding the Issuer will provide a competent and
legally qualified bank, trust company, financial institution, or other entity to act as and perform the services
APaying Agent/Registrar for the Certificates under this Ordinance, and that the Paying Agent/Registrar will
be one entity. The Issuer reserves the right to, and may, at its option, change the Paying Agent/Registrar upon
not less than 120 days written notice to the Paying Agent/Registrar, to be effective not later than 60 days prior
to the next principal or interest payment date after such notice. In the event that the entity at any time acting
3
as Paying Agent/Registrar (or its successor by merger, acquisition, or other method) should resign or
otherwise cease to act as such, the Issuer covenants that promptly it will appoint a competent and legally
qualified bank, trust company, financial institution, or other agency to act as Paying Agent/Registrar under
this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar
promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinent
books and records relating to the Certificates, to the new Paying Agent/Registrar designated and appointed
by the Issuer. Upon any change in the Paying Agent/Registrar, the Issuer promptly will cause a written notice
thereof to be sent by the new Paying Agent/Registrar to each Registered Owner of the Certificates, by United
States mail, first-class postage prepaid, which notice also shall give the address of the new Paying
Agent/Registrar. By accepting the position and performing as such, each Paying Agent/Registrar shall be
deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be
delivered to each Paying Agent/Registrar.
(e) Authentication. Except as provided below, no Certificate shall be valid or obligatory for any
purpose or be entitled to any security or benefit of this Ordinance unless and until there appears thereon the
Certificate of Paying Agent/Registrar substantially in the form provided in this Ordinance, duly authenticated
by manual execution of the Paying Agent/Registrar. It shall not be required that the same authorized
representative of the Paying Agent/Registrar sign the Certificate of Paying Agent/Registrar on all of the
Certificates. In lieu of the executed Certificate of Paying Agent/Registrar described above, the Initial
Certificate delivered on the closing date shall have attached thereto the Comptroller's Registration Certificate
substantially in the form provided in this Ordinance, manually executed by the Comptroller of Public
Accounts of the State of Texas or by his duly authorized agent, which certificate shall be evidence that the
Initial Certificate has been duly approved by the Attorney General of the State of Texas and that it is a valid
and binding obligation of the Issuer, and has been registered by the Comptroller.
(f) Book -Entry Only System. The Certificates issued in exchange for the Certificate initially issued
to the initial purchaser specified herein shall be initially issued in the form of a separate single fully registered
Certificate for each of the maturities thereof. Upon initial issuance, the ownership of each such Certificate
shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company, New York,
New York ("DTC"), and except as provided in subsection (f) hereof, all of the outstanding Certificates shall
be registered in the name of Cede & Co., as nominee of DTC.
With respect to Certificates registered in the name of Cede & Co., as nominee of DTC, the Issuer and
the Paying Agent/Registrar shall have no responsibility or obligation to any securities brokers and dealers,
banks, trust companies, clearing corporations and certain other organizations on whose behalf DTC was
created ("DTC Participant") to hold securities to facilitate the clearance and settlement of securities
transactions among DTC Participants or to any person on behalf of whom such a DTC Participant holds an
interest in the Certificates. Without limiting the immediately preceding sentence, the Issuer and the Paying
Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of
DTC, Cede & Co. or any DTC Participant with respect to any ownership interest in the Certificates, (ii) the
delivery to any DTC Participant or any other person, other than a Registered Owner of Certificates, as shown
on the Registration Books, of any notice with respect to the Certificates, or (iii) the payment to any DTC
Participant or any other person, other than a Registered Owner of Certificates, as shown in the Registration
Books of any amount with respect to principal of or interest on the Certificates. Notwithstanding any other
provision of this Ordinance to the contrary, the Issuer and the Paying Agent/Registrar shall be entitled to treat
and consider the person in whose name each Certificate is registered in the Registration Books as the absolute
owner of such Certificate for the purpose of payment of principal and interest with respect to such Certificate,
for the purpose of registering transfers with respect to such Certificate, and for all other purposes whatsoever.
The Paying Agent/Registrar shall pay all principal of and interest on the Certificates only to or upon the order
of the Registered Owners, as shown in the Registration Books as provided in this Ordinance, or their
respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully
satisfy and discharge the Issuer's obligations with respect to payment of principal of and interest on the
Certificates to the extent of the sum or sums so paid. No person other than a Registered Owner, as shown
in the Registration Books, shall receive a Certificate evidencing the obligation of the Issuer to make payments
of principal and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar
of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co.,
and subject to the provisions in this Ordinance with respect to interest checks being mailed to the Registered
Owner at the close of business on the Record date, the words "Cede & Co." in this Ordinance shall refer to
such new nominee of DTC.
The previous execution and delivery of the Blanket Letter of Representations with respect to
obligations of the Issuer is hereby ratified and confirmed, and the provisions thereof shall be fully applicable
to the Certificates.
(g) Successor Securities Depository; Transfers Outside Book-Enh•��ystem. In the event that
the Issuer determines that DTC is incapable of discharging its responsibilities described herein and in the
representations letter of the Issuer to DTC or that it is in the best interest of the beneficial owners of the
Certificates that they be able to obtain certificated Certificates, the Issuer shall (i) appoint a successor
securities depository, qualified to act as such under Section 17A of the Securities and Exchange Act of 1934,
as amended, notify DTC and DTC Participants ofthe appointment of such successor securities depository and
transfer one or more separate Certificates to such successor securities depository or (ii) notify DTC and DTC
Participants of the availability through DTC of Certificates and transfer one or more separate certificated
Certificates to DTC Participants having Certificates credited to their DTC accounts. In such event, the
Certificates shall no longer be restricted to being registered in the Registration Books in the name of Cede
& Co., as nominee of DTC, but may be registered in the name of the successor securities depository, or its
nominee, or in whatever name or names Registered Owners transferring or exchanging Certificates shall
designate, in accordance with the provisions of this Ordinance.
(h) Payments to CedeNotwithstanding any other provision ofthis Ordinance to the contrary,
so long as any Certificate is registered in the name of Cede & Co., as nominee of DTC, all payments with
respect to principal of and interest on such Certificate and all notices with respect to such Certificate shall be
made and given, respectively, in the manner provided in the representations letter of the Issuer to DTC.
(i) Cancellation of Initial Certificate. On the closing date, one initial Certificate representing the
entire principal amount of the Certificates, payable in stated installments to the purchaser designated in
Section 10 or its designee, executed by manual or facsimile signature of the Mayor and City Secretary of the
Issuer, approved by the Attorney General of Texas, and registered and manually signed by the Comptroller
of Public Accounts of the State of Texas, will be delivered to such purchaser or its designee. Upon payment
for the initial Certificate, the Paying Agent/Registrar shall cancel the initial Certificate and deliver to the
Depository Trust Company on behalf of such purchaser one registered definitive Certificate for each year of
maturity of the Certificates, in the aggregate principal amount of all of the Certificates for such maturity.
Section 4. FORM OF CERTIFICATES. The form of the Certificates, including the form of Paying
Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate
of the Comptroller of Public Accounts of the State of Texas to be attached to the Certificates initially issued
and delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such
appropriate variations, omissions or insertions as are permitted or required by this Ordinance.
(a) Form of Certificate.
UNITED STATES OF AMERICA PRINCIPAL
STATE OF TEXAS AMOUNT
CITY OF ANNATEXAS
,
COMBINATION TAX AND REVENUE CERTIFICATE OF OBLIGATION
SERIES 2012
Interest Rate Delivery Date Maturity Date CUSIP No.
December _, 2012 February 15,
REGISTERED OWNER:
PRINCIPAL AMOUNT:
DOLLARS
ON THE MATURITY DATE specified above, the City of Anna, in Collin County, Texas (the
"Issuer"), being a political subdivision and municipal corporation of the State of Texas, hereby promises to
pay to the Registered Owner specified above, or registered assigns (hereinafter called the "Registered
Owner"), on the Maturity Date specified above, the Principal Amount specified above. The Issuer promises
to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day year of twelve 30-
day months) from the Delivery Date specified above at the Interest Rate per annum specified above. Interest
is payable on February 15, 2014, and semiannually on each August 15 and February 15 thereafter to the
Maturity Date specified above, or the date of redemption prior to maturity; except, if this Certificate is
required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter
defined), such Principal Amount shall bear interest from the interest payment date next preceding the date
of authentication, unless such date of authentication is after any Record Date but on or before the next
following interest payment date, in which case such principal amount shall bear interest from such next
following interest payment date; provided, however, that if on the date of authentication hereof the interest
on the Certificate or Certificates, if any, for which this Certificate is being exchanged is due but has not been
paid, then this Certificate shall bear interest from the date to which such interest has been paid in full.
THE PRINCIPAL OF AND INTEREST ON this Certificate are payable in lawful money of the
United States of America, without exchange or collection charges. The principal of this Certificate shall be
paid to the registered owner hereof upon presentation and surrender of this Certificate at maturity, or upon
the date fixed for its redemption prior to maturity, at the principal corporate trust office of Regions Bank,
Dallas, Texas, which is the "Paying Agent/Registrar" for this Certificate. The payment of interest on this
Certificate shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest
payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar
on, and payable solely from, fiends of the Issuer required by the ordinance authorizing the issuance of this
Certificate (the "Certificate Ordinance") to be on deposit with the Paying Agent/Registrar for such purpose
as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States
mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its
address as it appeared on the last business day of the month preceding each such date (the "Record Date")
on the Registration Books kept by the Paying Agent/Registrar, as hereinafter described. In addition, interest
may be paid by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk
and expense of, the registered owner. In the event of a non-payment of interest on a scheduled payment date,
and for 30 days thereafter, a new record date for such interest payment (a "Special Record Date") will be
established by the Paying Agent/Registrar, if and when finds for the payment of such interest have been
received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of the past
due interest (which shall be 15 days after the Special Record Date) shall be sent at least five business days
prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each
owner of a Certificate appearing on the Registration Books at the close of business on the last business day
next preceding the date of mailing of such notice.
ANY ACCRUED INTEREST due at maturity or upon the redemption of this Certificate prior to
maturity as provided herein shall be paid to the registered owner upon presentation and surrender of this
Certificate for redemption and payment at the principal corporate trust office of the Paying Agent/Registrar.
The Issuer covenants with the registered owner of this Certificate that on or before each principal payment
date, interest payment date, and accrued interest payment date for this Certificate it will make available to the
Paying Agent/Registrar, from the "Interest and Sinking Fund" created by the Certificate Ordinance, the
amounts required to provide for the payment, in immediately available finds, of all principal of and interest
on the Certificates, when due.
IF THE DATE for the payment of the principal of or interest on this Certificate shall be a Saturday,
Sunday, a legal holiday or a day on which banking institutions in the city where the principal corporate trust
office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date
for such payment shall be the next succeeding day that is not such a Saturday, Sunday, legal holiday or day
on which banking institutions are authorized to close; and payment on such date shall have the same force
and effect as if made on the original date payment was due.
THIS CERTIFICATE is one of a series of Certificates dated December 1, 2012, authorized in
accordance with the Constitution and laws of the State of Texas in the principal amount of $ for
paying all or a portion of the Issuer's contractual obligations to be incurred in connection with: (i) acquiring,
constructing, installing and equipping additions, extensions and improvements to the Issuer's waterworks and
sewer system; and (ii) legal, fiscal and engineering fees in connection with such projects.
ON FEBRUARY 15, 20 , or any date thereafter, the certificates of this series may be redeemed
prior to their scheduled maturities, at the option of the Issuer, with funds derived from any available and
lawful source, as a whole, or in part, and, if in part, the particular Certificates, or portions thereof, to be
redeemed shall be selected and designated by the Issuer (provided that a portion of a Certificate may be
redeemed only in an integral multiple of $5,000), at a redemption price equal to the principal amount to be
redeemed plus accrued interest to the date fixed for redemption.
AT LEAST 30 days prior to the date fixed for any redemption of Certificates or portions thereof prior
to maturity a written notice of such redemption shall be sent by the Paying Agent/Registrar by United States
mail, first-class postage prepaid, at least 30 days prior to the date fixed for any such redemption, to the
registered owner of each Certificate to be redeemed at its address as it appeared on the 45th day prior to such
redemption date; provided, however, that the failure of the registered owner to receive such notice, or any
defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the
proceedings for the redemption of any Certificate. By the date fixed for any such redemption due provision
shall be made with the Paying Agent/Registrar for the payment of the required redemption price for the
Certificates or portions thereof that are to be so redeemed. If such written notice of redemption is sent and
if due provision for such payment is made, all as provided above, the Certificates or portions thereof that are
to be so redeemed thereby automatically shall be treated as redeemed prior to their scheduled maturities, and
they shall not bear interest after the date fixed for redemption, and they shall not be regarded as being
outstanding except for the right of the registered owner to receive the redemption price from the Paying
Agent/Registrar out of the funds provided for such payment. If a portion of any Certificate shall be redeemed,
7
a substitute Certificate or Certificates having the same maturity date, bearing interest at the same rate, m any
denomination or denominations in any integral multiple of $5,000, at the written request of the registered
owner, and in aggregate principal amount equal to the unredeemed portion thereof, will be issued to the
registered owner upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided in
the Certificate Ordinance.
IF AT THE TIME OF MAILING of notice of optional redemption there shall not have either been
deposited with the Paying Agent/Registrar or legally authorized escrow agent immediately available funds
sufficient to redeem all the Certificates called for redemption, such notice may state that it is conditional, and
is subject to the deposit of the redemption moneys with the Paying Agent/Registrar or legally authorized
escrow agent at or prior to the redemption date, and such notice shall be of no effect unless such moneys are
so deposited on or prior to the redemption date. If such redemption is not effectuated, the Paying
Agent/Registrar shall, within five days thereafter, give notice in the manner in which the notice of redemption
was given that such moneys were not so received and shall rescind the redemption.
ALL CERTIFICATES OF THIS SERIES are issuable solely as fully registered certificates, without
interest coupons, in the denomination of any integral multiple of $5,000. As provided in the Certificate
Ordinance, this Certificate may, at the request of the registered owner or the assignee or assignees hereof, be
assigned, transferred, converted into and exchanged for a like aggregate principal amount of fully registered
certificates, without interest coupons, payable to the appropriate registered owner, assignee or assignees, as
the case may be, having the same denomination or denominations in any integral multiple of $5,000 as
requested in writing by the appropriate registered owner, assignee or assignees, as the case may be, upon
surrender of this Certificate to the Paying Agent/Registrar for cancellation, all in accordance with the form
and procedures set forth in the Certificate Ordinance. Among other requirements for such assignment and
transfer, this Certificate must be presented and surrendered to the Paying Agent/Registrar, together with
proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying
Agent/Registrar, evidencing assignment of this Certificate or any portion or portions hereof in any integral
multiple of $5,000 to the assignee or assignees in whose name or names this Certificate or any such portion
or portions hereof is or are to be registered. The form of Assignment printed or endorsed on this Certificate
may be executed by the registered owner to evidence the assignment hereof, but such method is not exclusive,
and other instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the
assignment of this Certificate or any portion or portions hereof from time to time by the registered owner.
The Paying Agent/Registrar's reasonable standard or customary fees and charges for assigning, transferring,
converting and exchanging any Certificate or portion thereof will be paid by the Issuer. In any circumstance,
any taxes or governmental charges required to be paid with respect thereto shall be paid by the one requesting
such assignment, transfer, conversion or exchange, as a condition precedent to the exercise of such privilege.
The Paying Agent/Registrar shall not be required to make any such transfer, conversion, or exchange (i)
during the period commencing with the close of business on any Record Date and ending with the opening
of business on the next following principal or interest payment date, or (ii) within 30 days prior to a
redemption date.
IN THE EVENT any Paying Agent/Registrar for the Certificates is changed by the Issuer, resigns,
or otherwise ceases to act as such, the Issuer has covenanted in the Certificate Ordinance that it promptly will
appoint a competent and legally qualified substitute therefor, and cause written notice thereof to be mailed
to the registered owners of the Certificates.
IT IS HEREBY certified, recited and covenanted that this Certificate has been duly and validly
authorized, issued and delivered; that all acts, conditions and things required or proper to be performed, exist
and be done precedent to or in the authorization, issuance and delivery of this Certificate have been
performed, existed and been done in accordance with law; that annual ad valorem taxes sufficient to provide
E3
for the payment of the interest on and principal of this Certificate, as such interest comes due and such
principal matures, have been levied and ordered to be levied against all taxable property in said Issuer, and
have been pledged for such payment, within the limit prescribed by law, and that this Certificate is
additionally secured by and payable from a pledge of the surplus revenues of the Issuer's waterworks and
sewer system remaining after payment of all operation and maintenance expenses thereof, and all debt service,
reserve, and other requirements in connection with all of the Issuer's revenue bonds or other obligations (now
or hereafter outstanding) which are payable from all or any part of the net revenues of the Issuer's waterworks
and sewer system, all as provided in the Certificate Ordinance,
THE ISSUER HAS RESERVED THE RIGHT to amend the Certificate Ordinance as provided
therein, and under some (but not all) circumstances amendments thereto must be approved by the registered
owners of a majority in aggregate principal amount of the outstanding Certificates.
BY BECOMING the registered owner ofthis Certificate, the registered owner thereby acknowledges
all of the terms and provisions of the Certificate Ordinance, agrees to be bound by such terms and provisions,
acknowledges that the Certificate Ordinance is duly recorded and available for inspection in the official
minutes and records of the governing body of the Issuer, and agrees that the terms and provisions of this
Certificate and the Certificate Ordinance constitute a contract between each registered owner hereof and the
Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Certificate to be signed with the manual or
facsimile signature of the Mayor of the Issuer (or in the Mayor's absence, by the Major Pro Tem) and
countersigned with the manual or facsimile signature of the City Secretary of said Issuer, and has caused the
official seal of the Issuer to be duly impressed, or placed in facsimile, on this Certificate.
(signature) (signature)
City Secretary Mayor
(SEAL)
(b) Form of PavinAgent/Registrar's Authentication Certificate.
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed if this Certificate is not accompanied by an executed Registration
Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that this Certificate has been issued under the provisions of the Certificate
Ordinance described in the text ofthis Certificate; and that this Certificate has been issued in conversion or
replacement of, or in exchange for, a certificate, certificates, or a portion of a certificate or certificates of a
series that originally was approved by the Attorney General of the State of Texas and registered by the
Comptroller of Public Accounts of the State of Texas.
Dated:
Regions Bank
Dallas, Texas
Paying Agent/Registrar
By:
Authorized Representative
E
(c) Form of Assignment.
ASSIGNMENT
(Please print or type clearly)
For value received, the undersigned hereby sells, assigns and transfers
unto:
Transferee's Social Security or Taxpayer Identification Number:
Transferee's name and address, including zip code:
the within Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints
attorney, to register the transfer of
the within Certificate on the books kept for registration thereof, with full power of substitution in the
premises.
Dated:
Signature Guaranteed:
NOTICE: Signatures) must be guaranteed by an
eligible guarantor institution participating in a
securities transfer association recognized signature
guarantee program.
NOTICE: The signature above must correspond with
the name of the registered owner as it appears upon
the front of this Certificate in every particular,
without alteration or enlargement or any change
whatsoever.
(d) Form of Re�,ishation Certificate of the Comptroller of Public Accounts.
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO.
I hereby certify that this Certificate has been examined, certified as to validity and approved by the
Attorney General of the State of Texas, and that this Certificate has been registered by the Comptroller of
Public Accounts of the State of Texas.
Witness my signature and seal this
Comptroller of Public Accounts of the State of Texas
(COMPTROLLER'S SEAL)
(e) Initial Certificate Insertions.
(i) The initial Certificate shall be in the form set forth is paragraph (a) ofthis Section, except
that:
A. immediately under the name of the Certificate, the headings "Interest Rate" and
"Maturity Date" shall both be completed with the words "As shown below" and "CUSIP No.
" shall be deleted.
B. the first paragraph shall be deleted and the following will be inserted:
"THE CITY OF ANNA, TEXAS, in Collin County, Texas (the "Issuer"), being a political subdivision and
municipal corporation ofthe State of Texas, hereby promises to pay to the Registered Owner specified above,
or registered assigns (hereinafter called the "Registered Owner"), on February 15 in each of the years, in the
principal installments and bearing interest at the per annum rates set forth in the following schedule:
Years
Principal Amounts
Interest Rates
(Information from Section 2 to be inserted)
The Issuer promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-
day year of twelve 30-day months) from the Delivery Date specified above, at the respective Interest Rate
per annum specified above. Interest is payable on February 15, 2014, and semiannually on each August 15
and February 15 thereafter to the date of payment of the principal installment specified above, or the date of
redemption prior to maturity; except, that if this Certificate is required to be authenticated and the date of its
authentication is later than the first Record Date (hereinafter defined), such Principal Amount shall bear
interest from the interest payment date next preceding the date of authentication, unless such date of
authentication is after any Record Date but on or before the next following interest payment date, in which
case such principal amount shall bear interest from such next following interest payment date; provided,
however, that if on the date of authentication hereof the interest on the Certificate or Certificates, if any, for
which this Certificate is being exchanged is due but has not been paid, then this Certificate shall bear interest
from the date to which such interest has been paid in full."
C. The Initial Certificate shall be numbered it if
Section 5. INTEREST AND SINKING FiTND; SURPLUS REVENiTES.
(a) A special "Interest and Sinking Fund" is hereby created and shall be established and maintained
by the Issuer at an official depository bank of said Issuer. Said Interest and Sinking Fund shall be kept
separate and apart from all other fiends and accounts of said Issuer, and shall be used only for paying the
interest on and principal of said Certificates. All amounts received from the sale ofthe Certificates as accrued
interest shall be deposited upon receipt to the Interest and Sinking Fund, and all ad valorem taxes levied and
collected for and on account of said Certificates shall be deposited, as collected, to the credit of said Interest
and Sinking Fund. During each year while any of said Certificates are outstanding and unpaid, the governing
body of said Issuer shall compute and ascertain a rate and amount of ad valorem tax that will be sufficient
to raise and produce the money required to pay the interest on said Certificates as such interest comes due,
and to provide and maintain a sinking fund adequate to pay the principal of said Certificates as such principal
matures (but never less than 2% of the original amount of said Certificates as a sinking fund each year); and
said tax shall be based on the latest approved tax rolls of said Issuer, with full allowances being made for tax
delinquencies and the cost of tax collection. Said rate and amount of ad valorem tax is hereby levied, and
is hereby ordered to be levied, against all taxable property in said Issuer, for each year while any of said
Certificates are outstanding and unpaid, and said tax shall be assessed and collected each such year and
deposited to the credit of the aforesaid Interest and Sinking Fund. Said ad valorem taxes sufficient to provide
for the payment of the interest on and principal of said Certificates, as such interest comes due and such
principal matures, are hereby pledged for such payment, within the limit prescribed by law.
(b) The Certificates are additionally secured by revenues ofthe Issuer's waterworks and sewer system
that remain after the payment of all maintenance and operation expenses thereof, and all debt service, reserve
and other requirements in connection with all of the Issuer's revenue obligations (now or hereafter
)utstanding) which are payable from all or any part of the net revenues of the Issuer's waterworks and sewer
system, constituting "Surplus Revenues". The Issuer shall deposit such Surplus Revenues to the credit of the
Interest and Sinking Fund created pursuant to this Section, to the extent necessary to pay the principal and
interest on the Certificates. If Surplus Revenues or other lawfully available moneys of the Issuer are actually
on deposit in the Interest and Sinking Fund in advance of the time when ad valorem taxes are scheduled to
be levied for any year, then the amount oftaxes that otherwise would have been required to be levied pursuant
to subsection (a) of this Section may be reduced to the extent and by the amount of the Surplus Revenues or
other lawfully available funds then on deposit in the Interest and Sinking Fund.
(c) Article 1208, Government Code, applies to the issuance of the Certificates and the pledge of the
taxes and Surplus Revenues granted by the Issuer under this Section and Section 9, respectively, and is
therefore valid, effective, and perfected. Should Texas law be amended at any time while the Certificates are
outstanding and unpaid, the result of such amendment being that the pledge of the taxes and Surplus
Revenues granted by the Issuer under this Section and Section 9, respectively, is to be subject to the filing
requirements of Chapter 9, Business & Commerce Code, in order to preserve to the registered owners of the
Certificates a security interest in said pledge, the Issuer agrees to take such measures as it determines are
reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Business
& Commerce Code and enable a filing of a security interest in said pledge to occur.
Section 6. DEFEASANCE OF CERTIFICATES.
(a) Any Certificate and the interest thereon shall be deemed to be paid, retired and no longer
outstanding (a "Defeased Certificate") within the meaning of this Ordinance, except to the extent provided
in subsection (d) of this Section, when payment of the principal of such Certificate, plus interest thereon to
the due date (whether such due date be by reason of maturity or otherwise) either (i) shall have been made
or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for on or before
such due date by irrevocably depositing with or making available to the Paying Agent/Registrar in accordance
with an escrow agreement or other instrument (the "Future Escrow Agreement") for such payment (1) lawful
money of the United States of America sufficient to make such payment or (2) Defeasance Securities that
mature as to principal and interest in such amounts and at such times as will insure the availability, without
reinvestment, of sufficient money to provide for such payment, and when proper arrangements have been
made by the Issuer with the Paying Agent/Registrar for the payment of its services until all Defeased
Certificates shall have become due and payable. At such time as a Certificate shall be deemed to be a
Defeased Certificate hereunder, as aforesaid, such Certificate and the interest thereon shall no longer be
secured by, payable from, or entitled to the benefits of, the ad valorem taxes herein levied and pledged as
provided in this Ordinance, and such principal and interest shall be payable solely from such money or
Defeasance Securities. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby
provided that any determination not to redeem Defeased Certificates that is made in conjunction with the
payment arrangements specified in subsection 6(a)(i) or (ii) shall not be irrevocable, provided that: (1) in the
proceedings providing for such payment arrangements, the Issuer expressly reserves the right to call the
Defeased Certificates for redemption; (2) gives notice of the reservation of that right to the owners of the
Defeased Certificates immediately following the making of the payment arrangements; and (3) directs that
notice of the reservation be included in any redemption notices that it authorizes.
12
(b) Any moneys so deposited with the Paying Agem/A.Cgistrar may at the written direction of the
Issuer be invested in Defeasance Securities, maturing in the amounts and times as hereinbefore set forth, and
all income from such Defeasance Securities received by the Paying Agent/Registrar that is not required for
the payment of the Certificates and interest thereon, with respect to which such money has been so deposited,
shall be turned over to the Issuer, or deposited as directed in writing by the Issuer•. Any Future Escrow
Agreement pursuant to which the money and/or Defeasance Securities are held for the payment of Defeased
Certificates may contain provisions permitting the investment or reinvestment of such moneys in Defeasance
Securities or the substitution of other Defeasance Securities upon the satisfaction of the requirements
specified in subsection 6(a)(i) or (ii). All income from such Defeasance Securities received by the Paying
Agent/Registrar which is not required for the payment of the Defeased Certificates, with respect to which
such money has been so deposited, shall be remitted to the Issuer or deposited as directed in writing by the
Issuer.
(c) The term "Defeasance Securities" means any securities and obligations now or hereafter
authorized by State law that are eligible to refund, retire or otherwise discharge obligations such as
the Certificates.
(d) Until all Defeased Certificates shall have become due and payable, the Paying AgentlRegistrar
shall perform the services of Paying Agent/Registrar for such Defeased Certificates the same as if they had
not been defeased, and the Issuer shall make proper arrangements to provide and pay for such services as
required by this Ordinance.
(e) In the event that the Issuer elects to defease less than all of the principal amount of Certificates
of a maturity, the Paying Agent/Registrar shall select, or cause to be selected, such amount of Certificates by
such random method as it deems fair and appropriate.
Section 7. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED CERTIFICATES.
(a) Replacement Certificates. In the event any outstanding Certificate is damaged, mutilated, lost,
stolen or destroyed, the Paying Agent/Registrar shall cause to be printed, executed and delivered, a new
certificate of the same principal amount, maturity and interest rate, as the damaged, mutilated, lost, stolen or
destroyed Certificate, in replacement for such Certificate in the manner hereinafter provided.
(b) Application for Replacement Certificates. Application for replacement of damaged, mutilated,
lost, stolen or destroyed Certificates shall be made by the registered owner thereof to the Paying
Agent/Registrar. In every case of loss, theft or destruction of a Certificate, the registered owner applying for
a replacement certificate shall furnish to the Issuer and to the Paying Agent/Registrar such security or
indemnity as may be required by them to save each of them harmless from any loss or damage with respect
thereto. Also, in every case of loss, theft or destruction of a Certificate, the registered owner shall furnish to
the Issuer and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft or destruction of
such Certificate, as the case may be. In every case of damage or mutilation of a Certificate, the registered
owner shall surrender to the Paying Agent/Registrar for cancellation the Certificate so damaged or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this, in the event any such
Certificate shall have matured, and no default has occurred that is then continuing in the payment of the
principal of, redemption premium, if any, or interest on the Certificate, the Issuer may authorize the payment
of the same (without surrender thereof except in the case of a damaged or mutilated Certificate) instead of
issuing a replacement Certificate, provided security or indemnity is furnished as above provided in this
Section.
13
(d) Charge for Issuing Replacement Certificates. Prior to the issuance of any replacement certificate,
the Paying Agent/Registrar shall charge the registered owner of such Certificate with all legal, printing, and
Aber expenses in connection therewith. Every replacement certificate issued pursuant to the provisions of
this Section by virtue of the fact that any Certificate is lost, stolen or destroyed shall constitute a contractual
obligation of the Issuer whether or not the lost, stolen or destroyed Certificate shall be found at any time, or
be enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and
proportionately with any and all other Certificates duly issued under this Ordinance.
(e) Authority for Issuing Replacement Certificates. In accordance with Sec. 1206.022, Government
Code, this Section 7 of this Ordinance shall constitute authority for the issuance of any such replacement
certificate without necessity of further action by the governing body of the Issuer or any other body or person,
and the duty of the replacement of such certificates is hereby authorized and imposed upon the Paying
Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such Certificates in the form
and manner and with the effect, as provided in Section 3(a) of this Ordinance for Certificates issued in
conversion and exchange for other Certificates.
Section 8. CUSTODY, APPROVAL, AND REGISTRATION OF CERTIFICATES; BOND
COUNSEL'S OPINION; CUSIP NUMBERS AND CONTINGENT INSURANCE PROVISION, IF
OBTAINED; ENGAGEMENT OF BOND COUNSEL.
(a) The Mayor of the Issuer is hereby authorized to have control of the Certificates initially issued
and delivered hereunder and all necessary records and proceedings pertaining to the Certificates pending their
delivery and their investigation, examination, and approval by the Attorney General of the State of Texas,
and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the
Certificates said Comptroller of Public Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Certificates, and
the seal of said Comptroller shall be impressed, or placed in facsimile, on such Certificate. The approving
legal opinion of the Issuer's Bond Counsel and the assigned CUSIP numbers may, at the option of the Issuer,
be printed on the Certificates issued and delivered under this Ordinance, but neither shall have any legal
effect, and shall be solely for the convenience and information of the registered owners of the Certificates.
In addition, if bond insurance is obtained, the Certificates may bear an appropriate legend as provided by the
insurer.
(b) The obligation ofthe initial purchaserto accept delivery ofthe Certificates is subjectto the initial
purchaser being furnished with the final, approving opinion of McCall, Parkhurst &Horton L.L.P., bond
counsel to the Issuer, which opinion shall be dated as of and delivered on the date of initial delivery of the
Certificates to the initial purchaser. The engagement of such firm as bond counsel to the Issuer in connection
with issuance, sale and delivery of the Certificates is hereby approved and confirmed. The execution and
delivery of an engagement letter between the Issuer and such firm, with respect to such services as bond
counsel, is hereby authorized in such form as may be approved by the Mayor or the City Manager, and the
Mayor or the City Manager is hereby authorized to execute such engagement letter.
Section 9. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON THE
CERTIFICATES.
(a) Covenants. The Issuer covenants to take any action necessary to assure, or refrain from any
action that would adversely affect, the treatment of the Certificates as obligations described in section 103
of the Internal Revenue Code of 1986 (the "Code"), the interest on which is not includable in the "gross
income" of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer covenants
as follows:
14
(1) to take any action to assure that no more than 10 percent of the proceeds of the
Certificates (less amounts deposited to a reserve find, if any) are used for any "private business use,"
as defined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds or the projects
financed therewith are so used, such amounts, whether or not received by the Issuer, with respect to
such private business use, do not, under the terms of this Ordinance or any underlying arrangement,
directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service
on the Certificates, in contravention of section 141(b)(2) of the Code;
(2) to take any action to assure that in the event that the "private business use" described in
subsection (1) hereof exceeds 5 percent of the proceeds of the Certificates or the projects financed
therewith (less amounts deposited into a reserve find, if any) then the amount in excess of 5 percent
is used for a "private business use" that is "related" and not "disproportionate," within the meaning
of section 141(b)(3) of the Code, to the governmental use;
(3) to take any action to assure that no amount that is greater than the lesser of $5,000,000,
or 5 percent of the proceeds of the Certificates (less amounts deposited into a reserve fiend, if any)
is directly or indirectly used to finance loans to persons, other than state or local governmental units,
in contravention of section 141(c) of the Code;
(4) to refrain from taking any action that would otherwise result in the Certificates being
treated as "private activity bonds" within the meaning of section 141(b) of the Code;
(5) to refrain from taking any action that would result in the Certificates being "federally
guaranteed" within the meaning of section 149(b) of the Code;
(6) to refrain from using any portion of the proceeds of the Certificates, directly or
indirectly, to acquire or to replace fiends that were used, directly or indirectly, to acquire investment
property (as defined in section 148(b)(2) of the Code) that produces a materially higher yield over
the term of the Certificates, other than investment property acquired with —
(A) proceeds of the Certificates invested for a reasonable temporary period of 3
years or less or, in the case of a refunding bond, for a period of 30 days or less until such
proceeds are needed for the purpose for which the Certificates are issued,
(B) amounts invested in a bona fide debt service fund, within the meaning of section
1.148-1(b) of the Treasury Regulations, and
(C) amounts deposited in any reasonably required reserve or replacement fund to
the extent such amounts do not exceed 10 percent of the proceeds of the Certificates;
(7) to otherwise restrict the use of the proceeds of the Certificates or amounts treated as
proceeds ofthe Certificates, as may be necessary, so that the Certificates do not otherwise contravene
the requirements of section 148 of the Code (relating to arbitrage) and, to the extent applicable,
section 149(d) of the Code (relating to advance refundings);
(8) to pay to the United States of America at least once during each five-year period
(beginning on the date of delivery of the Certificates) an amount that is at least equal to 90 percent
of the "Excess Earnings," within the meaning of section 148(f) of the Code and to pay to the United
States of America, not later than 60 days after the Certificates have been paid in frill, 100 percent of
the amount then required to be paid as a result of Excess Earnings under section 148(1) of the Code;
and
(9) to assure that the proceeds of the Certificates will be used solely for new money projects.
(b) Rebate Fund. In order to facilitate compliance with the above covenant (a)(8), a "Rebate Fund"
is hereby established by the Issuer for the sole benefit of the United States of America, and such Fund shall
not be subject to the claim of any other person, including without limitation the holders of the Certificates.
The Rebate Fund is established for the additional purpose of compliance with section 148 of the Code.
(c) Use of Proceeds. For purposes of the foregoing covenants (a)(1) and (a)(2), the Issuer
understands that the term "proceeds" includes "disposition proceeds" as defined in the Treasury Regulations
and, in the case of refunding bonds, transferred proceeds (if any) and proceeds of the refunded bonds
expended prior to the date of issuance of the Certificates. It is the understanding of the Issuer that the
covenants contained herein are intended to assure compliance with the Code and any regulations or rulings
promulgated by the U.S. Department of the Treasury pursuant thereto. In the event that regulations or rulings
are hereafter promulgated that modify or expand provisions of the Code, as applicable to the Certificates, the
Issuer will not be required to comply with any covenant contained herein to the extent that such failure to
comply, in the opinion of nationally recognized bond counsel, will not adversely affect the exemption from
federal income taxation of interest on the Certificates under section 103 of the Code. In the event that
regulations or rulings are hereafter promulgated that impose additional requirements applicable to the
Certificates, the Issuer agrees to comply with the additional requirements to the extent necessary, in the
opinion of nationally recognized bond counsel, to preserve the exemption from federal income taxation of
interest on the Certificates under section 103 of the Code. In furtherance of such intention, the Issuer hereby
authorizes and directs the Mayor, the City Manager or Finance Director to execute any documents, certificates
or reports required by the Code and to make such elections, on behalf of the Issuer, that may be permitted by
the Code as are consistent with the purpose for the issuance of the Certificates.
(d) Allocation of, and Limitation on, Expendiuues for the Projects. The Issuer covenants to account
for the expenditure of sale proceeds and investment earnings to be used for the construction and acquisition
of the Projects on its books and records by allocating proceeds to expenditures within 18 months of the later
ofthe date that (1) the expenditure is made, or (2) the Projects are completed. The foregoing notwithstanding,
the Issuer shall not expend proceeds of the sale of the Certificates or investment earnings thereon more than
60 days after the earlier of (1) the fifth anniversary of the delivery of the Certificates, or (2) the date the
Certificates are retired, unless the Issuer obtains an opinion of nationally -recognized bond counsel that such
expenditure will not adversely affect the status, for federal income tax purposes, of the Certificates or the
interest thereon. For purposes hereof, the Issuer shall not be obligated to comply with this covenant if it
obtains an opinion that such failure to comply will not adversely affect the excludability for federal income
tax purposes from gross income of the interest.
(e) Disposition of Projects. The Issuer covenants that the Projects will not be sold or otherwise
disposed in a transaction resulting in the receipt by the Issuer of cash or other compensation, unless the Issuer
obtains an opinion ofnationally-recognized bond counsel that such sale or other disposition will not adversely
affect the tax-exempt status of the Certificates. For purposes of the foregoing, the portion of the property
comprising personal property and disposed in the ordinary course shall not be treated as a transaction
resulting in the receipt of cash or other compensation. For purposes hereof, the Issuer shall not be obligated
to comply with this covenant if it obtains a legal opinion that such failure to comply will not adversely affect
the excludability for federal income tax proposes from gross income of the interest.
16
(f) Reimbursement. This Ordinance is intended to satisfy the official intent requirements set forth
in section 1.150-2 of the Treasury Regulations.
(g) Written Procedures. Unless superseded by another action of the Issuer, to ensure compliance
with the covenants contained in this Ordinance regarding private business use, remedial actions, arbitrage and
rebate, the Issuer hereby adopts and establishes the instructions attached hereto as Exhibit B as its written
procedures.
Section 10. SALE OF CERTIFICATES AND APPROVAL OF OFFICIAL STATEMENT;
FURTHER PROCEDURES.
(a) The Certificates are hereby sold and shall be delivered to (the "Purchaser"),
for cash for the par value thereof and accrued interest thereon to date of delivery, plus a premium of
$ (premium to be deposited into the Interest and Sinking Fund). The Certificates shall
initially be registered in the name of such purchaser or its designee. It is officially found, determined, and
declared that the Certificates have been sold at public sale to the bidder offering the lowest interest cost, after
receiving sealed bids pursuant to an Official Notice of Sale and Bidding Instructions and Preliminary Official
Statement prepared and distributed in connection with the sale ofthe Certificates. Said Official Notice of Sale
and Bidding Instructions and Preliminary Official Statement, and any addenda, supplement, or amendment
thereto have been and are hereby approved by the governing body of the Issuer, and their use in the offering
and sale of the Certificates is hereby approved.
(b) The Mayor and Mayor Pro Tem, the City Manager and City Secretary and all other officers,
employees and agents of the Issuer, and each of them, shall be and they are hereby expressly authorized,
empowered and directed from time to time and at any time to do and perform all such acts and things and to
execute, acknowledge and deliver in the name and on behalf of the Issuer a Paying Agent/Registrar
Agreement with the Paying Agent/Registrar and all other instruments, whether or not herein mentioned, as
may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the
Certificates, the sale of the Certificates and the Official Statement. In case any officer whose signature shall
appear on any Certificate shall cease to be such officer before the delivery of such Certificate, such signature
shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office
until such delivery.
Section 11. INTEREST EARNINGS ON CERTIFICATE PROCEEDS. Interest earnings derived
from the investment of proceeds from the sale of the Certificates shall be used along with other certificate
proceeds for the Projects; provided that after completion of such purpose, if any of such interest earnings
remain on hand, such interest earnings shall be deposited in the Interest and Sinking Fund. It is further
provided, however, that any interest earnings on certificate proceeds that are required to be rebated to the
United States of America pursuant to Section 9 hereof in order to prevent the Certificates from being arbitrage
bonds shall be so rebated and not considered as interest earnings for the purposes of this Section.
Section 12. CONSTRUCTION FUND.
(a) The Issuer hereby creates and establishes and shall maintain on the books of the Issuer a separate
fund to be entitled the "Series 2012 Certificate of Obligation Construction Fund" for use by the Issuer for
payment of all lawful costs associated with the Projects as hereinbefore provided. Proceeds of the
Certificates, shall be deposited into the Construction Fund, other than amounts paid at closing for issuance
costs. Upon payment of all such Project costs, any moneys remaining on deposit in said Fund shall be
transferred to the Interest and Sinking Fund. Amounts so deposited to the Interest and Sinking Fund shall
be used in the manner described in Section 5 of this Ordinance.
iI7
(b) The Issuer may place proceeds of the Certificates (including investment earnings thereon) and
amounts deposited into the Interest and Sinking Fund in investments authorized by the Public Funds
Investment Act, Chapter 2256, Texas Government Code, as amended; provided, however, that the Issuer
hereby covenants that the proceeds of the sale of the Certificates will be used as soon as practicable for the
purposes for which the Certificates are issued.
(c) All deposits authorized or required by this Ordinance shall be secured to the fullest extent
required by law for the security of public funds.
Section 13. COMPLIANCE WITH RULE 15c2-12.
(a) Definitions. As used in this Section, the following terms have the meanings ascribed to such
terms below:
"MSRB" means the Municipal Securities Rulemaking Board.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
(b) Annual Reports.
(i) The Issuer shall provide annually to the MSRB, in an electronic format as prescribed by
the MSRB, within six months after the end of each fiscal year ending in or after 2012, financial
information and operating data with respect to the Issuer of the general type included in the final
Official Statement authorized by Section 10 of this Ordinance, being the information described in
Exhibit A hereto. Any financial statements so to be provided shall be (1) prepared in accordance
with the accounting principles described in Exhibit A hereto, or such other accounting principles as
the Issuer may be required to employ from time to time pursuant to state law or regulation, and (2)
audited, if the Issuer commissions an audit of such statements and the audit is completed within the
period during which they must be provided. If the audit of such financial statements is not complete
within such period, then the Issuer shall provide unaudited financial statements by the required time,
and shall provide audited financial statements for the applicable fiscal year to the MSRB, when and
if the audit report on such statements become available.
(ii) If the Issuer 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 Issuer 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 that is available to the
public on the MSRB's internet website or filed with the SEC. All documents provided to the MSRB
pursuant to this Section shall be accompanied by identifying information as prescribed by the MSRB.
(c) Event Notices.
(i) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB, in
a timely manner (but not in excess often business days after the occurrence of the event) of any of
the following events with respect to the Certificates, if such event is material within the meaning of
the federal securities laws:
m
trustee.
1. Non-payment related defaults;
2. Modifications to rights of Certificateholders;
3. Certificate calls;
4. Release, substitution, or sale of property securing repayment of the Certificates;
5. The consummation of a merger, consolidation, or acquisition involving an
obligated person or the sale of all or substantially all of the assets of the obligated person,
other than in the ordinary course of business, the entry into a definitive agreement to
undertake such an action or the termination of a definitive agreement relating to any such
actions, other than pursuant to its terms; and
6. Appointment of a successor or additional trustee or the change of name of a
(ii) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB,
in a timely manner (but not in excess of ten business days after the occurrence of the event) of any
of the following events with respect to the Certificates, without regard to whether such event is
considered material within the meaning of the federal securities laws:
1. Principal and interest payment delinquencies;
2. Unscheduled draws on debt service reserves reflecting financial difficulties;
3. Unscheduled draws on credit enhancements reflecting financial difficulties;
4. Substitution of credit or liquidity providers, or their failure to perform;
5. Adverse tax opinions or 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 Certificates, or
other material events affecting the tax status of the Certificates;
6. Tender offers;
7. Defeasances;
8. Rating changes; and
9. Bankruptcy, insolvency, receivership or similar event of an obligated person.
(iii) The Issuer shall notify the MSRB, in a timely manner, of any failure by the Issuer to
provide financial information or operating data in accordance with subsection (b) of this Section by
the time required by such subsection.
19
(d) Limitations Disclaimers and Amendments.
(i) The Issuer shall be obligated to observe and perform the covenants specified in this
Section for so long as, but only for so long as, the Issuer remains an "obligated person" with respect
to the Certificates within the meaning of the Rule, except that the Issuer in any event will give notice
of any deposit made in accordance with this Ordinance or applicable law that causes Certificates no
longer to be outstanding.
(ii) The provisions of this Section are for the sole benefit of the registered owners 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 Issuer
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
Issuer'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
Issuer does not make any representation or warranty concerning such information or its usefulness
to a decision to invest in or sell Certificates at any fixture date.
(iii) UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE
REGISTERED OWNER OR BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER
PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART
FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON
ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND
REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF
ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
(iv) No default by the Issuer in observing or performing its obligations under this Section
shall comprise 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 Issuer under federal and state securities laws.
(v) Should the Rule be amended to obligate the Issuer to make filings with or provide notices
to entities other than the MSRB, the Issuer hereby agrees to undertake such obligation with respect
to the Certificates in accordance with the Rule as amended. The provisions of this Section may be
amended by the Issuer from time to time to adapt to changed circumstances that arise from a change
in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations
of the Issuer, 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 since such offering
as well as such changed circumstances and (2) either (a) the registered owners of a majority in
aggregate principal amount (or any greater amount required by any other provision of this Ordinance
that authorizes such an amendment) of the outstanding Certificates consent to such amendment or
(b) a person that is unaffiliated with the Issuer (such as nationally recognized bond counsel)
determined that such amendment will not materially impair the interest of the registered owners and
beneficial owners of the Certificates. The Issuer may also amend or repeal the provisions of this
continuing disclosure agreement if the SEC amends or repeals the applicable provision of the Rule
or a court of final jurisdiction enters judgment that such provisions of the Rule are invalid, but only
if and to the extent that the provisions of this sentence would not prevent an underwriter from
lawfully purchasing or selling Certificates in the primary offering of the Certificates. If the Issuer
so amends the provisions of this Section, it shall include with any amended financial information or
operating data next provided in accordance with subsection (b) of this Section an explanation, in
narrative form, of the reason for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
Section 14. METHOD OF AMENDMENT. The Issuer hereby reserves the right to amend this
Ordinance subject to the following terms and conditions, to -wit:
(a) The Issuer may from time to time, without the consent of any holder, except as otherwise required
by paragraph (b) below, amend or supplement this Ordinance in order to (i) cure any ambiguity, defect or
omission in this Ordinance that does not materially adversely affect the interests of the holders, (ii) grant
additional rights or security for the benefit of the holders, (iii) add events of default as shall not be
inconsistent with the provisions of this Ordinance and that shall not materially adversely affect the interests
of the holders, (iv) qualify this Ordinance under the Trust Indenture Act of 1939, as amended, or
corresponding provisions of federal laws from time to time in effect, or (v) make such other provisions in
regard to matters or questions arising under this Ordinance as shall not be inconsistent with the provisions
of this Ordinance and that shall not in the opinion of the Issuer's Bond Counsel materially adversely affect
the interests of the holders.
(b) Except as provided in paragraph (a) above, the holders of Certificates aggregating in principal
amount 51% of the aggregate principal amount of then outstanding Certificates that are the subject of a
proposed amendment shall have the right from time to time to approve any amendment hereto that may be
deemed necessary or desirable by the Issuer; provided, however, that without the consent of 100% of the
holders in aggregate principal amount of the then outstanding Certificates, nothing herein contained shall
permit or be construed to permit amendment of the terms and conditions of this Ordinance or in any of the
Certificates so as to:
(1) Reduce the rate of interest borne by any of the outstanding Certificates;
(2) Reduce the amount of the principal of, or redemption premium, if any, payable on any
outstanding Certificates;
(3) Modify the terms of payment of principal or of interest or redemption premium on
outstanding Certificates or any of them or impose any restriction with respect to such payment; or
(4) Change the requirement with respect to holder consent to such amendment.
(c) If at any time the Issuer shall desire to amend this Ordinance under subsection (b) of this Section,
the Issuer shall send by U.S. mail to each registered owner of the affected Certificates a copy of the proposed
amendment and cause notice of the proposed amendment to be published at least once in a financial
publication published in The City of New York, New York or in the State of Texas. Such published notice
shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at
the office of the Issuer for inspection by all holders of such Certificates.
(d) Whenever at any time within one year from the date of publication of such notice the Issuer shall
receive an instrument or instruments executed by the holders of at least 51% in aggregate principal amount
of all of the Certificates then outstanding that are required for the amendment, which instrument or
instruments shall refer to the proposed amendment and that shall specifically consent to and approve such
amendment, the Issuer may adopt the amendment in substantially the same form.
21
(e) Upon the adoption of any amendatory Ordinance pursuant to the provisions of this Section, this
Ordinance shall be deemed to be modified and amended in accordance with such amendatory Ordinance, and
the respective rights, duties, and obligations of the Issuer and all holders of such affected Certificates shall
thereafter be determined, exercised, and enforced, subject in all respects to such amendment.
(f) Any consent given by the holder of a Certificate pursuant to the provisions of this Section shall
be irrevocable for a period of six months from the date of the publication of the notice provided for in this
Section, and shall be conclusive and binding upon all future holders of the same Certificate during such
period. Such consent may be revoked at any time after six months from the date of the publication of said
notice by the holder who gave such consent, or by a successor in title, by filing notice with the Issuer, but
such revocation shall not be effective if the holders of 5 1 % in aggregate principal amount of the affected
Certificates then outstanding, have, prior to the attempted revocation, consented to and approved the
amendment.
(g) For the purposes of establishing ownership of the Certificates, the Issuer shall rely solely upon
the registration of the ownership of such Certificates on the registration books kept by the Paying
Agent/Registrar.
Section 15. APPROPRIATION. To pay the debt service coming due on the Certificates prior to
receipt of the taxes levied to pay such debt service, if any, there is hereby appropriated from current fiends
on hand, which are hereby certified to be on hand and available for such purpose, an amount, which together
with capitalized interest received from the sale of the Certificates, will be sufficient to pay such debt service,
and such amount shall be used for no other purpose.
Section 16. USE OF PREMIUM. $ of the $ net reoffering premium
received from the sale of the Certificates shall be deposited, together with the $ principal amount
of the Certificates, into the Construction Fund, with the $ remainder used to pay costs of issuance
(including underwriter's discount).
Section 17. EFFECTIVE DATE. In accordance with the provisions
Section 18. SEVERABILITY. If any section, article, paragraph, sentence, clause, phrase or word
in this Ordinance, or application thereof to any persons or circumstances is held invalid or unconstitutional
by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portion of this
Ordinance, despite such invalidity, which remaining portions shall remain in frill force and effect.
(Execution Page Follows)
fty7
DULY PASSED AND APPROVED by the City Council of the City of Anna, Texas, on the 27TH day
of November, 2012.
Mike Crist, Mayor
City of Anna, Texas
(CITY SEAL)
Natha Wilkison, City Secretary
City of Anna, Texas
Ordinance Authorizing Issuance and Sale of
City of Anna, Texas Combination Tax and Revenue Certificates of Obligation, Series 2012
EXHIBIT A
Annual Financial Statements and Operating Data
The following information is referred to in Section 13(b) of this Ordinance:
The financial information and operating data with respect to the Issuer to be provided annually in accordance
with such Section are as specified (and included in the Appendix or under the headings of the Official
Statement referred to) below:
-- Tables 1 through 6, inclusive, and 8 through 18, inclusive
-- APPENDIX B (FINANCIAL STATEMENTS FOR THE LAST COMPLETED FISCAL YEAR WHICH
WILL BE UNAUDITED, UNLESS AN AUDIT IS PERFORMED IN WHICH EVENT THE AUDITED
FINANCIAL STATEMENTS WILL BE MADE AVAILABLE)
Accounting Principles
The accounting principles referred to in such Section are the accounting principles described in the notes to
the financial statements referred to in paragraph above.
A-1
EXHIBIT B
WRITTEN PROCEDURES
RELATING TO CONTINUING COMPLIANCE
WITH FEDERAL TAX COVENANTS
These procedures, together with any federal tax certifications, provisions included in the bond ordinance or
other authorizing document with respect to the issuance and sale of Obligations (as defined below), letters
of instructions and/or memoranda from bond counsel and any attachments thereto (the "Closing Documents"),
are intended to assist the Issuer in complying with federal guidelines related to the issuance of any tax-exempt
debt such as the Bond (the "Obligations").
A. Arbitrage Compliance. Federal income tax laws generally restrict the ability to earn arbitrage in
connection with the Obligations. The Responsible Person (as defined below) will review the Closing
Documents periodically (at least once a year) to ascertain if an exception to arbitrage compliance applies.
Procedures applicable to Obligations issued for construction and acquisition purposes. With respect
to the investment and expenditure of the proceeds of the Obligations that are issued to finance public
improvements or to acquire land or personal property, the Issuer's Finance Director (such officer, together
with other employees of the Issuer who report to such officer, is collectively, the "Responsible Person") will:
1. Instruct the appropriate person who is primarily responsible for the construction, renovation
or acquisition of the facilities financed with the Obligations (the "Project") that (i) binding contracts for the
expenditure of at least 5% of the proceeds of the Obligations are entered into within 6 months of the date of
closing of the Obligations (the "Issue Date") and that (ii) the Project must proceed with due diligence;
2. Monitor that at least 85% of the proceeds of the Obligations to be used for the construction,
renovation or acquisition of the Project are expended within 3 years of the Issue Date;
3. Monitor•the yield on the investments purchased with proceeds ofthe Obligations and restrict
the yield of such investments to the yield on the Obligations after 3 years of the Issue Date;
4. Monitor all amounts deposited into a sinking fund or funds pledged (directly or indirectly)
to the payment of the Obligations, such as the Interest and Sinking Fund, to assure that the maximum amount
invested within such applicable fiend at a yield higher than the yield on the Obligations does not exceed an
amount equal to the debt service on the Obligations in the succeeding 12 month period plus a carryover
amount equal to one -twelfth of the principal and interest payable on the Obligations for the immediately
preceding 12-month period; and
5. Ensure that no more than 50% of the proceeds of the Obligations are invested in an
investment with a guaranteed yield for 4 years or more.
Procedures applicable to Obligations with a debt service reserve fiend. In addition to the foregoing,
if the Issuer issues Obligations that are secured by a debt service reserve fund, the Responsible Person will:
1. Assure that the maximum amount of any reserve fund for the Obligations invested at a yield
higher than the yield on the Obligations will not exceed the lesser of (1) 10% of the principal amount of the
Obligations, (2) 125% of the average annual debt service on the Obligations measured as of the Issue Date,
or (3) 100% of the maximum annual debt service on the Obligations as of the Issue Date.
Procedures applicable to Escrow Accounts for Refundingissues. ssues. In addition to the foregoing, if the
Issuer issues Obligations and proceeds are deposited to an escrow fund to be administered pursuant to the
terms of an escrow agreement, the Responsible Person will:
1. Monitor the actions of the escrow agent to ensure compliance with the applicable provisions
of the escrow agreement, including with respect to reinvestment of cash balances;
2. Contact the escrow agent on the date of redemption of obligations being refunded to ensure
that they were redeemed; and
3. Monitor any unspent proceeds of the refunded obligations to ensure that the yield on any
investments applicable to such proceeds are invested at the yield on the applicable obligations or otherwise
applied (see Closing Documents).
Procedures applicable to all Tax-exempt Obligation Issues. For all issuances of Obligations, the
Responsible Person will:
1. Maintain any official action of the Issuer (such as a reimbursement resolution) stating the
Issuer's intent to reimburse with the proceeds of the Obligations any amount expended prior to the Issue Date
for the acquisition, renovation or construction of the facilities;
2. Ensure that the applicable information return (e.g., IRS Form 8038-G, 8038-GC, or any
successor forms) is timely filed with the IRS; and
3. Assure that, urnless excepted from rebate and yield restriction under section 148(f) of the
Code, excess investment earnings are computed and paid to the U.S. government at such time and in such
manner as directed by the IRS (i) at least every 5 years after the Issue Date and (ii) within 30 days after the
date the Obligations are retired.
B. Private Business Use. Generally, to betax-exempt, only an insignificant amount of the proceeds of
each issue of Obligations can benefit (directly or indirectly) private businesses. The Responsible Persons will
review the Closing Documents periodically (at least once a year) for the purpose of determining that the use
of the facilities financed or refinanced with the proceeds of the Obligations (the "Project") do not violate
provisions of federal tax law that pertain to private business use. In addition, the Responsible Persons will:
1. Develop procedures or a "tracking system" to identify all property financed with tax-exempt
debt;
2. Monitor and record the date on which the Project is substantially complete and available to
be used for the purpose intended;
3. Monitor and record whether, at any time the Obligations are outstanding, any person, other
than the Issuer, the employees of the Issuer, the agents of the Issuer or members of the general public has any
contractual right (such as a lease, purchase, management or other service agreement) with respect to any
portion of the facilities;
4. Monitor and record whether, at any time the Obligations are outstanding, any person, other
than the Issuer, the employees of the Issuer, the agents of the Issuer or members of the general public has a
right to use the output of the facilities (e.g., water, gas, electricity);
5. Monitor and record whether, at any time the Obligations are outstanding, any person, other
than the Issuer, the employees of the Issuer, the agents of the Issuer or members of the general public has a
right to use the facilities to conduct or to direct the conduct of research;
6. Monitor and record whether, at any time the Obligations are outstanding, any person, other
than the Issuer, has a naming right for the facilities or any other contractual right granting an intangible
benefit;
7. Monitor and record whether, at any time the Obligations are outstanding, the facilities are
sold or otherwise disposed of; and
8. Take such action as is necessary to remediate any failure to maintain compliance with the
covenants contained in the Order related to the public use of the Project.
C. Record Retention. The Responsible Person will maintain or cause to be maintained all records
relating to the investment and expenditure of the proceeds of the Obligations and the use of the facilities
financed or refinanced thereby for a period ending three (3) years after the complete extinguishment of the
Obligations. If any portion of the Obligations is refunded with the proceeds of another series of tax-exempt
Obligations, such records shall be maintained until the three (3) years after the refunding Obligations are
completely extinguished. Such records can be maintained in paper or electronic format.
D. Responsible Persons. Each Responsible Person shall receive appropriate training regarding the
Issuer's accounting system, contract intake system, facilities management and other systems necessary to track
the investment and expenditure of the proceeds and the use of the Project financed or refinanced with the
proceeds ofthe Obligations. The foregoing notwithstanding, each Responsible Person shall report to the City
Council whenever experienced advisors and agents may be necessary to carry out the purposes of these
instructions for the purpose of seeking City Council approval to engage or utilize existing advisors and agents
for such purposes.
Y{OUii} SOMETOW N
Council Meeting: November 27, 2012
Account Code #
Budgeted Amount:
Item No. 10
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: City Manager
Exhibits: X Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding a Resolution approving an Economic
Development Agreement with McDonald's USA, LLC.
SUMMARY: Over the past several months Staff has had discussions with McDonalds
Corporation regarding their plans to build a new restaurant in Anna. McDonalds has agreed to
start construction within the next few months on a new restaurant in Anna subject to the terms of
the attached Economic Development Agreement. As of the writing of this memo, Staff is still
working with McDonalds on the specific dates required in Sections 3a, 3c, and 3d of the
Agreement. We will provide these dates to the Council on or before the November 27 meeting.
RECOMMENDATION: Staff recommends approval of the attached Resolution and Economic
Development Agreement.
CITY OF ANNA, TEXAS
RESOLUTION NO.
A RESOLUTION OF THE CITY OF ANNA, TEXAS APPROVING AN ECONOMIC
DEVELOPMENT AGREEMENT BETWEEN THE CITY OF ANNA, TEXAS AND
MCDONALVS USA, LLC.
WHEREAS, the City of Anna, Texas (the "City") and McDonald's USA, LLC desire to enter
into an Economic Development Agreement (the "Agreement"); and
WHEREAS, the City Council of the City of Anna, Texas find that approval of the Agreement
is in the best interests of the citizens of Anna;
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
ANNA, TEXAS THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Agreement
The City Council hereby approves the Economic Development Agreement attached hereto
as Exhibit 1, and authorizes, ratifies and approves the City Manager's execution of same
subject to legal approval by the City Attorney of any further changes or adjustments to the
terms of the Agreement negotiated by the City Manager. The City Manager is hereby
authorized to execute all documents and to take all other actions necessary to finalize, act
under, and enforce the Agreement.
PASSED AND APPROVED by the City Council of the City of Anna, Texas on this 27t" day
Move 2012.
APPROVED:
Mike Crist, Mayor
ATTEST:
Natha Wilkison, City Secretary
CITY OF ANNA, TEXAS RESOLUTION NO._ PAGE 1 OF 1
City of Anna,
County of Collin,
State of Texas.
Economic Development Agreement
This Economic Development Agreement (this "Agreement") is entered into by and
between the City of Anna, Texas, (the "City"), a home rule municipal corporation of the
State of Texas, and McDonald's USA, LLC, (the "Grantee"), for the purposes and
consideration stated below.
RECITALS
WHEREAS, the City has established guidelines and criteria for economic incentive
programs authorized by Texas law and approved by the City Council, including those
authorized by Chapter 380 of the Texas Local Government Code, to promote state or
local economic development and to stimulate business and commercial activity in the
City; and
WHEREAS, the City finds that the Program set forth in this Agreement will promote
state or local economic development and stimulate business and commercial activity in
the City; and
WHEREAS, the Grantee wishes to establish and maintain a place of business within the
corporate limits of the City, and
WHEREAS, without this Agreement, the Grantee would not establish a place of business
within the City within the time period contemplated by this Agreement; and
WHEREAS, the Grantee has made application to the City for consideration of economic
incentives in accordance with the City's established guidelines and criteria;
NOW, THEREFORE, in consideration of the mutual benefits and promises contained
herein and for other good and valuable consideration, the receipt and sufficiency of which
is hereby acknowledged, the parties agree as follows:
SECTION 1. AUTHORIZATION
This Agreement is authorized by Chapter 380 of the Texas Local Government Code, and
by Resolution No. of the City.
ECONOMIC DEVELOPMENT AGREEMENT Page 1
SECTION /we DEFINITIONS
(a) "City" shall mean the City of Anna, Texas.
(b) y Council" shall mean the City Council of the City of Anna, Texas.
(c) "Grantee" shall mean McDonald's USA, LLC.
(d) "Normal Business Operations" shall mean that the McDonald's restaurant to be
constructed on the Property is open to the public and is continuously operated in a
manner consistent with the Grantee's normal and customary management
practices.
(e) "Program" shall mean the economic incentive program as described in this
Agreement and established by the City pursuant to Chapter 380 of the Texas
Local Government Code.
(f) "Program Grant" shall mean the amount that may be paid by the City in
accordance with Section 4(b) of this Agreement.
(g) "Project" shall mean construction on the Property of a 3,911 square foot
Me onald's restaurant and the associated site improvements consistent with the
preliminary site plan attached hereto as Exhibit,1.
(h) "Property" shall mean Lot 3, Block A, Anna Market Center as shown on the final
plat attached hereto as Exhibit ±2 and as further described in the official public
records of Collin County, Texas, document number 20080618010002250.
SECTION 3. OBLIGATIONS OF THE GRANTEE
(a) Not later than (date) ,Grantee shall apply for a building permit
to construct the Project. Grantee understands that the preliminary site plan,
attached hereto as Exhibit 2, has not been approved by the City Council and that
formal City Council approval of a site plan and landscape plan must occur prior to
City approval of the building permit, and that said approvals are a condition
precedent to the City's obligations set forth under Section 4(b) of this Agreement.
(b) All buildings and improvements constructed on the Property shall conform to the
applicable provisions of the City of Anna Comprehensive Plan 2010-2030 as
amended, City of Anna Zoning 'Ordinance, City of Anna Subdivision Ordinance,
City of Anna Building Codes, and all other applicable ordinances and regulations.
(c) Not later than (date) ', Grantee shall apply for a Certificate
of Occupancy for the Project. Grantee's receipt of such Certificate of Occupancy
is a condition precedent to the City's obligations set forth under Section 4(b) of
this Agreement.
ECONOMIC DEVELOPMENT AGREEMENT Page 2
(d) The Project shall commence Normal Business Operations not later than
(date) and shall remain open for Normal Business
Operations for a period of at least one year following the issuance of a Certificate
of Occupancy by the City.
(e) The Grantee agrees to execute the Waiver of Sales Tax Confidentiality attached
hereto as Exhibit 3 and to deliver same to the City within 10 business days of the
effective date of this Agreement.
SECTION 4. OBLIGATIONS OF THE CITY
(a) The City shall not unnecessarily delay the review and approval of any permit
application required to construct and open the Project.
(b) If, during the first year (365 days) of Normal Business Operations, the gross
annual sales of the McDonald's restaurant to be constructed on the Property is
less than One Million Nine Hundred Thousand Dollars ($1,900,000), the City will
provide to the Grantee a Program Grant in the amount of Ten Thousand Dollars
($10,000). The Program Grant may be paid to the Grantee from any funds
available to the City including but not limited to a reimbursement of any Project
impact fees or other Project permit fees, up to the amount of the Program Grant,
SECTION 5. TERM
(a) This Agreement shall become effective as of the date of execution by both parties.
(b) If the Program Grant becomes due and owing under Section 4(b) of this
Agreement, this Agreement shall remain in effect until the City has paid the
Program Grant, or until otherwise terminated under the provisions of this
Agreement.
(c) If the City is not required to provide the Program Grant in accordance with
Section 4(b) of this Agreement, this Agreement shall expire at the conclusion of
the Grantee's first year (365 days) of Normal Business Operations,
SECTION 6. DOCUMENTATION
(a) Within 30 days of the close of the twelfth full calendar month following the
commencement of the Project's Normal Business Operations, the Grantee shall
submit to the City a written schedule (the "Schedule") detailing the Grantee's
gross sales that occurred on the Property during the Project's first year (365 days)
of Normal Business Operations.
(b) The Schedule and all other documents shall be based on actual sales, and shall not
be estimated. The following documents must also be submitted with the
ECONOMIC DEVELOPMENT AGREEMENT Page 3
Schedule: a copy of Grantee's Texas sales and use tax return, including self -
assessed use tax amounts, as well as any amended sales and use tax return(s) and
any other documents showing adjustments to the sales and use tax return(s)
referenced in Section 6(c) below.
(c) The Grantee shall notify the City of any audit of Grantee's Texas sales tax
return(s) conducted by the Office of the Texas Comptroller of Public Accounts, or
any successor agency thereof, (collectively, "State Comptroller"), if such audit
alters or will alter the amounts set forth on the Schedule filed with the City in
accordance with Section 6(a). Such notification shall be made as soon as
practicable, but in no event later than 30 days after the audit is completed.
(d) The City shall have the right to audit and make copies of the Grantee's books,
records, documents and other evidence relating to this Agreement or Grantee's
sale tax revenue, collection or payment as relates to the Project. Grantee agrees to
permit the City, its agents or designees, to review the Texas sales and use tax
records of the Grantee within normal business hours and at a mutually agreed
location in Collin County, Texas.
SECTION 7. PROGRAM GRANT PAYMENT DUE DATE
(a) If required under Section 4(b) of this Agreement, the City shall pay the amount of
the Program Grant to Grantee within 30 days of the date that the City receives
from the State Comptroller the Project's sales tax revenues for the first full twelve
months following the commencement of the Project's Normal Business
Operations.
(b) The City may withhold payment of the Program Grant if the Grantee fails to
provide the documentation required by Section 6 of this Agreement.
(c) If the City determines that there are disputed amounts with regard to the Project's
gross annual sales upon which the Program Grant is based, then the City shall
notify the Grantee in writing of the disputed amount. The City will not be
required to pay the Program Grant while the dispute is being resolved unless such
dispute is unreasonable or made in bad faith.
SECTION 8. DEFAULT AND TERMINATION PROVISIONS
(a) Should the Grantee or Project fail to meet the obligations stated in Section 3 of
this Agreement, the City shall have the right to terminate this Agreement upon 30
days written notice.
(b) Should the Grantee cause the termination of this Agreement, the City shall have
no obligation after the termination date to pay the Program Grant as might
otherwise be required under Section 4(b) of this Agreement.
(c) In the event that any act of the Legislature or any law, order, rule or regulation of
any state or federal administrative or judicial entity, nullifies the terms of this
ECONOMIC DEVELOPMENT AGREEMENT Page 4
Agreement, or otherwise precludes the performance of this Agreement by either
party, then, unless so ordered by a court of competent jurisdiction: (1) the City
shall not require Grantee to repay any portion of the Program Grants received
prior to the date this Agreement is nullified; and (2) Grantee shall not require the
City to make any Program Grant payment after the date this Agreement is
nullified.
SECTION 9. MUTUAL ASSISTANCE
(a) The City and the Grantee shall do all things necessary or appropriate to carry out
the terms and provisions of this Agreement, and to aid and assist each other in
carrying out such terms and provisions.
(b) The Grantee hereby consents to and agrees to cooperate in any request by the City
to obtain copies of its Texas sales and use tax returns from the State that contain
information required to measure or calculate the Program Grant as referenced
within the Waiver of Confidentiality, Exhibit 3.
SECTION 10. REPRESENTATIONS AND WARRANTIES
(a) The City represents and warrants that:
1. The City is a municipal corporation duly organized, validly existing, and in
good standing under and by virtue of the laws of the State of Texas;
2. The City has approved this Agreement by Resolution at a public meeting
properly noticed under the provisions of the Texas Open Meetings laws, and
3. The City knows of no litigation, proceedings, initiative, referendum,
investigation, or the threat of any of the same, contesting the powers of the
City or its officers, officials, agents or representatives with respect to this
Agreement that has not been disclosed in writing to the Grantee.
(b) The Grantee represents and warrants that:
1. This Agreement has been duly authorized, executed and delivered by
McDonald's USA, LLC; and McDonald's USA, LLC has all the requisite
corporate power and authority to execute, deliver, and perform this
Agreement; and this Agreement constitutes a valid and binding obligation of
McDonald's USA, LLC, as Grantee, and is enforceable in accordance with its
terms and conditions; and
2. The Grantee knows of no litigation, proceedings, initiative, referendum,
investigation, or the threat of any of the same, contesting the powers of the
Grantee or its officers, officials, agents or representatives with respect to this
Agreement that has not been disclosed in writing to the City.
ECONOMIC DEVELOPMENT AGREEMENT Page 5
SECTION 11. INDEIVINITY/Jul
MITATION ON LIABILITY
It is understood and agreed between the parties that the Grantee and City, in satisfying the
conditions of this Agreement, have acted independently, and the City assumes no
responsibilities or liabilities to third parties in connection with these actions. The Grantee
agrees to indemnify and hold harmless the City from all such claims, suits, and causes of
actions, liabilities and expenses, including reasonable attorney's fees, of any nature
whatsoever by a third party arising out of the Grantee's performance of the conditions
under this Agreement. This Agreement is not a contract for goods or services as defined
under Texas Local Government Code § 271.151. Grantee's sole remedy in the event of
the City's breach of this Agreement is to seek specific performance of the City's
obligations hereunder, and Grantee expressly waives any remedy for attorney's fees
under any statute or cause of action.
SECTION 12. SEVERABILITY
The provisions of this Agreement are severable. In the event that any paragraph, section,
subdivision, sentence, clause, or phrase of this Agreement shall be found to be contrary to
the law, or contrary to any rule or regulation having the force and effect of the law, such
decisions shall not affect the remaining portions of this Agreement.
SECTION 13. CONTRACT INTERPRETATION
(a) This Agreement is the result of negotiation between the parties, and shall, in the
event of any dispute over the meaning or application of any portion thereof, be
interpreted fairly and reasonably, and not be more strictly construed against one
party than another, regardless of which party originally drafted the section in
dispute.
(b) Section or other headings contained in this Agreement are for reference purposes
only and shall not affect in any way the meaning or interpretation of this
Agreement.
SECTION 14. DISPUTE RESOLUTION AND VENUE
This Agreement shall be governed by the laws of the State of Texas as to interpretation
and performance. Any and all legal action necessary to enforce this Agreement shall be
brought in a County Court or District Court of Collin County, Texas. The City and the
Grantee agree that all claims, disputes, and controversies arising out of or in relation to
the performance, interpretation, application, or enforcement of this agreement, including
but not limited to breach thereof, shall be referred to mediation before, and as a condition
precedent to, the initiation of any adjudicative action or proceeding, provided, however,
there shall be no requirement to mediate once a party provides written notice to the other
ECONOMIC DEVELOPMENT AGREEMENT Page 6
party of its request to mediate and a mediation is not scheduled within 30 days after the
mailing of such notice.
SECTION 15. ENTIRE AGREEMENT
This Agreement represents the entire and integrated Agreement between the Parties and
supersedes all prior negotiations, representations and/or agreements, either written or
oral.
SECTION 16. AMENDMENT
This Agreement may not be amended except pursuant to a written instrument signed by
the Parties.
SECTION 17. NOTICE
Any notice and/or statement required and permitted to be delivered shall be deemed
delivered by depositing the same in the United States mail, certified with return receipt
requested, postage prepaid, addressed to the appropriate party at the following addresses,
or at such other addresses provided by the parties in writing.
If to Grantee, to: One McDonald's Plaza
Attention: Director, US Legal Dept. 091
LC: 042-2877
Oak Brook, Illinois 60523
With a copy to: McDonald's Corporation
Attention: Real Estate Manager — LC: 042-2877
511 East Carpenter Freeway
Suite 375
Irving, Texas 75022
If to City, to: City of Anna
Attention: City Manager
P.O. Box 776
111 N. Powell Pkwy.
Anna, Texas 7540M776
ECONOMIC DEVELOPMENT AGREEMENT Page 7
With a copy to: Clark McCoy
Wolfe, Tidwell &McCoy
2591 Dallas Parkway, Suite 205
Frisco, Texas 75034
Each party shall notify the other in writing within 10 days of any change in the mailing -
address information listed in this section.
SECTION 18. COUNTERPARTS
This Agreement may be executed in multiple counterparts, each of which shall be
considered an original, but all of which shall constitute one instrument.
SECTION 19. BINDING AGREEMENT
The terms and conditions of this Agreement are binding upon the successors and
permitted assigns of the parties hereto. This Agreement may not be assigned without the
express written consent of the City, which approval shall not be unreasonably withheld or
delayed.
EXECUTED this _day of , 2012.
ATTEST:
Natha
Wilkison, City Secretary
CITY OF ANNA, TEXAS:
By:
Philip Sanders, City Manager
McDONALD'S USA, LLC
By:
Printed Name:
Title:
ECONOMIC DEVELOPMENT AGREEMENT Page 8
IN WITNESS WHEREOF:
STATE OF TEXAS §
COUNTY OF COLLIN §
Before me, the undersigned notary public, on the day of 52012,
personally appeared Philip Sanders, known to me (or proved to me) to be the person
whose name is subscribed to the foregoing instrument and acknowledged to me that he
executed the salve in his capacity as City Manager of the City of Anna and on behalf of
the City of Anna.
Notary Public, State of Texas
STATE OF
COUNTY OF
Before me, the undersigned notary public, on the day of ,2012,
personally appeared , known to me (or proved to me) to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me
that he executed the same in his capacity as of McDonald's USA,
.LC; he acknowledges to me he is the duly authorized representative for McDonald's
USA, LLC, and he executed said instrument for the purposes and consideration therein
expressed.
Notary Public, State of
ECONOMIC DEVELOPMENT AGREEMENT Page 9
Exhibit 3
Waiver of Sales Tax Confidentiality
McDonald's USA, LLC, hereby waives the right of sales tax information confidentiality
as provided by Section 321.3022(f) of the Texas Tax Code and any other applicable
statutes and authorizes the Office of the Texas Comptroller of Public Accounts to provide
any and all information, to the City Manager of the City of Anna, Texas related to sales
taxes paid to the City on behalf of McDonald's USA, LLC.
McDonald's USA, LLC has entered into a sales tax incentive agreement with the City of
Anna that requires the submission of this information.
This waiver shall be in effect until December 31, 2014 or until termination of this
Agreement, whichever occurs first.
EXECUTED on this day of , 2012.
McDONALD'S USA, LLC
By:
Printed Name:
Title:
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Council Meeting: November 27 2012
Account Code #: N/A
Budgeted Amount:
N/A
Item No. 11
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Natha Wilkison
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding appointments to the
Planning and Zoning Commission and Board of Adjustment.
SUMMARY: There is a vacancy on P & Z, Place 7. Lee Miller on BOA has
volunteered to move to P & Z. Moving Mr. Miller to P & Z would leave Place 3 vacant
on BOA. I have one applicant for BOA, Mark Montgomery.
RECOMMENDATION: Staff recommends appointments to P & Z and BOA.
APPLICATION FOR
CITY COUNCIL APPOINTED BOARDS AND COMMISSIONS
Note: Applications will he held for one (9) year.
Board/Commission Preference:
❑ EDC —Economic Development Corporation
P&Z —Planning and Zoning Commission
❑ Board of Adjustments
Name: Lee Miller
❑ CDC —Community Development Corporation
❑ Parks Advisory Board
Home Address: 305 Mimosa Dr
Home Telephone: 505-301-6898 Home Fax:
Home E-maii: leemerida@msn.com Anna resident for 4
Profession/occupation:
Business Name: Merida Blue Enterprises
Business Address: 305 Mimosa Dr
Business Telephone: 505-301-6898 Business Fax:
Business E-mail: leemerida1111@gmail.com
I
Special knowledge or experience applicable to board/commission function:
I have worked for several years in the construction and transportation industry.
Bachelor's Degree in Accounting and Finance.
Other information (e.g., civic activities):
Currently on the Board of Adjustment for Anna.
Have yo ever a onvicted of a felony or a crime involving moral turpitude?
11-13-2012
SignatYjre Date
Please return completed application to:
Office of the City Secretary
111 N. Powell Parkway
PO Box 776
Anna, TX 7540M776
m
972-924-3325
972-924-2620 FAX
nwilkison@annatexas.gov
NOV 13 2012
i
APPLICATION FOR
CITY COUNCIL -APPOINTED BOARDS AND COMMISSIONS
Note: Applications will be held for one (1) year.
Board/Commission Preference:
❑ EDC —Economic Development Corporation
I P&Z—Planning and Zoning Commission
® Board of Adjustments
Name: Mark Montgomery
Home Address: 318 Niagara Falls Dr
❑ CDC —Community Development Corporation
❑ Parks Advisory Board
Home Telephone: 214-831-8023 Home Fax:
Home E-mail: mark@montgomery4.com Anna resident for 12 years
Profession/occupation:
Business Name: Fujitsu Network Communications
Business Address: 2801 Telecom Pkwy, Richardson, Tx 75082
Business Telephone: 972479'2329 Business Fax:
Business E-mail: mark.montgomery@us.fujitsu.com
Special knowledge ar experience applicable to board/commission function:
Served on Anna Clty Council (2002-2005) and Anna EDC (2003-2004)
Other information (e.g., civic activities).
Anna ISD Facilitfies Planning Committee - 2002 & 2007
First Baptist Church of Anna Finance Committee - 2012-present
Alexander Cemetery Association Director - 2002-present
Have you ever been convicted of a felony or a crime involving moral turpitude? NO
Signature Date
Please return completed application to:
Office of the City Secretary
1
PO Box 776
A
11 N. Powell Parkway
nna, TX 75409V76
972-924-3325
972-9244620 FAX
nwilkison@annatexas.gov
AUG 2 0 2012
MARK KUSSELL IVIONTGOMERY Mechanical Engineer
31$ Niagara Falls Drive Cell: 469-323-9729
Anna, Texas 75409 mark@engineering.com Alt: 214-831-8023
Seeking Senior Mechanical Design Engineering Role
Mechanical engineer with experience managing multiple electro-mechanical projects taking products from
concept to customer delivery while coordinating both internal & external resources
Please visit htt�:://xternaldesign.com to view some of mywork.
EDUCATION
Texas A&M University - College Station, Texas August 7987 to May 7990
Bachelor of Science In Mechanical Engineering (85ME)
Grayson County College -Denison, Texas August 1985 to August 1987
Engineering (Transferred)
PROFESSIONAL EXPERIENCE
Overture Networks -Richardson, Texas
Contract Mechanical Engineer (80%of time) April 2010 to Present
• Designed 1 RU 1 OGb Ethernet based product with hot swappable power supplies, 10 slots, and fan
module requiring extensive thermal management design based on 3rd party thermal analysis
iPhotonix (formerly TXP Corporation) -Richardson, Texas
Contract Mechanical Engineer (10%of time) April 2010 to Present
• Engineering support for Retrofit Solutions division
• iPhotonix was formed from the assets of TXP upon Chapter 7 liquidation
Xternal Design -Anna, Texas
Contract Mechanical Desigd Services (10%of time) April 2010 to Present
• Personal contracting business
• Developed lead forming tool for an optical component
• Provided DXF data of a spiral antenna for impart into PCB CAD system (military application)
• Developing a 1 RU Add Drop Multiplexer for developing country application
TXP Corporation (formerly Texas Prototypes) - Richardson, Texas
Engineering Manager December 2007 to March 2070
Senior Mechanical Engineer April 2006 to December 2007
i�/,:ul; Russell �Aontgornery rnlrl:��engineering,coni 3)an-?Ul 1
• Designed custom components and electro-mechanical subassemblies using ProEngineer 2001 &Wildfire
2.0 to facilitate installation of new OEM equipment (DSL, GPON, etc.) into legacy outdoor telecom
cabinets often requiring creative mounting configurations, upgraded AC and DC power capacity,
increased battery backup, and enhanced thermal capabilities by introducing high flow fans, heat
exchangers, and baffling
• Designed electro-mechanical subassemblies containing circuit breakers, fan control boards, fans, linear
actuator controls, and an outdoor enclosure containing a power supply, circuit protection, cooling, fiber
routing, and cabling
• Performed thermal testing to ensure compliance with GR-487 including solar load considerations
• Performed structural analysis using Mechanica Integrated in ProEngineer
• Worked with entrepreneurs to take products from concept to prototype stage using ProEngineer 2001
• Working manager over four mechanical engineers, engineering change analyst, customer support &
technical publications
• Prepared departmental budget, managed project schedules using MS Project and held weekly project
reviews with multiple customers
• Developed & implemented a change control process and documented product lifecycle process for
IS09001 compliance
• Implemented Agile PLM Software for product lifecycle management
• Standardized engineering documentation for improved quality from internal and external suppliers and
to streamline documentation process for improved throughput
• Coordinated efforts with 3rd party OEM development, industrial design support, thermal analysis and
NEBS testing
Covaro Networks, Inc. (acquired by Adva Optical - Richardson, Texas
Senior Mechanical Engineer July 2002 to October 2005
• Designed a NEBS 3 compliant natural convection cooled rack -mount Ethernet extension chassis for
installation in a CO, co -location, or outdoor cabinet using ProEngineer 2001; components included
formed sheet metal, aluminum extrusions, heatsinks, injection molded plastics, machining, overlays and
flexible circuit displays
• Designed an assortment of AC/DC powered Ethernet Network Interface Devices (NID) for customer
premises applications using ProEngineer 2001; components included aluminum extrusions, die-cast
covers, and graphic overlays
• Worked with a 3rd party to analyze thermal characteristics of the chassis and circuit boards using Ice Pak
Rapids Networks, inc. -- Richardson, Texas
Mechanical Engineering Lead / Member of Technical Staff November 1999 taJuly 2002
• Designed a NEBS 3 compliant 19" 14RU rack mount Media Gateway chassis with a modular backplane &
point-to-point high-speed cabling requiring forced convection thermal management using SolidWorks
. Responsible for all mechanical design including PCB mechanical layout, EMI containment, power
distribution, cable design, backplane layout, aluminum extrusions, injection molded litepipes,
thermoformed cover panels, machining, and sheet metal design
Alcatel USA (formerly DSC Communications Corporation) -Plano, Texas
Marl: Russell Montgoii�ery rnarl<<<i�etigineerin;7.com �-1a��-2011
Mechanical Design Engineer 1, ll, 1111 IV May 1990 to November 7999
• Designed Central Office equipment using AutoCAD and ProEngineer, requiring: NEBS compliance, EMI
containment, thermal analysis using Flotherm, seismic analysis using Images3D, implemented cost
reductions, and process improvements
• Cost tie reduced a GR-63 Zone 4 Seismic Cabinet used for housing CO Switching
equipment
• Completed multiple leadership development & quality management courses and technical seminars
DSC Communications Corporation -Plano, Texas
Mechanical Engineering Co-op Summer 7988, Spring 7989, Fall 7989
• Wrote manufacturing assembly procedures to document manufacturing processes
. Worked in the prototype shop forming sheet metal parts and building test equipment
Miscellaneous Contract and Short Term Tasks
• Developed DC rectifier products using ProEngineer Wildfire 2.0 December2O05 to April2006
• Performed various design tasks using personal copy of SolidWorks 2001, February 2002 to March 2004
including a rack level test stared for a government contract and EMI shielding of a piece of medical
equipment
INTERESTS &OTHER
/nterests Family, church, hunting/outdoors, billiards
CommunityServlce Alexander Cemetery Association, Director (2002-Present)
Covenant Church, Senior Lifeteam Leader (2008-2010)
Anna ISD Facilities Planning Committee, Co-chairman (2002, 2007)
'
Greywood Heights Worship Center, PdStOrS Council (2004-2006)
City of Anna, Councilman/Mayor Pro -Tern (2002-2005)
Anna Economic Development Corporation, President (2003-2004)
Anna Parent Teacher Organization, Treasurer (2000-2002)
References and Sa/aryHistory Available on requesC
Marls Russell Montgomery nrui<C4�engirieerin�,ccun 3-Jan-`L01 I
Y{OUFi} iiOMETOWN
Council Meeting: November 27, 2012
Account Code #
Budgeted Amount:
Item No. 11
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: City Manager
Exhibits: ❑ Yes ❑ No
AGENDA SUBJECT: Consider/Discuss/Action regarding the schedule for City Council
meetings in December.
In order to complete the proposed annexation of the Slater Creels Road neighborhood, the
Council will need to take action between December 18th and December 23'. The City Council
typically only meets once during the month of December (Christmas day falls on the 4t Tuesday
this year).
RECOMMENDATION: In order to take action on the proposed annexation, Staff recommends
that the Council change their lst regular meeting in December from the 1lt" to December 18th5
and postpone the agenda items from the regularly scheduled meeting on December 25 to the first
regular meeting in January 2013.
�w
Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount: N/A
Item No. 13
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: PhiliRSanders
Date Prepared: I 1-19-12
Exhibits: ❑Yes ❑ No
AGENDA SUBJECT: CLOSED SESSION (EXCEPTIONS): Under Tex. Gov't Code Chapter
551, the City Council may enter into closed session to discuss any items listed or
referenced on this agenda under the following exceptions:
a. consult with legal counsel regarding pending or contemplated litigation
and/or on matters 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 of the Government
Code (Tex. Gov't Code §551.071); anticipated litigation with Amazing
Solar Solutions; private club regulations; legal claim from property owner
on S. Powell Pkwy; discussion regarding the legal aspects of parks and
recreation programs.
b. discuss or deliberate the purchase, exchange, lease, or value of real
property (Tex. Gov't Code 98551.072h acquison of park land and
acquisition of utility easements.
c. discuss or deliberate personnel matters: City Manager Annual Review.
(Tex. Gov't Code §551.074);
The council further reserves the right to enter into executive session at any
time throughout any duly noticed meeting under any applicable exception
to the Open Meetings Act.
Council Meeting: November 27 2012
Account Code #: N/A
Item No. 14
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Budgeted Amount: N/A Exhibits: ❑Yes
AGENDA SUBJECT: Consider/Discuss/Action on any items listed on
agenda for November 27, 2012 City of Anna Special Meeting or any Closed
occurring during this Special Meeting, as necessary.
SUMMARY:
RECOMMENDATION:
❑ No
poste
d
Session
Council Meeting: November 27, 2012
Account Code #: N/A
Budgeted Amount: N/A
AGENDA SUBJECT: Adjourn.
SUMMARY:
Item No. 15
City Secretary's use only
City of Anna
City Council Agenda
Staff Report
Staff Contact: Philip Sanders
Date Prepared: 11-19-12
Exhibits: ❑Yes ❑ No
RECOMMENDATION: Staff recommends a motion to adjourn.