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03-19-2013 Agenda with BackupSCHERTZ CITY COUNCIL REGULAR SESSION HAL BALDWIN MUNICIPAL COMPLEX COUNCIL CHAMBERS 1400 SCHERTZ PARKWAY BUILDING #4 SCHERTZ, TEXAS 78154 03-19-2013 Council Agenda AMENDED AGENDA TUESDAY, MARCH 19, 2013 AT 6:00 P.M. The City Council may, for its convenience or for the convenience of City Staff or persons in attendance, modify the order in which items on the agenda are considered by the City Council. Call to Order – Regular Session Invocation and Pledges of Allegiance to the Flags of the United States and State of Texas. (Pastor Corey Webb – Everyday Christian Fellowship) Presentation • Announcement and recognition of new Police Chief Michael Hansen. (Mayor Carpenter) • Oath of Office – Oath of office administered to newly appointed Police Chief Michael Hansen. (City Secretary Brenda Dennis to administer Oath) • Presentation and Pinning Ceremony for the new Police Chief - Michael Hansen (J. Kessel/M. Harris/Mayor Carpenter) City Events and Announcements • Announcements of upcoming City Events (D. Harris/J. Bierschwale/B. James) • Announcements and recognitions by City Manager (J. Kessel) Hearing of Residents This time is set aside for any person who wishes to address the City Council. Each person should fill out the speaker’s register prior to the meeting. Presentations should be limited to no more than 3 minutes. All remarks shall be addressed to the Council as a body, and not to any individual member thereof. Any person making personal, impertinent, or slanderous remarks while addressing the Council may be requested to leave the meeting. Discussion by the Council of any item not on the agenda shall be limited to statements of specific factual information given in response to any inquiry, a recitation of existing policy in 03-19-2013 City Council Agenda Page - 2 - response to an inquiry, and/or a proposal to place the item on a future agenda. The presiding officer, during the Hearing of Residents portion of the agenda, will call on those persons who have signed up to speak in the order they have registered. Consent Agenda Items The Consent Agenda is considered to be self-explanatory and will be enacted by the Council with one motion. There will be no separate discussion of these items unless they are removed from the Consent Agenda upon the request by the Mayor or a Councilmember. 1. Minutes - Consideration and/or action regarding the approval of the minutes of the Regular Meeting of March 12, 2013. (J. Kessel/B. Dennis) 2. Ordinance No. 13-T-07 – Consideration and/or action approving an Ordinance authorizing a budget adjustment to fund Animal Services Adoption Facility; repealing all ordinances or parts of ordinance in conflict with this ordinance; and providing an effective date. Final Reading (G. Logan/P. Gaudreau) 3. Resolution No. 13-R-20 – Consideration and/or action approving a Resolution adopting an amendment to the Articles of Incorporation and Bylaws of the Cibolo Valley Local Government Corporation to reflect an increase in the number of Directors of the Cibolo Valley Local Government Corporation and the terms thereof; amending provisions related to the submission of the Corporation’s Annual Budget; executing a Second Amendment to the Memorandum of Understanding with the Corporation related to the submission of the Corporation’s Annual Budget; providing for severability; repealing conflicting Resolutions; and establishing an effective date. (J. Bierschwale/S. Willoughby/A. Cockerell) 4. Cibolo Valley Local Government Corporation appointment - Consideration and/or action regarding a conditional appointment of Mr. Steve White as a member to the Cibolo Valley Local Government Corporation and Term Extension for Mr. Justin Murray. (J. Bierschwale/S. Willoughby) Discussion and/or Action Items 5. Resolution No. 13-R-21 – Presentation and consideration and/or action approving a Resolution authorizing the construction agreement for the Animal Adoption Center and other matters in connection therewith. (G. Logan/ P. Gaudreau) Roll Call Vote Confirmation Executive Session Called under: Section 551.071 Texas Government Code Deliberation regarding litigation, pending or contemplated litigation; 03-19-2013 City Council Agenda Page - 3 - Section 551.072 Texas Government Code - Deliberation regarding the purchase, exchange, sale, lease, or value of real property, or real estate; Section 551.074 Texas Government Code - Deliberation regarding personnel matters, policies, duties, employment, and evaluation of certain public officials and employees; Reconvene into Regular Session 6. Take any action deemed necessary as a result of the Executive Session. Requests and Announcements 7. Announcements by City Manager • Citizen Kudos • Recognition of City employee actions • New Departmental initiatives 8. Requests by Mayor and Councilmembers that items be placed on a future City Council agenda. 9. Requests by Mayor and Councilmembers to City Manager and Staff for information. 10. Announcements by Mayor and Councilmembers • City and community events attended and to be attended • City Council Committee and Liaison Assignments (see assignments below) • Continuing education events attended and to be attended • Recognition of actions by City employees • Recognition of actions by community volunteers • Upcoming City Council agenda items Adjournment CERTIFICATION I, BRENDA DENNIS, CITY SECRETARY OF THE CITY OF SCHERTZ, TEXAS, DO HEREBY CERTIFY THAT THE ABOVE AGENDA WAS PREPARED AND POSTED ON THE OFFICIAL BULLETIN BOARDS ON THIS THE 15th DAY OF MARCH 2013 AT 5:00 P.M., WHICH IS A PLACE READILY ACCESSIBLE TO THE PUBLIC AT ALL TIMES AND THAT SAID NOTICE WAS POSTED IN ACCORDANCE WITH CHAPTER 551, TEXAS GOVERNMENT CODE. Brenda Dennis Brenda Dennis CPM, TRMC, MMC, City Secretary I CERTIFY THAT THE ATTACHED NOTICE AND AGENDA OF ITEMS TO BE CONSIDERED BY THE CITY COUNCIL WAS REMOVED BY ME FROM THE 03-19-2013 City Council Agenda Page - 4 - OFFICIAL BULLETIN BOARD ON _____DAY OF _______________, 2013. ____________________________Title:__________________________ This facility is accessible in accordance with the Americans with Disabilities Act. Handicapped parking spaces are available. If you require special assistance or have a request for sign interpretative services or other services please call 210 619-1030 at least 24 hours in advance of meeting. COUNCIL COMMITTEE AND LIAISON ASSIGNMENTS Mayor Carpenter Audit Committee Hal Baldwin Scholarship Committee Interview Committee for Boards and Commissions Investment Advisory Committee TIRZ II Board Mayor Pro-Tem Edwards – Place 4 Audit Committee Hal Baldwin Scholarship Committee Councilmember Fowler – Place 1 Interview Committee for Boards and Commissions Schertz Housing Board Liaison AACOG Committee Councilmember Scagliola – Place 2 Animal Control Advisory Committee Cibolo Valley Local Government Corporation Interview Committee for Boards and Commissions Sweetheart Advisory Committee Councilmember Antuna - Place 3 ASA Commuter Rail District Board – Lone Star Randolph Joint Land Use Study (JLUS) Executive Committee Schertz Seguin Local Government Corporation Councilmember – Verinder – Place 5 Audit Committee Investment Advisory Committee SCHERTZ CITY COUNCIL REGULAR SESSION HAL BALDWIN MUNICIPAL COMPLEX COUNCIL CHAMBERS 1400 SCHERTZ PARKWAY BUILDING #4 SCHERTZ, TEXAS 78154 03-19-2013 Council Agenda AMENDED AGENDA TUESDAY, MARCH 19, 2013 AT 6:00 P.M. The City Council may, for its convenience or for the convenience of City Staff or persons in attendance, modify the order in which items on the agenda are considered by the City Council. Call to Order – Regular Session Invocation and Pledges of Allegiance to the Flags of the United States and State of Texas. (Pastor Corey Webb – Everyday Christian Fellowship) Presentation • Announcement and recognition of new Police Chief Michael Hansen. (Mayor Carpenter) • Oath of Office – Oath of office administered to newly appointed Police Chief Michael Hansen. (City Secretary Brenda Dennis to administer Oath) • Presentation and Pinning Ceremony for the new Police Chief - Michael Hansen (J. Kessel/M. Harris/Mayor Carpenter) City Events and Announcements • Announcements of upcoming City Events (D. Harris/J. Bierschwale/B. James) • Announcements and recognitions by City Manager (J. Kessel) Hearing of Residents This time is set aside for any person who wishes to address the City Council. Each person should fill out the speaker’s register prior to the meeting. Presentations should be limited to no more than 3 minutes. All remarks shall be addressed to the Council as a body, and not to any individual member thereof. Any person making personal, impertinent, or slanderous remarks while addressing the Council may be requested to leave the meeting. Discussion by the Council of any item not on the agenda shall be limited to statements of specific factual information given in response to any inquiry, a recitation of existing policy in 03-19-2013 City Council Agenda Page - 2 - response to an inquiry, and/or a proposal to place the item on a future agenda. The presiding officer, during the Hearing of Residents portion of the agenda, will call on those persons who have signed up to speak in the order they have registered. Consent Agenda Items The Consent Agenda is considered to be self-explanatory and will be enacted by the Council with one motion. There will be no separate discussion of these items unless they are removed from the Consent Agenda upon the request by the Mayor or a Councilmember. 1. Minutes - Consideration and/or action regarding the approval of the minutes of the Regular Meeting of March 12, 2013. (J. Kessel/B. Dennis) 2. Ordinance No. 13-T-07 – Consideration and/or action approving an Ordinance authorizing a budget adjustment to fund Animal Services Adoption Facility; repealing all ordinances or parts of ordinance in conflict with this ordinance; and providing an effective date. Final Reading (G. Logan/P. Gaudreau) 3. Resolution No. 13-R-20 – Consideration and/or action approving a Resolution adopting an amendment to the Articles of Incorporation and Bylaws of the Cibolo Valley Local Government Corporation to reflect an increase in the number of Directors of the Cibolo Valley Local Government Corporation and the terms thereof; amending provisions related to the submission of the Corporation’s Annual Budget; executing a Second Amendment to the Memorandum of Understanding with the Corporation related to the submission of the Corporation’s Annual Budget; providing for severability; repealing conflicting Resolutions; and establishing an effective date. (J. Bierschwale/S. Willoughby/A. Cockerell) 4. Cibolo Valley Local Government Corporation appointment - Consideration and/or action regarding a conditional appointment of Mr. Steve White as a member to the Cibolo Valley Local Government Corporation and Term Extension for Mr. Justin Murray. (J. Bierschwale/S. Willoughby) Discussion and/or Action Items 5. Resolution No. 13-R-21 – Presentation and consideration and/or action approving a Resolution authorizing the construction agreement for the Animal Adoption Center and other matters in connection therewith. (G. Logan/ P. Gaudreau) Roll Call Vote Confirmation Executive Session Called under: Section 551.071 Texas Government Code Deliberation regarding litigation, pending or contemplated litigation; 03-19-2013 City Council Agenda Page - 3 - Section 551.072 Texas Government Code - Deliberation regarding the purchase, exchange, sale, lease, or value of real property, or real estate; Section 551.074 Texas Government Code - Deliberation regarding personnel matters, policies, duties, employment, and evaluation of certain public officials and employees; Reconvene into Regular Session 6. Take any action deemed necessary as a result of the Executive Session. Requests and Announcements 7. Announcements by City Manager • Citizen Kudos • Recognition of City employee actions • New Departmental initiatives 8. Requests by Mayor and Councilmembers that items be placed on a future City Council agenda. 9. Requests by Mayor and Councilmembers to City Manager and Staff for information. 10. Announcements by Mayor and Councilmembers • City and community events attended and to be attended • City Council Committee and Liaison Assignments (see assignments below) • Continuing education events attended and to be attended • Recognition of actions by City employees • Recognition of actions by community volunteers • Upcoming City Council agenda items Adjournment CERTIFICATION I, BRENDA DENNIS, CITY SECRETARY OF THE CITY OF SCHERTZ, TEXAS, DO HEREBY CERTIFY THAT THE ABOVE AGENDA WAS PREPARED AND POSTED ON THE OFFICIAL BULLETIN BOARDS ON THIS THE 15th DAY OF MARCH 2013 AT 5:00 P.M., WHICH IS A PLACE READILY ACCESSIBLE TO THE PUBLIC AT ALL TIMES AND THAT SAID NOTICE WAS POSTED IN ACCORDANCE WITH CHAPTER 551, TEXAS GOVERNMENT CODE. Brenda Dennis Brenda Dennis CPM, TRMC, MMC, City Secretary I CERTIFY THAT THE ATTACHED NOTICE AND AGENDA OF ITEMS TO BE CONSIDERED BY THE CITY COUNCIL WAS REMOVED BY ME FROM THE 03-19-2013 City Council Agenda Page - 4 - OFFICIAL BULLETIN BOARD ON _____DAY OF _______________, 2013. ____________________________Title:__________________________ This facility is accessible in accordance with the Americans with Disabilities Act. Handicapped parking spaces are available. If you require special assistance or have a request for sign interpretative services or other services please call 210 619-1030 at least 24 hours in advance of meeting. COUNCIL COMMITTEE AND LIAISON ASSIGNMENTS Mayor Carpenter Audit Committee Hal Baldwin Scholarship Committee Interview Committee for Boards and Commissions Investment Advisory Committee TIRZ II Board Mayor Pro-Tem Edwards – Place 4 Audit Committee Hal Baldwin Scholarship Committee Councilmember Fowler – Place 1 Interview Committee for Boards and Commissions Schertz Housing Board Liaison Councilmember Scagliola – Place 2 Animal Control Advisory Committee Cibolo Valley Local Government Corporation Interview Committee for Boards and Commissions Sweetheart Advisory Committee Councilmember Antuna - Place 3 ASA Commuter Rail District Board – Lone Star Randolph Joint Land Use Study (JLUS) Executive Committee Schertz Seguin Local Government Corporation Councilmember – Verinder – Place 5 Audit Committee Investment Advisory Committee March 19, 2013 JACKSON A&E ASSOCIATES, INC Bond passed in 2010 for the creation of a separate adoption facility and renovations to the existing facility in the amount of $2,250,000.00. Additional funds were approved in the amount of $165,000.00 by Council increasing the budget to $2,415,000.00 An evaluation team selected D.Wilson Construction Company as the most qualified and best value to the City. The current building program is for the full build- out of all kennel areas shown on the floor plan and to change the exterior building skin to include a three foot high wainscot of stone matching that provided on the entrance (north) elevation. The area above the wainscot will be clad with HardiePlank siding. Budget Agenda No. 1 CITY COUNCIL MEMORANDUM City Council Meeting: March 19, 2013 Department: City Secretary Subject: Minutes BACKGROUND The City Council held a regular meeting on March 12, 2013. FISCAL IMPACT None RECOMMENDATION Staff recommends Council approve the minutes of the regular meeting of March 12, 2013. ATTACHMENT Minutes –regular meeting March 12, 2013 03-12-2013 Minutes MINUTES REGULAR MEETING March 12, 2013 A Regular Meeting was held by the Schertz City Council of the City of Schertz, Texas, on March 12, 2013, at 6:00 p.m., in the Hal Baldwin Municipal Complex Council Chambers, 1400 Schertz Parkway, Building #4, Schertz, Texas. The following members present to-wit: Mayor Pro-Tem Cedric Edwards, Sr. Councilmember Jim Fowler Councilmember David Scagliola Councilmember George Antuna, Jr. Councilmember Sydney H. Verinder Staff Present: City Manager John C. Kessel Executive Director John Bierschwale Executive Director David Harris Executive Director Brian James Chief of Staff Bob Cantu City Attorney Michael Spain City Secretary Brenda Dennis Mayor Michael R. Carpenter was absent. CALL TO ORDER: Mayor Pro-Tem Edwards called the Regular Meeting to order at 6:00 p.m. INVOCATION AND PLEDGES OF ALLEGIANCE TO THE FLAGS OF THE UNITED STATES AND THE STATE OF TEXAS. Councilmember Fowler gave the invocation followed by the Pledges of Allegiance to the Flags of the United States and the State of Texas. City Events and Announcements • Announcements of upcoming City Events (D. Harris/J. Bierschwale/B. James) Mayor Pro-Tem Edwards recognized Executive Director David Harris who announced the following upcoming events: • March 2 through March 17, 2013, Schertz Annual Spring Clean Up – drop off event for citizens in conjunction with Bexar Waste, 2221 FM 3009 from 8:00 a.m. to 6:00 p.m. daily – free of charge to residents with proper identification. Contact Bexar Waste at 566-5454, Public Works 619-1800, or call 311. • Wednesday, March 20, 2013, Employee Remembrance Day, noon at 10 Commercial Place. • Wednesday, March 20, 2013, Anti-Tobacco Rally and Flash Mob, at 5:30 p.m. Schertz Playscape. • Wednesday, March 20, 2013 - Community Budget Presentation, Hal Baldwin Municipal Complex Council Chambers at 6:00 p.m. • Saturday, March 23, 2013, Plant and Play Day, Schertz Playscape. • Thursday, March 28, 2013 - Community Budget Presentation, Schertz United Methodist Church at 6:00 p.m. • Wednesday, April 3, Skateboard Design meeting – Community input welcome, Schertz Civic Center 6:30 p.m. to 8:00 p.m. 03-12-2013 Minutes • Saturday, April 20, 2013 Absolute Jazz Event at Pickrell Park. • Thursday, April 25, 2012, Volunteer Fair and Open House – Schertz Civic Center 6:00 p.m. to 8:00 p.m. • Tuesday, April 30, 2013 Hal Baldwin Scholarship application deadline. • Announcements and recognitions by City Manager (J. Kessel) Mayor Pro-Tem Edwards recognized City Manager John Kessel reported that the City of Schertz received an email notification from TCEQ regarding our superior system and that the City was a recipient of the achievement award. Mr. Kessel stated that this is the 35th year the City has received this award. He thanked Members of the Schertz-Seguin Local Government Corporation, Mr. John Bierschwale, Mr. Sam Willoughby and his team for the success. Presentations • Recap of the Wilenchik Walk and updates on upcoming events. (D. Harris/M. Spence) Mayor Pro-Tem Edwards recognized Events Coordinator Mary Spence who provided a brief power point regarding the results of the Wilenchik Walk for life. The event raised $16,000.00 this year. Mary Spence provided an update on the following events: o Anti-Tobacco Rally and Flash Mob scheduled for March 20, 2013 at 5:30 p.m. Schertz Playscape. o Wednesday, March 20, 2013 Employee Remembrance Day, Schertz Public Works facility 10 Commercial Place at noon. o Saturday, March 23, 2013, 8:30 a.m. Plant & Play Day at the Schertz Playscape o Saturday, April 20, 2013, 1:00 p.m. to 11:00 p.m. Absolute Jazz at Pickrell Park o Thursday, May 2, 2013, 5:45 p.m. – Sweetheart Court Coronation, Schertz Civic Center • Update on Legislative issues (D. Harris/D. Harris) Mayor Pro-Tem Edwards recognized Executive Director of Support David Harris provided an update regarding recent bills that have been submitted. Some listed were: HB 409, HB 521, HB 526, HB 1158, SB 20, SB 53, SB 984, and SB 1297. Mayor Pro-Tem stated he was against HB 347. Mr. Harris stated that a complete listing of the house and senate bills can be found by going to TML.org. Workshop Item • Discussion and/or action regarding costs associated with carrying a wainscot of stone around the sides and rear of the building with HardiePlank (or similar) materials above for the Animal Adoption Center. (J. Kessel/P. Gaudreau) 03-12-2013 Minutes Mayor Pro-Tem Edwards recognized Owner Representative Phil Gaudreau who provided a briefing on the revised design to include a three foot high wainscot of stone material matching the front elevation of the facility and approved a fund transfer of $40,000.00. It was the consensus of Council to include the additional cost of the masonry and revise the ordinance on final reading of Ordinance 13-T-07 regarding budget adjustment to fund the Animal Services Adoption Facility. Discussion and/or action regarding City Council liaison appointments to the various boards and committees. (D. Harris/Council) Mayor Pro-Tem Edwards recognized Executive Director David Harris who provided the list of Council appointments. Among the Members of Council it was decided that Councilmember Verinder be given the Audit Committee Member position and the Investment Advisory Committee position. • Discussion and/or action authorizing the City Manager to enter into an agreement for the purchase of a fire truck and associated equipment, and to authorize the solicitation of financing for the purchase of the fire truck and equipment. (J. Bierschwale/D. Covington) Mayor Pro-Tem Edwards recognized Fire Chief David Covington who provided information regarding the type of Fire Truck being requested for purchase. It was the consensus of Council to move forward with the purchase. Hearing of Residents This time is set aside for any person who wishes to address the City Council. Each person should fill out the speaker’s register prior to the meeting. Presentations should be limited to no more than 3 minutes. All remarks shall be addressed to the Council as a body, and not to any individual member thereof. Any person making personal, impertinent, or slanderous remarks while addressing the Council may be requested to leave the meeting. Discussion by the Council of any item not on the agenda shall be limited to statements of specific factual information given in response to any inquiry, a recitation of existing policy in response to an inquiry, and/or a proposal to place the item on a future agenda. The presiding officer, during the Hearing of Residents portion of the agenda, will call on those persons who have signed up to speak in the order they have registered. Mayor Pro-Tem Edwards recognized the following who spoke: • Ms. Clare Layton, 12231 Lost Meadows, who spoke on public perception. She also spoke regarding the need to place additional information on the City website regarding the selection committee for the hiring of the Police Chief. • Ms. Jacquelyn Darby, 6104 Merion Way, Cibolo, who spoke on the campaign for Tobacco Free Kids, Kick Butts Day. • Mr. Grumpy “Ed” Azzoz, 528 Wayward Pass, who spoke regarding his request last week for the Council to appoint an Independent Counsel to look into all the hiring that came aboard 03-12-2013 Minutes and to see if there is any connection to Management and why more employees are not moving upward. • Ms. Maggie Titterington, Schertz Chamber President who provided information regarding the upcoming Chamber events. Consent Agenda Items The Consent Agenda is considered to be self-explanatory and will be enacted by the Council with one motion. There will be no separate discussion of these items unless they are removed from the Consent Agenda upon the request by the Mayor or a Councilmember. 1. Minutes - Consideration and/or action regarding the approval of the minutes of the Regular Meeting of March 5, 2013. (J. Kessel/B. Dennis) 2. Resolution No. 13-R-19 – Consideration and/or action approving a Resolution authorizing the City Manager to enter into an agreement for the purchase of a fire truck and associated equipment, and to authorize the solicitation of financing for the purchase of the fire truck and equipment, and other matters in connection therewith. (J. Bierschwale/D. Covington) The following was read into record: RESOLUTION NO. 13-R-19 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT FOR THE PURCHASE OF A FIRE TRUCK AND ASSOCIATED EQUIPMENT AND TO AUTHORIZE THE SOLICITATION OF FINANCING FOR THE PURCHASE OF THE FIRE TRUCK AND EQUIPMENT, AND OTHER MATTERS IN CONNECTION THEREWITH Mayor Pro-Tem Edwards recognized Councilmember Antuna who moved, seconded by Councilmember Scagliola to approve the consent agenda items 1 and 2. The vote was unanimous with Mayor Pro-Tem Edwards, Councilmembers Fowler, Scagliola, Antuna, and Verinder voting yes, and no one voting no. Motion Carried Discussion and/or Action Items 3. Ordinance No. 13-T-07 – Consideration and/or action approving an Ordinance authorizing a budget adjustment to fund Animal Services Adoption Facility; repealing all ordinances or parts of ordinance in conflict with this ordinance; and providing an effective date. First Reading (G. Logan/P. Gaudreau) ORDINANCE NO. 13-T-07 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING A BUDGET ADJUSTMENT TO FUND ANIMAL SERVICES ADOPTION FACILITY; REPEALING ALL ORDINANCES OR PARTS OF ORDINANCES IN CONFLICT WITH THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE 03-12-2013 Minutes Mayor Pro-Tem Edwards moved, seconded by Councilmember Scagliola to approve the Ordinance No. 13-T-07 on first reading with the additional $40,000 requested for the additional masonry. The vote was unanimous with Mayor Pro-Tem Edwards, Councilmembers Fowler, Scagliola, Antuna, and Verinder voting yes, and no one voting no. Motion Carried Roll Call Vote Confirmation Mayor Pro-Tem Edwards recognized City Secretary Brenda Dennis who recapped the votes for agenda items 1, 2, and 3. Executive Session Mayor Pro-Tem Edwards recessed the regular meeting into executive session at 7:23 p.m. Called under: Section 551.071 Texas Government Code Deliberation regarding litigation, pending or contemplated litigation; Section 551.072 Texas Government Code - Deliberation regarding the purchase, exchange, sale, lease, or value of real property, or real estate; Section 551.074 Texas Government Code - Deliberation regarding personnel matters, policies, duties, employment, and evaluation of certain public officials and employees; Section 551.074 Texas Government Code – Deliberation regarding personnel matters and the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of the City Manager and City Secretary. Section 551.087 Texas Government Code – Deliberation regarding Economic Development Negotiations. Reconvene into Regular Session Mayor Pro-Tem Edwards reconvened into regular session at 10:44 p.m. 4. Take any action deemed necessary as a result of the Executive Session. No action taken. Requests and Announcements 5. Announcements by City Manager • Citizen Kudos • Recognition of City employee actions • New Departmental initiatives 03-12-2013 Minutes No other announcements provided. 6. Requests by Mayor and Councilmembers that items be placed on a future City Council agenda. Mayor Pro-Tem Edwards recognized Councilmember Scagliola who stated that last week he requested staff place on a future agenda an item to fill the current vacancies that exists on the boards, commissions and committees. He stated that at the request of staff that this item be moved to a later date to allow staff more time to receive applications. Council concurred. 7. Requests by Mayor and Councilmembers to City Manager and Staff for information. No information requested. 8. Announcements by Mayor and Councilmembers • City and community events attended and to be attended • City Council Committee and Liaison Assignments • Continuing education events attended and to be attended • Recognition of actions by City employees • Recognition of actions by community volunteers • Upcoming City Council agenda items Mayor Pro-Tem Edwards recognized Councilmember Antuna who stated that Friday, March 8, 2013, he attended the Sub-committee for the Metropolitan Planning Organization where they discussed bringing in the other Counties. They decided to appoint two members from the counties of Kendall, two from Comal, and two from Guadalupe. There are nineteen (19) Board Members and of the nineteen (19), eleven (11) are non-elected. They will be removing six (6) of the non-elected, and replace them with elected officials for each of the counties. There is also a Technical Advisory Board and each county will have one appointee non-elected appointed to the Technical Advisory Board. Mayor Pro-Tem Edwards recognized Councilmember Verinder who announced he is the proud grandparent to 2 new granddaughters, first granddaughter born Abigail Catherine of Schertz, and the second granddaughter born a week later Piper Grace of McKinney. Adjournment As there was no further business, the meeting was adjourned at 10:49 p.m. __________________________________ Mayor Pro-Tem, Cedric Edwards, Sr. ATTEST: _________________________ City Secretary, Brenda Dennis Agenda No. 2 CITY COUNCIL MEMORANDUM City Council Meeting: March 12, 2013 Department: Parks, Recreation and Community Services: Animal Service Subject: Ordinance No. 13-T-07 Budget Adjustment to provide of funds for the new Animal Services Adoption Facility (Final Reading) BACKGROUND On March 5, 2013 the City Council directed that the facility be constructed to the full capacity and approved a fund transfer in the amount of $125,000.00 to accomplish this. On March 12, 2013 the City Council directed that the facility design include a three foot high wainscot of stone material matching the front elevation of the facility and approved a fund transfer of $40,000.00 to accomplish this design change. With the full build out of the new facility it will include intake, redemptions and adoptions without additional staff. The existing facility would be used for limited purposes including accommodating large animals and in the event of an emergency. In order to provide necessary funds for the project, the City’s 2012-13 Budget must be amended to show a transfer to the Animal Adoption Center project and that same amount added to the projected budget. The budget will also be amended to recognize an additional $165,000 in expected commercial building permits which will fund the transfer. Goal Provide additional funding to have an all-inclusive new Animal Services Adoption Facility. This facility will be constructed to include animal intake, holding, medical isolation and adoption. This design will eliminate the use of the current facility for intake purposes and allow for an ideal transition of animals for optimum animal care and adoption. Community Benefit By adding the additional kennel space to the new facility, current budgeted staff can be utilized to provide for the most favorable customer service. In addition, the public will be able to look for their lost pets or search for a new addition to their family all in one location. The shift from an animal in medical isolation or holding to the adoption area will be less stressful to the animal because everything is under one roof. Summary of Recommended Action Approve transferring $165,000 from the Commercial Development Permit Fees for new construction to Special Capital Fund 401, New Animal Services Adoption Facility FISCAL IMPACT This action will transfer $165,000 from the Commercial Development Permit Fees for new construction to Capital Fund 401, New Animal Services Adoption Facility. Projected fund balance for the General Fund will not change. RECOMMENDATION Approve Ordinance Number 13-T-07 final reading authorizing a budget amendment transferring $165,000 from the Commercial Development Permit Fees for new construction to Capital Fund 401, new Animal Services Adoption Facility. ATTACHMENT(S) Ordinance 13-T-07 ORDINANCE NO. 13-T-07 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING A BUDGET ADJUSTMENT TO FUND ANIMAL SERVICES ADOPTION FACILITY; REPEALING ALL ORDINANCES OR PARTS OF ORDINANCES IN CONFLICT WITH THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, pursuant to Ordinance 12-T-25, the City of Schertz (the “City”) adopted the budget for the City for the fiscal year 2012-2013 (the “Budget), which provides funding for the City’s operations throughout the 2012-2013 fiscal year; and WHEREAS, pursuant to Ordinance 11-B-34, the City has authorized construction of a new Animal Services Adoption Facility using City funds from the Capital Project Fund 401, Animal Services Adoption Facility Project, to finance the construction of the Adoption Facility; and WHEREAS, the City needs to adjust the Budget to transfer $165,000 to the Capital Project Fund 401, New Animal Services Adoption Facility, from the Commercial Development Permit Fees for new Construction Fund ; and WHEREAS, City staff recommends that the City Council of the City adjust the Budget to recognize additional Commercial Development Permit Fees and approve the transfer of funds from the General Fund to the Capital Project Fund 401, New Animal Services Adoption Facility for the construction of said facility; and WHEREAS, the City Council of the City has determined that it is in the best interest of the City to adjust the Budget and approve the transfer of funds from the General Fund to the Capital Project Fund 401, New Animal Services Adoption Facility Project, for additional construction improvements, as more fully set forth in this Ordinance. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. The City shall adjust the Budget to recognize additional Commercial Development Permit Fees $165,000.00 above the current budgeted amount and shall transfer $165,000.00 from the General Fund to the Capital Project Fund 401, New Adoption Facility, to fund construction and additional capital improvements for the new Animal Services Adoption Facility. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Ordinance for all purposes and are adopted as a part of the judgment and findings of the Council. Section 3. All ordinances and codes, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters resolved herein. Section 4. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City hereby declares that this Ordinance would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code. Section 7. This Ordinance shall be effective upon the date of final adoption hereof and any publication required by law. PASSED ON FIRST READING, the 12th day of M arch, 2013. PASSED, APPROVED and ADOPTED ON SECOND READING, the 19th day of March, 2013. CITY OF SCHERTZ, TEXAS Mayor, Michael R. Carpenter ATTEST: City Secretary, Brenda Dennis (CITY SEAL) Agenda No. 3 CITY COUNCIL MEMORANDUM City Council Meeting: March 19, 2013 Department: City Manager/Public Works Subject: Resolution No. 13-R-20-Adopting an amendment to the Articles of Incorporation and Bylaws of the Cibolo Valley Local Government Corporation to reflect an increase in the number of directors of the Cibolo Valley Local Government Corporation and the terms thereof; amending provisions related to the submission of the corporation’s annual budget; executing a second amendment to the memorandum of understanding with the Corporation related to the submission of the Corporation’s annual budget; providing for severability; repealing conflicting resolutions; and establishing an effective date. BACKGROUND The Cibolo Valley Local Government Corporation member cities consist of Cibolo, Converse, and Schertz. The Board of Directors of CVLGC believes that the Board should have six (6) board members – two board members for each member city. An amendment to the CVLGC Articles of Incorporation must be approved by each of the member cities’ governing bodies. This action is required by all three member cities in order to amend the Articles of Incorporation, Bylaws and Memorandum of Understanding to allow amendment and reflect changes related to the submission of the CVLGC’s annual budget. The following changes to the Articles of Incorporation and Bylaws were approved by the CVLGC Board of Directors at an open meeting on February 28, 2013: (A) Article XII, as revised, shall read as follows: “The number of directors constituting the Board of Directors is six (6). Two (2) directors shall be appointed by each of the Governing Bodies.” (B) The City hereby consents that the change may be incorporated into a Restated Articles of Incorporation or Restated Certificate of Formation. On the condition that all member cities of CVLGC approve the change in CVLGC’s Articles of Incorporation the following amendments to Section 2.1(b) and Section 4.2 of the CVLGC Bylaws will be executed: (A) “Section 2.1 (b). Powers, Duties, and Terms of Office. The Board shall consist of six (6) directors, each of whom must at all times while serving as director be a resident of the City that appointed such director. Each of the Cities shall appoint two (2) directors to the Board. Each member of the Board shall be appointed for a four-year term until the City Council Memorandum Page 2 Corporation is dissolved. A director may be reappointed. The cities shall each appoint one director with a term to expire on September 30, 2015, and another director with a term to expire on September 30, 2017. Thereafter, each director will be appointed for a term of four years until the Corporation is dissolved.” (B) “Section 4.2. Annual Corporate Budget. Prior to the commencement of each fiscal year of the Corporation, the Board shall adopt a proposed budget of expected revenues from sources set out in Section 4.5 of this article and proposed expenditures for the next fiscal year. The budget shall contain classifications and shall be in a form common to municipal corporations.” FISCAL IMPACT None RECOMMENDATION Recommend approval of changes to the Articles of Incorporation and Bylaws of the Cibolo Valley Local Government Corporation. ATTACHMENT Resolution No. 13-R-20 amending CVLGC Articles of Incorporation, Bylaws and Memorandum of Understanding 1 RESOLUTION NO. 13-R-20 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS ADOPTING AN AMENDMENT TO THE ARTICLES OF INCORPORATION AND BYLAWS OF THE CIBOLO VALLEY LOCAL GOVERNMENT CORPORATION TO REFLECT AN INCREASE IN THE NUMBER OF DIRECTORS OF THE CIBOLO VALLEY LOCAL GOVERNMENT CORPORATION AND THE TERMS THEREOF; AMENDING PROVISIONS RELATED TO THE SUBMISSION OF THE CORPORATION’S ANNUAL BUDGET; EXECUTING A SECOND AMENDMENT TO THE MEMORANDUM OF UNDERSTANDING WITH THE CORPORATION RELATED TO THE SUBMISSION OF THE CORPORATION’S ANNUAL BUDGET; PROVIDING FOR SEVERABILITY; REPEALING CONFLICTING RESOLUTIONS; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, Cibolo Valley Local Government Corporation (“CVLGC”) is a local government corporation, created and existing under the provisions of Subchapter D of Chapter 431, Texas Transportation Code, as amended (“Chapter 431”), and Chapter 394, Texas Local Government Code (“Chapter 394” and together with Chapter 431, the “Act”) and has and may exercise all of the rights, powers, privileges, authority, and functions given by the general laws of the State of Texas to non-profit corporations incorporated under the Act including, without limitation, the Texas Non-Profit Corporation Act, Chapter 22, Texas Business Organizations Code; and WHEREAS, Article VIII of CVLGC’s Articles of Incorporation, Chapter 394 of the Texas Local Government Code, and Chapter 431 of the Texas Transportation Code allows CVLGC to apply to its member cities for a change to its Articles of Incorporation; and WHEREAS, an amendment to CVLGC’s Articles of Incorporation reduced the number of CVLGC directors from five to three; and WHEREAS, the CVLGC Board of Directors believes that CVLGC should have six board members - two board members for each member city; and WHEREAS, an amendment to CVLGC’s Articles of Incorporation must be approved by each the member cities’ governing bodies in order to be effectuated; and WHEREAS, the Board of Directors of CVLGC applied to each of its member cities to make changes to CVLGC’s Articles of Incorporation; and WHEREAS, Article XI of CVLGC’s Articles of Incorporation requires that an amendment to CVLGC’s Bylaws be approved by each of the member cities’ governing bodies; and WHEREAS, the Board of Directors of CVLGC approved the changes to the articles of incorporation and bylaws as detailed below at an open meeting; and 2 WHEREAS, CVLGC and the City of Schertz executed, along with the other member cities of CVLGC, a Memorandum of Understanding (“MOU”) that detailed the obligations of each entity; and WHEREAS, a Second Amendment to the MOU is necessary to reflect changes related to the submission of CVLGC’s annual budget. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. The recitals contained in the preamble of this Resolution are determined to be true and correct and are hereby adopted as a part of this Resolution. Section 2. The City hereby approves the following amendments to the CVLGC Articles of Incorporation: (A) Article XII, as revised, shall read as follows: “The number of directors constituting the Board of Directors is six (6). Two (2) directors shall be appointed by each of the Governing Bodies.” (B) The City hereby consents that the change may be incorporated into a Restated Articles of Incorporation or Restated Certificate of Formation. Section 3. On the condition that all member cities of CVLGC approve the change in CVLGC’s Articles of Incorporation reflect in Section 2 of this Ordinance, the City hereby adopts the following amendments to Section 2.1(b) and Section 4.2 of the CVLGC Bylaws to read as follows: (A) “Section 2.1 (b). Powers, Duties, and Terms of Office. The Board shall consist of six (6) directors, each of whom must at all times while serving as director be a resident of the City that appointed such director. Each of the Cities shall appoint two (2) directors to the Board. Each member of the Board shall be appointed for a four-year term until the Corporation is dissolved. A director may be reappointed. The Cities shall each appoint one director with a term to expire on September 30, 2015, and another director with a term to expire on September 30, 2017. Thereafter, each director will be appointed for a term of four years until the Corporation is dissolved.” (B) “Section 4.2. Annual Corporate Budget. Prior to the commencement of each fiscal year of the Corporation, the Board shall adopt a proposed budget of expected revenues from sources set out in Section 4.5 of this article and proposed expenditures for the next fiscal year. The budget shall contain classifications and shall be in a form common to municipal corporations.” 3 Section 4. The City hereby approves the Second Amendment to the Memorandum of Understanding Among the Cities of Cibolo, Converse, and Schertz and the Cibolo Valley Local Government Corporation, attached hereto and incorporated herein for all purposes in substantially correct form as Exhibit A. The Second Amendment reflects that CVLGC shall submit its annual budget to the City by the first business day in June. The City Manager is hereby authorized on the City’s behalf to execute the Second Amendment to the Memorandum of Understanding Among the Cities of Cibolo, Converse, and Schertz and the Cibolo Valley Local Government Corporation and effectuate its intent. Section 5. All Resolutions and parts thereof in conflict herewith are hereby expressly repealed insofar as they conflict herewith. Section 6. It is hereby declared that the sections, paragraphs, sentences, clauses and phrases of this resolution are severable and, if any phrase, clause, sentence, paragraph or section of this resolution shall be declared unconstitutional or invalid by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality or invalidity shall not affect any of the remaining phrases, clauses, sentences, paragraphs and sections of this resolution, because the same would have been enacted by the City Council without the incorporation of any such unconstitutional phrase, clause, sentence, paragraph or section. Section 7. This Resolution shall take effect immediately upon adoption hereof. PASSED AND APPROVED the ______ day of ______, 2013. ________________________________________________ Michael R. Carpenter, Mayor ATTEST: _____________________________________________ Brenda Dennis, City Secretary 55631898.7 ARTICLES OF INCORPORATION OF THE CIBOLO VALLEY LOCAL GOVERNMENT CORPORATION We, the undersigned natural persons, each of whom is eighteen (18) years of age or older, a resident of the City of Cibolo, Texas (“Cibolo”), the City of Converse, Texas (“Converse”), the City of Schertz, Texas (“Schertz”), the City of Seguin, Texas (“Seguin”), or the City of Selma, Texas (“Selma”), and a citizen of the State of Texas (the “State”), acting as incorporators of a nonprofit corporation (the “Corporation”) created in accordance with the provisions of the Texas Transportation Corporation Act, Chapter 431 of the Texas Transportation Code, as amended (the “Act”), and the Texas Housing Finance Corporations Act, Chapter 394 of the Texas Local Government Code, as amended (“Chapter 394”), hereby adopt the following Articles of Incorporation for such Corporation: ARTICLE I The name of the Corporation is the Cibolo Valley Local Government Corporation. ARTICLE II The Corporation is a public, nonprofit corporation. ARTICLE III Subject to the provisions of Article XV hereof, the period of its duration is perpetual. ARTICLE IV The purposes for which the Corporation is organized are as follows: (a) to aid, assist, and act on behalf of Cibolo, Converse, Schertz, Seguin, and Selma (collectively, the “Cities”) in acquiring, constructing, leasing, improving, enlarging, extending, repairing, maintaining, and operating a water utility system (the “Project”) pursuant to the provisions of Chapter 552 of the Texas Local Government Code, as amended (“Chapter 552”), and other applicable laws of the State; (b) to aid, assist, and act on behalf of the Cities in accomplishing a governmental purpose of the Cities in the provision of water for public use; (c) to engage in activities permitted under the laws of the State, including, but not limited to, Chapter 552 and to own and operate all property, real, personal, or mixed, and conduct such activities as are now or hereafter permitted under the laws of the State, including, but not limited to, Chapter 552, and as are convenient or necessary to the ownership, maintenance, and operation of the Project; (d) to receive, hold, administer, and disburse any money, securities, or other property which may be transferred to the Corporation by gift, devise, bequest, or otherwise, for any of the uses or purposes set forth above, and to invest, lend, conserve, use, and disburse such money, 55631898.7 2 securities, or other property, and the income derived therefrom, for the uses and purposes herein specified, in accordance with the judgment and discretion of the Board of Directors; (e) to purchase, exchange, contract for, lease, rent, and in any and all other ways acquire, take, own, improve, and hold, and to sell, convey, mortgage, lease, rent to others, or otherwise dispose of real estate, improvements in real estate, interests in real estate, and personal property of every kind, character, and description; (f) to borrow money or raise money and to issue notes, bills, bonds, and other obligations and to mortgage, pledge, hypothecate, or otherwise encumber any and all of the revenues and assets of the Corporation as security therefor for the purpose of carrying out the goals of the Corporation; and (g) to do any and all things necessary or convenient to the accomplishment of any of the purposes or for the exercise of any of the powers herein set forth, whether herein specified or not, either alone or in connection with other firms, individuals, or corporations, whether in the State or throughout the United States, and elsewhere. The Corporation shall have the purposes and powers permitted by the Act, but the Corporation does not have, and shall not exercise the powers of sovereignty of the Cities, including the power to tax, the power of eminent domain, and police power. However, for the purposes of the Texas Tort Claims Act (Subchapter A, Chapter 101, Texas Civil Practice and Remedies Code, as amended), the Corporation is a governmental unit and its actions are governmental functions. The Corporation is formed as a local government corporation pursuant to the provisions of Subchapter D of the Act. ARTICLE V (a) Before the consummation of the sale and delivery of any bonds or notes, the Corporation shall obtain approval by the governing body of each of the Cities (collectively, the “Governing Bodies”) as evidenced by the adoption of written resolutions. (b) In the exercise of the powers of the Corporation, the Corporation may enter into loan, lease, trust, or other agreements as authorized by the Act that are necessary and appropriate to the fulfillment of the public purpose of the Corporation, all of which agreements, and the specific uses, and the method of withdrawals and expenditure of the proceeds of the bonds or notes, and must be included as a part of the approval process of the Governing Bodies required by paragraph (a) above. ARTICLE VI The Corporation shall have no members and shall be a nonstock corporation. 55631898.7 3 ARTICLE VII The Governing Bodies have, by resolutions adopted on March 22, 2010 (Cibolo), March 15, 2010 (Converse), March 15, 2010 (Schertz), December 21, 2010 (Seguin), and April 14, 2011 (Selma), authorized the creation of the Corporation and approved these Articles of Incorporation and the Corporation’s Bylaws pursuant to Subchapter D of the Act. The Corporation shall have and exercise all of the rights, powers, privileges, authority, and functions given under the Act, Chapter 394, Chapter 552, and under the general laws of the State to nonprofit corporations incorporated under the Texas Nonprofit Corporation Law (now known as Chapter 22 of Title 1 of the Texas Business Organizations Code, as amended) which are consistent with the provisions of the Act with respect to the development and operation of the Project together with all powers incidental thereto or necessary therefor. The Corporation shall have all other powers of a like or different nature not prohibited by law which are available to nonprofit corporations in the State and which are necessary or useful for the development and operation of the Project. The Corporation is a constituted authority and a public instrumentality within the meaning of the regulations of the United States Treasury Department and the rulings of the Internal Revenue Service prescribed and promulgated pursuant to section 103 of the Internal Revenue Code of 1986, as amended, and the Corporation is authorized to act on behalf of the Cities as provided in these Articles of Incorporation. However, the Corporation is not a political subdivision or political corporation of the State within the meaning of its constitution and laws, including, without limitation, Article III, Section 52 of the constitution, and no agreements, bonds, debts, or obligations of the Corporation are or shall ever be deemed to be the agreements, bonds, debts, or obligations, or the lending of credit, or a grant of public money or thing of value, of or by the Cities or any other political corporation, subdivision, or agency of the State, or a pledge of the faith and credit of any of them. However, for the purposes of the Texas Tort Claims Act (Subchapter A, Chapter 101, Texas Civil Practice and Remedies Code, as amended), the Corporation is a governmental unit and its actions are governmental functions. ARTICLE VIII These Articles of Incorporation may at any time and from time to time be amended as provided in the Act and Chapter 394 so as to make any changes therein and add any provisions thereto which might have been included in the Articles of Incorporation in the first instance. Any such amendment shall be effected in either of the following manners: (i) the members of the Board of Directors of the Corporation shall file with each of the Governing Bodies, a written application requesting permission to amend the Articles of Incorporation, specifying in such application the amendments proposed to be made, the Governing Bodies may consider such application and, if they shall each by appropriate resolution duly find and determine that it is advisable that the proposed amendments be made and shall approve the form of the proposed amendments, then the Board of Directors of the Corporation may amend the Articles of Incorporation by adopting such amendments at a meeting of the Board of Directors and delivering the articles of amendment to the Secretary of State; or (ii) the Governing Bodies may collectively, at their sole discretion, and at any time, amend these Articles of Incorporation, and 55631898.7 4 change the structure, organization, programs, or activities of the Corporation, or terminate or dissolve the Corporation (subject to the provisions of the Act and any limitation provided by the Constitution and general laws of the State and the United States of America on the impairment of contracts entered into by the Corporation), by written resolution adopting the amendment to the Articles of Incorporation of the Corporation or articles of dissolution at a meeting of each of the Governing Bodies and delivering articles of amendment or dissolution to the Secretary of State, as provided in the Act and Chapter 394. Restated articles of incorporation may be filed with the Secretary of State as provided in the Act and Chapter 394. ARTICLE IX The Corporation shall be subject to the Open Meetings Act, Chapter 551 of the Texas Government Code, as amended, and the Public Information Act, Chapter 552 of the Texas Government Code, as amended. ARTICLE X The street address of the initial registered office of the Corporation is 600 River Drive West, Seguin, TX 78155, and the name of its initial registered agent at such address is R. Alan Cockerell. ARTICLE XI The initial Bylaws of the Corporation shall be adopted by the Corporation’s Board of Directors and shall, together with these Articles of Incorporation, govern the initial affairs of the Corporation until and unless amended in accordance with the provisions of the Act and Chapter 394 and these Articles of Incorporation. The Bylaws and each amendment and repeal of the Bylaws must be approved by each of the Governing Bodies by resolution. ARTICLE XII The number of directors constituting the initial Board of Directors of the Corporation is five (5). One (1) director has initially been appointed by each of the Governing Bodies. The names and addresses of the persons who are to serve as the initial Board of Directors, each of whom is a resident of one of the Cities are as follows: Leslie Pedde 200 South Main Cibolo, Texas 78108 Lupe Perez 403 South Seguin Converse, Texas 78109 Justin Murray 1400 Schertz Parkway Schertz, Texas 78154 Robert Crabb 205 North River Street Seguin, Texas 78156 55631898.7 5 Ken Roberts 9375 Corporate Drive Selma, Texas 78154-1250 ARTICLE XIII The name and street address of each incorporator, each of whom is a resident of one of the Cities are as follows: Jennifer Hartman 200 South Main Cibolo, Texas 78108 John Shadron 403 South Seguin Converse, Texas 78109 Hal Baldwin 1400 Schertz Parkway Schertz, Texas 78154 Betty Ann Matthies 205 North River Street Seguin, Texas 78156 Tom Daly 9375 Corporate Drive Selma, Texas 78154-1250 ARTICLE XIV No director shall be liable to the Corporation for monetary damages for an act or omission in the director’s capacity as a director, except to the extent the director is found liable, (i) for any breach of the director’s duty of loyalty to the Corporation, (ii) for acts or omissions not in good faith that constitute a breach of duty or which involve intentional misconduct of the director or a knowing violation of law, (iii) for any transaction from which the director received an improper benefit, whether or not the benefit resulted from an act taken within the scope of the director’s office, or (iv) for acts or omissions for which the liability of a director is expressly provided by statute. Any repeal or amendment of this Article by the Board of Directors shall be prospective only, and shall not adversely affect any limitation on the personal liability of a director existing at the time of such repeal or amendment. In addition to the circumstances in which a director is not personally liable as set forth in the preceding sentences, a director shall not be liable to the fullest extent permitted by an amendment to the State statutes hereafter enacted that further limits the liability of a director. ARTICLE XV (a) The Governing Bodies, by written resolutions, may authorize and direct the dissolution of the Corporation. However, the Corporation shall not be dissolved, and its business shall not be terminated, by act of the Governing Bodies or otherwise, so long as the Corporation shall be obligated to pay any bonds, notes, or other obligations. (b) No action shall be taken pursuant to paragraph (a) of this Article or pursuant to paragraph (b) of Article XVI of these Articles of Incorporation, in any manner or at any time that 55631898.7 6 would impair any contract, lease, right, or other obligation theretofore executed, granted, or incurred by the Corporation. ARTICLE XVI (a) All properties owned by the Corporation shall be held for the use and benefit of the public on a nondiscriminatory basis. No dividends shall ever be paid by the Corporation and no part of its net earnings remaining after payment of its expenses and other obligations shall be distributed to or inure to be benefit of its directors or officers, or any individual, private firm, or private corporation or association, except in reasonable amounts for services rendered. (b) If, after the close of any fiscal year (as determined by the Bylaws), the Board of Directors shall determine that sufficient provision has been made for the full payment of all current expenses, together with all amounts payable on the contracts, agreements, bonds, notes, and other obligations of the Corporation, and that all of the terms, provisions, and covenants therein have been met, then any net earnings derived from sources thereafter accruing in connection with public facilities financed pursuant to the Act, and revenues received in connection with public facilities financed pursuant to the Act shall be used solely for the purposes permitted by the Act and these Articles of Incorporation. (c) If the Corporation ever should be dissolved when it has, or is entitled to, any interest in any funds or property of any kind, real, personal or mixed, such funds or property or rights thereto shall not be transferred to private ownership, but shall be transferred and delivered to the Cities, on an equal basis, after satisfaction of debts and claims. ARTICLE XVII The Corporation may indemnify any director, officer, employee or agent or former director, officer, employee, or agent of the Corporation for expenses and costs, including attorney’s fees, actually or necessarily incurred by the person in connection with any claim asserted against the person, by action in court or other forum, by reason of such person having been a director, officer, employee or other agent, except that the Corporation may not provide indemnity in a matter if the director, officer, employee, or agent is guilty of negligence or misconduct in relation to the matter. [The remainder of this page intentionally left blank.] 55631898.7 7 IN WITNESS WHEREOF, we have hereunto set our hands this ______ day of April, 2010. Jennifer Hartman, Incorporator John Shadron, Incorporator Hal Baldwin, Incorporator Betty Ann Matthies, Incorporator Tom Daly, Incorporator 55631899.7 BYLAWS OF THE CIBOLO VALLEY LOCAL GOVERNMENT CORPORATION ARTICLE I PURPOSE AND POWERS Section 1.1. Name. The name of the nonprofit corporation is the Cibolo Valley Local Government Corporation (the “Corporation”). Section 1.2. Purpose. The Corporation is incorporated for the purposes set forth in Article IV of its Articles of Incorporation, the same to be accomplished on behalf of the City of Cibolo Texas (“Cibolo”), the City of Converse, Texas (“Converse”), the City of Schertz, Texas (“Schertz”), the City of Seguin, Texas (“Seguin”), and the City of Selma, Texas (“Selma”), as their duly constituted authority and instrumentality in accordance with Subchapter D of Chapter 431, Texas Transportation Code, as amended (the “Act”), and other applicable laws of the State of Texas (the “State”). Section 1.3. Powers. In the fulfillment of its corporate purpose, the Corporation shall be governed by the Act, and shall have all the powers set forth and conferred in its Articles of Incorporation, in the Act, and in other applicable law, subject to the limitations prescribed therein and herein and to the provisions thereof and hereof. Section 1.4. Nonprofit Corporation. The Corporation shall be a public, nonprofit corporation, and no part of its net earnings remaining after payment of its bonds and expenses shall inure to the benefit of any person other than Cibolo, Converse, Schertz, Seguin, and Selma (collectively, the “Cities”). ARTICLE II BOARD OF DIRECTORS Section 2.1. Powers, Number, and Term of Office. (a) The property and affairs of the Corporation shall be managed and controlled by a Board of Directors (the “Board”) subject to the restrictions imposed by law, the Act, the Articles of Incorporation, and these Bylaws, the Board shall exercise all of the powers of the Corporation. (b) The Board shall consist of five (5) directors, each of whom must at all times while serving as director be a resident of the City that appointed such director. Each City shall appoint one (1) director. One (1) director has been appointed as an initial director by resolution of the governing body of each of the Cities (collectively, the “Governing Bodies”), and such persons and the City appointing him or her are as follows, and such persons shall serve the following terms as initial directors. Section 1.2. Purpose. The Corporation is incorporated for the purposes set forth in Article IV of its Articles of Incorporation, and any amendments thereto, the same to be accomplished on behalf of the City of Cibolo Texas (“Cibolo”), the City of Converse, Texas (“Converse”), and the City of Schertz, Texas (“Schertz”), as their duly constituted authority and instrumentality in accordance with Subchapter D of Chapter 431, Texas Transportation Code, as amended (the “Act”), and other applicable laws of the State of Texas (the “State”). (Revised January 2013) Section 1.4. Nonprofit Corporation. The Corporation shall be a public, nonprofit corporation, and no part of its net earnings remaining after payment of its bonds and expenses shall inure to the benefit of any person other than Cibolo, Converse, and Schertz (collectively, the “Cities”). (Revised January 2013) 55631899.7 2 Place Name Initially Appointed By End of Initial Term 1 Leslie Pedde Cibolo September 30, 2011 2 Lupe Perez Converse September 30, 2012 3 Justin Murray Schertz September 30, 2012 4 Robert Crabb Seguin September 30, 2013 5 Ken Roberts Selma September 30, 2013 Thereafter, each member of the Board shall be appointed for a four-year term until the Corporation is dissolved. A director may be reappointed. (c) A member of each Governing Body, selected by such Governing Body, shall serve as an ex-officio, non-voting member of the Board for the purpose of serving as a liaison between the Board and the Governing Bodies, as appropriate. These ex- officio members shall be appointed by, be replaced by, and be subject to removal by the appropriate Governing Body. (d) The number of directors may be changed by amendment to these Bylaws, but such number must be at least three (3). Any such amendments to the Bylaws shall establish the methodology for the appointment and terms of the directors. (e) The directors constituting the initial Board shall be those persons set forth in Section 2.1(b) above, who are the initial directors named in the Articles of Incorporation. Successor directors shall have the qualifications and shall be appointed to the terms set forth herein. (f) Any director may be removed from office by the Governing Body that appointed the director for cause or at any time without cause. (g) In case of a vacancy in the Board through removal or by reason of death, resignation, failure to be a resident of his or her appointing City or other disqualification, or other cause or incapacity, a successor to hold office for the remainder of the former director’s term shall be appointed by the appropriate Governing Body. This replacement director shall be appointed within thirty (30) days after written notice by the Executive Director, or his designee, to the appropriate Governing Body of the need for a replacement director. Section 2.2. Additional Powers. In addition to the powers and authorities by these Bylaws expressly conferred upon them, the Board may exercise all such powers of the Corporation and do all lawful acts and things as are not by statute, other law, or by these Bylaws prohibited. Without prejudice to such general powers and other powers conferred by statute, other law, and by these Bylaws, it is hereby expressly declared the Board shall have the powers set forth in the Act. Section 2.1 (b). Nonprofit Corporation. The Board shall consist of three (3) directors, each of whom must at all times while serving as director be a resident of the City that appointed such director. Each City shall appoint one (1) director. One (1) director has been appointed as director by resolution of the governing body of each of the Cities (collectively, the “Governing Bodies”). Each member of the Board shall be appointed for a four-year term until the Corporation is dissolved. A director may be reappointed. The four-year term of office from the City of Cibolo began on October 1, 2011. The four -year term of office from the cities of Converse and Schertz began on October 1, 2012. (Revised January 2013) Section 2.1 (c) A member of each Governing Body, selected by such Governing Body, shall serve as an ex-officio, non-voting member of the Board for the purpose of serving as a liaison between the Board and the Governing Bodies, as appropriate. These ex-officio members shall be appointed by, be replaced by, and be subject to removal by the appropriate Governing Body. However, in the event that a Board director is unable to participate in any Board meeting as a result of a conflict of interest, illness, or absence, the ex-officio member from the same City that appointed the Board director unable to participate may substitute for such Board director. When so substituted, the ex-officio member shall possess all of the powers and responsibilities of the Board director that is unable to participate, except serve as an officer pursuant to Article III. (Revised February 2012) 55631899.7 3 Section 2.3. Meetings of Directors. (a) The directors may hold their meetings at such place or places inside the State as the Board may from time to time determine; provided, however, in the absence of any such determination by the Board, the meetings shall be held at the principal office of the Corporation as specified in Section 5.1(a) of these Bylaws. The Corporation shall also conduct at least one annual regular meeting of the Corporation on September 1 or the next business day thereafter. In addition, regular meetings of the Board shall be held without the necessity of notice to directors at such times and places as shall be designated from time to time by the Board. Special meetings of the Board shall be held whenever called by the President, by the Secretary, by a majority of the directors, or by a majority of the Governing Bodies. (b) In addition to notices provided pursuant to Section 2.4, the Secretary shall give notice to each director of each meeting in person or by mail or telephone at least twenty-four (24) hours before the meeting. In the event of an emergency meeting, such notice shall be in person or by telephone at least two (2) hours before the meeting. (c) In addition to notices provided pursuant to Section 2.4, except for an emergency meeting, whenever any notice is required to be given to the Board, said notice shall be deemed to be sufficient if given to an e-mail address provided by a director or by depositing the same in a post office box in a sealed postpaid wrapper addressed to the person entitled thereto at his or her post office address as it appears on the books of the Corporation, and such notice shall be deemed to have been given on the day of such e- mail delivery or mailing. Attendance of a director at a meeting shall constitute a waiver of notice of such meeting, except attendance of a director at a meeting for the express purpose of objecting to the transaction of any business on the grounds that the meeting is not lawfully called or convened. Neither the business to be transacted at nor the purpose of any regular or special meeting of the Board need be specified in the notice to directors or waiver of notice of such meeting, unless required by the Board. A waiver of notice in writing, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. Section 2.4. Open Meetings Act. All meetings and deliberations of the Board shall be called, convened, held, and conducted, and notice shall be given to the public, in accordance with the Texas Open Meetings Act, Chapter 551, Texas Government Code, as amended. Section 2.5. Quorum. A majority of the entire membership of the Board shall constitute a quorum to conduct official business of the Corporation. The act of a majority of the Board present at a meeting at which a quorum is in attendance shall constitute the act of the Board and of the Corporation, unless the act of a greater number is required by law. Section 2.6. Conduct of Business. (a) At the meetings of the Board, matters pertaining to the business of the Corporation shall be considered in accordance with rules of procedure as from time to time prescribed by the Board. Section 2.3 (b) In addition to notices provided pursuant to Section 2.4, the Secretary shall give notice to each director and ex-officio member of each meeting in person or by mail or telephone at least twenty-four (24) hours before the meeting. In the event of an emergency, such notice shall be in person or by telephone at least two (2) hours before the meeting. (Revised February 2012) Section 2.3 (c) In addition to notices provided pursuant to Section 2.4, except for an emergency meetings, whenever any notice is required to be given to the Board, said notice shall be deemed sufficient if given to an e-mail address provided by a director or ex-officio member or by depositing the same in a post office box in a sealed postpaid wrapper addressed to the person entitled thereto at his or her post office address as it appears in the books of the Corporation, and such notice shall be deemed to have been given on the day of such e-mail delivery or mailing. Attendance of a director at a meeting shall constitute waiver of notice of such meeting, except attendance of a director at a meeting for the express purpose of objecting to the transacti on of any business on the grounds that the meeting is not lawfully called or convened. Neither the business to be transacted at nor the purpose of any regular or special meeting of the Board need be specified to directors or ex-officio members or waiver of notice of such meeting, unless required by the Board. A waiver of notice in writing, signed by the person or persons entitled to said notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. (Revised February 2012) 55631899.7 4 (b) At all meetings of the Board, the President shall preside. In the absence of the President, the Vice President shall preside. In the absence of both the President and Vice President, a member of the Board selected by the members present, shall preside. (c) The President shall be a voting member of the Board. (d) The Secretary of the Corporation shall act as Secretary of all meetings of the Board, but in the absence of the Secretary, the presiding officer may appoint any person to act as Secretary of the meeting. The Executive Director, Treasurer, and any Assistant Secretary may, at the option of the Board, be employees of any one of the Cities and each member of the Board with the exception of the President, Vice President, or Secretary, may be appointed as Assistant Secretaries. Section 2.7. Committees of the Board. The Board may designate two (2) or more directors to constitute an official committee of the Board to exercise such authority, as approved by resolution of the Board. It is provided, however, that all final, official actions of the Corporation may be exercised only by the Board. Each committee so designated shall keep regular minutes of the transactions of its meetings and shall cause such minutes to be recorded in books kept for that purpose in the principal office of the Corporation and any such meetings must be conducted in accordance with the provisions of the Texas Open Meetings Act, Chapter 551, Texas Government Code, as amended, if applicable. Section 2.8. Compensation of Directors. Directors shall not receive any salary or compensation for their services as directors. However, they shall be reimbursed for their actual expenses incurred in the performance of their official duties as directors. ARTICLE III OFFICERS Section 3.1. Titles and Terms of Office. (a) The officers of the Corporation shall be a President, a Vice President, Treasurer, a Secretary, an Assistant Secretary, an Executive Director, and such other officers as the Board may from time to time elect. One person may hold more than one office, except that the President shall not hold the office of Secretary or Assistant Secretary. Officers shall serve for terms ending on the next September 30 or until his or her successor is elected or appointed; provided, the initial officers shall serve until September 30, 2011 or until their successors are elected. Upon the expiration of the terms, each officer shall have the right to be reelected. (b) All officers shall be subject to removal from office at any time by a vote of a majority of the Board. (c) A vacancy in any office shall be filled by a vote of a majority of the Board. 55631899.7 5 Section 3.2. Powers and Duties of the President. The President shall be the chief operating executive officer of the Corporation, and subject to the authority of the Board, the President shall be in general charge of the properties and affairs of the Corporation, and execute all contracts, conveyances, franchises, bonds, deeds, assignments, mortgages, notes and other instruments in the name of the Corporation. The President shall preside over the meetings of the Corporation. In naming the President, the Board should endeavor (but is not required) to appoint the same person who served as Vice President for the previous year and to appoint the representative of a different City each year, rotating through all of the Cities. Section 3.3. Vice President. The Vice President shall have such powers and duties as may be prescribed by the Board and shall exercise the powers of the President during that officer’s absence or inability to act, in their respective order. Any action taken by the Vice President in the performance of the duties of the President shall be conclusive evidence of the absence or inability to act of the President at the time such action was taken. Subject to the second paragraph of Section 3.2 and the following sentence, the Vice President shall serve as President-elect, in order to maintain consistency in the management of the Corporation. In naming the Vice President, the Board should endeavor (but is not required) to appoint the representative of a different City each year, rotating through all of the Cities. Section 3.4. Treasurer. The Treasurer shall be the chief fiscal officer of the Corporation, and shall have the responsibility to see to the handling, custody, and security of all funds and securities of the Corporation in accordance with these Bylaws. When necessary or proper, the Treasurer may endorse and sign, on behalf of the Corporation, for collection or issuance, checks, notes, and other obligations in or drawn upon such bank, banks or depositories as shall be designated by the Board consistent with these Bylaws. The Treasurer shall see to the entry in the books of the Corporation full and accurate accounts of all money received and paid out on account of the Corporation. The Treasurer shall, at the expense of the Corporation, give such bond for the faithful discharge of his/her duties in such form, and amount as the Board may require. All check writing authority will follow all applicable policies adopted by the Governing Bodies concerning authorizations, signatures and disbursements. It is intended that all checks, drafts, or other payment obligations of the Corporation must be approved by the President or Vice President of the Board and the Executive Director and Treasurer. Section 3.5. Secretary. The Secretary shall keep the minutes of all meetings of the Board and books provided for that purpose, shall give and serve all notices, may sign with the President in the name of the Corporation, and/or attest the signature thereto, all contracts, conveyances, franchises, bonds, deeds, assignments, mortgages, notes and other instruments of the Corporation, shall have charge of the corporate books, records, documents and instruments, except the books of account and financial records and securities, and such other books and papers as the Board may direct, all of which shall at all reasonable times be open to public inspection upon application at the office of the Corporation during business hours, and shall in general perform all duties incident to the office of Secretary subject to the control of the Board. 55631899.7 6 Section 3.6. Assistant Secretary. The Assistant Secretary (one or more) shall act as Secretary in the event of the absence or unavailability of the Secretary. Section 3.7. Executive Director. Alan Cockerell will serve as the initial Executive Director of the Corporation to provide administrative support services for the Corporation and to perform other duties as prescribed by Board. Section 3.8. Additional Provisions Relating to Officers. The President, Vice President, and Secretary shall be named from among the members of the Board. The Executive Director, Treasurer, and any additional Assistant Secretary may, at the option of the Board, be employees of the Cities. The Executive Director shall retain legal counsel and financial advisors for the Corporation, subject to the approval of the majority of the Board. Section 3.9. Compensation. Officers who are members of the Board shall not receive any salary or compensation for their services, except that they shall be reimbursed for the actual expenses incurred in the performance of their official duties as officers. ARTICLE IV FUNCTIONAL CORPORATE DUTIES AND REQUIREMENTS Section 4.1. Cibolo Valley Local Government Corporation Plan. (a) It shall be the duty and obligation of the Board to establish, finance, and implement the Cibolo Valley Local Government Corporation Plan, subject to approval or disapproval by each Governing Body. (b) In carrying out its obligations under subsection (a), the Corporation shall be authorized to exercise all rights and powers granted under the Act. (c) The Board shall submit an annual report to each Governing Body as to the status of its activities in carrying out its obligations under this Section and shall report periodically as requested in writing by any Governing Body. (d) Any and all agreements between the Corporation and other parties shall be authorized, executed, and approved, and delivered in accordance with applicable law. Section 4.2. Annual Corporate Budget. Prior to the commencement of each fiscal year of the Corporation, the Board shall adopt a proposed budget of expected revenues from sources set out in Section 4.5 of this article and proposed expenditures for the next ensuing fiscal year. The budget shall contain such classifications and shall be in such form as may be prescribed from time to time by any Governing Body. The budget shall not be effective until the same has been approved by each Governing Body, which approval shall not be unreasonably withheld. 55631899.7 7 Section 4.3. Books, Records, Audits. (a) The Corporation shall keep and properly maintain in accordance with generally accepting accounting principles, complete books, records, accounts, and financial statements pertaining to its corporate funds, activities, and affairs. (b) At the direction of each Governing Body, the books, records, accounts, and financial statements of the Corporation may be maintained for the Corporation by the accountants, staff, and personnel of any of the Cities. (c) The Corporation, or the person selected above, if the option of subsection (b) is selected, shall cause its books, records, accounts, and financial statements to be studied at least once each fiscal year by an outside, independent auditing and accounting firm selected by each Governing Body and approved by the Board. Such an audit shall be at the expense of the Corporation. A copy of the Corporation’s annual audit shall be delivered to each Governing Body within ten (10) days after it is approved by the Board, but in no event later than 150 days after the end of the fiscal year of the Corporation. A copy of each quarterly unaudited financial statement of the Corporation shall be provided to each Governing Body within thirty (30) days after the end of each fiscal quarter. (d) All books and records of the Corporation may be inspected by any director or his or her agent or attorney for any purpose at any reasonable time and at all times each Governing Body shall have access to the books, records, and financial statements of the Corporation. Section 4.4. Deposit and Investment of Corporation Funds. (a) All proceeds from loans or from the issuance of bonds, notes, or other debt instruments (“Obligations”) issued by the Corporation in accordance with the provisions of the Act shall be deposited and invested as provided in the resolution, order, indenture, or other documents authorizing or relating to their execution or issuance. (b) Subject to the requirements of contracts, loan agreements, indentures or other agreements securing Obligations, all other money of the Corporation, if any, shall be deposited, secured, and/or invested in the manner provided for the deposit, security, and/or investment of the public funds of Texas municipalities. The Board shall designate the accounts and depositories to be created and designated for such purposes, and the methods of withdrawal of funds therefrom for use by and for the purposes of the corporation upon the signature of its Treasurer and such other persons as the Board designates. The accounts, reconciliation, and investment of such funds and accounts shall be performed by the Executive Director, or his designee. Section 4.5. Expenditure of Corporate Money. The proceeds from the investment of funds of the Corporation, the proceeds from the sale of property, revenues generated by and payable to the Corporation pursuant to the Act or any other source of revenues that are payable to the Corporation, and the proceeds derived from the sale of Obligations, may be expended by 55631899.7 8 the Corporation for any of the purposes authorized by the Act, subject to the following limitations: (a) Expenditures that may be made from a fund created with the proceeds of Obligations, and expenditures of money derived from sources other than the proceeds of Obligations may be used for the purpose of financing or otherwise providing for the acquisition, construction, rehabilitation, renovation, repair, equipping, furnishing and placement in service of public facilities of the Corporation under the terms of the Act; or (b) All other proposed expenditures shall be made in accordance with and shall be set forth in the annual budget required by Section 4.2 or in contracts meeting the requirements of Section 4.1(d) of this Article. Section 4.6. Issuance of Obligations. No Obligations, including refunding obligations, shall be authorized or sold and delivered by the Corporation unless each Governing Body approves such Obligations by action taken prior to the date of initial delivery of the Obligations to the initial purchasers thereof. ARTICLE V MISCELLANEOUS PROVISIONS Section 5.1. Principal Office. (a) The registered office of the Corporation shall be the Corporation’s principal office. (b) The Corporation shall have and shall continually designate a registered agent at its office, as required by the Act. Section 5.2. Fiscal Year. The fiscal year of the Corporation shall commence on October 1st and shall conclude on September 30th of each year. Section 5.3. Seal. The Corporation shall not have a corporate seal. Section 5.4. Resignations. Any director or officer may resign at any time. Such resignation shall be made in writing and shall take effect at the time specified therein, or, if no time is specified, at the time of its receipt by the President or Secretary. The acceptance of resignation shall not be necessary to make it effective, unless expressly so provided in the resignation. Section 5.5. Approval or Advice and Consent of a Governing Body. To the extent that these Bylaws refer to any approval by a Governing Body or refer to advice and consent by a Governing Body, such advice and consent shall be evidenced by a certified copy of a resolution, order, ordinance, or motion duly adopted by a Governing Body. 55631899.7 9 Section 5.6. Indemnification of Directors, Officers and Employees. (a) The Corporation is, for the purposes of the Texas Tort Claims Act (Subchapter A, Chapter 101, Texas Civil Practices and Remedies Code), a governmental unit and its actions are governmental functions. (b) The Corporation shall indemnify each and every member of the Board, its officers and its employees and each member of the Board and each employee of the Corporation, to the fullest extent permitted by law, against any and all liability or expense, including attorneys fees, incurred by any of such persons by reason of any actions or omissions that may arise out of the sanctions and activities of the Corporation; provided, however, that the Corporation may not provide indemnity in any manner if the director, officer, employee, or agent is guilty of negligence or misconduct in relation to the matter. The legal counsel for the Corporation is authorized to provide a defense for members of the Board, officers, and employees of the Corporation. ARTICLE VI EFFECTIVE DATE, AMENDMENTS; MISCELLANEOUS Section 6.1. Effective Date. These Bylaws shall become effective upon the occurrence of the following events: (a) the approval of these Bylaws by each Governing Body, which approval may be granted prior to the creation of the Corporation; and (b) the adoption of the Bylaws by the Board. Section 6.2. Amendments to Articles of Incorporation and Bylaws. The Articles of Incorporation of the Corporation and these Bylaws may be amended only in the manner provided in the Articles of Incorporation and the Act. Section 6.3. Interpretation of Bylaws. These Bylaws shall be liberally construed to effectuate the purposes set forth herein. If any word, phrase, clause, sentence, paragraph, section or other part of these Bylaws, or the application thereof to any person or circumstances, shall ever be held to be invalid or unconstitutional by any court of competent jurisdiction, the remainder of these Bylaws and the application of such word, phrase, clause, sentence, paragraph, section or other part of these Bylaws to any other person or circumstance shall not be affected thereby. Section 6.4. Dissolution. Upon the dissolution of the Corporation after payment of all obligations of the Corporation, all remaining assets of the Corporation shall be transferred to the Cities, on an equal basis. * * * Adopted: April 28, 2011 Agenda No. 4 CITY COUNCIL MEMORANDUM City Council Meeting: March 19, 2013 Department: City Manager/Public Works Subject: Cibolo Valley Local Government Corporation Conditional Board Appointment and Term Extension BACKGROUND The Cibolo Valley Local Government Corporation member cities consist of Cibolo, Converse, and Schertz. The Board of Directors of CVLGC believes that the Board should have six (6) board members – two board members for each member city. Resolution 13-R-20 approved amendment to the CVLGC Articles of Incorporation, Bylaws, and Memorandum of Understanding to allow the addition of one (1) board member from each city as well as extend the terms from two-years to four-years for each director and reflect changes related to the submission of the CVLGC’s annual budget. The amendment to the CVLGC Articles of Incorporation must be approved by each of the member cities’ governing bodies. This action is required by all three member cities; however, the City may conditionally appoint a new member to the Board of Directors and extend the term of the current appointment now in anticipation of unanimous consent to the changes in the governing documents. This appointment and term changes will become official once all member cities approve the changes to the Articles of Incorporation, Bylaws, and Memorandum of Understanding. City staff recommends that Council conditionally appoint Mr. Steve White to serve as a representative from the City of Schertz for the Board of Directors of the Cibolo Valley Local Government Corporation with an expiration date of September 30, 2017 and change the term expiration date for Mr. Justin Murray from September 30, 2013 to September 30, 2015. Once all member cities approve changes, Mr. White will be appointed to the board for a four-year term and Mr. Justin Murray’s term will be extended. FISCAL IMPACT None RECOMMENDATION Extend the term for Schertz Representative to the CVLGC Board of Directors, Mr. Justin Murray, to a term ending September 30, 2015. Appoint Mr. Steve White as a Schertz Representative to CVLGC Board of Directors for a four-year term ending September 30, 2017. Agenda No. 5 CITY COUNCIL MEMORANDUM City Council Meeting: March 19, 2013 Department: Parks and Recreation Subject: Resolution No. 13-R-21 - Agreement for construction of the new Animal Adoption Center BACKGROUND Goal To provide the citizens with a new Animal Adoption Center that meets the needs of the growing community and the requirements of the 2010 Bond. Community Benefit The community will have a new modern adoption center in a highly visible location that will offer an environment that is beneficial to both the citizens and the animals that are housed there. Summary of Recommended Action Staff recommends approval of Resolution No. 13-R-21 authorizing the City Manager to execute an agreement for the construction of the new Animal Adoption Center. FISCAL IMPACT Funds will be from the 2010 Bond Package and certain funds transferred from other sources already approved by City Council RECOMMENDATION Approval of Resolution 13-R-21 ATTACHMENT(S) Copy of D Wilson Construction Co. Agreement Resolution No. 13-R-21 RESOLUTION NO. 13-R-21 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING THE CONSTRUCTION AGREEMENT FOR THE ANIMAL ADOPTION CENTER AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff of the City of Schertz (the “City”) has recommended that the City enter into an agreement with D. Wilson Construction Company, Inc. for the construction of the Animal Adoption Center; and WHEREAS, the City Council has determined that it is in the best interest of the City to Agreement with D. Wilson Construction Company, Inc., and the Agreement attached hereto as Exhibit A (the “Contract”). BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes the City Manager to execute and deliver the Agreement with D. Wilson Construction Company, Inc. in substantially the form set forth on Exhibit A. The total amount payable under this Agreement shall not exceed $1,965.000.00 plus $50,000.00 of City contingency funds for a total amount of $2,015,000.00. Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. 50234811.1 Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. PASSED AND ADOPTED, this ____ day of _________, 2013. CITY OF SCHERTZ, TEXAS Michael R Carpenter, Mayor ATTEST: Brenda Dennis, City Secretary (CITY SEAL) EXHIBIT A D WILSON CONSTRUCTION COMPANY CONTRACT In the name and by the authority of The State of Texas OATH OF OFFICE I Michael Hansen, do solemnly swear (or affirm), that I will faithfully execute the duties of Police Chief for the City of Schertz, and will to the best of my ability preserve, protect, and defend the Constitution and laws of the United States and of this State, so help me God. ___________________________________ Affiant SWORN TO and subscribed before me by affiant on the 19th day of March 2013. ______________________________________ Signature of Person Administering Oath (Seal) ____________________________________ Printed Name ____________________________________ Title Form #2204