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02-02-2016 Agenda with backup
City Council Agenda REGULAR SESSION CITY COUNCIL February 2, 2016, 6:00 P.M. HAL BALDWIN MUNICIPAL COMPLEX COUNCIL CHAMBERS 1400 SCHERTZ PARKWAY BUILDING #4 SCHERTZ, TEXAS 78154 City of Schertz Core Values Do the right thing Do the best you can Treat others the way you would want to be treated Work together cooperatively as a tea Call to Order — City Council Regular Session Opening Prayer and Pledges of Allegiance to the Flags of the United States and State of Texas. (Councilmember Azzoz) A. Mayor Pro -Tem Oath of Office — Oath of Office administered to Councilmember Cedric Edwards. (Mayor Carpenter to administer oath) City Events and Announcements • Announcements of upcoming City Events (B. James /D. Walt/B. Cantu) • Announcements and recognitions by City Manager (J. Kessel) New Employee Recognition • Marshal Department — Val Garcia — Code Enforcement Officer • Marshal Department — Promotion of David Taylor from Kennel Tech to Animal Service Officer • Public Affairs — Melissa Geedman — Public Affairs Account Manager, Jaclyn Ponder — Civic Center Coordinator 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. 02 -02 -2016 Council Agenda 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 fiture 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. Workshops • Discussion of Special Called Council Retreats. (Item requested by Councilmember Thompson) Consent Agenda Items The Consent Agenda is considered 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 of the Mayor or a Councilmember. 1. Minutes - Consideration and /or action regarding the approval of the minutes of the Regular Meeting of January 26, 2016. (J. Kessel /B. Dennis) 2. Ordinance No. 16 -D -01 - Consideration and /or action approving an Ordinance amending the Code of Ordinances of the City of Schertz by revising Article V, Section 86 -149 Parking Prohibited on Roadways Maintained by the City of Schertz, parking restrictions on David Lack Boulevard. Final Reading (B. James /K. Woodlee) Discussion and Action Items 3. Ordinance No. 1.6 -M -02 - Consideration and /or action approving an Ordinance amending the City Council Code of Ethics by adding language regarding media contact. Final Reading (Mayor /Council /C. Zech) 4. Boards, Commission and Committee Appointments /Resignations — Consideration and/or action ratifying the resignation of Ms. Harriet Higgs, ratifying the appointment of Mr. Edward Fair as a regular member and ratifying the appointment of Mr. John Sullivan Jr., as an Alternate Member to the Parks Recreation Advisory Board. (B. Dennis/Mayor /Council) 5. Ordinance No. 16 -S -03 — Conduct a public hearing and consideration and /or action approving an Ordinance to rezone approximately 2.1 acres of land located at 1.7231 Schertz PH Parkway in the Verde Enterprise Business Park from Planned Unit Development to Planned Development District. First Reading (B. James /L. Wood/B. Cox) 6. Resolution No. 16 -R -05 — Consideration and/or action approving a Resolution authorizing expenditures by the City of Schertz Economic Development Corporation necessary for the funding of the David Lack :Boulevard Extension project. (J. Kessel/K. Kinateder) 7. Resolution No. 16 -R -08 — Resolution No. 16 -R -08 — Consideration and /or action approving a Resolution authorizing the program and expenditures of the City of Schertz Economic Development Corporation as provided for in the Economic Development Incentive 02 -02 -2016 City Council Agenda Page - 2 - Agreement between Major Wire Texas, Inc. and the City of Schertz Economic Development Corporation (J. Kessel/K. Kinateder) 8. Resolution No. 16 -R -06 — Consideration and /or action approving a Resolution authorizing additional expenditures with Ford Engineering Inc., totaling no more than $21,151.89 for consulting tasks during the remainder of the 2015 -16 Fiscal Year. (D. Wait /C. Raleigh) 9. Resolution No. 16 -R -07 — Consideration and /or action approving a Resolution authorizing an Interlocal Water Supply Contract with the Schertz - Seguin Local Government Corporation (SSLGC), City of Seguin and City of Selma. (D. Wait /S. Willoughby /A. Cockerell) Roll Call Vote Confirmation Requests and Announcements 1.0. Announcements by City Manager • Citizen Kudos • Recognition of City employee actions • New Departmental initiatives 11. Future Agenda Item Request for City Council: This is an opportunity for City Council members to request that items be placed on a future agenda. No discussion of the merits of the item may be taken at this time. Should a Council Member oppose placement of the requested item on a future agenda, the Mayor, without allowing discussion, shall ask for the consensus of the other City Council members to place or not place the item on a future agenda. 12. 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 Executive Session 13. City Council will meet in closed session under section 551.071 of the Texas Government Code, Consultation with Attorney; closed meeting to discuss the Application by Post oak Clean Green, Inc. for a new Type 1 Municipal Solid Waste Landfill in Guadalupe County, Texas hearing being held before the State Office of Administrative Hearing's. Reconvene into Regular Session 02 -02 -2016 City Council Agenda Page - 3 - 13a. Take any necessary action based on discussions held in closed session under Agenda Item number 13. Roll Call Vote Confirmation Adiournment CERTIFICATION 1, 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 29" DAY OF JANUARY, 2016 AT 4:45 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. Pre vucO I�>evuvui s Brenda Dennis, City Secreta I CERTIFY THAT THE ATTACHED NOTICE AND AGENDA OF ITEMS TO BE CONSIDERED BY THE CITY COUNCIL WAS REMOVED BY ME FROM THE OFFICIAL BULLETIN BOARD ON DAY OF 2016. 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. The City Council for the City of Schertz reserves the right to adjourn into executive session at any time during the course of this meeting to discuss any of the matters listed above, as authorized by the Texas Open Meetings Act. Executive Sessions Authorized: This agenda has been reviewed and approved by the City's legal counsel and the presence of any subject in any Executive Session portion of the agenda constitutes a written interpretation of Texas Government Code Chapter 551 by legal counsel for the governmental body and constitutes an opinion by the attorney that the items discussed therein may be legally discussed in the closed portion of the meeting considering available opinions of a court of record and opinions of the Texas Attorney General known to the attorney. This provision has been added to this agenda with the intent to meet all elements necessary to satisfy Texas Government Code Chapter 551.144(c) and the meeting is conducted by all participants in reliance on this opinion. COUNCIL COMMITTEE AND LIAISON ASSIGNMENTS 02 -02 -2016 City Council Agenda Page - 4 - Mayor Carpenter Mayor Pro -Tem Fowler — Place 1 Audit Committee Interview Committee for Boards and Commissions Interview Committee for Boards and Commissions Schertz Housing :Board Liaison. Investment Advisory Committee Randolph Joint Land Use Study (JLUS) Executive TIRZ Il Board Committee Schertz Seguin Local Government Corporation Councilmember Azzoz — Place 2 Councilmember John — Place 3 Animal Control Advisory Committee Lone Star Rail District Sweetheart Advisory Committee Councilmember Edwards — Place 4 Councilmember Thompson Place 5 Audit Committee Audit Committee Hal Baldwin Scholarship Committee Investment Advisory Committee Interview Committee for Boards and Commissions Cibolo Valley Local Government Corporation 02 -02 -2016 City Council Agenda Page - 5 - Workshop City Council Meeting: February 2, 2016 Department: City Secretary /Council Subject: Workshop Item: Discussion of Special Called Council Retreats BACKGROUND In accordance with Section 4.09(a) of the City Charter of the City of Schertz, Texas, the City Council meets at least once each month at a time and place prescribed by Ordinance. Section 2.2(a) of the Code of Ordinances establishes the time and place for Council meetings. The most recent amendment to this section was on September 8, 2015, amending the number of meetings to the first, second, and fourth Tuesdays of the month. The Ordinance also states that regular meetings of the city Council shall commence at 6:00 p.m., and that the regular meetings shall be held at the City Council Chambers at 1400 Schertz Parkway in the City of Schertz. In addition to the Regular Meetings, there are multiple retreats that Council attends throughout the year. To help Council and Staff plan their schedule, these retreat dates have been reflected to appear on the Master Calendar: • Strategic Planning Retreat — 3rd Friday in January • Pre - Budget Retreat — 4th Friday in March • Teambuilding Retreat — 1 st Friday in December • A 4th Council retreat to discuss budget and /or other priorities will be scheduled as may be needed in either June, July or August The 2016 Master Calendar was approved on December 8, 2015 with these dates on it. Councilmember Thompson has requested staff propose an amendment to the ordinance to include the addition of these annual Council Retreats and re- classify them as Regular Council Meetings. There are many factors to consider when looking at this request to change the Special Called Retreats to Regular Meetings, such as: • The Retreats are held at off -site locations, away from City property • The Retreats generally start at 8:30 a.m. and end by 4:30 p.m. • Regular meetings consist of action items City Council Memorandum Page 2 • The Retreats are generally held on Friday's but even if they were changed to an alternative day of the week other than Tuesday, it may affect other schedules (i.e. council, staff, board/commission /committee meetings) Staff's recommendation is that the ordinance remains unchanged and the annual Council Retreats not be changed to Regular Council Meetings. With regards to conflict on the day of the week that the Retreats are held on, Staff presents two options: Option A Leave as is: • Strategic Planning Retreat — 3rd Friday in January • Pre - Budget Retreat — 4th Friday in March • Teambuilding Retreat —1st Friday in December • 4th Retreat — TBD if needed Option B Move the Retreat Dates to a Thursday: • Strategic Planning Retreat — 3ra Thursday in January • Pre - Budget Retreat — 4th Thursday in March • Teambuilding Retreat — lst Thursday in December • 4th Retreat — TBD if needed RECOMENDATION Staff recommends that the annual Council workshop /retreat meetings not be included as regular meetings as the term regular loses all significance. Agenda No. 1 CITY COUNCIL MEMORANDUM City Council Meeting: February 2, 2016 Department: Subject: City Secretary Minutes The City Council held a Regular Meeting on January 26, 2016. WLTG • �On None RECOMMENDATION Staff recommends Council approve the minutes of the Regular meeting of January 26, 2016. Minutes — Regular meeting of January 26, 2016. MINUTES REGULAR MEETING January 26, 2016 A Regular Meeting was held by the Schertz City Council of the City of Schertz, Texas, on January 26, 2016, 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 Michael Carpenter Councilmember Grumpy Azzoz Councilmember Cedric Edwards Staff Present: Executive Director Brian James Executive Director Bob Cantu City Secretary Brenda Dennis Call to Order — City Council Regular Session Mayor Pro -Tem Fow Councilmember Dark Councilmember Rob]' City M, Executi City At" Mayor Carpenter called the meeting to order at 6:01 p.m. (Mayor Pro-Tern Fowler) Mayor Pro -Tem Fowler provided the opening . flags of the United States andte State of Texas. Events and • Announcements of made: Wait pledges of allegiance to the Wait /B. Cantu) • Wednesday, January 27, ribbon Cutting/Grand Opening for Schertz /Cibolo ER Clinic, 4825 FM 3009, 11:34 a.m. -1:00 p.m. • Thursday, January 28, Ribbon Cutting & Open House for Acacia OB /GYN, 16977 lH 35 Nattl -Ste. 210, 3:30 -4:30 p.m. • Saturday,. January 30, Schertz Chamber of Commerce Health and Wholeness Fair, Schertz Civic Center, 11:00 a.m. -3:00 p.m., 70 vendors in attendance. • Tuesday, February 2, Blood Drive, Front Parking Lot, 8 -11 a.m. Email Ke11ie Burnam, Community Health Manager, kbumamkschertz.com or call 210 -619 -1430. Upcoming Events: • Thursday, February 1.1, TML Region 7 Meeting — The Gardens at Old Town. Helotes, City of Helotes, Reception begins at 5:00 p.m. RSVP to the City Secretary by Friday, February 5. 01 -26 -2016 Minutes Page -1- • Tuesday, February 16, Council on the Go Meeting, Community Center North, 6:30 p.m. • Announcements and recognitions by City Manager (J. Kessel) Mayor Carpenter recognized City Manager John Kessel who spoke about a new electronic customer service improvement feature recently implemented by city staff for residents requesting to be scheduled for a chipping service provided by our Public Works Department. Now they can go to the city's webpage, click on a button and fill in the customer information and submit the order for scheduling. Kudos and Thanks to Public Works Dispatcher Ms. Tiffany Danhof who submitted the suggestion and the IT Department staff for implementing this vision for our customers. Proclamation School Board Recognition. Month. (Mayor /G. Mayor Carpenter recognized SCUCISD Board Preside Robert Westbrook, and SCUCISD Superintendent Dr. and presented the proclamation recognizing School Si the work they do and the relationship they have with commented on the Board duties and�the- successful rel, of Schertz. Hearing of Residents Mayor Carpenter recognized the Mowing who CISD Board Merbers) iary Inmon, Board Vice- President g Gibson. Mayor Carpenter read Month providing his gratitude for City. Board Member Inmon also ips they have built with the City 0 Woodland Village Place, who spoke regarding agenda item 5 nent' of C6uncilmember Daryl John to the Lone Star Rail District Government Corporation General Manager, who [g the new ;Assistant General Manager Amber Briggs. 3 N. Posh Oak Road, Houston, who spoke in favor of the workshop J' letters of support for Housing Tax Credit applications. Ms. Martin Eanagement copies of the proposed Mixed Use Development proposal erstein, which is proposed on Wiederstein Road and FM 3009. Metzger, 8165 Garden Oaks Drive, San Antonio who also spoke in item regarding requested letters of support for Housing Tax Credit applications. • Ms. Lisa Stephens, 6636 N. Riverside Drive, who again spoke in favor of the workshop item regarding requested letters of support for Housing Tax Credit applications. Workshops 01 -26 -2016 Minutes Page - 2 - • Discussion regarding extending responsibilities of inspections to the engineer of record for professionally engineered projects. (B. James) (Item requested by Councilmember John) Mayor Carpenter recognized Executive Director Brian James who stated this discussion excludes civil projects (i.e., roadways, waterlines, sewer lines). It really applies only to building permits, residential or commercial. It would eliminate the requirement for City staff to perform the inspection and place that in the hands of the design engineer(s). Currently, this is what is done with retaining walls over four feet. There are also other items that require a design engineer where staff may not have the expertise in those cases. This varies from project to project. Things that are design engineered for residential are structures such as trusses and floor joists. For cc structural, civil, electrical, mechanical and other s, Building Code requires special inspections in a nurn not perform these; someone hired by the owner does Mayor Carpenter turned the discussion over to any con Councilmember John said it was a great addition and t knows everything about the project and the code regnir( back on them to do the inspection -Mr. James stated that visiting with the Development Services Department in the of their information and make models of some of the docu Mr. James stated in the future we probably need to b information out there 4i make people aware of it as a • Discussion n requested by ons, wind bracing, and s quite a bit, such as ire systems. The 2012 ;ouerally the City does ants or questions from Council. design engineer-is the one who -nts and this pushes the liability the future staff will probably be ty, of San Antonio and take some its thev have for our use here. website and get some of this WIRIGIROW Tree Mitigation Ordinance. (B. James /C. VanZandt) (Item Mayor Carpenter recognized Executive Director Brian James who stated Section 21.9.9 of the Unified Development Code JDQ is our tree preservation section which states prior to the issuance of a Development Permit or, a Building Permit, a Tree Permit is required or you must provide an affidavit f no protected trees on site. In order to obtain a Tree Permit, the applicant must mitigate Protected and Heritage trees. Protected trees measure between 8 -24 inches 'iri'tliameter (mesored 4' above ground). A Heritage tree is bigger than 24 inches in diameter. There are some exemptions, such as if a tree is in an area with a septic system or right -of. -way f6r a road, in a utility easement, are diseased or damaged, or if they are a Hackberry, Eastern lied Cedar, Common Ash Juniper, Chinaberry, Mesquite, and Ligustrum. However, all Heritage trees must be mitigated. This can be done by planting extra trees or by paying into a mitigation fund -a fee of $100 per inch of tree. This fund can be used for planting trees at city parks, soccer fields, etc. and also for the care and maintenance of the trees. The UDC also allows for trees to be planted on school district property. However, sites that are heavily wooded can prove problematic as there may be so much mitigation required that there is not room to replace trees and then paying into the mitigation fund can become expensive. Mr. James provided some cost comparisons and other information regarding sites with no trees, some trees or a lot of trees, as examples of what some developers face. 01 -26 -2016 Minutes Page - 3 - Councilmember John stated the only thing he could see to consider adding would be that the trees that are located directly under the building foundation(s) would be classified as exempt. This is just a suggestion that may alleviate some of the property developer's burden. Mr. James replied that the old ordinance actually did have that exemption item in it. Mayor Carpenter recognized Councilmember Edwards who stated he thinks we have a great tree ordinance. Canopy is extremely important. He thinks it is important to have that green open space. He likes going to a business that preserves their trees. Mayor Carpenter recognized Councilmember Thompson who said he does understand from a builders viewpoint and when we were working on revising the building code we had several meetings between the city and interested developers to finda,' solution that met everybody's needs. Perhaps something similar could be done here, such as instituting a cap per acre. He believes there are some win -win opportunities out there for everyone. , Mr. James said it was suggested to publicize this (Schertz Magazine articles, website updates, handouts) to the public to avoid missteps. • SHEDS: Building Code Exempts Accessory Structures Under 200 square feet from needing a permit, local amendment requires a permit. • Exempt accessory structures that are 120 square feet or less from needing a permit if the structure can be moved. • Any accessory structure more than 120 square feet requires a permit. • Continue to require a permit for concrete foundation. • Review ordinance in 6 months 01 -26 -201.6 Minutes Page - 4 - Staff anticipates bringing the Ordinance to Council to adopt these local amendments in the next few weeks. Mr. James continued answering questions from council. • Presentation and update regarding Pay Day Loans. (B. James) Mayor Carpenter recognized Executive Director Brian James who stated in December 2015 Council discussed the possibility of developing a payday lending ordinance as a result of an ordinance passed by the City of San Antonio. This brought forth concerns that the affected businesses, known as Credit Access Businesses (CAB) would soon start moving out in the surrounding communities. Generally these regulations require the CAB's to: • register with the City (i.e., $50 fee) • limits payday loans to 20% of the borrower's gross, monthly? income • limits auto title loans to the lesser of 3% of the borrower's ' s monthly income or 70% of the vehicle value • limits loans to no more than 4 installments or 3 rollovers (a rollover" is an extension of consumer credit within 7 days of the previous extension of credit) • requires that proceeds from each installment or renal reduces the loan principal by 25% • requires that each contract be written in a language the borrower can understand or that it be read to any borrower who, cannot read • requires that the lender provide the burrower a form erected by the city which references non - profit agencies Who provide financial education & assistance programs The Texas Municipal;League (TML) has ,provided a sample ordinance that is very similar to San Antonio's. Over cities have passed ordinances regulating payday lenders including Austin, Balcones 4Heights, Dallas, Houston, San Antonio, Seguin, and Universal City. The Waco City Council has recently been urged by some residents to regulate payday lenders. The state legislature his `considered. regulations for CAB's in the past but has not passed overarching, regulations. Litigation is currently pending regarding municipal regulations of payday lending facilities in a number of cities, including San Antonio. An intereet search indicates that:there are two payday lender businesses operating in Schertz: Ace Cash Express and Advance America, both of whom are located at FM 3009 and IH -35. Both entities also provide auto title loans. If you look on their respective websites, they have a lot of info on with regard to the loan terms. Mr. James provided examples of what these loans would typically look like. What most of the regulations do is not stipulate what the loan interest rate is ''but rather it dictates the terms and the number of payments made to keep people from just continuing on and on; each payment has to draw down a certain percent of the principal. Both of these companies do online applications and in person. Some states regulate these types of business a slightly different. The two issues would be: 1) it is a lot of documentation and do people understand it all, 2) if you are stuck and you have rent due and nowhere else to go, you are probably not thinking about the terms, just on paying your obligation(s). Staff called the City of San Antonio to see how this situation was going with them. They have one staff member who oversees the annual business application(s) and then the rest of the year he deals with complaints from individuals 01 -26 -201.6 Minutes Page - 5 - who call and say a particular business is violating the ordinance. Last year the city felt there were about three who actually did violate it. What they do not do is any kind of audit process. Mr. James addressed subsequent comments, questions, and recommendations from council. He stated that staff can continue to monitor this situation and revisit it if needed. • Discussion and possible action regarding requested letters of support for housing tax credit applications for proposed apartment projects. (B. James) Mayor Carpenter recognized Executive Director Brian James who I stated, as was mentioned during the hearing of residents section, the individuals who spoke on the requested letters of support for housing tax credit and that some of the Council is aware of, the state has a program to help promote affordable housing throughout the state. It is a tax credit program to help finance the construction of these projects. They, have a call` for projects and a timeline when individuals come in; there are companies that do this. Both eoznpanies that spoke tonight have a track record already of doing this and actually there is a third one that did not contact the city yet. Mr. James stated that this is a very competitive proeess." For several communities there is a great need for quality affordable housing for various r ' side ' nt types. Mr. James stated that the companies use a scoring system and they go out and get as, many points as they can to qualify. One of the items they are evaluated on is whether or not, they have support from the community where they are proposing to loeate: As you know, we have probably received the letters, and the companies are required to notify, the ity,on their intent so that we have a heads up on the project. Very often they come,to the city acid Mate that if they are going to compete for a project in Schert with one that maybe in New Braunfels, they need to score as high as possible and it helps them ife City Council says we are supportive of the project. Mr. James stated again that they have three (3) projects. As you heard, one of them is on Wiederstein Road at FM 3009 on the back portion of the property. The other one is off of IH 35 across from FM 2252, which is not adjacent to residential development. The third one is up at Fairlawn, ,a, "commercial piece at Fairlawn up by :Riata. Mr. James stated that one of the problems is that: none of these properties are zoned for multi - family. The two (2) on the frontage road are zoned for commercial uses and the one (1) off of FM 3009 is for larger lots, single - family residential development. They do not have the zoning in place and so they cannot develop by right. One of the comments we might make is that the plan the city has in place with regard to zoning and the comprehensive land use plan would not be to put multi- family there, it would be to do another use. He doesn't know if everyone has fully vetted how appropriate the apartment complex is in that location. Simply putting in a letter of support does not bind us to anything. That zoning case, if they were selected, would have to get a recommendation from the Planning and Zoning Commission and then go to Council for approval. Council may then still say that it is just not a good fit. There might be challenges 01 -26 -2016 Minutes Page - 6 - with the site and it may not be compatible with the adjacent land uses, etc. There could be a struggle, stating yes we are in support of the project, but then say that it doesn't quite get us there, and this is what goes into these types of requests. If they do not get support at this point then they limit themselves to be able to compete. Mr. James stated that with these types of projects this is typical of what we would think of as affordable housing. You cannot tell the difference from the outside that it is a tax credit project. Every single one he has seen, you drive by and you are looking for an apartment and you think yes, that one looks nice and let me see if they have any vacancies. They don't look any different from what you normally find. The idea is to build th m,, maintain the value, and provide a quality place for individuals to live in the community that is not substandard housing. Very often what they all do is, that there is a certain percentage of the units that are allocated for individuals who make less than that 60% rue tlium'in pme. However, this varies from project to project. In the project over at Wiederstein, ,96 of the L20 units are reserved for the individuals with these income levels. The one ''Off IH -35 is 1(}5 out of 120, so the percentages are about the same. A certain percentage of the units are available at market rate. Mayor Carpenter opened this item up for Council questions and asked Mr. James if there were any examples currently in our City. Mr. James said yes, we have The Merritt at Lake Side, which is an age - restricted project and a more recent one is :Liberty Park in Selma that is geared more for the Veterans. Mr. James stated you cannot really tell the difference. Mayor Carpenter recognized Mayor Pro -Tern Fowler who stated that he has looked at the proposed locations where the three (3) appli6dtfous come from, and in his opinion, from a location point of view, the two sitting here today probably are the best; he does not like the one at Riata. He inquire,& inquire, as to whether, car not the builder has built these before. Mr. James stated that all three (3) of th6, firms have built several of these types of projects already. Mayor , Carrpenter asked ,Mayor Pro -Tem Fowler if he would like for him to recognize the developers: to address his questions. Mayor Pro-Tern Fowler concurred. Mayor Carpenter recognized A drey Martin and Lisa Stephens, the developers for the two projects (1) Wiederstein, O H 35 and FM 2252, who came forward providing answers to Mayor Pro- Tern Fowler's question as to if the city could support the two projects. Both Audrey and Lisa stated that yes the city could support the two (2) developments. They also addressed questions regarding resident profiles. Mayor Carpenter recognized Councilmember Thompson who stated that letters of notice have been sent to Council but asked if the area residents around the proposed site have been notified. Mr. James said no. First, both firms must apply for tax credits and then those are selected. Then the companies would have to submit a request for a rezone application on that property. This is the first step on the property, and part of that effort would be that the developers would go out and start talking to the neighbors. The first notice would be on a 01 -26 -2016 Minutes Page - 7 - rezone application where the adjacent property owners would be notified. If that went to the Planning and Zoning Commission and then to Council, that zoning is not in place until approved and if it was not approved, the project would not go forward. Councilmember Thompson asked, historically speaking, is it normal or unusual for us to receive three (3) applications at once? Mr. James stated he cannot say what is normal in Schertz but that he does not know of any other application that has made it this far. Based on the developers analysis and case studies, there is a demand here and there is a good chance they will receive a tax credit. Lastly, Councilmember Thompson commented regarding Merritt Lake Side and Liberty Park — he stated the success oftse two communities is because of their particular restrictions. These are uniquely different communities that have been very well planned and are successful. Mr. James stated that none of these proposed developments hav&-estrictions and the City cannot impose extra regulations like Merritt Lake Side and Liberty Park Immunities have. Mayor Carpenter recognized Councilmember Edv gathered and received their medium income nifr iwg points. Ms. Martin came forward providing and expl base system in answer to his question. Councilmem waiver fee, and Ms. Martin explained the recent char receive some type of waiver and the "$ ,6.00 is just an Mayor Carpenter recognized Coi approved, what time frame are they be on or before March ,V." Further auestions were addressed and asked if this should be ? Mr. James stated it would by staff and the developers. lmember, Azzoz who moved, seconded by Mayor Pro - )ort; fdr both properties presented tonight plus the waiver was unanimous with Mayor Pro -Tem Fowler, :ards and Thompson voting for and no one voting no. 1. Minutes - Consideration and /or action regarding the approval of the minutes of the Regular Meeting of January 12, 2016, and the Special Meeting of January 15, 2016. (J. Kessel /B. Dennis) Mayor Carpenter recognized Councilmember Azzoz who stated that he would be voting for approval of the January 12th minutes but abstaining on the approval of the minutes of the special session of January 15th as he was not in attendance. Mayor Carpenter recognized this stating that an abstention is considered a no vote and would have the City Secretary take notice of the approval of each item. Mayor Carpenter recognized Mayor Pro-Tern Fowler who moved, seconded by Councilmember Thompson to approve the minutes of the Regular Meeting of January 12, 01 -26 -2016 Minutes Page - 8 - 2016. The vote was unanimous with Mayor Pro -Tem Fowler, Councilmembers Azzoz, John, Edwards and Thompson voting for and no one voting no. Motion passed. Mayor Carpenter recognized Mayor Pro -Tem Fowler who moved, seconded by Councilmember Thompson to approve the minutes of the Special Meeting of January 15, 2016. The vote was 4 -0 -1 with Mayor Pro -Tem Fowler, Councilmembers John, Edwards and Thompson voting for, Councilmember Azzoz voting no. Motion passed. 2. Resolution No. 16 -R -01 — Consideration and /or action approving a Resolution appointing Andrew Hunt to the Board of Directors Place D -2 of the Schert Seuin Local Government Corporation. (D. Wait) The following was read into record: RESOLUTION NO. A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS APPOINTING ANDREW HUNT TO THE BOARD OF:DIRECTORS PLACE D -2 OF THE SCHERTZ SEGUIN LOCAL GOVERNMENT CORPORATION,, AND OTHER MATTERS IN CONNECTION THEREWITH Mayor Carpenter recognized Executi Director Dudley "Wit who stated the SSLGC Board D -2 position currently held by Mr., Kew Koheler of Seguin his a term that expired on December 31, 2015, This is scheduled to be Piled by the City of Schertz and the new board member will take effect January 1, 2016:, It is staff's recommendation "that the City of Schertz appoint Mr. Andrew Hunt to serve on the Schertz Seguin Local Government Corporation (SSLGC) Board of Directors Place D -2 for the term commencing'orijanuar J, 2016 and ending on December 31, 2020 (the "Term "). He has been contacted and h ,agreed`J6 serve. Mr. Wait introduced Mr. Hunt who was present this The following was read into record: RESOLUTION NO. 16 -R -02 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING THE ACCEPTANCE OF THE 2015 RACIAL PROFILING REPORT, AND OTHER MATTERS IN CONNECTION THEREWITH 01 -26 -2016 Minutes Page - 9 - Mayor Carpenter recognized Patrol Lieutenant Michael Carey who stated one of the annual obligations of the police department is to provide the City Council with the statistical date they have collected from traffic stops. This annual racial profiling report includes: • The number of traffic stops they have conducted • The race of the person stopped • Whether the race of the person stopped was known prior to the stop • If a search of the vehicle stopped was conducted • If that search was consented to Based on a review of the numbers there is no indication cif racial profiling, with the police department continuing to impartially enforce the traffic lags within the City of Schertz. Mayor Carpenter recognized Councilmember Edwards who moved, seconded by Mayor Pro- Tern Fowler to approve Resolution No. 16 -R -02. The vote was unanimous, with Mayor Pro- Tern Fowler, Councilmembers Azzoz, John - Edwards and Thompson voting for and no one voting no. Motion passed. 4. Resolution No. 16 -R -03 — Consideration and /or the city manager to negotiate and, sign an amendmf extending the term to August 31, 20 0� Wait /S. W The following was read into record: SOLUTION NO. 1 -ing a Resolution authorizing current contract with GBRA A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND SIGN AN AMENDMENT TO THE AGREEMENT 'WITH GBRA AND THE NORTHCLIFFE GOLF - CLUB: EXTENDING THE TERM TO AUGUST 31, 2016 AND OTHER MATTERS IN CONNECTION THEREWITH Mayor Carpenter recognized Executive Director Dudley Wait who stated in 1976, the Guadalupe- Blanco River Authority entered into a forty year agreement with the landowner and developer of the Northcliffe Subdivision to provide waste water treatment. Upon annexation b the subdivision and the dissolution of the Northcliffe Municipal Utility District, the City beta a party to this agreement. Today, GBRA continues to provide waste water treatment for a portion of the residences in Northcliffe and subsequent developments. They do this through their small treatment plant located at the Northcliffe Golf Course. The golf course is a direct party in this agreement as well since they receive the treated effluent to water their landscaping. This treatment plant is permitted to treat up to 300,000 gallons of waste water a day, but due to age and other limiting factors, flows that exceed approximately 220,000 gallons a day are diverted to the Cibolo Creek Municipal Authority treatment system by agreement between the City, CCMA and GBRA. 01 -26 -2016 Minutes Page -10 - City staff desires to eventually take all of this waste water and send it to CCMA for treatment but due to a number of factors, this will not be possible for next three to five years. As a result, we need to enter into a new agreement with GBRA to maintain the operation of this treatment plant until the City is ready to send the entire flow to CCMA. The current agreement is slated to expire February 1, 2016. In order to have appropriate time to craft a three to five year agreement between the City, GBRA and the Northcliffe Golf Course, GBRA has asked that we make an amendment to the 1976 agreement extending the term of this agreement until August 31, 2016, the end of the current fiscal year for GBRA. City staff recommends Council authorize the City Manager to negotiate and sign an extension to the current agreement through August 31, 2016. The City has budgeted and will pay GBRA approxi Northcliffe WWTP during this fiscal year. These 2015 -16 Budget and no additional cost will be in(;i agreement. Mayor Carpenter recognized Councilmembet Councilmember Thompson to approve Resolution with Mayor Pro -Tem Fowler, Councilmembers voting for and no one voting no. Motion passed 5. Resolution No. 16 -R -04 — Considerat Councilmember Daryl John to the Boas year term to run from February 1, 2016 The following was read into record: LUTI $296,000 for the operation of the are included in the approved FY � a result of :extendinc the current s who moved, seconded by R -03. The vote was unanimous John, Edwards and Thompson action approving'' Resolution reappointing tors, of the Lone Star Rail District for a two - y 1,(?l: (B. Dennis /Mayor /Council) O. 16 -R -04 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, REAPPOINTING CO NCILM N' I)ARYL JOHN TO THE BOARD OF DIRECTORS OF THE'16I �1 TAR RAIL, DISTRICT, AND OTHER MATTERS IN CONNECTION Mayor Carpenter recognized City Secretary Brenda Dennis who stated in accordance with the Rail 'District's governing statute (Texas Civil Statutes Article 6550c -1) and bylaws, each Board member serves atwo -year term; additionally, the terms are staggered so that one -half of the Board members' terms expire on February 1 of each year to ensure Board continuity. Staff recomm d : Council officially approve Resolution No. 16 -R -04 re- appointing Councilmember Daryl John to the Rail District Board to represent the City of Schertz for a term of two years beginning February 1, 2016 and ending February 1, 2018. She stated that Councilmember John indicated that he is willing to continue to serve. Mayor Carpenter recognized Councilmember Edwards who moved, seconded by Mayor Pro- Tern Fowler to approve Resolution No. 16 -R -04. The vote was unanimous with Mayor Pro - Tem Fowler, Councilmembers Azzoz, John, Edwards and Thompson voting for and no one voting no. Motion passed. 01 -26 -201.6 Minutes Page - 11 - Mayor Carpenter recognized Councilmember Edwards who stated that in light of the possible election coming up of Councilmember John, we do not know how that election is going to turn out and that is why he made a motion to reappoint him and keep him where he is, this was to address Mr. Douglas's concern as mentioned earlier. Councilmember John stated that the city does have a provision of re- appointing someone if his situation should change. Mayor Pro -Tern Fowler indicated that in November we will be having new Councilmembers and the Council can at that time re- appoint someone to fill Councilmember John's term if he is elected. 6. Ordinance No. 16 -D -01 - Consideration and /or action approving an Ordinance amending the Code of Ordinances of the City of Schertz by revising Aft cie V, Section 86 -149 Parking Prohibited on Roadways Maintained by the City of Schertz, parking restrictions on David Lack Boulevard. First Reading (B. James /K. Woodlo) The following was read into record: AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS PROVIDING THAT THE CODE OF ORDINANCES OF THE CITY OF SCHERTZ, TEXAS BE AMENDED BY REVISING ARTICLE V SECTION 86 -149 PARKING PROHIBITED ON ROADWAYS MAINTAINED BY THE CITY OF SCHERTZ; AND PROVIDING AN EFFECTIVE DATE, There was no staff, introduction and Mayor Carpenter stated that the information provided to Council was straight forward. Mayor Carpenter recognized Councilmember Edwards who stated that thin is a growth is sue and made a motion to approve the ordinance. Councilmember Edwards also stated that he i glad to see that both companies are growing. 7. Ordinance No. 16 -M -02 - Consideration and /or action approving an Ordinance amending the City Council Code of Ethics by adding language regarding media contact. First Reading (Mayor /Council /C. Zech) The following was read into record: 01 -26 -2016 Minutes Page -12 - ORDINANCE NO. 16 -M -02 AN ORDINANCE BY THE CITY OF SCHERTZ, TX AMENDING CITY COUNCIL CODE OF ETHICS; PROVIDING A POLICY FOR MEDIA RELATIONS; REPEALING ALL ORDINANCES OR PARTS OF ORDINANCES IN CONFLICT WITH THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE Mayor Carpenter recognized City Attorney Charles Zech who stated at the Council meeting of January 12, 2016, Council discussed having the City Attorney help add clarity to their Code of Ethics in regard to City Council communications with the media. At that meeting, he offered to get with staff to craft some language that would not infringe on any first amendment rights but still gets across the positigti ~of council on how media relation issues should be handled. He also stated he got the feeling that we �just, want to be careful with information when it is provided by council and to keep in mind the intricacies of law enforcement and any other privacy concerns that may arise as a result ,cif their speech. He recommends council approve the proposed language be added to the Code of Ethics. Mayer Carpenter recognized Councilmember Thompson who stated knowing that these are guideline he moved f6t approval of first reading with the suggested additions to be brought back to the ouncil. Co ncilmember Edwards seconded the motion. Mayor Carpenter, called for additional comments and recognized Councilmember Azzoz who agreed with the Mayor. We already have this in our Code of Ethics and Rules of Procedure to police ourselves. All we are doing is adding more work and more regulations and it doesn't make any sense to do this. Mayor Carpenter recognized Councilmember John who stated he agrees with the Mayor but not everyone is great at communicating with the media. This is a guideline and you can use it, or not. This is there for the benefit and protection of Council. It is still a judgment call if someone gets in front of you and asks you a question. You can still do whatever you want but 01 -26 -2016 Minutes Page -13 - he is going to take this into consideration and use it. It is going to better prepare him and is a benefit for his protection. Mayor Carpenter recognized Mayor Pro -Tem Fowler who stated that these are guidelines and as we will be getting new Councilmembers these are good guidelines for them to follow and believes this is important. Mayor Carpenter recognized Councilmember Edwards who stated this is not just about free speech but it is also imperative we attend some type of training on how to speak to the media and hopes that Mr. Kessel implements this not only with us but with ll our emergency staff. Mayor Carpenter recognized Councilmember Tho Councilmember Edwards to approve Ordinance No. suggested additions which were paraphrased by the Council. The vote was 4 -0 -1 with Mayor Pr6-T Edwards and Thompson voting for and Counclmem Roll Call Vote Confirmation Mayor Carpenter recognized City Secretary Brenda agenda items 1 -7. Requests and Announcements 8. Announcements by City Manager • Citizen Kudos • Recognition of City • New Denartrhental i Im moved, seconded by first reading with the to be brought back to Fowler, Co ncilmember John, Azzoz no. n passed provided the roll call votes for No items were requested. 1.0. 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 01 -26 -2016 Minutes Page -14 - 0 Upcoming City Council agenda items Mayor Carpenter recognized Councilmember Robin Thompson, who on behalf of Operation. Comfort, presented Mayor Carpenter with a plaque of appreciation for the City of Schertz in support of the 5K/1 OK Run — Walk they had on Saturday. Mayor Carpenter recognized Councilmember Azzoz and Mr. Leonard John, Owner of the Bluebonnet who were also supporters of the event. Executive Session 12. City Council will meet in closed session under section 55,L087 of the Texas Government Code, Deliberation regarding Economic Development Negotiati" s; Closed Meeting. The governmental body is not required to conduct an open 'meeting (1 ),to discuss or deliberate regarding commercial or financial information that tl% governmental, body has received from a business prospect that the governmental body seeks to have locate, stay;'O't expand in or near the territory of the governmental body and with` which the governmental 'bd4,is conducting economic development negotiations; or (2) to deliberate :`the offer of a finbcial or other incentive to a business prospect. • Project E -018 Mayor Carpenter adjourned into executive session at $:30 p.m. Reconvene into Regular Session Mayor Carpenter reconvened bac into open session at 9:08 p.m. 12a. Take any necessary 'action base number 12. Brenda Dennis, City Secretary on discussions held in closed session under Agenda Item at 9:08 p.m. 01 -26 -2016 Minutes Page -15 - Michael Carpenter, Mayor Agenda No. 2 CITY COUNCIL MEMORANDUM City Council Meeting: February 2, 2016 Department: Engineering / Public Works Subject: Ordinance No. 16 -D -01- An Ordinance by the City Council of the City of Schertz, Texas providing that the Code of Ordinances of the City of Schertz, Texas be amended by revising Article V, Section 86 -149 Parking Prohibited on Roadways Maintained by the City of Schertz. (Final Reading) BACKGROUND David Lack Boulevard (DLB) is located off Schwab Road in northeast Schertz. DLB is a 64- foot wide road with two travel lanes in each direction and a center turning lane. Currently there are no special travel or parking restrictions in place. The road is bounded by GE Oil and Gas (GE) and Sysco Foods, two businesses that are experiencing rapid growth. GE has added workers at the Schertz facility and many are parking along DLB next to the GE facility. In an effort to alleviate the problem GE has added additional parking in the rear of its property. Additionally, Sysco continues to grow adding new deliveries to and from the Schertz facility. In early November, the City was notified that through traffic was being blocked. Cars were parked in the outermost lane and delivery semi - trucks would park in the inner and middle lane which prohibited through traffic. City staff met to discuss the traffic issue and identity a potential solution. On December 2nd the City met with representatives from both GE and Sysco to discuss the potential solution. In addition to supporting the proposed solution both companies acknowledged changes they could make to help reduce the congestion. Both companies are in support of prohibiting parking on DLB. At the regular meeting of the Transportation Safety Advisory Commission on January 7, 2016, the Commission discussed this item and recommended to City Council to prohibit parking on DLB. City Council approved this on first reading at their meeting of January 26, 2016. Goal To ensure continuous employee and emergency vehicle access for the safety of employees and visitors to the area. Community Benefit To provide for the safety of the citizens and commuters in the City of Schertz. Summary of Recommended Action Recommend approval of final reading to prohibit parking on David Lack Boulevard as shown in Exhibit A. M.Yi • �On The fiscal impact will be $480.00 for no parking signs paid out of FY 201.5 -16 approved budget account number 101 - 359 - 551600 Street Maintenance. RECOMMENDATION Staff recommends Council approve final reading Ordinance No. 16 -D -01 to amend Article 5, Section 86 -149 Parking Prohibited of the Code of Ordinances to include David Lack Boulevard as shown in Exhibit A. ATTACHMENT Ordinance No. 16 -D -01 Exhibit A: David Lack Blvd. No Parking Zone AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS PROVIDING THAT THE CODE OF ORDINANCES OF THE CITY OF SCHERTZ, TEXAS BE AMENDED BY REVISING ARTICLE V, SECTION 86 -149 PARKING PROHIBITED ON ROADWAYS MAINTAINED BY THE CITY OF SCHERTZ; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, it has been established that David Lack Blvd. from the intersection of Schwab Rd. to 1900 -feet east of the intersection of David Lack Blvd. and Schwab Rd. is not covered under Article V, Section 86 -149 Parking Prohibited of the City Code of Ordinances; and WHEREAS, it is recommended to add this area as shown in Exhibit A to the City Code of Ordinances under Article V, Section 86 -149, Parking Prohibited. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: THAT: Section 1. Article V, Section 86 -149 of the Code of Ordinances, Parking Prohibited on Roadways Maintained by the City of Schertz, Texas is amended to add the following: Street Extent David Lack Blvd. No Parking on David Lack Blvd. from the intersection of Schwab Rd. to 1900 -feet east of the intersection of David Lack Blvd. and Schwab Rd. 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. Section 8. This Ordinance shall be cumulative of all other ordinances of the City of Schertz, and this Ordinance shall not operate to repeal or affect any other ordinances of the City of Schertz except insofar as the provisions thereof might be inconsistent or in conflict with the provisions of this Ordinance, in which event such conflicting provisions, if any, are hereby repealed. Approved on first reading the 26th day of January, 2016. PASSED, APPROVED AND ADOPTED on final reading the 2nd day of February, 2016. Michael R. Carpenter, Mayor ATTEST: Brenda Dennis, City Secretary (SEAL OF THE CITY) Exhibit A David Lack Blvd. No Parking Zone III . �o • x' Proposed Ordinance: vm W N E WA � ww W S E X H I B I T A 0 100 200 400 600 800 1,000 Feet Agenda No. 3 CITY COUNCIL MEMORANDUM City Council Meeting: February 2 2016 Department: Management /Council Subject: Ordinance No. 16 -M -02 — Ordinance amending the City Council Code of Ethics by adding language regarding media contact. Final Reading At the Council meeting of January 12, 2016, Council discussed having the City Attorney help add clarity to their Code of Ethics in regard to City Council communications with the media. At that meeting, City Attorney Charles Zech offered to get with staff to craft some language that would not infringe on any first amendment rights but still gets across the position of council on how media relation issues should be handled. He also stated he got the feeling that we just want to be careful with information when it is provided by council and to keep in mind the intricacies of law enforcement and any other privacy concerns that may arise as a result of their speech. At the meeting of January 26, 2016 the City Council directed the City Attorney to draft language requiring the City Council and Mayor to contact the City's public information officer prior to any communications with the media if time permitted it. The ordinance reflects this change. FISCAL IMPACT None RECOMMENDATION Staff recommends Council approve Ordinance No. 16 -M -02 first reading. ATTACHMENTS Ordinance No. 16 -M -02 Revised Council Code of Ethics ORDINANCE NO. 16 -M -02 AN ORDINANCE BY THE CITY OF SCHERTZ, TX AMENDING CITY COUNCIL CODE OF ETHICS; PROVIDING A POLICY FOR MEDIA RELATIONS; REPEALING ALL ORDINANCES OR PARTS OF ORDINANCES IN CONFLICT WITH THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council of the City of Schertz has previously adopted a Code of Ethics; and WHEREAS, the City Council currently does not address the issue of dealing with the media; and WHEREAS, the City Council has determined that it is in the best interest of the City to amend, update, and clarify the Code of Ethics as they relate to dealing with the media. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. That the City Council Code of Ethics are amended by adding a Section 4 under the Ethical Conduct Rules as follows: 4. City Council Media Communication Guidelines a. Effective media relations best serves the City by providing accountability to the public and transparency of government, ensuring accurate information is conveyed to the public, establishing and maintaining an accurate public perception of the City; informing residents of City programs and services, and promoting the City's achievements, activities and significant events. b. Council Members and the Mayor have been elected to represent our community and are free to speak to the media on any subject. This policy and its included guidelines are intended to ensure that accurate consistent information is provided to the media and that City Council's integrity and professional image is preserved. C. Guidelines: 1. Council Members and the Mayor have the right to express personal opinions on any issue, but must make it clear that they are speaking for themselves, are not speaking in an official capacity for the City, and are not speaking on behalf of City Council, unless the position has been adopted by the City Council; 2. All conversations with a member of the media should be treated as on the record. 3. Where time permits City Council members and the Mayor should communicate with the City's Public Information Officer prior to interviews with the media; otherwise all interviews with a member of the media should be reported to the City's Public Information Officer as soon as reasonably possible after the interview. 4. There are certain highly sensitive issues that may require greater discretion when speaking to media. These issues include: i. Legal issues, including liability issues and pending litigation; ii. Personnel issues, including those surrounding existing and former employees; iii. Questions that involve police or fire investigations; or iv. A community -wide situation or emergency. It is highly encouraged that City Council members and the Mayor contact the City Manager for any relevant information prior to commenting on such matters. 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 26TH day of January, 2016. PASSED, APPROVED and ADOPTED ON SECOND READING, the 2nd day of February, 2016. Mayor, Michael R. Carpenter ATTEST: City Secretary, Brenda Dennis (Sea] of City) CITE' UD City Council Code of Ethics Introduction The City Council Code of Ethics (the "Codes ") applies only to the members of the City Council: the Mayor, the Mayor Pro -Tem and the other City Council members. Furthermore, all provisions of the Codes apply equally to the Mayor, Mayor Pro-Tern and City Council members, who must follow the content of the Codes as weltas, the spirit. It is the policy of the City Council that all of its is also the policy of the City Council that all c forth in the City Charter and all City ordinances Purpose By adopting these Codes, Council I • transparent and accountable • honest, fair and respectful wider community; and • working together to deliver These star Council po the City Cc Limitations III, Sect: in the C is with nembets commit to: governance; dealings with fello -he Best outcomes fi from abide by federal and state law. It shall abide by the provisions set -Audina the Codes. members, City staff, and the long -term interests of the City. r, Council members to abide by that public trust and confidence in led t suppoq, explain I,or otherwise clarify the articles set forth in the ercise the specific right given to the City Council in the City Charter in .01 and`, Article IV Section 4.08, to exercise its governmental powers. is intended to contradict or supersede the City Charter or state law. a. -pity boards, committees and commissions are formed in order to provide independent recommendations to Council and, in the case of some commissions, to conduct hearings in order to make determinations, which may or may not be subject to appeal to the Council. 2. Council Members Serving as Council Liaisons a. A Council liaison is a Council member who is specifically assigned to be the liaison between the City Council and a board, committee or commission. The Page 1 CITE' 2-2-2016 Final primary role of the liaison is that of facilitator of communications between the board, committee or commission and the Council. A Council member who is appointed to sit as a member of a board, committee or commission is not a liaison for purposes of this policy. 2-2-2016 Final primary role of the liaison is that of facilitator of communications between the board, committee or commission and the Council. A Council member who is appointed to sit as a member of a board, committee or commission is not a liaison for purposes of this policy. CITE' 2-2-2016 Final b. During City Council meetings, a City Council member desiring to speak shall address the chair and, upon recognition by the presiding officer, shall confine discussion to the question under debate, avoid discussion of personalities and indecorous language, and refrain from personal attacks and verbal abuse. 1 ��meetings, City ",,"Council "members shall confine their .iculc` matters before the assembly, and in debate, shall . to the'issues before the City Council. ing City Council; meetings, when there is more than one speaker on the same ect, City Council members, will delay their comments until after all speakers he subject have been heard. g. Council members shall clearly state when he /she has been directed by Council to speak on behalf of the City Council at the meeting of any board, committee or commission., All other commentary offered before a board, committee or iammissixis deemed to be the personal opinion of the Council member. h. Council members shall not speak on behalf of the Council at any place or time unless they have been so directed by the body of the City Council. Any commentary offered at any time, in public or otherwise, is deemed to be the personal opinion of the City Council member speaking. Page 3 2-2-2016 Final b. During City Council meetings, a City Council member desiring to speak shall address the chair and, upon recognition by the presiding officer, shall confine discussion to the question under debate, avoid discussion of personalities and indecorous language, and refrain from personal attacks and verbal abuse. 1 ��meetings, City ",,"Council "members shall confine their .iculc` matters before the assembly, and in debate, shall . to the'issues before the City Council. ing City Council; meetings, when there is more than one speaker on the same ect, City Council members, will delay their comments until after all speakers he subject have been heard. g. Council members shall clearly state when he /she has been directed by Council to speak on behalf of the City Council at the meeting of any board, committee or commission., All other commentary offered before a board, committee or iammissixis deemed to be the personal opinion of the Council member. h. Council members shall not speak on behalf of the Council at any place or time unless they have been so directed by the body of the City Council. Any commentary offered at any time, in public or otherwise, is deemed to be the personal opinion of the City Council member speaking. Page 3 CITE' UD 2. 3. 2-2-2016 Final i. Council members shall not speak to any board, committee or commission member on any matter that may come before the Council in a manner designed to influence the member. j. No Council member shall privately lobby any member outside of the meetings in an attempt to influence his or her individual vote. b. Any Council merribor who shires any part ,of pAortion of the discussions, discourse, presentations or info ration heard or presented during an executive session shall ,b deemed to have violated the Codes. c. No member of Council shall attempt to influence the City Manager, City Secretary, City Attorney, City Judge (or Judges) or any member of staff to circumvent City rules, policies or ordinances. Page 4 CITE' UD 2-2-2016 Final d. Any member of Council may, of course, at any time, make requests of the City Manager, City Secretary, City Attorney or the City Judge (or Judges) or any member of staff for information, assistance, or other help as may be necessary, so long as no orders, threats, promises, intimidations, or ultimatums, explicit or implicit, are issued. e. The single exception to this rule is that in times of emergency lawfully declared by the Mayor, the Mayor may act independently as to matters of urgent need until a meeting of the Council, in quorum, cad be called. £ Any member of Council givi City Manager, City Secretr any member of staff, with declared by the Mayor, dut until a meeting of the Counc have violated ',the _Codes. 4. Citv Council Media a. Effective media ivities City Attorney or the exception of which time the the City by providing accountability to the 1,;ensuring accurate information is conveyed dmug an accurate public perception of the rams-imd services, and promoting the City's events. ae Mayor have been elected to represent our community and median any subject. This policy and its included to ensure that accurate consistent information is provided to Council's integrity and professional image is preserved. fibers and the Mayor have the right to express personal opinions on t must make it clear that they are speaking for themselves, are not n official capacity for the City, and are not speaking on behalf of unless the position has been adopted by the City Council; 2. All conversations with a member of the media should be treated as on the record. 3. Where time permits City Council members and the Mayor should communicate with the City's Public Information. Officer prior to interviews with the media; otherwise all interviews with a member of the media should be reported to the Page 5 CITY UD 2-2-2016 Final City's Public Information Officer as soon as reasonably possible after the interview. 4. There are certain highly sensitive issues that may require greater discretion when speaking to media. These issues include: i. Legal issues, including liability issues and pending litigation; ii. Personnel issues, employees; iii. Questions that involve , police or iv. A community -void" situation or surrounding existing and former It is highly encouraged that City Council mpmber,, Manager for any relevant information prior i6"coml Page 6 ; or and the, Mayor contact the City entin2 on such matters. at all times. shall be in violation of said articles set forth in the City i a manner inconsistent with the have violated the Codes. CITE' 3. Violations of Law or Policy y Council Members Depending on the circumstances of alleged violations of law or policy, the Council may initiate an investigation of the allegations prior to the filing of a request for any of the actions described in this policy. Nothing in this policy shall preclude individual statements regarding such alleged conduct. In deciding whether or not to open an pursuant to Article IV, Section 4.10 of l a. whether a Council investi the same alleged actions; whether the right of the a compromised by proceeding b. if persons invc right against s' present a full p Reporting Violation members from making public r pursuant to these rules or Council should consider: the prot dtiow' frights cif these accused of violations of law or aking such accusations, and those who have information regarding by of the processe described in this policy, the Council may refer date, to th63exar, Comal or Guadalupe County District Attorney, Commission, or to another law enforcement agency, for 'ng- such a referral, the Council may proceed with any actions it the pio isions of the City Charter. Any suspected "l tiou, or alleged violation by a Council member must be reported to the Mayor. Any suspected violation or alleged violation by the Mayor shall be reported to the Mayor Pro -Tern and the City Attorney. In the case of a City staff member making the report regarding a Council member, the report shall be made to the City Manager, who will then report it to the Mayor. Upon report, the City Manager and City Attorney will assist the Mayor (or the Mayor Pro -Tern regarding a report concerning the Mayor) in following the procedures addressing violations or alleged violations. Page 7 3. Violations of Law or Policy y Council Members Depending on the circumstances of alleged violations of law or policy, the Council may initiate an investigation of the allegations prior to the filing of a request for any of the actions described in this policy. Nothing in this policy shall preclude individual statements regarding such alleged conduct. In deciding whether or not to open an pursuant to Article IV, Section 4.10 of l a. whether a Council investi the same alleged actions; whether the right of the a compromised by proceeding b. if persons invc right against s' present a full p Reporting Violation members from making public r pursuant to these rules or Council should consider: the prot dtiow' frights cif these accused of violations of law or aking such accusations, and those who have information regarding by of the processe described in this policy, the Council may refer date, to th63exar, Comal or Guadalupe County District Attorney, Commission, or to another law enforcement agency, for 'ng- such a referral, the Council may proceed with any actions it the pio isions of the City Charter. Any suspected "l tiou, or alleged violation by a Council member must be reported to the Mayor. Any suspected violation or alleged violation by the Mayor shall be reported to the Mayor Pro -Tern and the City Attorney. In the case of a City staff member making the report regarding a Council member, the report shall be made to the City Manager, who will then report it to the Mayor. Upon report, the City Manager and City Attorney will assist the Mayor (or the Mayor Pro -Tern regarding a report concerning the Mayor) in following the procedures addressing violations or alleged violations. Page 7 CITY Procedure for Conducting Inquiries The role of leading an inquiry of any Council member for any violation or alleged violation of this policy lies with the Mayor, Mayor Pro-Tem, and, if approved by Council, an independent attorney or investigator. If the Mayor is the subject of an inquiry, the Mayor Pro-Tern, or the next ranking official by seniority and, if approved ,b Council, an independent attorney or investigator will lead the inquiry. The City Attorney: shalfnot conduct the investigation of any Council member. All Council members who are not the inquiry process regarding violations o Any member of the Council who is the subject written statement responding to" the findings of Enforcement of Violations f an inquiry have a':right to participate in the violations and their subsequent enforcement. )f an inquiry shall have the ability to provide a • Correction Page 8 Procedure for Conducting Inquiries The role of leading an inquiry of any Council member for any violation or alleged violation of this policy lies with the Mayor, Mayor Pro-Tem, and, if approved by Council, an independent attorney or investigator. If the Mayor is the subject of an inquiry, the Mayor Pro-Tern, or the next ranking official by seniority and, if approved ,b Council, an independent attorney or investigator will lead the inquiry. The City Attorney: shalfnot conduct the investigation of any Council member. All Council members who are not the inquiry process regarding violations o Any member of the Council who is the subject written statement responding to" the findings of Enforcement of Violations f an inquiry have a':right to participate in the violations and their subsequent enforcement. )f an inquiry shall have the ability to provide a • Correction Page 8 CITE' o Because censures are administered in writing, a censure must be publicly voted on in open, session of City Council. The censure of any Council member must be passed by a /3 supermajority vote. Page 9 o Because censures are administered in writing, a censure must be publicly voted on in open, session of City Council. The censure of any Council member must be passed by a /3 supermajority vote. Page 9 CITE' The following Members of Council have received and agreed to place their signatures on this adopted document this 2nd Day of February 2016. Michael R. Carpenter, Ma Jim Fowler, 1 John, Council Place 1 Page 10 Cedric Edwards, Mayor - Pro -Tem, City Council Place 4 Azzoz, City Council Place 2 Thompson, City Council Place 5 The following Members of Council have received and agreed to place their signatures on this adopted document this 2nd Day of February 2016. Michael R. Carpenter, Ma Jim Fowler, 1 John, Council Place 1 Page 10 Cedric Edwards, Mayor - Pro -Tem, City Council Place 4 Azzoz, City Council Place 2 Thompson, City Council Place 5 Agenda No. 4 CITY COUNCIL MEMORANDUM City Council Meeting: February 2, 2016 Department: Subject: BACKGROUND City Secretary Boards, Commissions and Committee Appointments and Resignations The City has received a resignation letter from regular member Ms. Harriet Higgs creating a regular member vacancy. Staff recommends moving Mr. Edward Fair, currently an alternate member, to the newly regular member vacancy. The City has also received an application from Mr. John Sullivan, Jr. who has expressed his desire to be a member on the Parks Recreation Advisory Board. With the recommendation of moving Mr. Edward Fair to a regular member there are now two (2) alternate member positions vacant and staff also recommends appointing Mr. John Sullivan as Alternate No. 1. Mr. Sullivan's application was sent to the Interview Board who concurred to place him as an alternate member. FISCAL IMPACT None RECOMMENDATION Staff recommends ratifying the resignation of Ms. Harriet Higgs, appointing Mr. Edward Fair as a regular member filling the vacancy of Ms. Higgs and appointing Mr. John Sullivan, Jr. as Alternate No. 1 to the Parks Recreation Advisory Board. ATTACHMENTS Resignation - Harriet Higgs Application - John Sullivan, Jr. Agenda No. 5 CITY COUNCIL MEMORANDUM City Council Meeting: February 2, 2016 Department: Development Services Subject: Ordinance No. 16 -S -03 — Conduct a public hearing and consideration and/or action on a request to rezone approximately 2.1 acres of land in the Verde Enterprise Business Park Planned Unit Development (PUD) Ordinance 07 -S -14A to Planned Development District (PDD). The property is specifically Verde Enterprise Business Park Unit 11, Lot 2, Block 13 and is generally located on Schertz Parkway 250 feet north of the intersection of Schertz Parkway and IH -35 in the City of Schertz, Guadalupe County, Texas. (First Reading) BACKGROUND Blanco Business Center LP is proposing to rezone approximately 2.1 acres of land in the Verde Enterprise Business Park Planned Unit Development (PUD) Ordinance 07 -S -14A to Planned Development District (PDD). The Verde Enterprise Business Park PUD Ordinance 07 -S -14A was approved by City Council on March 6, 2007 to allow a mix of commercial and industrial uses. The request is to develop Lot 2, Block 13 of Unit 11 in the Business Park in accordance with the existing PUD Ordinance 07 -S -14A with a modification to the building setback adjacent to property located outside that is commercial or industrial. Currently the PDD requires a 50' setback from lot lines adjacent to properties outside of the PDD. The applicant is proposing to reduce the setback to 20'. The public hearing notice was published in "The Daily Commercial Recorder" on January 15, 2016 and the "Herald" on January 20, 2016. Five (5) public hearing notices were mailed to surrounding property owners within two hundred (200) feet of the subject property on December 30, 2015. No responses have been received. City Council Memorandum Page 2 Goal Blanco Business Center LP is requesting to rezone the approximate 21 acres tract of land to modify the development standards to change the setbacks for buildings from a perimeter lot line outside of the Planned Development District from a minimum of 50' to a minimum of 20'. Community Benefit It is the City's desire to promote safe, orderly, efficient development and ensure compliance with the City's vision of future growth. Summary of Recommended Action The subject property is an approximately 2.1 acre tract of land that is generally located on Schertz Parkway 250 feet north of the intersection of Schertz Parkway and IH -35 and is currently undeveloped. The applicant is requesting to rezone the subject property to modify the development standards to change the setbacks for buildings from a perimeter lot line or property outside of the PUD from fifty foot (50') to twenty foot (20'). The subject property shall develop in accordance with the regulations of Ordinance 07-S- 14A except as follows: IV. AMENDMENTS TO COMMERCIAL AREA DEVLEPMENT STANDARDS A.1 Building Setback All buildings shall have a setback of at least twenty feet (20') from a perimeter lot line of property outside of the PUD. [7.9A(c)]. Staff has reviewed the request and is of the opinion that that proposed zoning request will be compatible with the surrounding adjacent land uses. It is unclear why the PUD was written to have a greater setback adjacent to commercial or industrial uses when the current zoning of General Business (GB) for the adjacent property located outside the PDD has a minimum side yard setback of zero (0). FISCAL IMPACT None RECOMMENDATION The Planning and Zoning Commission conducted the public hearing on January 13, 2016 and offered a recommendation of approval by a unanimous vote. Staff recommends approval of the zoning request. ATTACHMENT Ordinance No. 16 -S -03 ORDINANCE NO. 16 -S -03 AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AMENDING THE OFFICIAL ZONING MAP BY ZONING APPROXIMATELY 2.1 ACRES OF LAND FROM PLANNED UNIT DEVELOPMENT TO PLANNED DEVELOPMENT DISTRICT (PDD). WHEREAS, a Planned Development District was approved by City Council by the passage and approval of Ordinance No. 07 -S -17; and WHEREAS, an application for a revision to the Planned Development District (the "rezoning application ") affecting 2.1 acres of land described in the Exhibit "A" and Exhibit "B" (herein, the "Property ") has been filed with the City; and WHEREAS, Unified Development Code Section 21.5.4.D., provides for certain general conditions to be considered by the Planning and Zoning Commission in making recommendations to City Council and by City Council in taking final action on a rezoning application, and Unified Development Code Section 21.5.10.F., provide for certain specific criteria to be considered by the Planning and Zoning Commission in making recommendations on an application for Planned Development District rezoning (collectively the "Conditions and Criteria "); and WHEREAS, on January 13, 2016, the Planning and Zoning Commission conducted a public hearing and, after considering the Conditions and Criteria, made a recommendation of approval of the rezoning application the development standards set forth in Exhibit C (the "Development Standards "); and WHEREAS, on February 2, 2016 the City Council conducted a public hearing and after considering the Conditions and recommendation by the Planning and Zoning Commission, determined that the requested zoning be approved as stipulated herein. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: THAT: Section 1. The Planned Development District (PDD) approved by Ordinance No. 07 -5- 17, is hereby revised as to the Property described in the attached Exhibit "A" and Exhibit `B", as provided in Exhibit "C ". Section 2. The Official Zoning Map of the City of Schertz, described and referred to in Article 2 of the Unified Development Code, shall be revised to reflect the above amendment. Section 3. 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 4. The Exhibits referenced in the Recitals are attached hereto and incorporated herein for all purposes. Section 5. 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 5. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 7. This Ordinance is not severable. Section 8. 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 9. This Ordinance shall be effective upon the date of final adoption hereof and any publication required by law. Section 1.0. This Ordinance shall be cumulative of all other ordinances of the City of Schertz, and this Ordinance shall not operate to repeal or affect any other ordinances of the City of Schertz except insofar as the provisions thereof might be inconsistent or in conflict with the provisions of this Ordinance, in which event such conflicting provisions, if any, are hereby repealed. Approved on first reading the 2nd day of February, 2016. PASSED, APPROVED AND ADOPTED on final reading the 9th day of February, 2016. Michael R. Carpenter, Mayor ATTEST: Brenda Dennis, City Secretary (SEAL OF THE CITY) Exhibit A "The Property" Exhibit B "The Property" 3' 9 le, lk r + 1 r, �a v. n .. 7-1 -AL-L g LL8 „,,. IT I.,...n. __.....• T g K t fin-- — — — — — tx,.wa — M xuwweaa�,..xenas.ti, ' f clG RNTERST #TE k 4'c^f 5 3d VFROESkkS ESSPAUR96IAM"94 ... LOT 2,. BLOCK 17 r rc.xxs I R? ,ZOVINC EXH189 Exhibit C "The Development Standards" The subject property will develop in accordance with the regulations of Ordinance 07 -S -14A except that Article IV is amended as follows: IV. AMENDMENTS TO COMMERCIAL AREA DEVELOPMENT STANDARDS A.1 Building Setback All buildings shall have a setback of at least twenty feet (20') from a perimeter lot line of property outside of the PUD. [7.9A (c)]. MEMORANDUM City Council Meeting: Department: Subject: BACKGROUND Agenda No. 6 February 2, 2016 Economic Development Resolution No. 16 -R -05 - Authorizing the expenditures to fund a Construction Agreement with Yantis Company History: In February 2014, the City Council approved Resolution Number 14 -R -14 which approved the Development Agreement with GE Oil & Gas. (the "Development Agreement "). Under the Development Agreement the City agreed to construct an extension of David Lack Drive. In December 2014, . the City Council approved Resolution Number 1.4 -R -96 authorizing a Professional Services Agreement ( "PSA ") with Bury -San, Inc. (`Bury ") for engineering and design services. The total cost of the PSA with Bury was $35,750. Over the past year, the project has had several changes as Bury and the City Engineer expressed concern with the scope and design of the project. Concerns ranged from a low water crossing, amount of storm water flows conveyed over the proposed roadway, and alignment of the master thoroughfare plan. Working with GE Oil & Gas, Bury, and City of Schertz the scope of work was amended to expedite the construction timeline while meeting the intent of the Development Agreement. The revised plans were received and reviewed by the City in October 2015. In December 2015, the SEDC issued a Request for Proposals ( "RFP ") for the project. The selection criteria gave priority to the overall cost and the timeline for completing the project. The RFP closed on January 19, 2016; four bids were submitted for the project. The bids were reviewed and ranked by a selection committee consisting of the SEDC, Bury, and representatives from the City's Engineering and Purchasing departments using the criteria provide in the RFP. The final ranking was as followed: 1. Yantis Company 2. T &F Construction Co. 3. D &D Contractors, Inc. 4. Pronto Sandblasting & Coating & Oil Field Services Co. Inc. Staff presented the Yantis Company ( "Yantis ") proposal to the SEDC Board where the Board elected to enter into a Construction Agreement for the project. FISCAL IMPACT The SEDC had an approved total budget of $200,000 for the project. $35,750 has already been allocated for the PSA. The Construction Agreement will cost $146,504.80 plus associated reimbursements resulting in a budget balance of $17,745.20. STAFF RECOMMENDATION Staff recommends that the City Council authorize the program and expenditures provided for in the Construction Agreement. The SEDC Board of Directors met on January 28th at their regular board meeting to consider, discuss and act on the City of Schertz Economic Development Corporation Construction Agreement with Yantis Company. A motion was made by Mr. Roy Richard. Seconded by Mr. Grady Morris to: 1. Approve the City of Schertz Economic Development Corporation. Construction. Agreement; and 2. Recommend that the City Council authorize the expenditures as set forth Agreement. 3. Recommend that the City Council authorize the remaining of the total $200,000 project budget to be used for potential change- orders so that Staff will not be required to return to the SEDC Board and City Council. The motion passed unanimously. ATTACHMENT(S) Resolution No. 16 -R -05 City of Schertz Economic Development Corporation Construction Agreement RESOLUTION NO. 16 -R -05 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING EXPENDITURES TO FUND A CONSTRUCTION AGREEMENT FOR THE DAVID LACK BOULEVARD EXTENSION PROJECT AMONG THE CITY OF SCHERTZ ECONOMIC DEVELOPMENT CORPORATION, AND YANTIS COMPANY, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Development Corporation Act of 1979, as amended (Section 501.001 et seq, Texas Local Government Code, formerly the Development Corporation Act of 1979) (the "Act ") authorizes a development corporation to fund certain projects as defined by the Act and requires development corporations to enter into performance agreements to establish and provide for the direct incentive or make an expenditures on behalf of a business enterprise under a project; and WHEREAS, pursuant to Resolution 14- R -1.4, the City of Schertz (the "City) approved a Development Agreement with GE Oil & Gas Inc. (the "Development Agreement ") and authorized the infrastructure incentive to construct, or cause to be constructed, an extension of David Lack Drive as defined in the Development Agreement; and WHEREAS, pursuant to Ordinance 14 -T -13 the City authorized a budget adjustment to the Development Incentive Fund for the Development Agreement with GE Oil & Gas in the amount of $200,000; and WHEREAS, The City of Schertz Economic Development Corporation (the "SEDC ") issued a Request For Proposals and it was found by the selection Committee that the Yantis Company (the "Company ") was the highest ranking bidder, and WHEREAS, the SEDC approved the City of Schertz Economic Development Corporation Construction Agreement (the "Construction Agreement ") with the Company as set forth in Exhibit A attached hereto and incorporated herein the Construction Agreement among the SEDC and Company at the SEDC board meeting on January 28, 2016, and WHEREAS, the SEDC has recommended that the City approve the expenditures for in the Construction Agreement with the SEDC and the Company; and WHEREAS, Section 501.073 of the Act requires that the corporation's authorizing unit will approve all programs and expenditures of a corporation; and NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. The City Council hereby authorizes the expenditures provided for in the Construction Agreement with Yantis Company as set forth on Exhibit A. Section 1. 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 2. 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 3. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 4. 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 5. 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. Section 6. 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 , 2016. CITY OF SCHERTZ, TEXAS Mayor ATTEST: City Secretary (CITY SEAL) EXHIBIT A CITY OF SCHERTZ ECONOMIC DEVELOPMENT CORPOATION CONSTRUCTION AGREEMENT Yantis Company CORPORATION (46S THE STATE OF TEXAS § GUADALUPE COUNTY § This Construction Agreement ("Agreement") is made and entered by and between the City of Schertz Economic Development Corporation, orporation, (the "SEDC"') a Texas non-profit industrial development corporation, and 4 _5 ("Contractor"). Section 1. Duration This Agreement shall become effective upon the date of the final signature affixed hereto and shall remain in effect until satisfactory completion of the Scope of Work unless ten-ninated as provided for in this Agreement. Section 2. ScoRe of Work (A) Contractor shall perform the or as more particularly described in the Scope of Work attached hereto as Exhibit "A". The work as described in the Scope of Work constitutes the "Project". (B) The Quality Of Work provided under this Agreement shall be of the level of quality performed by Contractors regularly rendering this type of service. (C) The Contractor shall perform its Work for the Project in compliance with all statutory, regulatory and contractual requirements now or hereafter in effect as may be applicable to the rights and obligations set forth in the Agreement. (D) The Contractor may rely upon the accuracy of reports and surveys provided to it by the SEDS except when defects should have been apparent to a reasonably competent Contractor or when it has actual notice of any defects in the reports and surveys. Section 3. Compensation (A) The Contractor shall be paid in the manner set forth in Exhibit "A" and as provided herein. kB) Billing Period. The Contractor may submit an invoice for payment upon completion of the described tasks. Payment is due within thirty (30) days of the SEDC's receipt of the Contractor's invoice. (C) Reimbursable Expenses. Any and all reimbursable expenses related to the Project shall be included in the Scope of Work (Exhibit A) and accounted for in the total contract amount. David Lack Boulevard Extension CA - 1 Section Insurance Before commencing work under this Agreement, Contractor shall obtain and maintain the liability insurance provided for in the attached Exhibit B throughout the tenn of the Project plus an additional two years. In addition to the insurance provided for in Exhibit , Contractor shall maintain the following limits and types of insurance: Workers ! e . !n Insuranm Contractor . and maintain during the term of contract. the State of Texas on all the Contractor's employees carrying out the work involved in this Subcontractor- In t e case of any work sublet, the Contractor shall require subcontractor an independent contractors working under the direction of either the Contractor or a subcontractor to carry and maintain the same workers compensation and liability insurance required of the Contractor. Qualifying Insurance: The insurance required by this Agreement shall be written by non-assessabl] insurance company licensed to do business in the State of Texas and currently rated "B+" or bettel by the A.M. Best Companies. All policies shall be written on a "per occurrence basis" and not Ji J i " David Lack Boulevard Extension CA-2 (C) Independent Contractor. Contractor acknowledges that Contractor is an independent contractor of the SEDC and is not an employee, agent, official or representative of the SEDC. Contractor shall not represent, either expressly or through implication, that Contractor is an employee, agent, official or representative of the SEDC. Income taxes, self-employment taxes, social security taxes and the like are the sole responsibility of the Contractor. David Lack Boulevard Extension CA ® 3 other Party of the occurrence of a force majeure event causing such delay and the other party shall not otherwise be aware • such force majeure event, the claiming party shall not • entitled to avail itself of the provisions for the extension of perfon-nance contained in this subsection� TV 771 MFTIJI. the Scope of Work, this Agreement shall govern. The Scope of Work is intended to detail the technical scope of Work, fee schedule, and contract time only and shall not dictate Agreement terms. 'W 10, 1 I I I Mill V I M I iI I I g1jim"I FAITP'TT-�.*' �TT the failure • Contractor to perform the Work contemplated by this Agreement in timely or satisfactory manner; (4) By the SE C, at will and without cause upon not less than five (5) days written notice to the Contractor. David Lack Boulevard Extension CA-4 PERSONS (INCLUDING DEATH) OR TO PROPERTY (BOTH REAL AND PERSONAL) CREATED BY, ARISING FROM OR IN ANY MANNER RELATING TO THE WORK OR GOODS PERFORMED OR PROVIDED BY CONTRACTOR - EXPRESSLY INCLUDING THOSE ARISING THROUGH STRICT LIABILITY i ► UNDER THE CONSTITUTIONS OF 1 Section . No Assipnment Neither party shall have the right to assign that party's interest in this Agreement without the prior written consent of the other party. Section This Agreement __ and all of ` transactions contemplated shall governed by y • construe i in accordance with the laws of y _ of Texa provisions and obligations of Agreement _performable in Guy i y County, y that exclusive venue for any action arising o of r _ _ shall be in Guadalupe County, ` .' i y y + y ;` y i •.... i t. . • a . _ _ _ Y - • • - - _ • Y " i y '. i.. y ,. enlarge or limit the scope or meaning of the various and several paragraphs hereof. Both parties ■ and prepa y • • Agreement and Agreement shall Y ` iY iY `i _i•'' • i David Lack Boulevard Extension CA ® 5 Section 5. ' eet Except as limited herein, the terms and provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, devisees, personal and legal representatives, successors and assigns. Section Gender Within this Agreement, words of any gender shall be held and construed to include any other gender,_ and words in the singular number shall be held and construed to include the plural, unless the context otherwise requires. Section 7. Counterparts This Agreement ay be executed in ultile counterparts, each of which shall be deemed an original, and all of which shall constitute but one and the same instrument. Section 18. Exhibits All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. Sectionr The parties agree that, prior to instituting any lawsuit or other proceeding arising rorn a spute under this agreement, the parties will first attempt to resolve the dispute by taking the following David Lack Boulevard Extension CA - Section 23. Disclosure of ",'Business Relg�shiys/Affiliations, i Conflict of Interest Contractor represents that it is in compliance with the applicable filing and disc osure requ rements of Chapter 176 of the Texas Local Government Code. David Lack Boulevard Extension CA -® 7 F*N. W a # a -)XITIT MI M TIS 0 By: Name: Kyle Kinateder Title: Executive Director day of s 20 City of Schertz Economic Development Corporation Attn: Kyle Kinateder, Executive Director 1400 Schertz Parkway Schertz, Texas 78154 QZM�M TOMITIMITM MI., 19 -is =I David Lack Boulevard Extension CA - 8 Exhibit "A" SCOPE O.. EMie—cl This project generally consists of the removal of existing pavement and construction of a concrete roadway as further described in the Scope of Work. Location David Lack Boulevard, Schertz, Co al County, Texas 78132 proviuing an Tiuclusmiy pr-RuTITTITIM 711U PUY111CHL VU11Ub d11U Lur, %-ILJ of Schertz with all warranties for all equipment installed. The selected Offeror may be requested to work with the design consultant, BURY to provide some preconstruction services including, but not limited to, value engineering. Construction Services may include but not necessarilp be limited to. all work associated with construction. maintenance. and warrantp- of the facility. A detailed depiction and description of the work to be perforined for the project can be ascertained from the drawings and specifications for the Project. Price Total Fee: ITEM ® ITEM DESCRIPTION UNIT TOTAL NO. NO. (UNIT PRICE TO BE UNITS QTY PRICE IN IN WRITTEN IN WORDS) FIGURES FIGURES 1.01 01502- Mobilization LS 1 $ $ I fo� TW,��"_dollars w, 8, 000 and ze-vu cents 1.02 --------- lnsurance And and LS 1 $ $ dollars 165 0 and cents 1.03 02221- Removing Existing SY 244 $ 1 Pavements And Structures 655�' r. . dollars and cents lGrubbing 1.04 02233- Clearing And AC 0.3 $ 1 15 i_LLa_,,,,,_dollars �, 000 1, goo, and ze–so cents David Lack Boulevard Extension CA - 9 1.05 02315- Roadway Excavation CY 484 Iry w dollars and cents t 1.06 02751- ConcrAep ing (9" SY 1014 $ $ 1 Compacted Depth) - dollars 3 3 and cents 1.07 02764- Raised Pavement Markets EA 13 $ $ 2 _ ", =dollars e and cents 1,08 02767- Thermoplastic Pavement LF 908 $ 1 Markings dollars ,�s and f t cents 1.09 02771- Curb, Curb And Gutter, And LF 395 $ 1 Headers --- — dollars �� t b and cents 1.10 02921- Hydromulch (Including AC .25 $ $ 1 Topsoil) dollars .... and Tevo cents 1.11 Tx T Lime TON 11 $ 260 -6.1 � �, , dollars ffi�.P' YdQ �A Z, P p � p yy Ci..�ld Ll cents 1.12 Tx DOT Lime Treatment Of Subgrade SY 1014 $ 260 -6.2 ` (6" { onipacte Depth) µdollars o � and cents 1.13 Tx DOT Riprap (Protection 12" Dia. CY 7 $ 432 -1 At 12 "Depth ®liars ) 540. and cents 1.14 TxOT Temporary Erosion Control LF 260 $ $ 506 -6.8 Fence dollars t and cents 1.15 Tx DOT Metal Bei i ward Rail LF 6 $ 540- dollarsc g 6001 and M0 cents m t TOTAL PRICE $ M. David Lack Boulevard Extension CA 1 Exhibit REQUIREMENTS FOR ALL INSURANCE DOCUMENTS The Contractor shall comply with each and every condition contained herein. The Contractor shall provi e and maintain the minimum insurance coverage set forth below during the term of its agreement with the SEDC. Any Subcontractor(s) hired by the Contractor shall maintain insurance coverage equal to that required of the Contractor. It is the responsibility • the Contractor to assure compliance with this provision. The SEDC accepts�rw responsibility arising from the conduct, or lack of conduct, of the Subcontractor. 1400 Schertz Parkway Schertz, TX 78154 David Lack Boulevard Extension CA - I I CERTIFICATE OF LIABILITY INSURANCE DATE (MMIDD /YYYY) 1/27/2016 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER IBTX Risk Services SAT 10101 Reunion Place Suite 100 CONTACT NAME: Christal Daniel A/c NN Ext: (210) 696 -6688 (FAX, /No): (210) 696 -8414 E -MAIL ADDRESS: service @ib- tx.com San Antonio TX 78216 COMMERCIAL GENERAL LIABILITY Attn: INSURER(S) AFFORDING COVERAGE NAIC # INSURERA:Travelers Indemnity Company 25666 $ 1,000,000 INSURED (210) 655 -3780 YC Partners, Ltd YC Partners, Ltd DBA Yantis Company INSURER B: Travelers Indemnity Company 25666 INSURERC:Great American Insurance Company 16691 INSURER D: Texas Mutual Insurance Company 22945 3611 Paesano's Parkway INSURER E: Crum & Forster Specialty Ins Co. 44520 San Antonio TX 78231 INSURER F: $ 5,000 COVERAGES CERTIFICATE NUMBER: Cert ID 19739 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER POLICY EFF MM /DD /YYYY POLICY EXP MM /DD/YYYY LIMITS A X COMMERCIAL GENERAL LIABILITY Attn: Executive Director EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE X OCCUR CO- 7F789873 —TIA 5/31/2015 5/31/2016 DAMAO PREM SESOEa occur ence $ 1,000,000 MED EXP (Any one person) $ 5,000 PERSONAL & ADV INJURY $ 1,000,000 GEN1 AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 POLICY JECOT- [:] LOC PRODUCTS - COMP /OP AGG $ 2,000,000 Empl Benefits Liab $ 1,000,000 OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 X BODILY INJURY (Per person) $ B ANY AUTO 810- 7F790097 -TIA 5/31/2015 5/31/2016 ALL OWNED SCHEDULED AUTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED HIRED AUTOS AUTOS C X UMBRELLA LIAB X OCCUR TUU 6627645 13 5/31/2015 5/31/2016 EACH OCCURRENCE $ 25,000,000 AGGREGATE $ 25,000,000 EXCESS LIAB CLAIMS -MADE DED RETENTION $ $ 10,000 D AND EMPLOYERS' LIABILITY WORKERS COMPENSATION Y/N ANY PROPRIETOR /PARTNER /EXECUTIVE OFFICER /MEMBER EXCLUDED? LN] (Mandatory in NH) N/A TSF- 0001169451 5/31/2015 5/31/2016 X STATUTE OERH E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 E Pollution Liability PKC- 103089 5/31/2015 5/31/2016 Each Occurrence 5,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) The General Liability and Automobile policies include a Blanket Automatic Additional Insured Endorsement [CGD6040813 & CAT3530310] that provides this feature only when there is a written contract between the Named Insured and the Certificate Holder that requires such status. The General Liability, Automobile, and Workers'Compensation policies include a Blanket Automatic Waiver of Subrogation Endorsement [CG24041093, CAT3530310,WC420304A] that provides this feature only when there is a written contract between the Named Insured and the Certificate Holder that requires such status. Primary Non - Contributory wording for General Liability per Endorsement [CGD3161111]. Cancellation notification will be provided per the attached Endorsements [ ILT4050311 ,CA02440604,WC420601]. CERTIFICATE HOLDER CANCELLATION ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Schertz Economic Development Corp. Attn: Executive Director 1400 Schertz Parkway AUTHORIZED REPRESENTATIVE Schertz TX 78154 ©1988 -2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD DESCRIPTION OF OPERATIONS SECTION CONTINUED I DATE 1/27/2016 City of Schertz Economic Development Corp Attn: Executive Director 1400 Schertz Parkway Schertz TX 78154 David Lack Blvd. Extension DOC (10/2003) YC Partners, Ltd YC Partners, Ltd DBA Yantis Company 3611 Paesano's Parkway San Antonio TX 78231 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - CANCELLATION AND NONRENEWAL PROVISIONS FOR CASUALTY LINES AND COMMERCIAL PACKAGE POLICIES This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART EMPLOYMENT - RELATED PRACTICES LIABILITY FARM COVERAGE PART— FARM LIABILITY COVERAGE FORM LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS /COMPLETED OPERATIONS LIABILITY COVERAGE PART This endorsement also modifies insurance provided under the following when written as part of a Commercial Package Policy: CAPITAL ASSETS PROGRAM (OUTPUT POLICY) COVERAGE PART COMMERCIAL GENERAL LIABILITY COVERAGE PART COMMERCIAL INLAND MARINE COVERAGE PART COMMERCIAL LIABILITY UMBRELLA COVERAGE PART COMMERCIAL PROPERTY COVERAGE PART CRIME AND FIDELITY COVERAGE PART EMPLOYMENT - RELATED PRACTICES LIABILITY EQUIPMENT BREAKDOWN COVERAGE PART FARM COVERAGE PART LIQUOR LIABILITY COVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUCTS /COMPLETED OPERATIONS LIABILITY COVERAGE PART A. Paragraph 2. of the Cancellation Common Policy Condition is replaced by the following: 2. We may cancel this policy: . a. By mailing or delivering to the first Named Insured written notice of cancellation, stating the reason for cancellation, at least 10 days before the effective date of cancellation. However, if this policy covers a condominium association, and the condominium property contains at least one residence or the con- dominium declarations conform with the Texas Uniform Condominium Act, then the notice of cancellation, as described above, will be provided to the first Named Insured 30 days before the effective date of cancellation. We will also provide 30 days' written notice to each unit -owner to whom we issued a certifi- cate or memorandum of insurance, by mailing or delivering the notice to each last mailing address known to us. b. For the following reasons, if this policy does not provide coverage to a govern- mental unit, as defined under 28 TEX. ADMIN. CODE, Section 5.7001 or on one- and two- family dwellings: (1) If this policy has been in effect for 60 days or less, we may cancel for any reason except that, under the provi- sions of the Texas Insurance Code, we may not cancel this policy solely because the policyholder is an elected official. (2) If this policy has been in effect for more than 60 days, or if it is a re- newal or continuation of a policy is- sued by us, we may cancel only for one or more of the following reasons: (a) Fraud in obtaining coverage; (b) Failure to pay premiums when due; IL 02 7511 13 © Insurance Services Office, Inc., 2013 Page 1 of 2 (c) An increase in hazard within the Nonrenewal control of the insured which 1. We may elect not to renew this policy except would produce an increase in that, under the provisions of the Texas Insur- rate; ance Code, we may not refuse to renew this (d) Loss of our reinsurance covering policy solely because the policyholder is an all or part of the risk covered by elected official. the policy; or 2. This paragraph, 2., applies unless the policy (e) If we have been placed in super- qualifies under Paragraph 3. below. vision, conservatorship or receiv- If we elect not to renew this policy, we may do ership and the cancellation is ap- so by mailing or delivering to the first Named proved or directed by the super- Insured, at the last mailing address known to visor, conservator or receiver. us, written notice of nonrenewal, stating the c. For the following reasons, if this policy reason for nonrenewal, at least 60 days be- provides coverage to a governmental fore the expiration date. If notice is mailed or unit, as defined under 28 TEX. ADMIN. delivered less than 60 days before the expira- CODE, Section 5.7001 or on one- and tion date, this policy will remain in effect until two - family dwellings: the 61st day after the date on which the no- (1) If this policy has been in effect for tice is mailed or delivered. Earned premium less than 90 days, we may cancel for any period of coverage that extends be- coverage for any reason. yond the expiration date will be computed pro (2) If this policy has been in effect for 90 rata based on the previous year's premium. days or more, or if it is a renewal or 3. If this policy covers a condominium associa- continuation of a policy issued by us, tion, and the condominium property contains we may cancel coverage, only for the at least one residence or the condominium following reasons: declarations conform with the Texas Uniform (a) If the first Named Insured does Condominium Act, then we will mail or deliver not pay the premium or any por- written notice of nonrenewal, at least 30 days tion of the premium when due; before the expiration or anniversary date of (b) If the Texas Department of Insur- the policy, to: ance determines that continua- tion of this policy would result in a. The first Named Insured; and violation of the Texas Insurance b. Each unit -owner to whom we issued a Code or any other law governing certificate or memorandum of insurance. the business of insurance in Texas; We will mail or deliver such notice to each last mailing address known to us. (c) If the Named Insured submits a fraudulent claim; or 4. If notice is mailed, proof of mailing will be suf- (d) If there is an increase in the haz- ficient proof of notice. and within the control of the 5. The transfer of a policyholder between admit - Named Insured which would pro- ted companies within the same insurance duce an increase in rate. group is not considered a refusal to renew. B. The following condition is added and supersedes any provision to the contrary: Page 2 of 2 0 Insurance Services Office, Inc., 2013 IL 02 7511 13 BID BOND - PRIVATE WORK For Use With The American Institute of Architects Contract Proposals Bond KNOW ALL BY THESE PRESENTS, That we, Yantis Company Calnnial American Casualty & Surety Co & as Principal, hereinafter called the Principal, and the Fidelity & Deposit Co. of Maryland , of Schaumburg , Illinois a Corporation duly organized under the laws of the State of Maryland as Surety, hereinafter called the Surety, are held firmly bound unto The Schertz Economic Development Corporation as Obligee, hereinafter called the Obligee, in the sum of * ** FIVE PERCENT OF TOTAL AMOUNT BID * ** Dollars ($ * ** 5% TAB * ** ) , for the payment of which sum well and truly to be made, the said Principal and the said Surety, bind ourselves, our heirs, executors, administrators; successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has submitted a bid for David Lack Blvd. Extension NOW, THEREFORE, if the Obligee shall accept the bid of the Principal and the Principal shall enter into a Contract with the Obligee in accordance with the terms of such bid, and give such bond or bonds as may be specified in the bidding or Contract Documents with good and 'sufficient surety for the faithful performance of such Contract and for the prompt payment of labor and material furnished in the prosecution thereof, or in the event of the failure of the Principal to enter such Contract and give such bond or bonds, if the Principal shall pay to the Obligee the difference not to exceed the penalty hereof between the amount specified in said bid and such larger amount for which the Obligee may in good faith contract with another party to perform the Work covered by said bid, then this obligation shall be null and void, otherwise to remain in full force and effect. PROVIDED, HOWEVER, neither Principal nor Surety shall be bound hereunder unless Obligee prior to execution of the final contract shalt furnish evidence satisfactory to Principal and Surety that financing has been firmly committed to cover the entire cost of the project. Signed and sealed this 18th day of January , 2016 Lisa Ortiz IP Witness S- 1485 /GEEF 10/99 Yantis Company (Seal) Principal Title Colonial American Casualty & Surety Co. & Fidel' v" & Deposit 0o 'of arvlpnd By, / ett J. ieeh Attorney -in -Fact FRP ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland (herein collectively called the "Companies "), by MICHAEL BOND, Vice President, in pursuance of authority granted by Article V, Section 8, of the By -Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Pat J. MOORE, Gary W. WHEATLEY, Bryan K. MOORE, Michael D. HENDRICKSON and Betty J. REEH, all of San Antonio, Texas, EACH its true and lawful agent and Attorney -in -Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, EXCEPT bonds on behalf of Independent Executors, Community Survivors and Community Guardians. and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By -Laws of said Companies, and is now in force. IN WITNESS WHEREOF, the said Vice - President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this 19th day of May, A.D. 2015. ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELrrY AND DEPOSIT COMPANY OF MARYLAND '�Q OEIps �,•G�tYtN9V''y .. • a Z 46 i3 T^b1m EA 161 . • t998 'a3 Secretary Vice President Eric D. Barnes Michael Bond State of Maryland County of Baltimore On this 19th day of May, A.D. 2015, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, MICHAEL BOND, Vice President, and ERIC D. BARNES, Secretary, of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly sworn, deposeth and saith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written, Maria D. Adamski, Notary Public My Commission Expires: July 8, 2015 POA -F 168 -7622A EXTRACT FROM BY -LAWS OF THE COMPANIES "Article V, Section 8, Attorneys -in -Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys -in -fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney -in -fact to affix the corporate seal thereto; and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE I, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and effect on the date of this certificate, and I do further certify that Article V, Section 8, of the By -Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney ... Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the 10th day of May, 1990. RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice - President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company, shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seals of the said Companies, J this ��11 day of � (��1ti n rs�_, 20�• v DE, O,f ti 8EAL Gerald F. Haley, Vice President o D Fidelity and Deposit Company of Maryland Home Office: P.O. Box 1227, Baltimore, M 21203 -1227 IMPORTANT NOTICE To obtain information or make a complaint: You may call the Fidelity and Deposit Company of Maryland, Colonial American Casualty and Surety Company, and/or Zurich American insurance Company's toll -free telephone number for information or to make a complaint at: 1- 800 - 654 -5155 You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights, or complaints at: 1- 800 -252 -3439 You may write the Texas Department of insurance: P.O. Box 149104 Austin, TX 78714 -9104 FAX # (512) 475 -1771 PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning the premium or about a claim, you should first contact Fidelity and Deposit Company of Maryland or Colonial American Casualty and Surety Company. If dic dispute is not resolved, you may contact the Texas Department of insurance. ATTACH THIS NOTICE TO YOUR POLICY: This notice is for information only and does not become a part or condition of the attached document. S8543f(M (08101) d_ m= o= o= 0 h 0 0 m 002964 Policy #CO- 7F789873 -TIA Effective 05/31/2015 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED - AUTOMATIC STATUS IF REQUIRED BY WRITTEN CONTRACT (CONTRACTORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. The following is added to SECTION 11 -- WHO IS (a) The Additional Insured — Owners, AN INSURED: Lessees or Contractors'— Scheduled Any person or organization that: Person or Organization endorsement CG 20 10 07 04 or CG 20 10 04 13, a. You agree in a "written contract requiring in- the Additional insured — Owners, surance" to include as an additional insured Lessees or Contractors — Completed on this Coverage Part; and Operations endorsement CG 20 37 b. Has not been added as an additional insured 07 04 or CG 20 37 04 13, or both of for the same project by attachment of an en- such endorsements with either of dorsement under this Coverage Part which those edition dates; or includes such person or organization in the (b) Either or both of the following: the endorsement's schedule; Additional Insured — Owners, Les - is an insured, but: sees or Contractors — Scheduled a. Only with respect to liability for "bodily injury", Person Or Organization endorsement "property damage" or "personal injury"; and CG 20 10, or the Additional Insured — Owners, Lessees or Contractors — b. Only as described in Paragraph (1), {2} or (3) Completed Operations endorsement below, whichever applies: CG 20 37, without an edition date of (1) If the "written contract requiring insur- such endorsement specified; ance" specifically requires you to provide the person or organization is an additional additional insured coverage to that per- insured only if the injury or damage is son or organization by the use of: caused, in whole or in part, by acts or (a) The Additional Insured — Owners, omissions of you or your subcontractor in Lessees or Contractors — (Form B) the performance of "your work" to which endorsement CG 20 10 11 85; or the "written contract requiring insurance" (b) Either or both of the following: the applies; or Additional Insured — Owners, Les- (3) If neither Paragraph (1) nor (2) above ap- sees or Contractors — Scheduled plies: Person Or Organization endorsement (a) The person or organization is an ad- CG 20 10 10 01, or the Additional In- ditional insured only if, and to the ex -, sured — Owners, Lessees or Contrac- tent that, the injury or damage is tors — Completed Operations en- caused by acts or omissions of you or dorsement CG 20 37 10 01; your subcontractor in the perform - the person or organization is an additional ance of "your work" to which the "writ - insured only if the injury or damage arises ten contract requiring insurance" sp- out of "your work" to which the "written plies; and contract requiring insurance" applies; (b) The person or organization does not (2) If the "written contract requiring insur- qualify as an additional insured with ance" specifically requires you to provide respect to the independent acts or additional insured coverage to that per- omissions of such person or organi- son or organization by the use of: zation, CG D6 04 08 13 a 2013 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Policy #CO- 7F789873 -TIA Effective 05/31/2015 COMMERCIAL GENERAL LIABILITY 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits of liability required by the "written contract requiring insurance ", the in- surance provided to the additional insured will be limited to such minimum required limits of liability. For the purposes of determining whether this limitation applies, the minimum limits of liability required by the "written con- tract requiring insurance" will be considered to include the minimum limits of liability of any Umbrella or Excess liability coverage required for the additional insured by that "written con- tract requiring insurance ". This endorsement will not increase the limits of insurance de- scribed in Section III — Limits Of Insurance. b. The insurance provided to the additional in- sured does not apply to "bodily injury", "prop- erty damage" or "personal injury" arising out of the rendering of, or failure to render, any professional architectural, engineering or sur- veying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop draw- ings, opinions, reports, surveys, field or- ders or change orders, or the preparing, approving, or failing to prepare or ap- prove, drawings and specifications; and (2) Supervisory, inspection, architectural or engineering activities. c. The insurance provided to the additional in- sured does not apply to "bodily injury" or "property damage" caused by "your work" and included in the "products- completed opera- tions hazard" unless the "written contract re- quiring insurance" specifically requires you to provide such coverage for that additional in- sured during the policy period. 3. The insurance provided to the additional insured by this endorsement is excess over any valid and collectible other insurance, whether primary, ex- cess, contingent or on any other basis, that is available to the additional insured. However, if the "written contract requiring insurance" specifically requires that this insurance apply on a primary basis or a primary and non - contributory basis, this insurance is primary to other insurance available to the additional insured under which that person or organization qualifies as a named insured, and we will not share with that other insurance. But the insurance provided to the additional insured by this endorsement still is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to the additional insured when that per- son or organization is an additional insured, or is any other insured that does not qualify as a named insured, under such other insurance. 4. As a condition of coverage provided to the addi- tional insured by this endorsement: a. The additional insured must give us written notice as soon as practicable of an "occur- rence" or an offense which may result in a claim. To the extent possible, such notice should include: (1) How, when and where the 'occurrence" or offense took place; (2) The names and addresses of any injured persons and witnesses; and (3) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. If a claim is made or "suit" is brought against the additional insured, the additional insured must: (1) Immediately record the specifics of the claim or "suit" and the date received; and (2) Notify us as soon as practicable. The additional insured must see to it that we receive written notice of the claim or "suit" as soon as practicable. c. The additional insured must immediately send us copies of all legal papers received in con- nection with the claim or "suit', cooperate with us in the investigation or settlement of the claim or defense against the "suit', and oth- erwise comply with all policy conditions. d. The additional insured must tender the de- fense and indemnity of any claim or "suit' to any provider of other insurance which would cover the additional insured for a loss we cover under this endorsement. However, this condition does not affect whether the insur- ance provided to the additional insured by this endorsement is primary to other insurance available to the additional insured which cov- ers that person or organization as a named insured as described in Paragraph 3. above. S. The following is added to the DEFINITIONS Sec- tion: "Written contract requiring insurance" means that part of any written contract or agreement under which you are required to include a person or or- Page 2- of 3 © 2013 The Travelers Indemnity Company. All rights reserved. CG D6 04 08 13 Policy #CO- 7F789873 -TIA Effective 05/31/2015 ganization as an additional insured on this Cover- age Part, provided that the "bodily injury" and "property damage" occurs, and the "personal in- jury" is caused by an offense committed, during the policy period and: m— o= O�� O� h N- n� h h� O O m • �rr� COMMERCIAL GENERAL LIABILITY a. After the signing and execution of the contract or agreement by you; and b. While that part of the contract or agreement is in effect. CG D6 04 08 13 © 2013 The Travelers Indemnity Company. All rights reserved. 002985 Page 3 of 3 0 a a N- ni- n o= Policy #CO- 7F789873 -TIA Effective 05/31/2015 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. CONTRACTORS XTEND ENDORSEMENT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Aircraft Chartered With Pilot B. Damage To Premises Rented To You C. Increased Supplementary Payments D. Incidental Medical Malpractice E. Who Is An Insured — Newly Acquired Or Formed Organizations F. Who Is An Insured — Broadened Named Insured — Unnamed Subsidiaries G. Blanket Additional Insured — Owners, Managers Or Lessors Of Premises PROVISIONS A. AIRCRAFT CHARTERED WITH PILOT The following is added to Exclusion g., Aircraft, Auto Or Watercraft, in Paragraph 2. of SECTION I — COVERAGES — COVERAGE A BODILY IN- JURY AND PROPERTY DAMAGE LIABILITY: This exclusion does not apply to an aircraft that is: (a) Chartered with a pilot to any insured; (b) Not owned by any insured; and (c) Not being used to carry any person or prop- erty for a charge. B. DAMAGE TO PREMISES RENTED TO YOU 1. The first paragraph of the exceptions in Ex- clusion j., Damage To Property, in Para- graph 2. of SECTION I — COVERAGES — COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY is deleted. H. Blanket Additional Insured — Lessors Of Leased Equipment I. Blanket Additional Insured — States Or Political Subdivisions — Permits J. Knowledge And Notice Of Occurrence Or Offense K. Unintentional Omission L. Blanket Waiver Of Subrogation M. Amended Bodily Injury Definition N. Contractual Liability — Railroads INJURY AND PROPERTY DAMAGE LI- ABILITY: Exclusions c. and g. through n. do not apply to "premises damage ". Exclusion C(i)(a) does not apply to "premises damage" caused by: a. Fire; b. Explosion; c. Lightning; d. Smoke resulting from such fire, explosion, or lightning; or e. Water; unless Exclusion f. of Section I — Coverage A — Bodily Injury And Property Damage Liability is replaced by another endorsement to this Coverage Part that has Exclusion — All Pollu- tion Injury Or Damage or Total Pollution Ex- clusion in its title. 2. The following replaces the last paragraph of A separate limit of insurance applies to Paragraph 2., Exclusions, of SECTION I — "premises damage" as described in Para - COVERAGES — COVERAGE A. BODILY graph 6. of SECTION III — LIMITS OF IN- SURANCE. CG D3 16 11 11 © 2011 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 002988 Policy #CO- 7F789873 -TIA Effective 05/31/2015 COMMERCIAL GENERAL LIABILITY 3. The following replaces Paragraph 6. of SEC- TION III — LIMITS OF INSURANCE: Subject to 5. above, the Damage To Prem- ises Rented To You Limit is the most we will pay under Coverage A for damages because of "premises damage" to any one premises. The Damage To Premises Rented To You Limit will apply to all "property damage" proximately caused by the same 'occur- rence", whether such damage results from: fire; explosion; lightning; smoke resulting from such fire, explosion, or lightning; or water; or any combination of any of these causes. The Damage To Premises Rented To You Limit will be! a. The amount shown for the Damage To Premises Rented To You Limit on the Declarations of this Coverage Part; or b. $300,000 if no amount is shown for the Damage To Premises Rented To You Limit on the Declarations of this Coverage Part. 4. The following replaces Paragraph a. of the definition of "insured contract" in the DEFINI- TIONS Section: a. A contract for a lease of premises. How- ever, that portion of the contract for a lease of premises that indemnifies any person or organization for "premises damage" is not an "insured contract "; 5. The following is added to the DEFINITIONS Section: "Premises damage" means "property dam- age" to: a. Any premises while rented to you or tem- porarily occupied by you with permission of the owner; or b. The contents of any premises while such premises is rented to you, if you rent such premises for a period of seven or fewer consecutive days. 6. The following replaces Paragraph 4.b.(1)(b) of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: (b) That is insurance for "premises damage "; or 7. Paragraph 4.b.(1)(c) of SECTION IV — COMMERCIAL GENERAL LIABILITY CON- DITIONS is deleted. C. INCREASED SUPPLEMENTARY PAYMENTS 1. The following replaces Paragraph 1.b. of SUPPLEMENTARY PAYMENTS — COVER- AGES A AND B of SECTION I — COVER- AGE: b. Up to $2,500 for the cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to fur- nish these bonds. 2. The following replaces Paragraph 1.d, of SUPPLEMENTARY PAYMENTS — COVER- AGES A AND B of SECTION I — COVER- AGES: d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit ", including actual loss of earnings up to $500 a day because of time off from work. D. INCIDENTAL MEDICAL MALPRACTICE 1. The following is added to the definition of "oc- currence" in the DEFINITIONS Section: "Occurrence" also means an act or omission committed in providing or failing to provide "incidental medical services ", first aid or "Good Samaritan services" to a person. 2. The following is added to Paragraph 2.a.(1) of SECTION 11— WHO IS AN INSURED: Paragraph (1)(d) above does not apply to "bodily injury" arising out of providing or fail- ing to provide: (i) "Incidental medical services" by any of your "employees" who is a nurse practi- tioner, registered nurse, licensed practical nurse, nurse assistant, emergency medi- cal technician or paramedic; or (ii) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers ", other than an employed or vol- unteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan ser- vices" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your busi- ness. Page 2 of 6 © 2011 The Travelers Indemnity Company. All rights reserved. CG D3 16 11 11 a h m h� h 0 C m= Policy #CO- 7F789873 -TIA Effective 05/31/2015 3. The following is added to Paragraph 5. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applica- ble Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services ", first aid or "Good Samaritan services" to any one per- son will be deemed to be one "occurrence ". 4. The following exclusion is added to Para- graph 2., Exclusions, of SECTION I — COV- ERAGES — COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the willful violation of a penal statute or ordinance relating to the sale of pharmaceuti- cals committed by, or with the knowledge or consent of, the insured. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x -ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. "Good Samaritan services" means any emer- gency medical services for which no compen- sation is demanded or received. 6. The following is added to Paragraph 4.b., Ex- cess Insurance, of SECTION IV — COM- MERCIAL GENERAL LIABILITY CONDI- TIONS: The insurance is excess over any valid and collectible other insurance available to the in- sured, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" or "volunteer workers" for "bodily injury" that arises out of providing or failing to provide "incidental medical ser- vices", first aid or "Good Samaritan services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. E. WHO IS AN INSURED — NEWLY ACQUIRED OR FORMED ORGANIZATIONS The following replaces Paragraph 4. of SECTION II — WHO IS AN INSURED: COMMERCIAL GENERAL LIABILITY 4. Any organization you newly acquire or form, other than a partnership, joint venture or lim- ited liability company, of which you are the sole owner or in which you maintain the ma- jority ownership interest, will qualify as a Named Insured if there is no other insurance which provides similar coverage to that or- ganization. However: a. Coverage under this provision is afforded only: (1) Until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, if you do not report such organization in writing to us within 180 days after you acquire or form it; or (2) Until the end of the policy period, when that date is later than 180 days after you acquire or form such organization, if you report such organization in writing to us within 180 days after you acquire or form it, and we agree in writing that it will con- tinue to be a Named Insured until the end of the policy period; b. Coverage A does not apply to "bodily injury" or "property damage" that occurred before you acquired or formed the organization; and c. Coverage B does not apply to "personal in- jury" or "advertising injury" arising out of an offense committed before you acquired or formed the organization F. WHO IS AN INSURED — BROADENED NAMED INSURED — UNNAMED SUBSIDIARIES The following is added to SECTION II — WHO IS AN INSURED: Any of your subsidiaries, other than a partnership, joint venture or limited liability company, that is not shown as a Named Insured in the Declara- tions is a Named Insured if you maintain an own- ership interest of more than 50% in such subsidi- ary on the first day of the policy period. No such subsidiary is an insured for "bodily injury" or "property damage" that occurred, or "personal injury" or "advertising injury" caused by an of- fense committed after the date, if any, during the policy period, that you no longer maintain an ownership interest of more than 50% in such sub- sidiary. CG D3 16 11 11 © 2011 The Travelers Indemnity Company. All rights reserved. Page 3 of 6 002989 Policy #CO- 7F789873 -TIA Effective 05/31/2015 COMMERCIAL GENERAL LIABILITY G. BLANKET ADDITIONAL INSURED — OWNERS, MANAGERS OR LESSORS OF PREMISES The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that is a premises owner, manager or lessor and that you have agreed in a written contract or agreement to in- clude as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage "personal injury" or "advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal injury" or "advertising injury" caused by an offense that is commit- ted, subsequent to the execution of that con- tract or agreement: and b. Arises out of the ownership, maintenance or use of that part of any premises leased to you. The insurance provided to such premises owner, manager or lessor is subject to the following pro- visions: a. The limits of insurance provided to such premises owner, manager or lessor will be the minimum limits which you agreed to pro- vide in the written contract or agreement, or the limits shown on the Declarations, which- ever are less. b. The insurance provided to such premises owner, manager or lessor does not apply to: (1) Any "bodily injury" or "property damage" that occurs, or "personal injury" or "adver- tising injury" caused by an offense that is committed, after you cease to be a tenant in that premises; or (2) Structural alterations, new construction or demolition operations performed by or on behalf of such premises owner, lessor or manager. c. The insurance provided to such premises owner, manager or lessor is excess over any valid and collectible other insurance available to such premises owner, manager or lessor, whether primary, excess, contingent or on any other basis, unless you have agreed in the written contract or agreement that this in- surance must be primary to, or non- contributory with, such other insurance, in which case this insurance will be primary to, and non - contributory with, such other insur- ance. H. BLANKET ADDITIONAL INSURED — LESSORS OF LEASED EQUIPMENT The following is added to SECTION II — WHO 15 AN INSURED: Any person or organization that is an equipment lessor and that you have agreed in a written con- tract or agreement to include as an insured on this Coverage Part is an insured, but only with re- spect to liability for "bodily injury", "property dam- age", "personal injury" or "advertising injury" that: a. Is "bodily injury" or "property damage" that occurs, or is "personal injury" or "advertising injury" caused by an offense that is commit- ted, subsequent to the execution of that con- tract or agreement; and b. Is caused, in whole or in part, by your acts or omissions in the maintenance, operation or use of equipment leased to you by such equipment lessor. The insurance provided to such equipment lessor is subject to the following provisions: a. The limits of insurance provided to such equipment lessor will be the minimum limits which you agreed to provide in the written contract or agreement, or the limits shown on the Declarations, whichever are less. b. The insurance provided to such equipment lessor does not apply to any "bodily injury" or "property damage" that occurs, or "personal injury" or "advertising injury" caused by an of- fense that is committed, after the equipment lease expires. c. The insurance provided to such equipment lessor is excess over any valid and collectible other insurance available to such equipment lessor, whether primary, excess, contingent or on any other basis, unless you have agreed in the written contract or agreement that this insurance must be primary to, or non - contributory with, such other insurance, in which case this insurance will be primary to, and non - contributory with, such other in- surance. I. BLANKET ADDITIONAL INSURED — STATES OR POLITICAL SUBDIVISIONS — PERMITS The following is added to SECTION II — WHO IS AN INSURED: Any state or political subdivision that has issued a permit in connection with operations performed by you or on your behalf and that you are required Page 4 of 6. © 2011 The Travelers Indemnity Company. All rights reserved. CG D3 16 11 11 POLICY NUMBER: CO- 7F789873 -TIA ISSUE DATE: 05/31/2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: ALL COVERAGE PARTS INCLUDED IN THIS POLICY SCHEDULE CANCELLATION: Number of Days Notice of Cancellation: PERSON OR ORGANIZATION: PROVISIONS: If we cancel this policy for any statutorily permitted reason other than nonpayment of premium, and a number of days is shown for cancellation in the schedule above, we will mail notice of cancellation to the person or organization shown in the schedule above. We will mail such notice to the address shown in the schedule above at least the number of days shown for cancellation in the schedule above before the effective date of cancellation. IL T4 05 03 11 © 2011 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Policy #810- 7F790097 -TIA Effective 05/31/2015 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — LIABILITY COV- ERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Liability Cover- age, but only for damages to which this insurance applies and only to the extent that person or or- ganization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION 11 -- LI- ABILITY COVERAGE: The following is added to Paragraph c. in A.1., An "employee" of yours is an "insured" while Who Is An Insured of SECTION 11 — LIABILITY" operating an "auto" hired or rented under a COVERAGE: contract or agreement in that "employee's" name, with your permission, while performing Any person or organization who is required under duties related to the conduct of your busi- a written contract or agreement between you and ness. that person or organization, that is signed and CA T3 53 03 10 © 2010 The Travelers Indemnity Company. Page 1 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #810- 7F790097 -TIA Effective 05/31/2015 COMMERCIAL AUTO 2. The following replaces Paragraph b. in B.5., Other Insurance, of SECTION IV -- BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while perform- ing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto ". D. EMPLOYEES AS INSURED The following is added to Paragraph A1., Who Is An Insured, of SECTION 11 -.. LIABILITY COV- ERAGE: Any "employee" of yours is an "insured" while us- ing a covered "auto" you don't own, hire or borrow in your business or your personal affairs. E. SUPPLEMENTARY PAYMENTS — INCREASED LIMITS 1. The following replaces Paragraph A.2.a.(2), of SECTION II — LIABILITY COVERAGE: (2) Up to $3,000 for cost of bail bonds (in- cluding bonds for related traffic law viola- tions) required because of an "accident" we cover. We do not have to furnish these bonds. 2. The following replaces Paragraph A.2.a.(4), of SECTION II — LIABILITY COVERAGE: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day be- cause of time off from work. F. HIRED AUTO — LIMITED WORLDWIDE COV- ERAGE — INDEMNITY BASIS The following replaces Subparagraph (5) in Para- graph B.7., Policy Period, Coverage Territory, of SECTION IV — BUSINESS AUTO CONDI- TIONS: (5) Anywhere in the world, except any country or jurisdiction while any trade sanction, em- bargo, or similar regulation imposed by the United States of America applies to and pro- hibits the transaction of business with or within such country or jurisdiction, for Liability Coverage for any covered "auto" that you lease, hire, rent or borrow without a driver for a period of 30 days or less and that is not an "auto" you lease, hire, rent or borrow from any of your "employees ", partners (if you are a partnership), members (if you are a limited liability company) or members of their house- holds. (a) With respect to any claim made or "suit" brought outside the United States of America, the territories and possessions of the United States of America, Puerto Rico and Canada: (i) You must arrange to defend the "in- sured" against, and investigate or set- tle any such claim or "suit" and keep us advised of all proceedings and ac- tions. (ii) Neither you nor any other involved "insured" will make any settlement without our consent. (iii) We may, at our discretion, participate in defending the "insured" against, or in the settlement of, any claim or "suit ". (iv) We will reimburse the "insured" for sums that the "insured" legally must pay as damages because of "bodily injury" or "property damage" to which this insurance applies, that the "in- sured" pays with our consent, but only up to the limit described in Para- graph C., Limit Of Insurance, of SEC- TION 11 _ LIABILITY COVERAGE. (v) We will reimburse the "insured" for the reasonable expenses incurred with our consent for your investiga- tion of such claims and your defense of the "insured" against any such "suit ", but only up to and included within the limit described in Para- graph C., Limit Of Insurance, of SECTION 11 LIABILITY COVER- AGE, and not in addition to such limit. Our duty to make such payments ends when we have used up the ap- plicable limit of insurance in pay- ments for damages, settlements or defense expenses. (b) This insurance is excess over any valid and collectible other insurance available Page 2 of 4 © 2010 The Travelers Indemnity Company. CA T3 53 03 10 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #810- 7F790097 -TIA Effective 05/31/2015 to the "insured" whether primary, excess contingent or on any other basis. (c) This insurance is not a substitute for re- quired or compulsory insurance in any country outside the United States, its ter- ritories and possessions, Puerto Rico and Canada. You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE GLASS COVERAGE: The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident ". 1. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES INCREASED LIMIT The following replaces the first sentence in Para- graph AA.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. COMMERCIAL AUTO The following is added to Paragraph AA., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Effects We will pay up to $400 for 'loss" to wearing ap- parel and other personal effects which are: (1) Owned by an "insured "; and (2) In or on your covered "auto ". This coverage applies only in the event of a total theft of your covered "auto ". No deductibles apply to this Personal Effects coverage. K. AIRBAGS The following is added to Paragraph B.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to 'loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of 'loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss ". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or 'loss" ap- plies only when the "accident" or 'loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member (if you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization); or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss ". CA T3 53 03 10 © 2010 The Travelers Indemnity Company. Page 3 of 4 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy #810- 7F790097 -TIA Effective 05/31/2015 COMMERCIAL AUTO ►��1 1 LT14 Z�7;I&ill3 sic1 geliL ! " w ! r ! r of ! ! CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss ", provided that the "accident" or "loss" arises out of operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. The following is added to Paragraph B.2., Con- cealment, Misrepresentation, Or Fraud, of SECTION IV — BUSINESS AUTO CONDITIONS; The unintentional omission of, or unintentional error in, any information given by you shall not prejudice your rights under this insurance. How- ever this provision does not affect our right to col- lect additional premium or exercise our right of cancellation or non - renewal. Page 4 of 4 © 2010 The Travelers Indemnity Company. CA T3 53 03 10 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: 810- 7F790097 -TIA COMMERCIAL AUTO ISSUE DATE: 05/31/2015 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. • '• • t• This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modi- fied by the endorsement. SCHEDULE Number of Days' Notice Name Of Person Or Organization Address If this policy is canceled or materially changed to reduce or restrict coverage, we will mail notice of cancellation or change to the person or organization named in the Schedule. We will give the number of day's notice indicated in the Schedule. CA 02 44 06 04 0 ISO Properties, Inc., 2003 Page 1 of 1 ® WORKERS' COMPENSATION AND EMPLOYERS Texasmuta LIABILITY INSURANCE POLICY Insurance Company WC 42 03 04 A TEXAS WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule, but this waiver applies only with respect to bodily injury arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver from us. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. The premium for this endorsement is shown in the Schedule. Schedule 1. { ) Specific Waiver Name of person or organization { X ) Blanket Waiver Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: ALL TEXAS OPERATIONS 3. Premium The premium charge for this endorsement shall be 2.00 percent of the premium developed on payroll in connection with work performed for the above person(s) or organization (s) arising out of the operations described. 4. Advance Premium INCLUDED, SEE INFORMATION PAGE. This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement, effective on at 12:01 A.M. standard time, forms a part of Policy No. TSF- 0001169451 20140531 of the Texas Mutual Insurance Company Issued to YC PARTNERS LTD DBA: YANTIS COMPANY Premium $ WC420304A (ED. 1 -01 -2000) Endorsement No. Authorized Representative I NSURED' S COPY QUSER 05131/2015 ® WORKERS' COMPENSATION AND EMPLOYERS Texasmutu LIABILITY INSURANCE POLICY Insurance Company WC 42 06 01 TEXAS NOTICE OF MATERIAL CHANGE ENDORSEMENT This endorsement applies only to the insurance provided by the policy because Texas is shown in Item 3.A. of the Information Page. In the event of cancellation or other material change of the policy, we will mail advance notice to the person or organization named in the Schedule. The number of days advance notice is shown in the Schedule. This endorsement shall not operate directly or indirectly to benefit anyone not named in the Schedule. 1. Number of days advance notice: 30 2. Notice will be mailed to: Schedule This endorsement changes the policy to which it is attached effective on the inception date of the policy unless a different date is indicated below. (The following "attaching clause" need be completed only when this endorsement is issued subsequent to preparation of the policy.) This endorsement, effective on at 12:01 A.M. standard time, forms a part of Policy No. TSF- 0001169451 20140531 of the Texas Mutual Insurance Company Issued to YC PARTNERS LTD Endorsement No. DBA: YANTIS COMPANY Premium $ IkItIls Authorized Representative WC420601 (ED. 1 -94) I NSURED' S COPY QUSER 05/31/2015 Performance Bond Date: February 3, 2016 Penal Sum: $183,131.00 (125% of total Construction Cost) Obligee: City of Schertz Economic Development Corporation Executive Director 1400 Schertz Parkway Schertz., Texas 78154 Principal/ Subdivider: Yantis Company 3611 Paesano's Pkwy San Antonio, TX 78231 KNOW BY ALL MEN THESE PRESENTS: Bond No. PRF09182524 Project: David Lack Blvd. Ext. C:O.rh aMnerlcan Casualty and Surety Company and Fidelity and Deposity Company of Maryland 1400 American Ln Tower 1 - 18th Floor Schaumburg, IL 60196 Colonial American Casualty and Surety Company and That, Yantis Company ( "Principal ") as Principal, and Fidelity & Deposit Company of Maryland ("Snrety ") as Surety, are held and firmly bound unto the City of Schertz Economic Development Corporation, ( "Obligee ") as Obligee, in the amount of Dollars ($183,131.00 ) for the payment whereof, the said Principal and Surety bind themselves and their heirs, administrators, executors, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Principal and Obligee have entered into the Cityol'Schertz Economic Development Corporation ( "SEDC ") Construction Agreement (the "Agreement ") providing for the construction of David back Boulevard Extension ( "Project "), A copy of the executed Agreement is attached and incorporated by reference; and WHEREAS, this Bond is issued in the amount of one hundred twenty -five percent (125 %) of the estimated construction costs for the Project. NOW THEREFORE., THE CONDITION OF THIS 013LIGATION IS: 1. The foregoing recitals and statements are each and all true and correct and incorporated by reference. 2. If the Principal shall construct the Project in accordance with the Agreement, and shall furnish the required Payment and Bond, and shall faithfully perform all of the other obligations in accordance with the Agreement and the City of Schertz Unified Development Code then this Bond shall be void; otherwise, to remain in full force and effect. David Lack Boulevard Extension PB _ I 3. If the Principal shall be, and shall be declared by Obligee to be, in default under the Agreement Surety shall, within thirty (30) days following written notice and request for performance lirom Obligee: a) Notify Obligee in writing of its election to commence and promptly complete construction of the Project in accordance with the Agreement; or b) Notify Obligee that the Surety elects not to complete the Project in accordance with the Agreement; in which event Surety shall be obligated to pay Obligee for all loss, cost and expense which the Obligee incurs to complete construction of the Project in accordance with the Agreement. 4. The Surety, for value received, stipulates and agrees that no amendment or modification to the Agreement, including but not limited to extensions of time, shall in any way affect Surety's obligation on this Bond, and Surety does hereby waive notice of any such amendment or modification. IN WITNESS WHEREOF, the Principal and Surety sign and seal this instrument this 3rd day of FebruarY2016 ,J�URETY] - Colonial American Casualty and Surety Co. and Fidelity & De p it omp ny of Maryland By Maine: - ,Betty J. Reeh Title Attorney -In -Fact Resident Agent of Surety: }} n oore ? i�fat W: Insurance & Bonds Agency of Texas LLC dba IBTX Addt ss: 10191 Reunion PI., Ste. 100, San Antonio, TX 78216 Pb'one: (210) 696 -6688 Email: bmoore @ib- tx.com David Lack Boulevard Extension PB - 2 Bond No. - PRF09182524 PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: That we, Yantis Company , as Principal herein, and Colonial American Casualty and Surety Company and Fidelity & Deposity Company of Maryland, a corporation organized and existing under the laws of the State of Texas and who is authorized and admitted to use surety bonds in the State of Texas, as surety, Surety herein, are held and firmly bound unto the City of Schertz Economic Development Corporation, a Texas non - profit industrial development corporation with its principal location of 1400 Schertz Parkway, Schertz, Texas, Guadalupe County, Obligee herein, in the amount of One Hundred Forty Six Thousand Dollars ($146,504.80 ]for the payment whereof, the said Five Flundre Fc r & 00/100 P y Prtnct. a an� Surety bind themselves and their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents: WHEREAS, the Principal has entered into a certain written contract with the Obligee dated the 3rd day of February , 2016 , which contract is hereby referred to herein as "the Contract" and is incorporated herein to the same extent as if copied at length, for the following project: David Lack Boulevard Extension. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION 1S SUCH, that ifthe said Principal shall directly or indirectly timely make payment to each and every claimant supplying labor or materials in the prosecution of the work under the Contract, then this obligation shall be void; otherwise, to remain in full force and effect. This obligation tnay be enforced by the Obligee in the event of bankruptcy or default by Principal in payments to suppliers of labor or materials in the prosecution of the work tinder the Contract, in either of which events the Surety shall make such payments as Principal has failed to pay and as may be required to complete the work tinder the contract. The Surety stipulates and agrees that no change, extension of time, alteration, omission, addition or other modification to the terms of the Contract will affect its obligations on this bond, and it hereby waives notice of any such changes, extensions of time, alterations, omissions, additions, or other modifications, to the Contract or to related subcontracts, purchase orders or other obligations, and any notices provided in such regard shall not create as to any party a duty related thereto. All notices shall be delivered in writing to the addresses shown below or to addresses provided in the Contract Documents. IN WITNESS WHEREOF, the duly authorized representatives of the Principal and the Surety have executed this instrument. David Lack Boulevard Extension PYH - 1 SIGNED and SEALED this 3rd day of February 2016 The date of bond shall not be prior to date of Contract. ATTEST: " incipal) Secrets (S E A L)_ Witness as to Prir cipal ATTEST: � %itfdtM* Witness (S E A L) Witness as to Surety Yantis Comoan Address: 3611 Paesano's Parkway San Antonio, TX 78231 Telephone Number: (210) 655 -3780 Colonial American Casualty and Surety Co. and Fidelity & Deposit Company of Maryland SURE Y By: I A Name: Betty J. Reeh Attorney in Fact Address: 1400 American Lane Tower 1 -18th Flor Schaumburg, IL 60196 r Telephone Number: 800 382 <�150,' An original copy of Power of Attorney shall be attached to Bond by the Attorney -in -Fact. Approved as to Form: City of Schertz 1400 Schertz Parkway Schertz, Texas 78154 By: John Kessel Title: City Manager Date: December 14, 2015 David Lack Boulevard Extension PYB - 2 ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Maryland (herein collectively called the "Companies "), by MICHAEL BOND, Vice President, in pursuance of authority granted by Article V, Section 8, of the By -Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full force and effect on the date hereof, do hereby nominate, constitute, and appoint Pat J. MOORE, Gary W. WHEATLEY, Bryan K. MOORE, Michael D. HENDRICKSON and Betty J. REEH, all of San Antonio, Texas, EACH its true and lawful agent and Attomey -in -Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, EXCEPT bonds on behalf of Independent Executors, Community Survivors and Community Guardians. and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By -Laws of said Companies, and is now in force. IN WITNESS WHEREOF, the said Vice - President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this 19th day of May, A.D. 2015, ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND UIth �p O[Ipr SEAL g tn► `i os 1689 By. ALP Secretcny Vice President Eric D. Barnes Michael Bond State of Maryland County of Baltimore On this 19th day of May, A.D. 2015, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, MICHAEL BOND, Vice President, and ERIC D. BARNES, Secretary, of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly sworn, deposeth and saith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal the day and year first above written. so Maria D. Adamski, Notary Public My Commission Expires: July 8, 2015 POA -F 168 -7622A Fidelity and Deposit Company of Maryland Home Office: P.O. Box 1227, Baltimore, MD 21203.1227 IMPORTANT NOTICE To obtain information or make a complaint: You may call the Fidelity and Deposit Company of Maryland, Colonial American Casualty and Surety Company, and/or Zurich American Insurance Company's toll -free telephone number for information or to make a complaint at: 1 -800- 654 -5155 You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights, or complaints at: 1-800- 252 -3439 You may write the Texas Department of Insurance: P.O. Box 149104 Austin, TX 78714 -9104 FAX # (512) 475 -1771 PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning the premium or about a claim, you should first contact Fidelity and Deposit Company of Maryland or Colonial American Casualty and Surety Company. If the dispute is not resolved, you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR POLICY: This notice is for information only and does not become a part or condition of the attached document. S8543f(M (08101) TA �7��tilf � " 0 mmj I aAlIkI M Qualifications for Construction Services David lack Boulevard Extension Arnold Briones, Mike Yantis, Jr., Mike Yantis, Sr. & Matthew Yantis For over 50 Years, Yantis Company has been a part of building the streets, utilities and drainage for thousands of projects across Central and South Texas. Founded by John Yantis solely as a utility company, Yantis quickly grew into a full service civil construction firm with the ability to self - perform all aspects of civil work. This type of work includes grading, site utilities, asphalt paving, concrete paving, and concrete structures. Yantis Company has constructed over a billion dollars of work on these types of projects for various municipalities and private developers across Texas. Continuing the principles set forth by John Yantis, the company is now managed by two generations of the Yantis family. The company has also added employee owners and has one of the strongest teams of construction professionals in the area. Yantis Company's senior management team averages over 20 years of development and construction experience. Yantis Company prides itself on its reputation of being able to build projects in a timeframe that consistently meets or beats the schedules set by the client. Yantis performs projects from $50,000 to over $30 million in size. In addition to being annually listed by the San Antonio Business Journal as one of the Top 50 private companies, Yantis has also been listed by the Business Journal as one of San Antonio's largest private employers. Yantis has also accepted awards and recognition as the Fastest Growing Company by the Business Journal, the Aggie 100 which recognizes the fastest growing Aggie owned businesses, and the Inc 500 Fastest Growing Companies in America Mike Yantis, Jr. CHIEF EXECUTIVE OFFICER Texas A &M University Bachelor of Business Administration — Management Mike Yantis, Jr. as CEO of Yantis Company is responsible for the day to day operations and strategic direction of the firm. In his eleven years of experience, Mike has helped or directly administered over $720 million dollars of infrastructure projects spread across nearly 700 different jobs. These projects total over 30,000 developed lots, countless miles of new roadways and utility lines, and major drainage projects across Central and South Texas. Mike was the Vice President of Operations for the firm from 2002 -2007. During this time, Mike grew revenue from $30 million per year to over $110 million per year and the company added over 400 employees Some of the more notable projects Mike has been involved with include Alamo Ranch, The Shops at La Cantera, and the Westover Hills Development. On the initial Alamo Ranch phase, Mike was responsible for the negotiation of over $40 million dollars of infrastructure work with Pulte Homes and managed a team that built the project 3 months ahead of the projected schedule. Also during his tenure at Yantis Company, Mike has helped recruit and manage the relationship of clients such as DR Horton Homes, KB Home, LGI Homes, and Pulte Homes among many others. Mike has accepted awards for Yantis including the Aggie 100 and the Inc. 5000 for Yantis Company's growth since 2002. In 2007, Mike was named by the San Antonio Business Journal as one of the "40 under 40 Rising Stars." Mike has served on different task forces related to development and construction and is currently on the Board of Directors for the Valero Alamo Bowl serving as the Chair for the 2015 game. Arnold Briones, P.E. CHIEF OPERATING OFFICER University of Texas at San Antonio Bachelor of Science - Civil Engineering Arnold Briones as Chief Operating Officer is responsible for the management of Yantis Company's estimating, preconstruction, surveying, and special project management. Arnold is a registered professional engineer and has been involved in San Antonio land development for over 12 years. Prior to working at Yantis Company, Arnold was a design engineer for Pape- Dawson Engineers and was the Vice President of Land Development for Pulte Homes. At Pulte, Arnold directly managed over $40 million dollars of infrastructure work at Alamo Ranch Hill Country Village. At Yantis Company, Arnold has been involved in various projects including the San Antonio International Airport Runway 3 -21 Extension, Jones Maltsberger, as well as numerous subdivision and commercial projects throughout San Antonio. Arnold, as part of the preconstruction process, also handles value engineering requests from developers and civil engineering firms. Arnold has offered construction savings between 15 and 30 percent on many different projects. Arnold graduated from the University of Texas at San Antonio with a degree in civil engineering. Mike Schaeffer Director of Operations/ general superintendent University of Texas- San Antonio Excavation /Asphalt /Concrete Divisions Mike Schaeffer as General Superintendent of the Excavation, Asphalt, and Concrete divisions is responsible for the management of all Yantis Company personnel in the divisions and also manages the majority of Yantis Company's projects from start to finish. Mike started his career at Yantis as a foreman and was later named the Asphalt Superintendent. As Asphalt Superintendent, Mike was responsible for the final paving of multiple projects across San Antonio such as the Tesoro Headquarter, the Stone Ridge Retail Center, the Shops at La Cantera, and hundreds of other projects across San Antonio and Central Texas. Yantis Company became known for its commitment to asphalt quality. Mike was named General Superintendent of the excavation and concrete divisions in March of 2012. Mike manages the day to day activities of over 125 employees and 150 pieces of equipment. As General Superintendent, Mike has been responsible for record time completions of projects for clients such as DR Horton Homes, LGI Homes, KB Home, and Pulte Group. Similar Public Projects ❑ Brooks Development Authority— Lyster Road, South New Braunfels ❑ City of San Antonio — Babcock Road, Culebra Drainage, Prue Road Low Water Crossing, Prue Road Extension, Slick Creek Drainage ❑ FAA —San Antonio International Airport (15 major projects) ❑ Northside Independent School District —Kyle Seale Parkway Extension, Dub Farris Athletic Complex, Stevens High School, Alamo Ranch Middle School ❑ Texas Department of Transportation —M -35, Loop 410, Loop 1604, Lockhill Selma, Wurzbach Parkway ❑ Walbridge /Bartlett - Cocke- AAFES Randolph Air Force, Armed Forces Reserve Center at Camp Bullis ❑ Bexar County- Copper Ridge Road, Bulverde Road (Evans to Marshall) ❑ Austin Commercial- Northeast Lakeview College ❑ Dave Berndt Interests- Stone Oak Parkway Extension ❑ Verano Land Group- Texas A &M San Antonio- University Way Projects completed within the City of Schertz. - West Dietz Creek for City of Schertz - All units at Kensington Ranch for Pulte /Centex - FM 1518 Turn Lane for TXDOT - Kramer Farms for Pulte - Sysco Public Roadways for City of Schertz - Scenic Hills for Pulte Stone Oak Parkway Extension Stone Oak Parkway Extension consisted of a major 4 -lane street extension that ultimately helped connect Stone Oak Parkway from Bulverde Road to US 281. Stone Oak Parkway was partially funded by the City of San Antonio, Dave Berndt and other developers located in the area. The new Stone Oak Parkway Extension also ties directly into Cibolo Canyon Boulevard which is the entry street for the new Marriott and TPC courses located at Cibolo Canyons. Yantis performed turnkey construction on the project. The project included over 55,000 cubic yards of rock excavation and haul off, 24,000 square yards of base and paving improvements, over 2,000 linear feet of storm drainage pipe, 2 WPAP filtration ponds, over 5,500 square yards of sidewalk and 4,600 feet of water improvements. OWNER Dave Berndt Interests ENGINEER Pape- Dawson PROJECT COST $3.7 Million Bulverde Road Phase III In early November 2007, Bexar Country Infrastructure Service Department awarded the Bulverde Road Phase III project to Yantis Company. The project will consist of a three - phased plan to widen Bulverde Road from Evans Road to Marshall Road. The overall master plan will also include an installation of a 6" City Public Service gas main extension, traffic control signals at the intersection of the new Stone Oak Parkway Extension (Yantis Project 2006 - 2007), 4 water retention basins and many concrete drainage improvements. The project is set to release in late 2008. OWNER Bexar County ENGINEER Pape- Dawson PROJECT COST $6.7 Million Texas A &M University- SA University Way In February of 2009, Yantis Company broke ground on the much anticipated main roadway into the new Texas A &M University -San Antonio campus. Yantis Company was selected as the primary contractor by the City of San Antonio, Bexar Met, City Public Service, and the Verano Land Group. The Texas A &M campus is located on San Antonio's south side and one day will enroll over 20,000 students. The economic impact of Texas A &M and the surrounding mixed use development, Verano is estimated to have a $4.6 billion dollar impact on San Antonio. Yantis Company, under its contract for University Way, is the general contractor responsible for the construction of the roadway, all associated dry and wet utilities, all landscaping, and the 50 foot entry monument into Texas A &M. OWNER Verano Land Group ENGINEER Pate Engineers Pape- Dawson PROJECT COST $8 Million Client Testimonials "I have worked with Yantis Company for the past 10 years on projects varying in size from $100,000 to well over $20 million dollars. Yantis has always shown an ability to hit all deadlines and we have found them to be extremely fair and transparent on pricing. I would highly recommend them." CHESMAR HOMES SetAftg is lligherStctztt3aod Bart Swider Division President Chesmar Homes "Yantis Company stands above the rest of the industry when it comes to efficient use of time and resources. They operate with integrity and are always professional. We have been working together for almost 9 years and they have never failed to deliver a quality unit on time." Chuck Birt Vice President of Development LGI Homes HOMES I have had the opportunity to work with Yantis Company for over twenty -five years and during each year of our association Yantis has successfully completed numerous significant civil infrastructure projects for my engineering group. I and my clients have utilized Yantis as a contractor on every type of project we design to include: Public and Private Roadways; Public and Private Utilities; Commercial Sitework, Roads and Utility Infrastructure; Single family Subdivisions; and Multifamily projects. I have found Yantis Company to always have the clients' best interest in mind and to act in a professional manner at all times and through all circumstances. Yantis provides attention to detail and schedule that is unusual in the industry today. Throughout my career I have relied on Yantis to construct high quality projects within a demanding schedule and they have never disappointed me. Yantis Company is a leading contractor in the San Antonio and surrounding area and I have no hesitation recommending them for any civil infrastructure project. Should you have any questions that I may answer, please do not hesitate to contact me at (210)- 375 -9000. 12AP`E =�►AWFIR WCON Dennis Rion, P.E. EN( ;INEERS Executive Vice President Pape- Dawson Engineers, Inc. "Over the years, I have worked with Mike Yantis, Jr. and his team on over 20 new community developments in and around the San Antonio area. Yantis Company consistently goes the extra mile and has the unique ability to deliver finished lots on budget and ahead of schedule. I would highly recommend Yantis Company." 0-H-HOURIN' it ". buiyWvp Chris Lindhorst, P.E. President Houston South Division DR Horton "Yantis Company consistently delivers for Pulte. Whether it's a $5 million fast -track job or a $500 emergency, Yantis always steps up to meet our needs with the same sense of urgency and ownership that is critical to our ability to adapt in an environment of continuous change. Yantis is a partner." Trey Marsh *PulteGrou-;P Vice President of Land Development Pulte Group "Yantis Company's involvement in Alamo Ranch has been highlighted by their commitment to teamwork. Yantis has consistently delivered on time commitments, but more importantly, their attention to detail during and after the construction process has made them a valuable partner." Laurin Darnell *Pulte& OUP Division President Pulte Group "I am confident that my fellow board members would agree that Yantis is a very professional outfit and that our past experience with your company has been very positive" tBROOKS Manuel Pelaez -Prada Board Member Brooks Development Authority "Our experience with the Yantis Company began in the early 1970's and extends over a number of extremely large and significant projects. Some of these projects included rock blasting and excavation near sensitive structures, deep excavations, large site grading and paving projects, underground utilities, bridge construction, drainage structures, and specifically heavy -duty concrete pavements for military tanks and airport pavements. We have observed Yantis Company and its employees to be technically competent and to effectively partner with the design team to satisfy the owner's requirements and expectations. Yantis Company is a well - established and recognized San Antonio business run by the Yantis Family. They and their company have been recognized by our city's business and civic leaders for contributions to the community and for their reputation, which is above reproach. The foundation upon which their success is based consists of producing excellent work and dealing fairly with project owners." L4 Rah Carl F. Raba, Jr., Ph.D, P.E. Chairman of the Board Raba - Kistner Consultants, Inc. "Having worked with the principals of Yantis Company for many years, I can attest they always have the owners' interest in mind. They have an unusual knack for understanding the unique needs of their clients and strive to meet those needs in a fair and equitable manner. I would rate them as one of the leading contractors we've had the opportunity to deal with and would recommend them to anyone. They're a pleasure to work with..." IdPAPEQDAWSON Gene Dawson, Jr. ENGINEERS Pape- Dawson Engineers, Inc. "From our perspective, Yantis Company has been easy to work with, straight- forward in their dealings, professional in their approach, concerned about what we were trying to achieve, flexible, and fair - minded." emMike Birnbaum President Birnbaum Property Company BIRNBAUM PROPVRTY COMPANY "KB Home San Antonio has had the distinct pleasure of working with Yantis for several years on several land development projects. Whether the project is large or small, the Yantis Company has been able to deliver a finished product within budget. From the bidding process to the end of construction the staff at Yantis are very responsive to our requests and attentive to our needs. The ability to stay on schedule is critical to our business model, and Yantis has consistently delivered single family lots on time. Communication is always a critical component to any business relationship, whether it is from the field or the corporate office, and it's been our experience that Yantis exceeds our expectations." Greg Tunnell and Joeseph Hernandez Vice President of Land and Director of Land Development KB Home "There are a lot of contractors out there that do what Yantis does, but nobody really can do what what Yantis does." (D Tim Rice President W H ITESTON E Whitestone Custom Homes "I know I can always count on Yantis to meet or beat deadlines." Rudy Munoz Project Manager, Land Development KB Home "I have been in this business for 24 years and I am proud to say that I have a great relationship with Yantis. The Yantis Family is an outstanding family. It only helps all of us to be honest with each other in good times and in the bad. I have always appreciated being able to talk one on one with you without having a hidden agenda. I value this relationship." _,/ PAPE•PAWSON !IY ENGINEERS Brice Moczygemba Senior Vice President Pape- Dawson Engineers, Inc. "The job (District North) went great. It's tough to stay on top of everything when you office in a different city, but Yantis helped keep us in the loop and took care of everything as we hoped they would. We really appreciate all of the help you guys gave us and we look forward to working with you on the next project in the near future. PA��� Taylor Field Senior Vice President Thompson Realty "We were able to build Carrier Warehouse in 7 months from start to finish with the help of you guys. Let's do it again!" PEINADO-SHIRLEY Brett Shirley Partner Peinado - Shirley Construction Please accept this letter as my highest recommendation for Yantis Company for construction of any civil infrastructure project. I have worked with Yantis Company for over twenty years on residential, commercial, sitework, and street projects involving both public and private clients. Yantis Company's history of providing detailed documentation and a fair assessment of change order pricing is one of the main reasons I appreciate their involvement on my projects. The attention to detail and thorough review of the plans during the bidding process allow Yantis to be very responsive when field changes are required. In addition, the professionalism of staff at all levels at Yantis always helps me evaluate design alternatives and communicate with clients during construction. MIPAPE- DAWSON ENGINEERS Shauna L. Weaver, P.E. Vice President Pape- Dawson Engineers, Inc. " Cemex is proud and feels very privileged to be a partner with Yantis Company on the Dollar General Distribution Center. In my 34 years in this business this is one of the biggest, if not the biggest, continuous soil stabilization projects Cemex has done in the Central /South Texas market. This project started on September 20, 2014 and since then we have shipped 500 -600 tons per day, six days a week. What's amazing about this is we have had virtually no kinks in the system so far, even with the fragile trucking situation. It's been an amazing job." //CC.MGX Dennis Leach Sales Manager Cemex "The Yantis Company was selected by Dollar General to provide site grading, utilities and building pad construction for a new 960,000 square foot Distribution Center along Foster Road just south of IH 10. As a local sitework contractor with superior qualifications, it's evident that Dollar General's selection was the right one. The Yantis Company and their team of professionals have consistently performed ahead of the proposed schedule on a challenging site that required cement treatment to the existing soil at depths of nearly 10 feet in some areas. The owner and design team have enjoyed developing a relationship with the Yantis Company and look forward to working together again in the very near future." Lockwood, Andrews Lan & Newnem, Inc. M1 LLN A 3ALY S'OWANY Jeremy S. Doege, PE Associate, Team Leader Lockwood, Andrews & Newnam, Inc. Financials Since it was founded in 1965, Yantis Company has always practiced conservative financial principles. These principles have proven to be the foundation of Yantis' ability to weather market downturns and to seize growth opportunities during strong market times. SURETY: Zurich American Insurance Company, Doug Mercer Bonding Capacity: Per Project $20,000,000 Aggregate $60,000,000 BANKING: Broadway Bank, BG Horner 210 - 283 -6627 Line of Credit: $7,000,000 Credit Available: $7,000,000 INSURANCE Higginbotham Yantis Company owns several lines of insurance that exceed all minimum requirements for any project. Due to the highly confidential nature of such financial information, Yantis Company will not include a financial statement at the time of this submittal. However, if Yantis Company is awarded the project, Yantis Company will provide all necessary financial information requested. Claims and Litigation: Carrowest vs. City of New Braunfels /Yantis Company: Plaintiff is alleging that Yantis Company, at the city's direction, hauled off 15,000cy of material that belonged to the property owner. Case is inactive at this time. Plaintiff is alleging that the contract between City of New Braunfels and Yantis Company should be ruled invalid. Safety Record: Yantis Company has a written field based safety and employee safety orientation program Yantis Company has a written Substance Abuse Policy Yantis Company conducts project site safety inspections (conducted by) Johnathan Granados, Safety Manager /Claims Controller Description of Safety Training that supervisory or other personnel have: *All Superintendents and Foreman have Trenching /Excavation Competent Person Training and OSHA 30 hour Cards. *All field employees in Utility and Concrete Divisions have Trenching /Excavation and Jobsite Hazards training weekly and Competent Person training Bi- Annually. *CDL drivers have defensive driving training Bi- Annually. In the last three years, Yantis Company has received one Serious, Willful, or Repeat violation under OSHA Construction or General Industry? October /2014 - Trench Violation (29 CFR 1926.651(a)(1) - Employee was in a trench and was not within 25ft of the ladder. Fine was initially $2,800 and reduced to $1,680. Yantis Company's last three years' Experience Modification Rate (EMR) Current Year: 1.13 Last Year: 1.03 Two Years Ago: .87 References: Ferguson Waterworks Mark Ferrell 210- 274 -7903 Mark.Ferrell@Ferguson.com Fox Quality Concrete Rey LaFuente 210- 273 -3666 rey@foxqualityconerete.com Martin Marietta Materials, Inc. Kris May 210- 208 -4032 kris.may @martinmarietta.com Personnel and Equipment Yantis Company currently has over 300 personnel located on over 40 active construction sites in the San Antonio area. Below is a current list of all of our equipment owned by Yantis Company. 9704 1997 Peterbilt Haul Truck 9979 1999 Peterbilt Haul Truck AD3 2007 Sterling L7501 Asphalt Distributor AD4 2006 Mauldin MT -250 Tack Coat Sprayer AP3 Barber - Greene BG260D Asphalt Paver AT2 Sealco Air Test Trailer B30 1999 Case 580L Backhoe B32 2000 Case 580SL Backhoe w/ Tramac Hammer B45 2005 Case 580M Backhoe B48 2006 John Deere 310G 44 B49 2006 John Deere 310G B50 2006 John Deere 310G B51 2006 John Deere 310G w/ tramac hammer B52 2006 John Deere 310G B53 2006 John Deere 310G B55 2006 John Deere 310G 4X4 B56 CASE 580N 4X4 EXTENDAHOE B57 CASE 580N 4X4 BC1 2012 Kenco KL12000 TLP Barrier Clamp BD1 2007 Manac Belly Dump BD2 2008 Manac Belly Dump BD3 2009 Manac Belly Dump BD4 2009 Manac Belly Dump BD5 2007 Manac Belly Dump BD6 2006 Manac Belly Dump BD7 2008 Manac Belly Dump BD8 2009 Manac Belly Dump BD10 2008 Manac Belly Dump BD11 2009 Manac Belly Dump BD12 2009 Manac Belly Dump BD13 2008 Manac Belly Dump BD14 2008 Manac Belly Dump BD15 2007 Manac Belly Dump BD16 2005 Ranco Belly Dump CL25 2002 Cat 973 CL28 2001 Cat 963C CL30 2000 Cat 973 CL31 2008 Cat 973C CLNR4 Landa Steam Cleaner SLT6- 32324E D23 1998 Cat D -4C D24 2000 Cat D -3C D25 2000 Cat D -5C D26 1997 Cat D -8K D27 2006 Cat D -5G D28 2006 Cat D -8T D30 2007 Cat D6TXL D32 2007 Cat D -6K D33 2008 John Deere 850J DS1 Deflectrator System DT31 Sterling E26 1993 Cat 235D Excavator E29 2004 Cat 330CL Excavator E31 1999 Cat 345 BL Excavator E37 2004 Hitachi ZX330LC Excavator E38 2005 Cat 320CL Excavator E42 1991 Cat 245B II Excavator E44 2007 Cat 330DL Excavator E45 2007 Cat 330DL Excavator E46 Kobelco SK210 w/ Plate Tamp E47 2007 Cat 320CL X Excavator w/ Plate Tamp E48 2008 Volvo EC36061c Excavator E50 2007 Hitachi ZX20OLC Excavator w /hammer E52 2008 Hitachi ZX200LC3 E53 2008 Hitachi ZX20OLC -3 E54 2008 Hitachi ZX20OLC -3 E55 2012 Hitachi ZX 35OLC -5 E56 2011 CAT 336EL E57 2011 CAT 336EL E58 2012 CAT 336EL E59 2012 CAT 336EL E60 2011 CAT 336EL E61 CAT 336EL E62 2013 CAT 336 EL E63 2013 CAT 336EL HM3 2002 Turfmaker Hydro Mulcher HT1 2007 Peterbilt Haul Truck HT3 2007 Peterbilt Haul Truck HT5 2007 Peterbilt Haul Truck HT6 2007 Peterbilt Haul Truck HT7 2007 Peterbilt Haul Truck HT8 2007 Peterbilt Haul Truck HT10 2007 Peterbilt Haul Truck HT11 2007 Peterbilt Haul Truck HT12 2007 Peterbilt Haul Truck HT13 2007 Peterbilt Haul Truck HT14 2007 Peterbilt Haul Truck HT17 2010 Mack Haul Truck HT18 2010 Mack Haul Truck L36 2004 Cat 938G Loader L37 2004 Cat 938G Loader L38 2005 Cat 938G Loader L39 2005 Cat 938G Loader L40 2005 Cat 938G Loader L41 2005 John Deere 544J Loader L42 2005 John Deere 624J Loader L43 2006 Cat 928GZ Loader L45 2006 Cat 928GZ Loader L47 2005 John Deere 544J Loader L49 2004 Cat. 938G Loader L50 2005 Volvo L70E Loader L51 2005 Volvo L70E Loader L52 2005 Volvo L70E Loader L53 2006 Volvo L70E Loader L54 2006 Volvo L70E Loader L55 2006 Volvo L70E Loader L56 2003 Cat 928G Loader L57 2007 Volvo L70E Loader L58 2007 Volvo L150E Loader L59 2008 Volvo L70F Loader L60 2009 Volvo L70F Loader L62 2007 Volvo L70F Loader L63 2008 Cat 924H Loader L64 2008 Cat 924HZ Loader L66 2014 Volvo L70G L67 2014 Volvo L70G L68 CAT 924K L69 CAT 924K LRM1 2000 John Deere 744H Milling Attachment LT1 2011 Magnum MLT 4060 Light Tower LT2 2011 Magnum MLT 4060 Light Tower M20 2004 Cat 140H Motor Grader M25 2000 Cat 140H Motor Grader M31 1999 Cat 140H Motor Grader M32 2001 Cat 140H Motor Grader M35 2006 Cat 140H Motor Grader M36 2004 Cat 140H Motor Grader M37 2002 Cat 140H Motor Grader M38 2004 Cat 140H Motor Grader- chrome M40 2006 Cat 140H Motor Grader M41 Volvo G940B Motor Grader M42 CAT 140M2 M43 CAT 140H MB1 2003 Load King Mechanical Booster PT32 1997 Ford Flatbed PT40 1998 Ford Flatbed PT42 2000 Intl Flatbed PT43 2000 Intl Flatbed PT45 2000 Intl Flatbed PT46 2000 Intl Flatbed PT48 GMC 6500 PT49 2000 Ford F650 Flatbed PT51 2004 Ford F650 Flatbed PT52 2006 Ford F650 Box Van PT53 2006 GMC flatbed PT54 2006 GMC flatbed PT55 2011 GMC Savana Cutaway- Maroon PT56 2011 GMC Savana Cutaway- Maroon PWT01 2005 12000 Gal Portable Water Tower PWT02 2006 12000 Gal Portable Water Tower R28 1986 I/R SPF -56 84" Vib Compactor R49 1998 Cat CP563C Vib Compactor R62 1998 Cat 815F Compactor R67 2001 I/R SD -100F Roller R86 2006 I/R SD25F Sheepfoot Roller R87 2006 I/R SD100F -TF Padfoot Roller R93 Volvo SD100D Roller R94 Hamm 3307 Vibratory Compactor R96 2008 I/R SD25F Roller R97 2007 I/R SD45F Roller R98 2007 Hamm 3410P 84" Compactor R99 2006 Ingersol Rand SD116F Padfoot 11100 2005 Ingersol Rand SD116F Padfoot R102 2008 Volvo SD25F Pad Foot Compactor R103 2008 Volvo SD25F Pad Foot Compactor R104 2008 Volvo SD25F Pad Foot Compactor R105 2008 Volvo SD25F Pad Foot Compactor R106 2008 Volvo SD25F Pad Foot Compactor R107 2007 1/11 SD25F Pad Foot Compactor R108 2005 Volvo SD25F Pad Foot Compactor R109 2005 I/R SD25F Pad Foot Compactor R110 2005 1/11 SD25F Pad Foot Compactor 11111 2004 I/R SD25F Pad Foot Compactor R112 2013 Volvo SD115F Pad Foot Compactor R113 2012 Volvo SD100F Pad Foot Compactor R57 1999 1/11 SD -100D Roller R69 2000 1/11 SD -100D 84" PRO -PAC RLR /COMP R70 2002 I/R SD- 1001) 84" SMDR COMP R72 2001 I/R SD -100D 84" PRO -PAC RLR /COMP R80 2004 I/R SD100D Roller R82 2005 Cat CS533E Roller R88 2006 I/R SD100 R114 2013 CAT CS54B R84 2005 Hamm HD 12 Double Drum Roller R85 2006 Hamm HD90V Double Drum Roller 13101 2010 Dynapac CC122 47" Double Drum Roller R115 CAT CB34B asphalt compactor double drum R46 1998 Cat PS 200B R53 1994 1/11 PT125R PN Roller R55 1996 1/11 PT125R PN Roller R68 2002 Ingram PN 15T Roller R73 2000 Hypac C530 9wh Pnuematic R74 2004 Ingersoll / Rand PT125R R75 2004 Ingersoll / Rand PT125R R77 2006 I/R PT125R PN Roller R78 2006 I/R PT125R PN Roller R79 2006 I/R PT125R PN Roller R83 2007 Dynapac CP142 PN Roller R91 2006 I/R PT -240R Roller RD22 1988 R25 Euclid Rear Dump RD23 1988 R25 Euclid Rear Dump RD24 1988 R25 Euclid Rear Dump RD25 1989 R25 Euclid Rear Dump RD26 2006 Volvo Articulated Truck RD27 2006 Volvo Articulated Truck RD28 2006 Volvo Articulated Truck RD29 CAT 730 Articulated truck ROB1 2006 Envirosight ROVVER 600 Portable System RM1 2006 Cat RM300 Soil Mixer RM2 2013 Bomag MPH122 -2 Stabilzer RT1 2009 Micro Rain Automatic Traveling Sprinkler S6 2000 Broce Broom S7 2006 Broce Broom S8 2006 Broce RJ -350 Broom S9 2008 Lay Mor 8HC Broom S10 2007 Lay Mor 8HC Broom S11 2007 Lay Mor 8HC Broom S12 2013 Broce RJT350 Broom S13 2013 Broce RJT350 Broom SSL7 Case TR270 Skid Steer Loader SSL8 2015 CAT 242D SST01 Skid Steer Trencher TRNLT313 SC03 Envirosight RC90 Zoom Camera SC03 Envirosight VC200 Portable Vision Controller SC03 Envirosight Motorized Portable Cable Reel SC03 RX130 Crawler S2001 5' Speed Shore 52002 5' Speed Shore 52003 5' Speed Shore 52004 5' Speed Shore 52005 5' Speed Shore S1001 7' Speed Shore 51002 7' Speed Shore 51003 7' Speed Shore S1004 7' Speed Shore S1005 7' Speed Shore TM11 1993 Ditch Witch 7610 TM16 2012 Vermeer RTX 1250 Rock Saw TR1 2008 vermeer 1055 T Commander trencher TR2 2013 Vermeer 1255 T Commander Trencher TER1 2015 Vermeer 1255 T Commander Terian leveler TS10 2006 Cat 627G Wheel Tractor Scraper TS5 1995 Cat 627F Wheel Tractor Scraper TS6 2005 Cat 627G Wheel Tractor Scraper TS7 2005 Cat 627G Wheel Tractor Scraper TS8 2005 Cat 627G Wheel Tractor Scraper TS9 2006 Cat 627G Wheel Tractor Scraper TSP1 2006 Case STX480 TSP2 2006 Case STX480 TSP3 2007 Case STX480 TB01 2013 Speedshore 8X20DW6 Trench Box TB02 2013 Speedshore 8X20DW6 Trench Box UT1 2004 John Deere Utility Tractor W/ Loader and Cutter VT01 2007 Vermeer V500 Vacuum Excavation System WP1 Godwin Dri -Prime CD100M Diesel Pump WT52 2000 Intl Water Truck WT56 2000 Ford F750 2000G Wtr Trk WT58 2000 Intl 4700 2000G Wtr Trk WT61 2000 Ford F750 2000G Wtr Trk WT63 2000 Intl. 47002000G Wtr Trk WT64 2000 Intl. 4700 -5 2000G Wtr Trk WT67 2000 Intl. 4700 -5 2000G Wtr Trk WT70 2000 Ford F750 2000G Wtr Trk WT71 2000 Ford F750 2000G Wtr Trk WT74 1997 Ford F800 2000G Wtr Trk WT75 1998 Ford F800 2000G Wtr Trk WT78 1998 Ford F800 2000G Wtr Trk WT80 2004 Ford F750 2000G Wtr Trk WT81 2007 Freightliner M2 2000 Wtr Trk WT82 2004 Ford F750 2000G Wtr Trk WT83 2006 Ford F750 2000G Wtr Trk WT84 2001 International 2000G Wtr Truck WT85 2006 International 2000G Wtr Truck WT86 2007 Ford F750 2000G Wtr Truck WT87 2007 Ford F750 2000G Wtr Truck WT88 2007 Ford F750 2000G Wtr Truck WT89 F750 2000G water truck WW2 1977 Cat 6136 Water Wagon WW3 1996 Cat 615C -11 Water Wagon 6500 Gal WW4 CAT 725 W11 2014 Wet letter Tailer PRICE PROPOSAL DAVID LACK BOULEVARD EXTENSION PROPOSAL OF t corporation A partnership consisting of: An individual doing business as: a TO THE CITY OF SCHERTZ ECONOMIC DEVELOPMENT CORPORATION ( "SEDC "): Pursuant to Request for Proposals, the undersigned proposes to furnish all labor and materials as specified and perform the work required for the DAVID LACK BOULEVARD EXTENSION in accordance with the Plans and Specifications for the following prices to wit: ITEM PE SPEC. S ITEM DESCRIPTION UNIT TOTAL NO. (UNIT PRICE TO BE UNITS QTY PRICE IN IN WRITTEN IN WORDS) FIGURES FIGURES 1.01 01502- Mobilization LS 1 $ $ 1 dollars = and _� cents 1.02 --- - - - - -- Insurance And Bond LS 1 $ $ - 0"c. dollars �C and ,. cents 1.03 02221- Removing Existing SY 244 $ 1 Pavements And Structuresr dollars and cents 1.04 02233- Clearing And Grubbing AC 0.3 $ $ 1 dollars and cents 1.05 02315- Roadway Excavation CY 484 $ $ 1 t"r. dollars 0 ° and cents 1.06 02751- Concrete Paving (9" SY 1014 $ $ 1 Compacted Depth) �:3s. e� tic dollars and cents 1.07 02764- Raised Pavement Markets EA 13 $ $ C. 2 - .` u"' dollars 'L 5 . — David Lack Boulevard Extension PP - 1 1. Complete the additional requirements of the Proposal which are included on the following pages. 2. Respondent must return pages PP -1 through PP -3 with this Proposal. Any and all Addenda which are issued by the SEDC with appropriate signatures acknowledging receipt shall be attached to and made a part of this Proposal. 3. The Work included in this Proposal shall be Substantially Complete, as defined in the General Conditions within 90 calendar days from issuance of the Notice to Proceed. David Lack Boulevard Extension PP - 2 and 1c-o cents 1.08 02767- Thermoplastic Pavement LF 908 $ $ 1 Markings � . dollars 2- s a and cents 1.09 02771- Curb, Curb And Gutter, And LF 395 $ $ 1 HeadersaG , dollars 3 -5,13 5, and lt,,co cents 1.10 02921- Hydromulch (Including AC .25 $ $ 1 Topsoil) .. „u ollars I `, _ C C . ancf Z cents 1.11 TxDOT Lime TON 11 $ $ 260 -6.1 . ,G, 1,, dollars 2- 2..0 . e 01 and cents 1.12 TxDOT Lime Treatment Of Subgrade SY 1014 $ $ 260 -6.2 (6" Compacted Depth) q� 5 dollars` and cents 1.13 TxDOT Riprap (Protection 12" Dia. CY 7 $ $ 432 -1 At 12 "Depth .,,,-,zdollars Z Z and cents 1.14 TxDOT Temporary Erosion Control LF 260 $ $ 506 -6.8 Fence s_ dollars , and cents 1.15 TxDOT Metal Beam Guard Rail LF 64 $ $ 540- 16 k. —&l ,e- dollars 7ZO, 6001 and fie- cents TOTAL PRICE $ q . f 1. Complete the additional requirements of the Proposal which are included on the following pages. 2. Respondent must return pages PP -1 through PP -3 with this Proposal. Any and all Addenda which are issued by the SEDC with appropriate signatures acknowledging receipt shall be attached to and made a part of this Proposal. 3. The Work included in this Proposal shall be Substantially Complete, as defined in the General Conditions within 90 calendar days from issuance of the Notice to Proceed. David Lack Boulevard Extension PP - 2 ADDITIONAL RESPONDENT INFORMATION Complete the additional requirements of the Proposal as they relate to Selection Criteria (Section X of the RFP). All questions must be addressed to be considered. If a question is not applicable, put the words "not applicable" in the space provided. 1. What is your proposed schedule /contract time for this Project? 2. What are your qualifications, reputation, and past performance as general contract and that of your subcontractors (if any) on similar projects? 3. What are your qualifications, reputation, capability, safety record, and financial capability as general contractor for this Project? 4. Have you completed similar project within the City of Schertz, if so please provide project names? 5. What resources do you have to complete this Project (i.e. personnel, equipment, etc.) 6. Please address your corporate history and stability. 7. Has your company had a history of litigation or arbitration resulting in damages? 8. Please provide references. David Lack Boulevard Extension PP - 3 BID PROPOSAL Accompanying this proposal is a Bid Bond or Certified or Cashier's, Check on a State or National Bank payable to the Order of the City of Schertz Economic Development Corporation ( "SEDC ") for dollars ($ ), which amount represents five percent (5 %) of the total bid price. Said bond or check is to be returned to the Respondent unless the proposal is accepted and the Respondent fails to execute and file a contract within 10 calendar days after the award of the Contract, in which case the check shall become the property of said SEDC, and shall he considered as payment for damages due to delay and other inconveniences suffered by said SEDC due to the failure of the Respondent to execute the contract. The SEDC reserves the right to reject any and all proposals. It is anticipated that the SEDC will act on this proposal within 45 calendar days after the proposal opening. Upon acceptance and award of the contract to the undersigned by the SEDC, the undersigned shall execute the SEDC Construction Agreement and make Performance and Payment Bonds for the full amount of the contract within 10 calendar days after the award of the Contract to secure proper compliance with the terms and provisions of the contract, to insure and guarantee the work until final completion and acceptance, and the guarantee period stipulated, and to guarantee payment of all lawful claims for labor performed and materials furnished in the fulfillment of the contract. It is anticipated that the SEDC will provide written Authorization to Proceed within 10 days after the award of the Contract. The Contractor hereby agrees to commence work under this Contract immediately after issuance by the SEDC of the written Notice to Proceed and to complete the work within 90 calendar days from the Notice to Proceed. Under no circumstances shall the work commence prior to Contractor's receipt of SEDC issued, written Notice to Proceed. The undersigned certifies that the proposal prices contained in the proposal have been carefully checked and are submitted as correct and final. In completing the work contained in this proposal the undersigned certifies that Respondent's practices and policies do not discriminate on the grounds of race, color, religion, sex or national origin and that the Respondent will affirmatively cooperate in the implementation of these policies David Lack Boulevard Extension PP - 4 MEMORANDUM City Council Meeting: Department: Subject: BACKGROUND Agenda No. 7 February 2, 2016 Economic Development Resolution No. 16 -R -08 Authorizing programs and expenditures to fund an Incentive Agreement with Major Wire Texas, Inc. History: Major Wire Texas, Inc. (Major Wire) is a fabricated wire product manufacturer. They produce wire screens used to sort and separate aggregates such as stone, sand, coal and gravel. Major Wire was initially established in 1884 in Montreal, Quebec, Canada. In 2012, Major Wire was acquired by Haver & Boecker, a German company established in 1887. The new ownership has infused new capital into the business allowing Major Wire to establish new locations. Despite the new ownership, Major Wire continues to maintain operational independence at each of its individual locations. At the January SEDC Board Meeting, the SEDC approved an incentive agreement with Major Wire. Major Wire agreed to lease 53,011 square feet at the Robinson -Weeks Building 1 located in the Enterprise Industrial Park. Major Wire will be required to create $4.9 million of personal property and 58 jobs with a minimum annual payroll of $1,892,000 over the term of the incentive agreement. In consideration the SEDC will provide a $100,000 grant upon receipt of the Certificate of Occupancy and commencement of operations in Schertz. FISCAL IMPACT The incentive agreement with Major Wire includes a $100,000 grant that will be paid by the SEDC from its development incentive fund as approved in the current budget. In the event that Major Wire does not meet the terms of the agreement throughout the five year term, Major Wire or its parent company Tylinter, Inc. will repay the grant with interest. STAFF RECOMMENDATION Staff recommends that the City Council authorize the expenditures provided for the Agreement. SEDC BOARD RECOMMENDATION The SEDC Board of Directors met on January 28th at their regular board meeting to consider, discuss and act on the Economic Development Incentive Agreement Major Wire Texas, Inc., a motion was made by Ms. Rosemary Scott. Seconded by Ms. Angelina Kiser to approve the Agreement and recommend that the City Council authorize the program and expenditures as set forth in the agreement. The motion passed unanimously. ATTACHMENT(S) Resolution No. 16 -R -08 Economic Development Incentive Agreement Major Wire Texas, Inc. RESOLUTION NO. 16 -R -08 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING A PROGRAM AND EXPENDITURES AS PROVIDED FOR IN A DEVELOPMENT AGREEMENT AMONG THE CITY OF SCHERTZ TEXAS ECONOMIC DEVELOPMENT CORPORATION AND MAJOR WIRE TEXAS, INC.; AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the Development Corporation Act of 1979, as amended (Section 501.001 et seq, Texas Local Government Code, formerly the Development Corporation Act of 1979) (the "Act ") authorizes a development corporation to fund certain projects as defined by the Act and requires development corporations to enter into performance agreements to establish and provide for the direct incentive or make an expenditures on behalf of a business enterprise under a project; and WHEREAS, Section 501.158 of the Act requires an incentive agreement to provide at a minimum for a schedule of additional payroll or jobs to be created or retained and capital investment to be made as consideration for any direct incentives provided or expenditures made by the corporation under the agreement and to specify the terms under which repayment must be made if the business enterprise does not meet the performance requirements specified in the agreement; and WHEREAS, the City of Schertz Economic Development Corporation ( "SEDC ") Board approved the Economic Development Incentive Agreement Major Wire Texas, Inc.. set forth on Exhibit A attached hereto and incorporated herein (the "Agreement ") among the SEDC, and Major Wire Texas, Inc. (the "Company "), pursuant to the Act, at the SEDC's Board meeting on January 28, 2016; and WHEREAS, Section 501.073 of the Act requires that the corporation's authorizing unit to approve all programs and expenditures of a corporation; and WHEREAS, the SEDC has recommended that the City authorize the program and expenditures associated therewith; and NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS: Section 1. The City Council hereby authorizes the program and expenditures as provided for in the Economic Development Incentive Agreement with Major Wire Texas, Inc. as set forth in Exhibit A. 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. 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 2016. CITY OF SCHERTZ, TEXAS Michael R. Carpenter, Mayor Brenda Dennis, City Secretary (CITY SEAL) EXHIBIT A ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT Major Wire Texas, Inc. ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT Major Wire Texas, Inc. This Incentive Agreement ( "Agreement ") is entered into to be effective as of the Effective Date (as defined in Article III below), by and between the Schertz Economic Development Corporation, located in Guadalupe County, Texas (hereinafter called "Corporation "), a Texas non- profit industrial development corporation under the Development Corporation Act and governed by TEX. Loc. Gov. CODE chapters 501, 502 and 505 and the Texas Non - Profit Corporation Act and Major Wire Texas, Inc., a Texas corporation (hereinafter called "Company "), otherwise known as the "Parties" to this Agreement. RECITALS WHEREAS, the Development Corporation Act of 1979, as amended (Section 501.001 et seq, Texas Local Government Code, formerly the Development Corporation Act of 1979) . (the "Act ") authorizes a development corporation to fund certain projects as defined by the Act and requires development corporations to enter into performance agreements to establish and provide for the direct incentive or make an expenditures on behalf of a business enterprise under a project; and WHEREAS, Section 501.158 of the Act requires an incentive agreement to provide at a minimum for a schedule of additional payroll or jobs to be created or retained and capital investment to be made as consideration for any direct incentives provided or expenditures made by the corporation under the agreement and to specify the terms under which repayment must be made if the business enterprise does not meet the performance requirements specified in the agreement; and WHEREAS, Company desires to relocate and expand its manufacturing operations within an existing building that is located at 17745 Lookout Road Suite 130, Schertz, Comal County, Texas 78154; and WHEREAS, by the Expiration Date of this Agreement the Company shall employ 58 full time employees with a minimum annual payroll of $1,892,000 and maintain a minimum of $4,900,000 of Tangible Personal Property; and WHEREAS, the location of the Company, as proposed, will contribute to the economic development of the City of Schertz by creating new jobs and increased employment, promoting and developing expanded business enterprises, increased development, increased real property value and tax revenue for the City of Schertz, and will have both a direct and indirect positive overall improvement /stimulus in the local and state economy; WHEREAS, the Corporation desires to offer incentives to Company to enable Company to locate at the Facility pursuant to this Agreement in substantial conformity with the City of Schertz Economic Development Incentive Policy and the Act; and WHEREAS, the Parties are executing and entering into this Agreement to set forth certain terms and obligations of the Parties with respect to such matters; and 1 WHEREAS, the Parties recognize that all agreements of the Parties hereto and all terms and provisions hereof are subject to the laws of the State of Texas and all rules, regulations and interpretations of any agency or subdivision thereof at any time governing the subject matters hereof, and WHEREAS, the Parties agree that all conditions precedent for this Agreement to become a binding agreement have occurred and been complied with, including all requirements pursuant to the Texas Open Meetings Act and all public notices and hearings; if any, have been conducted in accordance with Texas law; and WHEREAS, on the Effective Date, the commitments contained in this Agreement shall become legally binding obligations of the Parties. NOW, THEREFORE, in consideration of the mutual covenants, benefits and agreements described and contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and further described herein, the Parties agree as follows: ARTICLE I RECITALS 1. Recitals. The recitals set forth above are declared true and correct by the Parties and are hereby incorporated as part of this Agreement. ARTICLE II AUTHORITY AND TERM 1. Authority. a. The Corporation's execution of this Agreement is authorized by the Act and constitutes a valid and binding obligation of the Corporation. The Corporation acknowledges that Company is acting in reliance upon the Corporation's performance of its obligations under this Agreement in making the decision to commit substantial resources and money to the establishment of the Project, hereinafter established. 2. Term. This Agreement shall become enforceable upon the Effective Date, hereinafter established, and shall continue until the Expiration Date, hereinafter established, unless terminated sooner or extended by mutual agreement of the Parties in the manner provided for herein. 3. Purpose. The purpose of this Agreement is to formalize the agreements between the Company and the Corporation for the granting of funds to cover certain costs associated with Company's Project and specifically state the covenants, representations of the Parties, and the incentives associated with Company's commitment to abide by the provisions of the Act and to abide by the terms of this Agreement which has been approved by the Corporation and the Company as complying with the specific requirements of the Act. It is expressly agreed that this W Agreement constitutes a single transaction. A failure to perform any obligation by the Company may constitute a breach of the entire Agreement and terminate any further commitments (if any) by the Corporation unless an alternative penalty or remedy is provided for herein. 4. Administration of Agreement. Upon the Effective Date, the Corporation delegates the administration and oversight of this Agreement to the Executive Director of the Corporation. Any proposed amendments to the Agreement shall require the approval of the Board of Directors of the Corporation. DEFINITIONS As used in this Agreement, the following terms shall have the meanings ascribed below. All undefined terms shall retain their usual and customary meaning as ascribed by common and ordinary usage. "Annual Payroll" shall mean the total wages paid, exclusive of employee benefits, to Full - time Employees at the Schertz Facility. "Bankruptcy" shall mean the dissolution or termination of a Party's existence as a going business, insolvency, appointment of receiver for any party of such Party's property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against such party and such proceeding is not dismissed within ninety (90) days after the filing thereof. "Certificate of Occupancy" shall mean the signed certificate issued by the City of Schertz Inspections Division granting the Company the right to occupy the Facility and confirming that the entire work covered by the permit and plans are in place. "Default" shall mean failure by any Party to timely and substantially comply with any performance requirement, duty, or covenant if uncured within sixty (60) days of receiving written notice from any other Party. "Effective Date" shall be the later of February 5, 2016 or the date the Company closes on the lease of the Property, which must occur on or within (30) days.. The company shall provide a copy of the executed lease as proof of the Effective Date. "Expiration Date" shall mean the earlier of: 1. Five (5) years from the Effective Date of this Agreement; or 2. The date of termination, provided for under Article VII of this Agreement. "Facility" shall mean the property and improvements that house the Project and being Suite 130 located at 17745 Lookout Road, Schertz, Comal County, Texas 78154. "Force Majeure" shall mean any contingency or cause beyond the reasonable control of a party, including, without limitation, acts of God or the public enemy, war riot, civil commotion, insurrection, government or de facto governmental action (unless caused by the intentionally wrongful acts or omissions of a party), fires, explosions or floods, strikes, slowdowns or work stoppages. "Full -time Employee" shall mean: (1) an employee with a regular work schedule of at least 36 hours per week as reported on the Texas Employers Quarterly Wage Report from the Texas Workforce Commission and (2) are entitled to at least the customary employer- sponsored employee benefits package afforded by the Company to its similarly situated employees at other locations. "Grant" shall mean cash payment from Corporation upon Company receiving their Certificate of Occupancy and commencing operations in Schertz. "Project" shall mean the relocation and expansion of Company's manufacturing operations to the Facility along with the creation of 58 Full -time Employees. "State of Texas" shall mean the Office of the Texas Comptroller, or its successor. "Tangible Personal. Property" shall mean tangible personal property, equipment, machinery, fixtures and inventory owned or leased by Company that is added to the Project subsequent to the execution of this Agreement and is accounted on the tax rolls by the Comal County Appraisal District. ARTICLE IV ECONOMIC DEVELOPMENT GRANTS 1. Grant. (a) Subject to the satisfaction of all the terms and conditions of this Agreement and the obligation of Company to repay the Grant pursuant to Article V hereof, the Corporation agrees to provide Company with a Grant in the amount of ONE HUNDRED THOUSAND DOLLARS and no /100 ($100,000.00). The Grant shall be paid within thirty (30) days after receipt of a copy of the Certificate of Occupancy and evidence that Company has commenced operations in Schertz, Texas. (b) Current Revenue. The funds distributed hereunder shall be paid solely from lawfully available funds to the Corporation. Under no circumstances shall the obligations hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision. None of the obligations under this Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and /or similar financial institution. 2. Confidentiality. The Corporation agrees to the extent allowed by law, to keep all tax information and documentation received, pursuant to this Agreement hereof, confidential. In M the event a request is made for such information, Corporation will not disclose the information unless required to do so by the Attorney General of Texas. ARTICLE V CONDITIONS TO ECONOMIC DEVELOPMENT GRANTS The obligation of the Corporation to pay funds in the form of a Grant shall be conditioned upon Company's continued compliance with and satisfaction of each of the conditions set forth in this Agreement. 1. Commencing Operations. Company must obtain a Certificate of Occupancy from the City of Schertz and commence operations at the Facility. 2. Personal Property Creation. Company must create and maintain a minimum of FOUR MILLION NINE HUNDRED THOUSAND DOLLARS ($4,900,000.00) in total Tangible Personal Property value over the four year compliance period with the following benchmarks: (a) $2,400,000.00 January 1, 2017 . as certified on the tax rolls by the Coma] County Appraisal District. (b) $2,900,000.00 January 1, 2018 as certified on the tax rolls by the Comal County Appraisal District. (c) $4,400,000.00 January 1, 2019 as certified on the tax rolls by the Comal County Appraisal District. (d) $4,900,000.00 January 1, 2020 as certified on the tax rolls by the Comal County Appraisal District. 3. Job and Wage Creation. Company must create and maintain 58 Full -time Employees with a minimum Annual Payroll of $1,892,000 at the Schertz Facility over the four year compliance period with the following benchmarks: (a) 26 Full -time Employees with a minimum Annual Payroll of $837,000 as reported to the Texas Workforce Commission for the 2017 0 quarter Texas Employers Quarterly Wage Report. (b) 35 Full -time Employees with a minimum Annual Payroll of $1,172,000 as reported to the Texas Workforce Commission for the 2018 4th quarter Texas Employers Quarterly Wage Report. (c) 50 Full -time Employees with a minimum Annual Payroll of $1,620,000 as reported to the Texas Workforce Commission for the 2019 4th quarter Texas Employers Quarterly Wage Report. (d) 58 Full -time Employees with a minimum Annual. Payroll of $1,892,000 as reported to the Texas Workforce Commission for the 2020 4th quarter Texas Employers Quarterly Wage Report. 5 4. Recapture. In the event of Default by the Company, the Corporation shall as its sole and exclusive remedy for Default hereunder, after providing Company notice and an opportunity to cure, have the right to recapture (as applicable, the "Recaptured Amount "): (a) 100% of the Grant if the Default occurs on or prior to December 31, 2020 or (b) 50% of the Grant if the Default occurs after December 31, 2020. The Recaptured Amount shall be paid by the Company or its parent corporation Tylinter, Inc. within one hundred twenty (120) days after the date Company is notified by the Corporation of such Default (the "Payment Date "). In the event the Recaptured Amount is not repaid by the applicable Payment Date, the unpaid portion thereof shall accrue interest at the rate of two percent (2.00 %) per annum from the Effective Date until paid in full. 5. Annual Report. The Company shall submit an Annual Report (an "Annual Report") for the preceding Calendar Year to the Executive Director of the Corporation each year not later than February 15th. The Annual. Report should substantially conform to the Annual Report Form attached as Exhibit A to this Agreement. The first Annual Report will be due February 15th, 2018. 6. Payment of Legal Fees. Company commits to reimburse the Corporation for the necessary legal fees in the preparation of any amendment to this Agreement requested by Company. Timely payment shall be made within 60 days of submittal of invoice to Company by the Corporation or its assigns. Each Party shall bear its own attorneys fees in connection with the negotiation of this Agreement. ARTICLE VI COVENANTS AND DUTIES 1. Company's Covenants and Duties. Company makes the covenants and warranties to the Corporation, and agrees to timely and fully perform the obligations and duties contained in Article V of this Agreement. Any false or substantially misleading statements contained herein or failure to timely and fully perform those obligations and duties within this Agreement shall be an act of Default by the Company. (a) Company is authorized to do business and is in good standing in the State of Texas and shall remain in good standing in the State of Texas and the United States of America during any term of this Agreement. (b) The execution of this Agreement has been duly authorized by Company's authorized agent, and the individual signing this Agreement is empowered to execute such Agreement and bind the entity. Said authorization, signing, and binding effect is not in contravention of any law, rule, regulation, or of the provisions of Company's by -laws, or of any agreement or instrument to which Company is a party to or by which it may be bound. (c) Company is not a party to any Bankruptcy proceedings currently pending or contemplated, and Company has not been informed of any potential involuntary Bankruptcy proceedings. (d) To its current, actual knowledge, and subject to the Certificate of Occupancy (or other approvals and permits to be obtained under subpart (f) immediately below), Company has acquired and maintained all necessary rights, 0 licenses, permits, and authority to carry on its business in the City of Schertz and will continue to use its best efforts to maintain all necessary rights, licenses, permits, and authority. (e) Company shall timely and fully comply with all of the terms and conditions of this Agreement. (f) Company agrees to obtain or cause to be obtained, all necessary permits and approvals from City of Schertz and/or all other governmental agencies having jurisdiction over the construction of any improvements to the Facility. (g) Company shall be responsible for paying, or causing to be paid, to City of Schertz and all other governmental agencies the cost of all applicable permit fees and licenses required for construction of the Project. Company agrees to develop the Project in accordance with the ordinances, rules, and regulations of the City of Schertz in effect on the date the Project was designated, unless specified otherwise in this Agreement. Company, in its sole discretion, may choose to comply with any or all City of Schertz rules promulgated after the Effective Date of this Agreement. (h) Company agrees to commence and complete the Project in substantial accordance with the Agreement. (i) Company shall cooperate with the Corporation in providing all necessary information to assist them in complying with this Agreement. (j) During the term of this Agreement, Company agrees to not knowingly employ any undocumented workers as part of the Project, and, if convicted of a violation under 8 U.S.C. Section 1324a(1), Company shall be in Default (subject to the remedies in Article V above). Company is not liable for an unknown violation of this Section by a subsidiary, affiliate, or franchisee of Company or by a person with whom Company contracts provided however that identical federal law requirements provided for herein shall be included as part of any agreement or contract which Company enters into with any subsidiary, assignee, affiliate, or franchisee for which Grant provided herein will be used. (k) Maintain and prepare financial statements in accordance with generally accepted accounting principles in the United States of America as established by the Financial. Accounting Standards Board and permit Corporation to visit, examine, audit, inspect, and make and take away copies or reproductions of Company's book of accounts and other records at mutually agreed upon times (provided, Corporation shall pay the reasonable fees and disbursements of any accountants or other agents of Corporation, selected by Corporation, for the foregoing purposes). Unless written notice of another location is given to Corporation, Company's books and records will be located at 17745 Lookout Road, Schertz, Comal County, Texas 78154. (1) Furnish to Corporation audited year -end financial statements to include balance sheet, operating statement and surplus reconciliation, together with an officer's certificate of compliance with this Agreement including computations of all quantitative covenants, within ninety (90) days after the end of each annual 7 accounting period. Additionally, Company agrees to provide to Corporation, on a quarterly basis, un- audited, interim financial statements, and promptly provide Corporation with such additional information, reports, or statements respecting its business operations and financial condition as Corporation may reasonably request from time to time. (m) Grant Corporation the right to periodically (and with reasonable advance notice) verify the terms and conditions of this Agreement including, but not limited to, the number of persons employed by Company as a result of the assistance provided hereunder, the addresses of those persons, the number of hours each employee worked during the previous 12 months, the total expenses attributable to training and employing those employees, and the cumulative payroll for Company's Schertz operation. 2. Corporation's Covenants and Duties. (a) Grant Payment. The Corporation is obligated to pay Company a Grant in the amount of ONE HUNDRED THOUSAND DOLLARS ($100,000.00). The Grant shall be paid within thirty (30) days after receipt by the Company of a copy of the Certificate of Occupancy and evidence that Company has commenced operations in Schertz, Texas at the Facility. 3. Substantial Compliance and Default. Failure by any Party to timely and substantially comply with any performance requirement, duty, or covenant shall be considered an act of Default if uncured within sixty (60) days of receiving written notice from any other Party. Failure of Company to timely and substantially cure a default will give the Corporation the right to terminate this Agreement, as reasonably determined by the Board of Directors of the Corporation and the City Council of Schertz. ARTICLE VII TERMINATION 1. Termination. This Agreement shall terminate upon the earliest occurrence of any one or more of the following: (a) The written agreement of the Parties; (b) The Agreement's Expiration Date; (c) Default by Company (at the option of the Corporation). ARTICLE VIII DISPUTE RESOLUTION 1. Mediation. If a dispute arises out of or relates to this Agreement or the breach . thereof, the Parties shall first in good faith seek to resolve the dispute through negotiation between the upper management of each respective Party. If such dispute cannot be settled through negotiation, the Parties agree to try in good faith to settle the dispute by mediation under the Commercial Mediation Rules of the American Arbitration Association, San Antonio, Texas, before resorting to arbitration, litigation, or some other dispute resolution procedure; provided that a Party may not invoke mediation unless it has provided the other Party with written notice of the dispute and has attempted in good faith to resolve such dispute through negotiation. Notwithstanding the foregoing, any Party may seek immediate equitable relief, without attempting to settle a dispute through mediation, in any case where such Party is entitled to equitable relief by law, the terms of the Agreement, or otherwise. All costs of negotiation, mediation, and arbitration collectively known as alternate dispute resolution ( "ADR ") shall be assessed equally between the Parties with each party bearing their own costs for attorneys' fees, experts, and other costs of ADR and any ensuing litigation. 2. During the term of this Agreement, if Company files and /or pursues an adversarial proceeding against the Corporation regarding this Agreement without first engaging in good faith mediation of the dispute, then, at the Corporation's option, all access to the funds provided for hereunder may be deposited with a mutually acceptable escrow agent that will deposit such funds in an interest bearing account until the resolution of such adversarial proceeding. 3. Under no circumstances will the funds received under this Agreement be used, either directly or indirectly, to pay costs or attorney fees incurred in any adversarial proceeding regarding this Agreement against either the Corporation or the City of Schertz. ARTICLE IX MISCELLANEOUS 1. Binding Agreement. The terms and conditions of this Agreement shall be binding on and inure to the benefit of the :Parties, and their respective successors and assigns. The Executive Director of the Corporation shall be responsible for the administration of this Agreement and shall have the authority to execute any instruments, duly approved by the Corporation, on behalf of the Parties related thereto. Notwithstanding any other provision of this Agreement to the contrary, performance of either Party under this Agreement is specifically contingent on Company obtaining a Certificate of Occupancy from the City of Schertz and commencing operations at the Facility under the terms of this Agreement. 2. Mutual Assistance. The Parties will do all things reasonably necessary or appropriate to carry out the terms and provisions of this Agreement and to aid and assist each other in carrying out such terms and provisions. 3. Representations and Warranties. The Corporation represents and warrants to Company that this Agreement is within their authority, and that they are duly authorized and empowered to enter into this Agreement, unless otherwise ordered by a court of competent jurisdiction. Company represents and warrants to the Corporation that it has the requisite authority to enter into this Agreement. 4. Assignment. Company shall have the right to assign all of its rights, duties, and obligations under this Agreement to a duly qualified third party with prior written approval of the Corporation. Any assignment provided for herein shall not serve to enlarge or diminish the obligations and requirements of this Agreement, nor shall they relieve Company of any liability to the Corporation including any required indemnity in the event that any Assignee hereof shall at any time be in Default of the terms of this Agreement. The Corporation may demand and receive 0 adequate assurance of performance including the deposit or provision of financial security by any proposed Assignee prior to its approval of an assignment. 5. Independent Contractors. (a) It is expressly understood and agreed by all Parties hereto that in performing their services hereunder, Company at no time will be acting as an agent of the Corporation and that all consultants or contractors engaged by Company respectively will be independent contractors of Company; and nothing contained in this Agreement is intended by the Parties to create a partnership or joint venture between the Parties and any implication to the contrary is hereby expressly disavowed the Parties hereto understand and agree that the Corporation will not be liable for any claims that may be asserted by any third party occurring in connection with services performed by Company respectively under this Agreement, unless any such claims are due to the fault of the Corporation. (b) By entering into this Agreement, except as specifically set forth herein, the Parties do not waive, and shall not be deemed to have waived, any rights, immunities, or defenses either may have, including the defense of parties, and nothing contained herein shall ever be construed as a waiver of sovereign or official immunity by the Corporation with such rights being expressly reserved to the fullest extent authorized by law and to the same extent which existed prior to the execution hereof. (c) No employee of the Corporation, or any board member, or agent of the Corporation, shall be personally responsible for any liability arising under or growing out of this Agreement. 6. Notice. Any notice required or permitted to be delivered hereunder shall be deemed delivered by actual delivery, or on the first business day after depositing the same in the hands of a reputable overnight courier (such as United States Postal Service, FedEx or UPS) and addressed to the Party at the address set forth below: If intended for SEDC: Schertz Economic Development Corporation Attention: Exec. Dir. of Economic Development 1400 Schertz Parkway Schertz, TX 78154 With a copy to: Denton, Navarro, Rocha, & Bernal, PC Attention: Charles E. Zech 251.7 North Main Avenue San Antonio, TX 78212 1.0 If to the Company: c/o Major Wire Attention: Alain Durand 225 North Montcalm Blvd Candiac (Quebec) J5R 3L6 Canada and c/o Major Wire Attention: Facility Manager 17745 Lookout Rd. Suite 130 Schertz, Texas 78154 With a copy to: McDonald Hopkins LLC Attention: Charles Zellmer 600 Superior Avenue East Suite 2100 Cleveland, OH 44114 If to the Guarantor: Tylinter, Inc. Attention: Randy Bakeberg 8570 Tyler Blvd Mentor oh 44060 Any Party may designate a different address at any time upon written notice to the other Parties. 7. Governmental Records. All invoices, records and other documents required for submission to the City pursuant to the terms of this Agreement are Governmental Records for the purposes of Texas Penal Code Section 3 7. 10 8. Governing Law. The Agreement shall be governed by the laws of the State of Texas, and the venue for any action concerning this Agreement (subject to the dispute resolution . mechanisms of Article VIII above) shall be in the Courts of Guadalupe County. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 9. Amendment. This Agreement may be amended by mutual written agreement of the Parties, as approved by the Board of Directors of the Corporation. 10. Legal Construction. In the event any one or more of the provisions contained in this Agreement shall, for any reason, be held invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect other provisions of this Agreement, and it is the intention of the Parties to this Agreement that, in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid, or unenforceable. 11. Interpretation. Each of the Parties has been represented by counsel of their choosing in the negotiation and preparation of this Agreement. Regardless of which Party prepared the initial draft of this Agreement, this Agreement shall, in the event of any dispute, whatever its meaning or application, be interpreted fairly and reasonably and neither more strongly for or against any Party. 12. Entire Agreement. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written agreement between the Parties that, in any manner, relates to the subject matter of this Agreement, except as provided for in any Exhibits attached hereto or duly approved amendments to this Agreement, as approved by the Board of Directors of the Corporation. 1.3. Paragraph Headings. The paragraph headings contained in this Agreement are for convenience only and will in no way enlarge or limit the scope or meaning of the various and several paragraphs. 14. Counterparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument. 15. Exhibits. Any Exhibits attached hereto are incorporated by reference for all purposes. 16. Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the Parties, as well as any rights and benefits of the Parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 17. Indemnification. COMPANY AGREES TO DEFEND, INDEMNIFY AND HOLD THE CORPORATION AND CITY, AND THEIR RESPECTIVE OFFICERS, AGENTS AND EMPLOYEES HARMLESS FROM AND AGAINST ANY AND ALL REASONABLE LIABILITIES, DAMAGES, CLAIMS, LAWSUITS, JUSTMENTS, ATTORNEY FEES, COSTS, EXPENSES AND ANY CAUSE OF ACTION THAT DIRECTLY RELATES TO ANY OF THE FOLLOWING: ANY CLAIMS OR DEMANDS BY THE STATE OF TEXAS THAT THE CORPORATION HAS BEEN ERRONEOUSLY OR OVER -PAID SALES AND USE TAX FOR ANY PERIOD DURING THE TERM OF THIS AGREEMENT AS A RESULT OF THE FAILURE OF COMPANY TO MAINTAIN A PLACE OF BUSINESS AT THE PROPERTY OR IN THE CITY OF SCHERTZ, OR AS A RESULT OF ANY ACT OR OMISSION OR BREACH OR NON - PERFORMANCE BY COMPANY UNDER THIS AGREEMENT EXCEPT THAT THE IMDEMNITY PROVIDED HEREIN SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE ACTION OR OMISSIONS OF THE CORPORATION OR CITY. THE PROVISIONS OF THIS SECTION ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY. IT BEING THE INTENTION OF THE PARTIES THAT COMPANY SHALL BE RESPONSIBLE FOR THE REPAYMENT OF ANY ANNUAL GRANTS PAID TO 12 COMPANY HEREIN THAT INCLUDES CITY SALES TAX RECEIPTS THAT THE STATE OF TEXAS HAS DETERMINED WAS ERRONEOUSLY PAID, DISTRIBUTED OR ALLOCATED TO THE CORPORATION. 18. Additional Instruments. The Parties agree and covenant to cooperate, negotiate in good faith, and to execute such other and further instruments and documents as may be reasonably required to fulfill the public purposes provided for and included within this Agreement. . 19. Force Majeure. Whenever a period of time is herein prescribed for action to be taken by the Company, the Company shall not be liable or responsible for, and there shall be excluded from the computation of any such period of time, any delays due to causes of any kind whatsoever which are caused by Force Majeure. Executed on this day of 2016. ME ME City Attorney SCHERTZ ECONOMIC DEVELOPMENT CORPORATION WE 1.3 Executed on this day of , 2016 COMPANY MAJOR WIRE TEXAS, INC., a Texas corporation By: _ Name: Title: By signing this Agreement, Guarantor acknowledges a supplemental agreement among the Parties in connection with the Guarantors' limited guaranty made on behalf of Company for the benefit of Corporation to secure the repayment of up to $100,000 in grant funds made as part of this Agreement, in the event of a default by Company. Guarantor certifies all required corporate actions have been taken to authorize the execution of this guaranty by Guarantor on behalf of Company. C 1•.• e. Tylinter Inc., an Ohio corporation By: _ Name: Title: 1.4 Exhibit A . , . , 1.5 Annual Certification Report Reporting Period: January 1 to December 31, 20_ The Annual Certification Report for the Economic Development Incentive Agreement between the City of Schertz Economic Development Corporation and , is due on February 15, 20_. Please sign and return the Annual Certification Report form with accompanying narrative. Project Information: Company's legal name: Project address subject to incentive: Company primary contact: Phone number: E -mail address: Title: Employment and Wage Information: Has the Company employed undocumented workers? 1-1 Yes ❑ No What is the total number of Full -time Employees located at the Schertz facility during the calendar year? What is the total Annual Payroll for the Schertz facility during the calendar year? Investment Information: What is the 20_ appraised ad valorem tax value for Tangible Personal Property? Narrative: A brief narrative explaining the current year's activities and/or any potential defaults has been provided? ❑ Yes ❑ No Employment: Total full -time employees: Total annual payroll: Number of full -time jobs added in past year: Number of employees that live in Schertz, Texas: Interested in being contacted about workforce training opportunities? ❑ Yes ❑ No Interested in being contacted for assistance with City permits? []Yes ❑ No 16 I certify that, to the best of my knowledge and belief, the information and attachments provided herein are true and accurate and in compliance with the terms of Economic Development Incentive Agreement. I further certify that the representations and warranties contained within the Agreement remain true and correct as of the date of this Certification, and Major Wire Texas, Inc. remakes those representations and warranties as of the date hereof. I further certify that the employment and wage information provided is true and accurate to the best of my knowledge and I can provide documentation from the Texas Workforce Commission to support my claim if so requested. I understand that this Certificate is being relied upon by the SEDC in connection with the expenditure of public funds. I have the legal and express authority to sign this Certificate on behalf of Major Wire Texas, Inc. Name of Certifying Officer Phone Number Certifying Officer's Title E -Mail Address Signature of Certifying Officer Date STATE OF TEXAS X COUNTY OF GUADALUPE X This information was acknowledged before me on this day of by [first and last name] , [title] for Major Wire Texas, Inc., a Texas corporation, on behalf of said agency. Notary Public, State of Texas Notary's typed or printed name My commission expires The Annual Certification Report is to be completed, signed and returned on or before February 15, 20. Please send an original to the following address: Attention: Executive Director City of Schertz Economic Development Corporation 1400 Schertz Parkway, Bldg. No. 2 Schertz, TX 78154 17 910 CITY COUNCIL MEMORANDUM City Council Meeting: February 2, 2016 Department: Engineering Subject: Resolution No. 16 -R -06 - A Resolution by the City of Schertz authorizing additional expenditures with Ford Engineering, Inc., totaling no more than $21,151.89 for consulting tasks during the remainder of the 2015 -16 Fiscal Year. BACKGROUND Ford Engineering was awarded a three -year agreement for On -Call Engineering Services via Resolution 14 -R -55. The City's practice is to seek authorization from Council when expenditures with a vendor exceed $50,000 in one fiscal year. The City has already contracted with Ford Engineering, Inc., for various projects totaling $359,794 which the City Council has already approved. These include two major projects and several minor consulting tasks with Ford Engineering in the 2014 -15 Fiscal Year. Many of these projects carried over to the 2015 -16 Fiscal Year and the expenditures will be charged accordingly. Additionally, the Engineering Department has a periodic need for engineering and /or surveying services with very limited scope. It is desired that Staff have the ability to request consulting services to be provided and invoiced on an hourly basis as needed. Below are a list of major projects and minor consulting tasks that have been approved: Approved Projects Approval Date Amount Status Balance Admin Building Drainage 4/17/2015 South Elevated Tank (Corbett) 6/9/2015 SARA Dual CCN Wastewater 5/27/2015 Northcliffe Phase III Waterline 12/8/2015 Clean Up CCN Wastewater 8/12/2015 Live Oak Water Pump Upgrades 12/15/2014 Town Creek Sewer Phase III 4/23/2013 $2,740 Complete $0 $227,1.86 In Process $107,036.1.1 $3,200 Complete $0 $67,1.43 In Process $67,143 $4,000 Complete $0 $6,995 In Process $3,304 $48,530 In Process $1,365 Staff wishes to contract with Ford Engineering, Inc. for the following two projects: Proposed Projects Approval Date Amount Status Balance Parklands CCN Transfer Pending $3,200 Pending $3,200 Schertz Housing Drainage Pending $1,843 Pending $1,843 The total of projects that have been approved and are proposed equals $364,837. Of the already approved projects, $178,848.11 is still to be paid. Staff is requesting approval for additional expenditures totaling no more than $21,151.89 to allow for the City to contract with Ford Engineering, Inc. for the two proposed projects which total $5,043 and to have the ability to contract with Ford Engineering, Inc. for an additional $16,1.08.89 for unexpected minor consulting tasks that may arise during this fiscal year. GOAL To obtain authorization from City Council to contract with Ford Engineering, Inc., to provide additional professional engineering and /or surveying services in an amount not to exceed $21,151.89. COMMUNITY BENEFIT Because of Ford's history with and knowledge of City infrastructure and processes, the company can provide the necessary assistance with a limited amount of Staff direction and therefore delivers a high level of value for these types of tasks. SUMMARY OF RECOMMENDED ACTION Staff recommends that Council authorize Staff to continue to utilize Ford Engineering, Inc., for additional hourly consulting engineering and surveying services as needed for the remainder of Fiscal Year 2015 -16 in an amount not to exceed an additional $21,151.89. FISCAL IMPACT Funds are budgeted and available for the additional not to exceed amount of $21,151.89 for pre - approved major projects, pending minor consulting projects, and future minor consulting project. ATTACHMENTS Resolution 16 -R -06 RESOLUTION NO. 16 -R -06 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING ADDITIONAL EXPENDITURES WITH FORD ENGINEERING, INC., TOTALING NO MORE THAN $21,151.89 FOR CONSULTING TASKS DURING THE REMAINDER OF THE 2015 -2016 FISCAL YEAR AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City of Schertz (the "City ") requires professional engineering and surveying services for the completion of various separate and unrelated tasks; and WHEREAS, City staff has determined that Ford Engineering, Inc., is qualified to provide such services for the City; and WHEREAS, the City has already contracted with Ford Engineering, Inc. for projects in process or recently completed totaling approximately $360,000; and WHEREAS, Ford Engineering, Inc., is an approved On -Call Engineering Service for the City of Schertz; and WHEREAS, the City Council authorizes City Staff to request the completion of a variety consulting tasks by Ford Engineering, Inc., to be invoiced in an amount not to exceed $21,151.89 for the remainder of Fiscal Year 2015 -2016. 1C301189 MON KFA a 02 *,I'm InoI quo llWK0 6111\[ 41I we] 0011w eaWKS) ale laI"71M11�►i�G THAT: Section 1. The City Council hereby authorizes the City Manager to execute and deliver the Agreements with Ford Engineering, Inc., in substantially the form set forth on Exhibit A. Services will be provided for a variety of major projects and minor consulting tasks and expenditures shall not exceed an additional $21,151.89 for the remainder of Fiscal Year 201.5 -2016. 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. 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 2nd day of February, 2016 ATTEST: Brenda Dennis, City Secretary (CITY SEAL) CITY OF SCHERTZ, TEXAS Michael R. Carpenter, Mayor -2- Agenda No. 9 lei I M401"LlueI Ed 1 010 [Q T.110111/lu l City Council Meeting: February 2, 2016 Department: Subject: BACKGROUND City Manager Resolution No. 16 -R -07 Interlocal Water Supply Contract The City has negotiated a four -party agreement with Seguin, the Schertz /Seguin Local Government Corporation ( SSLGC), and the City of Selma regarding the sale of SSLGC water to the City of Selma. The SSLGC Board has approved the contract (January 21, 2016) and the City of Selma approved the contract, as well (January 14, 2016). Goal To approve the Interlocal Water Supply Contract attached to the attached Resolution as Exhibit A. Community Benefit The SSLGC has an existing Mutual Regional Water Supply Contract with the City of Selma for 800 ac- ft /yr. The new contract will be for an additional 250 ac- ft /yr. The City of Selma will pay the same O & M Rate and Water Lease Rate as the Cities of Schertz and Seguin under this contract, as well as, a pro -rated debt service, which will be based on the contract amount of the 250 ac -ft /year. Summary of Recommended Action Staff recommends approval of the Resolution approving the Interlocal Water Supply Contract. FISCAL IMPACT No Fiscal Impact. RECOMMENDATION Staff recommends approval. ATTACHMENT Resolution 16 -R -07 Interlocal Water Supply Contract RESOLUTION NO. 16 -R -07 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING A INTERLOCAL WATER SUPPLY CONTRACT, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff of the City of Schertz (the "City ") has recommended that the City enter into a Interlocal Water Supply Contract (the "Contract ") with the City of Seguin, the Schertz /Seguin Local Government Corporation (the "SSLGC "), and the City of Selma relating to the sale of SSLGC water; and WHEREAS, the City Council has determined that it is in the best interest of the City to contract with Seguin, the SSLGC, and the City of Selma pursuant to the Contract attached hereto as Exhibit A. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS Section 1. The City Council hereby authorizes the City Manager to execute and deliver the Contract with Seguin, the SSLGC, and the City of Selma in substantially the form set forth on Exhibit A. 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. Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. 50381114.1 PASSED AND ADOPTED, this 2nd day of February, 2016. . CITY OF SCHERTZ, TEXAS Mayor City Secretary (CITY SEAL) 50381114.1 EXHIBIT A 50381114.1 A -1 WHEREAS, the Cities, pursuant to Subchapter D of Chapter 431 (Sections 431.101-431-109) of the Texas Transportation Code and other applicable law, have authorized the creation of the Corporation for the purposes set forth in the Corporation's Articles of Incorporation, including the issuance of bonds to finance the costs of the water utility system; and WHEREAS, each of the Cities and the Corporation have entered into a contract entitled "Regional Water Supply Contract," dated November 15, 1999 (the "Corporatibn/City Contract") which unconditionally obligates each of the Cities to pay one-half of the debt service on the Corporation's bonds and entities each of the Cities to one-half of the water provided by the Corporation; and WHEREAS, in order to deliver the water to which the Cities are entitled under the Co rpo ratio n/City Contract and to other potential purchasers on a regional basis, the Corporation has constructed facilities, lines, booster pumps, treatment facilities, and other appurtenances, acquired interests in property, and acquired regulatory approvals for the production of groundwater (the "Water System"); and WHEREAS, the Cities and the Corporation have determined that the Corporation's Water System capacity can be increased by developing additional sources of water, along With related production, treatment, and transportation facilities; and ARTICLE I DEFINITIONS; INTERPRETATIONS; AND EXISTING CONTRACTS Section 1.01. Definitions. Capitalized words and phrases shall have the meanings assigned to them in the Corporation/City Contract, unless the context clearly requires otherwise. Section 1.02. Interpretation. The caption headings of this Contract are for reference purposes only and shall not affect its interpretation in any respect. This Contract and all the terms and provisions shall be liberally construed to effectuate the purpose set forth herein and to sustain the validity of this Contract. I Contracts, but Customer shall not be obligated to pay the Annual Payment except as part of the rate paid to Corporation as provided by this Contract. Customer expressly qcknowledges that it will take no action to adversely affect the tax-exempt status of the Corporation's bonds. ARTICLE 11 NTENTIONALLY LEFT BLANK 2IT M, Section 3.01. Connection. Subject to the terms and conditions of this Contract, the Corporation will allow Customer to connect Customers water system to the Cor•oration's Water System at the Point A'- Section 3.02, Delive . the Corporation will deliver to Customer t e wa er at is subject to the terms and conditions of this Contract at (or through) the Point of Delivery. ,a or* n Si il I I * - IS !III lli!llsz�� Section 3.07. Water Conservation, Drought Contingency, and other Required Plans. Customer shall cooperate with and assist Corporation in its efforts to develop and implement plans, programs, and rules to promote practices, techniques, and technologies that will reduce the consumption of water, reduce the loss or waste of water, or improve the efficiency in use of water. Corporation's obligations under this I em of the effective date • this Contract. Customer will not supply water, directly or indirectly, to any other person (as defined by state law) who resells the water. Section 3.12. Air Gap. The water delivered by the Corporation to the Customer will be delivered through an air gap into Customer's storage tank as required by TCEQ rules. ARTICLE IV Section 4.01. Connection Fee. Customer shall not be obligated to pay a connection fee. b. Surcharge. If at any time during any day, the rate of withdrawal exceeds the allowed annual maximum rate specified in Section 3.03 of this Contract, the charge for the water taken shall be two times the then-applicable per thousand gallons, plus any charge or penalty imposed by any groundwater conservation district. c. The first 800 acre-feet of water delivered by the Corporation to Customer during the Corporation's fiscal year shall be allocated to existing contract between the Corporation and the Customer dated August 29, 2003. • KOM A. The rate paid by Customer to Corporation shall equal the rate paid by Schertz to the Corporation for the water from the same source of supply as the water supplied by Corporation under this Contract, plus a proportionate share of the debt I 6*141kyj 4 i =0 MW W UeWS Ufff U I e V41 a 1 11711 a I ITT III d Mi U I d L'U-'VT rl IS MHIILLCV LI@7Aj!@FIV during the same billing period, plus a fee to be collected by the Corporation and paid to Schertz for wheeling the Customer's water through Schertz. Section 4.04. Due Date. The monthly charges for a month shall be paid in full *n or before the twentieth day of the next month. ■ x T I Section 5.02. No Surviving Obligations. Upon termination, neither Customer nor Corporation will have any obligation to the other, except for payments due by the Customer to the Corporation at the time of termination. ARTICLE VI Section 6.01. Unit of Measurement. The unit of measurement for wat delivered hereunder shall be 1,000 gallons of water, U. S. Standard Liquid Measure. I I any such calibration is to be made and a representative of the Customer is not present at the A i the Corporation may proceed with calibration and adjustment in the absence of any representative of the Customer. If Customer requests Corporation to test the Corporation's meter, either more frequently than once every year required by this Section or because the Corporation's meter and the Customer's check meter show different readings, the Customer will pay the cost of the test if the test shows that the meter is accurate (within accuracy limits as established in AWWA Manual 6 — Testing of Meters), but if the test shows that the .1n meter is not accurate (in excess of accuracy limits as established in AWWA Manual 6 — Testing of Meters), then Corporation will pay the costs for conducting the test. Section 7.01. Participation by the Parties. The parties to this Contract each represents to the others that it is empowered by law to execute this Contract and other agreements and documents as are or may hereafter be required to accomplish the same; and that its execution of this Contract have been duty authorized by action of its g,overning body. Section 7.03. Modification. No change, amendment, or modification of this Contract shall be made or be effective that will affect adversely the prompt payment when due of all money required to be paid by the Customer under the terms of this Contract. 44 received by the party to be notified. For the purposes of notice, the addresses of th4 parties shall, until changed as hereinafter provided, be as follows: UEE��� Manager Schertz/Seguin Local Government Corporation P.O. Box 833 Seguin, Texas 78156-0833 City tYlanager City of Seguin, Texas 210 East Gonzales Seguin, Texas 78155 The Corporation, the Customer, and the Cities hereto shall have the right from time to time and at any time to change their respective addresses and each shall hav-. the right to specify as its address any other address by at least fifteen (15) days' written notice to the other parties. 0 Section 7.10. Entire Contract. This Contract, constitutes the entire agreement among the parties with respect to the matters described herein. Section 7.11. Applicable Law. This Contract shall be governed by and construed in accordance with the laws of the State of Texas, and the obligations, rights, 4 I"Z and remedies of the parties hereunder shall be determined in accordance with such laws without reference to the laws of any other state or jurisdiction, except for applicable federal laws, rules, and regulations. Section 7.12. Counterparts. This Contract may be executed in counterparts, each of which shall be an original and all of which together shall constitute but one and the same instrument. Section 7.13. Officers and Agents. No officer or agent of Corporation and the Cities, or Customer is authorized to waive or modify any provision of the Contract. No modifications to or rescission of this Contract may be made except by a written documents signed by Corporation's, the Cities', and Customers authorized representatives. Section 7.14. Recitals. The Cities, the Customer, and the Corporation agre6 that the recitals in this Contract are true and correct and are incorporated into the terms of this Contract. Section 7.15. Approval by Parties. Attached as Exhibit "A" are the offici actions of Schertz, Seguin, and the Corporation evidencing approval of and consent tl* this Contract as required by the terms of the Corporation/City Contract. 0 Section 7.16. Condition Precedents. The Corporation's, Schertz and Seguin's obligations in this Contract are contingent upon approval of this Contract by the Corporation, Schertz, and Seguin. IN WITNESS WHEREOF, the parties hereto acting under authority of their respective governing bodies have caused this Contract to be duly executed as of the day and year first above written. 1\1 M 0 0 In 0