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Home My WebLink About2025 0107Agenda Item No:1.5 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Joe Perez Submitting Department: General Admin Item Type: Presentation Agenda Section: Subject: Receive a presentation from The Colony Chamber of Commerce. (Perez) Suggested Action: Attachments: 5 Agenda Item No:1.6 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Discussion Agenda Section: Subject: Items of Community Interest Suggested Action: Attachments: 6 Agenda Item No:1.7 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: Parks & Recreation Item Type: Announcement Agenda Section: Subject: Receive presentation from Parks and Recreation regarding upcoming events and activities. (Hancock) Suggested Action: Attachments: 7 Agenda Item No:3.1 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Discussion Agenda Section: Subject: Council to provide direction to staff regarding future agenda items. (Council) Suggested Action: Attachments: 8 Agenda Item No:4.1 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Minutes Agenda Section: Subject: Consider approving City Council Regular Session meeting minutes from December 3, 2024. (Stewart) Suggested Action: Attachments: December 3, 2024 DRAFT Minutes.docx 9 1 These items are strictly public service announcements. Expressions of thanks, congratulations or condolences; information regarding holiday schedules; honorary recognition of city officials, employees or other citizens; reminders about upcoming events sponsored by the City or other entity that are scheduled to be attended by a city official or city employee. No action will be taken and no direction will be given regarding these items. MINUTES OF THE CITY COUNCIL REGULAR SESSION HELD ON DECEMBER 3, 2024 The Regular Session of the City Council of the City of The Colony, Texas, was called to order at 6:32 p.m. on the 3 rd day of December 2024, at City Hall, 6800 Main Street, The Colony, Texas, with the following roll call: Richard Boyer, Mayor Judy Ensweiler, Deputy Mayor Pro Tem Robyn Holtz, Councilmember Brian Wade, Councilmember Dan Rainey, Councilmember Perry Schrag, Mayor Pro Tem Joel Marks, Councilmember Present Present Present Present Present Present Present And with 7 councilmembers present a quorum was established and the following items were addressed: 1.0 ROUTINE ANNOUNCEMENTS, RECOGNITIONS and PROCLAMATIONS 1.1 Call to Order Mayor Boyer called the meeting to order at 6:32 p.m. 1.2 Invocation Reverend Taylor Smith with First United Methodist Church delivered the invocation. 1.3 Pledge of Allegiance to the United States Flag The Pledge of Allegiance to the United States Flag was recited. 1.4 Salute to the Texas Flag Salute to the Texas Flag was recited. 1.5 Items of Community Interest 1.5.1 Receive presentation from Parks and Recreation regarding upcoming events and activities. Community Services Director, Jackie Kopsa, provided upcoming events and activities to the Council. Councilman Marks arrived at 6:35 p.m. 2.0 CITIZEN INPUT Allen Harris, 4573 Shadowridge, spoke concerning Light The World Giving Machine community events. 10 City Council – Regular Meeting Agenda November 19, 2024 Page| 2 3.0 WORK SESSION 3.1 Receive an update concerning the 2024 tool-lending program. Deputy City Manager, Joe Perez, introduced Community Outreach Officer, Danny Dill, to present this item to Council. Mr. Dill provided an overview concerning the 2024 tool-lending program. 3.2 Discuss amending the Code of Ordinance, Chapter 6, Section 6-261(j), "Flags and Flagpoles. Deputy City Manager, Joe Perez, provided an overview on this item. Council provided discussion and provided direction to move forward with amendment options. 3.3 Council to discuss the formation of a Charter review committee. Mayor provided an overview on this item. Recommendations of appointments were made as follows: Three councilmembers - Councilmember Perry Schrag, Councilmember Dan Rainey and possibly Mayor Richard Boyer. The remaining councilmembers will appoint someone to serve on the committee. City Staff, City Manager, Troy Powell and Deputy City Manager, Brant Shallenburger will participate as moderators. 3.4 Council to provide direction to staff regarding future agenda items. None. 4.0 CONSENT AGENDA Motion to approve all items from the Consent Agenda with the exception of Agenda Item Nos. 4.3, 4.5 and 4.9 for separate consideration- Ensweiler second by Rainey, motion carried with all ayes. 4.1 Consider approving City Council Regular meeting minutes from November 19, 2024. 4.2 Consider approving a resolution authorizing the City Manager to issue a purchase order to Dallas Desk in the amount of $195,574.84 for office furniture for the Police Department. (Shallenburger) 11 City Council – Regular Meeting Agenda November 19, 2024 Page| 3 RESOLUTION NO. 2024-105 4.3 Consider approving a resolution authorizing the City Manager to issue a purchase order to Furniture Solution Now in the amount of $443,189.69 for new City Hall furniture. Deputy City Manager, Brant Shallenburger, provided an overview to Council on the proposed resolution. Councilman Marks left the room during discussion and voting of said item. Motion to approve-Ensweiler; second by Holtz, motion carried with all ayes with the exception of Marks abstaining from the vote. RESOLUTION NO. 2024-106 4.4 Consider approving an ordinance authorizing an exception to the Code of Ordinances Section, 6-192, (a) & (b) to allow fireworks at 12:01 am on January 1, 2025 at Grandscape Lifestyle Center, 5752 Grandscape Boulevard. ORDINANCE NO. 2024-2586 4.5 Consider approving a resolution authorizing the City Manager to participate in and execute any appropriate documentation related to the Kroger Texas Opioid Settlement brought by the State of Texas. Security Advisor, Brett Beene, provided an overview on the proposed resolution. Council provided discussion on this item. Motion to approve-Ensweiler; second by Marks, motion carried with all ayes. RESOLUTION NO. 2024-107 4.6 Consider approving a resolution authorizing the City Manager to issue a purchase order to Tyler Technologies Inc. in the amount of $138,750.29 for ongoing annual maintenance costs of police records management software. RESOLUTION NO. 2024-108 4.7 Consider approving a resolution authorizing the Mayor to execute an Interlocal Cooperation Agreement with Denton County in the amount of $32,094.00 for the 12 City Council – Regular Meeting Agenda November 19, 2024 Page| 4 City of The Colony to provide fire protection and emergency ambulance services beginning October 1, 2024 through September 30, 2025. RESOLUTION NO. 2024-109 4.8 Consider approving a resolution authorizing the City Manager to reject all bids for the Rectangular Rapid Flashing Beacons (RRFBs) Crosswalk Project. RESOLUTION NO. 2024-110 4.9 Consider approving a resolution authorizing the City Manager to execute an Engineering Services Contract in the amount of $118,190.00 with Halff Associates, Inc. to prepare construction plans and specifications for the Bill Allen Stream Bank Stabilization Project. Director of Engineering, Ron Hartline, provided an overview on this item to Council. Motion to approve-Ensweiler; second by Wade, motion carried with all ayes. RESOLUTION NO. 2024-111 5.0 REGULAR AGENDA ITEMS 5.1 Discuss and consider ordinances adopting revisions to The Colony Drought Contingency Plan. Assistant City Manager, Tim Miller, presented the proposed item to Council. ORDINANCE NO. 2024-2587 ORDINANCE NO. 2024-2588 5.2 Discuss and consider approving a resolution authorizing the City Manager to execute a Construction Services Contract in the amount of $2,226,878.00 with VLEX Construction, LLC. for the Phase 13B-2 Lebanon Road Concrete Panel Replacement Project. (Hartline) Engineering Director, Ron Hartline, presented the proposed ordinance to Council. Council provided discussion on the item. Motion to approve-Schrag; second by Wade, motion carried with all ayes. RESOLUTION NO. 2024-112 13 City Council – Regular Meeting Agenda November 19, 2024 Page| 5 5.3 Discuss and consider approving the City Council meeting schedule for 2025. Motion to approve–Schrag; second by Marks, motion carried with all ayes. 5.4 Discuss and elect Mayor Pro Tem and Deputy Mayor Pro Tem according to the Code of Ordinances, Chapter 2, Section 2-4 (b). Motion to approve the nominations of Judy Ensweiler as Mayor Pro Tem and Joel Marks as Deputy Mayor Pro Tem–Schrag; second by Holtz, motion carried with all ayes. 5.5 Discuss and consider making appointments to the Tax Increment Reinvestment Zone Number One Board of Directors. Motion to approve the reappointments of members Place 1 through Place 5-Marks; second by Ensweiler, motion carried with all ayes. 5.6 Discuss and consider appointing a member of the Tax Increment Reinvestment Zone Number One Board of Directors to serve as Chairman for a one-year term. Motion to approve the reinstatement of the chair, Mayor Boyer–Ensweiler; second by Marks, motion carried with all ayes. 5.7 Discuss and consider making appointments to the Tax Increment Reinvestment Zone Number Two Board of Directors. Motion to approve the reappointments of members Place 4 through Place 7–Ensweiler; second by Wade, motion carried with all ayes. 5.8 Discuss and consider appointing a member of the Tax Increment Reinvestment Zone Number Two Board of Directors as Chairman for a one-year term. Motion to approve the reinstatement of the chair, Mayor Boyer–Ensweiler; second by Wade, motion carried with all ayes. 5.9 Discuss and consider making appointments to the Local Development Corporation Board of Directors. 14 City Council – Regular Meeting Agenda November 19, 2024 Page| 6 Motion to approve the reappointments of members Place 1 through Place 5–Ensweiler; second by Marks, motion carried with all ayes. 5.10 Discuss and consider appointing a member of the Local Development Corporation Board of Directors to serve as Chairman for a one-year term. Motion to approve the reinstatement of the chair, Mayor Boyer–Marks; second by Ensweiler, motion carried with all ayes. 5.11 Discuss and consider making appointments to the Hotel Development Corporation Board of Directors. Motion to approve the reappointments of members Place 1 through Place 5–Marks; second by Ensweiler, motion carried with all ayes. 5.12 Discuss and consider appointing a member to the Hotel Development Corporation Board of Directors to serve as Chairman for a one-year term. Motion to approve the reinstatement of the chair, Mayor Boyer –Marks; second by Ensweiler, motion carried with all ayes. 5.13 Appointment of Council Liaisons to various city boards, commissions and committees. Mayor Boyer announced the reappointment of all sitting Council Liaisons. 5.14 Discuss and consider rescheduling or canceling the December 19, 2023 City Council meeting (Observance of Christmas) and provide direction to staff. Motion to cancel the December 17, 2024 City Council meeting (Observance of Christmas)– Schrag; second by Marks, motion carried with all ayes. Executive Session was convened at 7:51 p.m. 6.0 EXECUTIVE SESSION 6.1 A. Council shall convene into a closed executive session pursuant to Sections 551.072 and 551.087 of the Texas Government Code to deliberate regarding purchase, exchange, lease or value of real property and commercial or financial information the city has received from a business prospect(s), and to deliberate the offer of a financial or other incentive to a business prospect(s). Regular Session was reconvened at 8:10 p.m. 15 City Council – Regular Meeting Agenda November 19, 2024 Page| 7 7.0 EXECUTIVE SESSION ACTION 7.1 A. Any action as a result of executive session regarding purchase, exchange, lease or value of real property and commercial or financial information the city has received from a business prospect(s), and the offer of a financial or other incentive to a business prospect(s). No Action ADJOURNMENT With there being no further business to discuss, the meeting adjourned at 8:12 p.m. APPROVED: __________________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: _____________________________________ Tina Stewart, TRMC, CMC, City Secretary 16 Agenda Item No:4.2 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Ordinance Agenda Section: Subject: Consider approving an ordinance budget amendment to supplement the approved FY 24-25 General Fund in the amount of $34,193.87 to cover the November 5, 2024 General Election expense invoice. (Stewart) Suggested Action: The Election Expense budget line #100-620-6222 is currently set at $15,000. A budget amendment to increase this budget in the amount of $34,193.87 to cover this election expense invoice for $49,193.87. Attachments: November Election The Colony Invoice.pdf November 5, 2024 General Election Budget Amendment.pdf Ord. 2025-XXXX General Election Expense Budget Amendment.docx 17 CONTRACT FOR ELECTION SERVICES ELECTION DATE:2024-11-05 POLITICAL SUBDIVISION:THE COLONY Election Multiplier =0.037809134 BILLED # OF ELECTION DAY POLLS:3.114047201 Cost Election Election Your Your Category Units or description Per Unit Estimate Actual Estimate Actual General GEN - Verity Build Usage $12,230.00 $12,230.00 $750.00 $750.00 GEN - EVBB $50,000.00 $68,607.68 $1,890.46 $2,594.00 GEN - Legal Notices $49.44 $49.44 $1.87 $1.87 GEN - Temporary Support Staff $125,000.00 $152,710.93 $4,726.14 $5,773.87 GEN - Election Dept Staff Overtime $0.00 $0.00 $0.00 $0.00 GEN - Early Voting Emergency Kit $1,155.60 $385.20 $43.69 $14.56 GEN - Translation Services $0.00 $0.00 $0.00 $0.00 GEN - Live Feed Camera Licensing $125.00 $125.00 $4.73 $4.73 GEN - Security Officers $1,125.00 $1,050.00 $42.54 $39.70 Category Subtotal $189,685.04 $235,158.25 $7,459.42 $9,178.72 Early Voting EV - Location Rental/Custodial $7,869.94 $9,975.00 $0.00 $0.00 EV - Ballots $96,489.74 $48,559.94 $828.62 $1,081.54 EV - Poll Pad Paper $0.007 $1,486.17 $2,585.51 $44.62 $58.24 EV - Election Supply Carrier $2,515.00 $135,810.00 $135,810.00 $1,257.50 $1,257.50 EV - Equipment Delivery/Pick Up Fee $225.00 $11,925.00 $12,375.00 $112.50 $112.50 EV - Blue Tamper Evident Seals $0.003 $0.65 $0.65 $0.01 $0.01 EV - Barcoded Seals $5.36 $289.44 $289.44 $2.68 $2.68 EV - Mifi Usage $71.98 $3,886.92 $3,886.92 $35.99 $35.99 EV - PPE Kit $19.16 $1,034.64 $1,034.64 $9.58 $9.58 EV - Non-Barcoded Seals - 12 days $0.17 $844.56 $1,119.96 $7.82 $10.37 EV - Security $75.00 $18,000.00 $11,550.00 $0.00 $0.00 EV - Verity Thermal Paper $18.00 $972.00 $972.00 $9.00 $9.00 Category Subtotal $278,609.06 $228,159.06 $2,308.32 $2,577.40 18 Absentee ABS - Mail Ballots $2.40 $28,264.63 $34,661.02 $322.08 $552.00 Category Subtotal $28,264.63 $34,661.02 $322.08 $552.00 Election Day ED - Emergency Kit $310.80 $155.40 $6.20 $3.10 ED - Ballots $96,489.74 $9,024.60 $828.62 $221.85 ED - Location Rental/Custodial $3,150.00 $8,881.00 $0.00 $0.00 ED - Poll Pad Paper $0.007 $1,486.17 $476.07 $44.62 $11.95 ED - Election Supply Carrier $2,515.00 $367,190.00 $367,190.00 $7,831.83 $7,831.83 ED - Equipment Delivery/Pick Up Fee $225.00 $32,850.00 $33,750.00 $700.66 $700.66 ED - Blue Tamper Evident Seals $0.003 $1.75 $1.75 $0.04 $0.04 ED - Barcoded Seals $5.36 $782.56 $782.56 $16.69 $16.69 ED - Non-Barcoded Seals $2.21 $322.66 $322.66 $6.88 $6.88 ED - Mifi Usage $71.98 $10,509.08 $10,509.08 $224.15 $224.15 ED - PPE Kit $19.16 $2,797.36 $2,797.36 $59.67 $59.67 ED - Security $75.00 $8,550.00 $9,221.32 $0.00 $488.71 ED - Verity Thermal Paper $3.60 $525.60 $525.60 $11.21 $11.21 Category Subtotal $524,965.72 $443,637.40 $9,730.56 $9,576.72 Provisional PRV- Provisional Ballots $150.00 $2,139.96 $5.67 $38.96 Category Subtotal $150.00 $2,139.96 $5.67 $38.96 Personnel Early Voting Poll Workers $24.00 $972,000.00 $1,169,867.27 $9,000.00 $15,408.69 Election Day Poll Workers $24.00 $278,400.00 $323,196.56 $5,978.97 $7,389.21 Category Subtotal $1,250,400.00 $1,493,063.83 $14,978.97 $22,797.90 Total Election Expenses ELECTION SUBTOTAL:$2,272,074.45 $2,436,819.52 $34,805.02 $44,721.70 Flat fees $2,250.00 $2,250.00 $0.00 $0.00 County Election Services Contract Administration Fee (10%)$227,207.44 $243,681.95 $3,480.50 $4,472.17 19 TOTAL COST OF ELECTION:$2,501,531.89 $2,682,751.47 $38,285.53 $49,193.87 Additional Charges 20 21 CITY OF THE COLONY, TEXAS ORDINANCE NO. 2025 - _________ AMENDING THE FISCAL YEAR 2024-2025 BUDGET AN ORDINANCE AMENDING ORDINANCE 2024-2577, ADOPTING THE FISCAL YEAR 2024-2025 BUDGET OF CITY OF THE COLONY, TEXAS BY REALIGNING BUDGETS AS SET FORTH HEREIN; PROVIDING FOR INCORPORATION OF PREMISES; PROVIDING FOR THE ADOPTION OF THIS ORDINANCE AMENDING THE FISCAL YEAR 2024-2025 BUDGET FORTHE GENERAL FUND OF THE CITY OF THE COLONY; PROVIDING THAT THIS ORDINANCE SHALL BE CUMULATIVE OF ALL ORDINANCES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING FOR A SAVINGS CLAUSE; AND NAMING AN EFFECTIVE DATE. WHEREAS, the Council of the City of The Colony is conducting business pursuant to a budget for fiscal year 2024-2025, heretofore previously adopted by Ordinance No. 2024-2577 on the 17th day of September, 2024; and WHEREAS, Section 102.010 of the Texas Local Government Code authorizes the governing body of a municipality to make changes in the budget for municipal purposes; and WHEREAS, the City of The Colony finds it in the best interest of the City to supplement the approved FY24-25 General Fund in the amount of $34,193.87 to cover the November 5, 2024 General Election expense invoice; and WHEREAS, the City Council has reviewed the budget and has determined that a valid municipal purpose is served by such budget increases and reallocation of funds. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1. INCORPORATION OF PREMISES The above and foregoing premises are incorporated into the body of this Ordinance as if copied herein in their entirety. SECTION 2. 22 2 AMENDMENT AND ADOPTION That the General Fund budget for the fiscal year ending September 30, 2024 heretofore previously adopted by Ordinance 2024-2577 duly enacted by the City Council of the City of The Colony on the 17th day of September, 2024, be and is hereby amended as set forth herein, which amendment is hereby, in all respects, finally approved and adopted as so changed; and the same shall be hereby filed with the City Secretary of the City of The Colony. SECTION 3. BUDGET INCREASES That the 2024-25 General Fund budget revenue is to be supplemented by an amount not to exceed $34,193.87. SECTION 4. CUMULATIVE CLAUSE This Ordinance shall be cumulative of all provisions of Ordinances of the City of The Colony, Texas except where the provisions of this Ordinance are in direct conflict with the provisions of such Ordinances, in which event the conflicting provisions of such Ordinances are hereby repealed. SECTION 5. SEVERABILITY CLAUSE It is hereby declared to be the intention of the City Council of The City of The Colony that the phrases, clauses, sentences, paragraphs, and sections of this Ordinance are severable, and if any phrase, clause, sentence, paragraph, or section of this Ordinance should be declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs, or sections of this Ordinance, since the same would have been enacted by the City Council without incorporation in this Ordinance of any such unconstitutional phrase, clause, sentence, paragraph, or section. SECTION 6. SAVINGS CLAUSE All rights and remedies of the City of The Colony are expressly saved as to any and all violations of the provisions of any Ordinances affecting budgets, budget approval or adoption, which have accrued at the time of the effective date of this Ordinance; and, as to such accrued violations and all pending litigation, both civil and criminal, whether pending in court or not, under such Ordinances, same shall not be affected by this Ordinance but may be prosecuted until final disposition by the courts. SECTION 7. 23 3 EFFECTIVE DATE This Ordinance shall be in full force and effect from and after its date of passage. DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, ON THIS THE 7th DAY OF JANUARY 2025. __________________________________ Richard Boyer, City Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: Jeffrey L. Moore, City Attorney 24 Agenda Item No:4.3 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: General Admin Item Type: Resolution Agenda Section: Subject: Consider approving a resolution appointing Stephen Christo as the alternate to the City of The Colony's Denton County Transit Authority Representative. (Maurina) Suggested Action: Attachments: Res. 2025-xxx DCTA Appointment for unexpired term.docx 25 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _________ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPOINTING AN ALTERNATE REPRESENTATIVE TO THE BOARD OF DIRECTORS OF THE DENTON COUNTY TRANSPORTATION AUTHORITY FOR THE UNEXPIRED TERM THROUGH NOVEMBER 2026; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE. WHEREAS,House Bill 3323, which became effective September 1, 2001, enables a County to create a coordinated county transportation authority to provide public transportation and transportation-related services; and WHEREAS,the City Council of the City of The Colony, Texas, previously appointed Joe Perez as the City of The Colony’s alternate representative to the Denton County Transportation Authority; and WHEREAS,the City Council of the City of The Colony, Texas, now desires to appoint Stephen Christo to fill the position previously held by Joe Perez for the unexpired term through November 2026. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1.The City Council of the City of The Colony, Texas, now desires to appoint Stephen Christo to fill the position previously held by Joe Perez to the Denton County Transportation Authority Board for the unexpired term through November 2026. SECTION 2.That this Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS THE 7TH DAY OF JANUARY 2025. _________________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary 26 APPROVED AS TO FORM: ____________________________________ Jeffrey L. Moore, City Attorney 27 Agenda Item No:4.4 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Latonjia Williams Submitting Department: Finance Item Type: Discussion Agenda Section: Subject: Consider approving the Inter-Fund Operating Transfer between funds to move budgeted monies to Fund 895 (capital project fund). (Miller/ L. Williams) Suggested Action: Attachments: Interfund Operating Transfer_01.07.25.doc Interfund Operating Transfer_01.07.25.xls 28 CONSENT AGENDA ITEM TO:Mayor, City Council, and City Manager DATE SUBMITTED:December 17, 2024 MEETING DATE:01/07/2025 SUBJECT:Approve Inter-fund Operating Transfer Requested Motion: To approve the Inter-fund Operating Transfer between funds that are necessary to offset temporary deficit cash balances outline in the attached Inter-fund Transfer Request form. An Inter-fund Operating Transfer is a nonreciprocal accounting transaction that moves money from one fund to another without a requirement for repayment. Introduction: Governmental finances are complex, an even with tools like software to assist in the reconciliation process, for some organizations; it can be a case of too many moving parts. As a result, the reconciliation process remain fraught with opportunities for error. Successfully managing our reconciliation process begins with understanding all of its potential moving parts. Once Council approves the budget, CIP projects that were a part of that budget are started. These budgeted projects are initially funded through the cash reserves of the General Fund. Throughout the year, transfers are required to be made from the various funding sources back to the General Fund to reimburse the General Fund for those monies spent. To standardize this process, Finance has implemented “quarterly” reconciliation of Balance Sheet accounts in FY24-25 to increase knowledge of accounting practices in accordance with Generally Accepted Accounting Principles (GAAP) and Governmental Accounting Standards Board (GASB). Moreover, in FY25-26, Finance will implement “monthly” reconciliation of Balance Sheet accounts. These transfers are representative of the funds moving internally from fund to fund. No monies are gained or lost during this procedure; it is strictly administrative. Discussion: Please see attached Inter-fund Transfer Request Form. Staff Recommendation: Recommends approval of the attached Inter-fund Operating Transfer request. 29 Budget/Project Amendment Form 12/17/2024 (Transfers within a cost center) *not to exceed total approved expense EXAMPLE:INCREASE DECREASE FUND ACCOUNT #LINE ITEM DESCRIPTION AMOUNT AMOUNT 100 611-6320 Postage 100.00 100 611-6126 Travel Expense (100.00) INCREASE DECREASE FUND ACCOUNT # PROJECT # (IF APPLIES)LINE ITEM DESCRIPTION AMOUNT AMOUNT 895 1001 Various 10,000,000.00 710 1001 Various (3,685,678.84) 840 1001 Various (4,382,075.03) 100 1001 Various (668,882.03) 815 1001 Various (1,263,364.10) TOTALS 10,000,000.00 (10,000,000.00) EXPLANATION FOR ACTION: ROUTING Name Date Finance Dept Use REQUESTED BY:Funding verified by DIVISION HEAD: FINANCE: CITY MANAGER: COUNCIL APPROVAL DATE: Operating interfund transfer request to move funds from Funds 100, 710 and 840 to Fund 895. This transfer in accordance with Generally Accepted Accounting Principles (GAAP). TYPE OF AMENDMENT Additional Appropriations City Council approval required CLAIM ON POOLED CASH CLAIM ON POOLED CASH ( Transfers between funds) City Council approval required ( Transfers between cost centers within a fund ) City Manager approval required **This Category Also Used For Project Transfers over $10,000 CLAIM ON POOLED CASH CLAIM ON POOLED CASH CLAIM ON POOLED CASH Signature Supplement Interfund Transfers Intrafund Transfers Cost Center Transfers 30 Fund #Dept #Account #Project #Dept Name 710 669 6421 1804 SW Util Fund 710 669 6667 2118 SW Util Fund 710 669 6421 2121 SW Util Fund 710 669 6421 2273 SW Util Fund 710 669 6670 2360 SW Util Fund 710 669 6670 2361 SW Util Fund 710 669 6670 2384 SW Util Fund 710 669 6670 2389 SW Util Fund 710 669 6421 2475 SW Util Fund 710 669 6421 2476 SW Util Fund 710 669 6421 2477 SW Util Fund 710 669 6667 2478 SW Util Fund 710 669 6421 2479 SW Util Fund 710 669 6421 2480 SW Util Fund 31 Description Erosion control repairs at Plano Parkway box culverts Old #050-PPB0142 Windhaven Parkway French Drain Repair Old #012-FDR0146 Tribute Street Drainage ---> City Wide Drainage old #070-LDB0142 Miscellaneous drainage and erosion control projects (SW Utility Funding) Arbor Glen Road Drainage improvements - Design Service & Construction (SW Utility funding) Taylor Channel Outfall Repair - Design & Construction (SW Utility funding) Tribute Channel Erosion by Lake - Design and Construction (SW Utility Funding) Stewart Peninsula Drainage-funds transferred from GF Tribute Water Ponding- City Portion (HOA will match this amount) (SW Utility Funding) Miscellaneous Drainage and Erosion Control Projects (SW Utility Funding) Replace 500 feet of Stormwater Pipe at Dave Cowan Park (SW Utility Funding) Stream Bank Protection (North of Turner Bridge) - Gabion retaining wall (SW Utility Funding) Sutton Channel Repair from Blair Oaks culvert to Good Sheppard Church (SW Utility Funding) Miscellaneous Office Creek Channel Repairs (SW Utility Funding) 32 Fund #Dept #Account #Project #Dept Name Description 840 671 6640 2150 FIRE Building Construction 840 671 6590 2151 FIRE Contents of building 840 671 6630 2152 FIRE Apparatus 33 Agenda Item No:4.5 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Marlisa Jemison Submitting Department: Parks & Recreation Item Type: Expenditures Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to issue a purchase order to Rush Truck Center in the amount of $67,307.04 for the purchase of one F-250 truck to be funded by the Community Development Corporation. (Jemison) Suggested Action: This is a budgeted item through Community Development Corporation to replace a worn truck per the vehicle replacement cycle. Attachments: Truck.pdf Res. 2025-xxx Construction Services Contract - Sunbelt Pools.doc 34 35 36 37 38 39 40 41 42 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 – ______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONSTRUCTION SERVICES CONTRACT BY AND BETWEEN THE CITY OF THE COLONY AND SUNBELT POOLS FOR SERVICES TO HYDRO BLAST AND REPLASTER THE OUTDOOR POOL AT THE AQUATIC PARK; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City and Consultant have entered into a Constructions Services Contract for services to hydro blast and replaster the outdoor pool at the aquatic park; and WHEREAS, the City has determined that it is in the best interest of the City to enter into the contract with SUNBELT POOLS; and WHEREAS, with this contract, the City of The Colony is agreeing to the services not to exceed the amount of $137,221.12 to be funded by the Community Development Corporation for such work. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1.The Construction Services Contract, having been reviewed by the City Council of the City of The Colony, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved. Section 2. The City Manager is hereby authorized to execute the contract on behalf of the City of The Colony, Texas. Section 3.This Resolution shall take effect immediately from and after its adoption and it is so resolved. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. _____________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary 43 APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 44 Agenda Item No:4.6 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Calvin Lehmann Submitting Department: Parks & Recreation Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute a Construction Services Contract with Sunbelt Pools to Hydro Blast and Replaster the outdoor pool at the Aquatic Park in an amount not to exceed $137,221.12 to be funded by the Community Development Corporation. (Lehmann) Suggested Action: Background: This is a budgeted item for CDC - Aquatic Park Renovation & Upgrades. The outdoor pool is currently coated with fiberglass, which is not recommended for commercial pools. When exposed to the sun and air, the fiberglass can start flaking into the pool and cause safety concerns. This was noted in the assessment we had done last year. The best way to mitigate for this is by replastering the pool with a product that can withstand the conditions needed for an outdoor commercial pool. •Hydroblasting and Replastering: The core of the project involves removing the existing fiberglass coating and at least one layer of plaster down to the substrate via hydroblasting. The pool will then be resurfaced with a layer of Diamond Brite Blue Quartz, a more durable product. •Tile Replacement: The project includes replacing the existing waterline tile, step and bench tiles, and floor returns with new materials. This ensures a cohesive and refreshed appearance for the entire pool. •Code Compliance: The project will replace Waterline Depth Markers to meet current code requirements, ensuring safety for all pool users. Attachments: The Colony Community Center Outdoor Pool Resurfacing Buy Board Quote December 2024 .pdf Res. 2025-xxx Construction Services Contract - Sunbelt Pools.doc 45 December 2024 The Colony 5580 N Colony Blvd, The Colony, TX 75056 BUYBOARD QUOTE Buy Board Contract 701-23 Swimming Pool Chemicals, Supplies and Equipment Category 8 Pool Coatings and Compounds Property to drain and refill Pool. Property to turn off lights and equipment. Property to start up equipment after pool is filled. Note: Property to remove and reinstall handrails, escutcheons if needed before and after plastering. Scope of Work: Hydroblast and Replaster Outdoor Pool Strip Fiberglass Coating and 1 layer of Plaster by hydroblasting to Substrate and Resurfacing Pool with Diamond Brite Blue Quartz 1. Saw cut and chisel beneath all the waterline tile 2. Saw cut and chisel around all lights, fittings, main drains and other surface penetrations 3. Sawcut around existing lap lanes and wall targets 4. Strip fiberglass coating and one layer of existing plaster finish to substrate by hydroblasting: Note: If more than one layer of plaster is needed to be removed to reach substrate, see alt option 1 to remove additional layer 5. Install new 4” white delineator tile same as existing 6. Install new 2” wide continuous blue or black tile line on steps and benches 7. Replace black floor returns with white color 8. Replace Waterline Depth Markers with letters and numbers in the upper 4.5 inches of tile per code 9. Acid wash the pool surface with muriatic acid to remove oils and surface impurities and neutralize the acid salts 10. Apply a 3/8” thick light colored Diamond Brite to the pool surface using large stainless steel trowels and work the finish until it is uniformly smooth and hard. 11. Acid wash the newly finished surface to expose the diamond brite quartz. 12. Performance/Payment/Maintenance Bonds included at .5% up to $100,000 and $1.5 over $100,000 13. Balance chemicals for start up and brush/vacuum Add Alt 1: Additional cost per layer of plaster to be stripped to reach gunite, additional $18,976.00 per layer ($23,720.00 – 20% buy board discount of $4,744.00) 46 Add Alt 2: Pressure test main drain, return and skimmer lines when pool is empty (price to repair leak to be provided based on location and consultation with city), $3,150.00 ($3,937.50 – 20% buy board discount of $787.50). Add Alt 3: Provide Air Gap for Backwash tank to Sanitary Sewer Line $1,500.00 ($1,875.00 – 20% buy board discount of $375.00). Exclusions Any scope item not specifically included in the previous scope Work done during hours other than normal (8 to 5) hours (M – F). Pressure test of plumbing and/or repairs of pool equipment or plumbing unless chosen Replacement of valves in equipment Condition and watertightness of existing pool structure Crack repair Main drain sump modifications to meet code Sales tax Damage to landscaping before, during, or after construction Standard Cost: $167,760.00 Buy Board 20% Discount: $33,552.00 Total Cost: $137,221.12 Price good through January 2025 Pease contact Dave Beverage at 214-537-7127 or daveb@sunbeltpools.com for any questions. 47 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 – ______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONSTRUCTION SERVICES CONTRACT BY AND BETWEEN THE CITY OF THE COLONY AND SUNBELT POOLS FOR SERVICES TO HYDRO BLAST AND REPLASTER THE OUTDOOR POOL AT THE AQUATIC PARK; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City and Consultant have entered into a Constructions Services Contract for services to hydro blast and replaster the outdoor pool at the aquatic park; and WHEREAS, the City has determined that it is in the best interest of the City to enter into the contract with SUNBELT POOLS; and WHEREAS, with this contract, the City of The Colony is agreeing to the services not to exceed the amount of $137,221.12 to be funded by the Community Development Corporation for such work. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1.The Construction Services Contract, having been reviewed by the City Council of the City of The Colony, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved. Section 2. The City Manager is hereby authorized to execute the contract on behalf of the City of The Colony, Texas. Section 3.This Resolution shall take effect immediately from and after its adoption and it is so resolved. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. _____________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary 48 APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 49 Agenda Item No:4.7 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Chris Cuellar Submitting Department: Information Technology Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute a 3-year agreement with Tyler Technologies in the amount of $158,744 per year with a one-time cost of $8,710 for the upgrade of Incode software for Finance, Utility Billing and Municipal Court. (Cuellar) Suggested Action: Attachments: Incode Background.pdf Total Project Costs.pdf Tyler Technologies SaaS Agreement.pdf Res. 2025-xxx Tyler Technologies Agreement.doc 50 AGENDA ITEM Information Technology TO: Mayor, City Council, and City Manager DATE SUBMITTED: December 30, 2024 MEETING DATE: 01/07/2024 SUMMARY OF REQUEST: Consider approval of an Incode software upgrade Background: On September 5, 2023, City Council authorized the purchase of an upgrade from Incode 9 to Incode 10 at a cost of $120,290, with an estimated time to begin implementation around September of 2024. Incode is the City’s enterprise software for financial management, utility billing and municipal court. All departments currently utilizing Incode are using version 9, an older version of the software. This version dates to the 1990s. Development on Incode 9 has stopped and is estimated to become end of life within the next 5-10 years. The latest edition of Incode (version 10) was released around 2012 and includes several additional features. When the request for funds was first brought to Council in September of 2023, the plan was to do an in-place upgrade, keeping Incode software on-premise. However, during the year long wait to begin implementation and with the hiring of a new Finance Director, we opted to take another look at our upgrade options. After some discussion, we decided to upgrade to the cloud-based option instead. The cloud- based option provides additional features not available with the on-premise version including workflows, ACFR, and grants. Funds approved in September 2023 are still available and will be combined with the current year’s annual maintenance funds to cover any additional costs in year 1. For years 2 and 3 the annual maintenance budget will be increased by approximately $60,000 per year going forward. Currently, Incode annual maintenance is around $100,000 per year. Estimated time to complete this project for all departments will be by the end of 2025, with Finance being the first department to begin the process and estimated to complete their portion of the project by June 2025. 51 Tyler Technologies SaaS Pricing One Time Annual Costs ERP Pro 10 Upgrade -$ 132,955.00$ ACFR & Grants 7,210.00$ 12,829.00$ Additional Cloud Storage & Reporting Services -$ 4,500.00$ PCI Service Fees & Utility Access -$ 6,960.00$ New Signature Pad Hardware (Future item not l isted on contract)1,500.00$ -$ Host Reporting Service (Future item not l isted on contract)-$ 1,500.00$ Total One Time Costs 8,710.00$ Total Recurring Annual Costs 158,744.00$ 52 1 SOFTWARE AS A SERVICE AGREEMENT This Software as a Service Agreement is made between Tyler Technologies, Inc. and Client. WHEREAS, Client selected Tyler to provide certain products and services set forth in the Investment Summary, including providing Client with access to Tyler’s proprietary software products, and Tyler desires to provide such products and services under the terms of this Agreement; NOW THEREFORE, in consideration of the foregoing and of the mutual covenants and promises set forth in this Agreement, Tyler and Client agree as follows: SECTION A – DEFINITIONS •“Agreement” means this Software as a Service Agreement. •“Business Travel Policy” means our business travel policy. A copy of our current Business Travel Policy is attached as Schedule 1 to Exhibit B. •“Client” means the City of The Colony, Texas. •“Data” means your data necessary to utilize the Tyler Software. •“Data Storage Capacity” means the contracted amount of storage capacity for your Data identified in the Investment Summary. •“Defect” means a failure of the Tyler Software to substantially conform to the functional descriptions set forth in our written proposal to you, or their functional equivalent. Future functionality may be updated, modified, or otherwise enhanced through our maintenance and support services, and the governing functional descriptions for such future functionality will be set forth in our then-current Documentation. •“Defined Users” means the number of users that are authorized to use the SaaS Services. The Defined Users for the Agreement are as identified in the Investment Summary. If Exhibit A contains Enterprise Permitting & Licensing labeled software, defined users mean the maximum number of named users that are authorized to use the Enterprise Permitting & Licensing labeled modules as indicated in the Investment Summary. •“Developer” means a third party who owns the intellectual property rights to Third Party Software. •“Documentation” means any online or written documentation related to the use or functionality of the Tyler Software that we provide or otherwise make available to you, including instructions, user guides, manuals and other training or self-help documentation. •“Effective Date” means the date by which both your and our authorized representatives have signed the Agreement. •“Force Majeure” means an event beyond the reasonable control of you or us, including, without limitation, governmental action, war, riot or civil commotion, fire, natural disaster, or any other cause that could not with reasonable diligence be foreseen or prevented by you or us. •“Investment Summary” means the agreed upon cost proposal for the products and services attached as Exhibit A. 53 2 •“Invoicing and Payment Policy” means the invoicing and payment policy. A copy of our current Invoicing and Payment Policy is attached as Exhibit B. •“Order Form” means an ordering document that includes a quote or investment summary and specifying the items to be provided by Tyler to Client, including any addenda and supplements thereto. •“SaaS Fees” means the fees for the SaaS Services identified in the Investment Summary. •“SaaS Services” means software as a service consisting of system administration, system management, and system monitoring activities that Tyler performs for the Tyler Software, and includes the right to access and use the Tyler Software, receive maintenance and support on the Tyler Software, including Downtime resolution under the terms of the SLA, and Data storage and archiving. SaaS Services do not include support of an operating system or hardware, support outside of our normal business hours, or training, consulting or other professional services. •“SLA” means the service level agreement. A copy of our current SLA is attached hereto as Exhibit C. •“Support Call Process” means the support call process applicable to all of our customers who have licensed the Tyler Software. A copy of our current Support Call Process is attached as Schedule 1 to Exhibit C. •“Third Party Hardware” means the third party hardware, if any, identified in the Investment Summary. •“Third Party Products” means the Third Party Software and Third Party Hardware. •“Third Party SaaS Services” means software as a service provided by a third party, if any, identified in the Investment Summary. •“Third Party Services” means the third party services, if any, identified in the Investment Summary. •“Third Party Software” means the third party software, if any, identified in the Investment Summary. •“Third Party Terms” means, if any, the end user license agreement(s) or similar terms for the Third Party Products or other parties’ products or services, as applicable, and attached as an exhibit. •“Tyler” means Tyler Technologies, Inc., a Delaware corporation. •“Tyler Software” means our proprietary software, including any integrations, custom modifications, and/or other related interfaces identified in the Investment Summary and licensed by us to you through this Agreement. •“we”, “us”, “our” and similar terms mean Tyler. •“you” and similar terms mean Client. SECTION B – SAAS SERVICES 1.Rights Granted. We grant to you the non-exclusive, non-assignable limited right to use the SaaS Services solely for your internal business purposes for the number of Defined Users only. The Tyler Software will be made available to you according to the terms of the SLA. You acknowledge that we have no delivery obligations and we will not ship copies of the Tyler Software as part of the SaaS Services. You may use the SaaS Services to access updates and enhancements to the Tyler Software, as further described in Section C(9). The foregoing notwithstanding, to the extent we have sold you perpetual licenses for Tyler Software, if and listed in the Investment Summary, for which you are receiving SaaS Services, your rights to use such Tyler Software are perpetual, subject to the terms 54 3 and conditions of this Agreement including, without limitation, Section B(4). We will make any such software available to you for download. 2. SaaS Fees. You agree to pay us the SaaS Fees. Those amounts are payable in accordance with our Invoicing and Payment Policy. The SaaS Fees are based on the number of Defined Users and amount of Data Storage Capacity. You may add additional users or additional data storage capacity on the terms set forth in Section H(1). In the event you regularly and/or meaningfully exceed the Defined Users or Data Storage Capacity, we reserve the right to charge you additional fees commensurate with the overage(s). 3. Ownership. 3.1 We retain all ownership and intellectual property rights to the SaaS Services, the Tyler Software, and anything developed by us under this Agreement. You do not acquire under this Agreement any license to use the Tyler Software in excess of the scope and/or duration of the SaaS Services. 3.2 The Documentation is licensed to you and may be used and copied by your employees for internal, non-commercial reference purposes only. 3.3 You retain all ownership and intellectual property rights to the Data. You expressly recognize that except to the extent necessary to carry out our obligations contained in this Agreement, we do not create or endorse any Data used in connection with the SaaS Services. 4. Restrictions. You may not: (a) make the Tyler Software or Documentation resulting from the SaaS Services available in any manner to any third party for use in the third party’s business operations; (b) modify, make derivative works of, disassemble, reverse compile, or reverse engineer any part of the SaaS Services; (c) access or use the SaaS Services in order to build or support, and/or assist a third party in building or supporting, products or services competitive to us; or (d) license, sell, rent, lease, transfer, assign, distribute, display, host, outsource, disclose, permit timesharing or service bureau use, or otherwise commercially exploit or make the SaaS Services, Tyler Software, or Documentation available to any third party other than as expressly permitted by this Agreement. 5. Software Warranty. We warrant that the Tyler Software will perform without Defects during the term of this Agreement. If the Tyler Software does not perform as warranted, we will use all reasonable efforts, consistent with industry standards, to cure the Defect in accordance with the maintenance and support process set forth in Section C(9), below, the SLA and our then current Support Call Process. 6. SaaS Services. 6.1 Our SaaS Services are audited at least yearly in accordance with the AICPA’s Statement on Standards for Attestation Engagements (“SSAE”) No. 21. We have attained, and will maintain, SOC 1 and SOC 2 compliance, or its equivalent, for so long as you are timely paying for SaaS Services. The scope of audit coverage varies for some Tyler Software solutions. Upon execution of a mutually agreeable Non-Disclosure Agreement (“NDA”), we will provide you with a summary of our compliance report(s) or its equivalent. Every year thereafter, for so long as the NDA is in effect and in which you make a written request, we will provide that same 55 4 information. If our SaaS Services are provided using a 3rd party data center, we will provide available compliance reports for that data center. 6.2 You will be hosted on shared hardware in a Tyler data center or in a third-party data center. In either event, databases containing your Data will be dedicated to you and inaccessible to our other customers. 6.3 Our Tyler data centers have fully-redundant telecommunications access, electrical power, and the required hardware to provide access to the Tyler Software in the event of a disaster or component failure. In the event of a data center failure, we reserve the right to employ our disaster recovery plan for resumption of the SaaS Services. In that event, we commit to a Recovery Point Objective (“RPO”) of 24 hours and a Recovery Time Objective (“RTO”) of 24 hours. RPO represents the maximum duration of time between the most recent recoverable copy of your hosted Data and subsequent data center failure. RTO represents the maximum duration of time following data center failure within which your access to the Tyler Software must be restored. 6.4 We conduct annual penetration testing of either the production network and/or web application to be performed. We will maintain industry standard intrusion detection and prevention systems to monitor malicious activity in the network and to log and block any such activity. We will provide you with a written or electronic record of the actions taken by us in the event that any unauthorized access to your database(s) is detected as a result of our security protocols. We will undertake an additional security audit, on terms and timing to be mutually agreed to by the parties, at your written request. You may not attempt to bypass or subvert security restrictions in the SaaS Services or environments related to the Tyler Software. Unauthorized attempts to access files, passwords or other confidential information, and unauthorized vulnerability and penetration test scanning of our network and systems (hosted or otherwise) is prohibited without the prior written approval of our IT Security Officer. 6.5 We test our disaster recovery plan on an annual basis. Our standard test is not client-specific. Should you request a client-specific disaster recovery test, we will work with you to schedule and execute such a test on a mutually agreeable schedule. At your written request, we will provide test results to you within a commercially reasonable timeframe after receipt of the request. 6.6 We will be responsible for importing back-up and verifying that you can log-in. You will be responsible for running reports and testing critical processes to verify the returned Data. 6.7 We provide secure Data transmission paths between each of your workstations and our servers. 6.8 Tyler data centers are accessible only by authorized personnel with a unique key entry. All other visitors to Tyler data centers must be signed in and accompanied by authorized personnel. Entry attempts to the data center are regularly audited by internal staff and external auditors to ensure no unauthorized access. 6.9 Where applicable with respect to our applications that take or process card payment data, we are responsible for the security of cardholder data that we possess, including functions relating to storing, processing, and transmitting of the cardholder data and affirm that, as of the 56 5 Effective Date, we comply with applicable requirements to be considered PCI DSS compliant and have performed the necessary steps to validate compliance with the PCI DSS. We agree to supply the current status of our PCI DSS compliance program in the form of an official Attestation of Compliance, which can be found at https://www.tylertech.com/about- us/compliance, and in the event of any change in our status, will comply with applicable notice requirements. SECTION C – PROFESSIONAL SERVICES 1. Professional Services. We will provide you the various implementation-related services itemized in the Investment Summary. 2. Professional Services Fees. You agree to pay us the professional services fees in the amounts set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. You acknowledge that the fees stated in the Investment Summary are good-faith estimates of the amount of time and materials required for your implementation. We will bill you the actual fees incurred based on the in-scope services provided to you. Any discrepancies in the total values set forth in the Investment Summary will be resolved by multiplying the applicable hourly rate by the quoted hours. 3. Additional Services. The Investment Summary contains the scope of services and related costs (including programming and/or interface estimates) required for the project based on our understanding of the specifications you supplied. If additional work is required, or if you use or request additional services, we will provide you with an addendum or change order, as applicable, outlining the costs for the additional work. The price quotes in the addendum or change order will be valid for thirty (30) days from the date of the quote. 4. Cancellation. If you cancel services less than four (4) weeks in advance (other than for Force Majeure or breach by us), you will be liable for all (a) daily fees associated with cancelled professional services if we are unable to reassign our personnel and (b) any non-refundable travel expenses already incurred by us on your behalf. We will make all reasonable efforts to reassign personnel in the event you cancel within four (4) weeks of scheduled commitments. 5. Services Warranty. We will perform the services in a professional, workmanlike manner, consistent with industry standards. In the event we provide services that do not conform to this warranty, we will re-perform such services at no additional cost to you. 6. Site Access and Requirements. At no cost to us, you agree to provide us with full and free access to your personnel, facilities, and equipment as may be reasonably necessary for us to provide implementation services, subject to any reasonable security protocols or other written policies provided to us as of the Effective Date, and thereafter as mutually agreed to by you and us. 7. Background Checks. For at least the past twelve (12) years, all of our employees have undergone criminal background checks prior to hire. All employees sign our confidentiality agreement and security policies. 8. Client Assistance. You acknowledge that the implementation of the Tyler Software is a cooperative process requiring the time and resources of your personnel. You agree to use all reasonable efforts 57 6 to cooperate with and assist us as may be reasonably required to meet the agreed upon project deadlines and other milestones for implementation. This cooperation includes at least working with us to schedule the implementation-related services outlined in this Agreement. We will not be liable for failure to meet any deadlines and milestones when such failure is due to Force Majeure or to the failure by your personnel to provide such cooperation and assistance (either through action or omission). 9. Maintenance and Support. For so long as you timely pay applicable fees according to the Invoicing and Payment Policy, then in addition to the terms set forth in the SLA and the Support Call Process, we will: 9.1 perform our maintenance and support obligations in a professional, good, and workmanlike manner, consistent with industry standards, to resolve Defects in the Tyler Software (subject to any applicable release life cycle policy); 9.2 provide support during our established support hours; 9.3 maintain personnel that are sufficiently trained to be familiar with the Tyler Software and Third Party Software, if any, in order to provide maintenance and support services; 9.4 make available to you all releases to the Tyler Software (including updates and enhancements) that we make generally available without additional charge to customers who have a maintenance and support agreement in effect; and 9.5 provide non-Defect resolution support of prior releases of the Tyler Software in accordance with any applicable release life cycle policy. We will use all reasonable efforts to perform support services remotely. Currently, we use a third-party secure unattended connectivity tool called Bomgar, as well as GotoAssist by Citrix. Therefore, you agree to maintain a high-speed internet connection capable of connecting us to your PCs and server(s). You agree to provide us with a login account and local administrative privileges as we may reasonably require to perform remote services. We will, at our option, use the secure connection to assist with proper diagnosis and resolution, subject to any reasonably applicable security protocols. If we cannot resolve a support issue remotely, we may be required to provide onsite services. In such event, we will be responsible for our travel expenses, unless it is determined that the reason onsite support was required was a reason outside our control. Either way, you agree to provide us with full and free access to the Tyler Software, working space, adequate facilities within a reasonable distance from the equipment, and use of machines, attachments, features, or other equipment reasonably necessary for us to provide the maintenance and support services, all at no charge to us. We strongly recommend that you also maintain your VPN for backup connectivity purposes. For the avoidance of doubt, SaaS Fees do not include the following services: (a) onsite support (unless Tyler cannot remotely correct a Defect in the Tyler Software, as set forth above); (b) application design; (c) other consulting services; or (d) support outside our normal business hours as listed in our then- current Support Call Process. Requested services such as those outlined in this section will be billed to you on a time and materials basis at our then current rates. You must request those services with at least one (1) week’s advance notice. 58 7 SECTION D – THIRD PARTY PRODUCTS 1. Third Party Hardware. We will sell, deliver, and install onsite the Third Party Hardware, if you have purchased any, for the price set forth in the Investment Summary. Those amounts are payable in accordance with our Invoicing and Payment Policy. 2. Third Party Software. As part of the SaaS Services, you will receive access to the Third Party Software and related documentation for internal business purposes only. Your rights to the Third Party Software will be governed by the Third Party Terms. 3. Third Party Products Warranties. 3.1 We are authorized by each Developer to grant access to the Third Party Software. 3.2 The Third Party Hardware will be new and unused, and upon payment in full, you will receive free and clear title to the Third Party Hardware. 3.3 You acknowledge that we are not the manufacturer of the Third Party Products. We do not warrant or guarantee the performance of the Third Party Products. However, we grant and pass through to you any warranty that we may receive from the Developer or supplier of the Third Party Products. 4. Third Party Services. If you have purchased Third Party Services, those services will be provided independent of Tyler by such third-party at the rates set forth in the Investment Summary and in accordance with our Invoicing and Payment Policy. SECTION E - INVOICING AND PAYMENT; INVOICE DISPUTES 1. Invoicing and Payment. We will invoice you the SaaS Fees and fees for other professional services in the Investment Summary per our Invoicing and Payment Policy, subject to Section E(2). 2. Invoice Disputes. If you believe any delivered software or service does not conform to the warranties in this Agreement, you will provide us with written notice within thirty (30) days of your receipt of the applicable invoice. The written notice must contain reasonable detail of the issues you contend are in dispute so that we can confirm the issue and respond to your notice with either a justification of the invoice, an adjustment to the invoice, or a proposal addressing the issues presented in your notice. We will work with you as may be necessary to develop an action plan that outlines reasonable steps to be taken by each of us to resolve any issues presented in your notice. You may withhold payment of the amount(s) actually in dispute, and only those amounts, until we complete the action items outlined in the plan. If we are unable to complete the action items outlined in the action plan because of your failure to complete the items agreed to be done by you, then you will remit full payment of the invoice. We reserve the right to suspend delivery of all SaaS Services, including maintenance and support services, if you fail to pay an invoice not disputed as described above within fifteen (15) days of notice of our intent to do so. 59 8 SECTION F – TERM AND TERMINATION 1. Term. This Agreement is binding when signed. The initial term of this Agreement is equal to the number of years indicated for SaaS Services in Exhibit A, commencing on the first day of the first month following the date we make the SaaS environment available to you, unless earlier terminated as set forth below. If no duration is indicated in Exhibit A, the initial term is one (1) year. Upon expiration of the initial term, this Agreement will renew automatically for additional one (1) year renewal terms at our then-current SaaS Fees unless terminated in writing by either party at least sixty (60) days prior to the end of the then-current renewal term. Your right to access or use the Tyler Software and the SaaS Services will terminate at the end of this Agreement. 2. Termination. This Agreement may be terminated as set forth below. In the event of termination, you will pay us for all undisputed fees and expenses related to the software, products, and/or services you have received, or we have incurred or delivered, prior to the effective date of termination. Disputed fees and expenses in all terminations other than your termination for cause must have been submitted as invoice disputes in accordance with Section E(2). 2.1 Failure to Pay SaaS Fees. You acknowledge that continued access to the SaaS Services is contingent upon your timely payment of SaaS Fees. If you fail to timely pay the SaaS Fees, we may discontinue the SaaS Services and deny your access to the Tyler Software. We may also terminate this Agreement if you don’t cure such failure to pay within forty-five (45) days of receiving written notice of our intent to terminate. 2.2 For Cause. If you believe we have materially breached this Agreement, you will invoke the Dispute Resolution clause set forth in Section H(3). You may terminate this Agreement for cause in the event we do not cure, or create a mutually agreeable action plan to address, a material breach of this Agreement within the thirty (30) day window set forth in Section H(3). 2.3 Force Majeure. Either party has the right to terminate this Agreement if a Force Majeure event suspends performance of the SaaS Services for a period of forty-five (45) days or more. 2.4 Lack of Appropriations. If you should not appropriate or otherwise make available funds sufficient to utilize the SaaS Services, you may unilaterally terminate this Agreement upon thirty (30) days written notice to us. You will not be entitled to a refund or offset of previously paid, but unused SaaS Fees. You agree not to use termination for lack of appropriations as a substitute for termination for convenience. SECTION G – INDEMNIFICATION, LIMITATION OF LIABILITY AND INSURANCE 1. Intellectual Property Infringement Indemnification. 1.1 We will defend you against any third party claim(s) that the Tyler Software or Documentation infringes that third party’s patent, copyright, or trademark, or misappropriates its trade secrets, and will pay the amount of any resulting adverse final judgment (or settlement to which we consent). You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense. 60 9 1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final judgment is based on your use of the Tyler Software in contradiction of this Agreement, including with non-licensed third parties, or your willful infringement. 1.3 If we receive information concerning an infringement or misappropriation claim related to the Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for you the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent, in which case you will stop running the allegedly infringing Tyler Software immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you may continue to use the Tyler Software consistent with the terms of this Agreement. 1.4 If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software is enjoined by a court of competent jurisdiction, in addition to paying any adverse final judgment (or settlement to which we consent), we will, at our option, either: (a) procure the right to continue its use; (b) modify it to make it non-infringing; or (c) replace it with a functional equivalent. This section provides your exclusive remedy for third party copyright, patent, or trademark infringement and trade secret misappropriation claims. 2. General Indemnification. 2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by our negligence or willful misconduct; or (b) our violation of PCI-DSS requirements or a law applicable to our performance under this Agreement. You must notify us promptly in writing of the claim and give us sole control over its defense or settlement. You agree to provide us with reasonable assistance, cooperation, and information in defending the claim at our expense. 2.2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our agents, officials, and employees from and against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent caused by your negligence or willful misconduct; or (b) your violation of a law applicable to your performance under this Agreement. We will notify you promptly in writing of the claim and will give you sole control over its defense or settlement. We agree to provide you with reasonable assistance, cooperation, and information in defending the claim at your expense. 3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. CLIENT UNDERSTANDS AND AGREES THAT TYLER DISCLAIMS ANY LIABILITY FOR ERRORS THAT RELATE TO USER ERROR. 4. LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN THIS AGREEMENT, OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE 61 10 LIMITED TO YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH IN SECTION F(1), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL TERM, THE THEN-CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PRICES SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY AND TO THE MAXIMUM EXTENT ALLOWED UNDER APPLICABLE LAW, THE EXCLUSION OF CERTAIN DAMAGES, AND EACH SHALL APPLY REGARDLESS OF THE FAILURE OF AN ESSENTIAL PURPOSE OF ANY REMEDY. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO SECTIONS G(1) AND G(2). 5. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 6. Insurance. During the course of performing services under this Agreement, we agree to maintain the following levels of insurance: (a) Commercial General Liability of at least $1,000,000; (b) Automobile Liability of at least $1,000,000; (c) Professional Liability of at least $1,000,000; (d) Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella Liability of at least $5,000,000. We will add you as an additional insured to our Commercial General Liability and Automobile Liability policies, which will automatically add you as an additional insured to our Excess/Umbrella Liability policy as well. We will provide you with copies of certificates of insurance upon your written request. SECTION H – GENERAL TERMS AND CONDITIONS 1. Additional Products and Services. You may purchase additional products and services at the rates set forth in the Investment Summary for twelve (12) months from the Effective Date by executing a mutually agreed addendum. If no rate is provided in the Investment Summary, or those twelve (12) months have expired, you may purchase additional products and services at our then-current list price, also by executing a mutually agreed addendum. The terms of this Agreement will control any such additional purchase(s), unless otherwise specifically provided in the addendum. 2. Optional Items. Pricing for any listed optional products and services in the Investment Summary will be valid for twelve (12) months from the Effective Date. 3. Dispute Resolution. You agree to provide us with written notice within thirty (30) days of becoming aware of a dispute. You agree to cooperate with us in trying to reasonably resolve all disputes, including, if requested by either party, appointing a senior representative to meet and engage in good faith negotiations with our appointed senior representative. Senior representatives will convene within thirty (30) days of the written dispute notice, unless otherwise agreed. All meetings and discussions between senior representatives will be deemed confidential settlement discussions not subject to disclosure under Federal Rule of Evidence 408 or any similar applicable state rule. If we fail to resolve the dispute, then the parties shall participate in non-binding mediation in an effort to resolve the dispute. If the dispute remains unresolved after mediation, then either of us may assert our respective rights and remedies in a court of competent jurisdiction. Nothing in this section shall prevent you or us from seeking necessary injunctive relief during the dispute resolution procedures. 62 11 4. Taxes. The fees in the Investment Summary do not include any taxes, including, without limitation, sales, use, or excise tax. If you are a tax-exempt entity, you agree to provide us with a tax-exempt certificate. Otherwise, we will pay all applicable taxes to the proper authorities and you will reimburse us for such taxes. If you have a valid direct-pay permit, you agree to provide us with a copy. For clarity, we are responsible for paying our income taxes, both federal and state, as applicable, arising from our performance of this Agreement. 5. Nondiscrimination. We will not discriminate against any person employed or applying for employment concerning the performance of our responsibilities under this Agreement. This discrimination prohibition will apply to all matters of initial employment, tenure, and terms of employment, or otherwise with respect to any matter directly or indirectly relating to employment concerning race, color, religion, national origin, age, sex, sexual orientation, ancestry, disability that is unrelated to the individual's ability to perform the duties of a particular job or position, height, weight, marital status, or political affiliation. We will post, where appropriate, all notices related to nondiscrimination as may be required by applicable law. 6. E-Verify. We have complied, and will comply, with the E-Verify procedures administered by the U.S. Citizenship and Immigration Services Verification Division for all of our employees assigned to your project. 7. Subcontractors. We will not subcontract any services under this Agreement without your prior written consent, not to be unreasonably withheld. 8. Binding Effect; No Assignment. This Agreement shall be binding on, and shall be for the benefit of, either your or our successor(s) or permitted assign(s). Neither party may assign this Agreement without the prior written consent of the other party; provided, however, your consent is not required for an assignment by us as a result of a corporate reorganization, merger, acquisition, or purchase of substantially all of our assets. 9. Force Majeure. Except for your payment obligations, neither party will be liable for delays in performing its obligations under this Agreement to the extent that the delay is caused by Force Majeure; provided, however, that within ten (10) business days of the Force Majeure event, the party whose performance is delayed provides the other party with written notice explaining the cause and extent thereof, as well as a request for a reasonable time extension equal to the estimated duration of the Force Majeure event. 10. No Intended Third Party Beneficiaries. This Agreement is entered into solely for the benefit of you and us. No third party will be deemed a beneficiary of this Agreement, and no third party will have the right to make any claim or assert any right under this Agreement. This provision does not affect the rights of third parties under any Third Party Terms. 11. Entire Agreement; Amendment. This Agreement represents the entire agreement between you and us with respect to the subject matter hereof, and supersedes any prior agreements, understandings, and representations, whether written, oral, expressed, implied, or statutory. Purchase orders submitted by you, if any, are for your internal administrative purposes only, and the terms and conditions contained in those purchase orders will have no force or effect. This Agreement may only be modified by a written amendment signed by an authorized representative of each party. 63 12 12. Severability. If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement will be considered valid and enforceable to the fullest extent permitted by law. 13. No Waiver. In the event that the terms and conditions of this Agreement are not strictly enforced by either party, such non-enforcement will not act as or be deemed to act as a waiver or modification of this Agreement, nor will such non-enforcement prevent such party from enforcing each and every term of this Agreement thereafter. 14. Independent Contractor. We are an independent contractor for all purposes under this Agreement. 15. Notices. All notices or communications required or permitted as a part of this Agreement, such as notice of an alleged material breach for a termination for cause or a dispute that must be submitted to dispute resolution, must be in writing and will be deemed delivered upon the earlier of the following: (a) actual receipt by the receiving party; (b) upon receipt by sender of a certified mail, return receipt signed by an employee or agent of the receiving party; (c) upon receipt by sender of proof of email delivery; or (d) if not actually received, five (5) days after deposit with the United States Postal Service authorized mail center with proper postage (certified mail, return receipt requested) affixed and addressed to the other party at the address set forth on the signature page hereto or such other address as the party may have designated by proper notice. The consequences for the failure to receive a notice due to improper notification by the intended receiving party of a change in address will be borne by the intended receiving party. 16. Client Lists. You agree that we may identify you by name in client lists, marketing presentations, and promotional materials. 17. Confidentiality. Both parties recognize that their respective employees and agents, in the course of performance of this Agreement, may be exposed to confidential information and that disclosure of such information could violate rights to private individuals and entities, including the parties. Confidential information is nonpublic information that a reasonable person would believe to be confidential and includes, without limitation, personal identifying information (e.g., social security numbers) and trade secrets, each as defined by applicable state law. Each party agrees that it will not disclose any confidential information of the other party and further agrees to take all reasonable and appropriate action to prevent such disclosure by its employees or agents. The confidentiality covenants contained herein will survive the termination or cancellation of this Agreement. This obligation of confidentiality will not apply to information that: (a) is in the public domain, either at the time of disclosure or afterwards, except by breach of this Agreement by a party or its employees or agents; (b) a party can establish by reasonable proof was in that party's possession at the time of initial disclosure; (c) a party receives from a third party who has a right to disclose it to the receiving party; or (d) is the subject of a legitimate disclosure request under the open records laws or similar applicable public disclosure laws governing this Agreement; provided, however, that in the event you receive an open records or other similar applicable request, you will give us prompt notice and otherwise perform the functions required by applicable law. 18. Quarantining of Client Data. Some services provided by Tyler require us to be in possession of your Data. In the event we detect malware or other conditions associated with your Data that are 64 13 reasonably suspected of putting Tyler resources or other Tyler clients’ data at risk, we reserve the absolute right to move your Data from its location within a multi-tenancy Tyler hosted environment to an isolated “quarantined” environment without advance notice. Your Data will remain in such quarantine for a period of at least six (6) months during which time we will review the Data, and all traffic associated with the Data, for signs of malware or other similar issues. If no issues are detected through such reviews during the six (6) month period of quarantine, we will coordinate with you the restoration of your Data to a non-quarantined environment. In the event your Data must remain in quarantine beyond this six (6) month period through no fault of Tyler’s, we reserve the right to require payment of additional fees for the extended duration of quarantine. We will provide an estimate of what those costs will be upon your request. 19.Business License. In the event a local business license is required for us to perform services hereunder, you will promptly notify us and provide us with the necessary paperwork and/or contact information so that we may timely obtain such license. 20.Governing Law. This Agreement will be governed by and construed in accordance with the laws of your state of domicile, without regard to its rules on conflicts of law. 21.Multiple Originals and Authorized Signatures. This Agreement may be executed in multiple originals, any of which will be independently treated as an original document. Any electronic, faxed, scanned, photocopied, or similarly reproduced signature on this Agreement or any amendment hereto will be deemed an original signature and will be fully enforceable as if an original signature. Each party represents to the other that the signatory set forth below is duly authorized to bind that party to this Agreement. 22.Cooperative Procurement. To the maximum extent permitted by applicable law, we agree that this Agreement may be used as a cooperative procurement vehicle by eligible jurisdictions. We reserve the right to negotiate and customize the terms and conditions set forth herein, including but not limited to pricing, to the scope and circumstances of that cooperative procurement. 23.Data & Insights Solution Terms. Your use of certain Tyler solutions includes Tyler’s Data & Insights data platform. Your rights, and the rights of any of your end users, to use Tyler’s Data & Insights data platform is subject to the Data & Insights SaaS Services Terms of Service, available at https://www.tylertech.com/terms/data-insights-saas-services-terms-of-service. By signing a Tyler Agreement or Order Form, or accessing, installing, or using any of the Tyler solutions listed at the linked terms, you certify that you have reviewed, understand, and agree to said terms. 24.Contract Documents. This Agreement includes the following exhibits: Exhibit A Exhibit B Exhibit C Investment Summary Schedule 1: SaaS Flip Pricing Schedule 2: Additional Product Pricing Invoicing and Payment Policy Schedule 1: Business Travel Policy Service Level Agreement Schedule 1: Support Call Process 65 14 IN WITNESS WHEREOF, a duly authorized representative of each party has executed this Agreement as of the date(s) set forth below. Tyler Technologies, Inc. City of The Colony, Texas By: By: Name: Name: Title: Title: Date: Date: Address for Notices: Address for Notices: Tyler Technologies, Inc. City of The Colony One Tyler Drive 6800 Main Street Yarmouth, ME 04096 The Colony, TX 75056-1133 Attention: Chief Legal Officer Attention: ______________________________ 66 Exhibit A 1 Exhibit A Investment Summary The following Investment Summary consists of Schedule 1 and Schedule 2 and details the software and services to be delivered by us to you under the Agreement. This Investment Summary is effective as of the Effective Date, despite any expiration date in the Investment Summary that may have lapsed as of the Effective Date. Tyler Payments, as well as the following items subject to annual fees, which were contracted for under the license and services agreement between Tyler and Client, will remain under that agreement's terms. The fees and annual term for such items remain unchanged and are listed here for reference purposes only. 1. PCI Service Fee (Per Device): $900 2. PCI Service Fee (Per Device): $180 3. PCI Service Fee (Per Device): $180 4. PCI Service Fee (Per Device): $180 5. PCI Service Fee (Per Device): $360 6. Utility Access: $5,160 REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 67 Exhibit A Schedule 1 1 Exhibit A Schedule 1 SaaS Flip Pricing REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 68 2024-491817-Z3H0M5 CONFIDENTIAL Page 1 Sales Quotation For: City of The Colony 6800 Main St The Colony TX 75056-1133 Quoted BY DK Robertson Quote Expiration 2/18/25 Quote Name SaaS Flip Tyler Annual Software – SaaS Description Annual ERP Pro ERP Pro 10 Financial Management Suite Core Financials $ 25,441 Benefits Enrollment $ 7,006 Electronic Time Clock Interface $ 1,123 Fixed Assets $ 4,687 Inventory Control $ 4,620 Employee Vac & Sick/Demographic Data $ 949 Human Resources Management (Includes Position Budgeting)$ 9,023 Project Accounting $ 4,783 Purchasing $ 5,817 Accounts Receivable $ 4,620 ERP Pro 10 Customer Relationship Management Suite Utility Billing Water/Gas $ 23,192 Exhibit A 69 2024-491817-Z3H0M5 CONFIDENTIAL Page 2 Tyler Annual Software – SaaS Description Annual Additional Handheld Meter-Reader Interface $ 1,145 Cashiering $ 7,644 CRM Web Services $ 4,037 Utility Payment Import Interface $ 1,868 Municipal Justice Municipal Justice 10 Suite Case Manager $ 17,673 Case Import Interface $ 0 Collection Agency Export Interface $ 1,432 Tyler One Content Manager Suite Content Manager Core $ 7,895 TOTAL:$ 132,955 Summary One Time Fees Recurring Fees Total SaaS $ 132,955 Total Tyler Services Summary Total $ 0 $ 132,955 Contract Total $ 132,955 Exhibit A 70 2024-491817-Z3H0M5 CONFIDENTIAL Page 3 Comments Work will be delivered remotely unless otherwise noted in this agreement. Expenses associated with onsite services are invoiced as incurred according to Tyler's standard business travel policy. SaaS is considered a term of one year unless otherwise indicated. Cashiering Cashiering supports credit/debit cards, is PCI Compliant, and includes a cash collection interface and a cashiering receipt import. Core Financials Core Financials includes general ledger, budget prep, bank recon, AP, CellSense, a standard forms pkg, output director, positive pay, secure signatures. Utility Billing Water/Gas Utility CIS System includes collections, tax lien process and import, a standard forms pkg., output director and one Utility handheld meter-reader interface. Utility Payment Import Interface Utility CIS System includes collections, tax lien process and import, a standard forms pkg., output director and one Utility handheld meter-reader interface. Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms, subject to payment terms in an agreement, amendment, or similar document in which this sales quotation is included: •License fees for Tyler and third-party software are invoiced upon the earlier of (i) delivery of the license key or (ii) when Tyler makes such software available accessible. •Fees for hardware are invoiced upon delivery. •Fees for year one of hardware maintenance are invoiced upon delivery of the hardware. •Annual Maintenance and Support fees, SaaS fees, Hosting fees, and Subscription fees are first payable when Tyler makes the software accessible to the Client (for Maintenance) or on the first day of the month following the date this quotation was signed (for SaaS, Hosting, and Subscription), and any such fees are prorated to align with the applicable term under the agreement, with renewals invoiced annually thereafter in accord with the Agreement. Exhibit A 71 2024-491817-Z3H0M5 CONFIDENTIAL Page 4 Fees for services included in this sales quotation shall be invoiced as indicated below. •Implementation and other professional services fees shall be invoiced as delivered. •Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. •Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion option, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, Tyler will invoice Client the actual services delivered on a time and materials basis. •Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. •If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. •Notwithstanding anything to the contrary stated above, the following payment terms shall apply to fees specifically for migrations: Tyler will invoice Client 50% of any Migration Services Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Annual SaaS Fees will be invoiced upon availability of the hosted environment. Any SaaS or hosted solutions added to an agreement containing Client-hosted Tyler solutions are subject to Tyler’s SaaS Services terms found here: https://www.tylertech.com/terms/tyler-saas- services. Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held for six (6) months from the Quote date or the Effective Date of the Contract, whichever is later. Customer Approval:Date: Print Name:P.O.#: Exhibit A 72 Exhibit A Schedule 2 1 Exhibit A Schedule 2 Additional Product Pricing REMAINDER OF PAGE INTENTIONALLY LEFT BLANK 73 2024-510210-R0G1R0 CONFIDENTIAL Page 1 Sales Quotation For: City of The Colony 6800 Main St The Colony TX 75056-1133 Quoted BY DK Robertson Quote Expiration 5/25/25 Quote Name Grants/ACFR Add On Tyler Annual Software – SaaS Description Annual ERP Pro ERP Pro 10 Financial Management Suite ACFR Statement Builder $ 10,000 Grants Management $ 2,829 TOTAL:$ 12,829 74 2024-510210-R0G1R0 CONFIDENTIAL Page 2 Services Description Hours/Units Extended Price ERP Pro 10 Financial Management Suite Professional Services 48 $ 6,960 Other Services Project Management 1 $ 250 TOTAL:$ 7,210 Summary One Time Fees Recurring Fees Total SaaS $ 12,829 Total Tyler Services $ 7,210 Summary Total $ 7,210 $ 12,829 75 2024-510210-R0G1R0 CONFIDENTIAL Page 3 Comments Work will be delivered remotely unless otherwise noted in this agreement. Expenses associated with onsite services are invoiced as incurred according to Tyler's standard business travel policy. SaaS is considered a term of one year unless otherwise indicated. Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms, subject to payment terms in an agreement, amendment, or similar document in which this sales quotation is included: •License fees for Tyler and third-party software are invoiced upon the earlier of (i) delivery of the license key or (ii) when Tyler makes such software available accessible. •Fees for hardware are invoiced upon delivery. •Fees for year one of hardware maintenance are invoiced upon delivery of the hardware. •Annual Maintenance and Support fees are first payable when Tyler makes the software accessible to the Client, and SaaS fees, Hosting fees, and Subscription fees are first payable on the first day of the month following the date this quotation was signed (or if later, the commencement of the agreement’s initial term). Any such fees are prorated to align with the applicable term under the agreement, with renewals invoiced annually thereafter in accord with the agreement. Fees for services included in this sales quotation shall be invoiced as indicated below. •Implementation and other professional services fees shall be invoiced as delivered. •Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. •Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion option, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, Tyler will invoice Client the actual services delivered on a time and materials basis. •Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. •If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. 76 2024-510210-R0G1R0 CONFIDENTIAL Page 4 •Notwithstanding anything to the contrary stated above, the following payment terms shall apply to fees specifically for migrations: Tyler will invoice Client 50% of any Migration Services Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Annual SaaS Fees will be invoiced upon availability of the hosted environment. Any SaaS or hosted solutions added to an agreement containing Client-hosted Tyler solutions are subject to Tyler’s SaaS Services terms found here: https://www.tylertech.com/terms/tyler-saas- services. Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held for six (6) months from the Quote date or the Effective Date of the Contract, whichever is later. Customer Approval:Date: Print Name:P.O.#: 77 2024-512792-V1W0N6 CONFIDENTIAL Page 1 Sales Quotation For: City of The Colony 6800 Main St The Colony TX 75056-1133 Quoted BY DK Robertson Quote Expiration 6/11/25 Quote Name SaaS Flip Adds Tyler Annual Services Description List Price Discount Annual ERP Pro ERP Pro 10 Customer Relationship Management Suite Additional Cloud Storage - 200GB 2,000 0 $ 2,000 Other Services Advanced Cloud Reporting Services $ 5,000 $ 2,500 $ 2,500 TOTAL:$ 7,000 $ 2,500 $ 4,500 78 2024-512792-V1W0N6 CONFIDENTIAL Page 2 Summary One Time Fees Recurring Fees Total Tyler Services $ 4,500 Summary Total $ 0 $ 4,500 79 2024-512792-V1W0N6 CONFIDENTIAL Page 3 Comments Work will be delivered remotely unless otherwise noted in this agreement. Expenses associated with onsite services are invoiced as incurred according to Tyler's standard business travel policy. SaaS is considered a term of one year unless otherwise indicated. Client agrees that items in this sales quotation are, upon Client's signature or approval of same, hereby added to the existing agreement ("Agreement") between the parties and subject to its terms. Additionally, payment for said items, as applicable but subject to any listed assumptions herein, shall conform to the following terms, subject to payment terms in an agreement, amendment, or similar document in which this sales quotation is included: •License fees for Tyler and third-party software are invoiced upon the earlier of (i) delivery of the license key or (ii) when Tyler makes such software available accessible. •Fees for hardware are invoiced upon delivery. •Fees for year one of hardware maintenance are invoiced upon delivery of the hardware. •Annual Maintenance and Support fees are first payable when Tyler makes the software accessible to the Client, and SaaS fees, Hosting fees, and Subscription fees are first payable on the first day of the month following the date this quotation was signed (or if later, the commencement of the agreement’s initial term). Any such fees are prorated to align with the applicable term under the agreement, with renewals invoiced annually thereafter in accord with the agreement. Fees for services included in this sales quotation shall be invoiced as indicated below. •Implementation and other professional services fees shall be invoiced as delivered. •Fixed-fee Business Process Consulting services shall be invoiced 50% upon delivery of the Best Practice Recommendations, by module, and 50% upon delivery of custom desktop procedures, by module. •Fixed-fee conversions are invoiced 50% upon initial delivery of the converted data, by conversion option, and 50% upon Client acceptance to load the converted data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, Tyler will invoice Client the actual services delivered on a time and materials basis. •Except as otherwise provided, other fixed price services are invoiced upon complete delivery of the service. For the avoidance of doubt, where "Project Planning Services" are provided, payment shall be invoiced upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be invoiced monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. •If Client has purchased any change management services, those services will be invoiced in accordance with the Agreement. 80 2024-512792-V1W0N6 CONFIDENTIAL Page 4 •Notwithstanding anything to the contrary stated above, the following payment terms shall apply to fees specifically for migrations: Tyler will invoice Client 50% of any Migration Services Fees listed above upon Client approval of the product suite migration schedule. The remaining 50%, by line item, will be billed upon the go-live of the applicable product suite. Tyler will invoice Client for any Project Management Fees listed above upon the go-live of the first product suite. Annual SaaS Fees will be invoiced upon availability of the hosted environment. Any SaaS or hosted solutions added to an agreement containing Client-hosted Tyler solutions are subject to Tyler’s SaaS Services terms found here: https://www.tylertech.com/terms/tyler-saas- services. Unless otherwise indicated in the contract or amendment thereto, pricing for optional items will be held for six (6) months from the Quote date or the Effective Date of the Contract, whichever is later. Customer Approval:Date: Print Name:P.O.#: 81 Exhibit B 1 Exhibit B Invoicing and Payment Policy We will provide you with the software and services set forth in the Investment Summary of the Agreement. Capitalized terms not otherwise defined will have the meaning assigned to such terms in the Agreement. Invoicing: We will invoice you for the applicable software and services in the Investment Summary as set forth below. Your rights to dispute any invoice are set forth in the Agreement. 1. SaaS Fees. SaaS Fees are invoiced on an annual basis, beginning on the commencement of the initial term as set forth in Section F (1) of this Agreement. Your annual SaaS fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual SaaS fees will be at our then-current rates. 2. Other Tyler Software and Services. 2.1 Implementation and Other Professional Services (including training): Implementation and other professional services (including training) are billed and invoiced as delivered, at the rates set forth in the Investment Summary. 2.2 Consulting Services: If you have purchased any Business Process Consulting services, if they have been quoted as fixed-fee services, they will be invoiced 50% upon your acceptance of the Best Practice Recommendations, by module, and 50% upon your acceptance of custom desktop procedures, by module. If you have purchased any Business Process Consulting services and they are quoted as an estimate, then we will bill you the actual services delivered on a time and materials basis. 2.3 Conversions: Fixed-fee conversions are invoiced 50% upon initial delivery of the converted Data, by conversion option, and 50% upon Client acceptance to load the converted Data into Live/Production environment, by conversion option. Where conversions are quoted as estimated, we will bill you the actual services delivered on a time and materials basis. 2.4 Requested Modifications to the Tyler Software: Requested modifications to the Tyler Software are invoiced 50% upon delivery of specifications and 50% upon delivery of the applicable modification. You must report any failure of the modification to conform to the specifications within thirty (30) days of delivery; otherwise, the modification will be deemed to be in compliance with the specifications after the 30-day window has passed. You may still report Defects to us as set forth in this Agreement. 2.5 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where “Project Planning Services” are provided, payment will be due upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be billed monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. 82 Exhibit B 2 2.6 Other Fixed Price Services: Other fixed price services are invoiced as delivered, at the rates set forth in the Investment Summary. For the avoidance of doubt, where “Project Planning Services” are provided, payment will be due upon delivery of the Implementation Planning document. Dedicated Project Management services, if any, will be billed monthly in arrears, beginning on the first day of the month immediately following initiation of project planning. 2.7 Web Services: Annual fees for web services are payable in advance, commencing upon the availability of the service. Your annual fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual fees will be at our then-current rates. 2.8 Annual Services: Unless otherwise indicated in this Exhibit B, fees for annual services set forth in the Investment Summary are due annually, in advance, commencing on the availability of the service. Your annual fees for the initial term are set forth in the Investment Summary. Upon expiration of the initial term, your annual fees will be at our then-current rates. 3. Third Party Products and Hardware. 3.1 Third Party Software License Fees: License fees for Third Party Software, if any, are invoiced when we make it available to you for downloading. 3.2 Third Party Software Maintenance: The first year maintenance fee for the Third Party Software is invoiced when we make it available to you for downloading. Subsequent annual maintenance fees for Third Party Software are invoiced annually, in advance, at then- current rates, upon each anniversary thereof. 3.3 Hardware: Third Party Hardware costs, if any, are invoiced upon delivery. 3.4 Hardware Maintenance: The first year maintenance fee for Hardware is invoiced upon delivery of the hardware. Subsequent annual maintenance fees for hardware are invoiced annually, in advance, at then-current rates, upon each anniversary thereof. 3.5 Third Party Services: Fees for Third Party Services, if any, are invoiced as delivered, along with applicable expenses, at the rates set forth in the Investment Summary. 3.6 Third Party SaaS: Third Party SaaS Services fees, if any, are invoiced annually, in advance, commencing with availability of the respective Third Party SaaS Services. Pricing for the first year of Third Party SaaS Services is indicated in the Investment Summary. Pricing for subsequent years will be at the respective third party’s then-current rates. 4. Transaction Fees. Unless paid directly by an end user at the time of transaction, per transaction (call, message, etc.) fees are invoiced on a quarterly basis. Fees are indicated in the Investment Summary and may be increased by Tyler upon notice of no less than thirty (30) days. 5. Expenses. The service rates in the Investment Summary do not include travel expenses. Expenses for Tyler delivered services will be billed as incurred and only in accordance with our then-current Business Travel Policy, plus a 10% travel agency processing fee. Our current Business Travel Policy is attached to this Exhibit B as Schedule 1. Copies of receipts will be provided upon request; we reserve the right to charge you an administrative fee depending on the extent of your requests. Receipts for miscellaneous items less than twenty-five dollars and mileage logs are not available. 6. Preexisting Annual Services Fees and Credit. You are responsible for payment of the then- current annual fees for preexisting annual services until the commencement of the initial SaaS Term, as indicated in Section F(1) of this Agreement. You will receive a credit for any prepaid 83 Exhibit B 3 fees for preexisting annual services replaced by SaaS services ($7,207.07 per month based on your current existing fees) for the time period beginning on the commencement date of the initial SaaS Term through the end of the prepaid annual services term. These services may include, without limitation, annual maintenance and support, Tyler Systems Management, and Tyler Disaster Recovery. Those preexisting services are terminated as of the initial SaaS Term commencement date, as comparable services are included under this SaaS Agreement. Payment. Payment for undisputed invoices is due within forty-five (45) days of the invoice date. We prefer to receive payments electronically. Our electronic payment information is available by contacting AR@tylertech.com. 84 Exhibit B Schedule 1 1 Exhibit B Schedule 1 Business Travel Policy 1. Air Travel A. Reservations & Tickets The Travel Management Company (TMC) used by Tyler will provide an employee with a direct flight within two hours before or after the requested departure time, assuming that flight does not add more than three hours to the employee’s total trip duration and the fare is within $100 (each way) of the lowest logical fare. If a net savings of $200 or more (each way) is possible through a connecting flight that is within two hours before or after the requested departure time and that does not add more than three hours to the employee’s total trip duration, the connecting flight should be accepted. Employees are encouraged to make advanced reservations to take full advantage of discount opportunities. Employees should use all reasonable efforts to make travel arrangements at least two (2) weeks in advance of commitments. A seven (7) day advance booking requirement is mandatory. When booking less than seven (7) days in advance, management approval will be required. Except in the case of international travel where a segment of continuous air travel is six (6) or more consecutive hours in length, only economy or coach class seating is reimbursable. Employees shall not be reimbursed for “Basic Economy Fares” because these fares are non-refundable and have many restrictions that outweigh the cost-savings. B. Baggage Fees Reimbursement of personal baggage charges are based on trip duration as follows: • Up to five (5) days = one (1) checked bag • Six (6) or more days = two (2) checked bags Baggage fees for sports equipment are not reimbursable. 85 Exhibit B Schedule 1 2 2. Ground Transportation A. Private Automobile Mileage Allowance – Business use of an employee’s private automobile will be reimbursed at the current IRS allowable rate, plus out of pocket costs for tolls and parking. Mileage will be calculated by using the employee's office as the starting and ending point, in compliance with IRS regulations. Employees who have been designated a home office should calculate miles from their home. B. Rental Car Employees are authorized to rent cars only in conjunction with air travel when cost, convenience, and the specific situation reasonably require their use. When renting a car for Tyler business, employees should select a “mid-size” or “intermediate” car. “Full” size cars may be rented when three or more employees are traveling together. Tyler carries leased vehicle coverage for business car rentals; except for employees traveling to Alaska and internationally (excluding Canada), additional insurance on the rental agreement should be declined. C. Public Transportation Taxi or airport limousine services may be considered when traveling in and around cities or to and from airports when less expensive means of transportation are unavailable or impractical. The actual fare plus a reasonable tip (15-18%) are reimbursable. In the case of a free hotel shuttle to the airport, tips are included in the per diem rates and will not be reimbursed separately. D. Parking & Tolls When parking at the airport, employees must use longer term parking areas that are measured in days as opposed to hours. Park and fly options located near some airports may also be used. For extended trips that would result in excessive parking charges, public transportation to/from the airport should be considered. Tolls will be reimbursed when receipts are presented. 3. Lodging Tyler’s TMC will select hotel chains that are well established, reasonable in price, and conveniently located in relation to the traveler's work assignment. Typical hotel chains include Courtyard, Fairfield Inn, Hampton Inn, and Holiday Inn Express. If the employee has a discount rate with a local hotel, the hotel reservation should note that discount and the employee should confirm the lower rate with the hotel upon arrival. Employee memberships in travel clubs such as AAA should be noted in their travel profiles so that the employee can take advantage of any lower club rates. “No shows” or cancellation fees are not reimbursable if the employee does not comply with the hotel’s cancellation policy. Tips for maids and other hotel staff are included in the per diem rate and are not reimbursed separately. 86 Exhibit B Schedule 1 3 Employees are not authorized to reserve non-traditional short-term lodging, such as Airbnb, VRBO, and HomeAway. Employees who elect to make such reservations shall not be reimbursed. 4. Meals and Incidental Expenses Employee meals and incidental expenses while on travel status within the continental U.S. are in accordance with the federal per diem rates published by the General Services Administration. Incidental expenses include tips to maids, hotel staff, and shuttle drivers and other minor travel expenses. Per diem rates are available at www.gsa.gov/perdiem. Per diem for Alaska, Hawaii, U.S. protectorates and international destinations are provided separately by the Department of State and will be determined as required. A. Overnight Travel For each full day of travel, all three meals are reimbursable. Per diems on the first and last day of a trip are governed as set forth below. Departure Day Depart before 12:00 noon Lunch and dinner Depart after 12:00 noon Return Day Dinner Return before 12:00 noon Breakfast Return between 12:00 noon & 7:00 p.m. Breakfast and lunch Return after 7:00 p.m.* Breakfast, lunch and dinner *7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner. The reimbursement rates for individual meals are calculated as a percentage of the full day per diem as follows: Breakfast 15% Lunch 25% Dinner 60% B. Same Day Travel Employees traveling at least 100 miles to a site and returning in the same day are eligible to claim lunch on an expense report. Employees on same day travel status are eligible to claim dinner in the event they return home after 7:00 p.m.* *7:00 p.m. is defined as direct travel time and does not include time taken to stop for dinner. 87 Exhibit B Schedule 1 4 5. Internet Access – Hotels and Airports Employees who travel may need to access their e-mail at night. Many hotels provide free high speed internet access and Tyler employees are encouraged to use such hotels whenever possible. If an employee’s hotel charges for internet access it is reimbursable up to $10.00 per day. Charges for internet access at airports are not reimbursable. 6. International Travel All international flights with the exception of flights between the U.S. and Canada should be reserved through TMC using the “lowest practical coach fare” with the exception of flights that are six (6) or more consecutive hours in length. In such event, the next available seating class above coach shall be reimbursed. When required to travel internationally for business, employees shall be reimbursed for photo fees, application fees, and execution fees when obtaining a new passport book, but fees related to passport renewals are not reimbursable. Visa application and legal fees, entry taxes and departure taxes are reimbursable. The cost of vaccinations that are either required for travel to specific countries or suggested by the U.S. Department of Health & Human Services for travel to specific countries, is reimbursable. Section 4, Meals & Incidental Expenses, and Section 2.b., Rental Car, shall apply to this section. 88 Exhibit C 1 Exhibit C SERVICE LEVEL AGREEMENT I. Agreement Overview This SLA operates in conjunction with, and does not supersede or replace any part of, the Agreement. It outlines the information technology service levels that we will provide to you to ensure the availability of the application services that you have requested us to provide. All other support services are documented in the Support Call Process. This SLA does not apply to any Third Party SaaS Services. All other support services are documented in the Support Call Process. II. Definitions. Except as defined below, all defined terms have the meaning set forth in the Agreement. Actual Attainment: The percentage of time the Tyler Software is available during a calendar month, calculated as follows: (Service Availability – Downtime) ÷ Service Availability. Client Error Incident: Any service unavailability resulting from your applications, content or equipment, or the acts or omissions of any of your service users or third-party providers over whom we exercise no control. Downtime: Those minutes during Service Availability, as defined below, when all users cannot launch, login, search or save primary data in the Tyler Software. Downtime does not include those instances in which only a Defect is present. Emergency Maintenance Window: (1) maintenance that is required to patch a critical security vulnerability; (2) maintenance that is required to prevent an imminent outage of Service Availability; or (3) maintenance that is mutually agreed upon in writing by Tyler and the Client. Planned Downtime: Downtime that occurs during a Standard or Emergency Maintenance window. Service Availability: The total number of minutes in a calendar month that the Tyler Software is capable of receiving, processing, and responding to requests, excluding Planned Downtime, Client Error Incidents, denial of service attacks and Force Majeure. Service Availability only applies to Tyler Software being used in the live production environment. Standard Maintenance: Routine maintenance to the Tyler Software and infrastructure. Standard Maintenance is limited to five (5) hours per week. III. Service Availability a. Your Responsibilities Whenever you experience Downtime, you must make a support call according to the procedures outlined in the Support Call Process. You will receive a support case number. 89 Exhibit C 2 b. Our Responsibilities When our support team receives a call from you that Downtime has occurred or is occurring, we will work with you to identify the cause of the Downtime (including whether it may be the result of Planned Downtime, a Client Error Incident, denial of service attack or Force Majeure). We will also work with you to resume normal operations. c. Client Relief Our targeted Attainment Goal is 100%. You may be entitled to credits as indicated in the Client Relief Schedule found below. Your relief credit is calculated as a percentage of the SaaS Fees paid for the calendar month. In order to receive relief credits, you must submit a request through one of the channels listed in our Support Call Process within fifteen days (15) of the end of the applicable month. We will respond to your relief request within thirty (30) day(s) of receipt. The total credits confirmed by us will be applied to the SaaS Fee for the next billing cycle. Issuing of such credit does not relieve us of our obligations under the Agreement to correct the problem which created the service interruption. Credits are only payable when Actual Attainment results in eligibility for credits in consecutive months and only for such consecutive months. Client Relief Schedule Actual Attainment Client Relief 99.99% - 98.00% Remedial action will be taken 97.99% - 95.00% 4% Below 95.00% 5% IV. Maintenance Notifications We perform Standard Maintenance during limited windows that are historically known to be reliably low-traffic times. If and when maintenance is predicted to occur during periods of higher traffic, we will provide advance notice of those windows and will coordinate to the greatest extent possible with you. Not all maintenance activities will cause application unavailability. However, if Tyler anticipates that activities during a Standard or Emergency Maintenance window may make the Tyler Software unavailable, we will provide advance notice, as reasonably practicable, that the Tyler Software will be unavailable during the maintenance window. 90 Exhibit C Schedule 1 1 Exhibit C Schedule 1 Support Call Process Support Channels Tyler Technologies, Inc. provides the following channels of software support for authorized users*: (1) On-line submission (portal) – for less urgent and functionality-based questions, users may create support incidents through the Tyler Customer Portal available at the Tyler Technologies website. A built-in Answer Panel provides users with resolutions to most “how-to” and configuration- based questions through a simplified search interface with machine learning, potentially eliminating the need to submit the support case. (2) Email – for less urgent situations, users may submit emails directly to the software support group. (3) Telephone – for urgent or complex questions, users receive toll-free, telephone software support. * Channel availability may be limited for certain applications. Support Resources A number of additional resources are available to provide a comprehensive and complete support experience: (1) Tyler Website – www.tylertech.com – for accessing client tools, documentation, and other information including support contact information. (2) Tyler Search -a knowledge based search engine that lets you search multiple sources simultaneously to find the answers you need, 24x7. (3) Tyler Community –provides a venue for all Tyler clients with current maintenance agreements to collaborate with one another, share best practices and resources, and access documentation. (4) Tyler University – online training courses on Tyler products. Support Availability Tyler Technologies support is available during the local business hours of 8 AM to 5 PM (Monday – Friday) across four US time zones (Pacific, Mountain, Central and Eastern). Tyler’s holiday schedule is outlined below. There will be no support coverage on these days. New Year’s Day Labor Day Martin Luther King, Jr. Day Thanksgiving Day Memorial Day Day after Thanksgiving Independence Day Christmas Day For support teams that provide after-hours service, we will provide you with procedures for contacting support staff after normal business hours for reporting Priority Level 1 Defects only. Upon receipt of 91 Exhibit C Schedule 1 2 such a Defect notification, we will use commercially reasonable efforts to meet the resolution targets set forth below. We will also make commercially reasonable efforts to be available for one pre-scheduled Saturday of each month to assist your IT staff with applying patches and release upgrades, as well as consulting with them on server maintenance and configuration of the Tyler Software environment. Incident Handling Incident Tracking Every support incident is logged into Tyler’s Customer Relationship Management System and given a unique case number. This system tracks the history of each incident. The case number is used to track and reference open issues when clients contact support. Clients may track incidents, using the case number, through Tyler’s Customer Portal or by calling software support directly. Incident Priority Each incident is assigned a priority level, which corresponds to the Client’s needs. Tyler and the Client will reasonably set the priority of the incident per the chart below. This chart is not intended to address every type of support incident, and certain “characteristics” may or may not apply depending on whether the Tyler software has been deployed on customer infrastructure or the Tyler cloud. The goal is to help guide the Client towards clearly understanding and communicating the importance of the issue and to describe generally expected response and resolution targets in the production environment only. References to a “confirmed support incident” mean that Tyler and the Client have successfully validated the reported Defect/support incident. Priority Level Characteristics of Support Incident Resolution Targets* 1 Critical Support incident that causes (a) complete application failure or application unavailability; (b) application failure or unavailability in one or more of the client’s remote location; or (c) systemic loss of multiple essential system functions. Tyler shall provide an initial response to Priority Level 1 incidents within one (1) business hour of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within one (1) business day. For non-hosted customers, Tyler’s responsibility for lost or corrupted data is limited to assisting the Client in restoring its last available database. 2 High Support incident that causes (a) repeated, consistent failure of essential functionality affecting more than one user or (b) loss or corruption of data. Tyler shall provide an initial response to Priority Level 2 incidents within four (4) business hours of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents or provide a circumvention procedure within ten (10) business days. For non-hosted customers, Tyler’s responsibility for loss or corrupted data is limited to assisting the Client in restoring its last available database. 92 Exhibit C Schedule 1 3 3 Medium Priority Level 1 incident with an existing circumvention procedure, or a Priority Level 2 incident that affects only one user or for which there is an existing circumvention procedure. Tyler shall provide an initial response to Priority Level 3 incidents within one (1) business day of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents without the need for a circumvention procedure with the next published maintenance update or service pack, which shall occur at least quarterly. For non-hosted customers, Tyler’s responsibility for lost or corrupted data is limited to assisting the Client in restoring its last available database. 4 Non- critical Support incident that causes failure of non-essential functionality or a cosmetic or other issue that does not qualify as any other Priority Level. Tyler shall provide an initial response to Priority Level 4 incidents within two (2) business days of receipt of the incident. Once the incident has been confirmed, Tyler shall use commercially reasonable efforts to resolve such support incidents, as well as cosmetic issues, with a future version release. *Response and Resolution Targets may differ by product or business need Incident Escalation If Tyler is unable to resolve any priority level 1 or 2 defect as listed above or the priority of an issue has elevated since initiation, you may escalate the incident to the appropriate resource, as outlined by each product support team. The corresponding resource will meet with you and any Tyler staff to establish a mutually agreeable plan for addressing the defect. Remote Support Tool Some support calls may require further analysis of the Client’s database, processes or setup to diagnose a problem or to assist with a question. Tyler will, at its discretion, use an industry-standard remote support tool. Tyler’s support team must have the ability to quickly connect to the Client’s system and view the site’s setup, diagnose problems, or assist with screen navigation. More information about the remote support tool Tyler uses is available upon request. 93 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A THREE-YEAR AGREEMENT WITH TYLER TECHNOLOGIES FOR THE UPGRADE OF INCODE SOFTWARE FOR FINANCE, UTILITY BILLING AND MUNICIPAL COURT; AND PROVIDING AN EFFECTIVE DATE NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1.That the City Council of the City of The Colony, Texas hereby approves a renewal contract with TYLER TECHNOLOGIES, for the upgrade of INCODE Software for Finance, Utility Billing and Municipal Court in the amount of $158,744 per year with a one-time cost of $8,710. Section 2.That the City Manager is authorized to issue appropriate purchase order(s). Section 3.That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. ______________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ____________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ____________________________________ Jeffrey L. Moore, City Attorney 94 Agenda Item No:4.8 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Chris Cuellar Submitting Department: Information Technology Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to issue a purchase order to Sequel Data Systems in the amount of $66,476.70 for a replacement enterprise backup server. (Cuellar) Suggested Action: Attachments: Sequel Quote for Enteprise Backup.pdf Enterprise Backup Background Info.pdf Res. 2025-xxx Sequel Data Systems Purchase Order.docx 95 Quote Number: 208148 11824 Jollyville Rd. Suite 400 Austin, TX 78759 Sales Quote Today's Date: 12/30/2024 Customer:Account Manager: Chris Cuellar David Dunaway City of The Colony Sequel Data Systems ccuellar@thecolonytx.gov david.dunaway@sequeldata.com 972-624-3133 DIR-TSO-4331 Office: 512-918-8841 Cell: 817-939-7406 Item Part #Qty.Description Unit Price Ext. Price 1 FA-C20-186TB- 10x18.6TB 1 Pure Storage FlashArray FA- C20-186TB- 10x18.6TB 44,051.54$ 44,051.54$ 2 FA-C20-186TB, 1MO,ADV,FVR 12 FA-C20- 186TB 1 Month Evergreen Forever Subscription, NBD Delivery, 24/7 Support 1,626.00$ 19,512.00$ 3 FA-XCR4-CNTRL-FC32 2-Port ADD 2 HBA, 32GFC w/ o EDIF, 2-PORT Prism+ SFP+ 1,456.58$ 2,913.16$ Total $66,476.70 Phone: 512-918-8841 Prices Good for 30 Days Fax: 512-519-7868 1 96 AGENDA ITEM Information Technology TO: Mayor, City Council, and City Manager DATE SUBMITTED: December 30, 2024 MEETING DATE: 01/07/2024 SUMMARY OF REQUEST: Consider approval of a replacement enterprise backup solution Purpose: This memo outlines the key challenges faced with the current backup storage and the benefits of replacing the existing enterprise backup solution with a more effective and efficient alternative. Current Challenges: 1. Reliability Issues: The current backup system is 7 years old, has reached end of life and is no longer supported, exposing the City’s backups to potential data loss and operational disruptions. 2. Scalability Limitations: The current system struggles to handle growing data volumes, resulting in performance bottlenecks, reduced backup retention time and additional staff time to manage the limited storage. 3. Outdated Technology: The existing solution lacks critical modern features such as advanced encryption and ransomware protection. Benefits of Proposed Enterprise Backup Storage Replacement Solution: After a thorough evaluation of market-leading backup solutions, we propose adopting Pure Storage which offers the following advantages: 1. Enhanced Reliability: Improved backup success rates and faster recovery times, ensuring business continuity and minimizing downtime. 2. Scalability and Flexibility: Offers excellent deduplication and compression of backup data, allowing us to store many more months of backups. Has scalability to support City’s increased data 97 footprint for many years to come. Can be used as a failover for the City’s enterprise storage solution. 3. Risk Mitigation: Enhanced reliability and security, including robust data encryption and ransomware protection minimize the risk of data loss, breaches, and non-compliance penalties. 4. Improved Efficiency: Faster backups and recoveries, coupled with reduced manual intervention, boost operational efficiency. 5. Future-Proofing: The new solution’s scalability and modern capabilities support the City’s growth and needs over the next decade. Budget: 1. Budgeted funds are available for this project. 98 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _____ A RESOLUTION OF THE CITY OF THE COLONY, TEXAS AUTHORIZING THE CITY MANAGER TO APPROVE A PURCHASE ORDER TO SEQUEL DATA SYSTEMS FOR A REPLACEMENT ENTERPRISE BACKUP SERVER; PROVIDING AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1. That the City Council of the City of The Colony, Texas hereby authorizes the City Manager to approve the purchase of a replacement enterprise backup server. Section 2. That the City Manager or his designee is authorized to approve the purchase order to Sequel Data Systems in the amount of $66,476.70. Section 3. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. ______________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 99 Agenda Item No:4.9 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Chris Cuellar Submitting Department: Information Technology Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute the award of a grant application to the Office of the Governor for Cybersecurity Enhancement – Grant Number 5220701. (Beam) Suggested Action: Attachments: Res. 2025-xxx Cybersecurity Enhancement Grant Request.pdf 100 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - ________ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPROVING A GRANT REQUEST FOR CYBERSECURITY ENHANCEMENT - GRANT NUMBER 5220701 THROUGH THE OFFICE OF THE GOVERNOR; DESIGNATION OF THE NAME AND/OR TITLE OF AN AUTHORIZED OFFICIAL DURING THE GRANT PERIOD; AND PROVIDING FOR AN EFFECTIVE DATE. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THAT: WHEREAS, the City of The Colony, Texas, finds it in the best interest of the citizens of The Colony that the cybersecurity enhancement be operated for 2024-2025; and WHEREAS, the City of The Colony agrees to provide applicable matching funds for said project as required by the cybersecurity enhancement grant application; and WHEREAS, the City of The Colony agrees that in the event of loss or misuse of the Office of the Governor funds, the City of The Colony assures that the funds will be returned to the Office of the Governor in full. WHEREAS, the City of The Colony designates KATELYN WIGHT as the grantee’s authorized official. The authorized official is given the power to apply for, accept, reject, alter or terminate the grant on behalf of the applicant agency. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, APPROVES SUBMISSION OF THE GRANT APPLICATION FOR THE CYBERSECURITY ENHANCEMENT TO THE OFFICE OF THE GOVENOR. DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS THE 7TH DAY OF JANUARY 2025. ________________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary 101 APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 102 Agenda Item No:4.10 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Matthew Winnett Submitting Department: Police Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to issue a purchase order to GT Distributors Inc. in the amount of $80,000.00 for the purchase of training and duty ammunition for the Police Department. (Winnett) Suggested Action: Attachments: Ammo Memo.pdf Res. 2025-xxx GT Distributors Inc Purchase Order.docx 103 The Colony Police Department 5151 North Colony Blvd, The Colony, TX, 75056 (972) 625-1887 Memorandum To: Honorable Mayor Richard Boyer and Members of The Colony City Council CC: Troy Powell, City Manager; Phillip Foxall, Police Chief From: Matt Winnett, Assistant Police Chief Date: December 5, 2024 Subject: Issuance of a purchase order to GT Distributors Inc. for $80,000.00 to purchase ammunition Action Requested: Consider approving a resolution authorizing the City Manager to issue a purchase order to GT Distributors Inc. in the amount of $80,000.00 for the purchase of training and duty ammunition for the Police Department. Background Information: The Colony Police Department holds its officers to a high standard and requires every officer to participate in firearms training throughout the year to maintain proficiency. Additionally, officers are required to participate in biannual firearms qualifications with their handguns, rifles, and shotguns. This sum of money has already been approved in the 2024-25 police department operating budget and will allow the department to purchase approximately 180,000 rounds of ammunition to be used for training, qualifications, and ammunition to be carried on duty. Recommendation: Staff requests that the Council authorize the City Manager or his designee to issue a purchase order to GT Distributors Inc. in the amount of $80,000.00. Thank you for your consideration. Respectfully, Assistant Police Chief The Colony Police Department 104 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _____ A RESOLUTION OF THE CITY OF THE COLONY, TEXAS AUTHORIZING THE CITY MANAGER TO APPROVE A PURCHASE ORDER TO GT DISTRIBUTORS, INC., FOR PURCHASE OF TRAINING AND AMMUNITION FOR THE POLICE DEPARTMENT; PROVIDING AN EFFECTIVE DATE. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1. That the City Council of the City of The Colony, Texas hereby authorizes the City Manager to approve the purchase of training and ammunition for the Police Department. Section 2. That the City Manager or his designee is authorized to approve the purchase order to GT Distributors, Inc., in the amount of $80,000.00. Section 3. That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. ______________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 105 Agenda Item No:4.11 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Jay Goodson Submitting Department: Police Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute year two of a five year contract renewal for body worn cameras with Axon Enterprise Inc., in the amount of $160.693.36. (Foxall) Suggested Action: Attachments: AXON Invoice BWC.pdf Res. 2025-xxx Axon Enterprise Inc Contract.doc 106 Your Feedback Matters Invoice Invoice ID INUS301885Axon Enterprise Inc. PO BOX 29661 DEPARTMENT 2018 PHOENIX, AZ 85038-9661 Ph: 1-480-991-0797, option 5, option 1 arinquiries@axon.com www.axon.com TIN: 86-0741227 DUNS Number: 832176382 UEI Number: TBW7MGPYURM7 Sales order: Date 01-Dec-24 Page 1 of 3 Sales Order Requisition Your Ref Q-453546, Our Ref , Q-453546, Payment Net 30 days Invoice Account 117147 Terms of Delivery FCA BILL TO SHIP TO The Colony Police Dept. - TX 5151 N Colony Blvd The Colony, TX 75056-1219 USA Business;Delivery;Invoice-5151 N Colony Blvd 5151 N Colony Blvd The Colony, TX 75056-1219 USA PAYMENT REMITTANCE INFORMATION For ACH/EFT Payment: (Preferred Method) For Wire Transfers For Check Payments Mail To:For Overnight Check Payments Mail Account Name Axon Enterprise, Inc.Beneficiary Axon Enterprise, Inc.Axon Enterprise, Inc.Axon Enterprise, Inc. Account Number 634912729 Account Number 634912729 PO BOX 29661 JPMorgan Chase (AZ1-2170) Bank Routing No 122100024 Bank Routing No 021000021 DEPARTMENT 2018 Attn: Axon Enterprises 29661-2018 Reference No INUS301885 SWIFT Code CHASUS33 PHOENIX, AZ 85038-9661 2108 E Elliot Rd, Reference No INUS301885 Reference No INUS301885 Tempe, AZ 85283 Reference No INUS301885 Please reference the invoice number on your ACH, Wire or Check payment and send to AR@axon.com Important Note: By selecting the wire transfer payment method, you agree to accept the processing & transaction fees charged by the bank relating to this wire Ship to*Bundled Item Number Bundled Description Bundled Quantity Unit Price Amount 1 H00002 AB4 Multi Bay Dock Bundle 12.00 3,994.51 1 BWCUwTAP BWC Unlimited with TAP 100.00 100,636.62 1 H00001 AB4 Camera Bundle 100.00 15,212.89 Line No.Ship to*Item Number Description Quantity Unit Price Amount 5 1 73449 AXON RESPOND - LICENSE Tax Date 01-Dec-24 Shipment Date: 100.00 300.00 6,093.28 9 1 73739 AXON PERFORMANCE - LICENSE Tax Date 01-Dec-24 Shipment Date: 100.00 585.60 11,894.08 11 1 80322 AXON RESPOND - LIVE STREAMING ADD-ON Tax Date 01-Dec-24 Shipment Date: 100.00 540.00 10,967.90 15 1 85144 AXON BODY - PSO - STARTER Tax Date 01-Dec-24 Shipment Date: 1.00 0.00 0.00 20 1 73682 AXON EVIDENCE - AUTO TAGGING LICENSE Tax Date 01-Dec-24 Shipment Date: 100.00 585.60 11,894.08 107 Your Feedback Matters Invoice Invoice ID INUS301885Axon Enterprise Inc. PO BOX 29661 DEPARTMENT 2018 PHOENIX, AZ 85038-9661 Ph: 1-480-991-0797, option 5, option 1 arinquiries@axon.com www.axon.com TIN: 86-0741227 DUNS Number: 832176382 UEI Number: TBW7MGPYURM7 Sales order: Date 01-Dec-24 Page 2 of 3 Sales Order Requisition Your Ref Q-453546, Our Ref , Q-453546, Payment Net 30 days Invoice Account 117147 Terms of Delivery FCA BILL TO SHIP TO The Colony Police Dept. - TX 5151 N Colony Blvd The Colony, TX 75056-1219 USA Business;Delivery;Invoice-5151 N Colony Blvd 5151 N Colony Blvd The Colony, TX 75056-1219 USA PAYMENT REMITTANCE INFORMATION For ACH/EFT Payment: (Preferred Method) For Wire Transfers For Check Payments Mail To:For Overnight Check Payments Mail Account Name Axon Enterprise, Inc.Beneficiary Axon Enterprise, Inc.Axon Enterprise, Inc.Axon Enterprise, Inc. Account Number 634912729 Account Number 634912729 PO BOX 29661 JPMorgan Chase (AZ1-2170) Bank Routing No 122100024 Bank Routing No 021000021 DEPARTMENT 2018 Attn: Axon Enterprises 29661-2018 Reference No INUS301885 SWIFT Code CHASUS33 PHOENIX, AZ 85038-9661 2108 E Elliot Rd, Reference No INUS301885 Reference No INUS301885 Tempe, AZ 85283 Reference No INUS301885 Please reference the invoice number on your ACH, Wire or Check payment and send to AR@axon.com Important Note: By selecting the wire transfer payment method, you agree to accept the processing & transaction fees charged by the bank relating to this wire Line No.Ship to*Item Number Description Quantity Unit Price Amount 21 1 80227 AXON RESPOND - VIEW ONLY ACCESS Tax Date 01-Dec-24 Shipment Date: 1.00 0.00 0.00 Sales Amount 160,693.36 Misc. Charge 0.00 Discount 0.00 Sales Tax 0.00 Total 160,693.36 Credit Amount(s) Applied 0.00 Amount Received 0.00 Payment Due 31-Dec-24 BALANCE DUE USD 160,693.36 108 Your Feedback Matters Invoice Invoice ID INUS301885Axon Enterprise Inc. PO BOX 29661 DEPARTMENT 2018 PHOENIX, AZ 85038-9661 Ph: 1-480-991-0797, option 5, option 1 arinquiries@axon.com www.axon.com TIN: 86-0741227 DUNS Number: 832176382 UEI Number: TBW7MGPYURM7 Sales order: Date 01-Dec-24 Page 3 of 3 Sales Order Requisition Your Ref Q-453546, Our Ref , Q-453546, Payment Net 30 days Invoice Account 117147 Terms of Delivery FCA BILL TO SHIP TO The Colony Police Dept. - TX 5151 N Colony Blvd The Colony, TX 75056-1219 USA Business;Delivery;Invoice-5151 N Colony Blvd 5151 N Colony Blvd The Colony, TX 75056-1219 USA PAYMENT REMITTANCE INFORMATION For ACH/EFT Payment: (Preferred Method) For Wire Transfers For Check Payments Mail To:For Overnight Check Payments Mail Account Name Axon Enterprise, Inc.Beneficiary Axon Enterprise, Inc.Axon Enterprise, Inc.Axon Enterprise, Inc. Account Number 634912729 Account Number 634912729 PO BOX 29661 JPMorgan Chase (AZ1-2170) Bank Routing No 122100024 Bank Routing No 021000021 DEPARTMENT 2018 Attn: Axon Enterprises 29661-2018 Reference No INUS301885 SWIFT Code CHASUS33 PHOENIX, AZ 85038-9661 2108 E Elliot Rd, Reference No INUS301885 Reference No INUS301885 Tempe, AZ 85283 Reference No INUS301885 Please reference the invoice number on your ACH, Wire or Check payment and send to AR@axon.com Important Note: By selecting the wire transfer payment method, you agree to accept the processing & transaction fees charged by the bank relating to this wire *Tax Note Ship-to-address Legend* 1 Business;Delivery;Invoice-5151 N Colony Blvd 5151 N Colony Blvd The Colony, TX 75056-1219 USA 109 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE YEAR TWO OF A FIVE YEAR RENEWAL CONTRACT WITH AXON ENTERPRISE, INC., FOR BODY WORN CAMERAS; AND PROVIDING AN EFFECTIVE DATE NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1.That the City Council of the City of The Colony, Texas hereby approves year two of a five year renewal contract with AXON, INC., for body worn cameras in the amount of $160,693.36. Section 2.That the City Manager is authorized to issue appropriate purchase order(s). Section 3.That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. ______________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ____________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ____________________________________ Jeffrey L. Moore, City Attorney 110 Agenda Item No:4.12 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Jay Goodson Submitting Department: Police Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute a Police Department contract renewal for crossing guard services with All City Management Services Inc., in the amount of $175,181.60, for the 2024-2025 school year. (Foxall) Suggested Action: Attachments: The Colony, TX Client Worksheet 2024-2025 Rvsd 2024.12.03.cleaned.pdf Res. 2025-xxx Crossing Guard Contract.doc 111 All City Management Services Inc. Billing Rate for 2024 - 2025: 29.92$ KEY: Summer School 14 180 2520 $29.92 = $75,398.40 7 Sites at 2.00 hrs per day days/yr X Hourly Billing Rate 9.48 180 1706.4 $29.92 = $51,055.49 3 Sites at 3.16 hrs per day days/yr X Hourly Billing Rate 16 85 1360 $29.92 = $40,691.20 8 Sites at 2.00 hrs per day days/yr X Hourly Billing Rate 3.16 85 268.6 $29.92 = $8,036.51 1 Sites at 3.16 hrs per day days/yr X Hourly Billing Rate 19.00 2.33 5,855.00 $175,181.60 Updated 12/3/2024 Total Hrs/day X TOTAL NUMBER OF SITES AVERAGE HOURS TOTAL PROJECTED HOURS TOTAL ANNUAL PROJECTED COST For schools with Summer School sessions use 19 days Sites with traditional calendar: Total Hrs/day X Total Hrs/day X Locations to stop service on 1/1/25 Total Hrs/day X Traditional Calendar: For sites with no regularly scheduled early release days, use 180 regular days For sites with one regularly scheduled early release day/week, use 144 regular days and 36 minimum days Year Round Calendar For schools with no regularly scheduled early release days, use 240 regular days For schools with one regularly scheduled early release day/week, use 192 regular days and 48 minimum days 5151 N. Colony Blvd. The Colony, TX 75056 Client Worksheet 2024 - 2025 Department: 2303001 City of The Colony 112 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A RENEWAL CONTRACT WITH ALL CITY MANAGEMENT SERVICES, INC., FOR CROSSING GUARD SERVICES FOR THE 2024-2025 SCHOOL YEAR; AND PROVIDING AN EFFECTIVE DATE NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: Section 1.That the City Council of the City of The Colony, Texas hereby approves a renewal contract with ALL CITY MANAGEMENT SERVICES, INC., for crossing guard services for the 2024-2025 school year in the amount of $175,181.60. Section 2.That the City Manager is authorized to issue appropriate purchase order(s). Section 3.That this resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 2025. ______________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ____________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ____________________________________ Jeffrey L. Moore, City Attorney 113 Agenda Item No:4.13 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: James Whitt Submitting Department: Public Works/Water Distribution Item Type: Expenditures Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to issue a purchase order to CAN-EX Technologies in the amount of $199,988.00 for an alternative purchase of two ZIPCAM 360 camera crawler systems. (Whitt) Suggested Action: New products have been introduced since this item was originally budgeted. The original purchase was for a new sanitary sewer camera crawler with an enclosed built out trailer with office, computer, HVAC, generator, computers, and tool boxes. Staff has found a much more inexpensive design that allows the department to purchase 2 cameras instead of 1 of the old design. Coupled with the streamlined camera capabilities it will have a lower maintenance and replacement costs going forward. Attached are the costs for both systems and a more detailed explanation as to the reasons for the change in model. Attachments: ZIPCAM 360 The Colony Quote.pdf Sewer Camera.doc Res. 2025-xxx CAN-EX Technologies Purchase Order.docx 114 PREPARED BY Lonestar Municipal Equipment Paul Folker PREPARED FOR Terence Bowman The Colony, TX #1 Harris Plaza The Colony, TX 75056 DATE PRICING FROMQUOTE ID QUOTE BuyBoard Contract #676-22 115 12/31/2024 3/4/2024 QUOTE ID: 24xxx ALPHA DESCRIPTION NOTES QTY STD 360 DEGREE IMAGE CAPTURE STANDARD STD VIDEO QUALITY: 3K@60FPS STANDARD STD LIGHTING: 2000 LUMENS STANDARD STD RATED FOR PIPE 8" - 48" DIAMETER STANDARD STD BATTERY AUTONOMY: 1 WORK DAY STANDARD STD ADJUSTABLE ARM WITH LOCK STANDARD STD WEIGHT: 28 LBS STANDARD STD ANODIZED ALUMINUM BODY STANDARD NOZ .75 3/4" PROPULSION NOZZLE NOT COMPATBLE WITH NOZ 1 2 DEALER DIR SHIP TO DEALER CAM001020 ONLY 2 CAM001020 ZIPCAM 360 CAMERA - DEALER DIRECT CAM001020 2 STD GOPRO MAX CAMERA, 2 BATTERIES AND CHARGER KIT 1 SET STANDARD STD RECHARGEABLE BATTERY - MAIN UNIT 2 PCS STANDARD STD BATTERY CHARGER 1 PC STANDARD STD INTERCHANGEABLE WHEELS - 67MM 4 PCS STANDARD STD INTERCHANGEABLE WHEELS - 128MM 4 PCS STANDARD STD HEAVY DUTY TRANSPORT CASE 1 PC STANDARD STD WHEEL WRENCH 1 PC STANDARD STD HAND HELD DEVICE WITH OPERATIONS APP 1 PC STANDARD STD CARD READER FOR SD AND MICRO SD 1 PC STANDARD STD ANALYSIS BASIC PACP APPROVED SOFTWARE - UNLIMITED ZIPCAM 360 UPLOAD STANDARD STD POLE WITH CAMERA HOOK 1 PC STANDARD STD OPERATION MANUAL 1 PC STANDARD STD 2-DAY INITIAL OPERATORS TRAINING STANDARD CAM002010 ZIPCAM 360 REPLACEMENT LIGHTS 8 PCS 1 CAM002020 ZIPCAM 360 REPLACEMENT SET OF SMALL WHEELS 2 SETS 2 CAM002030 ZIPCAM 360 REPLACEMENT SET OF BIG WHEELS 1 SET 1 CAM002040 ZIPCAM 360 REPLACEMENT ANTENNA 2 PCS 1 CAM002050 ZIPCAM 360 REPLACEMENT GOPRO CAMERA 1 PC 2 CAM002060 ZIPCAM 360 REPLACEMENT PROTECTOR PINS 4 PCS 4 CAM002080 ZIPCAM 360 REPLACEMENT O-RING SET 4 SETS 1 2024 CAN-EXPLORE ZIPCAM 360 24xxx 116 ANALYSIS ANALYSIS PREMIUM SOFTWARE SUBSCRIPTION, 1-YEAR, BASE ACCESS - UNLIMITED ZIPCAM UPLOAD, LEGACY (NON ZIPCAM) DATA UPLOAD, SHAPEFILE DISPLAY ACCESS $4250 PER YEAR 1 **LME SUPPLIED - Extra GoPro Enduro Battery 3 LIST PRICE OF BASE UNIT WITH OPTIONS 199,488.00$ TRADE-IN:-$ ESTIMATED SHIPPING:500.00$ ESTIMATED SUBTOTAL:199,988.00$ SALES TAX: TOTAL 199,988.00$ SIGNATURE DATE QUOTE ID DATE PRICING FROM 24xxx 12/31/2024 3/4/2024 Please return a signed copy to Paul@LonestarME.com PRICING SUMMARY *** UNLESS SHIPPING IS QUOTED, PRICE IS FOB FACTORY *** ALL PRICES ARE IN US DOLLARS DUE TO EXTREME MARKET VOLATILITY AND PENDING U.S. GOVERNMENT SECTION 232 TRADE CASES ALL PRICES AND AVAILABILITY ARE SUBJECT TO CHANGE WITHOUT NOTICE, ALL QUOTES TO BE CONFIRMED AT TIME OF ORDER 117 City of The Colony - 6800 Main Street - The Colony, Texas 75056 (972) 625-1756 www.TheColonyTX.gov From:James Whitt, Department of Public Works Sent:January 7, 2025 Subject: Sewer crawler camera The original approved purchase was for a traditional sewer crawler camera system, and a direct replacement for an existing camera system in use by the waste water collection department. The approved camera system was originally chosen because it is the most common style camera used by most waste water departments. These traditional camera systems work fairly well, except for one issue, the camera system is proprietary to each manufacture, when the camera breaks, get moisture inside it, or the lens becomes damaged it must be sent back to the manufacture for repairs, these are timely and not cheap We have a new manager over the waste water department and he was exploring optional camera systems that were more robust, less costly to maintain, or could be repaired in-house. The camera system we are requesting has several benefits over traditional cameras but the most impressive upgrade is the actually camera, it uses a Go-Pro camera instead of a proprietary camera system, Go-Pro cameras have survived being submerged in over 200 feet, can withstand temperatures in excess of -13˚F to 185˚F and have been to space both on rockets and are used on the Space Station, they are incredibly durable. If the Go-Pro becomes damaged a new one can be purchased for around $400 instead of several thousand for manufacture repairs. Also, traditional cameras need computers to view the footage where the Zipcam camera will Bluetooth to any phone. This purchase is for 2 camera crawlers instead of the single camera crawler in the original budget request. 118 City of The Colony - 6800 Main Street - The Colony, Texas 75056 (972) 625-1756 www.TheColonyTX.gov Original requested camera system, with proprietary camera system Proposed ZipCam 360, with 360 degree Go-Pro camera Qty Available Funds 1 1 1 1 1 Varies $207,000.00 Qty 2 Varies $199,988.00 New Remaining Balance $7,012.00 Total ZipCam 360 Camera CAM001020 Misc Accessories Misc Accessories Generator Requasted Expenditure Proposed Expenditure Total Trailer Sewer Camera Crawler Computer HVAC 119 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _________ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER TO CAN-EX TECHNOLOGIES FOR AN ALTERNATIVE PURCHASE OF TWO (2) ZIPCAM 360 CAMERA CRAWLER SYSTEMS; AND PROVIDING AN EFFECTIVE DATE. NOW,THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1.That the City Council of the City of The Colony, Texas hereby authorizes the City Manager to issue a purchase order to CAN-EX TECHNOLOGIES in the amount of $199,988.00 for an alternative purchase of two (2) zipcam 360 camera crawler systems. Section 2. That the City Manager and/or his designee are authorized to issue said purchase order. Section 3.This resolution shall take effect immediately from and after its passage. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS 7TH DAY OF JANUARY 2025. ____________________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ____________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ____________________________________ Jeffrey L. Moore, City Attorney 120 Agenda Item No:4.14 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: James Whitt Submitting Department: Public Works/Water Distribution Item Type: Expenditures Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to execute a Professional Services Agreement with The New York Blower Company in the amount of $65,714.00 for the repair of a blower motor for the Waste Water Treatment Plant odor control building. (Whitt) Suggested Action: Attachments: City of The Colony Prop 002383-2025-1.pdf Sole Source.jpg Blower Motor.doc Res. 2025-xxx Professional Services Agreement - New York Blower Company.docx 121 Page 1 of 2 Conditions of Sale can be found on the New York Blower website: www.nyb.com/conditions.pdf THE NEW YORK BLOWER COMPANY Represented by ML Industrial Air Corp 4600 Greenville Avenue, Suite 106 Dallas, TX 75206 United States mike@MLIndustrialAir.com Office: 214-824-3800 Fax: 214-824-3801 November 21, 2024 City of The Colony Robert Chesney 7500 Forrest Creek Dr The Colony, TX 75056 United States Quote Number: 002383-2025-1 FOB Shipping point with no freight allowed. Terms: 30 days net. Subject to nyb Conditions of Sale. The quotation, for equipment manufactured by nyb, is valid for acceptance within 15 days. Purchased components such as motors, drives, and vibration bases are subject to adjustments to price in effect at time of shipment. nyb reserves the right to qualify and correct clerical errors before acceptance. www.nyb.com/conditions.pdf Price: $ 65,714.00 Dear Mr. Chesney, We are pleased to offer the following for your consideration: 2 Parts for: FRP Fume Exhauster Size 54 HP Arr-1 Included Accessories/Modifications On-Site Service: Technician, Travel, North America, per 8-hour day Unit Price Each (US$): 1,200.00 2 Parts for: FRP Fume Exhauster Size 54 HP Arr-1 Included Accessories/Modifications On-Site Service: Technician Field Service, North America, FRP Balancing, per 8-hour day Unit Price Each (US$): 2,500.00 1 Parts for: FRP Fume Exhauster Size 54 HP Arr-1 Pos-W CCW Rotation TH discharge Included Accessories/Modifications Wheel and Shaft Assembly: Surface Veil Wheel and Shaft Assembly: Static Grounding by Graphite Impregnation Wheel and Shaft Assembly: FE, HP, Full-Width Fan, solid SST shaft Prepaid Freight Unit Price Each (US$): 49,290.00 Delivery: Ships in 3-5 weeks ARO 122 Page 2 of 2 2 Parts for: FRP Fume Exhauster Size 54 HP Arr-1 Pos-W CCW Rotation TH discharge Included Accessories/Modifications Bearing: 3-15/16 Spherical Roller Concentric Lock Fixed Bearing: 3-15/16 Spherical Roller Concentric Lock Expansion Prepaid Freight Price per Pair (US$): 4,512.00 Delivery: Ships in 2-3 weeks ARO Terms are Net 30 days. If awarded with an order, the Purchase Order should be addressed to The New York Blower Company c/o ML Industrial Air. Invoicing will be directly from New York Blower. If you require any further information please do not hesitate to contact us. Thank you for this opportunity to be of service. Respectfully submitted, Michael Lynch Sales Representative ML Industrial Air Corp email: mike@mlindustrialair.com THIS QUOTE IS GOVERNED BY AND SUBJECT TO THE NEW YORK BLOWER COMPANY STANDARD CONDITIONS OF SALE WHICH ARE ACCESSIBLE AT THE COMPANY'S WEBSITE (WWW.NYB.COM/CONDITIONS.PDF) AND ARE INCORPORATED HERE BY REFERENCE INTO THIS DOCUMENT. HARD COPIES ARE AVAILABLE UPON REQUEST. 123 124 City of The Colony - 6800 Main Street - The Colony, Texas 75056 (972) 625-1756 www.TheColonyTX.gov From:James Whitt, Department of Public Works Sent:January 7, 2025 Subject: Odor Control Blower Motor Repair The requested funds are for the repair of a blower motor, which provides forced air for the Waste Water Treatment Plant odor control building. During a normal switching from one blower to the other, the operator closed valves on both the intake and exhaust sides of the blower motor causing the motor to overheat. The operator had no way of knowing that the valves were in conflict as there were no controls or any system in place to notify the operator of the conflict. This system was designed, installed, and integrated by multiple contractors, Gracon Engineering, Prime Controls, Clark Electric, Paradyne Blowers and New York Blowers. The conditions which allowed both valves to be closed at the same time was not known by any of the parties involved with the installation of this equipment until the equipment was already damaged. To prevent any future damage we have provided additional training to our operators on proper valve operation, including visual inspections whenever the valves are operated. We have also installed signage alerting the operators to verify that the valves are in the correct operating positions, and will be requesting a SCADA integration on these valves in next year’s budget. Additionally, we are conducting a plant wide survey to identify any additional points of failure or conflict, as well as specific review steps during the design of the next plant expansion. 125 City of The Colony - 6800 Main Street - The Colony, Texas 75056 (972) 625-1756 www.TheColonyTX.gov Waste Water Account Number Available Funds Professional Services 200-662-6210 $57,781.00 Other Equipment Maintenance 200-662-6470 $59,525.00 Requested Expenditure 200-662-6210 $32,857.00 200-662-6470 $32,857.00 Remaining funds 200-662-6210 $24,924.00 200-662-6470 $26,668.00 Total Expenditure $65,714.00 126 CITY OF THE COLONY, TEXAS RESOLUTION NO. 20245- _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES CONTRACT WITH THE NEW YORK BLOWER COMPANY, FOR THE REPAIR OF A BLOWER MOTOR AT THE WASTE WATER TREATMENT PLANT (WWTP); AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of The Colony, Texas (the “City”), desires to obtain the services of the New York Blower Company, for the repair of a blower motor at the Waste Water Treatment Plant (WWTP); and WHEREAS, with said Professional Services Contract, the City is agreeing to pay the sum not to exceed $65,714.00 for such work. NOW,THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1.The Professional Services Contract, is found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved. Section 2. The City Manager is hereby authorized to execute said Professional Services Contract on behalf of the City of The Colony, Texas. Section 3.This resolution shall take effect immediately from and after its adoption and it is so resolved. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS THE 7TH DAY OF JANUARY 2025. __________________________________ ATTEST:Richard Boyer, Mayor City of The Colony, Texas ____________________________________ Tina Stewart, TRMC, CMC, City Secretary APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 127 Agenda Item No:4.15 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Resolution Agenda Section: Subject: Consider approving a resolution authorizing the City Manager to approve certain payments by The Colony Local Development Corporation, The Colony Economic Development Corporation, and The Colony Community Development Corporation for costs related to the construction of projects within Tax Increment Reinvestment Zone No. 1, City of The Colony, Texas, for Grandscape. (Council) Suggested Action: Attachments: Res. 2025-xxx Grandscape TIRZ - 2024-25 Payment - City Council - Resolution Authorizing Annual Disbursements.docx Res. 2025-xxx Grandscape TIRZ - 2024-25 Payment - LDC Board - Resolution Approving Annual Disbursement (AV Tax).docx Res. 2025-xxx Grandscape TIRZ - 2024-25 Payment - TIRZ Board - Resolution Approving Annual Disbursement (AV Tax).docx 128 1775.015\1007336.1 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 - _______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING AND APPROVING CERTAIN PAYMENTS BY THE COLONY LOCAL DEVELOPMENT CORPORATION, THE COLONY ECONOMIC DEVELOPMENT CORPORATION, AND THE COLONY COMMUNITY DEVELOPMENT CORPORATION FOR COSTS RELATED TO THE CONSTRUCTION OF PROJECTS WITHIN TAX INCREMENT REINVESTMENT ZONE NO. 1, CITY OF THE COLONY, TEXAS FOR GRANDSCAPE; PROVIDING FOR AN EFFECTIVE DATE;AND RESOLVING OTHER MATTERS RELATED THERETO. WHEREAS,on November 8, 2011, the City Council of the City of The Colony, Texas (the "City Council"), approved Ordinance No. 2011-1926, designating Tax Increment Reinvestment Zone Number One, City of The Colony, Texas (the "Zone"), and designated a Board of Directors for the Zone (the "Zone Board"), in accordance with and pursuant to Chapter 311 of the Texas Tax Code, as amended (the "Act"); and WHEREAS, on November 8, 2011, the City Council also approved Resolution No. 2011- 075 authorizing and approving the creation of The Colony Local Development Corporation (the "LDC") to aid, assist and act for and behalf of the City of the Colony, Texas (the "City") and the Zone Board in the management of the Zone and the implementation of the project plan and the financing plan for the Zone in accordance with and pursuant to Subchapter D of Chapter 431 of the Texas Transportation Code, as amended; and WHEREAS,Section 311.002 of the Texas Tax Code defines authorized "project costs" to include "expenditures made or estimated to be made and monetary obligations incurred or estimated to be incurred by the municipality or county designating a reinvestment zone that are listed in the project plan as costs of public works, public improvements, programs, or other projects benefiting the zone, plus other costs incidental to those expenditures and obligations"; and WHEREAS, the City Council approveda Final Project and Reinvestment Zone Financing Plan for Tax Increment Reinvestment Zone Number One, City of the Colony, Texas, dated November 15, 2011 (the "Final Project and Finance Plan") by adoption of Ordinance No. 2011- 1929 on November 15, 2011; and WHEREAS,the Final Project and Finance Plan provides for the financing of "TIF Projects" (defined in the Final Project and Finance Plan), including the construction of a municipal building, and the payment of "TIF Project Costs" (defined in the Final Project and Finance Plan) in accordance with the Act; and WHEREAS,the City and the LDC entered into that certain Amended and Restated Construction Management Agreement, effective as of November 20, 2012, (the "LDC Construction Management Agreement") with NFM Services, LLC, a Texas limited liability 129 2 1775.015\1007336.1 company ("NFM Services") to provide for the construction of certain TIF Projects constituting Economic Development Projects (as defined in the Final Project and Finance Plan) and the reimbursement of costs related to such Economic Development Projects advanced by NFM Services ("NFM Advances"), in accordance with and pursuant to Section 311.010(b) of the Texas Tax Code, as amended; and WHEREAS, the City, the Zone Board, and the LDC entered into that certain Funding Agreement, effective as of December 11, 2012, (the "LDC Funding Agreement") with LMG Ventures, LLC, ("LMG"), and TXFM, Inc. ("TXFM")related to the funding of certain TIF Projects (as defined in the Final Project and Finance Plan); and WHEREAS, the City, the Zone Board, and the LDC have entered into that certain Management Agreement, effective as of December 6, 2011, as amended and restated by that certain Amended and Restated Management Agreement, effective as of February 23, 2021, (the "LDC Management Agreement," and together with the LDC Construction Management Agreement and the LDC Funding Agreement, referred to collectively as the "LDC Agreements") to address the management of the Zone and the implementation of the Final Project and Finance Plan, including the issuance of TIF Obligations (as defined in the Management Agreement), in accordance with and pursuant to Section 311.010(f) of the Texas Tax Code, as amended; and WHEREAS, the City and Denton County, Texas (the "County") entered into that certain Agreement to Participate in Tax Increment Reinvestment Zone Number One, City of The Colony, Texas, effective as of November 11, 2011 (the "County TIRZ Participation Agreement"); and WHEREAS, as described and defined in the Management Agreement, the City has established the "City Tax Increment Subaccount" and "County Tax Increment Subaccount" within the "Tax Increment Fund" for the Zone and is making deposits of the "City Tax Increment" into such City Tax Increment Subaccount and is holding deposits of the 'County Tax Increment" received by Denton County, Texas, under the County TIRZ Participation Agreement in the County Tax Increment Subaccount as required under Section 4.5 of the Management Agreement; and WHEREAS, The Colony Economic Development Corporation (the "Type A Corporation") entered into that certain Type A Corporation Performance Agreement (the "Type A Performance Agreement"), effective as of November 15, 2011, with LMG and TXFM in compliance with Section 501.158 of the Act to promote economic development within the City of The Colony, Texas (the "City") and to provide for the construction of authorized projects ("Type A Projects") as described therein; and WHEREAS, the Type A Performance Agreement set forth the performance requirements related to certain financial incentives, including the payment of costs for authorized projects ("Type A Project Costs"), and established the "Type A Reimbursement Account" (as defined in the Type A Performance Agreement) from which Type A Project Costs are to be reimbursed or paid in accordance with the Type A Performance Agreement; and WHEREAS,the City Council of the City (the "City Council") approved and ratified the Type A Performance Agreement by Resolution No. 2011-078 approved on November 15, 2011; and 130 3 1775.015\1007336.1 WHEREAS,the City and the Type A Corporation entered into that certain Amended and Restated Construction Management Agreement, effective as of November 20, 2012, (the "Type A Construction Management Agreement") with NFM Services to provide for the construction of the Type A Projects described in the Type A Construction Management Agreement and the reimbursement of NFM Advances for Type A Project Costs; and WHEREAS, the City and the Type A Corporation entered into that certain Type A Economic Development Funding Agreement, effective as of December 12, 2012, (the "Type A Funding Agreement" and together with the Type A Performance Agreement and the Type A Construction Management Agreement, sometimes referred to collectively as the "Type A Agreements") with LMG and TXFM related to the funding of certain Type A Projects described in the Type A Funding Agreement and the payment of Type A Project Costs; and WHEREAS,the Type A Corporation, with the consent of the City, has issued its The Colony Economic Development Corporation Sales Tax Revenue Bonds (Nebraska Furniture Mart Texas Project Infrastructure Bonds) Series 2013 (the "2013 Type A Bonds") and is party to the Indenture of Trust and Security Agreement, dated as of February 1, 2013, as supplemented by the First Supplemental Trust Indenture, dated February 1, 2013 (collectively, the "2013 Type A Bond Indenture"); and WHEREAS, The Colony Community Development Corporation (the "Type B Corporation") entered into that certain Type B Corporation Performance Agreement (the "Type B Performance Agreement"), effective as of November 15, 2011, with LMG and TXFM in compliance with Section 501.158 of the Act to promote economic development within the City of The Colony, Texas (the "City") and to provide for the construction of authorized projects ("Type B Projects") as described therein; and WHEREAS, the Type B Performance Agreement sets forth the performance requirements related to certain financial incentives, including the payment of costs for authorized projects ("Type B Project Costs"), and established the "Type B Reimbursement Account" (as defined in the Type B Performance Agreement) from which Type B Project Costs are to be reimbursed or paid in accordance with the Type B Performance Agreement; and WHEREAS,the City Council of the City (the "City Council") approved and ratified the Type B Performance Agreement by Resolution No. 2011-077 approved on November 15, 2011; and WHEREAS,the City and the Type B Corporation entered into that certain Amended and Restated Construction Management Agreement, effective as of November 20, 2012, (the "Type B Construction Management Agreement") with NFM Services to provide for the construction of the Type B Projects described in the Type B Construction Management Agreement and the reimbursement of NFM Advances for Type B Project Costs; and WHEREAS, the City and the Type B Corporation entered into that certain Type B Economic Development Funding Agreement, effective as of December 12, 2012, (the "Type B Funding Agreement" and together with the Type B Performance Agreement and the Type B Construction Management Agreement, sometimes referred to collectively as the "Type B Agreements") with LMG and TXFM related to the funding of the Type B Projects described in the Type B Funding Agreement and the payment of Type B Project Costs; and 131 4 1775.015\1007336.1 WHEREAS,the Type B Corporation, with the consent of the City, has issued its The Colony Community Development Corporation Sales Tax Revenue Bonds (Nebraska Furniture Mart Texas Project Infrastructure Bonds) Series 2013 (the "2013 Type B Bonds") and is party to the Indenture of Trust and Security Agreement, dated as of February 1, 2013, as supplemented by the First Supplemental Trust Indenture, dated February 1, 2013 (collectively, the "2013 Type B Bond Indenture", and together with the 2013 Type A Bond Indenture, collectively the "Bond Indentures"); and WHEREAS, the Zone Board and the LDC have found and determined that the maintenance and repair of TIF Projects are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan and that such costs are necessary for the implementation of the Final Project and Finance Plan; and WHEREAS, the Zone Board and the LDC have found and determined that NFM Advances and payments to LMG and TXFM for Private Funding Obligations (as defined in the LDC Funding Agreements) authorized to be paid hereunder are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan; and WHEREAS, the Zone Board and the LDC have found and determined that NFM Advances and payments to LMG and TXFM for Private Funding Obligations (as defined in the LDC Funding Agreement) authorized to be paid hereunder are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan; and WHEREAS, the Type A Corporation and the Type B Corporation have found and determined that NFM Advances and payments to LMG and TXFM for Private Funding Obligations (as defined in the Type A Funding Agreement and the Type B Funding Agreement) authorized to be paid hereunder are "project costs" as that term is defined in Section 501.152 of the Act and the Type B Agreements; and WHEREAS,the Zone Board andthe LDC have found and determined, and the City hereby finds and determines, that it is necessary for the implementation of the Final Project and Finance Plan to direct the LDC to: (1) maintain a debt service reserve fund (the "City Tax Increment Subaccount Debt Service Reserve Fund") within the City Tax Increment Subaccount that shall contain $190,000 at all times; (2) fund a maintenance reserve fund (the "FY 2024-25 TIF Project Maintenance Fund") to provide for the maintenance and repair of TIF Projects consisting of roadway improvements within the Zone for the City's fiscal year ending September 30, 2025; (3) make payments from the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund related to TIF Project Costs, including but not limited to certain reimbursable NFM Advances and payments to LMG and TXFM for a portion of outstanding Private Funding Obligations; and (4) authorize the City Manager of the City, or the City Manager's designee, to approve payments of such TIF Project Costs as described below; and WHEREAS,the Type A Corporation and the Type B Corporation have found and determined, and the City hereby finds and determines, that it is necessary for the implementation of the Type A Agreements and Type B Agreements, as applicable,to request that the Trustee make 132 5 1775.015\1007336.1 certain disbursements from each respective "Pledged Revenue Account" relating to the 2013 Type A Bonds and the 2013 Type B Bonds under Section 4.01(C)(7) of the respective Bonds Indentures on an annual basis for deposit into the Type A Reimbursement Account and Type B Reimbursement Account, as applicable, so that certain Type A Project Costs and Type B Project Costs, including but not limited to costs related to NFM Advances and payments to LMG and TXFM for Private Funding Obligations related to Type A Projects and Type B Projects, respectively, may be paid annually; provided, however, that the funds on deposit in each respective Pledged Revenue Account relating to the 2013 Type A Bonds and the 2013 Type B Bonds shall not be less than $1,200,000 following such annual disbursements; and WHEREAS,the Type A Corporation and the Type B Corporation have found and determined, and the City hereby finds and determines, that it is necessary and desirable for the implementation of the Type A Agreements and Type B Agreements, as applicable, to: (1) make payments from the respective Type A Reimbursement Fund and Type B Reimbursement Fund related to Type A Project Costs, including but not limited to reimbursement of NFM Advances and payments to LMG and TXFM for outstanding Private Funding Obligations, and Type B Project Costs, including but not limited to certain reimbursable NFM Advances and payments to LMG and TXFM for a portion of outstanding Private Funding Obligations; and (2) authorize the City Manager, or the City Manager's designee, to approve payments of Type A Project Costs and Type B Project Costs, respectively, on an annual basis from funds on deposit in the Type A Reimbursement Fund and Type B Reimbursement Fund in accordance with the applicable Type A Agreement and Type B Agreements. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: SECTION 1. The findings set forth above and the exhibits attached hereto are incorporated into the body of this Resolution as if fully set forth herein. SECTION 2. The EDC and the CDC have authorized and approved, and the City Council hereby authorizes and approves, the respective disbursements of funds under the Bond Indentures as shown on the forms attached as Exhibit A-1 and Exhibit A-2. SECTION 3. The Zone Board, the LDC, the EDC and CDC have approved the respective forms attached as Exhibit B-1, Exhibit B-2, Exhibit B-3, and Exhibit B-4 (such exhibits are referred to collectively as the "Annual Authorization Forms") and have approved, subject to the approval of the City Council, the payments shown on such forms from the Tax Increment Fund, Type A Reimbursement Fund, and the Type B Reimbursement Fund, as applicable. SECTION 4. The City Council hereby authorizes and approves the payments from the Tax Increment Fund, Type A Reimbursement Fund, and the Type B Reimbursement Fund, as applicable, as shown on the Annual Authorization Forms. SECTION 5.For so long as obligations remain unpaid and outstanding, the Zone Board, the LDC, the EDC and the CDC shall submit forms similar to the Annual Authorization Forms that have been approved by the Zone Board, the LDC, the EDC, and the CDC to the City Council no later than November 1st each year beginning November 1, 2023. Following the receipt of such forms, the City Council shall review and consider approval of the payments set forth in such forms without further action required from the Zone Board, the LDC, the EDC or the CDC. SECTION 6. This Resolution shall become effective immediately upon passage. 133 1775.015\1007336.1 PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS THE 7TH DAY OF JANUARY, 2025. Richard Boyer, Mayor City of The Colony, Texas ATTEST: Tina Stewart,TRMC, CMC, Secretary 134 1775.015\1007336.1 EXHIBIT A-1 Disbursement Request of Type A Corporation 135 1775.015\1007336.1 EXHIBIT A-2 Disbursement Request of Type B Corporation 136 1775.015\1007336.1 Exhibit B-1 Zone Board Authorization Form 137 1775.015\1007336.1 Exhibit B-2 LDC Authorization Form 138 1775.015\1007336.1 Exhibit B-3 Type A Corporation Authorization Form 139 1775.015\1007336.1 Exhibit B-4 Type B Corporation Authorization Form 140 1775.015\1008439.3 THE COLONY LOCAL DEVELOPMENT CORPORATION RESOLUTION NO. LDC2025 - _________ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE COLONY LOCAL DEVELOPMENT CORPORATION AUTHORIZING AND APPROVING PAYMENT OF AUTHORIZED PROJECT COSTS FOR TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF THE COLONY, TEXAS; PROVIDING FOR AN EFFECTIVE DATE; AND RESOLVING OTHER MATTERS RELATED THERETO. WHEREAS,on November 8, 2011, the City Council of the City of The Colony, Texas (the "City Council"), approved Ordinance No. 2011-1926, designating Tax Increment Reinvestment Zone Number One, City of The Colony, Texas (the "Zone"), and designated a Board of Directors for the Zone (the "Zone Board"), in accordance with and pursuant to Chapter 311 of the Texas Tax Code, as amended (the "Act"); and WHEREAS, on November 8, 2011, the City Council also approved Resolution No. 2011- 075 authorizing and approving the creation of The Colony Local Development Corporation (the "LDC") to aid, assist and act for and behalf of the City of the Colony, Texas (the "City") and the Zone Board in the management of the Zone and the implementation of the project plan and the financing plan for the Zone in accordance with and pursuant to Subchapter D of Chapter 431 of the Texas Transportation Code, as amended; and WHEREAS,Section 311.002 of the Texas Tax Code defines authorized "project costs" to include "expenditures made or estimated to be made and monetary obligations incurred or estimated to be incurred by the municipality or county designating a reinvestment zone that are listed in the project plan as costs of public works, public improvements, programs, or other projects benefiting the zone, plus other costs incidental to those expenditures and obligations"; and WHEREAS, the City Council approveda Final Project and Reinvestment Zone Financing Plan for Tax Increment Reinvestment Zone Number One, City of the Colony, Texas, dated November 15, 2011 (the "Final Project and Finance Plan") by adoption of Ordinance No. 2011- 1929 on November 15, 2011; and WHEREAS,the Final Project and Finance Plan provides for the financing of "TIF Projects" (defined in the Final Project and Finance Plan), including the construction of a municipal building, and the payment of "TIF Project Costs" (defined in the Final Project and Finance Plan) in accordance with the Act; and WHEREAS,the City and the LDC entered into that certain Amended and Restated Construction Management Agreement, effective as of November 20, 2012, (the "Construction Management Agreement") with NFM Services, LLC, a Texas limited liability company ("NFM Services") to provide for the construction of certain TIF Projects constituting Economic Development Projects (as defined in the Final Project and Finance Plan) and the reimbursement of costs related to such Economic Development Projects advanced by NFM Services ("NFM Advances"), in accordance with and pursuant to Section 311.010(b) of the Texas Tax Code, as amended; and 141 2 1775.015\1008439.3 WHEREAS, the City, the Zone Board, and the LDC entered into that certain Funding Agreement, effective as of December 11, 2012, (the "Funding Agreement") with LMG Ventures, LLC, ("LMG"), and TXFM, Inc. ("TXFM") related to the funding of certain TIF Projects (as defined in the Final Project and Finance Plan); and WHEREAS, the City, the Zone Board, and the LDC entered into that certain Management Agreement, effective as of December 6, 2011, as amended and restated by that certain Amended and Restated Management Agreement, effective as of February 23, 2021, (the "Management Agreement," and together with the Construction Management Agreement and the Funding Agreement, referred to collectively as the "LDC Agreements") to address the management of the Zone and the implementation of the Final Project and Finance Plan, including the issuance of TIF Obligations (as defined in the Management Agreement), in accordance with and pursuant to Section 311.010(f) of the Texas Tax Code, as amended; and WHEREAS, the City and Denton County, Texas (the "County") entered into that certain Agreement to Participate in Tax increment Reinvestment Zone Number One, City of The Colony, Texas, effective as of November 11, 2011 (the "County TIRZ Participation Agreement"); and WHEREAS, as described and defined in the Management Agreement, the City has established the "City Tax Increment Subaccount" and "County Tax Increment Subaccount" within the "Tax Increment Fund" for the Zone and is making deposits of the "City Tax Increment" into such City Tax Increment Subaccount and is holding deposits of the "County Tax Increment" received by Denton County, Texas, under the County TIRZ Participation Agreement in the County Tax Increment Subaccount as required under Section 4.5 of the Management Agreement; and WHEREAS, the LDC finds and determines the maintenance and repair of TIF Projects are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan and that such costs are necessary for the implementation of the Final Project and Finance Plan; and WHEREAS, the LDC finds and determines that NFM Advances and payments to LMG and TXFM for Private Funding Obligations (as defined in the Funding Agreement) authorized to be paid hereunder are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan; and WHEREAS,the LDC and the City find and determine that it is necessary for the implementation of the Final Project and Finance Plan to direct the LDC to: (1) maintain a debt service reserve fund (the "City Tax Increment Subaccount Debt Service Reserve Fund") within the City Tax Increment Subaccount that shall contain $190,000 at all times; (2)fund a maintenance reserve fund (the "FY 2024-25 TIF Project Maintenance Fund") to provide for the maintenance and repair ofTIF Projects consisting of roadway improvements within the Zonefor the City's fiscal year ending September 30, 2025; (3) make payments from the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund related to TIF Project Costs, including but not limited to certain reimbursable NFM Advances and payments to LMG and TXFM for a portion of outstanding Private Funding Obligations; and (4) authorize the City Manager of the City, or the City Manager's designee, to approve payments of such TIF Project Costs as described below; and 142 3 1775.015\1008439.3 WHEREAS,the LDC finds and determines that it is necessary and desirable for the implementation of the Final Project and Finance Plan to make the authorizations and approvals described below for the purpose of paying TIF Project Costs on an annual basis from funds on deposit in the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund in accordance with the LDC Agreements. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE COLONY LOCAL DEVELOPMENT CORPORATION THAT: SECTION 1. The findings set forth above are incorporated into the body of this Resolution as if fully set forth herein. SECTION 2.The LDC does hereby direct that all funds on deposit in the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund as of November 1, 2024 shall be applied in the following order of priority: 2.1 FIRST, to create the City Tax Increment Subaccount Debt Service Reserve Fund in the amount of $190,000 and such amount shall be retained in the City Tax Increment Subaccount of the Tax Increment Fund at all times. 2.2 SECOND, to create the FY 2024-25 TIF Project Maintenance Fund in the amount of $250,000 and such FY 2024-25 TIF Project Maintenance Fund shall be held in the City Tax Increment Subaccount of the Tax Increment Fund and shall be used solely for the repair and maintenance of TIF Projects consisting of roadway improvements within the Zone during the City's fiscal year 2024-25. 2.3 THIRD, to pay the total $2,641,790.92 of TIF Project Costs to NFM Services for outstanding NFM Advances. SECTION 3. The LDC does hereby certify that the information contained in the authorization substantially in the form of Exhibit A attached to this resolution and incorporated for all purposes is true and correct; and, subject to the approval of the City Council, hereby approves the payments shown on Exhibit A from the City Tax Increment Subaccount of the Tax Increment Fund. SECTION 4. The LDC authorizes and directs the completion of a form substantially in the form of Exhibit A to be signed by the City Manager of the City,or the City Manager's designee, for submission to the City Council; and, subject to the approval of the City Council, hereby authorizes payments from the Tax Increment Fund shown on such form. Unless extended by a duly passed resolution of the Zone Board, the authorization granted to the City Manager of the City, or the City Manager's designee, in this Section 4 shall remain in full force and effect until the earlier of: (1) such time as all TIF Project Costs, including, but not limited to, costs paid from the TIF Project Maintenance Fund, reimbursement of NFM Advances and payments to LMG and TXFM for Private Funding Obligations related to their respective TIF Project Costs, have been paid in full in accordance with the LDC Agreements and the Final Project and Finance Plan, (2) the Zone Board revokes the authorization within this Section 4 by a duly passed resolution, or (3) December 31, 2027. SECTION 5. This Resolution shall become effective immediately upon passage. 143 Signature Page 1775.015\1008439.3 PASSED AND APPROVED BY THE BOARD OF DIRECTORS OF THE COLONY LOCAL DEVELOPMENT CORPORATION THIS THE 7TH DAY OF JANUARY, 2025. Richard Boyer, Chair City of The Colony, Texas ATTEST: Dan Rainey, Secretary 144 Exhibit A 1775.015\1008439.3 EXHIBIT A AUTHORIZATION OF ANNUAL PAYMENT FROM THE CITY TAX INCREMENT SUBACCOUNT AND COUNTY TAX INCREMENT SUBACCOUNT OF THE TAX INCREMENT FUND FOR TAX INCREMENT REINVESTMENT ZONE NO. 1 CITY OF THE COLONY, TEXAS 1. As of September 30, 2024, the amount on deposit in the City Tax Increment Subaccount of the Tax Increment Fund was $2,589,813.80 and the amount on deposit in the County Tax Increment Subaccount of the Tax Increment Fund was $491,977.12 2. Subject to the approval of the City Council of the City, The Colony Local Development Corporation hereby approves the following payments from the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund in the following order of priority: (a)FIRST, to create a "City Tax Increment Subaccount Debt Service Reserve Fund" in the amount of $190,000 and such amount shall be retained in the City Tax Increment Subaccount of the Tax Increment Fund at all times; and (b)SECOND, to create a "FY 2024-25TIF Project Maintenance Fund" in the amount of $250,000 and such FY 2024-25 TIF Project Maintenance Fund shall be held in the City Tax Increment Subaccount of the Tax Increment Fund and shall be used solely for the repair and maintenance of TIF Projects consisting of roadway improvements within the Zone during the City's fiscal year 2024-25.; and (c)THIRD, to pay the total $2,641,790.92 of TIF Project Costs to NFM Services for outstanding NFM Advances. EXECUTED THIS 7th DAY OF JANUARY, 2025. THE COLONY LOCAL DEVELOPMENT CORPORATION ___________________________________________ Tim Miller, Assistant City Manager as the City Manager's Designee 145 1775.015\1011840.1 TAX INCREMENT REINVESTMENT ZONE NUMBER ONE CITY OF THE COLONY, TEXAS RESOLUTION NO. T2025 - _______ A RESOLUTION OF THE BOARD OF DIRECTORS OF THE TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF THE COLONY, TEXAS, AUTHORIZING AND APPROVING PAYMENT OF AUTHORIZED PROJECT COSTS FOR TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF THE COLONY, TEXAS; PROVIDING FOR AN EFFECTIVE DATE; AND RESOLVING OTHER MATTERS RELATED THERETO. WHEREAS,on November 8, 2011, the City Council of the City of The Colony, Texas (the "City Council"), approved Ordinance No. 2011-1926, designating Tax Increment Reinvestment Zone Number One, City of The Colony, Texas (the "Zone"), and designated a Board of Directors for the Zone (the "Zone Board"), in accordance with and pursuant to Chapter 311 of the Texas Tax Code, as amended (the "Act"); and WHEREAS, on November 8, 2011, the City Council also approved Resolution No. 2011- 075 authorizing and approving the creation of The Colony Local Development Corporation (the "LDC") to aid, assist and act for and behalf of the City of the Colony, Texas (the "City") and the Zone Board in the management of the Zone and the implementation of the project plan and the financing plan for the Zone in accordance with and pursuant to Subchapter D of Chapter 431 of the Texas Transportation Code, as amended; and WHEREAS,Section 311.002 of the Texas Tax Code defines authorized "project costs" to include "expenditures made or estimated to be made and monetary obligations incurred or estimated to be incurred by the municipality or county designating a reinvestment zone that are listed in the project plan as costs of public works, public improvements, programs, or other projects benefiting the zone, plus other costs incidental to those expenditures and obligations"; and WHEREAS, the City Council approveda Final Project and Reinvestment Zone Financing Plan for Tax Increment Reinvestment Zone Number One, City of the Colony, Texas, dated November 15, 2011 (the "Final Project and Finance Plan") by adoption of Ordinance No. 2011- 1929 on November 15, 2011; and WHEREAS,the Final Project and Finance Plan provides for the financing of "TIF Projects" (defined in the Final Project and Finance Plan), including the construction of a municipal building, and the payment of "TIF Project Costs" (defined in the Final Project and Finance Plan) in accordance with the Act; and WHEREAS,the City and the LDC entered into that certain Amended and Restated Construction Management Agreement, effective as of November 20, 2012, (the "Construction Management Agreement") with NFM Services, LLC, a Texas limited liability company ("NFM Services") to provide for the construction of certain TIF Projects constituting Economic Development Projects (as defined in the Final Project and Finance Plan) and the reimbursement of costs related to such Economic Development Projects advanced by NFM Services ("NFM Advances"), in accordance with and pursuant to Section 311.010(b) of the Texas Tax Code, as amended; and 146 2 1775.015\1011840.1 WHEREAS, the City, the Zone Board, and the LDC entered into that certain Funding Agreement, effective as of December 11, 2012, (the "Funding Agreement") with LMG Ventures, LLC, ("LMG"), and TXFM, Inc. ("TXFM") related to the funding of certain TIF Projects (as defined in the Final Project and Finance Plan); and WHEREAS, the City, the Zone Board, and the LDC entered into that certain Management Agreement, effective as of December 6, 2011, as amended and restated by that certain Amended and Restated Management Agreement, effective as of February 23, 2021, (the "Management Agreement," and together with the Construction Management Agreement and the Funding Agreement, referred to collectively as the "LDC Agreements") to address the management of the Zone and the implementation of the Final Project and Finance Plan, including the issuance of TIF Obligations (as defined in the Management Agreement), in accordance with and pursuant to Section 311.010(f) of the Texas Tax Code, as amended; and WHEREAS, the City and Denton County, Texas (the "County") entered into that certain Agreement to Participate in Tax increment Reinvestment Zone Number One, City of The Colony, Texas, effective as of November 11, 2011 (the "County TIRZ Participation Agreement"); and WHEREAS, as described and defined in the Management Agreement, the City has established the "City Tax Increment Subaccount" and "County Tax Increment Subaccount" within the "Tax Increment Fund" for the Zone and is making deposits of the "City Tax Increment" into such City Tax Increment Subaccount and is holding deposits of the "County Tax Increment" received by Denton County, Texas, under the County TIRZ Participation Agreement in the County Tax Increment Subaccount as required under Section 4.5 of the Management Agreement; and WHEREAS, the Zone Board finds and determines the maintenance and repair of TIF Projects are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan and that such costs are necessary for the implementation of the Final Project and Finance Plan; and WHEREAS, the Zone Board finds and determines that NFM Advances and payments to LMG and TXFM for Private Funding Obligations (as defined in the Funding Agreement) authorized to be paid hereunder are "project costs" as that term is defined in Section 311.002 of the Texas Tax Code and are TIF Project Costs provided for in the Final Project and Finance Plan; and WHEREAS,the Zone Board and the City find and determine that it is necessary for the implementation of the Final Project and Finance Plan to direct the LDC to: (1) maintain a debt service reserve fund (the "City Tax Increment Subaccount Debt Service Reserve Fund") within the City Tax Increment Subaccount that shall contain $190,000 at all times; (2)fund a maintenance reserve fund (the "FY 2024-25 TIF Project Maintenance Fund") to provide for the maintenance and repair ofTIF Projects consisting of roadway improvements within the Zonefor the City's fiscal year ending September 30, 2025; (3) make payments from the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund related to TIF Project Costs, including but not limited to certain reimbursable NFM Advances and payments to LMG and TXFM for a portion of outstanding Private Funding Obligations; and (4) authorize the City Manager of the City, or the City Manager's designee, to approve payments of such TIF Project Costs as described below; and 147 3 1775.015\1011840.1 WHEREAS,the Zone Board finds and determines that it is necessary and desirable for the implementation of the Final Project and Finance Plan to make the authorizations and approvals described below for the purpose of paying TIF Project Costs on an annual basis from funds on deposit in the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund in accordance with the LDC Agreements. NOW THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF THE COLONY, TEXAS, THAT: SECTION 1. The findings set forth above are incorporated into the body of this Resolution as if fully set forth herein. SECTION 2.The Zone Board does hereby direct that all funds on deposit in the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund as of November 1, 2024 shall be applied in the following order of priority: 2.1 FIRST, to create the City Tax Increment Subaccount Debt Service Reserve Fund in the amount of $190,000 and such amount shall be retained in the City Tax Increment Subaccount of the Tax Increment Fund at all times. 2.2 SECOND, to create the FY 2024-25 TIF Project Maintenance Fund in the amount of $250,000 and such FY 2024-25 TIF Project Maintenance Fund shall be held in the City Tax Increment Subaccount of the Tax Increment Fund and shall be used solely for the repair and maintenance of TIF Projects consisting of roadway improvements within the Zone during the City's fiscal year 2024-25. 2.3 THIRD, to pay the total $2,641,790.92 of TIF Project Costs to NFM Services for outstanding NFM Advances. SECTION 3. The Zone Board does hereby certify that the information contained in the authorization substantially in the form of Exhibit A attached to this resolution and incorporated for all purposes is true and correct; and, subject to the approval of the City Council, hereby approves the payments shown on Exhibit A from the City Tax Increment Subaccount of the Tax Increment Fund. SECTION 4. The Zone Boardauthorizes and directs the completion ofa form substantially in the form of Exhibit A to be signed by the City Manager of the City, or the City Manager's designee, for submission to the City Council; and, subject to the approval of the City Council, hereby authorizes payments from the Tax Increment Fund shown on such form. Unless extended by a duly passed resolution of the Zone Board, the authorization granted to the City Manager of the City, or the City Manager's designee, in this Section 4 shall remain in full force and effect until the earlier of: (1) such time as all TIF Project Costs, including, but not limited to, costs paid from the TIF Project Maintenance Fund, reimbursement of NFM Advances and payments to LMG and TXFM for Private Funding Obligations related to their respective TIF Project Costs, have been paid in full in accordance with the LDC Agreements and the Final Project and Finance Plan, (2) the Zone Board revokes the authorization within this Section 4 by a duly passed resolution, or (3) December 31, 2027. SECTION 5. This Resolution shall become effective immediately upon passage. 148 Signature Page 1775.015\1011840.1 PASSED AND APPROVED BY THE BOARD OF DIRECTORS OF TAX INCREMENT REINVESTMENT ZONE NUMBER ONE, CITY OF THE COLONY, TEXAS, THIS THE 7TH DAY OF JANUARY, 2025. Richard Boyer, Chair City of The Colony, Texas ATTEST: Tim Miller, Secretary 149 Exhibit A 1775.015\1011840.1 EXHIBIT A AUTHORIZATION OF ANNUAL PAYMENT FROM THE CITY TAX INCREMENT SUBACCOUNT AND COUNTY TAX INCREMENT SUBACCOUNT OF THE TAX INCREMENT FUND FOR TAX INCREMENT REINVESTMENT ZONE NO. 1 CITY OF THE COLONY, TEXAS 1. As of September 30, 2024, the amount on deposit in the City Tax Increment Subaccount of the Tax Increment Fund was $2,589,813.80 and the amount on deposit in the County Tax Increment Subaccount of the Tax Increment Fund was $491,977.12 2. Subject to the approval of the City Council of the City, The Colony Local Development Corporation hereby approves the following payments from the City Tax Increment Subaccount and County Tax Increment Subaccount of the Tax Increment Fund in the following order of priority: (a)FIRST, to create a "City Tax Increment Subaccount Debt Service Reserve Fund" in the amount of $190,000 and such amount shall be retained in the City Tax Increment Subaccount of the Tax Increment Fund at all times; and (b)SECOND, to create a "FY 2024-25TIF Project Maintenance Fund" in the amount of $250,000 and such FY 2024-25 TIF Project Maintenance Fund shall be held in the City Tax Increment Subaccount of the Tax Increment Fund and shall be used solely for the repair and maintenance of TIF Projects consisting of roadway improvements within the Zone during the City's fiscal year 2024-25.; and (c)THIRD, to pay the total $2,641,790.92 of TIF Project Costs to NFM Services for outstanding NFM Advances. EXECUTED THIS 7th DAY OF JANUARY, 2025. TAX INCREMENT REINVESTMENT ZONE NO. 1, CITY OF THE COLONY, TEXAS ___________________________________________ Tim Miller, Assistant City Manager as the City Manager's Designee 150 Agenda Item No:5.1 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Latonjia Williams Submitting Department: Finance Item Type: Discussion Agenda Section: Subject: Discuss and consider a resolution of all matters incident and related to approving and authorizing publication of notice of intention to issue certificates of obligation and declaring expectation to reimburse expenditures with proceeds of future debt, including the adoption of a resolution pertaining thereto. (L. Williams) Suggested Action: Draft document for now. Norton Rose Fulbright will send the final public and notice of intent documents closer to 1/2/25. Attachments: Res. 2025-xxx Intent Resolution with reimbursement.docx 151 295953747.2/1001308591 RESOLUTION NO. 2025 - _____ A RESOLUTION OF THE CITY OF THE COLONY, TEXAS APPROVING AND AUTHORIZING PUBLICATION OF NOTICE OF INTENTION TO ISSUE CERTIFICATES OF OBLIGATION AND DECLARING EXPECTATION TO REIMBURSE EXPENDITURES WITH PROCEEDS OF FUTURE DEBT. WHEREAS, the City Council of the City of The Colony, Texas (the “City”), has determined that certificates of obligation (the “Certificates”) should be issued under and pursuant to the provisions of Texas Local Government Code, Subchapter C of Chapter 271, as amended, for the purpose of paying contractual obligations to be incurred for (i) constructing, improving and renovating park and recreation facilities that are generally accessible to the public and part of the City’s park system, including the acquisition of equipment, land and rights-of-way therefor, (ii) constructing, improving and renovating streets, alleys, culverts and bridges, including drainage and erosion control, landscaping, screening walls, curbs, gutters, sidewalks, lighting, signage and traffic signalization incidental thereto and the acquisition of land, equipment and rights-of-way therefor, (iii) constructing, improving and equipping the City’s waterworks and sewer system and the acquisition of land and rights-of-way therefor, (iv) constructing, improving, renovating and equipping public safety facilities and the acquisition of land and rights-of-way therefor, (v) constructing, improving , renovating and equipping the City’s animal shelter, (vi) the acquisition and installation of information technology systems equipment for the City (collectively, the “Projects”) and (vii) professional services rendered in connection therewith; and WHEREAS, the City further intends to make certain capital expenditures with respect to the Projects and currently desires and expects to reimburse the capital expenditures with proceeds of the Certificates; and WHEREAS, under Treas. Reg. § 1.150-2 (the “Regulation”), to fund such reimbursement with proceeds of tax-exempt obligations, the City must declare its expectation to make such reimbursement; and WHEREAS, the City desires to preserve its ability to reimburse the capital expenditures with proceeds of tax-exempt obligations; and WHEREAS, prior to the issuance of such Certificates, the City Council is required to publish notice of its intention to issue the same in a newspaper of general circulation in the City and on the City’s website, said notice stating (i) the time and place the City Council tentatively proposes to pass the ordinance authorizing the issuance of the Certificates, (ii) the maximum amount proposed to be issued, (iii) the purposes for which the Certificates are to be issued and (iv) the manner in which the City Council proposes to pay the Certificates; NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1: That The City reasonably expects to reimburse capital expenditures with respect to the Projects with proceeds of debt hereafter to be incurred by the City, and this resolution shall constitute a declaration of official intent under the Regulation. The maximum principal amount of obligations expected to be issued for the Projects is $49,275,000. SECTION 2: That the City Secretary is hereby authorized and directed to cause notice to be published of the City Council’s intention to issue certificates of obligation, in one or more 152 295953747.2/1001308591 2 series, in the principal amount not to exceed FORTY NINE MILLION TWO HUNDRED SEVENTY FIVE THOUSAND DOLLARS ($49,275,000) for the purpose of paying contractual obligations to be incurred for (i) constructing, improving and renovating park and recreation facilities that are generally accessible to the public and part of the City’s park system, including the acquisition of equipment, land and rights-of-way therefor, (ii) constructing, improving and renovating streets, alleys, culverts and bridges, including drainage and erosion control, landscaping, screening walls, curbs, gutters, sidewalks, lighting, signage and traffic signalization incidental thereto and the acquisition of land, equipment and rights-of-way therefor, (iii) constructing, improving and equipping the City’s waterworks and sewer system and the acquisition of land and rights-of-way therefor, (iv) constructing, improving, renovating and equipping public safety facilities and the acquisition of land and rights-of-way therefor, (v) constructing, improving , renovating and equipping the City’s animal shelter, (vi) the acquisition and installation of information technology systems equipment for the City and (vii) professional services rendered in connection therewith; such Certificates to be payable from ad valorem taxes and a limited pledge of the surplus net revenues of the City’s waterworks and sewer system. The notice hereby approved and authorized to be published shall read substantially in the form and content of Exhibit A hereto attached and incorporated herein by reference as a part of this resolution for all purposes. SECTION 3: That the City Secretary shall cause the notice described above to be (i) published in a newspaper of general circulation in the City, once a week for two consecutive weeks, the date of the first publication to be at least forty-six (46) days prior to the date stated therein for the passage of the ordinance authorizing the issuance of the Certificates and (ii) posted continuously on the City’s website for at least forty-five (45) days before the date stated therein for the passage of the ordinance authorizing the issuance of the Certificates. [remainder of page intentionally left blank] 153 295953747.2/1001308591 3 PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, 7TH DAY 0F JANUARY, 2025. Richard Boyer, Mayor City of The Colony, Texas ATTEST: Tina Stewart, TRMC, CMC, City Secretary City of The Colony, Texas (City Seal) 154 295953747.2/1001308591 A-1 EXHIBIT A NOTICE OF INTENTION TO ISSUE CITY OF THE COLONY, TEXAS CERTIFICATES OF OBLIGATION TAKE NOTICE that the City Council of the City of The Colony, Texas, shall convene at 6:30 p.m. on March 4, 2025, at its regular meeting place in City Hall located at 6800 Main Street, The Colony, Texas, and, during such meeting, the City Council will consider the passage of an ordinance authorizing the issuance of certificates of obligation, in one or more series, in an amount not to exceed FORTY NINE MILLION TWO HUNDRED SEVENTY FIVE THOUSAND DOLLARS ($49,275,000) for the purpose of paying contractual obligations to be incurred for (i) constructing, improving and renovating park and recreation facilities that are generally accessible to the public and part of the City’s park system, including the acquisition of equipment, land and rights-of-way therefor, (ii) constructing, improving and renovating streets, alleys, culverts and bridges, including drainage and erosion control, landscaping, screening walls, curbs, gutters, sidewalks, lighting, signage and traffic signalization incidental thereto and the acquisition of land, equipment and rights-of-way therefor, (iii) constructing, improving and equipping the City’s waterworks and sewer system and the acquisition of land and rights-of-way therefor, (iv) constructing, improving, renovating and equipping public safety facilities and the acquisition of land and rights-of-way therefor, (v) constructing, improving , renovating and equipping the City’s animal shelter, (vi) the acquisition and installation of information technology systems equipment for the City and (vii) professional services rendered in connection therewith, such certificates to be payable from ad valorem taxes and a limited pledge of the surplus net revenues of the City’s waterworks and sewer system. In accordance with Texas Local Government Code Section 271.049, (i) the current principal amount of all of the City’s outstanding public securities secured by and payable from ad valorem taxes is $141,170,000; (ii) the current combined principal and interest required to pay all of the City’s outstanding public securities secured by and payable from ad valorem taxes on time and in full is $188,228,983; (iii) the estimated combined principal and interest required to pay the certificates of obligation to be authorized on time and in full is $76,955,000; (iv) the maximum interest rate for the certificates may not exceed the maximum legal interest rate; and (v) the maximum maturity date of the certificates to be authorized is August 15, 2045. The certificates are to be issued, and this notice is given, under and pursuant to the provisions of Texas Local Government Code, Subchapter C of Chapter 271, as amended. Tina Stewart, City Secretary City of The Colony, Texas 155 Agenda Item No:5.2 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Robert Kotasek Submitting Department: Engineering Item Type: Resolution Agenda Section: Subject: Discuss and consider approving a resolution authorizing the City Manager to execute a Construction Services Contract in the amount of $4,452,376.00 with La Banda, LLC for the Phase 14B Residential Street Reconstruction Project. (Hartline) Suggested Action: Background: City Council approved funding for the Phase 14B Street Reconstruction Project in the 2023-2024 CIP budget. The next set of concrete residential streets to be constructed are listed below. Bogard Drive and Dunn Drive – From both intersections with Independence Drive. Kean Circle – From North Colony Boulevard to the cul-de-sac located at the Eastern end. Larner Street – From FM 423 to Curry Drive The concrete streets will be reconstructed to the same width as existing with reinforced concrete pavement. Sidewalk and driveway returns within right-of-ways will also be reconstructed. Storm drains, water/wastewater mains and street lights will also be replaced, as needed. The project bids were opened on November 14, 2024 and the lowest responsible bidder was La Banda, LLC at a cost of $4,452,376.00. Cobb, Fendley & Associates, Inc., the Project Design Engineer, received positive feedback from representatives that have previously worked with the contractor including the City of Grand Prairie, City of Duncanville, City of Carrollton and City of Garland. Cobb, Fendley & Associates, Inc. recommends approval of the contract with this company. See attached Engineering Recommendation Letter for additional information. With approval, the project is anticipated to start construction in February 2025 with an estimated completion in April 2026. 156 Attachments: Location Map Existing Condition Photos Engineering Recommendation Letter Certified Bid Tabulation Summary Financial Summary Res. 2025-xxx Construction Services Contract - La Banda LLC.doc 157 6053 Main Street MainPaigeNas h BakerFryer MemorialBlair OaksFox SH 121Ragan South ColonyKeys Norris North Colony Tu rn e r S q u i r e s AztecSlay TaylorS t r i c k l a n d ReedRice Roberts Arbor GlenEthridgeWorley GatesElmNewtonMalone Tr e g o CurryBig River Larner Glenview Trui tt JoyNervin Crawford AlphaPruittHale Perrin CarrollLongo AveryPemberton Adams C a l d w e l l WilcoxGibson G ra n d s c a p e Kno x Tree se Carr Jenkins D r i s c o l l Ireland Augusta John YatesP e a r c eKnightIola Ash lo ck NorthpointeElliotW a g n e r Sherman C l a r y Phelps Clover Valley MarlarTer r y Brandenburg Hetherington Chapman Russell Powers Legend BedfordShoreSt ewartShannon Walk er Whe el er SampleSagers AutumnBartlettLake Highlands Sam Rayburn TollwayRutledge Buckskin Chatham Ramsey ConcordMillerKing Mor ni ng St arAl l enYoung A listerWoodruff Lakeshor eYa ge r Poole Runyon ApacheScottPettitT y l e r Madison Mc af ee Jen n in g sDurbin GriffinMapleB a l l a r d Overland Rock CanyonGallowayRockwood Green Hollow V a d e n D un n F allw ater Thompson Lakecrest Queen WexleyWard YoungerRolling HillArcher Kisor Alta O ak s Phoenix Marsh BILTMOORETeal CoveALC OVE Am hurstSutton T w i t t y Day SpringAndersonHendrixHaw se Pa inte r RidgecrestT u c k e r Sundance WilshireWatson Fisher L a k e P a rk S a n d h illHorseshoe Southmoor Boga rd Kean G a r v i n Sarasota Rearn WamplerForest SkylineBlue GlenAsh Glen U s h e r Bentley Lake Ridge Fall RiverWa t e r s Ed g e High CliffEvans G R I F F I N H a m i l t o n Fay Inman PinebrookM i d d l e t o n MerrellHeron CoveH a c k n e y Stone C reekG o o d m a n BarstowOhareWoodlands PRI NCE WI LLI AMNa v a hoMel r oyNia g ara Crutchberry Hill CreekWillowbend Santa FeAtt erb ury JamesIndianola Keller Bl aynesGarrettHannaTucsonWaters EdgeM em orialMainSH 121PaigeµLocation MapPhase 14B Streets Reconstructionr Project Kean Circle Larner Street (From FM 423 to Curry Drive) Bogard Drive and Dunn Drive (From both intersections with Independence Drive) 158 Existing Condition Photos of Kean Circle 159 Existing Condition Photos of Larner Street 160 Existing Condition Photos of Bogard Drive Existing Condition Photos of Dunn Drive 161 2801 Network Boulevard, Suite 800 | Frisco, Texas 75034 | 972.335.3214 | fax 972.335.3202 | www.cobbfendley.com TBPE Firm Registration No. 274 | TBPLS Registration No. 100467 December 2, 2024 Mr. Ron Hartline, P.E. Director of Engineering City of The Colony 6800 Main Street The Colony, TX 75056 RE: Recommendation of Award Phase 14B Street Reconstruction, Bid #69-24-17 Dear Mr. Hartline, Bids were received for the above referenced project on Thursday, November 14, 2024 at 2:00 pm. In all, six (6) bids were received; all contractors provided the required bidding materials and their bids were opened and read aloud. The project base bid consists of the reconstruction of the following streets which shall be performed one street at a time: Bogard Drive/Dunn Drive (a horseshoe-shaped street) at Independence Drive; Larner Street, from Main Street west to Curry Drive; and Kean Circle, east from North Colony Boulevard. Water, sanitary sewer and storm drainage improvements are provided at various locations along these streets. The work includes, but is not limited to, the installation of 6-inch and 7-inch thick reinforced concrete pavement on 6-inch thick flexible base subgrade and 4-inch thick reinforced concrete sidewalk; 8-inch to 16-inch PVC water line, 8-inch to 12-inch sanitary sewer PVC pipe, and 21-inch to 42-inch reinforced concrete storm drainage pipe; and any other work deemed necessary by the City of The Colony. The low bid was submitted by La Banda, LLC of Dallas, TX in the amount of $4,452,376.00. A bid bond was submitted for 5% of the total amount as required by the bid documents. We have evaluated all bids received and find no errors or omissions in La Banda, LLC’s bid. We have also called all references submitted by La Banda, LLC (please see attached write-up) and find all references to be positive. We recommend award of the project to La Banda, LLC in the amount of $4,452,376.00 based upon the evaluation of their bid and the reference checks. The contract documents require that this project be completed within 400 consecutive calendar days after the issuance of the Notice to Proceed. The Contractor shall commence work after the execution of all contract and bond forms, receipt of insurance certificates and issuance of a Notice to Proceed. A preconstruction conference shall be conducted with the contractor, City of The Colony personnel, and our engineer. If you have any questions on this matter, please feel free to contact me at (972) 335-3214. Sincerely, COBB, FENDLEY & ASSOCIATES, INC. Michael Duval, P.E. Senior Project Manager 162 City of The Colony - Phase 14B Street Reconstruction BID #69-24-17 Bid Opening:November 14, 2024 City of The Colony Project Manager: Ron Hartline, P.E. CobbFendley Project Manager: Michael Duval, P.E. BID SUMMARY BIDDER Recommended: LA BANDA LLC AUSHILL CONSTRUCTION, LLC KING GEORGE TRAFFIC SOLUTIONS URBAN INFRACONSTRUCTION LLC MCMAHON CONTRACTING, LP SYB CONSTRUCTION, INC. TOTAL BID $4,452,376.00 $4,566,120.00 $4,660,111.87 $4,684,010.00 $4,985,250.13 $4,709,469.00 ADDENDA N/A N/A N/A N/A N/A N/A BID BOND Yes Yes Yes Yes Yes Bids Certified by: Michael Duval, P.E. AUSHILL - correct total for amounts entered, but total is $500 than line item totals. Does not affect outcome of bidding. KING GEORGE - multiple entry errors, calculation errors affecting total; did not provide written unit prices several line items. MCMAHON - Verify Bid Bond was submitted; not included in packet sent by City. Instructions To Bidders Item19.1: Discrepancies in the multiplication of units of Work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resol ved infavor of the correct sum. 163 FINANCIAL SUMMARY: Are budgeted funds available: Yes Amount budgeted/available: $ 10,000,000.00 (Phase 14 Streets Reconstruction Design and Construction) Fund(s) (Name and number): 895-669-6670-2460 Source of Funds: 2023-2024 General Fund Special Capital Projects Cost of recommended contract award: $ 4,452,376.00 $ 296,499.00 Engineering Already authorized  Yes No $ 4,452,376.00 Construction Already authorized Yes  No $ 4,748,875.00 Total estimated costs 164 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 – ______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONSTRUCTION SERVICES CONTRACT BY AND BETWEEN THE CITY OF THE COLONY AND LA BANDA, LLC FOR THE PHASE 14B RESIDENTIAL STREET RECONSTRUCTION PROJECT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City and Consultant have entered into a Constructions Services Contract for the Phase 14B Residential Street Reconstruction Project; and WHEREAS, the City has determined that it is in the best interest of the City to enter into the contract with LA BANDA, LLC; and WHEREAS, with this contract, the City of The Colony is agreeing to the services not to exceed the amount of $4,452,376.00 for such work. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: Section 1.The Construction Services Contract, having been reviewed by the City Council of the City of The Colony, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved. Section 2. The City Manager is hereby authorized to execute the contract on behalf of the City of The Colony, Texas. Section 3.This Resolution shall take effect immediately from and after its adoption and it is so resolved. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS THIS 7TH DAY OF JANUARY 20253. _____________________________ Richard Boyer, Mayor City of The Colony, Texas ATTEST: ___________________________________ Tina Stewart, TRMC, CMC, City Secretary 165 APPROVED AS TO FORM: ___________________________________ Jeffrey L. Moore, City Attorney 166 Agenda Item No:5.3 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: General Admin Item Type: Ordinance Agenda Section: Subject: Discuss and consider an ordinance amending Chapter 6, Article XI, Section 6-262(j) of the Code of Ordinances, entitled “Flags and Flagpoles" allowing flags to be posted on trees. (Perez) Suggested Action: Attachments: The Colony - Ord - Flag Pole - Amendment - jlm draft redline - 123024.docx Ord. 2025-XXXX Flag Pole - Amendment 167 CITY OF THE COLONY, TEXAS ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AMENDING CHAPTER 6, ARTICLE XI, SECTION 2- 262(J) OF THE CODE OF ORDINANCES ENTITLED “FLAGS AND FLAGPOLES,” BY ALLOWING FLAGS TO BE POSTED IN TREES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING A PENALTY OF A FINE NOT TO EXCEED TWO THOUSAND DOLLARS ($2,000) FOR EACH AND EVERY OFFENSE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS,the City Council of the City of The Colony, Texas, has discussed and considered such revisions and has determined that it is in the best interest of the Cityto amend Chapter 6, Article XI, Section 6-262(j) of the Code of Ordinances, entitled “Flags and Flagpoles” by allowing flags to be posted in trees. NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1. The findings set forth above are incorporated into the body of this Ordinance as if fully set forth herein. SECTION 2.That the Code of Ordinances of the City of The Colony, Texas, is hereby amended by amending Chapter 6, Article XI, by amending section 6-262(j), entitled “Flags and Flagpoles,” which shall read as follows: (j) Flags and Flagpoles Purpose To allow the display of national, state, local or organizational flags within the city limits Location A flag and flagpole may be placed in the front and/or rear yard of the lot. No flags shall be placed in the right-of-way or medians. Flags in residential zoning districts may be placed in ground or attached to the primary structure Flags shall not be attached to fences No flag shall encroach over or onto any public right-of-way Maximum Height (from ground level) Residential = 35 feet Commercial less than 4 stories = 50 feet Commercial 4 stories or greater = 75 feet Maximum Flag Area Residential = 35 square feet Commercial = 70 square feet Flagpole Support Guy wires or similar support features are prohibited Maximum Number of Flagpoles Residential = 1 Commercial = 4; however, no more than 1 corporate identity flag may be flown on any property 168 Page 2 Permit/Application Flagpoles 20 feet in height or less—Not Required Flagpoles over 20 feet in height—Required Fee Flagpoles 20 feet in height or less—No Flagpoles over 20 feet in height—Yes Installation Flagpoles over 20 feet in height—Requires a professional contractor to install SECTION 3.If any section, article paragraph, sentence, clause, phrase or word in this Ordinance, or application thereto any persons or circumstances is held invalid or unconstitutional by a Court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this Ordinance; and the City Council hereby declares it would have passed such remaining portions of this Ordinance despite such invalidity, which remaining portions shall remain in full force and effect. SECTION 4.That all provisions of the Ordinances of the City of The Colony, Texas, in conflict with the provisions of this Ordinance be, and the same are hereby amended, repealed, and all other provisions of the Ordinances of the City not in conflict with the provisions of this Ordinance shall remain in full force and effect. SECTION 5.Any person, firm, or corporation violating any of the provisions of this Ordinance shall be deemed guilty of a misdemeanor and, upon conviction in the municipal court of the City of The Colony, Texas, shall be punished by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Every day a violation occurs shall constitute a separate offense. SECTION 6. This Ordinance shall become effective immediately upon its passage and publication as required by law. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS day of , 2025. Richard Boyer, Mayor ATTEST: Tina Stewart, TRMC, CMC City Secretary APPROVED AS TO FORM: Jeff Moore, City Attorney 169 CITY OF THE COLONY, TEXAS ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AMENDING CHAPTER 6, ARTICLE XI, SECTION 2- 262(J) OF THE CODE OF ORDINANCES ENTITLED “FLAGS AND FLAGPOLES,” BY ALLOWING FLAGS TO BE POSTED IN TREES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING A PENALTY OF A FINE NOT TO EXCEED TWO THOUSAND DOLLARS ($2,000) FOR EACH AND EVERY OFFENSE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS,the City Council of the City of The Colony, Texas, has discussed and considered such revisions and has determined that it is in the best interest of the Cityto amend Chapter 6, Article XI, Section 6-262(j) of the Code of Ordinances, entitled “Flags and Flagpoles” by allowing flags to be posted in trees. NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS: SECTION 1. The findings set forth above are incorporated into the body of this Ordinance as if fully set forth herein. SECTION 2.That the Code of Ordinances of the City of The Colony, Texas, is hereby amended by amending Chapter 6, Article XI, by amending section 6-262(j), entitled “Flags and Flagpoles,” which shall read as follows: (j) Flags and Flagpoles Purpose To allow the display of national, state, local or organizational flags within the city limits Location A flag and flagpole may be placed in the front and/or rear yard of the lot. No flags shall be placed in the right-of-way or medians. Flags in residential zoning districts may be placed in ground or attached to the primary structure Flags shall not be attached to fences No flag shall encroach over or onto any public right-of-way Maximum Height (from ground level) Residential = 35 feet Commercial less than 4 stories = 50 feet Commercial 4 stories or greater = 75 feet Maximum Flag Area Residential = 35 square feet Commercial = 70 square feet Flagpole Support Guy wires or similar support features are prohibited Maximum Number of Flagpoles Residential = 1 Commercial = 4; however, no more than 1 corporate identity flag may be flown on any property 170 Page 2 Permit/Application Flagpoles 20 feet in height or less—Not Required Flagpoles over 20 feet in height—Required Fee Flagpoles 20 feet in height or less—No Flagpoles over 20 feet in height—Yes Installation Flagpoles over 20 feet in height—Requires a professional contractor to install SECTION 3.If any section, article paragraph, sentence, clause, phrase or word in this Ordinance, or application thereto any persons or circumstances is held invalid or unconstitutional by a Court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this Ordinance; and the City Council hereby declares it would have passed such remaining portions of this Ordinance despite such invalidity, which remaining portions shall remain in full force and effect. SECTION 4.That all provisions of the Ordinances of the City of The Colony, Texas, in conflict with the provisions of this Ordinance be, and the same are hereby amended, repealed, and all other provisions of the Ordinances of the City not in conflict with the provisions of this Ordinance shall remain in full force and effect. SECTION 5.Any person, firm, or corporation violating any of the provisions of this Ordinance shall be deemed guilty of a misdemeanor and, upon conviction in the municipal court of the City of The Colony, Texas, shall be punished by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Every day a violation occurs shall constitute a separate offense. SECTION 6. This Ordinance shall become effective immediately upon its passage and publication as required by law. PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS day of , 2025. Richard Boyer, Mayor ATTEST: Tina Stewart, TRMC, CMC City Secretary APPROVED AS TO FORM: Jeff Moore, City Attorney 171 Agenda Item No:5.4 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Discussion Agenda Section: Subject: Discuss and consider approving a resolution appointing a Home-Rule Charter Committee to review the current Home-Rule Charter and propose amendments to same. (Council) Suggested Action: Attachments: Res. 2025-xxx Appointment of Home Rule Charter Commission.docx 172 CITY OF THE COLONY, TEXAS RESOLUTION NO. 2025 -_______ A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, AUTHORIZING AND APPOINTING A HOME-RULE CHARTER COMMISSION TO REVIEW THE HOME-RULE CHARTER AN PROPOSE ANY AMENDMENTS TO THE HOME-RULE CHARTER; AND PROVIDING FOR AN IMMEDIATE EFFECTIVE DATE. WHEREAS, Section 9.002(d)(1)(A) of the Texas Local Government Code provides the authority for the City Council of the City of The Colony, Texas (hereinafter referred to as the “City”), to select a home-rule charter commission for the City’s first home-rule charter election; and WHEREAS, Section 9.002(c) of the Texas Local Government Code provides that the Home-Rule Charter Commission for the City of The Colony. Texas, “must consist of at least 15 members, but if it has more than 15 members it may not have more than one member for each 3,000 inhabitants of the municipality”; and WHEREAS,the City Council of the City of The Colony, Texas, has discussed and considered the appointment of a Home-Rule Charter Commission, and finds and determines that it is in the best interest of the City to appoint a home-rule charter commission to study and propose an initial home-rule charter for submission to the eligible voters of the City at a special election. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THAT: SECTION 1.The City Council of the City of The Colony, Texas, does hereby establish a Home-Rule Charter Commission for the purpose of reviewing the Home-Rule Charter, and proposing amendments to the City Council concerning the Home-Rule Charter. SECTION 2.The City Council of the City of The Colony, Texas, does hereby appoint the following members to serve on the City’s Home-Rule Charter Commission: Members: TBD SECTION 3.The Home-Rule Charter Commission shall be subject to the Texas Open Meetings Act, chapter 551 of the Texas Government Code, as amended, and shall post agendas and keep minutes of its meetings in accordance with state law. A majority of the Home-Rule Charter Commission shall constitute a quorum for purposes of the Open Meetings Act. SECTION 4. This Resolution shall become effective from and after its date of passage in accordance with law. 173 Page 2 PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF THE COLONY, TEXAS, THIS 7 TH DAY OF JANUARY 2025. Richard Boyer, Mayor City of The Colony, Texas ATTEST: Tina Stewart, TRMC, CMC, City Secretary 174 Agenda Item No:6.1 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Discussion Agenda Section: Subject: A. Council shall convene into a closed executive session pursuant to Sections 551.071 and 551.072 of the Texas Government Code to deliberate regarding purchase, exchange, lease or value of real property and to seek legal advice from the city attorney regarding Blue Sky Sports Center, L.P. matter, and related matters. B. Council shall convene into a closed executive session pursuant to Sections 551.072 and 551.087 of the Texas Government Code to deliberate regarding purchase, exchange, lease or value of real property and commercial or financial information the city has received from a business prospect(s), and to deliberate the offer of a financial or other incentive to a business prospect(s). Suggested Action: Attachments: 175 Agenda Item No:7.1 CITY COUNCIL Agenda Item Report Meeting Date: January 7, 2025 Submitted by: Tina Stewart Submitting Department: City Secretary Item Type: Discussion Agenda Section: Subject: A. Any action as a result of executive session regarding purchase, exchange, lease or value of real property and to seek legal advice from the city attorney regarding Blue Sky Sports Center, L.P. matter, and related matters. B. Any action as a result of executive session regarding purchase, exchange, lease or value of real property and commercial or financial information the city has received from a business prospect(s), and the offer of a financial or other incentive to a business prospect(s). Suggested Action: Attachments: 176