HomeMy WebLinkAboutAgenda CC 04.12.2005Notice of Meeting of the
Governing Body of the
City of Georgetown, Texas
Tuesday, April 12, 2005
The Georgetown City Council will meet on Tuesday, April 12, 2005 at 06:00:00 PM at the City Council
Chambers, 101 E. 7th Street, at the northeast corner of Seventh and Main Streets, Georgetown, Texas.
If you need accommodations for a disability, please notify the city in advance.
An agenda packet, containing detailed information on the items listed below, is distributed to the Mayor,
Councilmembers, and the Georgetown Public Library no later than the Saturday preceding the council
meeting. The library's copy is available for public review.
Please Note: This City Council Meeting will be video taped live without editing and shown on the
local cable channel.
Executive Session
Regular Session to convene and continue Executive Session, if necessary
In compliance with the Open Meetings Act, Chapter 551, Government Code, Vernon's Texas Codes,
Annotated, the items listed below will be discussed in closed session and are subject to action in the
regular session that follows.
A Sec.551.071: Consultation with Attorney
- Pending or Threatened Litigation
- Discussion and Possible Action relating to TCEQ Notice of Violation;TPDES Permit No. 10489-003; TCEQ Docket No.
2004 -1746 -MWD -E
- Discussion and Possible Action relating to TCEQ Perchlorate Investigation for Williamson County per March 2005 Site
Update from TCEQ
- Discussion and possible action regarding LCRA wholesale power supply contract
- Legal Advice Regarding Agenda Items and other Matters
8 Sec.551.072 Deliberation on Real Property
- Discussion and possible action regarding acquisition of property for downtown parking
- Discussion and possible action regarding proposed Highway 29/Rivery connector roads
- Discussion and possible action regarding Austin Avenue widening
- Discussion and possible action concerning the purchase of right of way and easements for improvements to SH29 West
and CR 265
- Discussion and possible action concerning the acquisition of easements for Wolf Ranch off-site public utility
improvements
C Sec.551.086: Public Power Utilities: Competitive Matters
- Discussion and possible action regarding LCRA wholesale power supply contract
Regular Session - To begin no earlier than 06:00 PM
(Council may, at any time, recess the Regular Session to convene an Executive Session at the request of
the Mayor, a Councilmember, or the City Manager for any purpose authorized by the Open Meetings Act,
Texas Government Code Chapter 551.)
D Call to Order
E Pledge of Allegiance
F Comments from the dais
- Welcome to Audience and Opening Comments -- Mayor Gary Nelon
- Review of new procedure for addressing the City Council
G Announcements and Comments from City Manager
City Council Agenda/April 12, 2005
Page 1 of 4 Pages
H Public Wishing to Address Council
- Sandra Taylor from Pedernales Electric Cooperative regarding Cooperative activities in the Georgetown
area.
Action from Executive Session
Statutory Consent Agenda
The Statutory Consent Agenda includes non -controversial and routine items that Council may act on with
one single vote. A councilmember may pull any item from the Consent Agenda in order that the council
discuss and act upon it individually as part of the Regular Agenda.
J Consideration and possible action to approve the Minutes of the Council Workshop on Monday, March 21,
the Council Meeting on Tuesday, March 22, and the Joint Workshop with the Georgetown Independent
School District Board of Trustees on Thursday, March 31, 2005 — Sandra Lee, City Secretary and Shirley
Rinn, Deputy City Secretary
K Consideration and possible action regarding the recommendation by the Convention and Visitors Bureau
Board for the approval of an allocation from the Unallocated Fund balance of $10,000.00 in Hotel
Occupancy Tax (HOT) funds to the Georgetown Symphony Societyfor promotion of the Georgetown
Festival of the Arts, June 3-5, 2005 — Shelly Hargrove, Convention and Visitors Bureau Director and Main
Street Manager and Randy Morrow, Director of Community Services
L Consideration and possible action to declare scrap metal as surplus property and authorize the sale of the
metal and wire to Austin Metal and Iron Company, Inc. in the estimated amount of $5,698.00 —Terry Jones,
Purchasing Director and Micki Rundell, Director of Finance and Administration
M Consideration and possible action to approve a Resolution declaring certain city -owned real property as
surplus property that serves no public purpose, authorizing the sale thereof and establishing the minimum
acceptable bid for the property -- Jim Briggs, Assistant City Manager for Utility Operations
N Consideration and possible action to authorize application for a Grant of $29,333.00 from the Lower
Colorado River Authority Community Development Partnership Program (CDPP) with a twenty percent
matching fund of $5,866.60 from the City of Georgetown to fund Swift Water Rescue equipment and
apparatus — Clay Shell, Assistant Chief of Operations and Anthony Lincoln, Fire Chief
O Consideration and possible action to approve a resolution revising the current City of Georgetown
Investment Broker/Dealer List -- Laurie Brewer, Controller and Micki Rundell, Director of Finance and
Administration
P Consideration and possible action to accept the City's Quarterly Investment Report both the City of
Georgetown and the Georgetown Transportation Enhancement Corporation (GTEC) for the quarter ended
March 31, 2005 -- Laurie Brewer, Controller and Micki Rundell, Director of Finance and Administration
Legislative Regular Agenda
Council will individually consider and possibly take action on any or all of the following items:
O Consideration and possible action regarding the City of Georgetown employee compensation
philosophy—target market comparison(s), position related to market and position related to market
movement -- Kevin Russell, Human Resources Director
R Consideration and possible action to approve a Resolution requesting federal Non -Primary Entitlement
Funds from the Texas Department of Transportation —Travis McLain, Airport Manager and Tom Yantis,
Assistant City Manager
Consideration and possible action allowing the Extraterritorial Jurisdiction (ETJ) of the City of Georgetown
be included in the formation of Williamson County Emergency Service District (ESD) No. 8 — Anthony
Lincoln, Fire Chief
City Council Agenda/April 12, 2005
Page 2 of 4 Pages
T Public Hearing on whether to use sales tax revenues collected under Section 4A of the Development
Corporation Act of 1979 (Vernon's Tex. Rev. Civ. Stat. Ann. Art. 5190.6) (the "Act") for specific purposes
authorized under Section 4B of the Act -- Micki Rundell, Director of Finance and Administration
U Consideration and possible action to approve the finalized City "Vision Statements" for use in the
preparation of the 2005/06 budget -- Micki Rundell, Director of Finance and Administration
V Consideration and possible action to approve an amendment to the development agreement between the
City of Georgetown and Escalera Ranch, Ltd. regarding a proposed residential development project in the
City's Extraterritorial Jurisdiction — Bobby Ray, Interim Director of Planning and Jim Briggs, Assistant City
Manager for Utility Operations
W Consideration and possible action to approve a Resolution supporting and endorsing the efforts of
Northwest Residential LP, a to -be -formed Texas Limited Partnership to obtain a Housing Tax Credit
Allocation from the Texas Department of Housing and Community Affairs for the Northwest Residential
Apartment Home Community project to construct 180 multi -family housing units, located near the
intersection of River Bend Drive and Westwood Lane, Georgetown, Texas -- Tom Yantis, Assistant City
Manager
X Consideration and possible action to appoint a Selection Committee to evaluate proposals and make a
recommendation for the selection of the Construction Manager -at -Risk for construction of the Library and
Fire Station -- Paul Brandenburg, City Manager
Y Discussion and possible action to direct staff to proceed with the Request for Qualifications phase to
conduct a Master Plan for the Williams Drive Gateway Redevelopment Project — Paul E. Brandenburg,
City Manager
Z Second Reading of an Ordinance Rezoning a 0.3122 acre portion of Lost Addition, Block 65 from RS,
Residential Single Family district to OF, Office district, located at 215 West University Avenue -- Bobby Ray,
Interim Director of Development Services
AA Public Hearings / First Readings
1. First reading of an ordinance annexing into the City for 45.399 acres, more or less, in the Frederick
Foy Survey, north of Sun City Neighborhood 16, for Sun City Neighborhoods 22 and 23 — Ed
Polasek, Chief Long Range Planner and Bobby Ray, Interim Director of Planning and Development.
2. First reading of an ordinance annexing into the City for 6.69 acres, more or less, in the Frederick Foy
Survey, north of Sun City Neighborhood 16-A, for Sun City Neighborhood 28 — Ed Polasek, Chief
Long Range Planner and Bobby Ray, Interim Director of Planning and Development.
3. First reading of an ordinance annexing into the City for 26.365 acres, more or less, in the Frederick
Foy Survey, north of Sun City Neighborhood 20, for Sun City Neighborhood 29 — Ed Polasek, Chief
Long Range Planner and Bobby Ray, Interim Director of Planning and Development.
4. First reading of an ordinance annexing into the City for 31.88 acres, more or less, in the Frederick Foy
Survey, north of Sun City Neighborhood 23 and White Wing Golf Course, for Sun City Neighborhoods
30 — Ed Polasek, Chief Long Range Planner and Bobby Ray, Interim Director of Planning and
Development.
5. First reading of an ordinance annexing into the City for 31.31 acres, more of less, out of the Leroy B.
Lord Survey, more particularly described as Georgetown Village Section Six — Ed Polasek, Chief
Long Range Planner and Bobby Ray, Interim Director of Planning and Development.
6. Public Hearing on a Rezoning of 6.690 acres in the Fredrick Foy Survey from AG, Agriculture District
to PUD, Planned Unit Development District to be known as the Planned Unit Development of Sun City
Georgetown, Neighborhood Twenty -Eight, located along Dove Hollow Trail -- Melissa McCollum,
Development Planner and Bobby Ray, Interim Director of Planning and Development.
7. First Reading of an ordinance Rezoning 6.690 acres in the Fredrick Foy Survey from AG, Agriculture
District to PUD, Planned Unit Development District to be known as the Planned Unit Development of
Sun City Georgetown, Neighborhood Twenty -Eight, located along Dove Hollow Trail -- Melissa
City Council Agenda/April 12, 2005
Page 3 of 4 Pages
McCollum, Development Planner and Bobby Ray, Interim Director of Planning and Development.
8. Public Hearing on a Rezoning of 26.365 acres in the Fredrick Foy Survey from AG, Agriculture
District to PUD, Planned Unit Development District, to be known as the Planned Unit Development of
Sun City Georgetown, Neighborhood Twenty -Nine, located on Armstrong Drive -- Melissa
McCollum, Development Planner and Bobby Ray, Interim Director of Planning and Development.
9. First Reading of an ordinance Rezoning 26.365 acres in the Fredrick Foy Survey from AG, Agriculture
District to PUD, Planned Unit Development District, to be known as the Planned Unit Development of
Sun City Georgetown, Neighborhood Twenty -Nine, located on Armstrong Drive -- Melissa
McCollum, Development Planner and Bobby Ray, Interim Director of Planning and Development.
10. Public Hearing on a Rezoning of 45.399 acres in the Fredrick Foy Survey from AG, Agriculture
District to PUD, Planned Unit Development District, to be known as the Planned Unit Development of
Sun City Georgetown, Neighborhoods Twenty -Two and Twenty -Three, located off Sun City
Boulevard north of Armstrong Drive -- Melissa McCollum, Development Planner and Bobby Ray,
Interim Director of Planning and Development.
11. First Reading of an ordinance Rezoning 45.399 acres in the Fredrick Foy Survey from AG, Agriculture
District to PUD, Planned Unit Development District, to be known as the Planned Unit Development of
Sun City Georgetown, Neighborhoods Twenty -Two and Twenty -Three, located off Sun City
Boulevard north of Armstrong Drive. Melissa McCollum, Development Planner and Bobby Ray, Interim
Director of Planning and Development.
BB Council Appointments
1. Consideration and possible action to appoint Kirk Kriegel to the Main Street Advisory Board to fill a
vacancy created when extending the membership of the Main Street Board from seven members to
nine members — Mayor Gary Nelon
2. Consideration and possible action to appoint Bob Weimer to the Economic Development Commission
to fill a vacancy created by the resignation of Josh McClure -- Mayor Gary Nelon
Certificate of Posting
I, Sandra Lee, City Secretary for the City of Georgetown, Texas, do hereby certify that this Notice of
Meeting was posted at City Hall, 113 E. 8th Street, and on the bulletin board located outside of the Council
Chambers, 101 East 7th Street, places readily accessible to the general public at all times, on the
day of , 2005, at , and remained so posted for at least 72 continuous
hours preceding the scheduled time of said meeting.
Sandra Lee, City Secretary
City Council Agenda/April 12, 2005
Page 4 of 4 Pages
[—council meeting date: April 12, 2005
Item No.:_ZAA
AGENDA ITEM COVER SHEET
SUBJECT:
Resolution declaring certain city -owned real property as surplus property that serves no public
purpose and authorizes the sale thereof and establishing the minimum acceptable bid for the
property.
ITEM SUMMARY:
On December 13, 2004, in Executive Session, Council authorized staff to proceed with the
process of disposing of the following city -owned real property:
Lot 1, Amended Plat of Pepper Subdivision, a Resubdivision of Lot
29, Logan Ranch Section 1, Cabinet Y, Slide 257-258, Plat
Records, Williamson County, Texas
This is one of the tracts acquired by the City in 1996 for the extension of utilities to Sun City.
This entire tract was not needed for that utility project, and the utility improvements have been
complete for many years. No other need or public purpose has been identified for this tract of
land; therefore, the City's ownership of the remaining property no longer serves a public
purpose. The public may be better served by making the property available for private
ownership. Staff recommends that Council declare the property as surplus property that no
longer serves a public purpose and authorize staff to offer the property for sale by solicitation
of sealed bids. A copy of the current plat of the property is attached.
The attached resolution declares the property as surplus property for which there is no longer
any public purpose or public need, authorizes the method of disposition, and establishes the
minimum acceptable bid as the fair market value determined by Kokel-Oberrender-Wood
Appraisal, Ltd. in its March 28, 2005 appraisal report.
ATTACHMENTS:
Proposed Resolution
Plat of property
Submitted By:
nt City Manager for Utility Operations
MEMORANDUM
DATE: Wednesday, April 6, 2005
TO: Mayor and City Council
FROM: Jim Briggs — Assistant City Manager for Utility Operations
SUBJECT: Negotiations with the Wolf Family Regarding Hacias Los Lobos
I have been in numerous discussions with Iva regarding a letter that was submitted to her,
based on Council's direction, regarding the right-of-way acquisition and the renaming of
Hacias Los Lobos.
Unfortunately, I have not been successful in expressing Council's direction that utilities
are not to be a part of this process. Nevertheless, I did receive a written response back
from the family per e-mail, which I have attached to this memo.
I have attempted on numerous occasions to try to explain to Iva that any type of utility
discussion was considered `off the table", but nonetheless, she has continuously pressed
for utilities to be a portion of it (at least to what they feel the value of the right-of-way is
— which is $2 million dollars). They feel that $2 million dollars is the value of the right-
of-way and that roadway improvements and utilities combined need to at least equal that
amount for them to feel that they are getting a dollar -for -dollar compensation for
providing the right-of-way. They are not asking for any compensation or consideration
greater than the value of the existing right-of-way and have even agreed to have an
independent appraiser evaluate the right-of-way.
This seems to be their approach. I have talked on many occasions, for many hours, to try
to sway them or move them in a different direction, but have not been successful.
Therefore, I have informed the family that I would be bringing this to you on April 1 Ith
for discussion and direction as far as what the Council would like to have staff do at this
point.
I have enclosed the e-mail for your reference before Monday night's discussion.
Ivamclachian@aol.com
{ 04/04/2005 02:22 PM
Dear Jim,
To: jhb@georgetowntx.org
cc: tgc@georgetowntx.org
Subject: Re: SH 29/Rivery Connector
Thank you for meeting with me on Thursday afternoon regarding the Highway 29/Rivery Connector Road through
Wolf property.
I received the attached email on Friday with your response letter agreement with the Wolf family.
When we met I suggested a compromise where we would receive a credit from the City for the future cost of
the extension of the line for utilities to the extent the appraised value of the right-of-way exceeds the actual
cost to construct the road. I would like to know if the City Council will consider the compromise proposal.
I would also like to include the following items in an agreement with the City regarding the road:
1. Left turn lanes will be included based upon approved site plans
2. The maximum amount of right of way will be 5.8 acres
3. The name will be changed to Wolf Ranch Parkway
4. The timeline for construction of the road will be provided at the time of execution of the agreement
5. During construction of the road, sleeves or casings will be included under the road for extension of utilities
at mutually agreeable locations
Please let me know how you would like to proceed to finalize the letter agreement with the Wolf family.
Thank you so much for your assistance.
Sincerely,
Iva
In a message dated 4/1/2005 2:30:07 PM Central Standard Time, tgc@georgetowntx.org writes:
Hi Iva,
Jim directed me to go ahead and send this to you. Hard copy will go out in
today's mail.
(See attached file: COG Response to Wolf 3.1.05 proposal (4.1.05).doc.pdf)
(See attached file: 29-Rivery connector alignment (Exhibit A).pdf)(See
attached file: OTP 6.22.04 (Exhibit B).pdf)(See attached file: location of
accessible utilities (Exhibit C).pdf)
Terri Glasby Calhoun, Paralegal
Georgetown Utility Systems
300 Industrial Avenue
Georgetown, TX 78626
(512)930-3558
Direct Line (512) 930-2575
FAX (512)930-3559
See our web site at www.georgetown.org.
The preceding e-mail message (including any attachments) contains
information that may be confidential, be protected by the attorney-client
or other applicable privileges, or constitute non-public information. It
is intended to be conveyed only to the designated recipient(s). If you are
not an intended recipient of this message, please notify the sender by
replying to this message and then delete it from your system. Use,
dissemination, distribution, or reproduction of this message by unintended
recipients is not authorized and may be unlawful.
Iva Wolf McLachlan
520 Wolf Road
Georgetown, Texas 78628
512-863-4050
512-864-9053 Fax
•f
GCITY pF
eorgetown. April 1, 2005
FCUNpEp1N 1G4B
Via First Class Mail and Email to IvaMcLachlan(a aol com
Bettie M. Wolf
Judy Wolf Hindelapg
Jane Wolf Robertson
Jay L. Wolf, Jr.
James David Wolf
Iva Wolf McLachlan
c/o Iva Wolf McLachlan
520 Wolf Rd.
Georgetown, Texas 78628
RE: Proposed SH 29 Connector to Riveiv Boulevard — out of 184.419 acres situated in
the J.P. Pulsifer Survey and more fully described in a deed to Jay L. Wolf of
record in Volume 1997, Page 953, Official Records, Williamson County, Texas
(WCAD Acct No. R397516)
Ladies and Gentlemen:
This is in response to your March 1, 2005 letter concerning the possible donation of the
necessary right of way and easements for the above -referenced road. The City Council met in
Executive Session on March 7, 2005 to consider the proposal and has authorized me to make the
following responses to your specific requests. The responses below follow the numerical
designation of each of the enumerated requests made in the March 1, 2005 letter.
1. In exchange for the donation of all of the necessary right-of-way and easements,
the City of Georgetown ("City") will construct a four -lane (12' lanes), undivided section of
roadway from Rivery Boulevard to SH 29, consisting of 5.8 acres of right-of-way and a
maximum of 3.0 acres of 20' utility easements, which may include, but shall not be limited to,
water, wastewater, electric and other franchised utilities, adjacent to both sides of the road, plus
any necessary temporary construction easement, in substantially the location shown on the map
enclosed as Exhibit "A" prepared by Kasberg, Patrick & Associates, LLP, pursuant to the City's
Overall Transportation Plan dated June 22, 2004, a copy of which is enclosed as Exhibit "B"
(hereinafter the "Road"), without assessment to the above-described property or any adjacent
property. However, the City cannot agree to make any representations with regard to "future
expansions" of the Road because future transportation demands and impacts are not foreseeable.
Therefore, the scope of any proposed agreement must, of necessity, be limited to the Road as
described and defined herein."
2. On March 7"', the City Council agreed to name the new section of road "Wolf
Ranch Road" and to rename the existing Hacias Los Lobos to "Wolf Ranch Road", as well, since
at that time, the Council was unclear whether this classification of roadway could be named Wolf
GEORGETOWN UTILITY SYSTEMS • 300 INDUSTRIAL AVENUE • GEORGETOWN, TEXAS 78626 • 512/930.3558 • FAX: 512/930-3559
Wolf Family
April 1, 2005
Page 2 of 3
Ranch "Parkway' under the current Unified Development Code ("UDC"). Since then, it has
been determined that, subject to Council's decision, the use of the name Wolf Ranch Parkway is
not precluded under the UDC. Therefore, the use of the name Wolf Ranch Parkway will be
presented for Council's re -consideration at such time as your response hereto is presented. The
proposed extension of the road to the south planned for connection to a future south extension of
D.B. Wood, Road is already named Wolf Ranch Parkway.
3. The City is not willing or able to "guarantee" that water andwastewaterwill be
present in "sufficient capacity to the remaining Wolf property that fronts the road." The future
demand for these utilities.from the "remaining Wolf property' as well as the other properties that
would take services from the infrastructure is too speculative undefined for the City to agree to
this request. At this time, the City can only say that, as of today, water and wastewater are
accessible from the property at the locations shown on the map enclosed hereto as Exhibit "C."
However, the City is unable to guarantee capacity in the system or to agree to any current or
future line extensions. Capacity commitments are only available at the time that a final plat has
been approved and impact fees have been paid to the City. Because there is no plat filed for the
property and no impact fees have been paid, the City cannot and expressly does not make any
utility commitments to any Property as part of any agreement pertaining to the Road.
4. The City understands this item to state that driveway spacing will be consistent
with the requirements of the UDC at the time of development. If that is the case, then the City
can agree to this request.
5. The City agrees to provide standard five -strand barb wire fencing with drill stem
corners, tension posts and either cedar or steel "T" line posts along the proposed new boundary
lines created as a result of the Road donation for the remaining Wolf Property that is adjacent to
the Road.
6. The City has already agreed, aspart of a project unrelated to the Road, to vacate
and abandon the portion of CR 265: described in the July 23, 2004 letter agreement between the
Wolf Family and the City of Georgetown.
In response to the unenumerated requests made in your letter, and as agreed in your
November 22, 2004 Right -of -Entry for this project, all available reports described therein, unless
exempt from disclosure under the Public Information Act, will be provided pursuant thereto.
No detailed timeline exists for the project as of this date. However, one will be provided
to you within thirty (30), days of execution of agreement with the Wolf Family concerning the
project.
Since receipt of your March 1, 2005 proposal, a site plan has been submitted that is
proposed to be located on the existing Hacias Los Lobos. However, the assignment of an
address for that development is not required at this stage of the development process. An
ordinance changing the name of the road will be placed on the Council agenda concurrent with a
Wolf Family
April 1, 2005
Page 3 of 3
written recordable agreement relating to the terms of the right-of-way donation for construction
of the subject road.
If the terms described herein are acceptable, please indicate so by signing below and I
will present your response to the City,Council for its consideration at the earliest opportunity. In
order for it to be considered in the April. 11, 2005 City Council Executive Session, I will need
either this signed letter or your written response returned to me no later than 5:00 p.m.,
Wednesday, April 6, 2005. _
The City looks forward to receiving your written response at your earliest convenience.
Sincerely,
Encls.
cc: Paul Brandenburg, City Manager
Mayor and City Council Members
Patricia E. Carls, Brown & Carls, LLP., City Attorney
Terri Glasby Calhoun, Paralegal, GUS
AGREED this day of 2005.
Bettie M. Wolf
Judy Wolf Hindelang
Jane Wolf Robertson
Jay L. Wolf, Jr.
James David Wolf
Iva Wolf McLachlan
for Utility Operations
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MEMORANDUM
DATE: Wednesday, April 6, 2005
TO: Mayor and City Council
FROM: Jim Briggs — Assistant City Manager for Utility Operations
SUBJECT: Austin Avenue Project
I have enclosed a letter and outline of the Austin Avenue Maintenance Project as
proposed by TxDOT. Staff, upon your direction, has been working with TxDOT to come
up with an effective option to deal with Austin Avenue as a maintenance project. As we
have begun to conclude those discussions the attached memo and outline pretty much
explain the layout of the project. Most of the project, from Morrow Street all the way to
Leander Road, is a simple maintenance project of rehabilitating and restoring the existing
surface; some of the curbs; surface drainage facilities, and point repairs to sidewalks and
other elements within the right-of-way. This all will be done as a part of the maintenance
work.
The portion from Morrow Street to Williams Drive becomes a little more extensive. This
particular section, in order to allow for extended left-hand turn lane to Williams Drive
and a left-hand turn lane going eastbound on Morrow, will need to be slightly widened
from its current configuration. This slight widening impacts one particular property
along this section that would possibly be in need of some additional right-of-way. The
specific property is the gas station, located at the corner of Spring Street and Austin
Avenue, on the east side of Austin Avenue. Many of you know this as the old gas station
that also sells tobacco and has a drive -up window for snacks and some pump islands in
front. The pump islands in front are the area of risk that TxDOT had indicated would
prohibit them from widening and allowing for the extended left turns on Austin Avenue
due to the proximity of the pumps from the outer lane of traffic (which is approximately
four (4) feet.). TxDOT would request that the City consider acquisition of the pump
islands; relocation of the pump islands; or potential acquisition of the whole site in order
to accommodate this section of the project.
We have included some funds in the proposed bond issue for consideration that would
possibly allow us, upon Council direction, to begin the process of either relocation of the
pumps or acquisition of parts of the property to be able to accommodate the project.
Without the relocation or acquisition, the Austin Avenue project cannot make
improvements to the tum lanes to improve the traffic situation in this area-
Staff
reaStaff will be available to discuss this in depth and answer your questions in Executive
Session on April 11.
Texas Department of Transportation
P.O. DRAWER 15426 • AUSTIN, TEXAS 78761-5426 • (512) 832-7000
March 25, 2005
Jim Briggs
Utility Operations
City of Georgetown
PO Box 409
Georgetown, Texas 78627-0409
RE: BU 35 (Austin Avenue)
Dear Mr. Briggs:
Thank you for meeting with us on March 9, 2005 to discuss various options available to
the City of Georgetown in taking over maintenance and jurisdiction of a portion of BU 35
(Austin Avenue). We understand the City's needs, as well as local business group
interest, and therefore our office is committed to working with yours in finalizing this
transfer.
In an effort to expedite this transfer, I have outlined below our basic proposal that was
highlighted in the March meeting:
Limits of transfer: From FM 2243 to FM 2338
• Existing roadway will receive a mill, seal and overlay
• Curb inlet openings will be improved
Deteriorated curb & gutter will be replaced
• Existing pedestrian ramps at intersecting streets will be upgraded to meet ADA
requirements
• Existing sidewalk will be replaced as warranted
• Unobstructed radius returns at SH 29 will be improved
• Bridge rehabilitation will consist of mill, seal and overlay with polymer header joints
at each abutment. Once existing asphalt is removed, cracks and construction joints
will be cleaned and sealed as recommended by our Bridge Division
• Roadway will be striped according to existing configuration within the limits of FM
2243 and the North San Gabriel River bridge structure
• Roadway striping will be modified as per the attached exhibit within the limits of the
North San Gabriel River bridge structure and FM 2338. This section of roadway will
be re -striped to accommodate various left turn lanes. Access to businesses will be
preserved during this rehabilitation project by means of maintaining the existing rural
(non -curbed) section. Striping modifications, as just defined, are dependent on the
City acquiring ownership of an existing service station located on the east side of BU
35 between Valley Street and FM 2338
• Anticipated February 2006 letting
An Equal Opportunity Employer
Jim Briggs
- 2 - March 25, 2005
I will be contacting you in the near future regarding the formal process for the official
transfer of maintenance and jurisdiction. At a minimum, a City resolution adopting this
proposal would be required in order to help facilitate a Minute Order issued by the
Texas Transportation Commission.
Should you have any questions, please contact my assistant Mark Jones, P.E. at 512-
930-5402.
Sincerely,
John R. a'W gner, P.E.
Area Engineer
MEJ/mej
Attachment:
cc: Robert Stuard, P.E.
Darcie Schipull
*PRIVILEGED ATTORNEY-CLIENT COMMUNICATION MEMORANDUM*
TO: Georgetown City Council, Trish Carls
FROM: Kent A. Sick
DATE: April 7, 2005
RE: Good Luck Store Property; Karr waterline easement issue
I am trying to wrap up these last acquisitions for SH29. All are complete except
for Trainer, A -Tex, and McLachlan (the Good Luck Store). A -Tex is set for hearing
April 260' (it had to be rescheduled due to a death in Roppolo's attorney's family). The
Trainer matter is filed, and he has rejected the City's offer of a "swap" transaction. I am
attempting to schedule a hearing; I expect it to be completed through a Special
Commissioners' Hearing in the next three or four weeks. In preparing the Good Luck
lawsuit, however, I became aware that a private waterline easement affecting not only the
Good Luck property but likely several other parcels the City has already acquired exists
which must be addressed.
In 1975, V.L. Karr and Josephine Spencer Karr partitioned 15.15 acres of land
that I believe encompasses not only the Good Luck Store but also several other parcels.
As a part of the partition, the Kann reserved to one another a 10 -foot wide private
waterline easement for the benefit of all of the partitioned tracts. From the partition deed,
it appears that the waterline easement was immediately adjacent to the existing SH29
right-of-way — directly within all of our parts taken. I have asked our surveyor to
specifically identify all of the modern-day owners of the affected properties.
The status of the Good Luck Store acquisition is that our original offer was
$88,523. Ms. Mclachlan countered at $118,031; the City countered her proposal at
$95,000.00. Although Ms. Mclachlan did not accept $95,000, she did lower her demand
to its present level of $110,000. The City's and Ms. McLachlan's current positions are
thus $15,000 apart.
If the City proceeds forward with a formal condemnation petition for the Good
Luck Store property, I believe I will have to join as parties all of the current beneficiaries
of that 1975 waterline easement. The State will require that the City obtain and transfer
the ROW title clear of the easement. Although the petition is already drafted it cannot be
complete without the list of easement beneficiaries. Since Ms. McLachlan is represented
by Womack & McClish, I fully anticipate they will attempt to leverage the existence of
this waterline easement and the multiplicity of parties to their advantage in the litigation.
I wanted to bring this complication to the Council's attention, and also observe
that it may be possible if the City settled with Ms. McLachlan to require her as a
condition of settlement to obtain all those easement releases herself, or at least to
cooperate with the City in obtaining the releases. Absent that cooperation, it is
conceivable that the combined extra expense and delay of litigating the value issues with
Ms. McLachlan plus either voluntarily obtaining releases from all the easement holders
or negotiating those releases with the other landowners, could well be higher than settling
with her at some number now.
I look forward to briefing you on these issues in person at Monday night's
meeting; hopefully by that time I will have the information from the City's surveyor.
C
G�Ir D!
eorgetown April 1, 2005
fOU..ED IN Ione
Via First Class Mail and Email to IvaMcLachlanCcr�,aol.com
Bettie M. Wolf
Judy Wolf Hindelang
Jane Wolf Robertson
Jay L. Wolf, Jr.
James David Wolf
Iva Wolf McLachlan
c/o Iva Wolf McLachlan
520 Wolf Rd.
Georgetown, Texas 78628
RE: Proposed SH 29 Connector to Rivery Boulevard — out of 184.419 acres situated in
the J.P. Pulsifer Survey and more fully described in a deed to Jay L. Wolf of
record in Volume 1997, Page 953, Official Records, Williamson County, Texas
(WCAD Acct No. R397516)
Ladies and Gentlemen:
This is in response to your March 1, 2005 letter concerning the possible donation of the
necessary right of way and easements for the above -referenced road. The City Council met in
Executive Session on March 7, 2005 to consider the proposal and has authorized me to make the
following responses to your specific requests. The responses below follow the numerical
designation of each of the enumerated requests made in the March 1, 2005 letter.
1. In exchange for the donation of all of the necessary right-of-way and easements,
the City of Georgetown ("City") will construct a four -lane (12' lanes), undivided section of
roadway from Rivery Boulevard to SH 29, consisting of 5.8 acres of right-of-way and a
maximum of 3.0 acres of 20' utility easements, which may include, but shall not be limited to,
water, wastewater, electric and other franchised utilities, adjacent to both sides of the road, plus
any necessary temporary construction easement, in substantially the location shown on the map
enclosed as Exhibit "A" prepared by Kasberg, Patrick & Associates, LLP, pursuant to the City's
Overall Transportation Plan dated June 22, 2004, a copy of which is enclosed as Exhibit "B"
(hereinafter the "Road"), without assessment to the above-described property or any adjacent
property. However, the City cannot agree to make any representations with regard to "future
expansions" of the Road because future transportation demands and impacts are ,not foreseeable.
Therefore, the scope of any proposed agreement must, of necessity, be limited to the Road as
described and defined herein."
2. On March 7a', the City Council agreed to name the new section of road "Wolf
Ranch Road" and to rename the existing Hacias Los Lobos to "Wolf Ranch Road", as well, since
at that time, the Council was unclear whether this classification of roadway could be named Wolf
GEORGETOWN UTILITY SYSTEMS • 300 INDUSTRIAL AVENUE • GEORGETOWN, TEXAS 78626 • 512'930.3558 • FAX: 51 Z,930-3559
Wolf Family
April 1, 2005
Page 2 of 3
Ranch "Parkway" under the current Unified Development Code ("UDC"). Since then, it has
been determined that, subject to Council's decision, the use of the name Wolf Ranch Parkway is
not precluded under the UDC. Therefore, the use of the name Wolf Ranch Parkway will be
presented for Council's re -consideration at such time as your response hereto is presented. The
proposed extension of the road to the south planned for connection to a future south extension of
D.B. Wood Road is already named Wolf Ranch Parkway.
3. The City is not willing or able to "guarantee" that water and wastewater will be .
present in "sufficient capacity to the remaining Wolf property that fronts the road." The future
demand for these utilities from the "remaining Wolf property" as well as the other properties that
would take services from the infrastructure is too speculative undefined for the City to agree to
this request. At this time, the City can only say that, as of today, water and wastewater are
accessible from the property at the locations shown on the map enclosed hereto as Exhibit "C."
However, the City is unable to guarantee capacity in the system or to agree to any current or
future line extensions. Capacity commitments are only available at the time that a final plat has
been approved and impact fees have been paid to the City. Because there is no plat filed for the
property and no impact fees have been paid, the City cannot and expressly does not make any
utility commitments to any property as part of any agreement pertaining to the Road.
4. The City understands this item to state that driveway spacing will be consistent
with the requirements of the UDC at the time of development. If that is the case, then the City
can agree to this request.
5. The City agrees to provide standard five -strand barb wire fencing with drill stem
corners, tension posts and either cedar or steel "T" line posts along the proposed new boundary
lines created as a result of the Road donation for the remaining Wolf Property that is adjacent to
the Road.
6. The City has already agreed, as part of a project unrelated to the Road, to vacate
and abandon the portion of CR 265, described in the July 23, 2004 letter agreement between the
Wolf Family and the City of Georgetown.
In response to the unenumerated requests made in your letter, and as agreed in your
November 22, 2004 Right -of -Entry for this project, all available reports described therein, unless
exempt from disclosure under the Public Information Act, will be provided pursuant thereto.
No detailed timeline exists for the project as of this date. However, one will be provided
to you within thirty (30), days of execution of agreement with the Wolf Family concerning the
project.
Since receipt of your March 1, 2005 proposal, a site plan has been submitted that is
proposed to be located on the existing Hacias Los Lobos. However, the assignment of an
address for that development is not required at this stagc of the development process. An
ordinance changing the name of the road will be placed on the Council agenda concurrent with a
Wolf Family
April 1, 2005
Pagd 3 of 3
written recordable agreement relating to the terms of the right-of-way donation for construction
of the subject road.
If the terms described herein are acceptable, please indicate so by signing below and I
will present your response to the CityCouncil for its consideration at the earliest opportunity. In
order for it to be considered in the April 11, 2005 City Council Executive Session, I will need
either this signed letter or your written response returned to me no later than 5:00 p.m.,
Wednesday, April 6, 2005.
The City looks forward to receiving your written response at your earliest convenience.
Sincerely,
Encls.
cc: Paul Brandenburg, City Manager
Mayor and City Council Members
Patricia E. Carls, Brown & Carls, LLP., City Attorney
Tem Glasby Calhoun, Paralegal, GUS
AGREED this day of 2005.
Bettie M. Wolf
Judy Wolf Hindelang
Jane Wolf Robertson
Jay L. Wolf, Jr.
James David Wolf
Iva Wolf McLachlan
for Utility Operations
0
R _
r
,
C ity of Georgetm» n, Ti
Rivery to Highway 29
Connector
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MEMORANDUM
DATE: Wednesday, April 6, 2005
TO: Mayor and City Council
FROM: Jim Briggs — Assistant City Manager for Utility Operations
SUBJECT: Power Supply Discussion with LCRA
Georgetown staff has been working with the Law firm of Locke, Lidell and Sapp in
preparation of a new wholesale power supply contract that could potentially be submitted
to the Lower Colorado River Authority for discussions related to renew of our annual
energy contract with the authority.
Staff had prepared this contract document and reviewed the draft in preparation for a
meeting with LCRA. We informed LCRA that we needed to conduct such a meeting to
deliver them our proposed wholesale contract. During the course of preparing for the
meeting, the LCRA informed staff that they themselves were preparing a contract
amendment to go to many of the wholesale customers. They informed staff that this
contract would be available when we conducted our meeting, approximately two weeks
ago. During the later part of March, we hosted a meeting with the LCRA upon which,
they submitted an outline of a proposed contract amendment to out existing contract.
During this meeting we also submitted to them a draft Edison Electric Institute modeled
contract that had been prepared by Brian Cassidy with Locke, Lidell and Sapp. We have
yet to receive any comments on this but have been informed by LCRA that they are
currently reviewing this document.
We told them that upon receipt of their outline, we would share this information with out
City Council and discuss any possible direction or options while we continue to negotiate
and talk about renewal of the 2016 wholesale power agreement.
Attached to this memo you will find an outline of the discussion from March 23 d where
we had a confidential meeting an the outline was communicated. As you will see, the
basic tenants of the contract amendment are to the extend the current term from 2016 to
2041 and provides some partial requirement options within the contract, basically no
major changes. With regards to the existing contract, related to costs but major impacts
associated with deleting any capping provision and peaking provisions which limit
wholesale customers ability to competitively acquire wholesale generation services from
entities other than the LCRA. Their particular outline would basically extend out current
relationship 36 more years with some limitations to the current contract. Staff is
reviewing this information as you read this memo = but essentially the LCRA has been
informed by their bond analysts that long -tern contracts with regard to their wholesale
customers is great surety for bond holders of the tax free debt. they pass for needed
system improvements and therefore are a major asset and benefit and that they should
attempt to try to strengthen and keep these relationships so that they may maintain their
current level of bond rating. But in order to accomplish this,. they in turn limit the ability
of the wholesale customers to be able to tap or access various options of wholesale
energy coming available in the new markets such a newer more efficient forms of energy
as well as renewables and green energy. C
Currently there is a level of renewable energy that is mixed into the LCRA wholesale
contract but the LCRA themselves own no renewable energy. As we move into the
future, these new energy sources will probably increase the competitiveness and cost
effectiveness of the wholesale power industry.
At this particular time, staff is requesting that we expand the current contract with Locke
Lidell and Sapp that they might be able to review on our behalf the legal elements of this
contract amendment in order to advise us as to the legal implications of this proposed
contract amendment. Staff will continue to review the information and will prepare an
analysis as well regarding potential long term management of our energy portfolio.
Georgetown/LCRA Relationship Discussions
March 23, 2005
Contract Amendment
• Term extended to 2041
• Partial requirements
— 2005-90%
— 2008-85%
— 2011 —80%
— 2014 —100% (New Asset)
— 2017-95%
• Partial requirement capped at 80%
• GenTex 1 Contracted to LCRA
• Cost based rates
• Core funding set at $20 million (annual escalation by
total system energy requirement growth)
• Delete existing "capping" provision
• Delete existing "peaking" provision (Market Pricing
Option)
• Delete all references to Transmission service
(separate agreement)
CONFIDENTIAL
March 7, 2005
CONFIDENTIAL
Dear
It was almost a year ago when we notified you that we wanted to initiate a serious
discussion with our wholesale customers concerning our future relationship. We appreciate
your thoughtful input from these discussions. Those initial discussions led to identifying key
issues that were worked on by the LCRA staff and then discussed at a policy level with the
LCRA board on several occasions. This series of discussions between the customers,
LCRA staff, and the board have resulted in a Standard Contract Amendment. A copy of this
Amendment is attached for your consideration.
This Standard Amendment addresses what we believe were your major concerns from our
original conversations. It is basically an extension of our existing agreement with the
addition of a strong most favored nations clause. In summary, the Standard Contract
Amendment:
1. Extends the Wholesale Power Agreement through June 25, 2041;
2. Is a full requirements contract, with no load cap or peak capacity provisions and
adds definitions to clarify "requirements" to include all ancillary and related services;
3. Requires that LCRA's prices be cost -based and includes "most favored nations"
provisions both as to the form of Amendment and as to the prices charged for
services. Under these provisions, the customer may elect to adopt any form of
Amendment executed by LCRA after the customer signs it's Amendment, and is
guaranteed that LCRA will provide the same pricing options to customers. A
customer electing to adopt another form of Amendment must (1) adopt the
Amendment in whole, and (2) adopt the Amendment within six months after being
notified by LCRA of an alternate form of Amendment;
4. Adds new provisions to provide protections for LCRA if the customer opts into retail
competition, by requiring the customer, or another entity if the customer wants to
become a wires -only utility, to continue to take service under the Wholesale Power
Agreement.
CONFIDENTIAL
AMENDED AND RESTATED WHOLESALE POWER AGREEMENT
The Lower Colorado River Authority (LCRA) and (Customer)
have entered into this Amended and Restated Wholesale Power Agreement on the day of
, 2005. LCRA and Customer may be referred to individually as a "Party" or
collectively as "Parties."
I. Recitals
LCRA and Customer are parties to that certain Wholesale Power Agreement (WPA)
dated June 25, 1974 and amended on 1987 (the Amendment).
2. Legislative, regulatory, and technological changes in the electric industry since the
Wholesale Power Agreement, as amended, was executed, have resulted in many
provisions of the Wholesale Power Agreement becoming outdated, and have highlighted
provisions of the Wholesale Power Agreement which require clarification.
3. LCRA and Customer now desire to amend and restate the Wholesale Power Agreement
to better reflect such changes in the electric industry, and to make such clarifications.
LCRA and Customer therefore, recognizing their continuing obligations under the WPA,
agree to amend and restate the Wholesale Power Agreement, as amended, as follows:
II. Term
The Parties each waive their right to provide notice of termination as set forth in
Paragraph 1 of the Amendment. This Amended and Restated Wholesale Power
Agreement is effective on the date shown above, and shall thereafter continue through
June 25, 2041.
- Notwithstanding No. 1 above, this Agreement shall continue for a period of 15 years
beyond June 25, 2041, unless either LCRA or customer provides written notice to the
other Party not later than June 25, 2036 that it will terminate the Agreement on June 25,
2041.
M. Power Supply
LCRA shall supply or arrange for the supply, and Customer shall purchase, all of
Customer's Electric Energy requirements for its own use and for the use of its retail end-
use consumers located within the area served by LCRA on January 1, 1975. As used in
this Agreement, "Customer" means Customer and any Affiliates that sell energy to retail
end-use consumers within the area served by LCRA on January 1, 1975, and "Affiliate"
means any entity owned or controlled, in whole or in part, by Customer or under common
ownership or control with Customer. As used in this section, "control" means the
authority, directly or indirectly, through ownership, ownership of voting securities,
appointment of officers or directors, or other means sufficient to direct the actions,
management, or policies of such Affiliate.
Amended And Restated Wholesale
Power Agreement - CONFIDENTIAL
Page I of 8
CONFIDENTIAL
2. As used in this Agreement, Customer's "Electric Energy Requirements" means all energy
consumed by Customer in its own facilities, buildings and equipment, of whatever type,
all electric energy provided or sold by Customer to retail end-use consumers, and any and
all related wholesale services, including ancillary services and Qualified Scheduling
Entity services as defined in the Electric Reliability Council of Texas'(ERCOT)
Protocols or their successor in function.
3. Customer shall, on its own or through its designated agent, make arrangements necessary
for Transmission Service pursuant to all applicable Public Utility Commission of Texas
(PUC) Rules and ERCOT Protocols. Customer shall be solely responsible for payment
for such Transmission Service.
4. Customer shall provide LCRA access to information sufficient to, in LCRA's judgment,
determine Customer's Electric Energy Requirements.
IV. Pricing
1. LCRA's prices to Customer shall be cost -based. LCRA shall design its prices to recover
its capital costs, including debt service and a reasonable debt service coverage, and all
reasonable operating expenses. The Parties agree that LCRA's costs include a reasonable
amount to fund other activities authorized by LCRA's enabling legislation.
2. The LCRA Board of Directors (the Board) may revise LCRA's prices from time to time.
LCRA shall provide notice to Customer prior to changing prices. LCRA shall notify
Customer at least 60 days prior to the date the Board votes on the change, and Customer
shall be entitled to address the Board regarding the proposed change.
3. LCRA shall, at Customer's reasonable request, provide information demonstrating
LCRA's revenue requirements and prices. Customer may not request such information
more frequently than once per year.
V. Special Provisions for Retail Competition
Customer shall provide LCRA written notice at least two years prior to the effective date
of a decision by its governing body to open any of its retail service territory to
competition.
2. Prior to the effective date of a decision by its governing body to open any of its retail
service territory to competition, Customer shall designate itself or another entity
reasonably acceptable to LCRA as the Default Provider of Last Resort for its service
territory, as that term is used in the Texas Public Utility Regulatory Act. In the event that
Customer determines that it no longer will sell electric energy to retail end-use
consumers, Customer shall assign this Agreement to any entity other than itself that it
designates as the Default Provider of Last Resort, and shall assure that such entity
assumes all of the obligations under this Agreement.
Amended And Restated Wholesale
Power Agreement - CONFIDENTIAL
Page 2 of 8
CONFIDENTIAL
3. Customer shall provide LCRA access to its data or shall authorize LCRA to obtain such
data from ERCOT, if available, that confirm Customer's Electric Energy Requirements.
From and after the effective date of a decision to open any of its retail service area to
competition, Customer shall notify LCRA of the addition or loss of retail end-use
consumer(s) with an Interval Data Recorder (IDR) within three working days of receiving
notice of the load change through the ERCOT registration system, or its successor in
function. The notice shall include 12 months of historic load data for such consumers. In
addition, to enable LCRA to stay up-to-date on smaller changes in Customer's Electric
Energy Requirements, Customer shall send LCRA an updated count of Electric Service
Identifiers (ESI -IDs) as defined in ERCOT Protocols or their successor in function, by
profile type at least once per month.
V1. Measurement, Billing and Payment
LCRA shall determine Customer's Electric Energy Requirements in accordance with
applicable ERCOT Protocols, or their successor in function.
2. LCRA shall present to Customer, as promptly as practicable after the first business day of
each calendar month, a statement for amounts due under this Agreement for the
preceding Billing Month. LCRA may submit adjusted statements at any time to reflect
resettlements made by ERCOT. All invoices shall be due and payable within sixteen (16)
days of the postmark on the bill and shall be considered paid if delivered by the due date,
as determined by the date of the postmark. If the due date falls on a Saturday, Sunday, or
a banking holiday, payment shall be due on the next business day. Any amount due and
unpaid after the due date shall be termed delinquent, and LCRA shall add interest for
each day delinquent at a rate equal to the Prime Rate plus two percent, as reported in the
Money rates column of the Wall Street Journal on the last business day of the preceding
month, divided by three hundred and sixty-five (365), or the maximum rate lawfully
payable, whichever is less. If necessary to expedite billing, a bill may be sent based on a
good faith estimate, and shall be adjusted as soon thereafter as actual billing information
becomes available to LCRA.
Payments by wire transfer shall be made as follows:
Account number: 9900097101
ABA number: 113000609
Bank: JPMorgan
City: Austin
State: Texas,
or to such other accounts as LCRA may direct in writing.
Payment by mail shall be made as follows:
Lower Colorado River Authority
P.O. Box 220
Austin, TX 78767
Amended And Restated Wholesale Page 3 of 8
Power Agreement - CONFIDENTIAL
CONFIDENTIAL
3. In case any portion of any bill is in bona fide dispute, the undisputed amount shall be
payable when due. Upon determination of the correct amount, any remainder shall be
paid promptly with interest accrued in accordance with Article VI.2.
4. LCRA shall maintain books and records in accordance with generally accepted
accounting principles necessary to determine or justify all statements submitted pursuant
to this Agreement.
VII. Indemnification
1. LCRA EXPRESSLY AGREES, TO THE EXTENT PERMITTED BY LAW, TO
INDEMNIFY AND HOLD HARMLESS AND DEFEND CUSTOMER AGAINST ALL
CLAIMS, DEMANDS, COSTS OR EXPENSES FOR LOSS, DAMAGE, OR INJURY
TO PERSONS OR PROPERTY ARISING OUT OF THE GENERATION,
TRANSMISSION, OR USE OF ELECTRICITY SOLD PURSUANT TO THIS
AGREEMENT, WHICH ARISE ON LCRA'S SIDE OF THE DELIVERY POINT(S),
UNLESS SUCH CLAIM OR DEMAND ARISES OUT OF OR RESULTS FROM THE
GROSS NEGLIGENCE AND/OR WILLFUL MISCONDUCT OF CUSTOMER, ITS
AGENTS, SERVANTS OR EMPLOYEES.
2. CUSTOMER EXPRESSLY AGREES, TO THE EXTENT PERMITTED BY LAW, TC
INDEMNIFY AND HOLD 1LkR ILESS AND DEFEND LCRA AGAINST ALL
CLAIMS, DEMANDS, COSTS OR EXPENSES FOR LOSS, DAMAGE, OR INJURY
TO PERSONS OR PROPERTY ARISING OUT OF THE GENERATION,
TRANSMISSION, OR USE OF ELECTRICITY SOLD PURSUANT TO THIS
AGREEMENT, WHICH ARISE ON CUSTOMER'S SIDE OF THE DELIVERY
POINT(S), UNLESS SUCH CLAIM OR DEMAND ARISES OUT OF OR RESULTS
FROM THE GROSS NEGLIGENCE AND/OR WILLFUL MISCONDUCT OF LCRA,
ITS AGENTS, SERVANTS OR EMPLOYEES.
3. LCRA'S AND CUSTOMER'S OBLIGATIONS UNDER THIS ARTICLE VII,
WHETHER OR NOT THIN ACCRUED OR KNOWN, SHALL SURVIVE
TERMINATION OF THIS AGREEMENT WITH RESPECT TO ANY ACT,
OCCURRENCE, OR OMISSION OCCURRING PRIOR TO TERMINATION OF THIS
AGREEMENT.
NEITHER CUSTOMER NOR LCRA SHALL BE LIABLE TO THE OTHER FOR
ANY INDIRECT, CONSEQUENTIAL, OR PUNITIVE DAMAGE OR INJURY TO
THE OTHER.
As used in this Article VII, "Delivery Point" or "Delivery Points" means the points at
which energy generated or purchased by LCRA to provide service under this Agreement
first enters the transmission system operated by the ERCOT Independent System
Operator, or its successor in function.
Amended And Restated Wholesale Page 4 of 8
Power Agreement - CONFIDENTIAL
CONFIDENTIAL
VIII. Confidentiality
LCRA and Customer acknowledge that they, or their agents, officers, directors or
employees (Representatives) will receive or have access to data, reports, interpretations,
forecasts, financial statements, pricing sheets or offerings, agreements, legal opinions and
other materials belonging to the other Party that are confidential, proprietary, or
otherwise not available to the public (Confidential Information). Confidential
Information includes reports, summaries or analyses prepared by a Party which rely upon,
incorporate or otherwise use the Confidential Information, but only to the extent such
reports, summaries or analyses, if released to a third party, would reveal the Confidential
Information to the third party.
2. Neither LCRA nor Customer, including their Representatives, shall disclose Confidential
Information to any third party without the prior written consent of the Party providing
such Confidential Information, provided, however that the Party receiving such
Confidential Information may disclose such Information (a) that has become available to
the public through no fault of the other Party; (b) to comply with any applicable law,
order, regulation or ruling; or (c) which is independently developed by the receiving
Party without reliance on the Confidential Information. A Party receiving a request for
release of Confidential Information shall immediately notify the other Party of the
Request, so that appropriate protective relief may be pursued.
3. LCRA and Customer agree that any action for damages for violation of this Article VIII
may be inadequate, and that the non -breaching Party shall be entitled to specific
performance and injunctive relief.
4. LCRA and Customer agree that all pricing and other information that reveal or could lead
to a determination of LCRA's cost of owning and operating its generation facilities or
that would reveal LCRA's prices to Customer for service under this Agreement constitute
Confidential Information.
IX. Most Favored Nations
If, after the date Customer executes this Agreement, LCRA executes an Amended and
Restated Wholesale Power Agreement with a Wholesale Customer in a form other than
this Amended and Restated Wholesale Power Agreement, Customer may elect to adopt
such Amended and Restated Wholesale Power Agreement in place of this Amended and
Restated Wholesale Power Agreement. LCRA shall notify Customer that it has executed
a different form of Amended and Restated Wholesale Power Agreement, and Customer
shall have six months following the date of such notice to elect the other form.
2. LCRA's prices for service under this Agreement shall not be unreasonably preferential or
discriminatory between Wholesale Customers. LCRA shall charge comparable prices for
service to all Wholesale Customers for equal demand and consumption, provided that
other conditions of service are substantially similar.
Amended And Restated Wholesale Page 5 of 8
Power Agreement - CONFIDENTIAL