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HomeMy WebLinkAboutMar 24, 2010-SpecialJointSession-CanceledTrophy Club Municipal Utility District No. 1 Trophy Club Entities Meeting Agenda 100 Municipal Drive Trophy Club, Texas 76262 Svore Municipal Building Boardroom7:00 PMWednesday, March 24, 2010 TCMUD 1 Special Joint Session with Town Council Call to order and announce a quorum. 1.2010-01-M1 Receive report from the SEMO (Shared Employees MUD Organization) Committee; Town Manager to provide information regarding Service Providers; discuss and take appropriate action regarding same. Memo2Council-Option2-022610.pdfAttachments: 2.2010-34-M1 Discuss and take appropriate action regarding the New Intergovernmental Contract for Employee Services and the Amendment to New Intergovernmental Contract for Employee Services between the Town of Trophy Club and Trophy Club Municipal Utility District No. 1, formally Trophy Club Master District. ILA-EmployeeSvcs and Amendment.pdfAttachments: Adjourn * THE BOARD RESERVES THE RIGHT TO ADJOURN INTO A CLOSED SESSION AT ANY TIME DURING THE MEETING FOR THE PURPOSE OF SEEKING THE ADVICE OF ITS ATTORNEY ABOUT ANY ITEM ON THE AGENDA OR THAT ARISES AT THE MEETING, PURSUANT TO SECTION 551.071 OF THE TEXAS GOVERNMENT CODE. TCMUD No. 1 1 of 19 24 MARCH 2010 March 24, 2010Trophy Club Municipal Utility District No. 1 Meeting Agenda CERTIFICATION) THE STATE OF TEXAS) COUNTY OF DENTON) COUNTY OF TARRANT) THIS CERTIFIES THAT ON THURSDAY, MARCH 18, 2010 AT OR BEFORE 5:00 P.M., A COPY OF THE ABOVE NOTICE OF A MEETING OF THE TROPHY CLUB MUNICIPAL UTILITY DISTRICT NO. 1 TO BE HELD ON WEDNESDAY, MARCH 24TH, 2010, WAS POSTED ON THE FRONT WINDOW OF THE TROPHY CLUB M.U.D. ADMINISTRATION BUILDING, 100 MUNICIPAL DRIVE, TROPHY CLUB, TEXAS, WHICH IS A PLACE CONVENIENT TO THE PUBLIC WITHIN THE BOUNDARIES OF THE DISTRICT, AND A COPY WAS ALSO PROVIDED TO THE COUNTY CLERKS OF DENTON AND TARRANT COUNTIES, TO BE POSTED ON THEIR WEBSITE AND/OR A BULLETIN BOARD AT A PLACE CONVENIENT TO THE PUBLIC IN SUCH COUNTY COURT HOUSES, PURSUANT TO SECTION 49.063 OF THE WATER CODE AND SECTION 551.054 OF THE OPEN MEETINGS ACT, CHAPTER 551 TEXAS GOVERNMENT CODE. ________________________ Mary Moore MUD Secretary THIS FACILITY IS WHEELCHAIR ACCESSIBLE AND ACCESSIBLE PARKING SPACES ARE AVAILABLE. REQUESTS FOR ACCOMMODATIONS OR INTERPRETATIVE SERVICES MUST BE MADE 48 HOURS PRIOR TO THIS MEETING. PLEASE CONTACT MARY MOORE AT (682) 831-4685 OR FAX YOUR REQUEST TO (817) 490-0705. I certify that the attached notice and agenda of items to be considered by this Board was removed by me from the front window of the Svore Municipal Building, 100 Municipal Drive, Trophy Club, Texas, on the __________ day of ______________________, 2010. ________________________________, Title: ___________________________ TCMUD No. 1 2 of 19 24 MARCH 2010 100 Municipal Drive Trophy Club, Texas 76262Trophy Club Entities Legislation Details (With Text) File #: Version:12010-01-M1 Name: Status:Type:M1 Agenda Item Regular Session File created:In control:1/4/2010 Trophy Club Municipal Utility District No. 1 On agenda:Final action:2/24/2010 Title:Receive report from the SEMO (Shared Employees MUD Organization) Committee; Town Manager to provide information regarding Service Providers; discuss and take appropriate action regarding same. Attachments:Memo2Council-Option2-022610.pdf Action ByDate Action ResultVer. Trophy Club Municipal Utility District No. 1 2/16/2010 1 Trophy Club Municipal Utility District No. 1 1/25/2010 1 Trophy Club Municipal Utility District No. 1 1/19/2010 1 TCMUD No. 1 3 of 19 24 MARCH 2010 12010-01-M1 Version:File #: Title Receive report from the SEMO (Shared Employees MUD Organization) Committee; Town Manager to provide information regarding Service Providers; discuss and take appropriate action regarding same. TCMUD No. 1 4 of 19 24 MARCH 2010 TCMUD No. 1 5 of 19 24 MARCH 2010 TCMUD No. 1 6 of 19 24 MARCH 2010 100 Municipal Drive Trophy Club, Texas 76262Trophy Club Entities Legislation Details (With Text) File #: Version:12010-34-M1 Name: Status:Type:M1 Agenda Item Regular Session File created:In control:2/9/2010 Trophy Club Municipal Utility District No. 1 On agenda:Final action:2/24/2010 Title:Discuss and take appropriate action regarding the New Intergovernmental Contract for Employee Services and the Amendment to New Intergovernmental Contract for Employee Services between the Town of Trophy Club and Trophy Club Municipal Utility District No. 1, formally Trophy Club Master District. Attachments:ILA-EmployeeSvcs and Amendment.pdf Action ByDate Action ResultVer. Trophy Club Municipal Utility District No. 1 3/16/2010 1 Trophy Club Municipal Utility District No. 1 2/16/2010 1 TCMUD No. 1 7 of 19 24 MARCH 2010 12010-34-M1 Version:File #: Title Discuss and take appropriate action regarding the New Intergovernmental Contract for Employee Services and the Amendment to New Intergovernmental Contract for Employee Services between the Town of Trophy Club and Trophy Club Municipal Utility District No. 1, formally Trophy Club Master District. TCMUD No. 1 8 of 19 24 MARCH 2010 NEW INTERGOVERNMENTAL CONTRACT FOR EMPLOYEE SERVICES This New Intergovernmental Contract for Employee Services (the "Contract") is between the following parties: Trophy Club Master District (the "Master District") 100 Municipal Drive Trophy Club, Texas 76262 and The Town of Trophy Club, Texas (the "Town") 100 Municipal Drive Trophy Club, Texas 76262 WHEREAS, the Master District is an administrative agency and joint operating Board established by Trophy Club Municipal Utility District No. 1 ("MUD1") and Trophy Club Municipal Utility District No. 2 ("MUD 2") under a written agreement entitled NEW MASTER DISTRICT CONTRACT dated and effective as of October 4, 2000, as amended. Each of MUD l and MUD 2 is a Municipal Utility District created and operating under the provisions of Article XVI, Section 59, of the Texas Constitution, and the general laws of the State of Texas including, particularly, Chapter 54 and 49 of the Texas Water Code, as amended. The Master District is structured and operates as a separate entity joint venture, with MUD l and MUD 2 being the equal controlling owners of the joint venture. This Contract is signed by the Master District in its capacity as the operator of common water and wastewater facilities in the Trophy Club and Solana-Westlake projects. WHEREAS, the Town is a home-rule municipal corporation duly organized and operating pursuant to the Constitution and laws of the State of Texas and its home rule charter. WHEREAS, the Master District and the Town each perform certain governmental services or functions within their respective jurisdiction. Prior to October 1, 1998, the MUD 1 (in its capacity as the "Master District" at that time for itself and MUD 2) and the Town each had their own employees to perform various services and functions. By a written agreement dated and effective as of October 1, 1998, entitled INTERGOVERNMENTAL CONTRACT FOR EMPLOYEE SERVICES (the "1998 CONTRACT FOR EMPLOYEE SERVICES"), MUD l (in its capacity as the "Master District" at that time for itself and MUD 2) and the Town agreed that all employees of MUD l became employees of the Town subject to the personnel policies of the Town and included on the payroll of the Town so that employment salaries, benefits, and personnel policies of both MUD l and the Town could be administered more efficiently, effectively, and TCMUD No. 1 9 of 19 24 MARCH 2010 economically. With the execution of the 1998 CONTRACT FOR EMPLOYEE SERVICES, the Town (through its employees including those personnel who formerly were employees of MUD 1) began performing services that previously had been part of MUD l's operations for the benefit of itself and MUD 2. This Contract is to update, modify, and supersedes the 1998 CONTRACT FOR EMPLOYEE SERVICES. WHEREAS, this Contract is executed by the Master District and the Town as an Intergovernmental or Interlocal contract under Chapter 791 (the Interlocal Cooperation Act) of the Texas Government Code and is an amendment and renewal of the 1998 CONTRACT FOR EMPLOYEE SERVICES. WHEREAS, this Contract has been authorized by the governing body of each party to this Contract. The governing body of each party to this Contract has determined that the terms and provisions of this Contract are desirable, fair, and advantageous for that party and therefore the Contract serves a valid public purpose. WHEREAS, the parties to this Contract believe that their longstanding contractual and cooperative relationship has benefited both the Town and the Master District, and their respective taxpayers and customers, because the administration of employment issues is handled in a more efficient, effective and economical manner, and governmental services which are the responsibility of each of the respective entities are performed by a single workforce consisting of Town employees. Moreover, while the Master District and the Town each performs distinct governmental services or functions within their respective jurisdictions, they also have a community of interest in performing these services and functions. The Master District and the Town have determined that this community of interest is best served by continuing their cooperative and intergovernmental contractual relationship with respect to employment services. WHEREAS, the parties hereby confirm their understanding and intent that all persons who were employed by MUD 1 (in its capacity as the "Master District" at that time for itself and MUD 2) performing work in the operations of the Master District immediately prior to October 1, 1998, became employees of the Town as of October 1, 1998, for all purposes, with the Town responsible on and after October 1, 1998, for all salary, benefits, and other compensation of such employees and with such employees subject to the personnel policies of the Town. NOW, THEREFORE, for and in consideration of the above and foregoing premises, the benefits flowing to each of the parties hereto, and other good and valuable consideration, the Town of Trophy Club, Texas and the Trophy Club Master District do hereby contract and agree as follows: TCMUD No. 1 10 of 19 24 MARCH 2010 I. Term This Contract shall become effective upon approval by both of the respective governing bodies of Town and Master District and upon execution by their respective authorized representatives. The Contract shall continue in effect until terminated by either party as provided herein. II. Scope of Employment Services Town shall provide employees to perform services for Master District in accordance with the terms of this Agreement. The parties understand and agree that on and after the effective date of this Agreement, all such employees are employees of the Town subject to the personnel policies of the Town in accordance with the terms of this Agreement. The parties hereto agree that the attached organizational chart identifies the structure of the respective operations of the parties and their relationship under this Contract. The Organizational Chart is attached hereto and incorporated herein as Exhibit A. III. Master District Management Master District retains a Master District Manager to oversee the operations of the Master District (hereinafter "District Manager"). The District Manager may be an independent contractor or an employee of the Master District but in neither case is the District Manager an employee of the Town. This Contract is not intended to make any change in any separate contract between the Master District and the District Manager ("District Manager Contract"). Whether the District Manager is an independent contractor or an employee of the Master District, the District Manager shall he compensated by the Master District and report directly to the Board of Directors of the Master District. The person designated as the District Manager for the Master District shall be supervised and directed by the Board of Directors of the Master District. TCMUD No. 1 11 of 19 24 MARCH 2010 IV. Compliance with Town Personnel Policies Under the terms of the District Manager Contract, where applicable, or under the terms of the employment of the District Manager, where applicable, the District Manager shall be either contractually or as a term of employment, whichever applies, required to comply with the personnel policies and procedures of the Town in fulfilling his obligations for the management and oversight of Master District operations. The parties hereto understand and agree that the Town employees shall be subject to the personnel policies and procedures adopted by the Town. V. Master District Standard Operating Procedures The Master District retains the authority to adopt standard operating procedures ("SOPs") regulating and governing the operational control of Master District assets and facilities; however, the scope of such standard operating procedures shall relate only to technical matters governing Master District operations and shall not conflict with the Town personnel policies and procedures. Prior to the issuance of any standard operating procedures, such SOPs shall be submitted to the Human Resources Manager or equivalent position for review and to allow such person to identify any inconsistencies or conflict between the proposed SOPs and the Town personnel policies. The Town shall provide written notice to the District Manager of any such conflict between the SOPs and the Town policies and of any matters that the Town determines to regulate matters other than those operational matters for which SOPs are allowed under this Contract. In the event of a conflict, the parties agree to meet and discuss the identified conflict and to use reasonable efforts to resolve the conflict in order to meet the needs of both the Master District and the Town. As used in this Contract the terms "operation(s)," "operational," "operational functions," or "operational standards" shall mean those technical functions performed by Town employees for the Master District which are governed or regulated by a state or federal regulatory agency, regulatory standards or permit standards, or other applicable local, state, or federal law or which are regulated by an SOP of the Master District pursuant to this Contract. TCMUD No. 1 12 of 19 24 MARCH 2010 VI. Compliance with Standard Operating Procedures of the Master District Subject to the requirements set forth in Paragraph V above, while this Contract is in effect, the Town agrees that all employees providing services to the Master District shall follow the Master District's SOPs governing the operational aspects of Master District assets and facilities. VII. Approved Positions and Funding Each year, as part of the approval of the respective budgets of tile parties, the governing body for each of the parties approves a listing of funded positions or an organizational chart showing all funded employee positions. The approved budgets contain detailed information regarding the amount of money that each of the parties hereto contributes toward the expenses of funding employee positions. The Town and the Master District agree hereunder that the positions and payment approved in their respective budgetary processes shall comply with the terms of this Contract and shall serve as partial consideration for the services provided under this Contract. VIII. Compensation As compensation for the services provided or to be provided to the Master District by the Town under this Contract, upon the Town presenting a detailed listing of all incurred expenses the Master District agrees to pay to the Town at least monthly an amount equal to the actual costs incurred by the Town for salary, benefits, and other compensation of the Town employees providing services to the Master District, subject to Paragraph VII of this Contract. The term "actual costs" as used in this Contract means those costs that the Town incurs over and above the cost that the Town would incur if it were not providing personnel to perform services for the Master District operations. Whenever practical to do so, the Town shall have costs (other than employee costs) associated with Master District functions charged directly to the Master District, including but not limited to training expenses, travel, supplies, administrative and other miscellaneous costs not directly attributable to salary benefits and other compensation. As further consideration for the services of Town employees, Master District agrees that the use of all equipment owned by or leased to Master District may be used by licensed and/or qualified Town employees in the performance of services for Master District pursuant to this Agreement. TCMUD No. 1 13 of 19 24 MARCH 2010 IX. Policies and Decisions This Contract is intended to provide for the furnishing of employment services by the Town to the Master District in the Town's capacity as an independent contractor. The Master District retains all right, power, and control that it has by law and by the New Master District Contract to set policies and to make decisions regarding the services provided by Town employees in the performance of operational functions for the Master District and the operation of Master District assets and facilities. Master District shall have the right, for good cause upon the violation of operational standards, or for violations of SOPS, as allowed by the Town's personnel policies, to require that a particular Town employee be removed from performing services in the operations of the Master District, provided however, that the removal of an employee shall not be required until such employee has been disciplined in accordance with Town policies and had an opportunity to avail himself of any and all appeals allowed under the Town's personnel policies and procedures. As new or additional employees are needed to perform services for the Master District, the Town shall follow Town personnel policies and procedures in the selection of those employees. Prior to the hiring of any employee to perform services for the Master District, the Town shall request from the Master District, or its designee, the approval of the selection, compensation, benefits, and job description of each such employee. The Town agrees to follow the Master District's recommendations for selection, compensation, benefits, and job description of each employee performing services for the Master District. In the event of a conflict under this paragraph, the parties agree to meet and discuss the identified conflict and to use reasonable efforts to resolve the conflict in order to meet the needs of both the Master District and the Town. The Master District shall not be required to fund any decision that it has not approved regarding an employee performing services for the Master District. Decisions by the Master District under this Contract shall be made by the Board of Directors of the Master District or by its designated officer(s) or agents. All Town employees performing services in the operations of the Master District shall be supervised and directed by persons approved by the District Manager. Nothing in this Contract shall be interpreted as an abdication by the Master District or MUD1 and MUD2 as the joint venture partners in the Master District of their governmental rights, powers, and duties with regard to services provided by the Master District. TCMUD No. 1 14 of 19 24 MARCH 2010 X. Discipline The parties agree that the Town's standard personnel policies and disciplinary procedures shall apply to all Town employees performing services in the operations of the Master District. Employees are divided by reason of their duties into two groups. The first group consists of those employees whose services are shared by the Town and the Master District (hereinafter “Shared Service Providers”), and the second group consists of those whose services are provided exclusively to the Master District (hereinafter “Master District Service Providers”). The following provision(s) shall apply to Master District Service Providers: 1. In all cases in which the established facts show a clear violation of the Personnel Manual, its provisions shall apply and shall be administered by the Town Manager alone in accordance with the Personnel Manual. In addition to the Town’s Personnel Manual, the Master District has established certain Standard Operating Procedures (SOPs) to be followed by Master District Service Providers. 2. In cases where an alleged violation of the Personnel Manual is not clearly defined by the facts but where an alleged violation of one or more of the SOPs of the Master District exists, the input of the District Manager shall be a prerequisite to any disciplinary measure taken for such violation. Should the input of the District Manager result in a conflict with the disciplinary measure proposed by the Town Manager, then the conflict shall be resolved by referral of the matter to the Master District Chairman for final disposition. XI. Liability; Insurance: Indemnification The Town shall be responsible for the acts, negligence, and omissions of its employees performing services in the operations of the Master District, unless the acts or omissions were pursuant to operational standards or SOPs of the Master District or District Manager or actions or omissions performed pursuant to or under the direction, supervision, or instruction of the Master District or the District Manager. If the acts or omissions were pursuant to operational standards or SOPs of the Master District or District Manager, or the acts or omissions were performed pursuant to or under the direction, supervision, or instruction of the Master District or the District Manager, the Master District shall assume liability for the acts, negligence or omissions of Town employees. TCMUD No. 1 15 of 19 24 MARCH 2010 The parties to this Contract shall each individually obtain insurance, with coverages as mutually agreed upon, that the parties determine will insure themselves individually and collectively from liabilities related to and arising out or this Contract and fulfill the indemnity obligations of each party, to the extent allowed by law, under this Contract. Such insurance shall insure against liability arising out of or related to the work performed by Town employees under this Contract, with both parties named as additional insured under such insurance policies. To the extent allowed by law, both Town and Master District agree to defend, indemnify and hold each other harmless from their respective negligence or intentional conduct arising out of or related to this Contract and resulting in harm to them individually or to a third party, including without limitation property damage to the parties hereto or to a third party. The indemnity extends to all costs and expenses incurred, including reasonable attorney's fees, to defend against, settle or pay the claim asserted by another. In the event a claim is made by another against either the Town or the Master District, written notice of the claim shall immediately be given to the other party, in order that the other party may determine whether its indemnity duty must be performed and in order to allow the indemnitor to perform indemnity. If any part of the foregoing indemnity shall be deemed or determined unenforceable or contrary to public policy by a court of competent jurisdiction, then each party shall contribute to any judgment according to its percentage of fault. Neither Town nor Master District waive any immunity or defense that would otherwise be available to it against claims arising from the exercise of governmental powers and functions and nothing in this Agreement shall be deemed a waiver of the governmental, sovereign, or official immunity afforded by law to either Town or Master District. XII. Further Cooperation The parties to this Contract agree to cooperate to sign and deliver any other documents that may be necessary or appropriate to implement the provisions of this Contract. In the event of a conflict under this Contract, the parties agree to meet and discuss the identified conflict and to use reasonable efforts to resolve the conflict in order to meet the needs of both the Master District and the Town. XIII. Termination This Contract may be terminated by either party at any time upon thirty (30) days written notice to the other party. TCMUD No. 1 16 of 19 24 MARCH 2010 2008 New Intergovernmental Contract for Employee Services 9 XIV. Execution and Date This Contract is signed by the parties in multiple counterparts. This Contract is dated and shall be effective for all purposes as of February 13, 2008. TROPHY CLUB MASTER DISTRICT TOWN OF TROPHY CLUB, TEXAS By: ___________________ By: __________________________ Carol Borges, Chair C. Nick Sanders, Mayor Attest: Attest: By: _______________________ By: ___________________________ Secretary, Board of Directors Town Secretary Approved as to form: Approved as to form: ______________________________ _______________________________ Robert G. West, Attorney Patricia A. Adams, Town Attorney Trophy Club Master District Town of Trophy Club, Texas ______________________________ Pamela Liston, Attorney Trophy Club Master District TCMUD No. 1 17 of 19 24 MARCH 2010 AMENDMENT TO NEW INTERGOVERNMENTAL CONTRACT FOR EMPLOYEE SERVICES This is an amendment to the New Intergovernmental Contract for Employee Services (the “Contract”), with an effective date of February 13, 2008, between Trophy Club Master District (the “Master District”) and the Town of Trophy Club, Texas (the “Town”) WHEREAS, the Master District and the Town desire to amend the Contract to allow the option of having the District Manager become a Town employee for all purposes, with the Town responsible for all salary, benefits, and other compensation of the District Manager and with the District Manager subject to the personnel policies of the Town. WHEREAS, this amendment shall be considered effective as of December 11, 2008. WHEREAS, the parties to the Contract desire that the terms of the Contract not expressly addressed in this Amendment shall continue in full force and effect. NOW, THEREFORE, the parties agree as follows: 1. Section III (Master District Management), is amended in its entirety as follows: Master District designates a Master District Manager to oversee the operations of the Master District (hereinafter “District Manager”). The District Manager may be an independent contractor, an employee of the Master District or an employee of the Town. This Contract is not intended to make any change in any separate contract that may exists now or in the future between the Master District and the District Manager (“District Manager Contract”). Whether the District Manager is an independent contractor, employee of the Master District, or employee of the Town, the District Manager shall report directly to the Board of Directors of the Master District except where otherwise provided in this Agreement. The person designated as the District Manager for the Master District shall be supervised and directed by the Board of Directors of the Master District. This Amendment is signed by the parties in multiple counterparts. This Amendment is dated and shall be effective for all purposes as of December 11, 2008. TCMUD No. 1 18 of 19 24 MARCH 2010 TROPHY CLUB MASTER DISTRICT TOWN OF TROPHY CLUB, TEXAS By: _____________________________ By: _______________________ Constance White Nick Sanders Chairman, Board of Directors Mayor Attest: Attest: By: _____________________________ By:______________________ Mary Moore Lisa Hennek Secretary, Board of Directors Town Secretary Approved as to form: Approved as to form: ________________________________ __________________________ Robert G. West Patricia A. Adams, Town Attorney Attorney for Trophy Club Master District Town of Trophy Club, Texas __________________________________ Pamela Liston Attorney for Trophy Club Master District TCMUD No. 1 19 of 19 24 MARCH 2010