2. Integrity Innovation Accountability Commitment to Excellence Teamwork Values REGULAR CITY COUNCIL MEETING August 21, 2007 LOCATION: 1400 Main Street, Southlake, Texas Council Chambers in Town Hall WORK SESSION: 5:00 to 6:00 p.m. 1.Call to order. 2.Invocation: David Whitington, Chaplain of the Month 3.Proposed Fiscal Year 2008 Annual Budget overview 4.Discuss all items on tonight’s meeting agenda. REGULAR SESSION: 6:00 p.m. or immediately following the work session 1.Call to Order 2A.Executive Session 2B.Reconvene / Action necessary from Executive Session 3A.Mayor’s Report

3. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 3B.City Manager’s Report 3C.Parks and Recreation Board Report 3D.Financial Report CONSENT AGENDA: 4A.Approve the minutes from the August 7, 2007, regular City Council meeting and from the August 2, 2007, special meeting with the City Council. 4B.Resolution No. 07-032, Appoint members to the Crime Control and Prevention District Board of Directors. 4C.Resolution No. 07-046, Establish the City of Southlake Insurance Trust, authorize the trust agreement and appoint Trustees. Resolution No. 07-046, Establish the City of Southlake Insurance Trust, authorize the trust agreement and appoint Trustees.Resolution No. 07-046, Establish the City of Southlake Insurance Trust, authorize the trust agreement and appoint Trustees. 4D.Approve renewal of contract with Aetna to provide employee medical and dental benefits. Approve renewal of contract with Aetna to provide employee medical and dental benefits.Approve renewal of contract with Aetna to provide employee medical and dental benefits.

4. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 4E.Resolution No. 07-047, Approve and authorize publication of notice of intent to issue certificates of obligation for parking structure, park, street and drainage improvements. Resolution No. 07-047, Approve and authorize publication of notice of intent to issue certificates of obligation for parking structure, park, street and drainage improvements.Resolution No. 07-047, Approve and authorize publication of notice of intent to issue certificates of obligation for parking structure, park, street and drainage improvements. 4F.This item intentionally left blank. 4G.ZA06-121, Plat Extension for Johnson Place Estates located at 2440 Johnson Rd. Current Zoning: R-PUD. SPIN #16. 4H.Consider SP07-230, Variance to Sign Ordinance No. 704- C for a directional sign for Timarron Country Club at 1425 Byron Nelson Pkwy. 4I.Approve a Right-of-Way Encroachment Agreement for a directional sign for Timarron Country Club at 1425 Bryon Nelson Pkwy. 4J.ZA07-069, Preliminary Plat for Triple Crown Estates being legally described as Tract 2D1, J.L. Chivers Survey, Abstract No. 384 at 930 E. Dove St. Current Zoning: SF-1A. SPIN #3.

5. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 4K.Consider SP07-233A, Variance to Sign Ordinance No. 704-C for The Grove mixed-use development at the southeast corner of W. Dove St. and W. S.H. 114. 4L.Consider SP07-233B, Variance to Sign Ordinance No. 704-C for The Grove mixed-use development at the southwest corner of W. Dove St. and W. S.H. 114. 4M.Ordinance No. 480-492, 1 st Reading (ZA06-045), Zoning Change for a portion of Lot 1, Block 1 Arnold Estates at 1275 Shady Oaks Dr. with access through 520 W. Highland St. Current Zoning: RE. Requested Zoning: SF-1A. SPIN #11. THIS ITEM HAS BEEN TABLED UNTIL THE SEPTEMBER 4, 2007, REGULAR CITY COUNCIL MEETING. 4N.Ordinance No. 480-LLL, 2 nd Reading, An amendment to the Comprehensive Zoning Ordinance No. 480, as amended, as it pertains to the creation of the SF-2 Zoning District. THIS ITEM IS TABLED TO THE SWPTEMBER 4, 2007, REGULAR CITY COUNCIL MEETING.

6. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 4O.Ordinance No. 480-512, 2 nd Reading (ZA06-189), Zoning Change and Site Plan for proposed Southlake Design Center at 280 Commerce St. Current Zoning: S-P-1. Requested Zoning: S-P-1. SPIN #7. THE PROPOERTY OWNER HAS REQUESTED TO TABLE THIS ITEM INDEFINITELY. 4P.Consider SP07-232, Variance to Sign Ordinance No. 704-C for Petsmart at 200 S. Village Center Dr. THE APPLICANT HAS REQUESTED TO TABLE THIS ITEM TO THE SEPTEMBTER 4, 2007, REGULAR CITY COUNCIL MEETING. REGULAR AGENDA 5.Public Forum. 6A.Resolution No. 07-049, (CP07-004), Comprehensive Land Use Plan Amendment for Gateway Church – SH 114 Campus, approx. 90.65 acres at 1200, 1500 and 1600 blocks of E. S.H. 114. The current underlying land use designation is Mixed Use and the proposed underlying land use designation is Public/Semi Public. SPIN #6. PUBLIC HEARING

7. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 6B.Ordinance No. 480-222a, 2 nd Reading (ZA05-112), Zoning Change & Concept Plan for The Gateway Church – S.H. 114 Campus, being approx. 214 acres in the R. Eads Survey, Abstract No. 481, being Tracts 1, 1A1, 1E, 2, 2A, 2B, 2B1A & 2C1 and in the T. Mahan Survey, Abstract No. 1049, being Tracts 2A, 2B, 2B1, 3, 3A, 3C, 5, 5C & 5D, and a portion of Tracts 1 & 1B1, along the north side of the 1500-1800 blocks of S. H. 114, along the south side of the 1300-1800 blocks of E. Highland St. & along the west side of the 600-900 blocks of N. Kimball Ave, & is approx. 600’ east of N. Carroll Ave. Current Zoning: NR-PUD & AG. Requested Zoning: NR-PUD. SPIN #6. PUBLIC HEARING 6C.Ordinance No. 480-528, 2 nd Reading (ZA06-003), Zoning Change on approx. 2.24 acres of land being Tracts 2A1 2B1 and 3A, T. Mahan Survey, Abstract No. 1049, being approx. 600’ south of E. Highland St. Current Zoning: NR-PUD. Requested Zoning: AG. SPIN #6. PUBLIC HEARING

8. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 6D.ZA05-113, Preliminary Plat for Gateway Church – 114 Campus being approx. 250 acres located along the north side of the 1200 - 1800 blocks of E. SH 114, along the south side of the 1300 - 1800 blocks of E. Highland St. and along the west side of the 600 – 900 blocks of N. Kimball Ave. and is approx. 600’ east of N. Carroll Ave. Current Zoning: NR-PUD and AG. Requested Zoning: NR-PUD. SPIN #6. PUBLIC HEARING 6E.Resolution No. 07-050, (ZA07-089), Specific Use Permit to allow a tent for the purpose of promoting retail sales at Adventure Golf Cars at 275 Commerce St. Current Zoning: S-P-1. SPIN #7. PUBLIC HEARING 6F.Resolution No. 07-051, (ZA07-095), Specific Use Permit to allow a tent for the purpose of promoting retails sales at American Backyard on Lot 2A, Block 1, Farrar Addition at 200 N. Kimball Ave. Current Zoning: C-3. SPIN #8. PUBLIC HEARING

9. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 6G.Resolution No. 07-052, (ZA07-096), Specific Use Permit for a mass gathering event for Oktoberfest at Southlake Town Square at the northeast corner of E. Southlake Blvd. and Carroll Ave. Current Zoning: DT. SPIN #8. PUBLIC HEARING 6H.Ordinance No. 910, 2 nd Reading, Adopt an ordinance to dedicate drainage and utility easements on City-owned property at 307 Parkwood for the purpose of constructing public improvements. PUBLIC HEARING Ordinance No. 910, 2 nd Reading, Adopt an ordinance to dedicate drainage and utility easements on City-owned property at 307 Parkwood for the purpose of constructing public improvements. PUBLIC HEARINGOrdinance No. 910, 2 nd Reading, Adopt an ordinance to dedicate drainage and utility easements on City-owned property at 307 Parkwood for the purpose of constructing public improvements. PUBLIC HEARING 7A.Ordinance No. 480-529, 1 st Reading, (ZA07-070), ORIGINAL REQUEST AS ADVETISED: Zoning Change and Concept Plan for Woodbury Addition on Tracts 1B1A1, T.J. Thompson Survey, Abstract No. 1502 and Lot 1, T.J. Thompson No. 1502 Addition at 2100, 2020 and 2030 W. Continental Blvd. Current Zoning: SF-30, AG, and S-P-1. Requested Zoning: SF-20A. AMENDED REQUEST: Zoning Change and Concept Plan for Woodbury Addition on Tracts 1B1A1 and 1B1A, T.J. Thompson Survey, Abstract No. 1502 at 2020 and 2030 W. Continental Blvd. Current Zoning: AG and S-P-1. Requested Zoning: SF-20A. SPIN #16.

10. Integrity Innovation Accountability Commitment to Excellence Teamwork Values 7B.Ordinance No. 912, 1 st Reading, Call a special election for November 6, 2007 for the purpose of amending the City Charter. 8.There are no items on this agenda 9A.Approve a Residential Developer Agreement for Saddleback Ridge located northwest of the intersection of N. White Chapel Blvd. and E. Bob Jones Rd. Approve a Residential Developer Agreement for Saddleback Ridge located northwest of the intersection of N. White Chapel Blvd. and E. Bob Jones Rd.Approve a Residential Developer Agreement for Saddleback Ridge located northwest of the intersection of N. White Chapel Blvd. and E. Bob Jones Rd. 9B.Consider SP07-254, Variance to the Jellico Square Conditional Sign Permit for The Little Gym of Southlake at 210 Randol Mill Ave. #100. 9C.Authorize a contract with Redflex Traffic Systems, Inc. for the installation and operation of red light cameras. Authorize a contract with Redflex Traffic Systems, Inc. for the installation and operation of red light cameras.Authorize a contract with Redflex Traffic Systems, Inc. for the installation and operation of red light cameras. 9D.Place a proposal to adopt a tax increase and hold a public hearing on the tax rate on the agenda of the September 4 and 18, 2007 regular City Council meetings. 10.There are no items on this agenda. 11.Meeting adjourned.

11. Integrity Innovation Accountability Commitment to Excellence Teamwork Values ITEM 4C Resolution No. 07-046 Establish the City of Southlake Insurance Trust, authorize the Trust Agreement, and appoint Trustees

12. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Background Texas Insurance Code requires annual premium tax on health, lifeTexas Insurance Code requires annual premium tax on health, life –Municipalities may be exempted if insurance provided for “single non-profit trust...” Premium taxes estimated at $30,500 for medical alonePremium taxes estimated at $30,500 for medical alone –Based on 2007 premiums –Other insurance products also taxed

13. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Trust Agreement Trust Agreement specifies:Trust Agreement specifies: –Purpose of trust, including payments and receipt of funds; –Restrictions on investment authority; –Duties of the Trustees, including resignation and removal Trust will function as holding fund for payment of insurance premiums.Trust will function as holding fund for payment of insurance premiums.

14. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Resolution No. 07-046 Resolution will:Resolution will: –Establish Insurance Trust; –Authorize the Trust Agreement; –Name Trustees: Sharen Jackson, Finance DirectorSharen Jackson, Finance Director Kevin Hugman, Human Resources DirectorKevin Hugman, Human Resources Director Subsequent staff actions:Subsequent staff actions: –Notify insurance providers –register Trust with IRS

15. Integrity Innovation Accountability Commitment to Excellence Teamwork Values QUESTIONS? Contact Kevin Hugman

16. Integrity Innovation Accountability Commitment to Excellence Teamwork Values ITEM 4D Approve renewal of contract with Aetna to provide employee medical and dental benefits

17. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Background City bid insurance products in May 2006City bid insurance products in May 2006 –(3) providers bid on medical insurance –Aetna awarded bid –7.3% rate increase in 2007 with modest increase in co-pays and deductibles.

18. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Renewal Medical:Medical: –No changes in co-pays, deductibles –9.9% rate increase Claims paid for current yearClaims paid for current year Predicted Trend : 9.9% to 11.4%*Predicted Trend : 9.9% to 11.4%* –medical cost inflation, utilization, cost shifting of entitlement programs –Estimated cost increase: $103,500 annually (City portion)$103,500 annually (City portion) * Source: Pricewaterhouse Coopers Health Research Institute, AON Consulting and The Segal Company

19. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Renewal Dental:Dental: –No changes in co-pays, deductibles –9.8% rate increase –Estimated cost increase: $7,700 annually (City portion)$7,700 annually (City portion)

20. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Recommendation BudgetBudget –Proposed rates are budgeted in FY 2007-08 Proposed Budget. Staff recommends approval of renewal of contract with AetnaStaff recommends approval of renewal of contract with Aetna

21. Integrity Innovation Accountability Commitment to Excellence Teamwork Values QUESTIONS? Contact Kevin Hugman

22. Integrity Innovation Accountability Commitment to Excellence Teamwork Values ITEM 4E Resolution No. 07-047 Approve and authorize publication of notice of intention to issue certificates of obligation

23. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Background On November 16, 2004, Resolution No. 04-074 approvedOn November 16, 2004, Resolution No. 04-074 approved –Grand Avenue 380 Agreement –Grand Avenue Developer’s Agreement Requirements for reimbursementRequirements for reimbursement –$74.1 million taxable value

24. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Resolution No. 07-047 Initial step to issue certificates of obligationInitial step to issue certificates of obligation Resolution willResolution will –Establish the maximum amount of bond ($7,000,000); –Authorize the publication of a notice in the newspaper;

25. Integrity Innovation Accountability Commitment to Excellence Teamwork Values QUESTIONS? Contact Sharen Jackson

26. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Item 6H Ordinance No. 910, 2nd Reading, Adopt an ordinance to dedicate drainage and utility easements on City owned property at 307 Parkwood

27. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Location Map 325 E. Southlake Blvd.

28. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Approve Dedication of Easements Purpose: City Charter requires ordinance to “Convey, lease or authorize the conveyance or lease of any lands of the city.” City is conveying property rights to City

29. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Approve Dedication of Easements Purpose: Drainage Easement – For construction of public drainage improvements. –Natural Course of drainage –Allows for development of Providence Bank site Utility Easement – For construction of 8- inch water line extension

30. Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork Values

31. Integrity ♦ Innovation ♦ Accountability ♦ Commitment to Excellence ♦ Teamwork Values

32. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Approve Dedication of Easements RECOMMENDATION: Approve Ordinance No. 910 dedicating drainage and utility easements on City owned property at 307 Parkwood for the purpose of constructing public improvementsApprove Ordinance No. 910 dedicating drainage and utility easements on City owned property at 307 Parkwood for the purpose of constructing public improvements.

33. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Approve Dedication of Easements Funding: Cost – County Record Filing Fee Funding - Public Works/ Administration Budget

34. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Questions?

35. Integrity Innovation Accountability Commitment to Excellence Teamwork Values ITEM 9A Saddleback Ridge Estates Approve Residential Developer’s Agreement

36. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Saddleback Ridge Estates Site Location

37. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Saddleback Ridge Estates 2,300 LF PAVEMENT 2,300 LF WATER LINE 3,200 LF SANITARY SEWER 1,240 LF OFF-SITE WATER 2,300 LF OFF-SITE FORCE MAIN PROPOSED LIFT STATION

38. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Saddleback Ridge Estates 32 Lot Subdivision – Located at the northwest corner of White Chapel and West Bob Jones Road. Proposed Residential Developer’s Agreement –Standard Agreement –Requests for city participation for public improvements W. Bob Jones Road Paving Improvements ($58,820) Lift Station Improvements ($4,000) Waterline Upgrade ($17,360) Total City Participation Request = $80,180

39. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Saddleback Ridge Estates Impact Fees Fort Worth –Water - $49,152.00 Southlake –Water - $60,665.92 –Sewer - $37,804.80 –Roadway - $47,861.44* *No proposed roadway capacity improvements – cannot be used to improve roadway

40. Integrity Innovation Accountability Commitment to Excellence Teamwork Values QUESTIONS?

41. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Item 9C Authorize a contract for the installation and operation of red light cameras with Redflex Traffic Systems, Inc. City Council Meeting August 21, 2007

42. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Why Do This Now SB1119 – passed by State Legislature last sessionSB1119 – passed by State Legislature last session Prohibits revenue sharing arrangements with contracting firms unless contract in place prior to September 1, 2007Prohibits revenue sharing arrangements with contracting firms unless contract in place prior to September 1, 2007 Preserves City’s ability to enter into revenue sharing contractPreserves City’s ability to enter into revenue sharing contract

43. Integrity Innovation Accountability Commitment to Excellence Teamwork Values Contract with Redflex No obligation to install camerasNo obligation to install cameras Redflex responsible for:Redflex responsible for:  Installation  Maintenance.  violation Processing  City responsible for:  Adopting a red camera ordinance, by January 1, 2008 are be subject to more extensive reporting requirements  Reviewing the violations data and to determine whether a notice of violation shall be issued