Loading...
HomeMy WebLinkAbout14824 ORD - 03/07/1979• JBA:vp:2/28/79:1st AN ORDINANCE AUTHORIZING THE CITY MANAGER TO EXECUTE A SECOND SUPPLEMENTAL AGREEMENT BETWEEN THE NUECES RIVER AUTHORITY AND THE CITY OF CORPUS CHRISTI ON THE NUECES RIVER RECLAMATION PROJECT, TEXAS (CHOKE CANYON RESERVOIR PROJECT), AS MORE FULLY SET FORTH IN THE ATTACHED SUBSTANTIAL COPY OF SAID AGREEMENT, MARKED "EXHIBIT A" AND MADE A PART HEREOF; AND DECLARING AN EMERGENCY. WHEREAS, under date of May 27, 1976, by authority of Ordinance No. 13183, the City of Corpus Christi entered into contract with the Nueces River Authority concerning construction and financing of the Nueces River Reclamation Project, Texas, also known as the Choke Canyon Reservoir Project; and • WHEREAS, the Nueces River Authority is now ready to proceed with the issuance of revenue bonds to make part of the advance funding payment to the United States as required under the terms of said contract; and WHEREAS, it has become necessary to clarify the procedures under which payments are to be made by the City and instructions given to the Trustee on the'investment of various funds, as well as payment of expenses: NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager be, and he is hereby authorized to execute the Second Supplemental Agreement between the Nueces River Authority and the City of Corpus Christi, Texas, on the Nueces River Reclamation Project, Texas (Choke Canyon Reservoir Project), according to the attached substantial copy of said agreement made a part hereof and marked "Exhibit A. SECTION 2. That the necessity to authorize execution of the afore- said agreement at the earliest practicable date in order that the Nueces River Reclamation Project may continue without delay creates a public emergency and an imperative public necessity requiring the suspension of the Charter rule that no ordinance or resolution shall be passed finally on the date of its introduction but that such ordinance or resolution shall be read at three several meetings of the City Council, and the Mayor having declared such emergency and necessity to exist, and having requested the suspension of the MICROFILMED 'JUL 0 81980 14824 Charter rule and that this ordinance be passed finally on the date of its introduction and take effect and be in full force and effect from and after its passage, IT IS ACCORDINGLY SO ORDAINED, this the 7 day of 1979. ATTEST: i Secretary A D: DAY OF FEBRUARY, 1979: J. BRUCE AYCOCK, CITY ATTORNEY • T US CHRISTI, TEXAS SECOND SUPPLEMENTAL AGREEMENT BETWEEN NUECES RIVER AUTHORITY AND THE CITY OF CORPUS CHRISTI ON CHOKE CANYON RESERVOIR PROJECT PREAMBLE By instrument entitled "Contract Between Nueces River Authority and the City of Corpus Christi on Nueces River Reclamation Project, Texas (Choke Canyon Reservoir Project)," executed May 27, 1976, the City of Corpus Christi (hereafter "City") and the Nueces River Authority (hereafter "Authority") reached agreement on certain basic considerations concerning the financing, construction, operation and maintenance of the Project. The City and the Authority have also entered into an agreement dated August 27, 1978, entitled "First Supplemental Agreement Between Nueces River Authority and the City of Corpus Christi on Choke Canyon Reservoir Project" (hereafter the "First Supplement"), which addresses certain matters in furtherance of the Choke Canyon Project. Reference is made to the Contract and the First Supplement for all purposes. The parties by this agreement address certain additional matters related to the Project and the financing thereof. The definitions in Section 1.02 of the Contract apply to the same terms when used in this Second Suppelemental Agreement, (hereafter "Second Supplement"), unless the context otherwise requires. Therefore, for and in consideration of the mutual agreements, conditions, covenants and terms contained herein and in the Contract, and other good and valuable consideration between the parties hereto, and in furtherance of the purposes and objectives of the Contract, City and Authority mutually agree as follows: AGREEMENT I. Contract Payments for Debt Service A. To comply with the provisions of Sections 3.06(a) and (b) of the Contract and the requirements for making the Contract Payments for Debt Service, as such term is defined in the proposed Bond Resolution to be adopted for the 1979 Series Bonds (hereafter the "1979 Resolution"), the City shall make all Contract Payments for Debt Service due the Authority by depositing same directly to the Corpus Christi National Bank, the Trustee under the 1979 Resolution. Deposits in the proper amounts shall be made by the City on September 25, 1979, and March 25, 1980, and each September 25 and March 25 thereafter for as long as required by the terms of the 1979 Resolution. The City shall send the Authority by first class United States mail a copy of the deposit receipt from the Trustee for each deposit made pursuant hereto on the day each deposit is made with the Trustee. B. The Authority shall instruct the Trustee under the 1979 Resolution that it shall invest the monies in the Construction -2- Fund, Interest and Sinking Fund, Reserve Fund, and Contract Pay- ment Fund in investments permitted by Section 5.7 of the 1979 Resolution and as directed by the City. II. Records and Insurance During the periods the City is responsible for the care, operation, and maintenance of the Project and any additional facilities, the City agrees to keep for the Authority proper books of record and account covering such periods relating to the Project and additional facilities as needed to enable the Authority to comply with the requirements of Section 7.1 of the 1979 Resolution, and to satisfy and comply with the Project insurance requirements specified in Section 7.6 of the 1979 Resolution. During the periods the responsibility for the care, operation and maintenance of the Project and additional facilities is transferred to the Authority, as provided for in Section 5.01(a) of the Contract, the Authority shall keep such books of record and account covering such periods, and shall satisfy and comply with such Project insurance requirements. The books and records of account and the insurance records kept by either party shall be available for review, inspection, repro- duction and all other purposes by the other party at all reasonable times and places. III. Surplus Funds Any monies remaining in the Construction Fund, Interest and Sinking Fund, Reserve Fund, and Contract Payment Fund after payment -3- • in full of the principal and interest of the Bonds and all other items and obligations for which those Funds are created by the 1979 Resolution and any other Bond Resolution shall be disbursed and paid over to the City. IV. Administrative and Related Expenses The following are certain of the expenses of the Authority in connection with each Bond Resolution and issue of Bonds that shall be paid from revenues of the City's waterworks system by the City, and shall constitute operating expenses of the City's water- works system, or shall be paid out of the proceeds from the sale of each issue of Bonds, as a: 1. Fees incurred for services of the Trustee and Paying Agent. 2. Investment fees incurred in investing monies from the Construction Fund, Interest and Sinking Fund, Reserve Fund, and Contract Payment Fund. 3. Bond issuance expenses of the Authority, including without limitation legal, fiscal, engineering and administrative expenses, and usual contingencies. 4. Costs of insurance, reconstruction or repair (to the extent anareMerwa' not covered by insurance), engineering services, records and audits required by Sections 7.1, 7.6 and 7.7 of the 1979 Resolution. -4- V. City Approval of Documents In reference to Section 3.02(c) of the Contract, the City shall adopt a resolution approving the proposed official notice of sale, the official bid form, the proposed official statement and the proposed Bond Resolution for each issue of Bonds, and the final form of the foregoing instruments shall be considered approved by the City Council of City upon formal review by authorized representatives of the City and the representatives' determination that the final form of the instruments comply with the Contract and applicable State law. VI. Term and General Provisions A. This Second Supplement shall remain in effect as long as the Contract remains in effect. B. If any provision of this Second Supplement or its applica- tion to any party, person or circumstance is held invalid, the invalidity does not affect other provisions or applications of this Second Supplement which can be given effect without the invalid provision or application, and to this end the provisions of this Second Supplement are severable. C. To the extent that either party to this Second Supplement shall be wholly or partially prevented from the performance within a time specified of any obligation or duty placed on such party under this Second Supplement by reason of or through force majeure, including without limitation strikes, stoppage of labor, riot, fire, flood, invasion, insurrection, accident, the order of any court, judge or civil authority, the Act of God, or any cause reasonably _t_ .1 --I-sr.-Ls-ill beyond such party's control and not attributable to its neglect, then, and in such event upon prompt written notice by the party making the force majeure claim to the other party, the time for the performance of such obligation or duty shall be suspended until such disability to perform is removed. A party rendered unable to fulfill any obligation by reason of uncontrollable causes shall exercise due diligence to remove such inability with all reasonable dispatch. The provisions of this paragraph C notwithstanding, no force majeure shall relieve the City of its unconditional obligation to timely make the payments required of the City by the Contract and this Second Supplement. dd to, enlarg on and clarify the provisions of th hree instruments are inten to and s -owever, in the event of - - lict betw nstrument a ntract, a be construed together the provisions in one se in another, the provisions in t e trument .004 this EXECUTED IN MULTIPLE COUNTERPARTS, each of which is an original, day of , 1979. NUECES RIVER AUTHORITY -6- BY: President, Board of Directors ATTEST: Secretary (SEAL) ATTEST: _Secretary (SEAL) APPROVED: J. BRUCE AYCOCK, CITY ATTORNEY BY: City Attorney Director of Finance -7- CITY OF CORPUS CHRISTI BY: City Manager Corpus Christi, Te s % day of .1977 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, a public emergency and imperative necessity exist for the suspension of the Charter rule or requirement that no ordinance or resolution shall be passed finally on the date it is introduced, and that such ordinance or resolution shall be read at three meetings of the City Council; I, therefore, request that you suspend said Charter rule or requirement and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, OR THE The Charter rule was suspended by Gabe Lozano, Sr. Bob Gulley David Diaz Ruth Gill Joe Holt Tony Juarez, Jr.. Edward L. Sample RISTI, TEXAS owing vote: The above ordinance was passed by Gabe Lozano, Sr. Bob Gulley David Diaz Ruth Gill Joe Holt Tony Juarez, Jr. Edward L. Sample he following vote: 14824