HomeMy WebLinkAbout023100 ORD - 10/14/1997AN ORDINANCE
AMENDING ORDINANCE #021859 TO AMEND A LEASE AGREEMENT
BETWEEN THE CITY AND THE NUECES COUNTY HOSPITAL
DISTRICT (MEMORIAL MEDICAL CENTER) FOR THE NORTHSIDE
MEDICAL CENTER LOCATED AT MARTIN LUTHER KING DRIVE AND
SAM RANKIN STREET, SUCH AMENDMENT AUTHORIZING THE CITY
MANAGER TO EXECUTE TWO RENEWAL OPTIONS TO EXTEND SUCH
LEASE AGREEMENT AND AUTHORIZING THE NUECES COUNTY
HOSPITAL DISTRICT TO SUBLEASE THE NORTHSIDE MEDICAL
CENTER TO SPOHN HEALTH SYSTEM CORPORATION TO PROVIDE
PREVENTIVE CARE AND HEALTH SERVICES PRIMARILY TO LOW
AND MODERATE INCOME PERSONS; AND PROVIDING FOR
PUBLICATION.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS:
SECTION 1. That Ordinance #021859 is hereby amended by authorizing the City Manager,
or his designee, to execute a "Lease Amendment, Sublease and Consent Agreement," a substantial
copy of which is attached as Exhibit A, to a lease agreement dated January 18, 1994 between the
City and the Nueces County Hospital District d/b/a Memorial Medical Center ("Northside Lease")
for real property, located at Martin Luther King Drive and Sam Rankin Street, more particularly
described in Exhibit P.
SECTION 2. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
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=HASH aXttflDXENTt SV*LEASE AND CONSENT AGREEMENT
STATE OF TEXAS 4
4
S
COUNTY OF NUECES
This Lease Amendment, Sublease and Consent Agreement (the
"Agreement") is between the City of Corpus Christi, Texas, a
political subdivision of the State of Texas (hereinafter called the
"City"), Pussies County Rospital District, a political subdivision
of the State of Texas known as "Memorial Medical Center"
(hereinafter called the "Hospital District") and Spohn Health
System Corporation, a Texas non-profit corporation (referred to
herein as "$pohn").
Recitals:
This Agreement is executed with respect to a Lease Agreement
(which together with any amendments and extensions thereof is
hereinafter referred to as the "Northside Lease") dated January 18,
1994 between the City and the Hospital District, whereby the City
leased to the Hospital District certain leased premises located at
Martin Luther Ring Drive and Sam Rankin Street, Corpus Christi,
Texas, a description of the leased premises is attached hereto in
Exhibit_A (the "Leas. Premises").
The Hospital District desires to sublease the Leased Premises
to Spohn and has requested the consent of the City to the sublease.
The City has consented to the sublease, upon the terms and
conditions herein set forth. The Hospital District has leased the
Leased Premises among other assets to Spohn by that certain Lease
Agreement dated effective as of the date hereof (the "Master
Lease").
NOW, THEREFORE, for and in consideration of the terms and
conditions contained herein, the parties hereto acknowledge and
give notice of the following:
1. Northside Lease. The City makes the following
representations to spohn and agrees as follows:
a. valid Lease. The City represents that the Northside
Lease, a true and correct copy of which is attached hereto as
Exhibit 1, is presently in full force and effect and has not been
amended, modified, or supplemented except as indicated or as
provided herein. There is no legal or contractual limitation or
restriction on the City's ability to consent to the sublease of the
Hospital District's interest to Spohn. The execution of this
Agreement by the City has been duly authorized and is valid,
binding and enforceable upon the City.
EXHIBIT A
179605\SSN\429
b. No other Agreements. There are no other agreements
between the City and the Hospital District with respect to the
Leased Premises other than contained in the Northside Lease.
o. Rent. Term and Extensions. The rent provided for in
the Northside Lease has been paid through February 14, 2004, and
the term of the Northside Lease expires on February 14, 2004.
The City hereby grants to the Hospital District two (2)
additional renewal options to permit Spohn to continue the
Northside Lease in effect through September 30, 2025 (the date of
the expiration of the initial 30 year term of the Master Lease by
the Hospital District to Spohn), with the first renewal option
being for an additional term of 10 years and the second renewal
option being for the remaining term of the Master Lease to expire
on September 30, 2025, with the rent payable for each renewal term
being $1 per year. The renewal options will be exercised by
written notice of Hospital District's election to exercise the
option delivered to city in accordance with the Notice provisions
of this Agreement at least 60 days, but not more than 180 days,
before the end of the initial term or the first renewal term of the
Northside Lease. The Northside Lease shall be renewed for the
succeeding renewal term if the City Manager, after verification
that the Leased Premises are being operated in accordance with the
provisions of this Agreement and the Northside Lease, gives notice
to the Hospital District and Spohn that the Northside Lease is
renewed for the succeeding renewal term. Except that, the
Northside Lease shall be deemed to have been renewed for the
succeeding renewal term if, prior to expiration of the initial term
or renewal term, City Manager fails to reply to timely written
notice from the Hospital District of its election to exercise its
option to renew.
Such options to renew are conditioned upon the Hospital
District and Spohn operating the Leased Premises exclusively to
further the objectives of the Housing and Community Development Act
of 1974 as outlined in 24 CFR part 570 and serving as a
neighborhood-oriented primary care center to provide preventive
care and health services primarily to low and moderate income
residents and uses incidental thereto, such uses being at all times
in accordance with the U.S. Department of Housing and Urban
Development, Community Development Block Grant regulations and all
local, state, and federal requirements and laws.
d. City's Obligations. The City represents that it has
complied fully and completely with all of. the City's obligations
under the Northside Lease. All conditions of the Northside Lease
to be performed by the City or the Hospital District and necessary
to the enforceability of the Northside Lease have been satisfied.
Consequently, any right to terminate the Northside Lease or offset
rent has terminated and is of no further force and effect.
2
e. No Existing Defaults, Etc. The City represents that
the City has no knowledge that either the City or the Hospital
District is in default in any respect under any of the terms of the
Northside Lease and no state of facts exists which, with the
passage of time or the giving of notice, would constitute a default
under the Northside Lease. As of the date of this Agreement, the
City has no charge, lien, cause of action, claim or right of
offset, under the Northside Lease or otherwise, against the
Hospital District. The City has no knowledge of any assignment,
sublease, hypothecation or pledge of the Northside Lease by the
Hospital District, other than the existing or proposed Master Lease
with Spohn.
f. D rights. Spohn is hereby given the right (but
not the obligation) to cure the Hospital District's defaults under
the Northside Lease within 30 days after Spohn's receipt of written
notice of the occurrence of a default under the Northside Lease;
provided, however, that said cure period shall be extended for so
long as Spohn is diligently proceeding to cure said default.
g. No Amendment. No modification, assignment, or
amendment of the Northside Lease shall be made by the City or the
Hospital District without Spohn's advance written consent and
approval_
2. Amendment to Article II of Nortbside Lease. The City,
Hospital District and Spohn agree that the fourth and fifth
paragraphs of Article IX of the Northside Lease are amended to read
as follows:
"Either party may terminate this Lease in accordance
with 24 CFR 85.43 or 24 CFR 85.44 prior to February 14,
2004, as of the last day of any month upon thirty (30)
days prior written notice. The party terminating this
Lease Agreement must comply with 24 CFR 85.43 and 24 CFR
85.44 and all other provisions of this Lease Agreement
providing responsibilities in the event of termination.
Upon termination of this Lease Agreement in
accordance with 24 CFR 85.43 or by mutual agreement
between Lessor and Lessee in accordance with 24 CFR 85.44
prior to February 14, 2004, Lessee agrees to refund to
the City all community Development Block Grant funds
expended on construction of the Facilities and
Improvements thereto. If Lessee cannot refund all such
money within thirty (30) days of the termination notice
Lessee will vacate the Facilities within said thirty -
day termination notice period and the City may take
whatever action is necessary to reimburse the City as set
out in 24 CFR 85.43 and 85.44."
3. Sublease. The Hospital District hereby subleases the
Leased Premises to Spohn upon the terms and conditions set forth
in the Northside Lease, as herein modified (the "Sublease"). Spohn
3
assumes the Hospital District's obligations under the Northside
Lease as herein modified. The Hospital District agrees to exercise
each respective renewal option unless otherwise mutually agreed in
writing by the Hospital District and Spohn.
Spohn shall continue to sublease the Leased Premises for so
long as the Master Lease is in effect, unless otherwise mutually
agreed in writing by the Hospital District and Spohn.
For so long as Spohn subleases the Leased Premises, the
Hospital District agrees that it will exercise the termination
right provided to the Hospital District in the Northside Lease only
if mutually agreed in writing by the Hospital District and Spohn.
4. Consent. The City hereby consents to the subletting of
the Leased Premises to Spohn for the remainder of the term of the
Northside Lease, and for such extensions of the term as permitted
herein, but subject to earlier termination of such Sublease as is
permitted in the Master Lease between the Hospital District and
Spohn. Additionally, the City consents to the encumbrance of
Spohn's leasehold estate in connection with borrowings by Spohn and
to the assignment by Spohn of its leasehold estate to its
affiliates and to entities of which it or its affiliates is a
participant. The City and the Hospital District agree that, so
long as Spohn is not in default, beyond the notice and cure period
herein provided, under the Northside Lease as hereby amended,
Spohn's tenancy will not be disturbed under the Sublease, including
as the result of any enforcement action taken by the City against
the Hospital District, and the city will recognize Spohn as its
direct tenant of the Leased Premises in the event that the
Northside Lease expires or is at any time, for any reason
whatsoever, canceled, surrendered or otherwise terminated. The
Northside Lease, as amended hereby, and all renewals, extensions
and modifications thereof or new lease executed pursuant hereto,
shall be senior and superior to (1) the lien of any mortgage or (2)
any encumbrances hereafter made or affecting all or any part of the
fee title of the City to the land, improvements and appurtenances
thereto and personal property or other rights granted to the
Hospital District.
S. Notice. The City and the Hospital District shall
promptly deliver to Spohn a copy of all notices given or received
under the Northside Lease. Notice to Spohn is to be given as
hereafter provided. Any notice, request, instruction, demand or
other communication to be given hereunder by either party hereto
to the other shall be given in writing and shall be delivered
either by hand, by telecopy or similar facsimile means, or by
certified mail, postage prepaid, return receipt requested, as
follows:
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(a) If to the Hospital District, addressed to:
Nueces County Hospital District
Post Office Sox 5280
Corpus Christi, Texas 78465
Attention: Administrator
Telephone No.: (512) 902-4000
(b) If to Spohn, addressed to:
(o)
spohn Health System
1702 Santa Fe
Corpus Christi, Texas 78404
Attention: President
Telecopy No.: (512) 885-0566
Telephone No.: (512) 881-3400
If to the City, addressed to:
City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 77469-9277
Attention: City Manager
Telephone No.: (512) 880-3220
6. Estopnel Certificate. The parties shall execute and
deliver to each other, promptly upon any request therefor by the
other party, an estoppel certificate setting forth such matters as
may be reasonably requested.
7. Consents and Apnrovais. Unless otherwise expressly
provided herein, in any instance in which the Northside Lease, as
herein amended, requires the prior written consent or approval
(written or oral) from any party, such party agrees that such
approval or consent shall not be unreasonably withheld, delayed or
conditioned.
8. Limitation on Obligations of individuals. The City and
the Hospital District acknowledge and agree that the members,
directors, trustees, officers, employees or agents of Spohn shall
have no personal financial liability to the City or to the Hospital
District for Spohn's liabilities and obligations under this
Agreement and the Northside Lease.
9. Binding Effect. All of the covenants, terms and
conditions set forth herein shall be binding upon and shall inure
to the benefit of the parties hereto and their respective
successors and assigns.
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Executed effective as of 12:01 a.m. on the 1st day of October,
1996.
APPR09ER: CITY OF CORPUS CHRISTI
By:
James R. Bray Bill Hennings
City Attorney City Manager
ATTEST:
Armando Chapa, City Secretary
APPROVED: NUECES COUNTY HOSPITAL DISTRICT
Carl E. Lewis
Nueces County Attorney
STATE OF TEXAS §
§
COUNTY OF NUECES §
By:
(Name)
(Title)
Nueces County Hospital District
SPORN HEALTH SYSTEM CORPORATION
By:
Jake Henry Jr.
President
This instrument was acknowledged before me on the �. day of
, 1997, by Bill Hennings, City Manager of the City
of Corpus Christi, a political subdivision of the State of Texas,
on behalf of the city.
Notary Public, State of Texas
6
STATE OF TEXAS §
§
COUNTY OF NUECES §
This instrument was acknowledged before me on the day of
, 1997, by, of
the Nueces County Hospital District, a political subdivision of the
State of Texas, on behalf of the hospital district.
Notary Public, State of Texas
STATE OF TEXAS §
§
COUNTY OF NUECES §
This instrument was acknowledged before me on the day of
, 1997, by Jake Henry Jr., President of Spohn
Hospital System Corporation, a Texas non-profit corporation, on
behalf of said corporation.
Notary Public, State of Texas
7
EXHIBIT A
Description of Leased Premises
Lot Four -A (4-A), Bluff Annex, an Addition to the City of
Corpus Christi, Texas, as shown by the map or plat
thereof, recorded in Volume 56, Page 56, Map Records of
Nueces County, Texas; being a replat of Lot 4, Bluff
Annex, recorded in Volume 56, Page 13, Map Records of
Nueces County, Texas, and being a replat of Portions of
Lot 1-6, Block 1, Hidalgo Addition, among others,
recorded in Volume 3, Page 47, Map Records, Nueces
County, Texas, and being described in the Lease as
follows: Lots 1, 2, 3, 4, 5 and 6, Block 2, Hidalgo
Addition; remaining portion of Lots 1, 2, 3, 4, 5 and 6,
Block 1, Hidalgo Addition; and approx. 150 linear feet of
60 -foot wide Massey Street abutting said lots and closed
by City Ordinance 21769 on October 12, 1993, City of
Corpus Christi, Nueces County, Texas.
075:27797.6
13540.1
014.0E9497
:,ease Amendment,
:±lease and Consent
i
EXHIBIT
$ 1
I;
MEMORIAL MEDICAL CENTER LEASE
THE STATE OF TEXAS
COUNTY OF NUECES §
OERIG1N:AL
WHEREAS, The City of Corpus Christi, Texas ("City") Is the owner of real property
located at Martin Luther Feng Drive and Sam Rankin Street, Corpus Christi, Texas; and
WHEREAS, Nueces County Hospital District D/B/A Memorial Medical Center
("Lessee") desires to lease the real property of the City located at Martin Luther King Drive
and Sam Rankin Street and to construct Improvements thereon;
NOW, THEREFORE, In consideration of the foregoing and the mutual promises
herein contained, the City and Lessee agree as follows:
I. FACILITIES
The City does hereby lease, let, and demise to Lessee the Facilities, and all
Improvements located or to be located thereon described as:
Lots 1, 2, 3, 4, 5, and 6, [Mock 2, Hidalgo Addition, remaining portion of
Lots 1, 2, 3, 4, 5, and 6, Block 1, Hidalgo Addition, and appro:dmately 150
linear feet of 60 foot wide Massey Street abutting said Lots and closed by
City Ordinance 21769 on October 12, 1993, City of Corpus Christi, Nueces
County, Texas; and
Any Improvement located on or which may be constructed on the above
described Tots ("Improvements");
for the consideration, and such other consideration as provided for by this Lease, of one
dollar ($1.00) per year due and payable on February 14, 1994 and payable on that same
date each succeeding year of the Lease. The term 'Facilities" shall cotlectivefy include the
Property and any Improvements thereon.
II. TERM
The term of this Lease shall be effective sixty (60) days after final Council approval
and continue for ten (10) years, subject to the provisions concerning termination as stated;
herein.
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III. PURPOSE
Lessee shall operate the Facilities exclusively to further the objectives of the
Housing and Community Development Act of 1974 as outlined In 24 CFR 570200(a) (2)
and to serve as a neighborhood -oriented primary care center to provide preventive care
and health services primarily to low and moderate Income residents and uses incidental
thereto. Such uses shall at all times be in accordance with the Department of Housing
and Urban Development (HUD), Community Development Block Grant (CDBG)
regulations and all local, state, and federal requirements and laws.
IV. FURNISHING BUILDING (IMPROVEMENTS)
It Is agreed and understood that Lessee will be responsible for furnishing and
equipping the Facilities and that City has no obligation to provide any equipment or
furnishings for the Lessee. All personal property furnished by Lessee or donated by
others on behalf of Lessee will remain the property of Lessee unless specifically donated
to City.
V. MAINTENANCE
During the term of this Lease, Lessee will maintain, at its sole expense, the_exterior
and interior of the Facilities and any other Improvements on the Property, including
without limitation all fixtures connected therewith, all personal property thereon, exterior
walks and driveways, and all lawn, vegetation and landscaping. Maintenance shall be of
such quality as to maintain the Facilities in a first-dass condition. Lessee shall obtain, at
Its own expense", all building permits, all utility services, garbage collection, janitorial
services, and similar services.
VI. INFORMATION, RECORDS, REPORTS AND DOCUMENTATION.
Lessee agrees to keep and maintain, in a manner acceptable to the City Manager
or his designee, adequate books and records showing all receipts and disbursements,
which shall be available for examination by the Director of Finance or his designated
representative or HUD representatives at any time within usual business hours, and to
provide the City, ninety (90) days after the end of Lessee's fiscal year, with an annual
report including, but not limited to, a balance sheet and either an income statement or
receipts and disbursements for the preceding year prepared by a certified public
accountant. Lessee shall, on a quarterly basis, provide City with weekly reports itemizing
the activities held or presented at the Facilities or by Lessee, the number of people
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visiting the Facilities or otherwise served by the Facilities.
Lessee shall also keep and provide access to records documenting compliance
with Section 1p9 of the Housing and Community Development Act of 1974, (42 U.S.CA.
§ 5309) as amended, which requires that no person shall on the grounds of race, color,
national origin, religion or sex, be excluded from participation in, be denied the benefits
of, or be subjected to discrimination under, any program or activity funded in whole or
in part with community development funds made available pursuant to the Act. Any
prohibition against discrimination on the basis of age under the Age Discrimination Act
of 1975 or with respect to an otherwise qualified handicapped Individual as provided in
section 794 of Title 29 shall also apply to this Lease Agreement
Lessee shall comply with Attachment C, °Retention and Custodial Requirements
for Records" to OMB Circular number A-110, except that in lieu of the provisions in
paragraph 4, the retention period for records pertaining to individual CDI3 3 activities
starts from the date of submission of the annual performance and evaluation report, as
prescribed In 24 CFR 570.507, in which the specific activity is reported on for the final
time.
Lessee shall keep and provide access to records documenting compliance with
the following rules and regulations: 24 CFR 570, et seq, including but not limited to
Sections 570.610 Uniform Administrative Requirements and Cost Prindpies and 570.611
Conflict of Interest If there is a conflict of interest with any employee, agent, consultant,
officer or member of the Board of Directors of Lessee, the name and title of the person
with the conflict and the nature of the conflict must be submitted to the City's Department
of Community Development
VII. INDEMNIFICATION
Lessee agrees that it will indemnify the City from current revenues and hold City
harmless of, from. and against all claims, demands, actions, damages, losses, costs,
liabilities, expenses, and Judgments, recovered from or asserted against City on account
of injury or damage to persons or property to the extent any such damage or Injury may
be incident to, arise out of, or be caused, either proximately or remotely, wholly or in part,
by an act or omission, negligence or misconduct an the part of City. its officers,
employees, or agents, (Indemnitees) or on the part of Lessee or any of its agents,
servants, employees, contractors, patrons. guests, licensees, or invitees, entering upon
the Facilities pursuant to this Lease Agreement with the express or Implied Invitation or
permission of Lessee, or when any such injury or damage is the result of a proximate or
remote violation by Lessee, or any of its agents, servants, employees, contractors,
patrons, guests, licensees, or Invitees of any law, ordinance, or governmental order of any
931(H1420.003.3k
MMC Lease
4
kind, or when any such injury or damage may in any other way arise from or out of the
Improvements being constructed at the Facilities herein or out of the use or occupancy
of the Improvements to the Facilities or the Facilities themselves by Indemnitees, Lessee,
its agents, servants, employees. contractors, patrons. guests, licensees, or invitees,
including without limitation, any damages ar costs which may occur as a result of the
design of the Improvements to the Facilities, the bldding process, actual construction of
the Improvements to the Facilities, administration of the construction contracts by the City
or its designee, failure of the Improvements to the Facilities prior to completion and
acceptance of the improvements by City and Lessee jointly, failure of the Improvements
to the Facilities to work as designed, failure of the Contractor or manufacturer'ta honor
its warranties, failure of lessee to maintain the Improvements to the Facilities. or the
Facilities themselves; provided that the Indemnity granted hereinabove is limited to the
extent of the stated amounts of insurance coverage required as specified in Section XV,
insurance, Subparagraph (1) andin no event shallexceed such amounts.
These terms of indemnification shall be effective whether such injury or damage
may result from the sola negligence, contributory negligence, or concurrent negligence
of Indemnitees; but not if such damage or Injury may result from gross negligence or
wiitfui misconduct of Indemnitees.
Lessee covenants and agrees that, In case City shall be made a party to any
litigation against Lessee or in any litigation commenced by any party, other than Lessee
relating to this Lease Agreement, Lessee shall and will pay alt costs and expenses,
including reasonable attomey's fees and court costs Incurred by or imposed upon City
by virtue of such litigation.
VIII. COMPLIANCE WiTH LAWS
Lessee agrees that, in the operation of the Facilities and all programs offered by Lessee
at the Facilities, Lessee will promptly comply_ with and fulfill alt laws, ordinances,
regulations and codes of Federal, State, County, City and other governmental agencies
applicable to the Facilities and all programs offered by Lessee at the Facilities, and that
Lessee will promptly comply with all ordinances or regulations imposed by the City for
the correction, prevention and abatement of nuisances or code violations in or connected
with the Facilities during the term of this Lease, at Lessee's sole expense and cost.
IX. SUSPENSION AND TERMINATION
The City may suspend or terminate this Lease in accordance with 24 CFR 85.43
if Lessee materially fails to comply with any term of this Lease.
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5
This Lease may be terminated for convenience In accordance with 24 CFR 85.44.
Pursuant to the sections cited above and HUD guidelines, if any deficiencies are
discerned by'monitoring of this Lease Agreement, the City will either temporarily withhold
cash payments pending correction of the deficiencies, disallow all or part of the cost of
the activity or action not In compliance, wholly or partly suspend or terminate .the lease
or terminate the current award, withhold further awards, or take other remedies that may
be legally available.
Either party may terminate this Lease as of the last day of any month upon thirty
(30) days prior written notice. The party temminating this Lease Agreement must comply
with 24 CFR 85.43 and 24 CFR 85.44 and all other provisions of this Lease Agreement
providing responsibilities in the event of termination.
Upon termination of this Lease Agreement,.Lessee agrees to refund to the City all
Community Development Block Grant funds expended on construction of the Facilities
and improvements thereto. If Lessee cannot refund all such money within thirty (30) days
of the termination notice Lessee will vacate the Facilities within said thirty -day termination
notice period and the City may take whatever action is necessary to reimburse the City
as set out In 24 CFR 85.43 and 85.44.
X R�}�RSION OF ASSETS
Lessee's Facilities shall be used to meet at least one of the national objectives of
the Housing and Community Development Act, as set forth in 24 CFR 570.208, for ten
(10) years from the effective date of this Lease.
In the event that the Facilities are not used to meet one of the national objectives
for ten (10) years from the effective date of this Lease Agreement, then Lessee shall
vacate the Facilities on thirty (30) days notice. Reversion of Assets is not applicable to
this Lease because the Facilities are owned by the City.
XI. PROGRAM INCOME
Lessee agrees to comply with Attachment D of OMB Circular number A-110 with
reference to Program income, if applicable.
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XII. RELIGIOUS ACTIVITIES
Lessee agrees to comply with requirements In reference to Religious Organizations
as set forth In 24 CFR 570.200W.
XIII. BREACH OF LEASE
No assent, express or implied, by the City to any breach of any of Lessee's
covenants, agreements, conditions or terms hereof shall be deemed or taken to be a
waiver of any succeeding breach of any covenant, agreement, condition or term hereof.
XIV. RIGHT TO ENTER ANP INSPECT
The City reserves the right to enter the Facilities at any reasonable time during the
term of this Lease for the purpose of Inspecting the same in order to determine whether
the terms and conditions of this Lease are being observed and carried out, Including but
not limited to, both exterior and interior maintenance.
XV. INSURANCE
Lessee shall acquire and maintain the following Insurance coverages during the
term of this Lease:
(1) general liability insurance covering all activities to be conducted on the
Facilities with a personal injury endorsement in the minimum amount of $1,000,000
as aggregate liability and $100,000 for property damage with the City as the
primary insured;
(2) workers' compensation insurance on alt its employees as required by state
and federal law;
(3) property insurance In the amount of the full replacement value of all buildings
and improvements, Insuring against all risks as required by the City Manager, or
his designee; and
(4) builder's completed value risk Insurance against "all risks of physical loss
including collapse and transit coverage, in the full value of the improvements, for
so long as work remains to be completed on the Improvements
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Lessee shali provide City with certificates of insurance reflecting all the above
coverages, and shall promptly provide City with copies of all such insurance policies at
least ten (10) days prior to occupying the Facilities. Failure to maintain such insurance
will be cause for the City to take control of the Facilities and will cancel any claim that
Lessee may have to the use of the Facilities. No such coverage shall be canceled, not
renewed or materially changed without thirty (30) days prior written notice to the City,
directed to the City Manager. The City Manager shall annually review and update such
amounts and terms and coverages for all Insurance policies.
XVI. DEFAULTS
Upon thirty days prior written notice to Lessee, the City may, at its option, in
addition to any other remedy or right hereunder or by law, terminate this Lease upon
occurrence of any of the following conditions (Defaults), provided that Lessee has not
cured the Default prior to termination:
(1) Failure to operate the Facilities for the purposes set forth in Paragraph III
except during the periods necessary for repairs or renovation approved by the City
In writing or except as otherwise contemplated by this Lease.
(2) Failure to maintain Facilities and grounds.
(3) Intentional, knowing or fraudulent failure to maintain strict and accurate books
of account, or failure to fumish said books of account to the City and/or HUD 'for
Inspection.
(4) Failure to abate any nuisance specified in writing by the City within a
reasonable time specified in writing by the City.
(5) Failure to comply with any term of this Lease.
(6) Failure to have in effect policies of general liability Insurance, workers'
compensation insurance, and property Insurance as required by the City Manager.
(7) Dissolution of Lessee as a hospital district.
(8) Abandonment of the Facilities for thirty (30) days.
(9) Failure of Lessee to correct any other breach in the performance or
observance of any other covenant or condition of this Lease.
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Upon termination of this Lease as herein above provided, or pursuant to statute,
or by summary proceedings or otherwise, the City may enter forthwith and resume
possession either by summary proceedings, or by action at law or In equity or by force
or otherwise, as the City may determine, without being liable In trespass or for any
damages. The foregoing rights and remedies given to the City are, and shall be deemed
to be, cumulative of any other rights of the City under law, and the exercise of one shall
not be deemed to be an election, and the failure of the City at any time to exercise any
right or remedy shall not be deemed to operate as a waiver of Its right to exercise such
right or remedy at any other or future time.
Notwithstanding any other provisions hereof should Lessee breach any section or
provision of this Lease Including without limitation the failure to pay taxes, assessments
and other government charges, said breach shall be in accordance with IX herein. If
repayment Is required as a remedy, other remedies may be pursued as deemed
necessary if repayment Is not made, City shall be endltled to its reasonable attorneys fees
In any court action arising out of this Lease.
XVII. MODIFICATION
Modifications to this Lease shall not be effective unless signed by a duly authorized
representative of all parties hereto. Modifications which do not change the essential -
scope and purpose of the Lease may be approved an behalf of the City by the City
Manager.
XVIII. PUBLICATION
Lessee agrees to pay the costs of newspaper publication of this Lease and related
Ordinance as required by the City Charter.
XDC. TERMINATION NOTICE
Lessee acknowledges and understands that If It Is unable to carry out theterms
of this Lease Agreement, this Lease Agreement Is null and void. Lessee agrees to
execute a Termination Agreement setting out the reasons for the termination, the effective
- date of termination, and In the case of partial termination, the portion of the Lease
Agreement to be terminated. Ether party may terminate thls Lease Agreement as of the
last day of any month upon thirty (30) days prior written notice containing the same
Information as required in the above described Termination Agreement to the other party.
Notice shall be deemed to have been given upon deposit in U. S. Certified Mall properly
*20.003.e
p4C k
t0
Lease
stamped and addressed for delivery to:
Lessor:
City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Attn: City Manager
Lessee:
Memorial Medical Center
2606 Hospital Blvd.
Corpus Christi, TX 78405-1618
9
XX. TAXES
Lessee shall pay any ad valorem taxes associated with the Facilities which may be
levied during the term of this Lease or any extension hereof. Lessee shall not voluntarily
create, cause, or allow to be created, any debts, liens, mortgages, charges, or other
encumbrances against the Facilities. Lessee shall from time to time, duty pay and
discharge or cause to be discharged or to be paid, when the same becomes due, all
taxes, assessments, and other government charges which are lawfully Imposed upon the
Facilities and which, if unpaid, may by law, become a lien or encumbrance upon such
Facilities and thereby Impair or otherwise adversely affect the holding of such Facfities
for the use set out in this Lease.
XXI. GENERAL PROVISIONS
A. No Liability. In no event shall the City be liable for any contracts made by or
entered into by Lessee with any other person, firm, corporation, association, or
governmental entity.
B. Nonassionment. Lessee shall not assign, mortgage, pledge, or transfer this
Agreement or any interest in the Facilities without prior written consent of the City.
C. Nonexclusive Services. Nothing herein shall be construed as prohibiting
Lessee from entering into contracts with additional parties for the performance of services
similar or identical to those enumerated herein, and nothing herein shall be construed as
prohibiting Lessee from receiving compensation therefore from such additional parties,
93N61420.003.ek
WIC Lease
10
provided that all other terms of this Lease are fulfilled.
D. Hours of Operation. Facilities shall be operated so as to be open for use by
the general public during ail normal hours of operation.
E. Jurisdiction and Validity. 1f for any reason any section, paragraph, subdivision,
clause, phrase, or provision of this Lease shall be held invalid or unconstitutional by final
Judgment of a court of competent Jurisdiction, it shall not affect any other section,
paragraph, subdivision, clause, phrase, work or provision thereof be given full force and
effect for its purpose. The laws of the State of Texas shall apply to any dispute arising
hereunder. Venus shall lie in Corpus Christi, Nueces County, Texas, where this Lease
was entered into and shall be performed.
SIGNED, this /C day of ya4,7 ,19$
ATTEST:
arida Chapa
City Secretary
APPROVED:.
gee -clay of
James R.
By:
Norb- J. Hart
As ant City Attomey
93NU1420. 001. ek
MNC Lease
CITY OF CORPUS CHRISTI
Jtia erzaL' V
City anager
ffr�Y• 0 a'St AUTNORIZEL
sit COUNCIL _.!
M
CENTER
David S. Lopez
President
That the forego* ordinance was read for the first time and passed to its second reading on
this the day of . t /n6[kl , 19 97 , by the following vote:
Loyd Neal
Jaime Capelo
Melody Cooper
Alex L. Garcia, Jr.
Arnold Gonzales
aikni
Betty Jean Longoria
John Longoria
Edward A. Martin
Dr. David McNichols
1i -ay
That the foregoing ordinance was read for the second time and passed finally on this the 1 day
of 0C -t& b1.71 , 19 011 , by the following vote:
Loyd Neal
Jaime Capelo
Melody Cooper
Alex L. Garcia, Jr.
Arnold Gonzales
PASSED AND APPROVED, this the I4 dayJ of
ATTEST:
4 4/
Armando Chapa, Cit Alecretary
Betty Jean Longoria
John Longoria
Edward A. Martin
Dr. David McNichols
MAYOR
THE CITY OF CORPUS CHRISTI
1997.
APPROVED THIS 26TH DAY OF AUGUST, 1997:
JAMES R. BRAY, JR., CITY ATTORNEY
By
orbert J. Hart, A as t *ty Attorney
97NH1430.604
PUBLISHER'S AFFIDAVIT
State of Texas } CITY OF CORPUS CHRISTI
County of Nueces} ss: Ad # 1664545 �P(DiiS1.04/4
PO # -r fl 4Stith/
Before me, the undersigned, a Notary Public, this day personally came Darrell
G. Coleman, who being first duly sworn, according to law, says that he is Vice -
President and Chief Financial Officer of the Corpus Christi Caller -Times, a daily
newspaper published at Corpus Christi in said City and State, generally
circulated in Aransas, Bee, Brooks, Duval, Jim Hogg, Jim Wells, Karnes,
Kenedy, Kleberg, Live Oak, Nueces, Refugio, San Patricio, Victoria and Webb
Counties, and that the publication of, NOTICE OF PASSAGE OF ORDINANCE
NO. 023100 which the annexed is a true copy, was inserted in the Corpus
Christi Caller -Times and on the Caller -Times Interactive on the World -Wide Web
on the 19TH day(s) of OCTOBER, 1997.
TWO (2) Time(s)
$62.38
r 49N
Vice -President and Chief Financial Officer
-ibed and sworn to before me this 27TH
Fie/Corpus Christi Caller -Times, Sunday, October 19, 1997
aay(s) of OCTOBER, 1997.
1110 Legal Not0G0 `�pUWtuuupq,Ayi
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NOTICE OF PASSAGE OF
ORDINANCE NO. 023100
Amending Ordinance No.
021859 to amend a lease
agreement between the City
and the Nueces County Hospi-
tal District (Memorial Medical
Center) for the Northside Medi-
cal Center located at Martin
Luther King Drive and Sam
Rankin Street, such amend-
ment authorizing the City
Manager to execute two re-
newal options to extend such
lease agreement and authoriz-
ing the Nueces County
Hospital District to sublease
nter
tthe o SpohnsHeal hide aSystemdical aCor-
poration to provide
preventative care and health
services primarily to low and
moderate income persons.
This ordinance was passed
and approved on second read-
-pfg by the City Council of the
City of Corpus Christi on. the
14th day of October, 1907.
is/Armando y dacChapa
Notary Public, Nueces County, Texas
CONNIE HARALSON
Print or Type Name of Notary Public
My commission expires on 5/14/01.
State of Texas
County of Nueces
}
}
PUBLISHER'S AFFIDAVIT
CITY OF CORPUS CHRISTI
ss: Ad # 1578372 -roq 1a -i -l1
PO # g317r-ij
Before me, the undersigned, a Notary Public, this day personally came Darrell
G. Coleman, who being first duly sworn, according to law, says that he is Vice -
President and Chief Financial Officer of the Corpus Christi Caller -Times, a daily
newspaper published at Corpus Christi in said City and State, generally
circulated in Aransas, Bee, Brooks, Duval, Jim Hogg, Jim Wells, Karnes,
Kenedy, Kleberg, Live Oak, Nueces, Refugio, San Patricio, Victoria and Webb
Counties, and that the publication of, NOTICE OF PASSAGE OF ORDINANCE
ON FIRST READING-. Which the annexed is a true copy, was
inserted in the Corpus Christi Caller -Times and on the Caller -Times Interactive
o the orld-Wide Web on the 14TH day(s) of SEPTEMBER, 1997. 0 r
TWO (2) Time s c �.�\.
Vice -President and Chief Financial Officer
$54.46 camber a, tgg7
us Chridi YMr-Times, Sunda '
Subscribed and sworn to before me this
day(s) of SEPTEMBER, 1997.
1110 Loyd Ntl
•
NOTICE OF OF
ORDINANCE p ONAGFIRST
READING
Amending Ordinance No.
021859 to amend a lease
agreement between the City
and the Nueces County Hospr-
��� tal District (Memorial Mediae
Cerner) for the Northside Medi-
cal Center located at Martin
Luther King Drive and Sam
Rankin Street, such amend-
ment authorizing the City
Manager to execute two re-
newal options to extend such
lease agreement and authoriz-
ing the Nueces County
Hospital District to sublease
the Northside Medical Center
to Spohn Health System Cor-
poration to provide
preventative care and health
services ( moderate primarily
to low and
d persons.
/s/Armando Chapa,
City Secretary
nm nt Comus. Christi
19TH
.(1,S
Notary Public, Nueces County, Texas
CONNIE HARALSON
Print or Type Name of Notary Public
My commission expires on 5/14/01.
C'U �3�00