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HomeMy WebLinkAboutAgenda Packet City Council - 12/21/2004CITY COUNCIL AGENDA DECEMBER 21, 2004 Corpus Christi Ail-America City 11:45 a.m. Swearing-in ceremony of newly appointed Board, Commission and Committee membem AGENDA CITY OF CORPUS CHRISTI, TEXAS REGULAR COUNCIL MEETING CITY HALL - COUNCIL CHAMBERS 1201 LEOPARD DECEMBER 21, 2004 10:00 A.M. PUBLIC NOTICE - THE USE OF CELLULAR PHONES AND SOUND ACTIVA TED PAGERS ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY COUNCIL. Members of ~he audience will be provided an opportunity to address the Council at approximately 12:00 p.m. or at the end of the Council Mee~ng, whichever is eadler. Please speak into the microphone located at the podium and state your name and address. Your presentatlen will be limited to three minutas. If you have a peti~ion or other inforrnatlon pertaining to your subject, please present it to the City Secretary. SI U~ted desea dlriglrse al Concilio y cres qua su inglds es tim#ado, habr~ un int6rprete ingles-espa~ol en todas les juntas del Concilio para ayudarle. Persons with disabilities who plan to at, end this meeting and who may need auxiliary aids or services are requested to contact the City Secretary's office (at 361-880-3105) at least 48 hours in advance so that appropriate arrangements can be made. A. Mayor Samuel L. Neal, Jr. to call the meeting to order. B. Invocation to be given by Pastor Shana Klnnlson, Parkdale Baptist Church. C. Pledge of Allegiance to the Flag of the United States. D. City Secretary Armando Chapa to call the roll of the required Charter Officers. Mayor Samuel L. Neal, Jr. Mayor Pro Tam Jesse Noyola Council Members: Brent Chesnay Javier Colmenero Melody Cooper Henry Garrett Bill Kelly Rex Kinnison Mark Scott City Manager George K. Noe City Attorney Mary Kay Fischer City Secretary Armando Chapa __ E. MINUTES: 1. Approval of Regular Meeting of December 14, 2004. (Attachment # 1) Agenda Regular Council Meeting December21,2004 Page 2 F. BOARDS & COMMITTEE APPOINTMENTS: (NONE) G. EXPLANATION OF COUNCIL ACTION: For adminisb"ative convenience, certain of the agenda items ara listed as motions, resolutions, or ordinances. If deemed apprapriate, ~he City Council will use a different method of adoption from the one listed; may finally pass an ordinance by adopting it as an emergency measure ratherthan a two reading ordinance; or may modify the action specified. A motion to reconsider may be made at this meeting of a vote at the last regular, or a subsequent special meeting; such agendas ara incorporated herain for raconsideration and action on any raconsiderad item. CONSENT AGENDA Notlc® to the Public The following items ara of a routine or administrative nature. The Council has been furnished with background and support material on each item, and/or it has been discussed at a previous meeting. All items will be acted upon by one vote without being discussed separately unless requested by a Council Member or a citizen, in which event the item or items will immediately be withdrawn for individual consideration in its normal sequence after the items not requiting separate discussion have been acted upon. The remaining items will be adopted by one vote. CONSENT MOTIONS. RESOLUTIONS, ORDINANCES AND ORDINANCES FROM PREVIOUS MEETINGS: (At this point the Council will vote on ell motions, resolutions and ordinances not removed for individual consideration) Motion approving a supply agreement with AT Systems Southwest of Hadingen, Texas for armored couder service in accordance with Bid Invitation No. BI-0036-O5 based on most advantageous bid for an estimated annual expenditure of $32,247. The term of the supply agreement will be twelve months with an option to extend for up to two additional twelve-month periods subject to the approval of the supplier and the City Manager or his designee. This service will be used bythe Police, Health, Finance, Park and Recreation, Solid Waste, Aviation Departments and Municipal Court, Funds have been budgeted in FY 2004-2005. (Attachment # 2) CITY COUNCIL PRIORITY ISSUES (Refer b3 legend at the end of ag~da summary) Agenda Regular Council Meeting December21,2004 Page 3 Motion approving a supply agreement for the lease of an office trailer with GE Capital, Corpus Chdsti, Texas in accordance with Bid Invitation No. BI-0039-05 based on only bid for an estimated first year expenditure of $37,686.60 of which $33,572 is budgeted for FY 2004-2005. The term of the lease is for twelve months with an option to extend the lease for up to four additional twelve month pedods subject to the approval of the City Manager or his designee. The trailer will be used by the Wastewater and Water Departments. (Attachment# 3) Resolution authorizing the City Manager or his designee to accept a grant from the Texas Commission of the Arts in the amount of $2,500 in the No. 1067 Park and Recreation Grants Fund to be used for the Corpus Christi Festival of the Arts 2005. (Attachment # 4) Ordinance appropriating a grant from the Texas Commission of the Arts in the amount of $2,500 in the No. 1067 Park and Recreation Grants Fund for the Corpus Chdsti Festival of the Arts 2005. (Attachment# 4) Resolution authorizing the City Manager or his designee to accept a grant from the Texas Department of Health in the amount of $10,000 for the Coordinated Community Approach to Promote Wellness (CCAPWelI) Consortium for University of Texas at Austin staff to review and evaluate a community survey data concerning nutrition aspects of obesity health problems. (Attachment # 5) Ordinance appropriating a grant in the amount of $10,000 from the Texas Department of Health in the No. 1067 Park and Recreation Grants Fund for the Coordinated Community Approach to Promote Wellness (CCAPWelI) Consortium for University of Texas at Austin staff to review and evaluate community survey data concerning nutrition aspects of obesity health problems. (Attachment # 5) Resolution authorizing the City Manager or his designee to accept an amendment to the current Immunization grant from the Texas Department of State Health Services (DSHS) in the amount of $96,233 for personnel costs, fringe benefits, travel, and supplies for an immunization program. (Attachment # 6) CITY COUNCIL PRIORITY ISSUES (Refer I~ legend at Ihe end of Ihe agenda summary) Agenda Regular Council Meeting December21,2004 Page 4 10. 11. Ordinance appropriating an amended grant from the Texas Department of State Health Services in the amount of $96,233 in the No. 1066 Health Grants Fund for personnel costs, fdnge benefits, travel, and supplies for the immunization program. (Attachment # 6) Motion authorizing the City Manager or his designee to execute Amendment No. 10 for engineering services with Shiner, Moseley & Associates, Inc_, of Corpus Chdsti, Texas in the amount of $222,000 for design phase services for the Cefe F. Valenzuela Landfill. (Attachment # 7) Motion authorizing the City Manager or his designee to execute Amendment No. 17 to the Contract for Professional Services with Shiner, Moseley and Associates, Inc. of Corpus Christi, Texas in the amount of $67,500 for the Major Storm Water Outfalls. (Attachment # 8) Motion authorizing the City Manager or his designee to execute Change Order No.6 with King Isles, Inc., of Corpus Christi, Texas in the amount of $167,714.69 for twenty-seven (27) additional manholes as part of the Broadway SSO-I/I and Rehabilitation Stage 2 project. (Attachment # 9) Motion authorizing the City Manager or his designee to execute Change Order No. 3 to the construction contract with Specialized Maintenance Services of Pasadena, Texas, for the Greenwood Sanitary Sewer Trunk Main Cleaning Project in the amount of $74,875 for a total restated fee of $818,146 for the rehabilitation of the existing 10-inch diameter cast iron sanitary sewer line under State Highway 286 Crosstown Expressway at Segrest Street and an existing 10-inch diameter cast iron sanitary sewer line under IH 37 at Savage Lane. ~ (Attachment # 10) Motion authorizing the City Manager or his designee to execute Change Order No. 8 with Laughlin-Thyssen, Inc., of Houston, Texas, in the amount of $139,612.26 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 11 (Filter Drain, Yard Piping, Wash Water Filter to Waste) Project and Padre Island Pump Station Improvements. (Attachment # 11) CITY COUNCIL PRIORITY ISSUES (Refer to lege~:l at b~e end of the agenda 6ummalT) Agenda Regular Council Meeting December21,2004 Page 5 12. 13.a. 13.b. 13.c. 14.a. 14.b. Motion authorizing the City Manager or his designee to execute a Utility Easement instrument with COF Construction, L.P., also known as COF Corporation, for the acquisition of Parcel 402a in the amount of $48,738 containing both a Utility and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 4, Project #8390, and for other municipal purposes. (Attachment # 12) Ordinance authorizing the City Manager or his designee to execute Land Exchange Deeds with the Coastal Bend Bays and Estuaries Program, Inc. (CBBEP) for the exchange of tracts of land as part of the Rincon Bayou Diversion Pipeline Project (#8416). (Attachment # 13) Motion authorizing the City Manager or his designee to pay the amount of $69,631.90 to the Coastal Bend Bays and Estuaries Program, Inc. (CBBEP), being the difference in value of the acreage and associated costs of acquisition for 64.277 acres owned by the CBBEP which are to be exchanged for 47.37 acres owned by the City of Corpus Chdsti as part of the Rincon Bayou Diversion Pipeline Project (#8416). (Attachment # 13) Resolution authorizing the City Manager or his designee to execute a Management Agreement with the Coastal Bend Bays and Estuaries Program, Inc. for management of property in connection with the Rincon Bayou Diversion Pipeline Project (#8416). (Attachment # 13) Motion authorizing the City Manager or his designee to execute a joint acquisition agreement with the Coastal Bend Bays and Estuaries Program to purchase 77.707 acres from Cart Ranches, Limited, et al, in the acquisition amount of $485,300 with the Coastal Bend Bays and Estuaries Program providing $288,752, the City providing $114,302.50 (including $3,054.50 of closing costs) and the Carr family donating $85,300 in land value. (Attachment # 14) Resolution authorizing the acquisition of 33.515 acres of land from the Cart Ranches, Limited, et al, in the amount of $208,000 utilizing funds from a Coastal Impact Assistance Program Grant through the Coastal Coordination Council. (Attachment # 14) CITY COUNCIL PRIORI'DY ISSUES (Re,er ~ legead at I~e end oi' the agenda summary) Agenda Regular Council Meeting December21,2004 Page 6 15. 16. 17.a. 17.b. 18. Motion authorizing the City Manager or his designee to amend the scope of work for the FY 2002 Community Development Block Grant Southmoreland Addition Area Street Improvement Phase 3B and 4B project and FY 2003 Community Development Block Grant Southmoreland Addition Area Street Improvements Phase 3B project_ (Attachment # 15) Motion authorizing the City Manager or his designee to execute a twelve-month software maintenance agreement with Infosol, Inc., of Bellaire, Texas in an amount not to exceed $41,299.05. Included in this agreement is maintenance and support for the CourtHouse software currently being utilized by the Municipal Court. This vendor qualifies as sole source support as they ara the only vendor providing support for the City's Municipal Court application CourtHouse, past June 30, 2006. (Attachment # 16) Ordinance authorizing the issuance and sale of City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005, in an aggregate principal amount not to exceed $75,000,000. (Attachment # 17) Motion authorizing the appointment of ME. Allison as Financial Advisior; Morgan Stanley as Senior Manager, RBC Dain Rauscher as Co-Manager and McCall, Parkhurst, and Horton as Bond Counsel, for City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005. (Attachment # 17) Ordinance authorizing the City Manager or his designee to execute a Participation Agreement with Country Creek Partners, Inc., developer of Country Creek Unit 6, for two separate bridge structures (A) on County Road 41 and (B) on South Oso Parkway, both approximately 300 linear feet north of South Staples, in accordance with the Platting Ordinance, of which the City's share of costs shall not exceed $215,031.83. (Attachment # 18) CITY COUNCIL PRIORITY ISSUES (Re[er I~ legend at Ihe end of Ihe agenda summai-j) Agenda Regular Council Meeting December21,2004 Page 7 19. 20. 21. 22. 23. Ordinance abandoning and vacating a 4,447 square-foot pot[ion of a 1 O-foot wide utility easement out of Lots 19 thru 24, Block 5, Saxet Heights No. 2 and Lot 1, Saxet Community Center Annex 'A"; requiring the owner, Corpus Chdsti Independent School District, to comply with the specified conditions and owner requesting an extension to replat within 180 days at owners expense. (Attachment# 19) Ordinance abandoning and vacating a 2,725-square foot portion of a 10-foot wide utility easement out of Lot 3, Block 1, Country Creek Unit 2; requiring the owner, Mr. Shane Gray, to comply with the specified conditions. (Attachment # 20) Motion authorizing the City Manager or his designee to sign an agreement with the Corpus Chdsfi Regional Economic Development Corporation (CCREDC) for Airport Business Development Services. (Attachment # 21) First Reading Ordinance - Authorizing the City Manager or his designee to amend the Long Term Lease Agreement with Host Intamational, Inc., to provide for a storage area within the cargo facility at Corpus Chdsfi International Airport at a rental rate which may change each fiscal year in accordance with aidine rates and charges. (Attachment # 22) PUBLIC HEARINGS: ZONING CASES: Case No. 1104-01, Jon Roel Investments: A change of zoning from a 'R-lB" One-family Dwelling District to a "R-2" Multiple Dwelling Distdct resulting in a change of land use from single family dwelling to multiple family dwelling. The property is 0.43 acre out of Montrose Park Addition Block 4, Lots 4 and 5 located at the southwest comer of Highland Avenue and Hibiscus Street. (Attachment # 23) Plannina Commission and Staff's Recommendation: Approval of the "R-2" Multiple Dwelling District. CITY COUNCIL PRIORI'FY ISSUES (Reh~r ID legend at Ihe end of I~e agenda surnma~y) Agenda Regular Coundl Meeting December21,2004 Page 8 24_ 25. ORDINANCE Ordinance amending the Zoning Ordinance, upon application by Jon Roel Investments by changing the zoning map in reference to 0.43 acre out of Montmse Park Addition, Block 4, Lots 4 and 5, from "R-lB' One-family Dwelling Distdct to ~R-2" Multiple Dwelling District; amending the Comprehensive Plan to account for any deviations Eom the existing Comprehensive Plan. Case No. 1104-03, City of Comus Chdsti Landmark Commission: A change of zoning from an "1-2' Light Industrial Distdct to an "1-2" with a "HC-I" Light Industrial Distdct with Historical-Cultural Landmark Preservation msuiting in a land use change from light industrial to light industrial with landmark preservation. The property is in La Gloria Subdivision, Block E, Lots 3, 4, 5, 6, 7, 8 and 9, located along the southwest comer of Morgan Avenue and Bdght Street. (Attachment # 24) Planning Commission and Staff's Recommendation: Approval of the "1-2" Light Industrial Distdct with "HC-1" Light Industrial Distdct with a Historical-Cultural Landmark Preservation oveday. ORDINANCE Amending the Zoning Ordinance, upon application by City of Corpus Chdsti Landmark Commission by changing the zoning map in reference to Lots 3, 4, 5, 6, 7, 8, and 9, Block E, La Gloda Subdivision, from "1-2" Light Industrial Distdct to "1-2" with "HCA" Light Industrial District with Historical-Cultural Landmark Preservation; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. Case No. 1104-04, Educational Development Company, Charles Frazier. A change of zoning from a "R-lB" One-family Dwelling Distdct and ~-IB" Manufactured Home Park Distdct to a "B-4" General Business District. The property is 29.07 acres out of Flour Bluff and Encinal Farm and Garden Tracts, Section 28, Lots 4-6 and Joslin Tract BlockA, Lot 11, located north of South Padre Island Ddve, west of Ennis Joslin Road and south of McArdle Road. (Attachment# 25) CI'I'Y' COUNCIL PRIORITY ISSUES (Rear to legend at We end oi' agenda surnrr~7) Agenda Regular Council Meeting December21,2004 Page 9 26. 27. Planning Commission and Staff's Recommendation: Approval of the "B-4" General Business District. ORDINANCE Amending the Zoning Ordinance, upon application by Educational Development Company, Charles Frazier, by changing the zoning map in reference to 29.07 acres out of Flour Bluff and Encinal Farm and Garden Tracts, Section 28, Lots 4-6, and Joslin Tract Block A, Lot 11, from 'R-1 B" One-family Dwelling Dis~ct and 'T- lB' Manufactured Home Park District to "B-4" General Business District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. Case No, 1104-05. Tim Voorkamp: A change of zoning from a =R- lB" One-family Dwelling District to an "1-2' Light Industrial District, resulting in a land use change from single family dwelling to light industrial. The property is 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, located along the northwest comer of Greenwood Ddve and Saratoga Boulevard. (Attachment # 26) Planning Commission and Staffs Recommendation: Approval of the Ul-2" Light Industrial District. ORDINANCE Amending the Zoning Ordinance, upon application by Tim Voorkamp by changing the zoning map in reference to 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, from °R- lB" One-family Dwelling District to "1-2" Light Industrial District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. Case No. 1104-06. City of Comus Christi: A change of zoning from the current zoning district to the current zoning district with an ~10' Island Overlay District. Being a portion of the North Padre Island Development in Corpus Christi, situated in and out of Nueces County, Texas: bounded on the north by the Laguna Madre and Packery Channel, from the relief channel bddge on Park Road 22 to State Highway No. 361 excluding those portions of Padre Island No's. 1 & 2 lying easterly of Sand Dollar Avenue and Playa Del Rey Ddve, Highway No. 361, from Packery CITY COUNCIL PRIORITY ISSUES (Reft' ID legend at Ihe end of Itm age~da sammary) Agenda Regular Council Meeting December21,2004 Page 10 28. 29_ Channel to Zahn Road and Zahn Road from Highway No. 361, to the Gulf of Mexico; on the east by the Gulf of Mexico; on the south by the Nueces County, Kleberg County line; and on the west by Palmira Avenue from the county line to Whitecap Boulevard, Whitecap Boulevard to the Padre Island golf course, excluding Lots 1 through 7, Block 191 and Lots 1 thru 15, Block 192, Padre Island No. 4, portions of the eastern boundary of the Padre Island golf course and generally those portions of other properties in close proximity to the western right-of-way of Park Road No. 22, excluding Eagle Run Condo UnitA and a 3.86 acre tract out of Lot 1, Block 27B of the Island Fairway Estates, to the relief channel bddge on Park Road 22, all as shown on the accompanying map. (Attachment # 27) Planning Commission and Staffs Recommendation: Approval of the requested oveday distdct on properties within the boundary map area. ORDINANCE Amending the Zoning Ordinance, upon application by City of Corpus Christi by changing the zoning map in reference to approximately 1,786 acres, including approximately 1,061 acres of a "No Vinyl" area, in and out of the North Padre Island Development at Corpus Chdsti, Texas, from its current zoning distdct to its current zoning distdct with an "10" Island Overlay District, as shown on the attached map and description; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. PRESENTATIONS: Public comment will not be solicited on Presentation items. Initiative Proceedings - To Reduce Unwanted and Uncared for Animals in the City. (Attachment # 28) Unified Development Code's Critique and Evaluation of Current Codes as presented by Duncan Associates. (Attachment # 29) 30. Work-Force I Quarterly Report. (No Attachment) CITY COUNCIL PRIORITY ISSUES (Re~' ID legend at We end o~ agenda s~T~mary) Agenda Regular Counal Meeting December21,2004 Page 11 31. Fimt Qua~er F'Y2004-2005 BudgeFPedormance Repo~. (Attachment# 31) REGULAR AGENDA CONSIDERATION OF MOTIONS. RESOLUTIONS. AND ORDINANCES: 32.a. Motion to amend pdor to Second Reading the Ordinance amending Sec. 23-74, Smoking Prohibitions, by revising the language in Sec. 23-74(b) by inserting a reference to existing subsection (2) of Sec. 23-74(b) followed by an ellipsis; inserting a reference to existing subsection (4) of Sec. 23-74(b); deleting the subsection heading, entitled "Bowling lanes" from Sec. 23- 74(b)(4) and replacing it with the subsection heading "Billiard halls and bowling alleys;" and inserting the words "to billiard halls and" between "apply' and =to" in Sec. 23-74(b)(4). (Attachment # 32) 32.b. Second Reading Ordinance - Amending the Code of Ordinances, Section 23-74, Smoking Prohibitions, Subsection (b)(1)(e), by revising the language; and establishing an effective date. (First Reading 12/14/04) (Attachment # 32) PUBLIC COMMENT FROM THE AUDIENCE ON MATFERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. OR AT THE END OF THE COUNCIL MEETING. WHICHEVER IS EARLIER, PLEASE LIMIT PRESENTATIONS TO THREE MINUTES. IF YOUPLAN TO ADDRESS THE COUNCIL DURING THIS TIME PERIOD, PLEASE SIGN THE FORMAT THE REAR OF THE COUNCIL CHAMBER, GIVING YOUR NAME, ADDRESS AND TOPIC. (A recording Is mede of the meeting; ~herefom, please speek into ~he microphone located at the podium and state your name and eddress. If you have a petiCon or other information pertaining to your subject, please present it to the City Secretary.) SI Used se dlrlge a la Junta y cme que su ingl~s es limitedo, habra un int~rpmte Ingl&s-espatlol en la reunion de la junta para ayudarle. PER ClTY COUNCIL POLICY, NO COUNCIL MEMBER, STAFF PERSON, OR MEMBERS OF THE AUDIENCE SHALL BERATE, EMBARRASS, ACCUSE, OR SHOW ANY CITY COUNCIL PRIORITY ISSUES (Refe~ ~ lege~:l at Ihe end o~ Ihe agenda summa~) Agenda Regular Council Meeting December21,2004 Page 12 33. N= PERSONAL DISRESPECT FOR ANY MEMBER OF THE STAFF, COUNCIL MEMBERS, OR THE PUBLIC AT ANY COUNCIL MEETING. THIS POLICY IS NOT MEANT TO RESTRAIN A CITIZEN'S FIRST AMENDMENT RIGHTS. EXECUTIVE SESSION: PUBLIC NOTICE is given that the City Council may elect to go into executive session at any time during ~he meeting in order to discuss any matters listed on the agenda, when authorized by the provisions of the Open Meeting Act, Chapter 551 of the Texas Government Code, and that the City Council specifically expects to go into executive session on the following matters. In the event the Council elects to go into executive session regarding an agenda item, the section or sections of the Open Meetings Act authorizing the executive session will be publicly announced by the presiding office. Executive session under Texas Govemment Code Section 551.071 regarding Cause No. 04-06556-A, City of Corpus Christi, Texas vs. Air Liquide Amedca, L.P., et al, in the District Court of Nueces County, Texas, 28~ Judicial District, with possible discussion and action related thereto in open session. REPORTS: The following reports include questions by Council to Staff regarding City policies or activities; request by Council for information or reports from Staff,- reports of activities of individual Council members and Staff,; constituent concerns; current topics raised by media; follow-up on Staff assignments; scheduling of future Council meetings and activities; and other brief discussions regarding city-related matters. 34. CITY MANAGER'S REPORT * Upcoming Items 35. MAYOR'S UPDATE CITY COUNCIL PRIORITY ISSUES (Re~ t~ legend al Ihe end of Ihe age~:la summa~) 36. COUNCIL AND OTHER REPORTS Agenda Regular Coundl Meeting December21,2004 Page 13 O. ADJOURNMENT: POSTING STATEMENT: This agenda was posted on the Cit,/s official bulletin board at the h'ont enl~ance t~Clty Hall, 1201 Leopard Street. at ~:OO p.m., .L.~' ~,~n~ P,~ I --[ .200~. Armando Chapa City Secretary CITY COUNCIL PRIORITY ISSUES (Rear to legend at the end (~ the age~da summary) NOTE: The City Council Agenda can be found on the City's Home Page at www.cctexas.com after 7:00 p.m. on the Friday before regularly scheduled council meetings. If technical problems occur, the agenda will be uploaded on the Intemet by Monday morning. Symbols used to highlight action item that Implement council pflorlty Issues. 1 M1NUTE~ CITY OF CORPUS CHRISTI, TEXAS Regular Council Meeting December 14, 2004 - 10:01 a.m. PRESENT Mayor Samuel L. Neal Jr. (Arrived at 10:10 a.m.) Mayor Pro Tem Jesse Noyola Council Members: Javier Colmenero Brent Chesney Melody Cooper Henry Garrett Bill Kelly Rex Kinnison Jesse Noyola Mark Scott Ci[y Staff: City Manager George K. Noe City Attorney Mary Kay Fischer City Secretary Armando Chapa Mayor Pro Tern Noyola called the meeting to order in the Council Chambers of City Hall. The invocation was delivered by Pastor Napoleon Johnson of Faith Mission Church, and the Pledge of Allegiance to the United States flag was led by Council Member Kelly. City Secretar~ Chapa called the roll and verified that the necessary quorum of the Council and the required charter officers were present to conduct the meeting. Mayor Pro Tem Noyola deviated from the agenda and referred to Item 41, a presentation on the 169 Annual "A Feast of Sharing" H-E-B Holiday Dinner. Assistant to the Mayor Diana Garza introduced each of the committee chairpersons to provide an update on their activities. Mr. Dee Haven reported on the menu and food preparation for the event. He stated this was the fu-st time the event would be held in the new American Bank Center, and he was very pleased w/th their new kitchen facilities. He said Del Mar College's culinary arts students would be assisting with the food preparation, led by Chef Mark Carpenter and Chef Charles Logan, and assisted by Chef Roderick with CenterPlate. Ms. Robin Cohea with the Volunteer Center reported on volunteer recruitment efforts. She said this was the first time the public could register to volunteer on the intemet. She also announced there would be two food handlers classes held for volunteers. Ms. Lisa Oliver with Senior Community Services reported on arrangements for home deliveries and transportation for homebound and disabled citizens. Ms. Gina Sanehez with H-E-B discussed the entertainment and special attractions schedule. Master of Ceremonies Judge Richard Schxnidt, who has emceed the event for the past ten years, reminisced about his experiences participating in the event. Minutes - Regular Council Meeting December 14,2004 - Page 2 Ms_ Venita Smith, an H-E-B employee who has volunteered for the event since its inception, spoke about how the event has evolved over the years. In conclusion, Ms. Garza thanked the participating city departments, the H-E-B Grocery Company, the American Bank Center, and all the other organizations involved for their support. Mayor Neal called for approval of the minutes of the regular Council meeting of November 16, 2004. A motion was made and passed to approve the minutes as presented. Mayor Neal referred to Item 2 and the following board appointments were made: (NOTE: Mr. Kelly and Mr. Garrett abstained fi-om the vote and discussion on the North Padre Island Development Corporation appointments) Arts and Cultural Commission Gloria T. Bilaye-Benibo (Appointed) James A. Rennier, Ph.D. (Appointed) Coastal Bend Council of Governments Yvonne Haag (Appointed) Oscar Martinez (Appointed) C.C. Regional Economic Development Corp. Gene Guernsey (Reappointed) Ethica Commission Robert Corrigan (Reappointed) Tm'fy Carter (Appointed) Rick Marcantonio (Appointed) North Padre Island Development Corp, Javier Colmenero (Reappointed) Rex A_ Kinnison (Reappointed) John Longoria (Reappointed) Jesse Noyola (Reappointed) Oil and Gas Advisory Committee Juan Cabasos (Reappointed) Robert DeLeon (Reappointed) Gretchen Arnold (Appointed) Glen Cooper (Appointed) Port of Corpus Christi Authority Mike Carrell (Reappointed) Museum of Science and History Advisory Committee Cheryl Gillenwater (Appointed) Mayor Neal opened discussion on Item 3, the first reading of the proposed amendments to the smoking proh/bitions ordinance. City Manager Noe explained the proposed ordinance amended the current smoking prohibitions ordinance by prohibiting smoking in restaurants, but allowing smoking to take place tn bars on-premise. To distinguish between a bar and a restaurant, Mr. Noe stated staffhad adopted the same definition for a bar used in the zoning ordinance as follows: "the retail sale of alcoholic beverages for on-premise consumption, promded the establishment derives more than 75 percent of the establishment's gross revenue for the on-premise sale of alcoholic beverages". He said there were provisions in the proposed ordinance to make the business operator responsible for proving their establishment was a bar if they allowed smoking. Minutes - Regular Council Meeting December 14,2004 - Page 3 Mr. Noe reported that yesterday, staffhad sent the Council a number of additional proposed amendments to exempt outdoor dining areas, and to provide an effective date of February 1, 2005. Regarding the outdoor dining areas, the proposed amendment set a number of criteria for qualifying for the exemption, such as separating the outdoor area from indoor seating areas with a floor-to-roof exterior wall. He said the ordinance also exempted smoking taking place in a private vehicles at a food service establishment. Other than these proposed amendments, Mr. Noe said the rest of existing ordinance was left intact_ Mayor Neal asked if an individual rented a restaurant for a private party, could they allow smoking if they wished. Mr. Noe answered aflVn-matively, as long as the event qualified as a private party under the ordinance. Mayor Neal reported that after discussing the matter with City Secretary Chapa yesterday, it was decided that the ordinance would be read in two readings due to the importance of the issue to the community. The second reading would be held at next Tuesday's meeting. Mayor Neal also complimented those parties involved for their professionalism during the public debate. He said the Council felt the proposed amendments were a step in the fight direction. Mayor Neal called for public comment. The following individuals spoke against the proposed amendments to the ordinance: Mr. S.M. Cowling; Mr. Jack Gordy, 4118 Bray; Ms. Cheryl Bratcher;, Mr. James Sorer; Mr. Clark James; Mr. J.P. Kinney; Mr. Joseph Fan'ah; Mr. Kevin Latone, 800 N. Shoreline, with the Omni Hotels; Ms. Judy Sisson; and Mr. Thomas Burn_ Mr. Dee Haven and Mr. Abel Alonzo spoke in support of the proposed amendments to the existing ordinance. The following individuals requested a total ban on smoking in public places: Ms. Chris Marx; Mr. Rick Hayley; Ms. Mimi Kyle; Dr. Larry Primeau; Dr. Mark Geneser; and Ms. Michelle Thomas. Ms. Cindy Hughes asked for clarification on why bars were being exempt from the proposed smoking prohibitions. Mayor Neal asked for Council comments. Mr. Kelly asked if the smoking prohibition would apply to private clubs, such as the Town Club or a countxy club_ Mr. Noe replied the ordinance would apply to private clubs as it would to a restaurant or bar, so they would have to meet the over 75 percent rule before they could allow smoking. Mr. Kelly asked how the ordinance would apply to combination restaurantJbars, such as the Republic of Texas Bar & Grill. Mr. Noe replied the facility would be treated as one establishment, and would have to meet the percentage of revenues necessary to be defined as a bar. Mr. ICinnison if the proposed amendments affected billiard halls that served food and alcohol. Assistant City Attorney Elizabeth Hundley answered affirmatively, saying the 75 percent of gross revenues rule would still apply to determine if the facility was a bar_ Mr. Kinnison noted that besides bars, the proposed amendments exempted a number of other facilities, such as bowling alleys (in the lane areas only). He asked staffto comment on reports that the proposed ordinance would drive away the 2006 ABC Bowling Conference. Mr. Noe replied there were no provisions in the ABC contract that would prevent the city from adopting this Minutes - Regular Council Meeting December 14,2004 - Page 4 ordinance, so it should have no effect on the current conference. He stated, however, that he could not speculate on what impact the ordinance would have on future conferences. Ms. Hundley added the city has not allowed smoking in any municipal facility for some time. Mr. Kinnison remarked that several individuals expressed concern about the economic effects the smoking ban would have on residents. He said the issue has been studied in cities and states with a ban in place, such as New York City, El Paso, TX, Florida, and California, and the results indicate no effect_ In fact, he said the restaurant industry has continued to grow in these al-eas. Mr. Kinnison stated he once thought the smoking issue was a matter of property rights, and he had spoken against any smoking ban in restaurants in the past. However, he now feels this is a health issue, and now supports a total ban on smoking in public areas. He still supported the proposed amendment because it was a step in the right direction. He thanked the smoke-flee group and the restaurant association for their conduct during this debate. Mr. Colmenero asked if the city could face any legal ramifications by adopting this ordinance. City Attorney Fischer replied since the city is a home rule city, it has the authority to enact and enforce this type of ordinance to protect public health. She felt confident the city could defend itself in the event of a lawsuit. Finally, Mr. Colmenero supported the rights of the business owners to regulate smoking in their establishments. Mr. Scott thanked Mr. Haven and Mr. Hayley, and their respective organizations, for their efforts during the debate. He felt infringing on property fights issues was a slippery slope~ but noted the Council had recently passed ordinances affecting the island which determined the color palette for buildings and regulated the use of vinyl siding. He also apologized for a comment he made in the newspaper today in which he bluntly questioned the validity of the deleterious effects of second- hand smoke on the public health. Mr. Noyola stated he was probably the only council member who was a smoker. He said he was a smoker by choice, but he did not wish to impose his choice on his children. Thus, when he and his family dined out, they sat in the non-smoking section. That said, he felt it was also important to protect the health of all children in the conmaunity. Mr. Noyola asked for clarification on how the proposed amendments applied to billiard halls. He felt food and alcoholic beverage services were incidental activities in these types of establishments, so he did not feel they should be treated by the same standards. Mr. Noe stated staff could attempt to craft the ordinance to exempt billiard halls fi.om the smoking prohibitions. Mr. Haven interjected and suggested this could be done by applying the 75 percent rule for billiard halls to food and alcoholic beverage sales only, rather than gross sales. Mr. Noyola asked staff to include this exception for billiard halls in the second reading ordinance. Mr_ Noyola made a motion to amend the ordinance on first reading regarding outdoor patios, and to set the effective date as February 1, 2005, and Mr. Scott seconded the motion. The motion passed. City Secretary Chapa polled the Council for their votes on the ordinance as amended as follows: Minutes - Regular Council Meeting December 14,2004 - Page 5 3. FIRST READING ORD/NANCE Amending the Code of Ordinances, Section 23-74, Smoking Prohibitions, Subsection (b)(1)(e), by revising the language; and establishing an effective date. The foregoing ordinance was passed and approved on its first reading as amended with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Mayor Neal called for consideration o£the consent agenda (Items 6-28). City Secretary Chapa announced that Mr. Kelly would be abstaining fi.om the vote and discussion on Item 28, and Mr. Noyola would be abstaining fi.om the vote and discussion on Item 7. Council members requested that Items 17 and 31 be discussed. Mr. S.M. Cowling requested that Item 26 be discussed. Mr_BillKopecky, 3609 Topeka, also requested that Item31 be discussed. A motion was made and passed to approve Items 6 through 28, constituting the consent agenda, except for Items 17, 26, and 31, which were pulled for individual consideration. City Secretary Chapa polled the Council for their votes as follows: 6_ MOTION NO. 2004-434 Motion approving a supply agreement for testing and calibrating of automatic external defibrillators for the Fire Department-EMS, with Medtronic Physio-Control Corporation, Redmond, Washington, based on sole source, for an estimated annual expenditure of $35,356. The term of the supply agreement will be for twelve months with an option to extend for up to two additional twelve-month periods subject to the approval of the supplier and the City Manager or his designee. Funds have been budgeted by the Fire Department in FY 2004-2005. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garre~ Kelly, Kinnison, Noyola and Scott, voting "Aye". 7. MOTION NO. 2004-435 Motion approving the purchase of one aircrafi rescue and fire fighting vehicle from Emergency One, Inc., Ocala, Florida, in accordance with Bid Invitation No. BI-0023-05, based on low bid for a total amount of $541,627. This vehicle will be used by the Aviation Department for fire suppression and crash rescue at the Corpus Christi International Airport. Funding is available fi.om the Airport Capital Improvement Program Grant and Reserve Funds. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, and Scott, voting "Aye"; Noyola abstained. Minutes - Regular Council Meeting December 14,2004 - Page 6 10. 11_ MOTION NO. 2004-436 Motion approving the purchase of 33 police package sedans in accordance with Bid Invitation No. BI-0033-05 fi.om Access Ford LTD, Corpus Christi, Texas based on low bid for a total amount of $704,154_ All units are replacements. FUnding is available from the FY 2004-2005 Capital Outlay Budget in the Maintenance Services Fund. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kirmison, Noyola and Scott, voting "Aye". MOTION NO. 2004437 Motion approving the purchase of 440 water meters from Badger Meter, Inc., Milwaukee, Wisconsin, in accordance with Bid Invitation No. BI-0038-05 based on low bid for a total amoUnt of $25,828. The meters will be used by the Water Depa.tment. FUnds have been budgeted by the Water Department in FY 2004-2005. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garret't, Kelly, Kinnison, Noyola and Scott, voting "Aye"_ ORDINANCE NO. 026047 Ordinance appropriating $4,200.17 in interest earnings from the unreserved fund balance in the No. 1061- 820896 Law Enforcement Block Grant 1996 grant fund, appropriating $448.62 in interest earnings fi'om the unreserved fund balance in the No_ 1061-820897 Law Enforcement Block 1997 grant fund, appropriating $2,311.96 in interest earnings fi-om the unreserved fund balance in the No. 1061-820802 Law Enforcement Block Grant 2002 grant fund, and appropriating $1,510.84 in interest earnings fi.om the unreserved fund balance in the No. 1061-820803 Law Enforcement Block Grant 2003 grant fund for police law enforcement equipment. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola mad Scott, voting "Aye". MOTION NO, 2004-438 Motion approving the purchase of a bullet recovery system fi.om Cybemational, Inc., Mmfi~esboro, Tennessee, in accordance with Bid Invitation No. BI-0026-05 based on only bid for a total amoUnt of $47,596. The equipment will be used by the Police Department. FUnding is available fi.om the Law Enforcement Block Grant_ The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Gan'err, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 7 12.a. RESOLUTION NO_ 026048 Resolution authorizing the City Manager or his designee to accept a grant fi.om the State Homeland Security Grant Program in the amount of$156,807 to improve the City's ability to respond to Homeland Security issues in the No. 1062 Fire Grants Fund. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye"_ 12.b. ORDINANCE NO. 026049 13. Ordinance appropriating $144,824 fi.om the State Homeland Security Grant Program in Fire Grants Fund No. 1062 for purchase of 43 handheld radios. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Gurrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". RESOLUTION NO. 026050 Resolution authorizing the City Manager or his designee to execute a Memorandum of Understanding between the City of Corpus Christi, Nueces County, the Regional Transportation Authority, the Port Industries of Corpus Christi (PICC), and the Port of Corpus Christi Authority of Nueces County, Texas (POCCA) to establish terms for the upgrade of the 800 MHz public safety tmnked radio system, to establish responsibilities and to allow PICC and POCCA to participate in the 800 MHz public safety trunked radio system_ The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, rot'rog "Aye". 14.a. RESOLUTION NO_ 026051 Resolution authorizing the City Manager or his designee to accept a grant fi.om the Texas Department of State Health Services (DSHS) in the amount of $109,526 for the elimination and control of tuberculosis in Nueces County. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Crarrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 8 14.b. ORDINANCE NO. 026052 Ordinance appropriating a grant from the Texas Department of State Health Services (DSHS) in the amount of $109,526 in the No. 1066 Health Grants Fund for the elimination and control of tuberculosis in Nueces County. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 15.a. RESOLUTION NO, 026053 Resolution authoriztng the City Manager or his designee to accept an additional Title V grant from the Texas Department of State Health Services (DSHS) in the amount orS 162,305 for maternal-child health services. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garreth Kelly, Kinnison, Noyola and Scott, voting "Aye". 15.b. ORDINANCE NO. 026054 Ordinance appropriating an additional grant from the Texas Depa~hnent of State Health Services (DSHS) in the amount of $162,305 in the No. 1066 Health Grants Fund for maternal-child health services. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 16.a. MOTIONNO. 2004439 Motion adopting the timetable for the FY2005 Consolidated Annual Action Plan that is the planning and application process for the Community Development Block Grant (CDBG), HOME Investment Partnerships (HOME), and Emergency Shelter Grants (ESG) programs. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 16.b. RESOLUTION NO. 026055 Resolution amending Council Policy No. 9, entitled Community Development Block Grant Program, by revising the title and language to include the Home Program; adding langmage relating to the disposition of program income; and re, alTa'ming the objectives and guidelines of the policy. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 9 18.a. MOTION NO. 2004-440 Motion authorizing the City Manager or his designee to accept a grant in the amount of $749,201 fi.om the Area Agency on Aging of the Coastal Bend for the FY2004 Senior Community Services, Elderly Nutrition Program in the No. 1067 Park and Recreation Grants Fund. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 18.b. ORDINANCE NO. 026057 Ordinance appropriating a grant in the amount of $749,201 from the Area Agency on Aging of the Coastal Bend for the FY2004 Senior Community Services, Elderly Nutrition Program in the No. 1067 Park and Recreation Grants Fund. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 18_c. MOTION NO. 2004-441 Motion authorizing the City Manager or his designee to accept a contzact fi.om the Area Agency on Aging of the Coastal Bend for the continuation of the FY 2005 Elderly Nuta-ition Program. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garret% Kelly, Kinnison, Noyola and Scott, voting "Aye". 19. ORDINANCE NO. 026058 Ordinance appropriating a $7,500 sub-contract grant fi'om the Chamber of Commerce Foundation in the No. 1067 Park and Recreation Grants Fund for data collection and analysis activities at the Juvenile Assessment Center. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 10 20. RESOLUTION NO. 026059 Resolution authorizing the City Manager or his designee to execute an Interlocal Cooperation Agreement with Texas A&M University-Kingsville in the amount of $450,000 for an air quality research and planning program, which includes air quality monitoring and modeling projects, and development of an emissions inventory for the Nueces and San Patricio Counties area_ The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Gan-ett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 21. RESOLUTION NO- 026060 22. Resolution recognizing the public necessity of acquiring drainage easements for the Mary Carroll Channel Widening - Rodd Field Road to Oso Creek, Project//2047, for drainage purposes in connection with said project, and other municipal purposes; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Christi in acquiring the easements. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". MOTION NO. 2004--442 Motion authorizing the City Manager or his designee to execute Amendment No. 1 to the Conlxact for Professional Services with Maverick Engineering, Inc., of Corpus Christi, Texas in the amount of $44,573 for a total restated fee of $69,549 for the McKinzie Road Utility Relocation Project. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 23.a. RESOLUTION NO. 026061 Resolution expressing official intent to reimburse costs of the Marina Improvements Project_ The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 11 23.b. ORDINANCE NO. 026062 Ordinance appropriating $450,998 from the Marina Fund No. 4700 Unreserved Fund Balance for the Marina Development Project - Peoples Street T-Head (Floating Docks "E", "F", "G", Commercial Dock) and Boater's Facility/Restroom; amending Operating Budget adopted by Ordinance No. 025878 by increasing appropriations by $450,998, An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 23_c. MOTION NO, 20~~. ~.~.3 Motion authortzLng the City Manager or his designee t~ execute a Contract for Professional Services with Shiner, Moseley and Associates, Inc. of Corpus Christi, Texas in the amount of $405,130 for the Marina Development Project - Peoples Street T-Head (Floating Docks "E", "F", "G", Commercial Dock) and Boater's Facility/Restroom. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garreth Kelly, Kinnison, Noyola and Scott, voting "Aye". 23_d. MOTION NO. 2017. ~.~.~l Motion authorizing the City Manager or his designee to execute a Contract for Construction Materials Engineering Laboratory's Inspection and Materials Testing Services with Fugro Consultants, LP, of Houston, Texas in the amount of $45,868 for the Marina Development Project - Peoples Street T-Head (Floating Docks "E", "F", "G", Commercial Dock) and Boaters Facility/Restroom. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 24.a_ ORDINANCE NO, 026063 Ordinance appropriating $314,450 from the unappropriated interest earnings fi.om Choke Canyon Fund 4050, reserved for Choke Canyon Maintenance Account 251400; transferring to and appropriating in Water Capital Improvement Program Fund 4080 for the Choke Canyon Dam Improvement Project; amending Capital Budget adopted by Ordinance No. 025647 and Operating Budget adopted by Ordinance No. 025878 by increasing appropriations by $314,450 each. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 12 24.b. MOTIONNO, 2004445 Motion authorizing the City Manager or his designee to execute Amendment No. 1 to the Contract for Professional Services with Freese & Nichols, Inc., of Austin, Texas in the amount of $314,450 for a restated fee of $496,032 for the Choke Canyon Dam Improvement Project. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinn/son, Noyola and Scott, voting "Aye". 25. MOTION NO. 200~ 27. 28. 29. Motion authorizing the City Manager or his designee to execute a construction contract with Ramos Industries, Inc., of Pasadena, Texas in the amount of $2,696,266 for the Downtown Drainage Improvements, Phase 1 - Part "A", Water Street New Interceptors and Inlets_ The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". MOTION NO. 2004-448 Motion authorizing the City Manager or his designee to execute a Reimbursement Agreement with AT&T in the estimated amount of $26,900 for adjustment of communication and data lines to permit constmctinn of a proposed drainage culvert on Farm-to-Market Road 70 to serve the future development ofCefe Valenzuela Landfill. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". MOTION NO. 2OO4449 Motion authorizing the City Manager or his designee to execute Change Order No. 2 with Geograph Industries, Inc., of Hamson, Ohio, in an amount not to exceed $52,674 for the Corpus Christi Multi-Purpose Arena and Convention Center Wayfinding Signage Package. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kinnison, Noyola and Scott, voting "Aye"; Kelly abstained. MOTION NO. 2004-450 Motion authorizing the City Manager or his designee to issue payment for the City share of Change Order No. 5 to the Texas Department of Transportation for the bridge rehabilitation on the Cayo Del Oso Bridge on Ocean Drive (closest to the Naval Air Station) at a cost to the City not to exceed $26,006.25. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 13 30. 31. MOTION NO. 2004451 Motion authorizing and directing the City Manager or his designee to take those actions necessary to negotiate a Texas Military Value Revolving Loan with the Texas Public Finance Authority to assist in the financing of certain projects directly assisting the local military facilities and initiatives and to publish such notices as may be necessary. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye"_ ORDINANCE NO. 026064 Ordinance authorizing the City Manager to appoint a local health authority and execute a compensation agreement for the protection of the public health, safety, and welfare. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 32.a. MOTIONNO. 2004-452 Motion approving the Transmission and Grid Main Construction and Reimbursement Agreement submitted by Kings Crossing Church of Christ, owner and developer of King's Crossing Unit 13, Lot lA, Block 2 located on the south side of Yorktown Boulevard between South Staples and Cimarron Boulevard for the installation of 245 linear feet of a 12-inch PVC water lo-id main. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 32.b. ORDINANCE NO. 026065 Ordinance appropriating $10,959.63 fi.om the Water Arterial Transmission and Grid Main Trust Fund No. 4030-540450 to pay developer reimbursement request for the installation of 245 linear feet ora 12-inch PVC water grid main to develop King's Crossing Unit 13, Lot IA, Block 2. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 14 33.a. MOTIONNO. 2004-453 Motion approving the Sanitary Sewer Construction and Reimbursement Agreement submitted by Hogan Development Company, L_P., owner and developer of Los Vientos at Terra Mar Unit 1 Subdivision located south of Wooldridge Road, west of Cayo Del Oso for the installation of 161 linear feet, over-size, over-depth, 15-inch PVC and 400 linear feet, over-size, over-depth, 12-inch PVC sanitary sewer collection lines along Wooldridge Road within the limits of the subdivision. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". 33.b. ORDINANCE NO. 026066 Ordinance appropriating $11,929.51 fi.om the Sanitary Sewer Collection Line Trust Fund No_ 4220-540450 to pay Hogan Development Company, L.P., for the installation of 161 linear feet, over-size, over-depth, 15-inch PVC and 400 linear feet, over-size, over-depth, 12-inch PVC sanitary sewer collection lines along Wooldridge Road within the limits of the subdivision as specified in the Sanitary Sewer Construction and Reimbursement Agreement to develop Los Vientos at Terra Mar Unit 1 subdivision_ An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garreth Kelly, Kilmison, Noyola and Scott, voting "Aye". 34.a. MOTIONNO. 2004-454 Motion approving the Transmission and Grid Main Construction and Reimbursement Agreement submitted by Hogan Development Company, L.P., owner and developer of Los Vientos at Terra Mar Unit 1 subdivision located south of Wooldridge Road, west of Cayo Del Oso for the installation of 610 linear feet of a 12-inch PVC water grid main_ The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinmson, Noyola and Scott, voting "Aye". 34.b. ORDINANCE NO. 026067 Ordinance appropriating $11,034.38 from the Water Arterial Transmission and Grid Main Trust Fund No. 4030-540450 to pay developer reimbursement request for the installation of 610 linear feet of a 12-inch PVC water grid main to develop Los Vientos at Term Mar Unit 1 subdivision. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Minutes - Regular Council Meeting December 14,2004 - Page 15 35. ORDINANCE NO. 026068 Amending the Zoning Ordinance by amending Section 3-1.55, Sign, by revising the definition of a sign to no longer exclude a device or structure located within a building. (First Reading 11/16/04) An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garret't, Kelly, Kinnison, Noyola and Scott, voting "Aye". Mayor Neal opened discussion on Item 17 regarding a cash distribution fi.om the Anita Neyland Trust to the city library system. Mr. Kirmison asked what procedure would be used to determine the funding priorities. Director of Libraries Herb Canales replied the mount in question was in excess of $500,000. Staffand the library board were discussing the funding priorities, which included repairs and second floor renovations for the Parkdale Library, and replacement of the Greenwood Library. Mr. Kirmison asked Mr_ Noe to recognize the Neylands' generous gift to the city in a significant way. Mr. Noe replied the contribution warranted naming a building after the Neylands_ Mr. Canales agreed, saying Mrs. Neyland had consistently provided donations to the library system in the past, and her latest donation was very special_ City Secretary Chapa polled the Council for their votes as follows: 17. RESOLUTION NO. 026056 Resolution authorizing the City Manager or his designee to accept a cash distribution fi.om the Anita Neyland Trust, established under the W_T. Neyland Last Will and Testament, on behalf of the City of Corpus Christi Library. The Library is the beneficiary of 25% oftbe Trust. The foregoing resolution was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Gm-rea, Kelly, Kirmison, Noyola and Scott, voting "Aye". Mayor Neal opened discussion on Item 26 regarding a construction contract with Ramos Industries, Inc. for the Water Main Improvements to Elizabeth Street/l 9th Street project. Mr_ S.M. Cowling asked ifRamos Industries was the same company that worked on Del Mar Blvd. in the late 1990s, but with a different name. City Engineer Angel Escobar replied affu-matively, saying the company had reorganized after the Del Mar project, changing their name but retaining the same ownership. City Secretary Chapa polled the Council for their votes as follows: Minutes - Regular Council Meeting December 14,2004 - Page 16 26. MOTION NO. 2004-447 Motion authorizing the City Manager or his designee to execute Change Order No_ 1 to the construction contract with Ramos Indus~ies, Inc., of Pasadena, Texas in the amount of $179,356_13 for a total restated fee of $1,934,740.13 for the Water Main Improvements Elizabeth Street/19th Street Project for the 12-inch water main replacement on Santa Fe fi.om Elizabeth to Ayers. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Mayor Neal opened discussion on Item 31 regarding the city's appointment of a local health authority. Mr. Bill Kopeck-y, 3609 Topeka, took exception to the placement of this item on the consent agenda, and he also spoke against giving the city manager authority to appoint a local health authority. Mayor Neal commented the city manager has always had the authority to appoint a local health authority. Mr. Kinnison asked for more information on why the city was being compelled to take this action, and if it was related to negotiation problems with the county. Mr. Noe replied the city had been contracting the services of Dr. Burgin as the local health author/ty for some time, because during the tenure of City/County Health Director Dr. Michael Silvers, Dr. Silvers did not hold a license to practice medicine in Texas. Dr. Burgin served as the designated local health authority during this time, but little work was involved then, so there was no compensation plan. In the current absence of a city/county health director, Mr. Noe said a local health authority needed to be appointed until the position was filled, and he recommended Dr. Burgin. Due to the increased work load, Dr. Burgin had requested additional compensation, which Mr. Noe felt was a reasonable request. Mr. Noe said the compensation outlined in the agreement was an hourly rate with a maximum of $25,000. Mr. Noe acknowledged that the city had experienced difficulty working with the county to designate an acting dkector of health. He said the county had authorized a study of the health department, the remits of which had already been provided to the county. He felt the study results would probably influence the type of candidate the county would like to the city to recruit, but this discussion had not taken place. He said Dr. Silvers's previous salary more than covered the cost of the contract_ Mr. Kinnison commented today's newspaper reported the county had designated their own health authority to serve the county's rural areas. Mr. Noe replied he had been unaware of their action until reading the newspaper report this morning. Mr. Colmenero asked if Dr. Burgin planned to continue working in his private practice. Mr. Noe responded affirmatively. Mr. Colmenero asked how many hours a week Dr. Burgin would serve the city. Assistant City Manager Margie Rose replied no more than 20 hours a week. Mr. Colmenero asked for more detail on Dr. Burgin's compensation plan. City Manager Noe replied it was based on an hourly compensation rate of $57.69, capped at a maximum of $25,000. Mayor Neal asked what percentage of the city/county health department budget did the city pay. Mr. Noe replied the breakdown was 75 percent for the city, and 25 percent for the county. Minutes - Regular Council Meeting December 14,2004 - Page 17 Mr. Noyola asked for information on the hiring process for this jointly appointed position. Mr. Noe replied the last health department director was recruited by a national recruiting firm the city hired. The ftrrn recruited a number of candidates, who were interviewed by a committee including the city manager and the county judge's representative. An individual was selected, and was then inl~oduced to local health representatives. Mr. Noe said this time, the city and the county needed to agree on what type of candidate to recruit, whether a medical doctor or a public health administrator with no medical training. Mr. Noyola hoped the city and the county could come to an agreement on this matter soon_ Mr. Noe replied the county stated they were waiting for the health department study before proceeding with the hiring process. City Secretary Chapa polled the Council for their votes as follows: 31. ORDINANCE NO. 026064 Ordinance authorizing the City Manager to appoint a local health authority and execute a compensation agreement for the protection of the public health, safety, and welfare. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Kinnison, Noyola and Scott, voting "Aye". Mayor Neal called for a brief recess to present proclamations. Mayor Neal called for petitions fi.om the audience. Ms. Cheryl Quiflones, 5403 Everhart, spoke in support of extending the animal care facility hours to include Saturdays. Ms. Becki Jones, 1856 C.R. 52, spoke in support of a city ordinance that would greatly limit the number of animals loose on the streets_ Mr. Jack Gordy, 4118 Bray, spoke regard'rog problems with the November 18, 2004 Channel 10 PAUG meeting to hold a lottery and certify a new PAUG, and with the current management of the public access studio. He also advised the Council to ask about the county court case related to Item 45 in executive session. Ms. Cassie Hale spoke regarding problems experienced while staging a cat show at the American Bank Center, and her unhappiness with the arena management. Mr. Sirfi'ederickvonusa King 7~, 905 Cleveland, wished everyone Seasons Greetings. Ms. Cruz Colomo rebutted the comments made by Mr. Gordy regarding her organization's management of the public access studio, and asked for clarification on her group's contract with the city. Mr. Mando Carnina, a Channel l 0 producer, expressed his discontent with the way the Channel 10 PAUG meeting was conducted on November 18, 2004, saying the Cable Commission Chairman Richard Pulido was biased in his approach, and citing communication problems. Regarding the Channel 10 PAUG meeting, Mr. Chesney asked staff for suggestions on how the address the problems with the PAUG. Assistant City Manager Oscar Martinez replied the ordinance may need to be restructured regarding the process for certifying a new PAUG. He also suggested advising the commission on how to run the meetings more effectively. He noted that because of the communication problems, the decision on certifying a new PAUG had been tabled until January 15, 2005. Minutes - Regular Council Meeting December 14,2004 - Page 18 Mayor Neal announced the executive sessions, which were listed on the agenda as follows: 42. Executive session under Texas Government Code Section 551.071 regarding Cause No. 04- 06556-A, City of Corpus Christi, Texas vs. Air Liquide America, L.P., et al, in the Distxict Court of Nueces County, Texas, 28~ Judicial District, with possible discussion and action related thereto in open session. 43. Executive session under Texas Government Code Section 551.071 regarding Public Utility Commission of Texas Docket No. 28840 Application of AEP Texas Central Company for Authority to Change Rates, with possible discussion and action related thereto in open session- Executive session under Texas Government Code Section 551.071 regarding Cause No. 01- 5049-G, Thomas Hudgins vs. City of Corpus Christi, et al, in the 319t~ Disa'ict Court, Nueces County, Texas, with possible discussion and action related thereto in open session. 45. Executive session under Texas Government Code Section 551.071 regarding Cause No. C- 04-110, Bobby Wayne Ballard vs. City of Corpus Christi, et al, in the United States District Court for the Southern District of Texas, Corpus Christi Division, with possible discussion and action related thereto in open session. 46. Executive session under Texas Government Code Section 551.071 for consultation w~th attorney regarding the use of public rights-of-way and property by pipelines, grants of rights therein, fees therefore, and related matters, with possible discussion and action related thereto in open session. The Council went into executive session. The Council returned fi.om executive session and the following items we're passed w/th the following vote: 42.a. MOTION NO, 2004-455 Motion authorizing the City Manager, subject to certification of funds, to execute a Legal Services Agreement with Jan Rehler, Gary, Thomasson, Hall & Marks, P.C., to provide legal advice relating to fees for use of the City's fights-of-way, utility easements, and other City properties by pipeline companies; represent the City in implementation of the ordinance; and take action to collect any fees due the City. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Noyola and Scott, voting "Aye"; Cooper and Kinnison were absent. Minutes - Regular Council Meeting December 14,2004 - Page 19 42.b_ ORDINANCE NO. 026075 Appropriating $15,000 fi-om the No. 3160 City Hall CIP fund for legal services related to pipelines in the city's fights-of-way, utility easements, and facilities; and declaring an emergency. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Noyola and Scott, voting Aye Cooper and Kinnison were absent. MOTION NO. 2004-456 Motion authorizing the City Manager to settle Cause No. 01-5049-G; Thomas Hudgins v. City of Corpus Christi et al, in the 319th District Court, Nueces County, Texas, for the sum of $112,500.00, subject to certification of funds. The foregoing motion was passed and approved with the following vote: Neal, Chesney, Colmenero, Garrett, Kelly, Noyola and Scott, voting "Aye"; Cooper and Kinnison were absent. Mayor Neal referred to Items 36.a. and 36.c., and a motion was made, seconded and passed to open the public hearing on the following street closures: 36_a. Public hearing to consider abandoning and vacating a 11,741- square foot portion o£ the Laguna Shores Road public right-of-way, extending approximately 296 linear feet southeast of Wyndale Drive out of Tract "AR", Tyler Subdivision, between Wyndale Drive and a dead-end to Laguna Madre. Public hearing to consider abandoning and vacating a 4,308-square foot portion of the Wyndale Drive public right-of-way, extending approximately 431 linear feet northeast of Laguna Shores Road out of Tract "AR", Tyler Subdivision, between Laguna Shores Road and Spring Lane. Mayor Neal asked for public comment. Mr. Reynaldo Favela spoke against the proposed s~eet closures. He stated that he owned Lots 1 and 2 at the end of Martha Drive. He had plans to develop a number of boat slips in that area, and hoped to purchase 30 feet of Martha Drive fi-om the city to allow for the construction of several boater amenities. If the Council approved these street closures, however, he would not be able to proceed with his plan. He also suggested the city acquire all of Laguna Shores Drive to provide public accessibility to the waterfront. Mr. Spencer Collins, developer of the Bluffs Landing Marina, discussed kis proposed project. The project would consist of 98 boat slips under construction, which were scheduled for completion at the beginning of 2005. They planned to open a restaurant facility and a bait and tackle store, a 24-unit motel, and a 5,000-square foot special events center. Minutes - Regular Council Meeting December 14,2004 - Page 20 Mr. Collins stated there were several fights-of-way issues impeding the project development. First, there was a problem with marina encroachment onto Laguna Shores Road that existed prior to his acquisition of the property_ Second, vehicles traveling south and to the east on Laguna Shores Drive were in danger of driving into the harbor because the road dead ended in th/s area with no warning. He said they proposed to install appropriate signage and landscape the area. Third, there was no cul-de-sac at the end of Martha Drive. He proposed creating a cul-de-sac to allow emergency responders, school buses, and garbage trucks to turn around to exit the roadway. Finally, the closure of Wyndale Drive would allow for the construction of a planned parking lot layout to facilitate private internal traffic circulation as requested by the city, and to comply with the city's landscaping requirements along Wyndale Drive. Ms. Savannah Burley, residing on Lot 5 of Martha Drive, and Ms. Barbara Costello, 113 Mm'tM Drive (Lot 4), expressed concern that Mart. ha Drive was too narrow to accommodate the two-way traffic pattern resulting fi.om the street closures. They spoke in favor of the proposed project, but spoke against having a parking lot on Martha Drive near their residences, and against the removal of a median. Mr. Scott made a motion to close the public heating, seconded by Mr_ Colmenero, and passed. Mr. Kelly asked if there would be an entrance to the new facility on Martha Drive_ Ms. Bailey answered affirmatively. Mr. Kelly replied it appeared the residents's concerns about increased traffic in the area were warranted. Mr. Collins replied there were 10 slips for large boats planned on the south side of the harbor with access offofMartha Drive. He said the larger boats would not go out as frequently as smaller craPh so the increase in traffic would be minimal_ Mr. Kelly asked how wide Martha Drive was. Ms. Bailey replied the right-of-way was 45 feet wide, and the pavement section was 20 to 22 feet wide. She acknowledged that Martha Drive was a narrow fight-of-way. Mr. Kelly asked if staffhad any estimates on additional traffic increases on Martha Drive due to the closures. Ms. Bailey replied there would be minimal traffic increases. Mr. Kelly asked if Martha Drive would be the back entrance to the entire facility. Ms. Bailey replied negatively, saying the entrance on Martha Drive would only serve the patrons of the 10 boat slips while the rest of the facility would use the Wyndale Drive entrance_ Thus, Ms. Bailey concluded the concerns of the property owners were exaggerated_ Mr. Kelly asked what would be involved if the city were to widen Mart. ha Drive to a 30-foot fight-of-way_ Ms. Bailey said she could work with engineering to develop an estimate, but noted Mart. ha Drive was only serving five residences and 10 boat slips, generating a minimal amount of traffic. Mr. Kelly felt the city should make an effort to accommodate the residents. Mr. Scott asked if Mr. Collins had met with residents regarding the project_ Mr. Collins replied aff'n-matively, saying he held a meeting on Tuesday evening that was attended by 15 residents. He asked ifstaffthought Martha Drive needed to be widened. Ms. Bailey replied ideally, the road should be 30 feet wide, but the anticipated traffic levels were minimal. Mr. Noyola spoke in support of the proposed project, but felt a compromise was in order to accommodate the residents. He asked about the possibility of widening the street to 30 feet. Ms. Minutes - Regular Council Meeting December 14,2004 - Page 21 Bailey replied staffcould look into it. She explained that staffreconunended the owner pay the total fair market value of$11,305 for the abandonment and vacation of the Laguna Shores Road right-of- way and the Wyndale Drive right-of-way by making su-eet improvements (e.g. median cuts, cul-de- Mr. Chesney spoke in support of the project, saying it was a step forward for the Flour Bluff area. City Secretary Chapa polled the Council for their votes as follows: 36.b. ORDINANCE NO_ 026069 Ordinance abandoning and vacating a 11,741 -square foot portion of the Laguna Shores road public right-of-way, extending approximately 296 linear feet southeast of Wyndale Drive out of Tract "AR", Tyler Subdivision; subject to owner's compliance with the specified conditions. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Kinnison was absent. 36.d. ORDINANCE NO. 026070 Ordinance abandoning and vacating a 4,308-square foot portion of the Wyndale Drive public fight-of-way, extending approximately 431 linear feet northeast of Laguna Shores Road out of Tract "AR", Tyler Subdivision; subject to owner's compliance with the specified conditions. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Kinnison was absent. Mayor Neal referred to Item 37, and a motion was made, seconded, and passed to open the public hearing on the following zoning case: Case No, 1004-06. Ronald N. Vos$: A change of zoning fi.om a "R-lB" One-family Dwelling District to a "RE" Residential Estate District, located along the south side of Glenoak Drive, approximately 500 feet west of St. Peter Street. City Secretary Chapa said the Planning Commission and staffrecommended the approval of the "RE" Residential Estate District. Mayor Neal called for public comment. The following individuals spoke in opposition to the proposed zoning change because of concerns that the septic tanks and shed connections required for the project would exacerbate the drainage problems in the area: Ms. Claudette Rocha, 925 St. Timothy; Ms. Anne Canyon, 921 St. Timothy; and Mr. Joseph Rocha, 925 St. Timothy_ Minutes - Regular Council Meeting December 14,2004 - Page 22 Mr. Ronnie Voss, 3756 Bratton, stated he planned to develop a 16-lot single-family subdivision on one-acre lots. He said the new septic systems treated sewage as well as or better than the city's wastewater system. He did not feel his development would contribute to the drainage problems in the area, and mentioned plans to create a retention pond to address the concerns_ He said he would make every effort to work with the neighborhood and address their concerns. Regarding traffic concerns, he said there would be two entrances to the subdivision on Glenoak Drive and St. Christopher Street, which would dilute the traffic somewhat. Mr. Chesney made a motion to close the public hearing, seconded by Ms. Cooper, and passed. Mr. Scott asked staffifthey believed this project would not cause a septic tank saturation in the area. Mr. Gunning replied affirmatively_ Mr. Noe added the proposed development was less intense than a traditional development, and thus would have less of an impact on the drainage system. Mr. Scoa commented the Development Services depaxtment was vigilant when evaluating development projects, and he did not think they would support this project without extensive study. He spoke in support of the proposed project. City Secretary Chapa polled the Council for their votes as follows: 37. ORDINANCE NO. 026071 Amending the Zoning Ordinance, upon application by Ronald A. Voss by changing the zoning map in reference to 18.21 acres out of Flour Bluff and Encinal Farm and Garden Tracts, Section 50, Lot 3, fi.om "R-lB" One-family Dwelling District to "RE" Residential Estates District; amending the Comprehensive Plan to account for any deviations fi.om the existing Comprehensive Plan. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Kinnison was absent. Mayor Neal referred to Item 38, and a motion was made, seconded, and passed to open the public hearing on the following zoning case: Case No. 1004-07. Murray Architects: A change of zoning from an "AB" Professional Office District to a "B- 1" Neighborhood Business District. The property is located north of Agnes Street and between South Tancahua and South Carancahua Streets. City Secretary Chapa said the Planning Commission and staffrecommended approval of the '~B-I" Neighborhood Business District. No one spoke in opposition to the zoning change. Mr. Noyola made a motion to close the public hearing, seconded by Ms. Cooper, and passed. City Secretary Chapa polled the Council for their votes as follows: Minutes - Regular Council Meeting December 14,2004 - Page 23 38. ORDINANCE NO. 026072 Amending the Zoning Ordinance, upon application by Murray Architects by changing the zoning map in reference to Brayton Addition, Block 2, Lots 3, 4, 5, 6, and 7, Chapman Addition, Block 2, Lot 1, from "AB" Professional Office District to "B-I" Neighborhood Business District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; KinnJson was absent. Mayor Neal referred to Item 39, and a motion was made, seconded, and passed to open the public hearing on the following zoning case: Case No. 1004-09, Henry Tucker: A change of zoning from a "F-R" Farm-Rural District to a "R-lB" One-family Dwelling District, a "R-1C" One-family Dwelling District, and a "B-4" General Business District. The property is located 136.73 acres out of Mclntyre Partition of the Mariano Lopez de Herrera Grant, Tract 4, Abstract 606, Nueces County, Texas, as described in Warranty Deed, Volume 2210, Page 748, Deed Records of Nueces County, Texas, located south of Northwest Boulevard and west of Farm-to-Market Road 1889. City Secretary Chapa said the Planning Commission and staffrecorranended approval of the "R-lB" one-family Dwelling District on Tract 1, approval of the "R-lC" one-family Dwelling District on Tract 2, and denial of the "B4" General Business District and in lieu thereof, approval of the "B-1" Neighborhood Business District on Tract 3. No one spoke in opposition to the zoning change. Mr. Chesney made a motion to close the public hearing, seconded by Mr. Noyola, and passed. Mr. Kelly spoke in support of the project, but was concerned about the project's effect on area traffic. The proposed project would be located near FM 1889 and FM 624, and FM 624 was an especially congested roadway. The proposed development of both Tracts l, 2, and 3 were estimated to generate approximately 6,651 new trips a day on FM 1889 and FM 624. He said the congestion on these roadways underscored the importance of the development of CR 52 from Hwy 77 to FM 1889 as an alternate route. City Secretary Chape polled the Council for their votes as follows: Minutes - Regular Council Meeting December 14,2004 - Page 24 39. ORDINANCE NO. 026073 Approval of the "R- lB" One-family Dwelling District on Tract 1, approval of the "R- 1C" One-family Dwelling District on Tract 2, and denial of the "B-4" General Business District and in lieu thereof, approval of the "B-1" Neighborhood Business District on Tract 3. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, and Noyola, voting "Aye"; Kinnison and Scott were absent. Mayor Neal referred to Item 40, and a motion was made, seconded, and passed to open the public hearing on the following zoning case: Case No. 1004-10, Esparza Pest Control: A change of zoning fi.om an "A-I" Apastment House District to a "B-4" General Business District. The property is located in the South Park Subdivision, Block 2, Lot 1, located northeast of South Padre Island access road and Anthony Street intersection. City Secretary Chapa said the Planning Commission and staffrecommended denial of the "B4" General Business District and in lieu thereof, approval of a "B-1" Neighborhood Business District. No one spoke in opposition to the zoning change. Mr. Chesney made a motion to close the public hearing, seconded by Mr. Colmenero, and passed. Ci[y Secretary Chapa polled the Council for their votes as follows: 40_ ORDINANCE NO. 026074 Amending the Zoning Ordinance, upon application by Esparza Pest Control by changing the zoning map in reference to South Park Subdivision, Block 2, Lot 1, fi.om "A-1" Apartment House District to "B-4" General Business District; amending the Comprehensive Plan to account for any deviations from the existing Comprehensive Plan. An emergency was declared, and the foregoing ordinance was passed and approved with the following vote: Neal, Chesney, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Kinnison was absent. Mayor Neal opened discussion on Item 5 regarding the proposed animal control ordinance. Mr. Noe stated since this was a second reading ordinance, staffdid not have a presentation, but was prepared to answer any questions. There were no comments fi.om the audience orthe Council. City Secretary Chapa polled the Council for their votes as follows: Minutes - Regular Council Meeting December 14,2004 - Page 25 5. ORDINANCE NO. 026046 Amending the Code of Ordinances, Chapter 6, Animal Control by renaming the chapter;, redesignating existing Articles III, IV, V, and VI as Articles, V, VI, VII, and VIII, respectively; creating new Articles III and IV; renaming Articles I and II, redesignating certain sections; revising the language of the chapter; providing for penalties. (First Reading 11/16/04) An emergency was declared, and the foregoing ordinance was passed and approved on its second reading with the following vote: Neal, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Chesney and Kinnison were absent_ Mayor Neal opened discussion on Item 4 regarding the adoption of the city's legislative program for the 79t~ Legislative Session for the State of Texas. Special Assistant to the City Manager Tom Utter stated staffusually brought the legislative program before the Council every two years m the fall_ He said the first day of the state legislative session began in January 11 and lasted 140 days. During this legislative session, Mr Utter stated approximately 6,000 bills would be filed, and 1,600 would actually be adopted. Of these 1,600 bills, approximately 150 to 200 bills would directly affect the City of Corpus Christi. He said the last legislative session was one of the more successful the city has experienced, due in large part to the assistance of Senator Hinojosa and Representatives Luna and Seaman. Mr. Utter said he and the city's legislative liaison group would communicate the city's legislative program on a day-to-day basis. In addition, the Mayor and Council and city staff members would be called upon to testify in Austin and Washington D_C. if warranted_ Mr_ Utter highlighted a number of items in the city's proposed legislative program. First, he reviewed the general policy and procedures. In essence, the policies state the city will support legislation that will protect and enhance city revenues and reduce costs for the city, and oppose legislation that will undermine local government control and diminish revenues_ It also states the City Council will determine the city's position on all legislative issues_ In addition, he noted a section stating the city's boards, commissions, and advisory groups may not represent in oral testimony or in writing a position on proposed legislation or administrative action unless that position is first approved by the City Council. Finally, the policy states positions on legislative or admirdstrafive matters originating outside of the City Council shall be submitted to the city manager for review prior to consideration by the Council. Second, Mr. Utter highlighted the proposed program's stance on legislation affecfmg financial integrity. It identified opposition to a reduction of the city's existing fi'anchJse fees as a top priority, followed by support for a state hotel tax for beach maintenance. Third, Mr. Utter briefly mentioned the city's position on essential infrastructure issues. It identified the protection of water rights as a high priority. In addition, the program supported the creation of water conservation districts to allow the city to more effectively implement aquifer storage and recovery projects. Fourth, under community protection and development issues, he identified several priority Minutes - Regular Council Meeting December 14,2004 - Page 26 issues as follows: opposition to legislation eroding the city's current annexation authority; opposition to legislation eroding the city's ability to regulate the location of manufactured housing; and opposition to legislation which would erode municipal authority to regulate development. Fifth, under children and youth issues, he identified the reduction of juvenile crime as a priority issue, especially supporting the continued funding of the Community Youth Development (CYD) program. In addition, he said the program was actively endorsing the expansion of the Children's Health Insurance Program (CHIPS) funding to the greatest extent possible. Sixth, under education issues, the program singled out support for funding for higher education, and the support of local school districts. Seventh, he discussed a number of priorities related to public health and safety issues. He noted the three priority issues listed were included in the last legislative session, but were not adopted. The items are as follows: support for an emergency safety district; support for a child safety regisu-ation fee; and support for a crime or emergency service district. He said these items would be difficult to pass this year as well, but the city's legislative liaison group would make every effort. Eighth, regarding utilities issue, he highlighted the following items: oppose legislation eroding the city's right-of-way control; support legislation verifying access line counts; and support legislation revising the definition of"access line" to incorporate new services as they arise. Ninth, regarding environmental issues, he identified the following priority issues: support for continued allocation of financial resources to protect air quality in near non-attainment areas; support for state funding of the local National Estuary Program; and continued funding of regional water planning. Tenth, regarding economic development issues, he highlighted support for continued funding and legislative support of the Texas Military Planning Commission and other efforts to preserve existing military bases in Texas. Eleventh, under efficient administration issues, Mr. Utter said the city actively supported a number of items including the following: opposition to a sales tax exemption that wasn't a local option exemption; and opposition to property tax exemption that would shif~ the burden to other taxpayers. Finally, Mr. Utter briefly discussed the city's program for federal legislation and action_ He noted the city was strongly supporting the continued and increased funding of the CDBG/HOME programs, especially since there were repons the President's budget would include massive cuts in CDBG funding. In addition, the program opposed funding to cities being routed through state governments. Homeland security funding and funding to maintain local areas' military facilities was also listed as one of the city's highest priorities. Also, he said wherever possible, the city was advocating the coordination with local agencies where there is a commonality of interests, and he mentioned the city would be meeting with CCISD and other entities on Friday for this purpose. Finally, the program advocated the protection of right-of-way fees and authority. Minutes - Regular Council Meeting December 14,2004 - Page 27 In conclusion, Mr. Utter said this legislative session would be interesting because staffdid not believe there would a significant shortfall in the budget. He thanked the city's legislative delegation for their tireless efforts. Mayor Neal mentioned how important is was that the community speak with one voice regarding the legislative agenda issues. He said the city had extended an invitation to the county to meet with the legislative delegation, but said only one commissioner had expressed interest in a meeting. Mr Noe added the city had not received any official written response fi.om the county. Mayor Neal asked staff to continue the city's efforts to meet with the county, because the city's legislative delegation was insistent the arm's local governments work together to fred common ground_ Mr. Noyola asked if the city could make an effort to meet with other area school disa-icts besides CCISD regarding the legislative program. Mr. Utter replied all the school districts had common interests, and the legislators would be meeting individually with all area school districts. For the city's purposes now, the city asked to meet with CCISD only because they constitute the largest school district and because of time cons~'aints. Finally, Mr. Noyola asked staffto look into legislation allowing certain cities to give preference to local businesses when awarding contracts. Mayor Neal asked for public comment. Mr. Bill Kopecky, 3609 Topeka, was opposed to any items in the legislative program that would lead to "revenue enhancements", which he said was a euphemism for higher taxes for taxpayers_ He also spoke against any item that would provide exemptions to the Open Meetings Act. Finally, he advised the city to prepare for the adoption of legislation setting a limit below the 10 percent cap on appraised value increase on homesteads. Mayor Neal asked for Council comments. Mr. Kelly reported he had met with newly elected State Representative Abel Herrero, who singled out state funding of municipal and county drainage projects as a high priority Mr. Kelly supported this as well, and he asked Mr. Utter to include this item in the legislative program. In addition, Mr. Kelly said affordable housing was a priority issue for the city, but one of the impediments to the in-fill lot redevelopment of older neighborhoods was the two-year remititure period required for a foreclosed lot. He advocated for a legislative item providing a sliding scale to shorten the remititure period to accelerate the process. Mr. Utter replied this was a problem for many cities, but there was tremendous opposition to lowering the remititure period. He thought, however, that it might have a better chance of being adopted to some extent this year. Mr. Scott asked who opposed the shortening of the two-year remititure period. Mr. Utter replied individuals with any kind of lien, such as "slum landlords", because it limits the use of the property. Mr. Scott also asked about progress on allowing photographic traffic signals. Mr. Utter replied there was opposition to photographic traffic signals by some groups who feared it was an invasion of privacy. He said when the issue came to a vote at the House, it failed due to a tie vote, which was highly unusual. Mr. Scott mentioned the City of Houston had adopted the photographic traffic signals by passing a local ordinance. Mr. Utter replied that to do this, they made the ixaffic offense of running a red light a civil, rather than a criminal, offense. Mr. Noe added the citation would go to the owner of the vehicle as opposed to the driver. Mr. Scott felt the city should consider Minutes - Regular Council Meeting December 14,2004 - Page 28 taking this action as well, but thought the city should wait and see how the legislative session progressed first. Mr. Scott also asked about progress on authorizing gambling in the state. Mr. Utter said the city's position on gambling had not been to promote gambling per se; rather, the city's position was to be included in the event gambling was authorized for other cities. He said the main opposition to gambling in the state came from gambling interests outside the state, such as Las Vegas, Louisiana, and Mississippi. City Secretary Chapa polled the Council for their votes as follows: RESOLUTION NO. 026045 Resolution adopting the City of Corpus Christi's Legislative Program for the Seventy-Ninth Legislative Session for the State of Texas. The foregoing resolution was passed and approved with the following vote: Neal, Colmenero, Cooper, Garrett, Kelly, Noyola and Scott, voting "Aye"; Chesney and Kinnison were absent. Mayor Neal called for the City Manager's report. There was none. Mayor Neal asked staff to look into Mrs_ Hale's complaints during the public comment per/od about her negative experience at the American Bank Center. Mayor Neal called for Council concerns and reports_ There were none. There being no further business to come before the Council, Mayor Neal adjourned the Council meeting at 3:25 p.m. on December 14, 2004. 2 COUNCIL MEMORANDUM RECOMMENDATION: Motion approving a supply agreement xvith AT Systems Southwest of Har/ingen, Texas for armored courier service in accordance with Bid Invitation No. BI-0036-05 based on most advantageous bid for an estimated annual expenditure of $32,247.00 The term of the supply agreement will be twel;e months with an option to extend for up to two additional twelve-month periods subject to the approval of the supplier and the City Manager or iris designee. This service ~vill be used by the Police. Health, Finance, Park and Recreation, Solid Waste and Aviation Departments mid Municipal Court. Funds have been budgeted in FY 04-05. Purpose: Previous Contract: This service provides for the secure transportation of currency from City Departments to the Cily's Depository. The previous contractor defaulted on the contract, necessitating the competitive procurement and execution of a short-term interim contract with a new provider ~vhich expires on 12-31-04. Bids Invitation issued: Four Bids Received: Two Price Analysis: Basis of Award: Pricing has decreased by 7% from the previous contractor that defaulted and by 41% from the short-term interim contractor. Most Advantageous Bid The bid invitation included a pickup/delivery schedule listing the approximale times for servicing each department. AT Systems is the apparent low bidder based on an alternate pickup/delivery schedule. The standard instructions to bidders allow the City to waive, as an informality, minor deviations from specifications at a lower price than the low bid meeting all aspects of the specifications, if it is determined that the total cost is lower and the overall function is not impaired. Feedback from the using departments indicates the alternate schedule will not adversely affect their operations. Therefore, a recormnendation to a;vard to AT Systems Southwest is submitted. Funding: Finance 530490- l 0flr.~.-10840 Police Dept. 530490-1020-11700 Municipal Court 530490-1020-10440 Aviation 530490-4610-35030 Health Dept. 530490-1020-12600 Park & Recreation Dept. 530490-4690-35200 530490-4690-35210 $9,425.00 5,800.00 3,600.00 4,800.00 2,500.00 4,200.00 4,200.00 lvlichael Barrera ~ Procurement & General Services Manager W 0 ~_ o mm< On' 0~~- 0 OOUj (:2) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o cC o o 0 o o 0 ~ 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 cC 0 o o ~ o 0 o 0o o 0 ED 0 0 0 0 0 0 0 0 d 0 O d d d d d d O E E E E E E E E E E 3 COUNCIL MEMORANDUM RECOMMENDATION: Motion approving a supply agreement for the lease of an office trailer with GE Capital, Corpus Christi, Texas in accordance with Bid Invitation No. BI-0039-05 based on only bid for an estimated first year expenditure of $37,686 60 of which $33,572 is budgeted for FY04-05. The term of the lease is for twelve months with an option to extend the lease for up to four additional lwelve month periods subject to the approval of the City Manager or his designee. The trailer will be used by the Wastewater and Water Departments. ****************************************************************************** Background Purpose: The trailer will be utilized to office approximately twelve employees of the Wastewater and Water Departments and will also inake available a conference room that will be shared by various departments at the Service Center. Re-engineering efforts over the past couple of years have necessitated additional office space be made available to acconnnodate the office requirements of several new job classifications. The first year cost of $37,686.60 includes a one time charge for set up and delivery of $27,810 including three ADA compliant ramps, pre-wiring for LAN coimections, anchoring, utility connections, split AC systems and installation of vinyl skirting. Number of bids Issued: Two Number of bids received: One Award Basis: Only Bid Due to the customized nature of the trailer, the City has received limited response to these types of facilities in the past. Funding: Wastewater 530160-4200-33000 FY04-05 $16,786 Water 530160-4010-30000 FY04-05 16,786 "~--'-'~Micliael Barrera Procurement & General Services Manager Total: $33,572 City of Corpus Christi Purchasing Division Bid Tabulation 12/21/2004 Lease of Double Wide Office Trailer Qty Unit Year 1 Rental Charge Set Up and Delivery (one time charge) Includes ADA compliant ramps, pre-wire of trailer for LAN connections, anchoring, utility connections, split AC systems and vinyl skirting GE Capital Corpus Christi, Texas Total 12 Month $823.05 $9,876.60 I lot 27,810.00 Award Total $37,686.60 Note: If the contract is extended, Years 2 thru 5 rental charge will be at an annula rate of $8,890.68. 4 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: Decefllber 2'1.2004 AGENDA ITEM' A: Resolution authorizing the City Manager, or the C~ Manager's designee, to accept a grant from the Texas Commission of the Arts In the amount of $2,500 in the No, 1067 Federal/State Grant Fund to be used for the Corpus Chdsti Festival of the Ads 2005. B. Ordinance appropriating a grant from the Texas Commission of the Arts in the amount of $2,500 in the No. 1067 Federal/State Grants Fund for the Corpus Christi Festival of the Arts 2005; and declaring an emergency. IBSUE: The Performing Arts Committee of the Arts and Cultural Commission of the City of Corpus Christi Park and Recreation Department will be coordinating and sponsoring the Third Annual Corpus Christi Festival of the Arts 2005. We are going to council to seek approval to accept and then to appropriate the grant. The festival celebrates end promotes Carpus Christi as a cultural center by showcasing its divemitry of artistic and cultural expression in the areas of music, dance, theater, cinema and the visual arts, The previous art festivals have proved to be highly successful in attracting toudsm to the Coastal Bend ama, This grant will assist with the funding of the event for next year, something we am in the process of planning next year's festival. REQUIRED COUNCIL ACTION: Council action Is required to authorize the City Manager or his designee to approlxtete these funds. FUNDING: Texas Commission on the Arts CONCLUSION AND RECOMMENDATION: Staff recommends that the Council pass an ordinance authorizing the Cit~ Manager or his designee to appropriate funds. TEXAS COMMISSION ARTS George R. "Bob" ~nead Bobbe Crawford Loren O. Mcl~bbens W.C. "Abb)" Abern*dq ,Jr Michelle Bain 512/463 5535 800/2529415 512/475 332" Tlh 512/475-2699 lax October i9, 2i1/14 (]ustavc~ \ :dadez City of Coqous Christi Arts and Cultau:al Comnnssion Galvan House, 1581 N. Chapparal (]orpus (~7hristi, FX 78401 GRANT #: 05-26299 TITLE: Core Support Your Revised Budget for the above referenced grant has been approved Tkis grantis~ coa.~, gent upon execution of the enclosed contract by both pardes. The t~vo loose copies of the euclosed contract must be g~'r~d by Gusta*o Valadez and both copies returned to this office by November 2,2004. If there has been a change of authorized official or someone else ~s s~gnmg this contract, include a Ierter to notify us. Expenses f~r tlns project may not be mom.red until the contract has been signed by both pardes. T]~e cop), of d~e contract marked "Organization Copy", along with the Terms and Conditions attached, and all other reformation in this packet, should be~etained in yom' ~e for tJns grant. Please read the enclosed memos: "Managing Yom' Grant", "About your Coum~cr", and "EvaluatSons and Site Visits". Your cop)' ot fine fully executed contract xx~l be returned to you with the grant payment according to yom' requested payment date. If this date has already passed, your payment and contract cop) will be mailed as sc>on as possible. Please remember your grant payment is c/mm~gcnt upon fine availabiltty of state and/or federal funds. If changes arise during the course of fine project (budget items, description, project dates), amendments must be requested in writing in accordance with the Amendments and Changes section of fine Contract. prior to the contract ending date. TCA has no fle~bil/t3' alound flae fiscal ),ear window (September 1 August 31), but will always tr7 to help your orgamzattou d~rough pro)eot changes and transitions. If )on have quesnons or ueed additioual m formation, please call Cassandra Scholte via e- mail cassandr:t(rI::arts state tx us or |~ phone at 512/936-6563, or 800/252-9415 (message only). Sincerely, Ricardo Hernandez Executive Director Texas - State of the Arts #05-26299 CONTRACT FOR SERVICES BETWEEN TEXAS COMMISSION ON THE ARTS AND CITY OF CORPUS CHRISTI ARTS AND CULTURAL COMMISSION ST:VFE OF 'FE3~'\S 0 CC)LiNTT OF TR \VIS V SECTION 1. PARTIES TO CONTRACT Tbzs contract and agreement ts made and entered into by and beaveen the Texas Commission on the Arts, an agency of thc State of Texas, hereinafter referred to as "die Cormmssion'' and, City of Corpus Christi Arts and Cultnral Commission hereinafter referred to as "Senqce Provider." SECTION 2. CONTRACT PERIOD The pehod for performance of rids contract shah conm, ence 9/1/04 and shah terminate 31- May-05. SECTION 3. SERVICES The Sen'ice Provider shal2, durit~g the pcri(~d o~ thi~; contract, provide the ser',qces, acnvifies, and perfomaances m accordance widl Attachment A, whiclx is attached hereto and made a pa~-t of fl~is contract for all purposes as if set fi~rth m full hereto. SECTION 4. GRANT AWARD In consideration of thc Sen, ice Provider's Frill and satisfactory performance of the obhgafions specified m dns contract and sul0jecr to the condJt/ons stated under "Obhgafions of the ConmUssion'' and the "Matching Share" requirement detailed in the Term8 and Conditions, the Conmaission shall pay to ~he Service Provider an amount not to exceed $2,500.00. All fimds provtded by the Corn-rmssion must be expended xvithm the contract period spectfied in Section 2. SECTION 5. EVALUATION REPORT The Service Provider shall subnm to die ConnnJssion not later than 30-Jun-05 a properly completed Evaluation Report Form (ERF). SECTION 6. AIvlENDMENTS AND CHANGES This contract is tile entire agreement of the parties Any changes, deletions, extensions, or amen4ments to fins contract shall be m writing and signed by both parties prior to the ending date of thts contract as specified in Section 2. Any off, er attempted changes including oral modifications, written nonces not signed by both parties, or other modifications of any type shall be invalid. Page 1 of 6 ()RGANIZAIION COPY TEXAS COMMISSION ON THE ARTS CONTRACT FOR SERVICES #05-26299 SECTION 7. MUTUAL OBLIGATIONS The parties hereto have severally and collectively agreed, and by the execution of tkis contract are bound to the mutual obligations and to the performances and accomplishment of the tasks described herein, including the Ten-ns and Conditions w}fich are attached hereto and made a part of this contract. SECTION 8, NON-PAYMENT OF CHILD SUPPORT "Under Section 231.006, Fanfily Code, the vendor or applicant certifies that the individual or business entity named m the contract, bid, or application is not ineligthle to receive the specified grant, loan, or payment and acknowledges that thS. s contract may be terminated and payment may be withheld if rkis certification is inaccurate." If the contractor or owner ora 25 percent or greater interest in the contractor is more than 30 days in acrears in the payment of an obligation to pay child support, the contractor may not receive payments under the contract and the contract may be cancelled. By signing this contract, you are certifying that you are in compliance with the above provision. The dispute resolution process provided for in chapter 2260 of the Texas Government Code must be used by the Texas Cornnfission on the Arts and "CONTRACTOR" to attempt to resolve all disputes arising under this contract. The ten'ns of this contract are accepted by the parties. Pemon~ signing are expressly authorized to obligate the parties to the terms of this contract. SERVICE PROVIDER ARTS TEXAS COMlVIISSION ON THE Signature of Authorized Official Mary Beck, Dkector of Finance Typed Name and Title Date Date Gustavo Valadez City of Corpus Christi Arts and Cultural Commission Arts & Cultttral Commission Galvan House 1581 N. Chapparal Corpus Christi, TX 78401 Corpus .Christi, TX. 78401 Page 2 of 6 Page 1 of 2 RESOLUTION AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO ACCEPT A GRANT FROM THE TEXAS COMMISSION OF THE ARTS IN THE AMOUNT OF $2,500 IN THE NO. 1067 PARK AND REC. GRANT FUND TO BE USED FOR THE CORPUS CHRISTI FESTIVAL OF THE ARTS 2005; AND DECLARING AN EMERGENCY. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS; SECTION 1. The City Manager, or designee, is authorized to accept a grant from the Texas Commission of the Arts in the amount of $2,500 in the No. 1067 Park and Rec. Grant Fund to be used for the Corpus Chdsti Festival of the Arts 2005. A'I-rEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor Approved: 15 December 2004 Chief, Administrative Law Section Senior Assistant City Attomey For City Attomey J:\LEG- )lR\DoyleD.Curtis\MYDOCS~003.04\ORD2003.04\Resolutl.ons\121504DC.TxCommls.sionArts. Accept. GranLCC.Fe~vaI.Arts2005.Res.doc Corpus Christi, Texas of ,2004 The above resolution was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison John Longoda Jesse Noyola Mark Scott Page 2 of 2 {:~LEG- ) ~\Doy~e D.C u dis~VIYD OCS~2003.04\ORD2003.04\Reso~u'd.ons\l 21504DC .TxC~m mls.slonArts.Accep[.G ran L C C.Fe slJvaI.Art s2005.Res.doc Page 1 of 2 ORDINANCE APPROPRIATING A GRANT FROM THE TEXAS COMMISSION OF THE ARTS IN THE AMOUNT OF $2,500 IN THE NO. 1067 PARK AND REC. GRANTS FUND FOR THE CORPUS CHRISTI FESTIVAL OF THE ARTS 2005; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That a grant in the amount of $2,500 is appropriated in the No. 1067 Park and Rec. grants fund for the Corpus Chdsti Festival of the Arts 2005. SECTION 2. That upon written request of the Mayor or five Council members, copy attached, the Cl~y Council (l) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the __day of ., 2004. A'I-I'EST: THE CITY OF CORPUS CHRISTI Arrnando Chapa City Secretary Samuel L. Neal, Jr. Mayor Approved 6 December 2004 Doyle D. Curtis Chief, Administrative Law Section Senior Assistant City Attorney For City Attorney Page 2 of 2 Corpus Chdsti, Texas Day of ,20 TO THE MEMBERS OF THE CITY COUNCIL Corpus Chdsti, Texas For the reasons set forth in the emergency clause of the foregoing ordinance an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott 5 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: December 21, 2004 AGENDA ITEM: A. Resolution authorizing the City Manager, or the City Manager's designee, to accept a grant from the Texas Department of Health amount of $10,000 in the No. 1067 Federal/State Grant Fund to be used for the Coordinated Community Approach to Promote Wellness (CCAPWelI) to develop a strategic plan to combat Obesity in our community. B. Ordinance appropriating a grant from the Texas Department of Health in the amount of $10,000 in the No. 1067 Federal/State Grants Fund for the Coordinated Community Approach to Promote Wellness (CCAPWelI) ISSUE: The City of Corpus Christi has been awarded a $10,000 grant from the Texas Department of Health. This grant was awarded to one rural community and one urban community. The grant is to develop a strategic plan to combat obesity. Once the process is complete the City and the plan will be a model that will be implemented in other cities throughout the state. REQUIRED COUNCIL ACTION: Council action is required to authorize the City Manager or his designee to accept and appropriate these funds. FUNDING: Texas Department of Health CONCLUSION AND RECOMMENDATION: Staff recommends approval of the resolution and ordinance. ~ aa ~' a~dV I iRk~ cDr ~;i i o n BACKGROUNDINFORMATION In 2000, the Surgeon General addressed the issues of the increasing number of persons, of all ages, who are overweight and obese. In October 2001, the Coastal Bend Health Education Center (CBHEC) convened a networking workshop with the title of: Coordinated Community Approach to Promote Wellness (CCAPWelI). The overall purpose of this initial meeting was to obtain information on services provided to address the increasing rate of obesity and diabetes in the Coastal Bend area, and identify steps needed to address these issues. Subsequently, in January 2002, the Texas Cooperative Extension's Family and Consumer Sciences (FCS) advisory Committee evolved into a group which combined its efforts with those of CCAPWell In fall of 2002, the CCAPWell group became re-organized and decided that its focus would be in "preventive health". The group reviewed the Surgeons General's "Call to Action" and a state plan termed "Strategic Plan for Prevention of Obesity in Texas," and used them as models to develop goals, objectives and actions plans for CCAPWell in the Coastal Bend. The City of Corpus Christi Park and Recreation Department is an active member of this coalition in an effort to expand its effort in promoting wellness as part of the recreation programs. In January 2003, the Texas Department of Health sought two communities in Texas that would represent rural and urban environments for its Community Plan to Prevent Obesity and Other Chronic Diseases Inter-local Grant. The grant funded communities, such as Corpus Christi, will be expected to continue to develop partnerships and infrastructure to plan, implement, and evaluate a community plan to combat obesity and related chronic diseases; complete needs assessment and community surveillance activities, then work with University of Texas staff to incorporate results into the planning process; develop an implementation and evaluation plan along with a timeline for stated activities. :ONTRtCT FOR PUBLIC HEALTH ~ERVICES Contract Jasued by: (RECEIVING AGENCY) TEXA~ DEPARTMENT OF HEALTH 1100 WF_3T 49TM STREET AUSTIN, TEXAS 78756-3199 TDH DOCUMENT NO. 7460~5741B2005 KR Venue: The provisions of thh Comrac{ s{~ll be in~rproted in accordanc~ with Texas law. Venue for any court disputes shall b~ in Travis Couniy, 'PI~FORMING AGEIVCY NAME: CITY OF CORPUS CHRISTI PARK AND RECREATION DEPT MLiII,fNG ADDRF_~: 1201 LEOPARD ST CORPUS CHRISTI TX 78401-2120 Sq'ltMJ~'l' ADDRF_,,~: 1201 LEOPARD ST CORPUS CI~TI TX 78401-2120 NP~M]I OF AKrt'tiO~IY~AJ DATA Clf mx tim same as PERFORkf[NO AGENCY or AUTHO~r'/~n CONT]IACTING EIV'ITi'¥; must b~ on ~e with the Tex.~ Sta~ 3omp~oll~c's Office,): rate of T.~'=. Vend~r ldentffieatlnst No. (14 dfg~) [ PAYEE AGENCY 7460005741028 I Year Ending Month: December A'g']~ BUSgN"E~ ]~NFORMATION FOR STATI~T]CAL REPORT]NG: Pleas~ ~ t~ ~ai~gorie~ thai apply to your busings. Sn~ll Busineaa - A cnslgg~n, sole Igopriemtahlp.., et other legnl ,.~..y fro'reed fo~ the Imipose of makt~ · profit which is tnd~end~nfly owned ami c~ and I~a fewer d~an 100 employ~ or has leas than $I.000,000 in anntud ~ro~s receipts. Hi~rically Und~utilized BuameM (HUB) - A c. orpor~tlon, sole prupnetOrslfip, or joinl vcm~'e forme~ for the putpos~ of m~dn8 a prol~ in which a~ lea~ 51 Wi of all c1=.~-~ of tt~ slates of s~c.k or o~er equitable mecurities ar~ owned by o~ or more l~rSons who have b~m hlswrically ,,,-,a,,a~tiltz~ (socially disadvamaged) because of theft kle~Iificaiion as m~mbers of ccrlaia groups: Black Amc/lean, ~ Anm'ican. A~i,m P~clfic American, Nnlive Amerkan, and Women. The HUB must be certified by Texas Buildi~ and P~remem Commi~.don ot another ~nti~y. For l~ofit O~ganizatiou IblIMARy OF coWrRACT DOCLqvlP_J,~ATION: )n,rE~ PAGE I - R~e.~ivin~ and Performim, Agency Dila }~/ER PAGE 2 - Details of Auacl~nt(s) )VER PAGE 3 - Aufl~orized Signatures GE~IE.RAL PROVISIONS - 1 ATrACltMENT(S) EXH~IT$, IF APPLICABLE Cover Page 1 DETAILS OF ATTACHMENTS Att/ Program ID/ Term Amd TDH Purchase Order No. Number Begin End BNS/NUTR~ 01 00OX)02275 06/30~1 TDH Docume~ No.7460005741B2005 06/291O5 *Federal funds are indicated by a number from the Catalog of Federal Domestic Asaisrnne~e (CFDA), if applicable. REFER TO BUDGET SECTION OF ANY ZERO AMOUNT ATTACHMENT FOR DETAILS. Cover Paee 2 RESOLUTION AUTHORIZING THE CI'I'Y MANAGER, OR DESIGNEE, TO ACCEPT A GRANT FROM THE TEXAS DEPARTMENT OF HEALTH IN THE AMOUNT OF $10,000 FOR THE COORDINATED COMMUNITY APPROACH TO PROMOTE WELLNESS (CCAPWELL) CONSORTIUM FOR UNIVERSITY OF TEXAS AT AUSTIN STAFF TO REVIEW AND EVALUATE COMMUNITY SURVEY DATA CONCERNING NUTRITION ASPECTS OF OBESITY HEALTH PROBLEMS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS; SECTION 1. The City Manager, or the City Manager's designee, is authorized to accept a grant from the Texas Department of Health in the amount of $10,000 for the coordinated commun~ approach to promote wellness (CCAPWelI) consortium for University of Texas at Austin staff to review and evaluate community survey data concerning nutrition aspects of obesity health problems. A'I-rEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Approved: December 8, 2004 Lisa Aguilar~~ Assistant City Attorney for City Attorney Samuel L. Neal, Jr. Mayer Corpus Chdsti, Texas of ,2004 The above resolution was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garret[ Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott ORDINANCE APPROPRIATING A GRANT IN THE AMOUNT OF $10,000 FROM THE TEXAS DEPARTMENT OF HEALTH IN THE NO. 1067 PARK AND RECREATION GRANTS FUND FOR THE COORDINATED COMMUNITY APPROACH TO PROMOTE WELLNESS (CCAPWELL) CONSORTIUM FOR UNIVERSITY OF TEXAS AT AUSTIN STAFF TO REVIEW AND EVALUATE COMMUNITY SURVEY DATA CONCERNING NUTRITION ASPECTS OF OBESITY HEALTH PROBLEMS; AND DECLARING AN EMERGENCY BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That a grant in the amount of $10,000 from the Texas Deparl~nent of Health is appropriated in the No. 1067 Park and Recreation Grants fund for the Coordinated Community Approach to Promote Wellness (CCAPWelI) Consortium for Universk'y of Texas at Austin staff to review and evaluate communk'7 survey data concerning nutrition aspects of obesity health problems. SECTION 2. That upon written request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the day of ,2004. ATTEST THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Approved: December 8, 2004 Lisa Aguilar LM Assistant City Attorney for City Attorney Samuel L. Neal, Jr. Mayor Corpus Christi, Texas Day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Chdsti, Texas For the reasons set forth in the emergency clause of the foregoing ordinance an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Mayor City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenem Melody Cooper Henry Garrett Bill Kelly Rex A_ Kinnison Jesse Noyola Mark Scott 6 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: December 21, 2004 AGENDAITEM: Item A: A resolution authorizing the city manager or his designee to accept an amendment to the current immunization grant from the Texas Department of State Health Services (OSHS) in the amount of $96,233 for personnel costs, fringe benefits, travel, and supplies for the immunization program. Item B: An ordinance appropriating an amended grant from the Texas Department of State Health Services (DSHS) in the amount of $96,233 in the no. 1066 health grants fund for personnel costs, fringe benefits, travel, and supplies for the immunization program; and declaring an emergency. ISSUE: Immunization services are among a variety of preventive health services offered by the Health District that are funded by the Texas Department of State Health Services (DSHS). Immunization funding (Attachment No. 02C to Contract 7460005741-2005, Change No. 10) is an increase in the amount of $96,233 which covers personnel, fringe benefits, travel, and supplies to maintain an immunization program for children, adolescents, and adults, with special emphasis on children two years of age or younger. This attachment is an increase for additional funds to conduct services through August 31, 2005. REQUIRED COUNCIL ACTION: Approval of the contract attachment and appropriation of funds. PREVIOUS COUNCIL ACTION: Council approved and appropriated funding through December 31, 2004 on September 28, 2004. FUNDING: There is no match funding required. CONCLUSION AND RECOMMENDATION: Recommend City Council to approve the contract attachment and appropriate funding for continuation of immunization services. BACKGROUNDINFORMATION BACKGROUND: The Texas Department of State Health Services (DSHS) has supported the Health District Immunizations Program through grant funding for many years. The Immunizations Program of the Health District has provided 48,166 immunizations to 26,759 persons during the past year. In addition to direct client services, the contract supports promotion of the need for immunizations to the general public and the medical community, as well as surveillance and investigation of vaccine- preventable diseases. It also enables the Health District to provide audits of schools and day care centers' to assist them in complying with state requirements for immunization of children. This contract requires no matching funds. DEPARTMENT OF STATE HEALTH SERVICES 1100 WEST 49TH STREET AUSTIN, TEXAS 78756-3199 STATE OF TEXAS COUNTY OF TRAVIS DSHS Document No. 7460005741 2005 Con~act Change Notice No. 10 The Department of State Health Services, h~einafter referred to as RECEIVING AGENCY, did heretofore enter into a contract in writing with CORPUS CHRISTI-NUECF..S COUNTY PUBLIC I-IE. ALTH DISTRICT (CITy) hereinaftex referred to as PERFORMING AGENCY. The parties them~ now desire to amend such con~'act attachment(s) as follows: SUMMARY OF TRANSACTION: ATt NO. 02C: IMMUNIZATION BRANCH - LOCALS All terms and coadifions not hereby amend~l remain in full force and effect. EXECUTED IN DUPLICATE ORIGINALS ON THE DATES SHOWN. CORPUS CHRISTI (CITY OF) Authorized Cona'acting Entity (type above if different fi.om PERFORMING AOENCY) for and in behalf of: PERFOR..,MIING AGENCY: CORPUS UI:IRISTI-NUECES COUNTY PUBLIC I-rI*.ALTH DISTRICT (CITY) By: (Signature of person authorized to sign) CN'mme and Title) Date: RECOMMENDED: By: (PERFORMING AGENCY Dtrector, if different from p~"son authorized to sign contract RECEIVING AGENCY: DEPARTMENT OF STATE HEALTH SERVICES By: (Signature of pe~on authorized to sign) Bob Burnette, Director Proeu~ment and Con~actin~ Scnwic~ Div/$ion (Name and Title) LF PCSD - Rev. 6/04 Cover Page 1 DETAILS OF ATTACHMENTS Atl/ DSHS Program ID/ Term Financial Assistance Direct Total Aw~unt Amd DSHS Purchase Assist~ance (DSHS Share) No. Order Number Begin End Source of Amount Funds* 01 0000ff)1621 01/01/04 12/31/04 93.116 91,523.00 0.00 91,523.00 02C 0000001760 01/01/04 08/31/05 State93.268 240,583.00 0.00 240,583.00 DIAB/CDSP 03 0000002261 07/01/O4 03/29/05 93.988 89,010.00 0.00 89,010.00 'rB/PC 04 C038605000 09/01/04 08/31/05 State 149,797.00 0.00 149,797.00 ttIVISURV 05 C039131000 09/01/04 08/31/05 State 39,716.00 0.00 39,716.00 OPHP/LPHS 06 C039285000 09/01/04 08/31/05 State 93.991 222,333.00 0.00 222,333.00 OPI-IP/B IOTERR 07 0000300752 09/01/04 08/31/05 93.283 640,245.00 0.00 640,245.00 BNS/W1C-CARD 08 0000301442 10/01104 09/30/05 10.557 0.00 0.00 0.00 DSHS Document No.7460005741 2005 Totals Change No. 10 $1,473,207.00 $ 0.00 $1.,473,207.00 *Federal funds are indicated by a number from the Catalog of Federal Domestic Assistance (CFDA), if applicable. R~I~ER TO BUDGET SECTION OF ANY ZERO AMOUNT ATTACHMENT FOR DETAILS. Cover Page 2 DOCUMENT NO. 7460005741-2005 ATTACHMENT NO. 02C PURCHASE ORDER NO. 0000001760 PERFORMING AGENCY: CORPUS CHRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) RECEIVING AGENCY PROGRAM: EVIIvII. JNIZATION BRANCH TERM: January 01, 2004 THRU: August 31, 2005 It is mutually agreed by and between the contracting parties to amend the conditions of Document No. 7460005741 2005 432B as written below. All other conditions not hereby amended are to remain in full force and effect. SECTION I. SCOPE OF WORK, 2nd paragraph, is replaced with the following: PERFOR/vlING AGENCY will provide essential pubhc health services as specified in PERFORMING AGENCY'S approved 2004 Interlocal Application for Immunization Services, dated June 16, 2003, and subsequent renewal applications, incorporated herein and made part of this contract Attachment. Any revisions to these documents shall be approved by RECEIVING AGENCY Program and transmitted in writing to PERFORMING AGENCY. SECTION I. SCOPE OF WORK, 8th paragraph, is replaced with the following: PER.FORMING AGENCY shall ensure a health care workforce that is knowledgeable about vaccines, vaccine safety, vaccine-preventable diseases, and delivery of immunization services. SECTION I. SCOPE OF WORK, 16"` paragraph, is replaced with the following: PERFORMING AGENCY shall provide to RECEIVING AGENCY Program periodic data transfers of all vaccines administered in a format that is compatible for inclusion in the statewide immun/zation registry, ImmTrac, and in accordance with the schedule provided by RECEIVING AGENCY. SECTION I. SCOPE OF WORK, 17"' paragraph, bullets 1, 10, and 14. are replaced with the following: · PERFORMING AGENCY'S approved 2004 Interlocal Application for Immunization Services, and any revisions or subsequent renewal applications; · RECEIVING AGENCY'S Standards for Public Health Clinic Services, revised August 31, 2004; · Standards for Child and Adolescent Immunization Practices, February 8, 2002, recommended by the National Vaccine Advisory Committee, approved by the A'I'FACI-IMENT - Page t United States Public Health Service, and endorsed by the American Academy of Pediatrics. SECTION I. PERFORMANCE MEASURES, is replaced in its entirety with the following: All activities shall be performed in accordance with PERFORMING AGENCY'S Annual Plan and detailed budget as approved by RECEIVING AGENCY Program based on the Interlocal Application for Immunization Services, dated June 16, 2003 and any subsequent renewal applications. The following performance measure(s) will be used, in part, to assess PERFORMING AGENCY'S effectiveness 'in providing the services described in this contract Attachment to the service area, without waiving the enforceability of any of the terms of the contract Attachment. PERFORMING AGENCY shall submit to RECEIVING AGENCY Program the monthly reports of doses admimstered and the monthly biological order form in a format provided by RECEIVING AGENCY and in accordance with the schedule provided to PERFORMING AGENCY by RECEIVING AGENCY Program. PERFORMING AGENCY shall implement an immunization reminder and recall system to notify parents or guardians of children less than 36 months of age when immunizations are due or past due. The notifications may be automated or manual and may consist of mall or telephone contacts. PERFORMING AGENCY shall complete 100% of annual assessments in sub- contxacted entities and local Women, Infant and Children (WlC) clinics u~sing the Assessment, Feedback, Incentives, and exchange (AFIX) methodology as assigned by RECEIVING AGENCY. PERFORMING AGENCY shall submit assessment results to RECEIVING AGENCY Program within two (2) weeks after completion. PERFORMING AGENCY shall recruit and em-oil providers into the Texas Vaccines for Children (TVFC) program. PERFORMING AGENCY will perform the following applicable required act/vities: 1. Implement a plan to improve vaccination coverage levels; 2. Work with the local WlC agencies for referral of under-vaccinated WIC em'ollees; 3. Ensure that expired, wasted, and unaccounted for vaccines do not exceed 5% for DTaP, Hib, hepatitis B, IPV, MMR, PCV7, and varicella vaccines; 4. Decrease the proportion of duplicate records or questionable matches in ImmTrac; 5. Increase the percentage of children less than six (6) years of age participating in ImmTrac; 6. Increase the number of registered provider sites for ImmTrac; 7. Increase TVFC provider enrollment; 8. Increase the number of educational opportunities on vaccine-preventable diseases available to public and private providers; ATTACI{MENT - Page 2 9. Complete 100% of assigned TVFC follow-up site visits; 10, Promote and ensure immunization services are provided for all age groups with emphasis on pockets of need; 11. Increase the reporting of varicella cases; 12. Complete 90% of vaccine-preventable disease investigations within thirty (30) days from date reported; 13. Identify all infants born to hepatitis B surface antigen (I-IBsAG)-positive pregnant women. PERFORMING AGENCY shall investigate 100% of suspected hepatitis B infections in pregnant women to ensure appropriate treatment and follow-up as directed by Health and Safety Code §81.090 and RECEIVING AGENCY'S Vaccine-Preventable Disease Surveillance Guidelines; 14. Ensure all reported infants born to I-IBsAg positive women receive hepatitis B vaccine and Hepatitis B Immune Globulin (HBIG) within seven (7) days of birth; 15. Complete 100% of assigned childcare facility assessments or surveys; and, 16. Complete 100% of assigned private school assessments or surveys. Activities may be subsequently mended as directed by the Centers for Disease Control and Prevention and RECEIVING AGENCY Program. RECEIVING AGENCY Program must approve, in writing, any revisions to the PERFORMING AGENCY'S Annual Plan. SECTION II. SPECIAL PROVISIONS, 2nd, 3rd, and 5m paragraphs are replaced with the following: Funds shall not be used for purchase of vaccines, inpatient care, construction of facilities, or debt retirement in accordance with RECEIVING AGENCY Interlocal Application for Immunization Services, dated June 16, 2003 and any subsequent renewal applications. Travel expenses shall be reimbursed according to current state travel regulations and shall not exceed the reimbursement for mileage allowed under the Appropriations Act. PERFORMING AGENCY is requited to complete and submit the following reports utilizing a format provided by RECE1WING AGENCY Program: Report TyI~ Programmatic Programmatic Programmatic Programmatic Programmatic Programmatic Final Summary Repo~ting Period 1/1/04 - 3/31/04 4/1/04 - 6/30/04 7/1/04- 9/30/04 10/1/04 - 12/31/04 1/1/05 - 4/30/05 511105 - 8/31/05 1/1/04 - 8/31/05 Report Due Date 4/30/04 7/30/04 10/30/04 1/30/05 5/30/05 9/30/05 10/30/05 ATTACHMENT - Page 3 DEPARTMENT OF STATE HEALTH SERVICES RECEIVING AGENCY PROGRAM: IMMUNIZATION BRANCH PERFORMING AGENCY: CORPUS CI-IRISTI-NUECES COUNTY PUBLIC HEALTH DISTRICT (CITY) CONTRACT TERM: 01/01/2004 THRU: 08/3 U2005 BUDGET PERIOD: 01101/2004 THRU 08/31/2005 DSH$ DOC. NO. 7460005741 200502C CHG. 10 REVISED CON'IIL~CT BUT)GET FINANCIAL ASSISTANCE OBJECT CLASS CATEGORIES CURRENT APPROVED CHANGE NEW OR REVISED B~T (A) REQUESTED (B) BUDGET (C) P~rsonnel $107,054.00 $77,018.00 $184,072.00 Fringe Benefits 26,677.00 19,215.00 45,892.00 Travel 2,365.00 0.00 2,365.00 Equipment 0.00 0.00 0.00 Supplies 4,186.00 0.00 4,186.00 Contractual 0.00 0.00 0.00 Other 4,068.00 0.00 4,068.00 Total Direct Charges $144,350.00 $96,233.00 $2405 83.00 Inditer c-'l~rges 0.00 0.00 0.00 TOTAL $144,350.00 $96,233.00 $240,583.00 PERFORM3[NG AGENCY SHARE: Program Income 0.00 0.00 0.00 Other Match 0.00 0.00 0.00 RECEIVING AGENCY SHARE PEKFORMEqG AGENCY SHARE Detail on Iadirect Cost $144,350.00 $96,233.00 $240583.00 $0.00 $0.00 $0.00 Rate Type: Rate 0,00 Base $0.00 Total $0.00 Budget Justification: Amendment to extend conlxact ~crn and incre..as~ amount with 8 months of funding in order to r~tum contract term to the State Fiscal year. No revision to number served. ForraNo GC-9ECPS-Rev 10/04 Firamcial sUitus reports are due the 30th of April, 30th of July, 30th of October, 30th of Ma.rch, 30th of June, 30th of September, and the 30th of November. A RESOLUTION AUTHORIZING THE cl'rY MANAGER OR HIS DESIGNEE TO ACCEPT AN AMENDMENT TO THE CURRENT IMMUNIZATION GRANT FROM THE TEXAS DEPARTMENT OF STATE HEALTH SERVICES IN THE AMOUNT OF $96,233 FOR PERSONNEL COSTS, FRINGE BENEFITS, TRAVEL, AND SUPPLIES FOR THE IMMUNIZATION PROGRAM. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The Cit~ Manager or his designee is authorized to accept an amendment to the current immunization grant from the Texas Department of State Health Services in the amount of $96,233 for personnel costs, fringe benefits, travel, and supplies for the immunization program. A'i-FEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor APPROVED: December 14, 2004 As si~s t~ ~2 i~,~A~°~r,n, e Y for the City Attorney H:~EG-DIR~el[zabeth~Dep[ Files\EH Resolutions~EHres150.doc Corpus Christi, Texas ,2004 The above resolution was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:~LEG-DIR~lizabeth~Dep[ Files~EH Resolutions~EHres150 doc AN ORDINANCE APPROPRIATING AN AMENDED GRANT FROM THE TEXAS DEPARTMENT OF STATE HEALTH SERVICES IN THE AMOUNT OF $96,233 IN THE NO. 1066 HEALTH GRANTS FUND FOR PERSONNEL COSTS, FRINGE BENEFITS, TRAVEL, AND SUPPLIES FOR THE IMMUNIZATION PROGRAM; AND DECLARING AN EMERGENCY. BElT ORDAINED BY THE CITY COUNClL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. An amended grant, from the Texas Department of State Health Services, in the amount of $96,233, is appropriated in the No. 1066 Health Grants Fund for personnel costs, fringe benefits, travel, and supplies for the immunization program. SECTION 2. Upon the written request of the Mayor or five Council members, copy attached, the City Council: (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs, and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure on this the day of ,2004. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor APPROVED: December 14, 2004 Assista _~. City Attomey for the City Attorney '~' H:\LEG-DIR~llzabe[h~)ep[ Files~EH Ordinances~J~Hordl61 doc Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL: Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emer- gency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: I~ve, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:~LEG-DIR~el[zabe[h~ep~ Flier',EH Ordinance~EHordl61 dec 7 AGENDA MEMORANDUM DATE: December 21,2004 SUBJECT: Cefe Valenzuela Landfill - Project No. 5038 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute Amendment No. 10 for engineering services with Shiner, Moseley & Associates, Inc. in the amount of $222,000 for design phase services for the Cefe F. Valenzuela Landfill. ISSUE: Project design was largely completed in 2002, but needs to be updated to address code updates, regulatory changes, technical advances and to re-verify site conditions prior to bidding. FUNDING: Funds are available from the Public Health and Safety CIP Fund. RECOMMENDATION: Staff recommends approval of the motion as presented. scobar, P. E., Director of Engineering Services Additional Sul313ort Material: Exhibit "A" Background Information Exhibit "B" Contract Summary ADDITIONAL INFORMATION BACKGROUND: Cafe Valenzuela Landfill has involved a long and complex history. The City began work on the development of a new replacement landfill in the early 1990's. In July 1992, the City Council appointed a Landfill Site Advisory Committee comprised of nine members to select a suitable site for the City's new landfill. On June 1993, the committee presented their selection of the current site to the Council. The property selected was acquired from Mr. John O. Chapman, Jr., et ux., and contains 2,773.59 acres of land. Plans and specifications were brought to largely complete level in 2002. The City elected to defer bidding for the construction of Cafe Valenzuela due to remaining capacity at J.C. Elliott Landfill. Proceeding with construction in 2002 would have required a premature expenditure of funds and increase in solid waste disposal fees. Update and revision of the plans are required due to: · Design and building code updates; · Changes in the availability of equipment and furnishing schedules and specifications; · Changes in TCEQ solid waste regulations relating to air permits and calculations; · Possible changes in field topography since original topographic surveying requiring field verification; and · Changes in construction cost that require a new opinion of probable cost. Proceeding with revision and finalization of the plans and specifications will allow the bids for Cafe Valenzuela to be opened during April of 2005. This schedule would allow Cafe Valenzuela to be complete and available for service during July 2006. J.C. Elliott Landfill is nearing the end of its usable life as a full service municipal landfill. J. C. Elliott is presently receiving approximately 37,000 cubic yards of waste per month. A significant increase in the disposal rate can occur due to major storm damage. The remaining capacity of the landfill would be exhausted by October 2006 if the disposal rate were to increase to 50,000 cubic yards per month. It is anticipated that J.C. Elliott will continue operation as a collection/transfer station for citizen waste drop-offs, vegetation and mulching operations, household hazardous wastes and other programs. FUTURE COUNCIL ACTION: Council will be requested to address a number of actions relating to solid waste during the next two years. These actions include award of: · contracts for collection and transfer station; · contracts for design of J. C. Elliott disposal cell 11; · contracts for final cover phases; · Cafe Valenzuela engineering construction phase services; EXHIBIT "A" Page 1 of 2 · construction materials testing and laboratory testing services and TCEQ required liner/cover reports; and · construction of Cefe Valenzuela. CONTRACT SUMMARY: The contract summaries are attached. See Exhibit B. FUNDING: Funding is available from Public Health and Safety CIP Fund. EXHIBIT "A" Page 2 of 2 CONTRACT SUMMARY SECTION III. ADDITIONAL SERVICES The Engineer is authorized to proceed with the following services: A. ADDITIONAL SERVICES (DESIGN PHASE) TASK 3.15 The Engineer will undertake and complete the following work items as part of this amendment: Code Updates The Engineer will review updated codes, revise calculations relating to those codes and make changes to the project design as warranted by the updated codes Equipment and Furnishing Schedules and Specifications The Engineer will review equipment and furnishing schedules to determine if those items specified are still available and appropriate for the project. The Engineer shall take particular care to ensure that data processing equipment is updated. New equipment and furnishings will be incorporated into the design as appropriate. Regulatory Updates The Engineer will employ a sub-consultant to address air permit requirements and calculations and prepare documentation required for the site to secure the required permit. Public Outreach The Engineer and its sub-consultant will participate in and assist the City with meetings with interested parties and prepare information related to the site development for up to five additional meetings. Surveying The Engineer will undertake such re-surveying as may be required to address and identify changes in site conditions The Engineer will re-survey the Petronila Creek outfall of the off-site drainage channel and verify the project benchmark and control points at the Cefe Valenzuela Landfill. Opinion of Probable Construction Costs The Engineer will update the opinion of probable construction cost to current levels and incorporate changes made since the last submittal of probable cost. SECTION VI. FEE is amended by the insertion of Phase III fees to read: "Section VI. FEE. The City will pay the Engineer a restated total not to exceed fee of $2,332,880.00, This fee will be full and total compensation for all services provided and expenses incurred, This amendment authorizes the following fees: A, FEE FOR ADDITIONAL SERVICES The City agrees to pay the Engineer for services provided in accordance with the Scope of Services and Fee under this Amendment, a fee for additional services not to exceed $222,000.00. The revised total fee as amended is not to exceed $2,662,620.00, The total amended fee is the full and total compensation for all services provided and expenses incurred by the Engineer. For services provided in Section III "Additional Services", the Engineer will submit monthly statements for basic services rendered. Engineer's statement will be based upon Engineer's estimate of the proportion of the total services actually completed at the time of billing. For services authorized by the Director of Engineering Services under Section III "Additional Services", the City will pay the Engineer a fixed fee for providing services authorized as shown by the Summary of Fees. Exhibit B Page I of 2 SUMMARY OF FEES AUTHORIZATION Odginal Contrac~ Amendment No. 1 Amendment No. 2 Amendment No. 3 Amendment No, 4 Amendmenl No. 5 Amendment No. 6 Amendment No. 7 Amendment No. 8 Amendment No. 9 Phase III - Additional Services (Design Phase) Amendment No. 10 Subtotal Phase ~11 - Additional Services (Construction Phase) 4.01 Construction Surveillance 4.02 Construction Management 4.03 Construction Management 4.04 QNQC Landfill Construction 4.05 Landfill Pre-Opening Meeting 4.06 Windstorm for All Buildings 4.07 Project Warran~ Total FEE $1,485,800 129,250 12,000 14,350 2,800 10,000 167,700 579,260 14,720 24,740 1222,000 To Be Negotiated To Be Negotiated To Be Negotiated To Be Negotiated To Be Negotiated To Be Negotiated To Be Negotiated $2,662,620.00 Exhibit B Page 2 of 2 8 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: December 21, 2004 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute Amendment No. 17 to the Contract For Professional Services with Shiner, Moseley and Associates of Corpus Christi, Texas, in the amount of $67,500 for the Major Storm Water Outfalls. ISSUE: Due to various failures that have occurred in the Ci~s storm drainage system, the City awarded a contract for the assessment of approximately 13 miles of that system, which was completed in January 2004. This amendment will add additional engineering, drafting surveying and construction administration for the major outfaJl repairs (Phase I, Part B). FUNDING: Funding for this project is available in the FY 2003-2004 Storm Water Capital Improvement Program. CONCLUSION AND RECOMMENDATION: Staff recommends approval of the moiton as presented. D~'r, ector of Storm ~Nater Department r ~" Director of Engineering Services Additional Sumx)rt Material: Exhibit 'A" Background Information Exhibit ~B" Contract Summary Exhibit ~C" Location Map AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION SUBJECT: Major Storm Water Ouifall Project (Nos. 2206 and 3127) PRIOR COUNCIL ACTION: 1. November 25, 1997 - Approval of seawall investigation and use of Gateway proceeds. (Motion No. M97-347) 2. March 24, 1998 · Motion authorizing the execution of a contract in the amount of $36,804 with Bracco Construction Co. for Seawall Inspection at Panels 205 and 206. (Motion M98-084) · Motion to authorize award of a seawall condition assessment in amount of $386,000 to Shiner Moseley and Associates, Inc. (Motion No. M98-085) · Motion to authorize execution of a contract for geotechnicaJ, laboratory, and petrography services related to the Seawall Investigation Project wt~ Bacon Engineering, Inc. I:or a fee not to exceed $49,000. (Motion No. M98-086) · Motion to authorize execution of a contract for non-destructlve/non-invasive investigation services for the Seawall Investigation Project with W.G. Jaques Company for a fee not to exceed $86,210. (Motion No. M98-087) 3. May 29, 2001 · Motion authorizing the City Manager, or his designee, to execute Amendment No. 5 for engineering services in the amount of $581,000 with Shiner Moaeley and Associates, Inc. for the Pilot Seawall Reconstruction Project (Contract A) and Seawall Reconstruction Project B-I. (Motion No. M2001-208) · Motion authorizing the City Manager, or his designee, to execute a geotechnicaJ and materials testing contract in an amount not to exceed $79,602 with Fugro South, Inc. (Gulf Coast Testing Laboratory) for the Pilot Seawall Reconstruction Project (Contract A) and Seawall Reconstruction Project B-I. (Motion No. M2001-209) 4. January 15, 2002 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 6 for engineering services in the amount of $87,700 with Shiner Moseley and Associates, Inc. for the Pilot Seawall Reconstruction Project (Contract A) and Seawall Reconstruction Project B-I. (Motion No. M2002-022) 5. AOdl 30, 200~ · Motion authorizing the City Manager or his designee to execute a construction contract in the amount of $6,127,099.50 with Laughlin Environmental Inc. for the Seawall Reconstruction Project Pilot Program and Contract B-1. (Motion No. M2002-123) Motion authorizing the City Manager, or his designee, to execute an engineering materials and construction contracl with Fugro South in an amount not to exceed $49,700 for the Seawall Reconstruction Project Pilot Program and Contract B-1. (Motion No. M2002-124) Motion authorizing the City Manager, or his designee, to execute Amendment No. 7 in the amount of $127,100 with Shiner Moseley and Associates, Inc. for additional construction inspection and management services for the Seawall Reconstruction Project Pilot Program and Contract B-I. (Motion No. M2002-125) IEXHIBrF Page 1 of 4 I 6. October 29. 2002 · Motion authorizing the City Manager, or his designee, to execute Amendment No. 8 In the amount of $2,214,900 with Shiner Moseley and Associates, Inc. for the Seawall Reconstruction Project B-2 (Part A and Part B). (Motion No. M2002-360) · Motion authorizing the City Manager, or his designee, to execute a geotechnical services contract in an amount not to exceed $126,820 with Fugro South, thc. (Motion No. M2002-361 ) 7. November 19, 2002 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 9 in the amount of $84,748 Shiner Moseley & Associates, Inc. for the Seawall Reconstruction Project (Blucher Arroyo Storm Water Drainage Structure Condition Assessment). (Motion No. M2002-383) 8. March 4. 2003 · Motion authorizing the Acting City Manager, or his designee, to execute Amendment No. 11 to the engineering services contract with Shiner, Moseley & Associates In the amount of $140,400 for the Seawall Reconstruction Project. (Motion No. 2003-091 ) · Motion authorizing the Acting City Manager, or his designee, to execute Change Order No. 6 with Laughlin Environmental, Inc. of Houston, Texas, in the amount of $167,785.00 for the Seawall Reconstruction Project. (Motion No. M2003-092) 9. June 24. 2003 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 12 to the engineering services contract with Shiner Moseley & Associates, Inc. in the amount of $158,154 for the Seawall Reconstruction Project Major Storm Water Outfall Condition Assessment (Phase I). (Motion No. M2003-227) 10. Auoust 26, 2003 - Motion authorizing the City Manager, or his designee, to execute Amendmenl No. 14 to the engineering sauces contract with Shiner Moseley & Associates, Inc. in an amount not to exceed $1,950,000 for design of Seawall Contract C (Marina Reach) and post-construction underwater survey services for Contract B-2. (Motion No. M2003-304) 11. Februarv 17, 2004 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 15 to the engineering services contract with Shiner Moseley & Associates, Inc. in an amount not to exceed $1,181,100 for the design and construction phase services for the Seawall South Reach project. (Motion No. 2004-063) 12. July 27. 2004 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 16 to the contract for professional services with Shiner Moeeley & Associates, Inc. in the amount of $280,600 for the Major Storm Water Outfall project. (Motion No. 2004-284) PRIOR ADMINISTRATIVE ACTION: 1. June 8. 1998 - Award of Amendment No. 1 (additional testing) in the amount of $13,470 to Bacon Engineering, Inc. for geotechnical, laboratory, and petrography services related to the Seawall Investigation Project. 2. February 11, 1999 - Award of Amendment No. 1 (backwater levee gate report) in the amount of $14,350 for the seawall condition assessment contract with Shiner Moeeley and Associates, Inc. 3. March 26, 1999 - Award of Amendment No. 2 (design of backwater levee gate structures) in the amount of $-0- (change of scope) for the seawall condition assessment contract with Shiner Moseley and Associates, Inc. 4. December 8. 1999 - Award of Amendment No. 3 (backwater levee gate structures foundation and railroad coordination) in the amount of $14,350 for the seawaJl condition assessment contract with Shiner Moseley and Associates, Inc. 5. March 27. 2000 - Award of Amendment No. 4 (backwater levee gate structures construction phase) in the amount of $13,330 for the seawall condition assessment contract with Shiner Moseley and Associates, Inc. 6. December 18. 2002 - Award of Amendment No. 10 (connection capacity and dowel location analysis) in the amount of $13,000 for the seawall condition assessment contract with Shiner Moseley and Associates, Inc. 7. July 8. 2003 - Award of Amendment No. 13 in the amount of $24,950 for the seawall condition assessment contract with Shiner Moseley and Associates, Inc. FUTURE COUNCIL ACTION: Approval of construction contracts to complete additional phases of this work. PROJECT BACKGROUND: In October 2002, a section of the Blucher Arroyo Storm DraJnaga Structure near Mesquite Street experienced a significant failure. In May of 2003, two sinkholes occurred on Ocean Drive and Santa Fe Street. As a result, the City of Corpus Christi took the following actions under the seawall contract: Amendments 9 and 11 were initiated to perform immediate assessment, design and high priority repairs to the Blucher box and the Ocean Drive and Santa Fe Street drainage structures. The assessment and design was completed by Shiner Moeeley and the construction and repairs were awarded to Laughlin-Thyssen through a change order to their existing contract for work in the area. This project has been complete. Amendment 12 was executed with Shiner Moseley and Associates to perform a condition assessment of an additional eight of the major outfalls in the downtown area to determine the most serious repairs needed. The drainage structures investigated through that amendment included: a) b) c) d) e) f) g) h) Windsor Park Culvert Gollihar Culvert Alta Vista Arroyo Culvert Kinney Street Power Street Louisiana Culvert Brawner/Proctor culvert Water Street Horseshoe The assessment for approximately 13 miles of the City's drainage system was completed in January 2004 and presented in six bound volumes. Generally, with the exception of specific locations, the overall condition of the intedor of the structures ranged from good with no deterioration noted to fair with only minor deteriorations of structural elements. However, there were some isolated areas in poor to sedous condition which affected structural elements and required attention or close monitoring. These are the targeted repairs for Phase 1 design and construction work. The design for the assessment made in Amendment 12 is currently 100% complete and planned for construction bidding/award in January 2005. I E)(J-IIBIT "A" I Pege3of4 3. Amendment 16 was executed with Shiner Moaeley and Associates to complete the design for the repairs and construction work for Phase 1. AMENDMENT NO. 17 DESCRIPTION: This work will add additional engineering, drafting, surveying and construction administration for Major Ouffall Repairs Phase I Part B. The additional work will address significant drainage rate increases at the Alta Vista Ouffall resulting from the Lindale/Chenoweth Subdivision Drainage Improvements Project designed by Goldston Engineering Inc. This amendment will provide for design services, project modifications, and construction administration assistance to extend the 9' x 9' concrete box culvert approximately 250 linear feet with new headwall and scour protection to handle the increased drainage rates. Due to the complex nature of this project, confined access requirements and safety issues, skilled experienced divers will be necessary to perform the inspections in the submersed sections of the outfall. CONTRACT SUMMARY/FEE: A contract summary and fee is attached as Exhibit IEXI'IIBIT "A" Pe~e 4 o1' 4 I CONTRACT SUMMARY AMENDMENT NO. 17 MAJOR STORM WATER OUTFALLS (Project Nos. 2206 and 3127) SCOPE OF PROJECT This project will address significant drainage rate increases at the Alta Vista OutfaJl resulting I:rom the IJndaJe/Chenoweth Subdivision Drainage Improvements Project. This amendment will provide for design services, project modifications, and construction administration assistance to extend the 9' x 9' concrete box culvert approximately 250 linear feet with new headwaJl and scour protection to handle the Increased drainage rates. SCOPE OF SERVICES The Engineer hereby agrees, at its own expense, to perform design services necessary to review and prepare plans, specifications, and bid and contract documents. In addition, Engineer will provide monthly status updates (project progress or delays, gantt charts presented with monthly invoices) and provide contract administration services to complete the Project. Work will not begin on Additional Services until requested by the Engineer (provide breakdown of costs, schedules), and written authorization is provided by the Director of Engineering Services. PROJECT SCHEDULE TENTATIVE PROJECT SCHEDULE Date Ta~k December 22, 2004 Begin Design work January 19, 2005 Submit USACE permit exhibits and notification February 7, 2005 60% Submittal February 24, 2005 City Review March 31,2005 100% Submittal Apd114, 2005 City Review April 29, 2005 Final Submittal May 2, 2005 Adverl~se for Bids May 25, 2005 Open Bids June 7, 2005 Cont]'act Award July 18, 2005 (:~tain USACE Permit~ July 18, 2005 Issue NTP November 18, 2005 Construction Completion ~ Ne(e: The date ~ted fo~ oblak~ng the U.S. Army Coq3e oi' Englneem Permit la a preliminary e~'nate baaed on our e~)edence with proce~llng Nmllar type pen~lts. Many alli:)ec~ ot the permltl~g Dmces8 Ite out~tde o~ our dlrec~ c~ntro{ (I.e. An'~y Corps internal proceaaea). We wilt keep Ute City appn~Md ot' the permit N)pllcation pmgra~e throughout the prc~ct and make appropriate changes Io the tenI,MNe project Pe~e lo/2 4. FEE Fee for Basic Servlcee. The City will pay the Engineer a fixed fee for providing for "Basic Services" authorized in Section I(A) above, and for aJl expenses incurred in performing these services. The fees for Basic Services will not exceed those identified and will be full a total compensation for all services outlined. For services provided in Section I(A), Engineer will submit monthly statements for basic services rendered.), the statement will be based upon Engineer's estimate (and City Concurrence) of the proportion of the total services actually completed at the time of billing. City will make prompt monthly payments in response to Engineer's monthly statements. B. Fee for Additional Services. For sewices authorized by the Director of Engineering Services under Section I(B) "Additional Services", the City will pay the Engineer a fixed fee according to the table below in monthly progress payments based on the engineer's estimate of percentage of completion. C. Summery of Fees MAJOR OUTFALL REP/MRS - PHASE I Fee for Beak: Servk:ee 1. Design Phase ................................................................................................... $2.7,000 2. Bid Phase ........................................................................................................... $6,000 3. Construction Phase ............................................................................................ $6,000 Subtotal Bask: Services Fees ..................................................... $39,000 Fee for Additional Services 1. Topographic & Hydrographic Survey ................................................................. $6,000 2. USACE Permitting & GLO ConsultatJon .......................................................... $10,000 3. Property Easement Support ............................................................................... $5,500 3. Construction Observation .................................................................................. :$7,000 Subtotal Additional Services Fees ......................................... $28,500 Total Fee .......................................... $87,500 I EXH~IT "B" Page2 of 2 F~le : \Mprosect\councilexhibit$\exh2206.dwg ® @ ® 0 ® N GOL.LIHAR ALTA VI~TA CITY PROJECT No. 2206 LOCATION MAP NOT TO SCALE EXHIBIT "C" MAJOR STORM WA TER OUTFALLS STRUCTURES REPAIRS CITY OF CORPUS CHRIST~, r~x~ CITY COUNCIL EXHIBIT DEPARTMENT OF ENGINEERING SERV~ES PAGE: I ol= 1 DATE: 12-16-2004 9 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: December 21, 2004 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute Change Order No. I~ with King Isles, Inc. from Corpus Christi, Texas in the amount of $167,714.69 for twenty-seven (27) additional manholes as part of the Broadway SSO-I/I and Rehabilitation Stage 2 project. ISSUE: The Wastewater Department has identified additJonaJ manhole locations that need to be rehabilitated in order to ensure compliance with state and federaJ environmental regulations. FUNDING: Funding for this project is available in the FY 2003-2004 Wastewater Capital Improvement Program. CONCLUSION AND RECOMMENDATION: Approval of the motion is recommended to issue the change order so work may begin in this area. Foster Ofowell Director of Wastewater Services Angel R. Escobar, P. E. Director of Engineering Services Additional Su~3port Material: Exhibit MA" Background Information Exhibit"B" Change Order Summary Exhibit MC" Location Map AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION SUBJECT: Broadway SSO-I/I and Rehabilitation, Stage 2 (Project No. 7226) PRIOR COUNCIL ACTION: 1. January 20, 1998 - Motion authorizing the City Manager, or his designee, to execute an engineering services contract with Urban Engineering, Inc. in the amount of $74.,783 for engineering services associated with the Infiltration/Inflow (I/I) Collection System Enhancement Program. (Motion No. M1998-007) 2. JuN 17. 2001 - Motion authorizing the City Manager, or his designee, to execute Amendment No. 3 to an engineering services contract with Urban Engineering, Inc. in the amount of $238,400 for the Infiltration/Inflow (I/I) RemediatJon, Miscellaneous line Cleaning and Broadway Basin SSO-I/I Rehabilitation. (Motion No. M2001-263) February 25, 2003 - Motion authorizing the Acting City Manager, or his designee, to execute a construction contract with Reynolds Inc. of Orleans, Indiana in the amount of $1,238,200 for the Broadway Basin Sewer Line Rehabilitation Project Base Bid A - Rebid. (Motion No. M2003-074) February 25, 2003 - Motion authorizing the Acting City Manager, or his designee, to execute a construction contract with King-Isles, Inc. in the amount of $1,096,765 for the Broadway Basin Sewer Line Rehabilitation Project Base Bid B and Additive Altemates B-1 and B-2- Rebid. (Motion No. M2003-075) February 10. 2004 - Approving the FY 2003-2004 Capital Budget in the amount of $173,624,300. (Ordinance No. 025647) PRIOR ADMINISTRATIVE ACTION: 1. September 15. 1998-Administrative Amendment to an engineering services contract with Urban Engineering, Inc. for a total fee not to exceed $11,357.40, for engineering services associated with the Infiltration/Inflow (I/I) Collection System Enhancement Program. 2. January 14.2002 - Administrative Amendment to an engineering services contract with Urban Engineering, Inc. for a total restated fee not to exceed $14,900 for a revised fee not to exceed $1,213,700.40 for the Infiltration/Inflow (I/I) Collection System Rehabilitation Project. 3. January 5.2004 - Administrative approval of Change Order No. 1 to a construction contract with King-Isles Inc. in the amount of $21,796 for the Broadway SSO-I/I and Rehabilitation, Stage 2-Base Bid "B." 4. February 13, 2004 - Administrative approval of Change Order No. 2 to a construction contract with King-Isles Inc. in the amount of $13,650 for the Broadway SSO-I/I and Rehabilitation, Stage 2-Base Bid "B." 5. June 29. 2004 - Administrative approval of Change Order No. 3 to a construction contract with King-Isles Inc. in the amount of $18,476 for the Broadway SSO-I/I and Rehabilitation, Stage 2-Base Bid "B." I EXHIBIT "A" Page Iot 2 I July 14, 2004 - Administrative approval of Change Order No. 4 to a construction contract with King-Isles Inc. in the amount of $18,660 for the Broadway SSO-I/I and Rehabilitation, Stage 2-Base Bid "B." November 11, 2004 - Administrative approval of Change Order No. 5 to a construction contract with King-Isles Inc. in the amount of $24,961 for the Broadway SSO-I/I and Rehabilitation, Stage 2-Base Bid "B.' PROJECT BACKGROUND: Deterioration of the City's Wastewater collection system is allowing infiltration and inflow of water and dirt into the system. This results in clogged pipes, diminished line capacity and manhole overflows. This is a potentially hazardous situation, which could lead to non-compliance with state or federal environmental regulations and serious fines. CHANGE ORDER DESCRIPTION: This change order will allow the City to take advantage of Iow bid pdces and an experienced contractor to complete the rehabilitation of 27 additional manholes. This is necessary to alleviate infiltration/inflow in the Broadway Basin service area. I EXHIBIT "A" Page 2 of 2 I Department of Engineering Services Change Order Summary Sheet December 15, 2004 PROJECT: Broadway Basin SSO-I/I & Rehab. Stage 2 - Base Bid "B" Projec[ No. 7226 APPROVED: City Council on 2/25/03, by Motion No. M2003- 075 CONTRACTOR: King-Isles, Inc. 1641 Goldston Rd. Corpus Christi, TX 78409 TOTAL CONTRACT AMOUNT ..................................... 25% Limit Amount ......................................................... Change Order No. 1 (1/5/04) ........................................ Change Order No. 2 (2/13/04) ...................................... Change Order No. 3 (6/29/04) ....................................... Change Order No. 4 (7/14/04) Change Order No. 5 (11/11/04) ..................................... Change Order No. 6 (12/13/04) ..................................... Total .............................................................................. $1,096,765.00 277,191.25 21,796.00 13,650.00 18,476.00 18,660.00 24,961.00 167,714.69 265,257.69 = 24.19% < 25% IEXHIBFr "B" Page I of I [ \ Mproject ~ coun cile xh~bi ts \ exh2083, dwg N NUECES BAY CORPUS CHRISTI BAY LAGUNA MADRE NOTE: CITY WIDE PROGRAM GULF OF MEXICO LOCATION MAP NOT TO SCALE PROJECT No. 2083 EXHIBIT "C' BROADWAY SSO-I/I AND REHABILITATION, STAGE 2 CiTY OF CORPUS CHRISTI, TEXAS CITY COUNCIL EXHIBr_T DEPARTMENT OF ENGINEERING -~'RV1CES PAGE: I ol= 1 DATE: 12/16/2004 10 AGENDA MEMORANDUM DATE: December 21,2004 SUBJECT: Greenwood Sanitary Sewer Trunk Main Cleaning (Project No. 7292) AGENDAITEM: Motion authorizing the City Manager, or his designee, to execute Change Order No. 3 to the construction contract with Specialized Maintenance Services of Pasadena, Texas, for the Greenwood Sanitary Sewer Trunk Main Cleaning Project in the amount of $74,875 for a total restated fee of $818,146 for the rehabilitation of an existing 10-inch diameter cast iron sanitary sewer line under S. H. 286 Crosstown Expressway at Segrest Street and an existing 10-inch diameter cast iron sanitary sewer line under IH 37 at Savage Lane. ISSUE: Two existing lO-inch diameter cast iron sanitary sewer lines are severely tubemulated due to the reactions of hydrogen sulfide gases with metal. Rehabilitation is required to restore the integrity of the sanitary sewer line and to prevent potential damage to the freeway system above it. The change order is necessary to prevent overflows and comply with state and federal environmental regulations. City Council action is required to complete the project. FUNDING: Funds to finance the proposed project are available in the FY 2003-2004 Wastewater Capital Improvement Budget. RECOMMENDATION: Staff recommends approval of the Motion as presented. Director of Wastewater Department Director of Engineering Services Additional Sul~l~ort Material: Exhibit "A" Background Information Exhibit "B" Change Order Summary Exhibit"C" Location Map BACKGROUND INFORMATION SUBJECT: Greenwood Sanitary Sewer Trunk Main Cleaning Project (Project No. 7292) CHANGE ORDER NO. 3 PRIOR COUNCIL ACTION: 1. Februarv 10, 2004 - Approval of the Fiscal Year 2003-04 Capital Improvement Budget for $173,624,300 (Ordinance No. 025647). 2. March 23, 2004 - Ordinance appropriating $875,000 from the unappropriated interest earnings from Wastewater 1999A CIP Fund 4243 (SRF) for the Greenwood Sanitary Sewer Trunk Main Cleaning project; amending capital budget adopted by Ordinance No. 025647 by increasing appropriations by $875,000; and declaring an emergency (Ordinance No. 025671 ). 3. March 23, 2004 - Motion authorizing the City Manager or his designee to execute a construction contract with Specialized Maintenance Services, Inc. of Pasadena, Texas in the amount of $705,590 for the Greenwood Sanitary Sewer Trunk Main Cleaning Project (Motion No. M2004-106). PRIOR ADMINISTRATIVE ACTION: 1. Auoust 28, 2003 - Executed Amendment No. 6 with HDR Engineering, Inc. for the Sanitary Sewer Trunk Main Rehabilitation Project in the amount of $24,906 for the Greenwood Sanitary Sewer Trunk Main Cleaning Project. 2. Julv 8, 2004 - Executed Change Order No. 1 with Specialized Maintenance Services, Inc. of Pasadena, Texas in the amount of $14,000 for the Greenwood Sanitary Sewer Trunk Main Cleaning Project. 3. November 9, 2004 - Executed Change Order No. 2 with Specialized Maintenance Services, Inc. of Pasadena, Texas in the amount of $23,681 for the Greenwood Sanitary Sewer Trunk Main Cleaning Project. FUTURE COUNCIL ACTION: None anticipated. BACKGKROUND INFORMATION: An existing 1 O-inch diameter cast iron sanitary sewer line located under State Highway 286 Crosstown Expressway at Segrest Street and a second existing 10-inch diameter cast iron sanitary sewer line located under IH 37 and Savage Lane are severely tuberculated due to the reactions of hydrogen sulfide gases with metal. The sanitary sewer lines were cleaned and televised to detect deficiencies in their condition and to locate areas needing specific repairs. During inspection, numerous thin spots and holes were discovered. These lines now require rehabilitation to preserve the integrity of the sanitary sewer lines and prevent potential damage to the freeway systems above them. IEXHIBIT "A"I Pagelof2 II CHANGE ORDER NO. 3: Change Order No. 3 is for the rehabilitation of 386-feet of existing 10-inch diameter cast iron sanitary sewer line, located under State Highway 286 Crosstown Expressway at Segrest Street and for 308-feet of existing 1 O-inch diameter cast iron sanitary sewer line, located under IH 37 and Savage Lane. The existing 10-inch diameter cast iron sanitary sewer lines will be rehabilitated with cured-in-place-pipe that is designed to provide chemical resistance, prevent ex'filtration and infiltration, and support all external hydraulic, soil, and live loads acting on the original cast iron pipe. Upon completion, the sanitary sewer lines will be televised for inspecting the line for deficiencies. The work will be completed with additional fifteen (15) calendar days to the existing contract. I~XHiBiT",,A, Page 2 of 2 I DEPARTMENT OF ENGINEERING SERVICES CHANGE ORDER SUMMARY SHEET December 21,2004 PROJECT: Greenwood Sanitary Sewer Trunk Main Cleaning Project No. 7292 APPROVED: City Council on 03/23/04 - Motion No. M2004-106 CONTRACTOR: Specialized Maintenance Services, Inc. 4533 Pasadena Blvd. Pasadena, Texas 77503 Attn: Darrell Martin TOTAL CONTRACT AMOUNT ...................... 25% Limit Amount .......................................... Change Order No. 1 (07~08~04) ..................... Change Order No. 2 (11/09/04) .................... Change Order No. 3 (12/21/04) .................... Total .......................................................... $705,590.00 176,397.50 14,000.00 23,681.50 74,875.00 112,556.50 = 15.95< 25% EXHIBIT "B Page 1 o[1 MARGUERITE N PROJECT LOCATION LOCATION MAP NOT TO SCALE PROJECT SITE N CITY PROJECT No. 7292 VICINITY MAP NOT TO SCALE GREENWOOD SANITARY SEWER TRUNK MAIN CLEANING CiTY OF CORPUS CHRISTI, TEXAS EXHIBIT CITY COUNCIL EXHIBIT DEPAR17~ENT OF ENGINEERING SERVICES PAGE: I o f 2 OATE: 12-15-2004 FTle .' \Mproject\councilexhibits\exh7292c.dwg PROJECT L OCA TION LOCATION MAP NOT TO SCALE N PROJECT SITE VICINITY MAP NOT TO SCALE PROJECT # 7292 GREENWOOD SANITARY SEWER TRUNK MAIN CLEANING CiTY OF CORPUS CHRISTI, EXHIBIT "C" CITY COUNCIL EXHIBIT OE~,N~13IENT OF ENGINEER1NC SERVICES PAGE: 2 of 2 DATE: 12- 16-2~ 11 AGENDA MEMORANDUM City Council Action Date: December 21, 2004 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to execute Change Order No. 8 with Laughlin-Thyssen, Inc. of Houston, Texas, in the amount of $139,612.26 for the O.N. Stevens Water Treatmenl Plant Wash Water System Phase 2 (Filter Drain, Yard Piping, Wash Water Filter to Waste) Project and the Padre Island Pump Station Improvements. ISSUE: This change order will allow work to proceed at both the Padre Island Pump Station to provide needed improvement to water system pressures on Padre and Mustang Islands and at the O.N. Stevens Water Treatment Plant to continue improvements to the wash water system. FUNDING: Funding is available through the Water Capital Improvement Budget. CONCLUSION AND RECOMMENDATION: Staff recommends approval of the change )as presented so work may proceed in a timely manner. Eduard;3%;r~a,, w~. I~I~ [~lf Director of Water Services ~-4-Angel R. Escobar, P.E. Director of Engineering Services Additional Su~3oort Material: Exhibit 'A" Background Information Exhibit 'B" Change Order Summary Exhibit 'C" Location Map AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION SUBJECT: O.N. Stevens Water Treatment Plant Wash Water System, Phase 2 (Filter Drain, Yard Piping, Wash Water Filter to Waste) (Project No. 8375) and Padre Island Pump Station Improvements (Project No. 8502) PRIOR COUNCIL ACTION: September 9, 1997 - Approval of motion to amend Section 4 of the Master Water Plan. (Motion No. M97-246) September 9, 1997 - Approval of amendment of the City of Corpus Chdsti Comprehensive Plan by amending the Master Water Plan. (Ordinance No. 023050) December 14, 1999 - Motion authorizing the City Manager or his designee to execute an engineering services contract in the amount of $143,000 with Smith, Russo & Mercer for the O.N. Stevens Water Treatment Plant High Service Pump Building No. 2 Pump Modifications (Electrical, MechanicaJ, Instrumentation Systems Upgrade) and O_N. Stevens Water Treatment Plant Wash Water System Phase 1, Filters 1-22 Rehabilitation_ (Motion No. M99-422) Mav 9. 2000 - Motion authorizing the City Manager or his designee to execute Amendment No. 1 to an engineering services contract with Smith, Russo & Mercer in the amount of $214,100 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 1, Filters 1-22 Rehabilitation stage two design work. (Motion No. M2000-135) November 14, 2000 - Motion authorizing the City Manager or his designee to execute Amendment No, 3 to an engineering services contract with Smith, Russo & Mercer in the amount of $1,640,814 for the O.N. Stevens Water Treatment Plant High Service Pump Building No. 2 Pump Modifications (Electrical, Mechanical, Instrumentation Systems Upgrade) and O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) and Phase 3 (Elevated Storage Tanks)_ (Motion No. M2000-401) December 12. 2000 - Motion authorizing the City Manager or his designee to execute a construction contract with Eagle Contracting for a total fee not to exceed $4,634,000 for the O.N. Stevens Water Treatment Plant Wash Water System Phase I Filter Media Replacement Project. (Motion No. M2000-436) December 10, 2002 - Motion authorizing the City Manager or his designee to execute a construction contract with Laughlin-Thyssen, Inc. for a totaJ fee not to exceed $8,920,125 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping, Wash Water Filter to Waste) Project. (Motion No. M2002-408) December 16, 2003 - Motion authorizing the City Manager or his designee to execute Change Order No. 2 with Laughlin-Thyssen, Inc. in the amount of $4.6,928 for the O.N. Stevens Water Treatment Plant Wash Water System,Phase 2 (Filter Drain, Yard Piping, Filter to Waste) Project. (Motion No. M2003-446) IE,YJ'IIBIT Page 1 of 4 I 9. February 10, 2004 - Approval of the FY 2003-2004 Capital Improvement Budget for $173,624,300. (Ordinance No. 025647) 10. APril 13, 2004 - Motion authorizing the City Manager or his designee to execute Amendment No. 10 to the contract for professional services with LNV Engineering of Corpus Christi, Texas, for a total fee of $71,600 for a totaJ restated contract lee of $2,200,344 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping, Wash Water Filter to Waste) Project. (Motion No. M2004-137) 11. ADdl 27, 2004 - Motion authorizing the City Manager or his designee to execute Change Order No. 5 with Laughlin-Thyssen, Inc. in the amount of $159,401.79 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping, Wash Water Filter to Waste) Project. (Motion No. M2004-174) 12. June 8, 2004 - Motion authorizing the City Manager or his designee to execute Change Order No. 6 with Laughlin-Thyssen, Inc. in the amount of $1,816,491.94 for the Padre Island Pumping Plant Improvement Project. (Motion No. M2004-219) 13. July 20, 2004 - Motion authorizing the City Manager or his designee to execute Amendment No. 11 to the contract for professional services with LNV Engineering Inc. of Corpus Chdsti, Texas, for a total fee of $438,250 for a total restated contract fee of $2,638,594 for the O.N. Stevens Water Treatment Plant Wash Water System Project: Padre Island Pump Station Pumping Capacity; Phase 2 - Filter Drain, Yard Piping, Wash Water Filter to Waste; and Phase 3 - Elevated Water Storage Tank. (Motion No. M2004-266) PRIOR ADMINISTRATIVE ACTION: September 22, 2000 - Administrative approval of Amendment No. 2 to an engineering services contract with Smith, Russo & Mercer in the amount of $14,000 for the O.N. Stevens Water Treatment Plant High Service Pump Building No. 2 Pump Modifications (Electrical, Mechanical, Instrumentation Systems Upgrade) and O.N. Stevens Water Treatment Plant Wash Water System Phase 1, Filters 1-22 Rehabilitation for hydraulic profiles. November 7, 2001 - Administrative approval of Amendment No. 4 to an engineering services contract with Smith, Russo & Mercer in the amount of $19,990 for the O.N. Stevens Water Treatment Plant High Service Pump Building No. 2 Pump Modifications (Electrical, Mechanical, Instrumentation Systems Upgrade). December 5, 2001 - Administrative approval of Amendment No. 5 to an engineering services contract with Smith, Russo & Mercer in the amount of $14,990 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 1, Filters 1-22 Rehabilitation Project. Au(lust 19, 2002 - Administrative approval of Amendment No. 6 to an engineering services contract with LNV, Inc. d.b.a. Smith, Russo & Mercer in the amount of $16,500 for the O.N. Stevens Water Treatment Plant High Service Pump Building No. 2 Pump Modifications (Electrical, Mechanical, Instrumentation Systems Upgrade) for inspection services. Seotember 13, 2002 - Administrative approval of Amendment No. 7 to an engineering services contract with LNV, Inc., d.b.a. Smith, Russo & Mercer in the amount of $15,500 for the O.N. Stevens Water Treatment Plant Wash Water I EXHIBIT 'A" I Page 2 of 4 10. 11. System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project for additional design services. Julv 22, 2003 - Administrative approval of Amendment No. 8 to an engineering services contract with LNV Engineering in the amount of $24,900 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project for additional design services. Auqust 22, 2003 - Administrative approval of Change Order No. 1 to a construction contract with Laughlin-Thyssen, Inc. of Houston, Texas in the amount of $200 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project. January 12, 2004 - Administrative approval of Amendment No. 9 to an engineering services contract with LNV Engineering in the amount of $24,950 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 3 (Elevated Tank) Project. January 12, 2004 - Administrative approval of Change Order No. 3 to a construction contract with Laughlin-Thyssen, Inc. of Houston, Texas in the amount of $24,883.60 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project. February 26. 2004 - Administrative approval of Change Order No. 4 to a construction contract with Laughlin-Thyssen, Inc. of Houston, Texas in the amount of $21,865.89 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project. October 19, 2004 - Administrative approval of Change Order No. 7 to a construction contract with Laughlin-Thyssen, Inc. of Houston, Texas in the amount of $18,644.84 for the O.N. Stevens Water Treatment Plant Wash Water System Phase 2 (Filter Drain, Yard Piping and Wash Water Filter to Waste) Project. BACKGROUND INFORMATION: This original project was approved by Council as part of the FY 2000-2001 Capital Improvement Budget. Smith, Russo & Mercer Consulting Engineers (LNV, Inc. Engineering) was hired to provide operation improvements at the O_N. Stevens Water Treatment Plant and four (4) construction contracts were developed to complete this requirement. The approved projects ara as follows: 2. 3. 4. Wssh Water System Phase I - Filter Media Replacement of Filters 1-22 (Project complete March 15, 2002) Wssh Water System Phase 2 - Filter Drain, Yard Piping, Wash Water Filter to Waste (Under construction, anticipated completion date Apdl 1,2005) Wssh Water System Phase 3 - Elevated Tank (Under construction, anticipated completion date January 15, 2005) Addltlonsl Pump for High Service Pump Building No. 2 Pump Modlflcstlons (Project complete April 2004) CHANGE ORDER NO. 8 DETAIL: · A-108: This item is required to delete Junction Box No. 3 and 115 linear feet of 60" drain line from the contract due to the discovery of a 4,160 volt duct bank running parallel to the drain line to be intercepted by proposed Junction Box No. 3. Several alternatives for modification of Junction Box No. 3 and the 60' drain line alignment IEXHIBIT "A" I Page 3 of 4 were considered but ruled out due to increased costs and limited change order money. COST: Credit of $114,772.06 A-107: This item is required to compensate the Contractor for extended overhead and supervision costs associated with the project delay during the investigation and design iterations performed to resolve the Junction Box No. 3 conflict prior to the determination to delete the work from the contract. In addition to the Junction Box No. 3 delays, Item A-107 has extended overhead and supervision associated with additional SCADA and instrumentation work granted under Change Order No. 5 and delays linked to modifications to the 60' drain line outfall structure (Change Order Item A-91). COST: $118,643.73 A-104: This item is required to compensate the Contractor for additional temporary pump service at Padre Island Pump Station due to extra time spent on site to perform changes and additional work requested by the Engineer and City to satisfactorily complete the new pump station (Padre Island Pump Station was added to the contract under Change Order No. 6). COST: $35,670.00 A-117 through A-121: These items are credits for original bid items that were not used on the project and for road work that will be deleted from this project and performed under a future road rehabilitation project at O.N. Stevens Water Treatment Plant. COST: Credit of $64,667.00 The remaining change order items are required to resolve issues at O.N. Stevens Water Treatment Plant and Padre Island Pump Station that have been pending decisions on the Junction Box No. 3 conflict and extended overhead/supervision change order items. These remaining change order items are required to address problems to complete projects both at O.N. Stevens Water Treatment Plant and Padre Island Pump Station. Some of the remaining items such as A-79, A.-81, A-85, A-87, A-92, A-100, and A-102 are City-requested improvements independent o! the original contract. The total additional cost for Change Order Number 8 is $139,612.26. The current change order total (including Change Order No. 8) is 24.98% of the original contract amount and 111 days will be added to the contract time associated with Change Orders 5-8. With this time extension, the contract time will expire on March 25, 2005. Liquidated damages will be assessed at $500 per day after this date il' the project has not been completed and accepted. FUNDING: Funds for this project are available from the FY 2003-2004 Water Capital Improvement Budget. I E XHIBrr Page 4 o~ 4 I DEPARTMENT OF ENGINEERING SERVICES CHANGE ORDER SUMMARY SHEET December 13, 2004 PROJECT: ON Stevens Water Treatment Plant Wash Water System, Phase 2 (Filter Drain, Yard Piping, Filter to Waste) (Project No. 8375) and Padre Island Pump Station Improvements (8502) APPROVED: City Council on 12/10/02 - Motion No. M2002-408 CONTRACTOR: Laughlin Environmental, Inc. 1320 Boyles Street Houston, TX 77020 TOTAL CONTRACT AMOUNT ...................... 25% Limit Amount .......................................... Change Order No. 1 Change Order No. 2 Change Order No. 3 Change Order No. 4 Change Order No. 5 Change Order No. 6 Change Order No. 7 Change Order No. 8 (07/14/03) ..................... (12J~ 6/03) ..................... ( 1 2/30/03) ..................... (02/26/04) ..................... (04/27/04) ..................... (06/0s/04) ................... (10/06/04) ..................... {12/13/04) ..................... $8,920,125.00 2,230,031.25 200.00 46,928.00 24,883.60 21,865.89 159,401.79 1,816,491.94 18,~.. ~..84 139,612.26 2,228,028.32 = 24.98% < 25% EXHIBIT"B" Page 1 of 1 H:~&CE-~la~helle'~E~l~W~m~Dfll Stevene~375'~Ci~ar~e O~er No. 8~l~ange O¢~i,r Sumner.dec \ Mproject \ councilexhibits \ exh83 750.dwg 624 O.N. STEVENS WATER TREATMENT PLANT 1310t UP RIVER ROAD NUECES BAY LOCATION MAP NOT TO SCALE CORPUS CHRISTI BAY LEGEND WASTEWATE~ UNE ..... WATI~ PROJECT ti 8375 ~ ~~--~ r~,EXISTING ~IR~TU~NT B/LSIN ~ ~ WATER ~,~ ~%~ I-~ o ~ PUMP s'r^'noN STOP,~ T~NX ("h ~)~ I J .~_~m~ ~ ~\~:=1 I u ~, PUMP STA'1~ON PROP 2* w~-~--'J'~"--L /I I HIO SERVlCE :'~ '-- J PS NO 1 s[co.~ ~ F::~i SE'I'ruN¢ .... r~l~. BAS N ,~ ,u.u. I'~: ,~_ EXISTING Ir !'.[~ r==l,',: m~mE~ B~.SIN lO M.G.D. SECONDARY ~ ~; ~: EXISllNC / ': ! x_._ ~lj PROP WAS~ WATE~ PUMP STAllON I I PARTIAL PLAN VIEW O.N. STEVENS WATER TREATMENT PLANT NOT TO SCALE EXHIBIT 'C' O.N. Stevens Water Treatment Plant Wash Water System Project, Phase 2, (Filter Drain, Yard Piping, Filter to Waste) CITY COUNCIL EXHIBIT ~ CiTY OF CORPUS CHRIST1, TEXAS DEPARTMENT OF ENGINEERING SERVICES PAGE: I of 1 ~ m DATE: 12/14/2004 ~ 12 CITY COUNCIL AGENDA MEMORANDUM December 21, 2004 AGENDA ITEM: Motion authorizing the City Manager or his designee to execute a Utility Easement instrument with COF Construction, L.P. aka COF Corporation, for the acquisition of Pamel 402a in the amount of $48,738, containing both a Utility and Temporary Construction Easement, necessary for the Southside Water Transmission Main, Phase 4, Project ff~390, and for other municipal purposes. ISSUE: The acquisition of easements along the route of the Southside Water Transmission Main Phases 4, 4a, and 5 as shown on Exhibit C, are nearing completion. These phases will extend the water main from the South Staples Pumping Plant northeasterly to Holly Road and southeasterly to Laguna Shores Road. On December 17, 2002, City Council approved an engineering services contract with Urban Engineering for permitting, design and acquisition of the required right-of-way. Out of the forty-two parcels requiring acquisition, thirty-nine of them have been acquired through negotiations. Negotiations with the landowner, COF Construction L.P., have concluded for the acquisition of Parce~ 402a. Land purchases and condemnation awards over the amount of $25,000 require City Council approval. FUNDING: Water CIP 550701-4080-00000-180188 RECOMMENDATION: Approval of the motion as presented. ~¢(fl{el R. E_scobar, P. E. Director of Engineering Services Attachments: Exhibit A. Exhibit B. Exhibit C. Exhibit D. Background Information Pdor Council Action Route Map Parcel Location Map H:U-IOME~USEBIOG\GEI'~Agenda Ilems\SS Water Trans. Ph 4.coF.doc~enda Memorandum2.doc BACKGROUND INFORMATION SUBJECT: Southslde Water Transmission Main, Phase 4 Acquisition of Parcel 402a PRIOR COUNCIL ACTION: See Exhibit B FUTURE COUNCIL ACTION: Council will be required to: 1. authorize contracts and expenditure of funds from the Water Capital Projects Fund (Commercial Paper) which exceed $25,000; and 2. authorize the payment of any other Special Commissioners' Awards in connection with acquisition of any parcels by condemnation. OVERVIEW: Prolect Background: The Council-approved 1997 Water Distn'bution System Master Plan Update recommended a new Southside Transmission Main from the O.N. Stevens Water Treatment Plant (ONSWTP) to a new pumping plant on South Staples. This new line will alleviate inadequate water supply and pressure problems experienced dudng peak demand periods in Pressure Zone 2, the area southeast of Everhart Road. in addition, the transmission main is necessary to increase the hydraulic capacity of the delivery system from the ONSW'I'P to southeast Corpus Christi and eventually to Padre Island, It will be the pdmary supply source for the Staples Street Pumping Plant. Phases I through 3 have been constructed and Phase 4 and 4a are in the easement acquisition stage. These current phases, 4 and 4a as shown on Exhibit C, will extend the transmission main from the Staples Street Pumping Plant to Holly Road. Phase 5, which is now under design, will extend the water transmission line from the Yorktown Blvd. & Rodd Field Rd. intersection eastward to Laguna Shores Road, Due to the peak work-load of the City's Land Acquisition staff with pdor Bond Issue 2000, CIP, Airport Expansion and CDBG projects, it was necessary to outsource the negotiations and acquisition process for this project. The City entered into a contract with Urban Engineering which included acquisition responsibilities. Urban Engineering sub- contracted with Right of Way Services, Inc. (ROWS) for the negotiations and acquisition of 42 parcels for Phases 4 and 4A. Parcel Description: This parcel is composed of a utility easement and a temporary construction easement both located just southeast of the King Estates Unit 2 subdivision. This parcel borders against the King Ranch and is located westward of Oso Creek. The parcel is within a 54.71-acre tract as shown on the attached Exhibit D. The utility easement is forty (40) feet wide and approximately 2,620 feet long, containing approximately 2.41 acres. The temporary construction easement is located north of and adjacent to the utilit~ easement. This easement is fifty (50) feet wide and also 2,620 feet EXRIBIT A 1 of 2 long containing approximately 3 acres. The subject property is zoned R-E, Residential Estates and lies within the city limits of Corpus Chdsti. Thomas F. Dorsey, MAI, appraised the easements in the total amount of $35,200 based on $13,000 per acre. There are no crop damages or other damages to the remaining tract as a result of this taking. Parcel Negotiations: Right of Way Services initially presented a formal offer to the landowner, COF Construction L.P. for the City's appraised value of $35,200. The landowner countered with a higher value of $54,000 based on an appraisal they obtained for an adjoining property they own containing 135 acres and located due north of their 54- acre tract. Their appraisal reported a value of $19,000 per acre for the 135 acres. Taking this appraisal into consideration and the fact that residential development will soon be occun'ing in the immediate area, the City offered an administrative settlement of $48,738. The offer was initially rejected by the landowner, but was accepted after continued negotiations. The construction of this waterline will soon begin and It is in the best interest of the City to settle at this amount and avoid any delays. Since this is an easement acquisition, no title company is required for closing. City staff recommends the approval of this award amount. H:~HOME'~EUSEBIOG\GEN\Agenda Items\SS Water Trans. Ph 4,COF.doc\Bact(gfo4Jnd2.doc E/~IIBIT A 2 of 2 PRIOR COUNCIL ACTION SUBJECT: Southside Transmission Main, Phases 4 Acquisition of Parcel 402a 10. 11. 12. 13. 14. 15. September 9, 1997 - Approval of a motion to amend Section 4 of the Master Water Plan (M97-246) September 9, 1997 - Approval of amendment of the City of Corpus Christi Comprehensive Plan by amending the Master Water Plan (Ordinance No. 023050). December 16. 1997 - Approval of the FY97-98 Capital Budget (Ord. No. 023174). June 16, 1998 - Award of an engineering services contract in the amount of $706,140 to Urban Engineering for the Southside Transmission Main - O.N. Stevens Plant to Clarkwood Road (M98-208). September 22, 1998 - Approval of Amendment No. I in the amount of $298,505 to the contract with Urban Engineering expanding the scope of engineering services for the Southside Transmission Main - Stevens Plant to Clarkwood Road project to include the Staples Street Pumping Plant - New Pumping Plant and Storage Reservoir (M98-327). September 9, 1998 - Approval of a Testing Agreement in the amount of $32,822.65 with Trinity Engineering Co. for testing services for Southside Transmission Main - O.N. Stevens Plant to Clarkwood Road (M98-328). November 10, 1998 - Approval of the FY98-99 Capital Budget (Ord. No. 023474). March 23, 1999 - Approval of site selection and authorization to proceed with acquisition (M99-078). March 23, 1999 -Amendment to the FY98-99 Capital Budget to revise the scope of the Staples Street Pumping Plant project by accelerating a portion of the South Staples 42" Southside Transmission Main from the proposed Staples Street Pumping Plant to Yorktown Road (Ord. No. 023592). March 23, 1999 - Approval of Amendment No. 3 in the amount of $55,250 to the contract with Urban Engineering expanding the scope of engineering services for the Southside Transmission Main (Stevens Plant to Clarkwood Road Project): Staples Street Pumping Plant - New Pumping Plant and Storage Reservoir to include related additional engineering services for a 42-inch waterline from the new pumping plant at South Staples and County Road 43 to the existing 16-inch waterline near Country Creek (M99-079). Ma,/18, 1999 - Award of purchasing contract to A&H Enterprises for two horizontal split case centrifugal pumps for Staples Street Pumping Plant, Contract 2 (M99- 142). May 25, 1999 - Approval of condemnation proceedings for Parcel No. 1 (Res. M023645). June 22, 1999 - Award of construction contract to Pre-Load, Inc. for Staples Street Pumping Plant, Contract 1 - 7.5 Million Gallon Storage Reservoir (M99-189). July 20, 1999 - Approval of FY99-O0 Capital Budget (Ord. No. 023703). September 28, 1999 - Award of construction contract to Gamey Company, Inc. for EXRIBIT B 1 of 3 42" Waterline from New Pumping Plant at So. Staples and County Road 43 to existing 16" Waterline Near Country Creek for Staples Street Pumping Plant, Contract 4 (M99-342). 16. October 19, 1999 - Award of construction contract to Lambda Construction for Staples Street Pumping Plant, Contract 3 - Pump Station and Site Work (M99-361). 17. April 11, 2000 - Approval of acquisition of Parcel No. 21 for $16,535 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-106). 18. April 18, 2000 - Authorizing the condemnation of Parcels 19,24,28,29, and 30 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project. (Resolution #024014). 19. September 9, 2000 - Authorizing the condemnation of Parcels 8 and 9 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project. (Resolution #024213). 20. September 19,2000 - Approval of acquisition of Parcels No. 19,24,28,29 and 30 for $55,000 in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-332). 21, December 12, 2000 - Award of construction contract to Pate 8, Pate Entarpdses for construction of the new 60" waterline in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project for a fee not to exceed $8,605,411. (Motion M2000-434). 22. December 12, 2000 - Award of a testing agreement with Trinity Engineering for testing of the new 60" waterline in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project for a fee not to exceed $213,560. (Motion M2000-435). 23. February 13,2001 - Approval of acquisition of Parcels No, 31a and 31b for $28,291in connection with the Southside Transmission Main - Stevens Plant to Clarkwood Road project (M2000-060). 24. AOdl 17, 2001 - Motion authorizing the payment of the Special Commissioners' condemnation award of $7,604 for the acquisition of Parcels 8 and 9 located south of Callicoate Estates Unit 4 in connection with the Southside Water Transmission Main project, Phase 1 - O.N. Stevens Plant to Clarkwood. 25. Apdl 24, 2001 - Motion authorizing the City Manager, or his designee, to execute An engineering services contract in the amount of $1,247,003.00 with Urban Engineering for Southside Transmission Main, Phases 2, 2a & 3. (M2001-162) 26. June 25, 2002 - Motion authorizing the City Manager or his designee to execute an amendment to an engineering services contract with Urban Engineering of Corpus Christi, Texas in the amount of $454,125 for the Southside Water Transmission Main, Phases 2,2a, and 3 and the Southside Gas Transmission Main, Parts B and C. (M2002-180) 26. December 17, 2002 - Motion authorizing the City Manager of his designee to execute an engineering services contract with Urban Engineering of Corpus Christi, Texas in the amount of $1,824,742 for the Southside Transmission Water Main, Phases 4, 4a, and 5, (M2002-419) 27. January 14, 2003 - Motion authorizing the City Manager, or his designee, to execute a construction contract with Gamey Companies, Ltd., of Kansas City, EXHIBIT B 2 of 3 Missouri, for a total fee not to exceed $15,844,698.58 for the Southside Water Transmission Main, Phases 2, 2a, and 3. (Motion No. 2003-019) 28. November 11,2003 - Resolution recognizing the public necessity of acquiring utility and construction easements for the Southside Water Transmission Main project, Phases 4,4a,and 5, for utility and other municipal purposes in connection with said project; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Chdsti or its agents in acquiring said easements. (Resolution No. 025547 29. March 30, 2004 - Motion authorizing the City Manager or his designee to execute a Utility Easement instrument with Eloy H. Salazar and Ricardo A. Martinez, in the amount of $25,080, for Parcel 406, necessary for the Southside Water Transmission Main, Phase 4, Project, (#8390), and for other municipal purposes. (Motion No. M2004-125) 30. ADd113, 2004 - Motion authorizing the City Manager or his designee to execute two Utility Easement instruments with Ann Hardy Bratton, Individually and as Independent Executrix of the Estate of Mark P. Bratton, for Pamels 401 and 411, in the total amount of $41,937, both parcels necessary for the Southside Water Transmission Main, Phase 4a, Project, (#8425), and for other municipal purposes. (Motion No. 2004-141) 31. May 18, 2004 - Motion authorizing the City Manager or his designee to execute two Utility Easement instruments with Ronald S. Browning, for Parcels 415 and 416, in the total amount of $31,290, both parcels necessary for the Southside Water Transmission Main, Phase 4a, Project, (#8425), and for other municipal purposes. (Motion No. 2004-183) 32. June 15, 2004 - Motion authorizing the City Manager or his designee to execute a Utility Easement insl~ument with Frank T. Shumate, Jr., for Parcel 402B, in the total amount of $30,000, necessary for the Southside Water Transmission Main, Phase 4, Project 8390, and for other municipal purposes (Motion No. 2004-217) 33. August 24, 2004 - Motion authorizing payment of the Special Commissioners' condemnation award of $31,505.63 for the acquisition of Parcels 429, 436, and 437, each containing a Utility and Temporary Construction Easement, all located along Rodd Field Road between Wooldridge Road and Saratoga Boulevard, necessary for the Southside Water Transmission Main, Phase 4a, Project #8425, and for other municipal purposes. (Motion No. 2004-321) 34. October 12. 2004 - Motion authorizing the City Manager or his designee to execute a Utility Easement instrument with L&L Family Partnership, Ltd., for Parcel 428, in the total amount of $35,000, necessary for the Southside Water Transmission Main, Phase 4a, Project ~8425, and for other municipal purposes. (Motion No. 2004-378) H:~OM'E~EUSEBIOG~GENSAgenda I(ems~SS Water Trans.Ph 4.COF.doc',Pdor Council Ac§on2.doc EXHIBIT B 3 of 3 FTle : \Mproject\councilexhibit$\exh8390D.dwg F.M. ROAD N PARCEL 402A ClTY PROJECT No. 8390 LOCA TT_ON MAP NOT TO SCALE EXHIBIT D SOUTHSIDE WA TER TRANSMISSION MAIN, PHASE 4, PARCEL 402A CITY OF CORPUS CHRISTI, TEXAS CITY COUNCIL EXHIBIT DEPARTMENT OF ENGINEERING SE't~ICES PAGE: I of 1 DATE: 12-14-2004 TRACT 402A Utility Easement STATE OF TEXAS § § KNOW ALL BY THESE PRESENTS: COUNTY OF NUECES § That the undersigned, "GRANTOR" (whether one or more) of P. O Box 9197, Corpus Christi, Texas, 78469, in consideration of Ten Dollars ($10.00) and other good and valuable consideration, paid by the CITY OF CORPUS CHRISTI, a Texas Home Rule municipal corporation, 1201 Leopard Street, Nueces County, Texas 78469-9277, ("GRANTEE") the receipt and sufficiency of which is hereby acknowledged, has GRANTED, SOLID, and CONVEYED, and does hereby GRANT, SELL, and CONVEY to Grantee, its successors, legal representatives and assigns, the free and uninterrupted use, liberty, privilege, and exclusive easement of going in, on, over, under, and along a certain tract of land situated in Nueces County, Texas (the "Premises"), together with free ingress, egress, and regress within said easement by Grantee, its duly authorized agents, servants, and franchisees, to be used from time to time for the municipal purpose of constructing, laying, operating, inspecting, servicing, repairing, maintaining, replacing, keeping, and removing public utility lines (including above and below ground appurLenances thereto) on, over, under, and along the Premises described in Exhibit "A" attached hereto and adopted by this reference for all purposes; PROVIDED HOWEVER, that the first public utility line to be constructed hereunder shall be a water line, and as to that water line, and that water line only, it and all appurtenances thereto shall be buried and not constructed on or above the surface of the premises except for the following: at or near the east properly line there shall be: (1) At station 80+99, an air release valve with a 3" in diameter riser pipe with three 3' high bollards, (2) at station 80+80, an isolation valve with one 3' high bollard. Additionally, (3) At station 80 +60 there will be an access man-way with no above ground appurtenances. (4) At station 66+60 there will be an air release valve with a 3' in diameter riser pipe and three 3' high bollards, it is further 1 192828 TRACT 402A agreed and iT IS AN EXPRESS LIMITATION ON THE EASEMENT RIGHTS HEREIN CONVEYED THAT this conveyance does not grant or authorize the use of [he easement for the installation or operation of an electric utility line conveying or transmitting more that lwelve and i:orty-seven one hundredths kilovolts (12.47 kV) of electric power. GRANTOR FURTHER GRANTS, SELLS, AND CONVEYS TO GRANTEE, a Temporary Cons~uction Easement described as an additional Fifty foot wide construction easement, north of and adjacent to the above-described u£ility easement. Said temporary constTuction easement will be used for the purpose of providing working room and storage of materials and machinery during [he constructing or laying o[ the initial public utility line under the terms of this grant. This Temporary Construction Easement shalr terminate July 31, 2005. The location of the above-described utility easement and temporary construction easement are more particularly described by the plat identified as Exhibit "B" attached hereto and adopted by this reference as a part hereof for all purposes. The rights conveyed to the Grantee herein are easements only, and there is reserved unto the Grantor, Grantor's heirs, executors, and assigns, the use and enjoyment of [he Premises subject only to the dominant right of [he Grantee to the full use and enjoyment of [he easement, without interference, for the purposes for which the same are herein conveyed. The City of Corpus Christi shall, from time to time, after any construction under the terms of this easement, restore [he surface of land within [he easement areas as neady as praclicable to the same condition, as existed prior [0 such construction. It is further agreed that: (a.) Grantee shall have no right lo use any of Grantor's properly outside the easement areas. During construction easement areas will be staked by Grantee to identify their outer limits. 2 192828 TRACT 402A (b.) All excavation will be conducted to segregate the top soil to be returned on top of refill. Upon completion of initial construction on the premises by the City, the surface of the subject property will be restored to its original condition as heady as practicable and will be protected from sinking and subsidence for one year thereafter by the addition of top soil as required. (c.) Ddlling fluid will be water based and all fluid additives shall be environmentally safe and biodegradable. (d.) Grantor may extend its fences along [he west and east boundaries of its property adjoining the Premises to the southwest and southeast comers of the Premises to the King Ranch fence, and fences along future subdivided lot lines may extend across the Premises accordingly. TO HAVE AND TO HOLD, ALL AND SINGULAR, the rights and privileges aforesaid to [he City of Corpus Christi, Texas, its successors, legal representatives and assigns, for the above-described utility easement and temporaw construction easement for the municipal purpose and uses herein above-described for so long as the same are used for such purpose, and if the use of said easement is ever abandoned, [hen the aforesaid dghts and privileges cease. However, the Temporary Construction Easement shall terminate July 31, 2005. Signed this /,.,4-' ~ day of December, 2004. Grantor COF Construction, L.P. a Texas Limited Partnership f/k/a COF Corp., a Texas corporation By: COF Construction GP,LLC. a Texas Limited Liability Company, General Partner 3 192828 TRACT 402A THE STATE OF ,,,~C4.)/¢~,z..' § COUNTY OF ~ § This inslrument was acknowledged before me on N~vemb~.r ,J~-~ 2004, by W.T. Young. on behalf of COF Construction GP,LLC, General Padner of COF Co,..,~, ,,,;_.F 3,.A.,;[Jr~ 'd13."J~'~'~J m'CC~a~EXP]RES Ii~ CN~I. L EI:M01'~ .... ,~ limite~ip,~, ~::~~ V I~1~ ~, ~ !1 Notary Pub,ic, State of ~ ACCEPTED for the City of Corpus Christi, a municipal corporation and body politic under [he laws of the State of Texas on December ,2004. Grantee CITY OF CORPUS CHRISTI, TEXAS P.O. Box 9277 City Hall, 1201 Leopard Street, THIRD FLOOR Department of Engineering Services PROPERTY AND LAND ACQUISITION DIVISION Corpus Christi, Texas 78469-9277 George K. Noe City Manager APPROVED AS TO LEGAL FORM ON December __, 2004 for the CITY ATTORNEY Joseph Harney, Assistant City Attorney City Legal Department THE STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on December __, 2004, by George K. Noe, as City Manager for the City o[ Corpus Christi, a Texas municipal corporation, on behalf of said corporation. Notary Public, State oi: Texas 4 192828 Job No. 33760.A205 December 23,200~ (361)854-3 E'Ni31NE ERIN(5 P,O BOX 6355 · CORPUS CHRISTI, i'EXAS 78466-6355 FAX (36 I)8§4-6001 EXHIBIT A TRACT 402A STATE OF TEXAS COUNTY OF NUECES Fieldn0tcs for a 40.00 foot wide utility easemcnl out of thc 54.71 acre ~'act out of thc South one-half of Section 3l and the North onc-h~lf of Section 32, Laureles Farm Tract, a map of which is recorded in Volume 3, Page 15, Map Records of Nueces County, Texas; said 54.71 acre tract being Ihe same proper~y conveyed by deed recorded in Clerk's File No. 1998002333 and corrected under Clerk's File No. 1998036575 and 1999020690, Official Public Records of Nueces County, Texas; said utili~ easement being further described as follows: ' Beginning al 5/8 inch iron rod found on thc common boundary of thc South one-half of Section 32 and thc Norlh one- half of Section 32, said Laureles Farm Tracl for the southeast comer ora 349.34 acre tract being the ~ame properly conveyed by deed recorded in Clerk's File No. 543525, Volume 2052, Pages 304 thru 307, Deed Records of Nucees Courtly, Tnx~, for thc southwest comer of said 54.71 acre U'act and for the southwest corner oflhis easemanl and from which Poinl of Beginning a Nalional Geodetic Survey monument slamped "SS-100" bea~'s North 17°59'52" Easl 5,626.04 feet and anolhcr National Geodetic Survey mouume~t slamped "SR-070' bears North 87~07'05" East 22,689.51 feet; Thence, North 00°49'52" Wesl, with the common boundary of said 349.34 acre ~racl and said 54.71 acre Iract, same being the west boundary of Ibis easemenl, 40.00 feel for the northwesl comer of this easemenl; Thence, North 89°11'33" Easl, with the north boundary of this easemenl, parallel with the aforementioned common boundary of the South one-half of Seclion 32 and the North one-half of Section 32, said Laureles Farm Tract and 40.00 feel distanl there from, measured at right angles therelo, 2619.06 feet to the southerly boundary of Lol I, Shumale Acres, a map of which is recorded in Volume 60, Pages 90 and 91, Map Records of Nueces County, Texas for the northeast comer of this easemenl; Thence, South 00048'27'' Easl, with thc southerly boundary of said Lot I, Shumate Acres, same being thc easl boundary of this easemcnL 40.00 feet to thc aforementioned common boundary of the South one-half of Section 32 and thc North o~e-halfofSection 32, said Laureles Farm Tract, for a comer of said Lot I, Shumate Acres and for thc soulheast comer of this eastmanL fi.om which comer a found 5/8 inch iron rod bears South 00°48'27TM Easl 1.50 feet; Thence, South 89~11'33" Wesl, with thc aforemenlioncd common boundary of the South anc-halfofSeclion 32 and the North one-halfofSectian 32, said Laureles Farm Tract, same being the south boundasT of said 54.71 acre tract and of this easement, a dislance of 2619.06 feet Io the Point of Beginning and containing 104,762.070 square feet of land. Bearings based on GPS bearings, NAD83, Texas South Zone. National Geodetic Survey monuments "SR-070" (North coordinate = 17,123,255.1563 East coordinale = 1,358,946.5964) and "5S-100" (North coordinale = 17,127,465.1516 East coordinate = 1,338,024.1126) were used as control poinls for establishing basis of bearing. Coordinates shown dc based on Texas State Plane Coordinale System, South Zone (NAD83). URBAN ENGINEERING ~ License No. 4909 \\E~IG2 ~)ala~ urv ey ingL33760- A205~eN-EXI-L[IIIffS~ ~ 7607~205.1[~q_T R402A~doc Z/Z~SWANINER DR, · CORPUS CHRISTI, TEXAS 78404 mall@urbaneng.com Page Iofl !t' j~ JlijI~ ' ~ I ~ ~ ~,, ,,',' ~ ,. ,,. 1 "'"':X, ___L 13 CITY COUNCIL AGENDA MEMORANDUM December 21, 2004 SUBJECT: Rincon Bayou Diversion Pipeline (Project No. 8416) Land Exchange with Coastal Bend Bays & Estuaries, Inc. AGENDA ITEM: a. Ordinance authodzJng the City Manager or his designee to execute land exchange deeds with the Coastal Bend Bays & Estuaries Program, Inc. (CBBEP) for the exchange of tracts of land as part of the Rincon Bayou Diversion Pipeline Project (#8416); and declaring an emergency. Motion authorizing the City Manager or his designee to pay the amount of $69,631.90 lo the Coastal Bend Bays and Estuaries Program, Inc. (CBBEP), being the difference in value of the acreage and associated costs of acquisition for 64.277 acres owned by the CBBEP which are to be exchanged for 47.37 acres owned by the City of Corpus Christi as part of the Rincon Bayou Diversion Pipeline Project (#8416). Resotution authodzin![ the City Mana§er of his designee to execute a Manasement A~reement with the Coastar Bend Bays & Estuaries Pro~ram, Inc. for management of property acquired in connection with the Rincon Bayou Diversion Pipettne Project (//8416). ISSUE: Since 1991, the City has participated in an effort to divert freshwater to the Nueces Estuary in order to reduce the salinity levels of its marshes. Presently, the City is working closely with the Texas Commission on Environmental Quality (TCEQ) on implementing an on-going monitoring and assessment program which will instill a management program for additional inflows into the Nueces Estuary. These additional inflows will be provided via the proposed Rincon Bayou Diversion Pipeline. The City has negotiated a land exchange with the Coastal Bend Bays and Estuaries Program whereby the City will take title to lands necessary for the diversion pipeline as well as situate permanent dght of way for the Mary Rhodes Waterline. The CBBEP will use lands acquired from the City for conservation, sdentific research and educational programs in line with their mission statement. REQUIRED COUNCIL ACTION: Contracts with expenditures in excess of $25,000 require City Council approval. FUNDING: Water ClP 550701-4083-00000-180226 RECOMMENDATION: Approval of the ordinance, motionb and resolution as presented. r~/~FLAngel R. Escobar, P. E. Director of Engineering Services Attachments: Exhibit A. Background Information Exhibit B. Prior Council Action Exhibit C. Property Map Exhibit D. Management Services by CBBEP H:'~HOME~EUSEBIOG\GEN~Agenda Items\Rlnc~'l Bayo~ PIp~llne Dlverslo~l. CBBEP~Agenda Memorandum.doc BACKGROUND INFORMATION SUBJECT: Rlncon Bayou Diversion Pipeline (Project #8416) Land Exchange with Coastal Bend Bays & Estuaries, Inc. PRIOR COUNCIL ACTION: See attached Exhibit B. FUTURE COUNCIL ACTION: Council will be required to: 1. authorize contracts and expenditure of funds for the design and construction of the Rincon Bayou Diversion Pipeline which exceed $25,000 and; 2. approve amendments to address future biological monitoring for the Rincon Diversion project and; OVERVIEW: Background: The City's overall strategy for long-term water supply includes the optimization of the existing freshwater resources contained in the Nueces River Basin comprised of Choke Canyon Dam and Lake Corpus Christi. In an effort to reduce freshwater releases, the City initiated a pilot program in 1994 which released treated effluent from the Allison Wastewater Treatment Plant into Nueces Bay. The City's second project, the Rincon Bayou Diversion, enabled water flows through the Nueces River overflow channel into the upper section of estuary called the Rincon Bayou. In the ongoing effort, biological and chemical evaluations are presently being conducted by the University of Texas Madne Sciences Institute (UTMSl) that will document the effects of wastewater effluent and freshwater diversions into the Rincon Bayou Delta and Nueces Bay. Presently, the City is working closely wil~ the Texas Commission on Envirenmental Quality (TCEQ) on implementing an on-going monitoring and assessment program which will instill a management program for additional inflows into the Nuecos Estuary. These additional inflows will be provided via the Rincon Bayou Diversion Pipeline, which will divert water from the upstream side of the saltwater dam located at Labonte Park, flowing northeastward into the Rincon Bayou. City staff has entered into negotiations with the Coastal Bend Bays and Estuaries Program (CBBEP) to exchange lands in the Rincon Bayou area. The City will exchange bNO tracts of land totaling 47.37acras for five tracts currently owned by the CBBEP containing 64.277 acres. A map of these tracts is shown on the attached Exhibit C. In addition, a payment in the amount of $69,631.g0 will be paid by the City to CBBEP to provide an equitable exchange. The City will construct the proposed diversion pipeline on lands acquired from the CBBEP and will also have improved access to the Mary Rhodes Waterline situated on these tracts. The City will keep the remaining lands for land conservation programs and related uses. The CBBEP will use lands acquired from the City for the conservation of native habitats of the Nueces River Delta and their related programs. Their plans also include public education and outreach programs, educational youth programs, nature toudsm, scientific research and use by area universities, and monitoring programs. Both City and CBBEP will concurrently execute a Maintenance Agreement. A listing of the scope of services provided by the CBBEP is included on the attached Exhibit D. Exhibit A Page 1 of 1 PRIOR COUNCIL ACTION Apdl, 1991 and April 1992. Approval of participation with the Port Authority, Corpus Christi Board of Trade, and the Texas Water Development Board (including partial funding) in the Nueces Estuary Regional Wastewater Planning Study, Phase I in April, 1991 ($25,000 of $150,000) and Phase II in Apdl, 1992 ($79,000 of $258,000). January, 1994. Approval of the Capital Improvement Program which included an Effluent Return Flows Pilot Project to evaluate the potential for meeting the requirement for water releases into the Bay Estuaries using wastewater diversion in lieu of freshwater releases. March 1, 1994. Award of a contract in the amount of $117,500 to the joint venture of Urban Engineering and Govind & Associates for engineering services associated with the construction of an Effluent Diversion Demonstration Project (M94-051). 4. September 26, 1995. Acceptance of an easement for a 28.109 acre effluent diversion site, a 1.019 acre pipeline easement, and a 25 foot wide temporary construction easement from Mr. O.S. Wyatt in connection with the Effluent Diversion Demonstration Project in return for the construction of a 2.5 inch water pipeline valued at $48,500 for livestock watedng purposes (M95-284). 5. October 15, 1996. Award of a contract in the amount of $18,850 to the Conrad Blucher Institute and the Center for Coastal Studies at Texas A&M University - Corpus Christi for continuous salinity monitoring in the Nueces Bay (M96-332) 6. November 19, 1996. Award of a contract for consulting services with the Madne Sciences Institute of the University of Texas at Austin for Biological Monitoring of the Effects of Wastewater Effluent Diversions on Pdmary and Secondary Production in the Rincon Delta and Nueces Bay in the amount of $70,000 (M96-348). Apdl 8, 1998. Acceptance of an Access Easement valued at $15,000 from Mr. John S. McGregor for access over a 20-foot wide road for the purpose of constructing and operating a dispersal facilfty (M97-73). April 8, 1998. Award of contract in the amount of $825,621 with West Oaks Constructors, Inc. for construction of the Allison WWTP/Nueces Estuary Effluent Diversion Demonstration Project. November 24. 1998. Award of contracts for consulting services: a. in the amount of $52,500 with the Center for Coastal Studies (CCS) for Ecological/Biological Monitoring of Treated Wastewater Diversions in the Rincon Delta and Nueces Bay (M98-398); r ExhibitS I Page 1 of 3 10. 11. 12. 13. b. in the amount of $90,500 with the Conrad Blucher Institute (CBI) for On-Going Salinity Monitoring in the Rincon Delta and Nueces Bay (M98-399); and c. in the amount of $84,500 with the University of Texas Madne Sciences Effluent Diversions on Primary and Secondary Production in the Rincon Delta and Nueces Bay. Institute (UTMSI) for Biological Monitoring of the Effects of Wastewater (M98-400). September 28, 1999. Award of Amendment No. 1 for consulting services: a. in the amount of $55,500 with the Center for Coastal Studies (CCS) for Ecological/Biological Monitoring of Treated Wastewater Diversions in the Rincon Delta and Nueces Bay (M99-337); b. in the amount of $85,784 with the Conrad Blucher Institute (CBI) for On-Going Salinity Monitoring in the Rincon Delta and Nueces Bay (M99-338); and c. in the amount of $93,484 with the University of Texas Marine Sciences Effluent Diversions on Primary and Secondary Production in the Rincon Delta and Nueces Bay. Institute (UTMSl) for Biological Monitoring of the Effects of Wastewater (M99-339). October 10. 2000. a. Motion authorizing the City Manager, or his designee, to execute Amendment No. 2 to the contract for consulting services with the Center for Coastal Studies in the amount of $53,672 for Ecological/Biological Monitoring of Treated Wastewater Diversions in the Rincon Delta and Nueces Bay (M2000-360). b. Motion authorizing the City Manager, or his designee, to execute Amendment No. 2 to the contract for consulting services with the Conrad Blucher Institute in the amount of $86,286 for On-Going Salinity Monitoring in the Rincon Delta and Nueces Bay (M2000-361). c. Motion authorizing the City Manager, or his designee, to execute Amendment No. 2 to the contract for consulting services with the University of Texas Madne Sciences Institute in the amount of $110,953 for Biological Monitoring of the Effects of Wastewater Effluent Diversions on Pdmary and Secondary Production in the Rincon Delta and Nueces Bay (M2000-362). Motion authorizing the City Manager, or his designee, to execute a contract for consulting services with Alan Plummer and Associates, Inc., of Austin, Texas, in the amount of $45,920 for Analysis, Evaluation and Report Preparation required by Texas Natural Resource Conservation Commission discharge permit related to the Wastewater Effluent Diversions in the Rincon Delta and Nueces Bay (M2000-363). March 13, 2001 - Motion authorizing the City Manager, or his designee, to execute an engineering services contract in the amount of $40,000 with HDR Engineering for services related to the Re-Opening of the Rincon Overflow Channel and the construction of a pipeline from the Calallen Reservoir to the Nueces Delta for a price to be negotiated (M2001-106). I Exhibit B I Page 2 of 3 14. July 17, 2001 - Motion authorizing the City Manager, or his designee, to execute a construction contract in the amount of $74,300 with Galiager Construction for the Rincon Diversion Project - Nueces Overflow Channel (M2001-273). 15. October 23, 2001 - Motion authorizing the City Manager, or his designee, to execute a consulting contract in the amount of $104,500 with Alan Plummer Associates, Inc., for Nueces Delta Monitoring Program, Program Coordination, and Report Integration Se~/ices (Rincon Bayou Diversions) (M2001-402). November 13,2001 - a. Motion authorizing the City Manager, or his designee, to execute Amendment No. 3 to the contract for consulting services with the Center for Coastal Studies in the amount of $71,170 for Ecological/Biological Monitoring of Treated Wastewater Diversions in the Rincon Delta and Nueces Bay (M2001-421). b. Motion authorizing the City Manager, or his designee, to execute Amendment No. 3 to the contract for consulting services with the Conrad Blucher Institute in the amount of $87,470 for On-Going Salinity Monitoring in the Rincon Delta and Nueces Bay (M2001- 422). c. Motion authorizing the City Manager, or his designee, to execute Amendment No. 3 to the contract for consuti~ng services with the University of Texas Marine Sdences Institute in the amount of $173,664 for Biological Monitoring of the Effects of Wastewater Effluent Diversions on Primary and Secondary Production in the Rincon Delta and Nueces Bay (M2001-423). 17. June 25, 2002 - Motion authorizing the City Manager, or his designee, to execute a contract and to ratify services provided by the University of Texas Madne Sciences Institute, in an amount not to exceed $118,192 for biological monitoring services associated with the Rincon Bayou Diversion Project. (M2002-179) 18. November 19, 2002 - Motion authorizing the City Manager of his designee to execute Amendment No. 1 to a contract with the University of Texas Marine Sciences institute, in an amount not to exceed $165,748 for biological services associated with the Rincon Bayou Diversion Project. (M2002-$98) 19. May 13, 2003 - Resolution recognizing the public necessity of acquiring waterline, surface site and construction easements for the Rincon Bayou Diversion Pipeline, Project # 8416, for a water pipeline and pumping station in connection with the project; and authorizing acquisition by means of negotiations or eminent domain proceedings by the City of Corpus Chdsti or its agents in acquiring the necessary easements. (Resolution No. 025283) 20. September 14, 2004 - Motion authorizing the City Manager or his designee to execute a Utility Easement, Surface Site Easement, and Access Easement instrument with R. Bryan Gulley, for Parcels IA,lB,lC, and 1D, in the total amount of $85,000, necessary for the Rincon Bayou Diversion Pipeline, Project #8416, and for other municipal purposes. (Motion No. M2004-351) H:\HOME\EUSEBIOG\GEN~Agencla Iterns\Rincon Bayou Pipeline Diversion.CBBEP~Prler Coundl Action.doc I Exhibit B Page 3 of 3 SAN PA TRICIO CO. '/~RACTS .TO CBBEP ACRES CCA 36.64 CCB 10.73 TOTAL 47.37 2 19.37 3A 19.705 3B 11.00] 3C 8.646 3D 5.555 TOTAL 64.277 RINCON BAYOU DIVERSION PIPELINE PROPERTY MAP PROJECT NO. 8416 City of Corpus Christi, Texas Tract 3D I Tract 3C Tract 3B Tract 3A act 2 SAN PA TRICIO CO. CCA City Council Exhibit Department of Engineering Services DATE: 12-15-04 PAGE: 1 of 1 EXHIBIT C Scope of Services (CBBEP) Exhibit G of Management Agreement (1) The CBBEP will control access and maintain the property including: (al Except as provided in (2), infrastructure maintenance, including fences, roads, trails, gates, signage, interpretative, and public facilities. (b) Prairie and wetlands restoration, including brush management, grazing management, water management, and exotic species control. (c) Access management, including poaching control, hunting management, public access scheduling. (2) The City will grade designated roads once a year. (3) The CBBEP may perform the following activities as part of its overall mission: (al Engage in conservation of the native habitats of the Nueces River Delta, including: (Al Estuarine systems, riparian systems, salt marshes, freshwater marshes, coastal uplands. (Bl) Conserve biodiversity, including habitat for migratory waterfowl, wading and shorebirds. Neo-tropical migratory birds, and other marine and terrestrial species. (C) Restoration of natural estuarine hydrology, including freshwater inflows and/bay/freshwater interface, and restoration of natural delta landscape function. (b) Public education and outreach focused on interpretation of the ecology of the Nueces River Delta. (c) Youth education and outreach opportunities, especially urban youth, (d) Nature toudsm destination to suppod area economic development. (el Scientific Research and use of the site by area universities. (f) Monitoring in accordance with the existing CBBEP Rincon Bayou, Nueces Delta Monitoring Plan. Exhibit D Page 1 of 1 AN ORDINANCE AUTHORI~NG THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE LAND EXCHANGE DEEDS WITH THE COASTAL BEND BAYS & ESTUARIES PROGRAM, INC. (CBBEP) FOR THE EXCHANGE OF TRACTS OF LAND AS PART OF THE RINCON BAYOU DIVERSION PIPELINE PROJECT(#8416);AND DECLARING AN EMERGENCY. WHEREAS, the City has identified a total of 64.277 acres of land presently held by the Coastal Bend Bays & Estuaries Program, Inc. (CBBEP) that is needed for the Rincon Bayou Diversion Pipeline Project; and WHEREAS, the City is in a position to exchange a total of 47.37 acres of land presently owned by the City, plus an additional $69,631.90, being the difference in value of the acreage and the associated costs of acquisition, for the 64.277 acres land owned by the CBBEP; WHEREAS, it has been determined that the land exchange with the CBBEP is feasible and advantageous to the City of Corpus Chdsti and its citizens for the implementation of the Rincon Bayou Diversion Pipeline Project. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the land exchange deeds with the CBBEP, for the exchange of the total 64.277 acre tracts of land owned by the CBBEP and the total 47.37 acre tracts of land owned by the City, plus the $69,631.90 difference owed by the City, is approved and the City Manager, or his designee, is authorized to execute same. SECTION 2. That upon written request of the Mayor or five council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and shall take effect upon first reading as an emergency this the 21st day of December, 2004~ ATrEST: THE CITY OF CORPUS CHRISTI Armando Chapa Samuel L. Neal, Jr. City Secretary Mayor Approved as to form ~ ,,.,.~..- /¢ ,2004. By: Josel~h Harney (~ Assistant City Attorney For City Attorney Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: INVe, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott RESOLUTION AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE A MANAGEMENT AGREEMENT WITH THE COASTAL BEND BAYS AND ESTUARIES PROGRAM, INC. FOR MANAGEMENT OF PROPERTY IN CONNECTION WITH THE RINCON BAYOU DIVERSION PIPELINE PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the City Manager, or his designee, is authorized to execute an Management Agreement with the Coastal Bend Bays and Estuaries Program, Inc. for management of property in connection with the Rincon Bayou Diversion Pipeline Project (#8416). A copy of the Agreement is attached as Exhibit A. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED: ,2004. Samuel L. NeaI, Jr. Mayor By: Joseph~arney~ Assistant City Attorney For City Attorney ResOI~;BBEP2 Corpus Christi, Texas of ,2004 The above resolution was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott 2 ResoFCBBEP2 MANAGEMENTAGREEMENT This Management Agreement is entered into by and between the City of Corpus Christi, Texas ("City") and the Coastal Bend Bays & Estuaries Program, Inc. ("CBBEP"). Recitals NOW, THEREFORE in consideration of the mutual covenants in this Agreement, the participating entities (the "Parties"), agree as follows: (a) Purpose. This Agreement allows the CBBEP to manage property owned by the City in the Nueces River Delta, described on the attached Exhibits A, B, C, D, E, and F. (b) Scope of Services. The services to be performed by the CBBEP are outlined in the attached Exhibit G. (c) Implementation. The City Manager, or designee, is authorized and directed to take all steps necessary or convenient to implement this Agreement. (d) Participation Notice. Each Party shall notity the other Parties its participation in this Agreement by furnishing an executed original of the attached Participation Notice. (e) Warranty. The Agreement has been officially authorized by the governing body of each Party, and each signatory to this Agreement guarantees and warrants that the signatory has full authority to execute this Agreement and to legally bind their respective Party to this Agreement. (f) Expending Funds. Each Party that performs services under this Agreement will do so with funds available from current revenues of the Party. No Party has any liability for the failure to expend funds to provide aid under this Agreement. (g) Term of Agreement. (1) This Agreement becomes effective as to each Party when approved and executed by that Party. (2) Once approved by al~ Parties, this Agreement is for a term of one year, and will be automatically renewed annually, unless any party declines its participation by giving written notice to the other parties at least sixty days before the end of each annual term. (3) Termination of participation in this Agreement by any Pady does not affect the continued operation of this Agreement between and among the remaining Parties, and this Agreement shall continue in force and remain binding on the remaining Parties. (h) Oral and Written Agreements. All oral or written agreements between the parties relating to the subject matter of this Agreement, which were developed prior to the execution of this Agreement, have been reduced to writing and are contained in this Agreement. (i) Entire Agreement. This Agreement, including Attachments, represents the entire Agreement between the Parties and supersedes any and all prior agreements between the parties, whether written or oral, relating to the subject of this agreement. (j) Severability. If any provision of this Agreement is held invalid for any reason, the invalidity does not affect other provisions of the Agreement, which can be given effect without the invalid provision. To this end the remaining provisions of this Agreement are severable and continue in full force and effect. (k) Validity and Enforceability. If any current or future legal limitations affect the validity or enforceability of a provision of this Agreement, then the legal limitations are made a part of this Agreement and operate to amend this Agreement to the minimum extent necessary to bring this Agreement into conformity with the requirements of the limitations, and so modified, this Agreement continue in full force and effect. (I) Not for Benefit of Third Parties. This Agreement and all activities under this Agreement are solely for the benefit of the Parties and not the benefit of any third party. (m) Immunity not Waived. Nothing in this Agreement is intended, nor may it be deemed, to waive any governmental, official, or other immunity or defense of any of the Parties or their officers, employees, representatives, and agents as a result of the execution of this Agreement and the performance of the covenants contained in this Agreement. (n) Civil Liability to Third Padies. Each Responding Party is responsible for any civil liability for its own actions under this Agreement, and will determine what level, if any, of insurance or self-insurance it should maintain for such situations. (o) No Liability of Parties to One Another. One Par'o/is not responsible and is not civilly liable to the other for not responding, or for responding at a particular level of resources or in a particular manner. Each Party to this Agreement waives all claims against the other Parties to this Agreement for compensation for any loss, damage, personal injury, or death occurring as a consequence of the performance of this Agreement. (p) Notices. Notices under this agreement may be delivered by mail as follows: City: City of Corpus Christi Attn: City Manager P.O. Box 9277 Corpus Christi, Texas 78469-9277 CBBEP: Coastal Bend Bays & Estuaries Program, lnc. Attn: Executive Director 1305 N. Shoreline, Suite 205 Corpus Christi, TX 78401 (q) Amendments to Agreement (1) This Agreement may not be amended except by written agreement approved by the governing bodies of the Parties. (2) No officer or employee of any of the Padies may waive or otherwise modify the limitations in this Agreement, without the express action of the governing body of the Party. (r) Captions. Captions to provisions of this Agreement are for convenience and may not be considered in the interpretation of the provisions. (s) Governing Law and Venue. This Agreement shall be governed by the laws of the State of Texas. Venue for an action arising under this Agreement shall be in Nueces County, Texas and in accordance with the Texas Rules of Civil Procedure. EXECUTED IN DUPLICATE originals, this day of ,2004. A~q-EST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Approved as to form: /¢//¢/¢¢ / By: Josep/~H arney~r,.- Assistant City Attorney By: ,2004 George K, Noe City Manager THE STATE OF TEXAS COUNTY OFNUECES This instrument was acknowledged before me on ,2004, by George K. Noe, as City Manager, City of Corpus Christi, Texas, a Texas home-rule municipal corporation, on behalf of the corporation. Notary Public, State of Texas Coastal Bend Bays & Estuaries Program, Inc. By: Robed//'B~W"~lla , Jr Presideni ~ THE STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on ~)c/~¢_..f~. '7-¢¢4_, 2004, by Robed B. Wallace, Jr., as President of the Coastal Bend Bays & Estuaries Program, Inc. EXHIBIT A STATE OF TEXAS C()UNTY OF SAN PATRICIO 16 99 Acre Tract Field notes oft 1099 acre tract of land. being part a ¢3.60 acre tract of land couvcyed to Thomas E. Finch by deed recorded in Volume 43. Page 372 of the Deed Records of San Patricio County, Texas; Said 1699 acre tract is comprised oft pordorn of the Victoriano Tares and Pedro Vi/lareal Survey, Abstract 32, is situated in San Pa[ricio County, Texas, approximately 4 miles south et' the town of edom. and is described bx metes and bounds as fo[tows: Beginning at a point on the no, th bank ol'rl~e Nueces River, in the south line of an 1432.393 acre tract of land previously surveyed, at the ,.',est comer of said 63.60 acre tract, and at an exterior corner oft 19.57 acre tract of land previously surveyed, for the south;vest comer of this tract; whence the Nueces 2 Triangulation Station (X - 2274474.89, Y 827041.03) bears N 27 15' 38" W. a distance of 17,515.55 feet; Thence N 29° 39' 15" E along the northwest line of said 63.60 acre tract, the southeast line of said 19.57 acre tract, and the northwest line of this tract, a distance of 28I 84 feet to a 5/8" iron rod with surx eyor's cap stamped "RPLS 1907" set for an angle corner of said 63.60 acre tract, an angle corner of said 1937 acre tract, and an angle corner of this tract; Thence N 73" 24' 15" E along the north line of said 65.60 acre tract, the south line of said 19.57 acre tract, and the north line of this tract, a distance of 322.22 feet to a ?8" iron rod with surveyor's cap stamped "RPLS 1907" set for an angle corner of said 63 60 acre tract, an angle comer of said !9'~7 acre tracl, and an angle corner of this Iract: Thence N 87° 54' 15" E continuing along the north line of said 63.60 acre tract, ~he south line of said 19.37 acre tract, and the north line of this tract, a distance of 1464.81 feet to a 5/8" iron rod wilh surveyur's cap stamped "RPLS 1907" set far an angle corner of said 63.60 acre tract, an angle corner of said 19.37 acre tract, and an angle corner of this tract: Thence S 76= 05' 55" E continuing along tine north line of said 63.60 acre tract, the south line of said 19.37 acre tract, and the north line of this tract, a distance of 340.85 feet to a 5/8" iron rod with su~'eyor's cain stamped "RPLS 1907" set in the ,,','est right-o~°- ,.va,.' line of the Missouri Pacific Railroad and at tine southeast corner of said 19.37 acre tract, for the northeast corner o£ this tract: Thence S 04° 49' 59" W along rt~e ,.test right-ot'-way line o~'said Missouri Pacific Railroad and the east line of this tract, a distance nf300.02 f'eet to a 5/8" iron rod with smveyor's cap stamped "RPLS 1907" :set at the northeast corner nfa 36.64 acre tract of land previously surveyed, for the southeast corner of this tract: Thence S 89° 45' 00" W along the north line of said 36 64 acre tract and the south line of this tract, a distance of 2217.69 feet to the place of beginning, containing 16.99 acres of land, more or less, subject In all easements of record. Bearings and coordinates in this description were determined by a GPS Survey from the Nneces 2 Triangulation Station (X - 2274474.89. Y - 827041.03) NAD 27 Texas South Zone. EXHIBIT B STATE OF TEICdS COUNTY OF SAN PATRICIO 19.37 Acre Tract Field notes ora i9.37 acre tract of land, being pan' a 398024 acre tract of land conveyed from Betty Ann Pamplin, et al, to John S 5lcGregoi by Special Warranty Deed dated Augustd, 1993, and recorded in Clerk's File No 415230 ofthe Real Property Records of San Patricio Count}', Texas; and pan nfo 1432393 acre tract of land previously surveyed; Said 19.37 acre tract is comprised of a ?ortiolPof the Victoriano Tares and Pedro Villa-eal Survey, Abstract 32, is situated in San Patricio County, Texas, approximately 4 miles south of the town of Odem, and is described by metes and bounds as fot[ows: Beginning at a point in the east rigbt-of-wa~ line of Interstate Highway 3 ? and the west line of said 1432.393 acre rracL for the north,vest corner of Ibis tract; whence the Nueces 2 Triangulation Station (X = 2274474.89, Y - 827041 03) bears N 24© 02' 25" W, a distance of 16,637.2I feet; Thence S 87© 00' 02" E along the north line this tract, a distance of 2950 67 feet to a 5/8" iron rod with su.weyor's cap stamped "RPLS 1907" set in the west right-of-way tine of the Missouri Pacific Railroad, for the northeast corner or- this tract; Thence S 04° 49' 59" W along the west right-of-way line of said Missouri Pacific Railroad and the east line of this tract, a distance of [ 88.48 feet ho a 5/8" iron rod with . surveyor's cap stamped "RPLS 1907" set in the north line of said 6360 acre tract of land conveyed to Thomas E. Finch by deed recorded in Volume 43. Page 372 of the Deed Records of San Patricio County, Texas; for the southeast corner of this tract; Thence N 76° 05' 55" W along the north line o£said 63.60 acre tract and the south line of this tract, a distance of 340.85 feet to a},~8'' iron rod with sur,,eyer's cap stamped "RPLS 1907" set for an angle corner of this tract; Thence S 87© 54' 15" W continuing along tko north line of said 63 60 acre tract and the south line o£this tract, a distance of 146481 feet to a 58" iron rod with surveyor's cap stamped "RPLS 1907" set for an angle corner of this tract; Thence S 73° 24' 15" W conunumg along the no,th line o1 said 6360 acre tract and the south line of this tract, a distance of 322 22 feet ,~o a 58" iron rod with surveyor's cap stamped 'RPLS 1907" set for an angle corner of t}-lis tracx; Thence S 29© 39' 15" W continuing along the no~h line of said 63.60 acre tract and the south line of this tract, a distance of 28184 feet to a point on the north bank of ttxe Nueces River, at Ch.e west corner of said 63 60 acre tract, and the northwest corner of a 36.64 acre tract of land just surveyed, for an exterior corner of ~his tract; Thence in a westerly direction web the meanders of the north bank of said Nueces River as follows: N 67© 11' 28" W 20827 feet: S 74© 17' 22" W ~026 fee!: Bea.dngs and coordinates in this description ',t ere determined bv a GPS Sur'~e7 from Ihe Nueces 2 Triangulation Station (X = 2274474.89, T 82704103i NAD 27 Texas South Zone. I, Jnlius L. Petrus, Jr., Registered Professional Land Sur','e',or or-Texas, do hereby that this description represents an acrua[ surve7 made on d~e gr©un~, tlnis The 6th da February., 2003. 15765I:JF Rcgtstcrod Pro£¢ssional La.nd SurYe)'o~ Texas Regis~raticm No 1907 EXHIBIT C STATE OF TEXAS COUNTY OF SAN PATRICIO Tract 3A 19705 Acres Field notes of a i9.705 acre tract of land, being out o[a ;98 024 acre tract of land conveyed from Betty Ann Pamplin, et al, to John S. N[c(_}regor bi,' Special Warranty Deed dated August 6, 1993, and recorded in Clerk's File '4<, 415239 if the Real Property RecordsofSanPatricioCounU',Texas and part ofan1432.393 acre tractofland previously su~'eyed; Said 19.705 acre tract is comprised ora ?uti:on et'the Vic~oriano Tares and Pedro Villareal Survey, Abstract 32, is situated in San Patricio Coun%', Texas. approximately 3 miles south of the town of edom, and is described by metes and bounds as follows: Commencing a~ a 5/8" iron rod v:Rh surveyor's cap stamped 'RPLS I907" set at an intoner comer in the easterly right-o£-way line of Interstate Highway 37, the southeast tine of James F. Welder Land, the no.Sweat tine of ';aid 398 024 acre trac~, at the we~t corner ora I3.602 acre tract of land previonsly surveyed, nod tBe west corner of said 1432.393 acre tract; whence the Nueces 2 Triangulation Station (X = 2274474.89, Y = 827041~03) bears N 24= 24' 30" W, a distance of 15.690 14 leer: Thence S 17° 57' 32" E along ~be northeast t'igh>ot v:av ime of said hrterstate Highway 37, the southwest line of said 1432393 acre tract, and a southwest line of said 15.602 acre tract, a distance 0£509.70 feet to a point at the south corner of said 13602 acre tract, for the POINT OF BEGINNING and the somberly '.vest corner of this tract; Thence N 72° 18' 57" E along ~ southeast line ~r'said 23 602 acre tract and a northwest line of this tract, a distance of 111.03 feet n, a point at an exterior corner of said 13.602 acre tract, for an interior corner <of this tract: Thence N 39= 45' 09" E continuing along a :.~ outheast line of said 13602 acre tract and a northwest line of this tract, a distance of 8 27 Feet to at point at an exterior corner of said I3.602 acre tract, for an interior corner of this tract: Thence N 17° 39' 25" W along a northeasr line of saki 13 602 acre tract and a southwest line of this tract, a distance of 504 99 feet to point a~ an tn~erinr corner of saki I3.602 acre tract, for the no,hotly west corner of this track Thence N 40° 23' 44"E along a somheast 'inn of.,:aid is 602 acre tract and a northwest line or,his tract, a di~ance of 814 43 tcet t,', :~ pohF. fi: an angle corner of saki I3.602 acre tract and an angle corner of ibis tract; Thence N 29° 1 i' 43" E continuing along a southeast line et said 13 602 acre tract and anorthwest line of this tract, a distance of i'33.26 lent t,~ point, For an angle comer of said 13.602 acre tract and an angle corner of this tract: Thence N 42" 06' 17" E continuing along a sot:rheas[ line of said 13.602 acre tract and a northwest line of this tract, a distance of 212.14 fret to a point, for an angle corner of said I3.602 acre tract and an angle corner ogthis tract: Thence N 29° 06' 07" E continuing along a :<outheas[ Iine o£said 13602 acre 5555 acre tract and the west cornerofa14197acretractofl:mdiustsurveved for *,he east corner of this ;ract; Thence S 44° 04' 17" W along a southeast line of this tract, a distance of 283 5(, feet ~o a point for an angle corner of this tract; Thence S 29° 06' 07" W commuing along a sou;beast line of this tract, a distance of 199'7.73 feet to a point for an angle corner of this tract; Thence S 42° 06' IT' \V continuing along a southeast line ,:~f [his tract, a distance -,1~,,26 feet to apoint for an angle corner of this Thence S 29° Il' 4Y' ~,~,' continuing along a southeast tine of this tract, a distance of 1751.00 feet to a point for an angle corner of this tract; Thence S 40° 23' 44" W continuing along a somheast line of this tract, a distance or' ?~.5.90 feet to a point for an angle corner of this tract; Thence S 17° 39' 25" E along a northeast line ofdds tract a distance of 480 33 feet to point for an east comer of this tract; Thence S 26° 45' 08" W along a southeast line of this tract, a distance of 134 18 feet to a point for an angle corner of this tract; Thence S 72° 18' 57" W continuing along a soudxeast line c. fthis tracl, a distance of 173.32 feet to a point in the northeast right-o f-'.~ ay line of said Interstate HighwaF 37 and the southwest line of said 1432.393 acre tract, for the soutln corner of this tract; Thence N 17° 5'7' 32" W along the northeast right-of-wa:: line of said Interstate Highway 3'7, the southwest line of said 1432.393 acre tract, and a southwest line of this tract, a distance of 150.00 feet to the POINT OF BEGINNING, containing I9.705 acres of land, more or less, subject to all easements of record Bearings and coordinates in this descziption '*','ere determined by a GPS Snrvey ~'ronq_ tine Nueces 2 Triangulation Station (X = 2274474.89. Y = 827041 031 NAD 27 Texas South Zone. 15765W:JF EXHIBIT D STATE OF TEXAS COUNTY OF SAN PATRIC[0 Tract 3B 11 001 Acres Field notes ora 11.00I acre Iract of land, being part o£a 151729 acre tract of land conveyed from Betty Ann Pamplin, et al, to John S blcGregor by Special WarranU' Deed dated August 6, 1993, and recorded in Clerk's File No ~15239 of the Real Property Records of San Patricio Count)', Texas; part of a 398 024 acre tract of' land conveyed from Be%' Arm Pamplin, et al, to Jolm S. blcGregor by Special Warramy Deed dated August 6, 1993, and recorded in Clerk's File No. 4i5239 of the Real Property Records of' San Patricio Counts,, Texas; and part of a 1432.393 acre tract of land previously surveyed: Said 11.001 acre tract is co~nprised of portions of the J '3/ H 0Itman Survey, Abstract 213, the Juan Hart & Sons Survey, Abstract 10, and the Yictoriano Tares and Pedro Villareal Survey, Abstract 32, is situated in San Patricio Csunty, Texas, approximately 3 miles southwest of the to,,,rn of Odem, and is described by metes and bounds as follows: Commencing at a5/8" iron rod with surveyor's cap stamped "RPLS 1907 set in the southeast right-of-way line of N'Nssouri Pacific Railroad, the north,,vest line of a 1432.393 acre tract of land just surveyed, at the west corner of a 56 64 acre tract of land previously surveyed, the noah comer of a 15.797 acre tract of laud ]ust surveyed, and the west comer of an 1.879 acre tract of landjusr surveyed, whence the Nueces 2 Triangulation Station (X= 2274474 89, Y-827041.05) bearsN6! 41' 21"W,a distm~ce of I4,774.80 feet.; Thence S 36° 37' 48" E along the south',vest line of said 1 8"9 acre tract and the northeast line of said 15.797 acre tract, a distance of 14573 feet to a point at the east comer of said 15.797 acre tract, the south corner of said 1.879 acre tract, and the west comer of an 8.646 acre tract of land just surveyed, for the POINT OF BEGINNING and the north comer of this tract; Thence S 36© 37' 48" E along the southxvest line of said 8.646 acre tract and the no,beast line of this tract, a distance of 150.01 feet to a point at the south corner of said 8.6146 acre tract and the west corner of a 46; 117 acre trac~ of land just surveyed, for the east comer of this tract; Thence S 53° 51' 29" \x,, along the southeast line ~f this tract, a d/stance of 389 81 feeito a point for an angle comer of this tract; Thence S 53° 08' 47" R' continuing along the ~outheast line of this tract, a distance of 1001.68 feet to apoint for an angle corner cf this traot: Th. once S 52© 59' 49" \V continuing along the southeast line of this tract, a dis!anco of 1625.84 feet to a point for an exterior corner of this tract: ~ Thence S 87° 20' 49" \V continuing along the southeast line of this tract, a distance of 256.63 feet to a ?oint in a curve to the right and in the southeast right-of-',vay Iin& of Missouri Pacific Railroad, for the ,.',,est corner of this tract: , Thence N 53° 08' 47" E continuing along the so,~u[~,ca t line r,f said 15.797 acre tract :md the northwest line of this Tract, a distance c,f 1"¢'2 81 ~'eet to a point for art angle comer of said I5.797 acre tract and an angle corner of this Iract Il'[ ThenceN53o 51' 29" E continuing along the ~. ~.J.~a~ line cfsaid I5 797 acre st ~md the northwest line of'this tract, a distance cf :S"> ~6 t'e~t r,? the PO]TNT OF iGINNING, containing 11.001 acres of land more ~. ord. Bearings and coordinates in this descripuon ',,.'ere determined b', a GPS Survey front the NUeces 2 Triangulation Station ~'X = '07~474 ~c, ', = 21704' , ~', NAD 27 Texas South Zone. Pr?ared Februars' 17, 2003 15765P:JF EXHIBIT E STATE OF TEXAS COLrNTY OF SAN PATRICIO Tract iC 8.646 Acres Field notes ora 8.646 acre tract of land, being ?mr of a 1517.29 acre tract of hmd conveyed from Betty Arm Pamplm, et al, to John S McGregor by Special Warrant5 Deed dated August 6, 1993, and recorded in Clerk's File No 415239 of the Real Prope~y Records of San Patricio Count>, Texas; pa~ of a 5064 acre tract <,fland previously surveyed, and pa~ of an 1432.393 acre tract of land previom, l)smveyed; Said 8,646 acre tract is comprised ¢ fpo~tions ct' L':,e C C Hornsby Survey, Abstract I59, and the J, W. H. Oltman Survey, Abstract 2 t3. ~$ 5itoated in San Particle County, Texas, approximately 5 miles south'ves~ of the town ,t eden. and is described by lnetes and bounds as follows: Begimfinga~a\/8"ironrod~X !2895"! 15.\' 81t:'l"04) rodwith surveyor's cap stamped "RPLS 1907" set in the somheas[ light of-way line oFthe Missouri Pacific Railroad and an angle corner of an ] Quitclaim Deed dated June I3. 1995, anclrecorded e(lle~k',~FileNo. 432598 ofthe Rea/ Property Records of San Patricio County, Texas; fo1 the nol~h c,rner of said 1432.393 acre tract, the no~h corner of said 56,54 acre tract, ~tlqC[ thc iio'.~]l COl'aCt 0f this tract; whence theNueces2Tri~gulationStadonCX=22-44"489.!' S27041 03) beaten 69° 56' 10" W, a dist~ce of i6.0~2 27 Thence S 01° 09' 42" E along the ea'. line :is:iii 14a2 ~ ~ acre tract and the eas~ line ofithis tract, a distance of 212 48 feet :<, x Feral u (ne rurtx c,une: ora 4(, 117 ama tract oflandjusr surveyed and an angle corner <t'sad 1452395 ~re tract, fur a scutlneast corner of this tract; Thence atong the northv, est line of said 4i5 ] 17 :ecsc 'aacc and the southeast line of this tract as follows: S 44° 36' 20" \V 675- ieee: S 45° 40' 44" W 0005 feet: S 46° 27' 20" W 9695 ~ket: S 47° 25' 15" \V 9355 feet; S 48° 46' 43" \V [88-o tEet: S 50° 09' 3Y' \V 9285 t\et: S51°0y 00'W 9541 l~et S 51° 57' 51" x,\' 9':x8 f~ct: S 52° 57' 23" \V 9894 ~bet: S 53= 53' 34'W 95 1,', feet: S 54= 56' 26" \V 930(15 ~et: S 55° 46' 58" W 91.55 feet; S 53° 15' 56" W 85747 feet: S 49° 47' 14" 5\: 17489 feet: S 53° 51' 29" W 21546 feet re a point in the southwest line of said 5664 acre tract, at the u, est comer oi~ said 46 117 acre tract, and at the east comer of an 11 ,O01 acre tract of land just surveyed, for the south comer of dais tract; Thence iN 36° 37' 48" ',3/along the ??4th'a'e ;t line of said ~'6 64 acre tract, the · - [ ;1 , ' : i 5', ~' L Thence N 53° 1S' 56" E confinuin~ alon~ ~he southeast line of said 1879 ac~e ~r~c~ and ~he no~hw~st line of ~h~ tracL a d~stance ot 8(~52 feet ~o a ?om~ in the southeast right-of-way line of said Missouri Pacific R.,ih oztd and thc nor&west tine off said 1432.393 acre tract, for an angle corner of said 14q2 392 ~c:c tract and an angle corner of this tract; ]Thence continuing along tixe southeast fight-or way line or said Misso'ari Pacific Railroc. d, the northwest line of said 1452.37x acre tract, and [h,~ n< ~lxwest line of this tract as follows: N 55° 46' 59" E 93 '-4 feet: N 54° 56' 26" E 91.42 feet; N 53° 5_3' 34" E 9251 ~et; N 52° 57' 23" E 9642 N 51° 57' 51" E 92.88 N 51° 0.3' 00" E 93.05 feet; N 500 09' 33"E 8988 feet; N 480 46' 45" E 185.20 N 47° 25' 15" E 9051 feet; N 46° 27' 20" E 94(,7 N 45° 40' 44" E 882_~ t~et; N 440 36' 20" E 9382 feet; N containing 8.646 43° 32' 23" E, a distance of 12058 f~=et to &e place of beginning, acres of land, more or less. sttbject to all eztsen'~ents of record. Bearings and coordinates in this description ,vere dete: mined I~5' a (5PS Survey from Nueces 2 Triangulation Station (X = 227447489. ¥ g27041 i'~3! NAD 27 Texas Sou~h Zone. Prepared February 17, 2003 15765N:JF EXHIBIT F STATE OF TEXAS COUNTY OF SAN PATPdCIO Tract 3D 5555 Acres Field notes of a 5.555 acre tract of land, being ot~t of a 398.024 acre tract o17 land conveyed from Betty Ann Pamplin, et al, to John S NfcOreg~r by Special Warrant3 Deed dated August 6, 1993, and recorded in Clerk's File No 415239 of the Real Property Records of San Patrieio Count)', Texas; and part o£an 1432 ~93 acre tract of land previously sur~'eyed; Said 5.555 acre tract is comprised of a portion of'the Victoriano Tares and Pedro Villareal Survey, Abstract 32. is situated in San Patricio Coonty. Texas, approximately 3 miles south of the to~ of adorn, and is described bv ~netcs and bo,ands ~s follows: Commencing at a 5/8" iron rod with surveaor's cap stamped "P,_PLS 1907" set nx the southeast right-of-way line alU. S Highway 77. ar al! angle corner of said I432.393 acre tract, an angle comer of said 398024 acre tract, the wes: col'net ara 3000 acre tract oFland previously surveyed, the north corner ora !i 602 acre tract of]and just surveyed, and the ,,vest corner ora 10.248 acre tract of land just surve':ed, v,'hence the Nueces 2 Triangulation Station (X = 2274474 89, T = 827041 0% beat's N 42© 52' 23" W, a distance of 13,423.53 feet: Thence S 46= 11' 45" E along tile northeast line of said 13.602 acre tract and the southwest line of said 10.248 acre tract, a distance of 228.04 feet to a point at the north corner ora I9.705 acre tract oflandjust surveyed, the easl corner of sald 13602 acre tract, and the south comer of said 10 248 acie tract, ~br the ?Oi%W OF BEGINNFN'G and the west comer of this tract; Thence N 44° 04' 17" E along the southeast lille of~,aid [,3248 acre tract and a northwest line of this tract, a distance of 1(58391 feet ro a point at an interior corner of said 10,248 acre tract, for the north comer of this tract: Thence S 62© 31' 40" 12 along a southx~est line of said i02-18 acre tract and a northeast line of this tract, adistance of 63.21 feet to apoint itl a curve to the left, on tl~e northwest right-of-way line of the Missouri Pacific Railroad. and at a south corner of said 10.248 acre tract, for an east corner of this tract: Thence in a southwesterly direction with said cur,re t,:, tl~e left IRadius = 2914/% feet, Delia Angle = 05° 3> 01 , Chord Bearin< and Distance is 5 05© 42' 4? W, 283.93 I~et) along a southeast line of this tract and along the nortlr.wst righ~-of-v, ay line of said Missouri Pacific Railroad, a distance of 284 04 f~et to a point at the no~la corner of a 14. 197 acre tract of land just s~veyed, for an angle carnet tin is n act; Thence S 44° 04' I7" W along the northwest line of said 14 I97 acre tract and the southeast line of this tract, a distance of 1431.79 feet to a point at the west corner of said 14.197 acre tract and the east corner of said 19705 acre tract, for the south corner of this tract; Thence iN' 46© 11' 45" ',3,,' along the northeast line of said 19.705 acre tract and tlne southwest line of this tract, a distance of 150.01 feet to the POFNT OF BEGEqTVFNG, EXHIBIT G li The CBBEP will control access and maintain the property including: (a) Except as provided in (2), infrastructure maintenance, including fences, roads, trails, gates, signage, interpretative, and public facilities. (b) Prairie and wetlands resloralion, including brush management, grazing management, water management, and exotic species control. (c) Access management, including poaching control, hunting management, public access scheduling. (2) The City will grade designated roads once a year (3) The CBBEP may perform the following activities as part of its overall mission: (a) Engage in conservation of ~he native habitats of the Nueces River Delta, including: (A) Estuarine syslems, riparian systems salt marshes, freshwater marshes, coastal uplands. (B) Conserve bJodiversity, including habitat for migratory waterfowl, wading and shorebirds. Neo-tropical migratory birds, and other marine and terrestrial species (C) Restoration of natural estuanne hydrology, including freshwater inflows and bay/freshwater inter~ace, and restoration of natural delta landscape function (b) Public education and outreach focused on interpretation of the ecology of the Nueces River Delta (c) Youth education and oulreach opportunities, especially urban youth. (d) Nature tourism destination to support area economic development. (e) Scientific Research and use of the site by area universities. (f) Monitoring in accordance wilh the existing CBBEP Rincon Bayou, Nueces Delta Monitoring Plan. 14 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 12-21-04 AGENDAITEM: a) MOTION AUTHORIZING THE CI'FY MANAGER OR HIS DESIGNEE TO EXECUTE A JOINT ACQUISITION AGREEMENT WITH THE COASTAL BEND BAYS AND ESTUARIES PROGRAM TO PURCHASE 77.707 ACRES FROM CARR RANCHES, LIMITED, ET AL., IN THE ACQUISITION AMOUNT OF $485,300 WITH THE COASTAL BEND BAYS AND ESTUARIES PROGRAM PROVIDING $288,752, THE CITY PROVIDING $114,302.50 (INCLUDING $3,054.50 OF CLOSING COSTS), AND THE CARR FAMILY DONATING $85,300 IN LAND VALUE b) RESOLUTION AUTHORIZING THE ACQUISITION OF 33.515 ACRES OF LAND FROM THE CARR RANCHES, LIMITED, ET AL., IN THE AMOUNT OF $208,000 UTLIZiNG FUNDS FROM A COSTAL IMPACT ASSISTANCE PROGRAM GRANT THROUGH THE COASTAL COORDINATION COUNCIL ISSUE: For many years, the city of Corpus Christi has undertaken acquisition of land along Oso Creek and Oso Bay as opportunities and grant funds became available. In 2001, the City applied for and received approval from the Texas Department of Transportation (TxDOT) for a Bay Trails Phase 3 project that extended from South Padre Island Drive south to Holly Road and across Holly Road along Oso Bay. The project contains both limited funding for rights of way together with substantial funding for construction and administrative expensive, altogether totaling $977,480. The grant also required a $400,000 local match to be made up of acquired project land. In addition to the TxDOT grant, the City applied for and was awarded a Coastal Impact Assistance Program (CLAP) grant through the Coastal Coordination Council of the Texas General Land Office for an adjoining area for acquisition in the amount of $208,596. We are now in the position to acquire the largest single tract within the entire project from the Can. Ranches, Limited, et al. This acquisition to be undertaken in two parts not only will complete the ClAP grant from GLO but will also complete the local match requirement from the TxDOT grant and allow TxDOT to move forward to the construction phase. REQUIRED CITY COUNCIL ACTION: In order to acquire land, the City Council must take action. CONCLUSION AND RECOMMENDATION: This acquisition project of over 110 acres of land along Oso Bay is a giant step forward in moving the Bay Trail and the Oso Parkway project forward. V~th the assistance of the Coastal Bend Bays and Estuaries, the Texas Department of Transportation and the Texas General Land Office, aw well as the generous donation by the Can- family, future generations of the City of Corpus Chdsti, the region and the State of Texas will have irreplaceable habitat protected for all time. We solicit City Council approval. W. Thomas Utter Special Assistant to the City Manager BACKGROUND INFORMATION Beginning in the late sixties and eady seventies, the Coastal Bend Council of Govemments and the City of Corpus Christi began working together to preserve frontage and habitat along Oso Creek and Oso Bay. This cooperative effort resulted in an eady plan for Oso Creek. Subsequent City e[forts have created a true Oso Creek and Oso Bay plan that has led through the years to the creation of Oso Parkway and the acquisition of many hundreds of acres of land along the Oso. Oso Creek and Oso Bay has been recognized by the State of Texas as one of the most unique flora and fauna areas in the State. The City's acquisition efforts have been directed toward acquiring the areas that have the most environmental value. Over the years the City has received Texas Parks and Wildlife funds, Texas General Land Office funds, park dedication agreements, and private donations of land. (See Exhibit 1, which shows land owned by the City along Oso Creek and Oso Bay.) In 2001, the City applied for and received approval from TxDOT for a Bay Trails Phase 3 project that extended from South Padre Island Drive south to Holly Road and across Holly Road to Oso Bay. This project is an extension of the first two phases that included substantial improvement along the Corpus Chdsti Bayfront running all the way to Texas A&M University-CC and then down Ennis Joslin to South Padre Island Ddve. The TxDOT project in the total amount of $1,377,480 required a local match of $400,000 of inkind land contribution which was envisioned to be a portion of the Carr family property know as Cart Ranches Limited, immediately south of Holly Road and on Oso Bay. In 2002, in addition to the TxDOT grant, the City applied for a Coastal Impact Assistance Program (CLAP) grant through the Coastal Coordination Council under the General land Office. The grant was approved by GLO and subsequently by the City Council in the amount of $208,596. The Carr tract, which includes slightly more than 110 acres, has been appraised by an appraiser for the City. The appraisal has been reviewed by TxDOT and GLO and has been approved. The City staff divided the property into two tracts (see attached Exhibit 2). Tract 1, which contains 77.707 acres, is appraised at $485,300. The Coastal Bend Bays and Estuaries Program (CBBEP) will be acquiring this property for the City and contributing $288,752. The City, under contract with the CBBEP, will be contributing $114,302,50, which includes $3,054.50 of closing costs and the Carr family has agreed to donate $85,300 of land value. The City funding will come from our storm water fund since there will be a major drainage outfall across the property. The estuary program will hold the land for the City until such time as the City needs to property for possible future grant applications. The second tract of the Carr property in the amount of 33.515 acres has been appraised and is being purchased in the amount of $208,000 and the City will be using the ClAP grant to acquire this portion to be held by the City and hopefully used in the future as a match against other eligible grants. The acquisition of the Carr tract will be a tremendously important step forward in the protection of habitat along Oso Bay and will substantially move the Bay Trails program forward. Staff is extremely appreciative of the wonderful working relationship that our acquisition department has had with the Carr family We want to specifically point out their very generous donation of $85,300 of appraised value. Staff will search for an appropriate vehicle for naming to appropriately memorialize the generosity of the Carr family. We should also point out the assistance of a number of property owners and developers for the remaining portion o[ the Bay Trail and their support and assistance at all levels. 15 CITY COUNCIL AGENDA MEMORANDUM Date: 12/21/04 AGENDA ITEM: Motion authorizing the City Manager or his designee to amend the scope of work for the FY2002 CDBG Southmoreland Addition Area Street Improvement Phase 3B & 4B project and F'Y2003 CDBG Southmoreland Addition Area Street Improvements Phase 3B project. ISSUE: Amending scope of work in an approved Consolidated Annual Action Plan (CAAP) funded projects requires City Council action and approval. REQUIRED COUNCIL ACTION: That the City Manager or his designee will be authorized to amend the scope of work for the FY2002 CDBG Southmoreland Addition Area Street Improvement Phase 3B & 4B project and FY2003 CDBG Southmoreland Addition Area Street Improvements Phase 3B project. RECOMMENDATION: Staff recommends approval of the motion as presented. ~n h~an~Wagner, Acting NSD Director Angel Escobar, Engineering Director ADDITIONAL SUPPORT MATERIAL Background In[ormation [] Maps [] BACKGROUND INFORMATION PRIOR COUNCIL. ACTION On May 21, 2002, the City Council adopted the FY2002 Consolidated Annual Action Pian for CPD Programs. Included was the approval of the Southmoreland Addition Area Street Improvement Phase 3B & 4B project (Resolution No. 024887). On May 20, 2003, the City Council adopted the FY2003 Consolidated Annual Action Plan for CPD Programs Included was the approval of the Southmoreland Addition Area Street Improvements Phase 3B project (Resolution No. 025309) PROJECT BACKGROUND Original scope The FY2002 CDBG funding of $15,000 provided for the design of approximately 2300 L.F. of street improvements for the following streets: Lewis from Clemmer to Watson, 300 L.F.; Watson from Ayers to Naples, 1250 LF.; and, Naples from Richard to Watson, 750 L.F. Improvements include design of pavement 28' B-B, curb, gutter sidewalks, driveways and underground drainage for Phase 3B. In addition, the FY2003 CDBG funding of $78,000 consisted of the design and construction of 28' B-B street pavement, curb, gutter, sidewalk, driveways and underground drainage for Phase 3B. Phase 3B of this project consisted of Lewis-Clemmer to Watson approximately 300 L.F., Naples Street-Richard to Watson approximately 750 L.F., Watson-Ayers to Naples approximately 1250 L.F. As a reduction of funding in the FY2003 request, the scope of work was defined from design and construction to design only. Prol~osed revised scope The Southmoreland 3A & 4A project which was CDBG funded has been completed and a balance of $18,8,78 and $21,332 were not used on 3A and 4A. The transfer of these funds to Southmoreland 3B & 4B would provide sufficient funds to design both 3B (see above for description of project 3B) and 4B. The addition of 4B would add: Norton-Ayers to Naples, 1,250 L.F, Fannin-Ayers to dead end, 905 L.F., Lewis-Watson to Fannin, 350 LF. and Naples-Watson to Norton, 155 L.F. This proposed revised scope of work will complete the design work needed for the Southmoreland Addition. LEGEND [/////////////,~ ~ 38 ~=ROV~E~T$ SOUTHMORELAND ADDITION AREA STREET IMPROVEMENTS PHASES ,~B & 4B PROPOSED STORM DRAIN LAYOUT CITY PROJECT NO. 61 72 CITY of CORPUS CHRISTI /[',,,, SITE II PROJECT NO. 8?20 LEGEND ,-, ~ PHa. SE 4A I~OVEI~EN~ I ' D ' i ,.. PHASE 4B ~ ~; ~._.,...,~.~ ~TH~E~D ~ITI~ cI~ ~ZL ~8Ir ST~ET IBP~V~ENTS ~ ~t ~ ~ P~E 3B and P~E 4B PA~ 1 of 3 City of Co~us Ch~stl. Texos ~,11-~-~1 16 CITY COUNCIL AGENDA MEMORANDUM Dec. 21,2004 AGENDA ITEM: Motion authori7_Jng the City Manager or his designee to execute a twelve-month software maintenance agreement with In[osol, Inc. of Bellaire, Texas in an amount not to exceed $41,299.05. Included in this agreement is maintenance and support for the CourtHouse software currently being utilized by the Municipal Court. This vendor qualifies as sole source support as they are the only vendor providing support [or the City's Municipal Court application, CourtHouse, past June 30, 2006. ISSUE: In March 1998, City Council authorized the purchase of CourtHouse application software from Court Specialists Incorporated (CSI). It is the backbone o[ all information processed by the Municipal Court - Adding Citations, Payments, Pay Plans, Dismissals, Deferred Dispositions, Extensions, Court Scheduling, Appeals, Warrants, and Cash Bonds. Software must be maintained to allow [or upgrades, improvements and to ensure that it is stays compatible with other systems. CSI announced that they will terminate remaining support services for CourtHouse on June 30, 2006. They partnered with Infosol to provide long term full maintenance and support for CourtHouse software and provided the City the option to contract with Infosol for maintenance and support. REQUIRED COUNCIL ACTION: City Council approval is required for all expenditures over $25,000. PREVIOUS COUNCIL ACTION: March 1998, City Council authorized the purchase of the CourtHouse application with a five year maintenance agreement and on March 23, 2003 Council authorized an extension of the maintenance agreement with CSI. FUNDING: Amount Budgeted $41,299.05 Source of Funds 5210-40495-530230 CONCLUSION AND RECOMMENDATION: Staff recommends approval o[ the motion as presented~ Ogilvie F. Gedcke, P.E. Director of MIS Attachments: Exhibit A - Software Maintenance Agreement Schedule A - Software and Fees Schedule B - Standard Support Charges Schedule C - DefiniUons and examples of covered and non-covered support terms Addendum A - Test Environment Exhibit B - CSI Sole Source Letter Exhibit C - Infosol Invoice # 20041116-07 EXHIBIT A SOFTWARE MAINTENANCE AGREEMENT BETWEEN: City of Corpus Christi 1201 Leopard St. Corpus Christi, Texas 78401 (hereinafter referred to as "LICENSEE") and INFOSOL, INC. 6750 West Loop South, suite 500 Bellaire, Texas 77401 (hereinafter referred to as "LICENSOR") TERM: 1-01-2005 to 12-31-2005 WHEREAS. LICENSOR has licensed to LICENSEE the software as specified in Schedule A and the LICENSEE wishes to have LICENSOR perform software maintenance services on the licensed software pursuant to the following terms: DEFINITIONS A. Software. The term "Software" shall mean the computer programa in object code and sousce code and documentation including any corrections, bug f~xes, enhancements, updates or other modifications, including custom modifications, to such computer programs and documentation for those products listed in Schedule A o£this agreement. B. System. The term "System" shall mean all Software, maintenance, equipment, system or database management software, and other services provided by LICENSOR under the terms and conditions of the SoRware License Agreement. C. Normal Business Hours. Normal Business Hours for LICENSOR for purposes of this agreement are: Monday through Friday 8:00 mn - 5:0,0 p.m. CST Excluding LICENSOR's holidays: New Year's Day Memorial Day Independence Day Labor Day Thanksgiving Day Friday after Thanlc~giving Chrisianas Eve Christmas Day (Ifa scheduled holiday falls on a weekend, it will be taken on either the previous Friday or anbsequant Monday.) D. Critical incident. A problem or error has occurred that has caused the software or a major portion of the software to be inoperable. EXHIBIT A Il. Priority incident. A problem or error has occurred that does not prevent use of the product, but affec~ LICENSEE's ability to conduct business. A workaround may exist, but is cumbersome or time consuming. F. Non-vrionty incident. A minor problem which may be cosmetic or may affect usability, but for which there is an easy workaround. SCOPE OF WORK A. This agreement covers: 1. Reasonable anmunts of consultation by telephone to LICENSEE'S designated contact for questions concerning operation of software. LICENSEE'S designated contact must have attended LICENSOR'S mining classes for the supported product(s). LICENSOR agrees to train up to six (6) employees of the LICENSSEE' S as part of this initial a~eement. Once those six have been trained additional fees w/Il be accessed accordingly as outlined in Schedule B of this document to be paid by the LICENSSEE. 2. Fixes for any errors or inconsistencies in the sol, ware, or failures of the software to perform in accordance with the License Agreement or sof~ware numuals notified to LICENSOR by LICENSEE during the term of this agreement. LICENSEE shall assist LICENSOR in idenhfying the circumstances m which such errors or inconsistencies were discovered and in providing documentary evidence of the same. 3. New releases to existing software and related documentation. One major release annually and other releases as required due to changes ha State and Federal requiremenm and/or software error correction. B. Items not covered under this agreement will be billed per LICENSOR's standard support charges. LICENSOR will notify LICENSEE when a request for assistance is not covered under this agreement and will be billable and will receive approval from LICENSEE before the services are performed. This agreement does not cover: l. Progranumng for customized development or modifications requested by LICENSEE. 2. Operational probleins with products not covered by this agreement. 3. Errors caused by customer misuse of the software. 4. Recovery asskstance necessary due to negligence of LICENSEE or Acts of God. 5. Installation expense for system enhancements. 6. Continuing education and training. 7. Non-critical support calls initiated outside of normal business hours. 8. Installation, maintenance, and training of hardware, operating systems, databases, mid th/rd party software. C. Customization 1. LICENSEE shall sublmt a written request Ibr any custom work~ 2. LICENSOR will review the custom work requests and present LICENSEE with a written definition of customizing to be performed, a time schedule and a price quote. 3. LICENSOR will begin work only after receiving wnnen confirmation by LICENSEE. EXHIBIT A III. PROCEDURES A. Telecommunieation~. LICENSEE shall install and have operational at the time of software installation and during the term of this agreement a PPP connection, or VPN, or a 56k modem end dial-up telephone line along with the required th[rd-party sol, rare for LICENSOWS uso in diagnosing reported incidents. Long distance charges will be reviewed annually and if they exceed 15% of the annual support fee for that year an adjustment may be made to next year's annual support fee. B. Dia~mosis and resoonse. LICENSOR will provide problem diagnosis for incidents reported by LICENSEE end will supply program fLXeS or solutions in a timely manner consistent with the urgency of the problem. LICENSEE will send written documentation of the problem including its priority to LICENSOR. 1. Critical Incidenm. LICENSOR will respond tnnnediately to diagnoso the problem. LICENSOR will work diligently with LICENSEE to correct the problem as soon as possible. 2. Priority Incidents. Licensor will respond within two (2) hour of notification by LICENSEE to diagnoso the problem. Within forty-eight (48) hours, LICENSOR will either promde a solution to the problem or mutually agree with LICENSEE upon a schedule for implementation of a solution. 3. Non-Priority Incidents. LICENSOR will respond within twenty-four (24) hours. LICENSOR will provide a solution to the problem in the next release of the software. 4. LICENSOR end LICENSEE may agree that problem investigation would be better conducted at LICENSEE'S location. In the event that LICENSOR'S personnel travel to LICENSEE'S location, LICENSEE will pay LICENSOR for travel and subsistence expenses. If LICENSOR, in its reasonable judgment, deterrmnes that a suspected error condition was atlffbutable to a cause other then an error in the Soffwm-e, then Licensee will pay for LICENSOR'S efforts on a time and materials basis. C Escalation Process. If a problem is not addressed in a timely manner, LICENSEE may escalate the support process by contacting the Customer Support Manager, then the Vice President of Profesaional Services, and then the President. IV. TERM AND TERMINATION a. Term. The term of this agreement shall conn'nence on 1-01-2005 and shall continue until 12-31-2005. Subsequent terms will be for a period of one year, after which either party on thirty (30) days prior written notice may terminate ~ agreement_ LICENSOR retains the right to increase annual maintenance fees at the beginning of each subsequent term. Should LICENSOR elect to increase annual maintenance fees, LICENSOR will give notice of such increase to LICENSEE thirty (30) days prior to the commencement of the subsequent term. b. Renewal This agreement may be renewed for successive, one-year terms upon the terms and conditions stated herein. At each subsequent renewal, the annual fee shall not increase more than 15% greater than the then current mathtenance fee charged by LICENSOR to LICENSEE. c. Termination. Either party may terminate this agreement in the event of default by the other party. In the event of termination by LICENSOR or default by LICENSOR, fees paid by LICENSEE for any period after the termination date shall be refunded by LICENSOR. In the event of termination by LICENSEE or default by LICENSEE, any maintenance fees up to the tern~nation date shall become due and payable and fees previously paid shall not be refundable. EXHIBIT A V. PAYMENT LICENSEE shall pay to LICENSOR the annual maintenance fee designated for each product listed in Schedule A. Subsequent annual fees will be payable in advance. If the annual support fee is not paid within 60 days of the invoice date, this Sol:h.vare Maintenance Agreement shall be void. A reinstatement penalty of 50% of the invoice mount shall be assessed in addition to the regular fee and must be paid in advance in order to reinstate the agreement. VI. TITLE Any changes, additions or enhancements in the form of new or partial programs or documentation as may be provided under this agreement shall remain the property of LICENSOR, are proprietary to LICENSOR and title thereto remares with LICENSOR. VII. GENERAL PROVISIONS A Assignment. Neither LICENSEE nor LICENSOR shall assign or otherwise U'ansfer any right of interest in this Agreement, in the Software, or any componnnts of the Soft:ware, and expressly including, without lmutation, the source code, in whole or in pan, to anyone, including any parent, subsidiaries, affiliated entities or third parties, or as part of the sale of any portion of its business, or pursuant to any merger, consohdation or reorganization, including by operation of law, without the other party's prtor written consent. B. Entire Avjeemant. This document and its incorporated documents embodies the complete agreement of the parties hereto superseding all oral or written previous and contemporary agreements between the parties relating to iuatters herein and, except as otherwise provided herein, cannot be modified without written agreement of the parties. C. Severability. If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or knpak~d. D. Governh-m Eaw; Venue. This Agreement and all of the transactions contemplated herein shall be governed by and construed in accordance with the laws of the State of Texas. The pmvisious and obligations of this Agreement are peffommble in Nueces County, Texas such that exclusive venue for any action arising out of this Agreement shall be in Nueces County, Texas. E. Headings. The headings of this Agreement are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. Notices. All notices given hereunder will be sent registered, certified, or ovemighi del/very, addressed to the other party at the adckess shown in the first paragraph of this Agreement or other such address as either party may specify in writing. G. Insurance. LICENSOR shall at LICENSOR's owx~ expense, procure and maintain for the duration of this Agreement, inSUrance against claims for injuries to persons or damages to properly which may arise from or in connection with the performance of the work hereunder by LICENSOR, its agents, representatives, employees or subcontractors. H. Force Maieure. Neither party shall be in default or other-,vise liable for any delay in or failure of its performance under this Agreement if such delay or I~ailure arises by any reason beyond its rea~sonable control, including any act of God, any acts of the corrunon enemy, the elements, earthquakes, floods, In'es, epidemics, or riots. The parties will promptly in£orm and corksult w~th each other as to any of the above causes, which in their judgment may or could be the cause of a delay in the performance of this Agreement. EXHIBIT A VIII UPGRADES LICENSEE will be given proper and timely written notice addressing upgrade issues. The LICSENSEE will have 30 days to reply to such notice. After 30 days, LICENSOR will allow the LICENSEE 120 more days to install the upgraded sot~are. The LICENSEE is required to stay current on LICENSOR'S latest release of the Software If LICENSEE chooses not to upgrade, then LICENSOR will have no other choice but to discontinue maintenance on LICENSEE's sol, ware. In order for the LICENSOR to provide the "best" and "least expensive" supporl to all our LICENSEES, then LICENSOR vequh'es that all LICENSEES stay current with our software. EXHIBIT A IN WITNESS WHEREOF, the parties have caused tiffs Agreement, which shall insure to the benefit of and be binding upon the successom of the respective parties, for the tem~ specified and any subsequent renewals. INFOSOL, INC. CITY OF CORPUS CHRISTI By: By: Signature Signature Robert Garza Nme Name President ~'itle Title Date: Date: EXHIBIT A SCHEDULE A - SOFTWARE AND FEES Product Year One Annual Support for COURTHOUSE CORPUS CHRISTI MUNICIPAL COURT Annual Maintenance Fee 41,229.05 EXHIBIT A SCHEDULE B - STANDARD SUPPORT CHARGES Support from INFOSOL Office: A. Custom Programrmng Requests B. Database Performance Evaluation C. Database Admimstmtion Services D. Hardware Support Services E. Other Services Not Covered by Maintenance Agreement On-Site Support: A. On-Site Customer will be billed: B. Required parts and Material C. All travel related expenses as described: Travel by automobile from the time a Infosol technician leaves Infosol office until he/she returns Travel time Required air fare and car rental paid by Customer If an overnight stay is required, lodging and meals are paid by Customer Communications (i.e. long distance and modem} charges pertaimng to support Continuing Education and Training at LICENSEE'S facility Plus travel related expenses Invoice payment terms are NET 30 DAYS. $175.00 per hour $400.OO $175.00 per hour $175.00 per hour $175.00 per hour $200.00 per hour Actual Expense Per Standard IRS Rate $50.00 per hour Actual Expense Actual Expense Actual Expense $1,000.00 per day *All the above pricing is subject to change with 30 days prior notice. EXHIBIT A SCHEDULE C - DEFINITIONS AND EXAMPLES OF COVERED AND NON-COVERED SUPPORT TERMS Covered Items: 1. What is "Reasonable mounts o£ consultation by telephone:" A. Reasonable amounts of consullation is de£med as the practical amount of time necessary to assist a fully staffed court and application trained person in resolving operational questions concemthg the software. Such questions may consist of: (1) How do I nm a particular fmaction within the program and how often? (2) Where do I find a particular function within the program? (3) What data elements are t~:tuired in a specific area of the program9 B. Telephone guidance for untrained employees will not be provided under this agreement. 2. Infosol Operational Enhancements which are covered: A. Aa operational enhancement is a change to a current feature of the software making the feature easier to use. It could have expanded capabilities, improved audit trails, stronger user control, or all of the above. An example includes: (1) Covered enhancement would include any enhancement request, which is approved by the Infosol enhancement committee as a valuable addition to the soltwam package for all or a majority of the client~. 3. Sh~te Required Enhancement'q: A. The Slate mandated a new report, a change to an old report, or the capture and maintenance of new data elements. Pm example includes: (1) State requiring the collection of administrative and education cost for law enforcement officers. 4. New Features or modules purchased by LICENSEE fi.om LICENSOR which were not original part of the base system and presently incorporated in this agreemenl, may incur an additional Inaintenance fee but will be included under this maintenance agreement once purchased. Not Coveredlte~ns: 1. Long Distance Telephone Clmrges and Long Distance Modem Charges for items not covered by this maintenance agreement with be charged at actual expense 2 CustormZed Prograrmmng: A. Custom programming is performed at the request of the Customer for changes to a current program or the development ora new or additional program. Examples include: (1) Thc software provides a standm-d data entry ~reen. The customer requests a modification to this (2) Customer requests defendant's driver's license number be included on the cash list. 3. This Product under Another Hardware and/or Software Platform: A. fufosol Software and third party products must be compatible with the operating system and hardware for which the software is designed. Examples include: (1) Customer operates a single user DOS version of Infoanl sof',:ware, WordPerfect and Informix. (2) Customer desires to upgrade to a multi-user environment. This upgrade requires the purchase of the multi-user version of the operating system, Infosol Software, WordPerfect and Informix. 4. Interfacing To Peripherals Such As Personal Computers, Terminals, Printers, Modems, etc.: A. Interfacing to peripherals requires both hardware and sottware communication. Woe peripheral must be physically connected to the computer. The operating system must be configured to support the peripheral. EXHIBIT A 5. Operational Problems With Products Not Covered By "A Support Agreement": A. The Infosol Software Maintenance Contract is solely for the support and maintenance of hffosol software and DOES NOT include the support or maintenance of other (customer owned) software or hardware products. 6. Errors Related to User Misapplication: A. Erroneous erasure of data or programs and/or misapplication of data. An example is: (1) Erasing data in error or a wrong date on a large number of records requires Infosol to write a routine to recover or correct the information. 7. Recovery Assistance: A. Re~toring the system to a useable state. An example is: (1) '[he hard drive on the computer is damaged during relocation and/or an Act of God, requiring Infosol to restore programs and/or data to a repmred/replaced hard drive. 8. Continuing Education and Training: A. Education and training of operational and/or state enhancements, the purchase of additional modules, the purchase of a new release or product capability. Examples include: (1) E:nhancements to the original version purchase. (2) Addition ora module not purchased at the time of sale. (3) New employees or additional users. 9. Installation of Enhancements: A. Installations of enhancements whether operational or state required are provided by electronic media. These software changes must be loaded to the Customer's computer before operation of the enhanced program by the user. In loading the sot'tware changes, alterations to the database that stores user information may be required. If so, the Customer's current database must be converted to the altered format before operation of the enhanced program. The complexity of alterations and/or enhancements may require additional training. 10 EXHIBIT A ADDENDUM "A' TEST ENVIRONMENT: lnfosol will provide installation of sol. are into a test environment prior to imtallation into production for a test period to be determined by agreement between licensee and licensor. Standards for the test environment will duplicate production environment standards and will be used for testing and validation oftbe soRware prior to installation onto the production environment. 11 EXHIBIT B Court Specialists, Inc. P.O. Box 1523 Friendswood, Texas 77546-1523 1-800-572-6878 Office (281) 482-8898 Fax (281) 482-3398 September 14, 2004 To Our CourtHouse Customers: In June of 2004 Court Specialists entered into an agreement with Infosol to provide support and maintenance services for our CourtHouse case management software. The purpose of this agreement was to provide CourtHouse customers with the choice of either migrating to Court Specialists' new case management software, eNACT, or to remain on the CourtHouse product. lnfosol has also been granted exclusive sales and markehng rights for the CourtHouse system. In this respect, Infosol will be enhancing the product to allow them to expand the customer base. This approach will allow the CourtHouse system to continue beyond the June 30, 2006 deadline Court Specialists has set for terminating support services. lnfosol intends to provide maintenance and support services for the CourtHouse system beyond June 30, 2006. Those customers who cannot, or do not, intend to migrate to the eNACT system will be able to contract directly with Infosol for longer term maintenance and support services. This will allow those customers to extend the life of their CourtHouse system beyond the June 30, 2006 deadline. Sincerely, Charles E. Riddle Executive Vice President Court Specialists, Inc. EXHIBIT C INVOICE INFOSOL, INC. 6750 West Loop SouU~ #500 Betlalm, Tx 77401 (713)--622..4298 Date 11/16/2004 Ilem Number 1 Unil Cost $41,229.05 OuanUty 1.00 City of Corp~Js Christi De~p~ Please Remit To: suite 500 Bellalre, TX 77401 inV~Ce Numbe~ 200411'16-07 Exfand~d Chan:jes $41,229.05 INVOICE TOTAL $41,229.05 17 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: 12/21/04 AGENDA ITEM: Ordinance authoring the ~sshanee and sale of City of Corpus Christi, Texas Utility System R~venue l~fuading ext l~ocem~:~ Boada, Series 2005, in ~n aggte?e p.i~'ipal ~mmm~t no~ m ~ $75,000,000. Molim mzhm-i~ing Ih~ appomls~nt ofM. E. Alli~ a~ Finam-ial Advise; Morgan Stanley as Scmor MnnnEq'; RBC Dnin Pamsc, twr as Co-Msmag~' and McCalL, parlchm~t, and Horton as Bond Counsel, for City of Coq~ Chris~ Texas LVality Systcm Rcv~c R~'funding Ben~, S~'ic~ 200~. Interest rates ovcx t~ past f~w yca~ have shown declining pcrctm/ages, with the past s~va-al months reflcclJag historkndly knv rafts. Be~.~e of these Iow m~est rm~ thc City has nXlue~d tlmt mr Fi~m~al Adviscg review all curre~ ouL~tanding d~bt ofth~ City to determine if Ih~re ate oppommiri~s f~r ]~fur~ling. T'"m~ bond madr~ ires made favornblc moves rec~ nnd the olnxa~tumty to d~'ect a rdm~in~ of a pcs'tion of the outstmxlmg oblivions of the City's Utility Sy~t~ revere bon,~ at a desirable sav~n~o~ level now [ l In ordex to facilitate this bond sale process, thc City must also appoim a finam-mg team. REQUIRKD COUNCIL ACTION: Approval is requinxl of the Ordinanc~ mdhori~ng the issuance and sale of City of Corpus Christi, Texas UtLLity Sys~n Reveaue Rgfunding ami 1 .mprovcm~at Bonds, Sa-les 2005, m m a,~gg~,~e 1~ mm~zl, not lo ~,,wd S75,000,000. Approval is also ~ oft/~ moaon appointing th~ financing t~am for thc upcoming sale of CONCLUSION AND RECOMMENDATION: City Slaff reconm~d~ ~ t~ City Coumil apl,tu,c tim C~rlmmu'e mulwniang thc issu~ce and sale of the above ~ bo~,~ and the motioa appointing the fimincing arum for theae b<:~. D~,~or of Finar. eial S~vices A~e: Draft Otdinm~c Dra~ Bond Pmdul~ Agreement Dflift PffJimimm] C)~l~ld Stateggllt ORDINANCE AUTHORIZING TH~ ISSUANCE AND SALE OF CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 2005, IN AN AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $75,000,000 THE STATE OF TEXAS COUNTIES OF NUECES AND SAN PATRICIO CITY OF CORPUS CHRISTI WHEREAS, the City of Corpus Christi, Texas (the "City" or the "Issuer"), a "home-rule" city operating under a home-role charter adopted pursuant to Section 5 of Article 31I of the Texas Constitution, w/th a population according to the latest federal decennial census of in excess ofg0,000, has heretofore issued its City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 1990 (the "Series 1990 Bonds"), its Utility System Revenue Bonds, Series 1994 (the "Series 1994 Bonds"), its Utihty System Revenue Bonds, Series 1994-A (the "Series 1994-A Bonds"), its Utility System Revenue Bonds, Series 1995 (the "Series 1995 Bonds"), its UtiliW System Revenue Bonds, Series 1995-A (the "Series 1995-A Bonds"), its City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999 (the "Series 1999 Bonds"), its City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999-A (the "Series 1999-A Bonds"), its City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2000 (the "Series 2000 Bonds"), its City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2000-A (the "Series 2000-A Bonds"), its City of Corpus Christi, Texas Utitity System Revenue Refunding and Improvement Bonds, Series 2002 (the "Series 2002 Bonds"), its City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2003 (the "Series 2003 Bonds") and its City of Corpus Christi, Texas Utility System Revenue Refi. mding and Improvement Bonds, Series 2004 (the "Series 2004 Bonds"); and XVHEREAS, defined terms used m this Ordinance shall have the meaning given said terms in Section 7 of this Ordinance, urdess otherwise indicated herein; and WHEREAS, the Series 1990 Bonds, the Series 1994 Bonds and the Series 1994-A Bonds are no longer outstanding; and WHEREAS, the Series 1995 Bonds, the Series 1995-A Bonds, the Series 1999 Bonds, the Series 1999-A Bonds, the Series 2000 Bonds, the Series 2000-A Bonds, the Series 2002 Bonds, the Series 2003 Bonds and the Series 2004 Bonds are sometimes collectively referred to hereto as the "Prev/ously Issued Priority Bonds"; and WHEREAS, the City Council has determined to authorize the refunding of all or a portion of the outstanding obligations of the City described in Schedule I attached to this ordinance (the "Refundable Bonds") to achieve a debt service savings with respect to Refundable Bonds; and WHEREAS, because oflluctuating conditions in the muincipal bond market, the City Council has determined to delegate to the City Manager the authority to effect the sale of the bonds hereinafter authorized for the purpose of providing for the refunding of all or a portion of the Refundable Bonds described tn Schedule I, subject to the parameters hereinafter described; and WHEREAS, in the ordinance authorizing the issuance of the Series 1990 Bonds (the "Base Ordinance"), the City reserved the right to issue revenue bonds on a parity with the Series 1990 Bonds; and WHEREAS, the bonds hereinaRer authorized are to be issued and delivered pursuant to the laws of the State of Texas, including specifically Chapter 1207, Texas Government Code, and the terms of the Base Ordinance, for the purposes set forth in this Ordinance. NOW, TH]~REFORE, BE IT ORDAINED BY THE CITY COUNCIL OF TI-[E CITY OF CORPUS CHRISTI, TEXAS: Section 1. BONDS AUTHORIZF, D. That there shall be authorized to be issued, sold, and dehvered hereunder fully registered bonds, without interest coupons (the "Bonds"), numl:~-ed consecutively fi.om R- 1 upward, payable to the respective initial registered owners thereof~ or to the registered assignee or assignees of the Bonds or any portion or portions thereof~ in the denomination of $5,000 or any integral multiple thereof(an "Authorized Denomination"), maturing not later than July 15, 2035, payable serially or otherwise on the dates, m the years and in the principal amounts, respectively, and dated, all as set forth in the Purchase Agreement. That the Bonds are hereby authorized to be issued for the purpose of refunding all or a portion of the Refundable Bonds, and to pay tbe costs ofissuing the Bonds. The Bonds authorized by this Ordinance to be issued, sold and delivered may not be sold in an aggregate principal amount in excess of $75,000,000. Section 2. SALE OF BONDS. (a) That the Bonds will be sold through a negotiated sale pursuant to the procedures set forth hereto. Morgan Stanley & Co. Incorporated, is hereby designated to be the senior managing underwriter for the Bonds. The City Manager, acting for and on behalf of the City, is authorized to enter into and carry out the Purchase Agreement with the Underwriters, m substantially the form attached hereto and made a part hereof for all purposes, with such changes as may be necessary to effect the sale of the Bonds to the Underw~ters. The Bonds shall be sold to the Underwriters at such price, and subject to such terms and conditions as set forth in the Purchase Agreement, as shall be determined by the City Manager pursuant to subsection (b) below. The authority of the City Manager to execute the Purchase Agreement shall expire if the Purchase Agreement has not been executed by the City and by the Underwr/ters (acting through their duly designated representative) by 5:00 p.m., Monday, February 28, 2005. Any finding or determination made by the City Manager relating to the ~ssuance and sale of the Bonds and the execution of the Purchase Agreement in connection therewith shall have the same force and effect as a finding or determination made by the City Council. (b) As authorized by Chapter 1207, the City Manager is hereby authorized, appointed, and designated to act on behalf of the City in selling and delivering the Bonds and carrying out the other procedures specified in this Ordinance, including determining and fixing the date of the Bonds, any additional or different designation or title by which the Bonds shall be known, the aggregate principal amount of the Bonds, the date of delivery of the Bonds, the price at which the Bonds will be sold, the years in which the Bonds will mature, the prmctpal amount of Bonds to mature in each of such -2- years, the rate ofmterest to be borne by each such maturity, the interest payment periods, the dates, price, and terms upon and at wi'rich the Bonds shall be subject to redemption prior to maturity at the option of the City, as well as any mandatory sinking fund redemption provisions, and all other matters relating to the issuance, sale, and delivery of the Bonds, and the refunding of the Refunded Bonds, including, without limitation, obtaining a municipal bond insurance policy and a debt service reserve fund surety bond in support of the Bonds, all of which shall be specified in the Purchase Agreement; provided, that (i) the price to be paid for the Bonds shall not less than 95% of the aggregate original principal amount thereof; plus accrued interest thereon fi.om the date of their delivery, and (ii) none oftbe Bonds shall bear interest at a rate greater than 10% per annum. (c) The City Manager and the Director of Financial Services are authorized and directed to provide for and oversee the preparation of a final official statement in connection with the issuance of the Bonds, and to approve such final official statement and deem the preliminary official statement prepared in connection with the sale oftbe Bonds final in compliance with the Rule and to provide it to the Underwriters of the Bonds in compliance with the Rule. The use of the preliminary official statement prepared in connection with the sale of the Bonds is hereby ratified. Section 3. REDEMPTION OF THE BONDS. (a) To the extent so provided for in the Purchase Agreement, the Bonds may be subject to redemption prior to their scheduled maturities. Should the Purchase Agreement provide for the redemption of the Bonds prior to their scheduled maturities at the option of the City, if less than all of the Bonds are to be redeemed by the City, the City shall determine the maturity or maturities and the amounts thereof to be redeemed and shall direct the Paying AgenffRegistrar to call by lot Bonds, or portions thereof; within such maturity or maturities and in such principal amounts, for redemption; provided, that during any period in which ownership of the Bonds is determined only by a book entry at a securities depository for the Bonds, if fewer than all of the Bonds of the same maturity and bearing the same interest rate are to be redeemed, the particular Bonds of such maturity and bearing such interest rote shall be selected in accordance with the arrangements between the City and the securities depository. Should the Purchase Agreement provide for the mandatory sinking fund redemption of Bonds, the terms and conditions governing any such mandatory sinking fund redemption and the payment of Amortization Installments relating thereto shall bo as set forth in the Purchase Agreement. (b) Notice of any such redemption of Bonds shall be given in the following manner, to-wit, (i) a written notice of such redemption shall be given to the registered owner of each Bond or a portion thereof being called for redemption not more than 60 days nor less than 30 days prior to the date fixed for such redemption by depositing such notice in the United States Mail, first-class postage prepaid, addressed to each such registered owner at las address shown on the Registration Books (hereinafter defined) of the Paying Agent/Registrar and (ii) a notice of such redemption shall be published one time, at least 30 days prior to the date fixed for such redemption, in a journal or publication of general circulation in the United States of America or the State of Texas which cames as a regular feature notices of redemption of municipal bonds; provided, however, that the failure to send, mail, or receive such notice described in clause (i) above, or any defect therein or in the sending or mailing thereof~ shall not affect the validity or effectiveness of the proceedings for the redemption -3- of any Bond, as publication of notice as described in clause (ii) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Bonds. By the date fixed for any such redemption due provision shall be made by the City with the Paying Agent/Regtstrar for the payment of the required redemption price for the Bonds or the portions thereof which are to be so redeemed, plus accrued interest thereon to the date fixed for redemption. If such notice of redemption is given, and if due provision for such payment is made, all as provided above, the Bonds, or the portions thereof which are to be so redeemed, thereby automatically shall be redeemed prior to their scheduled maturities, and shall not bear interest after the date fixed for their redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption fi.om the Paying AgenffReg- istrar out of the fimds provided for such payment. The Paying Agent/Registrar shall record in the Registration Books all such redemptions ofprincipal of the Bonds or anyportion thereofi Ifa portion of any Bond shall be redeemed, a substitute Bond or Bonds having the same maturity date, bearing interest at the same rate, in any Author/zed Denomination at the written request of the registered owner, and m an aggregate principal amount equal to the unredeemed portion thereof; will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the City, all as provided in this Ordinance. The maturities of Bonds to be called for redemption shall be determined by the City. The Bonds or portions to be redeemed within each such maturity shall be selected by lot or other customary random method selected by the Paying Agent/Registrar (provided that a portion ora Bond may be redeemed only in an integral multiple of $5,000). The City shall give whtten notice to the Paying Agent/Registrar of any such redemption of Bonds at least 60 calendar days (or such shorter period as is acceptable to the Paying Agent/Registrar) prior to such redemption. (c) (i) In addition to the manner of providing notice of redemption of Bonds as set forth above, the Paying Agent/Registrar shall give notice of redemption of Bonds by either United States Mail, first-class postage prepaid, or electronic mail, at least 30 days prior to a redemption date to each NRMSIR and the SID. In addition, in the event ora redemption caused by an advance refunding of the Bonds, the Paying Agent/Registrar shall send a second notice of redemption to the persons specified in the immediately preceding sentence at least 30 days but not more than 90 days prior to the actual redemption date. Any notice sent to each NRMSIR and the SID shall be sent so that they are received at least two days prior to the general mailing or publication date of such notice. The Paying Agent/Registrar shall also send a notice ofprepaymant or redemption to the owner of any Bond who has not sent the Bonds in for redemption 60 days after the redemption date. (ii) Each redemptxon notice, whether reqmred in the FORM OF BOND or otherwise by this Ordinance, shall contain a description of the Bonds to be redeemed including the complete name of the Bonds, the series, the date of issue, the interest rate, the maturity date, the CUSIP number, ffany, the amounts called of for redemption, the publication and rnailmg date for the notice, the date of redemption, the redemption price, the vame oftbe Paying Agent/Registrar and the address at which the Bond may be redeemed including a contact person and telephone number. (iii) All redemption payments made by the Paying Agent/Registrar to the registered owners of the Bonds shall include a CUSIP number relating to each amount paid to such registered owner. -4- Section 4. INTEREST. That the Bonds shall bear interest calculated on the basis of a 360- day year composed of twelve 30-day months from the dates specified in the FORM OF BOND to their respective dates of maturity at the rates set forth in the Purchase Agreement. Interest on the Bonds shall be payable on the dates as set forth in the Purchase Agreement, until the maturity or prior redemption of the Bonds. Section 5. CHARACTERISTICS OF THE BONDS. (a) Registration, Transfer, Conversion and Exchange; Authentication. The City shall keep or cause to be kept at the designated trust office in Jacksonville, Florida (the "Designated Trust Office") of The Bank of New York Trust Company, N.A. (the 'Paying AgenffRegi~trar") books or records for the registration of the transfer, conversion and exchange of the Bonds (the "Registration Books"), and the City hereby appoints the Paying Agent/Regi~h ~r as its registrar and transfer agent to keep such books or records and make such registrations of transfers, conversions and exchanges under such reasonable regula- tions as the City and the Pay/ag Agent/Registrar may prescn'be; and the Paying Agent/Registrar shall make such registrations, transfers, conversions and exchanges as herein provided. The execution of a "Paying Agent/Registrar Agreement", in substantially the form attached to this Ordinance, is hereby authorized. The Paying Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner of each Bond to which payments with respect to the Bonds shall be mailed, as herein provided; but it shall be the duty of each registered owner to notify the Paying Agent/Registrar in writing of the address to which payments shall be marled, and such interest payments shall not be mailed unless such notice has been given. The City shall have the fight to inspect the Registration Books during regular business hours of the Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the Registration Books confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. The City shall pay the Paying AgenffRegistrar's standard or customary fees and charges for making such registration, transfer, conversion, exchange and delivery of a substitute Bond or Bonds. Registration of assi~tmments, transfers, conversions and exchanges of Bonds shall be made in the manner provided and w/th the effect stated in the FORM OF BOND. Each substitute Bond shall bear a letter and/or number to distinguish it fi.om each other Bond. Each Bond may be exchanged for fully registered bonds in the manner set forth herein. Each Bond issued and delivered pursuant to this Ordinance, to the extent of the unredeemed principal amount thereof, may, upon surrender thereof at the Desi~tmated Trust Office of the Paying Agent/Registrar, together with a written request therefor duly executed by the registared ownar or the assignee or assignees thereof; or its or their duly author/zed attorneys or representatives, with guarantee of si~m~atures satisfactory to the Paying Agent/Registrar, at the option of the registered owner or such assignee or assignees, as appropriate, be exchanged for fully registered bonds, without interest coupons, in the form prescribed in the FORM OF BOND, in any Authorized Denomination (subject to the requirement hereinafter stated that each substitute bond shall have a single stated maumty date), as requested in writing by such registered owner or such assignee or assignees, in an aggregate principal amount equal to the unredeemed principal amount of any Bond or Bonds so sur- rendered, and payable to the appropriate registered owner, assignee, or assignees, as the case may -5- be. Ifa portion of any Bond shall be redeemed prior to its scheduled maturity as prowded herein, a substitute bond or bonds having the same maturity date, bearing interest at the same rate, in any Authorized Denomination at the request of the registered owner, and in an aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered owner upon sur- render thereof for cancellation. If any Bond or portion thereo fis assigned and transferred, each Bond issued m exchange therefor shall have the same principal maturity date and bear interest at the same rate as the boad for which it is being exchanged. Each substitute bond shall bear a letter and/or number to distinguish it from each other bond. The Paying Agent/Registrar shall exchange or replace Bonds as provided herein, and each fully registered bond or bonds delivered in exchange for or re- placement of any Bond or portion thereof as permrrted or required by any provision of this Ordinance shall constitute one of the Bonds for all purposes of this Ordinance, and may again be exchanged or replaced. It is specifically provided, however, that any Bond dehvered in exchange for or replacement of another Bond prior to the first scheduled interest payment date on the Bonds (as stated on the face thereof) shall be dated the same date as such Bond, but each substitute bond so delivered on or after such first scheduled interest payment date shallbe dated as of the interest payment date preceding the date on which such substitute bond is delivered, unless such substitute bond is delivered on an interest payment date, in which case it shall be dated as of such date of delivery; provided, however, that if at the time of delivery of any substitute bond the interest on the bond for which it ts being exchanged has not been paid, then such substitute bond shall be dated as of the date to which such interest has been paid in full. On each substitute bond issued in exchange for or replacement of any Bond or Bonds issued under this Ordinance there shall be printed thereon a PaYing Agent/Registrar's Authentication Certificate, in the form set forth in the FORM OF BOND (the "Authentication Certificate"). An authorized representative of the Paying AgenffRegistrar shall, before the delivery of any such Bond, date and manually sign the Authentication Certificate, and no such Bond shall be deemed to bo issued or outstanding unless the Authentication Certificate is so executed. The Paying Agent/Registrar promptly shall cancel all paid Bonds and Bonds surrendered for conversion and exchange. No additional ordinances, orders, or resolutions need be passed or adopted by the guvem- ing body of the City or any other body or person so as to accomplish the foregoing conversion and exchange of any Bond or portion thereof, and the Paying AgentfRegistmr shall provide for the printing, execution, and delivery of the substitute Bonds in the manner prescribed herein_ Pursuant to Chapter 1206, Texas Government Code, the duty of conversion and exchange of Bonds as aforesaid ts hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Certifi- cate, the converted and exchanged Bond shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Bonds which initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the Comptroller of Pubhc Accounts. (b) Payment of Bonds and Interest. The City hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of; premium, it-any, and interest on the Bonds, all as prov/ded in this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the City and the Paying Agent/Registrar with respect to the Bonds. (c) In General. The Bonds (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Bonds to be payable only to the registered owners thereof; (ii) may be redeemed pfio r to their scheduled maturities, (iii) may be transferred and assigned, -6- (iv) may be converted and exchanged for other Bonds, (v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenttcated, (vfi) the principal of and interest on which shall be pay- able, and (vifi) shall be administered and the Paying Agent/Registrar and the City shall have certain duties and responsibilities with respect to the Bonds, all as provided, and in the manner and to the effect as required or indicated, in the FORM OF BOND. The Bonds imtially issued and delivered pursuant to this Ordinance are not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Bond issued in conversion of and exchange for any Bond or Bonds issued under this Ordinance the Paying Agent/Registrar shall execute the Authentication Certificate. (d) Substitute PayingAgent~egisrrar. The City covenants wxth the registered owners of the Bonds that at all times while the Bonds are outstanding a competent and legally qualified entity shall act as and perform the services of Paying Agent/Registrar for the Bonds under this Ordinance, and that the Paying Agent/Registrar will be one entity. Such entity may be the City, to the extent permitted by law, or a bank, trust company, financial institution, or other agency, as selected by the City. The City reserves the fight to, and may, at its option, change the Paying Agent/Registrar upon not less than 120 days written notice to the Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal or interest payment date a~er such notice. In the event that the entity at any time acting as Paying AgenffRegistrar (or its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such, the City covenants that promptly it will appoint a competent and legally qualified entity to act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall transfer and dehver the Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by the City. Upon any change in the Paying Agent/Registrar, the City promptly will cause a written notice thereof to be sent by the new Paying Agent/Registrar to each registered owner of the Bonds, by United States Mail, first-class postage prepaid, which notice also shall give the address of the new Pay/ag AgenffReglstrar. By accepting the position and performing as such, each Paying AgenffReg~Crar shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar. (e) Book Entry Only System. The Bonds issued in exchange for the Bonds initially issued to the purchaser specified herein shall be irdtially issued in the form of a separate single fully registered Bond for each of the maturities thereo£ Upon initial issuance, the ownership of each such Bond shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company of New York ("DTC"), and except as provided in subsection (f) hereof, all of the outstanding Bonds shall be reg/stered in the name of Cede & Co., as nominee of DTC. With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the Issuer and the Paying Agent/Registrar shall have no respons~dity or obligation to any securities brokers and dealers, banks, trust companies, cleating corporations and certain other organk2atious on whose behalf DTC was created ("DTC Participant") to hold securities to facilitate the clearance and settlement of securities transactions among DTC Participants or to any person on behalf of whom such a DTC Participant holds an interest in the Bonds. Without limiting the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation with respect to (i) the -7- accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownerskip interest in the Bonds, (ii) the delivery to any DTC Participant or any other person, other than a registered owner of Bonds, as shown on the Registration Books, of any notice with respect to the Bonds, or (iff) the payment to any DTC Participant or any other person, other than a registered owner of Bonds, as shown in the Registration Books of any mount with respect to principal of or interest on the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, the Issuer and the Paying Agent/Registrar shall be entitled to treat and consider the person in whose name each Bond is registered in the Registration Books as the absolute owner of such Bond for the purpose of payment of principal and interest wtth respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay all principal of and interest on the Bonds only to or upon the order of the registered owners, as shown in the Registration Books as provided in this Ordinance, or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the Issuer's obligations with respect to payment of principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner, as shown in the Registration Books, shallreceive a Bond evidencing the obligation of the Issuer to make payments o fprincipal and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks being mailed to the registered owner at the close of business on the Record Date, the words "Cede & Co." m this Ordinance shall refer to such new nominee of DTC. (t) Successor Securities Depository. In the event that the Issuer determines that DTC is incapable of discharging its responsibthties descn'bed hereto and in the representation letter of the Issuer to DTC or that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall (i) appoint a successor securities depository, qualified to act as such under Section 17(a) of the Securities and Exchange Act of 1934, as amended, notify DTC and DTC Participants of the appointment of such successor securities depository and transfer one or more s~'parate Bonds to such successor securities depository or (i/) notify DTC and DTC Participants of the availability through DTC of Bonds and transfer one or more separate Bonds to DTC Participants having Bonds credited to their DTC accounts. In such event, the Bonds shah no longer be restricted to being registered in the Registration Books in the name of Cede & Co., as nominee of DTC, but may be registered in the name of the successor securities depository, or its nominee, or in whatever name or names registered owners transferring or exchanging Bonds shah designate, in accordance with the provisions of this Ordinance. (h) DTC Letter of Representations. Notwithstanding anyother provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the representation letter of the Issuer to DTC. Section 6. FORM OF BONDS. That the form of aH Bonds, including the form of the Authentication Certificate, the form of Assignment, and the form of the Comptroller's Registration Certificate to be attached only to the Bonds imtially issued and delivered pursuant to this Ordtra~-nce, -8- shall be, respectively, substantially in the form attached hereto as Exhibit A, with sach appropriate variations, omissions, or insertions as are permitted or required by this Ordinance. Section 7. DEFINITIONS. That, as used in this Ordinance, the following terms shall have the meanings set forth below, unless the text hereof specifically indicates otherwise: The term "Account" shall mean any account created, established and maintained under the terms of any ordinance authorizing the issuance of Priority Bonds. The term "Accountant" shall mean a nationally reco~tmized independent certified public accotmtant, or an independent firm of certified public accountants. The term"AdditionalPrtorityBonds" shallmean the additional revenue bonds which the City reserves the right to issue in the fiJture on a parity with the Previously Issued Priority Bonds and the Bonds, as provided in this Ordinance, The term "Amortization Installment" shall mean the amount of money which is required to be deposited into the Mandatory Redemption Account for retirement of Term Bonds (whether at maturity or by mandatory redemption and including redemption premium, ff any). The term "Authortzed Denominatton" shall mean $5,000 or any integral multiple thereof. The term "Average Annual Principal and Interest Requirements" shall mean that amount equal to the average annual principal and interest requirements (including Amortization Installments) of all Priority Bonds outstanding. With respect to Additional Priority Bonds that bear interest at a rate which is not established at the time of issuance at a single numerical rate for each maturity of such series, Average Annual Principal and Interest Requirements shall be calculated by (i) assuming that the interest rate for every 12-month period on such bonds is equal to 9.20% or (ii) using the highest numerical rate borne over the preceding 24 month period by such bonds, whichever is greater; provided, that ffsuch bonds have not borne interest at a variable rate for such 24 month period, such rate shall be assumed to be 9.20% until such time as bonds have been outstanding for a 24 month period. In making such determinations, it shall be assumed that the principal of such bends is amor- tized such that annual debt service is substantially level over the remaining stated life of such bonds. The term "Base Ordinance" shall mean the ordinance authorizing the issuance of the Series 1990 Bonds. The term "Bonds" shall mean the Series 2005 Bonds. The term "Capital Additions" shall mean a reservoir or other water storage facilities, a wastewater treatment plant or an interest therein, a gas distribution system or an interest therein and associated tranStmssion facilities with respect to each and any combination thereof, which shall become a part of the System_ The term "Capital Improvements" shall mean any capital extensions, knprovements and bett~mients to the System other than Capital Additions. -9- The term "Capitalizedlnterest Account" shall mean the Account by that name which may be created within the Debt Service Fund. The terms "City" and "Issuer" shall mean the City of Corpus Christi, Texas. The term "Code" shall mean the InternalRevenue Code of 1986, and any amendments thereto. The term "Credit Facility" shall mean a pohcy ofmumcipal bond insurance, a surety bond or a letter or line of credit issued by a Credit Facility Provider in support of any Priority Bonds or Subordinate Lien Bonds. The term "Credit Facility Provider" shall mean (i) with respect to any Credit Facility consisting of a policy of municipal bond insurance or a surety bond, an issuer of policies of insurance insUring the timely payment of debt service on governmental obligations such as the Priority Bonds, prov/ded that a Rating Agency having an outstanding rating on the Priority Bonds would rate the Priority Bonds fully insured by a standard policy issued by the issuer in its highest generic rating category for such obligations; and (ii) with respect to any Credit Facility consisting of a letter or line o fcredit, any financial institution, provided that a Rating Agency having an outstanding rating on the Priority Bonds would rate the Priority Bonds in its two highest generic rating categories for such obligations if the letter or line of credit proposed to be issued by such financialinstitution secured the timely payment of the entire principal amount of the series o fPriority Bonds and the interest thereon. The term "Debt Service Fund" shall have the meaning given such term in Section 10 of this Ordinance. The term "DTC" shall have the meaning given such term in Section 5 to this Ordinance. The term "Eligible Investments" shall mean those investments in which the City is authorized by law, including, but not limited to, the Public Funds Investment Act of 1987 (Chapter 2256, Texas Government Code), as amended, to purchase, sell and invest its funds and funds under its control; and provided further that Eligible Investments shall specifically include, with respect to the investment of proceeds of any Priority Bonds, guaranteed investment contracts fully collatexalized by Government Obligations. The term "Engineer qf'Record" shall mean the independent engineer or firm at the time employed by the City to perform and carry out the duties imposed on such engineer or firm by this Ordinance and having a favorable reputation nationally for skill and experience in the eng/neering of water, sanitary sewer and/or gas systems of comparable size and character as those forming parts of the System. The term "Escrow Agreement" shall mean the Escrow Agreement between the City and the escrow agent named therein, executed and delivered in connection with the refunding of the Refunded Bonds. -10- The term "Fund" shah mean any fund created, established and maintained under the terms of any ordinance authorizing the issuance of Priority Bonds. The term "Government Obligations" shall mean direct obhgations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America. The term "Gross Revenues" shall mean all revenues, income, and receipts derived or received by the City fi.om the operation and ownership of the System, including the interest income from the investment or deposit of money hi any Fund created by this Ordinance or maintained by the City in connection with the System, other than those amounts subject to payment to the United States of America as rebate pursuant to section 148 of the Code. The term "MAC" shall mean the Mumcipal Advisory Council of Texas. The term "Mandatory Redemption Account" shall mean the Account by that name within the Debt Service Fund and established by an ordinance authorizing the issuance of Priority Bonds. The term "MSRB" shall mean the Municipal Securities Rulemaking Board. The terms "Net Revenues of the System" and "Net Revenues" shall mean all Gross Revenues less Operating Expenses. The term "NRMSIR" shall mean each person whom the SEC or its staffhas determined to be a nationally recoLmiTed mtmicipal securities reformation repository within the moaning of the Rule fi'om time to time. The term "OperatingExpenses" shall mean the expenses o foperation and maintenance of the System, including all salaries, labor, rnatenals, repairs, and extensions necessary to render efficient service, provided, however, that only such repairs and extensions, as in the judgment of the City, reasonably and fairly exercised by the passage of appropriate ordinances, are necessary to render adequate service, or such as might be necessary to meet some physical accident or condition which would otherwise impair any Priority Bonds. Operating Expenses shall include the purchase ofwater, sewer and gas services as received from other entities and the expenses related thereto, and, to the extent permitted by law, Operating Expenses may include payments made on or in respect of obtaining and maintaining any Credit Facihty. Depreciation~ and payments fi'om the System Fund to other funds established in this Ordinance, shall never be considered as expenses of operation and maintenance. The term "Paying Agent/Registrar" shall mean the financial institution specified in Section 5(a) of this Ordinance, or its hereto permitted successors and assigns. The term "Pledged Revenues" shall mean (1) the Net Revenues, plus -11- (2) any additional revenues, income, receipts, or other resources, including, without limitation, any grants, donations, or income received or to be received from the United States Government, or any other pubhc or private source, whether pursuant to an agreement or otherwise, which hereafter are pledged to the payment of the Priority Bonds. The term "Previously Issued Priority Bonds" shall have the meaning given said term in the preamble to this Ordinance. The term "Priortty Bonds" shall mean the Previously Issued Priority Bonds, the Bonds and any Additional Priority Bonds. The term "Prudent Utility Practice" shall mean any o fthe practices, methods and acts, in the exercise of reasonable judgment, in the light of the facts, including but not limited to the practices, methods and acts engaged in or approved by a significant portion of the public utility industry prior thereto, known at the time the decision was made, would have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. It is recognized that Prudent Utility Practice is no t intended to be limited to the optimum practice, me[hod or act at the exclusion of all others, but rather is a spectrum of possible practices, methods or acts which could have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. In the case of any facility included in the System which is owned in common with one or more other entities, the term "Prudent Utility Practice", as applied to such facility, shall have the meaning set forth tn the agreement governing the operation of such facility. The term"Purchuse Agreement" shall mean the bend purchase contract between the City and the Underwriters pertaining to the purchase of the Bonds by the Underwriters. The term "RatingAgency" shall mean any nationally recognized securities rating agency wkich has assigned a rating to the Priority Bonds. The term "Refundable Bonds" shall mean those bands ~dentified in Schedule I attached to this Ordinance that are eligible to be refimded in accordance with Section 34 of[his Ordinance. The term "Refunded Bonds" shall mean those Refundable Bonds selected bythe CityManager to be refunded with the proceeds of the Bonds, as identified in the Purchase Agreement. The term "Required Amount" shall have the meaning given such term in Section 11 of this Ordinance. The term "Reserve Fund" shall have the meaning given such term in Section 11 of this Ordinance. The term "Reserve Fund Obligaa'ons" shall mean cash, Eliga'ble Investments, any Credit Facility, or any combination of the foregoing. -12- The term "Rule" shall mean SEC Rule 15c2-12, as amended fi.om time to time. The term "SEC" shall mean the United States Securities and Exchange Commigsion. The term "Series 1990 Bonds" shall mean the $64,660,000 City of Corpus Chrisn, Texas Utility System Revenue Refunding Bonds, Series 1990, anthor/zed by the ordinance adopted by the City on November 15, 1990; the term "Series 1995 Bonds" shall mean the $14,730,000 City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1995, authorized by the ordinance adopted by the City on June 20, 1995; the term "Series 1995-A Bonds" shall mean the $27,640,000 City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1995-A, authorized by the ordinance adopted by the City on July 25, 1995; the term "Series 1999 Bonds" shall mean the $47,740,000 C~ty of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds Series 1999, authorized by the ordinance adopted by the City on May 11, 1999; the tcm~ "Series 1999-A Bonds" shall mean the $15,750,000 City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999-A, authorized by the ordinance adopted by the City on April 20, 1999; the term "Series 2000 Bonds" shall mean the $34,740,000 City of Corpus Christi, Texas UtRity System Revenue Reft.raring Bonds, Series 2000, authorized by the ordinance adopted by the City on May 11, 1999; the term "Series 2000-A Bonds" shall mean the $42,520,000 City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2000-A, authorized by the ordinance adopted by the City on September 19, 2000; the term "Series 2002 Bonds" shall mean the $92,330,000 City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 2002, authorized by the ordinance adopted by the City on August 20, 2002; the term "Ser~es 2003 Bonds" shall mean the $28,870,000 City of Corpus Christi, Texas Utility System Revenue Refunding BOnds, Series 2003, authorized by the ordinance adopted by the City on March 25, 2003; and the term "Series 2004 Bonds" shall mean the $50,000,000 City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 2004, authorized by the ordinance adopted by the City on July 13, 2004. The term "Series 2005 Bonds" shall mean the City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005 authorized by this Ordinance. The term "SID" shall mean any person designated by the State of Texas or an authorized department, officer, or agency thereof as, and determined by the SEC or its staff to be, a state information depository within the meamng of the Rule fi-om time to time. The MAC currently acts as the SID for the State of Texas. The term "Subordinated Obligations" shall mean any bonds, no tes, or other obligations issued pursuant to law payable in whole or in part fi.om the Pledged Revenues and subordinate to the Priority Bunds. The term "System" shall mean and include the City's existing combmed waterworks system, wastewater disposal system and gas system, together with all future extensions, m:tProvements, enlargements, and additions thereto, including, to the extent permatted by law, storm sewer and drainage within the waterworks system, and all replacements thereof; provided that, notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted by law, the term System -13- shall not include any waterworks, wastewater or gas facilities which are declared by the City not to be a part of the System and which are hereatter acquired or constructed by the City with the proceeds fi.om the issuance of "Special Facilities Bonds", which are hereby defined as being special revenue obligations of the City which are not secured by or payable fi.om the Pledged Revenues, but which are secured by and payable solely fi.om special contract revenues, or payments received fi-om the City or any other legal entity, or any combination thereof; in connection with such facilities; and such revenues or payments shall not be considered as or constitute Gross Revenues of the System, unless and to the extent otherwise provided in the ordinance or ordinances authorizing the issuance of such "Special Facilities Bonds". The term "System Fund" shall have the meaning given such term in Section 9 of this Ordinance. The term "Term Bonds" shall mean those Bonds, if any, so designated in the Purchase Agreement and those Additional Priority Bonds designated by the ordinance authorizing the issuance thereof which shall be subject to retirement of the Mandatory Redemption Account The term "Underwriters" shall mean the investment banking firm or syndicate of investment ba~king firms which contract to purchase the Bonds in accordance with the terms and conditions of the Purchase Agreement. The term "Value of Investment Securities" and words of lille i ,report shall mean the amortized value thereof, provided, however, that all United States of America, United States Treasury Obligations--State and Local Government Series shall be valued at par and those obligations which are redeemable at the option of the holder shall be valued at the price at which such obligations are then redeemable. The computations made under this paragraph shall include accrued interest on the investment securities paid as a part of the purchase price thereof and not collected. For the purposes of this definition "amortized value", when used with respect to a security purchased at par means the purchase price of such secUrity. The term "Year" shall mean the regular fiscal year used by the City in connection with the opera tion of the System, which may be any twelve conseeutive months period established by the City. Section 8. PLEDGE. (a) That the Priority Bonds are and shall be secured by and payable fi.om a flint lien on and pledge of the Pledged Revenues including such revenues within the System Fund and the Funds hereinafter created m this Ordinance; and the Pledged Revenues ate further pledged to the establishment and maintenance of the Debt Service Fund and the Reserve Fund as hereinafter provided. The Priority Bonds are and will be secured by and payable only fi.om the Pledged Revenues, and are not secured by or payable fi.om a mortgage or deed of trust on any properties, whether real, personal, or mixed, constituting the System (b) Chapter 1208, Texas Government Code, applies to the issuance of the Bonds and the pledge of the Pledged Revenues granted by the City under subsection (a) of this Section, and such pledge is therefore valid, effective, and perfected. If Texas law is amended at any time while the Bonds are outstanding and unpaid such that the pledge of the Pledged Revenues granted by the City -14- is to be subject to the filing requirements of Chapter 9, Texas Business & Commerce Code, then in order to preserve to the registered owners of the Bonds the perfection of the security interest in said pledge, the City agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions o fChapter 9, Texas Business & Commerce Code and enable a filing to perfect the security interest in said pledge to occur. Section 9. SYSTEM FUND. That there has heretofore been created and established and there shah be maintained on the books of the City, and accounted for separate and apart fi.om all other funds of the City, a special fund entitled the "City of Corpus Christi Utility System Fund" (the "System Fund"). All Gross Revenues shall be credited to the System Fund hraaediately upon receipt. All Operating Expenses shall be paid fi-om such Gross Revenues credited to the System Fund as a first charge against same. Section 10. DEBT SERVICE FUND. (a) That for the sole purpose of paying the principal amount o£ premium, ffany, Amonizatiun Installments, finny, and interest on all Priority Bonds, there has heretofore been created and established and there shall be maintained on the books of the City a separate fund entitled the "City of Corpus Christi Utihty System Revenue Bonds Debt Service Fund" (hereinafter called the "Debt Service Fund"). Monies in the Debt Service Fund shallbe depos- ited and maintained in an official depository bank of the City. Co) That within the Debt Service Fund there may hereafter be established a Capitalized Interest Account The proceeds of Priority Bonds representing capitalized interest may be deposited into the Capitalized Interest Account. On or before the day next preceding any interest payment date of bonds or other o bliga tions for wkich any interest has been capitalized, the City shall use the monies in the Capitalized Interest Account to pay such interest on such bonds or other obligations to the extent of the amounts therein representing such capitalized interest. (c) That within the Debt Service Fund there has heretofore been established the Mandatory Redemption Account. Amortization Installments shall be deposited to the credit of the Mandatory Redemption Account and be used to retire the principal amount of Term Bonds in the manner described in any ordinance authorizing the issuance of Term Bonds. Section 11. RESERVE FUND. (a) That there has heretofore been created and established and there shah be maintained on the books of the City a separate fund entitled the "City of Corpus Christi Utility System Revenue Bonds Reserve Fund" (hereinafter called the "Reserve Fund"). There shall be deposited into the Reserve Fund any Reserve Fund Obhgations so designated by the City. Reserve Fund Obligations in the Reserve Fund shall be deposited and maintained m an official deposi- tory bank of the City. Reserve Fund Obligations in the Reserve Fund shall be used solely for the purpose of retiring the last of any Priority Bonds as they become due or paying principal of and interest on any Priority Bonds when and to the extent the amounts in the Debt Sexxrice Fund are insufficient for such purpose. The Reserve Fund shah be maintained in an amount equal to the Average Annual PrinCipal and Interest Requirements of the outstanding Priority Bonds (the "Required Amount"). The City may, at its option, withdraw and transfer to the System Fund, all surplus in the Reserve Fund over the Required Amount. -15- (b) The City may replace or substitute a Credit Facility for cash or Elig/ble Investments on deposit in the Reserve Fund or in substitution for or replacement of any existing Credit Facility. Upon such replacement or substitution, cash or Ehg~le Investments on deposit in the Reserve Fund which, taken together with the face amount of any existing Credit Facilities, are in excess of the Required Amount may be withdrawn by the City, at its option, and transferred to the System Fund; provided that the face amount of any Credit Facility may be reduced at the option of the City m lieu of such transfer. (c) If the City is required to make a withdrawal fi.om the Reserve Fund for any of the purposes described in this Section, the City shall promptly notify any applicable Credit Facility Provider of the necessity for a withdrawal fi.om the Reserve Fund for any such purposes, and shall make such withdrawal FIRST fi.om available moneys or Ehgible Investments then on deposit in the Reserve Fund, and NEXT fi.om a drawing under any Credit Facility to the extent of such deficiency. (d) In the event of a deficiency in the Reserve Fund, or in the event that on the date of tem~ation or expiration of any Credit Facility there is not on deposit in the Reserve Fund sufficient Reserve Fund Obligations, all in an aggregate amount at least equal to the Required Amount, then the City shall satisfy the Required Amount by depositing Reserve Fund Obligations into the Reserve Fund in monthly installments of not less than 1/60 of the Required Amount made on or before the 10th day of each month following such termination or expiration. (e) In the event of the redemption or defeasance of any Priority Bonds, any Reserve Fund Obligations on deposit in the Reserve Fund m excess of the Required Amount may be withdrawn and transferred, at the option of the City, to the System Fund, as a result of(i) the redemption of any Priority Bonds, or (ii) funds for the payment o fany Priority Bonds having been deposited irrevocably with the paying agent or place of payment therefor m the manner descn'oed in any ordinance authorizing the issuance of Priority Bonds, the result of such deposit being that such Priority Bonds no longer are deemed to be outstanding under the terms of any such ordinance. (f) In the event there is a draw upon the Credit Facility, the City shall reimburse the Credit Facility Provider for such draw, in accordance with the temps of any agreement pursuant to which the Credit Facility is issued, from Pledged Revenues, however, such reimbursement fi.om Pledged Revenues shall he subordinate and junior in right of payment to the payment of principal of and premium, if any, and interest on the Priority Bonds. (g) Upon the issuance of Additional Priohty Bonds the monies in the Reserve Fund shall be increased to the newly-established Required Amount m accordance with the provisions of Section 20(b) of this Ordinance. Section 12 SUBORDINATED OBLIGATIONS FUNDS AND ACCOUNTS. That the City hereafter may create, establish and maintain on the books o fthe City separate funds and accounts fi-om which moneys can be withdrawn to pay the principal of and interest on Subordinated Obligations which hereafter may be issued. -16- Section 13. ESCROW AGREEMENT; ESCROW FUND. That the City Manager of the City is hereby authorized and directed to execute, the City Secretary is authorized to attest, and the City Attorney is authorized to approve as to form, on behalf of the City, the Escrow Agreement covering the use of the moneys to be deposited in accordance with the terms thereof, for the benefit of the holders of the Refunded Bonds being retired with the proceeds fi.om the sale of the Bonds, the form of which being in substantially the form attached to this Ordinance. Moneys so received shall be deposited to the credit of an escrow fund established and administered in accordance with the terms of the Escrow Agreement. Section 14. INVESTMENTS. That money in any Fund established pursuant to this Ordinance may, at the option of the City, be placed or invested in Elig~ole Investments. Money in the Reserve Fund shall not be invested in securities with an average aggregate weighted maturity of greater than seven years. Ifmoines in a Fund herein established are pc~ ufitXed to be invested the value of any such Fund shall be established by adding the monies therein to the Value of Investment Securities. The value of each such Fund shall be established annually during the last month of each Year and in addition thereto, with respect to the Reserve Fund, value shall be established within thirty days prior to the issuance of Priority Bonds and at the time or times withdrawals are made therefi'om. Such investments shall be sold promptly when necessary to prevent any default in connection with the PrioriW Bonds. Earnings derived fi.om the investment of moneys on deposit in the various Funds and Accounts created hereunder shall be credited to the Fund or Account fi.om which moneys used to acquire such investment shall have come. Sectk~n 15. FUNDS SECURED. That monies in the System Fund and all Funds created by this Ordinance, to the extent not invested, shall be secured in the manner prescn'bed by law for securing funds of the City. Section 16. FLOW OF FUNDS. That all momes in the System Fund not required for paying Operating Expenses dUring each month shall be applied by the City, on or before the 10th day oftbe following month, cmmuencing during the months and in the order ofpriomy with respect to the Funds and Accounts that such applications are hereinafter set forth in this Section. (a) Debt Service Fund - To the credit of the Debt Service Fund, in the following order of priority, to-wit: (1) such amounts, deposited in approximately equal monthly installments, commencing during the month in which the Priority Bonds are delivered, or the month thereafter if delivery is made after the 10th day thereof, as will be sufficient, together with other amounts, if any, in the Debt Service Fund available for such purpose (including specifically moneys on deposit in the Capitalized Interest Account dedicated thereto), to pay the interest scheduled to come due on Priority Bonds on the next succeeding interest payment date; (2) such amounts, deposited in approximately equal monthly installments, commencing during the month wkich shall be the later to occur of; (i) the twelfth month -17- before the first maturity date of Priority Bonds, or (ii) the month in which Priority Bonds are delivered, or the month thereafter if delivery is made after the 10th day thereof, as will be sufficient, together with other amounts, if any, in the Debt Service Fund available for such purpose, to pay the principal scheduled to mature on Priority Bonds on the next succeeding principal payment date; and (3) Amortization Installments, in such amounts and on such dates as set forth in any ordinance authorizing a series of Priority Bonds wkich contain Term Bonds within such Series, to pay scheduled principal amounts of Priority Bonds which constitute Term Bonds to be redeemed in accordance with the terms of said ordinance. (b) Reserve Fund. To the credit of the Reserve Fund, such amounts, deposited in approximately equal monthly installments, commencing during the month in which the Priority Bonds are delivered, or the month thereafter if dehvery is made after the 10th day thereof; equal to not less than 1/60 of the Required Amount, until such time as such amounts together with other amounts, ff any, in the Reserve Fund, equal the Required Amount. When and so long as the Reserve Fund Obligations m the Reserve Fund are not less than the Required Amount, no deposits need be made to the credit of the Reserve Fund. When and if the Reserve Fund at any time contains less than the Reqmred Amount due to any cause or condition other than the issuance of Additional Priority Bonds then, subject and subordinate to making the required deposits to the credit oftbe Debt Service Fund, commencing with the month during which such deficiency occurs, such deficiency shall be made up fi-om the next available Pledged Revenues or fi-om any other sources available for such purpose. Reimbursements to a Credit Facility Provider made in accordance with the terms of Section 1 l(f) of this Ordinance shall constitute the making up ora deficiency to the extent that such reimbursements result in the reinstatement, in whole or in part, as the case may be, of the amount of the Credit Facility. If the Reserve Fund contains less than the Required Amount due to the issuance of Additional Priority Bonds deposrts shall be made to the Reserve Fund commencing during the month and in the amounts required by Section 20(b) of this Ordinance, unless a Credit Facility is deposited m the Reserve Fund in an amount necessary to cause the sum of money and the value of Investment Securities and any other Credit Facilities in the Reserve Fund to equal the Required Amount. (c) Surplus. The balance of any monies remaining in the System Fund following such transfers may be used by the City for payment of other obligations of the System, including, but not limited to, Subordinated Obligations, and for any other lawful purpose; provided that transfers made for purposes other than for payment of obligations of the System shall be made only at the end of the Year. Section 17. DEFICIENCIES. That if on any occasion there shall not be sufficient Pledged Revenues to make the deposits and other applications of monies required by Section 16 with respect to the various Funds as provided therein, any such deficiencies shall be made up (in the order that each such Fund is provided for in Section 16) as soon as poss~le fi.om the next available Pledged Revenues, or from any other sources available for such purpose. The foregoing notwithstanding, however, if any deficiency in the Reserve Fund occurs as a result of withdrawals therefi-om or decreases in the market value of Elig~le Investments on deposit therein, such deficiency willbe made up fi-om the next available Pledged Revenues within twelve months fi.om the date of such deficiency -18- is determined, with such deposits to the Reserve Fund to be made in not more than twelve substantially equal monthly payments. Section 18. PAYMENT OF BONDS. That on or before the first scheduled interest payment date, and on or before each interest payment date and principal payment date thereafter while any of the Priority Bonds are outstanding and unpaid, the City shall make available to the paying agent therefor, out of the Debt Service Fund (and the other Funds, if necessary, in the order of priority set forth herein) momes sufficient to pay such interest on and such principal amount of the Priority Bonds, as shall become due and mature on such dates, respectively, at maturity or by redemption prior to maturity. The bond registrar for each series of Priority Bonds shall destroy all paid Priority Bonds and furnish the City with an appropriate certificate of cancellation or destruction. Section 19. FINAL DEPOSITS; GOVERNMENT OBLIGATIONS. (a) That any Priority Bond shall be deemed to be paid, retired and no longer outstanding within the meaning of this Ordinance when payment of the principal amount of; redemption premium, if any, on such Priority Bond, plus interest thereon to the due date thereof(whether such due date be by reason of maturity, upon redemption, or o theme) either (i) shall have becm made in accordance with the terms thereof or (h) shah have been provided for by irrevocably dc'positing with, or making available to, a paying agent (or escrow agent) therefor, in trust and irrevocably set aside exclusively for such payment, in accordance with the terms and conditions of an agreement between the City and said paying agent (or escrow agent), (1) money sufficient to make such payment or (2) Government Obligations, certified by an independent pubhc accounting faro of national reputation, to mature as to principal and interest in such amounts and at such times as will insure the availability, without rein- vestment, of sufficient money to make such payment, and all necessary and proper fees, compensation, and expenses of such paying agent pertaining to the Priority Bonds with respect to whtch such deposit is made shall have been paid or the payment thereof provided for (and irrevocable instructions shall have been given by the City to such paying agent of such bonds to give notice of such redemption in the manner required by the ordinance or ordinances authorizing the issuance of such bends) to the satisfaction of such paying agent. Such paying agent shah give notice to each registered owner of any Priority Bond that such deposit as descnt>ed above has been made, m the same manner as descn'bed in Section 3 of this Ordinance. In addition, in connection with a defeasance, such paying agent shah give notice of redemption, if necessary, to the registered owners of any Priority Bonds in the manner described in such Priority Bonds and as directed in the redemption instructions delivered by the City to such paying agent. At such time as a Priority Bond shall be deemed to be paid hereunder, as aforesaid, it shall no longer be secured by or entitled to the benefit of this Ordinance or a lien on and pledge oftbe Pledged Revenues, and shall be entitled to payment solely fi.om such money or Government Obligations. (b) That any moneys so deposited with a paying agent (or escrow agent) may, at the direction of the City, also be invested in Government Obligations, maturing in the amounts and times as hereinbefore set forth, and all income fi.om all Government Obligations in the hands of the pay/ng agent pursuant to this Section which is not required for the payment of the Priority Bonds, the redemption premium, ffany, and interest thereon, with respect to which such money has been so deposited, shah be remitted to the City for deposit into the System Fund. -19- (c) Except as provided in clause (b) of this Section, all money or Government Obligations set aside and held in trust pursuant to the provisions of this Section for the payment of Priority Bonds, the redemption preimnm~ if any, and interest thereon, shall be applied solely to and used solely for the payment of such Priority Bonds, the redemption premium, ff any, and interest thereon. Section 20. ISSUANCE OF ADDITIONAL PRIORITY BONDS. (a) That subject to the provisions hereinafter appearing as conditmns precedent which must first be satisfied, the City reserves the right to issue, fi-om time to nme as needed, Additional Priority Bonds for any lawful purpose relating to the System. Such Additional Priority Bonds may be issued in such form and manner as now or hereafter authorized by the laws of the State of Texas for the issuance of evidences of indebtedness or other instruments, and should new methods or financmg techniques be developed that differ fi-om tho se now available and in normal use, the City reserves the right to employ the same in its financing arrangements provided only that the same conditions precedent herein required for the authorization and issuance of Additional Priority Bonds are satisfied. (b) That the Debt Serv/ce Fund and the Reserve Fund established by this Ordinance shall secure and be used to pay all Additional Priority Bonds hereafter issued. Upon the issuance and delivery of Additional Priority Bonds, the additional amount required to be deposited in the Reserve Fund shall be so accumulated by the deposit in the Reserve Fund of all or any part of said required additional amount in cash immediately after the delivery of such Additional Priority Bonds, or, at the option of the Cay, (i) by the deposit of said required additional amount (or any balance of said required additional amount no t deposited in cash as permitted above) in approxirrm tely equal monthly installments, made on or before the 10th day of each month following the delivery of such Additional Priority Bonds, of not less than 1/60 o fsaid required additional amount (or 1/60 of the balance of said required additional amount not deposited in cash as permitted above) or (ii) by the deposit of a Credit Facility which, in whole or in combinauon with deposits described in clause (i) above, is sufficient to satisfy the required additional amount to be on deposit in the Reserve Fund. (c) That all calculations of Average Annual Principal and Interest Requirements made pursuant to this Section shall be made as of and fi-om the date of the Additional Priority Bonds then proposed to be issued. Section 21. FURTHER REQUIREMENTS FOR ADDmONAL PRIORITY BONDS. (a) ConditionsprecedentforlssuanceofAdditionalPriori(yBonds - General. That as a condition precedem to the issuance of any Additional Priority Bonds, the City Manager (or other officer of the City then having the respons~ility for the financial affairs of the City) shall have executed a certificate stating (i) that the City ~s not then in default as to any covenant, obligation or agreement contained in any ordinance or other proceeding relating to any obligations of the City payable fi.om and secured by a hen on and pledge of the Pledged Revenues, and (ii) that the amounts on deposit in all Funds or Accounts created and established for the payment and security o fall outstanding obligations payable fi-om and secured by a lien on and pledge of the Pledged Revenues are the amounts then required to be deposited therein. Such certificate shall be dated on or before the date of delivery of such Additional Priority Bonds, but such certificate shall not be dated prior to the date an ordinance is passed authorizing the tssuance of such Additional Priority Bonds. -20- (b) Conditions Precedent for Issuance of Additional Priority Bonds - Capital Improvements and for any other lawful purpose except for Capital Additions or for refunding. The City covenants and agrees that Additional Priority Bonds will not be issued for the purpose of financing Capital Improvements, or for any other lawful purpose (except for Capital Additions or for refunding, which are to be issued in accordance with the provisions of clauses (c), (d) or (e) of this Section) unless and until the conditions precedent m clause (a) above have been satisfied and, in addition thereto, the City has secured a certificate or opimon of the Accountant to the effect that, according to the books and records of the City, the Net Earnings (hereina~er defined) for the preceding Year or for 12 consecutive months out of the 15 months iramediately preceding the month the ordinance authorizing the Additional Priority Bonds is adopted are at least equal to 1.25 times the Average Annual Principal and Interest Requirements for all outstanding Priority Bonds after giving effect to the Additional Priority Bonds then proposed. The foregoing notwithstanding, the City covenants and agrees that Additional Priority Bonds may not be issued for the purpose of financing Capttal Improvements when other outstanding Priority Bonds which have been issued for the purpose of financing Capital Additions and for which capitalized interest for such other Priority Bonds has been provided for at least the twelve mouths subsequent to the date of issuance of the Additional Priority Bonds then proposed to be issued, unless the conditions precedent in clause (a) above have been satisfied and, in addition thereto, the City has either (1) complied with the relevant conditions in this clause as set forth above, or (2) if the relevant conditions of this clause (b) as set forth above cannot be satisfied, the City has satisfied the conditions precedent in clauses (c)(i) and (c)(ii) ofth~ Section (but, for purposes of such clauses, the term Capital Improvements shall bo substituted for the term Capital Additions where the term Capital Additions appears thereto to the extent necessary to give recognition to the fact that Capital Improvements, rather than Capital Additions, are then to be financed) and has secured a certificate or opinion of the Accountant to the effect that, according to the books and records of the City, the Net Earuings for the preceding Year or for 12 consecutive months out of the 15 months hnmediately preceding the month the ordinance authorizing the Additional Priority Bonds is adopted are at least equal to 1.25 times the Average Annual Principal and Interest Requirements for all outstanding Priority Bonds (other than any Priority Bonds issued for Capital Additions for which capitalized interest has been provided for at least the twelve months subsequent to the date ofisauance oftbe Additional Priority Bonds proposed to be issued) after giving effect to the Priority Bonds then proposed. (c) Condi_tlons Precedent for lssuance of Additional Priority Bonds - Capital Additions: lnitiallssue. The City covenants and agrees that Additional Priority Bonds will no t be issued for the propose of financing Capital Additions, unless the same conditions precedent specified in clause (a) above have been satisfied and, in addition thereto, either the relevant conditions precedent specified in clause (b) above are satisfied or, in the alternative, the City shall have obtained: (i) fi.om the Engineer of Record a comprehensive Engineering Report for each Capital Addition to be financed, which report shall (A) contain (1) detailed estimates of the cost of acquiring and constructing the Capital Additton, (2) the estimated date the acquisition and constxuction of the Capital Addition will be completed and commercially operative, and (3) a detailed analysis of the impact of the Capital Addition on the financial operations of the system for which the Capital Addition is to be integrated and to the System as a whole during -21- the construction thereof and for at least five Years after the date the Capital Addition becomes co~muercially operative, and (B) conclude that (1) the Capital Addition is necessary and will substantially increase the capacity, or is needed to replace existing facilities, to meet current and projected demands for the service or product to be provided thereby, and (2) the estanated cost of providing the service or product fi.om the Capital Addition will be reasonable in comparison with projected costs for furmsking such service or product fi.om other reasonably available sources; and (ii) a certificate of the Engineer of Record to the effect that, based on the Engineering Report prepared for each Capital Addition, the projected Net Earnings for each of the five years subsequent to the date the Capital Addition becomes commercially operative (as estimated in the Engineering Report) will be equal to at least 1.25 times the Average Annual Principal and Interest Requirements for Priority Bonds then outstanding or incurred and all Priority Bonds estimated to be issued, if any, for all Capital Improvements and for all Capital Additions then in progress or then being initiated, during the period fi.om the date the first series of obligations for the Capital Additions is to be dehvered through the fffih year subsequent to the date the Capital Addition is estimated to become commercially operative. (d) Completion Issues. Once a CapitalAddition has been initiated by meeting the conditions precedent specified in clauses (c)(O and (c)(ii) above and the initial Priority Bonds issued therefor are dehvered, the City reserves the right to issue Additional Priority Bonds to finance the remaining costs of such Capital Addition in such amounts as may be necessary to complete the acquisition and construction thereof and make the same co,~ercially operative without satisfaction of any condition precedent under clauses (c)(i) and (c)(h) or clause (b) of this Section but subject to satisfaction of the following conditions precedent: (i) the City makes a forecast (the "Forecast") of the operations of the System demonstrating the System's ability to pay all obhgations, payable fi.om the Pledged Revenues of the System to be outstanding after the issuance of the Additional Priority Bonds then being issued for the period (the "Forecast Period") of each ensuing year through the filth year subsequent to the latest estimated date such Capital Addition is expected to be co,,,,,~ercially operative; and (ii) the Engineer of Record reviews such Forecast and executes a certificate to the effect that (A) such Forecast is reasonable, and based thereon (and such other factors deemed to be relevant), the Pledged Revenues of the System will be adequate to pay all the obligations, payable from the Pledged Revenues oftbe System to be outstanding alter the issuance of the Additional Priority Bonds then being issued for the Forecast Period and (B) the proceeds ~om the sale of such Additional Priority Bonds are estimated to be sufficient to complete such acquisition and construction. (e) Refundinglssues. The City reserves the right to issue refunding bonds to refund all or any part of the outstanding Priority Bonds (pursuant to any law then available), upon such terms and conditions as the governing body of the City may deem to be in the best interest oftbe City and its inhabitants, and if less than all such outstanc[mg Priority Bonds are refunded, the conditions precedent prescribed in clauses (a) and (b) of this Section shall be satisfied and the Accountant's certificate or -22- opimon required by clause (b) shall give effect to the issuance of the proposed refunding bonds (and shall not give effect to the Priority Bonds being refunded following their cancellation or provision being made for their payment). In addition, the City reserves the fight to refund all or any part of any other obligations of the System, upon such terms and conditions as the governing body of the City may deem to be in the best interest of the City and its inhabitants, provided that the conditions preseribed m clauses (a) and (b) of this Section shall be satisfied. No Accountant's certificate otherwise required by clause (b) will be required for refunding bonds, after giving effect to such proposed refunding, if there is no increase m debt service for any Year in which there will be debt service on Priority Bonds outstanding both before and after such refunding. (f) Computations; Reports. With reference to Priority Bonds anticipated and estimated to be issued or incurred, the Average Annual Principal and Interest Requirements therefor shall be those reasonably estimated and computed by the City's Director of Financial Services (or other officer of the City then having the primary responsibility for the financial affairs of the City). In the preparation of the Engmecring Report required m clause (c)(i) above, the Engineer of Record may rely on other experts or professionals, including those in the employment of the City, provided such Engineering Report discloses the extent of such rehance and concludes it is reasonable so to rely. In connection with the issuance of Priority Bonds for Capital Additions, the certificate of the City's Director of Financial Services and Engineer of Record, together w/th the Engineering Report for the initial issue and the Forecast for a subsequent issue, shall be conclusive evidence and the only evidence required to show compliance with the provisions and requirements and this clause of this Section. (g) Combination Issues. Priority Bonds for Capital Additions may be combined in a single issue with Priority Bonds for Capital Improvements or for any lawful purpose provided the conditions precedent set forth in clauses (b) through (e) are complied with as the same relate to the appropriate purpose. (h) Subordinated Obligations. The City may, at any time and fi.om time to time, for any lawful purpose, issue Subordinated Obligations, the principal of and redemption premium, if any, and interest on which is payable fi.om and secured by a pledge of and lien on the Pledged Revenues junior and subordinate to the lien and pledge created hereby for the security of the Priority Bonds and the payments required to be made hereunder into the Debt Service Fund and the Reserve Fund; provided, however, that any such pledge and lien securing the Subordinated Obligations shall be, and shall be expressed to be, subordinate in all respects to the pledge of and lien on the Pledged Revenues as security for the Priority Bonds; and provided further that any default with respect to the issuance of Subordinated Obligations will not be deemed a default with respect to the Priority Bonds. O) Definition of Net Earnings. As used in this Section, the term "Net Earnings" shall mean the Gross Revenues of the System after deducting the Operating Expenses of the System, but not expenditures which, under standard accounting practice, should be charged to capital expenditures. (j) Determination of Net Earnings. In making a determination of Net Earnings for any of the purposes described in this Section, the Accountant may take into consideration a change in the rates and charges for services and facilities afforded by the System that became effective at least 60 days prior to the last day of the period for which Net Earnings are determined and, for purposes of satisfying any of the Net Earnings test described above, make a pro forma determination of the Net -23- Earnings of the System for the period of time covered by the Accountant's certification or opinion based on such change in rates and charges being in effect for the entire period covered by the Accountant's certificate or opinion. Section 22. GENERAL COVENANTS. That the City further covenants and agrees that m accordance with and to the extent required or permitted by law: (a) Performance. It will faithfully perform at all times any and all covenants, undertakings, stipulations, and provisions contained in this Ordinance, and each ordinance authorizing the issuance of Additional Priority Bonds; it will promptly pay or cause to be paid the principal amount of and interest on every Priority Bond, on the dates and in the places and manner prescribed in such ordinances and such Prior/ty Bonds; and it will, at the time and in the manner prescribed, deposit or cause to be deposited the amounts requn-ed to be deposited into the System Fund and the Funds herein created; and any registered owner of any Priority Bond may require the City, its officials and employees to carry out, respect or enforce the covenants and obligations of this Ordinance, or any ordinance authorizing the issuance of Priority Bonds, by all legal and equitable means, including specifically, but without limitation, the use and filing of mandamus proceedings, in any court of competent jurisdiction, against the City, its officials and employees. (b) City'sLegal,4uthority. It is a duly created and existing home rule city of the State of Texas, and is duly authorized under the laws of the State of Texas to issue the Bonds; that all action on its part for the issuance of the Bonds has been duly and effectively taken, and that the Bonds in the hands of the owners thereof are and will be valid and enforceable special obligations of the City in accordance with their terms. (c) Acquisition and Construction; Operation and Maintenance. (1) It shall use its best efforts in accordance with Prudent Utility Practice to acquire and construct, or cause to be acquired and constructed, any Capital Additions or Capital Improvements, in accordance w/th the plan~ and specifications therefor, as modified fi.om time to time with due diligence and in a sound and economical manner; and (2) it shall at all times use its best efforts to operate or cause to be operated the System properly and in an efficient manner, consistent with Prudent Utility Practice, and shall use its best efforts to maintain, preserve, reconsU-uct and keep the same or cause the same to be so maintained, preserved, reconstructed and kept, with the appurtenances and every part and parcel thereo f; in good repair, working order and condition, and shall fi-om time to time make, or use its best efforts to cause to be made, all necessary and proper repairs, replacement and renewals so that at all times the operation of the System may be properly and advantageously conducted. (d) Title. It has or will obtain lawfultitle, whether such title is in fee or lesser interest, to the lands, buildings, structm-es and facilities constituting the System, that it warrants that it will defend the title to all the aforesaid lands, buildings, structures and facilities, and every part thereof~ for the benefit of the owners of the Priority Bonds, against the claims and demands of all persons whomsoever, that it is lawfully qualified to pledge the Pledged Revenues to the payment of the Priority Bonds in the manner prescribed herein, and has lawfully exercised such rights. (e) Liens. It will fi.om time to time and before the same become delinquent pay and discharge all taxes, assessments and governmental charges, if any, which shall be lawfully imposed upon it, or -24- the System; it will pay all lawful claims for rents, royalties, labor, materials and supplies which if unpaid might by law become a lien or charge thereon, the lien of which would be prior to or interfere with the liens hereof~ so that the priority of the liens granted hereunder shall be fully preserved in the manner provided herein, and ~t will not create or suffer to be created any mechanic's, laborer's, materialman's or other lien or charge winch might or could be prior to the liens hereof, or do or suffer any matter or thing whereby the liens bereofrmght or could be impaired; provided however, that no such tax, assessment or charge, and that no such claims which might be used as the basis of a mechanic's, laborer's, materialman's or other lien or charge, shall be required to be paid so long as the validity of the same shall be contested in good faith by the City. (f) No Free Service. No fi-ee service or service otherwise than ia accordance with the established rate schedule shall be furmsbed, directly or indirectly, by the System to anyperson, firm, corporation or other entity, other than the City. No part of the salary of any official or employee of the City or his replacement shall be paid fi.om Pledged Revenues unless and only to the extent the duties and performances of such official or employee or his replacement appertain directly to the System. To the extent the City receives the services oftbe System, such serv/ces shall be accounted for according to the established rate schedule. (g) Further Encumbrance. It will not additionally encumber the Pledged Revenues in any manner, except as permitted in tins Ordinance in connection with Priority Bonds, unless said encumbrance is made junior and subordinate in all respects to the liens, pledges, covenants and agreements of this Ordinance; but the right of the City to issue Subordinated Obligations payable in whole or in part fi-om a subordinate lien on the Pledged Revenues is specifically recognized and retained. (h) Sale, Lease or Disposal of Property. No part of the System shall be sold, leased, mortgaged, demolished, removed or otherwise disposed of, except as follows: (1) To the extent permitted by law, the City may sell or exchange at any time and fi'om time to time any property or facilities constituting part of the System only fi(A) it shall determine such property or facilities are not useful in the operation oftbe System, or (B) the proceeds of such sale are $250,000 or less, or it shall have received a certificate executed by the Engineer of Record and the City Manager stating, in their opinion, that the fair market value of the property or facihties exchanged is $250,000 or less, or (C) ffsuch proceeds or fair market value exceeds $250,000 it shall have received a certificate executed by the Engineer of Record and the City Manager stating (i) that system within the System of which the property or facihties comprises a part thereof and (ii) in their opinion, that the sale or exchange of such property or facilities will not impair the ability of the City to comply during the current or any future Year with the provisions ofclanse (k) of this Section. The proceeds of any such sale or exchange not used to acquire other property necessary or desirable for the safe or efficient operation of the System shall forthwith, at the option of the City (1) be used to redeem or purchase Priority Bonds, or (ii) otherwise be used to prov/de for the payment of Priority Bonds. The foregoing notwithstanding, ff such property or facilities sold or exchanged constituted property or facilities comprising all or a part ora system within the System, the acquisition, unProvement or extension of such system having not been financed by the City in any manner with the proceeds of Priority Bonds, or with the proceeds of -25- obligations which were refunded in whole or in part with the proceeds of Priority Bonds, then the City may utilize the proceeds of such sale or exchange for any lawful purpose; (2) To the extent permitted by law, the City may lease or make contracts or grant licenses for the operation of; or make arrangements for the use of; or grant easements or other fights with respect to, any part of the System, provided that any such lease, contract, license, arrangement, easement or right (A) does not impede the operation by the City of the System and (B) does not m any manner impair or adversely affect the rights or security of the owners of the Priority Bonds under this Ordinance; and provided, further, that if the depre- ciated cost of the property to be covered by any such lease, contract, license, arrangement, easement or other right is m excess of $500,000, the City shall have received a certificate executed by the Engineer of Record and the City Manager that the action oftbe City with respect thereto does not resuk in a breach of the conditions under this clause (2). Any payments received by the City under or in connection with any such lease, contract, license, arrangement, easement or right in respect of the System or any part thereof shall constitute Gross Revenues. (i) Books, RecordsandAccounts. It shall keep proper books, records and accounts separate and apart fi.om all other records and accounts, in which complete and correct entries shall be made of all transactions relating to the System and the City shall cause said books and accounts to be audited annually as of the close of each Year by the Accountant. (j) Insurance. (1) Except as otherwise permitted in clause (2) below, it shall cause to be imm.red such parts of the System as would usually be insured by corporations operating l~e properties, with a respons~le insurance company or compames, against risks, accidents or casualties against which and to the extent insurance is usually camed by corporations operating like properties, including, to the extent reasonablyobtamable, fire and extended coverage insurance, insurance against damage by floods, and use and occupancy insurance. Public l/ability and property damage insurance shall also be carried unless the City Attorney gives a written opinion to the effect that the City is not liable for claims which would be protected by such insurance. At any time wliile any contractor engaged m construction work shall be fully responsible therefor, the City shall no t be required to carry insurance on the work being constructed if the contractor is required to carry appropriate insurance. All such policies shall be open to the inspection of the bondholders and their representatives at all reasonable times. (2) In lieu of obtaining pohcies for insurance as provided above, the City may self-insure against risks, accidents, claims or casualties deso-ibed in clause (1) above. (3) The annual audit hereinafter required shall contain a section commenting on whether or not the City has complied with the requirements of this Section with respect to the maintenance of insurance, and listing the areas of insurance for which the City is self-insuring, all policies camed, and whether or not all insurance premiums upon the insurance policies to which reference is hereinbefore made have been paid. -26- (k) Rate Covenant. It will fix, establish, rnamtain and collect such rates, charges and fees for the use and availability of the System at all times as are necessary to produce Gross Revenues and other Pledged Revenues equal to the greater of amounts determined in accordance with clauses (1) or (2) below, to-wit, amounts sufficient (1) (A) to pay all current Operating Expenses of the System, and (B) to produce Net Revenues for each Year at least equal to 1.25 times the Average Annual Principal and Interest Requirements of all then outstanding Phority Bonds; or (2) to pay the sum of (A) all current Operating Expenses, (B) the Average Annual Principal and Interest Requirements on the then outstanding Priority Bonds, (C) required deposits to the Reserve Fund required for the Priority Bonds, and (D) amounts required to pay all other obligations of the System reasonably anticipated to be paid fi.om Gross Revenues during the current Year. The calculation of Average Annual Principal and Interest Requirements on all outstanding Priority Bonds shall be net of capitalized interest for such Priority Bonds only if the moneys in the Capitalized Interest Account received fi.om proceeds of such Priority Bonds are invested in Government Obligations. The foregoing notwithstanding, such rates, charges and fees shall be fixed, established, maintained and collected at a level sufficient to enable the City to pay debt service on Priority Bonds during the current Year. (1) Audits. After the close of each year while any Priority Bonds are outstanding, an audit will be made of the books and accounts relating to the System and the Pledged Revenues by the Accountant. As soon as practicable after the close of each such year, and when said audit has been completed and made available to the City, a copy of such audit for the preceding year shall be marled to any holder of the then outstanding Priority Bonds who shall so request in writing. Such annual audit reports shall be open to the inspection of the registered owners of the Priority Bonds and their agents and representatives at all reasonable times. (m) GovernmentalAgencies. It will comply w/th all of the terms and conditions of any and all fi.anchises, permits and authorizations applicable to or necessary with respect to the System, and which have been obtained fi.om any governmental agency;, and the City has or will obtain and keep in full force and effect all fi'anchises, perrmts, authorization and other requirements applicable to or necessary with respect to the acquisition, construction, equipment, operation and maintenance of the System_ (n) No Competition. To the extent it legally may, it will not grant any fi.anchise or permit for the acquisition, construction or operation of any competing facilities which might be used as a substitute for the System's facilities, and, to the extent that it legally may, the City will prohibit any such competing facilities. (o) Rights oflnspection. The Engineer of Record or any registered owner of $100,000 in aggregate principal amount of the Priority Bonds then outstanding shall have the fight at all reasonable times to inspect the System and all records, accounts and data of the City relating thereto, and upon request the City shall furnish to the Engineer of Record or such registered owner, as the case may be, such financial statements, reports and other information relating to the City and the -27- System as the Engineer of Record or such registered owner may fi.om time to time reasonablyrequest, Section 23. COVENANTS REGARDING TAX-EXEMPTION. That the Issuer covenants to reft'am fi.om any action which would adversely affect, or to take such action as to ensure, the treatment of the Bonds as obligations described m section 103 of the Code, the interest on which is not includable m the "gross income" of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer covenants as follows: (a) to take any action to assure that no more than 10 percent of the proceeds of the Bonds or the projects financed therewith (less amounts deposited to a reserve fund, ffany) are used for any"private business use", as defined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds are so used, that amounts, whether or not received by the Issuer, with respect to such private business use, do not, under the terms of this Ordinance or any underlying arrangement, directly or indirectly, secure or prov/de for the payment of more than 10 percent of the debt service on the Bonds, in contravention of section 141 ('o)(2) of the Code; (b) to take any action to assure that in the event that the "private business use" descn~oed in subsection (a) hereof exceeds 5 percent of the proceeds of the Bonds or the projects financed therewith (less amounts deposited into a reserve fund, ff any) then the amount in excess of 5 percent is used for a "private business use" which is "related" and not "disproportionate", within the meaning of section 141 (b)(3) of the Code, to the governmental use; (c) to take any action to assure that no amount which is greater than the lesser of $5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve fund, ffany) is directly or indirectly used to finance loans to persons, other than state or local governmental units, in contravention of section 141(c) oftbe Code; (d) to refiain fi.om taking any action which would otherwise result in the Bonds being treated as "private activ/ty bends" w/thin the meaning of section 141(a) of the Code; (e) to refi-ain fi.om taking any action that would result in the Bonds being "federally guaranteed" within the meaning of section 149(b) of the Code; (f) to reft-am fi.om using any portion of the proceeds of the Bonds, directly or indirectly, to acqmre or to replace funds which were used, directly or indirectly, to acquire investment property (as defined in section 148(b)(2) of the Code) which produce~ a materially higher yield over the term of the Bonds, other than investment property acquired w/th -- (1) proceeds of the Bonds invested for a reasonable temporary period of no greater than 90 days until such proceeds are needed for the purpose for which the Bonds are issued, -28- (2) amounts invested in a bona fide debt service fund, within the meaning of section 1.148-1 (b) of the Treasury Regulations, and (3) amounts depesited in any reasonably required reserve or replacement fund to the extent such amounts do not exceed 10 percent of the proceeds of the Bonds; (g) to otherwise restrict the use of the proceeds of the Bonds or amounts treated as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwise contravene the requirements of section 148 of the Code (relating to arbitrage) and, to the extent applicable, section 149(d) of the Code (relating to advance refundings); and (h) to pay to the United States of America at least once dm-rog each five-year period (beginning on the date of delivery of the Bonds) an amount that is at least equal to 90 percent of the "Excess Earnings", within the meaning of section 148(f) of the Code and to pay to the Umted States of America, not later than 60 days after the Bonds have been paid in full, 100 percent of the amount then required to be paid as a result of Excess Earnings under section i48(0 of the Code. The Issuer understands that the term "proceeds" included "disposition proceeds" as defined in the Treasury Regulations and, in the case of a refunding bond, transferred proceeds (if any) and proceeds of the refunded bonds expended prior to the date of the issuance oftbe Bonds. It is the undc~ standing of the Issuer that the covenants contained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S. Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafter promulgated which modify or expand provisions of the Code, as applicable to the Bonds, the Issuer will not be required to comply with any covenant contained herein to the extent that such failure to comply, m the opirdon of uationally-recognized bond counsel, will not adversely affect the exemption fi.om federal income taxation of interest on the Bonds under section 103 of the Code. In the event that regulations or rulings are bereafl:er promulgated which impose additional requirements which are applicable to the Bonds, the Issuer agrees to comply with the additional requirements to the extent necessary, in the opimon of nationally-recognized bond counsel, to preserve the exemption fi.om federal income taxation of interest on the Bonds under section 103 ofthe Code. In furtherance of tbe foregoing, the Mayor, the City Manager, any A~ssistant City Manager and the Director of Financial Services may execute any certificates or other reports required by the Code and to make such elections, on behalf oftbe City, which may be permitted by the Code as are consistent with the purpose for the issmnce of the Bonds. In order to ~acilitate compliance with the above clause (h), a "Rebate Fund" is hereby established by the City for the sole benefit of the Uinted States of America, and such Rebate Fund shah not be subject to the claim of any other person, including without limitation the registered owners of the Bonds. The Rebate Fund is established for the additional purpose of compliance with section 148 of the Code. -29- Section 24. TAXABLE OBLIGATIONS. That the provisions of Section 23 of this Ordinance notwithstanding, the City reserves the ability to issue Additional Priority Bonds in a manner such that such obhgations are not obligations described in section 103(a) of the Code or are obligations which constitute "private activity bonds" within the meaning of section 141(b) oftbe Code. Section 25. AMENDMENT OF ORDINANCE. (a) That the registered owners of a majority m aggregate principal amount of the Priority Bonds then outstanding shall have the fight fi.om time to time to approve any amendment to this Ordinance which may be deemed necessary or desirable by the City, provided, however, that without the consent of the registered owners of all of the Priority Bonds at the time outstanding, nothing herein contained shall permit or be construed to permit the amendment of the terms and conditions in this Ordinance or in the Priority Bonds so as to: (1) Make any change in the maturity of any of the outstanding Priority Bonds; (2) Reduce the rate of interest borne by any of the outstanding Priority Bonds; (3) Reduce the amount of the principal payable on the outstanding Priority Bonds; (4) Modify the terms of payment of principal of~ premmm, if any, or interest on the outstanding Priority Bonds or impose any conditions with respect to such payment; (5) Affect the fights of the registered owners of less than all of the Priority Bonds then outstanding; (6) Amend this clause (a) of this Section; or (7) Change the minknum percentage of the principal amount of Priority Bonds necessary for consent to any amendment; unless such amendment or amendments be approved by the registered owners of all of the Priority Bonds then outstanding. (b) That fiat any time the City shall desire to amend the Ord/nance under tkis Section, the City shall cause notice of the proposed amendxnent to be published m a financial newspaper or journal published in The City of New York, New York, and a newspaper of general circulation in the City, once during each calendar week for at least two successive calendar weeks. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at the principal office of the Paying Agent/Registrar for inspection by all holders of Priority Bonds. Such publication is not required, however, if notice in writing is given to each registered owner of Priority Bonds. -30- (c) That whenever at any time not less than 30 days, and within one year, fi.om the date of the first publication of said notice or other service of written notice the City Shall receive an instrument or instruments executed by the registered owners of at least a majority in aggregate prin- cipal amount of the Priority Bonds then outstanding, which instrument or instruments shall refer to the proposed amendment described in said notice and which specifically consent to and approve such amendment in substantially the form of the copy thereof on file with the Paying Agent/Registrar, the governing body of the City may pass the ameudatory ordinance in substantially the same form. (d) That upon the passage of any amendatory ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be amended m accordance with such amendatory ordinance, and the respective fights, duties and obligations under this Ordinance of the City and all the registered owners oftben outstanding Priority Bonds and all future Priority Bonds shall thereafter be determined, exercised and enforced hereunder, subject in all respects to such amendments. (e) That any consent given by the registered owner of a Priority Bond pursuant to the provisions of this Section shall be irrevocable for a period of six months fi.om the date of the first publication of the notice provided for in this Section, and shall be conclusive and binding upon all future registered owners o fthe same Priority Bond during such period. Such consent maybe revoked at any time after six months fi.om the date of the first publication of such notice by the registered owner who gave such consent, or by a successor in title, by filing notice thercof with the Paying Agent/Reg~trar and the City, but such revocation shall not be effective iftbe registered owners of at least a majority m aggregate principal amount of the then outstanding Priority Bonds as in this Section defined have, prior to the attempted revocation, consented to and approved the amendment. (f) The foregoing provisions of this Section notwithstanding, the City by action of the City Council may amend this Ordinance for any one or more of the following purposes: (1) To add to the covenants and agreements of the City m this Ordinance contained, other covenants and agreements thereafter to be observed, grant additional rights or remedies to the registered owners of the Priority Bonds or to surrender, restrict or limit any right or power herein reserved to or conferred upon the City;, (2) To make such provisions for the purpose of curing any ambiguity, or curing, correcting or supplementing any defective provision contained m this Ordinance, or m regard to clarifying matters or questions arising under this Ordinance, as are necessary or desirable and not contrary to or inconsistent with this Ordinance and which shall not adversely affect the interests of the registered owners of the Priority Bonds then outstanding; (3) To modify any of the provisions of this Ordinance in any other respect whatever, prov/ded that (i) such modification shall be, and be expressed to be, effective only after all Bonds and each series of Additional Priority Bonds outstanding at the date of the adoption of such modification shall cease to be outstanding, and (ii) such modification shall be -31- specifically referred to m the text of all Priority Bonds issued after the date of the adoption of such moffifieation; (4) To make such amendments to this Ordinance as maybe required, in the opimon of nationally recognized bond counsel acceptable to the City, to ensure compliance with sections 103 and 141 through 150 of the Code and the regulations promulgated thereunder and apphcable thereto; (5) To make such changes, modifications or amendments as may be necessary or desirable in order to allow the owners of the Priority Bonds to thereafter avail themselves of a book-entry system for payments, transfers and other matters relating to the Priority Bonds, which changes, modifications or amendments are not contrary to or inconsistent with other provisions of this Ordinance and which shall not adversely affect the interests of the owners of the Priority Bonds; (6) To make such changes, modifications or amendments as are permitted by Section 32(c)(v) of this Ordinance; (7) To make such changes, modifications or amendments as may be necessary or desirable in order to obtain or maintain the granting ora rating on the Priority Bonds by a Rating Agency or to obtain or maintain a Credit Facility, or to obtain the approval of the Bonds from the Texas Attorney General; and (8) To make such changes, modifications or amendments as may be necessary or desirable, which shall not adversely affect the interests of the owners of the Priority Bonds, in order, to the extent permitted by law, to facilitate the economic and practical utiliTation of interest rate swap agreements, foreign currency exchange agreements, or sflnilar type of agreements with respect to the Priority Bonds. Notice of any such amendment may be published by the City in the manner described in clause Co) of this Section; provided, however, that the pubhcation of such notice shah not constitute a condition precedent to the adoption of such amendatory ordinance and the failure to publish such notice shall not adversely affect the implementation of such amendment as adopted pursuant to such amondatory ordinance. Section 26. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS. (a) That in the event any outstanding Bond is damaged, mutilated, lost, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed, and delivered, a new bond of the same pnncipal amount, maturity, and interest rate, as the damaged, mutilated, lost, stolen, or destroyed Bond, in replacement for such Bond in the manner hereinafter provided. Co) Application for replacement of damaged, mutilated, lost, stolen, or destroyed Bonds shall be made to the Paying Agent/Registrar. In every case of loss, theft, or destruction ora Bond, the -32- applicant for a replacement bond shall furnish to the City and to the Paying Agent/Registrar such security or indemnity as may be required by them to save each of them harmless fi.om any loss or damage with respect thereto. Also, in every case of loss, theft, or destruction of a Bond, the apphcant shall furmsh to the City and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theflc, or destruction of such Bond, as the case may be. In every case of damage or mutilation of a Bond, the applicant shall surrender to the Paying AgenffRegistrar for cancellation the Bond so damaged or mutilated. (c) Notwithstanding the foregoing provisions of this Section, m the event any such Bond shah have matured, and no default has occurred which is then continuing in the payment of the principal of; redemption premmrn, if any, or interest on the Bond, the City may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Bond) instead of issuing a replacement Bond, provided security or indemnity is furnished as above provided in this Section. (d) Prior to the issuance of any replacement bond, the Paying AgentJRegistrar shall charge the owner of such Bond with all legal, printing, and other expenses in connection therewith. Every replacement bond issued pttrsuant to the provisions of this Section by virtue of the fact that any Bond is lost, stolen, or destroyed shall constitute a contractual obligation of the City whether or not the lost, stolen, or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and proportionately with any and all other Bonds duly issued under this Ordinance. (e) In accordance with Chapter 1206, Texas Government Code, this Section of this Ordinance shall constitute authority for the tssuance of any such replacement bond without necessity of further action by the governmg body of the City or any other body or person, and the duty of the replacement of such bonds is hereby authorized and imposed upon the Paying AgenffRegistxar, and the Paying Agent/Registrar shall authenticate and deliver such bonds in the form and manner and with the effect, as provided in Section 5(d) of this Ordinance for Bonds issued in exchange for other Bonds. Section 27. APPROVAL AND REGISTRATION OF BONDS. That the City Manager of the City is hereby authorized to have control of the Bonds and all necessary records and proceedings pertaining to the Bonds pending their delivery and their investigation, examination and approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Pubhc Accounts of the State of Texas. Upon registration of the Bonds, said Comptroller of Pubhc Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate accompanying the Bonds, and the seal of said Comptroller shall be impressed, or placed m facsimile, on each such certificate. Section 28. DELIVERY OF BONDS TO THE UNDERWRITERS. That should the City Manager effect the sale of the Bonds to the Underwriters by executing the Purchase Agreement, one Bond in the principal amount maturing on each maturity date as set forth in the Purchase Agreement shall be delivered to the Underwriters, and the Underwriters shall have the right to exchange such bonds as prov/ded in Section 5 hereof without cost. -33- Section 29 USE OF PROCEEDS. That the proceeds from the sale of the Bonds shah be used rathe manner described in the letter of instructions executed by or on behalf of the City. The foregoing notwithstanding, proceeds representing accrued interest on the Bonds shah be deposited to the credit of the Debt Service Fund and proceeds representing premium on the Bonds shall be used in a manner consistent with the promsions of Section 1201.041(d), Texas Government Code. Section 30. FURTHER PROCEEDINGS. That the Mayor, City Secretary, City Manager, and Assistant City Manager and the Director of Financial Services, and aH other officers, employees and agents of the City, and each of them, shah be and they are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the City all such instruments, whether herein mennoned, as may be necessary or desirable m order to carry out the terms and provisions of this Ordinance and the Bonds, including, but not limited to, conforming documents to receive the approval of the Texas Attomey General and to receive ratings from municipal bond rating agencies, the printing of a statement relating to the insuring of the Bonds by a municipal bond insurance company, and, if necessary, executing and delivering an agreement of the type referred to in Section 31 hereof and a "Blanket Letter of Representations" m the form provided by DTC. Section 31. BOND INSURANCE AND DEBT SERVICE RESERVE FUND INSURANCE POLICIES. The City Manager is authorized, in connection with effectmg the sale of the Bonds, to obtain from a municipal bond insurance company so designated in the Purchase Agreement (the "Insurer") a municipal bond insurance policy and a debt service reserve fund policy in support of the Bonds. To that end, should the C~ty Manager exercise such authority and commit the City to obtain either a munictpal bond insurance pohcy and a debt service reserve fund policy, or both, for so long as either or beth policies are in effect, the requirements of the Insurer relating to the issuance of said policies are incorporated by reference into this Ordinance and made a part hereof for all purposes, notwithstanding any other provision of this Ordinance to the contrary. For purposes of this Ordinance, the Required Amount shah include the debt service on the Bonds as well as the Outstanding Previously Issued Priority Bonds. The City Manager and any Assistant City Manager shallhave the authority to execute any documents to effect the issuance of said policies by the Insurer including, without limitation, a guaranty agreement to be delivered in connectionwiththe debt service reserve fuad policy m substantially the form attached hereto. Section 32. COMPLIANCE WITH RULE 15c2-12. (a) AnnualReports. (i) The City shall provide annually to each NILMSIR and any SID, within six months atter the end of each fiscal year as described in an exlnbit attached to this Ordinance, financial information and operating data with respect to the City of the general type included in the final Official Statement authorized by Section 2(c) of this Ordinance, being the information described in Exhibit B attached to this Ordinance. Any financial statements to be so provided shall be (1) prepared in accordance with the accounting principles described in Exlubit B attached hereto, or such other accounting principles as the City may be required to employ from tune to time thereafter pursuant to state law or regulation, and (2) audited, if the City commissions an audit of such statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the City shall provide unaudited financial statements within such -34- period and shall provide audited financial statements for the applicable fiscal year to each NRMSIR and any SID, when and if the audit report on such statements beconm available. (ii) If the City changes rcs fiscal year, it will notify each NRMSIR and any SID of the change (and o fthe date of the new fiscal year end) prior to the next date by which the City otherwise would be required to provide financial information and operating data pursuant to this Section. The financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document (including an official statement or other offering document, if it is available fi.om the MSRB) that theretofore has been provided to each NRMSIR and any SID or filed with the SEC. Co) MaterialEvent Notices. The City shall notify any SID and either each NRMSIR or the MSRB, in a timely manner, of any of the following events with respect to the Bonds, ffsuch event is material within the meaning of the federal securities laws: 1. Principal and interest payment delinquencies; 2. Non-payment related defaults; 3. Unscheduled draws on debt service reserves reflecting financial difficulties; 4. Unscheduled draws on credit enhancements reflecting financial difficulties; 5. Substitution of credit or liquidity providers, or their failure to perform; 6. Adverse tax opinions or events affecting the tax-exumpt status of the Bonds; 7. Modifications to fights of holders of the Bonds; 8. Bond calls; 9. Defeasances; 10. Release, substitution, or sale of property securing repayment of the Bonds; and 11. Rating changes. The City shall notify any SID and either each NRMS1R or the MSRB, in a timely manner, of any failure by the City to provide financial information or operating data in accordance with subsection (a) ofthi~ Section by the time required by such subsection. Any filing under this Section may be made solely by txausmitting such filing to the MAC as provided at httl~://www.disclosureusa.org, unless the SEC has withdrawn the interpretive advice stated in its letter to the MAC dated September 7, 2004. (c) Limitations, Disclaimers, andAmendments. (i) The City shall be obligated to observe and perform the covenants specified in this Article for so long as, but only for so long as, the City rernaing an "obligated person" with respect to the Bonds within the meaning of the Rule, except that the City in any event will give notice of any deposit made in accordance with this Ordinance or applicable law that causes Bonds no longer to he outstanding. (ii) The provisions of this Section are for the sole benefit of the registered owners and beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes -35- to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to promde any other information that may be relevant or material to a complete presentation of the Cit-fs financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein The City does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. (hi) UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECWIED IN THIS ARTICLE, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. (iv) No default by the City in observing or performing its obligations under this Section shall comprise a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. (v) The provisions of this Section may be amended by the City fi.om time to time to adapt to changed circumstances that arise fi.om a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, but only if(l) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the prtmary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule since such offering as well as such changed ckcnm~tances and (2) either (a) the registered owners of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the outstanding Bonds consent to such amendment or (b) a person that is un,affiliated with the City (such as nationally recogmZed bond counsel) determined that such amendment will not materially impair the interest of the registered owners and beneficial owners of the Bonds. If the City so amends the provisions of this Section, it shall include with any amended financial information or operating data next provided in accordance with subsection (a) of this Section an explanation, in narrative form, of the reason for the amendment and of the impact of any change in the type of financial information or operating data so provided. The City may also amend or repeal the promsions of this continuing disclosure agreement if the SEC amends or repeals the applicable provision of the Rule or a court of final jurisdiction enters judgment that such provisions oft. he Rule are invalid, but only if and to the extent that the provisions of this sentence would not prevent an underwriter fi.om lawfully purchasing or selling Bonds in the primary offering of the Bonds. Section 33. DISPOSITION OF PROJECT. That the City covenants that the property financed or refinanced with the proceeds of the Bonds will not be sold or otherwise disposed in a transaction resulting in the receipt by the City of cash or other compensation, unless the City obtains -36- an opimon of nationally-recognized bond counsel substamially to the effect that such sale or other disposition will not adversely affect the tax-exempt status of the Bonds. For purposes of this Section, the portion of the property comprising personal property and disposed of in the ordinary course of business shall not be treated as a transaction resulting in the receipt of cash or other compensation. For purposes of this Section, the Issuer shall not be obhgated to comply with this covenant if it obtains an opinion ofnationally-recogmzed bond counsel to the effect that such failure to comply will not adversely affect the excludability for federal income tax purposes fi.om gross income of the interest. Section 34. REFUNDING THE REFUNDED BONDS. That the City hereby finds that the issuance of the Bonds for the purpose ofrefundmg the Refunded Bonds to realize a net present value savings is a public purpose. As a condition to the issuance of the Bonds, the refunding of the aggregate principal amount of the Refunded Bonds must produce (i) a net present value savings, calculated in accordance with GASB Statement No. 7, of at least 2.75%, and (ii) a positive gross savings. The City Manager may elect not to refund any or all of the Refundable Bonds listed in Schedule I, but in no event shall the Bonds bo issued for the purpose of refunding Refunded Bonds if the refunding of the aggregate principal amount of the obligations selected for refunding does not result in the miinmum savings threshold established in this Section being realiTed. On or before the date of delivery oftbe Bonds the D~rector of Fmaacial Services shall execute and deliver to the City Council a certificate stating that the savings thresholds herein established have been realized. This certificate shall specifically state both the net present value savings and the gross savings realized by the City as a result of refunding the Refunded Bonds. In addition, the City hereby determines that, subject to the execution of the Purchase Agreement with the Underwriters axtd the delivery of the Bonds, the Refunded Bonds shall be called for redemption on the redemption date or dates set forth in Schedule I, at the applicable redemption price to the date fixed for redemption as provided in Schedule I. The City Manager or the designee thereof shall take such actions as are necessary to cause the required notice of redemption to be given m accordance with the terms of each ordinance for the Refunded Bonds called for redemption~ The determination of the City Manager relating to the is~mnce and sale of Bonds to refund Refunded Bonds in such pnnCipal amount as provided m the Purchase Contract shall have the same force and effect as ffsuch determination were made by the City Council. Section 35. MISCELLANEOUS PROVISIONS. (a) Preamble. The preamble to this Ordinance shall bo considered an integral part of this Ordinance, and is herein incorporated as part oftbe body of this Ordinance for all purposes. (b) Immediate Effect. This Ordinance shall be effective immediately from and after its passage in accordance with the provisions of Section 1201.028, Texas Government Code. (c) Open Meeting. It is hereby officially found and determined that the meeting at which this Ordinance was passed was open to the public, and pubhc notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code, as amended. (d) Rules of Construction. The words "herein", "hereot" and "hereunder" and other words of similar import refer to this Ordinance as a whole and not to any particular Section or other -37- subdivision. Except where the context otherwise requires, terms defined in tiffs Ordinance to n:npart the singular number shall be considered to include the plural number and vice versa. References to any named person means that party and its successors and assigns. References to any constitutional, statutory or regulatory provision means such provision as it exists on the date this Ordinance is adopted by the City and any future amendments thereto or successor provisions thereof. Any reference to the payment of principal in this Ordinance shall be deemed to include the payment of any mandatory sinking fund redemption payments as may be described herein. Any reference to FORM OF BOND shall refer to the form attached to this Ordinance as Exhibit A. (e) Inconsistent Provisions. All orders and resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed and declared to be inapplicable, and the provisions of this Ordinance shall be and remain controlling as to the matters prescnl:~d herein. SIGNED AND SEALED THIS 21ST DAY OF DECEMBER, 2004. Mayor, City of Corpus Christi, Texas City Secretary (SEAL) APPROVED THIS 21 ST DAY OF DECEMBER, 2004: MARY K. AY FISCHER, CITY ATTORNEY -38- SCHEDULE I CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES 1999, dated May 1, 1999, all bonds maturing ou July 15 in each of thc years 2011 through 2016, inclusive, in the following principal amounts: 2011 $2,710,000 2012 $2,855,000 2013 $1,785,000 2014 $1,880,000 2015 $1,975,000 2016 $2,085,000 2017 $2,190,000 aggregating $14,435,000 in principal amount; REDEMPTION DATE: July 15, 2009 CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 2000-A, dated January 1, 2000, bonds maturing on July 15 in each of the years 2012 through 2020, inclusive, in the following principal amounts: 2012 $2,175,000 2013 $2,300,000 2014 $2,435,000 2015 $2,580,000 2016 $2,730,000 2017 $2,895,000 2018 $3,070,000 2019 $3,255,000 2020 $3,450,000 aggregating $24,890,000 in principal amount; REDEMPTION DATE: July 15, 2010 CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES 2002, dated August 15, 2002, bonds maturing on July 15 m each of the years 2016 through 2017, inclusive, in the following principal amounts: 2016 $5,145,000 2017 $5,400,000 2018 $5,685,000 2019 $5,995,000 2020 $6,300,000 aggregating $28,515,000 ia principal amount; REDEMPTION DATE: July 15, 2012 -39- CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING AND IMPROVEMENT BONDS, SERIES 2004, dated August 15, 2004, bonds maturing on July 15 in each of the years 2019 and 2020, in the following principal amounts: 2019 $2,980,000 2020 $3,135,000 aggregating $10,545,000 in principal amouat; REDEMPTION DATE: July 15, 2014 The redemption price for all of the obligations described above is par pins accrued interest to the date fixed for redemption. -40- NO. EXHIBIT A FORM OF BOND UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF NUECES AND SAN PATRICIO CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BOND SERIES 2005 MATURITY INTEREST BOND DATE RATE DATE CUSIIa ON THE MATURITY DATE SPECIFrED ABOVE, THE CITY OF CORPUS CHRISTI, IN NUECES AND SAN PATRICIO COUNTIES, TEXAS (the "Issuer"), hereby promises to pay to , or to the registered assignee hereof(either being hereinatter called the "registered owner") the principal amount of DOLLARS and to pay interest thereon from the Bond Date specified above, on July 15, 2005 and semiannually on each January 15 and July 15 thereafter to the maturity date specified above, or the date of redemption prior to maturity, at the interest rate per annum specified above; except that if the Paying AgenffRegistrar's Au thentication Certificate appearing on the face of this Bond is dated later than July 15, 2005, such interest is payable semiannually on each January 15 and July 15 following such date. THE PRINCIPAL OF AND iNTEREST ON this Bond are payable in lawful money of the United States of America, without exchange or collection charges. The principal of this Bond shall be paid to the registered owner hereof upon presentation and surrender of this Bond at maturity or upon the date fixed for its redemption prior to maturity, at the designated trust office in Jacksonville, Florida (the "Designated Trust Office") of The Bank of New York Trust Company, N.A., which is the "Paying Agent/Registrar" for this Bond. The payment of interest on this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required by the ordinance authorivSng the issuance of this Bond (the "Bond Ordinance") to be on deposit with the Paying Agent/Reg/strar for such purpose as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its address as it appeared on the last business day of the month next preceding each such date (the "Record Date") on the Registration Books kept by the Pay/rig Agent/Registrar, as hereinafter described. Any accrued interest due at mamhty or upon the redemption of this Bond prior to maturity as provided herein shall be paid to the registered owner upon presentation and surrender oft[ds Bond for red~,~fion and payment at the Designated Trust Office of the Paying Agent/Regis- trar. The Issuer covenants w~th the registered owner of this Bond that on or before each principal payment date, interest payment date, and accrued interest payment date for this Bond it will make available to the Paying Agent/Registrar, from the "Debt Service Fund" created by the Bond Ordinance, the amounts requixed to prov/de for the payment, in immediately available fuads, of all principal of and interest on the Bonds, when due. IF THE DATE for the payment of the principal of or interest on this Bond shallbe a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the City where the Designated Trust Office of the Paying Agent/Registrar is located are authorized by law or executive order to close, or the United States Postal Service is not open for business, then the date for such payment shall be the next succeeding day wl~ch is not such a Saturday, Sunday, legal holiday, or day on which banking institutions are authorized to close, or the United States Postal Service is not open for business; and payment on such date shall have the same force and effect as ffmade on the original date payment was due. THIS BOND is one of a series ofbonds of like tenor and effect except as to number, principal amount, interest rate, maturity, and right of prior redemption, dated as of the Bond Date specified above, aggregating $__,000,000 (herein sometimes called the "Bonds"), issued for the purpose of refunding the Refunded Bonds (as defined in the Bond Ordinance), and to pay the costs of issuing the Bonds. ~ OUTSTANDING BONDS maturing on and after July 15, 20__ may be redeemed prior to their scheduled maturities, at the option of the Issuer, in whole, or m part on July 15, 20__, or on any date thereafter, at the redemption price of par plus accrued interest thereon to the date fixed for redemption_ The Bonds or portions thereof redeemed within a maturity shall be selected by lot or other customary random method selected by the Paying Agent/Reg~trar (provided that a portion of a Bond may be redeemed only in an integral multiple of $5,000); provided, that during any pehod in which ownership of the Bonds is determined only by a book entry at a securities depository for the Bonds, if fewer than all of the Bonds of the same maturity and bearing the same interest rate are to be redeemed, the particular Bonds of such maturity and bearing such interest rote shall be selected in accordance with the arrangements between the Board and the securities depository. ~ BONDS are also subject to mandatory redemption in part by lot pursuant to the terms of the Bond Ordinance, on July 15 in each of the years 20__ through 20__, inclusive, with respect to Bonds maturing July 15, 20__, in the following years and in the following amounts, at a price equal to the principal amount thereof and accrued and unpaid interest to the date of redemption, without premmm: Principal Amount * Final Maturity To the extent, however, that Bonds subject to sinking fund redemption have been previously purchased or called for redemption in part and otherwise than fl-om a sinking fund redemption payment, each annual sinking fund payment for such Bond shall be reduced by the amount obtained by multiplying the principal amount of Bonds so purchased or redeemed by the ratio which each remaining annual sinking fund redemption payment for such Bonds bears to the total remaining sinking fund payments, and by rounding each such payment to the nearest $5,000 integral;provided, that during any period in which ownership of the Bonds is determined only by a book entry at a securities depository for the Bonds, the particular Bonds to be called for mandatory redemption shall be selected in accordance with the arrangements between the Issuer and the securities depository. NOTICE OF any such redemption of Bonds shall be given in the following manner, to-wit, (i) a written notice of such redemption shall be given to the registered owner of each Bond or a portion thereof being called for redemption not more than 60 days nor less than 30 days prior to the date fixed for such redemption by depositing such no rice in the United S rates Mail, first-class, postage prepaid, addressed to each such registered owner at the address thereof shown on the Registration Books of the Paying Agent/Registrar and (ii) a no rice of such redemption shall be published one time, at least 30 days prior to the date fixed for such redemption, in a journal or publication of general circulation in the United States of America or the State of Texas which carries as a regular feature notices of redemption o fmunicipal bonds; provided, however, that the failure to send, mail, or receive such notice described in clause (i) above, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of any Bond, as publication of notice as described m clause (ii) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Bonds. By the date fixed for any such redemption due provision shall be made by the Issuer with the Paying Agent/Registrar for the payment oftbe required redemption price for this Bond or the portion hereof which is to be so re- deemed, plus accrued interest thereunto the date fixed for redemptioi~ If such notice of redemption is given, and if due prowsion for such payment is made, all as provided above, this Bond, or the portion hereof which is to be so redeemed, thereby automatically shall be redeemed prior to its scheduled maturity, and shall not bear or accrue interest alter the date fixed for its redemption, and shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price plus accrued interest to the date fixed for redemption from the Paying AgentJReg- istrar out of the funds provided for such payment. The Paying Agent/Registrar shall record in the Registration Books all such redemptions of principal amount of this Bond or any portion hereof. If a portion of any Bond shall be redeemed a substitute Bond or Bonds having the same maturity date, bearing interest at the same rate, in any Authorized Denomination at the written request of the registered owner, and in an aggregate principal amount equal to the unredeemed portion thereof; will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided in the Bond Ordinance. ALL BONDS OF THIS SERIES are issuable solely as fully regLstered bonds, without interest coupons, in an Authorized Denomination (as defined in the Bond Ordinance). As provided in the Bond Ordinance, this Bond may, at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred, converted into and exchanged for a like aggregate amount of fully reg~tered Bonds, without interest coupons, payable to the appropriate registered owner, assignee or assignees, as the case may be, having any authorized denomination or denominations as requested in writing by the appropriate registered owner, assignee or assignees, as the case may be, upon sur- render of this Bond to the Paying Agent/Registrar at its Designated Trust Office for cancellation, all m accordance with the form and procedures set forth in the Bond Ordinance. Among other requirements for such assi~nment and transfer, this Bond must be presented and surrendered to the Paying Agent/Registrar, together with proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this Bond or any portion or portions hereo fm any authorized denomination to the assignee or assignees in who se name or names tkis Bond or any such portion or portions hereof is or are to be registered. The form of Assignment printed or endorsed on this Bond may be executed by the registered owner to evidence the assi~mwnent hereof, but such method is no t exclusive, and other instruments of assignment satisfac- tory to the Paying Agent/Registrar may be used to evidence the assignment of this Bond or any portion or portions hereof fi-om time to time by the registered owner. The one requesting such con- version and exchange shall pay the Paying Agent./Registrar's reasonable standard or customary fees and charges for converting and exchanging any Bond or portion thereof. In any circumstance, any taxes or governmental charges required to be paid with respect thereto shall be paid by the one re- questing such assignment, transfer, conversion or exchange, as a condition precedent to the exercise of such privilege. The foregomg notwithstanding, in the case of the conversion and exchange of an assigned and transferred Bond or Bonds or anyportion or portions thereof, such fees and charges of the Paying Agent/Registrar will be paid by the Issuer. The Paying Agent/Registrar shall not be required (i) to make any such transfer, conversion or exchange during the period beginning at the opening of business 30 days before the day of the first mailing ora notice of redemption and ending at the close of business on the day of such mailing, or (ii) to transfer, convert or exchange any Bonds so selected for redemption when such redemption is scheduled to occur within 30 calendar days; provided, however, such limitation of transfer shall not be applicable to an exchange by the registered owner of an unredeemed balance of a Bond called for redemption m part. WHENEVER the beneficial ownership of this Bond is determined by a book entry at a securities depository for the Bonds, the foregoing requirements of holding, delivering or transferring this Bond shall be modified to require the appropriate person or entity to meet the requirements of the securities depository as to registering or transferring the book entry to produce the same effect. IN THE EVENT any Paying AgentfRegistrar for the Bonds is changed by the Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance that it promptly will appoint a competent and legally qualified substitute therefor, whose qualifications substantially axe similar to the previous Paying Agent/Registrar it is replacing, and promptly will cause written notice thereof to be marled to the registered owners of the Bonds. BY BECOMING the registered owner of tl~s Bond, the registered owner thereby acknowledges all of the trouts and provisions of the Bond Ordinance, agrees to be betmd by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and available for inspection in the official minutes and records of the Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance constitute a contract between each registered owner hereof and the Issuer. THE BONDS are special obligations of the Issuer payable solely fi.om and equally secured, together with the currently outstanding Previously Issued Priority Bonds (as such term is defined m the Bond Ordinance), by a first lien on and pledge of the "Pledged Revenues" (as such te~m is defined in the Bond Ordinance) of the System. The Issuer has reserved the right, subject to the restrictions stated, and adopted by reference, in the Bond Ordinance, to issue additional parity revenue bonds which also may be made payable fi-om, and secured by a first lien on and pledge of, the aforesaid Pledged Revenues. For a more complete description and identification of the revenues and funds pledged to the payment of the Bonds, and other obligations of the Issuer secured by and payable fi.om the same source or sources as the Bonds, reference is hereby made to the Bond Ordinance. THE ISSUER has reserved the right, subject to the resmctions stated, and adopted by reference, in the Bond Ordinance, to amend the Bond Ordinance; and under some (but not all) circumstances amendments must be approved by the owners of a majority in aggregate principal amount of the outstanding Priority Bonds (as defined in the Bond Ordinance). THE REGISTERED OWNER HEREOF shall never have the right to demand payment of this obligation out of any funds raised or to be raised by taxation. IT IS H]EKEBY certified and covenanted that this Bond has been duly and validly authorized, issued and delivered; and that all acts, conditions and things required or proper to be performed, exist and be done precedent to or in the authorization, issuance and delivery of this Bond have been performed, existed and been done in accordance with law. IN WITNESS WI-I~REOF, this Bond has been signed with the kin, tinted or lithographed facsimile signature of the Mayor of said Issuer, attested by the imprinted or lithographed facsimile signature of the City Secretary, and the official seal of said Issuer has been duly affixed to, printed, lithographed or impressed on this Bond. CITY OF CORPUS CHRISTI, TEXAS ATTEST: By Mayor, City of Corpus Christi, Texas City Secretary, City of Corpus Christi, Texas (SEAL) FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTiFICATE: PAYING AGENT/REGISTRAR'S AUTI-[ENTICATION CERTIFICATE (To be executed if this Bond is not accompanied by an executed Registration Certificate of the Comptroller of Public Accounts of the State of Texas) It is hereby certified that this Bond has been issued under the provisions of the Bond Ordinance described on the face of this Bond; and that this Bond has been issued in exchange for or replacement of a bond, bonds, or a portion of a bond or bonds of an issue which originally was approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. Dated: THE BANK OF NEW YORK TRUST COMPANY, N.A. P ay:rog Agent/Registrar By: Authorized Signatory FORM OF ASSIGNMENT: ASSIGNMENT FOR VALUE RECEIVED, the undersigned hereby sees, assigns and transfers unto Please insert Social Security or Taxpayer Identification Number of Transferee / / (Please print or typewrite name and address, including zip code of Transferee) the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints attorney to register the transfer of the within Bond on the books kept for registration thereof, with full power of substitution in the pren'nSes. Dated: Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by a member Faro of the New York Stock Exchange or a cormnercial bank or trust company. NOTICE: The signature above must correspond with the name of the Registered Owner as it appears upon the front of this Bond in every particular, without alteration or enlargement or any change whatsoever. FORM OF COMPTROLLER'S REGISTRATION CERTIFICATE: OFFICE OF COMPTROLLER : STATE OF TEXAS : REGISTER NO. I hereby certify that this Bond has been examined, certified as to validity, and approved by the Attorney General of the State of Texas and that this Bond has been registered bythe Comptroller of Public Accounts of the State of Texas. Witness my signature and seal this (SENE) Comptroller of Public Accounts of the State of Texas The Crry hereby authorizes an appropriate statement of insurance furnished by a mumcipal bond insurance companyproviding municipal bond insurance, if any, covering all or any part of the Bonds, to accompany the Bonds. Exhibit B to Ordinance DESCRIPTION OF ANNUAL FINANCIAL INFORMATION The following information is referred to in Section 32 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the City to be provided annually in accordance with such Section for each Fiscal Year ending in and after 2005 are as specified (and included in the Appendix or under the headings of the Official Statement referred to) below: Tables 1 through 25 contained in the Official Statement; and The Audited Financial Statement of the City, as set forth in Appendix B to the Official Statement. Accounting Principles The accounting principles referred to in such Section are the accounting principles descn'bed in the notes to the financial statements referred to above. THE STATE OF TEXAS COUNTY OF NUECES CITY OF CORPUS CHRISTI I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the above and foregoing ~s a true, full and correct copy of an Ordinance passed by the City Council of the City o1' Corpus Christi, Texas (and of the minutes pertaining thereto) on the 21st day of December, 2004, authorizing the issuance o fUtillty System Revenue Refunding Bonds, Series 2005, which ordinance is duly of record in the minutes of said City Council, and said meeting was open to the public, and public notice of the time, place and purpose of said meeting was gqven, all as required by Texas Government Code, Chapter 551, EXECUTED UNDER MY HAND AND SEAL of said City, this the 21 st day of December, 2004. City Secretary, City of Corpus Christi, Texas (SEAL) $74,270,000' C1TY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 2005 PURCHASE CONTRACT January 6, 2005 Mayor and City Council City of Corpus Christi, Texas 1201 Leopard Corpus Christi, Texas 78401 Ladies and Gentlemen: The undersigned (the "Underwriters"), acting through the Authorized Representative designated in Section 1 hereof (the "Authorized Representative'), offers to enter into the following agreement (this "Purchase Contract") w~th the CITY OF CORPUS CHRISTI, TEXAS (the "City') which, upon your acceptance of this offer, will be binding upon you and upon the Underwriters. The offer contained herein is made subject to your acceptance of this Purchase Conta'act on or before 10:00 p.m., Corpus Christi, Texas time, on the date hereof and, if not so accepted, will be subject to withdrawal by the Underwriters upon notice delivered to the City by the Underwriters at any time prior to the acceptance hereof by the City. 1. Purchase and Sale of the Bonds. Upon the terms and conditions and upon the basis of the respective representations, warranties, and covenants set forth herein, the Underwriters hereby agree, jointly and severally, to purchase fi-om the City, and the City hereby agrees to sell and deliver to the Underwriters, all (but not less than all) of an aggregate of $74,270,000 original principal mount of CITY OF CORPUS CH1LISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 2005 (the "Bonds '9. The Bonds shall be dated as of the date, mature on the dates and in the amounts, bear interest at the rates, and shall be subject to redemption in the manner as described in Schedule I attached hereto. In addition, the authorization for the City Manager to obtain a municipal bond insurance policy for the Bonds and a surety bond policy for the Reserve Fund for the Bonds is further described in Schedule I attached hereto. As provided in the Bond Ordinance (hereafter defined), the City Manager has been authorized by the City Council to execute this Purchase Contract based upon the information contained in Schedule I hereto. The purchase price for the Bonds is $ (representing an aggregate principal amount of $ of Bonds, plus an original issue premium of $ , less the Underwriters' discount of $ ), together with accrued interest on the Bonds fi.om January 1, 2005 to the date of Closing (hereinafter defined). On behalf of the City, the Underwriters shall also transfer, via federal funds wire, on the date of the Closing the amount of $ to the Insurer (hereinafter defined) as the insurance premium for the bond insurance policy and $ as the premium for the · Preliminary, subject to change 45550121.1 surety policy relating to the Bonds These amounts shall reduce the amount of proceeds to be received by the City from the Underwriters upon the delivery of the Bonds and are being transferred to the Insurer by the Authorized Representative on the date of the Closing as an accommodation to the City. The Bonds are to be issued pursuant to the provisions of Chapters 1207 and 1502, as amended, Texas Government Code (collectively, the "Act") and are secured under the provisions of an ordinance dated December 21, 2004 authorizing their issuance and sale (the "Bond Ordinance',) adopted by the City Council of the City (the "Council"). The Bonds are to bear interest, be subject to redemption, and be payable as provided in the Bond Ordinance, all as described in the Official Statement referred to below. Capitalized terms not defined herein shall have the meanings assigned in the Bond Ordinance. A pomon of the proceeds received by the City from the sale of the Bonds pursuant hereto and certain other funds of the City, if any, shall be deposited with The Bank of New York Trust Company, N.A., Jaclcsonville, Florida, as Escrow Agent (the "Escrow Agent',), under and pursmant to the escrow agreement (the "Escrow Agreement',) referred to in the Bond Ordinance for the purpose of purchasing certain direct obligations of the United States of America (the "Federal Securities"), which shall mature and the interest on which shall be payable at such times and in such mounts so as to provide money which, together with cash balances fi.om time to time on deposit in the Escrow Fund (as defined in the Escrow Agreement), will be sufficient to pay the principal of and interest on the Refunded Obligations (as defined in the Escrow Agreement). The Refunded Obligations are identified in Schedule II hereof. Morgan Stanley & Co. Incorporated represents that it has been duly authorized to execute this Purchase Cunt-act and has been duly authorized to act hereunder as the Authorized Representative. All actions which may be taken hereunder by the Underwriters may be taken by the Authorized Representative alone. In as much as this purchase and sale represents a negotiated transaction, the City understands, and hereby confirms, that the Underwriters are not acting as a fiduciary of the City, but rather are acting solely in their individual capacities as an underwriter for their own accounts. 2. Public Offerim,. The Underwriters agree to make a bona fide public offering of all of the Bonds at a price not to exceed the public offering price set forth on the inside cover of the Official Statement and may subsequently change such offering price without any requirement of prior notice. The Underwriters agree, for the purpose of enabling the City to comply with its obligations set forth in Section 5(1) of this Purchase Conwact, to inform the City of the date of expiration of the initial offering period for the Bonds. The Underwriters may offer and sell Bonds to certain dealers (including dealers depositing Bonds into investment trusts) and others at prices lower than the public offering price (or yields higher than the public offering yields) stated on the inside cover of the Official Statement. On or before Closing, the Authorized Representative shall execute the Issue Price Certificate attached hereto as Exhibit A verifying the initial offering prices to the public at which a substantial amount of each stated maturity of the Bonds was sold to the public. 45550121.1 -2- 3. Official Statement. The Bonds are described in the £mal Official Statement dated the date hereof, a substantially final version of which is attached hereto as Exhibit B. Such final Official Statement, together with the Appendices thereto, as further amended or supplemented only in the manner hereinafter provided, is herein referred to as the "Officzal Statement". The City hereby authorizes and approves the distribution and use by the Underwriters of the Official Statement in connection with the offering and sale of the Bonds. In addition, the City hereby confirms that in the Bond Ordinance the City ratified and approved the dislribution of the Preliminary Official Statement dated December 29, 2004 relating to the Bonds (the "Preliminary Official Statement'), together with the Official Statement referred to herein as the "Official Statemenf', and its use by the Underwriters prior to the date hereof in connection with the offering and sale of the Bonds. The City shall within seven days of the date hereof(exclusive of Saturdays, Sundays, and legal holidays) provide additional printed copies of the Official Statement in such form and number as the Underwriters may request in order to enable the Underwriters to comply with their obligations set forth in 17 C.F.R. Section 240.15c2-12 ("Rule 15c2-12 '). In the event that the number of additional copies of the Official Statement supplied to the Underwriters pursuant to the immediately preceding sentence shall prove to be insufficient to enable the Underwriters to comply with their obligations under paragraph (b) of Rule 15c2-12, the City agrees to make available fxom time to time such additional printed or photostatic copies of the Official Statement as may be required to enable the Underwriters to comply with their obligations under Rule 15c2-12, but at the expense of the Underwriters. Lastly, the City confu-ms that in the Bond Ordinance the City ratified and approved the execution by the Mayor or City Manager of a Rule 15c2-12 Certificate pertaining to the distribution of the Preliminary Official Statement. 4. Securit~ Deposit. Delivered to the City herewith is a corporate check of the Authorized Representative payable to the order of the City in the amount of $742,700. The City agrees to hold such check uneashed until the Closing to ensure the performance by the Underwriters of their obhgations to purchase, accept delivery of, and pay for the Bonds at the Closing. Concurrently with the payment by the Underwriters of the purchase price of the Bonds at the Closing, the City shah return such check to the Authorized Representative. Should the City fail to deliver the Bonds at the Closing, or should the City be unable to satisfy the conditions of the obligations of the Underwriters to purchase, accept delivery of, and pay for the Bonds, as set forth in this Purchase Contract (unless waived by the Authorized Representative), or should such obligations of the Underwriters be terminated for any reason permitted by this Pumhase Contract, such check shall immediately be returned to the Authorized Representative. In the event the Underwriters fail (other than for a reason permitted hereunder) to purchase, accept delivery of, and pay for the Bonds at the Closing as herein provided, such check shall be retained by the City as and for full liquidated damages for such failure of the Underwriters and for any defaults hereunder on the part of the Underwriters. Acceptance of such check by the City shall constitute a full release and discharge o fall claims and damages for such failure and for any and all such defaults, and neither the City nor any other person shall have any further action for damages, specific performance, or any other legal or equitable rebel against the Underwriters. The Underwriters and the City understand that in such event the City's actual damages may be greater or may be less than such amount. Accordingly, the Underwriters hereby waive any fight to claim that the City's actual damages are less than such amount, and the City's acceptance of 45550121.1 -3- this offer shall constitute a waiver of any fight the City may have to additional damages from the Underwriters. The Authorized Representative hereby agrees not to stop or cause payment on said check to be stopped unless the City has breached any of the terms of this Purchase Contract. 5. Revresentations and Warranties. The City hereby represents and warrants to the Underwriters as follows: (a) The City is a home role municipality, a political subdivision of the State of Texas, and a governmental agency and a body politic and corporate, duly created, organized and existing in good standing under the laws of the State of Texas and its Home Rule Charter. (b) The City has the power and is authorized under the laws of the State of Texas, including particularly the Act, to (i) issue the Bonds for the purpose for which they are to be issued, and (ii) enter into and perform this Purchase Contract and the Escrow Agreement. (c) The City has the requisite fight, power, and authority (i) to adopt the Bond Ordinance authorizing the issuance of the Bonds and the execution and delivery of this Purchase Contract and the Escrow Agreement, (ii) to execute, deliver, and pc'rform its obligations under this Purchase Contract and the Escrow Agreement, and (iii)to consummate the transactions described in such insma-nents and in the Official Statement, and the City has complied with all provisions of applicable law in all matters relating to such ta'ansactions. (d) The information contained in the Preliminary Official Statement is as of the date hereof, and the information contained in the Official Statement as of the date of Closing, will be correct in all material respects, and such information does not contain and will not contain any untrue statement of a material fact and does not omit and will not omit to state a material fact required to be stated therein or necessary to make the statements in the Preliminary Official Statement, as of the date hereof, or in the Official Statement, as of the date of Closing, in light of the circumstances under which they were made, not misleading. (e) The City has duly authorized all necessary action to be taken by it for (i) the issuance and sale of the Bonds upon the terms set forth herein and in the Official Statement; (ii) the approval of the Official Statement and the siLgning of the Official Statement by a duly authorized officer(s); and (iii) the execution, delivery, and receipt of this Purchase Contract, the Bonds, the Escrow Agreement, and any and all such other agreements and documents as may be required to be executed, delivered, and received by the City in order to carry out. 'give effect to, and consummate the transactions described herein and in the Bonds, the Official Statement and the Escrow Agreement. (f) The Bond Ordinance is and, on the date of the Closing, will be in full force and effect. The Bond Ordinance is and, on the date oftbe Closing will be the legal and valid act of the City, and, assuming the due authorization, execution, and delivery of 45550121.1 -4- such inslruments by the other parties thereto and their authority to perform such instruments, this Purchase Contract and the Escrow Agreement authorized under the Bond Ordinance axe and, on the date of the Closing, will be the legal, yard, and binding agreements on behalf of the parties thereto, enforceable (assuming the due authorization and execution by the other parties to such documents) in accordance with their terms (except to the extent that such enforceability may be limited by bankruptcy, insolvency, reorganiTafion, and similar laws affecting creditors' fights generally and ganeml principles of equity). (g) The Bonds, when ~ssued, dehvered, and paid for as herein provided, will have been duly authorized, executed, and issued and will constitute legal, valid, and binding obligations of the City entitled to the benefits of the Bond Ordinance. (h) Except as disclosed in the Official Statement, there is no action, suit, proceeding, inquiry, or investigation at law or in equity or before or by any commission, pubhc board, or body pending against the City or, to the knowledge of the City, threatened against or affecting the City (or, to the knowledge of the City, any basis therefore) contesting the due organi?ation and valid corporate existence of the City or wherein an unfavorable decision, mling, or finding would adversely affect (i)the transactions described herein or in the Official Statement, (ii) the validity or due adoption of the Bond ordinance, or the validity, due authorization, and execution of the Bonds, this Purchase Conlract, the Escrow Agreement, or any agreement or instamment to which the City is a party and which is to be used in the consummation of the lx'ansactions described herein or in the Official Statement, (iii) the discharge of the Refunded Obligations as the same mature and come due, or (iv) the federal tax-exempt status of the interest on the Bonds. Except as described in the Official Statement, the City is not a party to any litigation or other proceeding pending or, to its knowledge, threatened, in any court, commission, agency, or other administrative body (either state or federal) which, if decided adversely to the City, would have a materially adverse effect on the financial condition of the City. (i) The authorization, execution, and delivery by the City of the Official Statement, this Purchase Contract, the Bonds, the Escrow Agreement, and the other documents described herein and in the Official Statement, the adoption of the Bond Ordinance by the City, the consummation of the transactions described heroin and therein, and compliance by the City with the prov/sions of such instruments, do not and will not conflict with or constitute on the part of the City a breach of or a default under any provision of the Constitution of the State of Texas or the Act or any other existing law, commission or administrative decision, regulation, decree, or order or any agreement, indenture, mortgage, lease, or other instnunent by which the City or its properties are or, on the date of Closing, will be bound or affected. O) Other than the opinion of the Attorney General of the State of Texas approving the Bonds as required by law and the reg/stration of the Bonds by the Comptroller of Public Accounts of the State of Texas (which approvals and registration shall have been duly obtained or effected on or before the date of the Closing), and other 45550121.1 -5- than such permits, consents, licenses, notices, and filings, if any, as may be required under the securities or blue sky laws of any jurisdiction as requested by the Underwriters, no permit, consent, license, notice, or filing with governmental authorities is necessary or required (i) to permit the City to execute and deliver this Purchase Contract, the Escrow Agreement, or the other instruments and documents described herein or therein, to perforrll its obligations hereunder and thereunder, or to consummate the la'ansact~ons described herein or therein, or (ii) to issue and deliver the Bonds as described herein and in the Official Statement, or to perform in accordance with the terms hereof and thereof, or (iii)to adopt and enact the Bond Ordinance, or to perform in accordance with the terms thereof, or to issue and sell the Bonds as therein and in the Official Statement provided. (k) The financial statements of the City included in Appendix B to the Official Statement present fairly the financial position and the results of operations of the City at the respective dates and for the respective periods indicated thereon, in conformity with generally accepted accounting principles on a consistent basis throughout the periods presented. (1) If. after the date of this Purchase Conlxact to and including the date the Underwriters are no longer required to provide an Official Statement to potential customers who request the same pursuant to Rule 15c2-12 (the earlier of(i) 90 days fi-om the end of the underwriting period (as defined in Rule 15 c2-12) and (ii) the time when the Official Statement is available to any person from a nationally recognized municipal securities repository, but in no case less than 25 days after the end of the underwriting period for the Bonds), the City becomes aware of any fact or event which might or would cause the Official Statement, as then supplemented or amended, to contain any untrue statement of a material fact or to omit to state a material fact required to be stated therein or necessary to make the statements therein, not misleading, or if it is necessary to amend or supplement the Official Statement to comply with law, the City will notify the Authorized Representative (and for the purposes of this clause provide the Authorized Representative with such information as it may fi-om time to time request), and if, in the reasonable opimon of the Authorized Representative, such fact or event requires preparation and publication of a supplement or amendment to the Official Statement, the City will forthwith prepare and furnish, at the City's own expense (in a form and manner approved by the Authorized Representative), a reasonable number of copies of either amendments or supplements to the Official Statement so that the statements in the Official Statement as so amended and supplemented will not, contain any tmtxue statement ora material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading or so that the Official Statement will comply with law. If such notification shall be subsequent to the Closing, the City shall furnish such legal opinions, certificates, instruments and other documents as the Authorized Representative may deem necessary to evidence the truth and accuracy of such supplement or amendment to the Official Statement. (m) Between the date of this Purchase Contract and the date of the Closing the City shall disclose to, discuss with, and provide any information reasonably requested by, 45550121.1 -6- the Underwriters in connection with any breach, default, or failure to comply, of whatever nature and of which the City has knowledge, regarding any law, loan agreement, indenture, or other agreement to which the City is a party or to which the City or any of the property or assets of the City is otherwise subject. (n) The City has not been notified of any listing or proposed listing by the Internal Revenue Service to the effect that the City is a bond issuer whose arbitrage certificates may not be relied upon. (o) To the best of the knowledge and belief of the City, the Preliminary Official Statement contains information, including financial information on operating data, concerning every entity, enterprise, fund, account, or person that is material to an evaluation of the offering of the Bonds; and the City has entered into previous continuing disclosure undertakings (the "Undertaking') in written contracts or agreements specified m Rule 15c2-12 (b)(5)(i) and has not failed to materially comply with any such undertakings. (p) The Bonds conform to the descriptions thereof contained in the Official Statement under the caption "SECURITY FOR TI-[E BONDS" and "THE BONDS"; the Bond Ordinance conforms to the description thereof contained in the Official Statement under the caption "SECURITY FOR THE BONDS" and "THE BONDS"; the proceeds of the sale of the Bonds will be applied generally as described in the Official Statement under the caption "SOURCES AND USES OF FUNDS"; and the Undertaking conforms to the description thereof contained in the Official Statement under the caption "CONI'INUING DISCLOSURE OF INFORMATION." (q) The City will apply, or cause to be applied, the proceeds fi.om the sale of the Bonds as provided in and subject to all of the terms and prov/sions of the Bond Ordinance and not to take or omit to take any action which action or omission will adversely affect the exclusion fi-om gross income for federal income tax purposes of the interest on the Bonds. (r) Any certificate, signed by any official of the City authorized to do so m connection with the Ixansactions contemplated by this Purchase Contract, shall be deemed a representation and warranty by the City to the UnderW~ters as to the statements made therein. (s) Between the date of this Purchase Contract and the date of the Closing the City shall disclose to, discuss with, and provide any information reasonably requested by the Underwriters in connection with any breach, default, or failure to comply, of whatever nature and of which the City has knowledge, regarding any law, loan agreement, indenture, or other agreement to which the City is a party or to which the City or any of the property or assets of the City is otherwise subject. 6. Revresentations and Covenants. The Authorized Representative hereby agrees to file the Official Statement with a nationally recognized municipal securities information 45550121.1 =7= repository. Unless otherwise notified in writing by the Authorized Representative, the City can assume that the end of the underwriting period for purposes of Rule 15c2-12 is the date of the Closing. 7. Delivery of, and Payment for, the Bonds. The consummation of the sale of the Bonds to the Underwriters (the "Closing') shall be held at such location or locations as may be mutually agreed upon by the City and the Underwriters. The Closing shall be held at the offices of McCall, Parkhurst & Horton L.L.P., 717 North Harwood, Suite 900, Dallas, Texas 75201 at 9:00 a.m., Dallas, Texas time, on February 3, 2005, or at such other time or date as shall be mutually agreed upon by the City and the Authorized Representative. Subject to the conditions stated herein, at the Closing, the City will deliver, or cause to be delivered, to the Underwriters the Bonds (being one initial Bond per maturity) in temporary form, duly executed and registered as hereinafter provided, together with the other documents hereinafter mentioned, and the Underwriters will accept such delivery and pay the purchase price of the Bonds as set forth in Section 1 hereof in immediately available funds by check or wire lxansfer to or for the account of the City. It is anticipated that the definitive Bonds shall be issued in the form of one typewritten or printed bond for each maturity, registered in the name of Cede & Co., as the registered owner and nominee for The Depository Trust Company, New York, New York ("DTC") in the same aggregate principal amount of the Bonds. Delivery of the Definitive Bonds as aforesaid shall be made at the place in New York, New York, designated by DTC or to the Paying AgenffRegislra.r acting on behalf of DTC. The City will have the opinion of Bond Counsel attached to or printed on the Bonds. The def'mitive Bonds shall be in fully registered form, bear proper CUSIP numbers, and be in authorized denominations and registered in such names and in such amounts as the Underwriters may request. The definitive Bonds shall be made available to the Underwriters for checking and packaging not less than two full business days prior to the Closing. In lieu of the foregoing, such Bonds shall be held in safe custody by the paying agenffregistrar or any authorized agent for the paying agent/registrar. The paying agent/registxar shall release or authorize the release of such Bonds at the Closing fi'~m safe custody to the Underwriters upon receipt by the City of payment for the Bonds as provided herein. ha addition, the City and the Underwriters agree that there shall be a preliminary Closing held at such place as the City and the Authorized Representative shall mutually agree, commencing at least 24 hours prior to the Closing; provided, however, in lieu of this preliminary closing Bond Counsel may provide the counsel to the Underwriters with a complete Transcript of Proceedings on the business day preceding the Closing. 8. Certain Conditions to Underwriters' Obliffations. Thc obligations of the Underwriters hereunder are subject to the satisfaction on or before the date of the Closing of each of the following conditions (unless waived by the Authorized Representative in writing): (a) The representations and warranties of the City contained herein or on any certificate or other document delivered pursuant to the provisions hereof shall be tree on and as of the date of the Closing as though such r~presentations and waxranties were made on and as of the date of the Closing. 45550121.1 -8- (b) The City shall have performed and complied with all agreements and conditions required by this Purchase Contract and the Bond Ordinance to be performed or complied with by ~t prior to or on the date of the Closing. (c) At the time of the Closing, the Bond Ordinance shall be in full force and effect, and the Bond Ordinance shall not have been amended, modified, or supplemented, and the Official Statement shall not have been mended, modified, or supplemented, except as may have been agreed to in writing by the Underwriters. (d) At the time of the Closing, all official action of the City related to the Bond Ordinance shall be in full force and effect and shall not have been amended, modified, or supplemented. (e) The City shall not have failed to pay principal or interest when due on any of its outstanding obligations for borrowed money. (f) Except as described in the Official Statement, no suit, action, investigation, or legal or administrative proceeding shall be threatened or pending before any court, commission or governmental agency which is likely to result in the restraint, prohibition, or the obtaining of damages or other relief m connection with the issuance of the Bonds or the consummation of the transactions described herein, or which, in the reasonable opinion of the Underwriters, would have a materially adverse effect on the transactions described herein. (g) All steps to be taken and all instruments and other documents to be executed, and all other legal matters in connection with the transactions described in this Purchase Contract shall be reasonably satisfactory in legal form and effect to counsel for the Underwriters. (h) At or prior to the Closing, the Underwriters shall have received two (2) executed copies of each of the following documents: (1) the opinion, dated the date of the Closing, of McCall, Parkhurst & Horton L.L.P., Dallas, Texas as bond counsel ("Bond Counsel"), in substantially the form attached in the Official Statement as Appendix D relating to the Bonds, along with a reliance letter fxom Bond Counsel disclosing that the Underwriters may rely upon this opinion; (2) the supplemental opinion of Bond Counsel in substantially the form attached hereto as Exhibit C; (3) the opinion of the City Attorney in the substantially form attached hereto as Exhibit D; (4) an opinion, dated the date of the Closing, of Fulbright & Jaworski L.L.P., San Antonio, Texas, counsel for the Underwriters, in substantially the form of Exhibit E hereto; -9- (5) an opinion, dated the date of Closing, of the general counsel to (the "Insurer") addressed to the Underwriters, Bond Counsel, counsel to the Underwriters, the financial advisors to the City, and the City in a form satisfactory to Bond Counsel and counsel to the Underwriters; (6) a certificate of the City, dated the date of the Closing and signed on its behalf by the City Manager, acting solely in his official capacity, in form satisfactory to Bond Counsel and counsel to the Underwriters, to the effect that (a) the representations and warranties of the City herein, or in any certificate or document delivered by the City pursuant to the prov/sions hereof, are true and correct in all material respects on and as of the date of the Closing as though such representations and warranties were made on and as of the date of the Closing, (b) all agreements or conditions to be performed or comphed with by the City hereunder to effect the delivery of the Bonds on or prior to the date of the Closing have been performed or complied with, and (c) there has not been any materially adverse change in the financial condition of the City since July 31, 2003, the latest date as of which audited financial information is available; (7) the Official Statement executed on behalf of the City by the Mayor and the City Secretary by manual or facsimile signatures; (8) a copy of the Bond Ordinance and all other orders, ord~mances, or resolutions or other proceedings of the C~ty authorizing the issuance and sale of the Bonds and the execution and delivery of this Purchase Cnnta'act and the Official Statement, in each case certified by the City Secretary, as having been duly adopted and being in full force and effect and as being tree, accurate, and complete copies thereof; (9) the unqualified opinion, dated on or prior to the date of the Closing, of the Attorney General of the State of Texas (the "Attorney General"), relating to the legality and validity of the Bonds, the defeasance of the Refunded Obligations, and approving the Bonds as required by law; (10) evidence satisfactory to the Underwriters that the Bonds have been registered by the Comptroller of Public Accounts of the State of Texas as required by law; (11) an executed copy of the Escrow Agreement; (12) a copy of the special report prepared by Grant Thornton LLP, Minneapolis, Minnesota, independent certified accountants (the "Verification Agent") addressed to the City, Bond Counsel, and the Underwriters, verifying (i) the arithmetical computations of the adequacy of the maturing principal and interest on the Federal Securities and uninvested cash on hand under the Escrow Agreement to pay, when due, the principal of and interest on the Refunded Obligations and (ii)the computation of the yield w/th respect to the Federal 45550121.1 -10- Securities and the Bonds; (13) a letter fi.om Moody's Investors Service, Inc., Standard & Poor's Ratings Group, and Fitch Ratings indicating a rating for the Bonds which is not lower than "Aaa", "AAA" or "AAA", respectively, based upon the issuance of the bond insurance policy by the Insurer; (14) a certificate, dated the date of the Closing, executed by the City Manager to the effect that (i)except to the extent disclosed in the Official Statement, no litigation of any nature is now pending before any federal or state corot, or administrative body, or to his knowledge threatened, to which the City is a party that seeks to reslrain or enjoin the issuance or delivery of the Bonds or questioning the issuance or delivery of the Bonds, or the authority or action of the governing body of the City relating to the issuance or sale of the Bonds, or the collection of certain of the revenues derived from the operation of the City's combined utility system (the "System '), or the pledge thereof, pledged to pay the principal of and interest on the Bonds, or the imposition of rates and charges with regard to the System, or that would otherwise advexsely affect in a material manner the financial condition of the City or the System to pay the principal of and interest on the Bonds; and neither the corporate existence or boundaries of the City nor the fight to hold office of any member of the governing body of the City or any other elected or appointed official of the City is being contested or otherwise questioned, or in any way contesting or affecting the validity of the Bonds, the Bond Ordinance, the Escrow Agreement, or this Purchase ContracL or contesting the powers of the City to issue the Bonds, or contesting authorization of the Bonds, the Escrow Agreement, or the Bond Ordinance, or contesting in any way the accuracy, completeness, or fairness of the Preliminary Official Statement (to the extent not modified by the Official Statement) or the Official Statement; and (ii) to the best of such persons' knowledge, no event affecting the City has occurred since the date of the Official Statement which should be disclosed therein for the purpose for which it is to be used or which it is necessary to be disclosed therein in order to make the statements and information therein not misleading in any respect; (15) a certificate of the City, dated the date of the Closing, signed by an authorized office of the City, acting solely in his or her official capacity, and in the form approved by Bond Cotmsel and satisl~actory to the Authorized Representative and Underwriters' counsel, with respect to arbitrage matters relating to the Bonds; and (16) a policy of bond insttrance and a surety policy from the Insurer, which unconditionally and irrevocably guarantees the full, complete, and timely payment of an amount equal to the principal of and interest on the Bonds and to fund the required reserve amount for the Reserve Fund for the Bonds, along with the customary closing certificates executed by the Insurer. -11- (i) At the Closing, the City shall remm the corporate check of the Authorized Representative delivered to the City pursuant to Section 4 hereof. O) The Underwriters shall be entitled to receive such additional legal opinions, certificates, proceedings, inslzuments, and other documents as counsel to the Underwriters or Bond Counsel may reasonably request to evidence compliance by the City with legal requirements, the troth and accuracy, as of the time of Closing, of the representations and warranties of the City contained herein, and the due performance or satisfaction by the City and the Escrow Agent at or prior to such time of all agreements then to be performed and all conditions then to be satisfied by the City and the Escrow Agent. All such opinions, certificates, letters, agreements, and documents will be in compliance with the provisions hereof only if they are satisfactory in form and substance to the Underwriters and their counsel and to Bond Counsel. The Underwriters shall be entitled to receive such conformed copies or photocopies of such opinions, certificates, letters, agreements, and documents as the Underwriters may reasonably request. 9. Conditions to Bonds of the City. The obligations of the City hereunder to deliver the Bonds shall be subject to receipt on or before the date of the Closing of the purchase price set forth in Section 1 hereof and the opinion of Bond Counsel described in Section 8(h)(1) hereof. 10. Termination. The Underwriters shall have the right to ca.ucel theft obligation to purchase the Bonds if, between the date hereof and the Closing, (i) legislation shall be enacted or recommended to the Congress for passage by the President of the United States, or favorably reported for passage to either House of the Congress by any committee of such House to which such legislation has been referred for consideration, a decision by a Court of the United States or the United States Tax Court shall be rendered, or a ruling, regulation, or statement by or on behalf of the Treasury Department of the United States, the Internal Revenue Service, or other governmental agency shall be made or proposed, the effect of any or all of which would be to impose directly or indirectly federal income taxation upon interest received on obligations of the general character of the Bonds or upon income of the general character to be derived by the City in such a manner as, in the reasonable opinion of the Underwriters, would materially adversely affect the market price of the Bonds, or the market price generally of obligations of the general character of the Bonds, or (ii) there shall exist any event which, in the reasonable judgment of the Underwriters, either (a) makes untrue or incorrect in any material and adverse respect any statement or information contained in the Official Statement or Co) is not reflected in the Official Statement but should be reflected therein in order to make the statements and information contained therein not misleading in any material respect, or (iii) there shall have occurred any national or international calamity or crisis, including, without hmitation, financial crisis, or a financial crisis or a default with respect to the debt obligations o[; or the institution of proceedings under the federal or the state bankruptcy laws by or against the State of Texas or any political subdivision, agency, or instrumentality of the State of Texas, the effect of which on the financial markets of the United States being such as, in the reasonable judgment of the Underwriters, would make it impracticable for the Underwriters to market the Bonds or to enforce conlracts for the sale of the Bonds, or (iv) there shall have occurred any (a) new material 45550121.1 -12- outbreak of hostilities (including, without limitation, an act of terrorism) or (b) new material other national or international calamity or crisis, or any material adverse change in the financial, political or economic conditions affecting the United States, including, but not limited to, an escalation of hostilities that existed prior to the date hereof and the effect of any such event on the financial markets of the United States, shall be such as would make it impracticable, in the reasonable judgment of the Underwriters, for the Underwriters to sell the Bonds on the te~s and in the manner contemplated by the Official Statement, or (v) there shall be in force a general suspension of raiding on the New York Stock Exchange, or (vi) a general banking moratorium shall have been declared by either federal, Texas, or New York authorities, or (vii) there shall have occurred any materially adverse change in the affairs or financial condition of the City, except for changes which the Official Statement discloses have occurred or may occur, or (viii) legislation shall be enacted or any action shall be taken by the Securities and Exchange Commission which, in the written opinion of counsel for the Underwriters delivered to the Underwriters and the City, has the effect of requiring the contemplated distribution of the Bonds to be registered under the Securities Act of 1933, as amended, or requiring the Bonds or the Bond Ordinance or any other document relating to the Bonds or transactions described herein to be qualified under the Trust Indenture Act of 1939, as amended, or (ix)a stop order, ruling, regulation, or official statement by or on behalf of the Securities and Exchange Commission shall be issued or made to the effect that the issuance, offering, or sale of the Bonds, or of obligations of the general character of the Bonds, is in violation of any provision of the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, as mended, or the Trust Indenture Act of 1939, as amended, or (x) any state blue sky or securities commission or other governmental agency or body in a state in which Bonds shall have been sold shall have withheld registration, exemption, or clearance of the offering of the Bonds as described herein, or issued a stop order or similar ruling relating thereto, and in the reasonable judgment of the Underwriters, the market for the Bonds would be materially affected thereby, or (xi)the Constitution of the State of Texas shall be amended, or an amendment shall be proposed, or legislation shall be enacted, or a decision shall have been rendered as to matters of Texas law, or any order, ruling, or regulation shall have been rendered as to or on behalf of the State of Texas by an official, agency, or department thereof, affecting the tax status of the City, its property or income, its bonds (including the Bonds), or the interest thereon, which in the reasonable judgment of the Underwriters would materially affect the market price of the Bonds, or (xii) there shall be established any new restriction on transactions in securities materially affecting the fi'ce market for securities (including the imposition of any limitation on interest rates) or the extension of credit by, or a change to the net capital requirements of, underwritem estabhshed by the New York Stock Exchange, the Securities and Exchange Commission, any other federal or state agency or the Congress of the United States, or by Executive Order, or (xiii) the debt ceiling of the United States is such that Federal Securities reqmred to fund the Escrow Agreement are not available for delivery on the date of the delivery of the Bonds. If the City shall be unable to satisfy the cenditioas to the obligations of the Underwriters to purchase, to accept delivery of, and to pay for the Bonds contained in this Purchase Contract, or if the obligations of the Underwriters to purchase, to accept delivery of, and to pay for the Bonds shall be terminated for any reason permitted by this Purchase Cunmict, this Purchase Contract shall t~..,inate and be of no further force or effect, and neither the Underwriters nor the City shall be under further obligation hereunder, except that the respective obligations of the City 45550121.1 -13- and the Underwriters set forth in Sections 12, 13, 14, 15, and 17 hereof shall contmue in full force and effect, ha addition, the C~ty shall promptly return the corporate check of the Authorized Representative delivered to the City pursuant to Section 4 hereof. 11. Particular Covenants of the City. The City covenants and agrees with the Underwriters as follows: (a) Subject to the limitations contained ha paragraph 5(1) hereof, the City shall cooperate with the Underwriters in amending or supplementing the Official Statement whenever requested by the Underwriters if, in the reasonable judgment of the Authorized Representative, such amendment or supplement is required. (b) The City shall not revise, amend, or supplement the Official Statement unless such revision, amendment, or supplement has been previously approved by the Authorized Representative. (c) The City shall cooperate with the Underwriters and their counsel in any endeavor to qualify the Bonds for offering and sale under the securities or blue sky laws of such jurisdictions of the United States as the Underwriters may reasonably request, and to maintain such qualifications in effect until the distxibutmn of the Bonds described in the Official Statement shall have been completed; orovided, however, the City shall not be required to qualify as a foreign corporation or file a general written consent to suit or to file a general written consent to service of process in any jurisdiction and will not be required to qualify as a foreign corporation, and will not bear any expense in connection with any such qualification. The City consents to the use of the Bond Ordinance, the Preliminary Official Statement, and the Official Statement by the Underwriters in obtaining such qualifications. (d) Any certificate or other instrument or document signed by an authorized officer or agent of the City and delivered to the Underwriters pursuant to the terms and provisions hereof shall be deemed to be a representation and warranty made by the City to the Underwriters as to the statements made therein. (e) From and utter the date of this Purchase Con~-act through and hacludmg the time of the Closing, the City will not, without the prior written consent of the Underwriters, issue any additional bonds, notes, or other obligations for borrowed money, incur any material liabilities, direct or contingent, payable from or secured by any of the revenues or assets that will secure the Bonds. (f) If, at any t~me prior to the t~me of the Closing as herein provided, an event of which the City has knowledge occurs affecting the City which is materially adverse for the purpose for which the Official Statement is to be used and is not disclosed in the Official Statement, the City shall notify the Authorized Representative, and if, ha the opinion of the City and the Authorized Representative, such event requires a supplement or amendment to the Official Statement, the City shall supplement or amend the Official 45550121.1 -14- Statement in a form and m a manner approved by the Underwriters, counsel to the Underwriters, and Bond Counsel to the City. 12. Survival of Represenlations. All representations, warranties, and agreements of the City hereunder or in any certificate delivered pursuant hereto shall remain operative and in full force and effect, regardless of any investigation made by or on behalf of the Underwriters, and shall survive the delivery of and payment for the Bonds and any termination of this Purchase Contract by the Underwriters pursuant to the terms hereo£ 13. Payment of Exoenses. Costs related to the issuance and sale of the Bonds, including, but not limited to, costs of preparation, printing, and mailing of the Bonds, the Preliminary Official Statement, and the Official Statement, the fees and expenses of M.E. Allison & Co., Inc., the financial advisors to the City, postage, the cost of obtaining credit ratings on the Bonds, the fees and costs of the Paying Agent~Registrar, the Verification Agent, the Escrow Agent, and the Texas Attorney General, the fees and costs of the original paying agents for the Refunded Obligations, the Insurer's premiums for the bond insurance policy and surety po[icy (which may be transmitted by the Authorized Representative to the Insurer as disclosed in Section 1 hereof), any other persons retained by the City relating to this transaction, and the fees and disbursements of Bond Counsel to the City, shall be paid out of the proceeds of the Bonds or other funds of the City. The Underwriters shall pay for their costs related to the purchase of the Bonds, including, without limitation, appropriate advertising expenses and the fees and expenses of their counsel. 14. No Personal Liability. None of the members of the Council, nor any officer, agent, or employee of the City, shall be charged personally by the Underwhters with any liability, or be held liable to the Underwriters under any term or provision of this Purchase Contract, or because of execution or attempted execution, or because of any breach or attempted or alleged breach, of this Purchase Contract. 15. Continuing, Disclosure Agreement. The City will agree in the Bond Ordinance to provide certain periodic information and notices of material events in accordance with Rule 15c2-12, as described in the Official Statement under "CONTINUING DISCLOSURE OF INFORMATION". The Authorized Representative has reviewed the agreement as set forth in the Ordinance and the Underwriters' obligation to accept and pay for the Bonds is conditioned upon delivery to the Underwriters or their agent of a certified copy of the Ordinance containing the agreement described under such heading. The Underwriters' obligation to accept and pay for the Bonds is conditioned upon delivery to the Underwriters or their agent of a certified copy of the Bond Ordinance containing the agreement described under such heading. 16. Notices. Any notice or other commulfication to be given to the City under this Purchase Contract may be given by delivering the same in writing at its address set forth above, Attention: City Manager and any notice or other communication to be given to the Underwriters under this Purchase Contract may be given by delivering the same in writing to: Morgan Stanley & Co. Incorporated, 1221 Avenue of the Americas, 30~ Floor, New York New York 10020 Attention: Mr. Richard Weiss. 45550121.1 -15- 17 Parties. This Purchase Contract is made solely for the benefit of the City and the Underwriters (including the successors or assigns of the Underwriters), and no other person shall acquire or have any fight hereunder or by virtue hereof. This Purchase Contract shall constitute the entire agreement between us and is made solely for the benefit of the City and the Underwriters (including successors or assigns of the Underwriters) and no other person shall acquixe or have any right hereunder or by virtue hereof. This Purchase Contract may not be assigned by the City. All of the City's representations, warranties and agreements contained in this Purchase Contract shall remain operative and in full force and effect, regardless of (i) any investigations made by or on behalf of the Underwriters; (ii) delivery of and payment for the Bonds pursuant to this Purchase Contract; and (iii) any termination of this Purchase Conlract. 18. Govemin~ Law and Choice of Law. This Purchase Contract shall be governed by and construed in accordance w/th the laws of the State of Texas and the United States of America. 19. Business Day. For purposes of tkis Purchase Contxact, business day means any day on which the New York Stock Exchange is open for trading. 20. Status of the Underwriters. It is understood and agreed that for all purposes of this Purchase Contract and the transactions contemplated h~reby the Underwriters have, in their role as underwriters, acted solely as independent contractors and have not acted as a financial or investment advisor, fiduciary or agent to or for the City, whether directly or indixectly through any person. The City recognizes that the acquisition and potential distribution of the Bonds by the Underwriters may result in the Underwriters deriving a profit fi.om the underwriting of the Bonds. 21. General. This Purchase Contract may be executed in several counterparts, each of which shall be regarded as an original and all of which will constitute one and the same instrument. The section headings of this Purchase Contract are for convenience of reference only and shall not affect its interpretation. This Purchase Contract shall become effective upon your acceptance hereof and delivery of a signed copy of this Purchase Contract to the Authorized Representative. /The remaznder of this page intentionally left blank.] 455501211 -16- Very truly yours, MORGAN STANLEY & CO. INCORPORATED RBC DAIN RAUSCHER INC. BY: MORGAN STANLEY & CO. INCORPORATED By: Title: Accepted and agreed to as of the date first above written: CITY OF CORPUS CHRISTI, TEXAS By: City Manager 45550121.1 S- 1 Mam~ (July 15) 2005 2006 20O7 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 SCHEDULE I PRICING INFORMATION Princioal Amount Interest Rate Yield The Bonds shall be dated January 1, 2005 and interest shall accrue fi-om such date and be payable initially on July 15, 2005, and each January 15 and July 15 thereafter tmtil stated maturity or prior redemption. The City reserves the fight to redeem, prior to maturity, those Bonds maturing on and after July 15, 2016, in whole or in part fi-om time to time, on July 15, 2017, and on any date thereafter, at a price of par plus accrued interest to the date fixed for redemption, and without premium. The City Manager is authorized to secure a bond insurance policy and debt service reserve surety bond policy for the Bonds from for a combined premium not to exceed $ 45550121.1 SCHEDULE-1 Sg~;uriW MalxtrityDate (1) Series1999: 07/15/2011 07/15/2012 07/15/2013 07/15/2014 07/15/2015 07/15/2016 07/15/2017 SCHEDULE H Refund~ Bonds Interest Rate (%) Par Amount ($) Call Date Call 5.250 2,200,000 07/15/2009 100.0~ 5.250 2,320,000 07/15/2009 5.250 1,785,000 07/15/2009 100 O0 5.250 1,880,000 07/15/2009 100.0O 5.250 1,975,000 07/15/2009 100.00 5.250 2,085,000 07/15/2009 5.000 2,190,000 07/15/2009 100.00 14,435,000 (2) Sefies200~-A: 07/15/2012 5.750 2,175,000 07/15/2010 100.00 07/15/2013 5.875 2,30'0,000 07/15/2010 100.00 07/15/2014 5.875 2,435,000 07/15/2010 100.00 07/15/2015 5.875 2,580,000 07/15/2010 100.00 07/15/2016 6.0~0 2,730,000 07/15/2010 100.00 07/15/2017 6.000 2,895,000 07/15/2010 100.00 07/15/2018 6.000 3,070,000 07/15/2010 07/15/2019 6.000 3,255,000 07/15/2010 07/15/2020 6.000 3,450~000 07/15/2010 24,890,000 (3) Series2002: 07/15/2016 5.000 5,145,000 07/15/2012 100.00 07/15/2017 5.250 5,400,000 07/15/2012 07/15/2018 5.250 5,685,000 07/15/2012 100.00 07/15/2019 5.250 5,985,000 07/15/2012 100.00 07/15/2020 5.250 6,300,000 07/15/2012 100.00 28,515,000 (4) Series 2004 07/15/2019 07/15/2020 5.250 2,980,000 07/15/2014 100.00 5.250 3.135.000 07/15/2014 100.00 6,115,000 $73,955,000 45550121.1 SCHEDULE-2 EXHIBIT A ISSUE PRICE CERTIFICATE The undersigned hereby certifies with respect to the sale of the "City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005" in the aggregate original principal amount of $74,270,000 (the "Bonds") as follows: 1. The undersigned is the underwriter or the manager of the syndicate of underwriters which has purchased the Bonds from the City of Corpus Christi, Texas (the "City ") at a negotiated sale. 2. The undersigned and/or one or more other members of the underwriting syndicate, if any, have made a bona fide offering to the public of the Bonds of each stated maturity at the respective prices set forth below. 3. The initial offering price (expressed as a percentage of principal amount or yield and exclusive of accrued interest) for the Bonds of each stated maturity at which a substantial amount (at least 10%) of the Bonds of such stated maturity was sold to the public is as set forth below: Prmc¢~Amount at Year of Stated Maturity($) Stated Mattmty 205,000 2005 60,000 2006 65,000 2007 70,000 2008 70,000 2009 75,000 2010 2,280,000 2011 4,570,000 2012 4,145,000 2013 4,350,000 2014 4,570,000 2015 9,945,000 2016 10,440,000 2017 8,665,000 2018 45550121.1 A-1 Offering Price or Yield (%) Principal Amountat Ye~ of S~tedMaturity($) S~tedMaturity 12,080,000 2019 12,680,000 2020 Offering Price or Yield(%) 4. The term "pubbc", as used hereto, means persons other than bondhouses, brokers, dealers, and similar persons or organizations acting in the capacity of underwriters or wholesalers. sales. 5. The offering prices described above reflect current market prices at the time of such 6. The CUSIP number of the Bond with the latest stated maturity is 7. The undersigned understands that the statements made herein will be relied upon by the City in its efforts to comply with the conditions imposed by the Internal Revenue Code of 1986, as amended, and by Bond Counsel in rendering their legal opinion concerning the excludability of interest on the Bonds fxom the gross income of their owners. EXECUTED AND DELIVERED this Morgan Stanley & Co. Incorporated By: Title: 45550121A A-2 EXHIBIT B Official Statement 455501211 B-1 EXHIBIT C February 3, 2005 City of Corpus Christi, Texas 1201 Leopard Street Corpus Christi, Texas 78401 Morgan Stanley & Co. Incorporated 1221 Avenue of the Americas, 30t~ floor New York, New York 10020 Re: $74,270,000 City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005 Ladies and Gentlemen: The undersigned have been retained by the City of Corpus Christi, Texas (the "City"), as bond counsel with reference to the above issue of bonds (the "Bonds"), which were authorized by an ordinance adopted by the City Council of the City on December 21, 2004 (the "Ordinance"). Pursuant to the Ordinance, the City entered into a Bond Purchase Contract dated January 6, 2005 (the "Purchase Contract") relating to the Bonds with Morgan Stanley & Co. Incorporated, as representative for the underwriters named in the Purchase Contract (the "Underwriters"). Terms used herein and not otherwise defined have the meaning given in the Purchase Contract. It is our opinion that the Bonds are exempted securities within the meaning of Section 3(a)(2) of the Securities Act of 1933, as amended, and Section 304(a)(4) of the Trust Indenture Act of 1939, as amended, and that it is not necessary in connection with the offer and sale of the Bonds to register the Bonds under the Securities Act of 1933, as mended, or to qualify the Ordinance under the Trust Indenture Act of 1939, as amended. We were not requested to participate, and did not take part, in the preparation of the Official Statement, dated January 6, 2005, prepared in connection with the sale of the Bonds (the "Official Statement"), and except to the extent noted herein, we have not verified and are not passing upon and do not assume any responsibility for, the accuracy, completeness, or fairness of the statements contained in the Official Statement. We have, however, reviewed the information relating to the Combined Utility System, the Bonds, and the Ordinance cunt~med in the Official Statement under the captions "PURPOSE AND PLAN OF FINANCING", "PURPOSE OF THE BONDS", "SECURITY FOR THE BONDS", "THE BONDS", "LEGAL INVESTMENTS IN TEXAS", "REGISTRATION AND QUALIFICATION OF BONDS FOR SALE", "TAX MATTERS", and "CONTINUING DISCLOSURE OF INFORMATION" (other than the information under the subcaption "---Compliance with Prior Undertakings"), and in Appendices A and D, and we are of the opimon that the information relating to the Bonds and the Ordinance 45550121.1 C-1 contained under such captions is a fair and accurate summary of the information purported to be shown therein and is correct as to matters of law. This letter is furnished to you by us, and is solely for your benefit, and no one other than the City and the Underwriters is entitled to rely upon this letter. Respectfully, 45550121.1 C-2 EXHIBIT D [Letterhead of the City Attorney] February 3, 2005 Honorable Mayor and City Councilmembers City of Corpus Christi, Texas 1201 Leopard Corpus Clxristi, Texas 78401 Morgan Stanley & Co. Incorporated, as the authorized representative of a group of underwriters 1221 Avenue of Americas, 30t~ Floor New York, New York 10020 RBC Dain Rauscher Inc. 1001 Fannin~ Suite 400 Houston, Texas 77002 Fulbright & Jaworski L.L.P. 300 Convent Street, Suite 2200 San Antonio, Texas 78205 McCall, Parldaurst & Horton L.L.P. 717 North Harwood, Suite 900 Dallas, Texas 75201 M. E. Allison & Co., Inc. 950 East Basse Road, Second Floor San Antonio, Texas 78209 Ladies and Gemlemen: I serve as the City Attorney for the City of Corpus Christi, Texas (the "City") and have acted as such in connection with the issuance of an aggregate principal mount of' $74,270,000 of "City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005" (the "Bonds'), pursuant to the provisions of an ordinance duly adopted by the City Council of the City on December 21, 2004 (the "Ordinance'3. Capitalized terms not otherwise defined in this letter have the meanings assigned in the Purchase Conlract dated January 6, 2005, executed between the City and Morgan Stanley & Co. Incorporated, as the authorized representative of the underwriters (the "Purchase Contract"). In my capacity as City Attorney to the City, I have reviewed the following: 1. the Ordinance as adopted by the City Council; 2. an executed counterpart of the Pttrchase Contract; 45550121.1 D-1 Jacksonville, an executed counterpart of the Paying Agent/Reg/strar Agreement dated as of , 2005 between the City and The Bank of New York Trust Company, N.A., Florida (the "Paying Agent/Registrar Agreement '3; 4. an executed counterpart of the Escrow Agreement dated as of , 2005 between the City and The Bank of New York Trust Company, N.A., JacKsonville, Florida (the "Escrow Agreement '3; 5. a copy of the Official Statement dated ,2005; 6. and such other agreements, documents, certificates, opinions, letters, and other papers as we have deemed necessary or appropriate in rendering the opinions set forth below; and 7. Chapters 1207 and 1502, as mended, Texas Government Code and the City's Home Rule Charter (the "Acts "), and such other provisions of the Constitution and laws of the State of Texas and the United States of America as I believe necessary to enable me to render the opimons hereto contained. In making my review, I have assumed the authenticity of all documents and agreements submitted to me as originals, conformity to the originals of all documents and agreements submitted to us as certified or photostatic copies, the authenticity of the originals of such latter documents and agreements, and the accuracy of the statement contained in such documents. Based upon the foregoing, and subject to the qualifications and exceptions hereinafter set forth, I am of the opinion that under the applicable laws of the United States of America and the State of Texas in force and effect on the date hereof: The City has duly adopted and enacted the Ordinance in accordance with the Acts; the City has full legal fight, power, and authority to enter into the Purchase Contract, the Escrow Agreement, and the Paying Agent/Registrar Agreement (collectively, the "Agreements'~; to adopt the Ordinance, and to issue, sell, and deliver the Bonds to the Underwriters as provided in the Purchase Contract; the City has duly authorized and approved the execution and the delivery of, and the performance by the City of the obligations contained in, the Bonds, the Agreements, and the Ordinance, and all other transactions contemplated by the Official Statement; the City has complied with, and is in compliance with Texas law in all respects regarding, the sale, issuance, and delivery of the Bonds, including the provisions relating to its obligations under the Acts, the Ordinance, the Bonds, and the Purchase Contract; and assuming the due authorization, execution, and delivery by the other contracting parties of the Agreements, the Ordinance and the Agreements constitute valid, legal, and binding agreements of the City, enforceable in accordance with their respective terms, subject to bankruptcy, insolvency, reorganization or other laws relating to or affecting the rights of creditors generally and general equitable principles; D-2 The Cl[y is a home role municipality, a political subdiv/sion of the State of Texas and a body politic and corporate, duly created, organized and existing and in good standing under the laws of the State of Texas, and the City's Home Rule Charter; Except for permits and similar authorizations under the securities or blue sky laws of certain jurisdictions, no consent, waiver or any other action of any person, board or body, public or private, is required as of the date hereof for the City to adopt the Ordinance or issue the Bonds, or to enter into the Agreements, or to perform its obligations under any of the foregoing other than those which have been duly and validly obtained and are in full force and effect; Based on reasonable inquiry made of the responsible City employees and public officials, the City is not, to the best of my knowledge, in breach of or in default under any applicable law or administrative regulation of the State of Texas or the United States, or any applicable judgment or decree or any trust agreement, loan agreement, bond, note, resolution, ordinance, agreement or other instrument to which the City is party or is otherwise subject and, to the best of my knowledge after due inquiry, no event has occurred and is continuing which, with the passage of time or the giving of notice, or both, would constitute such a default by the City under any of the foregoing; and the execution and delivery of the Bonds and the Agreements and the adoption of the Ordinance and compliance with the provisions of each of such agreements or instruments does not constitute a breach of or default under any applicable law or administrative regulation of the State of Texas or the United States or any applicable judgment or decree or, to the best of my knowledge, any trust agreement, loan agreement, bond, note, resolution, ordinance, agreement or other instrument to which the City is a part or is otherwise subject; and Except as disclosed in the Official Statement, no litigation is pending, or, to my knowledge, threatened, in any court (a) in any way challenging the titles of the Mayor or any of the other members of the City Council to their respective offices, or (b) seeking to resWain or enjoin the issnance or delivea3t of any of the Bonds, the lien on and pledge of the net revenues of the City's combined utility system pledged to pay the principal of and interest on the Bonds, or the pledge thereof, or in any way contesting or affecting the validity or enforceability of the Bonds, the Ordinance, or the Agreements, or contesting the powers of the City or any authority for the issuance of the Bonds, or the adoption of the Ord'mance. The statements in the Official Statement under the captions "CITY'S COMBINED UTILITY SYSTEM RATES" and "LITIGATION AND REGULATION" are correct as to matters of law and fairly and accurately present the information purported to be presented herein. In addition, without having undertaken to determine independently the accuracy and completeness of the statements contained in the Official Statement, during my participation in the preparation of the Official Statement nothing has come to our attention which would lead us 4~550121 i D-3 to believe that the Official Statement (excluding therefi-om the financial and statistical data and forecasts included therein) contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading. This opinion is furnished solely for your benefit and may be relied upon only by the addressees hereof or anyone to whom specific permission is g/ven in writing by me. Very truly yours, 45550121.1 D-4 EXHII~IT E [Letterhead of Fulbnght & Jaworski L.L.P.] February 3, 2005 Morgan Stanley & Co. Incorporated as the authorized representative of a group of Underwriters 1221 Avenue of the Americas, 30th Floor New York, New York 10020 Ladies and Gentlemen: We have acted as your counsel in connection with the purchase by you on this date of $74,270,000 original principal amount of "City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005" (the "Bonds '7 pursuant to a Purchase Contract dated January 6, 2005 (the "Purchase Contract") between you and the City of Corpus Christi, Texas (the "City"). This opinion is being furnished to you pursuant to Section 8(hX4) of the Purchase Contract. Unless otherwise expressly provided herein, capitalized terms used in this opinion shall have the meanings ascribed to them in the Purchase Contract. We have examined a printed copy of each of the Prehminary Official Statement and the Official Statement and executed copies of the Bond Ordinance, the Paying Agent/Registrar Agreement, and the Escrow Agreement, and we have examined and rely upon certain of the certificates and opinions referred to in Section 8(h) of the Purchase Contxact. In oux examination, we have assumed the authenticity of all documents submitted to us as origttmls, the conformity to original copies of all documents submitted to us as certified or photostatic copies, the authenticity of the originals of such latter documents, and the accuracy of the statements contained in such certificates. Based upon the foregoing, and subject to the qualifications and exceptions hereinafter set forth, we are of the opinion that under applicable laws of the United States of America and the State of Texas in force and effect on the date hereof: 1. The Bonds are exempted securities within the meaning of the Securities Act of 1933, as amended, and it is not necessary in connection with the offer and sale of the Bonds to the public to register the Bonds under the Securities Act of 1933, as mended, or to qualify the Bonds or the Bond Ordinance under the Trust Indenture Act of 1939, as amended. We express no opinion as to any requirements as to the reg/strafion of any other security or qualification of any other instrument under such Acts. 45550121.1 E-1 2. We have not verified the information contained in the Official Statement. However, as your counsel we have participated in discussions with respect to the Official Statement with representatives of the City, McCall, Parkhurst & Horton L.L.P., Bond Counsel, M.E. Allison & Co., Inc., financial advisors to the City, and you, and, as stated above, we have re'hewed the Official Statement. In the course of such discussions and review, nothing has come to our attention which leads us to believe that the Official Statement [except with respect to the financial statements and other financial and statistical data included therein and in the Appendices thereto, including but not limited to the financial statements appearing in Appendix B thereto (as to which we have not been requested to express a view and as to which we express no view)] contains any untrue statement of a material fact or omits to state a material fact necessary to make the statements therein, in light of the circumstances under winch they were made, not misleading. In addition to the limitations set forth in the preceding paragraph, we have not been requested to review, nor have we reviewed, any records or contracts of the City or the basis for any representations made by representatives of the City, and the foregoing is subject to the material, statements, and other data contained in the records or contracts of the City and any such representations, to the extent they are reflected in the Official Statement, not containing any untrue statement of a material fact or omitting to state a material fact necessary to make the statements contained in the Official Statement, in light of the circumstances under which they were made, not misleading. In addition, based upon (i) our understanding of Rule 15c2-12 of the United States Securities and Exchange Commission (the "Rule") and inteq~retive guidance published by the Securities and Exchange Commission relating thereto; (ii) our review of the continuing disclosure undertaking of the City contained in the Bond Ordinance; and (iii) the inclusion in the Official Statement of a description of the specifics of such undertaking, and in reliance on the opinion of Bond Counsel that the Bond Ordinance has been duly adopted by the City and constitutes a valid and legally binding obligation of the City enforceable in accordance with its terms, we have no reason to believe that such undertaking does not meet the requirements of paragraph (b)(5)(i) of the Rule and, accordingly, we advise you that such undertaking provides a suitable basis for you, as Authorized Representative of the Underwriters and any other broker, dealer, or municipal securities dealer acting as a Participating Underwriter (as defined in the Rule) in connection with the offering of the Bonds, to make a reasonable determination that the City has met the qualifications of paragraph (b)(5)(i) of the Rule. We express no opinion and make no comment with respect to the sufficiency of the security for or the marketability of the Bonds. This legal opinion expresses the professional judgment of this firm as to the legal issues explicitly addressed herein. In rendering a legal opinion, we do not become an insurer or guarantor of that expression of professional judgment, of the transaction opined upon, or of the future performance of the parties to the transaction; nor does the rendering of our opinion guarantee the outcome of any legal dispute that may arise out of the transaction. E-2 This opinion is furnished solely for your benefit and may be relied upon only by the addressees hereof or anyone to whom specific permission is given in writing by us. Very maly yours, 455501211 E-3 PRELIMINARY OFF1CIAL STATEMENT DATED DECEMBER 29, 2004 In the opinion of McCall, Pm-khurst & Horton L.L.P., Bond Counsel, interest on the Bonds will be excludable fi.om gross income for federal income [ax purposes under statutes, regulations, published rulings and court decisions existing on the date thereof, except as to matlers described under "TAX MATTERS" herein, including the alternative minimum tax on corporations. NEW ISSUE - BOOK-ENTRY-ONLY $74,270,000' City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005 See "RATINGS": Moody'~ "Applied For" S&P "Aplied For" Fitch "Applied For" (See ~BOND INSIYRANCE' and "RATINGS" herein) Dated: January 1, 20.05 Due: July 15, as shown on following page The City of Corpus Christ/, Texas Utility System Revenue Refunding Bonds, Series 2005 (the "Bonds") will be issued by the City of Corpus Christ~, Texas (the "City") pursuant to the laws of the State of Texas, including Chapters 1207 and 1502, Texas Government Code, as amended, the City's Home Rule Char~er, and an ordinance adopted by the City Council on December 21, 2004 (the "Ordinance"). In the Ordinance the City Council delegated the authority to the City Manager to execute a Purchase Contract relating to the sale of the Bonds. The Bonds are special obligations of thc City, payable as to principal, interest and redemption premium, if any, solely from and are legally and ratably secured by a tlr,st lien on and pledge of the Pledged Revenues, as herein defined. The Bonds do not constitute an indebtedness or general obligation of the City and are not payable from funds raised or to be raised by taxation by the City or any other political subdivision of the State of Texas, Interest on the Bonds will accrue from the dated date oi-the Bonds and will be payable on January 15 and July 15 of each year, commencing .luly 15, 2005, and will be calculated on the basis of a 360-day year of twelve 30-day monO~. The definitive Bonds will be issued as fi~lly registered obligations in book-entry form only and when issued will be registered in the name of Cede & Co., as nominee of The Depository Trust Company ("DTC"), New York, New York. DTC will act as securities depository for the Bonds for so long as the Bonds are maintained in DTC's book-entry only system. Book-enWy interests in the Bonds will be made available for purchase in the principal amoum of $5,0(g) or any integral multiple thereof. Purchasers of the Bonds (the "Beneficial Owners") will not receive physical delivery of certificates representing their interest in thc Bonds purchased So long as DTC or its nominee is the registered owner of thc Bonds, the principal o~' and interest on the Bonds will be payable by The Bank of New York Trust Company, N.A., Jacksonville, Florida, as Paying Agent/Regisia'a.r, to the secutit/as depository, which will in mm remit such principal and latin'est to its participants, which will in t~u-n remit sucli principal and interest to the Beneficial Owners of the Bonds. (See ~BOOK-ENTRY4DNLY SYSTEM" herein ) Proceeds from the sale oftbe Bonds will be used for (1) discharging and refunding certain of the City's currently outstanding revenue bonds (the "Refunded Bonds") and (2) paying the costs ofissunnce relating to the Bonds. (See "PURPOSE OF THE BONDS" herein.) sl~ FOLLOWING PAGE FOR STATED MATURrFIES, PRINCIPAJ~ AMOUNTS, REDEIMPTION PROVISIONS, INTEILEST RATES. AND YIELDS Conditions to Delivery. The Bonds m'e offered for delivery, when issued, subject to the opinions of the Attorney General of the State of Texas and McCall, P~rkhurst & Horton L.L.P., Dallas, Texas, Bond Counsel for the City (see "LEGAL PROCEEDINGS" and "TAX MATTERS"). Certain legal maliers will be passed upon for the City by the City Attorney and for the Underwriters by Fulbright & Jaworski L.LP., San Antonio, Texas It is anticipated that definielve Bonds will be tendered for delivery through the services of DTC on or about February 3, 2005. MORGAN STANLEY RBC DAIN KAUSCHER J.,l~llaraiaaary, subject to change STATED MATURITY SCI~DULE CUSIP No. Prefix (~) (Due July 15) Stated Yield/ CUSIP No. Stated Maturity Amount ($) Rate (%) Price (%) Suffix (~) Maturity Amount ($) 2005 205,~00 2013 4,145,000 2006 60,0~0 2014 4,350,000 2007 65,000 2015 4,570,000 2008 70,000 2016 9,945,000 2009 70,000 2017 10,440,0~0 2010 75,000 2018 8,665,000 2011 2,280,000 2019 12,080,000 2012 4,570,000 2020 12,680,000 Yield/ CUSIP No. Rate (%) Price (%) Suffix 0) (Accrued interest fi-om January 1, 2005 to be added) Opfloaal Redemption. The Bonds stated to mature on and aider July [5, 2017, are subject to redemptioi~ at the option of the City, in whole or in part, on July 15, 2016 and any date thereafter, at par plus accrued interest to the date fixed for red~ap~on. See "THE BONDS-Optional Redemption" herein (0CUSIP numbe~ have been assigned to the Bonds by Standard & Poor's CUSP Service Bureau, a chvisinn of the McGraw Hill compames, Inc., end are included solely for the convenience of owners of the Bonds. Neither the City, the Financial Advisors, nor the Underwriters shall be responsible for the selection or correctness of the CUSIY' numbers set forth herein. 455~4955.2 -ii- USE OF INFORMATION IN OFFICIAL STATEMENT For ptuposes of compliance with Rule 15c2-12 of the Securities Exchange Comrmssion ("Rule 15c2-12"), this document constitutes an official statement of the City with respect to the Bonds that has been deemed "final" by the City of its date except for the omission of no more than the information permitted by Rule 15c2-12. This Official Statement, which includes thc cover page and thc Appendices hereto, does not constitute an offer to sell or the solicitation of an offer to buy in any jurisdiction to any person to whom it is unlawful to make such offer, solicitation or sale. No dealer, broker, salesman or other person has been authorized to give any information, or to make any representations other than those contained in this Official Statement, and, if given or made, such other information or representations must not be relied upon as having been authorized by the City or the Underwriters. This Official Statement is not to be used in connection with an offer to sell or the solicitation of an offer to buy in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such off~ or solicitation. Any information and expressions of opinion herein contained are subject to change without notice, and neither the dehvery of this Official Statement nor any sale made hemnnder shall, under any circumstances, create any implication that there has been no change in the affairs of the City or other matters described herein since the date hereof. THE UNDERWRITERS HAVE PROVIDED THE FOLLOWING SENTENCE FOR INCLUSION IN THIS OFFICIAL STATEMENT. THE UNDERWRITERS HAVE REVIEWED THE INFORMATION IN THIS OFFICIAL STATEMENT IN ACCORDANCE Will-[ THEIR RESPONSIBILITIES TO INVESTORS UNDER THE FEDERAL SECURITIES LAWS AS APPLIED TO THE FACTS AND CIRCUMSTANCES OF THIS TRANSACTION, BUT THE UNDERWRITERS DO NOT GUARANTEE THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION. THE BONDS ARE EXEMPT FROM REGISTRATION WITH ~ SECURITIES AND EXCHANGE COMMISSION AND CONSEQUENTLY HAVE NOI BEEN REGISTERED THEREWITH. ~ REGISTRATION, QUALIFICATION, OR EXEMPTION OF THE BONDS IN ACCORDANCE WrlH APPLICABLE SECLrRITIISS LAW PROVISIONS OF THE JURISDICTIONS IN WHICH THESE SECURII'IES HAVE BEEN REGISTERED, QUALIFIED, OR EXEMPTED SHOULD NOT BE REGARDED AS A RECOMMENDATION THEREOF. IN CONNECTION WITH THE OFFERING OF THE BONDS, THE LrNDERWRITERS MAY OVERALLOT OR EFFECT TRANSACTIONS THAT STABILIZE OR MAINTAIN THE MARKET PRICE OF THE BONDS AT A LEVEL ABOVE THAT WHICH MIGHT OTHERWISE PREVAIL IN THE OPEN MARKET. SUCH STABILIZING, IF COMMENCED, MAY BE DISCONTINUED AT ANY TIME. The agreements of the City and others related to the Bonds are contained solely in the conlracts described herein. Neither tlxis Official Statement nor any other statement made in connection with the offer or sale of the Bonds is to be conslxued as constituting an agreement with the purchasers of the Bonds. INVESTORS SHOULD READ THE ENI'IRE OFFICIAL STATEMENT, INCLUDING ALL APPENDICES ATTACHED I--IERETO, TO OBTAIN INFORMATION ESSENTIAL TO MAKING AN INFORMED INVESTMENT DECISION. Neither the City, the Financial Advisor, nor the Underwriters make any representataon or warranty with respect to the information contained in this Official Statement regarding the Depository Trust Company or its Book-Entry-Only System. CUSIP numbers have been assigned to tiffs issue by the CUSIP Serv/ce Bureau, and are included solely for the convenience of the owners of the Bonds. Neither the City, the Financial Advisor, nor the UnderWriters shall be responsible for the selection or correcmess of the CUSIP numbers shown on the inside cover page. 455449552. -iii- TABLE OF CONTENTS STATED MATURITY SCHEDULE ....................................................................................................................... USE OF INFORMATION IN OFFICIAL STATEMENT ........................................................................................ iii CITY ADMINISTRATION ..................................................................................................................................... v iNTRODUCTION .................................................................................................................................................. 1 PURPOSE AND PLAN OF FINANCING .............................................................................................................. 1 CITY'S COMBINED SYSTEM CAPITAL IMPROVEMENT PLAN .................................................................... 2 PURPOSE OF THE BONDS .................................................................................................................................. 2 SECURITY FOR THE BONDS ............................................................................................................................. 3 BONDHOLDERS' REMEDI~S .......................................................................................................................... 7 BOND INSURANCE ................................................................................................................................................ 8 THE BONDS ............................................................................................................................................................ 8 soLrRCES AND USES OF FUNDS ............................................................................................................... 11 BOOK-ENTRY-ONLY SYSTEM ......................................................................................................................... 11 UI'IY'S COMBINED SYSTEM ....................................................................................................................... 14 CITY'S COMBINED SYSTEM OPERATIONS ............................................................................................. 23 CITY'S COMBINED SYSTEM RATES .............................................................................................................. 30 CITY'S COMBINED SYSTEM FINANCIAL INFORMATION ......................................................................... 37 LrrlGATION AND REGULATION .................................................................................................................... 48 LEGAL INVESTMENTS IN TEXAS ........................................................................................................... 51 REGISTRATION AND QUALIFICATION OF BONDS FOR SALE ................................................................... 51 RATINGS .............................................................................................................................................................. 51 TAX MATTERS .............................................................................................................................................. 52 LEGAL PROCEEDINGS ................................................................................................................................... 54 INDEPENDENT ACCOUNTANTS ................................................................................................................. 55 FINANCIAL ADVISOR .............................................................................................................................. 55 UNDERWRITING ............................................................................................................................................... 55 NO-LITIGATION CERTIFICATE ..................................................................................................................... 56 GENEILAL INFORMATION ............................................................................................................................ 56 VERIFICATION OF ARITHMETICAL AND MATHEMATICAL CALCULATIONS ...................................... 56 CONTINUING DISCLOSURE OF INFORMATION .................................................................................... 56 FORWARD LOOKING STATEMENTS ........................................................................................................ 58 GASB 34 STATEMENT .................................................................................................................................... 59 MISCELLANEOUS ...................................................................................................................................... 59 AUTHORIZATION OF THE OFFICIAL STATEMENT .................................................................................. 59 SCHEDULE I TABLE OF REFUNDED BONDS* ....................................................................................... S-I SELECTED PROVISIONS OF THE ORDINANCE .................................................................................. A-I CERTAIN AUDITED FINANCIAL STATEMENT ........................................................................................... B-1 CERTAIN INFORMATION RELATING TO THE C1TY OF CORPUS CHRISTI ............................................. C-1 OPINION OF BOND COUNSEL ........................................................................................................................ D-I 45544955.2 -iv- George K. Noe Ronald E. Massey Oscar Martinez Margie C. Rose Cmdy O'Brien Mary Kay Fischer Armando Chapa Bond Counsel Paying Agent Independent Certified Public Accountants Financial Advisors Verification Agent City of Corpus Christi, Texas 1201 Leopard Corpus Christi, Texa~ 78401 (361) 880-3105 CITY ADMINISTRATION ELECTED OFFICIALS Mayor Samuel L. Neal, Jr. Council Members Bill Kelly, District 1 Javier D. Colmenero, District 2 Jesse Noyola, District 3 Mark Scott, District 4 Rex A. Kilmison, Dis~ct 5 Brent Chesney, At Large Henry GarreR, At Large Melody Cooper, At Large CERTAIN APPOINTED OFFICIALS City Manager Assistant City Manager Assistant City Manager Assistant City Manager Director of Financial Services City Attorney City Secretary CONSULTANTS AND ADVISORS McCall, Parkhm~t & Horton L.L.P., Dallas, Texas The Bank of New York Trust Company, N.A., Jacksonville, Florida Collier, Johnson & Woods, P.C., Corpus Christi, Texas M. E. Allison & Co., Inc., San Antonio, Texas Grant Thornton LLP, Minneapolis, Minnesota 45544955.2 ¥. OFFICIAL STATEMENT $74,270,000' City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005 INTRODUCTION This Official Statement (including the cover page and appendices hereto) of the City of Corpus Christi, Texas (the "City") provides cera~m information in connection with the issuance by the City of its Utility System Revenue Refunding Bonds, Series 2005 (the "Bonds"). The Bonds are authorized to be issued pm'suant to the laws of the State of Texas, including specifically Chapters 1207 and 1502, Texas Government Code, aa amended, and an ordinance adopted by the City Council of the City on December 21, 2004 (the "Ordinance"). This Official Statement does not purport to be comprehensive or def'mitive. All statements made herein wi~ respect to the Ordinance are qualified in their entirety by reference to such document, and statements made herein with respect to the Bonds are qualified m their entirety by reference to the forms thereof and information with respect thereto included in the Ordinance, copies of which are available upon request from the City's Financial Advisor, Mark Seal, M. E. Allison & Co., Inc., 950 East Bas.se Road, Second Floor, San Anmdio, Texas 78209, telephone (210) 9304000, or from Cindy O'Brien, Director of Financial Services, City of Corpus Christi, 1201 Leopard, Corpus Christi, Texas 78401, telephone (361) 880-3604, by electronic mail or upon payment of reasonable copying, htmdling, mailing and delivery charges. Certain capitalized terms used herein and not defined have the meanings set forth in Appendix A to this Official Statement. This Official Statement speaks only as to its date, and the reformation cor~tained herein is subject to change. Copies of the Final Official Statement and the Escrow Agreement (hereinafter defined) pertaining to the Bonds will be deposited with the Municipal Securities Rulernaking Board, 1900 Duke Street, Suite 600, Alexandria, Virginia 22314. See "CONTINLr[NG DISCLOSURE OF INFORMATION" for a description of the City's undertaking to provide certain information on a continuing basis. PURPOSE AND PLAN OF FINANCING In 1990, the City established by ordinance (the "1990 Ordinance") a unified water, wastewater, and gas utility system (the "City's Combined System"). Pursuant to the terms of the 1990 Ordinance, the City issued its Utility System Revenue Refunding Bonds, Series 1990 (the "Series 1990 Bonds"). Under the terms of the 1990 Ordinance, the City reserved the right to issue additional bonds on a parity with the Senes 1990 Bonds, and currently there ate outstanding nine such issues of parity bonds (the "lh-inrity Bonds"). The Priority Bonds have been issued pursuant to the provisions of cer~am bond ordlnanees (enllectively, the "Bond Ordinance"). The principal amouat of the Priority Bonds currently outstanding is $286,575,000. Previously each utility system of the City was operated as a separate enterprise fund and the City still maintains internal records to account for each of those utility systems as separate enterprise On March 25, 2003, the City Council adopted an ordinance establishing a tax-exempt commercial paper program (the "Commercial Paper Notes") for the benefit of the City's Combined System in the maximum amount of $75,000,000. See "CITY'S COMBINED SYSTEM FINANCIAL INFORMATION Subordinated Obligations". The City has recently adopted a three year Capital Improvement Program. The following table sets forth the projects and proposed funding sources: ' Preliminary, subject to change. 45544955.2 -1- CITY'S COMB[NED SYSTEM CAPITAL IMPROVEMENT PLAN In order to meet utility needs and to comply with applicable governmental and environmental regulations, the City periodically evaluates and forecasts the City's Combined System capabilities and develops a plan to accommodate future requirements in a timely manner. As part of the annual capital improvement planning process, on February 17, 2004, the City Council approved a three year capital improvement plan (the "Plan") for the City's water, wastewater and storm water systems. The estimated cost of improvements included in the Plan, together w/th the anticipated method of financing the costs, as adjusted by the City administration, are summarized in the following table. FY 2094-05 FY 2005-06 FY 2906-07 TOTAL Prolecta: Water Projects $21,651,000 $28,144,000 $26,800,0t)0 $76,595,000 Stormwater Projects 33,050,000 4,80tl,000 4,500,000 42,350,000 Wastewater Projects 20,247,000 16,660,00~ 27,500,000 64,407,000 Gas Projects 1.608.500 1,000,000 I,~Q0,000 4,1 Q8,500 TOTAL $76,556,500 $50,604,000 $60,300,000 $187,460,500 Revenue Bonds $76,556,500 $50,604,000 $60,300.00~ $187,460,500 The City's ability to finance the planned capital m:tProvements depends upon its ability to increase rotes sufficiently to support the issuance of revenue bonds and generation of surplus City's Combined System revenues necessary to finance such improvements. See "CITY'S COMBINED SYSTEM RATES--City's Charter Amendment Regarding Rates". PURPOSE OF THE BONDS Proceeds from the sale of the Bonds will be used for (1) discharging and refunding certain of the City's currently outstanding revenue bonds (the "Refunded Bonds") as disclosed in Schedule I and (2) paying the costs of issuunce relating to the Bonds. Refunded Bonds The Refunded Bonds, and interest due thereon, are m be paid on the scheduled payment dates fi'om funds to be deposited with The Bank of New York Trust Company, N.A., Jacksonville, Florida (the "Escrow Agent") pursuant to an Escrow Agreement dated as of the date hereof (the "Escrow Agreement") between the City and the Eserew Agent (see "Schedule I" herein). The Ordinance provides Ii,at the City will deposit certain proceeds of the sale of the Bonds along with other lawfully available funds of the City. if any, with the Escrow Agent in the amount necessary to accomplish the discharge and final payment of the Refunded Bonds. Such funds will be held by the Escrow Agent in an escrow fund (the "Escl'ow Fund") irrevocably pledged to the payment of principal of and interest on the Refunded Bonds and will be used to purchase direct obligations of the United States of America (the "Federal Securities"). Simultaneously with the issuance of the Bonds, the City will give irrevocable instructions to provide notice, if any, to the owne~ of the Refunded Bonds that the Refunded Bonds will be redeemed prior to stated maturity on the fa'st optional redemption date, on which date money will be made available to redeem the Refunded Bonds fi.om money held under the Escrow Agreement. 45544955.2 -2- Grant Thornton LLP, Minneapolis, Minnesota, certified public accountants, will verify at the time of delivery of the Bonds to the Underwriters that the Federal Securities will mature and pay interest, without reinvestment, at such times and in such amounts which, together with uninvested funds, if any, in the Escrow Fund, wiU be sufficient to pay, when due, the principal of and interest on the Refunded Bonds. Such maturing principal of and interest on the Federal Securittes will not be available to pay the debt service requirements on the Bonds. By the deposit of the Federal Securities and ca~ with the Escrow Agent pursuant to the Escrow Agreement, the City will have affected the defeasance of the Refunded Bonds pursuant to the terms of the ordinances autho6~4ng the issuance of the Refunded Bonds. As a result of snch defeasance, the Refimded Bonds will no longer be payable fi'om the Net Revenues, but will be payable solely from the principal of and interest on the Federal Securities and cash on deposit in the Escrow Fund and held for such purpose by the Escrow Agent, and that the Refunded Bonds will be defeased and are not to be included in or considered to be indebtedness of the City for the purpose of a limitation or indebtedness or for any other purpose. SECURITY FOR THE BONDS Creation of City's Combined System Pursuant to the 1990 Ordinance, the City has created a single combined utility system comprised of the City's water system, wastewater disposal system and gas system, together with all future extensions, improvements, enlargements and additions thereto, including, to the extent permitted by law, stermwater sewer and drainage, and all replacements thereof. The City's Combined System shall not include any water, wastewater or gas facilities which are declared by the City not to be part of the City's Combined System and which are financed with Special Facilities Bonds. The City does not have any currently outstanding Special Facilities Bonds. Pledge of Pledged Revenues The Bonds are special obligations of the City issued on parity with the Previously Issued Priority Bonds which, together vath any Additional Priority Bonds hereafter issued, are payable solely fi-om and secured by a first lien on the Pledged Revenues including such revenues within the System Fund and the other funds created by the Ordinance; and the Pledged Revenues are further pledged to the estabhshment and maintenance of the Debt Service Fund and the Reserve Fund as provided in the Ordinance. The Pledged Revenues are comprised of Net Revenues of the City's Combined System and any other additional revenues, income, receipts and other resources that may hereafter be pledged to the Priority Bonds. The term Net Revenues means the Gross Revenues of the City's Combined System less the Operating Expenses of the City's Combined System. Gross Revenues include all revenues, income and receipts derived or received by the City fi-om the operation and ownership of the City's Combined Systera including cormm interest income. Operating Expenses include the expenses of operation and maintenance of the City's Combined System, including all salaries, labor and materials and certain expenses of repairs and extensions, and include the purchase of water, sewer and gas services from other entities and the expenses related thereto. Such expenses include contract payments to the Nueces River Authority for its Water Supply Revenue Refunding Bonds, Series 1997 and its Water Supply Facilities Revenue Reft.malinE Bonds, Series 2003, of which $110,230,0~0 in aggregate principal amount are outstanding, and include contract payments to the Lavaca-Navidad River Authority for its Water Supply Facilities Revenue Bonds, Series 1997 of which $6,950,000 are outstanding and to cover the City's obligation under a water purchase contxact in the amount of $104,721,782 (see "CITY'S COMBINED SYSTEM FINANCIAL INFORMATION - Obligations Payable From City's Combined System Revenues"). However, depreciatmn and payments to the Debt Service Fnncl and Reserve Fund shall never be considered Opemdng Expenses. See Appendix A for a more complete definition of these defined terms. 45544955.2 -3- The Bonds are not secured by or payable from a mortgage or deed of trust on any propertaes, whether real, personal or mixed, constituting the City's Combined System. The Bonds do not constitute an indebtedness or general obligation of the City, are not payable from any funds raised or to be raised by taxation and Owners of the Bonds shall never have the right to demand payment thereof from the levy of ad valorem taxes or from any other source not pledged to the paYment of the Bonds. Perfection of Security for the Bonds Chapter 1208, as arru:nded, Texas Government Code, applies to the issuance of the Bonds and the pledge of the Pledged Revenues, and such pledge is therefore, valid, effective and perfected. Should Texas law be amended wh/le the Bonds are outstanding and unpaid, the result of such amendment being that the pledge of the Pledged Revenues is to be subject to the fding requirements of Chapter 9, Texa~ Business and Commerce Code, in order to preserve to the registered owners of the Bonds a security interest in such pledge, the City has agreed in the Ordinance to take such measures as it determines is reasonable and necessary to enable a filing of a security interest in said pledge to occur. Flow of Funds The Ordinance provides that Gross Revenues of the City's Combined System shall be credited tu the System Fund upon receipt, and amounts in the System Fund shall be used to pay Operating Expenses as a fu:st charge against Gross Revenues. All amounts remaining in the System Fund shall be applied, on or before the 10th day of each month, as follows: (a) First, to make required transfers into the Debt Serv/ce Fund in such amounts, in approximately equal monthly installments, as will be sufficient to pay interest on Priority Bonds on the next interest payment date, principal on Priority Bonds on the next succeeding principal payment date, and Amortization Installments in such amounts and times as may be required in any ordinance anthori~ing the issuance of Priority Bonds. (b) Second, to make required transfers into the Reserve Fund to maintain or establish the Required Amount therein or make up any deficiency; and (c) Third, for the payment of other City's Combined System obligations, including Subordinated Obligations, or, at the end of any Fiscal Year, for any other lawful purpose. (See "Selected Provisions of the Ordinance - Flow of Funds - Debt Service Fund" in Appendix A.) Article IV, Section 3 of the City Charter of the City proknbits any txansfer of the City's Combined System Net Revenues to any other purpose except for any utility required debt service. Bond Reserve Fund Under the Ordinance. the City is required to maintain a Reserve Fund for the outstanding Previously Issued Priority Bonds, the Bonds, and each series of Additional Priority Bonds. Following the issuance of each series of Additio~ Priority Bonds, unless the Reserve Fund contains the Requited Amount, the City agrees to transfer monthly into the Reserve Fund an amount equal to one-sixtieth (1/60th) of the Average Annual Principal and Interest Requh-ements on all outstanding Priority Bonds until the aggregate amount accumulated therein is at least equal to such Average Annual Principal and Interest Requirements. Amounts in such Reserve Fund shall be used to pay the principal of and interest on the Priority Bonds at any time when there is not sufficient money available in the Debt Service Fund for such purposes. The City may substitute a Credit Facihty in lieu of cash or Eligthle Investments for all or any part of the Required Amount to be maintained in the Reserve Fund. Deficiencies in the Reserve Fund resulting from withdrawals or decreases ha market value of Eligible Investments are to be made up from the next 45544955.2 -4- available Pledged Revenues within twelve months. The City currently has on deposit in the Reserve Fund both cash and surety bond pehcies to satisfy funding the Requh-ed Amount. The City will initially purchase a debt service reserve fund surety policy fi-om Financial Security Assurance Inc., which constitutes a Credit Facility, to fund a portion of the Required Amount resulting fi.om the issuance of the Bonds. Rate Covenant The City has covenanted that it will fix, establish, maintain and collect rotes and charges for the use and availability of the City's Combined System at all times as are necessary to produce Gross Revenues and other Pledged Revenues in each Fiscal Year equal to the GREATER of either: (A) Amounts sufficient: (1) to pay all current Operating Expenses plus (2) to produce Net Revenues for each Fiscal Year at least equal to 1.25 times the Average Annual Principal and Interest Requirements on all Priority Bonds then outstanding; or (B) Amounts sufficient to pay the sum oi5 (1) all current Operating Expenses; (2) the Average Annual Principal and Interest Requirements on the then outstanding Prionty Bonds; (3) required deposits to the Reserve Fund for the Priority Bonds; and (4) mounts required to pay all other obligations of the City's Combined System reasonably anticipated to be paid from Gross Revenues during the current Fiscal Year. The foregoing notwithsm.nding, such rates, charges and fees shall be F~ed, established, maintained and collected at a level sufficient to enable the City to pay debt serv/ee on Priority Bonds during the current Year. (Sec "Selected Provisions of the Ordinance - General Covenants - Rate Covenant" in Appendix A.) An amendment to the City Charter of thc C~ty approved by residents of the City in 1991 purporting to limit the amount of rate increases in any fiscal year was declared void by a Distxict Court in Uvalde County, Texas in 1996. See "CITY'S COMBINED SYSTEM RATES - City Charter Amendment Regarding Rates Ruled Void". Additional Bonds The City has reserved the right to issue one or more series of Additional Priority Bonds for any lawful purpose. See "System Capital Improvement Plan" for projected issuance of additional bonds. No Additional Priority Bonds may be issued unless each of the applicable following requirements are satisfied: A. For All Additional Priority Bonds. (1) Any addit/onal amounts required to be deposited into the Reserve Fund to a~in the Required Amount shall either be deposited in cash or by me. ans of a Credit Facility upon thc delivery of such Additional Priority Bonds or, at the option of the City, by the deposit of such required 45544955.2 -5- additional amount in approximately equal monthly installments of not less than one-sixtieth of the requked additional amount; and (2) The City Manager (or other City officer having responsibility for the City's financial affairs) shall certify that the City is not in default as to any covenant, obligation or agreement contained in any ordinance or other proceeding relating to any obligations of the City payable from and secured by a lien on and pledge of the Pledged Revenues and the amounts on deposit ia all Funds or accounts for all obligations payable from Pledged Revenues or the amounts then required to be deposited therein. B. For Additional Priority Bonds For Capital Improvements. (1) The City shall secure a certificate or opinion of an Aecountaat to the effect that, according to the boolcs and records of the City, the Net Earnings for the preceding Year or for 12 consecutive months out of the 15 months immediately preceding the month the ordinance authoriving the Additional Priority Bonds is adopted are at least equal to 1.25 times the Average Annual Principal and Interest Reqtfi~cmants for all Priority Bonds after giving effect to the issuance of the Additional Priority Bonds to be issued; or (2) If the City has outstanding Priority Bonds which were issued for Capital Additions and for which capitalized interest has been promded for at least 12 months subsequent to the date of issuance of the Additional Priority Bonds proposed to be issued, the City may (A) satisfy the requirements of Clanse C below, but for such purposes substitute the term Capital Improvements for Capital Additions where the term Capital Additions appears thereto to the extent necessary to give recognition that Capital Improvements, rather than Capital Additions, are to be financed, and 03) secure the certificate described in clause B(1) above with respect to all Priority Bonds other than Priority Bonds issued for Capital Additions for which capitalized interest has been provided for at least 12 months subsequent to the date of issuance of the Additional Priority Bonds proposed to be issued C. For Additional Priority Bonds For Capital Additions. (1) The Engineer of Record shall provide a comprehensive Engineering Report for each Capital Addition to be financed and that report shall (a) contain detailed estimates of the cost of acquiring and consWacfing the Capital Addition, the estimated date of its completion and commercial operation, a detailed analysis of the financial operations of the system into which the Capital Addition is to be integrated and the City's Combined System as a whole for the period during the construcfon and for at least five years after the date the Capital Addition is estimated to become commercially operative and Co) conclude that the Capital Addition is necessary and will substantially mcxease the capacity, or is needed to replace existing facilities, to meet current and projected demand for the service or product to be provided and the e~timated cost of providing the service or product from the Capital Addition will be reasonable ia comparison with projected costs for furnishing such service or product from other reasonably available sources; and (2) The Eng/aecr of Record shall provide a certificate to the effect that, based on the Engineering Report prepared for each Capital Addition, the projected Net Earnings for each of the five yea.rs subsequent to the estimated date the Capital Addition becomes commercially operative will be equal to at least 1.25 times the Average Annual Principal and Interest Requirements for Priority Bonds then outstanding or incurred and all Priority Bonds estimated to be issued for all Capital Improvements and for all Capital Additions then in progress or being initiated during the period through the fifth year subsequent to the date the Capital Addition is estimated to become commercially operative. 45544955.2 -6- Once a Capital Addition has been initiated by meeting the conditions set forth in Clauses C(1) and (2) above, and the initial Priority Bonds issued are delivered, the City reserves the fight to issue additional Priority Bonds to finance the remaining costs of such Capital Addition in such amounts as necessary to complete the acquisition and consWuction thereof and make the same commercially operative without satisfaction of any of the requirements contained in Clauses C(I) and (2) above provided that the City prepares a forecast of the operations of the City's Combined System demonstrating the City's Combined System's ability to pay all obligations payable fi.om the Pledged Revenues to be outstanding after the issuance of such Additional Priority Bonds issued during the five years subsequent to the latest estimated date such Capital Addition is expected to be commercially operative and the Engineer of Record reviews such forecast and executes a certificate to the effect that (i) it is reasonable and based thereon (and such other factors deemed to be relevant) the Pledged Revenues of the City's Combined System will be adequate to pay all the obligations payable from Pledged Revenues to be outstanding after the issuance of the Additional Priority Bonds then being issued for the forecast period and (ii) the proceeds fi.om the sale of such Additional Priority Bonds are estimated to be sufficient to complete such acquisition and COuslTuction. The City, at its option, may issue Additional Parity Bonds for Capital Additions without satisfying the requirements described in Clause C above if it satisfies the relevant conditions precedent specified in Clause B above. Certai~ Refundiae Bonds. The requixements in B or C above shall not apply to issuance of any series of Additional Priority Bonds for refunding any outstanding Priority Bonds that will not have the result of increasing the debt service in any year m which there will be debt service on outstanding Priority Bonds both before and after such refunding. Subordinated Obligations and Special Facilities Bonds The City also reserves the right to issue, for any lawful purpose, obligations secured by liens on all or part of the Pledged Revenues that are junior and subordinate to the lien on Pledged Revenues securing payment of Priority Bonds. In axis regard, the City has established the commercial paper program for the benefit of the City's Combined System. and the City has authorized the issuance fi.om time to time of Commemial Paper Notes in an amount at any one time outstanding not to exceed $75,000,000. Currently, the City has $0.00 in Commercial Paper Notes outstanding. The City also reserves the right to issue Special Facilities Bonds secured by hens on and pledges of revenues and proceeds derived fiom Special Facilities, which shall not bo considered Gross Revenues of the City's Combined System. BONDHOLDERS' REMEDIES If the City defaults on payment of principal or interest on any Bonds, or the performance of any duty or covenant provided by law or in the Ordinance, owners of such Bonds may pursue all legal remedies afforded by the Constitution and the laws of the State of Texas. Although the payment of principal and in~orest on such Bonds is secured by a lien on and pledge of Pledged Revenues as collected and received, such lien and pledge attaches at any time only to so much of the Pledged Revenues as are then necessary to make the required deposits to the appropriate funds of the City's Combined System and any amounts then remaining may be used by the City for any lawful purpose. The Ordinance makes no provision for the appoinlment of a trustee to protect the rights of ow'nets of any Bonds, nor does it provide for acceleration of maturity of any Bonds or foreclosure on Pledged Revenues or posse~siun of Pledged Revenues by a h-usteo or agent for owners of any Bonds, or operation of the City's Combined System by an independent thh'd party in the event of default. No lien has been created on the physical properties comprising the City's Combined System to secure payment of principal of or interest on the Bonds. Moreover, m the event of default, the owners of the Bonds have no right or claim under the laws of the State against the City's Combined System. or the 45544955.2 -7- City's Combined System or any property of the City other than their fight to payment fi-om Pledged Revenues collected and certain Funds maintained pursuant to the Ordinan~ce. Accordingly, the only practical remedy in the event of default may be a mandamus or mandatory injunction proceeding to compel the City to increase rates and charges or perform its other obligations under the Ordinance. Such remedy may need to be enforced on a periodic basis because the maturity of such Bonds is not subject to acceleration. In addition, even if rates and charges are increased, the mount of revenues generated would depend on usage of the City's Combined System by third parties, which is beyond the con~'ol of the City. Furthermore, the City is eligible to seek relief fi.om its creditors under Chapter 9 of the U.S. Bankruptcy Code ("Chapter 9"). Although Chapter 9 provides for the recognition ora security interest represented by a specifically pledged source of revenues (such as the Pledged Revenues), such provision is subject to judicial cous~ruedon. Chapter 9 also includes an automatic stay provision that would prohibit, without Bankruptcy Court, approval, the prosecution of any other legal action by creditors or bondholders of an entity which has sought protection under Chapter 9. Therefore, should the City avail itsnlf of Chapter 9 protection from creditors, the ability to erfforce any remedies under the Ordinance would be subject to the approval of the Bankruptcy Court (which could require that the action be heard ia Bankruptcy Court instead of other federal or state courts); and the Bankruptcy Code provides for broad discretionary powem of a Bankruptcy Court ia adrmiastcmng any proceeding brought before it. The opinion of Bond Coumel will note that all opinions relative to the cmI-orceability of the Ordinance and the Bonds are qualified with respect to the customary rights of debtors relative to thetr creditors. BOND INSURANCE The City has made application to municipal bond insurance companies to have the payment of the principal of and interest on the Bonds insured by a mumcipal bond insurance policy. The City shall notify the Underwriters upon obtaining a commitment from a bond iasunmce company concerning this matter. The Final Official Statement shall disclose, to the extent necessary, any relevant information relating to this municipal bond insurance policy. THE BONDS Desc~p~on The Bonds will be dated January 1, 2005, will bear interest fi.om the dated date thereof at the mt~ shown on the inside cover page of this Official Statement payable semianmlally on JanualT 15 and July 15 of each year, commencing July 15, 2005, and will mature on July 15 in the years and in the principal amounts set forth on the inside cover page of this Official Statement. The Bonds will be issued as fully registered obhgations in denominations of $5,000 principal amount or any integral multiple thereof. Interest on the Bonds.is payable by check mailed by the Paying Agent~egis~as on or before the Interest payment date to the registered owners of record as of the last business day of the month next preceding the interest payment date. The principal of and interest on the Bonds shall be payable at the coq~oratc office of the Paying Agent/Registrar ia Jacksonville, Florida (the "Designated Trust Office") upon presentation and smmnder of the Bonds. Optional Redemption The Bonds maturing on and after July 15, 2017 are subject to redemption, at the option of the City, at the par value thereof plus accrued interest, in whole or ia part, in the principal amount of $5,000 or any integral multiple thereof on July 15, 2016, and on any date there, after. The years of maturity of the Bonds called for redemption shall be selected by the City. If less than all of the Bonds are redeemed within a 455449552 -8- stated maturity at any time, the Bonds to be redeemed shall be selected by the Paying Agent/Regisa-ar at random and by lot or other customary method in multiples of $5,000 within any stated maturity. Notice of Redemption At least 30 days prior to the date fixed for any such redemption, (a) a written notice of such redemption shall be given to the registered owner of each Bond or a portion thereof being ca[led for redemption by depositing such notice in the Uniled States mail, fo-st-class postage prepaid, addressed to each such registered owner at his address shown on the registration books maintained by the Paying Agent/Registrar and (h) notice of such redemption shall be published one (1) time in a financial journal or publication of general circulation in the United States of America carrying as a regular feature notices of municipal bonds called for redemption, provided, however, that the failure to send, mail, or receive such notice described in (a) above, or any defect therein or in the sending or mailing thereof, shall not affect the vahdity or effectiveness of the proceedings for the redemption of any Bond, and the Bond Ordinance provides that the publication of notice as described in Co) above shall be the only notice actually required in connection with or as a prerequisite to the redemption of any Bonds. All notices of redemption shall (i) specify the date of redemption for the Bonds (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the princtpal amount thereof to be redeemed, (iii) state the redemption price, (iv) state the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the designated corporate U'nst office of the Paying Agent/Registrar only upon presentation and surrender thereof by the registered owner. Ifa Bond is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as provided in the Bond Ordinance such Bond (or the principal mount thereof to be redeemed) so called for redemption shall become due and payable, and on the red~u~fion date designated in such notice, interest on said Bond (or the principal amount thereof to be redeemed) called for redemption shall cease to accrue and such Bond shall not be deemed to be Outstanding. The Paying Agent/Regislrar and the City, so long as a Bock-Entry-Only System is used for the Bonds, will send any notice of redemption, notice of proposed amendment to the Ordinance or other notices with respect to the Bonds only to DTC (hereinafter defined). Any failure by DTC to advise any DTC participant, or of any DTC participant or indirect participant to notify the beneficial owner, shall not affect the vatidity of the redemption of the Bonds called for redemption or any other action premised on any such notice. Redemption of portions of the Bonds held by the City will reduce the outstanding principal amount of such Bonds held by DTC. In such event, DTC may implement, through its Book- Entry-Only System, a redemption of such Bonds held for the account of DTC participants in accordance with its rules or other agreements with DTC participants and then DTC participants and indirect participants may implement a redemption of such Bonds from the beneficial owners. Any such selection of Bonds to be redeemed will not be governed by the Ordinance and will not be conducted by the City or the Paying Agent/Registrar. Neither the City nor the Paying Agent/Registrar will have any responsibility to DTC participants, inthrect participants or the persons for whom DTC participants act as nominees, with respect to the payments on the Bonds or the providing of notice to DTC paaicipants, indirect participants, or beneficial owners of the selection of portions of the Bonds for redemption. See "BOOK-ENTRY- ONLY SYSTEM" herein. Defeasance The Ordinance provides for the defeasance of the Bonds when payment of the principal of and premium, if any, on the Bonds, plus interest thereon to the due date thereof (whether such due date be by reason of maturity or otherwise) is provided by irrevocably depositing with a paying agent in trust (1) money in an amount sufficient to make such payment and/or (2) Defeasance Securities certified by an independent 45544955.2 -9- public accounting firm of national reputation to mature as to principal and interest in such amounts and at such trines to insure the availability, without reinvestment, of sufficient money to make such payment, and all necessary and proper fees, compensation and expenses of the paying agent for the respective series of Bonds. The Ordinance provides that "Defeasance Securities' means (1) direct, noncallable obligations of the United States of America, including obligations that are unconditionally guaranteed by the United States of America, (2) noncallable obligations of an agency or instrumentality of the United States of America, including obligations that are unconditionally guaranteed or insured by the agency or insm,tmentality and that are rated as to investment quarry by a nationally recogniTed investment rating £n-m not less than AAA or its equivalent, and (3) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision ora state that have been refunded and that are rated as to investment quality by a natio~ly recogmzed investment rating l-rrm not less than AAA or its equivalc-nt. Paying Agent/Registrar The principal of the Bonds will be paid to the registered owner at maturity or prior redemption upon presentation to the Paying Agent/Registrar, which initially is The Bank of New York Trust Company, N.A., at its offices located in Jacksonville, Florida. Interest on the Bonds will be paid to registered owners shown on the records of the Paying Agent]Regisn'ar on the Record Date (see "Record Date for Interest Payment" herein), and such interest will be paid by check sent by mail to the address of such registered owner appearing on the registration books of the Paying Agent/Registrar or by such other customary banking arrangements acceptable to the Paying AgenffRegis~r requesterl by, and at the risk and expense of, the registered owner. Successor Paying Agen~Registrar The City reserves the right to replace the Paying Agent]Registrar. If the Paying Agent/Registrar is replaced by the City, the new Paying AgenffRegis~ar shall accept the previous Paying AgenffRegistrar's records and act in the same capacity as the previous Paying AgenffReglslxar. Any successor Paying Agent/Registrar selected by the City shall be a bank, a trust company, financial msfitution, or other entity duly qualified and legally authorized to serve and perform the duties of Paying Agent/Registrar for the Bonds. Upon a change in the Paying Agent/Registrar for the Bonds, the City shall promptly cause a written notice thereof to be sent to each registered owner of the Bonds by United States mail, first-class postage prepaid, which notice shall give the address of the new Paying Agent/Registrar. Ownership The City, the Paying Agent/Registrar, and any other person may lxeat the person in whose name any Bond is registered as the absolute owner of such Bond for the purpose of making and receiving payment of the principal thereof and premium, if any, thereon, and for the further purpose of making and receiving payment of the interest thereon, and for all other purposes, whether or not such Bond is overdue. Neither the City nor the Paying AgenffRegistrar shall be bound by any notice or knowledge to the conaary. All payments made to the person deemed to be the owner of any Bond in accordance with the Ordinance shall be valid and effective and shall discharge the liability of the City and the Paying Agent/Registrar for such Bond to the extent of the sums paid. Transfers and Exchanges So long as any Bonds remain outstanding, the Paying Agent/Regis~ar shall keep the regis~ratioa books at the Designated Trust Office in which, subject to such reasonable regulations as it may prescribe, the Paying Agent/Registrar shall provide for the registmtioo and transfer of the Bonds in accordance with the terms of the Ordinance. 45544955.2 Each Bond shall be transferable only upon the presentation and surrender thereof at the Designated Trust Office of the Paying Agent~RegisU'ar, duly endorsed for transfer, or accompanied by an assi~ment duly executed by the owner or his authorized representative in a form satisfactory to the Paying Agent/Regislrar. Upon due presentation and surrender ora Bond for transfer, the Paying AgenffRegistxar is required to authenticate and deliver hi exchange therefor, under such reasonable regulations as the Paying Ageot/Reg/strar may prescribe, a new Bond or Bonds, registered in the name of the transferee or mmsfereos, in authorized denominations and of the same maturity, in the principal amount of $5,000 or any integral multiple thereof, and bearing interest at the same rate as the Bond or Bonds so presented and surrendered. All Bonds shall be exchangeable upon the presentation and surrender thereof at the Designated Trust Office of the Paying Agent/Registrar for a Bond or Bonds of the same maturity and interest rate and in any authorized denomination, in such aggregate principal amount as discussed above equal to the unpaid principal amount of the Bond dehvered in accordance with the Ordinance and shall be entitled to the benefits and security of the Ordinance to the same extent a.s the Bond or Bonds in lieu of which such Bond is delivered. The Paying AgenffRegistrar may require the owner of any Bond to pay a sum sufficient to cover any lax or other governmental charge that may be imposed in connection with the ~ansfer or exchange of such Bond. Any reasonable standard or customary fee or charge of the Paying AgenffRegisa'ar for a conversion or exchange shall be paid by the one requesting such conversion or exchange, except that the City shall pay such fee or charge in the case of the conversion or exchange of an assigned and txansferred Bond. SOURCES AND USES OF FUNDS The proceeds from the sale of the Bonds will be applied as follows: Sources of Funds Principal Amount of Bonds Net Original Issue pre=mum City cash con~'ibution Accrued Interest Total Sources of Funds Llse~ of Funds Deposit to the Escrow Fund Accrued Interest Issuance Expemes and Contingency Amount Underwriters' Discount Bond Insurance and Surety Pohcy Preminmn Total Uses of Funds BOOK-ENTRY-ONLY SYSTEM This section describes how ownership of the Bonds is to be Iransferrad and how the principal of and inten:st on the Bonds are to be paid to and credited by The Depository Trust Company ("DTC"), New York, New York, while the Bonds are registered in its nominee's name. The in_formation in finis section concerning DTC and the Bock-Entry-Only System has been provided by DTC for use in disclosure documents such as this Official Statement. The City, the Financial Advisor and the Underwriters believe die source of such information to be reliable, but take no responsibility for the accuracy or completeness 45544955.2 -1 1- The City cannot and does not give any assurance that (1) DTC will distribute payments of debt service on the Bonds, or redemption or other notices, to DTC Participants, (2) DTC Participants or others will dis~"ibute debt service payments paid to DTC or its nominee (as the registered owner of the Bonds), or redemption or other notices, to the Beneficial Owners, or that they will do so on a timely basis, or (3) DTC will serve and act in the manner described in this Official Statement. The current roles applicable to DTC are on file with the Securities and Exchange Commission, and the current procedures of DTC to be followed in dealing vath DTC Participants are on file with DTC. DTC, the world's largest depository, is a limited-purpose trust company organiTcd under the New York Banking Law, a "banking organi?ation" within the meaning of the New York Banking Law, a member of the Federal Reserve System, a "clearing corporation" within the meaning of the New York Uniform Commercial Cede, and a "clearing agency" registered pursuant to die provisions of Section 17A of the SeCUrities Exchange Act of 1934. DTC holds and provides asset servicing for over 2 million issues of U_S. and non-U.S, equity issues, corporate and municipal debt issues, and money market instruments from over 85 countries that its participants ("Disect Participants") deposit with DTC. DTC also facilitates the post-txade settlement among Direct Participants of sales and other securities mmsactions in depesited securities, through electronic computerized book-entry txansfers and pledges between Direct Participants' accounts. This eliminates the need for physical movement of securities certificates. Direct Participants include beth U.S. and non-U.S, securities brokers and dealers, banks, trust companies, clearing corporations, and certain other orgamzations. DTC is a wholly-owned subsidiary of The Depository Trust & Clearing Corporation ("DTCC"). DTCC, in mm, is owned by a number of Direct Participants of DTC and Members of the National Securities Clearing Corporation, Government Securities clearing Corporation, MBS Clearing Corporation, and Emerging Markets Clearing Corporation (NSCC, GSCC, MBSCC, and EMCC, also subsidiaries of DTCC), as well as the New York Stock Exchange, Inc., the American Stock Exchange, Inc., and the National Association of Securities Dealers, Inc. Access to the DTC system is also available to others such as both U.S. and non-U.S, securities brokers and dealers, banks, trust companies, and clearing corporations that clear through or maintain a costedial relationship with a Direct Participant, either dkectly or indirectly ("Indirect Participants"). DTC has Standard & Poor's highest rating: AAA. The DTC Rules applicable to its participants are on file with the Securities and Exchange Commission. More information about DTC can be found at w'ww.dtcc.com. Purchases of Bonds under the DTC system must be made by or through Direct Participants, which will receive a credit for the Bonds on DTC's records. The ownership interest of each actual purchaser of the Bonds ("Beneficial Owner") is in mm to be recorded on the Direct and Indirect Participants' records. Beneficial Owners will not receive written confim~ation fi-om DTC of their purchase. Beneficial Owners are, however, expected to receive written confirmations providing details of the transaction, as well as penod/c statements of their holdings, fi-om the Direct or Indirect Participant through which the Beneficial Owner entered into the lxansaction. Transfers of ownership interest in the Bonds are to be accomplished by entries made on the beok$ of Direct and Indirect Participants acting on behalf of Beneficial Owners. Beneficial Owners will not receive certificates represanting their ownership interests in the Bonds, except in the event that use of the book.-entxy system for the Bonds is discontinued. To facilitate subsequent transfers, all Bonds deposited by Dire~t Participants with DTC are registered in the name of DTC's parmership nominee, Cede & Co., or such other name as may be requested by an authorized representative of DTC. The deposit of Bonds with DTC and their registration in the name of Cede & Co. or such other DTC nominee do not effect any change in beneficial ownership. DTC has no knowledge of the actual Beneficial Owners of the Bonds; DTC's records reflect only the identity of the Direct Participants to whose accounts such Bonds are credited, which may or may not be the Beneficial Owners. The Direct and Indirect Participants will remain responsible for keeping account of their holdings on behalf of their customers. Conveyance of notices and other communications by DTC to Direct Participants, by Direct Participants to Indirect Participants, and by Direct Participants and Indirect Participants to Beneficial Owners will be governed by arrangements among them, subject to any statutory or regulatory ,~55,4955~ -12- requirements as may be in effect from time to time. Beneficial Ow~ters of Bonds may wish to take certain steps to augment the transmission to them of notices of significant events with respect to the Bonds, such as redemptions, tenders, defaults, and proposed amendments to the Bond documents. For example, Beneficial Owners of Bonds may wish to ascertain that the nominee holding the Bonds for theh- benefit has agreed to obtain and mmsmit notices to Beneficial Owners. In the alternative, Beneficial Owners may wish to provide their names and addresses to the registrar and request that copies of notices be provided directly to them. Redemption notices shall be sent to DTC. If less than all of the Bonds within an issue are being redeemed, DTC's practice is to determine by lot the amount of the interest of each Direct Participant in such issue to be redeemed. Neither DTC nor Cede & Co. (nor any other DTC nominee) will consent or vote with respect to the Bonds unless authorized by a Direct Participant in accordance with DTC's Procedures. Under its usual procedures, DTC malls an Omnibus Proxy to the District as soon as possible after the record d:,t,, The Omnibus Proxy assigns Cede & Co.'s consenting or voting rights to those Direct Participants to whose accounts the Bonds are credited on the record date (identified in a listing attached to the Omnibus Proxy). Redemption proceeds, principal and interest payments on the Bonds will be made to Cede & Co., or such other nominee as may be requested by an authorized representative of DTC. DTC's practice is to credit Direct Participants' accounts upon DTC's receipt of funds and corresponding detail information from the City or the Paying Agent;Registrar, on payable date m accordance with their respective holdings shown on DTC's records. Payments by Participants to Beneficial Owners will be govemed by standing instructions and customary practices, as is the case with securities held for the accounts of customers m bearer form or registered in "stxeet name," and will be the responsibility of such Participant and not of DTC (nor its nominee), the Paying Agent/Registrar or the City, subject to any statutory or regulatory reqmmments as may be in effect from time te time. Payment of rederaption proceeds, principal and interest payments to Cede & Co. (or such other nominee as may be requested by an anthorJzed representative of DTC) is the responsibility of the City, disbursement of such payments to Direct Participants will be the responsibility of DTC, and disbursement of such payments to the Beneficial Owners shall be the responsibility of Direct and Indirect Participants. A Beneficial Owner shall give notice to elect to have its Bonds purchased or tendered, through its Participant, to the Paying Agent/Registxar, and shall effect delivery of such Bonds by causing the Direct Participant to transfer the Participant's interest in the Bonds, on DTC's records, to the Paying AgenffRegislam'. The requirement for physical dehvery of Bonds in connection with an optional tender or a mandatory purchase will be deemed satisfied when the ownership rights in the Bonds are transferred by Direct Participants on DTC's records and followed by a book.-ent~y credit of tendered Bonds m the Paying Agant/Registxar's DTC account. DTC may discontinue providing its services as securities depository with respect to the Bonds at any time by g/ving reasonable notice to the City. Under such cixcnrn~tances, in the event that a successor depository is not obtained, Bonds are required to be printed and delivered. The City may decide to discontinue use of the system of book-entry transfers through DTC (or a successor securities depository). In that event, Bonds will be printed and delivered_ The information in this section conCermng DTC and DTC's book-entry system has been obtained from soumes that the City believes to be reliable, but the City takes no responsibility for the accuracy thereof. So long as Cede & Co. is the reg/stered owner of the Bonds, the City will have no obligation or responsibility to the DTC Participants or Indirect Participants, or the persons for which they act as 45544955.2 -13- nominees, with respect to payment to or providing of notice to such Participants, or the persous for winch they act as nominees. Use of Certain Terms in Other Sections of this Official Statement. In reading this Official Stat~nent it should be understood that while the Bond~ are in the Book-Entry-Only System, references in other sections of this Official Statement to registered owners should be read to include the person for which the Direct or Indirect Participant acquires an interest in the Bonds, but (i) all rights of ownership must be exercised through DTC and the Book-Entry-Only System, and (ii) except as described above, notices that are to be given to registered owners under the Ordinance will be given only to DTC. CITY'S COMBINED SYSTEM The City's Combined System was established by the 1990 Ordinance as a combined utility system which includes the City's existing water, wastewater, and gas systems. The following is a description of the tbxee components of the City's Combined System. The City has also included a description of its Storm Warm' D~ainage System. This System's operations are not included in the Pledged Revenues securing the Bonds or the Prewonsly Issued Priority Bonds, but is under the supervision of the Water System~ Description of City's Water System Service Area. The City's water system serves not only the City of Corpus Christi, but also provides water to several mumcipalJfies, water districts, and industries within a 70-mile radius of the City. The service area is a relatively dry region of South Texas bordering on the Gulf of Mexico, with heaviest rainfall and slxeam flow in the spring and fall. Water Supply. Thc City's water supply is drawn from the Nueces River Basin, the Lavaca River Basin and the Colorado River Basin. The Nueces River Basra has three pnncipal rivers: the Atascosa River, the Frio River and the Nueces River. The Atnscosa and Frio Rivers jom the Nueces River above the City of Three Rivers and are unpOunded by the Wesley E. Seale Dam (Lake Corpus Christi Reservoir). The Frio River, which ts above the confluence of the Atascosa and Ffio Rivers, is impounded by Choke Canyon Dam (Choke Canyon Reservoir). Lake Corpus Christ~ Reservo~ was completed in 1958 and has a surface area of 19,251 acres with a storage capacity of 241,241 acre-feet at 94 feet MSL (mean sea level) Choke Canyon Reservoir was completed in 1982 and has a surface area of 25,733 acres with a storage capacity of 695,271 acre-feet at 220.5 feet MSL. For p!arming purposes, the Nueces River Basin is ~xeated as a single hydrologic unit. The Nueees River Basin covers 16,950 square miles. The City is the largest water right holder in the Nueces River Basin and the largest user of water fi-om the Lake Corpus Christi/Choke Canyon Reservoir water supply system. When Choke Canyon Reservoir was being developed in the 1970's, it was estimated that the combined firm annual yield of the Choke Canyon/Lake Corpus Christi Reservoir system would be enough supply to meet the mg/on's needs through the year 2030. However, by 1990, a water supply planning stm:ly for the Nuec~s River Basin determined that the fh-m annual yield was sigmficaafly less than originally estimated and that additional water supplies would be necessary much sooner thaa had previously bean expected. These findings led to a regional water supply plarmmg study in 1991 that investigated potential wat~ Iramfers fi.om the Lavaca River Basin and the Colorado River Basin. The study recommended that the City acquire additional water supphes from Lake Texana, on the Navidad River in the Lavaca River Basin, aad from the Garwood Imgation Company (Colorado Rive~) in the Colorado River Basin. In 1992, the City entered into purchase options with the Lavaca-Navidad River Authority ("LNRA") for an 45544955.2 - 14- annual purchase of water fi.om Lake Texana and with the Garwood Irrigation Company for the purchase of senior water rights in the Colorado River. At the same time, the City began a comprehensive, regional water supply planning study designed to determine the long-term water needs of the Corpus Christi sen, ice area and to deternfine the most feasible water supply options available to meet those needs. This study was part of the Trans-Texas Water Program, which had been conceived by the Texas Water Development Board ("TWDB") as a means of planning for the long-term water supply needs of several major metropolitan areas it had identified as potentially having water shortages within the not too distant future. The cities participating in the Trans- Texas Water Program included Houston, San Antonio, Corpus Christi, and Austin. Phase II of the Trans-Texas Water Program Study for the Corpus Christi Service Area was completed m November, 1995, before the full impact of the recent drought was known. It estimated that the then firm annual yield of 181,106 acre feet per year for the Choke Canyon/Lake Corpus Christi Reservoir system would meet the demands in file sm-vice area until approximately 2008 and that by the year 2050 the region would need an additional 91,000 acre feet per year of water supply to meet its municipal and indusffial water needs. The Tm-Texas study investigated 22 water supply alternatives, eventually recommending an integrated water supply plan that incorporated both developments of additional water supplies and reduction in water demand through water' conservation measures. Two of the options recommended for immediate implement~tien were accelerated water conservation and a modified Fresh Water Inflow Operating Plan for the Nueces Estuary, which was implemented under the Texas Cormmssion on Environmental Quality, formerly known as the Texas Natural Resource Conservation Commission ('°TCEQ") Agreed Order of April 1995. The other two primary water supply options recommended for implementation in the near term were the transfers of water fi-om Lake Texana and the Garwoed Irrigation Company water rights in the Colorado l~ver. In December 1993, the City entered into the LNR.A Contract to purchase up to 41,840 acre-feet of water fi-om Lake Texana. In addition, the City exercised its option to purchase fi.om the Garwood Imgation Company 35,000 aere-feet per year of senior water rights from the Colorado River. This purchase was contingent upon Cmrwood's amendment of its water right to allow the transfer and use of this water m the Corpus Christi service area. Garwood filed an application with the TCEQ for an amendment which was granted on October 7, 1998. The City paid the Garwood Irrigation Company the full purchase price of $15,750,000 less option payments and other expenses paid to Garwood through the date of the amencknent. In the FY 1998-99 Capital Budget, City Council authorized payment with a loan of $14 million dollars fi.om the debt reserve of the Choke Canyon Fund to the Public Law Trust Fund. This loan was repaid at the actual interest rate earned by the Trust Fund in three annual payments, of which the final payment was made on July 31, 2001. The Lake Corpus Christi/Choke Canyon Reservoir system with Lake Te~rana and Colorado River Water has a year 2050 system firm yield of 241,700-acre feet. The Corpus Christi region experienced a severe drought, wb_ich, in fact, may be the new drought of record starting in 1993 and ending in 2002. Due to the seventy of the drought in 1996 the City decided to build the pipeline from Lake Texana to Corpus Christi immediately rather than wait until the years 2005-2007, as originally anticipated. The City entered into agreements w/th the Nueces River Authority ("NRA") and the Port of Corpus Christi Authority ('Port") to build a 101 mile water delivery system that would Iransport water from Lake Te~ana to the City's O. N. Stevens Water Treatment Plant. Under these agreements, the City guaranteed repayment of bonds sold by NRA to fund the pipelnie design, right-of-way acquisition, and pipeline construction. NRA engaged the Port to manage the entire project. Upon completion of the project, the City would operate and maintain the pipeline. 4554'1955.2 -15- Under this regional partnership arrangement, a 101 mile, 64" pipeline of concrete/s reel pressure pipe with an ultimate capacity of 107,800 acre feet per year was designed, manufactured, and installed within approximately two years. All 15,000 plus joints of pipe were laid within one twelve month period. The route involved nine major stream crossings, two of which were done by dixe~tional drilling. One of the crossing~ currently stands as the longest and largest diameter directional boring successfully completed in the United States. Three pump stations were constructed, a primary pump station at Lake Texana and two booster stations along the route. On September 29, 1998, the Lake Texana to Corpus Christi pipeline was dedicated as the Mary Rhodes Pipeline in honor of the late Mary Rhodes who, as Mayor of the City, championed the project during her tenure in office and died shortly after the fu'st joints of pipe were laid in June of 1997. Work to acquire a route and permit a pipeline to convey the Colorado River water to the Mary Rhodes Pipeline is m its preliminary stages. The City has acquh-ed 12,000 acre-feet of interruptible Water fi.om the LNRA. "interruptible" water is water that is available fxom thai system beyond the system firm yield. It is estimated that 4,500 acre-feet will be available 87% of the time based on historical data, while 7,50~ acre-feet has a 70% availability. The intemJptible contracts will track the original con~'act for the firm 41,840 acre-feet of water. The base term ends in 2035 with an option to the City for a 50 year extension. The City is also pursuing the possible acquisition of an additional 10,000 acre-feet of finn yield from the LNRA system. City's Drought Contingency Plan and Impact. In 2001 the TCEQ Agreed Order thai defines the operation of the two reservoir system in regards to Bay & Estuary inflows was further refined to include the ability on the part of the City to go to reduced inflow requirements upon reaching 30% and 40% storage capacities. At the 40% storage capacity the City can reduce required inflows to 1,200 acre-feet target by implementing a prohibition against watering lawns between the hours of 10 a.m. and 6 p.m At a 30% storage capacity, the City can reduce Bay & Estuary Inflow targets to zero by implementing a rule that keeps the time of day prohibition and also includes a prohibition against lawn watering any more often tlmn five days. These changes were made in exchange for the City implementing a construction project consisting of a Nueees River Overflow Channel and a pipeline to divert water to a specified local/on within the Rincon Bayou area. The Rincon Bayou is an area that is being brought back into a condition that w/il allow it to again function as a nunnery area for aquatic species. Water Production and Distribution. "Raw" water is processed at the O.N. Stevens Water Treatment Plant located in the northwest end of Corpus Christi. The plant is currently rated at 167 million gallons per day ("MGD") production capacity. To ensure that the Plant can operate during electrical outage periods, the City has on-line at the Plant the ability to generate 6 megawatts of electxicity. The City has five ground storage reservoir pump stations and four elevated storage mnk~ with a total distribution system storage of 63.15 million gallons. The elevated storage tanks are used to provide emergency storage and to absorb peak demand loads. The water distribution system has approximately 1,445 miles of pipe ranging in size fi'om 2" to 60". Water Customers. The City of Corpus Christi is a reg/onal water supplier in that in addition to the "raw" water used by the City for its own custoraers, the City sells "raw" water and "~eated" water on a wholesale basis. Approximately 125,000 acre-feet of raw water is diveFted on an annual basis by all customers (City included). The City sells "raw" water to the Mice Water Authority (City of Mice), the Beeville Water Supply District (City of Beeville), the City of Mathis, Flint Hills Resources Re£mery (formerly Koch Refinery), and Hoechst-Celanese. 45544955.2 -1 6- The City sells "treated" water to the South Texas Water Authority (Cities of Kingsville, Bishop, Agua Dulce, Banquete, Driscoll and Rtcardo), Nueces County Water Cen~ol & Improvement Dis~ct Number 4 (City of Port Aransas) and the Violet Water Supply Corporation. The City sell,s "raw" and "treated" water to the San Patricio Municipal Water District (Cities of Odaan, Taft, Gregory, Portland, Ingleside, and Rockport). Such "~eated" and "raw" wholesale water sales are generally provided pursuant to long term contxacts for "~eated" water and perpetual contxacts for "raw" water. Re-Engineering. Vast changes have recently been undertaken by the Water Department ranging fi.om organizational changes effected through re-engineering to improvements in technology, plant, and infi.astructure. Consequently, Water Department managed costs are currently equivalent to costs incurred ia 1995-96, prior to adjustrnant for inflation. In addition sixty-two posinons have been eliminated over the past three years. Staffing ranged fi.om a high of 232 in the 1999-2000 fiscal year to 170 in the 2004-2005 fiscal year. Vacancies, in addition to other reductions and a continued investment in infi.asl~-ucture and technology, reduced controllable operation and maintenance costs. These reductions reflect a new understanding of competitive business practices, and represent an important first step in idenhfying operations and maintenance cost saving opportunities. Other potential budget reductions are anticipated as the Water Deparm~ent continues to improve operating efficiency and maintenance performance. In addition, as part of the re-engineering program, the Water Department piloted a new computerized Work Management Program (or computerized maintenance management system). This new work management system is part of a three-pronged strategy to improve productivity: 1) new organizational strategies, including work force cross-training; 2) new business practices, including more systematic work planning and scheduling; and 3) new technology, including a computerized Work Management System. The new Work Management System was installed at the O.N. Stevens Water Treatment Plant, Wesley Se. ale Dam, and Choke Canyon Reservoir during April 2002. Private sector companies operating publ/c utilities commonly use such systems. During the Fall of 2003, implementation was completed for the Water Distribution activity. The Work Management System portion of the reenginec'ring effort is complete. System Improvements. The Wesley E. Se, ale Dam, which unpounds Lake Co~pus Ctuisti Reservoir, has gone through two major rehabilitation projects. In 1995 all of the Spillway Crest Gates were rehabilitated and were strengthened to be able handle the Probable Maximum Flood (PMF) event, and in 2001, a project to ensure that the dam had the proper stability safety factor was completed. Existing emergency generator sets have recently been replaced to give reliable emergency power to the dam. The Bureau of Reclamation, which designed and built the Choke Canyon Dam, conducts periodic inspections. The City is in the process of implementing the recommendations enumerated in the Bureau's latest inspection report. The Bureau has given the Choke Canyon Dam an excellent rating. The City completed several projects in 2001 that enhanced the ability of the O.N. Stevens Water Tream~ent Plant to produce drinking water that meets not only today's requU'e'ments but also upcoming requirements. Some of these projects included the total renovation of the filtration portion of the process and the rehabilitation of half of the basins in which the sedimentation process occurs. Pending projects include a total renovation of the filter backwash system and the revamping of the existing SCADA system, a raom efficient consol of the production process and the dista'ibution process. in the Disu'ibution System, the Water Department has embarked on a Transmission Mala project. The initial phase included the installation of 60", 54", and 48" diameter pipes to a pump station recently constructed in the Southside of Corpus Ckristi. The 60" portion of the Project, which is 8.5 miles in length, is complete, as well as the 54" and 48" portions. Upon the £mal completion of the Transmission Main Project, there will be an additional Transmission Main System fi-om the O.N. Stevens Water Treatment Plant to the Flour Bluff area that could proceed across the Laguna Madre to Padre Island. The entire project is targeted for completion by 2008 The total length will be well over 40 miles. Ia addition to the l:h~rnp Station constructed on the Southside, two existing pump stations (Caldwell and Savage Lane) have been replaced by the North Nax4gation Pump Station on the Westside. The pump station located on Padre Island is being totally rehabilitated and replaced by a new pump station. Other improvements to the Padre Island area include a new elevated storage tank and a 50~,000 gallon Aquifer Storage and Recovery (ASR) project designed to off-set seasonal peak water demand on the Padre Island. Description of City's Storm Water Drainage System Service Area. The storm water drainage system service area is located within the City limits. Storm Water Collection System. Corpus Christi's storm water collection system consists of approximately 100 miles of major open drainage di~:hes, approximately 765 wales of minor roadside ditches, and approximately 1,0~0 miles of underground storm drainage pipe. The drainage pipe ranges in size from 12" to 72" and consists primarily of concrete and smaller quantifies of PVC and corrugated metals. Large concrete box culverts also exist throughout the system. This system also includes approximately 17,000 inlets, three storm water pump stations, 23 storm drain flap gates and five storm sm'ge protection levee gates. City storm water forces assume the responsibility of maintenance and rehabilitalaon for the system. Maintenance includes mowing approximately 2,500 acres of right-of-way adjacent to the ditches, ditch grading, erosion repair and removal of flow reslxictions. Environmental Requirements. la 1995, the City, along with its co-permittees (Port of Corpus Christi Authority; Corpus Christi Jumor College District; Texas A&M University-Corpus Christi; and Texas Department of Transportation-Corpus Christi) was issued a five-year National Pollutant Discharge Elimination System (NPDES) permit to allow discharge of storm water from the municipal separate storm sewer system (MS4) to the waters of the United States. The City has submitted an application for the renewal of MS4 permit to the TCEQ. Storm Water staff administers several storm water quality management prog~mns under the permit including Wet Weather Monitoring, h:nproper Disposal Inspection, and Conslruction Site Inspection. Staff also responds to bav~rdous material spills within the City by providing back-up to and coordinating efforts with the City's Fire Deparmaent's I-ta?.rdous Material Response Team to minimize the impact to the environment. System Improvements. Major infrastxucture u:nprovements axe identified in the City's FY 2004-20~6 and long-range D~inage Capital Improvement Plan. Drainage system improvement projects include channel enhancements, increased system capacity projects, storm water quality improvement projects, implementation plans, cufl~ and gutter replacement projects, and budge rehabilitation/replacement projects. One major capital project in progress is the Storm Water Master Plan. The objective of this project is to create a comprehensive master plan that establishes policies, identifies priorities, and sets standards for drainage improvements and future development. To date, the hydrology portion is near completion; policies have tentatively been adopted and drainage sub-basins have been &t-me, d; hydraulic analyses are in early stages, and the outline of the Storm Water Criterta and Design Manual has been drafted. Project completion is expected by the end of 2004. Description of City's Wastewater System Service Area. The wastewater system service area is located primarily within the City limits. Wastewater Customers. Cun-ently, the wastewater system has approximately 78,788 customers. Inside City Limits Single Family Residential wastewater customers pay for wastewater service based on their 4554~955.2 - ] 8- average winter consumption of water. This winter average will be used for one full year with the next year's rates being adjusted to recover the average of the prior three years' revenue from these customers, thus eliminating revenue fluctuations due to changes in water consumption. Wastewater Collection System. Corpus Chfisti's wastewater collection system consists of over 1,209 miles of gravity mains interwoven with approxtmately 83 miles of force mains, 16252 manholes, and 93 lift stahons. The collection system provides service to over 76,000 customers in a 137 square mile ama. The collection system consists of a my'nad of clay, fiberglass, cast and/or ductile iron, asbestos cement and reinforced concrete, and PVC lines ranging in size from 2.5" diameter (for force rnaing) to 60" diameter (for trunk mains). City wastewater employees assume the responsibility of maintenance, repair and rehabilitation for every aspect of the wastewater collection system except for that portion on private property. On an annual basis, wastewater forces with the assistance of service contractors respond to 23,800 cnstomers, install over 600 clean-outs, repair, replace or rehabilitate about 220 manholes, and clean over 1.2 million feet of wastewater mains. Wastewater Treatment- The City owns and operates six wastewater treatment plants with a combined treatment capacity of 4,4.7 MGD (million gallnns/day). Five of the treatment plants utilize the activated sludge process with the sixth using a two stage trickling filter system. Each of these plants is in compliance with applicable State and Federal law. System Improvements. In FY 2003-2004, the average aggregated daily flow at the City's wastewater treatment plant averaged 29.5 MGD (million gallons per day), which is 66.2% of the aggregate perm/tted capacity of all the treatment plants. The City is currently negotiating the purchase of a site for the new wastewater treatment plant to replace the Broadway wastewater treatment plant. The new plant is scheduled to he constructed in the refinery district by 2010. Currently the Wastewater Department is implementing the Computerized Maintenance Management System (CMMS), as another method to tmprove the efficiency of the maintenance and repaix effort of the work force. As of January 2003, all plants and li/'t stations are using this work management system to address Computer Management Operafons Maintenance (CMOM) regulations to be added to wastewater discharge permits. Collection line systems will soon be added to this system Other major projects which the City will commence in the near future that will benefit the environment and improve service to rote payers include: · the rehabilitation of some of the major trunk mains and force mains; · odor abatement at the treatment plants and major lift stations which will reduce the emission of hydrogen sulfide and other noxious gases into the atmosphere [Allison and Arcadia Lif/Stetious]; · collection system rehabilitation and enhancement projects to reduce Inflow/Infiltration flows, as a continuation of a multi-year program; · process improvements at three of the plants to increase efficiency of treatment, ensuring environmental compliance [a~r at Laguna Madre, Allison biosolids and clarifer bridges at Oso]; · multiple lift station/force main upgrades to provide for continuing capacity to accommodate growth of the community [Manna heads, Buckingham, Kennedy McBridge, Len~, Ctmarron, and North Clarkwood Lift Stations]; · diversions of flows from one service area to another, in accordance with the Facilities Implementation Plan, to better balance the treatment capacities of the plants, while eliminating need for thi'ee lift stations [Carolyn Heights Diversion]; 45544955.2 -19- · replacing the antiquated trickling filter Broadway plant in the Central Business District with a new, activated sludge plant, complete with state-of-the-art odor control facilities located in the City's Port/Industrial District; · developing a City-wide Wastewater Master Plan t~ replace the 20 year old document, proceeding on a service area by service area basis until completed; · providing permanent liquid disinfection facilities at four plants, eliminating the hazard potential for release of toxic chlorine gas from compressed vessels to comply with the Clean Air Act. Re-Engtnecring The Wastewater Department initiated organizational changes to make improvements in operational efficiency. Fifty-one positions have been eliminated over the past five years. Staffing ranged fi.om a high of 228 in the 1999-2000 fiscal year to 177 in the 2004-2005 fiscal year. Vacancies, m addition to other reductions, and a continued investment in infrastructure and technology, reduced controllable operation and maintenance costs. The Wastewater Department has implemented a Computerized Maintenance Management System (CMMS), as another method to improve the efficiency of the maintenance and repair efforts of the work force. As of January 2004, all plants and Lift stations are using tiffs work management system. In June 2004, the Collection System work group also began use of the CMMS te manage workload. Description of City's Gas System Service Area. Thc gas system serves the City as well as a few areas immediately outside the City limits. The service territory covers about 180 square miles and extends 40 miles fi.om northwest Calallen to Padre Island. Most of the growth in the last five years has been in the northwest and south sections of the City and ou Padre Island. Gas Customer~. As of June 30, 2004, the gas system is serving 54,877 active customers of whlch about 94% are residential and the balance are commercial and industrial accounts. Residential sales account for about 55% of total revenue. The City's rote structure for all gas cus~mers allows the City to pass ti:dough to its customers all costs of gas purchased by adding the cost of gas to the cost of servace. Gas Supply. The gas system currently receives 100% of its supply from one source, National Energy and Trade, L.L.C. About 93% of this supply is deLivered to the City through two principal city gate stations into the Corpus Christi System; the remainder flows through three smaller purchase points to serve the Amaaville/Calallen System, the Padre Island System and he Cotmtry Creek/King Estates System. Total gas load requirements vary fi.om about 5 MMCFD in summer to about 37 MMCFD in the winter with peaks near 80 MMCFD during sustained fi'eezes. The gas supply for the Corpus Christi System is taken from National Energy and Trade's South Shore Pipeline. This line extends along the west and south sides of the City fi.om the Leopard Street/Corn Products area to the Barney Davis C.P. & L. Power Plant in Flour Bluff. The City is obligated to pay only for gas actually delivered al a cost based on a benchmark price, adjusted each month in proportion to a pubLished index. Thc existing gas purchase contract became effective July 1, 2001, and will continue in force until June 30, 2006. Gas Distribution. The gas system consists of about 1132 miles of coated steel mains of various sizes up to 16-inch, all under cathodic protection and about 147 miles of polyethylene mains. The Gas Department normally installs 10 to 15 miles of main each year including the replacement of 1 to 3 miles of main. Them are 93 pressure regulating stations that maintain proper gas supply and pressure to 31 45544955.2 -20- separate disla-icts. The amount of loss-and-unaccounted-for gas for this system has been less than 0.20% of total purchase for the last five years. In the 1960's, the City acquired two other gas dis~bution systems operating within its service area. The resulting debt was retired within several yem's, and the City gas disWibution system has continued to operate on a debt-free basis since then. System Improvements. Last year over 23,286 feet of 16-inch trunsmission main was installed_ In 2004- 2005, installation of 27,000 feet of 16-inch transmission main is proposed. Subsequent construction over the next three years of approximately 67,500 feet of txansmission main will connect the Corpus Christi System with the Annaville/Calallen System. This will e~hance the City's deliverability of natural gas to the Annaville/Calallen System through the existing Corpus Christi System and supply points already in place. In addition, the strateg/cally located high pressure main extension will place the City in proximity to other alternative gas suppliers and will enhance the City's future gas supply negotiatmns. City's Combined System Management and Employees Management. The Water, Wastewater, Storm Water, and Gas Departments are all under the supeawision of the Assistant City Manager for Public Work and Utilities. Ronald E. Massey - Assishant City Manager for Public Works and Utilities Mr. Massey was appointed as Assismat City Manager for Public Works and Utilities in September 1999. In this position, he oversees the Water, Wastewater, Storm Water, Gas, Maintenance Services, Stxeet Services, Solid Waste, and Engineering Services Departments and the Corpus Christi Metlmpolitan Planning Orga-mzation. Prior to this appointment, Mr. Massey was the Director of Public Works for the Town of Franklin, Massachusetts, for six years and served as an installation manager with the US Army for ten years. He received a Bachelor of Science in Chemistry from the University of Dayton and a Master of Science in Management from the University of Central Texas. Eduardo Garagta, P.E. - Water Superintendent Mr. Garatta holds a Bachelor of Science degree in Civil Engineering fi'om the University of Texas at Austin and a Master of Business Administration from Corpus Christi Share University. He is a registered professional engineer and holds a CLass "A" water license. Mr. Gar-aria has worked for [he City in the Water D~arlment for 25 years, eight years as Assistant Water Superintendent and [he last seven years as Water Superintendent. Previously, he worked for the Texas Highway Depastment, Mobil Oil Corporation, and Maverick Engineering Company. Mr. Garatla was promoted to Water Superintendent in February 1997. Foster Crowell - Dixector of Wastewater Services Mr. Crowell holds a Bachelor of Arts degree in Government from the University of Texas/Pan American at Edinburg. He holds a Class "A" wa~er license and a Cla~s "A" wastewater license fi.om the Texas Natural Resource Conservation Com-rmssion. Mr. Crowell has 35 years of municipal public works experience, including 25 years with the City of Corpus Christi Wastewatea' Department. Prior to his appointment as Director of Wastewater Services, he served as the Assistant Wastewater Sul:~nntendent since Jaauary 1980. Previously, he worked for the cities of Kiagsville and RaymondviIle, Texas. Mr. Crowell was promoted to Director of Wastewater Services in April 1999. Valerie H. Gray, P.E. - Storm Water Superintendent Ms. Gray holds a Bachelor of Science degree in Civil Engineering from the University of Notre Dame in Indiana and is a Regnstered Professional Engineer. Ms. Gray has worked for the City for 17 years. Her prior experience includes working for Texaco, U.S.A.. Ms Gray worked in the Housing and Commulxity Development and Traffic Engineering Departments before moving to the Water Department, fulfilling the 45544955.2 -21 - responsibilities of Water Construction and Water Distxibutiun Superintendent positions. Ms. Gray was promoted to Storm Water Superintendent in 1995. Deborah A. Marroquin, P.E. - Gas Superintendent Ms. Marroqina holds a Bachelor of Science degree in Natural Gas Engineering fi.om Texas A&I Umversity and is a Registered Professional Engineer. Ms. Marroquin has worked for the City for 17 years, her prior experience includes working for Exxon Co., USA, as a Reservoir Engineer. After gaining experience in several activities in the Gas Department, she worked in the City Manager's Office for 6 months. Ms. Marroquin was promoted to Gas Superintendent in Jannaxy 1995. Employees. As of July 31, 2004, the number of budgeted employees of the Gas, Water, Storm Water and Wastewater Divisions were as follows: Gas Department 148 employees Water Department 170 employees WastewaterDepastment 177 employees Storm Warm' Department 68 employees No Labor Unions. The employees of the City' Combined System are not organized as a collective bargaining unit and under current State law have no legal authority to so organize. Employee Pension Plan and Benefits. The City's employees participate ia the Texas Municipal Retirement System. This plan, the contributions made to this plan, and the City's unfunded pension fund liability are further described in Note 9 in Appendix B hereof. [The remainder of this page intentionally left blank.] 4554.4955.2 -22- CITY'S COMBINED SYSTEM OPERATIONS City Water System Statistics The following table sets forth the volume of treated and untxeated water sold by me City through its Combined System to various types of customers in each of the City's most recent five fiscal years: Table 1 Water Sales (in Million Gallons) (Fiscal Years Ended July 31) 2000 2001 2002 2003 20~4 TREATED WATER Inside City Residential (1) 7,382 6,591 6,443 5,872 5,677 Commercial(2) 4,658 4,473 4,523 4,484 4,429 Indus la'iai 2,161 1,741 1,076 822 769 Other (3) 657 654 1,386 896 1,344 Subtatal 14,858 13,459 13,428 12,074 12,219 Outside City Residential(l) 8 9 9 8 9 Commercial(2) 355 528 509 533 512 Indus~al 7,946 8,500 8,045 7,951 7,637 Other (3) 2 2 3 1 1 Subtotal 8,311 9,039 8,566 8,493 8,159 Outside City Wholesale Total Treated Water 2,303 1,467 2,465 2,063 2,146 25,475 23,965 24,459 22,6~0 22,524 UNTREATED WATER 11,867 11,948 12,433 8,893 10,6~ TOTAL 37.606 31_382 36.892 31_523 33_223 (1) (2) Includes one and two family residences. Includes Multifam.ily (over two family) residential. (3) Includes hospitals, schools, churches, municipal and other governmental uses. In some cases, individual governmental entities may have multiple accounts as a result of multiple facilities. 45544955.2 -23- The following table sets forth the total revenues from sales of txeated and untreated water made to various types of customers through the City's Combined System in each of the City's most recent five fiscal years: Table 2 Water Sales (Ia Dollars)(4) (Fiscal Years Ended July 31) TREATED WATER 2000 2001 2002 2003 2004 Inside City Residential(l) $17,887,478 $18,560,191 $19,052,662 $18,381,731 $19,578,988 Commercial(2) 10,311,987 9,774,157 10,070,574 10,851,277 11,192,159 Industrial 2,960,778 2,325,929 2,023,717 1,362,021 1,377,505 Other (3) 1,437,528 1,572,992 1,447,537 1,593,3(74 2,422,121 Subtotal 32,597,771 32,233,269 32,594,490 32,188,393 34,570,773 Outside City Re~ail Residential(l) 42,648 49,089 47,975 48,299 51,369 Commercial(2) 1,171,887 1,574,371 1,577,174 1,676,889 1,672,036 l~duslhal 14,195,515 13,878,879 14,062,875 14,899,786 15,826,479 Other (3) 11,084 11,914 16,578 8,218 7,528 Subtotal 15,421,134 15,514,253 15,704,602 16,633,192 17,557,412 Outside City Wholesale 2,895,602 3,20),636 3,336,644 3,102,863 3,~42,226 TotalTreated Water 50,914,507 50,951,158 51,635,736 51,924,448 55,670,411 UNTREATED WATER 8,250,136 7,260,293 7,614,153 6,521,418 9,421,481 TOTAL $59_164.643 $58.211.451 ~ $58.445.866 ~ (1) Includes one and two family residences. (2) Includes multifamily (over two family) residential and commercial. (3) Includes hospitals, schools, churches, municipal and other governmental use. Ia some cases, individual governmental entities may have multiple accounts as a result of multiple facilities. (4) Prepared from City's Combined System records on a cash basis and therefore will not agree with the financial statements in Appendix B which are prepared on an accrual basis. 45544955.2 -24- The followmg table sets forth the number of the City's Combined System water customers of each type for treated and una'eated water at the end of each of the City's most recent five fiscal years: TREATED WATER Inside City Number of Water Customers (Fiscal Years Ended July 31 ) Table 3 2000 2001 2002 2003 2004 Residential (1) 70,397 69,832 70,085 71,730 75,114 Commercial(2) 6,848 6,492 6,588 6,763 7,026 Industrial 4 4 4 4 4 Other (3) 1,153 1,098 1,466 69~ 538 Subtotal 78,402 77,426 78,143 79,190 82,682 Outside City Residential (1) Retail Commercial(2) Industrial Other (3) Subtotal Outside City Wholesale Total Treated Water UNTREATED WATER TOTAL 94 93 83 88 83 146 148 141 143 148 25 14 20 20 20 2 2 2 2 2 267 257 246 253 253 3 3 3 ~ 3 78,672 77,686 78,392 79,446 82,938 7 7 7 7 6 78.679 77.693 78.399 79_451 82_944 (1) (2) (3) Includes one and two family residences. Includes multifasmly (over two family) residential, and commercial. Includes hospitals, schools, churches, municipal and other governmental use. In some cases, individual governmental entitie~ may have multiple accounts as a result of multiple facilities. 455449552 -25- The following table sets forth the largest retail and wholesale purchasers of treated and untreated water fi.om the City's Combined System as of the end of its two most recent fiscal years: Table 4 Largest Water Customers (Based on Revenues) (Fiscal Year Ended July 31) 2003 20O4 Retail Treated Water Valero Refining Company (5580 Up River Road) $4,443,440 $4,839,078 Equistar (formerly Oxy) 3,174,343 3,126,742 Citgo Refining (East) 2,258,117 2,488,519 Flint Hills Resources Refining - East Plant (formerly Koch) 1,608,087 1,564,884 Valero Refining (formerly Coastal States Petrol) 1,330,889 1,671,670 Flint Hills Resources Refining - West Plant (formerly Koch) 677,603 723,572 Citgo Refining & Chemical (West) 681,288 768,452 Public Works (NAS) 574,393 673,086 Valero (5445 Up River Road) 448,834 672,446 Javalena Refining 426,587 445,435 Total ~ $16_973.884 g/holesale Treated Water San Patricio Municipal Water District South Texas Water Authority Nueces County Water Control Dismct No 4 Total 1,725,379 1,794,317 734,681 1,017,350 640,517 737,604 $3.100_577 $3.549.271 Wllolel~ale Untreated Water San Patricio Mumcipal Water Disthct Beeville Water Supply District Alice Water Authority City of Mathis Various Industrial Customers(l) Total $4,442,963 $5,535,153 597,324 553,009 194,412 748,462 147,676 160,683 1,867,499 2.542.791 (1) Flint Hills Resources, Celanese 4554.49552. -26- The following table sets forth selected statistics relevant to the capacity and operations of the City's Water Supply System in each of its most recent five fiscal years: Table 5 Selected Water Operating Statistics (Fiscal Years Ended July 31) Rainfall (inches) (1) Water Supply: System Firm Yield in acre feet System Demand in acre feet Water Production: 2000 26.76 183,160 114,663 2001 2002 2003 2004 32.00 31.39 33.70 40.89 183,160 183,160 183,160 183,160 120,500 117,315 111,083 112,254 167 167 167 111 105 120 Rated Capacity m Million Gallons per Day 167 167 Maxtmttm Daily Demand in Million Gallons 111 99 per Day Water Ihstribution: Unaccounted for Percentage (%) 5.6 5.2 11.0 10.5 9.0 Per Capita Consumption in Gallons Per Day(2) 118 148 120 116 123 (1) Rainfall measured at Corpus Christi International Airport as of July 31 of each year. This measurement does not reflect rainfall elsewhere in the Nueces River Basra Watershed. (2) This represents ~eated water uses minus industrial uses and wholesale lmeated water sales. City Wastewater System Statistics The following table sets forth the largest users of wastewater from the City's Combined System as of the end of its two most recent fiscal years: Table 6 Ten Largest Wa.stewater Customers (Fiscal Years Ended July 31) Sam Kane Beef Processors, Inc. El Paso Field Services TRT Development Company - Omm Bayfi'ont Texas A & M University Bay Area Medical Center Spohn Memorial Hospital The Shores Apartments AOFllLP (The Wharf Apartments) Arbor Apt Nueces County Courthouse Total 2003 2004 $438,882 $414,690 86,645 103,470 80,291 91,364 63,433 97,920 59,302 63,064 55,372 58,859 43,167 42,292 40,975 49,977 8,332 36,401 34,192 33,968 $910.591 $992.005 45544955.2 q27- The following table sets forth the number of residential and commercial wastewater customers from the City's Combined System as of the end of its five most recent fiscal years: Number of Wastewater Customers (Fiscal Years Ended July 31) 2000 2001 2002 2003 2004 Inside City Residential 67,315 69,819 69,152 69,572 72,131 Commercial (1) 7,155 6,555 6,465 7,422 6,631 Outside City Resid~tial 2 3 4 4 4 Commercial (1) 20 21 23 21 22 TOTAL 74.492 76398 75.644 77.019 78.788 Table 7 (1) Includes multi-family (over two families) residential, commercial, industrial, and public agencies. The following table sets forth the mount of wastewater that was treated at each of the City's Wastewater Facilities as of the end of its most recent five fiscal years. Plant Broadway Oso Greenwood Laguna Madre Whitecap Total Wastewater Treated (Millions of gallons) Fiscal Years Ended July 31 2000 2001 2002 2~3 20~ 1,646 1,702 2,119 2,294 1,683 4,523 4,419 4,308 4,690 4,588 1,382 1,525 1,715 1,892 2,026 1,138 1,206 1,057 1,179 1,230 620 582 646 780 775 452 455 528 456 477 9.761 9.889 10.373 11.291 10.780 26.6 27.1 28.4 30.9 29.5 Table 8 Daily Average 0VIGD) 45544955.2 -28- City Gas System Statistics The following table sets forth the most recent annual gas purchases and sales fi.om the City's Combined System: Table 9 Annual Gas Purchases and Sales (Fiscal Years Ended July 31) 2003 2004 Ave'rage Day Mcf 9,992 8,964 Maximum Day Mcf 37,706 32,455 Purchases Mcf 3~646,928 3,271,850 Sales Mcf 3,592,921 3,179,922 Lost & lJuacconnted-for Gas % 1.48% 2.8% The following table sets forth the number of gas customers for the City's Combined System as of the end of its two most recent fiscal years: Table 10 Gas Customers (Fiscal Years Ended July 31) 2003 2004 Residential 52,529 52,608 Commercial 2,640 2,601 Hospitals, Schools, & Churches 383 375 Industrial Customers 1 . 1 Active Customers 55.553 55.585 45544955.2 -29- The following table sets forth the largest gas customers for the City's Combined System as of the end of its two most recent fiscal years: Table 11 Ten Largest Gas Customers (Fiscal Years Ended July 31) 2003 2004 Public Works (NAS) $1,710,804 $1,411,301 Spohn Hospital (Shoreline) 405,970 435,214 Driscoll Hospital 394,449 376,070 Bay Area Medical Center 483,575 360,061 H. E. Butt Grocery (McBride) 318,927 332,493 Spohn Memorial 249,577 264,342 Corpus Christi Housing Authority (various locations) 274,316 253,051 Christus Spohn (44th Street) 176,723 205,965 H. E. Butt Bakery (McBride) 205,416 169,903 Spohn Hospital (South) 204,471 142,137 Total ~ $3.950.537 CITY'S COMBINED SYSTEM RATES Ratemaking The City Council of the City has the power to establish and increase rates for service provided by the City's Combined System, subject to some conlractual llmitafious and subject to the limited regulatory jurisdiction discussed below. In setting water, wastewater and gas rates, the City is bound by the legal requirement that such rotes must be reasonable, equal, and uniform and that no fi-ce service may be allowed, except at the discretion of the City Council for certain public buildings and facilities operated by the City. By law, the City must charge and collect rates sufficient to pay all operating, maIntenance, depreciation, replacement, betterment, and interest charges of the City's Combined System and to maintain an interest and sinking fund sufficient to pay any bonds or notes issued to purchase, construct, or improve the City's Combined System or any outstanding indebtedness of the City's Combined System. Rates for sales of water to other political subdivisions on a wholesale basis, and certain appeals of rotes for outside-City customers, are subject to the jurisdictmn of the ICEQ. By law, however, the TCEQ may not fix a rote which is less than the amount reqmred to meet the debt service and bond coverage reqttixements of the City's water facilities. Certain disputes as to sales of surface water may also be subject to the jurisdiction of the TCEQ. Gas rates are subject to appeal to the Texas Railroad Commission. In setting rates, the City Council of the City must consider, among other things, the current federal gm&lines regarding user charges and certain charges required of federal cous~uction grant recipients under the Clean Water Act Usage of the City's wastewater facilities is not metered for rate purposes. Instead, wastewater rates are based upon water usage for all customers except Single Family Residential Inside City Limits customers. Those customers' wastewater rams axe based upon winter water usage, and the overall rote is adjusted annually to compensate for increases or decreases in average wiatm- consumption. 45544955..2 -30- The magnitude and frequency of rate increases will depend upon factors such as the rote at which City's Combined System and maintenance and operating expenses increase in the future, the interest rate on City's Combined System revenue bonds sold to meet the City's Combined System future capital requirements, the extent to which City's Combined System revenue bonds are used to meet those capital requirements, the volume of water and gas sold, and future changes in environmental requirements. City Charter Amendment Regarding Rates Ruled Void On January 19, 1991, the residents of the City voted to approve an amendment to the Home Rule Charter of the City, the effect of which would be to limit the mount of rate increase for each utility service operated by the City in any fiscal year to six percent over the rate charged the preceding year The amendment fuxther provides that a higher rate may be adopted on a temporary basis for the next fiscal year if all members of the City Council declare an emergency. In 1996, the City Council approved the billing of raw water costs on a "pass through" basis, much as costs of natural gas are billed, without limiting billed raw water cost increases by the purported 6% per annum Home Rule Charter limit. In 1996, the City contracted with the NRA for the financing, acquisition and constxuction of the Lake Texana Pipeline. In that contract (the "NRA Contract") the City covenanted "to fix and collect such rates and charges for services to be supplied by the City's Combined System as will produce revenues at all times during the term of the NRA Contract in an amount at least equal to (i) all of the expenses of operation and maintenance of the City's Combined System, including specifically its payments under the NRA ConWact and the contracts specified in Table 20 hereof, and (ii) all other amounts as required by law and the provisions of the ord/nances or resolutions authorizing the City Priority Bonds or other obligations now or hereafter outstanding payable, in whole or in part, fi.om the revenues of the City's Combined System, including the amounts required tu pay all principal of and interest on such Priority Bonds and other obligations." The NRA filed a bond validation suit to validate the NRA Contract and its bonds. Ex Parte Nueces River Authority, No. 96-11-2006642V, 38th District Court, Uvalde County, Texas. In its Final Judgment issued December 31, 1996, validating the NRA Bonds and the NRA Contract, the Court held: "7. IT IS FURTHER ORDERED, ADJUDGED AND DECREED that Article IX, Section 10(a) of Corpus Christi's City Cha~er [the rate cap provision] is invalid and void bemuse it is inconsistent and in conflict with State law in violation of Article XI, Section 5 of the Texas Constitution, including but not limited to Articles 1111-1118, Texas Revised Civil Statutes (now codified as Chapter 1502, Texas Government Code), and Sections 13.139, 13.182, 13.183, and 13.250(a) of the Texas Watea- Code; because it constitutes illegal arbitrary ratemaking, because it violates the duty ora public utility to provide adeqnat~ service at fat' and sufficient rate's; and because it unconstitutionally impairs obhgations of the City of Corpus Christi [list of obligations], said impairment being in violalJon of Article I, Section 16 and Article XI, Section 5 of the Texas Constitution and Article I, section 10, cl. 1 of the United States Constitution. * * *10. IT IS FURTHER ORDERED, ADJUDGED AND DECREED that the NRA Contract requires the City Council of the City of Corpus Christi to fix and collect such rates and charges for services to be supplied by the City's Combined System ns will produce revenues at all times during the term of the NRA Cun~act sufficient to pay all expenses of operation and maintenance of the City's Combined System and principal and interest on the Priority Bonds, and nothing in the City Chaxter, including but not limited to Article IX, Section 10(a) and Article I, Section 4, or in State law, limits or restricts the ability of the City Council of the City of Corpus Christi to fix reasonable, equal and uniform rates for the City's Combined System sufficient to pay all operating and maintenance expenses of the City's Combined System and to pay principal and interest on the Priority Bonds". Clty'~ Water Rates Recent Changes in Rate Structure. Prior to January 1, 1997, costs of mw water, water trea~nent, water distribution, and administrative costs were recovered thxough graduated posted block rates for each category of customer. 45544955.2 -31- Beginning January 1, 1997, reteil water customers are charged raw water charges in addition to posted block rates fixed to recover costs of txea~nant, chstribution, and billing. The raw water charges are calculated annually based on projected raw water costs, projected total consumption, and an anmml up" adjnsanent. Prior to FY 2002, the raw water charge was calculated monthly and fluctuated wildiy due to consumption variations. The change to an annual calculation has remedied these monthly flucuations. Raw water costs include all expenses associated with developing, acquiring, or delivering raw water. Therefore all costs associated with raw water are "passed through" to water customers with this charge. Rate Increases. When water charges were split between mw water costs and cost of service block rates, the posted cost of service block rates were reduced to provide substantially the same aggregate armual revenue fi.om each class of cnstomer as under prior rates before changes in mw water costs. However, the separate raw water charge is intended to permit increased raw water costs associated with financing and operating new water resources to be allocated among the City water customers in proportion to their water usage. To fund all City's Combined System projects currently in the 2004-2006 and long range Capital Improvement Planning Guide, futm-e rate increases will be required. In July 2004, the City Council approved a rate ordinance which includes a 5% increase for Water. Wastewater and Gas for FY 2004- 2005. Current Rate& The raw water rate for FY 2005 is $0.904 per 1000 gallons for rate paying customers and $0.946 for contract customers. Posted retail cost of service block rotes are composed of a fixed minimum charge based on meter size and an additional charge based on consumption. The posted cost of service block rates (excluding raw water charges) are set forth in the following table: Table 12 Retail Posted Cost of S~rvice Water Rate Minimum Monthly Charge Me,er Size Inches Inside City Limits 5/8 x 3/4 (Residential) $6.430 5/8 x 3/4 (Commercial) 9.279 1 14.809 I ~ 24.879 2 38.709 3 138.890 4 158.458 6 238.804 8 and larger 357.610 Large Volume - (any size) $12,056.203 Outside City Limits $13.651 19.369 30.388 50.544 78.188 278.553 317.709 476.979 716.024 $20,116.981 4554~955.2 -32- Cost Per Cost Per Money Water Consnmption Charge Residential 1000 Gallons(l) I000 Gallons(2) First 2,000 gallons Minimum Minimum Next 13,000 gallons $2.223 $4.658 Next 15,000 gallons 3.137 4.658 Next 20,000 gallons 3.839 4.658 Over 50,000 gallons 4.658 4.658 Cost Per Cost Per Commercial/Industrial 1000 Gallolls(1) 1000 GaLlons(2) First 2,000 gallons Minimum Minimum Next 13,000 gallons $ 2.223 $4.848 Next 85,000 gallons 1.978 4.353 Next 900,000 gallons 1.503 3.382 Over 1,O00,OOO gallons 1.178 1.845 (1) Inside city limits. (2) Outside city limits. City's Wastewater Rates Rate Increast~. To fund all City's Combined System projects currently m the 2004-2006 Capital Improvement Planning Guide, future rate increases will be required. In July 2004, the ordinance for FY 2004-05 provided for a 5% increase for Water, Wastewater and Gas. Current Rates. Wastewater rates, which are based on winter water consumption during the winter months, are summarized in the follow'ag table (for customers with 250 parts per million or less of biochemical oxygen demand, and 250 parts per million or less of snspended solids): Class One family minmium One family maximum Commercial mimmum Inside City Limits $14.802/month For first 2,000 Gallons $88.641/month Up to 25,000 Gallons $21.634/month For fi~t 2,000 Gallons Table 13 Outside City Limits $28.470/month For fu-st 2,000 Gallons $160.923/month Up to 25,000 Gallons $43.269/month For first 2,000 Gallons 45544955.2 -33- The charges in addition to the above minimums, as well as the charge for all other sewer users, will be computed as dollars per one thousand (1,000) gallons of water used as follows: Table 14 Inside City Ltmits One Family Residential Commercial Outside City Limits One Family Residential Commercial Costper 1,000 Gallons $2.993 $2.302 $5.757 $4.607 Addifonal charges for customers with 250 parts per million or more of biochemical oxygen demand or 250 parts per million or more of total suspended solids are $0.2490 per pound and $0.1789 per pound, respectively. City's Gas Rates Rate Increases. To fund all City's Combined System projects currently in the 2004-2006 Capital Improvement Planning Guide, future rate increases will be required. In July 2004, the ordinance for FY 20044)5 provided for a 5% increase for Water, Wastewater, and Gas. Current Rates. Gas rotes are based on consumption in thousand cubic feet (MCI*). summarized in the following table: Residential Customer Rates Inside Winter (November through A~ril) City Limits First 1 Mcfper month or less $8.281 Next 2 Mcf per month 4.646 Next 7 Mcf per month 2.686 Next 40 Mcf per month 2.534 All over 50 Mcf 1.802 Miuimum Monthly Bill 8.281 Table 15 Ouuide City Limim $10.218 5.209 2.969 2.801 1.954 10.218 Summer (April through November) First I Mcfper month or less $8.281 Next 2 Mcf pex month 4.646 Next 5 Mcf per month 2.686 Next 30 Mcfper month 1.349 All over 38 Mcf 1.199 Mhfimum Monthly Bill 8.281 $10.218 5.209 2.969 1.481 1.274 10.218 45544955,2 -34- Partial Yea~ Customers First Next Next Next All over Minimum Monthly Bill Winter First Next Next Next Next Next Next Next Next Next All over Minimum Monthly Bill Seasonal Rates 1 Mcf per month or less 2 Mcf per month 7 Mcf per month 30 Mcf per month 40 Mcf Commercial Customer Rates I Mcfper month or less 2 Mcf per month 7 Mcfper month 40 Mcf per month 50 Mcr per month 100 Mcf per month 10O Mcf per month 700 Mcfper month 1000 Mcr per month 13000 Mcf per month 15000 Mcf Iaside City Limit~ $13.757 12.441 5.907 2.534 1.802 13.757 Inside City Limits $8.281 4.646 4.341 4.175 1.802 1.502 1.312 1.255 1.085 0.975 0.935 8.281 Table 16 Outside City Limits $16.525 14.211 6.697 2.801 1.954 16.525 Table 17 Outside City Limits $10.218 5.209 4.891 4.702 1.954 1.613 1.407 1.329 1.085 0.975 0.935 10.218 45544955.2 -35- Incentive Air Conditioniag Summer Rate The incentive summer rate is limited to customers using an annual average of less than 15,000 cubic feet per month. These customers have gas operated air cooling and/or air conditioning equipment and their average consumption in the seven summer mouths exceeds the average use consumption in the five winter months. Table 18 Cost of Service per MCF Inside Outside City Lianits CiE' Limits First 1 Mcf per month or less $8.280 $10.218 Next 2 Mcfper month 4.645 5.209 Next 7 Mcf per month 4.341 4.891 Next 40 Mcf per month 3.176 3.571 Next 150 Mcf per month 1.349 1.481 Next 300 Mcr per month 1.255 1.329 Next 500 Mcfpor month 1.085 1.142 Next 14000 Mcfper month 0.975 1.012 All over 15000 Mcf per month 0.935 0.935 Minimum Monthly Bill 8.280 10.218 Purchased Gas Adjustment Table 19 The City adjusts its gas rates monthly to take into account changes in the cost of gas fi.om the supplier. The pass-through cost of gas is adjusted for pressure base, gas lost, and unaccounted-for factors. Commercial customers who use over 15,000 cubic feet in one month and who receive gas from the City at the same pressure which the City receives it (14.65 psi) shall be billed 2.05% less per Mcf than the normal rates. Interruptions Deliveries of gas to commercial and industaSal customers may be interrupted or curtailed in the event of shortage in order to conserve gas for residential and other human need customers. City's Billings and Collection Users are billed monthly based on metered water and gas consumption, and metered wastewater in some case~. A bill is payable 21 days after the date on which the statement of account was mailed, and late payments incur a 5% penalty if paid after the next bill date. If a user fails to make payment on or before the 21st day after the bill is mailed, the City sends a second written notice regarding disconnecting for non-payment and restating the amount owed. Approximately 45 days after the initial bill is mailed, a City field representative is dispatched to the user's address to cut offCity services. A user may be required to post a cash deposit, or in some cases, a surety bond in lieu of a cash deposit for continued service if the user demouslxates a history of delinquency. The deposit is based on an average of two months consumption. If a user liable for City's Combined System charges leaves the premises to which such charges are applicable, the user will not be furnished service by the City's Combined System at new premises occupied by such user until all charges are paid. 45544955.2 -36- CITY'S COMBINED SYSTEM FINANCIAL INFORMATION Payment Record The City has not defaulted in the payment of the principal of, or interest on, its indebtedness within the last 63 years nor has the City issued any refunding securities for the purpose of preventing a default in the payment of the principal of, or interest oi~ its indebtedness within this period. Obligations Payable from City's Combined System Revenues Table 20 The following sets forth the total outstanding revenue obligations as of July 31, 2004 payable fi.om the City's Combined System revenues, adjusted to exclude the Refunded Bonds and include the Bonds. Contract Revenue Bonds and Obligations (payable as an operating expense of the City's Combined System): Nueces River Authority, Series 2003 Nueces River Authority, Series 1997 LNRA Contract (1) Lavaca-Navidad River Authority, Series 1997 $4,460,000 105,770,000 104,721,782 6,950,000 $221,901,782 City's Combined System Revenue Bonds payable fi.om Net Revenues of the City's Combined System (the "Priority Bonds"): Series 1995 Bonds Series 1995-A Bonds Series 1999 Bonds Series 1999-A Bonds Series 2000 Bonds Series 2000-A Bonds Series 2002 Bonds Series 2003 Bonds Series 2004 Bonds The Bonds $ 675,000 2,650,000 26,490,000 12,850,000 27,590,000 12,455,000 57,155,000 28,870,000 43,885,000 74,270,000 $286,890,000 (1) Charges for water under the LN1LA Conn'act are based on a formula contained in the LNRA Contract which includes a percentage of the operating and maintenance expenses of Lake Texana and a percentage of the debt service on the bonds associated with construction of this reservoir. The City has recorded on its book~ a liability in the amount of $104,721,782 for the present value (computed at 3.5%) of the debt service payments only. Subordinated Obligations: United States Dept. of the Interior Choke Canyon A~eement(2) Total -- All Payable fi.om City's Combined System Revenues $71,499,351 $580,291,133 (2) Under an agreement with the United States Depamnent of the Interior (Bureau of Reclamation), the City has agreed to pay such mount out of surplus water revenues with interest at 5.116%, subject to ce'main deferrals, in installments through 2044. (See "Subordinated Obligations" below.) 45544955.2 -37- Subordinated Obligations Table 21 The Commercial Paper Notes will be the only Subordinated Obligations currently outstanding with respect to the City's Combined System. As of July 31, 2004, the amount owed to the United States Department of the Interior (Bureau of Reclamation) for the City's remaimng share of the costs of the Choke Canyon Reservoix Project is $71,499,351 (of which $57,544,841 are allocable to water supply construction costs, $13,922,729 to recreation costs and $31,781 to fish and wildlife costs). Such amounts for water supply are payable over a term of 40 years to 2029 and amounts for recreation and fish and wildhfe over a term of 50 years to 2044, in each case with interest at 5.116% per annum. See Note 14D in Appendix B for the t~ayment schedule. As of July 31, 2004 the City had accumulated out of the City's Combined System surplus revenues $27,776,348 as a reserve for this contract obligation. On October 19, 1996, the Federal Emergency Drought Relief Act of 1996 became law. This law, m order to provide emergency drought relief to the City, deferred the payment of all principal and interest payments by the City for Choke Canyon Dam without penalty or accrued interest for a five (5) year period of time commencing on October 19, 1996. This deferment expired in 2001. 45544955.2 -38- On October 18, 1996, the Federal Emergency Drought Relief Act of 1996 became law The law, in order to provide emergency drought relief, defers all principal and interest payments for Choke Canyon Reservoir Project, without penalty or accrued interest, for a 5 year period beg4nning with the date of enactment of the Act. A total of $22,833,870 in principal and interest payments were deferred by the law. (1) Payable as a maintenance and operating expense of the System. (2) Payable as a maintenance and operation expense of the City's Combined System and extends until 2035 with annual debt service payments between 2029 and 2035 of approximately $6,800,000. These payments are included in the $189,094,573 total Contingent LNRA Contract expenses are not reflected in these amounts include: (2) any bonds issued by LNRA to refinance the LNRA Federal Contract or to acquire the Texas Water Development Board's interest in Lake Texana. and (b) expenses of operating and mamtaining Lake Texana and the LNRA Facilities payable by the City under the LNRA Contract. (3) Payable as a maintenance and operating expense of the City's water and wastewater utihty systems. (4) Payable fi.om Pledged Net Revenues of the City's Combined System. Includes the Bonds. (5) Contract with the U.S. Department of Interior-Bureau of Reclamation (the "Federal Contract"). Payment of this obligation is subordinate to the Priority Bonds and the Commercial Paper Program. The payment schedule extends until 2044 with annual payments of $4,995,163 through 2028, $4,028,976 for the year ending 2029, and $827,934 fi.om 2030 through 2043 and $612,475 for 2044. These payments are included in the $144,547,922 total. See "CITY'S COMBINED SYSTEM FINANCIAL INFORMATION - Subordinated Obligations" herein. City Investments Available City funds, including revenues of the City's Combined System, are invested as authorized by Texas law and in accordance with investment policies approved by the City Council. Both State law and the City's investment policies are subject to change. Legal Investments. Under Texas law, the City is authorized to invest in (1) obligations, including letters of credit, of the United States or its agencies and instrunaentalities, (2) chrect obligations of the State of Texas or its agencies and instrumentalities, (3) collateralized mortgage obligations directly issued by a fecleml agency or instrumentality of the United States, the underlying security for which is guaranteed by an agency or instrmnentality of the United States, (4) other obligations, the principal of and interest on which are unconditionally guaranteed or insured by. or backed by the full faith and credit of the State of Texas or the United States or their respective agencies and instrumentalities, (5) obligations of states, agencies, counties, cities, and other political subdiv/sions or any state rated as to investment quality by a nationally recognized investment rating firm not less than A or its equivalent, (6) certificates of deposit and shared certificates issued by a state or national bank, a savings bank, or by a state or federal credit union, which is domiciled in the State of Texas that are guaranteed or insured by the Federal Deposit Insurance Corporation or the National Credit Union Share Insurance Fund, or are secured as to principal by obligations described in clauses (1) through (5) and clause (13) or in any other manner and amount provided by law for City deposits, (7) fully collateralized repurchase agreements that have a defined termination date, are fully secured by obligations described in clause (1) and deposited at the time the i.nvestment is made with the City or with a third party selected and approved by the City, and are placed through a pr/maW government securities dealer or a financial institution doing business in the State of Texas, (8) bankers' acceptances with the remaining term of 270 days or less, if the short-term obligations of the accepting bank or its parent are rated at least A-I or P-1 or the equivalent by at least one nationally reco~ni?ed credit rating agency, (9) commercial paper that is rated at least A-1 or P-1 or the equivalent by either (a) two nationally recognized credit rating agencies or Co)one nationally recognized credit rating agency if the paper is fully secured by an irrevocable letter of credit issued by a U.S. or state bank, (10)no-load money market mutual funds registered w/th and regulated by the 45544955.2 41- Securities and Exchange Commission that have a dollar weighted average portfoho maturity ofg0 days or less and include m the/x investment objectives the maintenance ora stable net asset value of $1 for each share, (1I) no-load mutual fund reg/stered with the Securities and Exchange Commission that: have an average weighted maturity of less than two years; invest exclusively in obligations described m the preceding clauses and clause (13), and are continuously rated as to investment quality by at least one nationally recognized investment rating firm of not less than AAA or its equivalent, (12) pubhc funds investmant pools that have an advisory board which includes participants in the pool and are continuously rated as to investment quality by at least one nationally recognized investment rating firm of not less than AAA or its equivalent or no lower than investment grade with a weighted average maturity no greater than 90 days, and (13) bonds issued, assumed or guaranteed bytha State of Israel. Texas law also perm.its the City to invest bond proceeds in a guaranteed investment contract subject to the limitations set forth in Chapter 2256, as amended, Texas Government Code Effective September 1, 2003, entities such as the City may enter into securities lending programs if (i) the securities loaned under the program are 100% collatemlized, a loan made under the program allows for termination at any time and a loan made under the program is either secured by (a) obligations that are described in clauses (1) through (5) and clause (13) above, (b) irrevocable letters of credit issued by a state or national bank that is continuously rated by a nationally recogulzed investment rating firm at not less than A or its equivalent or (c) cash invested in obligations described in clauses (1) through (5) and clause (13) above, clause (9) above and clauses (10) and (11) above, or an authorized investment pool; (ii) securities held as collateral under a loan are pledged to such investing entity or a third party designated such investing entity; (iii) a loan made under the program is pieced through either a primary govcn'nment secuhties dealer or a financial institution doing business in the State of Texas; and (iv) the agreement to lend securities has a term of one year or less. The City may invest ia such obligations directly or through government investment pools that invest solely in such obligations provided that the pool are rated no lower than AAA or AAAm or an equivabmt by at least one nationally recogniTed rating service. The City is specifically prohibited fi.om investing in: (1) obligations whose payment represents the coupon payments on the outstanding pnncipal balance of the underlying mortgage-hacked security collateral and pays no principal; (2) obligations whose payment represents the principal stxeam of cash flow fi-om the underlying mortgage-backed security and bears no interest; (3) collataralized mortgage obligations that have a stated final maturity of greater than 10 years; and (4) collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index. Investment Policies. Under Texas law, the City is required to invest its funds in accordance under written investment policies that primarily emphasize safety of principal and liquidity; that address investment diversification, yield, maturity, and the quality and capabihty of investment management; and that includes a list of authorized investments for City funds, maximum allowable stated maturity of any individual investment and the maximum average dollar-weighted maturity allowed for pool fund groups. All City funds must be invested consistent with a formally adopted "invest~ent Strategy Statement" that specifically addresses each funds' investment. Each Investment Slrategy Statement will describe its objectives concermng: (1) suitability of investment type, (2)preservatinn and safety of principal, (3) liquidity, (4) marketability of each investment, (5) diversification of the poilfolJo, and (6) yield. Under Texas law, City mvestmants must be made "with judgment and care, under prevailing circumate.nces, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived." At least quarterly the investment officers of the City must submit to the City Council an investment report detailing (1) the investment position of the City, (2) that all investment officers jointly prepared and signed the report, (3) the begurning market value, any additions and changes to market value and the ending value of each pooled fund group, (4) the book value and market value of each separately listed asset at the beginning and end of the rq0orting period, (5) the maturity date of each separately invested asset. (6) the account or fund or pooled fund group for which 455449552 -42- each individual investment was acquired, and (7) the compliance of the investment portfolio as it relates to (a) adopted investment strategy statements and (b) state law. No person may invest City funds without express written authority fi.om the City Council. Additional Provisions. Under Texas law the City is additionally required to (1) anmmlly review its adopted policies and strategies, (2) require any investment officers' with personal business relationships or relative w/th firms seeking to sell securities to the entity to disclose the relationship and file a statement w/th the Texas Ethics CornnUssion and the City Council, (3) require the reg/ste~d principal of firms seeking to sell secm-ities to the City to (a) receive and review the City's investment policy, (b) acknowledge that reasonable controls and procedures have been implemented to preclude imprudent investment activities, and (c) deliver a written statement attesting to these requirements, (4) perform an annual audit of the management controls on investments and adherence to the City's investment policy, (5) provide specific investment lraining for the Treasurer, Chief Financial Officer and investment officers, (6) restxict reverse repurchase agreements to not more than 90 day~ and restrict the investments of reverse repurchase agreement funds to no greater than the term of the reverse repurchase agreement. (7) res~ct the investment in non-money market mutual funds of any portion of bond proceeds, reserves and funds held for debt service and to no more than 15% of the entity's monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, and (8) require local government investment pools to conform to the new disclosure, rating, net asset value, yield ealculatien, and advisory board reqmrements. City policies requke inves|ments in accordance with applicable state law. All investments which are authorized by State statute, with the exception of bankers' acceptances, commercial paper, collateralized mortgage obligations, reverse repuschase agreements, no-load money market mutual funds, nc--load mutual funds, and bonds issued, assumed or guaranteed by the State of Israel, are acceptable for investment purposes under the City's Statement of lnvesa~ent Policy. The City generally invests in obligations of the United States or its agencies and iustmmentalities. Under Texas law, the City may contact with an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b-1 et seq.) or with the State Securities Board to provide for the investment and management of its public funds or other funds under its consol for a term up to two years, but the City retains ulnmate responsibility as fiduciary of its assets. In order to renew or extend such a conWact, the City must do so by order, ordinance or resolution. The City has not contracted with, and has no present intention of contracting with, any such investment management firm or the State Securities Board to provide such services. [The remainder of th~s page intentionally left bla~lc] 45544955.2 -43- Current Investments. As of July 31, 2004, the following percentages by investment type applied to the City's investable funds, which had an aggrcgate par value of $294,525,055.16, a market value of $293,338,302.61 and a book value of $293,604,526.72 Table 24 Par Value: Money Market Local Govt. Inv. Pool Repurchase Agreement Flex Repurchase Agreements(l ) U. S. Treasuries U. S. Agencies Total City Portfolio $581,438.52 36,349,436.21 17,594,180.43 $294,525,055.16 Manket Value Book Value Market to Book Ratio Weighted Average Maturity Portfolio by Account Type (Par Value) Money Market Local Govt. Inv. Pool Repurchase Agreement Flex Repurchase Agreements(l) U S. Treasuries U.S. Agencies Total $293,338,302.61 $293,604,526.72 99.91% 94 days 0.20% 12.34% 0.00% 5.97% 0.00% 81.49% 100.00% As of such date, the market value of such investments (as determined by the City by reference to published quotations, dealer bids, and comparable information) was approximately 100% of book value. No funds of the City are invested in derivative securities, i.e., securities whose rate of return is determined by reference to some other instrument, index, or commodity. 45544955.2 44- Revenues and Expenses of the City's Combined System; Net Revenues Available for Debt Service; Coverage Ratios Table 25 The following schedule sets forth the revenues and expenses (excluding interest expense on the Priority Bonds) of the City's Combined System on a cash basis for its fiscal years ended July 31, 2000, through 2004, determined without regard to depreciation, certain capital outlays and certain accruals. The City's Financial Slatements contained in Appendix B are prepared in accordance with generally accepted accounting principles, on an accrual basis, and therefore do not reconcile with the following data. The table also sets forth the extent to which net revenues of the City's Combined System were available for payment of debt service on the Priority Bonds compared against actual average debt service requirements on the Priority Bonds. FISCAL YEAR ENDING JULY 31, 2000 2001 2002 2003 20~4 Water System $61,999,498 $59,968,319 $59,573300 $62,959,380 $68,709,704 Wastewater System 29,371.151 29,672,301 28,905,898 31,242,106 33.193,541 Operating Expenses: (1) Water System 35,721,378 40,066,168 43,355,470 40,767.820 45,747,724 Wastewater System 15,307.432 19.552,435 17,505,110 20,027.797 20,686,128 Gas System 19,571,441 33,645,136 19,470,041 29,942.120 29.739,450 Total Operating Expenses $70,600,251 $93.263.739 $80,330,621 $90,737.737 $96,173302 Combined Net Operating Revenues 41,826,131 30,925,019 30,312,351 34,992,379 36,357,029 Combined Non-Operating Revenue (2) 9,465.794 14,214,514 4,669.525 2.530,125 861,003 Net Revenue Available for Debt Service $51,291,925 $45,139,533 $34,981,876 $37,522,504 $37,218,032 Current Debt Service (3) $14,329,474 $17,251,516 $17,827,086 $24,839,862 $25,539,049 Current Debt Service Coverage 3.58 2.62 1.96 I 51 1.46 Rate Covenant Test: Average Annual Debt Sea-vien $11,009,026 $14,078,333 $13,689,670 $19,242,650 $18,892,850 Av,m'~ge Debt Servien Coverage 4.66 3.21 2.56 1.95 1.97 (1) Excludes Debt Service, Depreciation, Amortization of Water Rights, and Fish & Wildlife Rights. Includes compensated absences. (2) NKA Bonds Principal & Interest are included. Interest from Reserves and Bond funds are not budgeted. Therefore Net Income will not agree to CAFR. (3) Actual Debt Sermce paid on Priority Bonds does not include accruals and therefore will not agree with City's audited financial statements. City's Management Discussion and Analysis The following discussion and analysis is based on historical operating results shown in Table 25 above. 45544955.2 45- There has been some variation in operational results of the City's Combined System in the last five yea.rs. One impact on revenues has been annual rate increases implemented as follows: FY 2000 6% for all utilities; FY 2001 0% for Water and Wastewater and 2% for Gas; FY 2002 - 2% for all utilities; FY 2003 - 5% for all utilities. FY 2004 - 6% for all utilities. An additional factor affecting operational results has been through the Raw Water Cost Adjustment. The Raw Water Cost Adjustment (RWCA) was implemented ia FY 1997 after City Council approved the charge to pass through operating and capital costs associated with development, acquisition, and delivery of mw water. Costs of building and operating the Mayor Mary Rhodes PipeLine, which carries water from Lake Texaua, and costs of Lake Texana water rights have conthbuted to increased water revenues and operating expenses. In both FY 2002, FY 2003 and FY 2004, the RWCA was based on projected water consumption higher than was actually realized due to wet weathes conditions. The Raw Water costs incurred in those years thus had to be recovered in subsequent years through a rate tme-up. Another major factor creating fluctuation in operating revenues and expenses is the fluctuation in the costs of gas, which is passed through to consumers as a Purchased Gas Adjustment. Prices paid by the City averaged $2.980 MMBTU in FY 2002, and $5.049 in FY 20~3, and $5.391 in FY 2004. 45544955.2 -46- The foregoing projections are based on a number of assumptions and estimates, including the assumptions described below, all of which the City's Combined System management considers reasonable: · Rate Increases: For FY 2005-2006, an annual increase of 5.00% is projected and for FY 2006- 2009 an increase of 4.75% is projected. · Pass Through Charges: Charges are sufficient to cover the cost of water, operating expenses and debt service for both the Lake Texana and Garwood water rights puxchase and pipelines as well as an allocable portion of outstanding City's Combined System debt service. · Operating Expenses: Base Operating Expenses include salaries escalated at 4.33% FY 2005- 2006, 2006-2007, and 2.50% thereafter, and all other non-water operating expenses escalated at 2.5% per year. Raw Water and Pipeline Expenses include raw water-affiliated salaries escalated as above, and all raw water facilities operating expenditures at actual costs or escalated at 2.5% per year. · City's Combined System CIP: CIP projects funds from a combination of the City's Combined System Revenue Bonds, commercial paper, and pay-as-you-go financing. The projects include the drainage, wastewater, water and gas CIP projects and cons~xuct~on ch'aw schedules in the adopted FY 2004 Capital Budget and Capital Improvement Planning guide, updated to reflect expected actual cash outlays in the early years. · Bond Reserve Fund: Reserve Fund for the Bonds funded with bond insurer surety policy (assumed premium of 1.5% of Bond Reserve Fund requirement). Reserve Fund for LNKA Bonds funded from bond proceeds. · Debt Amortization: 30 years for NRA Bonds and all others 20 years. · Bond Interest Rate: Estimated interest rates for future Bonds, 4.50% for FY 2004-2005 and 2005-2006, 5.00% for FY 2006-2007 and 2007-2008, and 5.50% for FY 2008-2009. · Reinvestment Rate: 3.00% for 2005-2006, 3.50% for 2007, 4.00% for 2008 and 5.00% for 2009 on outstanding fund balances. Realization of the foregoing projections will be dependent upon a number of factors and is subject to certain risks, including those risks discussed under "BONDHOLDERS' REMEDIES." If expenses increase at a faster pace than assumed or if revenues do not increase as assumed, the City could realize substantially less City's Combined System net revenues than projected. Actual revenues could be less than projected if there is less demand for water or gas than anticipated as a result of conservation or reduced growth, or if the City is unable to obtain, transport, and treat sufficient water to meet demand, or if the City Council fails to increase utility rates as assumed, among other conditions. Actual expenses could be more than projected if additional environmental regulations are enacted, or costs of materials or labor increase at a greaer pace than projected, or tmanticipated liabilities payable fi.om the City's Combined System revenues are incurred. Accordingly, there can be no assurance that projected financial results of operations will be realized, and inclusion of such projections herein should not be interpreted as a representation to the conWary. LITIGATION AND REGULATION City's Combined System Claims and Litigation The City is a defendant in various ton claims and lawsmts with respect to the City's Combined System involving general liability, automobile liability, and various contractual matters. In the opinion of 4554-4955,2 -48- the City's management and the City Attorney's office, the outcome of the pending litigation will not have a material adverse effect on the City's Combined System financial position or operations. Purporting to act under the City's Home Rule Charter initiative and referendum provision, five citizens requested City Council reconsideration of Ordinance No. 022832, which made minor changes to the cost--of-water pass-through ordinance adopted by the City. With respect to ordinances to which the initiative and referendum apply, if the City Council failed to reconsider, the City Secretary would issue petitions and if sufficient signatures were timely collected an election would be held. It is the opinion of the City Attorney that utility system rote ordinances, including No. 022832, are not subject to the referendum provisions of the City's Home Rule Charter. This position was upheld with respect to the underlying rate ordinance in the bond validation lawsuit described above under "CITY'S UTILITY SYSTEM RATES---City Charter Amendment Regarding Rates Ruled Void." Environmental Regulations The City is subject to the environmental regulations of the State and the United States in the operation of its water, wastewater, storm water and gas systems. These regulations are subject to change, and the City is required to expend substantial funds to meet the requirements of such regulatory authorities. Safe Drinking Water Act. In August 1996, amendments to the Federal Safe Drinking Water Act were signed into law. These amendments require the United States Environmental Protection Agency ("EPA") to regulate a wide variety of contaminants that may bo present in drinking water, including volatile organic chemicals, other synthetic organic chemicals, inorganic chemicals, microbiological contan'uuants, and radionucleide contaminauts. The list of contaminants to be regulated is so lengthy that the amendments require EPA to establish a schedule for developing regulations regarding the cootamina,nts. There are several phases in EPA's regulatory timetables that are to be undertaken over the next few years. The inttial impact of the amendments to the water system has been minimal, as the City has been able to comply with regulations promulgated to date. The full impact is difficult to project at this time, and would be dependent upon what maximum contaminant levels may be set for some future parameters and enhanced surface water treatment rules. Many of these parameters, such as waterborne pathogens, mdionucleides and infection by-products contaminants, may require treatment changes that have not as yet been established by the EPA. Continued changes in rules and regulations will continue to cause process modifications, which will increase the cost of the maintenance and operation of the City's drinking water treatment and distribution facilities. These modifications and upgrades will reqUtre increased capital expenditures, which may be financed by the issuance of additional revenue bonds. Nueces Estuary Freah Water Inflow Requirements. When the State granted the City and the Nueces River Authority a right to store and divert State waters in Choke Canyon Reservoir, it included a special provision in the water rights permit requiring that the Choke CanyorffLake Corpus Christi Reservoir system be operated so as to prowde no less than 151,000 acre-feet per year of flesh water inflow to the Nueces Estuary in order to maintain the ecolog/cal health of that estuary. This prov/sion was later incorporated into the Certificate of Adjudication No. 21-3214 for Choke Canyon Reservoir. In 1990, the State issued the first of a series of orders governing the City's reservoir system operations in order to satisfy these fresh water inflow requirements. The effect of these orders, combined with the drought of 1982-1984, was to significantly diminish the firm annual yield of the reservoir system. Under the 1992 Interim Order, reservoir system yield was esthnated to be approximately 168,000 acre-feet per year. The City eventually negotiated a new operating plan governing the fresh water inflow requirements, and in May 1995, TCEQ approved an Agreed Order that now provides for a firm annual yield of 181,000 acre-feet per yea~ while satisfying the fresh water inflow needs of the Nueees Estuary. Any future increase in fxesh water inflow requirements could reduce the amount of water available for sale by the City's Combined System. The 1995 TCEQ Agreed Order was further refined on April 4, 2001, to allow a 45544955.2 49- more automatic transition from inflow requirements within the 1995 TCEQ Agreed Order. These changes will have a positive impact on the system firm yield. See "C1TY'S COMBINED UTILITY SYSTEM - Description of City's Water System". Federal and State Regulation of the Wastewoter Facilities. The Federal Clean Water Act and the Texas Water Code regulate the Wastewater System's operations. All discharges of pollutants into the nation's navigable waters must comply with the Clean Water Act. The Clean Water Act allows municipal wastewater treatment plants to discharge treated effluent to the extent allowed in permits issued by the EPA pursuant to thc National Pollutant Discharge Elimination System (the "NPDES") program, a national program established by the Clean Water Act for issuing, revolting, monitoring, and enforcing wastewater discliarge permits. The Clean Water Act authorized the EPA to delegate the EPA's NPDES permit responsibility to State or interstate agencies after certain prerequisites liave been met by the relevant agencies. The EPA has delegated its NPDES authority to the TCEQ. The City will no longer need to obtain a duplicative wastewater discharge permit from TCEQ and EPA. The Texas Pollution Discharge Elimination System ("TPDES") perrmts issued by the TCEQ will be the only new permits required. TPDES permits set limits on the type and quantity of wastewater discharge, in accordance with State and federal laws and regulations. The Clean Water Act requires mumcipal wastewater treatment plants to meet secondary treatment effluent limitations (as defined in EPA regulations). The Clean Water Act also requires that municipal plants meet any effluent limitations established by State or federal laws or regulations, which are more stringent than secondary treatment. Under the Clean Water Act, states must idenlafy any bodies of water for which more stringent effluent s~andards are needed to achieve water quality pollutant standards identified by the EPA. The Clean Wa~er Act allows municipalities to apply for extensions of applicable deadlines for secondary or additional treatment. The TCEQ's wastewater discharge permits are issued under authority granted to the TCEQ by the Texas Water Code. Status of Diacharge Permits for City's Wastewater Treatment Plants. The Oso, Greenwood, Broadway, Laguna Madre, Allisol~ and Whitecap wastewater treatment plants have been issued TPDES discharge permits by the TCEQ. An occasional upset may cause permit violations, but generally all six plants are in compliance with their respective discharge permits. Potential Penalties for the City's Wastewater System's Violations. The failare by the City to achieve compliance w~th the Clean Water Act could result in either a private plaintiff or the EPA instituting a civil action for injunctive relief and civil penalties of up to $27,500 per day. In addition, the EPA has the power to issue adminislrative orders compelling compliance with its regulations and the applicable permits. The EPA can also bring criminal actions for recovery of penalties of up to $50,000 per day for willful or negligent violations of permit conditions or discharge without a permit. Violations of porrmts or administrative orders may result in the disqualification of a municipality from eligibility for federal assistance to finance capital improvements pursuant to die Clean Water Act. Even though the City will be operating under TPDES permits, we will still be liable for penalties from EPA under the Clean Water AcC Under State law, penalties for violataon of State wastewater discharge permits or orders of the TCEQ can be a maximum of $10,0(g) ~ day per violation. The Executive Director of the TCEQ also has authority to levy administrative penalties of up to $10,0~0 per day for violation of rules, orders or permits. Orders resulting from a civil action could require the imposition of additional user or service charges or the issuance of additmnal bonds to rrna.ncc the improvements required to ameliorate a condition that may have caused the violation of a TCEQ permit. 45544955.2 -50- LEGAL INVESTMIiiNTS IN TEXAS Section 1201.041 of the Public Securities Procedures Act (Chapter 1201, Texas Government Code) provides that the Bonds are negotiable insa'uments governed by Chapter 8, Texas Business and Commerce Code, and are legal and authorized investments for insurance companies, fiduciaries, and ta-astees, and for the sinking iliads of municipalities or other political subdivisions or public agencies of the State of Texas. With respect to investment in the Bonds by municipalities or other political subdivisions or public agencies of the State of Texas, the Public Funds Investment Act, Chapter 2256, Texas Government Code, ~quiras that the Bonds be assigned a rating of "A" or its equivalent as to investment quality by a national rating agency. See "RATINGS" herein. In addition, various provisions of the Texas Finance Code provide that, subject to a prudent investor standard, the Bonds are legal investments for state banks, savings banks, trust companies with at least $1 million of capital, and savings and loan ass~ciatious. The Bonds are eligible to secure deposits of any public funds of the State, its agencies, and its political subdivisions, and are legal security for those deposits to the extent of their market value. The City has made no investigation of other laws, roles, regulations or investment criteria which might apply to such institutions or entities or which might limit the suitability of the Bonds for any of the foregoing purposes or limit the anthonty of such institutions or entities to purchase or invest in the Bonds for such purposes. The City has made no review of laws in other states to determine whether the Bonds are legal investments for various institutions in those states. REGISTRATION AND QUALIYICATION OF BONDS FOR SALE The sale of the Bonds has not been registered under the Securities Act of 1933, as amended, in reliance upon exemptions provided in such Act; the Bonds have not been qualified under the Securities Act of Texas in reliance upon exemptions conteined therein; nor have the Bonds been qualified under the securities acts of any other jurisdiction. The City assumes no responsibility for qualification of the Bonds under the securities laws of any jurisdiction in which they may be sold, assigned, pledged, hypothecated or otherwise traasf~ned. This disclaimer of responsibility for qualification for sale or other disposition of the Bonds shall not be construed as an interpretation of any land with regard to the availability of any exemption from securities registration or qualification provisions. RATINGS Application for a municipal bond rating have been made to Moody's Investors Service, Inc. ("Moody's"), Standard & Poor's Rating Serwces, a Division of The McGraw-Hill Companies, Inc. ("S&P'), and Fitch Ratings ("Fitch"). The rating of the Bonds by Moody's, S&P, or Fitch reflects the view of said company at the time the rating is given, and the City makes no representations as to the appropriateness of the rating. There is no assunmce that the rating will continue for any given period of time, or that the rating will not be revised downward or withdrawn entirely by Moody's, S&P, or Fitch, if in the judgment of Moody's, S&P, or Fitch ch'c-m~tunces so warrant. Any such downward revision or withdrawal of the rating may have an adverse effect on the market price of the obligations. An explanation of the significance of such ratings may be obtained from the company furnishing the rating. The City furnished the rating agencies certain information which is not included in this Official Statement. The rating reflects only the view of such orgamzation at the time such rating was given, and the City makes no representation as to the appropriateness of the rating. There is no assurance that such rating will continue for any given period of time or that it will not be revised downward or withdrawn entirely by such rating company, if in the sole judgment of such rating company, circumstances so warrant. Any such downward revision or withdrawal of rating may have an adverse effect on the market price of the Bonds. 45544955.2 -51- Opinion On the date of initial delivery of the Bonds, McCall, Parlchurst & Horton L.L.P., Dallas, Texas, Bond Counsel, will render its opimon that, in accordance w~th stalutes, regulations, published rulings and com't decisions existing on the date thercof CExisting Law"), (1) interest on the Bonds for federal income tax purposes will be excludable fi.om the "gross income" of the holders thereof and (2) the Bonds will not be treated as "specified private activity bonds", the interest on which would be included as an alternative minimum tax preference item under section 57(aX5) of the Internal Revenue Code of 1986 (the "Code"). Except as stated above, Bond Counsel will express no opimon as to any other federal, state or local tax consequences of the purchase, ownership or disposition of the Bonds. See Appendix D -- Form of Opinion of Bond Counsel. In rendering its opinion, Bond Counsel will rely upon (a) the verification report of Grant Thomten LLP, Minneapolis, Minnesota (see "VE1L[FICATION OF ARITHMETICAL AND MATHEMATICAL CALCULATIONS", (b) certain information and representations of the City, including information and representations contained in the City's federal tax certificate, and (c) covenants oftbe City contained in the Bond documents relating to certain matters, inelm:ling ar'nit,age and the use of the proceeds of the Bonds and the property financed or refinanced therewith. Although it is expected that the Bonds will qualify as tax-exempt obligations for federal income tax purposes as of the date of issuance, the tax-exempt stares of the Bonds could be affected by future events However, future events beyond the control of the City, as well as the failure to observe the aforementioned representations or covenants, could cause the interest on the Bonds to become taxable retroactively to the date ofissuunce. The Code and the regulations promulgated thereunder contain a number of requirements that must be satisfied subsequent to the issuance of the Bonds in order for the interest on the Bonds to be, and to remain, excludable fi.om gross income for federal income tax purposes. Failure to comply with such requirements may cause interest on the Bonds to be included in gross income retroactively to the date of issuance of the Bonds. The opinion of Bond Counsel is conditioned on compliance by the City with such requirements, and Bond Counsel has not been retained to monitor compliance with these requh-ements subsequent to the issuance of the Bonds. Bond Counsel's opinion represents its legal judgment based upon its review of Existing Law and the reliance on the aforementioned information, representations and covenants. Bond Counsel's opinion is not a guarantee of a result The Existing Law is subject t~ change by the Congress and to subsequent judicial and adminis~ative interpretation by the courts and the Department of the Treasm'y. There can be no assurance that such Existing Law or the interpretation thereof vail not be changed in a manner which would adversely affect the tax treatment of the purchase, ownership or disposition nfthe Bonds. A ruling was not sought from the Internal Revenue Service by the City with respect to the Bonds or the property financed or refinanced with the proceeds nftbe Bonds. No assurances can be given as to whether or not the Internal Revenue Service will commence an audit of the Bonds, or as to whether the Internal Revenue Service would agree with the opinion of Bond Counsel. If an audit is commenced, under current procedures the Internal Revenue Service is likely to treat the City as the taxpayer and the Bondholders may have no right to participate in such procedure. No additional interest will be paid upon any determination of taxability. Federal Income Tax Accounting Treatment of Original Issue Discount The initial public offering price to be paid for one or more matmSties of the Bonds (the "Original Issue Discount Bonds") may be less than the principal amount thereof or one or mom periods for the payment of interest on the bonds may not be equal to the accrual period or be in excess of one year. la such event, the difference between (i) the "stated redemption price at maturity" of each Original Issue 45544955.2 -52- Discount Bond, and (ii) the niitial offering price to the public of such Origfiaal Issue Discount Bond would constitute origmal issue discount. The "stated redemption price at maturity" means the sum of all payments to be made on the Bonds less the amount of all periodic interest payments. Periodic interest payments axe payments which axe made during equal accrual periods (or during any unequal period if it is the initial or final period) and which are made during accrual periods which do not exceed one year. Under Existing Law, any owner who has purchased such Orig/nal Issue Discount Bond in the initial public offcn'ing is entitled to exclude from gross income (as defined in section 61 of the Code) an amount of income with respect to such Original Issue Discount Bond equal to that portion of the mount of such original issue discount allocable to the accrual period. For a discussion of certain collateral federal tax consequences, see discussion set forth below. In the event of the redemption, sale or other taxable disposition of such Original Issue Discount Bond prior to stated maturity, however, the amount realized by such owner in excess of the basis of such Original Issue Discount Bond in the hands of such owner (adjusted upward by the por'aon of the original issue discount allocable to the period for which such Original Issue Discount Bond was held by such initial owner) is includable in gross income. Under Existing Law, the original issue discount on each Original Issue Discount Bond is accrued daily to the stated maturity thereof (in amounts calculated as described below for each six-month pc'dod ending on the date before the semiannual anmversury dates of the date of the Bonds and ratably within each such six-month period) and the accrued amount is added to an initial owner's basis for such Ori~nal Issue Discount Bond for purposes of detetmlning the amount of gain or loss recoEniTed by such owner upon the redemption, sale or other disposition thereof. The amount to be added to basis for each accrual Period is equal to (a) the sum of the issue price and the amount of original issue discount acc-reed in prior Periods multiplied by the yield to stated maturity (detersmned on the basis of compounding at the close of each accrual period and properly adjusted for the length of the accrual period) less (b) the amounts payable as current interest during such accrual period on such Original Issue Discount Bond_ The federal income tax consequences of the purchase, ownership, redemption, sale or other disposition of Original Issue Discount Bonds which are not purchased in the initial offering at the initial offering price may be determined according to roles which differ fi.om those described above. All owners of Origtmd Issue Discount Bonds should consult their own tax advisors with respect to the determination for federal, state and local income tax purposes of the treamaeut of interest accrued upon redemption, sale or other disposition of such Original Issue Discount Bonds mad with respect to the federal, state, local and foreign tax consequences of the purchase, ownership, redemption, sale or other disposition of such Original Issue Discount Bonds. Collateral Federal Income Tax Consequences The following discussion is a summary of certain collateral federal income tax consequences resulting fi'om the purchase, ownership or disposition of the Bonds. This discussion is based on Existing Law, all of w~ch are subject to change or modification, retroactively. The following discussion is applicable to investors, other than those who are subject to special provisions of the Code, such as financial institutions, property and casualty insunmce companies, life insurance companies, owners of interests in a FASrT, individual recipients of Social Security or Railroad Retirement benefits, individuals allowed an earned income credit, certain S corporafiuns with Subchapter C earnings and profits and taxpayers who may be deemed to have incurred or continued indebtedness to purchase tax-exempt obligations. THE DISCUSSION CONTAINED HEKEIN MAY NOT BE EXHAUSTIVE. INVESTORS, INCLUDING THOSE WHO ARE SUBJECT TO SPECIAL PROVISIONS OF THE CODE, SHOULD CONSULT THEIR OWN TAX ADVISORS AS TO THE TAX TREATMENT WHICH MAY BE 4554~955,2 -53- ANTICIPATED TO RESULT FROM THE PURCHASE, OWNERSHIP AND DISPOSITION OF TAX- EXEMPT OBLIGATIONS BEFORE DETERMINING WHETHER TO PURCHASE THE BONDS. Interest on the Bonds will be includable as an adjustment for "adjusted current earnings" to calculate the alternative minlrnmn tax imposed on corporations by section 55 of the Code. Section 55 of the Code imposes a tax equal to 20 percent for corporations, or 26 percent for noncorporate taxpayers (28 percent for taxable income exceeding $175,000), of the taxpayer's "alternative minimum taxable income," if the amount of such alternative minimum tax is greater than the taxpayer's regnlax income tax for the taxable year. Interest on the Bonds may be subject to the "branch profits tax" tmPosed by section 884 of the Code on the effectively-connected earnings and profits of a foreign corporation doing business in the United States. Under section 6012 of the Code, holders of tax-exempt obligations, such as the Bonds, may be required to disclose interest received or accrued during each taxable year on their returns of federal income taxation. Section 1276 of the Code provides for ordinary income tax treatment of gain recognized upon the disposition of a tax-exempt obligation, such as the Bonds, if such obligation was acquired at a "market discount" and if the fixed maturity of such obligation is equal to, or exceeds, one year fi.om the date of issue. Such trea~ent applies to "market discount bonds" to the extent such gain does not exceed the accrued market discount of such bonds; although for this purpose, a de minimis amount of market thscount is ignored. A "market discount bond" is one which is acquired by the holder at a purchase price which is less than the stated redemption price at maturity or, in the case of a bond issued at an original issue discount, the "revised issue pnee" (i.e., the issue price plus accraed original issue discount). The "accrued market discount" is the amount which bears the same ratio to the market discount as the number of days during which the holder holds the obligation bears to the number of days between the acquisition date and the final maturity date. State. Local and Foreign Taxes Investors should consult their own tax advisors concerning the tax hnplications of the purchase, ownership or disposition of the Bonds under applicable state or local laws. Foreign investors should also consult their own tax advisors regarding the tax consequences unique to investors who are not United States persons. LEGAL PROCEEDINGS The City will furmsh a complete transcript of proceedings incident to the authorization and issuance of the Bonds, including the approving legal opinions of the Attorney General of the State of Texas to the effect that the Ini6al Bonds are valid and binding special obligations of the City, and based upon exi~mination of such transcript of proceedings, the legal opinions of Bond Counsel to the effect that the Bonds issued in compliance with the provisions of the Ordinance are vahd and legally binding special obligations of the City and the interest on such Bonds is exempt from federal income taxation under existing statutes, published rulings, regulations, and court decisions (see "TAX MATTERS"). Bond Counsel has been engaged by and only represents the City. Bond Counsel was not requested to participate, and did not take part, in the preparation of the Official Statement, and such firm has not assumed any responsibility with respect thereto or undertaken independently to verify any of the irfformation contained therein, except that, in its capacity as Bond Counsel, such finn has reviewed the int'orma6on describing the Bonds in the Official Statement under the captious "SECURITY FOR THE BONDS," 'WILE BONDS," "LEGAL INVESTMENTS IN TEXAS," "REGISTRATION AND QUALIFICATION OF BONDS FOR SALE," "TAX MATTERS," "CONTINUING DISCLOSLrRE OF INFORMATION" (except the subcaption "Compliance w/th Prior Undertakings" as to which no opinion 455449552 -54- is expressed), and Appendix A and is of the opimon that the information relating to the Bonds and the Ordinance is a fair and accurate summary of the information purported to be shown therein and is correct as to matters of law. The legal fees to be paid Bond Counsel for services rendered in connection with the issuance of the Bonds is contingent on the sale and dehvery of the Bonds. The legal opinion of Bond Counsel will accompany the Bonds deposited with DTC or will be printed on the def'mitive Bonds in the event of the discontinuance of the Book-Entry-Only System. In connection with the transactions described i.n the Official Statement, Bond Counsel represents only the City. Certain legal matters relating to the City will be passed upon by the City Attorney of the City of Corpus Christi. Certain legal matters will be passed upon for the Underwriters by Fnlbright & Jaworsla L.L.P., San Antonio, Texas. The various legal opinions to be delivered concurrently with the delivery of the Bonds express the professional judgment of the attorneys rendering the opinions as to the legal issues expllcifly addressed thereto- In rendering a legal opinion, the attorney does not become an inSUrer or guarantor of the expression of professional judgment, of the transaction opined upon, or of the fuim-e performance of the parties to the transaction. Nor does the rendering of an opinion guarantee the outcome of any legal dispute that may arise out of the transaction. INDEPENDENT ACCOUNTANTS This Official Statement includes the combined financial statements of the City for the fiscal year ended July 31, 2003. These combined financial statements have be~n examined by Collier, Johnson & Woods, P.C., Independent Certified Public Accountants, as stated in their report set forth in Exhibit C to this Official Statement. The City has not requested Colher, Johnson & Woods to reissue its audited financial statements and Collier, Johnson & Woods has not performed any procedures in connection with this Official Statement. FINANCIAL ADVISOR M. E. Allison & Co. Inc. (the "Financial Advisor") is employed by the City as independent financial advisor in connection vath the issuance of the Bonds and, in such capacity, has assisted the City in the preparation of documents. The financial advisor's fee for services rendered with respect to the Bonds is contingent upon the sale and delivery of the Bonds. The Financial Advisor has read and pas'dcipated in the drafting of this Official Statement, but has not independently verified any of the information set forth herein. The Financial Advisors have reviewed the information in this Official Statement in accordance wath their responsibilities to investors under the federal securities laws as applied to the facts and circnm~taaces of this transaction, but the Financial Advisors do not guarantee the accuracy or completeness of such information. UNDERWRII'ING Morgan Stanley & Co. Incorporated, as Representative of the Undervmters has agreed, subject to certain conditions, to purchase the Bonds fi-om the City at an underwriting discount orS . The Underwri~a's' obligation is subject to certain conditions precedent. The Unden,n'iters vail be obligated to purclaase all of the Bonds if any Bonds are purchased. The Bonds may be offered and sold to certain dealem and others at prices lower than such public offering prices, and such public prices may be changed, fxom time to time, by the Underwriters. The Underwriters have provided the following sentence for inclusion in this Official Statement The Underwriters have reviewed the information in this Official Statement in accordance with, and as part of, its responsibilities to investors under the federal securities laws as applied to the facts and circumstances of this tamasacfion, but the Underwriters do not guarantee the accuracy or completeness of such informataon. 45544955.2 -55- NO-LITIGATION CERTIFICATE At the time of delivery of the Bonds, the City will execute and deliver a certificate dated as of the date of delivery to the effect that no litigation has beeu filed or is then pending to resTain or enjoin the issuance or delivery of the Bonds, or wNch would affect the provisions made for payment of the principal of and interest on the Bonds or in any manner question the validity of the Bonds. GENERAL INFORMATION The descriptions herein do not purport to be complete and all such descriptions or references are qual/fied in their entirety by reference to the complete form of the Ordinance or other docttments or source they surraranze. Statements made herein involving estimates or projections, whether or not expressly identified as such, should not be construed to be statements of fact or as representations that such estimates or projections will ever be attamed or will approximate actual results. Any summaries or excerpts of constitutional provisions, stsmtes, ordinances, or other documents do not purport to be complete statements of same and are made subject to all of the provisions thereof. Reference should be made to such original sottrces in all respects. For additional information with respect to the financial condition of the City, a copy of the July 31, 2003 Comprehensive Annual Financial Report of the City of Corpus Christi, Texas is available upon written request addressed to the Office of the Director of Financial Services, City of Corpus Christi, Corpus Christi, Texas 78469-9277. The Bonds are payable solely from the Pledged Revenues as described berem. The inclusion m the Appendices hereto of financial and other reformation with respect to other funds, assets or resources of the City is in no way intended to imply that any other revenues or money of the City are pledged to pay the principal of and interest on the Bonds. VERIFICATION OF ARITHMETICAL AND MATHEMATICAL CALCULATIONS Grant Thornton LLP, Minneapolis, Minnesota, a firm of independent certified public accountants, upon delivery of the Bonds, will deliver to the City its report indicating that they have examined the mathematical aecumcy of computations prepared by the Underwriters relating to (a) the sufficiency of the anticipated receipts fi.om the Federal Securities and on the Bonds and (b) language regarding yields. The report of Grant Thornton LLP will include the statement that the scope of their engagement was limited to verifying the mathematical accuracy of the computations contained in such schedules provided to them and that they have no obhgafion to update their report because of events occurring, or data or information coming to their attention, subsequent to the date of their report. The report of Grant Thornton LLP will be relied upon by Bond Counsel in rendering their opinion with respect to the exclusion of interest on the Bonds for federal income tax purposes and with respect to the defeasance of the Refunded Obligations. CONTINUING DISCLOSURE OF INFORMATION In the Ordinance, the City has made the following agreements for the benefit of the holders and beneficial owners of the Bonds. The City is required to observe the agreement for so long as it remains obligated to advance funds to pay the Bonds. Under the agreement, the City will be obligated to provide certain updated financial information and operating data annually, and timely notice of specified material events, to certain information vendors. This information will be available to securities brokers and others who subscribe to receive the information fi.om the vendors. 45544955.2 -56- Annual Reports The City will provide certain updated financial information and operating data to certain information vendors annually. The mformatinu to be updated flacludes all quantitative financial information and operating data with respect to the City of the general type included in this Offficial Statement ("Financial Information") in Tables I through 25 and tn Appendix B. The City will update and provide this information within six tnonths after the end of each fiscal year ending in or after 2004. The City *all provide the updated information to each nationally recognized municipal securities information repository ("NRMSIR") and to any state mformatiun depository ("SID") that is designated by the State of Texas and approved by the staffnf the United States Securities and Exchange Commission (the "SEC"). The City may provide updated information in full text or may incorporate by reference certain other publicly available documents, as permitted by SEC Rule 15c2-12 (the "Rule"). The updated information will include audited financial statements, if the City comrmssions an audit and it is completed by the required time. If audited financial statements are not available by the required time, the City will provide unaudited ftnancial statements by the required time, and will provide audited fnma:iai statements when and if the audit report becomes available. Any such financial statements will be prepared m accordance with the accounting principles described in Appendix B, the Ordinance or such other accounting principles as the City may be required tn employ from time to thue pttesuant to state [aw or regulation. The City's current fiscal year end is July 31. Accordingly, it must provide updated tnformation by January 31 of the following year, unless die City changes its fiscal year. If die City changes its fiscal year, it will notify each NRMSIR and any SID of the change. Material Event Notices The City will also provide timely notices of certain events to certain information vendors. The City will provide notice of any of the following events with respect to the Bonds, if such event is material to a decision to purchase or sell Bonds: (1) principal ami Interest payment delinquencies; (2) non-payment related defaults; (3)unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions or events affecting the tax-exempt status of the Bonds; (7) modifications to rights of holders of the Bonds; (8) Bond calls; (9) defeasances; (10) release, substitution, or sale of propexty securing repayment of the Bonds; and (11) rating changes. Neither the Bonds nor the Ordinance make any provision for credit enhancement or liquidity enhancement. In addition, the City will provide timely notice of any failure by the City to provide information, data, or financial statements in accordance with its agreement described above under "Axmual Reports". The City will provide each notice described in this paragraph to any SID and to either each NRMSIR or the Municipal Securities Rulemaking Boa.rd ("MSRB"). Availability of Information from NRMSIR~ and SlD The City has agreed to provide the foregoing information only to NRMSIRs and any SID. The information will bo available to holders of Bonds only if the holders comply vath die procedures and pay die charges established by such information vendors or obtain the information through securities brokers who do so. The Municipal Advisory Council of Texas (the "MAC") has been designated by the State of Texas and approved by the SEC staff as a qualified SID. The address of the MAC is 600 West 8~ Street, Post Of'flee Box 2177, Austin, Texas 78768-2177, and its telephone number is 512/476-6947. The MAC has also received SEC approval to operate, and has begun to operate, a "central post office" for information filings made by municipal issuers, such as the City. A municipal issuer may submit its information filings with the cenWal post office, which then transmits such information to the NRMSIP, s nssa4955.2 -57- and the appropriate SID for filing. This central post office can be accessed and utilized at www. DisclosureUSA.com ("DisclosureUSA"). The City may utilize DisclosureUSA for the filing of information relating to the Bonds. Limitations and Amendments The City has agreed to update information and to provide notices of material events only as described above. The City has not agreed to provide other information that may be relevant or material to a complete presentation of its £mancial results of operations, couditinn, or prospects or agreed to update any information that is provided, except as described above. The City makes no representation or wammty concerning such information or concerning its usefulness to a decision to invest in or sell Bonds at any future date. The City disclaims any conl~'actual or tort liability for damages resulting in whole or in part fi.om any breach of its continuing disclosure agreement or from any statement made pursuant to its agreement, although holders or registered owners of Bonds may seek a writ of mandamo, s to compel the City to comply with its agreement. The City may amend its continuing disclosure agreement to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, if the agreement, as amended, would have permitted an underwrtter to purchase or sell Bonds in the offering described herein in compliance with the Rule and either the holders of a majority in aggregate principal amount of the outstanding Bonds consent or any person uaaffifiated with the City (such as nationally recognized bond counsel) determines that the amendment will not materially impair the interests of the holders or beneficial owners of the Bonds. If the City amends its agreement, it must include with the next financial information and operating data provided in accordance with its agreement described above under "Annual Reports" an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type ofinformatiun and data provided. The City may also amend or repeal the provisions of tkis continuing disclosure agreement if the SEC amends or repeals the apphcable provision of the Rule or a court of final jurisdiction enters judgment that such provisions of the Rule are invalid, but only if and to the extent that the provisions of this sentence would not prevent an underwriter from lawfully pumhasing or selling Bonds, respectively, in the pn.mary offering of the Bonds. Compliance with Prior Undertakings During the last five years, the City has complied in all material respects with continuing disclosure agreements made by it in accordance with the Rule. FORWARD LOOKING STATEMENTS The statements contained in this Official Statement, and in any other information provided by the City, that are not purely historical, are forward-looking statements, incluc[ing statements regarding the City's expeclat~ons, hopes, intentions, or s~xategies regarding the furore. Readers should not place undue reliance on forward-looking statements. All forward-looking statements included in this Official Statement are based on information available to the City on the date hereof, and the City assumes no obligation to update any sucli forward-looking statements. It is important to note that the City's actual results could differ materially fi.om those in such forward-looking statements. The forward-looking statements herein are necessarily based on various assumptions and estmmtes and are inherently subject to various risks and uncertainties, including risks and uncertainties relating to the possible invalidity of the underlying assumptions and estimates and possible changes or developments in social, economic, business, indus~"y, market, legal and regulatory circumstances and conditions and actions taken or omitted to be token by third pacdes, including customers, suppliers, business parmers and competitors, and legislative, judicial and other governmental authorities and officials. Assumptions related to the foregoing involve judgments with respect to, among other things, 45544955.2 -58- furore economic, competitive, and market conditions and future business decisions, all of wkich are difficult or impossible to predict accurately and many of which are beyond the consol of the City. Any of such assumptions could be inaccurate and, therefore, there can be no assurance that the forward-looking statements included in this Official Statement would prove to be accurate. GASB 34 STATEMENT In June 1999, the Governmental Accounting Standards Board ("GASB") issued Statement No. 34, "Basic Financial Statements - and Management's Discussion and Analysis - for State and Local Governments" ("GASB 34"). The objective of GASB 34 is to enhance the clarity and usefulness of the general-purpose external financial reports of state and local governments to its citizenry, legislature and oversight bodies, and investors and creditors. The City implemented GASB 34 be~nning with its fiscal year ending July 31, 2002. While adoption of GASB 34 altered the presentation of the City's financial information, City management believes that the adoption of GASB 34 did not have any material adverse impact on the City's financial position~ results of operation, or cash flows. MISCELLANEOUS All information contained in thts Official Statement is subject, in all respects, to the complete body of information contained in the original sources thereof and no guaranty, warranty or other representation is made concerning the accuracy or completeness of the information heroin. In particular, no opinion or representation is rendered as to whether any projection will approximate actual results, and all opinions, estimates and assumptions, whether or not expressly identified as such, should not be considered statements of fact. No person has been authorized to give any information or to make any representations other than those contained in this Official Statement, and if given or made, such other information or representations must not be retied upon as having been authorized by the City. This Official Statement does not constitute an offer to sell or solicitation of an offer to buy in any state in which such offer or solicitation is not authorized or in which the person making such offer or solicitation is not qualified to do so or to any person to whom it is unlawful to make such offer of solicitation AUTHORIZATION OF THE OFFICIAL STATEMENT The Official Statement will be approved as to form and content and the use thereof in the offering of the Bonds will be authorized, ratified and approved by the City Council on the date of sale, and the Underwriters will be furnished, upon request, at the time of payment for and the delivery of the Bonds, a certified copy o£such approval, duly executed by the proper officials of the City. The Ordinance will also approve the form and content of this Official Statement, and any addenda, supplement or amendment thereto issued on behalf of the City, and authorize its further use m the reoffenng of the Bonds by the Underwriters. This Official Statement has been approved by the City Council of the City for distribution in accordance with the provisions of the Rule. By: Mayor ATTEST: City Seeremry 45544955.2 -59- Securi~ MalurityDate (1) Series 1999: 07/15/2011 07/15/2012 07/15/2013 07/15/2014 07/15/2015 07/15/2016 07/15/2017 (2) Series 2000-A: 07/15/2012 07/15/2013 07/15/2014 07/15/2015 07/15/2016 07/15/2017 07/15/2018 07/15/2019 07/15/2020 (3) Series 2002: 07/15/2016 07/15/2017 07/15/2018 07/15/2019 07/15/2020 (4) Series 2004 07/15/2019 07/15/2020 SCHEDULE I TABLE OF REFUNDED BONDS* Interest Rate (%) Par Amount ($) trail Date Call Pfi~%) 5.250 5.250 5.250 5.250 5.250 5.250 5.000 2,200,000 07/15/2009 100.00 2,320,000 07/15/2009 100.00 1,785,000 07/15/2009 100.00 1,880,000 07/15/2009 100.00 1,975,000 07/15/2009 100.00 2,085,000 07/15/2009 100.00 2,190,000 07/15/2009 100.00 14,435,000 5.750 5.875 5.875 5.875 6.000 6.000 6.000 6.000 6.000 2,175,000 07/15/2010 100.12)0 2,300,000 07/15/2010 100 00 2,435,000 07/15/2010 100.00 2,580,000 07/15/2010 100.00 2,730,000 07/15/2010 100.00 2,895,000 07/15/2010 100.00 3,070,000 07/15/2010 100.00 3,255,00t) 07/15/2010 100.00 ~,4~0,000 07/15/2010 100.00 24,890,000 5.000 5.250 5.250 5.250 5.250 5,145,000 07/15/2012 100.00 5,400,000 07/15/2012 100.00 5,685,000 07/15/2012 100.00 5,985,000 07/15/2012 100.00 6,390,000 07/15/2012 28,515,000 5.250 5.250 2,980,000 07/15/2014 100.00 3.135.000 07/15/2014 10000 6.115,000 ~73,955,000 *Preliminary, subject to change. 45544955.2 Schedule-1 APPENDIX A SELECTED PROVISIONS OF THE ORDINANCE The following are excerpts of certain sections of the Ordinance Reference is hereby made to the Ordinance, which contains a more complete description of the terms and conditions relating to the Bonds. Section 7. DEFINITIONS. As used in the Ordinance (and this Official Statement), the following terms shah have the meanings set forth below, unless the text hereof specifically indicates otherwise: "Account" shall mean any account created, established and maintained under the terms of any ordinance authorizing the issuance of Priority Bonds. "Accountant" shall mean a nationally recognized independent certified public accountant, or an independent firm of certified public accountants. "Additional Priority Bonds" shaIl mean the additional revenue bonds which the City reserves the right to issue in the future on a parity with the Previously Issued Priority Bonds and the Bonds, as provided in the Ordinance. "Amorttzation Installment" shall mean the amount of money wkich is required to be deposited into the Mandatory Redemption Account for retirement of Term Bonds (whether at maturity, or by mandatory redemption and including redemption premium, if any). "Average Annual Principal and Interest Requirements" shah mean that amount equal to the average almnal principal and interest requirements (including Amortization Installments) of all Priority Bonds outstanding. With respect to Additional Priority Bonds that bear interest at a rate winch is not estabhshed at the time of issuance at a single numerical rate for each maturity of such series, Average Annual Principal and Interest Requirements shall be calculated by (i) assuming that the interest rate for every 12-month period on such bonds is equal to 9.20% or (ii) using the highest numerical rate borne over the preceding 24 month period by such bonds, whichever is greater; provided, that if such bonds have not borne interest at a variable rate for such 24 month period, such rate shall be assumed to be 9.20% until such time as bonds have been outstanding for a 24 month period. In making such determinations, it shah be assumed that the principal of such bonds is amortized such that annual debt service is substantially level over the remaining stated life of such bonds. "Bond Insurer" means any insurance company insuring payment of municipal bonds and other similar obligations if such bond or obligations so insured by it are eligible for a rating by a Credit Rating Agency, at the tmae of the del/very of a Municipal Bond Insurance Policy, m one of its two inghest rating categories "Bonds" shall mean the Series 2005 Bonds. "Capital Additions" shall mean a reservoir or other water storage facilities, a wastewater treamaent plant or an interest therein, a gas dis~bution system or an interest therein and associated txansmission facilities with respect to each and any combination thereof, which shall become a part of the System. "Capital Improvements" shall mean any capital extensions, improvements and betterments to the System other than Capital Additions. "Capitalized Interest Account" shall mean the Account by that name which may be created within the Debt Service Fund. 45544955.2 A-I "Code" shall mean the Internal Revenue Code of 1986, and any amendments thereto. "Credit Facihty" shall mean a policy of municipal bond insurance, a surety bond or a letter or llne of credit issued by a Credit Facility Provider in support of any Priority Bonds or Subordinate Lien Bonds. "Credit Facility Provider" shall mean (i) with respect to any Credit Facility consisting of a policy of municipal bond insurance or a surety bond, an issuer of policies of insurance insuring the timely payment of debt service on governmental obligations such as the Priority Bonds, provided that a Rating Agency having an outstanding rating on the Priority Bonds would rote the Priority Bonds fully insured by a standard policy issued by the issuer in its highest generic rating category for such obligations; and (ii) with respect to any Credit Facihty consisting of a letter or line of credit, any financial restitution, provided that a Rating Agency having an outstanding rating on the Priority Bonds would rote the Priority Bonds in its two highest generic rating categories for such obligations if the letter or line of credit proposed to be issued by such bank secured the timely payment of the entire principal amount of the series of Priority Bonds and the interest thereon. "Debt Service Fund" shall mean the debt service fund established pursuant to the Ordinance to provide for the payment of debt service on the Priority Bonds. "Eligible Investments" shall mean those investments in which the City is authorized by law, including, but not lirnited to, the Public Funds Investment Act of 1987 (Chapter 2256, Texas Government Code), as amended, to purchase, sell and invest its funds and funds under its control; and provided further that Ehg/ble Investments shall specifically include, with respect to the investment of proceeds of any Priority Bonds, guaranteed investment contracts fully collateraltzed by Government Obligations. "Engineer of Record" shall mean the independent engineer or £h-m at the time employed by the City to i~:'rform and carry out the duties imposed on such engineer or firm by the Ordinance and having a favorable reputation nationally for skill and experience in the engmeenng of waler, sanitary sewer and/or gas systems of comparable size and character as those fonmmg parts of the System. "Fund" shall mean any fi.md created, established and maintained under the terms of any ordinance authorizing the issuance of Priority Bonds. "Government Obligations" shall mean direct obligations of the United States of America, including obligations the principal of and interest on which are unconditionally guaranteed by the United States of America. "Gross Revenues" shall mean all revenues, income, and receipts derived or received by the City fi.om the operation and ownership of the System, including the interest income fi.om the investment or deposit of money in any Fund created by the Ordinance or maintained by the City in connection with the System, other than those amounts subject to payment to the United States of America as rebate pursuant to section 148 of the Code. "Mandatory Redemption Account" shall mean the Account by that name created within the Debt Service Fund and established by an ordinance authohzing the issuance of Priority Bonds. "Net Eammgs" shall mean Gross Revenues of the System after deducting the Operating Expenses o£ the System, but not expenditures which, under standard accounting practice, should be charged to capital expenditures. ''Net Revenues of the System" and "Net Revenues" shall mean all Gross Revenues less Operating Expenses. 455449552. A-2 "Operating Expenses" shall mean the expenses of operation and maintenance of the System, including all salaries, labor, materials, repairs, and extensions necessary to render efficient service, provided, however, that only such repairs and extensions, as in the judgment of the City, reasonably and fairly exercised by the passage of appropriate ordinances, are necessary to render adequate service, or such as might be necessary to meet some physical accident or condition which would otherwise impair any Priority Bonds. Operating Expenses shall include the purchase of water, sewer and gas services as received from other entities and the expenses related thereto, and, to the extent permitted by law, Operating Expenses may include payments made on or in respect of obtaining and maintaining any Credit Facility. Depreciation, and payments fi.om the System Fund to other funds established in the Ordinance, shall never be considered as expenses of operation and maintenance. "Paying AgentJRegistxar" shah mean The Bank of New York Trust Company, N.A., Jacksonville, Florida, or its herein penmtted successors and assigns. "Pledged Revenues" shall mean: (1) the Net Revenues, plus (2) any additional revenues, income, receipts, or other resources, including, without limitation, any grants, donations, or income received or to be received from the United States Government, or any other public or private source, whether pursuant to an agreement or otherwise, which hereafter are pledged to the payment of the Priority Bonds. "Previously Issued Priority Bonds" shall mean the Series 1995 Bonds, the Series 1995-A Bonds, the Series 1999 Bonds, the Series 1999-A Bonds, the Series 2000 Bonds, the Series 2000-A Bonds, the Series 2002 Bonds, the Series 2003 Bonds, and the Series 2004 Bonds. "Priority Bonds" shall mean the Previously Issued Priority Bonds, the Bonds, and any Additional Priority Bonds. "Prudent Utility Practice" shah mean any of the practices, methods and acts, in the exercise of reasonable judgment, in the light of the facts, including but not limited to the practices, methods and acts engaged in or approved by a sigmficant portion of the pubhc utility industry prior thereto, known at the time the decision was made, would have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition, it is recognized that Prudent Utility Practice is not intended to be limited to the optimum practice, method or act at the exclusion of all others, but rather is a spectrum of possible practices, methods or acts which could have been expected to accomplish the desired result at the lowest reasonable cost consistent with reliability, safety and expedition. In the case of any facility included in the System which is owned in common with one or more other entities, the term "Prudent Ufihty Practice", as applied to such facility, shall have the meaning set forth in the agreement governing the operation of such facility. "l~ating Agency" shall mean any nationally recognized securities rating agency which has assigned a mtmg to the Priority Bonds. "Required Amount" shah mean the Average Annual Principal and Interest Requirements on the Outstanding Priority Bonds. "Reserve Fund" shall mean the fund so designated in the Ordinance to provide a reserve for the payment of debt service on the Priority Bonds. "Reserve Fund Obhgations" shall mean cash, Eligible Investments, any Credit Facility, or any combinat~lon of the foregoing. 45544955~2 A-3 "Series 1995 Bonds" shall mean the $14,730,000 City of Corpus Christi, Texas Utility System Revenue Improvement Bonds, Series 1995, authorized by an ordinance adopted by the City on June 20, 1995. "Series 1995-A Bonds" shall mean the $27,640,000 City of Corpus Christi, Texas Utility System Revenue Improvement Bonds, Series 1995-A, authorized by an ordinance adopted by the City on July 25, 1995. "Series 1999 Bonds" shall mean the $47,740,000 City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 1999, authorized by an ordinance adopted by the City on May 11, 1999. "Series 1999-A Bonds" shall mean the $15,750,000 City of Corpus Christi, Texas Utility System Reveoue Refunding and Improvement Bonds, Series 1999-A, authorized by an ordinance adopted by the City on April 20, 1999. "Series 20~0 Bonds" shall mean the $50,000,000 City of Corpus Christi, Texas Uttl/ty System Revenue Refunding Bonds, Series 2000, authorized by an ordinance adopted by the City on May 11, 1999. "Series 2000-A Bonds" shall mean the $42,520,000 City of Corpus Christi, Texas Utihty System Revenue Refunding Bonds, Series 2000-A, authorized by an ordinance adopted by the City on September 19, 2000. "Series 2002 Bonds" shall mean the $127,295,000 City of Corpus Christi, Texas Utility System Reveoue Refunding and improvement Bonds, Series 2002, authorized by an ordinance adopted by the City on August 21, 2002. "Series 2003 Bonds" shall mean the $28,870,000 City of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2003, authorized by an ordinance adopted by the City on March 23, 2003. "Series 2004 Bonds" shall mean the $50,000,000 City of Corpus Christi, Texas Utility System Revenue Refunding and Improvement Bonds, Series 2004. authorized by a.n ordinance adopted by the City ou July 13, 2004. "Series 2005 Bonds" shall mean the bonds authorized by the Ordinance. "Special Facil/ties Bonds" shall mean special revenue obl/gatious of the City which are not secured by or payable from the Pledged Revenues, but which are secured by and payable solely fi-om special contxact revenues, or payments received from the City or any other legal entity, or any combination thereof, in connection with such facilities; and such revenues or payments shall not be considered as or conshmte Gross Revenues of the City's Combined System, unless and to the extent otherwise provided in die ordinance or ordinances authorizing the issuance of such Special Facilities Bonds. "Subordinated Obligations" shall mean any bonds, notes, or other obligations issued pursuant to law payable in whole or in part from the Pledged Revenues and subordinate to the Prinfity Bonds. "System" shall mean and include the City's existing combined waterworks system, wastewater disposal system and gas system, together with ali future extensions, improvements, enlargements, and additions thereto, including to the extent pemutted by law, storm sewer and drainage, and all replacements thereof; provided that, notwithstanding the foregoing, and to the extent now or hereafter authorized or permitted by law, the term System shall not include any waterworks, wastewater or gas 45544955.2 A-4 facilities which are declared by the city not to be a part of the System and which are hereafter acquired or cons~a-ucted by the City with the proceeds from the issuance of Special Facilities Bonds. "System Fund" shall mean the fund so desj~gnated in the Ordinance to which shall be credited the Gross Revenues. "Term Bonds" shall mean those Priority Bonds designated by the ordinance authorizing the issuance thereof which shall be subject to retirement of the Mandatory Redemption Account. "Value of inves~.ent Securities" and words of like import shall mean the amortized value thereof, provided, however, that all United States of America, Uinted States Treasury Obligations--Stere and Local Government Series shall be valued at par and those obligations which are redeemable at the option of the holder shall be valued at the price at which such obligations are then redeemable. The computations made under this paragraph shall include accrued interest on the inves~aent securities paid as a part of the purchase price thereof and not collected. For the proposes of this definition "amortized value", when used wath respect to a security purchased at par means the purchase price of such security. "Year" shall mean the regular fiscal year used by the City in connection with the operation of the System, which may be any twelve consecutive months period established by the City. Section 8. PLEDGE. (a) That the Priority Bonds are and shall be secured by and payable from a first lien on and pledge of the Pledged Revenues including such revenues within the System Fund and the Funds hereinafter created in this Ordinance; and the Pledged Revenues are further pledged to the establishment and maintenance of the Debt Service Fund and the Reserve Fund as hereinafter provided. The Pnonty Bonds are and will be secured by and payable only from the Pledged Revenues, and are not secured by or payable from a mortgage or deed of trust on any properties, whether real, personal, or mixed, constituting the System. (b) Chapter 1208, Texas Government Code, applies to the issuance of the Bonds and the pledge of the Pledged Revenues granted by the City under subsection (a) of ti:tis Section, and such pledge is therefore valid, effective, and perfected. If Texas law is amended at any time while the Bonds are outstanding and unpaid such that the pledge of the Pledged Revenues granted by the City is to be subject to the filing requirements of Chapter 9, Texas Business & Commerce Code, then in order to preserve to the registered owners of the Bonds the perfection of the security interest in said pledge, the City agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Texas Business & Commerce Code and enable a filing to perfect the security interest in said pledge to occur. Section 9. SYSTEM FUND. That there has heretofore been created and established and there shall be maintained on the books of the City, and accounted for separate and apart fi-om all other funds of the City, a special fired entitled the "City of Corpus Chi'isti Utility System Fund" (the "System Fund"). All Gross Revenues shall be credited to the System Fund immediately upon receipt. All Operating Expenses shall be paid frora such Gross Revenues credited to the System Fund as a fa'st charge again~ Section 10. DEBT SERVICE FUND. (a) That for the sole purpose of paying the principal amount of, premium, if any, Amortization Installments, if any, and interest on all Priority Bonds, there created and established and there shall be maintained on the book. z of the City a separate fund entitled the "City of Corpus Chrisla Utility System Revenue Bonds Debt Service Fund" (hereinafter called the "Debt Service Fund'"). Monies in the Debt Service Fund shall be deposited and maintained in an o~cial depository bank of the City. (c) That within the Debt Service Fund there has been established the Mandatory Redemption Account. Amortization Installments shall be deposited to the credit of the Mandatory Redemption 45544955 2 A-5 Account and be used to retire the principal amount of Term Bonds in the manner described in any ordinance authorizing the issuance of Term Bonds, described in any ordinance authorizing the issuance of the Term Bonds. Section 11 RESERVE FUND. (a) That there created and established and there shah be maintained on the books of the City a separate fund entitled the "City of Corpus Chnst~ Utility System Revenue Bonds Reserve Fund" (hereina~er called the "Reserve Fund"). There shall be deposited int~ the Reserve Fund any Reserve Fund Obligations so designated by the City. Reserve Fund Obligations in the Reserve Fund shall be deposited and maintained in an official depository bank of the City. Reserve Fund Obligations in the Reserve Fund shall be used solely for the purpose of retiring the last of any Priority Bonds as they become due or paying principal of and interest on any Priority Bonds when and to the extent the amounts in the Debt Service Fund are insufficient for such pm'pose. The Reserve Fund shah be maintained in an amount equal to the Average Annual Principal and Interest Reqmreraents of the outstanding Priority Bonds (the "Required Amount"). The City may, at its option, withdraw and txausfer to the System Fund, aH surplus in the Reserve Fund over the ReqUtred Amount. (b) The City may replace or substitute a Credit Facility for cash or Eligible Investments on deposit in the Reserve Fund or in substitution for or replacement of any existing Credit Facility. Upon such replacement or substitution, cash or Eligible Investments on deposit in the Reserve Fund wInch, taken together with the face amount of any existing Credit Facilities, are in excess of the Requaed Amount may be withdrawn by the City, at its option, and transferred to the System Fund; provided that the face amount of any Credit Facility may be reduced at the option of the City tn lieu of such transfer. (c) If the City is requu'ed to make a withdrawal from the Reserve Fund for any of the purposes described in tkis Section, the City shall promptly notify any applicable Credit Facility Provider of the necessity for a withdrawal from the Reserve Fund for any such purposes, and shall make such withdrawal FIRST from available moneys or Eligible Investments then on deposit in the Reserve Fund, and NEXT from a drawing under any Credit Facility to the extent of such deficiency. (d) In the event of a deficiency in the Reserve Fund, or in the event that on the date of termination or expiration of any Credit Facility there is not on deposit in the Reserve Fund sufficient Reserve Fund Obligations, all in an aggregate amount at least equal to the Required Amount, then the City shall satisfy the Required Amount by depositIng Reserve Fund Obligations into the Reserve Fund in monthly installments of not less than 1/60 of the Required Amount made on or before the 10th day of each month following such termination or expiration (e) In the event of the redemption or defeasance of any Priority Bonds, any Reserve Fund Obligations on deposit in the Reserve Fund in excess of the Required Amount may be withdrawn and transferred, at the option of the City, to the System Fund, as a result of(i) the redemption of any Priority Bonds, or (ii) funds for the payment of any Priority Bonds having been deposited u'revocably w~th the paying agent or place of payment therefor in the manner described in any ordinance authorizing the issuance of Priority Bonds, the result of such deposit being that such Priority Bonds no longer are deemed to be outstanding under the terms of a~y such ordinance. (0 In the event there is a draw upon the Credit Facility, the City shall reimburse the Credit Facility Provider for such draw, in accordance with the terms of any agreement pursuant to winch the Credit Facility is issued, fi.om Pledged Revenues, however, such reimbursement fi.om Pledged Revenues shall be subordinate and junior m right of payment to the payment of principal of and premium, if any, and interest on the Priority Bonds. (g) Upon the issuance of Additional Priority Bonds the monies in the Reserve Fund shall be increased to the newly-established Required Amount in accordance with the provisions of Section 20(b) of this Ordinance. 45544955.2 A-6 Section 13. CONSTRUCTION FUND. That the City hereby creates and establishes and shall maintain on the books of the City a separate fund to be entitled the "Series 2004 Utility System Revenue Bonds Constxuction Fund" (the "Cons~-uction Fund") for use by the City for payment of all lawful costs associated with the acquisition, improvement and extension of the system as hereinbefore provided. There shall be deposited to the Consla-uction Fund those proceeds from the sale of the Bonds specified in the letter of ins'la'uctions described in Section 29 of this Ordinance. Upon payment of all such costs, any moneys remaining on deposit in said Fund shall be ~xansferred FIRST to the "Rebate Fund" established pursuant to Section 23 of this Ordinance, to the extent the City is liable to pay rebate amounts to the Ureter States of America pursuant to the terms of the Code and NEXT to the Debt Service Fund. Amounts so deposited to the Debt Service Fund shall be used in the mariner des~:ribed in Section 22(p) of this Ordinance. Section 14. INVESTMENTS. That money in any Fund established pursuant to this Ordinance may, at the option of the City, be placed or invested in Ehgible Investments. Money in the Reserve Fund shall not be invested in securities maturing later than the final maturity of the Priority Bonds. Il'monies in a Fund herein established are permitted to be invested the value of any such Fund shall be established by adding the monies therein to the Value of Invesmaent Securities. The value of each such Fund shall be established annually during the last month of each Year and m addition thereto, with respect to the Reserve Fund, value shall be established within thLrty days prior to the issuance of Priority Bonds and at the time or times withdrawals are made therefrom. Such invesm~ents shall be sold promptly when necessary to prevent any default in connection with the Priority Bonds. Ean~ngs derived from the investment ofmoocys on deposit m the various Funds and Accounts created hereunder shall be credited to the Fund or Account from which moneys used to acquire such investment shall have come. Section 15. FUNDS SECURED. That monies in the System Fund and all Funds created by thts Ordinance, to the extent not invested, shall be secured in the manner prescribed by law for securing funds oftbe City. Section 16. FLOW OF FUNDS. That all monies in the System Fund not required for paying Operating Expenses during each month shall be applied by the City, on or before the 10th day of the following month, commencing during the months and in the order of priority with respect to the Funds and Accounts that such applications are hereinafter set forth m this Section. (a) Debt serWce Fund - To the credit of the Debt Serwce Fund, in the following order of priority, to-wit: (1) such amoun[s, deposited in appmxunately equal monthly installm,nts, commencing during the month in which the Priority Bonds are delivered, or the month thereafter if delivery is made after the 10th day thereof, as will be sufficiant, together with other amounts, if any, in the Debt Sc'rvice Fund available for such purpose (including specifically moneys on deposit in the CapimlLzed Interest Account dedicated thereto), to pay the interest scheduled to come due un Priority Bonds on the next succeeding interest payment date; (2) such amounts, deposited in approximately equal monthly installments, commencing during the month which shall be the later to occur of, (i) the twelfth month before the first maturity date of Priority Bonds, or (i/) the month in which Priority Bonds are delivetvxt, or the month thereatt:er if delivery is made after the 10th day thereof, as will be sufficiertt, together with other amounts, if any, in the Debt Service Fund available for such purpose, to pay the principal scheduled to mature on Priority Bonds on the next succeeding principal payment date; and (3) Amortization histallments, in such amounts and on such dates as set forth in any ordinance authorizing a series of Priority Bonds which contain Term Bonds within such Series, to pay scheduled principal amounts of Priority Bonds which eomstitute Term Bonds to be redeemed in accordance with the terms of said ordinance; 455~4955.2 A-7 (b) Reserve Fund. To the credit of the Reserve Fund, such mounts, deposited in approximately equal monthly installments, commencing during the month in which the Priority Bonds are delivered, or the month thereafter if delivery is made after the 10th day thereof, equal to not less than 1/60 of the Required Amount, until such time as such mounts together with other mounts, if any, in the Reserve Fund, equal the Required Amount. When and so long as the Reserve Fund Obligations in the Reserve Fund are not less than the Required Amount, no deposits need be made to the credit of the Reserve Fund. When and if the Reserve Fund at any time contains less than the Required Amount due to any cause or cundifion other than the issuance of Additional Priority Bonds then, subject and subordinate to making the required deposits to the credit of the Debt Service Fund, comamencing with the month during which such deficiency occurs, such deficiency shall be made up fi.om the next available Pledged Revenues or fi.om any other sources available for such purpose. Reimbursements to a Credit Facility Provider made in accordance with the terms of Section 1 l(f) of this Ordinance shall constitute the making up of a deficiency to the extent that such reimbursements result in the reinstatement, m whole or in part, as the case may be, of the mount of the Credit Facility. If the Reserve Fund contains less than the Requ/red Amount due to the issuance of Additional Priority Bonds deposits shall be made to the Reserve Fund commencing during the month and in the amounts required by Section 20(b) of this Ordinance, unless a Credit Facility is deposited in the Reserve Fund in an amount necessary to cause the sum of money and the value of Investment Securities and any other Credit Facilities in the Reserve Fund to equal the Requrred Amount. (c) Surplus. The balance of any monies remaining in the System Fund follovang such transfers may be used by the City for payment of other obligations of the System, including, but not limited to, Subordinated Obligations, and for any other lawful purpose; provided that transfers made for purposes other than for payment of obligations of the System shall be made only at the end of tho Year. Section 17. DEFICIENCIES. That if on any occasion there shall not be sufficient Pledged Revenues to make the deposits and other applications of monies required by Section 17 with respect to the various Funds as provided therein, any such deficiencies shall be made up (in the order that each such Fund is provided for in Section 16) as soon as possible fi-om the next available Pledged Revenues, or fi.om any other sources available for such purpose. The foregoing notwithstanding, however, if any deficiency in the Reserve Fund occurs as a result o£ withdrawals therefi.om or decreases in the market value of Eligible Investments on deposit therein, such deficiency will be made up fi'om the next available Pledged Revenues within twelve months fi.om the date of such deficiency is determined, with such deposits to the Reserve Fund to be made in not more than twelve substantially equal monthly payments. Section 18. PAYMENT OF BONDS. That on or before the fa-st scheduled interest payment date, and on or before each interest payment date and principal payment date thereafter while any of the Priority Bonds are outstanding and unpaid, the City shall make available to the paying agent therefor, out of the Debt Service Fund (and the other Funds, if necessary, in the order of priority set forth herein) monies sufficient to pay such interest on and such principal amount of the Priority Bonds, as shall become due and mature on such dates, respectively, at maturity or by redemption prior to maturity. The bond registrar for each series of Priority Bonds shall destxoy all paid Priority Bonds and furnish the City with an appropriate Bond of cancellation or destraction. Section 19. FINAL DEPOSITS; GOVERNMENT OBLIGATIONS. (a) That any Priority Bond shall be deemed to be paid, retired and no longer outslanding within the meaning of this Ordinance when payment of the principal amount of, redemption premium, if any, on such Priority Bond, plus interest thereon to the due date thereof (whether such due date be by reason of maturity, upon redemption, or otherwise) either (i) shall have been made in accordance w~th the terms thereof or (ii) shall have been provided for by irrevocably depositing with, or making available to, a paying agent (or escrow agent) therefor, in Ixust and irrevocably set aside exclusively for such payment, m accordance with the terms and conditions of an agreement between the City and said paying agent (or escrow agent), (1) money sufficient to make such payment or (2) except as otherwise provided in this Ordinance, Government Obligations, certified by an independent public accounting fu'm of national reputation, to mature as to 45544955.2 A-8 principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money to make such payment, and all necessary and proper fees, compensation, and expenses of such paying agent pertaining to the Priority Bonds with respect to which such deposit is made shall have been paid or the payment thereof provided for (and irrevocable instructions shall have been given by the City to such paying agent of such bonds to give notice of such redemption in the manner required by the ordinance or ordinances authorizing the issuance of such bends) to the satisfaction of such paying agent. Such paying agent shall give notice to each registered owner of any Priority Bond that such deposit as described above has been made, in the same ma..er as described m Section 3 of this Ordinance. In addition, in connection with a defeasance, such paying agent shall give notice of redenrption, if necessary, to the mg/stered owners of any Priority Bonds in the manner described in such Priority Bonds and as directed in the redemption insmictiuns delivered by the City to such paying agent. At such time as a Priority Bond shall be deemed te be paid hereunder, as aforesaid, it shall no longer be secured by or entitled to the benefit of fids Ordinance or a lien on and pledge of the Pledged Revenues, and shall be entitled to payment solely fi.om such money or Government Obligations. (b) That any moneys so deposited with a paying agent (or escrow agen0 may, at the direction of the City, also be invested in Government Obligations, maturing in the amounts and times as hereinbefore set forth, and all income fi'om all Government Obligations in the hands of the paying agent pursuant to this Section which is not required for the payment of the Priority Bonds, the redemption premium, if any, and interest thereon, w~th respect to which such money has been so deposited, shall be remitted to the City for deposit into the System Fund. (c) Except as provided in clause (b) of this Section, all money or Government Obhgations set aside and held in Irust pursuant to the provisions of this Section for the payment of Priority Bonds, the redemption premium, if any, and interest thereon, shall be applied solely to and used solely for the payment of such Priority Bonds, the redemption premium, if any, and interest thereon. Section 20. ISSUANCE OF ADDITIONAL PRIORITY BONDS. (a) That subject to the provisions heminat~er appeanng as conditions precedent which must fast be safistied, the City reserves the right to issue, fi.om time to time as needed, Additional Priority Bonds for any lawful purpose relating to the System. Such Additional Priority Bonds may be issued in such form and manner a~ now or hereafter authorized by the laws of the State of Texas for the issuance of evidences of indebtedness or other instruments, and should new methods or financing techniques be developed that differ fi.om those now available and in normal use, the City reserves the right to employ the same in its financing arrangements provided only that the ~me conditions precedent herein required for the authorization and issuance of Additional Priority Bonds are satisfied. (b) That the Debt Service Fund and the Reserve Fund established by this Ordinance shah secure and be used to pay ah Additional Priority Bonds hereafter issued. Upon the issuance and dehvery of Additional Priority Bonds, the additional amount required to be deposited in the Reserve Fund shall be so accumulated by the deposit in the Reserve Fund of all or any pan of said required additional amount in cash immediately after the delivery of such Additional Priority Bonds, or, at the option of the City, (i) by the deposit of said required additional amount (or any balance of said required additional amount not deposited in cash as permitted above) in approXimately equal monthly insmlIments, made on or before the 10th day of each month following the delivery of such Additional Priority Bonds, of not less than 1/60 of said required additional amount (or 1/60 of the balance of said requked additional amount not deposited in cash as permitted above) or (i/) by the deposit of a Credit Facility which, in whole or in combination with deposits described in clause (i) abeve, is sufficient to satisfy the required additional amount to be on deposit in the Reserve Fund. (c) That all calculations of Average Annual Principal and Interest Reqmrements made pursuant to fids Section shall be made as of and fi.om the date of the Additional Priority Bonds then proposed to be issued. 455~4955 2 A-9 Section 21. FURTHER REQUIREMENTS FOR ADDITIONAL PRIORITY BONDS (a) Conditions precedent for Issuance of Additional Priority Bonds - General. That as a condition precedent to the issuance of any Additional Priority Bonds, the City Manager (or other officer of the City then having the responsibility for the financial affairs of the City) shall have executed a Certificate stating (i) that the City is not then in default as to any covenant, obligation or agreement contained in any ordinance or other proceeding relating to any obligations of the City payable from and secured by a lien on and pledge of the Pledged Revenues, and (ii) that the amounts on deposit in all Funds or Accounts created and established for the payment and security of all outstanding obligations payable fi.om and secured by a lien on and pledge of the Pledged Revenues are the amounts than required to be deposited therein. Such Certificate shall be dated on or before the date of delivery of such Additional Priority Bonds, but such Certificate shall not be dated prior to the date an ordinance is passed authorizing the issuance of such Additional Priority Bonds. (b) Conditions Precedent for Issuance of Additional Priority Bonds - Capital Improvements and for any other lawful purpose except for Capital Additions or for refunding. The City covenants and agrees that Additional Priority Bonds will not be issued for the purpose of financing Capital Improvements, or for any other lawful purpose (except for Capital Additions or for refunding, which are to be issued in accordance with the provisions of clauses (c), (d) or (e) of this Section) unless and until the conditions precedent in clause (a) above have been satisfied and, in addition thereto, the City has secured a certificate or opinion of the Accountant to the effect that, according to the books and records of the City, the Net Earnings (hereinafter defined) for the preceding Year or for 12 consecutive months out of the 15 months mamediately preceding the month the ordinance authorimng the Additional Priority Bonds is adopted are at least equal to 1.25 times the Average Annual Principal and Interest Requirements for all outstanding l:'nority Bonds after gimng effect to the Additional Priority Bonds then proposed. The foregoing notwithstanding, the City covenants and agrees that Additional Priority Bonds may not be issued for the purpose of financing Capital Improvements when other outstanding Priority Bonds which have been issued for the purpose of financing Capital Additions and for which capitalized interest for such other Priority Bonds has been provided for at least the twelve months subsequent to the date of issuance of the Additional Priority Bonds then proposed to be issued, unless the conditions precedent in clause (a) above have been satisfied and, in addition thereto, the City has either (1) complied with the relevant conditions in flais clause as set forth above, or (2) if the relevant conditions of this clause (b) as set forth above cannot be satisfied, the City has satisfied the conditions precedent in clauses (c){i) and (c)(ii) of this Section (but, for purposes of such clauses, the term Capital Improvements shall be substituted for the term Capital Additions where the term Capital Additions appears therein to the extent necessary to give recognition to the fact that Capital Improvements, rather than Capital Additions, are then to be financed) and has secured a Bond or opinion of the Accountant to the effect that, according to the books and records of the City, the Net Earnings for the preceding Year or for 12 consecutive months out of the 15 months immediately preceding the month the ordinance authorizing the Additional Priority Bonds is adopted are at least equal to 1.25 times the Average Annual Principal and Interest Requirements for all outstanding Priority Bonds (other than any Priority Bonds issued for Capital Additions for which capitalized interest has been provided for at least the twelve months subsequent to the date of issuance of the Additional Priority Bonds proposed to be issued) alter giving effect to the Priority Bonds then proposed. (c) Conditions Precedent for Issuance of Additional Priority Bonds - Capital Additions: Initial Issue. The City covenants and agrees that Additional Priority Bonds w/Il not be issued for the purpose of financing Capital Additions, unless the same conditions precedent specified m clause (a) above have been satisfied and, in addition thereto, either the relevant conditions precedent specified in clause (b) above are satisfied or, in the alternative, the City shall have obtained: (i) from the Engineer of Record a coraprehensive Engineering Report for each Capital Addition to be financed, which report shall (A) contain (1) detailed estimates of the cost of acquiring and constructing the Capital Addition, (2) the estimated date the acquisition and constxucfion of the Capital 45544955 2 A- 10 Addihun will be completed and commercially operative, and (3) a detailed analysis of the impact of the Capital Addition on the financial operations of the System for which the Capital Addition is to be integrated and to the System as a whole during the construction thereof and for at least five Years after the date the Capital Addition becomes commercially operative, and (B) conclude that (1) the Capital Addition is necessary and will substantially increase the capacity, or is needed to replace existing facilities, to meet current and projected demands for the service or product to be provided thereby, and (2) the estimated cost of providing the service or product from the Capital Addition will be reasonable in comparison with projected costs for furnishing such service or product from other reasonably available sources; and (ii) a certificate of the Engineer of Record to the effect that, based on the Engineering Report prepared for each Capital Addition, the projected Net Earnings for each of the five years subsequent to the date the Capital Addition becomes commercially operative (as estimated in the Engineering Report) will be equal to at least 1.25 times the Average Annual Principal and Interest Requirements for Priority Bonds then outstanding or incurred and all Priority Bonds estimated to be issued, if any, for all Capital Improvements and for all Capital Additions then in progress or then being initiated, during the period from the date the first series of obligations for the Capital Additions is to be delivered through the fifth year subsequent to the date the Capital Addition is estimated to become commercially operative. (d) Completion Issues. Once a Capital Addition has been imtiated by meeting the conditions precedent specified in clauses (cXi) and (c)(ii) above and the imtial Priority Bonds issued therefor are delivered, the City reserves the right to issue Additional Priority Bonds, to finance the remaining costs of such Capital Addition in such amounts as may be necessary to complete the acquisition and conslxuctien thereof and make the same commercially operative without satisfaction of any condition precedent under clauses (c)(i) and (cXi/) or clause (b) of this Section but subject to satisfaction of the following conditions precedent: (i) the City makes a forecast (the "Forecast") of the operations of the System demonstrating the System's ability to pay all obligations, payable from the Pledged Revenues of the System to be outstanding after the issuance of the Additional Priority Bonds then being issued for the period (the "Forecast Period") of each ensuing year through the ill'th year subsequent to the latest estimated date such Capital Addition is expected to be commercially operative; and (ii) the Engineer of Record reviews such Forecast and executes a Certificate to the effect that (A) such Forecast is reasonable, and based thereon (and such other factors deemed to be relevan0, the Pledged Revenues of the System will be adequate to pay all the obligations, payable fi'om the Pledged Revenues of the System to be outstanding after the issuance of the Additional Priority Bonds then being issued for the Forecast Period and (B) the proceeds from the sale of such Additional Priority Bonds are estimated to be sufficient to complete such acquisition and construction. (e) Refund[ne Issues. The City reserves the right to issue refunding bonds to refund all or any part of the outstanding Priority Bonds (pursuant to any law then available), upon such terms and ennditions as the governing body of the City may deem to be in the best interest of the City and its inhabitants, and if less than all such outstanding Priority Bonds are refunded, the conditions precedent prescribed in clauses (a) and (b) of this Section shall be satisfied and the Accountant's certificate or opimon required by clause (b) shall give effect to the issuance of the proposed refunding bonds (and shall not give effect to the Priority Bonds being refunded following their cancellation or provision being made for their paymen0. In addition, the City reserves the right to refund all or any part of any other obligations of the System, upon such terms and conditions as the governing body of the City may deem to be in the best interest of the City and its inhabitants, provided that the conditions prescribed in clauses (a) and (b) of this Section shall be satisfied. No Accountant's certificate otherwise required by clause (b) will be required for refunding bonds, after giving effect to such proposed refunding, if there is no increase in debt service for any Year in which there will be debt service on Priority Bonds outstanding both before and after such refunding. 455449~35.2 A- 11 (f) Computations; Reports. With reference to Priority Bonds anticipated and estimated to be issued or incurred, the Average Annual Principal and Interest Requirements therefor shall be those reasonably estimated and computed by the City's Director of Financial Services (or other officer of the City then having the primary responsibility for the financial affairs of the City). In the preparation of the Engineenng Report required in clause (c)(i) above, the Engineer of Record may rely on other experts or professionals, including those in the employment of the City, provided such Engineenng Report discloses the extent of such reliance and concludes it is reasonable so to rely. In connection with the issuance of Priority Bonds for Capital Additions, the Certificate of the City's Director of Financial Services and Engineer of Record, together with the Engineering Report for the initial issue and the Forecast for a subsequent issue, shall be conclusive evidence and the only evidence required to show compliance with the provisions and requirements and this clause of this Section. (g) Combination Issues. Priority Bonds for Capital Additions may be combined in a single issue with Priority Bonds for Capital Improvements or for any lawful purpose provided the conditions precedent set forth in clauses Co) through (e) are complied with as the same relate to the appropriate purpose. (la) Subordinated Obligations. The City may, at any time and from time to time, for any lawful purpose, issue Subordinated Obligations, the principal of and redemption premium, if any, and interest on which is payable fi.om and secured by a pledge of and hen on the Pledged Revenues jtmior and subordinate to the lien and pledge created hereby for the security of the Priority Bonds and the payments required to be made hereunder into the Debt Service Fund and the Reserve Fund; provided, however, that any such pledge and lien securing the Subordinated Obligations shall be, and shall be expressed to be, subordinate in all respects to the pledge of and lien on the Pledged Revenues as security for the Priority Bonds; and provided further that any default with respect to the issuance of Subordinated Obligations will not be deemed a default with respect to the Priority Bonds. (i) Definition of Net Earnings. As used in this Section, the term "Net Earnings" shall mean the Gross Revenues of the System after deducting the Operating Expenses of the System, but not expenditures which, under standard accounting practice, should be charged to capital expenditures. (j) Determination of Net Earnings. In making a determination of Net Earnings for any of the purposes described in this Section, the Accountant may hake into consideration a change in the rotes and charges for servaces and facilities afforded by the System that became effective at least 60 days prior to the last day of the period for which Net Earnings are determ~ued and; for purposes of satisf3ang any of the Net Earnings test described above, make a pro forma determanation of the Net Eammgs of the System for the period of time covered by the Accountant's certification or opinion based on such change in rates and charges being in effect for the entire period covered by the Accountant's certificate or opiman~ Section 22. GENERAL COVENANTS. That the City further covenants and agrees that in accordance with and to the extent required or permitted by law: (a) PERFORMANCE. It will faithfully perform at all times any and all covenants, undertakings, stipulations, and provisions contained in this Ordinance, and each ordinance authorizing the issuance of Additaonal Priority Bonds; it will promptly pay or cause to be paid the principal mount of and interest on every Priority Bond; on the dates and in the places and manner prescribed in such ordinances and such Pnority Bonds; and it will, at the time and ia the manner prescribed, deposit or cause to be deposited the amounts required to be deposited into the System Fund and the Funds herein created; and any registered owner of any Priority Bond may require the City, its officials and employees to carry out. respect or enforce the covenants and obligations of this Ordinance, or any ordinance authorizing the issuance of Priority Bonds, by all legal and equitable means, including specifically, but without limitation, the use and fling of mandamus proceedings, in any court of competent jurisdicfian, against the City, its officials and employees. 455'*4955.2 A- 12 (b) CITY'S LEGAL AUTHORITY. It is a duly created and existing home rule city of the State of Texas, and is duly authorized under the laws of the State of Texas to issue the Bonds; that all action on its part for the issuance of the Bonds has been duly and effectively taken, and that the Bonds in the hands of the owners thereof are and will be valid and enforceable special obligations of the City in accordance with then- terms. (c) ACQUISITION AND CONSTRUCTION; OPERATION AND MAINTENANCE. (1) It shall use its best efforts in accordance with Prudent Utility Practice to acquire and cons~-uct, or cause m be acquired and constructed, any Capital Additions or Capital Improvements, in accordance with the plans and specifications therefor, as modified from time to time wath due diligence and in a sound and economical manner, and (2) it shall at all times use its best efforts to operate or cause to be operated the System properly and in an efficient manner, consistent with Prudent Utihty Practice, and shall use its best efforts to maintain, preserve, reconstamct and keep the same or cause the same to be so maintained, preserve, d, reconst~'ucted and kept, with the appul'~anees and every part and parcel thereof, in good repair, working order and condition, and shall from time to ttme make, or use its best efforts to cause to be made, all necessary and proper repairs, replacement and renewals so that at all times the operation of the System may be properly and advantageously conducted. (d) I'IrLE. It has or will obtain lawful rifle, whether such title is in fee or lesser interest, to the lands, buildings, s~'uctores and facilities constituting the System, that it warrants that it will defend the tine to all the aforesaid lands, buildings, structures and facilities, and every part thereof, for the benefit of the owners of the Priority Bonds, against the claims and demands of all porsons whomsoever, that it is lawfully qualified to pledge the Pledged Revenues to the payment of the Priority Bonds in the rmqnner prescribed herein, and has lawfully exemised such rights. (e) LIENS. It will from time to time and before the same become delinquent pay and discharge all taxes, assessments and governmental charges, if any, which shall be lawfiflly ira:posed upon it, or the Sysmm; it will pay all lawful cla~m~ for rents, royalties, laber, materials and supplies which if unpaid m/ght by law become a lien or charge thereon, the hon of which would be prior to or interfere with the liens hereof, so that the priority of the hens granted hereund~ shall be fully preserved in the manner provided herein, and it will not create or suffer to be created any mechanic's, laborer's, materiaknan's or other hen or charge which might or could be prior to the liens hereof, or do or suffer any matter or thing whereby the liens hereof might or could be impmreck provided however, that no such tax, assessment or charge, and that no such claims which might be used as the basis of a mechanic's, laborer's, materialman's or other lien or charge, shall be reqmred to be paid so long as the validity of the same shall be contested in good faith by the City. (0 NO FREE SERVICE. No flee service or sermce otherwise than m accordance with the established rote schedule shall be furnished, directly or indirectly, by the System to any person, fa'm, corporation or other entity, other than the City. No part of the salary of any official or employee of the City or his replacement shall be paid from Pledged Revenues unless and only to the extent the duties and performances of such official or employee or his replacement appertain directly to the System To the extent the City receives the services of the System, such services shall be accounted for according to the established rate schedule. (g) FURTHER ENCUMBRANCE. It will not additionally encumber the Pledged Revenues in any manner, except as permitted in this Ordinance in comlectiofl with Priority Bonds, unless said encumbrance is made junior and subordinate in all respects to the liens, pledges, covenants and agreements of this Ordinance; but the right of the City to issue Subordinated Obligations payable in whole or in part from a subordinate lien on the Pledged Revenues is specifically recoEniTed and i~ained. {h) SALE, LEASE OR DISPOSAL OF PROPERTY. No part of the System shall be sold, leased, mortgaged, demolished, removed or otherwise disposed of, except as follows: 45544955.2 A-13 (1) To the extent permitted by law, the City may sell or exchange at any time and fi.om time to time any property or facilities constituting part of the System only if (A) it shall determine such property or facilities are not useful in the operation of the System, or (B) the proceeds of such sale are $250,000 or less, or it shall have received a certificate executed by the Engineer of Record and the City Manager stating, in their opinion, that the fair market value of the property or facilities exchanged is $250,000 or less, or (C) if such proceeds or fair market value exceeds $250,000 it shah have received a certificate executed by the Engineer of Record and the City Manager stating (i) that system within the System of which ~he property or facilities comprises a part thereof and (ii) in their opimon, that the sale or exchange of such property or facilities will not impair the ability of the City to comply during the cta,uut or any future Year with the provisions of clause (k) of this Section. The proceeds of any such sale or exchange not used to acquire other property necessary or desirable for the safe or efficient operation of the System shah forthwith, at the option of the City (i) be used to redeem or purchase Priority Bonds, or (ii) otherwise be used to provide for the payment of Priority Bonds. The foregoing notwithstanding, if such property or facilities sold or exchanged coustimted property or facilities comprising aH or a part of a system within the System, the acquisition, improvement or extension of such system having not been financed by the City in any manner with the proceeds of Priority Bonds, or with the proceeds of obligations which were refunded in whole or in part with the proceeds of Priority Bonds, then the City may utilize the proceeds of such sale or exchange for any lawful purpose; (2) To the extent permitted by law, the City may lease or make contracts or grant licenses for the operation of, or make arrangements for the use of, or grant easements or other fights with respect to, any part of the System, provided that any such lease, cona-act, hcense, armugement, easement or right (A) does not impede the operation by the City of the System and CB) does not in any manner impair or adversely affect the rights or security of the owners of the Priority Bonds under this Ordinance; and provided, further, that if the depreciated cost of the property to be covered by any such lease, contract, license, arrangement, easement or other right is in excess of $500,000, the City shah have received a certificate executed by the Engineer of Record and the City Manager that the action of the City with respect thereto does not result in a breach of the conditious under this clause (2). Any payments received by the City under or in connection with any such lease, contract, license, arrangement, easement or right m ms'peet of the System or any part thereof shah constitute Gross Revenues. (i) BOOKS, RECORDS AND ACCOUNTS. It shah keep proper books, records and accounts separate and apart fi.om all other records and accounts, in which complete and correct entries shall be made of all ta-ansactions relating to the System and the City shah cause said books and accounts to be audited annually as of the close of each Year by the Accountant. (j) INSURANCE. (1) Except as otherwise permitted in clause (2) below, it shah cause to be insured such parts of the System as would usually be insured by corporations operating like pmpertias, with a responsible insurance company or companies, against risks, accidents or casualties against which and to the extent insurance is usually camed by corporations opewating like properties, including, to the extent reasonably obtainable, fu-e and extended coverage msm'anea, insurance against damage by floods, and use and occupancy insurance. Public liability and propeaty damage insurance shah aLso be eau-led unless the City Attorney gives a written opinion to the effect that the City is not liable for claims which would be protected by such insurance. At any ttme while any con~ractor engaged in construction work shall be fully responsible therefor, the City shall not be required to carry insurance on the work being constructed iftbe contractor is required to carry appropriate insurance. All such policies shall be open to the inspection of the bondholders and their representatives at all reasonable times. (2) In lieu of obtaining policies for insttrance as provided above, the City may self-insure against risks, accidents, claims or casualties described in clause (1) above. (3) The annual audit hereinafter required shall contain a section commenting on whether or not the City has complied with the requirements of this Section vath respect to the maintenance of insurance, and listing the areas of insurance for which the City is self-insuring, aH policies carried, and whether or 45544955.2 A-14 not all insurance premiums upon the insurance policies to wb_ich reference is hereinbefore made have been paid. (k) RATE COVENANT. It will fix, establish, maintain and collect such rates, charges and fees for the use and availability of the System at all times as are necessary to produce Gross Revenues and other Pledged Revenues equal to the greater of amounts determined in accordance with clauses (1) or (2) below, to-w/t, mounts sufficient (1) (A) to pay all current ~tmg Expenses of the Syste~ and (B) to produce Net Revenues for each Year at least equal to 1.25 times the Average Annual Principal and Interest Kequirements of all then outstanding Priority Bonds; or (2) to pay the sum of (A) all current Operating Expenses, (B) the Average Annual Principal and Interest Requirements on the then outstanding Priority Bonds, (C) requited deposits to the Reserve Fund required for the Priority Bonds, and (D) amounts requited to pay all other obligations of the System reasonably anticipated to be paid fi-om Gross Revenues during the current Year. The calculation of Average Aunual Principal and Interest Requirements on all outstanding Priority Bonds shall be net of capitalized interest for such Priority Bonds only if the moneys in the Capitalized interest Account received fi-om proceeds of such Priority Bonds are invested in Government Obligations. The foregoing notwithstanding, such rates, charges and fees shall be fixed, established, maintained and collected at a level sufficient to enable the City to pay debt service on Priority Bonds during the current Year. (1) AUDITS. After the close of each year while any Priority Bonds are outstanding, an audit w'fll be made oftbe books and accounts relating to the System and the Pledged Revenues by the Accountant. As soon as practicable after the close of each such year, and when said audit has been completed and made available to the City, a copy of such audit for the preceding year shall be mailed to any holder of the then outstanding Priority Bonds who shall so request in writing. Such anmml audit reports shall be open to the inspection of the registered owners of the Priority Bonds and their agents and representatives at all reasonable times. (m) GOVERNMENTAL AGENCIES. It will comply with all of the terms and conditions of any and all franchises, permits and authorizations applicable to or necessary with respect to the System, and which have been obtained from any governmental agency; and the City has or will obtain end keep in full force and effect all franchises, permits, authorization and other requirements applicable to or necessary with respect to the acquisition, conslamctien, equipment, operation and maintenance of the System. (n) NO COMPETITION. To the extent it legally may, it will not grant any franchise or permit for the acquisition, construction or operation of any competing facilities which might be used as a substitute for the System's facilities, and, to the extent that it legally may, the City will prohibit any such competing facilities. (o) RIGHTS OF INSPECTION. The Engineer of Record or any registered owner of $100,000 in aggregate principal amount of the Priority Bonds then outstanding shall have the right at all reasonable times to inspect the System and all records, accounts and data of the City relating thereto, and upon request the City shall furnish to the Engineer of Record or such registered owner, as the case may be, such financial statements, reports and other information relating to the City and the System as the Engineer of Record or such registered owner may from time to time reasonably request. Section 26. AMENDMENT OF ORDINANCE. (a) That the registered ownem of a majority in aggregate principal amount of the Priority Bonds then outstanding shall have the right fi-om time to time to approve any amendment to this Ordinance whteh may be deemed necess~'y or desirable by the City, prov/ded, however, that without the consent of the registered owners of all of the Priority Bonds at the time outstanding, nothing herein contained shall permit or be construed to permit the amendment of the terms and conditions in this Ordinance or in the Priority Bonds so as to: (1) Make any change in the maturity of any of the outstanding Priority Bonds; 45544955.2 A- 15 (2) Reduce the rate of interest borne by any of the outstanding Priority Bonds; (3) Reduce the amount of the principal payable on the outstanding Priority Bonds; (4) Modify the terms of payment of principal of, premium, if any, or interest on the outstanding Priority Bonds or impose any conditions with respect to such payment; (5) Affect the fights of the registered owners of less than all of the Priority Bonds then outstanding; (6) Amend this clause (a) of this Section; or (7) Change the minimum percentage of the principal mount of Priority Bonds necessary for consent to any amendment; unless such amendment or amendments be approved by the registered owners of all of the Priority Bonds then outstanding. (b) That if at any time the City shall desire to amend the Ordinance under this Sect/on, the City shall cause notice of the proposed amendment to be pubhshed m a financial newspaper or journal published m The City nfNew York, New York, and a newspaper of general circulation in the City, once during each calendar week for at least two successive calendar weeks. Such notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at the principal office of the Paying AgenffRegism.r for inspection by all holders of Priority Bonds. Such publicarion is not required, however, if notice in writing is given to each registered owner of Priority Bonds. (c) That whenever at any time not less than 30 days, and within one year, fi.om the date of the first publication of said notice or other service of written notice the City shall receive an lnStn.tment or insmunen[s executed by the registered owners of at least a rrmjofity in aggregate principal amount of the Priority Bonds then outstandmg, which ins~-ument or insmunents shall refer to the proposed amendment described m said notice and which specifically consent to and approve such amendment in substaniially the form of the copy thereof on file with the Paying AgenffRegis~'ar, the governing body of the City may pass the amendatory ordinance in substantially the same form_ (d) That upon the passage of any amendatory ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be amended in accordance with such amendatory ordinance, and the respective rights, duties and obl/gations under this Ordinance of the City and all the registered owners of then outstanding Priority Bonds and all future Priority Bonds shall thereafter be determined, exercised and enforced hereunder, subject in all respects to such amendments. (e) That any consent given by the registered owner of a Priority Bond pursuant to the provisions nf this Section shall be irrevocable for a period of six months from the date of the first pubhcarion of the notice provided for in this Section, and shall be conclusive and binding upon all future reg/stered owners of the same Priority Bond during such period. Such consent may be revoked at any time after six months from the date of the frrst publication of such notice by the registered owner who gave such coment, or by a successor in rifle, by filing notice thereof with the Paying Agent/Registrar and the City, but such revocation shall not be effectave if the registered owners of at least a majority in aggregate principal amount of the then outstanding Priority Bonds as in this Section defined have, prior to the attempted revocation, consented to and approved the amendment. (f) The foregoing provisions of this Section notwithstanding, the City by action of the City Council may amend this Ordinance for any one or more of the following purposes: 45544955~ A-16 (1) To add to the covenants and agreements of the City in this Ordinance contained, other covenants and agreements thereafter to be observed, grant additional fights or remedies to the registered owners of the Priority Bonds or to surrender, restrict or limit any fight or power herein reserved to or conferred upon the City; (2) To make such provisions for the purpose of curing any ambiguity, or curing, correcting or supplementing any defective provision contained in this Ordinance, or in regard to clarifying matters or questions arising under this Ordinance, as are necessary or desirable and not contrary to or inconsistent with this Ordinance and which shall not adversely affect the interests of the registered owners of the Priority Bonds then outst~anding; (3) To modify any of the provisions of this Ordinance in any other respect whatever, provided that (i) such modification shall be, and be expressed to be, effective only afar all Bonds and each series of Additinnal Priority Bonds outstanding at the date of the adoption of such modification shall cease to be outstanding, and (ii) such modification shall be specifically referred to in the text of all Priority Bonds issued after the date of the adoption of such modification; (4) To make such amendments to tiffs Ordinance as may be requtred, in the opinion of nationally recognized bond counsel acceptable to the City, to ensure compliance with sections 103 and 141 through 150 of the Code and the regulations promulgated thereunder and applicable thereto; (5) To make such changes, modifications or amendments as may be necessary or desirable in ordar to a/low the owners of the Priority Bonds to thereafter avail themselves of a boek--enmy system for payments, ~ansfers and other matters relating to the Priority Bonds, which changes, modifications or amendments are not contrary to or inconsistent w~th other provisions of this Ordinance and which shall not adversely affect the interests of the owners of the Priority Bonds; (6) To make such changes, modifications, or amendments as are l:,cawltted by Section 29(c)(v) of tins ordinamc, e (with respect to the City's continuing disclosttre obligation under Rule 15c2-12); (7) To make such changes, modifical~ons or amendments as may be necessary or desirable in order to obtain or maintain the granting of a rating on the Priority Bonds by a Rating Agency or to obtain or maintain a Credit Facihty; and (8) To make such changes, modifications or amendments as may be necessary or desirable, which shall not edversely affect the interests of the owners of the Priority Bonds, m order, to the extent p~mdtuxt by law, to facilitate the economic and practical utihzation of interest rote swap agreements, foreign cun~ncy exchange agreements, or similar type of agree'ments with respect to the Priority Bonds. Notice of any such amendment may be published by the City m the manner described m clause (b) of ~his Section; provided, however, that the publication of such notice shall not constitute a condition precedent to the adoption of such amendatory ordinance and the failure to publish such notice shah not adversely affect the implementation of such amendment as adopted pursuant to such amendatory ordinance. 45544955.2 A-17 APPENDIX B CERTAIN AUDITED FINANCIAL STATEMENT The information contained in this appendix consists of certain audited Financial Statements of the City of Corpus Christi, Texas for the fiscal year ended July3l, 2003 and is not intended to be a complete statement of the City's financial condition. Reference is made to the complete report for fiu'ther information. 45544955.2 13-1 [This page intentionally left blank] B-2 APPENDIX C CERTAIN INFORMATION RELATING TO THE CITY OF CORPUS CHRISTI The following information has been provided by the City from sources it believes to be reliable. Information contaIned herein regarding industries and other private institutions in the Corpus Christi area are for general background purposes only. INFORMATION CONCERNING THE CITY OF CORPUS CHRISTI Population and Location Corpus Christi is now the eighth largest city in the State of Texas with a population of 290,163 based on the City's revised 2004 estimate. The geographic location of the City on the Gulf of Mexico and the laterenastal Waterway gives it one of the most strategic locations in the Southwest and has been important to its economic development. Additional general information concerning the City's population and economy can be found under the caption "Economic and Demographic Characteristics." The area of the City has increased through annexation as the City's population and industry grew. The City has had numerous annexations and now contains approximately 504 square miles, which is broken down to approx/mately 150 square imles of land and 354 square miles of water. While the area covered by water contains no population and does not require normal city services, it does produce considerable revenues from oil and gas properties located therein. Form of Government and Administration The City was incorporated in 1852. In 1909, the City was organi2ed under a City Charter and operated as a general law city until 1926 when a Home Rule Charter with a connmssion form of government was adopted. The Charter was amended in 1945 and the present Council-Manager form of government was adopted. The City Council consists of the Mayor and eight Council Members elected for two year terms. The Mayor and three Council Members are elected at large and five Council Members fi.om single member disthcts. These nme officials are listed elsewhere in this document. The City Manager is appointed by the City Council and is the Chief AdminisWative and Executive Officer of the City. The Dffector of Financial Sermces is appointed by the City Manager and is charged with the administxation of fiscal affairs of the City. By an initiative submitted in accordance with promsions of the City Charter, on November 5, 2002, the voters in the City considered a proposition that would have amended the City Charter to make the Mayor of the City the chief administrative and executive officer of the City. The citizens of the City voted to reject this proposed amendment to the City Charter. The City Council fmcs the annual tax rate based on a budget prepared under the direction of the City Manager. The names, years of services, experience, and background of certain appointed officials are as follows: C-1 45198880.4 Management George K~ Noe, City Manager George K. Noe was appointed City Manager in April 2003 and previously served as the Deputy City Manager since October 1999. In that role, he was responsible for day-to-day operations of the City including the direct supervision of the Human Resources Department, E Government Services Department, Municipal Information Systems Department, Office of Management and Budget, and Convention Facilities Department as well as the supervision of the three Assistant City Managers. He was also responsible for management of major projects and oversees the City's team in collective bargaining with the police and fire employee groups. Prior to his appointment, Mr. Noe served as the City Manager of College Station, Texas for over four years. Mr. Noe's 24 year city management career also includes fourteen years service with the City of San Antomo, Texas, three years as City Manager in Kingsx411e, Texas, and three years as Deputy City Manager in Fort Collins, Colorado. Mr. Noe has a Bachelor of Arts degree fi-om St. Mary's University in San Antonio, Texas. He also participated in the public sector labor relations training program sponsored by the U.S. Conference of Mayor's Labor Management Relations Service. Ronald E. Massey, Assistant City Manager Ronald F. Massey was appointed as Assistant City Manager for Public Works and Utilities in September 1999. In this position, he oversees the Water, Wastewater, Storm Water, Gas, Maintenance Services, Sa'eet Services, Solid Waste, and Engineering Services Departments and the Corpus Christi Metropolitan Planning Organization. Prior to this appointment, Mr. Massey was the Director of Public Works for the Town of Frunklin, MassachnsetXs, for six years and served as an installation manager with the US Army for ten years. He received a Bachelor of Science in Chemistxy fi.om the University of Dayton and a Master of Science in Management from the Umversity of Cenmal Texas. Oscar Martinez, Assistant City Manager Oscar Martinez was appointed A~sis~ant City Manager for Support Services in October 2004. As Assistant City Manager he is responsible for overseeing the Finance, Budget, Information Systems, General Services, E-Government and Economic Development Departments. Mr. Martinez previously served as Assistant Budget Director for the City in the mid 1980's. Prior to his recent employment with the City, he served over 14 years in workforce development as President/CEO of Work-Force 1, President/CEO of Worlfforce Network, Inc., Director at the Greater Corpus Christi Business Alliance, and Vice President of Worlfforce Development Corporation. Mr. Martniez has also been a teacher for the Corpus Christi ISD as well as the Dallas ISD. Mr. Martinez has a Master of Arts in Public Administnition fi.om St. Mary's University in San Antonio, Texas and a Bachelor of Arts in Political Sciem:e.,'Bnsiness Aclmlnistxation from Texas A&I University in Kingsville, Texas. He has served on several Boards including the United Way, comnuttee on Educational Excellence, Corpus Christi Chamber of Commerce Education and Workforce Committee, Coastal Bend American Red Cross, Equality in Education Council, Corpus Christi Technical Education Adx4sory Council, and the Human Investment System Council. Margie C. Rose, Assistant City Manager Margie C. Rose was appointed Assistant City Manager for Development Semces in April 2002, having previously worked in local government for more than 20 yea.rs. Ms. Rose is responsible for the departments of Development Services, Convention Facilities, Health, Human Relations, Neighborhood Services and Park and Recreation. In her prior positions, Ms. Rose served as Purchasing Director, Director of Administrative Services, Director of Department of Public Services, Assistant City Manager and City Manager for the C-2 45544955.2 City of Inkster, Michigan. She also served as Deputy Director of Perks for the County of Wayne, Michigan. Ms. Rose served on various professioual committees including the Michigan Municipal League Finance and Taxation Conmmttee, International City/County Management Planning ComnUttce and the Michigan City Management Workplace Diversity Comrmttee. Ms. Rose received her BBA (Accounting) degree in 1984 and her MPA in 1991, beth fi.om Eastern Michigan University. Cindy O'Brien, Director of Financial Services Cindy O'Brien was appointed a.s Director of Financial Servaces in December 2003, after serving in the Office of Management and Budget for two years. Them, she served, fa-st as Assistant Director, then Acting Director before her current appoinianent. As Dh-ector of Financial Services, she is responsible for all areas of financial management, including financial reporting, accounting, treasury, revenue and collections, purchasing, and the utihty business office which includes billing, field services, and customer services. Prior to her position in Management and Budget, Ms. O'Brien served for over seventeen years m the Finance Department, holding various positions, including Chief Accountant. Ms. O'Brien is a Certified Public Accountant and holds a B.B.A. degree from Sam Houston State University, where she majored in Accounting. She is a member of the Government Finance Officers Association, national and state organizations, as well as the Government Treasurers Organization of Texas. Certain Governmental Service~ Provided by the City Public Safety... The City provides police protection, fire protection, building inspection, stxect hghting and traffic signals, and civil defense. Law enforcement and civil defense is provided through the Police Department. The City's Ftre Department operates 16 fire stations throughout the City and the Emergency Medical Service. Public Servtces... In addition to operating its water, wastewater disposal, and gas systems, the City also provides garbage collection and disposal and maintenance of strcets and storm drainage ereas. Community Enrichment... The City has a main library and four branches which are equipped with over 413,308 volumes. The City owns and maintains approximately 190 parks containing over 1,581 acres. The City also owns extensive recreational facilities including 139 playgrounds, a marina with 580 yacht basin slips, 4 municipal beaches, 2 public golf courses, 10 swimming pools, 49 tennis courts, a amber of baseball and softball diamonds, 5 recreational centers, and 8 senior citizen centers. In addition, the City owns an auditorium, a coliseum, Harber Playhouse, the Corpus Christi Museum, the Multicultural Center, the Water Gerden, and a Community Convention facility. Airport and Transit System...The City owns the Corpus Christi International Airport situated on 2,428 acres. The Regtonal Transportation Authority operate~ the regional transportation system which promdes passenger bus and paratransit service within the area and seasonal services including a passenger ferry connecting several tourist ata'actious. Health... The City maintains preventive health services through health facilities within the community. The City does not have the responsibility of maintaining hospitals, a school system, or a higher education system, and does not expend any funds in providing welfare. C-3 45544955.2 THE CITY'S FINANCIAL PROCEDURES Audit and Financial Reporting The City Charter requires aa annual audit to be made of the books of accounts, records, and transactions of the City by a Certified Public Accountant. The fiscal year of the City beg/us the flint day of August of each year and ends with the thirty-first day of July of the follow'rog year. The Government Finance Officers Association of the United States (the "GFOA') lb-st awarded the City its Ce~ficate of Conformance, later termed the Certificate of Achievement for Excellence m Financial Rc-l~rting' for its ann~ financial report for 1957. The City was awarded the same recogrLifon for its 1970, 1975, 1978, 1979, 1983, and 1984 through 2002 financial reports. Budget Procedures State laws and the City Charter reqmre the preparation and filing of an annual budget. The City Manager submits a proposed budget to the City Council at least sixty days prior to the be~nnlng of the fiscal year which estimates revenues and expenses for the next yea.r. The proposed expenditures will not exceed estimated revenues. The City Council shall adopt a balanced budget prior to the be~nning of the fiscal year ff the City Council fails to adopt a budget by the be~nning of the fiscal year, the amounts appropriated for current ope'rations for the current fiscal year are deemed the adopted budget for the ensuing fiscal year on a month-to-month basis until such time as the City Council adopts a budget for the ensuing year Significant Accounting Policies The City prepares its financial statements in accordance with the generally accepted accounting principles for local governmental units as prescribed by the Governmental Accounting Standards Board and the American Institute of Certified Public Accountants. A s~mnrnary of significant accounting policies of the City are set out in the Notes to Financial Statements for the fiscal year ended July 31, 2003 located referenced elsewhere in the financial section of the Official Statement. Population The remsed 2000 United States Census population for Corpus Christi is 277,454, which is appro:~imately eight percent greater than the population reported ia 1990. The table shows the history of population fi.om 1920 to 2000: Population United Stat~ Cemu~ Fil~r~ ~r 1920 - 1990 1920 ................................................... 10,522 1930 .................................................... 27,541 1940 .................................................... 57,301 1950 ............................................... 108,053 1960 .................................................. 167,690 1970 .................................................. 204,525 1980 .................................................. 232,134 1990 .................................................. 257,543 2000 ................................................. 277,454 Percent of lncre~e Over Preceding Cemu~ 27% 162% 108% 8~/0 ~5% ~2% 1~% 1~% Corpus Christi Standard Metropolitan Statistical Area (SMSA) consists of Nueces and San Pathcio Counties, and, according to the 2000 United States Census, had a population of 380,783. It is estimated that the population in the SMSA will exceed 403,000 in the next ten yearn. C-4 45544955.2 Trade A~ea and Location Corpus Clmsti's trade area consists of five counties, Nueces, San Patricio, Aransas, Jim Wells, and Kleberg. Each of the counties maintains a solid and diversified economic base which con~ibutes material support to Corpus Christi due to its location as a trade center and shipping point. The land is generally flat with strong mineral deposits, rich soil, excellent climate, and a growing sea.son of approximately 300 days. Grain sorghum and cotton are the principal agficultu.ral crops. The region also has a strong supply of livestock including beef, dairy cattle, hogs, and poultry. The oil and gas industry is a major factor in the growth and economic stability within the ttade area. Mineral values vary depending on world market and demand. This industry also provides a secondary market for pel:'o by-products and chemicals. The ttade area's principal outlet for agricultural and petroleum products is the Port of Corpus Christi, which has served the area for over seventy years. The rebuilt grain elevator, completed in 1983, has added to the Port's capacity to handle various agricultural products. In 2001, the Port handled a volume of 87.0 million tons of cargo, including 75.5 million tons ofpettoleum products. Corpus Christi has one of the most strategmally located waterways in the Southwest, with deep water transportation to the Gulf of Mexico and barge traffic all along the Texas Coast via the Intracoastal waterway. The nearest other port is in Brownsville, 160 miles to the south; nearest retail and wholesale outlet is San Antonio, 145 miles to the northwest; and the nearest heavy industry competition is Houston, 210 miles to the northeast. Corpus Christi continues to grow as a regional center for a 12-county area. Several new businesses were attracted to the City in the past year, including Graduate Loan Services, a financial call center, Gateway Shipping, a stevedore company, and Combex Westhem LLC, a modular home manufacturer. The Padre Island Drive shopping corridor also added a number of new restaurants and other retail businesses. Retail sales grew by 9.8% as measured by sales subject to sales tax. Recent capital investments underway by the public and not-for-profit sectors is estimated at $488 million, while private tnvestments topped $1 bilhon. Most recently, Toyota has announced its intention to construct a major international auto manufacturing center in south San Antonio, Texas, a short distance away fi.om Corpus Christi. This facility may have use for the Port of Corpus Christi facilities, thus having the effect, if so nsec[, of contributing to the local economy. Several major construction and transportation projects are in various stages of planmng or construction. A $46 million airport renovation project has been completed. The Texas Department of Transportation has two projects under cousmacfion. The $45 million elevation of the JFK Causeway, of which the City is funding $4 million, will provide a safe evacuation route fi.om Pad.re and Mustang Islands and provide envh'oumental benefits. The $36 million current phase of the extension of the Crosstown Expressway will connect Downtown and the Southside of town with a continuous fi.eeway. A $30 million project on Padre Island will re-open Packery Channel, creating a route for pleasure and fishing beats between the Laguna Madre and the Gulf of Mexico. A large tourist development of condos, restaurants, and retail estabhshments is in the planning phase. The City's portion of the cost of dredging Packery Channel is funded through Tax Increment Financing. The Texas State Aquarium has recently concluded a $14 million expansion which allows exhibition of dolphins that cannot be returned to their natural habitat. A $30 million multipurpose arena conslxucted by the City in the downtown area opened in November 2004. Construction is underway on a minor league baseball stadium near the arena, with constructaon anticipated to be completed in April 2005. C-5 45544955.2 Industry Corpus Christi industry provides a diversified product market including metal fabrication, chemical processing, farm and ranch equipment, oil field eqmpment, cement, food processing, electronic, petrochemical products, fishing and seafood products, and more. The diversification is primarily due to the commitment of City leadership. The Port of Corpus Christi Authority opened the area to world markets in 1926. Today, it is the fifth largest port in the United States and one of the top twenty worldwide. The Port's channel s~xetches over 30 miles across the Corpus Christi Bay and is comprised of four divisions: the Inner Harbor, Harbor Island, Port Ingleside, According to a study conducted by Martin O'Connel Associates in 1995, seaport activity at the Authority generates more than 31,000jobs. Of the 31,000jobs, 9,460 are directly associated with manne cargo activities, while 8,288 jobs are induced by Port activity, and 13,048 jobs are indirectly related to Port aclivity. In addition to jobs, Port activity generated more than $1.1 billion in pea-sonal income, of that total $544.4 million is direct personal income. Deeper channels have for decades allowed Corpus Chrim to be a competitive port for bulk commodities requiring large, deep draft vessels. It is the terminus of a network of oil and gas pipelines throughout Southwest Texas and extending into West Texas. The Port is presently working on a Corpus Christi Ship Channel ~g and widening program. The Port is currently seeking WRDA authorization. The Port has plans to deepen the channel from 45 to 52 fl, w~den the Corpus Christi Ship Channel across Corpus Christi and Redfish Bays to 530 feet, add 200 feet wide barge shelves along both sides of the channel across Corpus Christi Bay, and extend La Quinta Channel approximately 7400 feet at a depth of 39 feet. Port facilities include over 6,000 hnear feet of wharf frontage consisting of 2 grain elevators, 2 ch3' bulk cargo terminals, 11 oil docks, 7 general cargo docks, and an open pavilion suitable for cruise ships_ In addition, there are 19 private oil docks and 12 dry cargo docks owned and operated by major industries. There is also a public cotton warehouse with over 1.3 million square feet of covered storage located next to the south side general cargo docks that is now leased to Gulf Compress as of July 2002, and a 100,000 square foot refrigerated warehouse. The Port is constantly upgrading and expanding facilities to better serve South Texas industry and shippers_ In 2002, major capital expenditures include general capital improvements, oil dock upgrades, a channel improvement feasibility study, vessel traffic information system, water taxi, security enhancements, and the Joe Fulton Trade Corridor. For the year 2002, expenditures will total appro~rlmately $7 million. Othgr major projects include the development ora road and rail corridor known as the Joe Fulton International Trade Corridor; a military layberth project, and perhaps one of the Port's most visionary projects, La Quinta Trade Gateway. La Quinta is the development of 1100 acres in San Patricio County into a major container terminal. The growing North-South trade demands that a new trade gateway emerge in the Western Gulf. La Qumta's location, access, and market potential make it an ideal site. Tourism and Convention Business Corpus Christi continues to be a favorite vacation spot for visitors, as reflected by the ranldag of the sixth most popular tourist destination in Texas. In 2000, nearly five million visitors spent more than $670 million in the Corpus Christi area, averaging more than $60 per person every day. Visitors stayed longer in Corpus Clmsti than in other areas of the State - an average of 2.3 days in Corpus Christi compared to 2.1 days in all of Texas. The number one reason visitors flock to the area has always been to enjoy miles of blazing white beaches along Mustang and Padre Islands, the longest barrier island in nature C-6 45544955.2 fronting on the Gulf of Mexico. The opposite side of the hamer provides a shoreline for Corpus Christi Bay, Laguna Madre, and the various bays and bayous north of the Coastal Bend which is ideal for outdoor recreation. Touhst facilities estabhshed within the City include the Texas State Aquarium, the USS Lexington Museum, the Museum of Scienee and History, and the Heritage Park area. Also, a new 15,000 seat capacity Concrete Stteet amphitheater opened March 2001. The Corpus Christi area is a renowned location for windsuffmg and kiteboarding, and hosts the annual U.S. Open Windsurfmg Ragatta. International Flavor The City of Corpus Christi is a member of Sister Cities International. Through Sister Cities International, Corpus Christi has established affiliations with Keelung, Taiwan; Veracruz, Mexico; Yokosuka, Japan; Agen, France; and Toledo. Spain. The City and nearby neighbor, Monterrey, Mexico, have established a Partner in Trade affiliation that emphasizes business and cultural opportunities for cooperative ventures. Yokosuka, Japan sends up and coming city employees to Corpus Christi for overseas' training in public service and an exchange that teaches the different facets of volunteerism in Japan. In addition to establishing a "Partner in Trade" with Monterrey, the City has established closer ties with cousins in 23 countries including Austria, Belginm France, Spain, Italy, and others. Proximity to San Antonio Corpus Christi continues to benefit from tourist am'actious in San Antomo. San Antonio is located 2.5 hours by automobile north of Corpus Christi with easy access by Interstate 37, and Corpus Christi is favorably viewed as an ara-active one-day trip by San Antomo visitors. With Corpus Christi's growing list of a~actions, which include the Texas State Aquanttm, the U.S.S. Lexington Museum on the Bay, and the Las Carabelas Columbus ship exhibit, visitors maybe tempted to stay a little longer. Foreign Trade Zone The Port of Corpus Chrisu Authority operates one of the largest Foreign-Trade Zones (FTZ) in the United States. The Zone includes an Industhal Park near the AUP°rt, two full service public warehouses near the Airport, all Port proper~es (7,0t10) acres that are available for storage and/or indusmal activity, three bulk fuel terminals, six refinery subzones, two metal fabrication (offshore oil platforms and towers) subzones, and two minerals processing subzones. The Port's FTZ deparanent is a full service Grantee assisting clients with applications, FTZ ~aining, interpretation of Customs regulations, and interface with Custon:ts officials. Corpus Christi Enterprise Zone The City of Corpus Christi has a State of Texas approved Enterprise Zone to assist in economic development activities. The Enterprise Zone cooLaina approximately 14 square miles. In the 8-year existence of the Enterprise Zone, over $2.5 billion of State of Texas approved Enterprise Zones projects have begun within the Enterprise Zone. While numerous State benefits for companies locating in the Enterprise Zone are available, the City also provides ineenlaves for compames locating wittan the Enterprise Zone. Private Utilities Telecommunications and electrical service are available fi.om several providers. C-7 45544955.2 Construction The Table below indicates the mount of new consU'uction activity in Corpus Christi and the number of permits issued for all purposes. Year Buildln ~ Permits Value Number of Permits 1992-1993 5,301 ~ 123,034,053 1993-1994 5,922 119.524,554 1994-1995 5,854 135,560,815 1995-1996 6,458 157,530,114 1996-1997 5,860 171,581,105 1997-1998 5,669 178,025,561 1998-1999 5,984 142.154,244 1999-2000 5,845 152,987,779 2000-2001 4,761 149,264.763 2001-2002 5,207 154,763,863 2002-2003 4,565 333,016,517(1) 2003-2004 4,012 289,951,903 (1) Based upon the construction of several large commercial projects, including shopping malls. Employment The following table indicates the total civilian employment in the Corpus Christi MSA for the period October 2004 as compared to the prior periods of September 2004 and October 2003: October 2004 Seeteml:~r 2004 October 2003 Civilian Labor Force 183,000 183,300 183,600 Unemployment I 1,200 12,300 11,200 Percent Unemployment 6.1% 6.7% 6.1% Total Employment 171,800 171,00O 172,400 The following table shows certain nonagricultural wage and salary employment in the Corpus Christi MSA for the period October 2004 as compared to the prior periods of September 2004 and October 2003: October 2004* Seotember 2004 October 2003 Natural Resource & Mining 3,000 3,000 2,800 Conslxuetion 14,300 13,800 14,400 Manufacturing 11,600 11,6OO 11,700 Wholesale Trade 4,700 4,700 4,700 Retail Trade 17,500 17,500 18,000 Transportation, Warehouse & 5,200 5,100 5,200 Public Utilities Information 2,700 2,700 2.600 Financial Activities 7,400 7,500 7,600 Professional & Business 15,200 15,000 15,100 Services Education & Health Services 24,600 24,500 24.200 Leisure & Hospitality 17,0~ 17,600 17,200 Other Services 6,30~ 6,500 6,400 Government 31,200 30,(~)9 ~ ] ,400 Total 160.700 160.100 161.300 *Estimates for the current month m-e preliminary Source: Texas Work:force commassion, Labor Market Information, November 2004. C-8 45544955,2 APPENDIX D OPINION OF BOND COUNSEL An opinion in substantially the following form will be delivered by McCall, Parkhurst & Horton L.L.P, Bond Counsel, upon the delivery of the Bond& assuming no matertaI changes tn facts or law CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES 2005, IN THE PRINCIPAL AMOUNT OF $74,270,000 AS BOND COUNSEL for the City of Corpus Christi, Texas (the "City"), the issuer of the bonds described above (the "Bonds"), we have examined into the legality and validity of the Bonds, which Bonds are issued in the aggregate principal amount of $74,270,000. The Bonds bear interest from their dated date and mature on the dates specified on the face of the Bonds, and are subject to redemption prior to maturity on the dates and in the manner specified in the Bonds, all in accordance with the ordinance of the City authorizing the issuance of the Bonds (the "Ordinance"). Terms used herein and not otherwise defined shall have the meaning given in the Ordinance. WE HAVE EXAMINED the Constitution and Statutes of the State of Texas, the City Charter of the City, certified copies of the proceedings of the City Council of the City, and other proofs authorizing and relating to the issuance of the Bonds, including one of the executed Bonds (Bond Number R-l); we do not, however, express any opinion with regard to the statement of insurance printed on each of the Bonds. IN OLrR OPINION, the Ordinance was duly adopted by the City and is enforceable against the Issuer in accordance with its terms, and the Bonds have been authorized and issued in accordance with law, and constitute valid and legally binding special obligations of the City; and, except as may be limited by laws applicable to the City relating to bankruptcy, reorganiTation, and other similar matters affecting creditors' rights, that the interest on and principal of the Bonds, together with outstanding parity bonds, are payable from, and secured by a f'u'st hen on and pledge of, the Pledged Revenues, which include the Net Revenues of the System. All such revenue bonds are secured ratably by such pledge of revenues in such manner that no one Bond shall have priority of lien over any other Bond so secured. The holder or holders of the Bonds shall never have the right to demand payment out of money raised or to be raised by taxation. THE CITY reserves the fight, subject to the restrictions stated, and adopted by reference, in the Ordinance, to issue additional parity revenue bonds in all things on a parity with the Bonds and payable fi.om and equally secured by a first lien on and pledge of the Pledged Revenues. IT IS FURTHER OUR OPINION, except as discussed below, that the interest on the Bonds is excludable from the gross income of the owners for federal income tax purposes under the statutes, regulations, published rulings, and court decisions existing on the date of this opinion. We are further of the opinion that the Bonds are not "specified private activity bonds" and that, E-I 45544955.2 accordingly, interest on the Bonds will not be included as an individual or corporate alternative minimum tax preference item under section 57(a)(5) of the Internal Revenue Code of 1986 (the "Code"). In expressing the aforementioned opinions, we have relied on, certain representations, the accuracy of which we have not independently verified, and assume compliance with certain covenants, regarding the use and investment of the proceeds of the Bonds and the use of the property financed therewith. We call your attention to the fact that if such representations are determined to be inaccurate or upon a failure by the City to comply with such covenants, interest on the Bonds may become includable in gross income retroactively to the date of issuance of the Bonds. WE CALL YOUR ATFENTION TO THE FACT that the interest on tax-exempt obligations, such as the Bonds, is (a) included in a corporation's alternative minimum taxable income for purposes of determining the alternative minimum tax imposed on corporations by section 55 of the Code, (b) subject to the branch profits tax imposed on foreign corporations by section 884 of the Code, and (c) included in the passive investment income of an S corporation and subject to the tax imposed by section 1375 of the Code. EXCEPT AS STATED ABOVE, we express no opinion as to any other federal, state, or local tax consequences of acquiring, carrying, owning, or disposing of the Bonds. WE EXPRESS NO OPINION as to any insurance policies issued with respect to the payments due for the principal of and interest on the Bonds, nor as to any such insurance policies issued in the future. OUR SOLE ENGAGEMENT in connection with the issuance of the Bonds is as Bond Counsel for the City, and, in that capacity, we have been engaged by the City for the sole purpose of rendering an opinion with respect to the legality and validity of the Bonds under the Constitution and laws of the State of Texas, and with respect to the exclusion fi.om gross income of the interest on the Bonds for federal income tax purposes, and for no other reason or purpose. The foregoing opinions represent our legal judgment based upon a review of existing legal authorities that we deem relevant to render such opinions and are not a guarantee of a result. We have not been requested to investigate or verify, and have not independently investigated or verified any records, data, or other material relating to the financial condition or capabilities of the City, or the disclosure thereof in connection with the sale of the Bonds, and have not assumed any responsibility with respect thereto. We express no opinion and make no comment with respect to the marketability of the Bonds and have relied solely on certificates executed by officials of the City as to the availability and sufficiency of the Pledged Revenues. Our role in connection with the City's Official Statement prepared for use in connection with the sale of the Bonds has been limited as described therein. OUR OPINIONS ARE BASED ON EXISTING LAW, which is subject to change. Such opinions are further based on our knowledge of facts as of the date hereof. We assume no duty to update or supplement our opinions to reflect any facts or circumntances that may thereafter come to our attention or to reflect any changes in any law that may thereafter occur or become effective. Moreover, our opinions are not a guarantee of result and are not binding on the Internal Revenue Service (the !'Service"); rather, such opinions represent our legal judgment based upon our review of existing law and in reliance upon the representations and covenants referenced above that we deem relevant to such opinions. The Service has an ongoing audit program to determine E-2 45544955.2 compliance with rules that relate to whether interest on state or local obligations is includable in gross income for federal income tax purposes. No assurance can be given whether or not the Service will commence an audit of the Bonds. If an audit is commenced, in accordance with its current published procedures the Service is likely to treat the City as the taxpayer. We observe that the City has covenanted not to take any action, or omit to take any action within its control, that if taken or omitted, respectively, may result in the lreatment of interest on the Bonds as includable in gross income for federal income tax purposes. E-3 45544955.2 M. E. ALLISON & CO., 1NC 950 East Basse Road, Second Floor San Antonio. Texas 78209 Financial Advisor 45544955.2 18 CITY COUNCIL AGENDA MEMORANDUM December 14, 2004 AGENDA ITEM: Ordinance authorizing the City Manager, or his designee, to execute a Participation Agreement with Counb'y Creek Partners inc., Developer of Country Creek Unit 6, for the two separate bridge structures (a) on County Road 41, and (b) on South Oso Parkway, both approximately 300 linear feet north of South Staples, in accordance with the Platting Ordinance, of which the City's share of cost shall not exceed $215,031.83; and declaring an emergency. ISSUE: An agreement between Country Creek Partners, Inc. and the City of Corpus Christi, to install the first phase of bddge culverts at two locations with a City share not to exceed $215,031.83. REQUIRED COUNCIL ACTION: Council authorization for the City Manager to enter into a Participation Agreement with the Country Creek Partners, Inc. (Developer) in compliance with Platting Ordinance. RECOMMENDATION: Staff recommends approval of the ordinance as presented. Attachments: Exhibit A Exhibit B Exhibit C Exhibit C-1 Exhibit D J ~pment Services Background Information Site Plan Cost of Proposed Bddge Improvements Cost of Ultimate Bddge Improvements Participation Agreement AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION BACKGROUND: As approved by Planning Commission on July 14, 2004, the development and platting of Country Creek Unit 6 requires construction of the first phase oi: two bridge structures, one along CR 41 and a second along South Oso Parkway. Country Creek Unit 6 is located east o[ County Road 41 and west of South of Oso Parkway. Platting Ordinance Section IV.A.16. requires the developer to construct at his own expense, a crossing over a drainage way if the ultimate bottom width of the drainage way equals or is less than 15-feet. The City is required to participate in the cost of constriction of any drainage way crossing where the ultimate bottom width of the drainage way exceeds 15-feet. The drainage channel to serve Country Creek Unit 6 will serve existing units of Countq/Creek. The Developer will excavate the drainage channel to an ultimate bottom width o[ 50-feet in accordance with the Drainage Master Plan for the area south of Oso Creek between South Oso Parkway and CR 41. The total cost of the ultimate proposed bridge structures along CR 41 (5--8'x6' box culverts) is equal to $566,492.58 and along South Oso Parkway (5--8'x6' box culverts) totals $ 499,166.98 or a total cost o[ $1,065,659.56. The developer's share for CR 41 is equal to 15% of the total cross-section while the City's share is the remainder. This satisfies all current obligations for the Country Creek development Units 1-6. An agreement executed with developer in 1997 committed the City to excavate the drainage channel between South Oso Parkway and CR 41. The City did not complete this obligation. For this reason, the Developer is being credited for his share of the bridge box culverts with the cost of excavating the drainage channel to the ultimate bottom width oi: 50-feet at the cost of approximately $250,000. The installation o[ a box culvert in addition to the existing 60-inch pipe culvert previously installed by the same developer under South Oso Parkway is needed to increase the hydraulic capacity o[ the existing structure. The cost estimates for the first phase of the proposed bddge structures along CR 41 (1--8'x6' box culverts) and along South Oso Parkway (1--8'x6' box culverts) as i=ollows: Cost estimate [or Culvert Bridge Improvements @ Oso Parkway ...... $101,792.56 Cost estimate for Culvert Bridge Improvements @ CR 41 .............. $ 98,237.05 Engineering @ 7.5% $ 15,002.22 (see exhibits "C" and "C-1") Cib/s participation cost $ 215,031.83 The City's participation cost will be $ 215,031.831 which will be [unded by Capital Improvement project No. 3540-00000-550910-160450. The City participation cost will be paid to the developer upon completion and acceptance of the culvert bridge improvements and drainage channel excavation with actual payment to be determined based on actual construction cost not to exceed $215,031.83. RECOMMENTATION: Staff recommends approval of the Ordinance as presented. EXHIBIT A Count)! Rood Culve-rf S. Oso Pork.,oy Cu/vert SITE Stap/es - FM 2,144 LOCATION MAP SCALE: N.T.S. COUNTRY CREEK UNIT OFF-SITE DRAINAGE IMPROVEMENTS SH.1 OF 4 6 LLiEURBAI ENGiNEERI~'G'1 CORPU~ CHRIS'T], TEXA~ ~/ a,~,-.~ ~-,,o:~ o 4 9,~. ~,~o-,i'--,, DATE: 11/04 BY: __C.G._ EXHIBIT B COUNTRY CREEK UNIT 6 CITY PARTICIPATION DATE: 11/~2004 JOB NO. 20492.O6.01 PRESENT CULVERT BRIDGE IMPROVEMENTS Itm'n Description Quant. 'Unit Unit Price Tolal Amounl BRIDGE IMPROVEMENTS FOR CROSSING DRAINAGE DITCH G DSO PARKWAY 1. 8' ~ SlabiJIzed Subgrade 55 SY $34.20 $1,88%00 2. 8' Cement Siab~zed C~che Base 55 SY $31.46 $1,730,30 3. 2' HMAC wi Prtme Coat 55 SY $51.98 $2.858.190 4. Comoacled Nelc~a/Embankrnenl 1 ~;S $1,641.48 $1,641.45 F~ Aix~ve Boxes 5. 8' Ch.=had I.]me~tene Beneath Box 13 CY $328.30 $4.267.9~ 6. RemOve and Rep~.ac~ Bdclge Guardrai[ 50 LF $32.83 S1.641.50 7 Mx Culvert {1} 8'x~' Prat. sat Bo~ 53 LF $~15.5~ $51,091.4B 8. D~mo 8, Dispose of E~ng Rip Rap 2000 SF $3.97' $7,940.00 9. New Rip Rap Suucture 3000 SF $9.58 .~.8,740.00 Olio P. arkway Total B~ID(~E IMPROVEMENTS FOR CROSSING DRAINAGE DITCH I~ CR 41 1. ConXoacte<l Nal~'al Embankment 1 LS S1,~1 48 $1.~1.48 Fil A~ve 2. ~ ~Ne~ (1) ~' Pre.si BOX 75 LF ~12.82 3. R~ R~ ~p S~e 2~ SF $9.58 $1g,1~.~ 4. ~ S~c~e 5. ~ ~ Ra~ (1~. ~¢ Se~s) 1~ LF $~.~ ~,412.~ 6. ~ D I P~e 1~ LF ~4.72 ~.755~ 7. ~d Lime~l~ ~ne~ ~x 13 CY $332.40 ~.321~ ~n~ Road 41 T~al $~,237.05 Engineering ~1~ 7.5% TOTAL COST $15,002.22 S215,031_83 DEVELOPER PARTICIPATION D~TCH EXCAVATION (Between S. Dso Parkway and CR 41) 100.000 TOTAL DEVELOPER COST CY $2.50 $250,000.00 S250,000.00 COST OF PROPOSED BRIDGE IMPROVEMENT EXHIBIT C COUNTRY CREEK UNIT 6 P~OJECT: COUNTRY CREEK UNIT E QATE: 1115/2004 JOB NO. 20492.06.01 FULL CULVERT BIOGE IMPROVEMENTS Item DescdpUon Quant. Unfl Unll PrJa~ Tall BRIDGE iMPROVEMENTS FOR CROSSING DRAINAGE DITCH O OSO PARKWAY 1. ~' Lk~te Stabllizecl Su~grade 577 SY $34.20 $1=.733.40 2. 8' Cem~nl ~l~b~z~ Ca~C]3e R- ~ 577 SY ~3t.46 'alE.152.42 3. 2" I"B4AC 'ad PMme Coat 577 SY ~51.~6 4. 6' L-Curb 380 LF Sa.00 $:3.420.00 5. 4' Sidewalk 1520 SF ~..EO $$.800.0~ 6. ~ed Nah.r~ Em~en,kment I LS $8,000.00 S8.000.rm F'~ Above Bmms 7. 8" Crushed L~llone Beneath Box 65 CY $32~.30 $21.339.E0 8. Ren~ve .rKI Replace B~lge Guardral{ 140 LF 332.83 $4.5g~ 9. B~g Culyerl (5) 8~6' Precept Box 415 LF $615.E~ $255,4E7.40 10. Dmso & D~pose of Ex]~g Rip Rap 5000 SF $3.97 11. Dame & Dbflo~e ~ ~ eo~ Pipe I L$ $20,~0.00 12. He~l W.h & WIn~ W~I~ I LS $80,000.00 0~o P~n~way Treat I~RIDGE IMPROVEMENTS FOR CROSSING DRAINAGE DITCH OCR 41 1. 8' Lime St a~lltze d -c.' 'b~'ade 1351 SY $34.20 $46,204~0 2. 8" ~ ,~a~ed Ca~.he B.se 1351 SY $31 4E $42.5Q2.4~ 3. 2" I..~a~ wi Pdme Coal 1351 SY $51.98 S70.224.~ 4. 6' L-Curb 380 LF $8.00 $3.420.80 5. 4' Sk~ev,~l~ 1520 SF $2.50 6. Compacted Nalural Embankment 1 L$ $8.000.00 $8,000.00 Fill Abc~ve Bo=es 7. Box CulwM (5) 8~6' Pmca~l BOx 400 LF S612.B2 $248.128.D0 8. Demo & [Ympo~ of ExlsUn~ Rip Rap 2500 SF $3.97 $9.925.00 8. ~ Wa~ & W~ng Weis 1 LS $~);000.00 10. B~dge Gu~d Rail (I~L A~chm Secllona) 300 LF $86.08 $16.824.00 11. rcn~glLimeMo~Bene~thBox. 63 CY $332.40 ~ $:20.B4120 Ceull~ Read 41 Total $526,968.~4. ENQRdEER]NG ~ 7..S% S 74,34i.34 TOT~.COST FOR PRESENT IM~ROVEIdENTS % OF FIlL CUL~J~; ~I{3GE COST $ 218A31~3 11.#% COST OF ULTIMATE BRIDGE IMPROVEMENTS EXHIBIT C-1 PARTICIPATION AGREEMENT STATE OF TEXAS COUNTY OF NUECES THiS AGREEMENT is entered into between the City of Corpus Christi, a Texas Home-Ruled Municipal Corporation, P.O. Box 9277, Corpus Christi, Texas 78469-9277, hereinafter called "City" and Country Creek Partners, Inc. 6000 South Staples, No. 408, Corpus Christi, Nueces County, Texas 78413, hereinafter called "Developer". WHEREAS, Developer in compliance with the City's Platting Ordinances, has filed a plat located as shown in, (Exhibit No. 1, page 1 of 3) to develop a tract of land in Country Creek Unit 6, hereinafter called "Development", and WHEREAS, the Developer agrees to construct infrastructure and related site improvements in accordance with City approved construction plans and specifications, and WHEREAS, the City would require the construction of the first phase of two bridge structures, one along CR 41 (1---8'x6' box culverts) and a second bridge structure (1---8'x6' box culvert), along South Oso Parkway, and WHEREAS, the developer ~vill construct at his own expense, crossings over a drainage way if the ultimate bottom width of the drainage way equals or is less than 15- feet, and WHEREAS, it is in the best interest of the City and the Developer for the drainage channel to be excavated to ultimate depth and width to serve Country Creek Unit 6 and surrounding subdiwsons and to construct bridge structures at CR 41 and South Oso Parkway at this time; NOW, TI:I1E~REFORE, for and in consideration of the mutual covenants hereto exchanged to be kept and performed, the parties do hereby covenant, and agree as follows: REQUIRED CONSTRUCTION a. SCOPE OF IMPROVEMENTS 1. Excavation of drainage channel to ultimate 50-foot bottom width per 1988 Draft Drainage Master Plan between CR 41 and South Oso Parkway, a total 100,000 c.y. 2. Installation of (1) 8'x6' box culvert across channel at South Oso Parkway as first phase of ultimate bridge structure of five (5) 8'x6' box culverts and related improvements as shown in (Exhibit No.1, page 2 of 3) Participation Agreement Gene Graham, Developer Country Creek Unit 6 -1- EXHIBIT D 3. Installation of (1) 8'x6' box culvert across cha~mel at CR 41 as first phase of ultimate bridge structure of five (5) 8'x6' box culvert and related improvements in accordance with plans and specifications approved by City Engineers as shown in (Exhibit No. 1, page 3 of 3 ) in compliance with platting ordinance. b. DEVELOPER'S SHARE The developer's share for the bridge crossing at CR 41 is one half of total 15' of the ultimate 50' wide bottom or 30%. The cost of excavating the channel between CR 41 and South Oso Parkway to ultimate width shall be the developer's responsibility. The developer's cost to excavate the channel, i.e. 1001000 c.y. meets and exceeds the Developer's share of one half of 30% ( $250,000/£566,492.58 44.2%) for the ultimate bridge construction at CR 41 as shown in (Exhibit 2) This work will satisfy the total developer's participation in the construction of these two ultimate bridge structures for County Creek subdivision Units 1 through 6. c. CITY SHARE a. The City will pay the Developer the construction of the first phase of two bridge structures, one along CR 41 (1---8x6 box culverts) and a second bridge structure (1---8x6 box culvert), along South Oso Parkway, according to the City's specifications, not to exceed $215,031.83 as shown on Exhibit No. 2 and Exhibit No. 3. b. City further agrees to properly reimburse the Developer on a monthly basis and upon invoicing for work performed. Such reimburse~nent shall be made no later than 30 days from the date of the invoice Developer is to submit all required performance bonds in accordance ~vith applicable laws, including but not limited to Texas Local Government Code, Section 212.073. PLANS AND SPECIFICATION a. The Developer will prepare plans and specifications for the two bridge structures, one along CR 41 (1---8'x6' box culverts) and a second bridge structure (1--- 8'x6' box culvert), along South Oso Parkway, and verify the channel excavation to ultimate bottom width through its consultants. NOW THEREFORE, for and in consideration of said City participation for the construction of any drainage way crossing where the ultimate bottom w~dth of the drainage way exceeds 15-feet to service the Development, the City and Developer further agrees as follows: 1. Developer shall indemnify and hold harmless the City, its agents, officers and employees ("Indemnities") from all suits, actions, or claims and from all liabihty for any and all injuries or damages sustained by any person, including without limitation Participation Agreement Gene Graham, Developer Country Creek, Unit 6 -2- workers compensations, personal injury or death, arising from or incident to this bridge construction. To the extent allowed by law, the City will indemnify and hold harmless the Developer from any and all liability for any injuries or damages as a result of the installation and construction of the two bridge structures, one along CR 41 and a second along South Oso Parkway, and the excavation of a drainage channel between South Oso Parlo,vay and CR 41. 2. Developer further agrees, in compliance with the City of Corpus Christi Ordinance No. 17112, to complete, as part of this Agreement, the Disclosure of Ownership Interests form attached hereto as Exhibit No. 4. 3. This agreement shall become effective and shall be binding upon and shall insure to the benefit of the parties hereto and their respective heirs, successors, and assigns from and after the date of execution. EXECUTED originals, this __ day of 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa, City Secretary George K.Noe, City Manager APPRO.~ D: Day of /.Te~...~.,..', 2004 By: Jose e . City Attorney STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on , 2004, by George K. Noe, City Manager of the City of Corpus Christi, Texas a Texa~ home- ruled municipal corporation, on behalf of said corporation. Participation Agreement Gene Graham, Developer Counery Creek, Unit 6 Notary Public, State of Texas DEVELOPER: Gene Graham President STATE OF TEXAS COUNTY OF NUECES This instrument was acknowledged before me on ~ r' ~ en [~.t" ~ ,2004, by Gene Graham as President , of Country Creek Parmers, Inc.,a Texas Corporation, on behalf of said corporation. Participation Agreement Gene Gm[tam, Developer Country Creek, Unit 6 -4- County Rood 41 CulveN S. Oso Porkwoy- / SITE F Culved S. Stop/es - Flvl 2444 COUNTRY CREEK UNIT 6 U ~ ~ ~ENGINEERINGN~ EXmRIT 1 Page 1 of 3 OSO PARKWAY CULVERT SCALE: 1"=40' 126' DRAINAGE DITCH SECTION © S. OSO PARKWAY SCALE: 1"=40' COUNTRY CREEK UNIT 6 OFF-SITE DRAINAGE IMPROVEMENTS SHEET 2 OF 4 UI A ~J~ ENGINEERINGI~ EXHIBIT 1 Page 2 of 3 COUNTY ROAD 41 CULVERT SCALE: 1"=40' 'DRAINAGE DITCH SECTION ID COUNTY RD 41 SCALE: 1"~40' COUNTRY CREEK UNIT 6 OFF-SITE DRAINAGE IMPROVEMENTS SHEET ,3 OF 4 I UneA ENGINEERING ExHmIT 1 Page 3 of 3 COUNTRY CREEK UNIT 6 CITY PARTICIPATION DATE: JOB NO. 11/5"2004 20492.06.01 PRESENT CULVERT BRIDGE IMPROVEMENTS Ilem De$~ptL"'n Quant. ' Ur~t unit Price BRIDGE IMPROVEMENTS FOR CROSSING DRAINAGE DITCH O O$O PARKWAY Tolal Amount 1. 8' Lime Stabilized S~bgrade 55 SY $34.20 $1,881.00 2. 8' Cement Stab,lized Ca,the t)ase 55 SY 3. 2' HMAC wi Prone Coat 55 SY $51.9~ $2,8,58.0O 4. ~ed Nal~'a] Embankmen{ 1 L.$ $1,641.48 $1,641.48 Fir Above ~oxes 5. 9' Ca.mhed Umestone Be~ealh Box 13 CY $328.30 ~4,267.90 6. Remove and Replac~ Bddge Guardrail 50 LF $32.83 $1,6.41.50 7. B~3x Cu~'ver[ (1)- 8'~,' Precast Box 83 LF $015.5e S51,091.48 8. D~ellO & Dl~x~,~ o! Ex[s~g Rip Rap 9. New Rip Rap Slructure 3000 SF $9.58 ~8,740.00 O~o P~arkway Tolal $101 792.F~6 BRIDGE IMPROVEMENTS FOR CROSSING DRAINAGE DITCH ~) CR 41 1. Compared Natural Embankmenl 1 LS $L641.48 $1,641.48 Fill Alcove Boxes 2, B~3z Cuber[ (1) Ex~' Prec~sl Box 75 LF $612~82 $45,9~1.50 3. Raw Rip ~p Sb'ucture 2000 SI 4. ~ StRatum I LS $9,985.67 $8,985.67 5. B41dg~ C~ua~l Rail (Ina. Anchor Sections) 150 LF $56.0~ ~8,412.00 6. 8' O I. P~p~ 160 LF $54.72 $8,75520 7. 8' Cn.~,hed Limesl.~"m Banealh Box 13 CY $332.40 ~1,321.20 C~unt~ Road 41 '~'Mal $98,237.05 Engineering ~ TOTAL COST $15,002.22 $215,031_83 DEVELOPER PARTICIPATION DITCH EXCAVATION (Se~veenS OsoPa~wayandCR41) 100.000 TOTAL DEVELOPER COST CY $2 50 $250,000.00 $250,00O,00 COST OF PROPOSED BRIDGE IMPROVEMENT EXHIBIT 2 COUNTRY CREEK UNIT 6 PROJECT: COUNTRY CREEK UNIT G r~ATE~ JOB NO. 2C)492.06.01 FULL CULVERT BIOQ~E IMPROVEMENTS I I~'It De~ ct~lo~ Quant. Unil Untl price BRII~-.~E IMPROVEMENT6 FOR CROSSING DRAJNA(]E DITCH O 050 PAR~WAY 1~ 8" L~ S~b~zmd SubiFade 577 SY $34.20 $19,733.40 2. ~ ~ ~ ~ ~ 5~ SY ~1.46 $1B,1~ 3. ~H~ C~ 577 SY $51.~ ~.~ 4. FL~ 3~ ~ ~.~ ~.4~.~ 5. 4'~ 15~ SF ~.~ ~.~.~ 6. ~ Na~r~ E~a~ 1 LS S8.~.~ $8.~.~ ~l~s 10, ~& ~e of~ ~p ~ap ql. ~& ~ ~E~6~ I L$ S~,~.~ S~,~.~ 12. ~&~ ~ LS ~,~.00 ~.~.~ ~o~ylml - ~,~t~ ~I~GE IMPROVEMENTS FOR CROSSING DRAINAGE DITCH OCR il 1. 8' LIm~ S~b~.ecl S u~ de 1351 SY $34.20 $46.204~0 2, ~ ~ ~ ~se 1351 SY $3146 $42.~.~ 3, ~ H~ ~ Prime ~1 4, ~ L~ ~0 ~ sg_~ ~.4~.~ 5. 4' ~ 1520 ~ ~.~ $3,~.~ 6. C~ ~ei Em~m 1 LS $B,~.~ ~,~ 7. ~ ~ (5) ~ P~a~ ~x 4~ LF ~12~ ~245.128.~ 8, ~&~~R~Rap g. ~ Wa~ & ~ Wa~ 1 LS ~,~.~ ~.~.~ 10, ~ ~ R~ (~1. ~ ~l~s) 3~ LF ~.~ $16.~4.~ 11. ~C~ ~[~ ~h ~x. G~ CY ~.~ ' $~.~1~ i1~ ~ ?.j% FULL CULV~r BI,DOE CC~T TOTAL4:~ST FOR PRESENT IMPROVEMENTS % OF FULL CUUJ*e~; BRIDQ~ COeT $ ?4A4a.34 $1,m,m.# $ 2'i6,031,~3 COST OF ULTIMATE BRIDGE IMPROVEMENTS EXHIBIT 3 C1'I'? OF CORPUS CHRISTI DISCLOSURE OF INTERESTS City of Corpus Chdsti Ordinance 17112, as amended, requires all persons or firms seeking to do business with t~e City to provide the [ollowing__ ,.-,Inf°rmati°n' Eve~ question must be answered I[ the question is not applicable, answer with 'NA'. FIRM NAME: .~..~,~.,~,~..~'~-.~,...,...~....~-'......~.,~.;.~,,..'~_~......~....'~.,~1,.(~.[~,,.~, ..I..,~.,~-...~ ............................................. s~,~: ...~.... ~.,.~r~ ~.~. ~...~.,~' cr,: ..~..~.,~.....~..=..~: ..7,~./.~ ..... FiRM Is: 1. Corporation I~ 2. Partnership [] 3. Sole Owner [] 4. Association [] 5. Other [] ......................................................................................................................................... DISCLOSURE QUESTIONS additional space is necessary, please use the reverse side of ~his page of attach separate sheet. 1. State the name~, of each "employee' of fl~e Ctty of Coq)u~ Chrt~tl having an "ownm'shlp Interest" constituting 3% or more of the ownership In the above named "firm". Name Job TYde and City Department (if known) State the namee of each "official" of the City of Corpus Christi having an "ownership Interest" constituting 3% or more of the ownership In the above named "firm". Name Title State the names of each "board member" of the City of Coq~us Chrlst~ having an "ownership interest" cons/itulJng 3% or more o[ I~e ownership in the above named 'firm". Name Board, Commission or Committee State the nenm~ of each employee or officer of a "consultant" lor the City of Corpus Chrle[-I who woad. ed on any matte*- related to the subject of/ffis contract end has an "ownership Interest" constituting 3% or more of the ownership In the above named "firm". Name Consultant ./. CERTIFICATE I certify that ail Infon'nation provided is. true and correct as of the date of this statement, that I have nol knowingly withheld disclosure of any Information requested; and that supplemental sla[ements wilt be promptly submitted lo the Cily of Corpus Chdsti, Texas as changes occur. c~m ~e~so~: .~.~. ~&'...~:.,,~,/~.~.~ ................. T~:...~-~.,...'. ............................................ EXHIBIT 4 Page 1 of 2 AN ORDINANCE AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE A PARTICIPATION AGREEMENT WITH COUNTRY CREEK PARTNERS, INC., DEVELOPER OF COUNTRY CREEK UNIT 6, FOR THE TWO SEPARATE BRIDGE STRUCTURES (A) ON COUNTY ROAD 41, AND (B) ON SOUTH OSO PARKWAY, BOTH APPROXIMATELY 300 LINEAR FEET NORTH OF SOUTH STAPLES, IN ACCORDANCE WITH THE PLA'rrlNG ORDINANCE, OF WHICH THE CITY'S SHARE OF COST SHALL NOT TO EXCEED $215,031.83; AND DECLARING AN EMERGENCY. BE IT ORDAINED BY THE CITY COUNCIL OF CORPUS CHRISTI, TEXAS: SECTION 1. That the required funds having been appropriated, the City Manager, or his designee, is authorized to execute a partlclpatJon agreement with Country Creek Partners, Inc., Developer, for bddge improvements on County Road 41 and on South Oso Parkway, both approximately 300 L.F. north of South Staples, not to exceed $215,031.83 for the City's share of the costs of the improvements. A copy of the agreement is on file with the City Secretary's office. SECTION 2. That upon wdtten request of the Mayor or five Council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed and shall take effect upon first reading as an emergency measure this the 21st of December, 2004. A'I-rEST: THE CITY OF CORPUS CHRISTI Armando Chapa, City Secretary Samuel L. Neal, Jr., Mayor Approved .~-¢ ~ ~-~,4...-~ By: ,~-~ ..'~ //~--.~/ Joseph/Hamey Assistant Gity Atto~ey For City Attorney 2O04 Page 2 of 2 Corpus Chdsti, Texas day of ,2004. TO THE MEMBERS OF THE CITY COUNCIL Corpus Chdsti, Texas For the reasons set forth in the emergency clause of the foregoing ordinance an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings. I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor The City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr., Mayor Rex A. Kinnison Brent Chesney Melody Cooper Javier D. Colmenero Henry Garrett Bill Kelly Jesse Noyola Mark Scott 19 CITY COUNCIL AGENDA MEMORANDUM December 21,2004 AGENDA ITEM: Ordinance abandoning and vacating a 4,447-square foot portion of a 10- foot wide utility easement out of Lots 19 thru 24, Block 5, Saxet Heights No.2 and Lot 1, Saxet Community Center Annex "A"; requiring the owner, CCISD, to comply with the specified conditions and Owner requesting an extension to replat the property within 180 days at owner's expense; and declaring an emergency. ISSUE: The closure of the 10-foot wide utility easement is required to allow the owner, CCISD, to construct a new elementary school building over the area that the utility easements presently occupies. REQUIRED COUNCIL ACTION: City Charter requires Council approval to abandon and vacate any portion of an easement. PRIOR COUNCIL ACTION: City Council previously had approved the abandonment and vacating of 2,682-square foot portion of utility easement within Lots 19 thru 24, Block 5, Saxet Heights No.2, and Lot 1, Saxet Community Center Annex "A" (Ord. No. 025784 - June 8, 2004). IMPLEMENTATION SCHEDULE: Owner has requested to replat the property within 180 days at their expense, so that they can depict both utility easement closures (first utility easement, abandoned and vacated June 8, 2004, Ordinance No. 025784)together, once City Council approves this second easement abandonment. RECOMMENDATION: Staff recommends approval of the ordinance as presented on an emergency basis. B.A. Bailey, ~ Director of Development Services Attachments: Exhibit A - Background Information Exhibit B - Ordinance Exhibit C - Site Location Map AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION PURPOSE OF CLOSURE AND BACKGROUND: Goldston Engineering, Inc., on behalf of the Corpus Christi Independent School District (CCISD), owner of said property, is requesting the abandonment and vacation of a 4,447-square foot portion of a 10-foot wide utility easement out of Lots 19 thru 24, Block 5, Saxet Heights No.2 and Lot 1, Saxet Community Center Annex "A" in order to accommodate the future construction of an elementary school building that will occupy portions of the existing utility easements. CCISD is also requesting an extension of the plat submission requirements for the initial easement closure that was approved by City Council on June 8, 2004 (Ord. No. 025784). The date for replatting that easement closure within the required 180 days was set to expire on December 5, 2004. They are asking for the extension so that they can depict both utility easement closures together, once City Council approves this second easement abandonment. The 10-foot wide utility easement (4,447-square foot portion) that is presently being abandoned and vacated is the second of two utility easements that CClSD will be abandoning and vacating within the Saxet Heights No. 2 and Saxet Community Center Annex "A" tracts of land. The first easement (2,682- square feet) was abandoned and vacated by Council action and Council approval on June 8, 2004, Ordinance No. 025784. Pdor to July 13, 2004, all easement abandonment and vacates were subject to replatting within a 180 days. On July 13, 2004, City Council amended and passed a new ordinance that now requires that all utility easements being abandoned and vacated are subject to compliance with the requirements as set forth by Ordinance No. 025816. All public and franchised utilities were contacted. The City Gas Department has a 3-inch gas line within the easementto be cut, flanged and abandoned in place. The City Wastewater Department has a 6-inch sanitary sewer line in the easement that is to be abandoned. The City Water Department has an existing 3-inch water line to be abandoned in place. Southwestern Bell Company (SBC) has existing power poles in the existing utility easement to be abandoned and vacated that will need to be removed at owner's expense. AEP and TimeWarner have existing overhead lines attached to SBC power poles and expressed no objections to the easement closure but will seek reimbursement if adjustments to any of their facilities become necessary. None of the other city departments and franchised utility companies had any facilities within the utility easement or objections to the utility easement abandonment. A consultant engineer has been contracted by the City of Corpus Christi Engineering Services Department to prepare construction plans for the re-routing of the water and wastewater utilities, and has agreed to allow CClSD to provide a temporary lif'tJpump station to allow for a temporary by-pass line during construction for continued wastewater service until relocation is completed. At the time the new wastewater line is constructed, the temporary service will be abandoned Staff recommends that payment of the fair market value be waived because Owner will be dedicating a new utility easement by separate instrument of greater area (19,620-square feet) to off-set the proposed abandonment. The owner has been advised of and concurs with the conditions of the easement abandonment. EXHIBIT A FROM: B.A. Bailey, AICP, Director of Development Services DATE: December 13, 2004 TO THE CITY MANAGER OF THE CITY OF CORPUS CHRISTI: ORDINANCE REQUEST DATE RECOMMENDED FOR COUNCIL ACTION: December 21,2004 ORDINANCE CAPTION: Ordinance abandoning and vacating a 4,447-square foot podion oi' a 10-foot wide utility easement out of Lots 19 thru 24, Block 5, Saxet Heights No.2 and Lot 1, Saxet Community Center Annex "A'; requiring the owner, CCISD, to comply with the specified conditions and Owner requesting an extension to replat the property within 180 days at owner's expense; and declaring an emergency. OTHER PERTINENT INFORMATION TO BE INCLUDED IN ORDINANCE: Plat is recorded in Volume 25, Page 60, Map Records of Nueces County, Texas, and Volume 8, Pages 10-11 of the Map Records of Nueces County, Texas. SPECIFIED CONDITIONS AS PART OF CLOSURE: 1) Fair Market Value will be waived because Owner will be dedicating a utility easement of greater area (19,620-square feet), to off-set the proposed vacation and abandonment of the easement. 2) The City Gas Department has a 3-inch gas line within the easement that will be cut, flanged and abandoned in place. 3) The City Wastewater Depadment has a 6" sanitary sewer line in the easement that is to t3e abandoned and relocated. 4) Engineering Services Department has agreed to allow CClSD to provide a temporary liflJpump station to allow for a temporary by-pass line during construction for continued wastewater service until relocation is completed. At the time the new wastewater line is constructed, the temporary service will be abandoned. 5) The City Water Department has an existing 3* water line that will be abandoned in place. 6) Southwestem Bell Company (SBC) has existing power poles in Ihe existing utility easement to be abandoned and vacated that will need to be removed at owner's expense. 7) AEP and TimeWamer both have existing overhead lines attached to SBC power poles as well and will seek reimbursement if adjustments to any of their facilities become necessary. 8) The Owner must replat at his request the portions of Lots 19 thru 24, Block 5, Saxet Heights No.2, and Lot 1, Saxet Community Center Annex "A"; being abandoned and vacated within 180 days at Owner's expense. REQUESTED BY: ~tor Development Services APPROVED: DATE: EXHIBIT B AN ORDINANCE ABANDONING AND VACATING A 4,447-SQUARE FOOT PORTION OF A 10-FOOT WIDE UTILITY EASEMENT IN LOTS 19 THRU 24, BLOCK 5, SAXET HEIGHTS NO. 2 AND LOT 1, SAXET COMMUNITY CENTER ANNEX "A"; REQUIRING THE OWNER, CClSD, TO COMPLY WITH 3'HE SPECIFIED CONDITIONS AND OWNER REQUESTING AN EXTENSION TO REPLAT THE PROPERTY WITHIN 180 DAYS AT OWNER'S EXPENSE; AND DECLARING AN EMERGENCY. WHEREAS, there is a 4,447-square foot portion of a 10-foot wide utility easement in Lots 19 thru 24, Block 5, Saxet Heights No. 2 and Lot 1 Saxet Community Center Annex "A", as recorded in Volume 25, Page 80, and Volume 8, Pages 10-11, Map Records Nueces County, Texas, that the;owner, Corpus Christi Independent School District, (Owner), wishes to have abandoned and vacated; and WHEREAS, it has been determined that it is feasible and advantageous to the City of Corpus Christi to abandon and vacate said portion of the utility easement for all purposes, subject to the provisions below. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. That the 4,447-square foot portion of a 10-foot wide utility easement in Lots 19 thru 24, Block 5, Saxet Heights No. 2, and Lot 1 Saxet Community Center Annex "A~, as recorded in Volume 25, Page 80, and Volume 8, Pages 10-11, Map Records Nueces County, Texas is abandoned and vacated for public use as utility easement, subject to Owner's compliance with the following specified conditions as part of the abandonment and vacation: 1) Fair Market Value will be waived because Owner will be dedicating a utility easement of greater area (19,620-square feet), to off-set the proposed vacation and abandonment of the easement. 2) The City Gas Department has a 3-inch gas line within the easement that will be cut, flanged and abandoned in place. 3) The City Wastewater Department has a 6" sanitary sewer line in the easement that is to be abandoned and relocated. 4) Engineering Services Department has agreed to allow CCISD to provide a temporary lift/pump station to allow for a temporary by-pass line during construction for continued wastewater service until relocation is completed. At the time the new wastewater line is constructed, the temporary service will be abandoned. H:~LEG-D1RUoseph\OKD-SaxHts-av.doc 5) The City Water Department has an existing 3" water line that will be abandoned in place. 6) Southwestern Bell Company (SBC) has existing power poles in the existing utility easement to be abandoned and vacated that will need to be removed at owner's expense. 7) AEP and TimeWarner both have existing overhead lines attached to SBC power poles as well and will seek reimbursement if adjustments to any of their facilities become necessary. 8) The Owner must replat at its request the portions of Lots 19 thru 24, Block 5, Saxet Heights No.2, and Lot 1, Saxet Community Center Annex "A"; being abandoned and vacated within 180 days at Owner's expense. SECTION 2. That upon written request of the Mayor or five council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor Approved 0¢.~.z ~ ;o ,2004 By: Assistant City Attorney For City Attorney HSLEG-DIRXJoseph\ORD-SaxHts-av.doc Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: INVe, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:~LEG-DIR~Joseph\ORD-SaxHts-av.doc LEOPARD $1TE~ KENWOOD LOCATION MAP NOT TO SCALE SHEET J OF J LOTS 19 - 24, BLOCK 5, SAXE'I' HEIGHTS NO. 2 AND LOT 1, SAXE'r COMMUNITY CENT'ER ANNEX 'A" EXHIBIT C - LOCATION MAP SAXET COMMUNITY' CENTER ANNEX "A " VOLUME 25, PAGE 80 M.R.N.C.T. N 78'04' 19 "E 15.47----~ LOT I LOT 18 LOT I · LOT LOT 25 10' U~LIr ~o25za4 DATED JUNE 8, 2004. LOT 24 ~'~ CLOSURE' 4, 447 SQUARE CURVE DATA , CURVE A CURVE B D = 06'23'25" D = 01'15'38" R = 450.00' R = 460.00' T = 25. 12' T = 5.06' L ---50. 19' L = 10. 12' BLOCK 5 SAXET HEIGHTS NO. 2 VOLUME E, PAGES 10-11 M.R.N.C. 7~ LOT 21 LOT 20 ,.LOT 23 LOT 22 ~ OF COMMENCING 10.1#'~ B tj EASEMENT CLOSURE FOUND 5/8" IRON ROD GRA!~ NIC SOALE UTILITY EASEMENT CORNER o eo' (s): SHE~-[ I OF 3 BA'E LOTS 19 - 24, BLOCK 5, SAXET HEIGHTS NO. 2 AND LOT 1, SAXET COMMUNITY CENTER ANNEX 'A' EXHIBIT C - EASEMENT CLOSURE A04-415-O0 I [~'E: 11/01/04- I EWe. -- E TALLY-HO MOTEL ADDITION VOLUM 23, PAGE 9; MR.N.C.T LEOPARD STREET~ 10' UTILITY EASEMENT ~ ~ '/// / CONSTRUCTION EASEMENT / 10/UTILITY EASEMENT C B,)' ORDINANCE ~025784 TED JUNE 8, 2004 LOT 2 ~LOT 1 SAXET COMMUNITY CENTER ANNEX "A ' VOLUME 2.5, PAGE 80 M.R.N.C. 7~ EASEMENT 4,447 SQUARE FEET LOT 25 LOT 24 LOT 25 N LOT I I LOT 1~ LOT LOT 20 LOT 21 BLOCK 5 ~ SAXET HEIGHTS NO. 2 ~1 8, PAGES 10- ' M.R.N.C 7~ LO, T LOT 18~ x LOT 22 ~ GRAPHIC SCALE (S): 0 50" 100" 200' ~ , SHEET 2 OF 3 LOTS 19 - 24, BLOCK 5, SAXET HEIGHTS NO, 2 AND LOT 1, SAXET COMMUNITY CENIEI~ ANNEX 'A' EXHIBIT C - SITE LAYOUT 20 CITY COUNCIL AGENDA MEMORANDUM December 21,2004 AGENDA ITEM: Ordinance abandoning and vacaling a 2,725-square foot portion of a 10- foot wide utility easement in Lot 3, Block 1, Country Creek Unit 2; requiring the owner. Mr. Shane Gray. to comply with the specified conditions; and declaring an emergency. ISSUE: The closure of the utility easement is to correct an encroachment into the easement by an existing swimming pool and sundeck on the proper~y, REQUIRED COUNCIL ACTION: City Charter requires Council approval to abandon and vacate any portion of an easement. IMPLEMENTATION SCHEDULE: Upon approval from Council and the ordinance is published, all grants of easement closures must be recorded in the real property Map Records of Nueces County. Texas, in which the property is located. Prior to Building Permit approval of construction, an up-to-date survey, abstracted for all easements and items of record, must be submitted to the Director of Development Services. These requirements are in compliance with Ordinance No. 025816, approved 7-13-04. RECOMMENDATION: Staff recommends approval of the ordinance as presented on an emergency basis. Director o~opment Ser,,ices Attachments: Exhibit A - Background Information Exhibit B - Ordinance Exhibit C - Site Location Map AGENDA MEMORANDUM ADDITIONAL BACKGROUND INFORMATION PURPOSE OFCLOSUREAND BACKGROUND: Mr. Shane Gray, Owner, is requesting the abandonment and vacation of a 2,725-square foot portion ol= a 10-foot wide utility easement in Lot 3, Block 1, Country Creek Unit 2, to correct an encroachment by an existing swimming pool and sun deck that was constructed over the existing utility easement. The easement to be abandoned and vacated is located in an "R-1 B" one-family dwelling district. All public and franchised utilities were contacted. None of the city departments and franchised utility companies have any facilities within the utility easement. There were no objections regarding the proposed utility easement abandonment. Staff recommends payment of the fair market value of $1,365.00 for the abandonment and vacation of an 2,725-square foot portion of the 10-foot wide utility easement. The owner has been advised of and concurs with the conditions of the easement abandonment and vacation. EXHIBIT A FROM: B.A. Bailey, AICP, Director of Development Services DATE: December 13, 2004 TO THE CITY MANAGER OF THE CITY OF CORPUS CHRISTI: ORDINANCE REQUEST DATE RECOMMENDED FOR COUNCIL ACTION: December 21,2004 ORDINANCE CAPTION: Ordinance abandoning and vacating a 2,725-square foot portion of a 10-foot wide utility easement in Lot 3, Block 1, Country Creek Unit 2; requiring the owner, Mr. Shane Gray, to comply with the specified conditions; and declaring an emergency. OTHER PERTINENT INFORMATION TO BE INCLUDED IN ORDINANCE: Plat is recorded in Volume 55, Pages 186-187, ct the Map Records of Nueces County, Texas. SPECIFIED CONDITIONS AS PART OF CLOSURE: 1) Owner is to pay a fair market value fee of $1,365.00 for the abandonment and vacation of 2,725-square feet of utility easement. 2) Upon approval from Council and ordinance issued, all grants of easement closures must be recorded at owner's expense in the real properly Map Records of Nueces County, Texas, in which the properly is located. Prior to Building Permit approval of construction, an up-to-date survey, abstracted for all easements and items of record, must be submitted to the Director of Development Services. 3) Owner must comply with all the specified conditions of the ordinance within 180 days of Council approval; however, the Director of Development Services may extend the time limit for an additional 180 days if extenuating circumstances outside the Owner's control necessitate an extension. REQUESTED BY: "1~~, Director of Development Services DATE:~:~'~:~'~L1b APPROVED: DATE: EXHIBIT B AN ORDINANCE ABANDONING AND VACATING A 2,725-SQUARE FOOT PORTION OF A 10-FOOT WIDE UTILITY EASEMENT IN LOT 3, BLOCK 1, COUNTRY CREEK UNIT 2; REQUIRING THE OWNER, MR. SHANE GRAY, TO COMPLY WITH THE SPECIFIED CONDITIONS; AND DECLARING AN EMERGENCY. WHEREAS, there is a 2,725-square foot portion of a 10-foot wide utility easement in Lot 31 Block 1, Country Creek Unit 2, as recorded in Volume 55, Pages 186-187, Map Records Nueces County, Texas, that the owner, Shane Gray, (Owner), wishes to have abandoned and vacated; and WHEREAS, it has been determined that it is feasible and advantageous to the City of Corpus Christi to abandon and vacate said portion of the utility easement for all purposes, subject to the provisions below. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. That the 2,725-square foot portion of a 10-foot wide utility easement in Lot 3, Block 1, Country Creek Unit 2, as recorded in Volume 55, Page 186-187, Map Records Nueces County, Texas is abandoned and vacated for public use as utility easement, subject to Owner's compliance with the following specified conditions as part of the abandonment and vacation: Payment of the fair market value, appraised at $1,365.00, for the proposed 2,725-square foot portion of a 10-foot wide utility easement that is to be abandoned and vacated at owner's expense. Upon approval from Council and ordinance issued, all grants of easement closures must be recorded at Owner's expense in the real property records of Nueces County, Texas. Prior to Building Permit approval of construction, an up- to-date survey, abstracted for all easements and items of record, must be submitted to the Director of Development Services. Owner must comply with all the specified conditions of the ordinance within 180 days of Council approval; however, the Director of Development Services may extend the time limit for an additional 180 days if extenuating circumstances outside the Owner's control necessitate an extension. SECTION 2. That upon written request of the Mayor or five council members, copy attached, the City Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule that requires consideration of and voting upon H:\LEG-DIRXJoseph\ORD-CoCrk2-av.doc ordinances at two regular meetings so that this ordinance is passed and takes effect upon first reading as an emergency measure this the 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Samuel L. Neal, Jr. Mayor Approved /~-¢~,.~,_ /~ , 2004 Assistant City Attorney For City Attorney H:\LEG-D1R\JosephSORD-CoCrk2-av.doc Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings: INVe, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr., Mayor City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:\LEG-DIR~JosephSORD-CoCrk2-av.doc IS 00° 00' 00"W 142,50'] LOT ] AREA FOR EASEMENT CLOSURE 2725 S.F. NAZARETH DRIVE LOT 4 (60' R.O.W) EASEMENT CLOSURE LOT 2 EXHIBIT C SHEET 2 OF 2 SCAI~ 1" = 40' Map to Accompany Lot 3, Block 1, Country Creek Unit 2 V. 55, P.186-187, (MRNCT), Corl:~Js Chdstl, Nueces County, Texas. VOSS ENGINEERING, INC. ENGINEERING & LAND SURVEYING 3756 BRA'I-TON ROAD, CORPUS CHRISTI, TEXAS, 78413 PHONE: (361)854-6202 FAX: (361) 853-4696 21 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: Dec. 21, 2004 AGENDA ITEM: Motion authorizing the City Manager, or his designee, to sign an agreement with the Corpus Chrisli Regional Economic Development Corporation (CCREDC) for Airport Business Development Services. ISSUE: The development of non-airline revenue is a priodty for the Aviation Department. There is currently a vacancy in the Aviation Department for a Business Development Analyst. Business development is a highly specialized profession requiring a combination of education, experience and contacts. The Aviation Department believes that the most advantageous path forward is to contract with the CCREDC using monies that have been budgeted for the analyst's salary and professional services. REQUIRED COUNCIL ACTION: Council must approve all expenditures over $25,000.00. PREVIOUS COUNCIL ACTION: None. FUNDING: Funding is available in this year's budgeted operating fund. CONCLUSION AND RECOMMENDATION: Staff recommends approval of the Motion as submitted. Attachments: CCREDC Attachment Department Head Signature CITY OF CORPUS CHRISTI CONTRACT FOR AIRPORT BUSINESS DEVELOPMENT SERVICES ~ o~h~r com~ib!e u~s Fi~rg AUTitORIZED TER~INATION OF CONTR~ CT If k'~mi~liaa o~.~s ~r ~ ~e tirol mmpletion of all ~nk ~n/emp~l~d by dm g~Latr~k ihe EDC ~[ ~ ~ a ~e ~ f~ ~ ~ V~L EOUAL OPPORTUNITY I~M~PLOYER wn~g I~ t~ City CITY OF CORPUS CHILISTI Ron Kilcbens Date I~esident/C E O ATTEST: C~y Seele~ry EXHIBIT A INSURANCE REQUIREMENTS EDC'S LIABILITY INSURANCE EDC must not commence work under this agreement until insurance required herein has been obtained and such insurance has been approved by the City. EDC must n(X allow any subconb'actor to commence work unlil all simile' insuram::e required of the subcontractor has been obtained. ED(:; must furnish to the City~ Risk Manager, (two) 2 copies of Certificates of Insurance, with ttm City named as an additional insured f~ all liability policies, and a blanket waiver of subragabon on all applicable policies showing the h:)llowthg minimum coverage by insurance company(s) acceptable to the City's Risk Manager. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-Dey written notice of cancellation, material change, non..~enewal or tm'mlnatJon and a lO--day w, ;;.[~-n notice of cancellation f~r non-payment of premium ~ ra¢lul~ed on all ca~ Bodily InJu~/and Property Damage Per occurrence / aggregate Commercial General Liability including: 2. 3. 4. 5. 6. 7. Commercial Form Premises - Operalions Products/Completed Operations H:~7~r~ Cenb~actual Liability Broad Fon'n Property Damage Independent Contractors Personal Injury $1,000,000 COMBINED SINGLE LIMIT In ~ event of ac~dents of any kind, ~ EDC must furnish the Risk Manager with cop~eS of all reports of any accidents within (10) ten days of any accident ADDITIONAL REQUIREMENTS CerUficate of Insurance: The City of Cofl3ul Chrtetl must be named as an additional insured on the liability coverage, and a blanket waiver of subrogation is required on all applicable policies. If your insurance company uses the standard ACORD form, the cancellation clause (bottom fight) must be amended by adding the v~:)rding "changed o~' between "be" and "canceled", and deleting the words, "endeavor to", and deleting the wording alter "left". * The name of the project must be listed under "Description of Operations". * At a minimum, a 30-day written notice of cancella~n, matedal change, no~ renewal or termination and a lO-day wfittefl nolice of cancellation for non-payment of premium is required. If the Certificate of Insurance on its face does not show on its face the existence of the coverage required by items 1 .B (1)-(7), an authodzed representative of ~ insurance company must include a letter s~lly stating w'ne~'~r items 1.B. (1)-(7) ara IncJuded or excluded. ~ B~J~ine~s Develepmenl SerA, cas w / EDC In~ mq 12-14-04 ep RIIk Mgmt. END CITY O~ CORPUS CNRISTI DI~ OF rNr~EST 2. State Ac names or' each "official" of the C~ of ~u~ Ch6~i Mving an "owncmhip i~" ~ing 3% or m~e ~thc ore.hip in ~c ~w ~ 'firm~'. Talc 3, Slate tho namcs--o-[ mc, h :=board member" or ~c C~ ~' ,~s L:h~ ~g ~ ~'~lp I~' ~ng 3% ~ m~ ~c o~ip in ~c a~vc ~m~ 'tim"- Name ~d. Commissi~, or ~m~ 4, Sta~ thc ~ ~SFcach employee or officer oI'a -conaul[lm[" for ~c O~ ofCo~ Ch~ ~0 ~ on ~y maaer rel~ m ~c ~c~ ~is co~a~ ~ ~ ~ 'm~hip im~-' ~sti~ng 3% ~ mom of~c N~c Comu~ CF, RTIFICATE ! ex-m~ that ~}1 irffmmation provided is tree and cotmm as ~ ~c ~ of ~is ~,~ ~ I ~ nm k~glv withheld di~l~fc ~y i~o~ r~ ~ ~ m~lom~l ~ ~ll ~ ~y DEFINITIONS a. "Board member." A member of any board, commission, or committee appointed by the City Council of the City of Corpus Christi, Texas. b. "Employee." Any person employed by the City o f Corpus Christi, Texas either on a full or part-time basis, but not as an independent contractor. "Firm." Any entity operated for economic gain, whether professional, induslrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self-employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non-profit organizalions. d_ "Ch'T~cial." The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division He. ads, and Municipal Court Judges of the City of Corpus Christi, Texas. '~3wnership Interest_" Legal or equitable intereSL whether actually or constxuctively held, in a firm, including when such interest is held through an agent, U-ust, estate, or holding entity. "Constructively held" refers ~o holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements." f. "Consultant." Any person or farm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. 22 CITY COUNCIL AGENDA MEMORANDUM City Council Action Date: December 21,2004 AGENDA ITEM: Ordinance authorizing the City Manager or his designee to amend the Long Term Lease Agreement with Host International, Inc. to provide for a storage area within the cargo facility at Corpus Christi International Airport at a rental rate which may change each fiscal year in accordance with airline rates and charges; providing for publication. ISSUE: Host International Inc. operates the Ne~vs and Gift Shop at the Airport and is in need of storage space for merchandise for the news and gift shop. The Airport has space available in the Ca~go Facility and has agreed to provide 521 square feet of space for their use at a current annual rate of $35.70 per square foot This rate may be adjusted annually at the beginning of the fiscal year in accordance with the Airline's rates and charges model. REQUIRED COUNCIL ACTION: Council approval as requested. PREVIOUS COUNCIL ACTION: 10/9/02- (Ord 025041) City Council authorized the City Manager to execute a short-term lease agreement with Host international, Inc., Bethesda, Maryland for news and gift concession at the Corpus Christi International Airport for a period not to exceed twelve months. 11/12/02 -(Ord 025091) City Council authorized the City Manager to execute a long-term lease agreement with Host International, Inc., Bethesda, Maryland for news and gift concession at the Corpus Christi International Airport for a period of ninety-six inonths. FUNDING: N/A CONCLUSION AND RECOMMENDATION: Staff recommends approval of this item as presented. Attachments: Exhibit A - Background Information Department Head Signature BACKGROUNDINFORMATION Host Intemational Inc. currently operates the News and Girl Shop at the Airport and has for several years. They are in need of storage space for merchandise for the news and gift shop. The Airport has space available in the Cargo Facility which was completed in 2003. The Airport has agreed to provide 521 square feet of space for their use at a current annual rate of $35,70 per square foot. This rate may be adjusted annually at the beginning of the fiscal year in accordance with the Airline's rates and charges model. Exhibit A AN ORDINANCE AUTHORIZJNG THE CITY MANAGER OR HIS DESIGNEE TO AMEND THE LONG TERM LEASE AGREEMENT WITH HOST INTERNATIONAL, INC. TO PROVIDE FOR A STORAGE AREA WITHIN THE CARGO FACILITY AT CORPUS CHRISTI INTERNATIONAL AIRPORT AT A RENTAL RATE WHICH MAY CHANGE EACH FISCAL YEAR IN ACCORDANCE WITH AIRLINE RATES AND CHARGES; PROVIDING FOR PUBLICATION. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The City Manager or designee is authorized to amend the long term lease agreement with Host Intemational, Inc. to provide for a storage area within the cargo facility at Corpus Christi International Airport at a rental rate which may change each fiscal year in accordance with aidine rates and charges. SECTION 2. Amendment to the Lease shall become effective upon the expiration of 60 days following its date of final adoption by the City Council. SECTION 3. Publication will be made in the official publication of the City of Corpus Chdsti as required by the City Charter of the City of Corpus Christi. A'FI'EST: THE CITY OF CORPUS CHRISTI Armando Chapa, City Secretary Samuel L. Neal, Jr., Mayor The City of Corpus Christi APPROVEDthe By: /~' day of urke, Jr. City Attomey omey ,2004. That the foregoing ordinance was read for the first time and passed to its second reading on tlxis the day of ,2004, by the following vote: Samuel L. Neal, Jr. Rex A. Kinnison Brent Chesney Javier D. Colmenero Melody Cooper Jesse Noyola Henry Garrett Mark Scott Bill Kelly That the foregoing ordinance was read for the second time and passed finally on this the __ day of ,2004, by the following vote: Samuel L. Neal, Jr. Rex A. Kinmson Brent Chesney Melody Cooper Javier D. Colmenero Jesse Noyola Henry Garrett Bill Kelly APPROVED AND PASSED on this AIWEST: Mark Scott day of ,2004_ Armando Chapa, City Secretary APPROVED AS TO LEGAL FORM on the John P. Burke, Jr. Assistant City Attorney Samuel L. Neal, Jr., Mayor __ day of ,2004. H:~LEG-DlR~Laurie~John\Ordtnanee~Ordlnanee 4 slqmrt ~rant 36,1la AMENDMENT NO. I TO LEASE This AMENDMENT NO. I TO LEASE (hereinafter referred to as the "Amendment") is executed as of , 2004 by and between the City of Corpus Christi, Texas, (thc "City") acting for the Corpus Christi International Airport C~Airport'') and Host lntemational, Inc. WHEREAS, the City and Host International Inc., entered into a Lease and Concession Agreement dated November 13, 2002 ("Lease"); WHEREAS, the parties wish to add a section to allow for the rental of space in the Airport's Cargo Facility; NOW, THEREFORE, the parties agree to amend the Lease as follows: Paragraph 1, Page 1, is amended as follows: THAT, for and in consideration of the rentals to be paid city by Concessionaire and the respective covenants of the parties hereto, it is mutually agreed between City and Concessionaire as follows: City hereby leases, demises, and lets unto Concessionaire, and Concessionaire hereby hires and takes from City, the following leased premises, all located within the terminal building and the Carl!o Facility at Corpus Christi International Airport (hereinafter called "the Airport"). for the uses and purposes set forth below and as shown on Exhibit "A" and Exhibit "C' hereto attached and made a par~ hereof. Paragraph 7. J. is added as follows: J. Rental Fees for Car~,o Facility Storat~c Thc rental fee for the space allotted Concessionaire in the Cargo Facility as depicted on Exhibit "C" shall be charged in accordance with the typical rental fees for this type of space in accordance with the Airline's Rates and Charges calculations each fiscal year. Thirty (30) days prior to the end of each fiscal year, Concessionaire shall be notified of the new rate for thc next fiscal year. Payment is due upon receipt of invoice. Concessionaire may tcnninate rental of thc Cargo Facility Storage space by requesting such in writing to thc Director providing for a thirty day notice Once Concessionaire has vacatcd the storage space, rental payments under this Section shall cease. All other terms and condilions of thc Lease remain the same. IN WITNESS WHEREOF, the parties cxecute this Amendment No 1 to Lease. Signed in duplicate this day of ,2004. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED AS TO LEGAL FORM THIS P. Burke, Jr. Assistant City Attorney For City Attorney George K. Noe City Manager DAY OF ~ ,2004. CONCESSIONAIRE: HO S T. JN'JE RNATI ~-~4 L ,INC Bernard Brown Vice President EXHIBIT C 23 AGENDA MEMORANDUM PUBLIC HEARING - ZONING (City Council Action Date: December 21, 2004 ) Case No.: 1104-01, Jori Roel Investments: A change of Zoning from "R-lB" One-farmly Dwelling District to "R-2" Multiple Dwelling District resulting tn a change of land use from single family dwelling to multiple family dwelling. The property is 0.43 acre out of Montrose Park Addition Block 4, Lots 4 and 5 located at the southwest comer of Highland Avenue and Hibiscus Street Plannim, Commission and Staff's Recommendation I11/03/04): Approval. Requested Council Action: Approval of the "R-2" Multiple Dwelling District and the adoption of the attached ordinance. Puroose of Request: To construct two structures as a multi-family housing complex consisting of approximately six dwelling units. Summary: Applicant requesting a change of zoning to "R-2" Multiple Dwelling Dislzict for development of a multiple-family residential complex with approximately six dwelling units. The subject property consists of 0.43 acres proposed for development of approximately six multiple-family dwellings in two buildings. Thc subject property is located within the Westside Area Development Plan area. The future land use map recommends Traditional Neighborhood Residential uses for the property. · The proposed multi-family project will generate approximately 40 average daily trips. 'I~e projected traffic generated by the proposed Multi-family Residential development (40 A.D.T.) can be accommodated by Highland Avenue, a designated urban collector street, and Hibiscus Street, a local street. The demand for water/wastewater service of the residential is projected at 1,500 gallons per day with a solid waste demand of 53.4 lbs. daily. Al~Dlicant's Position: The applicant concurs with Planning Commission and Staff's recommendation. Notification: Of the 44 notices mailed to the surrounding property owners, 0 were returned in favor and 0 were received in opposition. The 20% rule is not invoked. This case is considered noncontrovesiaL Assistant Director of Development Services Agenda Memorandum Case No. 1104-01 -Jon Roel Investments, LLC DBA Page 2 MNG/FGM/ca Attachments: 1 ) Zoning Report 2) Planning Commission Minutes 3) Ordinance H:~PLN-DIR\SHARED\CH RISTAL\WORD\AGENDMEM~004\ I 1044) [ AGENDAMEMO.doc CITY COUNCIl. ZONING REPORT Case No.: 1104-01 Planning Commission Hearing Date: November 3, 2004 Applicant: Jon Roel Investments, LLC DBA Owner: Same Agent: Jon Roel Legal DescriptionfLocation: Being 0.43 acres out of Montrose Park Addition Block 4, Lots 4 and 5 located at the southwest comer of Highland Avenue and Hibiscus Slxeet From: "R1-B" One-Family Dwelling District To: "R-2" Multiple Dwelling District Area: 0.43 acres Purpose of Request: To construct two structures as a multi-family housing complex consisting of approximately six dwelling units. Zoning Site "R I-B" One-family Dwelling District North "RI-B" One-family Dwelling District South "R1-B" One-farmly Dwelling District East "1-2" Light Industrial District West "R1-B" One-family Dwelling District Existing Land Use Undeveloped Lox~ Density Residential Lox',' Density Residential Light industrial and multiple-family dwellings Low Density Residential Future Land Use Traditional Neighborhood Residential Traditional Neighborhood Residential Traditional Neighborhood Residential Light Industrial Traditional Neighborhood Residential Area Development Plan: Westside The requested "R-2" Multiple Dwelling District is consistent with the future land use map which recommends Traditional Neighborhood Residential Map No.: 047043 Zoning Violations: None Zoning Report Case No. Z1104d)l (Jon Rod) Page 2 · Applicant requesting a change of zoning to "R-2" Multiple Dwelling Disasct for development ot~ a multiple-family residential complex with approximately six dwelling units. · The subject property consists of 0.43 acres proposed for development of approximately six multiple-family dwellings in two buildings. · The subject property is located within the Westside Area Development Plan area. The future land use map recommends Traditional Neighborhood Residential uses for the property. · The proposed multi-farmly project will generate approximately 40 average daily la'ips. The projected traffic generated by the proposed Multi-family Residential development (40 A.D.T.) can be accommodated by Highland Avenue, a designated urban collector street, and Hibiscus Street, a local street. · The demand for water/wastewater service of the residential is projected at 1,500 gallons per day with a solid waste demand of 53.4 lbs. daily. Street Type Paved Section Volume (2001) Highland Avenue Collector 60' ROW w/two 11 foot N.A. wide travel lanes and two 9' parking lanes on urban collector w/40' Bk. to Bk. paved section Planned - Same 50' ROW w/two 9.5 foot wide travel lanes and one 9' parking lane on local street w/ 28' Bk. to Bk. paved section Planned Same Hibiscus Street Local N.A. A replat is required even though the property includes a whole platted lot (Lot 4) because the proposed use is for multi-family residential, not a single-family home. The Westside Area Development Plan future land use map recommends the property to develop as traditional neighborhood residential. The proposed "R-2" District is preferable as a buffer to the industrial zoned property to the east and single family to the west. Zomng Report Case No Z1104-01 (Jon Roel) Page 3 Approval of the "R-2" Multiple Dwelling District. The Multiple Dwelling District Zoning is a more appropriate buffer from the "I-2" Light Industrial District Zoning to the east and the proposed traditional neighborhood residential uses to the west. Approval of the "R-2" Multiple Dwelling District. Number of Notices Mailed Favor 0 Opposition 0 (As of December 8, 2004) Attachments: Zoning Map H:~LN-DIRLSH A R ED\CHRI STAL\WORD~ZONKPTS\2004\I 104-01 Report.doc ,,/J / COLEMAN RUTH STREET STRE~-T ~ L H'ot:l.~:o BEm, p NORTH Planning Commission Minutes November 3, 2004 Case No. 1104-01 (Jon Roel Investments, LLD DBA) 1104-01 - Jon Roel Investments, LLC DBA Request: Change of Zoning from "R-lB" One-family Dwelling District to R-2" Multiple Dwelling District resulting in a change of land use from single family dwelling to multiple family dwelling. Excerpts from Zoning Report Legal Description/Locatton. Being O. 43 acres out of Montrose Park Addition Block 4, Lots 4 and 5 located at the southwest corner of Highland Avenue and Hibiscus Street Purpose of Request: To cona'tn~ct a two building, multi futnily housing complex with approxi~nately six dwelhng units Area Development Plan: Westside The requested "R-2 " Multiple D, veiling District is inconststent with the future land use map which recommends Traditional Neighborhood Residential uses. Approval of the "R-2" Multiple Dwelling District. Stafffeels that Multiple Dwelling District Zoning is a more appropriate buffer from the "I-2" Light Industrial District Zomng to the east and the proposed traditional neighborhood restdential uses to the west. Mr. Mic Raasch, City Plmmcr, provided graphics of the subject property and the surrounding area. The zoning report and tape recording are on file. He stated that there were 44 notices mailed. None were received in favor or in opposition. The public hearing was opencd. No one appeared to be in favor or opposition. The public heanng was closed. A motion was made by Salazar and seconded by Zamora to approve stafff s recommendation. The motion passed by all present. Page 1 of 3 AN ORDINANCE AMENDING THE ZONING ORDINANCE, UPON APPLICATION BY JON ROEL INVESTMENTS BY CHANGING THE ZONING MAP IN REFERENCE TO 0,43 ACRE OUT OF MONTROSE PARK ADDITION, BLOCK 4, LOTS 4 AND 5, FROM "R-lB" ONE-FAMILY DWELLING DISTRICT TO "R-2" MULTIPLE DWELLING DISTRICT; AMENDING THE COMPREHENSIVE PLAN TO ACCOUNT FOR ANY DEVIATIONS FROM THE EXISTING COMPREHENSIVE PLAN; PROVIDING FOR PUBLICATION; AND DECLARING AN EMERGENCY. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations concerning the application of Jon Roel Investments for amendment to the City of Corpus Christi Zoning Ordinance and Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, November 3, 2004, during a meeting of the Planning Commission, and on Tuesday, December 21,2004, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Chdsti and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Zoning Ordinance of the City of Corpus Christi, Texas, is amended by changing the zoning on 0.43 acre out of Montrose Park Addition Block 4, Lots 4 and 5, located at the southwest comer of Highland Avenue and Hibiscus Street, from "R-lB" One-Family Dwelling District to "R-2" Multiple Dwelling District, as shown on the attached Exhibit. (047043) SECTION 2. That the official Zoning Map of the City of Corpus Christi, Texas, is amended to reflect the amendment to the Zoning Ordinance made by Section 1 of this ordinance. SECTION 3. That the Zoning Ordinance and Zoning Map of the City of Corpus Chdsti, Texas, approved on the 27th day of August, 1937, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remain in full force and effect. SECTION 4. That to the extent that this amendment to the Zoning Ordinance represents a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the Zoning Ordinance, as amended by this ordinance. H:\LEG-DIR\Joseph~Zoning-04',1104-01 Regular.doc Page 2 of 3 SECTION 5. That all ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. That 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. SECTION 7. That upon written request of the Mayor or five Council members, copy attached, the City Council (l) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED Joseph H~ rn~ey Assistant City Attorney For City Attorney 2004 Samuel L. Neal, Jr. Mayor, The City of Corpus Christi H:\LEG-DIR\Joseph~oning-04\l 104-01 Regular.doc Page 3 of 3 Corpus Christi, Texas __ day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charier rule as to consideration and voting upon ordinances at two regular meetings. I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor, The City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colrnenero Melody Cooper Henry Garrett William Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:~LEG-DIR~Joseph~Zoning-04\1104-01 Regular.doc ii:iD FROM:CITY OF CORPUS C~IS 3618~ COUNTY OF NUP.~8 ~, trdd) lqO'l"~s EO~ A 0.10 ACIIJ~ TJL~c'r OF LAND Bl~qO A PORTIOlq OF LOTS 4 & 5, B~ 4, ' OP MONTRO~ ~'X~ ADDrCloN ~.O~ m VOLU}~ ~, PAGe'6 MA~ R~CORD¢ OP ~ AT A ~d~ INCH IRON ROD SET IN ~ NOR~ BOUNDMtY IgqE OF BLOCK 4 OF MON'I'ROSE PARK ADDITION AND TH~ ~ BOUNDARY ~ OF LOT m~D THE NORTHEAST CORNER OF LOT ~ iN SAiD BLOC~ 4 'FOR TI~' ]~ r'~ SOUTH 2 DEOI~ S OO ~,~m./TES EAST I'~m.A.LLF_L WIT'rl THE P_AST BOUI',,]D~'kR,Y ~ O'F S.~d) ]~Li)~K'~{,'AT ~-~} FF-~,T, TH~ SOUTH BOt~IDA.KY ~ OF SAil) L(Yf 4'A_m,,'D ' SET IN' THE NOR.TH BOUNDARY LINE OF LOT ;~A AND TH~ SOU'~ COIU~ OF ~ TRACT; 't'iiI~'CR souT~ M DEOREr~ 00 Mn,Krl'ES WI~,T WrfH SAID NORTR BOUNDARY LINE OF LOT 5A ~ P~4~-~-~w- WITH ~ ~OUT~ BOL~ql)A~Y ~ OF SAIl) BI..(3CIC 4. ~ [~.~r To A ~J~.J '~,~[~11~ON RoD.IN TH~ ~EST BOUND:tRy LINE OF SAID LOT $ AND ~ i, lOitl~ 2 D~C.,~ ~s~. 00 MINI. B'f~ ~ ~ Sql) WE~'I' BOUI~DAI~Y ~ OF LOT 5 ~ ~.aifff ]{OUNDA.~.y.LII~E OF LOT 3, 41 .$2 FEEl' TO THE IK)[NT.O~' B~GINN~G . . CONTAI]q]NO 0. I 0 ACKE MORE OR LESS U~b-lb-dd~q 11:11 P~UM:CITY OF CORPUS CHRIS 3618263560 T0:98803239 24 AGENDA MEMORANDUM PUBLIC HEARING - ZONING (City Council Action Date: December 21, 2004 ) Case No.: Cl104-03, Cltw of Corpus Chrlstt Landmark Commission: Change of zoning fi.om "I-2" Light Industrial District lo "I-2' with "HC-I" Light Induslrial District with a Historical-Cultural Landmark Preservation resulting in a land use change from light industrial to light industrial with landmark preservation. Property is in La Gloria Subdivision, Block E, Lots 3, 4, 5, 6, 7, 8 and 9, located along the southwest comer of Morgan Avenue and Bright S~'eet. Plannine Commission and Staff's Recommendation (11/03/04): Approval. Requested Council Action: Approval of"[-2" Light lnduslzial District with a Historical-Cultural Landmark Preservation "HC-I" overlay and the adoption of the attached ordinance Puroose of Request: Obtain historical designation for the former medical office of Dr. Hector P. Garcia, M.D. Summa~: On September 23, 2004 the Landmark Conuinssion held a public hearing on the former medical office of Dr. Hector P Garcia, M.D., to designate the subject property currently zoned "I-2" Light Industrial District with the overlay designation" HC-I" Historical-Cultural Landmark Preservation, The subject property is identified as a significant historical element of the city under criteria 28A4.01.04 for designation of landmarks witinn the zoning ordinance. The Landmark comrmssion found that the property is identified with a person who significantly contributed to the culture and development of the City. Dr. Hector P. Garcia is recognized for his community service as a medical physician in Corpus Christi, as well as a political and social activist. Reports indicate that "Dr. Garcia's work began in the late 1940's. When establishing his medical practice in Corpus Christi, he discovered that many Mexican-American veterans of World War I1 were encountering a wide variety of problems. One of the problems was receiving prompt hospital care. Veterans were required to travel to San Antonio where the closest veterans' hospital was located. To combat this situation, a group of veterans, headed by Dr. Garcia, worked to bring their cause to the attention of public and federal officials. The gxoup was successful in having a contxact drawn belween the Naval Hospital at the Naval Air Station and the Veterans Administration th servicing veterans." Data on the subject property indicate the lots were platted as La Gloria Subdivision on January 2, 1940. Such lots were sold to Wanda Garcia, wife of Dr. Hector P. G arcia as her separate property and estate August 1 7, 1 956. A c oustmction c onlxact was executed b y D r. G arcia, a nd wife, W anda G arcia, in the amount of $82,000 to Everett W. Williams to build a commercial building. The construction contract for the commercial building was dated March 15, 1965 and a subsequent loan to renew the construction contract occurred September 27. 1965. Upon completion of the commercial building, Dr. Garcia practiced his medical profession within this stracmre. Later a portion of the building was leased to Rufmo Garcia, II] for a drag store. On February 14, 1986, Wanda Garcia conveyed half interest of the subject property to Dr. Garcia. Upon Dr. Garcia's death in 1996 the subject property was devised to his wife, Wanda Garcia. On January 2 8, 2 000, W anda G arcia s old the east half o f Lot 3 a nd Lorn 4,5,6, 7, a nd 8 t o the N afional Archives and Historical Foundation of American G. I. Forum. Lot 9 was purchased by Dr. Garcia separately in 1969 and he later sold the lot to the National Archives and Histoncal Foundation of American G. [. Forum, July 2, 1984. Agenda Memorandum Case No. C1104-03 - (City of Corpus Christi Landmark) Page 2 Demolition procedm-es /hr a "HC-I" overlay designation would require a 60 day review period fi'om the demolition per,nit request date. If no action is taken by the Landmark Cormmssion during the imtial 60- day period the property owner may proceed with the demolition. In the event the property owner and the Landmark Commission are not in agreement after the 60-day period, the Landmark Comrmssion may impose an additional 60-day review period to continue dialogue with the property owner to encourage presen'atthn of the property. After the end of the aggregate period, the property owner may obtain a demolition permit to demolish the property if preselwation of the structure is still undesirable. The "HC-i' overlay designation is a classification for buildings nom~ally open to the public. Exterior building modificatiotu would require Landmark Commission review and action witkin 30 days of the building permit request date If no action is taken by the Landmark CorrUmssion within the 30-day period the properly owner may proceed with the modification plans without Landmark Commassion approval In the event the property owner is not in agreement with the Landmark comrmssion's exterior building modification action during the 30-day period, the Landmark comrmssion may continue dialogue with the property o wrier for an additional 90 days. I fa n agreement between the Landmark Conmirssion and the property owner cmmot be resolved after the 90-day period, the Landmark corrmmssion must issue a Certificate of Appropriateness for the requested building modification. Al~l~licant's Position: Planning Commission and Staff concur with recommended district. Notification: Of the 47 notices mailed to the surrounding property owners, 1 were returned in favor and 0 were received in opposition. The 20% rule is not invoked. This case is considered noncontroversial. MNG/FGM/ca Attachments: 1 ) Zoning Report 2) Planning Commission Minutes 3) Ordinance H:hU LN-DIR~SH ARED\ERMA\WORD\AGENDM EM~2004\C I ] 044)3AGENDAMEMO.DOC CITY COUNCIL ZONING REPORT Case No.: C1104-03 Planning Commission Hearing Date: November 3, 2004 Applicant: City of Corpus Christi Landmark Commission Owner: National Archives and Historical Foundation of American G. I. Forum Agent: City of Corpus Christi Landmark Commission and W. Thomas Utter Legal Description/Location: La Gloria Subdivision, Block E, Lots 3, 4, 5, 6, 7, 8 and 9 located along the southwest comer of Morgan Avenue and Bright Street. From: "I-2" Light Industrial District To: "1-2"/"HC-I" Light Industrial District with a Historical-Cultural Landmark Overlay Area: 0.75 acre Purpose of Request: Obtained historical designation for the former medical office of Dr. Hector P. Garcia, M.D. · ~ Zoning ~ "I-2" ~ Site Light Industrial District '~ North "I-2" Light Industrial District "~ = "I-2" .~. ~ South Light Industrial District ,~ East "I-2" Light Industrial District ~ West "I-2" Light Industrial District Existing Land Use G.I Forum office and former medical office Former State highway department buildings Vacant lots Vacant lots and medium density residential Auto repair shop Future Laud Use General Commercial Public/Semi-Public Low-density residential General Commercial Light Industrial District Area Development Plan: Westside Area Development Plan The existing "I-2" Light Industrial District allows for general commercial and office uses as recommended by the future land use plan. The historical overlay dis~ct does not change the intent of the future land use of the subject site, but will assist in the rewtalization of commercial and office uses intended for the ro,e y. Map No.: 047043 Zoning Violations: None Zoning Report Case No. C1104-03 (City of Corpus Christi Landmark) Page 2 On September 23, 2004 tho Landmark Conmfission held a public hearing on the former medical office of Dr. Hector P. Garcia, M.D., to designate the subject property currently zoned "I-2' Light Industrial District with the overlay designation "H-C' I - Historical-Cultural Landmark Preservation. The subject property is identified as a sigmficant historical element of the city under criteria 28A-4.01.04 for designation of landmarks within the zoning ordinance. The Landmark Commission found that the property i s identified with a person who significantly contributed to the culture and development of the City. Dr. Hector P. Garcia is recognized for his community service as a medmal physician in Corpus Christi, as well as a political and social activist. Reports indicate that "Dr. Garcia's work began in the late 1940's. When establishing his medical practice in Corpus Christi, he discovered that many Mexican-American veterans of World War II were encountenng a wide variety of problems. One of the problems was receiving prompt hospital care. Veterans were required to travel to San Antonio where the closest veterans' hospital was located. To combat this situation, a group of veterans, headed by Dr. Garcia, worked to bring their cause to the attention of public and federal officials. The group was successful in having a contract drawn between the Naval Hospital at the Naval An- Station and the Veterans Administratmn in servicing veterans." Data on the subject property indicate the lots were platted as La Gloria Subdivision on January 2, 1940. Such lots were sold to Wanda Garcia, wife of Dr. Hector P. Garcia as her separate property and estate August 17, 1956. A construction contract was executed by Dr. Garcia. and wife, Wanda Garcia, in the amount of $82,000 to Everett W. Williams to build a commercial building. The construction contract for the commercial building was dated March 15, 1965 and a subsequent loan to renew the construction contract occurred September 27, 1965. Upon completion of the commercial building, Dr. Garoia practiced his medical profession within this structure. Later a portion of the building was leased to Rufino Garcia, III for a drug store. On February 14, 1986, Wanda Garcia conveyed half interest of the subject property to Dr. Garcia. Upon Dr. Garcia's death in 1996 the subject property was devised to kis wife, Wanda Garcia. On January 28, 2000, Wanda Garcia sold the east half of Lot 3 and Lots 4, 5, 6, 7, and 8 to the National Archives and Historical Foundation of American G. I. Forum. Lot 9 was purchased by Dr. Garcia separately in 1969 and he later sold the lot to the National Archives and Historical Foundation of American G. I. Forum, July 2, 1984. Zoning Report Case No C1104 03 (City of Corpus ( hristi Landmark) Page 3 Demolition procedures for a "H-C" I overlay designation would require a 60 day review period from the demolition permit request date. If no action is taken by the Landmark Commission during the initial 60-day period the property owner may proceed with the demolition. In the event the property owner and the Landmark Commission are not in agreement after the 60-day period, the Landmark Commission may impose an additional 60-day review period to continue dialogue with the property owner to encourage preservation of the property. After the end of the aggregate period, the property owner may obtaim a demolition permit to demolish the property if preservation of the structure is still undesirable. The "H-C' I overlay designation is a classification for buildings normally open to the public. Exterior building modifications would require Landmark Commission review and action within 30 days of the building permit request date. If no action is taken by the Landmark Commission within the 30-day period the property owner may proceed with the modification plans without Landmark Commission approval. In the event the property owner is not in agreement with the Landmark Commission's exterior building modification action during the 30-day period, the Landmark Commission may continue dialogue with the property owner for an additional 90 days. If an agreement between the Landmark Commission and the proper~y owner cannot be resolved after the 90-day period, the Landmark Commission must issue a Certificate of Appropriateness for the requested building modification. Street Type Paved Section Volume (200~) Morgan Avenue Arterial 80' ROW w/62' Bk. To Bk. 10,190 a.d.t Paved secnon Bright Street Local 50' ROW w/28' Bk to Bk Not available Paved section The subject property consists of five (5) platted lots. Zoning Repoa Case No. Cl104-03 (City of Corpus Christi Landnmrk) Page 4 The Landmark Commission is fulfilling its charge of designating, classifying, and **~"' protecting historical elements of the City of Corpus Christi, per the "HC" Historical- !I Cultural Preservation Landmark overlay designation of the Zoning Ordinance, policy · guidelines of the Preservation Plan, and element of the Comprehensive Plan. In 1997 the Landmark Commission completed the Corpus Christi Historical Site Survey and prioritized each property as to its historical valve to the city. Once properties were identified and prioritized the Landmark Commission continued to meet with property owners to promote preservation of their structure through the "HC' Historical-Cultural Landmark Preservation overlay designation. The proposed "I-2" District with a Historical-Cultural Landmark classification ("HC-I") on the subject property accomplishes the goals of the Preservation Plan. Approval. ~-i ~ Approval. Number of Notices Mailed 47 Favor - 0 Opposition - 0 (As of December 8, 2004) Attachments: Zoning Map H 5P LN-DIR\S HARED\CHRISTAL\WORD~ZONRPTS~2004\C 1104~3Report.doc ': R--D: NORTH Plaiming Cormmission Minutes November 3, 2004 Case No. C1104-03 (City of Corpus Christi) 1104-03 - City of Corpus Christi Landmark Commission Request: Change of zoning from "I-2" Light Industrial to: "I-2" with HC-I Light Industrial District with a Historical-Cultural Landmark classification resulting in a land use change fi-om light industrial to light_indus~al with landmark preservation. Excerpts from Zoning Report Legal Descriptio~/Location: La Gloria Subdivision, Block E, Lots 3, 4, 5, 6, 7, 8 and 9 located along the southwest corner of Morgan Avenue and Bright Street. Purpose of Request: Obtain historical designation fi~r the fi>rmer medical office of Dr. Hector P. Garcia, M.D. On September 23, 2004 the Landmark Commission held a public hearing on the former medical office of Dr. Hector P. Garcia, MD., to designate the subject property currently zoned "1-2" Light Industrial District with the overla3 designation "H-C" I Historical-Cultural Landmark Preservation. The subject property is identified as a significant historical element of the city under criteria 28A-4.01.O4 for designation of landmarks' within the zoning ordinance. The Landmark Commission found that the properly is identified with a person who significantly contributed to the culture and development of the City. The Landtnark Commission is fulfilling its charge of designating, classifying, and protecting historical elements of the City of Corpus Christi, per the "H-C" Historical-Cultural Preservation Landtnark overlay designation of the Zoning Ordinance, policy guidelines of the Preservation Plan, and element of the Comprehensive Plan. In 1997 the Landmark Commission completed the Corpus Christi Historical Site Survey and prioritized each property ax to its historical valve to the city. Once properties were identified and prioritized the Landmark Commission continued to meet with property owners to promote preservation of t heir structure through t he "H-C" Historical-Cultural Landmark P reservaa'on overlay designation. The proposed "1-2" District with a Historical-Cultural Landmark classification ("HC-I") on the subject property accomplishes the goals of the Preservation Plan. Staff recommendation: Approval of the "I-2 "/HC-I Light Industrial District with a Historical- Cultural Overlay - HC-I Mrs. Faryce Goode-Macon, City Planner, provided graphics of the subject property and the surrounding area. The zoning report and tape recording are on file. She stated that there were 47 notices mailed. None were received in favor or in opposition. Berlanga asked is this for approval of just the "HC-I" or the "I-2"/"HC-I" Mrs. Goode- Macon stated it was for the overlay of the "HC-I". The public hearing was opened. Planning Commission Minutes November 3, 2004 Case No. C1104-03 (City of Corpus Christi) Mr. Tom Utter, Special Assistant to the City Manager, stated this is a step in the process of having historical designation to this property so the City can move forward with assisting with the renovation and restoration of this project. He stated he had been with City many years and got to know Dr. Hector P. Garcia. He was one of most generous, kind, and wonderful people he has ever met. He is in the ranks of Martin Luther King, and the ranks of history of the United States. This office is a symbol of what he has meant to the community. The Landmark Commission unanimously voted in favor of the zoning change. Pusley asked if there were plans for renovation. Mr. Utter stated not at this time. Once the overlay is adopted by City Council, it will be eligible for CDBG funds. At that time all G I Forum groups would come together and develop a plan. Pusley asked if it would be operated as a public access facility. Mr. Utter stated ~'he American G I Forum, Texas A&M and the community would also utilize it. Berlanga stated there were several members of the G I Forum in audience and asked for a show of hands of how many planed to speak. He stated the speakers would be limited to two minutes each. Mr. Garcia, Chairman of the Foundation, express appreciation of the community for taking time to review this application. He would like to preserve the building for history and the study of the Hispanic movement. He stated they have linkages with the university which can be utilized for this project. The GI Forum, on a national basis, has innumerable records which this building has been designated to be the final repository. Mr. Garcia requested the Commission approve this zoning request. Mrs. Agnes ltom, 1525 Cloyde, stated she was with Dr. Garcia from 1947 until the day he died. She thanked all who had worked on the project. Mr. Ram Chaves, 1642 Sandlewood, stated it is long overdue to support this project. That building represents what Dr. Garcia accomplished as well as the work of the Hispanic community nationwide. Dr. Garcia made many decisions that impacted the Hispanic community. Ms. Nancy Vera, President of the League of United Latin American Citizens, 4405 Carlton Street, stated she teaches at Roy Miller High School. Ms. Vera stated she is in support of making the area a historical landmark. She stated in her classroom she has pictures of Mahout Gandhi, Martin Luther King, Mother Teresa, and among them, Dr. Hector P. Garcia. She explains to her students who Dr. Garcia is and about the wonderful things he did for the poverty stricken. Having a museum close to the school will be a tremendous asset to the corrmaunity. Mr. Jose Villarreal, 3401 South Alameda, stated he was a witness to the things Dr. Garcia did for the community. He broke down political barriers and never gave up. He stated this building signifies many of the efforts that need to be remembered by the young students coming up. Ms. Corretta Graham, 1209 Belmeade, appeared in support and stated she is a member of the National Association for the Advancement of Colored People. It is important to preserve civil fights legacies and teaching the legacy to future generations. This institute can also provide cultural cross training with regards to the impact Dr. Garcia has had on all generations and races. Planning Commission Minutes November 3, 2004 Case No. C 1104-03 (City of Corpus Christi) Mr. Felix Landene, Jr., 905 Gaviota, lifetime member of the G I Foam, and Secretary of the Chapter, has seen the building fall into disarray. The Foam still has members who spent hours working in the building with Dr. Garcia. He stated the Forum will do all they can to make this happen. Mr. Santiago Hemandez, 2613 Persimmon, Vice President of the Corpus Christi Bart/os Association appeared in support. He stated this project is a long time coming. It is time the young in the community recognize Dr. Garcia for all he has done for the Mexican American community. Mr. Juan Garcia, 4913 Kerville Drive, stated he is a Navy Pilot and has marked off the distance in the air from the building to dow'ntow"n, to the Bayfront, to where the new stadium will be, and to the ABC Center. This is a great opportunity to spread the great things happening downtown across Crosstown Expressway and expand the vision and signature entity that Corpus Christi is on the verge to becoming. Mr. Danny Noyola, 4410 Acushnet, President of the Corpus Christi Barrios Association, stated the association unanimously endorsed this project. They will do anything necessary to make this a "dream come true". The community is coming together like Dr. Hector always wanted it to, to create great things. This is highly meritorious of this great Doctor. Dr. Garcia loved Molina, and he loved people who needed help the most. At a time when babies were dying from dehydration and diarrhea, no one but Dr. Garcia would go Barrios and insert I-V's into these babies to get them back to life. Ms. Patsy Lowela, Texas Stare Chairwoman of the American G I Forum, 1122 Greenwillow, was honored to have worked for Dr. Garcia for 13 years. This is long overdue. The Dr. accomplished many things over his lifetime and he would support this issue. Ms. Maria Ramirez, 4005 Rooney, American Vice Chairwoman of the American G I Forurrh stated that this is a dream of Dr. Garcia's. He talked about education for the young for many years. Mr. Gilbert Porapez, 1526 South 19th Street, stated the building is falling to pieces, and it could have been prevented. We could have started this project years ago and the builc/mg would be in good shape but something would come up and they could not do it. It was a great idea to push this forward. The public hearing was closed. Salazar stated that Danny Noyola served on this commission for six years and it is important to know that the next step is to get funding and then fix the building. Being an ex- commissioner will give Mr. Noyola a good inside track. His leadership and commitment to this project is to be commended. Motion was made by Berlanga and seconded by Zamora to accept staff's recommendation for the "HC-[" Historical Culture Overlay designation for this case. The motion passed by all present. Berlanga asked Mr. Gurming to note that the Commissioners were applauded. Page 1 of 3 AN ORDINANCE AMENDING THE ZONING ORDINANCE, UPON APPLICATION BY CiTY OF CORPUS CHRISTI LANDMARK COMMISSION, BY CHANGING THE ZONING MAP IN REFERENCE TO LOTS 3,4,5,6,7,8 AND 9, BLOCK E, LA GLORIA SUBDIVISION, FROM "1-2" LIGHT INDUSTRIAL DISTRICT TO "1-2" WITH "HC-I" LIGHT INDUSTRIAL DISTRICT WITH HISTORICAL-CULTURAL LANDMARK CLASSIFICATION; AMENDING THE COMPREHENSIVE PLAN TO ACCOUNT FOR ANY DEVIATIONS FROM THE EXISTING COMPREHENSIVE PLAN; PROVIDING FOR PUBLICATION; AND DECLARING AN EMERGENCY. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations concerning the application of City of Corpus Christi Landmark Commission for amendment to the City of Corpus Christi Zoning Ordinance and Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, November 3, 2004, during a meeting of the Planning Commission, and on Tuesday, December 21, 2004, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, ~ecessity, and convenience and the general welfare of the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Zoning Ordinance of the City of Corpus Christi. Texas, is amended by changing the zoning on Lots 3,4,5,6,7,8, and 9, Block E, La Gloria Subdivision, located along the southwest comer of Morgan Avenue and Bdght Street, from "1-2" Light Industrial Distdct to "1-2" with "HC-I" Light Industrial District with a Historical-Cultural Landmark classification. (047043) SECTION 2. That the official Zoning Map of the City of Corpus Christi, Texas, is amended to reflect the amendment to the Zoning Ordinance made by Section 1 of this ordinance. SECTION 3. That the Zoning Ordinance and Zoning Map of the City of Corpus Christi, Texas, approved on the 27th day of August, 1937, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remain in full force and effect. H:\LEG-DIR~Joseph\Zoning-04\1104-03Regular.doc Page 2 of 3 SECTION 4, That to the extent that this amendment to the Zoning Ordinance represents a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the Zoning Ordinance, as amended by this ordinance, SECTION 5. That all ordinances or pads of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. That 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. SECTION 7. That upon written request of the Mayor or five Council members, copy attached, the City Council (l) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED ~ Joseph H~ /'/~"0 Assistant City Attorney For City Attorney 2004 Samuel L. Neal, Jr. Mayor, The City of Corpus Christi H:\LEG-DIR\Joseph~Zoning-04\1104-03Regular.doc Page 3 of 3 Corpus Christi, Texas __ day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings lANe, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor, The City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett William Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:\LEG-DIR~Joseph~Zoning-04\1104-03Regular.doc 25 AGENDA MEMORANDUM PUBLIC HEARING - ZONING (City Council Action Date: December 21, 2004 ) Case No.: 1104-04, Educational Development Company, Charles Frazier: A change of zoning from "R-lB" One-family Dwelling District and "T-lB" Manufactured Home Park Dis~ct to a "B-4" General Business District. The property is 29.07 acres out of Flour Bluff and Encinal Farm and Garden Tracts, Section 28, Lots 4-6 and Joslin Tract Block A, Lot 11, located north of Sou~h Padre Island Drive, west of E~mis Joslin Road and south of McArdle Road. Planniml Commission and Staff's Recommendation (11/03/04): Approval Requested Council Action: Approval of the "B-4" General Business District and adoption of the attached ordinance. Purpose of Request: Mixed use: motel, retail, multi-family housing and student housing. Summary: The applicant has requested a change of zoning to a "B-4" General Business District for the development of mixed uses to include retail, motel, multi-family housing, and student housing on 29.07 acres. It is the intent of the owner to develop the properly with a series of structures that will include retail spaces within the multi-family buildings. The multi-family buildings are projected to target college students and professional work force persormel. A two to four story hotel-motel on site will house a mixture of retail uses. Stand alone retail uses are expected to occur in the development of this property, also. Overall, the plan of development is to reflect a modem day life style complex with landscaped walkways accessing various buildings. The proposed development is consistent with the development pattern occurring along Ennis Joslin Road and South Padre Island Drive. Zoning and development along these corridors include a mixture of multi-family and business uses, zoned "A-2" Apartment House District, "B-I" Neighborhood Business District and "B-4" General Business Dislrict. Access to the subject property is available along the frontage road of South Padre Island Drive, an expressway, Ennis Joslin Road, an arterial and McArdle Road, a collector. Roads servicing the subject property will accommodate the proposed development Staff would have preferred a Special Permit (SP) or Planned Unit Development Plan (PUD) be developed for the subject property, due to the amount of "B4"District zoning being requested. The owner has met with staff to discuss this issue and has relayed to sta£t'that limitations set by a SP or a PUD prohibits financing of this venture. Within these discussions the ow'ner has agreed to the following, pending action on the requested "B-4" District: 1. A deed restriction on the property shall be filed restricting auto engine repairs and go cart facilities within 200' or' multi-family uses. Agenda Memorandum Case No. 1104-04 - (Educational Development Company, Charles Frazier) Page 2 Aol~licant's Position: The applicant concurs with Planning Commission and Staff recommendation. Notification: Of the 18 notices mailed to the surrounding property owners, 2 werer returned in favor and 0 were received in opposition. The 20% rule is not invoked. This case is considered noncontroversial. Michael N. Gunning, AICP Assistant Director of Development Services MNG/FGM~ca Attachments: 1 ) Zoning Report 2) Planning Commission Minutes 3) Ordinance H:~PLN-DIR\SHARED\EILMA\WORD~AGENDMEM~2004\I I04-04AGENDAMEMO DOC CITY COUNCIL ZONING REPORT Case No.: 1104-04 Planning Commission Hearing Date: November 03, 2004 Applicant: Educational Development Company - Charles Frazier Owner: Joslin Partnership Tim Clower Agent: Same as applicant Legal Description/Location: Being 29.07 acres out of Flour Bluffand Encinal Farm and Garden Tracts, Section 28, Lots 4-6 and Joslin Tract Block A, Lot 11, located north of south Padre Island Drive west of Ennis Joslin Road and south of McArdle Road. To:Fr°m: "B-..4""R-1B"GeneralOne-familYBusinessDWellingDis/rictDistrict and "T-lB" Manufactured Home Park District Area: 29.07 acres Purpose of Request: Mixed use: motel, retail, multi-family housing and student housing Zoning Site '~R-1B" One-family Dwelling District and"T-lB" Manufactured Home Park North "A-I" Apartment House District, "B-l" Neighborhood Business District and "B--4" General Business District South "R-lB" One-family Dwelling District and "B--4" General Business District East "A-2" Apartment House District, "B- 1" Neighborhood Business District and "B-..4" General Business District West "T-lA" Travel Trailer Park District, "T-lB" Manufactured Home Park and "B-.4" General Business District Existing Land Use Agricultural and low- density residential Apartments, convenience store, car wash Retail and bait shop Mobile home park, retail, and vacant property Low-density residential and convenience store Future Land Use Multi-family residential Multi-family residential and general business General business Multifamily residential and general business Low density residential Zoning Report Case No. 1104-04 (Educational Development Company Charles Frazier) Page 2 Area Development Plan: Southside Area Development Plan The future land use map recommends a combination of multi-family, neighborhood commercial and general commercial for the subject property. In developing the property, consideration should be given in protecting residential properties from commercial development. The requested "B-4" District is consistent with the future land use map. Map No.: 039034 Zoning Violations: None The applicant has requested a change of zoning to a "B-4" General Business District for the development of mixed uses to include retail, motel, multi-family housing, and student housing on 29.07 acres. It is the intent of the owner to develop the property with a series of structures that will include retail spaces within the multi-family buildings. The multi-family buildings are projected to target college students and professional work force personnel. A two to four story hotel-motel on site will house a mixture of retail uses. Stand alone retail uses are expected to occur in the development of this property, also. Overall, the plan of development is to reflect a modem day life style complex with landscaped walkways accessing various buildings. The proposed development is consistent with the development pattern occurring along Ennis Joslin Road and South Padre Island Drive. Zoning and development along these corridors include a mixture of multi-family and business uses, zoned "A-2" Apartment House District, "B-I" Neighborhood Business Dista-ict and "B-4" General Business District. Access to the subject property is available along the frontage road of South Padre Island Drive, an expressway, Ennis Joslin Road, an arterial and McArdle Road, a collector. Roads servicing the subject property will accommodate the proposed development. Staff would have preferred a Special Permit (SP) or Planned Unit Development Plan (PUD) be developed for the subject property, due to the amounl of "B-4'Distnct zoning being requested. The owner has met with staff to discuss this issue and has relayed to staff that limitations set by a SP or a PUD prohibits financing of this venture. Within these discussions the owner has agreed to the following, pending action on the requested "B-4" District: 1. A deed restriction on the property shall be filed restricting auto engine repairs and go cart facilities within 200' of multi-family uses. Street Type Paved Section Volume (2001) McArdle Collector 70' ROW with 48' Bk. to Bk. 2,490 a.d.t Paved Section Ennis Joslin Arterial 90' ROW with 72' Bk. To 10,240 a d.t Bk. Paved Section South Padre Island Drive Expressway 400' ROW with 195' Bk. To 73,340 a.d.t Bk. Paved Section Zoning Report Case No 1104-04 (Educational Development Company Charles Frazier) Page 3 A plat on the subject property has not been submitted. However, a pre-submission conference bctwecn the owner and staff to discuss platting of the property has occurred. Ihe owner has agreed to deed restrict the subject property from uses that may be viewed as offensive to surrounding residential areas, pending action on the request. Such uses include heavy auto repair, recreational go carts and warehousing. Staffrecorrmaends approval of the "B-.4" General Business District. Pending action of the "B-4" District the owner w~ll deed restrict the property from auto engine repair and go cart uses within 200' of multi-family uses. Approval of the "B~-" General Business District. Pending action of the "B-4" District the owner will deed reslrict the property from auto engine repair and go cart uses within 200' of multi- family uses. Number of Notices Mailed - 18 Favor - 2 Opposition -0 (As of December 8. 2004) Attachment: Zoning Map H :kP l N-DIR\ERM A\ WO RD\ZONRPTS~004'~1104~14.DOC T-lA B- R-1 B B'A. B-4 A-2 NORTH Planning Commission November 3, 2004 Case No. 1104-04 (Educational Development Company, Charles Frazier) 1104-04 - Charles Frazier Request: Change of zoning from"R-lB" One-family Dwelling District and "T-lB" Manufactured Home Park District to "B-4" General Business District resulting in a land use change from single- family dwellings and manufactured home to general business. Excerpts from Zoning Report Legal Dexcrzptmn/Location: Being 29.07 acres oul of Flour Bluff and Encinal Farm and Garden Tracts, Sectton 28, Lots 4-6 and Joslin Tract Block A, Lot I I, located north of south Padre Island Drive west of Ennix Joslin Road and south of McArdle Road. Purpose qf Request: Mixed use' motel, retail, multi-family housing, student housing Area Development Plan: Southside Area Development Plan The future land use map recommends a co~nbination of multi-family, neighborhood commercial and general commercial .for the subject property, b~ developing the properO', consideration should be given in protecting residential properties from commercial development. The requested "B-4" District is cousistent with the future land use mup. Staff Recommendalion: Approval of the "B 4" General Business District. Pending action of the "B-4" District the owner ~'ill deed reatrict the proper(vXhom auto engine repair and go cart uses within 200' qf multi-famil3 uses Mrs. Goode-Macon, provided graphics of the subject property and the surrounding area. The zoning report and tape recording are on file. She stated that there were 18 notices mailed. None were received in favor or in opposition. Pusley asked how Ihe restrictions would work. Mrs. Goode-Macon stated the owner would develop and sign the deed restrictions which staffwill review. The restriction will be filed if the case is approved by City Council. After approval and upon receipt of the signed restrictions, staff will process the notification in the paper which effectuates the zoning change. The advertisement will not be run without receiving the signed restrictions. The public hearing was opened. Mr. Tim Clower, representative of the applicant, stated he had sold most of the property in past ten years. He had been meeting for six to eight months with Texas A&M University representatives and Dr. Ferguson. They came up with four to five hundred units for student housing and possibly an extended stay facility. He had also met with the Dean of Students and conducted a survey of what sludents would like to see in the retail area. The apartments will be located on McArdle. During the pre develop meeting with staff, platting and infraslructure was discussed. They also discussed a P.U.D. and special permits, which could be restrictive. The project is planned for five years, but it could take seven or eight years to complete. They do not want outside noise from body shops, go carts, etc. Berlanga stated this is a great project in proximity to the university. He stated staff recommended he deed restrict the property from auto engine repair and go cart uses within 200 feet of multi-family uses. He asked Mr. Clower if intended to have this type of facility. Mr. Planning Commission November 3, 2004 Case No. 1104-04 (Educational Development Company, Charles Frazier) Clower stated he did not. ~here ,.vas discussion of why to not exclude both uses altogether. Ms. Barbara Bailey, Director of Development Services, stated there could be instances where possibly a Sears store moved in and automotive work was done in the central area of the store which would be acceptable. Staff was looking at noise issues. Mr. Clower stated from a marketing standpoint, they planned to have internal movement between the apartments and restaurants. There will also be a walk/bike trail between the two. Pusley asked if there plans for park and rides for students. Mr. Clower stated there could possibly be a trolley system and that hike and bike trails are already in the plan. All this company does is student housing so their main concern the students. The units will have built-ins with desks and better lighting for the students. Pusley stated this is a great project. Zamora agreed but had concerns with possible uses that may go with this zoning. Mr, Clower stated he will not and can not speak for the others, but would not have noisy businesses on the property because he would get the phone calls. He does not foresee that occurring. T}Us land is to prices for that anyway. Go carts of auto shops would drive away the market. Mires commended Mr. Clower for this project. She believes he will put together a quality project. public hearing was closed. A motion was made by Mims and seconded by Amsler to recommends approval of the "B-4" General Business District. Pending action of the "B4" District the owner will deed restrict the property from auto engine repair and go cart uses within 200' of multi-family uses. The motion passed by all present. The public heating xvas opened. KyleGamson 14241 Natal Plum, representative of Paul Schexnailder, thanked Commissioner Smith for his leadership, guidance, and commitment to see this project through. Mr. Schexnailder and Asset Development encouraged the Coramission to vote for this ordinance change. This is what Padre Island needs to continue to groxv and prosper in the future. Mr. Robert Sells, 3225 Nassau Drive, asked if the "R-lB" Lots would be subjected like "A-T" Lots Ms. Bailey stated this is not intended to affect single family other than for new subdivisions. The public hearing ,,vas closed. Motion was made by Smith and seconded by Amsler to approve the zoning change as requested. The motion p~sed by all present. 2 Planning Commission November 3, 2004 Case No. 1104-04 (Educational Development Company, Charles Frazier) Pusley stated he appreciated all of staffs hard work on this project and thanked Mr. Smith for his valued representation for this Planning Commission. Smith stated we would not be here today if not for Mr. Gunning and Ms. Bailey. They made enormous contributions to keep this project on tract. 3 Page 1 of 3 AN ORDINANCE AMENDING THE ZONING ORDINANCE, UPON APPLICATION BY EDUCATIONAL DEVELOPMENT COMPANY, CHARLES FRAZlER, BY CHANGING THE ZONING MAP IN REFERENCE TO 29.07 ACRES OUT OF FLOUR BLUFF AND ENCINAL FARM AND GARDEN TRACTS, SECTION 28, LOTS 4-6, AND JOSLIN TRACT BLOCK A, LOT 11, FROM "R-lB" ONE-FAMILY DWELLING DISTRICT AND "T- lB" MANUFACTURED HOME PARK DISTRICT TO "B~" GENERAL BUSINESS DISTRICT; AMENDING THE COMPREHENSIVE PLAN TO ACCOUNT FOR ANY DEVIATIONS FROM THE EXISTING COMPREHENSIVE PLAN; PROVIDING FOR PUBLICATION; AND DECLARING AN EMERGENCY. WI-IEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations concerning the application of Educational Development Company, Charles Frazier for amendment to the City of Corpus Chdsti Zoning Ordinance and Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, November 3, 2004, during a meeting of the Planning Commission, and on Tuesday, December 21, 2004, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, dudng which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Zoning Ordinance of the City of Corpus Chdsti, Texas, is amended by changing the zoning on 29.07 acres out of Flour Bluff and Encinal Farm and Garden Tracts, Section 28, Lots 4-6, and Joslin Tract Block A, lot 11, located north of South Padre Island Ddve, west of Ennis Joslin Road, and south of McArdle Road, from "R-1 B" One-Family Dwelling Distdct and "T-1 B" Manufactured Home Park Distdct to "B-4" General Business District, as shown on the attached Exhibit. (039034) SECTION 2. That the official Zoning Map of the City of Corpus Christi, Texas, is amended to reflect the amendment to the Zoning Ordinance made by Section 1 of this ordinance. SECTION 3. That the Zoning Ordinance and Zoning Map of the City of Corpus Christi, Texas, approved on the 27th day of August, 1937, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remain in full force and effect. H:\LEG-DIR~Joseph~.oning-04\1104-04Regular.doc Page 2 of 3 SECTION 4. That to the extent that this amendment to the Zoning Ordinance represents a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the Zoning Ordinance, as amended by this ordinance. SECTION 5. That all ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. That 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. SECTION 7. That upon written request of the Mayor or five Council members, copy attached, the Ci~, Council (1) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 21st day of December, 2004. ATI'EST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED ~),~ ,j,~.~ /~, Assistant City A~orney For C~y AEorney 2004 Samuel L. Neal, Jr. Mayor, The City of Corpus Chdsti H:\LEG-DIR\Joseph~Zoning-04\l 104-04Regular.doc Page 3 of 3 Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of [he foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings. I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor, The City of Corpus Christi Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett William Kelly Rex A. Kinnison Jesse Noyola Mark Scott H:\LEG-DIR~Joseph~oning-04\1104-04Regular.doc Oct. 1~ 04 lO:09u Ela~s: & [~elsh En~ln~ p.E BASS 8~ WELSH ENGINEIER~ING October 19, 2004 97027M&B.doc B-4 Zoatng True[ State of Texas § County of Nueces § Dew. xiptlon of a 29.07 acre tract of land, more or less, being a portions of Lots 4 - 6. Sect/on 28, Flour Bluff and . Encinal Farm and Garden Tracls. a mup which is recorded in Volume "A", Pages 41 - 43. Map Records, Nueces County, Texas and all of L~t 11, Block "A", Joslin Tract, a map which is recorded in Volume 34, Page 142, said map records, ~aid 29.07 acr~ tract of land as further described by metes and bounds as follows: B~GINI'/I~G at the_Ror4bexnmost eornerof said L~t t 1; Block "A', .losiln Tract for the nor/heroines[ corner the Iract herein d~c~ibed; Thence S61"~5'2Y'E 164,46' along the o0nxmon northeast boundary line of said Lot 11, Bilk "A", Joslin Tract and sourest right-of-way llne of M~dle Road to a point for the e~temmost ~mer of s~d ~t 1 l, BIo~"A", Jos~n Tract and fighl-oi-~vay comer of said McArdle Road for interior nor~erly ~er of ~e ~ac( h~rcin de.bed; Thence along a southwest righl:-of.way linc of lMaArdl¢ Road N2~39'49"E I0.00' to a point for northerly corner of the LraCl herein described and fighl-of-way comer of said McArdle Road; Thence ~.ong a southwest right-of-way line of McArdle Road S61°21'25"E 150.09' to a point los northerly corner of the tract herein described; Thence along a southwest right-of-way line of McA. fdic Road S61=21'44"E 461.77' to the pein t of/he inter, ct/on of ~atd southwest right-of-way line of Mc.,Lrdla Road and the westerly right.of-way line of Ennls Joslin Road for a northeasterly corner of the tract herein described; Thence along the westerly right-of-way line of EnnJs Joslin Road S 16~25'15"E 453.76' to the point of curvature of a circular curve to the left having a c~n ~ral angle o[ 33'55'45", a radius of 817.09' and a chord b~a,fing S33"23'26'"E a distance ¢76.82'; Thence along a westerly right-of-way line of said Ennis Joshn Road, being along ~.aid eircola.x Curve to Che left, a distance: o[483.8fi' to the point of ta/lgency; Thence continuing a]onpa a westerly righl-of-way line of Ermis Joslin Road S50~1'57"E 276.25' to the point of curvature of a circular curve to the fight having a central anglo of 17~47'38'', a radius of 459,~2' and chord bearing S41~30'05"E a distance of 142.26'; Sheet 1 of 2 DEC-16 2084 11:12 FROM:CITY OF CORPUS C~IS 361826J$60 0o~ 18 04 lO:09m Bm$~._L Wel,h Ending TO: 98885239 3GI-ABB- 12S5 P.4x? p.3 B-4 Zoning Tract, continued, October 19, 2004; Thence along a wesletly right-of-way line distance of 142.83' to a point for the easternmos't corner of the tract herein described; Thence S26"00'59"W 374.61' to a point in the northeast right-of-way tine of South Pad.re Island Drive for the southernmost comer of the tract herein descried; Thence aJong northeast righi-of-way line~ of said South Padre lsland Drive as follows; N63°59'01"W 238.82' N68"39'16"W 351.90', and, N63*_SI'20"W 219.4.2' to a point for we.st central corner of the tract herein described; Thence N28~34'37"E 300.69' to a poinl for central interior corner of the tract herein descried; Thence N64°O3'44"W 920_17' to a point for a w~terly comer o[ the tract herein described; Thence N28"39'49"E 100.00' to a point for inlerior westerly corner of the ~'act herein descr~ed; Tbcnc~ N61'20'01"W 165.00' lo a point for the westernmost comer of the tract herein described in the northwest boundary line of said Lot 11., Block "/~.", Thence along the northwest boundary lh~e of said Lot 11, Block "A", Joslin Tract N2~39'49"F_, 719.26' to the POINT OF BEGINNING, a sketch showing said 29.07 acre tracl being attached hereto aa Ex~u~oll ~B~ , /~ ': - ~ . . ~tx~m Y~ Welsh. R_P.LS. Exhibit "A"' Sheet 2 of 2 LOT 5, SECTION 28 CL nF £NNI~ JOSLIN RI]~I] EXHIBIT '~' SKETCH TO ACCOMPANY METES & BOUNDS DESCRIPTION 26 AGENDA MEMORANDUM PUBLIC HEARING - ZONING (City Council Action Date: December 21, 2004 ) Case No.: 1104-05, Tim Voorkaml~: Change of zoning from R-lB" One-family Dwelling District to "I-2" Light Industrial District, resulting in a land use change from single family dwelling to light industrial. The properly is 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, located along thc northwest comer of Greenwood Drive and Saratoga Boulevard Plannlnv Commission and Staff's Recommendation (11/03/04}: Approval. Requested Council Action: Approval of the "I-2" Light Industrial District and adoption of the attached ordinance. Puroose of Request: Development of an Industrial Park Complex, Summary: · The applicant is requesting a change of zoning on the subject property to an "I-2" Light Industrial for the development of an industrial park complex on 23.40 acres. · Hae industrial park is planned as a 30 lot subdivision ;vith lots ranging from 0 35 acre to 4.02 acres. · Water and wastewater demands for the subject property are anticipated at 6,800 gallons per day with an estimated solid ;vaste demand of 2,000 lbs daily. · General industrial type uses permitted on the subject property typically generate 6.97 average daily trips per 1,000 gross floor area of building. The subject property has direct access to Greenwood, an arterial; and Saratoga, a rural arterial. The Transportation Plan recommends Saratoga Boulevard be improved with ~wo 37-foot back-to-back paved sections and a 26-foot wide median. The Texas Department of Transportation commenced improvements to this section of Saratoga Boulevard June 2004 and anticipates completion by December 2006. Property located north of the subject property' is in an agriculture state and zoned a"R-1B" One-family Dwelling District. Located to the south is the City of Corpus Christi Wastewater Treatment Plant zoned a "R-lB" District. Further south is a "R-lB" One-family Dwelling District developed as the City of Corpus Christi Landfill. Per the zoning ordinance, City facilities and uses are allowed in residential and non-residential districts. Located east of the subject property is an "I-2" Light Industrial District developed as an industrial park similar to the requested use. To the west is agriculture land and a drainage ditch zoned a "R-lB" District. Applicant's Position: The applicant concurs with Planning Commission and Staff's recommendation. Agenda Memorandum Case No. 1104-05 (Tim lZoorkamp~ Page 2 Notification: Of the 16 notices mailed to the surrounding property owners, 0 were returned in favor and 0 were received in opposition. The 20% rule is not Invoked. This case is considered noncontroversial. MichaelN, Gunning, AICP { Assistant Director of Development Services MNG/FGM/ca Attachments: 1) Zoning Report 2) Planning Commission Minutes 3) Ordinance H:XPLN-DIR~SHARED~ERMA\WORD~AGEN DMEM~2004\I I04-05AGENDAMEMO DOC CITY COUNCIL ZONING REPORT Case No.: 1104-05 Planning Commission Hearing Date: November 3, 2004 Applicant: Tim Voorkamp Owner: Same as applicant Agent: Coym, Rehmet, and Gutierrez Engineenng, Inc. - Victor Gutierrez Legal Description/Location: Being 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, located along the northwest comer of Greenwood Drive and Saratoga Boulevard. From: "R-lB" One-family Dwelling District To: "I-2" Light Indus~al District Area: 23.40 acres Purpose of Request: Development of an Industrial Park Zoning Site "R-lB" One-family Dwelling District North "R-lB" One-family Dwelling District South "R-lB" One-family Dwelling District East"I-2" Light Industrial District West "R-lB" One-family Dwelling Dislrict, "R- 1C" One-family Dwelling District and "B-4" General Business Dislrict Existing Land Use Agriculture Agriculture Greenwood Wastewater Treatment Plant Industrial Park Agriculture, drainage ditch and low<tensity residential Future Laud Use Lmv-density residential Lo,v-density residential Public/Semi -public Light industrial Low-density residential and drainage Area Development Plan: Westside Area Development Plan recommends the area retain the low-density residential land use until commercial and industrial development extends west along Saratoga Boulevard. Commercial and industrial development has been occurring along the east west corridor of Saratoga Boulevard and an amendment to the future land use map on the subject property is acceptable. Map No.: 050037 Zoning Violations: None Zoning Report Case No. 1104-05 (Tim Voorkamp) Page 2 The applicant is requesting a change of zoning on the subject property to an "I-2" Light Industrml for the development of an industrial park complex on 23.40 acres. The industrial park is planned as a 30 lot subdivision with lots ranging from 0.35 acre to 4 02 acres, Water and wastewater demands for the subject property are anticipated at 6,800 gallons per day with an estimated solid waste demand of 2,000 lbs daily. General industrial type uses permitted on the subject property typically generate 6.97 average daily trips per 1,000 gross floor area of building. The subject property has direct access to Greenwood, an arterial; and Saratoga, a rural arterial. The Transportation Plan recommends Saratoga Boulevard be improved with two 37-foot back-to-back paved sections and a 26-foot wide median. The Texas Department of Transportation commenced improvements to this section of Saratoga Boulevard June 2004 and anticipates completion by December 2006. Properly located north of the subject property is in an agriculture state and zoned a"R-1B" One-family Dwelling District. Located to the south is the City of Corpus Christi Wastewater Treatment Plant zoned a "R-1B" Dismct. Further south is a "R-1B" One-family Dwelling Dislrict developed as the City of Corpus Christi Landfill. Per the zoning ordinance, City facilities and uses are allowed in residential and non-residential districts. Located east of the subject property is an "I-2" Light Industrial Dismct developed as an industrial park similar to the requested use. To the west is agriculture land and a drainage ditch zoned a "R-lB" District. Street Type Paved Section Volume (2001) Greenwood Street Arterial 80' ROW w/62' Bk To Bk. 4,240 a.d.t. pavement Saratoga Boulevard Rural Arterial Current 120' ROW w/ 45' 4,980 a.d.t. paved section Planned -120' ROW w/100' Bk. To Bk. pavement A plat on the subject property is being processed through Development Services- Special Services. The Westside Area Development Plan recommends the area develop with low-density residential. However, given the proximity of the current industrial zoning, water ~eatment plant, and landfill, staff supports industrial development on tins property. Zoning Report Case No. 1104-05 (Tim Voorkamp) Page 3 Approval of the "1-2" Light Industrial District. Approval of the ~1-2" Light Industrial District. Number of Notices Mailed - 16 Favor 0 Opposition - 0 (As of December 8, 2004) Attachments: Zoning Map Industrial Park Preliminary Layout -1 NORTH Planning Commission November 3, 2004 Case No. 1104-05 (Tim Voorkamp) 1104-05 - Tim Voorkamp Request: Change of zoning from R-lB" One-family Dwelling District to "I-2" Light Industrial DisUSct, resulting in a land use change from single family dwelling to light industrial. Legal Description/Location: Being 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, located along the northwest corner of Green~vood Drive and Saratoga Boulevard. Purpose of Request: Development of att Industrial Park Area Development Plan: Westside Area Development Plan reco~nmenda' the area retain the low-density residential land use until commercial and industrial development extends west along Saratoga Boulevard. Commercial and industrial development has been occ~rring along the east west corridor of Saratogtt Boulevard and an amendment to the future land use map on the subject property ia' acceptable. Staffs Recommendation: Approval of the "~2 "Light Industrial District. Mrs. Goode-Macon, provided graphics of the subject properly and the surrounding area. The zoning report and tape recording are on file. She stated that there were 16 notices mailed. None were received in favor or in opposition. Mires asked what the landscaping ordinance was for this zoning. Ms. Goode-Macon stated they would have to comply with the ordinance when they apply for the building permits staff will review. Mires want to make sure landscaping is appropriate Mr. Tim Voorkamp, 6238 Strausberg, stated he would comply with landscape ordinance. Storage buildings will be in the back. The remaining 30 lots will look like Way-Out-Weber. Mints stated she would have no wild colors to which Mr. Voorkamp agreed. The public heanng was closed. A motion was made by Mires and seconded by Zamora to approve slaws recommendation The motion passed by all present. Page 1 of 3 AN ORDINANCE AMENDING THE ZONING ORDINANCE, UPON APPLICATION BY TIM VOORKAMP BY CHANGING THE ZONING MAP IN REFERENCE TO 23.40 ACRES OUT OF BOHEMIAN COLONY LANDS, SECTION 6, LOT 2, FROM "R-lB" ONE-FAMILY DWELLING DISTRICT TO "1-2" LIGHT INDUSTRIAL DISTRICT; AMENDING THE COMPREHENSIVE PLAN TO ACCOUNT FOR ANY DEVIATIONS FROM THE EXISTING COMPREHENSIVE PLAN; PROVIDING FOR PUBLICATION; AND DECLARING AN EMERGENCY. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations concerning the application of Tim Voorkamp for amendment to the City of Corpus Christi Zoning Ordinance and Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, November 3, 2004, during a meeting of the Planning Commission, and on Tuesday, December 21, 2004, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY' OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Zoning Ordinance of the City of Corpus Christi, Texas, is amended by changing the zoning on 23.40 acres out of Bohemian Colony Lands, Section 6, Lot 2, located along the northwest comer of Greenwood Drive and Saratoga Boulevard, from "R-1B" One-Family Dwelling District to "1-2" Light Industrial DistJ'ict, as shown on the attached Exhibit. (050037) SECTION 2. That the official Zoning Map of the City of Corpus Christi, Texas, is amended to reflect the amendment to the Zoning Ordinance made by Section 1 of this ordinance. SECTION 3. That the Zoning Ordinance and Zoning Map of the City of Corpus Christi, Texas, approved on the 27th day of August, 1937, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remain in full force and effect. SECTION 4. That to the extent that this amendment to the Zoning Ordinance represents a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the Zoning Ordinance, as amended by this ordinance. H:~LEG-DIR\Joseph~Zoning-04\1104-05Regular.doc Page 2 of 3 SECTION 5. That all ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. That 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 Chdsti. SECTION 7. That upon written request of the Mayor or five Council members, copy attached, the City Council (l) finds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED ~ ~ ~'~ Joseph H ~ Assistant City Attorney For City Attorney 2004 Samuel L. Neal, Jr. Mayor, The City of Corpus Chdsti H:\LEG-DIR\Joseph~.oning-04\l 104-05Regular.doc Page 3 of 3 Corpus Christi, Texas __ day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings. I/we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor, The City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett William Kelly Rex A, Kinnison Jesse Noyola Mark Scott H:\LEG-DIR\Joseph~.oning-04\1104-05Regular.doc T0:98803239 STATE OF TEXAS § COUNTY OF NUECES § 23.40-ACRE TRACT FIELD NOTES to describe the boundary of 2].40-acre remainder of a called 37.487- acre tract described in a deed to W. L Lundgren as recorded in Document #813527, Official Records, Nueces County, Texas, being out of the southerly end of Lot 2, Section 6, Bohemian Colony Lands, s map of which is recorded in Volume A, Page 48 of the Map Records, Nueces County, Texas, said 23.40-acre tract being more particularly described by metes and bounds as followsg BE'GINNING at a 5/8" steel rod set in the west right-of-way line of Greenwood Drive (r.o.w. varies) and the north fight-of-way of Saratoga Boulevard (r.o.w. varies) for the upper southeast comer of this tract from which the centerline intersection of said Greenwood Drive and Saratoga Boulevard, being the original southeast comer of said Lot 2 bears S-61°-00'-00"-E, 56.00' and S-29°-00'-00"-W, 145.16'; THENCE, N-83°-09'-33"-W, along said Saratoga Boulevard right-of-way, a distance of 177.43' to a 5/8" steel rod set for a bend point in said right-of-way and for the lower southeast corner of this tract; THENCE, N-61°-27'-I9"-W, continuing along said right-of-way, a distance of 760.49' to a 5/8" steel rod set for the southeast corner ora tract of land described in a deed to the City of Corpus Christi az recorded in Document #1999000854, Official Records, Nueces County, Texas and for the southwest corner of this tract; THENCE, N-27°-39'-59"-E, along the east line of said City tract, a distance of 1091.66' to a 5/8" steel rod set for the southwest corner of a tract of land described in a deed to Full Gospel Glory Church as recorded in Document #2002013203, Official Records, Nueces County, Texas and for the northwest corner of this tract; TI:I~NCE, S-60°-59'-] I"-E, a distance of 956.20' to a 5/8" steel rod set in said we~ fight-of-way of Greenwood Drive for the southeast corner of said Church tract and for the northeast corner of this tract; T]TENCE, S-29°-00'-00"-W, along said right-of-way, a distance of 783.80' to a 518" steel rod set for a bend point in the east line of this tract; TgII~NCE, S-32°-26'-12"-W, continuin8 along said right-of-way, a distance of 100.16' to a 5/8" steel rod set for a bend point in the east line of this tract; COYM, REHMET & GUTIERREZ ENGINEERING, INC. JobNo. 9670c Page 1 of 2 Umt-lb-~ il:d~ ~UM:CiI¥ L~- CO~US CHRIS 5618~6356~ TO:98E~D3~39 P.? THENCE, S-29°-00'-00"-W, a distance of 134.40' to thc POINT OF BEGINNING and containing 23.40 ~,¢res of land, more or less. These field notes represent a survey made upon the ground under my direction and are true and correct to the best of my knowledge. Accompanying plat prepared. Date COYM, REHMET & GUTIERREZ ENGINEERING, INC. ]ob No. 9670c Page 2 of 2 DEC 16 2DD4 11:58 FROM:CITY OF CORPUS CHRIS 3618263560 T0:S8~0~259 ~ANATOGA BLVD. ' SURVEY PI.~T L~:L lb-~UU~ ii=d~ F~OM:CIf¥ OK CORPUS CHRIS 3618265560 LOT 2,~ SECTION 6 Bom~M]AN ~COLOI~ LANDS S 61°00'0~' E ~ ! 12~.3'/' 3.75 AC S 61°00'0~' E '~ 9/I.39' 4.98 AC S 60°59'1 I" E ,956.20' .ii P.9 VICINITY MAP SCALE I "=800' SARAGREEN INDUSTRIAL T~ARK (PRELIMINARYLAYOU · ~3~ mE ~OUNDARY ~ A ~ A~ t~ ~NO ~ ~ ~ A ~im ~.~7 A~ 27 AGENDA MEMORANDUM PUBLIC HEARING - ZONING (City Council Action Date: December 21, 2004 ) Case No.: Cl104-06, City of Corl~us Christi: A change of zoning from the current zoning district to the current zoning district with an "IO" Island Overlay District. Being a portion of the North Padre Island Development in Corpus Christi, situated in and out of Nueces County, Texas: bounded on the north by the Laguna Madre and Packery Channel, from the relief charmel bridge on Park Road 22 to State Highway No. 361, excluding those portions of Padre Island No.'s 1 & 2 lying easterly of Sand Dollar Ave. and Playa Del Rey Drive, Highway No. 361 from Packery Channel to Zahn Road and Zahn Road from Highway No. 361, to the Gulf of Mexico; on the east by the Gulf of Mexico; on the south by the Nueces County, Kelberg county line; and on the west by Palmira Avenue from the county line to Whitecap Boulevard, Wtutecap Boulevard to the Padre Island golf course, excluding Lots I thru 7, Block 191 and Lots 1 thru 15, Block 192, Padre Island No. 4, portions of the eastern boundary of the Padre Island golf course and generally those portions of other properties in close proximity to thc western right-of-way of Park Road No 22, excluding Eagle Run Condo Urdt A and a 3.86 acre tract out of Lot 1, Block 27B of the Island Fairway Estates, to the relief channel bridge on Park Road 22, all as shown on the accompanying map. Plannint~ Commission and Staff's Recommendation (11/17/04): Approval. Requested Council Action: Approval of the '20" Island Overlay District with corresponding map boundary and adoption of the attached ordinance. Puroose of Request: Designate properties within the map boundary are with the "IO" Island Overlay District. Summary: On August 17, 2004, City Council approved the Island Overlay District, establishing unique Island development standards. Designation of properties within the Island Overlay District will effectuate the approved standards of the distlSct on properties located within the map boundary area. Beginning in 2002, city staff, in close coordination with the Padre Island Owners' Association (POA), Padre Island Business Association (PIBA) and the Builder's Association, crafted appropriate regulations to cra'fy out the Island vision. The vision was defined by a number of surveys distributed to business and residential Island property owners to winnow the desired look for the Island. The meetings and surveys provided clear direction for an island design theme with representative building materials, colors and landscaping that identified the location as a desired, world-class resort. In two summer meetings (June 16, 2004 and July 14, 2004), the Planning Commission held public heatings to get public input on the proposed overlay regulations. At those meetings, it was clear that there was an underlying consensus on the overall proposal of improved design standards, yet the discussion focused on using vinyl as an acceptable cladding material. At Agenda Memorandum Case No. C1104-06 (City of Corpus Clmsti) Page 2 the final meeting, the Planning Commission recommended approval of the proposed district, with unlimited vinyl usage, to the City Council. Dunng the August 17, 2004, City Council public hearing, the Island Overlay District was presented, with extensive public comment received. Again, there was general consensus on improved design standards and the public comment was directed towards the use of vinyl cladding. As a compromise measure, the Council suggested that vinyl cladding should be barred from the area known as "Lake Padre" as well as along PR 22---the main comdor onto and through the Island and with that compromise, the motion to pass the enhanced district regulations passed. The overlay district boundary map for Case 1104-06 contained in the public notice delineated an initial concept of the areas intended for vinyl cladding, based on a narrow interpretation of the original plats and legal description of Lake Padre properties. In further discussions with Council, staff amended the boundaries to be consistent with a more common understanding of "Lake Padre" to incorporate all lands located between South Padre Island Drive (Park Road 22) and the Gulf Beach. Position: Planning Commission and Staff concur with recommended district. Notification: Of the 2,500 notices mailed to the surrounding property owners, 14 were returned in favor and 21were received in opposition. The 20% rule is not invoked. This case is considered nontroversial. Barbara Bailey, AICP Director of Development Services MNG/FGM/ca Attachments: 1) Zoning Report 2) Planning Commission Minutes 3) Ordinance H:~PLN-DIR\SHARED~ERMA~WORDL~GENDMEMk2004\C 1104-06AGENDAMEMO.DC~ CTTY COUNCTL ZON'rNG REPORT Case No.: C1104-06 Planning Commission Hearing Date: November 17, 2004 Applicant: City of Corpus Ctmsti Development Services Legal Description/Location: Being a portion of the North Padre Island Development in Corpus Christi, situated in and out of Nueces County, Texas: bounded on the north by the Laguna Madre and Packery Channel, from the relief channel bridge on Park Road 22 to State Highway No. 361, excluding those portions of Padre Island No.'s 1 & 2 lying easterly of Sand Dollar Ave. and Playa Del Rey Drive, Highway No. 361 from Packery Channel to Zahn Road and Zahn Road from Highway No. 361, to the Gulf of Mexico; on the east by the Gulf of Mexico; on the south by the Nueces County, Kelberg county line; and on the west by Palmira Avenue from the county line to Whitecap Boulevard, Whitecap Boulevard to the Padre Island golf course, excluding Lots 1 thru 7, Block 191 and Lots 1 thru 15, Block 192, Padre Island No. 4, portions of the eastern boundary of the Padre Island golf course and generally those portions of other properties in close proximity to the western right-of-way of Park Road No. 22, excluding Eagle Run Condo Unit A and a 3.86 acre tract out of Lot 1, Block 27B of the Island Fairway Estates, to the relief charmel bridge on Park Road 22, all as shown on the accompanying map. From: Current Zoning Designations To: Current Zoning Designations with an "IO" Island Overlay District Purpose of Request: Designate properties within the map boundary area with the "IO" Island Overlay District Map Nos. 2728,2824,2825,2826,2827,2828,2923,2925,2927,3023,3024,3025,3027and 3028 Area Development Plan: Mustang-Padre Island Area Development Plan ~ne plan recommends establishing higher development standards. The proposed "IO" Island Overlay District accomplishes the Plan objectives. Zoning Report Case No. C1104-06 (City of Corpus Christi - Development Services) Page 2 On August 17, 2004, City Council approved the Island Overlay District, establishing unique Island development standards. Designation of properties within the Island Overlay District will effectuate the approved standards of the district on properties located within the map boundary area. Beginning in 2002, city stall; in close coordination with the Padre Island Owners' Association (POA), Padre Island Business Association (PIBA) and the Builder's Association, crafted appropriate regulations to carry out the Island vision. The vision was de£med by a number of surveys distributed to business and residential Island property owners to winnow the desired look for the Island. The meetings and surveys provided clear direction for an island design theme with representative building materials, colors and landscaping that identified the location as a desired, world-class resort. In two summer meetings (June 16, 2004 and July 14, 2004), the Planning Com-rmssion held public hearings to get public input on the proposed overlay regulations. At those meetings, it was clear that there was an underlying consensus on the overall proposal of improved design standards, yet the discussion focused on using v/nyl as an acceptable cladding mater/aL At the final meeting, the Plaiming Commission recommended approval of the proposed district, with unlimited vinyl usage, to the City Council. During the August 17, 2004, City Council public hearing, the Island Overlay District was presented, with extensive public comment received. Again, there was general consensus on improved design standards and the public comment was directed towards the use of vinyl cladding. As a comprormse measure, the Council suggested that vinyl cladding should be barred from the area known as "kake Padre" as well as along PR 22---the main corridor onto and through the Island and with that compromise, the motion to pass the enhanced dislrict regulations passed. The overlay district boundary map for Case 1104-06 contained in the public notice delineated an initial concept of the areas intended for vinyl cladding, based on a narrow interpretation of the original plats and legal description of Lake Padre properties. In further discussions with Council, staff amended the boundaries to be consistent with a more common understanding of "Lake Padre" to incorporate all lands located between South Padre Island Drive (Park Road 22) and the Gulf Beach. Zoning Report Case No Cl104-06 (City ofCorpu, s Christi Development Sen'ices) Page 3 · A highlight of standards approved within the Island Overlay District include: Defined Architectural Design Standards Enhanced Landscaping Improved Signage Flexible Parking Standards and Parking Lot Screening Shared Driveway Access · The Mustang-Padre Island Area Development Plan recommends the City establish h/gher development standa~'ds on the Island in order to create a world-renowned tourist, resort and residential community. · The Padre Island Business Association and Padre Island Property Owners Association concur with the designation of properties within the boundary map area a.s "IO" Island Overlay District. Street Type Paved Section Volume (2001) SPID/Park Road 22 Rural arterial 200' R.O.W. w/22' Bk. to 25,210 a.d.t. Bk. pavement and median S.H. 361 Rural arterial 250' R.O.W. ~v/22' Bk. to 5,320 a.d.t Bk. paved section Whitecap Boulevard Collector 70' R.O.W. w/48' Bk. to Bk. 3,180 a.d.t. paved section Approval of the "IO" Island Overlay Dislxict within the boundary map area. Zoning Report Case No C1104-06 (City of Corpus Christi Development Sen'ices) Page 4 Approval of the "IO" Island Overlay Dismct witltin the boundary map area, Number of Notices Mailed 2,500 Favor - 14 Opposition- 21 (As of December 8, 2004) Attachment: Padre Island Overlay Map H:~P L N-D IR\C HRIS TA L\WOKD~ZO N K['TSL2004~C 1104436.DOC City of Corpus Christi, Island Overlay LEGEND Planning Commission November 3, 2004 Case No. C1104-06 (City of Corpus Clmsti) C 1104-06 - City of Corpus Ctn-isti-Development Services Request: Change of zoning from the "Current Zoning" to "I0" Padre Island Overlay District, effectuating the approved standards of the district on properties within the map boundary area. Excerpts from Zoning Report Purpose of Request: Dexignate properties within the map boundary area with the "I0" Island Overlay District Location.- Located on Padre Island, generally along areas bounded by South Padre Island Drive (Park Road 22) and a portion of the adjoining properttes along State Highway 361. Map Numbers: 2728, 2824, 2825, 2826, 2827, 2828, 2923, 2925, 2927, 3023, 3024, 3025, 3027 and 3028 Area Development Plan: Mustang-Padre Island Area Development Plan - The plan recommends establishing higher development standards. The proposed '70" Island Overlay District accomplishes the Plan objectives. Staffg Recommendation: Approval of the Island Overlay District within the boundary map area. Ms. Bailey gave a brief history of the Island Overlay District since everyone has had three years get accustomed with it. She stated both the Planning cornrmssion and City Council approved the Island Overlay District, which was a collaborative effort between the Islanders, the business community and staffto create a set of regulations that would enhance development standards on the Island. There was a lot of discussion about where vinyl would and would not be allowed. The areas that excluded vinyl which passed by the Planning Commission was expanded by City Council. Staff initially published a map which showed the vinyl exclusion from Park Road 22 and some other minor areas deemed to be Lake Padre. Staffhad further clarification fi-om City Council that they intended it to expand further. The map is being adjusted to the larger area. Ms. Bailey this zoning changes covered 1,800 acres and will attach to the original zoning of each property. There were 2,363 notices mailed within the boundary and 513 within a 200 foot radius. Of these, less than one percent was returned in opposition. Mims asked if the map in the packet was the map Council knew they were voting on. Ms. Bailey stated staff clarified with Council the area the Overlay District covered and this is the boundary we are presenting to Council. Mims asked if Council understood the boundary when they voted on it. Ms Bailey stated the intent of the motion was clarified. Stone clarified the Commissioner s are voting on the zoning change. Planning Commission November 3, 2004 Case No. C1104-06 (City of Corpus Christi) Zamora asked if the restriction on vinyl is in the entire district. Ms. Bailey clarified it was not allowed along the Park Road 22 corridor's A Lots and the area known Lake Padre. The public heating was opened. KyleGarrison 14241 Natal Plum, representative of Paul Schexnailder, thanked Commissioner Smith for his leadership, guidance, and commitment to see this project through. Mr. Schexnailder and Asset Development encouraged the Commission to vote for this ordinance change. This is what Packe Island needs to continue to grow and prosper in the future. Mr. Robert Sells, 3225 Nassau Drive, asked if the "R-lB' Lots would be subjected like "A-T' Lots. Ms. Bailey stated this is not intended to affect single family other than for new subdivisions. The public hearing was closed Motion was made by Smith and seconded by Amsler to approve the zoning change as requested. The motion passed by all present. Pusley stated he appreciated all of staffs hard work on this project and thanked Mr. Smith for his valued representation for this Planning Commission. Smith stated we would not be here today if not for Mr. Gunning and Ms. Bailey. They made enormous conthbutions to keep this project on tract. Page 1 o1' 3 AN ORDINANCE AMENDING THE ZONING ORDINANCE, UPON APPLICATION BY CITY OF CORPUS CHRISTI BY CHANGING THE ZONING MAP IN REFERENCE TO APPROXlMATLEY 1,786 ACRES, INCLUDING APPROXlMATLEY 1,061 ACRES OF A "NO VINYL" AREA, IN AND OUT OF THE NORTH PADRE ISLAND DEVELOPMENT AT CORPUS CHRISTI, TEXAS, FROM ITS CURRENT ZONING DISTRICT TO ITS CURRENT ZONING DISTRICT WITH AN "10" ISLAND OVERLAY DISTRICT, AS SHOWN ON THE ATFACHED MAP AND DESCRIPTION; AMENDING THE COMPREHENSIVE PLAN TO ACCOUNT FOR ANY DEVIATIONS FROM THE EXISTING COMPREHENSIVE PLAN; PROVIDING FOR PUBLICATION; AND DECLARING AN EMERGENCY. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations conceming the application of the City of Corpus Chdsti for amendment to the City of Corpus Chdsti Zoning Ordinance and Zoning Map; WHEREAS, with proper notice to the public, public headngs were held on Wednesday, November 17, 2004, dudng a meeting of the Planning Commission, and on Tuesday, December 21,2004, dudng a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, dudng which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Chdsti and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Zoning Ordinance of the City of Corpus Chdstl, Texas, is amended by changing the zoning on approximately 1,786 acres In and out of the North Padre Island Development at Corpus Chdsti, Texas, bounded on the north by the Laguna Madre and Packery Channel, from the relief channel bridge on Park Road 22 to State Highway No. 361, excluding those portions of Padre Island No. I and No. 2 lying eastedy of Sand Dollar Ave. and Playa Del Rey Ddve, Highway No. 361 from Packery Channel to Zahn Road and Zahn Road from Highway No. 361 to the Gulf of Mexico; on the east by the Gulf of Mexico; on the south by the Nueces County, Kleberg County line, and on the west Palmire Avenue from the county line to Whitecap Boulevard, Whitecap Boulevard to the Padre Island golf course, excluding Lots 1 thru 7, Block 191 and Lots 1 thru 15, Block 192, Padre Island No. 4, portions of the eastern boundary of the Padre Island golf course and generally those portions of other properties in close proximity to the westem right-Of-way of Park Road No. 22, excluding Eagle Run Condo Unit A and a 3.86 acre tract out of Lot 1, Block 27B of the Island Fairway estates, to the relief channel bddge on Park Road No. 22; from its current zoning district to its current zoning H:\LEG-DIR~loseph~Zoning-04\1104-06Regular.doc Page 2 of 3 district with an "10" Island Overlay district, as shown on the map and description in the attached Exhibit. SECTION 2. That the Zoning Ordinance of the City of Corpus Christi, Texas, is amended by establishing a "no-vinyl" area within the "10" Island Overlay zoning distdct on approximately 1,061 acres in and out of the North Padre Island Development at Corpus Christi, Texas, as shown on the map and description in the attached Exhibit. SECTION 3. That the official Zoning Map of the City of Corpus Christi, Texas, is amended to reflect the amendment to the Zoning Ordinance made by Section 1 of this ordinance. SECTION 4. That the Zoning Ordinance and Zoning Map of the City of Corpus Chdsti, Texas, approved on the 27th day of August, 1937, as amended from time to time, except as changed by this ordinance and any other ordinances adopted on this date, remain in full force and effect. SECTION 5. That to the extent that this amendment to the Zoning Ordinance represents a deviation from the Comprehensive Plan, the Comprehensive Plan is amended to conform to the Zoning Ordinance, as amended by this ordinance. SECTION 6. That all ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 7. That 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. SECTION 8. That upon written request of the Mayor or five Council members, copy attached, the City Council (l) f'mds and declares an emergency due to the need for immediate action necessary for the efficient and effective administration of City affairs and (2) suspends the Charter rule as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 21st day of December, 2004. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary APPROVED Assistant City Attorney For City Attorney 2004 Samuel L. Neal, Jr. Mayor, The City of Corpus Christi H:\LEG-DIR\Joseph~oning-04\l 104-06Regular.doc Page 3 of 3 Corpus Christi, Texas day of ,2004 TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas For the reasons set forth in the emergency clause of the foregoing ordinance, an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings. I/~ve, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully, Respectfully, Samuel L. Neal, Jr. Mayor, The City of Corpus Chdsti Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett William Kelly Rex A. Kinnison Jesse Noyola Mark Scott H :~LEG-DIR\Joseph~.oning-04\l 104-06Regular.doc STATE OF TEXAS COUNTY OF NUECES BEING APPROXIMATELY 1,786 ACRES OF LAND SITUATED IN AND OUT OF THE NORTH PADRE ISLAND DEVELOPMENT AT CORPUS CHRISTI, NUECES COUNTY, TEXAS AND BEING MORE PARTICULRLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: Note: This document was prepared under 22 TAC 663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. BEGINNING, at the intersection of the west fight-of-way line of South Padre Island Drive (Park Road 22), with the Nueces/Kleberg county line, for a point on the south line of this tract, same point being the southeast comer of Lot 27A, Block 19, Padre Island, a map of which is recorded in Volume 13, Pages 1 thru 8, of the Map Records of Nueces, County, Texas; Thence, in a westerly direction, xvith the south boundary line of said Lot 27A, same line being comn~n with said Nueces/Kleberg County line, to its intersection with the east right-of-way llne of Palmim Avenue, for the southwest comer of this tract, same point being the southwest comer of Lot 27B, said Block 19; Thence, in a northerly direction, with said east right-of-way line of Palmira Drive same line being the west boundary line of said Block 19, cross Sea Pines Drive, continuing with said east right-of- way line of Palmira Drive and the west boundary line of Blocks 18 and 17, aforementioned Padre Island, to a point at its intersection with the north right-of-way line of Encatada Avenue, for the southwest comer of Lot 10B, Block 16, said Padre Island No. 1 and a comer of this tract; Thence, continuing in a northerly direction, w/th a curve to the left and said east righl-of-way line of Patmira Drive, same line being the west boundary line of said Block 16, cross Pescadores Drive (unopened), cominuing with said curve to the left and Palmira Drive, same line being the west boundary line of Block 15, said Padre Island, to a point onthe west boundary line of Lot 13B, said Block 15, for a corner of this tract; Thence, continuing in northerly direction, with said east fight-of-way line of Palmira Drive, which line is common with the west boundary lines of Blocks 15, 14, 13 and 12, of said Padre Island No. 1, and crossing Medda Drive, Marquiessa Drive, Las Tunas Drive and Whitecap Boulevard, to a point on the north right-of-way line of said Whitecap Boulevard, same line being the south boundary line of Block 191, Padre Island Uult 4, a map of which is recorded in Volume 33, Pages 44 thru 47, of the Map Records of Nueces County, Texas, for an inside comer of this tract; Thence, in a westerly direction, with said north fight-of-way line of said Whitecap Boulevard, to a point aI the common southerly comer of Lots 7 and 8, said Block 191, for a comer of this tract; Thence, in a northerly direction, with the west boundary line of said Lot 8 and Lot 18, said Block 191, to a point at its intersection with the south fight-of-way line of Cruiser Street, for a comer of this tract same poim being the common northerly comer of said Lot 18 and Lot 1, said Block 191; Thence, in an easterly direction, with said south fight-of-way line Cruiser Street, same line being the north boundary line of said Block 191, to a point, at its imersection with the southerly ex'tension of the east boundary line of Lot 15, Block 192, said Padre Island-Corpus Christi, Section 4, for a comer of this tract; Thence, in a northerly direction with said extension of Lot 15 boundary line, cross said Cruiser Street, pass the southeast comer of said Lot 15 and continuing with said east boundary line of Lot 15, to a point on the north boundary line of said Block 192, for a comer of this tract, same point being the northeast comer of said Lot 15; Thence, in a westerly direction, with said north boundary of said Block 192, to the point of curvature of a circular curve to the left, onthe north boundary line of Lot 9, said Block 192, for a comer of this tract; Thence, in a southwesterly direction, with said curve to the left and said boundary line of Lot 9, to a point on the west boundary line of Lot 8, said Block 192, for a comer of this tract; Thence, in a southerly direction, cominuing with the west bour~lary line of said Block 192, to a point on aforementioned north right-of-way line of Wl-fitecap Boulevard, for a comer of this tract; Thence, in a westerly direction, with said north right-of-way of Whitecap Boulevard, to a point at its intersection with the common boundary line of Lot 5, as shown on map of Padre Island-Corpus Christi, Island Fairway Estates, Block 3, recorded in Volume 40, Pages 145-146, of the map records of Nueces County, Texas and Block 27A, Padre Island-Corpus Christi, Island Fairway Estates, a map of which is recorded in Volume 46, Page 208, said Map Records ofNueces Coumy, Texas, for a comer of this tract; Thence, in a northerly direction, with said common boundary line of Block 27A and Block 3, through a circular curve to the fight, cominuing with the common boundary line of said Block 27A and Block 46, Padre Island~orpus Christi, Island Fairway Estates, a map of which is recorded in Volume 42, Pages 153-154, of the Map Records of Nueces County, Texas, through a second circular curve to the fight, continuing with the comn~n boundary line of said Blocks 27A and 46, to a poim at its intersection with the west fight-of-way line of afurememioned South Padre Island Drive (Park Road No, 22), for a comer of this tract; Thence, in a northerly direction, with the east boundary line of said Block 27A, same line being the said west fight-of-way line of aforementioned South Padre Island Drive (Park Road No. 22), to a poim at its intersection with the south boundary line of Lot 3, Padre Island42orpus Christi, Island Fairway Estates, as shown on map of Padre Island42orpos Christi, Island Fairway Estates, Lots 1,2 & 3, Block 27B, recorded in Volume 47, Pages 163-165, Map Records of Nueces Coumy, Texas, for a corner of this tract, same point being the southeast corner of said Lot 3; Thence, in a northwesterly dkection, with said south boundary line of Lot 3, through a circular curve to the right, continuing with the west boundary line of said Lot 3, to a point for a comer of this tract, same point being the common westerly comer of said Lot 3 and Lot 2 of last referenced Padre Island 42orpus Christi, Island Fairway Estates, Lots 1,2 & 3, Block 27B; Thence, in a northeasterly direction, wkh the north boundary line of said Lot 3, same line being the south boundary line of said Lot 2, to a point for a common comer of said Lots 2 & 3 and a comer oftkis tract; - Thence, in an easterly direction, continuing with above described common boundary line of Lots 2 & 3, to a point at its intersection with aforementioned west right-of-way line of South Padre Island Drive (Park Road No. 22), for a comer of this tract, same point being the common easterly comer of said Lots 2 & 3; Thence, with said west right-of-way line of South Padre Island Drive (Park Road No. 22) same line being the east boundary line of said Lot 2, continuing with the east boundary line of Lot 1, aforementioned Block 27B, to a point for the northeast comer of said Lot 1, Block 2713, same line being the southeast comer of Lot I, Block 41, as shown on map of Padre Island-Corpus Christi, Island Fairway Estates, Blocks 41 & 42, recorded in Volume 42, Pages 16-17, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a westerly direction, with the south boundary line of said Block 41, to a point, at the common southerly comer of Lots 2 & 3, said Block 41, for a comer of this tract; Thence, in a northerly direction, with the common boundary line of said Lots 2 & 3, Block 41, cross Compass Street, to a point on the north right-of-way line of said Compass Street, same line being the south boundary line of above referenced Block 42, Padre Island-Corpus Christi, Island Fairway Estates, for a comer of this tract; Thence, in a northwesterly direction, with said south boundary line of Block 42 and a circular curve to the right, to a point on the east right-of-way line of said Compass Street, same line being the west boundary line of said Block 42, for a comer of this tract; Thence, in a northerly direction, with above described common boundary line of Compass Street and Block 42, through a circular curve to the left and subsequently a circular curve to the right, to a point on the south right-of-way line of Commodore's Drive, for the north west comer said Block 45 and for a comer of this tact; Thence, in a northerly direction, cross said Commodore's Drive, to a point on the north right-of- way line of said Commodore's Drive, same point being the southwest comer of Blocks 513, Padre Island-Corpus Christi, Mariner's Cay, a map of which is recorded in Volume 34, Page 54, Map Records of Nueces County, Texas; Thence, in a northerly direction, continuing with the east right-of-way line of Compass Drive, same llne being the west boundary line of said Block 513 and Block 512, said Padre Island- Corpus Christi, Mainer's Cay, cross Headsail Avenue, continuing with said east right-of-way of G:k2271 001 10~documenla~ndte ovexlay doc Page 3 of 6 lnitinl~ ~,/~,/~ Compass Drive, same line being the west boundary line Block 507, said Padre Island-Corpus Christi, Mariner's Cay, to a point at the common westerly comer of Lot 2, said Block 507 and Lot 4R, Block 506, Padre Island-Corpus Christi, Mariner's Cay, a map of which is recorded in Volume 50, Page 69, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in an easterly direction, with the south boundary line of said Lot 4R, Block 506, same line being the north boundary line of said Lot 2, Block 507, to a point, at the Common comer of said Lots 2 and 4P,, Lot 1, said Block 507 and Lot 3, Block 506, said Padre Island-Mariner's Cay, for a comer of this tract; Thence, in a northerly direction, with the east boundary line of said Lot 4R, same line being the west boundaryJine of Lots 3, 2 and 1, Block 506, said Padre Island-Corpus Christi, Mariner's Cay, pass the northeast comer of said Lot 4R, continuing with the west boundary line of said Lot 1, Block 506, pass the common westerly comer of said Lot 1 and Lot 4, Block 504, said Padre Island-Corpus Christi, Mariner's Cay, continuing with the west boundaxy line of said Lot 4, to a point at its intersection with the south boundary line of Lot 4AR, Block 502, as shown on map of Lot 4AR, Block 502, Padre Island-Corpus Christi, Mariner's Cay, recorded in Volume 62, Page 72, of the Map Records of Nueces County, Texas, for the southeast comer of said Lot 4AR, Block 502 and a comer of this tract; Thence, in a westerly direction, with said south boundary line of Lot 4AR, Block 502, to a point at the southwest comer of said Lot 4AR, Block 502, for a comer of this tract; Thence, in a northerly direction, with the west boundary line of said Lot 4AR, Block 502, and continuing with the west boundary line of Lot 4B, Block 502, Padre Island - Corpus Christi, Mariner's Cay, a map of which is recorded in Volume 61, Page 128, of the Map Records of Nueces County, Texas, to a point at the northwest comer of said Lot 4B, Block 502 and for a comer of this tract; Thence, in an easterly direction, with the north boundary line of said Lot 4B, Block 502, to a point on the west boundary line of Lot 1, Block 501, as shown on map of aforementioned Padre Island- Corpus Christi, Mariner's Cay, for the northeast comer of said Lot 4B, Block 502 and a comer of this tract; Thence, in a northerly direction, with said west boundary line of Lot 1, Block 501, pass the common westerly comer of said Lot 1, Block 501 and Block 500, as shown on map of said Padre Island-Corpus Christi, Mariner's Cay, continuing with west boundary line of said Block 500, to a point on the south right-of-way line of Jackfuh Avenue, for the northwest comer of said Block 500 and a comer of this tract; Thence, in a northerly direction, cross said Jack_fish Avenue, to a poim on the north right-of-way line of said Jackt3sh Avenue, at the common southerly comer of Lots 15A and 15B, Block 2, aforementioned Padre Island No. 1, for a comer of this tract, some point being the point of curvature of a circular curve to the left; G:~2271 001 10~doeume~Ca~r~tr, owa~ay.dog Page4 of 6 lintels ~(/~i~" Thence, in a northwesterly direction, with said curve to the left, same line being the common boundary line of Lots 15A/15B consecutively thru Lots 1A/lB, cross Marina Drive, continuing with said curve to the let~, same line being the common boundary line of Lots 6A/6B, Block 1, said Padre Island-Corpus Christi, Section 1, consecutively thru Lots 1A/lB, to a point for the common north comer of said Lots lA and lB and a point on said curve to the le~; Thence, in a westerly direction, continuing with said curve to the lett, same line being the south boundary line of Lots 10-A thru 22, Block 71, Padre Island-Corpus Christi, Section 3, a map of which is recorded in Volume 40, Page 71, of the Map Records of Nueces County, Texas, to a point on the east right-of-way line of Aquarius Street, same line being the west boundary line of said Block 71, at the southwest comer of said Lot 22, for a comer of this tract; Thence, in a northerly direction, with said east right-of-way line of Aquarius Street, to a point at its intersection with the southeasterly extension of the southwest boundary line of Lot 46, Block 72, Padre Island-Corpus Christi, Section 2, as shown on map of Lots 46 thru 52, Padre Island, Section 2, a map of which is recorded in Volume 41, Page 187, of the Map Records of'Nueces County, Texas, for a comer of this tract; Thence, in a northwesterly direction, cross said Aquarius Street, pass the south comer of said Lot 46, Block 72, continuing with said southwest boundary line of Lot 46 and thereafter the southwest boundary line of Lots 47 thru 52, said Block 72, to a point on the northwest boundary line of said Block 72, at the west corner of said Lot 52, for a corner of this tract; Thence, in a southwesterly direction, with the most northerly west boundary line of said Block 72, to a point at its intersection with the easterly extension of an existing dredged canal, situated southerly of and generally parallel with the existing South Padre Island Drive (Park Road No. 22) roadway, for a comer of this tract; Thence, in a northwesterly direction, parallel with said South Padre Island Drive (Park Road No. 22) roadway and generally along the northeast edge of said existing dredged canal, to a point at its imersection with the southwesterly extension of the east end of an existing bridge crossing a navigation channel, sometimes known as "Packery Relief Charmel" for a comer of this tract; Thence, in a northeasterly direction, with above described bridge line extension, pass said east end of bridge, continuing with the northerly extension of said bridge line, to a point at its intersection with the south shoreline of Packery Channel as shown on survey, by George M. Pyle, Licensed State Land Surveyor, for the State of Texas, which survey is filed in the Nueces County NRC Sketch files of the Texas General Land Office, Survey Division, for the northwest comer of this tmct; Thence, with said south shoreline of Packery Channel, to a point at its intersection with the easterly extension of the north boundary line of Block 43, Padre Island No. 2, as shown on map recorded in Volume 13, Page 28, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a westerly direction, with said north boundary line of Block 43, cross Sand Dollar Avenue, to a point on the west right-of-way line of said Sand Dollar Avenue, for a comer of this tract; Thence, in a southerly direction, with said west right-of-way line of Sand Dollar Avenue, to a point at its imersectlon with the south right-of-way line of Verdemar Drive, for a comer of this tract; Thence, in an easterly direction, with said south right-of-way line of Verdemar Drive, to a point, at its intersection with the west fight-of-way line of Playa Del Rey, for a comer of this tract; Thence, in a southerly direction, with said west right-of-way line of Playa Del Rey, to a point at the southwest comer of said right-of-way of Playa Del Rey, for a comer of this tract; Thence, in an easterly direction, with the south right-of-way line of said playa Del Rey, pass the southwest corner of Lot 17, Block 34, Padre Island No. 1, as sho~vn on map recorded in Vo!nme 35, Page 64, of the Map Records of Nueces County, Texas, continuing with the south boundary line of said Lot 17, to a point at its intersection with aforementioned south shoreline of Packery Channel, for a comer of this tract; Thence, with said south shoreline of Packery Channel, to a point at its intersection with the west right-of-way line of State Highway No. 361, for a comer of this tract; Thence, in a southeasterly direction cross said State Highway No. 361, perpendicular to the centerline of existing roadway, to a point on the east right-of-way of said Highway 361, same line being a circular curve, concave to the west, for a comer of this tract; Thence, in a northeasterly direction, with said east right-of-way and circular curve, concave to the west, to a point, at its intersection with the north boundary line of that tract ofiand, designated as Tract 2, as shown in above referenced survey by George M. Pyle, same line being the south boundary line of Zahn Road, for a comer of this tract; Thence, in an easterly direction with said north boundary line of Tract 2, to the shore of the Gulf of Mexico, for the east comer of this tract; Thence, in a southwesterly direction, along said shore of the Gulf of Mexico, to it imersection with aforementioned, Kleberg/Nueces County Line, for the south comer of this tract; Thence, in a westerly direction, with said Kleberg/Nueces County Line, to the Place of Beginning and containing 1,786 acres of land; Pyle & Associates David A~ Pyle, R.P.L.S. 4700 STATE OF TEXAS COUNTY OFNUECES BEING APPROXIMATELY 1,061 ACRES OF LAND SITUATED IN AND OUT OF THE NORTH PADRE ISLAND DEVELOPMENT AT CORPUS CHRISTI, NUECES COUNTY, TEXAS AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: Note: This document was prepared under 22 TAC 663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. BEGINNING, at the intersection of the west fight-of-way line of South Padre Island Drive (Park Road 22), with the Nueces/Kleberg county line, for a point on the south line of this tract, same point being the southeast corner of Lot 27A, Block 19, Padre Island No.l, a map of which is recorded in Volume 13, Pages 1 thru 8, of the Map Records of Nueces, County, Texas; Thence, in a xvesterly direction, with the south boundary line of said Lot 27A, same line being said Nueces/Kleberg County line, to a poim at the common south comer of said Lot 27A and Lot 27B, said Block 19, for the southwest comer of this tract; Thence, in a northerly direction, with the common boundary line of Lots 27A thru lA and Lots 27B thru lB, said Block 19, cross a 120 foot wide County Road, now known as Sea Pines Drive, continuing in a northerly direction, with the common boundary line of Lots 23A thru lA and Lots 23B thru lB, Block 18, aforementioned Padre Island No.1, cross 50 foot wide San Felipe Drive (now closed), continuing in a northerly direction, with the common boundary llne of Lots 20A thru lA and Lots 20B thru lB, Block 17, said Padre Island No.1, cross a 200 foot wide County road, now known as Encatada Avenue, to a point on the north right-of-way llne of said Encatada Avenue, at the common south comer of Lots 10A and 10B, Block 16, said Padre Island No. 1, for a comer of this tract, same point being the point of curvature ora circular to the left; Thence, cominuing in a northerly direction, with a curve to the left, same line being the common boundary line of Lots 10A thru lA and Lots 10B thru lB, said Block 16, cross 50 foot wide Elbow Drive (unopened), continuing in a northerly direction, with said curve to the left, same llne being the common boundary line of Lots 20A thru 13A and Lots 20B thru 13B, Block 15, said Padre Island No.1, to a point on said common boundary line of Lots 13A and 13B, for the end of said curve to the left and a comer of this tract; Thence, continuing in a northerly direction, with the common boundary line of Lots 13A thru lA and Lots 13B thru Lot lB, said Block 15, cross 50 foot wide Merida Drive, continuing in a northerly direction, with the common boundary line of Lots 20A thru lA and Lots 20B thru lB, Block 14, said Padre Island, cross 50 foot wide Marquesa Drive, continuing in a northerly direction, with the common boundary line of Lots 2lA thru lA, 2lB thru lB, Block 13, said Padre Island, cross 50 foot wide Las Tunas Drive, continuing in a northerly direction, with the EXH[E IT common boundary line of Lots 20A thru lA and Lots 20B thru lB, Block 12, said Padre Island No.1, to a point on the south righl-of-way line of Whitecap Boulevard (100 feet wide), at the common north comer of said Lots lA and lB, Block 12, for a comer of this tract; Thence, in a northerly direction, cross said 100 foot wide, Whitecap Boulevard, to a poim on its north right-of-way line, at the common south comer of Lots 10 and 11, Block 191, as shown on map of Block 191, Lots 8 thru 18, Padre Island Corpus Christi, Section 4, recorded in Volume 42, Pages 4 and 5, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a northerly direction, with the east boundary line of said Lot 10 and Lot 16, said Block 191, same line being the west boundary line of Lots 11 thru 15, said Block 191, to a point on the south right-of-way line of Cruiser Street (50 feet wide), for a corner of this tract same point being the common north comer of said Lots 15 and 16, said Block 191; Thence, in a northerly direction, cross said 50 foot wide Cruiser Street, to a point on its north fight-of-way line, same line being the south boundary line of Block 192, Padre Island-Corpus Christi, Section 4, a map of which is recorded in Volume 33, Pages 44 thru 47, of the Map Records of Nueces county, Texas, at the common south comer of Lot 15 and Tract B, said Block 192, for a comer of this tract; Thence, continuing in a northerly direction, with the common boundary line of said Lot 15 and Tract B, pass the south bulkhead of an existing navigation channel to a poim on the north bulkhead line of said navigation channel, same line being the south boundary line of Block 45, as shown on map of Padre Island Corpus Christi, Island Fairway Estates, Blocks 45 and 46, recorded in Volume 42, Pages 153 - 154, of the Map Records of Nueces County, Texas, for a corner of this tract; Thence, in an easterly direction, with above described common bom',dary line of Block 45 and navigation channel, to a point, at the common south comer of Lots 14 and 16, said Block 45, for a comer of this u~ct; Thence, in a northerly direction, with the west boundary line of said Lot 14 and Lot 13 thru Lot 2, said Block 45, same line being the east boundary line of said Lot 16 and Lots 17 thru 25, said Block 45, to a point at the common north comer of said Lots 2 and 25, for a comer of this tract; Thence, in a northwesterly direction, with the north boundary line of said Lot 25, same line being the south boundary line of Lot 1, said Block45, to a poim on the east right-of-way line of a 90 foot wide Nemo Court, for the common west comer of said Lots I and 25 and for a corner of this tract; Thence, in a northeasterly direction, with said east right-of-way line of Nemo Court, same line being the west boundary line of said Lot 1, to the point of curvature of a circular curve to the right, for a comer of this tract; Thence, in a northerly direction, cross said Nemo Court, to a point on the north right-of-way line of said Nemo Court, same point being the common south comer of Lots 8 and 9, Block 45, G:~2271 0OI 10~cumenlsq~dre vinyl doc Page 2 of 8 lrdlials?j)j4~/~ previously mentioned Padre Island-Corpus Christi, Island Fa~vay Estates, Blocks 45 and 46, for comer of this tract; Thence, in a northerly direction, with the east boundary line of said Lot 9, same line being the west boundary line of said Lot 8 and Lots 7 thru 1, said Block 46, to the common north corner of said Lots 9 and 1, for a comer of this tract; Thence, in an easterly direction, with the north boundary line of said Lot 1, same line being the south boundary line of Block 27A, Island Fairway Estates, as shown on map of Padre Island - Corpus Christi, Island Fairway Estates, Blocks 27A and 27B, recorded in Volume 46, Pages 208 thru 210, of the Map Records of Nueces County, Texas, to a point on aforememioned west right- of-my line of South Padre Island Drive (Park Road 22), for the common comer of said Lot 1 and said Block 27A and for a comer of th_is tract; Thence, in a northerly direction, with said west right-of-way line of South Padre Island Drive (Park Road 22), same line being the east boundary line of said Block 27A, to a point at its intersection with the west boundary line of Lot 3, Padre Island -Corpus Christi, Istard Fairway Estmes, as shown on map of Padre Island 42orpus Christi, Island Fairway Estates, Block 27B, Lots 1,2 & 3, recorded in Volume 47, Pages 163-165, IYhip Records of Nueces County, Texas, for a corner of this tract, same point being the southeast comer of said Lot 3; Thence, in a northwesterly direction, cominuing with said east boundary line of Block 27A, ~me line being the west boundary line of said Lot 3, Block 27B, through a circular curve to the fight, cominuing with said west boundary line of Lot 3, to a point at the northwest comer of said Lot 3, same point being the southwest corner of Lot 2, said Block 27B, for a comer of this tract; Thence, in a northeasterly direction, with the north boundary line of said Lot 3, same line being the south boundary line of said Lot 2, to a point for a common comer of said Lots 2 & 3 and a comer of this tract; Thence, in an easterly direction, continuing with above described common boundary line of Lots 2 & 3, to a point at its intersection with aforememioned west right-of-way line of South Padre Island Drive (Park Road No. 22), for a comer of this tract, same point being the common easterly corner of said Lots 2 & 3; Thence, in a northerly direction, with said west fight-of-way line of South Padre Island Drive (Park Road No. 22) same line being the east boundary line of said Lot 2, Block 27B, pass the common easterly comer of said Lot 2, Block 27B, and Lot 1, said Block 27B, continuing with said west right-of-way, same line being the east boundary line of said Lot 1, Block 27B, to the common east comer of said Lot 1,Block 27B, and Lot 1, Block 41, as shown on map of Padre Island-Corpus Christi, Island Fairway Estates, Blocks 41 & 42, recorded in Volume 42, Pages 16-17, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a westerly direction, with the south boundary line of said Lot 1, Block 41, to a point, at the common south comer of Lots I & 2, said Block 41, for a comer of this tract; G:~271 0oi 10~tooJments~paclre vinyl doc Page 3 of 8 Initials Thence, in a northerly direction, with the common boundary line of said Lots 1 & 2, Block 41, cross 50 foot wide Compass Street, to a point on its north fight-of-way line, same line being the south boundary line Block 42, of above referenced Padre Island-Corpus Christi, Island Fairway Estates, Block 41 and 42, for a comer of this tract; Thence, in a northerly direction, with the common boundary line of Lots 16 thru 1, and Lots 17 thru 32, said Block 42, to a point, at the common north comer of said Lots 1 and 32, Block 42, on the south fight-of-way line of 120 foot wide Commodore's Drive for a comer of this tract; Thence, in a northerly direction, cross said Commodore's Drive, to a point on its north fight-of- way line, at the common south comer of Lots I and 2, Block 513, Padre Island-Corpus Christi, Mariner's Cay, a map of which is recorded in Volume 34, Pages 54-55, Map Records of Nueces County, Texas, Thence, in a northerly direction, with the common boundary line of said Lots 1 and 2, pass the common comer of said Lots I and 2, Block 513 and Lots 2 and 3, Block 512, said Padre Island- Corpus Christi, Mariner's Cay, to a point on the south right-of-way line of 50 foot wide Headsail Avenue, at the north comer of said Lots 2 and 3, Block 512, for a comer of this tract; Thence. in a northerly direction, cross said Headsail Avenue, to a point on its north right-of-way line, at the common south comer of Lots 1 and 2, Block 507, said Padre Island-Corpus Christi, Mariner's Cay, for a corner of this tract; Thence, in a northerly direction, with the common boundary line of said Lots 1 and 2, Block 507, pass the southeast comer of Lot 4R, Block 506, Padre Island-Corpus Cbxisti, Mariner's Cay, a map of which is recorded in Volume 50, Page 69, of the Map Records of Nueces County, Texas, continuing with the east boundary line of said Lot 4R. same line being the west boundary line of Lots 3, 2 and 1, said Block 506, pass the northeast corner of said Lot 4R. continuing with said west boundary line of LOt 1, Block 506, pass its intersection with the most westerly south boundary line of Lot 4AR. Block 502, Padre Island-Corpus Christi, Mariner's Cay, a map of which is recorded in Volume 62, Page 72, of the Map Records of Nueces County, Texas, pass the most easterly south boundary line of said Lot 4AlL cross the most easterly north boundary line of said Lot 4A_R. same line being the south boundary line of Lot 4C, Block 502, Padre Island - Corpus Christi, Mariner's Cay, as shown on map of Lots 4A, 4B & 4C, Block 502, Padre Island - Corpus Christi, Mariner's Cay, recorded in Volume 61, Page 128, of the Map Records of Nueces County, Texas, cross the common boundary line of said Lot 4C and LOt 4B, said Block 502, to a poim on the north boundary line of said Lot 4B, ~rne line being the south boundary line of Lot 1R, Block 501, as shown on map of Lot 1R, Block 501, Padre Island - Corpus Christi, Mariner's Cay, recorded in Volume 58, Page 102, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a westerly direction, with above described common boundary line of Lot 4B, Block 502 and Lot 1R, Block 501, to a poim, for a corner of this tract, same point being the southwest corner of said Lot 1R, Block 501 and a comer of said LOt 4B, Block 502; O52271 0~1 10~do~-um~nts~ns:lr~ vinyl.doc Page 4 of 8 Initia/a 4~4/r~ Thence, in a northerly direction, with the west boundary line of Lot 1R, Block 501, pass the common westerly comer of said Lot 1, Block 501 and Block 500, as shown on above referenced map of said Padre Island-Corpus Christi, Mariner's Cay, continuing with the west boundary line of said Block 500, to a point on the south right-of-way line of 50 foot wide Jackfish Avenue, for the northwest corner of said Block 500 and a corner of this tract; Thence, in a northerly direction, cross said Jackfish Avenue, to a point on its north right-of-way line, at the common southerly comer of Lots 15A and 15B, Block 2, aforementioned Padre Island-Corpus Christi, Section I, for a comer of this tract, same point being the point of curvature of a circular curve to the left; Thence, in a northwesterly direction, with said curve to the left, same line being the common boundary line of Lots 15A thru lA and 15B thru lB, cross 50 foot wide Marina Drive, continuing with said curve to the left, same line being the common boundary line of Lots 6A thru lA and Lot 6B thru lB, Block 1, said Padre Island-Corpus Christi, Section 1, to a point for the common north comer of said Lots lA and lB and a point on said curve to the left; Thence, in a northwesterly direction, continuing with said curve to the left, same line being the south boundary line of Lots 10-A thru 22, Block 71, Padre Island-Corpus Christi, Section 3, a map of which is recorded in Volume 40, Page 71, of the Map Records of Nueces County, Texas, to a point onthe east right-of-way line of 70 foot wide Aquarius Street, same line being the west boundary line of said Block 71, at the southwest comer of said Lot 22, for a comer of this tract; Thence, in a northerly direction, with said east right-of-way line of Aquarius Street, to a point at its intersection with the easterly extension of the south boundary line of Lot 46, Block 72, Padre Island-Corpus Christi, Section 2, as shown on map of Lots 46 thru 52, Padre Island, Section 2, recorded in Volume 41, Page 187, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a westerly direction, cross said Aquarius Street, pass the southeast comer of said Lot 46, Block 72, continuing with said south boundary line of Lot 46 and thereafter the south boundary line of Lots 47 thru 52, said Block 72, to a point on the west bonndary line of said Block 72, at the southwest comer of said Lot 52, for a comer of this tract; Thence, in a southerly direction, with the most northerly west boundary line of said Block 72, to a point at its intersection with the easterly extension of the north edge of an existing dredged canal, situated southerly of and generally parallel to the existing South Padre Island Drive (Park Road No. 22) roadway, for a comer of this tract; Thence, in a westerly direction, parallel with said South Padre Island Drive (Park Road No. 22) roadway a~d generally along said north edge of existing dredged canal, to a point at its imersection with the southwesterly extension of the east end of an existing bridge crossing a navigation channel, sometimes known as "Packery Relief Channel" for a comer ofthi~ tm~; Thence, in a northerly direction, with above described bridge end extension, pass said east end of bridge, to a point at its intersection with the south shoreline of the most westerly segment of Packery Channel, which shoreline is shown on survey, by George M. Pyle, Licensed State Land Surveyor, for the State of Texas, which survey is fried in the Nueces County NRC Sketch Files of the Texas General Land Office, Survey Division, for the northwest corner of this tract; Thence, in an easterly direction, along said south shoreline of Packery Channel, to a point, at its intersection with the easterly extension the north shoreline of said most westerly segment of Packery Channel, for a comer of this tract, same point is being situated on the west boundary line of Block 1, Padre Island - Corpus Christi, Section 18, a map of which is recorded in Volume 38, Pages 69-70, of the Map Records of Nueces County, Texas; Thence, in an easterly direction, across said Block I and Block 2, said Section 18, to a point at the northwest comer of Lot 1, Block 4, Padre Island - Corpus Christi, Section 18, a map of which is recorded in Volume 57, Page 105, of the Map Records of Nueces County, Texas, for a comer of this tract, same point being the point of curvalure of a circular curve to the right; Thence, in an easterly direction, with said curve to the right, same line being the north boundary line of Lots 1 thru 5, said block 4, to a point atthe northeast comer of said Lot 5, Block 4, for a comer of this tract; Thence, in an southeasterly direction, across Nueces County Park No. 2, cross the north boundary line of Lot 11, Block 30, of aforementioned Padre Island No. 1, to a point, al the common comer of Lots 10A and 10B, said Block 30, for a comer of this tract; Thence, ia a southerly direction, with the common boundary line of Lots 10A thru lA and Lots 10B thru lB, said Block 30, pass common south comer of said Lots lA and lB, on the north right-of-way line of 50 foot wide Verdemar Drive, same line being the south bonnrla,-y line of said Block 30, cross said Verdernar Drive, pass the common north comer of Lots lA and lB, Block 29, said Padre Island No.1, continuing in a southerly direction, with the common boundary line of Lots lA thru 9A and lB thru 9B, said Block 29, to the common south comer of said Lots 9A and 9B, said Block 29, on the north right-of-way line of 50 foot wide Gaviota Drive (unopened) for a comer of this tract; Thence, in a southerly direction, with the southerly extension of the above described common bo,rutary line in Block 29, to a point on the south right-of-way line of said Gaviota Drive, for a comer of this tract; Thence, in a westerly direction, with said south right-of-way line of Gaviota Drive, to a poim at the common noah comer of Lots I and 40, Block 35, Padre Island No. 1, as shown on map of Blocks 34 and 35, Padre Island No. 1, recorded in Volume 36, Page 12, of the Map Records of Nueces County, Texas, for a comer of this tract; Thence, in a southerly direction, with the common boundary line of Lots 1 thru 20 and Lots 40 thru 21, said Block 35, pass the common south comer of said Lots 20 and 21, said Block 35, on the north right-of-way line of 50 foot wide Headsail Avenue, continuing on the southerly G:x2271 001 lO~ooam~m$~adrcvmyl doc Pag¢6 of 8 laitiah n~e~ ,/~7 extension of the above described common boundary line in said Block 35, to a point on the south right-of-way line of said Headsail Avenue, same line being the north boundary line of Lot lA, Block 27, aforementioned Padre Island No. 1, for a corner of this tract; Thence, in an easterly direction, with above described common boundary line of Headsail Drive and Block 27, to a point at the common north comer of said Lot lA, Block 27 and Lot lB, said Block 27, for a corner of this tract; Thence, in a southerly direction, with the common boundary line of Lots lA thru 9A and lB thru 9B, said Block 27, pass the common south comer of said Lots 9A and 9B, on the north right-of-way line of Highway No, 361, continuing with the southerly extension of above described common boundary line in Block 27, to a point on the south right-of-way line of said Highway No, 361, for a comer of ti'LiS tract; Thence, in an easterly direction, with said south right-of-way line of State Highway No. 361, through a circular curve to the left., to a point its intersection with the northerly extension of an existing wooden bulkhead along the southern limits of Packery Channel, for a corner of this tract; Thence, in a southerly direction, with said wooden bulkhead, which bulkhead is situated along the south boundary line of that certain tract of land, designated as Tract 2, as shown in above referenced survey by George M. Pyle, to an angle point in said bulkhead and boundary line, for a comer of this tract; Thence, in an easterly direction, continuing with said wooden bulkhead and south boundary line of said Tract 2, to its intersection with the shoreline of the Gulf of Mexico, which shoreline is subject to change by both artificial and natural causes, for the northeast comer of this tract; Thence, in a southerly direction, along said shoreline of the Gulf of Mexico, to a point, at its imersoction with the easterly extension of the south boundary line of that certain 17.946 acre tract of land owned by the State of Texas and descrFoed Volume 2093, Page 1018, of the Deed Records of Nueces County, Texas, for the most easterly southeast comer of this tract; Thence, in a westerly direction, ~vith said south boundary line of the 17.946 acre mict of land, pass the southeast comer of Block 2, Lake Padre South, a map of which is recorded in Volume 53, Page 198-202, of the Map Records of Nueces County, Texas, continuing with the south boundary line 0f said Block 2, and Block 1, said Lake Padre South, to a point, at its intersection with the east right-of-way line of Aldama Avenue, for a comer of this tract, same point being the southeast comer of Viento Del Mar Drive; Thence, in a northerly direction, with the common east line of said Viento Del Mar and Aldama Avenue, same line being the west boundary line of said Block 1, Lake Padre South, to a poim, at its intersection with the north right-of-way line of said Viento Del Mar Drive, for a corner of this O:~271 OOi 10klocamlmltsX~adre vinyl.doc Page 7 of 8 hlitial8 Thence, in a westerly direction, with said north right-of-way line of Viento Del Mar Drive, cross said Aldama Drive, continuing with south boundary line of Block 31, aforementioned Padre Island No. 1, paSs its southwest comer, cross Tortugas Avenue, to a point on its west right-of- way line, same line being the east boundary line Block 20, said Padre Island No. 1, for a corner or this tract; Thence, in a southerly direction with above described comn~n boundary line of Block 20 and Tortugas Avenue, to a point, at the southeast comer of said Block 20, for a comer of this tract; Thence, in a westerly direction, with the south boundary line of said Block 20, to a point at the common south comer of Lots 20A and 20B, said Block 20, for a comer of this tract; Thence, in a southerly direction, across portions Nueces County Park No. 1,400 feet easterly of and parallel to the centerline of aforementioned South Padre Island Drive (Park Road 22), through a circular curve to the right, to a point on aforementioned, Kleberg/Nueces County Line, for the most westerly southeast comer of this tract; Thence, in a westerly direction with said Kleberg/Nueces County line to the Place of Beginrdng and containing 1,061 acres of land; Pyle & Associates, Inc. David A. Pyle, R.P.L.S. 4700 28 CITY COUNCIL AGENDA MEMORANDUM City Council Presentment Date: December 21. 2004 AGENDA ITEM: Presentation of Initiative Proceedings pursuant to Article I, Section 4 of the City Charter to Reduce Unwanted and Uncared for Animals in the City. ISSUE AND BACKGROUND: The City Charter, through Initiative Proceedings, allows for the people of the City to propose ordinances to the City Council and, if the Council fails to adopt the ordinance in substantially the form in which it was presented, to adopt or reject the ordinance proposed at an election. Attached please find an ordinance being proposed, through the initiative process, to reduce wanted and uncared for animals in the city. The Council has 45 days from the date of presentment (until February 4, 2005) to consider adoption of the ordinance as presented. In the event the Council fails to take the proposed action within the time allotted, the City Secretary must furnish the proponents, petition pages for circulation among the registered voters of the City. The proponents will have 90 days to gather sufficient signatures (5% of the registered voters) to force an election on this matter. If a valid petition is submitted an election would be called to adopt or reject the proposed ordinance during the City Council election in April 2007. REQUIRED CITY COUNCIL ACTION: Action is not mandatory. The mayor or five council members may place the proposed ordinance on a future agenda for consideration. If the ordinance is placed on a future agenda and fails to pass or if the ordinance is not placed on a future agenda by February 4, 2005, the City Secretary will furnish petition pages to the proponents for circulation. Armando Chapa City Secretary Attachment: Ordinance Sec. Prol~osed Ordinance · Spaying and neutering. It is the purpose of this section to promote the health, safety and general welfare of the residents of the city by reducing the number of stray dogs and cats. The council finds that each year tens of thousands of dogs and cats are euthanized in the city because they are not wanted. It is the purpose of this section to eliminate the excessive number of unwanted animals and thereby stop the needless killing of these animals by restricting the breeding practices of pet owners and breeders through an ordinance that is both reasonable and enforceable. Duty to Spay or Neuter It shall be unlawful to own, possess or keep in the city any dog or cat over the age of six (6) months that has not been spayed or neutered absent an exception under Sec. __ or an Intact or Breeder's permit. Sec. __. Prohibition Against Breeding. It shall be unlawful to breed or permit any animal to be bred that is not permitted for breeding under Sec. __ Sec. __ Inadvertent Breeding. Every owner of an intact animal whether subject of an intact permit or permitted to be intact under an exception under Sec. __ or unlawfully intact shall have the duty to house the animal so that it cannot be bred inadvertently, and an inadvertent breeding of such an animal without a breed permit is a violation. ]5 Sec. . Exceptions. Neither an intact permit nor a breeding permit is required for an animal if: (a) a licensed veterinarian states in writing that an animal is unfit to undergo the required surgical procedure because of an extreme health condition of the animal. Such extreme health condition shall include, but not be limited to: severe cardiovascular compromise, bleeding disorder, respiratory disease and hepatic disease. The old age of an animal shall not, of itself, constitute an extreme health condition for purposes of this section. (b) If an animal is temporarily in Corpus Christi to participate in a show or even[ sponsored by a sanctioned animal organization; or (c) If an animal is owned, possessed or kept in the city for fewer than thirty (30) days in a one-year period. Sec. Breeder's and Intact Permits. The Intact Permit fee is $25. An animal with an Intact permit shall not be bred. A Breeder's Permit fee is $200. An animal with a breeder's permit may be bred. All animals with either an intact or breeder's permit shall be identifiable by microchip implant or tattoo containing the animal's permit number. Further, no intact permit or breeder's permit shall be issued for an animal unless a. The animal is examined regularly by a licensed veterinarian; b. The animal is vaccinated annually for rabies and other common diseases; c. The animal is housed properly; d. The owner has not had more than two (2) violations of the provisions of Chapter 6 of the Corpus Christi Municipal Code in the preceding twenty-four (24) months; An intact or breeder's permit is good for 12 months and must be renewed annually. Each animal must qualify again for renewal each year. Sec. . Violation. Any person cited with violation of this adicle shall have his or her citation dismissed if there is proof of compliance with the terms of this article within thirty (30) days of the date of the date of the citation. The fine Violation for a violation of this Article shall be $200. l? AN ORDINANCE AMENDING CITY CODE OF ORDINANCES, CHAPTER 6, ANIMAL CARE AND CONTROL, TO REQUIRE SPAYING AND NEUTERING OF DOGS AND CATS UNLESS OWNER HAS INTACT OR BREEDER PERMIT OR OTHER EXCEPTION; PROVIDING FOR PENALTIES; PROVIDING FOR SEVERANCE; AND PROVIDING FOR PUBLICATION. Whereas, Article I, Section 4, of the City Charter, provides that any fifty registered voters may commence initiative proceedings to propose ordinances to City Council; Whereas, the City Secretary was presented with a petition signed by 50 registered voters entitled "Initiative for Corpus Chnsti City Ordinance to Reduce Unwanted and Uncared for Animals in the City and thus Reduce the Exhorbitant Euthanasia Rate While Preserving Responsible Animal Breeding in the City"; Whereas, Article I, Section 4, of the City Charter, provides that in the case of an initiative, the city attorney shall draft an ordinance in legal form, consistent with the laws of the State and the United States, incorporating in the substance the text submittedl and Whereas, Article I Section 4 of the City Charter provides that forty-five days from the date of presentment shall be allotted to the city council to consider the adoption of such ordinance by initiative; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. Chapter 6 of the Code of Ordinances, Animal Care and Control, ArticJe I, General Provisions, is amended to add definition for "intact" as follows: "Sec. 6-1. Definitions. "(a) As used in this chapter, the following words have the meanings ascribed to them in this section: "Impound means to take into c~stody, place in the City animal shelter, or be observed by a licensed veterinarian at a vetennary hospital, "Intact means the animal's reproductive organs have not been removed. "Kennel means a commercial enterprise, excluding a veterinary hospital, where four or more dogs or cats over four (4) months of age are kept, raised, sold, boarded, bred, showT~, treated, or groomed on a daily, weekly, or monthly basis. The premises must be located within an appropriately zoned area and a certificate of occupancy must have been obtained for kennel use, if required by the City's zoning and construction ordinances. Animal Care Initiative Ordinance Dec 16 2004 2 SECTION 2. Chapter 6 of the Code of Ordinances, Animal Care and Control, Article V, Animal and Rabies Control, is amended as follows by adding new Sections 6-104 through 6-110 to require spaying or neutering of dogs and cats: "ARTICLE V. ANIMALS AND RABIES CONTROL "Sec. 6-104. Sl~avin¢l and neuterinq. "It is the purpose of this section to promote the health, safety, and qeneral welfare of the residents of the city bv reducina the number of stray do~s and cats. The council finds that each year thousands of d(:x3s and cats are euthanized in the city because they are not wanted. It is the purpose of this section to eliminate the excessive number of unwanted do~s and cats and thereby stop the needless killin(i of these animals by restdctinq the breedinQ practices of pet owners and breeders throu.qh an ordinance that is both reasonable and enforceable. "Sec. 6-105. Dutv to Sl~ay or Neuter. "It shall be unlawful to own, possess or kccp in the city any doe or cat over the aae of six (6) months that has not been spaved or neutered absent an exception under Sec, 6-108 or an Intact or Breeder's permit. "Sec. 6-106. Prohibition AGainst Breedin~l. "It shall be unlawful to brccd or permit any doq or cat to be bred that is not permitted for breedin~ under Sec. 6-109 "Sec. 6-107. Inadvertent BreedinQ. "Every owner of an intact dOCl or cat whether subject of an intact permit or permitted to be intact under an exception under Sec. 6-108 or unlawfully intact shall have the duty-to house the do.q or cat so that it cannot be bred inadvertently, and an inadvertent breedin~l of such an animal without a breed permit is a violation. "Sec. 6-108. Exceptions. "Neither an intact permit nor a breedinq pen'nit is required for a do~ or cat if "(a) a licensed veterinarian states in writir~ that the do~ or cat is unfit to underQo the required surqical procedure because of an extreme health condition of the animal. Such extreme health condition shall include, but not be limited to: severe cardiovascular ANIMAL CARE INITIATIVE ORDINANCE DEC 16 2004 compromise, bleedina disorder, respiratory disease and hepatic disease. The old aqe of the doq or cat shall not, of itself, constitute an extreme health condition for purposes of this section. "(b) the doq or cat is temporanly in Corpus Christi to participate in a show or event sponsored bva sanctioned animal or.~anization; or "(c) the doq or cat is owned, possessed or kept in the Corpus Christi for fewer than thirty (30) days in a one-year pedod. "Sec. 6-109. Breeders and Intact Permits. "The Intact Permit fee is $25. A doq or cat for which an intact permit has been issued shall not be bred. A Breeder's Permit fee is $200. A do~ or cat for which a breeder's permit has been issued mav be bred. A docl or cat for which an intact or brccder's permit has been issued shall be identifiable by microchip implant or tattoo containin~l the animal's permit number. "Further, no intact permit or breeder's permit shall be issued for a doq or cat unless: "a. The do~ or cat is examined annuallv by a licensed veterinarian; "b. The doq or cat is vaccinated annually for rabies and other common diseases; "c. The dc~ or cat is housed to meet standards in this Article for provision of food, water and shelter, to meet sanitation standards of the City Health Offica- in compliance with this Article, and not at lame; and "d The owner has not had more than two (2) violations of the provisions of Chapter 6 of the Corpus Christi Munidpal Code in the precedinq hventy-four (24~ months; "An intact or breeder's permit is valid for 12 months and must be renewed annually. Each owner must (~uali~ each do~ or cat a(3ain for renewal each year. "Sec. 6-110. Violation. Any person cited with violation of Sections 6-104 throuqh 6-109 shall have his or her citation dismissed if there is proof of compliance with the terms of Sections 6-1 04 throuQh 6-109 within thirty (30) days of the date of the citation. The fine for a violation of Sections 6-104 throuclh 6-109 shall be $200. "Secs. 6-111 to 6.150. Reserved." "Sots. 6 128 to 6.160 Reeorvod. ANIMAL CARE INITIATIVE ORDINANCE DEC 16 2004 4 SECTION 3. If for any reason any section, paragraph, subdivision, clause, phrase, word or provision of this ordinance 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, word, or provision of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word or provision of this ordinance be given full force and effect for its purpose. SECTION 4. A violation of this ordinance or requirements implemented hereunder shall constitute an offense, punishable as provided in Section 6-110 of the City Code of Ordinances. SECTION 5. 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. ANIMAL CARE INITIATIVE ORDINANCE DEC 16 2004 Samuel L. Neet, ,Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett That the foregoing ordinance was read for the first time and passed to its second reading on this [he day of ,2004, by the following vote: Bill Kelly Rex A Kinnison Jesse Noyola Mark Scott That the foregoing ordinance was read for the second time and passed finally on this the __ day of Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper Henry Garrett ,2004 by the following vote: Bill Kelly Rex A. Kinnison Jesse Noyola Mark Scott PASSED AND APPROVED, this the ATTEST: Armando Chapa City Secretary APPROVED: Lisa Aguilar Assis[ar~t City Attorney for City Attorney ,2004 day of Samuel L. Neal, Jr. Mayor Animal Care Initiative Ordinance Dec 16 2004 29 CITY COUNCIL AGENDA MEMORANDUM PRESENTATION AGENDA ITEM: A Presentation of the Unified Development Code's Critique and Evaluation of Current Codes as presented by Duncan Associates. STAFF PRESENTER(S): Name 1. Barbara Bailey 2. Michael Gunning Title/Position Director Asst. Director DeDartment Dev. Services Dev. Services OUTSIDE PRESENTER(S): Name 1. Lee Einsweiler 2. Jim Duncan Title/Position Consultant Consultant Orqanization Duncan Associates Duncan Associates ISSUE: As part of the Unified Development Code process, the Planning Commission has requested a formal presentation to the City Council of the critique of existing regulations to be presented by Duncan Associates. BACKGROUND: See Attached REQUIRED COUNCIL ACTION: None ~lopment Additional Background Exhibits Services r of Development Services BACKGROUNDINFORMATION Additional Information: City Council approved the preparation of a Unified Development Code (UDC) in 2003 with approval of Community Development Block Grant (CDBG) funds, in 2004, Council approved the allocation of funds from the Utilities Fund to supplement the CDBG funds necessary to begin the process. The Unified Development Code will replace existing codes regulating land development in the City and its extraterritorial jurisdiction. It will also serve to 'develop a consistent, coordinated system for development review and enforcement combining the City's platting and zoning ordinances into one complete and comprehensive document. The initial critique of the City's current platting and zoning ordinances was completed by the consultant and provided to Council in their October 22, 2004 weekly packet. On November 3, 2004, Jim Duncan and Associates presented their critique of the City's codes and proposed rewrite to the Planning Commission. A Blue Ribbon Committee comprised of various sectors of the development community was formed to act as a sounding board in reviewing the draft regulations as they are presented. The Blue Ribbons Committee's first meeting with staff and the consultant was held on November 4, 2004. The next step in the process is the formal presentation of the consultants' preliminary findings and the proposed code rewrite to the City Council, as well as the posting of the critique for public view and comment. Critique of Existing Regulations Corpus Christi, Texas Terry Morgan & Associates Urban Engineering McGIoin + Sween duno~n De~ernber 2f, 2004 ' Today's ~esenta~. mn~ · Project Overview · Key Issues from Critique · Planning Commission Role · Next Steps... · Proje~ Direction · Initial Direction From City · Draft a Unified Development Code (UDC) · Simplify Development Review · Encourage Creative Design · Maintain Legal Soundness · Modernize Formatting and Layout 6-14 L~c. ai Rev~w dunoan 2 HOW · Stakeholder Interviews · City Staff · Elected and Appointed Officials · Development Professionals · Business Leaders · Concerned Citizens · Field Surveys · Downtown, Padre Island, Suburbs · The Good and the Bad dun~em What ~a~U D~--~ ~- · A UDC is .... · A single unified document · Zoning, platting and development standards (parking, landscaping, etc.) · A "one-stop" regulatory package · A UDC is not... · Tax policy · Annexation or CIP policy · The Building Code - but should be consistent duno~ln - Simpli~: Commop ~P~S~;~ · Preapplication Conference · Completeness Determination · Public Notice and Hearings · Appeal · Sum~Of duncan 4 Written, I erpreta mne -- I I ' ' · Applicant requests interpretation · Director consults staff, renders interpretation · Appealed to Zoning Board of Appeals · UDC periodically amended to incorporate interpretations dunoen · Redevelopment or Expansion · Thresholds Currently Conflict · Increases in Floor Area, Impervious Surface and Multifamily Units are Common Triggers OffSet Pm'~in~ (4-4, 7.7.- I, 10% ir[:r~m~ b lloor m~a (or 6.S% ~cr~e In ~hk-le ut~ ~ ~or 3,.~0 dunoen - S~mplify,~atRevlew ...... ' ,, · When is Administrative Approval Allowed? · Statutes allow administrative approval of Minor Plats, Amending Plats and Replats · Expand Threshold for Minor Plats · Current: Two Dwelling Units -) Statute: Four Lots Type I Type II Type III Minor Amending Plat Plat Plat Streamline ' .... ~ · Allow More Administrative Approval · Clear, Precise Standards = Confidence in Administrative Authority · Saves Time and Money for Applicants ~, ConsolM~e ~e ~l'an · Currently No Site Plan Review Procedure · Site Plan Procedures Mixed With Other Application Types · Decision-Making Authority Is Unclear · Si~te Pl~ReV~iew~th, · Director/Development Services · Development Review Committee (DRC) · Director Approves Minor, DRC Approves Major · DRC Approves Minor, Planning Commission Approves Major · Planning Commission Approves All '7 ~ Prop~ S~te Plain · Establish a DRC, Similar to Staff Plats Committee · Approves All Site Plans, No MajoflMinor Distinction · Department Directors (or designees) · Planning (Chair of DRC) · Building Inspections · Engineering · Solid Waste · Stormwater · Fire dunoen . Zoning~istnC~ · Remove Cumulative Permitted Uses · Cascading Structure: · Uses In One District Allowed In Subsequent Districts · Lack of Distinct District "Flavor" · Uses May Be Allowed In Inappropriate Districts · Zon~ng:~i~,tncts · Replace Townhouse District · Currently permits only single builder on common lots · Townhouses may be located on platted lots, rental or condominium · Discourage · Allow Multiple Patterns of Subdivisions · Conventional: 0-10% open space · Cluster: 20-40% open space · Conservation Development: 50%+ open space duno~n · Encou~ Hous~pg · Housing Palette · Allow a variety of types subject to limitations · Allows for "life-cycle housing" and market flexibility dunoen · TND District May Not Be Necessary dun~n lO · Eliminell~:Flag Lo~ · Numerous curbcuts · Inefficient provision of infrastructure I du~n . S~impli~= ~p~S o[Us~s ]1 G. ~ Tr~le Whole~ale t~ade shall be ~m~iR~ ~ accordnu~ ~ ~e use table ~ ~c, ~,1, ~. No more than 2,ooo s~am f~t sh~ ~ d~,ot~ to tho m~ g. O~side storage or o~m~ons sh~ ~ pro~bit~. 12 · Current: Strictly Define Businesses · Proposed: Concerned With Impacts · No Change to Neighborhood Appearance · Limited Deliveries · Very Limited Sign * Mode · Allow for Alternative Parking Plans · Shared, Valet, Off-Site · Allows Reduction in Number of Required Spaces · Maximum Parking Ratios · Refined Interior Landscaping Standards [~..* M~x Sp~cee B~w~n I~nde ]3 Buffer ~mnda'rds · Eliminate Points-Based System, Use Performance · Buffers Between: · Districts · Streets & Structures · Parking & Adjacent Parcel · Greater Difference in Use Requires Larger Buffer Buffer " ;" iBuffer Composed of Berms, Plants or Walls Flexibility in Width, Composition Credit for Existing Vegetation, Xeriscape 14 · Enhan~eScreeni · Expand To Include Equipment · Screening Material Should Match Building · Outside Display, Sales, Storage Standards · Specify Districts · Limit Extent of Outdoor Sales duno~n ,, E~nhan~ Sign · Sign Types and Standards Should Be Clear · Limit or Prohibit ~ Pole Signs ) ~ -~,.:'-' · Prevent"District L ~ '~;~ :" Shopping" for =.~. : Bigger Signs · GenerMDevel6Prper~ -,-~ ....: :,_~. Standards · Establish Modest Design Standards N~onco~m~eS EnforCement · Expand Nonconforming Structure Provisions · Currently Multifamily Only · Apply to More Building Types · Require Stiffer Penalties · Do Not Process Applications if Violations Exist · Escalating Penalty System * Deflni~ · Consolidate Definitions · Reduces Potential for Conflict · Remove Standards From Existing Definitions · Bed and Breakfasts · Home Occupations · Outside Display, Sales and Storage · Add New Definitions As Needed · One of the Final Steps in Drafting Process · P!a n nind~om m!s~si.o~ :~'.~!~ · Recommendations on Critique · Review Public Draft and Comment · Public Hearing and Recommendation 17 Next · Direction from City Council · Prepare Draft (6 months) · Internal Staff Committee · External "Blue Ribbon" Committee ., Ques~ ?~'~ ' duno~n 30 NO ATTACHMENT FOR THIS ITEM 31 CITY COUNCIL AGENDA MEMORANDUM PRESENTATION AGENDA ITEM: Presentation of 1~ Quarter FY 2004-2005 Budget/Performance Report. STAFF PRESENTER(S): Name Title/Position 1. Oscar Martinez Assistant City Manager 2. Eddie Houlihan Assistant Director Del3artment Support Services Office of Mgmt & Budget ISSUE: The 1s~ Quarter Report for the period ended October 31,2004 has been completed and will be delivered to City Council on December 20, 2004 under separate cover. REQUIRED COUNCIL ACTION: No formal action is required. Power Point Presentation X Exhibits [] Oscar Martinez Assistant City Manager Services Suppod 32 AN ORDINANCE AMENDING THE CODE OF ORDINANCES, SECTION 23-74, SMOKING PROHIBITIONS, SUBSECTION (b)(1)(e), BY REVISING THE LANGUAGE; AMENDING SUBSECTION (b)(4) BY REVISING THE LANGUAGE; PROVIDING FOR SEVERANCE; PROVIDING FOR PUBLICATION; AND ESTABLISHING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. The Code of Ordinances, Section 23-74, Smoking Prohibitions, subsec- tions (b)(1)(e) and (b)(4), are amended by revising the language to read as follows: "Sec. 23-74. Smoking prohibitions. "(a) ... "(b) ... Food service establishments. Those portions of the indoor area of An,/place where food is prepared and intended for individual portion service, includina the site at which individual portions are provided, served, or consumed, reaardless of whether or not consumption is on the premises, whether or not there is a char(le for the food, and whether or not alcoholic beveraqes are sold or served, includincl, but not limited to, cafeterias, coffee shops, delicatessens, diners, luncheonettes, restaurants, sandwich shops, and short-order cafes._~ sod3 fountains, or other areas of establishments in which food ic served, except areas such as bars, c, oc.A-tail lounges, and/or night clubs whore se3ting ic primarily for servioo of alcoholic beverages, and exoopt designated smoking areas in conformity with the following standards: H:~_EG-DIR~l[z~beth~Dept FIles~EH Ordlnanc~$~EHordl60 Modified Version 3Bdoc "1. Owners shall ensure that seating providod for nonsmokers is a minimum of fifty (50) per r~ent of total ~eating or in diroct proportion to the numbor of customers requesting nonsmoking seating, whiohover is greater. (After July 6, the percontage of nonemoking soaring just ctatod shall increac, o from rr~ty (50) percent to sixty five (65) porcent. After July 6, 1995, this same percentage shall increase from ~ixt7 five (65) porsent to cevonty (70) per cent.) "2, Seating for those requesting coating in nonsmoking areas shall be arranged to make maximum use of the air flow provided by the ventilation syctom. "3. Tho patron waiting area and rectrooms in facilities covered by subsoction (b)(1)(e) of this coction shall be designatod ac nonsmoking areas, except that separato waiting aroas may be provided for croakers. Restaurants having a seating capac~[~ for customers of rrfty (50) or greater, either nowly conctructod after the effoctive date of this section or remodeled after that data to such on extent that the cost of rehabilitation exceeds fi~e/(50) percent of tho value of the building, shall be required to comply with the following additional standards: the patron waiting area and restrooms shall be designatod as nonsmoking areas, except that seporato waiting areas may bo provided for smokem; tho non smoking areas shall be kept clear of smoke; the crooking areas shall not include any part of tho ectablishmont to which nonsmokers may neod access and all smoking areas shall have air ventilation systems sep,orotc from the air ventilation systoms for nonsmoking amos. "(1) Private homes where food is prepared and served for individual family consumption are excluded from the prohibitions contained in this subsection. "(2) Outside seatin¢l areas anN, of food service establishments covered by subsection (b)(1)(e) of Sec. 23-74, are excluded from the smokincl prohibitions, provided that (1) the outside seatin(~ area is separated from the indoor seatin(~ area bva floor-to-roof extedor wall containinq a fully solid access door throu(~h which patrons must pass to access the outside seatinq area; (2) patrons of the establishment, not otherwise seated outside, do not have to access or cross throu(~h the outside seating area to utilize any ancillary services of the establish- ment, which are available to anv patron or employee of the establishment, such as public restrooms or cashier counters; and (3) the outside seatincl area is located no closer than 10 H:'J. EG-DIR~lizabeth',Dep[ Flle$~EH Ordinances~EHordl60 Modlfled Version 3B.doc "(3) feet from the front door of the food service establishment. Compliance with the re~uirements contained in this subsection will be determined by a Code Enforcement Official. "(Al An "outside seatinq area" means a seatinq area for patrons to eat food or ddnk beveraqes which is located adjacent to or outside of the pdman/structure of the food service establish- ment and which is constructed so that the seatinq area is not fully enclosed by floor-to-ceilinq solid walls, or bv other means, such as a patio or deck area. "(B) The smokinq limitations applicable to outside seatinq areas of food service establishments under subsection (b)(1)(e)('2) above may not be construed to include the parkinq lot area of the food service establishment, if the parkin~ lot area is avail- able for combined drive-up ordefinq and consumption of food while a patron is seated in a private vehicle, nor may any of the smokin~ limitations contained in Sec_ 23-74 be construed to include the interior of a person's pdvate vehicle while located at the food service establishment, Establishments in which food service is incidental to the sale or service of alcoholic beverapes, such as a bar, cocktail lounge, niqhtclub, or tavern, are excluded from the prohibitions con- rained in this subsection, provided that the bar, Iounqe, niqht- club, or tavem meets the definition of "Taverns, Lounges, or Bars" in Sec. 3-1.64.1 of the Zonin(~ Ordinance. as determined bv a Code Enforcement Official, in accordance with the followinq requirements: "(A) For classification purposes, the establishment's owner, operator, manaqer, or person in chame, or holder of the establishment's alcoholic bevereqe permit issued b¥ the Texas Alcoholic Beveraqe Commission, must provide a Code Enforce- ment Official. upon request and within 10 calendar days, with vedfied copies of either 1) the previous quarterly or the previous three monthly sales tax reports and the qross receipts tax reports for the same period, if the holder pays the dross receipts tax or 2) the previous three months alcohol sales and sales tax information and other information or documents sufficient to determine the percentaqe of alcohol sales, if the holder does not pay the qross receipts tax, "(B) Failure of the owner, operator, manager, or person in charqe, or holder of the alcoholic beverape permit, to provide the documentation requested within 10 calendar days is a violation of this Code and is pdma facle evidence that the H:~_EG-DtRl~lizabeth~)ept Files~J~H Ordlnanc~s~J~Hordl60 Modified Version 3B.doc "(2) establishment is a food service establishment subject to the prohibitions of this section. "(C) Within 10 business days of submission of the documen- tation, a Cede Enforcement Official shall determine the class- ification of the establishment for purposes of this section. Any establishment for which the owner, operator, mana~]er, or person in chame, or holder of the alcoholic beveraqe permit, has submitted documentation that fails to substantiate that monthly sales of alcoholic bevera(les compdse more than 75 percent of the establishment's qross revenue will be deemed to be a food service establishment subject to the prohibitions of this section· "(D) Nothinq contained in this subsection restricts an establishment's owner, operator, mana~3er, or person in charqe, or holder of the establishment's alcoholic bevera(~e permit, from voluntarily submittin(] the rec]uired documentation and re~uestin(] a written determination of classification by a Code Enforcement Official." "(4) "(5) Bowling lanec. Billiard halls and bowiinq alleys· Smoking restrictions in this section will not apply to billiard halls and to that portion of bowling establish- ments which contain bowling lanes. SECTION 2. If for any reason any section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance is held invalid or unconstitutional by final judgment of a court of cornpetent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word, or provision hereof be given full force and effect for its purpose. SECTION 3. Publication shall be made in the official publication of the City of Corpus Christi by publishing the caption stating in substance the purposes, intent, and effect of the ordinance. SECTION 4. This ordinance becomes effective February 1, 2005. H:~.EG-DIR~elizabe[h~3ept Files~EH O~:llnances~EHordl60 Modified Version 3B doc That the foregoing ordinance was read for the first time and passed to its second reading on this the __ Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly day of ,2004, by the following vote: Rex A. Kinnison Melody Cooper Jesse Noyola Mark Scott That the foregoing ordinance was read for the second time and passed finally on this the __ day of Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Henry Garrett Bill Kelly ,2004, by the following vote: Rex A. Kinnison Melody Cooper Jesse Noyola Mark Scott APPROVED AND PASSED on this day of ,2004. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa City Secretary for the C~/Attorney Samuel L. Neal, Jr., Mayor ,2004. H:~LEG-DIR~ellzsbeth~3ep[ Files~EH Ordlnanc~s~EHordl60 Modified Version 3B.doc