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AGENDA
CITY OF CORPUS CHRISTI
REGULAR COUNCIL MEETING
CITY HALL - COUNCIL CHAMBERS
1201 LEOPARD ST.
CORPUS CHRISTI, TEXAS 78401
MAY 31, 2011
12 :00 P.M.
PUBLIC NOTICE - THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS
ARE PROHIBITED IN THE CITY COUNCIL CHAMBERS DURING MEETINGS OF THE CITY
COUNCIL.
Members of the audience will be provided an opportunity to address the Council at approximately 4:00 p.m., or the
end of the Council Meeting, whichever is earlier. Please speak into the microphone located at the podium and state
your name and address. Your presentation will be limited to three minutes. if you have a petition or other information
pertaining to your subject, please present it to the City Secretary.
Si Listed desea dirigirse al Conciiio y cree que su ingles es limitado, habra un interprete ingles- espanol en todas las
juntas del Concilio pars ayudarle.
Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to
contact the City Secretary's office (at 361 - 826 -3105) at least 48 hours in advance so that appropriate arrangements
can be made.
A. Mayor Joe Adame to call the meeting to order.
B. Invocation to be given by Reverend Anthony Washington, The Lord is Peace
Worship Center.
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 Joe Adame
Mayor Pro Tem Nelda Martinez
Council Members:
Chris N. Adler
Larry Efizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John Marez
Mark Scott
Linda Strong
City Manager Ronald L. Olson
City Attorney Carlos Valdez
City Secretary Armando Chapa
Agenda
Regular Council Meeting
May 31, 2011
Page 2
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
E. MINUTES:
1. Approval of Workshop Minutes of May 10, 2011 and Regular
Meeting of May 24, 2011. (Attachment # 1)
F. BOARDS & COMMITTEE APPOINTMENTS: (NONE)
G. EXPLANATION OF COUNCIL ACTION:
For administrative convenience, certain of the agenda items are listed
as motions, resolutions, or ordinances. If deemed appropriate, the
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 rather than 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 are incorporated herein for reconsideration and action on
any reconsidered item.
H. CONSENT AGENDA
Notice to the Public
The following items are 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 requiring 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 all motions, resolutions and ordinances
not removed for individual consideration.)
2. Motion approving a service agreement with Santa Anita
Reclamation, LLC, of Linn, Texas for used tire disposal service
in accordance with Bid Invitation No. B1- 0109 -11 based on low
bid for an estimated annual expenditure of $79,200 of which
$13,200 is required for FY 2010 -2011. The term of the service
agreement will be for twelve months with an option to extend for
up to two additional twelve -month periods subject to the
Agenda
Regular Council Meeting
May 31,2011
Page 3
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
approval of the supplier and the City Manager or designee.
Funds have been budgeted by Solid Waste and Maintenance
Services for FY 2010 -2011 and requested for FY 2011 -2012.
(Requires 2/3 vote) (Attachment # 2)
3. Resolution authorizing the City Manager or designee to submit a
grant application in the amount of $500,000 to the U.S.
Department of Justice, Office of Community Oriented Policing
Services (COPS) for funding eligible under the COPS 2011
Child Sexual Predator Program, funds to be used for the
continuation of the Sexual Predator Unit in the Corpus Christi
Police Department to reduce child endangerment, with a City in-
kind contribution of $10,000, and authorizing the City Manager
or designee to apply for, accept, reject, alter or terminate the
grant. (Requires 2/3 vote) (Attachment # 3)
4. Ordinance appropriating $4,594.17 from insurance company
payment of claim in Fund No. 1020 General Fund for the repairs
to the gazebo at Temple Park, 3902 Reynosa St.; changing FY
2010 -2011 Operating Budget adopted by Ordinance No. 028683
by increasing revenues and appropriations by $4,594.17 each.
(Requires 2/3 vote) (Attachment # 4)
5.
a. Resolution authorizing the City Manager or designee to
execute all documents necessary to accept the Summer
Food Service Program Grant in the amount of $250,000 from
the Texas Department of Agriculture to operate a Summer
Food Service Program for Summer Recreation Program
participants ages one to eighteen years. (Requires 2/3 vote)
(Attachment # 5)
b. Resolution authorizing the City Manager or designee to
execute an lnterlocal Cooperation Agreement with Corpus
Christi Independent School District to provide summer food
services for summer recreation. (Requires 2/3 vote)
(Attachment #5)
c. Ordinance appropriating a $250,000 grant from the Texas
Department of Agriculture in the No. 1067 Parks and
Recreation Grant Fund to operate a Summer Food Service
Program for summer recreation participants ages one to
eighteen years. (Requires 2/3 vote) (Attachment # 5)
Agenda
Regular Council Meeting
May 31, 2011
Page 4
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
6. Resolution authorizing the City Manager or designee to execute
an Interlocal Agreement with the Calalien Independent School
District to provide transportation services for summer youth
recreation programs. (Requires 2/3 vote) (Attachment # 6)
7. Resolution authorizing the City Manager or designee to execute
an Interlocal Agreement with the Corpus Christi Independent
School District to provide transportation services for summer
youth recreation programs. (Requires 2/3 vote) (Attachment
# 7)
8. Resolution authorizing the City Manager or designee to execute
an Interlocal Agreement with the Flour Bluff Independent School
District to provide transportation services for summer youth
recreation programs. (Requires 2/3 vote) (Attachment # 8)
9. Motion authorizing the City Manager to execute a Consent and
Assignment of Financing Agreement which provides for the
assignment of Parkdale Shopping Center's right, title and
interest in a Financing Agreement dated on May 12, 2009 by
and among the City of Corpus Christi and Parkdale Shopping
Center to Parkdale Income Partners, L.P. (Requires 2/3 vote)
(Attachment # 9)
10.
a. Resolution recognizing the economic importance of Naval
Air Station Corpus Christi ( "NAS CC ") to the local and
regional economies; recognizing that the City has the
responsibility to protect the public health, safety, and welfare
regarding compatible land uses abutting or surrounding NAS
CC, other naval air facilities within the City, and the City's
International Airport facilities; and pledging the City's
sponsorship, support, and good faith commitment to
implement the joint land use study recommendations.
(Attachment # 10)
b. Resolution authorizing the City Manager or designee to
accept a grant from the Department of Defense Office of
Economic Adjustment in the amount of $237,500 for
preparation of a joint land use study, with a City in -kind
match of $27,362, and a total project costs of $264,862.
(Requires 2/3 vote) (Attachment # 10)
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Agenda
Regular Council Meeting
May 31, 2011
Page 5
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
c. Ordinance appropriating $237,500 from Department of
Defense Office of Economic Adjustment in the No. 1072
Community Development Grant Fund for preparation of a
Joint Land Use Study. (Requires 2/3 vote) (Attachment #
10)
11. Resolution authorizing the City Manager to execute an Interlocal
Cooperation Agreement with the Port of Corpus Christi Authority
relating to permitting of oversized/overweight loads on city
streets. (Requires 2/3 vote) (Attachment # 11)
12. Motion authorizing the City Manager, or designee, to execute a
professional engineering services contract with Alan Plummer
Associates, Inc. of Austin, Texas in an amount not to exceed
$74,200 for the Wastewater Plants Pretreatment Program
Services including: (Requires 2/3 vote) (Attachment # 12)
• Assessment of Existing Technically Based Local Limits
• Program Modification to Comply with Streamlining
Provisions
13. Second Reading Ordinance - Amending Project Description
Sequence 11, Rehabilitate East General Aviation (GA) Apron, in
the Airport CIP and Project 6 in the Airport Long -Range CIP of
the FY 2010 -2011 Capital Budget & Capital Improvement
Planning Guide, adopted on March 8, 2011 by Ordinance No.
028995 by revising the description of the East General Aviation
(GA) Apron Project. (First Reading 04/26/11) (Requires 2/3
vote) (Attachment # 13)
14. Second Reading Ordinance Authorizing the conveyance of a
tax foreclosure property described as Lot 2, Copps Subdivision,
with street address of 1502 Tarlton Street, Corpus Christi
(formerly Corpus Christi Osteopathic Hospital) to Del Mar
College to promote a public purpose related to higher education
and foregoing the City's share of property taxes due in the
amount of $53,806.29 in addition to $11,112.22 in paving and
demolition liens, authorizing the Nueces County Judge to
execute a quit claim deed. (First Reading - 05/24/11)
(Attachment # 14)
Agenda
Regular Council Meeting
May 31, 2011
Page 6
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
I. EXECUTIVE SESSION: (NONE)
PUBLIC NOTICE is given that the City Council may elect to go into
executive session at any time during the 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.
J. PUBLIC HEARINGS: (NONE)
K. REGULAR AGENDA
CONSIDERATION OF MOTIONS, RESOLUTIONS, AND ORDINANCES:
15. Resolution authorizing the City Manager or designee to execute
a five -year natural gas supply contract with National Energy &
Trade, LP, for the purchase of 100% of the City's natural gas
requirement from July 1, 2011 to July 1, 2016. (Requires 2/3
vote) (Attachment # 15)
16.
a. Ordinance rescinding, canceling, and terminating an
ordinance previously adopted on October 26, 2010 by the
City Council authorizing the issuance of "City of Corpus
Christi, Texas Utility System Revenue Refunding Bonds,
Series 20.10" and providing an effective date. (Attachment
#16)
b. Motion authorizing the appointment of M. E. Allison & Co.,
Inc. as Financial Advisor; Frost National Bank as Senior
Manager; and Coastal Securities, Inc., Hutchinson, Shockey,
Erley & Company, Sterne Agee, and Stifel Nicolaus & Co.,
Inc. as Co- Managers for the City of Corpus Christi, Texas
Utility Revenue Refunding Bonds, Series 2011. (Attachment
#16)
c. Ordinance authorizing the issuance of "City of Corpus
Christi, Texas Utility System Revenue Refunding Bonds,
Series 2011" in an amount not to exceed $80,000,000;
making provisions for the payment and security thereof on a
parity with certain currently outstanding obligations;
Agenda
Regular Council Meeting
May 31, 2011
Page 7
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
prescribing the form, terms, conditions, and resolving other
matters incident and related to the issuance, sale, and
delivery of the Bonds; including the approval and distribution
of an Official Statement pertaining thereto; authorizing the
execution of a Paying Agent/Registrar Agreement, an
Escrow and Trust Agreement, and a Purchase Contract;
complying with the requirements imposed by the Letter of
Representations previously executed with the Depository
Trust Company; delegating the authority to the Mayor and
certain members of the City Staff to execute certain
documents relating to the sale of the Bonds; and providing
an effective date. (Requires 2/3 vote) (Attachment #16)
L. SPECIAL BUDGET PRESENTATION:
17. Proposed FY 2011 -2012 Operating Budget: General Overview
(Attachment #17)
M. PRESENTATIONS:
Public comment will not be solicited on Presentation items.
18. Facility Management and Maintenance Update and Briefing
(Attachment #18)
N. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS
NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT
APPROXIMATELY 4:00 P.M., OR AT THE END OF THE
COUNCIL MEETING, WHICHEVER IS EARLIER. PLEASE
LIMIT PRESENTATIONS TO THREE MINUTES. IF YOU PLAN
TO ADDRESS THE COUNCIL DURING THIS TIME PERIOD,
PLEASE SIGN THE FORM AT THE REAR OF THE COUNCIL
CHAMBER, GIVING YOUR NAME, ADDRESS AND TOPIC. (A
recording is made of the meeting; therefore, please speak into the
microphone located at the podium and state your name and address.
If you have a petition or other information pertaining to your subject,
please present it to the City Secretary.)
PLEASE BE ADVISED THAT THE OPEN MEETINGS ACT
PROHIBITS THE CITY COUNCIL FROM RESPONDING AND
DISCUSSING YOUR COMMENTS AT LENGTH. THE LAW
ONLY AUTHORIZES THEM TO DO THE FOLLOWING:
Agenda
Regular Council Meeting
May 31, 2011
Page 8
CITY COUNCIL
PRIORITY ISSUES
(Refer to legend at the end of the
agenda summary)
1. MAKE A STATEMENT OF FACTUAL INFORMATION.
2. RECITE AN EXISTING POLICY IN RESPONSE TO THE
INQUIRY.
3. ADVISE THE CITIZEN THAT THIS SUBJECT WILL BE
PLACED ON AN AGENDA AT A LATER DATE.
PER CITY COUNCIL POLICY, NO COUNCIL MEMBER, STAFF
PERSON, OR MEMBERS OF THE AUDIENCE SHALL BERATE,
EMBARRASS, ACCUSE, OR SHOW ANY 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.
0. ADJOURNMENT:
POSTING STATEMENT:
This agenda was posted on the City's official bulletin board at the front
entrance to City Hall, 1201 Leopard Street, at (5.' 15 p.m.,
on May 26, 2011.
Armando Chapa
City Secretary
NOTE: The City Council Agenda can be found on the City's Home
Page at www.cctexas.com on the Thursday before regularly
scheduled council meetings. If technical problems occur, the
agenda will be uploaded on the Internet by the Friday.
Symbols used to highlight action items that implement
council goals are on attached sheet.
City Council Goals 2010 -2011
Ati
Bayfrant and Downtown Initiatives
Complete Utility Master Plans
Conservation and Recycling Education Plan
Comprehensive Economic Development
Approach
• Street Improvement Plan
Development Process Improvement
Mary Rhodes Pipeline Phase 11 Water Plan
Safe and Healthy Community Initiatives
(Gang, Graffiti, and Physical Health Emphasis)
Support Continued Military Presence
1
MINUTES
CITY OF CORPUS CHRISTI, TEXAS
Council Workshop
May 10, 2011 — 8:30 a.m.
PRESENT
Mayor Joe Adame
Mayor Pro Tem Nelda Martinez
Council Members:
Chris Adler
Larry Elizondo, Sr.*
Kevin Kieschnick
Mark Scott
Linda Strong*
ABSENT
Priscilla Leal
John Marez
*Arrived at 8:39 a.m.
City Staff:
City Manager Ronald L. Olson
City Attorney Carlos Valdez
City Secretary Armando Chapa
Mayor Adame called the meeting to order in the Council Chambers of City Hall and verified
that the necessary quorum of the Council and the required charter officers were present to conduct
the meeting.
Assistant City Manager Oscar Martinez provided an overview of the previous Council
workshops including the five -year forecast; revenue projections; process for strategic planning;
communication plan with the public; zero -based budgeting; privatization and managed competition;
utility services and rate increases; capital budget overview; energy initiatives; street maintenance
program; and City Auditor position. Mr. Martinez announced that the workshop would include
discussions on the employee compensation; performance metrics system /balanced scorecard, and
contract management.
Assistant City Manager Oscar Martinez referred to a powerpoint presentation on employee
compensation including the purpose of an organization's compensation plan; history of the City's
compensation plan; skill based pay programs and implementation schedule; competency based
career ladders; the market study comparison study; and next steps.
The following topics pertaining to this item were discussed: skill based pay program training
provided on the job or in- house; career ladders structured contingent upon training; competency
career ladders currently frozen based on financial condition; whether career ladders are still under
development; tracking activity of the employees in the skill based pay program; cost associated with
training in-house for the skilled based pay program and whether it would be more cost effective to
hire an already skilled employee; appropriate management by managers; concern with employees
filling out their own employee evaluations; if retirement is factored into the ratio of Health employee
turnover rate; market study for Engineering; and whether market study includes cost of living
adjustments.
Assistant City Manager Martinez provided information on the organizational performance
metric including the balanced scorecard overview; focus on enhanced performance management;
overview of balance score card and focus; data support; performance management best practices;
the benefits of the scorecard at all levels; link to mission statement; example of the balanced score
card; monitoring and measuring of performance of daily operations; targeting and initiatives; and
aligning the organization around the balance score card.
—1—
Minutes - Workshop Meeting
May 10, 2011 -- Page 2
The following topics pertaining to this item were discussed: how data is entered into the
system for the balance score card and checks and balances. Council Member Martinez requested a
report on the participation on the balance score card and checks and balances.
Assistant City Manager Martinez referred to a powerpoint presentation on the contract
performance /cost management including a preliminary summary of services outsourced by the City;
procurement guidelines; standard contract management guidelines; principles to consider; inclusion
of guidelines in contracting process; and review of the contracts of services.
The following topics pertaining to this item were discussed: the ability to provide preference
to local contractors and vendors; procurement process for large contracts; state requirements on
procurement; the reasonable length of time for background checks on contractors; the involvement
of the City Manager in contracting process; reviewing the Council policies to achieve more local
participation on contracts; utilization of staff; a comparison measure for converting the $128.2 million
in contracted engineering services into full -time equivalents; the amount of construction costs versus
engineering services; concern with the contract with Tulonay - Wong's local office and terminating a
contract for failure to comply with local requirements; contract language for dispute resolution and
termination rights; violation of anti -trust federal laws in regards to local preference; and the use of
the request for qualification process (RFQ).
* * * * * * * * * * * * *
There being no further business to come before the Council, MayorAdame adjourned the
Council workshop at 10:15 a.m. on May 10, 2011.
* * * * * * * * * * * * *
MINUTES
CITY OF CORPUS CHRISTI, TEXAS
Regular Council Meeting
May 24, 2011 - 12 :00 p.m.
PRESENT
Mayor Joe Adame
Mayor Pro Tem Nelda Martinez
Council Members:
Chris Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John Marez
Mark Scott
Linda Strong
City Staff:
City Manager Ronald L. Olson
City Attorney Carlos Valdez
City Secretary Armando Chapa
Mayor Adame called the meeting to order in the Council Chambers of City Hall.
The invocation was delivered by Assistant Pastor Cindi Mutchler with Immanuel Fellowship
Church and the Pledge of Allegiance to the United States flag was led by Council Member Leal.
City Secretary 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 Adame called for approval of the minutes of the regular Council meeting of May 17,
2011. A motion was made and passed to approve the minutes as presented.
* * * * * * * * * * **
Mayor Adame called for consideration of the consent agenda (Items 2 - 8). There were no
comments from the public. Council members requested that Items 3 and 5 be pulled for individual
consideration. City Secretary Chapa polled the Council for their votes as follows:
2. MOTION NO. 2011 -121
Motion approving a service agreement with ByWater Solutions, of Santa Barbara, CA for
Koha open source software installation of the Library integrated library system for
acquisitions, cataloging, circulation and online catalog; based on best value, in accordance
with Request for Proposal No. BI- 0105 -11 for a total amount of $59,600. Funding is
budgeted in the operations budget of the Library Department.
The foregoing motion was passed and approved with the following vote: Adame, Adler,
Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting "Aye ".
4.a. MOTION NO. 2011 -123
Motion authorizing the City Manager or designee to accept a grant in the amount of $70,031
from the Executive Office of the President, Office of National Drug Control Policy, to support
the Police Department's role in the Texas Coastal Corridor Initiative in the Houston High
Intensity Drug Trafficking Area.
The foregoing motion was passed and approved with the following vote: Adame, Adler,
Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting "Aye ".
—3—
Minutes — Regular Council Meeting
May 24, 2011 — Page 2
4.b. ORDINANCE NO. 029065
Ordinance appropriating $70,031 in the No. 1061 Police Grants fund from the Executive
Office of the President, Office of National Drug Control Policy to support the Police
Department's role in the Texas Coastal Corridor Initiative in the Houston High Intensity Drug
Trafficking Area.
An emergency was declared, and the foregoing ordinance was passed and approved with
the following vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and
Strong voting "Aye ".
6. FIRST READING ORDINANCE
Authorizing the conveyance of a tax foreclosure property described as Lot 2, Copps
Subdivision, with street address of 1502 Tarlton Street, Corpus Christi (formerly Corpus
Christi Osteopathic Hospital) to Del Mar College to promote a public purpose related to
higher education and foregoing the City's share of property taxes due in the amount of
$53,806.29 in addition to $11,112.22 in paving and demolition liens; authorizing the Nueces
County Judge to execute a quit claim deed.
The foregoing ordinance was passed and approved on its first reading with the following
vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting
"Aye ".
7. ORDINANCE NO. 029067
Authorizing the City Manager or designee to execute a fifteen -year (15) lease with Del Mar
College for the use of hangar, adjacent parking area, and office space located at the Corpus
Christi International Airport for use in Del Mar College's Aviation Maintenance Technician
Education Program, with an option to extend for an additional ten -year period; and providing
for publication. (First Reading — 04/26/11)
The foregoing ordinance was passed and approved on its second reading with the following
vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting
"Aye".
8. ORDINANCE NO. 029068
Appropriating $600,000 from the Unreserved Fund Balance in Passenger Facility Charge
Fund No. 4621 to fund capital improvement projects at the Corpus Christi International
Airport identified in the FY 2010 -2011 Capital Budget; changing the FY 2010 -2011 Capital
Budget adopted by Ordinance No. 028995 to identify alternate funding sources for Airport
projects. (First Reading — 05117111)
The foregoing ordinance was passed and approved on its second reading with the following
vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting
"Aye".
Mayor Adame opened discussion on Item 3 regarding the purchase of one (1) modular office
building for the Police Department as the office for the vehicle impound facility. Council Member Leal
stated that she wished that the City was in a better financial state to have a permanent building.
Assistant Director of Financial Services Michael Barrera reported that the modular building is lower
in cost per square foot and would allow for operation sooner.
—4—
Minutes — Regular Council Meeting
May 24, 2011 — Page 3
City Secretary Chapa polled the Council for their votes as follows:
3. MOTION NO. 2011 -122
Motion approving the purchase of one (1) modular office building from Nortex Modular
Space of Lewisville, Texas, in accordance with the State of Texas Cooperative Purchasing
Program for a total amount of $130,595. This building will be used by the Police Department
as the office for the vehicle impound facility. Funding is available in the FY 2010 -2011 Bond
2008 Fund. (BOND ISSUE 2008)
The foregoing motion was passed and approved with the following vote: Adame, Adler,
Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting "Aye ".
Mayor Adame opened discussion on Item 5 regarding a grant application to the U.S.
Department of Justice, COPS Office. Council Member Scott asked questions regarding the grant
and expressed concern on the affect the hiring of 10 additional police officers would have on the
budget after the 36 -month grant period. Police Chief Troy Riggs explained that this item is to apply
for the grant and if the City realized it was financially not feasibly, the City could deny the acceptance
at that time. Council Member Scott stated that he supported applying for the grant and requested a
five -year plan. City Manager Olson explained that it is important to apply for the application while
continuing to evaluate the budget and reported that there is a strong possibility that towards the end
of the grant these positions could be used to replace positions that are turning over and could
diminish the impact. City Secretary Chapa polled the Council for their votes as follows:
5. RESOLUTION NO. 029066
Resolution authorizing the City Manager or designee to submit a grant application in the
amount of $2,302,968.76 to the U. S. Department of Justice, COPS. Office, for the COPS
Hiring Recovery Program (CHRP) to hire 10 additional police officers within the Police
Department and authorizing the City Manager or designee to apply for, accept, reject, alter
or terminate the grant.
The foregoing resolution was passed and approved with the following vote: Adame, Adler,
Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting "Aye ".
* * * * * * * * * * * * *
Mayor Adame opened discussion on Item 9 regarding Bear Lane from SPID to Old
Brownsville Road. Director of Engineering Services Pete Anaya referred to a powerpoint
presentation including the project limits; the street cross section; project schedule; and project costs.
The following topics pertaining to this item were discussed: the access points to West Oso
Middle School during construction; the company overseeing construction and materials testing;
whether the same company that designed the road is also providing construction observation
services; 25% of total costs of the projects spent on consultants and reimbursements; if there is an
internal process utilized to drive down the costs of non- construction; budgeted costs versus actual
costs; whether consultant services could be performed internally; the consultant fees including the
design fee and the contract for construction observation services in the amount of $242,625 which
will not be used; engineering services for reimbursement; and whether it is possible to bundle
projects.
Council Member Scott requested a conversation on ways to reduce non- construction costs
on projects by 5 %.
-5-
Minutes — Regular Council Meeting
May 24, 2011 — Page 4
Mayor Adame called for comments from the audience. Abel Alonzo, 1701 Thames, thanked
the Council for asking questions regarding the project costs and spoke in support for the project.
City Secretary Chapa polled the Council for their votes as follows:
9. MOTION NO. 2011 -124
Motion authorizing the City Manager or designee to execute a construction contract with
Haas - Anderson Construction, Ltd. of Corpus Christi, Texas in the amount of $6,259,588 for
Bear Lane from SPID to Old Brownsville Road for the Base Bid Parts A, C, D, E, F, and G.
(BOND ISSUE 2008)
The foregoing motion was passed and approved with the following vote: Adame, Adler,
Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and Strong voting "Aye ".
Mayor Adame opened discussion on Item 10 regarding the ordinance canvassing returns
and declaring the results of the General Election on May 14, 2011 and ordering a Runoff Election on
June 18, 2011 for the election of Council Member District 3. The Council canvassed numerous
precincts comparing results submitted by Precinct Judges to the Mayor with results submitted and
certified by the City Secretary.
Council Member Leal asked City Secretary Chapa for the status of her request for
investigation on voter fraud. City Secretary Chapa stated that he responded to Ms. Leal's request in
writing and reported that a review was performed on the concerns. Mr. Chapa explained that
Nueces County checked the equipment and the equipment was operating correctly. Mr. Chapa
stated that it appears to be voter error and staff does not feel that there were any inappropriate
issues. Council Member Leal commented on irregularities in Precinct 106 and voters not advised of
voting at different locations. Mr. Chapa advised Ms. Leal to submit her additional complaints in
writing and he would respond to her concerns.
Mayor Adame called for comments from the audience. Joan Veith, Election Judge for
Precincts 70 & 89, reported that Arrowsmith Apartments will not be available for the runoff due to fire
damage. Ms. Veith stated that she was checking the availability of Stoneleigh Apartments as an
alternate polling location.
Council Member Leal requested that the citizens in Precincts 70 & 89 be notified of the new
polling location and that citizens in Precinct 80 be notified that voting in being conducted at the new
elementary school on Villarreal Street.
City Secretary Chapa polled the Council for their vote as follows on Item 10.a.:
10.a. ORDINANCE NO. 029069
Ordinance canvassing returns and declaring the results of the General Election held on May
14, 2011, in the City of Corpus Christi, Texas for the purpose of electing the Mayor, and
eight Council Members.
An emergency was declared, and the foregoing ordinance was passed and approved with
the following vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and
Strong voting "Aye ".
CitySecretary Chapa explained that Item 10.b. is an ordinance calling the Runoff Election to
be held on June 18, 2011 and designating the polling locations. Mr. Chapa reported that there is a
problem with one voting location and the ordinance authorizes him the authority to make emergency
-6-
Minutes — Regular Council Meeting
May 24, 2011 — Page 5
changes to polling locations. Mr. Chapa added that once the polling location has been determined,
the public will be notified of the change. There were no comments from the audience. City Secretary
Chapa polled the Council for their votes as follows on Item 10.b.:
10.b. ORDINANCE NO. 029070
Ordinance ordering a Runoff Election to be held on June 18, 2011 in the City of Corpus
Christi for the election of Council Member District Three; designating polling place locations.
An emergency was declared, and the foregoing ordinance was passed and approved with
the following vote: Adame, Adler, Elizondo, Kieschnick, Leal, Marez, Martinez, Scott, and
Strong voting "Aye ".
* * * * * * * * * * * * *
Mayor Adame referred to Item 11 regarding Marina Market Days. Marina Superintendent
Peter Davidson explained that Marina Market Days will be held the first Saturday of every month to
provide a family experience and vendors and artists will be encouraged to showcase their talents
and creative work. Mr. Davidson reported that the Marina Advisory Committee has unanimously
supported the project and City departments would have the capability to communicate with the
public. Mr. Davidson provided information on the vendors leasing and setup; photos of various cities
"Market Days"; and various concepts for marketing. Mr. Davidson stated that Marina Market Days
will be a revenue generating program to the City.
The following topics pertaining to this item were discussed: the start date for Marina Market
Days and consideration for parking and transportation of pedestrians to the area.
Mayor Adame referred to Item 12 regarding the Air Installation Compatible Use Zones
(AICUZ) Study for Naval Air Station Corpus Christi. Assistant City Manager Johnny Perales
explained that the Navy is in the process of implementing a flight training program based on a new
aircraft unit and has completed an AICUZ study for NAS -CC. Mr. Perales introduced Captain Randy
Pierson, Commanding Officer for NAS -CC, and Don Zimmerman, Community Planning Officer.
Captain Pierson stated that the presentation would highlight the partnership between the
City, NAS -CC, and the community to meet two key objectives including the growth and development
of the community and promotion of NAS -CC's mission. Captain Pierson referred to a powerpoint
presentation including a site map of NAS -C, Waldron Field, and Cabaniss Field; the mission of
NAS -CC; the major tenant commands; the AICUZ study and program goals; accident potential
zones (APZ); aircraft safety; noise contours; areas of compatibility concerns; land use
recommendations; and AICUZ schedule.
The following topics pertaining to this item were discussed: whether the Waldron
compatibility area will be changed with the use of the new T6 aircraft; concerns with the compatibility
zone around Texas A & M University — Corpus Christi; BRAC closures; community support for NAS -
CC: and the height that buildings can be built on SH286 near Cabaniss,
* * * * * * * * * * * * *
Mayor Adame called for petitions from the audience. Mary Ann Kelly, 4302 Schanen,
expressed disappointment in voter turnout during the General Election, spoke in support of Council
Member Leal, and presented her a check.
* * * * * * * * * * * *. *
—7_
Minutes — Regular Council Meeting
May 24, 2011 — Page 6
Mayor Adame called for City Manager's comments. City Manager Olson stated that staff is
working hard to prepare the budget and is required by the City Charter to present to Council next
week. Mr. Olson reported that the budget will be presented in a different format and provide a higher
level of examination to generate some discussions with the City Council about policies and goals to
put in place.
* * * * * * * * * * * **
There being no further business to come before the Council, Mayor Adame adjourned the
Council meeting at 1:37 p.m. on May 24, 2011.
* * * * * * * * * * * * *
2
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: 05/24/2011
AGENDA ITEM:
RECOMMENDATION: Motion approving a service agreement with Santa Anita Reclamation, LLC,
Linn, Texas for used tire disposal service in accordance with Bid Invitation No. BI- 0109 -11 based on
low bid for an estimated annual expenditure of $79,200.00 of which $13,200.00 is required for FYI 0-
11. The term of the service 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
designee. Funds have been budgeted by Solid Waste and Maintenance Services for FY 10/11 and
requested for FY 11/12.
ISSUE: This service is used by Maintenance Services and Solid Waste to dispose of whole waste
tires. The vendor is required to deliver empty trailers to the Service Center, and JC Elliot and Cefe
Valenzuela landfills, remove the loaded trailers and dispose of the tires in accordance with all
applicable Federal, State and local regulations and requirements.
REQUIRED COUNCIL ACTION: All contracts exceeding $50,000 must be approved by City
Council.
CONCLUSION AND RECOMMENDATION: Staff recommends award of the contract as submitted.
Attachments
Mich 1 Barrera
Assistant Directo of Financial Services
mikeb@cctexas.com
361- 826 -3169
BACKGROUND INFORMATION
This service is used by Maintenance Services and Solid Waste to dispose of whole waste tires at
the Service Center, JC Elliot and Cefe Valenzuela landfills. It has been under contract with the
current supplier, Tex - American Logistics, LLC, since September2009. Due to increasing fuel costs,
it was not feasible for the contractor to maintain pricing through the duration of the contract. The
contractor agreed to hold pricing until a new contract is in place.
In March 2011, the City issued a bid invitation, which was published in the Corpus Christi Caller
Times and issued to eight potential bidders.
The City received four responses.
Award Basis: Low bid.
Price Comparison:
When compared to the current contract, pricing has decreased approximately 5 %.
CITY OF CORPUS CHRISTI
PURCHASING DIVISION
BID TABULATION
BUYER: REBECCA JEFFCOAT
BID TABULATION NO. BI -0109-11
USED TIRE DISPOSAL SERVICE
SANTA ANITA
RECLAMATION, LLC
Linn, TX
FAST RECYCLING
Arlington, TX
TEX-AMERICAN
LOGISTICS, LLC
Fort Worth, TX
LIBERTY TIRE
RECYCLING, LLC
mown, TX
EXTENDED
EXTENDED
EXTENDED
UNIT EXTENDED
ITEM
DESCRIPTION
QTY
UNIT
UNIT PRICE
PRICE
UNIT PRICE
PRICE
UNIT PRICE
PRICE
PRICE
PRICE
1
Loaded Trailer— Elliott
26
Loads
$1,200
$31,200
$1,490
$38,740
$1,525
$39,650
$1,600
$41,600
Landfill, Location — 7001
Ayers.
2
Loaded Trailer — Cafe
26
Loads
1,200
31.200
1,490
38,740
1,525
39,650
1,600
41,600
Landfill, location -- CR20
& FM 2044.
3
Loaded Trailer —
14
Loads
1,200
16.600
1,490
20,860
1,525
21,350
1,600
22,400
Maintenance Services,
location — 5352 Ayers
Street.
TOTAL:
$ 79,200.00
$ 98,340.00
$ 100,650.00
$ 105,600.00
3
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: 05/31/2011
AGENDA ITEM: Resolution authorizing the City Manager, or designee, to submit a grant application
in the amount of $500,000 to the U.S. Department of Justice, Office of Community Oriented Policing
Services (COPS) for funding eligible under the COPS 2011 Child Sexual Predator Program, funds to
be used for the continuation of the Sexual Predator Unit in the Corpus Christi Police Department to
reduce child endangerment, with a city in -kind contribution of $10,000, and authorizing the City
Manager or designee to apply for, accept, reject, alter or terminate the grant.
ISSUE: Funds are available from the COPS Office to establish and/or enhance strategies to
locate, arrest, and prosecute child sexual predators and exploiters as well as enforce state sex
offender registration laws.
REQUIRED COUNCIL ACTION: Approval to submit the grant.
FUNDING: There is no cash match required of the grant. The Police General Fund will provide
for fuel and academy training expenses, and equipment for officers once they have graduated
from the academy. The grant will pay for salaries and benefits of one civilian forensic analyst as
well as salaries and benefits associated with the hiring of two entry level sworn officers for a full
2 year period from their hiring date of March, 2012. Funds are available for a 2 -year period
beginning October 1, 2011.
CONCLUSION AND RECOMMENDATION: Staff recommends approval to submit the grant.
D. Troy Rigg
Chief of Police
886 -2603
Trovr(a�cctexas.com
Attachments:
BACKGROUND INFORMATION
These funds have been made available to agencies specifically invited by the United States
Attorneys' Offices. Applicants must partner with the district United States Attorneys Office as well as
demonstrate other partnerships with the United States Marshal.
The Corpus Christi Police Department (CCPD) is an affiliate agency of the Department of
Justice "Internet Crimes Against Children Task Force' with an existing MOU with the Texas
Attorney General's Regional Internet Crimes Against Children (ICAC) Unit. The vision of the
CCPD Children Sexual Predators and Exploiters (CSPE) Grant is two -fold: to reduce opportunity
for child sexual predators to strike South Texas children; and, to improve capacity to investigate
Internet crimes against children.
This grant will continue funding for the Sexual Predator Unit established with grant funds in
2008.
There are five goals:
1. Increase and improve the Police Department's capacity to detect, locate, investigate arrest
and prosecute Child Sexual Predators and Exploiters.
2. Improve capacity to monitor Child Sexual Predators on probation and parole through home
visits (community policing) and with the use of computer monitoring initiatives, such as ISP
tracking and computer software.
3. Initiate more proactive investigations using undercover and online investigations,
conducted in partnership with partner agencies, especially the FBI, ICE, and Attorney
General's Office.
4. Maintain excellent collaborative relationships already built with regional partner agencies,
including the U.S. Attorney Office and the U.S. Marshal, and Child Sexual Predator
prosecutors throughout South Texas by providing more resources, technical assistance,
information, joint meetings, and training activities and materials to strengthen their
effectiveness.
5. Increase outreach and educational activities via a community policing approach that builds
greater awareness and proactively halts Child Sexual Predators via preventive measures.
RESOLUTION
AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO
SUBMIT A GRANT APPLICATION IN THE AMOUNT OF
$500,000 TO THE U.S. DEPARTMENT OF JUSTICE, OFFICE OF
COMMUNITY ORIENTED POLICING SERVICES (COPS) FOR
FUNDING ELIGIBLE UNDER THE COPS 2011 CHILD SEXUAL
PREDATOR PROGRAM, FUNDS TO BE USED FOR THE
CONTINUATION OF THE SEXUAL PREDATOR UNIT IN THE
CORPUS CHRISTI POLICE DEPARTMENT TO REDUCE CHILD
ENDANGERMENT, WITH A CITY IN -KIND CONTRIBUTION OF
$10,000, AND AUTHORIZING THE CITY MANAGER, OR
DESIGNEE, TO APPLY FOR, ACCEPT, REJECT, ALTER OR
TERMINATE THE GRANT.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS
CHRISTI, TEXAS THAT:
SECTION 1. The City Manager, or designee, is authorized to submit a grant application
in the amount of $500,000 to the U.S. Department of Justice, Office of Community
Oriented Policing Services (COPS) for funding eligible under the COPS 2011 Child
Sexual Predator Program, funds to be used for the continuation of the Sexual Predator
Unit in the Corpus Christi Police Department to reduce child endangerment, with a city
in -kind contribution of $10,000.
SECTION 2. The City Manager, or designee, may apply for, accept, reject, agree to
alter the terms and conditions, or terminate the grant, if the grant is awarded to the City.
SECTION 3. In the event of the loss or misuse of the U.S. Department of Justice,
Community Oriented Policing Services (COPS), the City of Corpus Christi assures that
the funds will be returned to the U.S. Department of Justice, COPS in full.
ATTEST:
Armando Chapa
City Secretary
Approved as to form: May 19, 2011
T. Trisha "D
Assistant City Attorney
For City Attorney
THE CITY OF CORPUS CHRISTI
Joe Adame
Mayor
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
Resolution Vote Sheet
—20—
1
4
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM:
Ordinance appropriating $4,594.17 from insurance company payment of claim in Fund No.
1020 General Fund for the repairs to the gazebo at Temple Park, 3902 Reynosa St;
changing FY2010 -2011 Operating Budget adopted by Ordinance No. 028683 by increasing
revenues and appropriations by $4,594.17, each; and declaring an emergency.
ISSUE: A claim was paid on damages resulting from vandalism occurring at Temple Park.
Repairs will be made to the park's gazebo including accessibility improvements.
REQUIRED COUNCIL ACTION: Appropriations must be approved by City Council.
PREVIOUS COUNCIL ACTION: none
CONCLUSION AND RECOMMENDATION: Staff recommend approval of ordinance.
Michael Morris, Difector
Parks and Recreation Department
MichaelMo @cctexas.com
361- 826 -3463
Attachments: Project Budget for Temple Park Gazebo Repairs
PROJECT BUDGET
TEMPLE PARK
GAZEBO REPAIRS
FUNDS AVAILABLE:
Total $4,694.17
FUNDS REQUIRED:
Construction (ALPHA BUILDING CORP) $4,244.17
Contingencies $150.00
Construction Inspection $100.00
Engirieering Services $100.00
Total $4,594.17
FUNDS REMAINING $0.00
Page 1 of 2
ORDINANCE
APPROPRIATING $4,594.17 FROM INSURANCE COMPANY
PAYMENT OF CLAIM IN FUND NO. 1020 GENERAL FUND FOR THE
REPAIRS TO THE GAZEBO AT TEMPLE PARK, 3902 REYNOSA ST;
CHANGING FY2010 -2011 OPERATING BUDGET ADOPTED BY
ORDINANCE NO. 028683 BY INCREASING REVENUES AND
APPROPRIATIONS BY $4,594.17, EACH; AND DECLARING AN
EMERGENCY.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That $4,594.17 from insurance company payment of claim is appropriated
in Fund No. 1020 General Fund for the repairs to the gazebo at Temple Park, 3902
Reynosa Street.
SECTION 2. That the FY 2010 -2011 operating budget adopted by Ordinance 028683 is
changed to increase revenues and appropriations by $4,594.17, each.
SECTION 3. That upon written request of the Mayor or five Council members, copy
attached, the City Council finds and declares an emergency due to the need for
immediate action necessary for the efficient and effective administration of City affairs
and 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 , 2011.
ATTEST:
Armando Chapa
City Secretary
APPROVED as to form May 10, 2011
By:
Lisa Ag
Assistant City Attorney
for the City Attorney
CITY OF CORPUS CHRISTI
Joe Adame
Mayor
H:\LEG- DIR \Lisa12011 Ordinance \ORD- approp Gazebo- Templop2r doc
Page 2 of 2
Corpus Christi, Texas
Day of , 2011
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,
Joe Adame
Mayor
Council Members
The above ordinance was passed by the following vote:
Joe Adame
Chris N. Adler
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
H:1LEG- DIRILisa12011 OrdinancelORD- approp Gazebo- TemplePattoc
.Py
5
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM:
A. Resolution authorizing the City Manager or his designee to execute all documents
necessary to accept the Summer Food Service Program Grant in the amount of
$250,000 from the Texas Department of Agriculture to operate a Summer Food Service
Program for summer recreation program participants ages one to eighteen years.
B. Resolution authorizing City Manager, or designee, to execute an Inter local Cooperation
Agreement with Corpus Christi Independent School District To Provide Summer Food
Services for summer recreation.
C. Ordinance appropriating a $250,000 grant from the Texas Department of Agriculture in
the No. 1067 Parks and Recreation Grant Fund to operate a Summer Food Service
Program for summer recreation participants ages one to eighteen years; and declaring
an emergency.
ISSUE:
In order to provide certain services associated with the City's summer recreation programs,
the City Council must A) approve a resolution to accept the Summer Food Program grant
from the Texas Department of Agriculture; B) approve a resolution to execute an inter local
agreement with CCISD; and, C) appropriate grant funds in the amount of $250,000.
REQUIRED COUNCIL ACTION:
Action is required to accept the Summer Food Service Program grant, appropriate grant
funds and authorize the City Manager or his designee to execute all related contracts and
documents for the 2011 Parks and Recreation Department Summer Food Program.
PREVIOUS COUNCIL ACTION:
The City Council has approved the Summer Food Program grant in prior years.
FUNDING:
The Texas Department of Agriculture provides grant funds for the Summer Food Program.
There is no required local match for this grant.
CONCLUSION AND RECOMMENDATION: Staff recommends approval.
Attachments: Background
.//1:441/41,1te&tegd&I----
Mic aeI Morris Di ector
Parks and Recreation Department
MichaelMo(cctexas.com
361- 826 -3461
_29_
BACKGROUND INFORMATION
The U.S. Department of Agriculture (USDA) through the Texas Department of Agriculture
(TDA), Special Nutrition Programs, provides funding for summer nutrition programs as an
extension of the National School Lunch Program. The City's Parks and Recreation
Department is again receiving this grant for the summer recreation sites and other local
non- profit agencies (Item A). No Local match is required.
This program is a collaborative effort with many agencies to provide summer meals to the
youth of Corpus Christi. Sites to be served are Ben Garza Gym, Casa De Manana, Club
Estates Pool, Coles Gym, Collier Pool, Del Mar College, Garcia Arts & Education Center,
Gonzalez Center, Greenwood Pool, Joe Garza Recreation Center, John Paul High School,
La Armada (Housing Authority), Lantana Square Apartments, Lexington Manor Learning
Center, Lindale Recreation Center, McKinzie (Housing Authority), Molina Neighborhood
Center, Natatorium, Navarro (Housing Authority), Northside Manor Apartments, Oak Park
Recreation Center, Oso Recreation Center, Samuel Place Apartments, South Pointe
Apartments, Treyway (Housing Authority), Wiggins (Housing Authority), YMCA, YWCA,
and LULAC.
In 2009, The City of Corpus Christi Parks and Recreation Summer Food Program won 3rd
place in the Mayor's Challenge and has already applied for the 2011 Mayor's Challenge
through the Texas Department of Agriculture.
In recent years, the City and CCISD have entered into local interagency agreements for the
preparation and delivery of meals to the sites (Item B).
The City and CCISD again propose to enter into a contract for CCISD to prepare and
deliver the lunches at a rate of $3.00 per lunch and $.70 per snack, both provided on a
weekday basis during the eight week summer program, June 13 through August 5, 2011.
Sites will be serving meals Monday — Friday or Monday Thursday, depending on program
requirements. The lunches consist of sandwiches, fruit/vegetable, milk and dessert and
the snack consists of fruit/vegetable, milk and dessert. It is estimated that approximately
2,500 meals per day will be reimbursable meals. CCISD will maintain and provide menu
records as well as daily meals served until the program's end. At the individual sites, the
City employs CCISD Food Service staff as part -time, seasonal employees to verify meal
counts, serve meals and clean up the site. Grants funds are used to pay the seasonal
employees, cleaning supplies, monitoring and food costs. Total program costs, including
operation and administration, are to be provided by the State's reimbursement. An
ordinance is necessary to appropriate the grant of $250,000 in order to implement the
program.
Page 1 of 2
RESOLUTION
AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO
EXECUTE ALL DOCUMENTS NECESSARY TO ACCEPT THE
SUMMER FOOD SERVICE PROGRAM GRANT IN THE AMOUNT OF
$250,000 FROM THE TEXAS DEPARTMENT OF AGRICULTURE TO
OPERATE A SUMMER FOOD SERVICE PROGRAM FOR SUMMER
RECREATION PROGRAM PARTCIPANTS AGES ONE TO EIGHTEEN
YEARS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The City Manager or his designee is authorized to execute all
documents necessary to accept the Summer Food Service Program Grant in the
amount of $250,000 from the Texas Department of Agriculture to operate a
Summer Food Service Program for Summer Recreation Program participants
ages one to eighteen years.
SECTION 2. This Resolution shall take effect and be in full force immediately after its
adoption by the City Council.
ATTEST:
Armando Chapa
City Secretary
APPROVED: ih 0: f , 2011
Lisa Aguilar
Assistant City Attorney
For City Attorney
CITY OF CORPUS CHRISTI
Joe Adame
Mayor
HA LEG- DInleanniell. isalordinances- ResoiutionslRes- AcceptGrastlixDeptAg- SummerFoodServProgram.doc
Page 2 of 2
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
H A LEG- DIRWeannielLisalOrdinances- ResolutionslRes- AcceptGransOeptAg- SummerroodServProgram.doc
Page 1 of 1
RESOLUTION
AUTHORIZING CITY MANAGER, OR DESIGNEE, TO EXECUTE AN
INTERLOCAL COOPERATION AGREEMENT WITH CORPUS CHRISTI
INDEPENDENT SCHOOL DISTRICT TO PROVIDE SUMMER FOOD
SERVICES FOR SUMMER RECREATION.
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The City Manager, or designee, is authorized to execute an Interlocal
Cooperation Agreement with Corpus Christi independent School District to provide
summer food services for Summer Recreation. A copy of the Agreement is on file in
the City Secretary's Office.
ATTEST:
Armando Chapa
City Secretary
APPROVED: April 14, 2011
Lisa Aguil.AAssistant City Attorney
For City Attorney
CITY OF CORPUS CHRISTI
Joe Adame
Mayor
Corpus Christi, Texas
of ,2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
Page 1 of 3
INTERLOCAL COOPERATION AGREEMENT
BETWEEN THE CITY OF CORPUS CHRISTI
AND CORPUS CHRISTI INDEPENDENT SCHOOL DISTRICT
This agreement (Agreement) is entered into between the City of Corpus Christi, a
Texas home -rule municipal corporation (City), and the Corpus Christi Independent
School District (District) for purposes of the Interlocal Cooperation Act, Texas
Government Code, Chapter 791, as amended, to achieve efficiency in meeting
intergovernmental responsibilities.
WHEREAS, the City is sponsoring summer recreational programs for children from
June 13, 2011, to August 5, 2011, at which food will be served (Summer Food
Program); and
WHEREAS, the District agrees to provide unitized lunch and snack meals, inclusive of
milk and juice (hereinafter collectively referred to as Meals), to the City for a fixed fee.
NOW, THEREFORE, the City and the District, in consideration of the mutual covenants
contained herein, agree as follows.
1. Term. This Agreement begins June 13, 2011 and ends August 5, 2011.
2. Consideration. The City shall pay the District $3.00 per lunch meal and $.70 per
snack meal.
3. Billing. The District shall bill the City on a monthly basis for all Meals provided to
the City. The City shall pay the bill within two Fridays after receipt of the bill out of
current City revenue.
4. Nutritional Assurances. The District assures that each Meal will meet the
minimum nutrition value and content requirements, in accordance with the Texas
Department of Agriculture FY 2011 Summer Food Service Program regulations.
5. Recordkeeping.
A. The District must maintain full and accurate records including, but not limited to,
the following:
1. Menu records (Menu Records), including the amount of food prepared; and
2. Meal records (Meal Records), including the daily number of Meals delivered
by type.
B. The District must provide monthly reports of Menu Records and Meal Records to
the City's Director of Programs, or designee, within ten business days following the
end of each month during which Meals are provided.
Page 2 of 3
C. The District must retain the Menu Records and Meal Records for 3 years and 90
days, or so long as an audit is in progress. The District must make all records and
accounts pertaining to this Summer Food Program available to representatives of
the United States Department of Agriculture and the General Accounting Office for
audit or administrative review at a reasonable time and place.
6. Food Service Operations. The District will maintain its food service operations at
the District's facility during the term of this Agreement as a part of the consideration.
7. Workers. The food service workers will continue to be the District's employees for
the term of this Agreement and, therefore, subject to the District's board policies and
regulations. Their salaries and benefits, if any, will be paid out of the City's
consideration payments set out above.
8. Coordination. The City's Director of Parks and Recreation, or designee, shall place
a weekly order with Jody Houston, the District's appointed, representative, or designee,
for the number of Meals by type needed, the sites at which the Meals are needed, and
the time at which the Meals must arrive at each site.
9. Governmental Service. This Agreement is between the City and the District for the
purpose of providing Meals for the Summer Food Program sites and activity sites and is
not for the benefit of any third party or individual,
10. Current Revenue. All money spent for this Summer Food Program through this
Agreement must be spent out of currently available revenue of the City and the District.
11. Entirety Clause. This Agreement expresses the entire agreement between the
parties. Any modification, amendment, or addition to this Agreement is not binding
upon the parties unless in writing and signed by persons authorized to make these
agreements on behalf of the respective party.
EXECUTED IN DUPLICATE on the day of , 2011.
CITY OF CORPUS CHRISTI
ATTEST:
CITY OF CORPUS CHRISTI
Armando Chapa Ronald L. Olson
City Secretary City Manager
Approved App - 1472044 i Ai 4. 2-011
Lisa Aguilad4ssistant City Attorney
for the City Attorney
Page 3 of 3
CORPUS CHRISTI INDEPENDENT SCHOOL DISTRICT
By:
D. Scott Elliff, Su • erintendent of Sch
Date:
Reviewed and A
By:
04
roved for Purchasing Compliance:
:lea f 01.
Director for ° rchasing and Distribution
Date: dzier
M.
Approved as to legal form:
By: ( .
John J. Janssen, General Counsel for CCISD
Date: s -4/ ��
Page 1 of 2
ORDINANCE
APPROPRIATING A $250,000 GRANT FROM THE TEXAS
DEPARTMENT OF AGRICULTURE IN THE NO. 1067 PARKS AND
RECREATION GRANT FUND TO OPERATE A SUMMER FOOD
SERVICE PROGRAM FOR SUMMER RECREATION PARTICIPANTS
AGES ONE TO EIGHTEEN YEARS; AND DECLARING AN
EMERGENCY.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That a $250,000 grant from the Texas Department of Agriculture in the
No. 1067 Parks and Recreation Grant Fund is appropriated to operate a Summer Food
Service Program for Summer Recreation participants ages one to eighteen years.
SECTION 2. That upon written request of the Mayor or five Council members, copy
attached, the City Council finds and declares an emergency due to the need for
immediate action necessary for the efficient and effective administration of City affairs
and 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 , 2011.
ATTEST: CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
Approved r , 2011
Lisa Aguil
Assistant City Attorney
For City Attorney
Joe Adame
Mayor
HALEG- DIR1Jeannieltisal ordinances- ResofutionslOrd- apprap- summerFuV e2D11.dacx
Page 2 of 2
Corpus Christi, Texas
Day of , 2011
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,
Henry Garrett
Mayor
Council Members
The above ordinance was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
H:lLEG•DIR\ Jeanniel LisalOrdinances- ResolutionslOrd- approp- SummerfoodRcgice2011.docx
6
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM: Resolution authorizing the City Manager, or designee, to
execute an Interlocal Agreement with the Calallen Independent School District to
provide transportation services for youth recreation programs.
ISSUE: The Interlocal Agreement between the City of Corpus Christi and
Calallen Independent School District will allow the City to provide transportation
to scheduled field trips during the Latchkey Summer Camps.
REQUIRED COUNCIL ACTION: The City Council is required to approve all
interlocal governmental agreements.
PRIOR COUNCIL ACTION: The City Council approved an Interlocal Agreement
between the City of Corpus Christi and the Calallen Independent School District
for Transportation on June 8, 2010.
FUNDING: No additional funding required.
CONCLUSION AND RECOMMENDATION: Staff recommends that the City
Council approve this Interlocal Governmental Agreement with the Calallen
Independent School District.
�� `-
Mic ael Morris, Di ctor
Parks and Recreation Department
826 -3461
MichaelMoCCcccctexas.com
Attachments: Background information
BACKGROUND INFORMATION
The City of Corpus Christi Parks and Recreation Department currently operates
one (1) summer Latchkey program site for youth ages five (5) to thirteen (13) in
Calallen. Field trips to local areas of interest such as swimming pools, bowling
alleys, movie theatres, and local museums are a significant portion of each
summer program. In order to transport participants on the field trips, the
department contracts with local school districts to provide buses and drivers for
each trip. Calallen Independent School District school buses will be utilized
because the majority of the Department's summer programs for that area are
operated from a Calallen Independent School district elementary campus.
The contract under consideration is with the Calallen Independent School District
Transportation Department for a flat fee of $100.00 per bus to provide
transportation for the Summer Program participants from their respective
campuses to various local activity sites. Calallen Independent School District
offered the most competitive price and most accommodating terms for this area's
summer programs. The estimated cost of this contract is $2,400. The funds are
budgeted in the General Fund 1020 Latchkey budget.
The Latchkey Summer Camp is the answer for working parents. It is offered at
an affordable fee and keeps the participants engaged in various activities while
enrolled. Calallen has been home to approximately 50 kids during the summer.
In addition to field trips there are guest speakers, art, special events, and golf,
tennis and fitness classes.
The program provides a safe, supervised environment, and quality recreational
experiences and activities. It provides the children a chance to develop
character, learn valuable life skills, make new friends and discover new interests.
The staff is energetic, creative, and receives training in child development and
age appropriate activities. Everyone is certified in CPR and First Aid.
The qualifying site will be providing breakfast and lunch through a grant with the
Texas Department of Agriculture.
Tuition assistance is available for qualified participants.
Page 1 of 1
RESOLUTION
AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE AN
INTERLOCAL AGREEMENT WITH THE CALALLEN INDEPENDENT
SCHOOL DISTRICT TO PROVIDE TRANSPORTATION SERVICES FOR
SUMMER YOUTH RECREATION PROGRAMS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The City Manager, or designee, is authorized to execute an
Interlocal Agreement with the Calalien Independent School District to provide
transportation services for summer youth recreation programs. A copy of the
agreement is attached.
SECTION 2. This Resolution shall take effect and be in full force immediately after its
adoption by the City Council.
ATTEST: THE CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
APPROVED: April 8, 2011
Lisa Agui Assistant City Attorney
for the City Attorney
Joe Adame
Mayor
INTERLOCAL COOPERATION AGREEMENT
BETWEEN THE CITY OF CORPUS CHRISTI
AND CALALLEN INDEPENDENT SCHOOL DISTRICT
This agreement (Agreement) is entered into between the City of Corpus Christi, a
Texas home rule municipal corporation (City), and the Calallen Independent School District
(District) for purposes of the lnterlocal Cooperation Act, Texas Government Code, Chapter
791, as amended, to achieve efficiency in meeting intergovernmental responsibilities.
WHEREAS, the City is sponsoring a summer recreational program for elementary
school age children using several of Corpus Christi Independent School District's school
campuses, a Calallen Independent School District campus, a Flour Bluff Independent
School District school campus, and Housing Authority sites, and the City also sponsors a
Weed and Seed recreation program as well as a youth recreation program during the term
of this Agreement for school age children, (hereinafter, collectively referred to as the
Summer Program);
WHEREAS, the City includes travel to various activity sites around the Corpus
Christi area as field trips for its Summer Program participants; and
WHEREAS, the District agrees to provide to the City a sufficient number of District
owned school buses, including school buses accessible as required by the Americans with
Disabilities Act ( "ADA "), for a fixed fee of $100.00 per bus and provide District- employed
school bus drivers to transport the Summer Program participants from their respective
campuses to the various activity sites.
NOW, THEREFORE, the City and the District, in consideration of the mutual
covenants contained herein, agree as follows:
1, Term. This Agreement begins June 13, 2011 and ends August 5, 2011.
2. Services to be provided. District shall provide its District school buses
(including ADA accessible school buses) and District - employed school bus drivers as
needed by the City for transportation for City Summer Program field trip activities.
3. Consideration. The City shall pay the District $100.00 per bus per round
trip. This payment shall be full compensation to the District for the costs of the school
buses, the fuel to run the buses, all maintenance costs for the buses, fleet liability
insurance, salary for the bus drivers, and all other related costs and expenses to the
District.
4. Billing. The District shall bill the City on a monthly basis. City shall pay
the bill within two Fridays after receipt of the bill out of current City revenue.
5. District Bus Maintenance. The District will maintain its buses at its bus
1
—46—
maintenance facility during the term of this Agreement as a part of the consideration.
6. District Bus Drivers. The school bus drivers assigned by the District to
provide services under this Agreement shall be District employees for all purposes. The
school bus drivers are not City employees for any purpose.
7. Coordination. The City's Director of Park and Recreation, or designee, shall
place a weekly order with the representative from CalaIlen ISD, or their designee, for the
number of buses needed, the sites at which the buses are needed, the address of the
activity to be undertaken from each site, the time at which the buses must arrive at each
site to pick up the various program participants, and the time at which the buses must
arrive at each activity site to pick up the various program participants to return them to their
respective sites.
8. Governmental Service. This Agreement is between the City and the District
for the purpose of providing transportation between the various Summer Program, Weed
and Seed, and youth recreation program sites and activity sites.
9. Insurance. District agrees to provide following insurance and name City as
additional insured: vehicle liability coverage in limits provided by Texas Tort Claims Act for
District of $100,000 per person, $300,000 per occurrence, and $100,000 per occurrence of
property damage. District also agrees to provide worker's compensation coverage as
required by law. In the alternative if District is self insured, District may provide City
Director of Parks and Recreation with a letter confirming self insurance coverage in
accordance with applicable law.
10. Current Revenue. All money spent for transportation for the Summer
Program, Weed and Seed, and youth recreation program participants through this
Agreement must be spent out of currently available revenue of the City and the District.
11. Entirety Clause. This Agreement expresses the entire agreement between
the parties. Any modification, amendment, or addition to this Agreement is not binding
upon the parties unless in writing and signed by persons authorized to make such
agreements on behalf of the respective party.
EXECUTED IN DUPLICATE on the day of , 2011.
ATTEST: CITY OF CORPUS CHRISTI
Armando Chapa Ronald L. Olson
City Secretary City Manager
2
—47—
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
7
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM: Resolution authorizing the City Manager, or designee, to
execute an Interlocal Agreement with the Corpus Christi Independent School
District to provide transportation services for youth recreation programs.
ISSUE: The Interlocal Agreement between the City of Corpus Christi and
Corpus Christi Independent School District will allow the City to provide
transportation to scheduled field trips during the Latchkey Summer Camps.
REQUIRED COUNCIL ACTION: The City Council is required to approve all
interlocal governmental agreements.
PRIOR COUNCIL ACTION: The City Council approved an Interlocal Agreement
between the City of Corpus Christi and the Corpus Christi independent School
District for Transportation on June 8, 2010.
FUNDING: No additional funding required.
CONCLUSION AND RECOMMENDATION: Staff recommends that the City
Council approve this Interlocal Governmental Agreement with the Corpus Christi
Independent School District.
r
Micl4ael Morris, Dir for
Parks and Recreation Department
826 -3461
MichaelMoAcctexas.com
Attachments: Background information
BACKGROUND INFORMATION
The City of Corpus Christi Parks and Recreation Department currently operates 9
summer program sites for youth ages five (5) to thirteen (13) throughout the
Corpus Christi Independent School District area including five (4) Latchkey sites.
Two Latchkey summer camps are also held in Flour Bluff and Calalien ISD
campuses (separate transportation agreements with each district will be made).
Field trips to local areas of interest such as swimming pools, bowling alleys,
movie theatres, and local museums are a significant portion of each summer
program. In order to transport participants on the field trips, the department
contracts with local school districts to provide buses and drivers for each trip.
CCISD school buses are utilized for these 9 program sites because of the
proximity to field trip destinations and familiarity with camps held at elementary
sites.
The contract under consideration is with the Corpus Christi Independent School
District (CCISD) Transportation Department for a fixed fee of $2.00 per mile and
provides District employed school bus drivers at a fixed rate of $20.00 per hour to
transport the Summer Program participants from their respective campuses to
various local activity sites. CCISD offered the most competitive price and most
accommodating terms for this summer's program. The estimated cost of this
contract is $17,681.60. The funds are budgeted in the General Fund 1020
Latchkey budget.
The Latchkey Summer Camp is the answer for working parents. It is offered at
an affordable fee and keeps the participants engaged in various activities while
enrolled. Corpus Christi has been home to approximately 1000 kids during the
summer. In addition to field trips there are guest speakers, art, special events,
and golf, tennis and fitness classes.
The program provides a safe, supervised environment, and quality recreational
experiences and activities. It provides the children a chance to develop
character, learn valuable life skills, make new friends and discover new interests.
The staff is energetic, creative, and receives training in child development and
age appropriate activities. Everyone is certified in CPR and First Aid.
The qualifying site will be providing breakfast and lunch through a grant with the
Texas Department of Agriculture.
Tuition assistance is available for qualified participants.
RESOLUTION
AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE AN
INTERLOCAL AGREEMENT WITH THE CORPUS CHRISTI
INDEPENDENT SCHOOL DISTRICT TO PROVIDE TRANSPORTATION
SERVICES FOR SUMMER YOUTH RECREATION PROGRAMS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The City Manager, or designee, is authorized to execute an
Interlocal Agreement with the Corpus Christi Independent School District to
provide transportation services for summer youth recreation programs. A copy of
the agreement is attached.
SECTION 2. This Resolution shall take effect and be in full force immediately after its
adoption by the City Council.
ATTEST: THE CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
APPROVED: April 8, 2011 '1
Lisa Aguilar, ssistant City Attorney
for the City Attorney
Joe Adame
Mayor
INTERLOCAL COOPERATION AGREEMENT
BETWEEN THE CITY OF CORPUS CHRISTI
AND CORPUS CHRISTI INDEPENDENT SCHOOL DISTRICT
This agreement (Agreement) is entered into between the City of Corpus Christi, a
Texas home rule municipal corporation (City), and the Corpus Christi Independent School
District (District) for purposes of the Interlocal Cooperation Act, Texas Government Code,
Chapter 791, as amended, to achieve efficiency in meeting intergovernmental
responsibilities.
WHEREAS, the City is sponsoring a summer recreational program for elementary
school age children using several of District school campuses, a Calallen Independent
School District school campus and a Flour Bluff Independent School District school
campus, and Housing Authority sites, and the City also sponsors a Weed and Seed
recreation program as well as a youth recreation program during the term of this
Agreement for school age children, (hereinafter, collectively referred to as the Summer
Program);
WHEREAS, the City includes travel to various activity sites around the Corpus
Christi area as field trips for its Summer Program participants; and
WHEREAS, the District agrees to provide to the City a sufficient number of District
owned school buses, including school buses accessible as required by the Americans with
Disabilities Act ( "ADA "), for a fixed fee of $2.00 per mile and provide District - employed
school bus drivers at fixed rate of $20.00 per hour to transport the Summer Program
participants from their respective campuses to the various activity sites.
NOW, THEREFORE, the City and the District, in consideration of the mutual
covenants contained herein, agree as follows:
1. Term. This Agreement begins June 13, 2011 and ends August 5, 2011.
2. Services to be provided. District shall provide its District school buses
(including ADA accessible school buses) and District- employed school bus drivers as
needed by the City for transportation for City Summer Program field trip activities.
3. Consideration. The City shall pay the District $2.00 per mile for each mile
traveled from the District's bus barn to the activity site and back to the District's bus barn.
Additionally, the City shall pay the District for District - employed school bus driver services
performed at rate of $20.00 per hour on a prorated basis. These payments shall be full
compensation to the District for the costs of the school buses, the fuel to run the buses, all
maintenance costs for the buses, fleet liability insurance, salary for the bus drivers, and all
other related costs and expenses to the District.
4. Billing. The District shall bill the City on a monthly basis. City shall pay
1
-54-
the bill within two Fridays after receipt of the bill out of current City revenue.
5. District Bus Maintenance. The District will maintain its buses at its bus
maintenance facility during the term of this Agreement as a part of the consideration.
6. District Bus Drivers. The school bus drivers assigned by the District to
provide services under this Agreement shall be District employees for all purposes. The
school bus drivers are not City employees for any purpose.
7. Coordination. The City's Director of Park and Recreation, or designee, shall
place a weekly order with the representative from CCISD, or their designee, for the number
of buses needed, the sites at which the buses are needed, the address of the activity to be
undertaken from each site, the time at which the buses must arrive at each site to pick up
the various program participants, and the time at which the buses must arrive at each
activity site to pick up the various program participants to return them to their respective
sites.
8. Governmental Service. This Agreement is between the City and the District
for the purpose of providing transportation between the various Summer Program, Weed
and Seed, and youth recreation program sites and activity sites.
9. Insurance. District agrees to provide following insurance and name City as
additional insured: vehicle liability coverage in limits provided by Texas Tort Claims Act for
District of $100,000 per person, $300,000 per occurrence, and $100,000 per occurrence of
property damage. District also agrees to provide worker's compensation coverage as
required by law. In the alternative if District is self insured, District may provide City
Director of Parks and Recreation with a letter confirming self insurance coverage in
accordance with applicable law.
10. Current Revenue. All money spent for transportation for the Summer
Program, Weed and Seed, and youth recreation program participants through this
Agreement must be spent out of currently available revenue of the City and the District.
11. Entirety Clause. This Agreement expresses the entire agreement between
the parties. Any modification, amendment, or addition to this Agreement is not binding
upon the parties unless in writing and signed by persons authorized to make such
agreements on behalf of the respective party.
EXECUTED IN DUPLICATE on the day of , 2011.
ATTEST: CITY OF CORPUS CHRISTI
Armando Chapa Ronald L. Olson
City Secretary City Manager
2
-55-
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM: Resolution authorizing the City Manager, or designee, to
execute an Interlocal Agreement with the Flour Bluff Independent School District
to provide transportation services for youth recreation programs.
ISSUE: The Interlocal Agreement between the City of Corpus Christi and Flour
Bluff Independent School District will allow the City to provide transportation to
scheduled field trips during the Latchkey Summer Camps.
REQUIRED COUNCIL ACTION: The City Council is required to approve all
interlocal governmental agreements.
PRIOR COUNCIL ACTION: The City Council approved an Interlocal Agreement
between the City of Corpus Christi and the Flour Bluff Independent School
District for Transportation on June 8, 2010.
FUNDING: No additional funding required.
CONCLUSION AND RECOMMENDATION: Staff recommends that the City
Council approve this Interlocal Governmental Agreement with the Flour Bluff
Independent School District.
Parks and Recreation Department
MichaelMoa7cctexas.com
826 -3461
Michael Morris, Dir ctor
Attachments: Background information
BACKGROUND INFORMATION
The City of Corpus Christi Parks and Recreation Department currently operates
one (1) summer Latchkey program site for youth ages five (5) to thirteen (13) in
Flour Bluff. Field trips to local areas of interest such as swimming pools, movie
theatres, and local museums are a significant portion of each summer program.
In order to transport participants on the field trips, the department contracts with
local school districts to provide buses and drivers for each trip. Previous
contracts have been signed with Corpus Christi and Ca[alien School Districts.
Flour Bluff ISD school buses will be utilized because the majority of the
Department's summer programs offered for this area are operated from Flour
Bluff 1SD campus.
The contract under consideration is with the Flour Bluff Independent School
District (FBISD) Transportation Department for a fixed fee of $4.49 per mile to
transport the Summer Program participants from their respective campuses to
various local activity sites. FBISD offered the most competitive price and most
accommodating terms for this area's summer programs. The estimated cost of
this contract is $2,597.47. The funds are budgeted in the General Fund 1020
Latchkey budget.
The Latchkey Summer Camp is the answer for working parents. It is offered at
an affordable fee and keeps the participants engaged in various activities while
enrolled. Flour Bluff has been home to approximately 125 kids during the
summer. In addition to field trips there are guest speakers, art, special events,
and golf, tennis and fitness classes.
The program provides a safe, supervised environment, and quality recreational
experiences and activities. It provides the children a chance to develop
character, learn valuable life skills, make new friends and discover new interests.
The staff is energetic, creative, and receives training in child development and
age appropriate activities. Everyone is certified in CPR and First Aid.
The qualifying site will be providing breakfast and lunch through a grant with the
Texas Department of Agriculture.
Tuition assistance is available for qualified participants.
Page 1 of 1
RESOLUTION
AUTHORIZING THE CITY MANAGER OR DESIGNEE TO EXECUTE AN
INTERLOCAL AGREEMENT WITH THE FLOUR BLUFF INDEPENDENT
SCHOOL DISTRICT TO PROVIDE TRANSPORTATION SERVICES FOR
SUMMER YOUTH RECREATION PROGRAMS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The City Manager, or designee, is authorized to execute an
Interlocal Agreement with the Hour Bluff Independent School District to provide
transportation services for summer youth recreation programs. A copy of the
agreement is attached.
SECTION 2. This Resolution shall take effect and be in full force immediately after its
adoption by the City Council.
ATTEST: THE CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
APPROVED: April 8, 2011
'- - rte-z
Lisa Aguila ssistant City Attorney
for the City Attorney
Joe Adame
Mayor
INTERLOCAL COOPERATION AGREEMENT BETWEEN THE CITY OF CORPUS
CHRISTI AND FLOUR BLUFF INDEPENDENT SCHOOL DISTRICT
This agreement (Agreement) is entered into between the City of Corpus Christi, a
Texas home rule municipal corporation (City), and the Flour Bluff Independent School
District (District) for purposes of the Interlocal Cooperation Act, Texas Government Code,
Chapter 791, as amended, to achieve efficiency in meeting intergovernmental
responsibilities.
WHEREAS, the City is sponsoring a summer recreational program for elementary
school age children using several of Corpus Christi Independent School District's school
campuses, a Calallen Independent School District school campus, Flour Bluff Independent
School District campus and the City also sponsors a Weed and Seed recreation program
for the Flour Bluff community during the term of this Agreement for school age children,
(hereinafter, collectively referred to as the Summer Program);
WHEREAS, the City includes travel to various activity sites around the Corpus
Christi area as field trips for its Summer Program participants; and
WHEREAS, the District agrees to consider requests to provide to the City a
sufficient number of District owned school buses, including school buses accessible as
required by the Americans with Disabilities Act ("ADA"), for a fixed fee of $4.49 per mile to
transport the Summer Program participants from their respective campuses to the various
activity sites;
NOW, THEREFORE, the City and the District, in consideration of the mutual
covenants contained herein, agree as follows:
1. Term. This Agreement begins June 13, 2011 and ends August 5, 2011.
2. Services to be provided. District shall review and consider requests to
provide its District school buses (including ADA accessible school buses) and District -
employed school bus drivers as needed by the City for transportation for City Summer
Program field trip activities. Transportation requests will be considered on a trip by trip
basis dependent on the availability of buses and staff.
3. Consideration. The City shall pay the District $4.49 per mile for each mile
traveled from the District's bus barn to the activity site and back to the District's bus barn.
This payment shall be full compensation to the District for the costs of the school buses,
the fuel to run the buses, all maintenance costs for the buses, fleet liability insurance,
salary for the bus drivers, and all other related costs and expenses to the District.
4. Billing. The District shall bill the City on a monthly basis. City shall pay
the bill within two Fridays after receipt of the bill out of current City revenue.
1
—62—
5. District Bus Maintenance. The District will maintain its buses at its bus
maintenance facility during the term of this Agreement as a part of the consideration.
6. District Bus Drivers. The school bus drivers assigned by the District to
provide services under this Agreement shall be District employees for all purposes. The
school bus drivers are not City employees for any purpose.
7. Coordination. The City's Director of Park and Recreation, or designee, shall
place a weekly order with the representative from Flour Bluff ISD, or their designee, for the
number of buses needed, the sites at which the buses are needed, the address of the
activity to be undertaken from each site, the time at which the buses must arrive at each
site to pick up the various program participants, and the time at which the buses must
arrive at each activity site to pick up the various program participants to return them to their
respective sites. Transportation requests will be placed no later than seven days prior to
date of departure.
8. Governmental Service. This Agreement is between the City and the District
for the purpose of providing transportation between the various Summer Program, Weed
and Seed, and youth recreation program sites and activity sites.
9. insurance. District agrees to provide following insurance and name City as
additional insured: vehicle liability coverage in limits provided by Texas Tort Claims Act for
District of $100,000 per person, $300,000 per occurrence, and $100,000 per occurrence of
property damage. District also agrees to provide worker's compensation coverage as
required by law. In the alternative if District is self insured, District may provide City
Director of Parks and Recreation with a letter confirming self insurance coverage in
accordance with applicable law.
10. Current Revenue. All money spent for transportation by the City for the
Summer Program, Weed and Seed, and youth recreation program participants through this
Agreement must be spent out of currently available revenue of the City and the District.
11. Entirety Clause. This Agreement expresses the entire agreement between
the parties. Any modification, amendment, or addition to this Agreement is not binding
upon the parties unless in writing and signed by persons authorized to make such
agreements on behalf of the respective party.
EXECUTED IN DUPLICATE on the day of , 2011.
ATTEST: CITY OF CORPUS CHRISTI
Armando Chapa Ronald L. Olson
City Secretary City Manager
2
—63—
Approved as to legal form April 8, 2011.
By:
Lisa Aguilar, Assistant City Attorney
for City Attorney
FLOUR BLUFF INDEPENDENT SCHOOL DISTRICT
By:
Name:
Title:
Date:
3
—64—
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry Elizondo, Sr.
Kevin Kieschnick
Priscilla G. Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
•
9
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: 05-31-11
AGENDA ITEM: Motion authorizing the City Manager to execute a Consent and Assignment of
Financing Agreement which provides for the assignment of Parkdale Shopping Center's right, title
and interest in a Financing Agreement dated on May 12, 2009 by and among the City of Corpus
Christi and Parkdale Shopping Center to Parkdale Income Partners, L.P.
ISSUE: The developers of Parkdale Shopping Center have reorganized their entity structure from
four different Texas limited liability companies owning the project as tenants in common into a Texas
limited partnership comprised of the same owners. The Financing Agreement requires consent by
the City Council for an assignment to the new Texas limited partnership,
REQUIRED COUNCIL ACTION: Approval of a motion authorizing execution of a Consent and
Assignment of Financing Agreement that will approve the requested assignment.
PREVIOUS COUNCIL ACTION: May 12, 2009, approval of Financing Agreement under Chapter
380 of the Texas Local Government Code.
CONCLUSION AND RECOMMENDATION: Approval of the requested Consent and Assignment of
Financing Agreement.
Emily Ma i ez
C.C. Regional Economi elopment Corp
emartinezt ccredc.com
361- 882 -7448
Attachments
BACKGROUND INFORMATION
On May 12, 2009 the City Council approved and entered into a Financing Agreement and a
Fair Share Agreement (the "Agreement ") with Parkdale Shopping Center (the "Developer"),
comprised of R -SB STAPLES/SPID, LLC, a Texas limited liability company, JJQ-
PARKDALE, LLC, a Texas limited liability company, H &JQ PD, LLC, a Texas limited
liability company, and W -SB STAPLES/SPID DE, LLC, a Texas limited liability company,
as tenants in common for the redevelopment of Parkdale Shopping Center.
The Developer is in the process of reorganizing in which the respective interests owned by
the four limited liability companies participating as tenants in common in Developer are
being contributed into a new Texas limited partnership named Parkdale Income Partners,
L.P (the "Assumptor") and the Developer seeks to assign all of its right, title and interest in
the Agreement to the Assumptor upon Assumptor's agreement to assume all obligations of
the Developer under the Agreement.
The Financing Agreement provides that any assignment of the Developer's rights under the
Agreement must be approved by the City Council. Although principals in the Developer are
remaining the same, the consent must nonetheless be obtained. The Developer seeks
consent from the City to such assignment pursuant to the Agreement through the Consent
and Assignment of Financing Agreement attached.
The project covered by the Financing Agreement only applies to the new development at
the Parkdale Plaza site and specifically excludes the land conveyed to Walmart and the
improvements being constructed on it. Only the new retail stores to be created in the
approximately 50,000 square foot shopping center to be constructed by the Developer on
the remainder of the site will qualify for any incentives under the Chapter 380 Financing
Agreement.
The Financing Agreement is similar to the Agreement approved for Trademark in the re-
development of the La Palmera Mall and specifically excludes any incentives for the
relocation of existing retailers in Corpus Christi. The reimbursement amount is capped at
$1.5 million and only may be recovered through additional property taxes and sales taxes
generated from the new retailers in the new shopping center. As noted above, no property
taxes or sales taxes from the Walmart Store are affected by the Agreement.
CONSENT AND ASSIGNMENT OF FINANCING AGREEMENT
This Consent and Assignment of Financing Agreement (the " use ") provides for the
assignment and consent of that Financing Agreement (the "Amman") made and entered into
as of May 12, 2€, by and among the City of Corpus Christi, Texas, a home -rule Municipal
corporation (the "City"). and Parkdale Shopping Center (the "Developer"), comprised of R -SB
STAPLESISPLD, LLC, a Texas limited liability company, JJQ PARKDALE, LLC, a Texas
limited liability company, H &JQ PD, LLC, a Texas limited liability company, and W-SB
STAPLESISPID DE, LLC, a Texas limited liability company, as tenants in common.
RECITALS
WIIEREAS, the Developer is in the process of completing a reorganization in which the
respective interests in the Property owned by the four limited liability companies participating . as
tenants in common in Developer are being contributed into a new Texas limited partnership
named PARKDALE INCOME PARTNERS, L.P. (the "Assumptor "); and
WHEREAS, the Developer desires to assign all of its right, title and interest in the
Agreement to the Assumptor upon the Assumptor's agreement to assume all obligations of
Developer under the Agreement and the related Fair Share Agreement and seeks consent from
the City to such assignment pursuant to Section 8.05 of the Agreement; and
NOW, THEREFORE, for and in consideration of the foregoing recitals and of the mutual
promises, obligations, covenants and benefits herein contained, City, the Developer, and
Assumptor agree as follows:
Section 1. Incorporation of Recitals. The recitals to this Consent are hereby incorporated
for all purposes.
Section 2. Definitions and Tents. All terms used herein that are defined in the
Agreement shall have their respective meanings as provided in the Agreement.
Section 3. Assignment of All Rights. Developer assigns all of its right, title and interest
in the Agreement to Assunptor. Developer has conveyed its interests in the Project and the
Property to Assumptor.
Section 4. Assumption of M Liabilities. Assumptor agrees to assume all of the
obligations, expenses and other liabilities of Developer under the Agreement and perform such
obligations as if originally named as Developer therein.
Section 5. Fair Share Agreement. Assumptor further assumes all obligations of
Developer under the Fair Share Agreement pursuant to the Consent and Assignment of Fair
Share Agreement attached as Exhibit A hereto.
Section 6. Change of Notice Address. Any notice or other cominunication required or
permitted to be given pursuant to this Agreement shall be given to the Assumptor acting as the
Developer under the Agreement at the following address:
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be duly
executed as of the day of , 2011.
DEVELOPER:
PARKDALE SHOPPING CENTER
By: R-SB STAPLES/SPID, LLC
A Texas 1i 'ted liability company
B
Ri R. Runde, Presiden
By: JJQ- PARKDALE, LLC
A Texas limited liability company
By: II&JQ PD, LLC
A Texas limited liability company
By: W -SB STAPLES/SPID DE, LLC
A Texas limited liability company
ame: L)/ -rte— tirrks
T`it1e: Pd* rb . _f
ASSUMPTOR:
PARKDALE INCOME PARTNERS, L.P.
By: Capital Area Retail Development II, Inc.
Its Gen Partner
d R. Runde, Presid
F:16228 Quiek10111 Assignment Consent 0324.doo
3
_72_
CITY:
CITY OF CORPUS CHRISTI, TEXAS
A home-rule municipal corporation
By:
Ron Olson, City Manager
ATTEST:
By:
Armando Chapa, City Secretary
APPROVED AS TO LEGAL FORM:
Rey f , 2011
Carlos Valdez, City Attorney
By:
Exhibit A
Consent and Assignment of Fair Share Agreement
This CONSENT AND ASSIGNMENT OF FAIR SHARE AGREEMENT (the
Consent") provides for the assignment and consent of that FAIR SHARE AGREEMENT
("Agreement") entered into by and between the CITY OF CORPUS CHRISTI, TEXAS (the
a home rule municipal corporation organized under the laws of the State of Texas, and
PARKDALE PLAZA, (the "Developer") • comprised of R-SB STAPLES/SPID, LLC, a Texas
limited liability company, JJQ-PARKDALE, LLC, a Texas limited liability company, H&J)
PD, LLC, a Texas limited hability company, and W-SB STAPLES/SPID DE, LLC, a Texas
limited liability company, as tenants in common.
WEEREAS, the Developer is in the process of completing a reorganization in which the
respective interests in the Property owned by the four limited liability companies participating as
tenants in common in Developer are being contributed into a new Texas limited partnership
named PARKDALE INCOME PARTNERS, LP. (the "Amozg"); and
WHEREAS, the Developer desires to assign all of its right, title and interest in the
Agreement to the Assumptor upon the Assumptor's agreement to assume all obligations of
Developer under the Agreement and the related Financing Agreement and seeks consent from
the City to such assignment; and
NOW, THEIREFORE, for and in consideration of the foregoing recitals and of the mutual
promises, obligations, covenants and benefits herein contained, City, the Developer, and
Assumptor agree as follows:
RESOLVED, Developer assigns all of its right, title and interest in the Agreement to
Msumptor. Developer has conveyed its interests in the Project and the Property to Assumptor.
RESOLVED, Assuniptor agrees to assume all of the obligations, expenses and other
liabilities of Developer under the Agreement and perform such obligations as if originally named
as Developer therein.
RESOLVED, the City consents to the assignment and assumption provided above and
agrees that as of and from the date of execution of this instrument by all parties Assumptor shall
stand in the place of Developer for all purposes under the terms of the Agreement, and
Developer shall be released and discharged from any further obligations thereunder.
[EXECUTION PAGE FOLLOWS]
1
—73-
IN WITNESS WHEREOF, the
executed as of the day of
PARKDALE SHOPPING CENTER
By: R-SB STAPLES/SPID, LLC
A Texas 17- d liability company
By:
Parties hereto have caused this instrument to be duly
, 2011. .
Rich R. Runde, residen
By: £JQ-PARKDALE, LLC
A Texas limited liability company
By: 118aQ PD, LLC
A Texas limited liability company
By:
N `66t4t.e,
Title: 961,-Lp rif
By: W-SB STAPLES/SPID DE, LLC
A Texas limited liability company
By:
11111V
-r
Wats. _s
e:,) PO= LA/0_0
ASSUMPTOR:
PARKDALE INCOME PARTNERS, L.P.
By: Capital Area Retail Development H, Inc.
Its Gener rtner
By:
Rich iR. Runde, Pr sident
CITY OF CORPUS CHRISTI, TEXAS
A home-rule municipal corporation
By:
Ron Olson, City Manager
ATTEST:
By
Armando Chapa, City Secretary
APPROVED AS TO LEGAL FORM:
.4.7? rt. ,20i1
Carlos Vdidez, City Attorney
By:
2
— 7 4—
10
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM:
A. Resolution recognizing the economic importance of Naval Air Station Corpus Christi ( "NAS CC ")
to the local and regional economies; recognizing that the City has the responsibility to protect the
public health, safety, and welfare regarding compatible land uses abutting or surrounding NAS
CC, other naval air facilities within the city, and the City's international airport facilities; and
pledging the City's sponsorship, support, and good faith commitment to implement the joint land
use study recommendations.
B. Resolution authorizing the City Manager, or designee, to accept a grant from the Department of
Defense Office of Economic Adjustment in the amount of $237,500 for preparation of a Joint
Land Use Study, with a City in -kind match of $27,362, and a total project costs of $264,862.
C. Ordinance appropriating $237,500 from Department of Defense Office of Economic Adjustment
in the no. 1072 Community Development Grant Fund for preparation of a Joint Land Use Study;
and declaring an emergency.
ISSUE: The City Council on January 18, 2010, approved a resolution to pursue a Joint Land Use
Study Grant from the Department of Defense Office of Economic Adjustment. In anticipation of a
grant, the City Council also approved the formation of a Policy Committee consisting of the Mayor
(Chairman), NASCC Base Commander (Vice - Chairman), a City Councilperson, the County Judge,
and a Planning Commission representative. The Policy Committee would oversee the study and
make a final recommendation to City Council. The Office of Economic Adjustment (OEA) has
suggested that a new resolution be adopted that includes a good faith commitment to implement the
study recommendations. In addition, the OEA has suggested that the Policy Committee be
expanded to include a representative from Texas A & M Corpus Christi.
On May 12, 2011, the Technical Advisory Committee of the Office of Economic Adjustment
recommended that the City of Corpus Christi be awarded a $237,500 grant with a 10% in -kind
match (staff time) for the purpose of funding the study. Funding of the study will require the City to
hire contractors that have experience in conducting Joint Land Use Studies.
REQUIRED COUNCIL ACTION: Adoption of a resolution of support and commitment to implement
the Joint Land Use Study, authorization to accept the grant and an Ordinance appropriating the
grant funds.
PREVIOUS COUNCIL ACTION: Approval of Resolution 028471 on January 26, 2010, authorizing
formation of a Joint Land Use Policy Committee and directing staff to submit a grant application to
the Office of Economic Adjustment for a Joint Land Use Study.
CONCLUSION AND RECOMMENDATION: Approval of the Resolution of support, the Resolution
to accept the grant and the Ordinance to appropriate the grant funds.
/4\,t
Juan Perales, Jr. P.E.
Asst. City Manager, Engineering and Development Services
Email: JohnnyP @cctexas.com
Phone: 361 -826 -3828
Attachments
Additional Background
BACKGROUND INFORMATION
The Navy has indicated that a JLUS is appropriate at this time in preparation for the arrival of the new "T-
6" Navy trainer. The new aircraft is expected to be put in service at NAS Corpus Christi in the next
several years. The Navy has completed special Air Installation Compatible Use Zone study for the new T-
6 Trainer. The AJCUZ study provides new flight patterns and guidelines for land uses under the flight
patterns. The JLUS, when finished, will provide the City's plan for creating compatible land uses for areas
impacted by the AICUZ areas.
Approximately 50 Joint Land Use Studies (JLUS) have been completed nationwide. The JLUS process
requires the formation of a Policy Committee and a staff Working Group Committee. The Policy
Committee reviews consultant reports and hosts public workshops on the JLUS. The staff Working Group
Committee reviews consultant work products and provides recommendations to the Policy Committee.
Once a grant is awarded and accepted by City Council then the Key Tasks of the JLUS Policy and
Working Group Committees will be:
• Approval of a Request for Proposal (RFP) for selection of a Joint Land Use Study consultant.
• Review of consultant proposals and recommendation to City Council on selection of a consultant.
• City Council selects a consultant and the Office of Economic Adjustment approves.
• The Working Group compiles local information for the JLUS Consultant.
• The Policy Committee meets monthly or as needed to review JLUS Consultant reports.
• The Policy Committee meets with property owners to obtain public comments on Consultant
recommendations.
• The Planning Commission conducts a public hearing, provides comments and makes a
recommendation on adoption of the plan by City Council.
• City Council conducts a public hearing, makes changes if necessary and adopts the plan.
The importance of undertaking a Joint Land Use Study cannot be under stated. The military presence in
Corpus Christi has a major economic impact to the City with an annual payroll of over 250 million and
over 9,000 military and civilian employees. The 9,000 total employees represent approximately 6% of
the city's employed workers. Completion of a Joint Land Use Study prior to the next Base Realignment
and Closure program will be a major asset showing community support for the military mission in South
Texas
Attachment 1: Policy Committee
Attachment 2: Consultant Scope of Work
Attachment 1. Policy Committee
1. Mayor, Chairperson
2. Base Commander, Vice- Chairperson
3. City Council Member
4. County Judge or County Commissioner
5. City Planning Chairman
6. City Planning Commissioner (New)
7. Texas A & M University Corpus Christi (New)
Attachment 2: Scope of Work
-81-
May 12, 2011
NAS CORPUS CHRISTI JOINT LAND USE STUDY (JLUS)
SCOPE OF WORK (SOW)
The City of Corpus Christi is requesting sealed proposals from qualified consulting firms
experienced in conducting Joint Land Use Studies (JLUS). A more detailed SOW will be
negotiated with the selected firm. The study includes Naval Air Station Corpus Christi
(NASCC), and Waldron Field, Cabaniss Field Navy Auxiliary Landing Fields (NALFs) and
those areas surrounding each airfield that are included in the Navy's Air Installation
Compatibility Use Zones (AICUZ). The areas of study will include those areas that fall within
and between the Air Installation Compatible Use Zones. In addition, the study includes Corpus
Christi International Airport as the Navy is utilizing the airport for training missions involving
landing practice and instrument approaches. The study areas are illustrated below:
Ah lnsla8a'te Ca petlINe Use Zonea OICUZ
amawd NsvaiAtr Sidon Corm Clnleq
rise and wamaaA fasnigF
AICI snm devanedbse&J duce noise leak
and
safatyvennds Irakn ymdluYckmtepeesmm.
Thep a meil r�4trm invite on land we
ultlsn than sores tpesiegsetd Indic
health, we7vaand to ensaallmlaalseWag
Legend
f ,noway Accident Potennai
I Ccl,I Accident Polerspat
Zane ='%� Zone 2
Joint Land Use Study Areas
The City of Corpus Christi is the land use authority for the study areas. A JLUS Policy
Committee (PO) and Technical Advisory Group (TAG) have been organized as described in the
Work Program. The Work Program contains all of the tasks necessary for the JLUS program.
Following the Work Program, other information included in this SOW include: Consultant
selection criteria; dead line for REP submittals; and contact information.
May 12, 2011
Scope of Work Page 2 of 7
I. WORK PROGRAM
Element 1: Committee formation, Project Kickoff and Project Strategy
Task 1.1 A resolution was approved by the Corpus Christi City Council to pursue a
Joint Land Use Study and formation of a Policy Committee to assist with
selection of a JLUS consultant and to make recommendations to the Planning
Commission and City Council on a proposed JLUS plan.
Task 1.2 The Consultant will be responsive to the Policy Committee established by
City Council resolution.
Task 1.3 The Consultant will be responsive to inputs from the Technical Advisory
Group (TAG) established by the City Manager.
Task 1.4 The consultant will kick -off the project by providing the JLUS Policy and
Technical Advisory Group with a briefing on the approach for conducting the
NASCC JLUS per the SOW, roles and responsibilities, a timeline of meetings,
and lessons learned from other JLUS projects.
Task 1.5 The consultant will propose a public outreach plan for public meetings,
charettes, website, etc.
Task 1.6 A more detailed SOW will be negotiated as part of the City Council approved
Consultant contract.
Element 2: Inventory and Mapping (Consultant (City Staff)
Task 2.1 Create an existing land, use map of the study areas.
Task 2.2 Create a future land use map of the area using the City's adopted Future Land
Use Plan.
Task 2.3 Identify Comprehensive Plan Policy Statements which support compatible
land use within AICUZs.
Task 2.4 Create a zoning district map for study areas.
Task 2.5 Estimate the population and map development trends within the study areas
during the past five to twenty years.
Task 2.6 Map environmental constraints (flood plains, steep slopes, wetlands, open
spaces, conservation areas, endangered species habitat, protective agricultural
preserves, etc.) to development within the study areas.
Task 2.7 Map and analyze information from adopted reports and studies including but
not limited to: the most current NAS Corpus Christi (NASCC) Air Installation
May 12, 2011
Scope of Work Page 3 of 7
Compatible Use Zones (AICUZ) report, base operations /standard operating
procedures, and Corpus Christi International Airport data.
Task 2.8 Identify existing Comprehensive Plans, local codes, ordinances, and
regulations that control or reduce potential conflicts between land uses and
military operations or which could conflict with military operations.
Task 2.9 Identify any infrastructure or community facilities and public improvements
existing, planned or proposed in the study areas (i.e., universities, schools,
roads, parks, hospitals, places of assembly, public buildings and complexes,
stadiums, water and sewerage extensions, alternative energy — including
windfarms, etc.) which may conflict with AICUZ guidelines.
Task 2.10 Identify and map areas where the existing density of residential or business
development is inconsistent with AICUZ guidelines.
PRODUCTS: City staff will provide information and maps that are readily available, all other
information the Consultant will provide to complete Tasks 2.1 thru 2.10. Consultant will provide
as Draft report Introduction and statement of goals and needs.
Element 3. Analysis of Land Used and Potential Conflicts with Military Mission
(Consultant)
Task 3.1 Identify existing land uses located within current noise and aircraft hazard
areas as identified in the NASCC AICUZs to determine compatible and
incompatible uses and zoning.
Task 3.2 Evaluate adopted Future Land Use and Transportation Plans with regard to
potential conflicts / compatibility with AICUZs, base mission objectives, etc.
Task 3.3 Identify growth objectives for the areas surrounding the NASCC and NALFs
and evaluate against impact of anticipated study area growth on military
missions and operations.
Task 3.4 Evaluate planned NASCC, NALF Waldron and Cabaniss and CC
International operating procedures and impact on surrounding communities
and possible mitigation measures.
Task 3.5 Identify potential conflicts between industry and other development plans that
could impact NASCC and the NALFs and CC International.
Task 3.6 Zoning Analysis --- identify areas where the existing zoning is not consistent
with FAA and AICUZ guidelines.
PRODUCTS: Consultant to provide maps, documentation and analysis per Tasks 3.1 -3.6 and
draft report analysis and findings. City Staff will provide data already available as part of the
City property data base and GIS layers.
Element 4. Analysis of Future Development Potential in Study Area (Consultant)
Task 4.1 Identify undevelopable and developable vacant land in the study areas.
May 12, 2011
Scope of Work Page 4 of 7
Task 4.2 Evaluate impact of infrastructure expansion on developable vacant land in the
study area.
Task 4.3 Determine future growth potential within the study area
Task 4.4 Identify potential changes to the adopted Future Land Use and Transportation
Plan to create compatible land uses for undevelopable and developable vacant
lands.
Task 4.5 Identify unique nature areas (flood plains, wetlands, open spaces conservation
areas) that could create a permanent natural buffer between the military
installations and residential/business development.
PRODUCTS: The Consultant will provide maps and add to draft analysis for Tasks 4.1 -4.5. City
Staff will provide existing data an assistance where needed.
Element 5. Develop Land Use Compatibility Recommendations (Consultant)
Task 5.1
Task 5.2
Task 5.3
Identify potential conflicts.
Develop land use compatibility maps.
Propose changes to the adopted Comprehensive Plan.
PRODUCTS: The Consultant will provide maps and draft land use compatibility analysis and
assessment of AICUZs and proposed changes to the adopted Comprehensive Plan per Tasks 5.1-
5.3. City Staff will provide assistance where needed.
Element 6. Development of Land Use Compatibility Recommendations (Consultant)
Task 6.1 Identify existing codes, ordinances, and regulations that may reduce potential
future conflicts between civilian land use and military operations and
activities.
Task 6.2 Identify potential new measures, both regulatory and non- regulatory, to
encourage land use compatibility within the study area.
Task 6.3 Develop specific implementation strategies tailored for the city and county
governments. In addition, these strategies may include recommendations for
operational changes to missions to mitigate off installation impacts. These
strategies must be reviewed and approved by the TAG and PC before
incorporation into the final draft study report.
Task 6.4 Develop a process at the local level for the city and county to work with the
State of Texas, NAS Corpus Christi, the Department of Defense, and other
federal agencies to support compatibility between development of regional
renewable energy resources (if applicable) and NAS Corpus Christi military
missions. The Department of Defense Energy Siting Clearinghouse
requirements and standards shall advise and guide this process to facilitate the
early submission of renewable energy project proposals to the Clearinghouse
for military mission impact review.
Ma 12 2011
Sco•e of Work Pa•e 5 of 7
Task 6.5 Conduct public forums to solicit input on JLUS analysis, findings, and
recommendations
PRODUCTS: The consultant will draft recommendations and implementation strategies section.
(i.e., Model real estate disclosure /disclaimer form; sample laws, regulations, and sample
ordinances for state and local government consideration; conservation and buffer areas
protection schemes, partnerships, and development rights acquisition strategies) City Staff will
provide assistance where needed.
Element 7. Prepare Final JLUS Report (City Staff /Consultant)
Task 7.1 Submit "draft" report to the TAG for review, comment, and direction back to
the Consultant to adjust.
Task 7.2 "Final" recommended JLUS report to Policy Committee for comment and
direction back to Consultant/TAG.
Task 7.3 The Policy Committee "Accepts" the Final JLUS Report if satisfied that it
meets compatible use goals and objectives.
Task 7.4 A brochure or executive summary document is prepared to explain the
purpose of the JLUS - describe the study area, expected outcomes,
recommendations, etc.
Task 7.5 The Final recommended JLUS and brochure is posted to the website.
Task 7.6 The Corpus Christi Planning Commission conducts a public hearing and
recommends City Council approval of the JLUS.
Task 7.7 The City Council conducts a public hearing, makes changes if necessary, and
"adopts" the JLUS recommendations for implementation via local ordinances
as an element of the City's Comprehensive Plan.
PRODUCT: The Consultant will provide a final JLUS report, executive summary and brochure
of recommendations /strategies. The Consultant will also make a minimum of three public
presentations (one each for the Policy Committee, Planning Commission and City Council).
Staff will provide assistance as needed.
Consultant produces 20 hard copies for distribution prior to the Planning Commission public
hearing to the Commission, the Policy Committee and the Technical Advisory Group; the
Consultant produces 25 copies for distribution prior to City Council public hearing for the City
Council, the Policy Committee and Technical Group.
Staff distributes 3 copies of all documents and CDs to the DOD /OEA and attaches a copy under
the deliverable tab in the OEA e- grants website.
The Consultant will also provide five CDs for city staff of the hard copy JLUS distributions.
May 12, 2011
Scope of Work Page 6 of 7
II. Consultant Evaluation and Selection Criteria
Proposals will be distributed to the Technical Advisory Group and the Policy Committee and
then be evaluated based on the evaluation criteria described below_
Each of the identified criteria has an assigned weight (whole numbers between 1 and 100) that
will be used to establish the relative importance in the evaluation process.
The criterion for this RFP is noted here and defined in further detail in the rest of this section.
1. Qualifications and technical competence of the consulting
firm in the types of work required to complete the task. 25%
2. Experience and qualifications of specific personnel assigned
to the project on Joint Land Use Studies. 25%
3. Understanding the project. 15%
4. Familiarity with State of Texas Laws /Texas Firm. 10%
5. Familiarity with Federal Laws & Accounting Procedures. 10%
6. Cost. 15%
Qualifications of the Firm (25 %)
1. How well has the firm demonstrated experience in completing similar projects on time
and within budget?
2. If a subcontractor will perform work on the contract, how well do they measure up to the
evaluation used for the primary contractor?
3. Describe projects of a similar nature that the firm has completed.
4. Where the projects completed on time and within budget?
Qualifications of the Personnel (25 %)
1. Describe the related experience of individuals who will be assigned to the project?
2. Are resumes complete and do they demonstrate backgrounds that would be desirable for
individuals engaged in the work the project requires? Identify total team years of related
experience.
3. Identify the applicable education background for the personnel designated to work on the
project?
May 12, 2011
Scope of Work Page 7 of 7
4. Is the organization of the project team clear?
Understanding the Project (1S %)
1. How well has the firm demonstrated a thorough understanding of the purpose and scope
of the project?
2. How well has the firm identified pertinent issues and potential problems related to the
project?
3. How well has the firm demonstrated that it understands the deliverables the City expects
it to provide?
4. How well has the firm demonstrated that it understands the City's time schedule and can
the firm meet it?
Familiarity with State of Texas Laws /Texas Firm (10 %)
1. How knowledgeable are the Firm's personnel of the local area, State of Texas Laws and
how many individuals have worked in this area previously?
Familiarity with Federal Laws & Accounting Procedures (10 %)
1. How knowledgeable are the Firm's personnel of Federal Laws and accounting procedures
and how many individuals have worked in this area previously?
Deadline for Submission:
To Deliver or Mail. RFP Submissions to:
Armando Chapa, City Secretary
1201 Leopard Street
Corpus Christi, Texas 78401
For Inquiries Contact Project Manager: Robert Payne, AICP, Senior City Planner
Development Services Department
Office: 361 - 826 -3572
Cell: 361 -548 -5799
Email: bobp@cctexas.com
Page 1 of 3
RESOLUTION
RECOGNIZING THE ECONOMIC IMPORTANCE OF NAVAL AIR
STATION CORPUS CHRISTI ( "NAS CC ") TO THE LOCAL AND
REGIONAL ECONOMIES; RECOGNIZING THAT THE CITY HAS THE
RESPONSIBILITY TO PROTECT THE PUBLIC HEALTH, SAFETY, AND
WELFARE REGARDING COMPATIBLE LAND USES ABUTTING OR
SURROUNDING NAS CC, OTHER NAVAL AIR FACILITIES WITHIN
THE CITY, AND THE CITY'S INTERNATIONAL AIRPORT FACILITIES;
AND PLEDGING THE CITY'S SPONSORSHIP, SUPPORT, AND GOOD
FAITH COMMITMENT TO IMPLEMENT THE JOINT LAND USE STUDY
RECOMMENDATIONS.
WHEREAS, the City recognizes NAS CC's importance to the local and regional
economy, and the need to protect its operational capacity; and
WHEREAS, the City recognizes its responsibility to protect the public health, safety, and
welfare of the residents and businesses located in areas abutting or surrounding NAS
CC, other Naval Air facilities within the City, and the City's International Airport; and
WHEREAS, as these factors are basis for the City's participation in a Joint Land Use
Study ( "JLUS "), and follow -on implementation of appropriate measures to assure
compatible development;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. The City of Corpus Christi agrees in principle to concept of a JLUS, and
pledges its support and participation in the process.
SECTION 2. The City of Corpus Christi agrees to sponsor a JLUS for NAS CC.
SECTION 3. The City of Corpus Christi commits to provide in -kind support of the JLUS.
SECTION 4. The City of Corpus Christi makes a good faith commitment to implement
appropriate recommendations in the JLUS to ensure only compatible development will
occur in Accident Potential Zones and areas impacted by high noise.
ATTEST: THE CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
JLUS resolution 05162011.doox
Joe Adame
Mayor
—gg_
APPROVED: 16th day of May, 2011.
R. fri'rsing
Fir Assistant City Attorney
For City Attorney
JLUS resolution 05162011.docx
Corpus Christi, Texas
of ,2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
JLUS resolution 05162011.docx
—91—
Page 3 of 3
RESOLUTION
AUTHORIZING THE CITY MANAGER, OR DESIGNEE, TO ACCEPT A
GRANT FROM THE DEPARTMENT OF DEFENSE OFFICE OF
ECONOMIC ADJUSTMENT IN THE AMOUNT OF $237,500 FOR
PREPARATION OF A JOINT LAND USE STUDY, WITH A CITY IN -KIND
MATCH OF $27,362, AND A TOTAL PROJECT COSTS OF $264,862
NOW, THEREFORE, 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
Department of Defense Office of Economic Adjustment in the amount of $237,500 for
preparation of a Joint Land Use Study. The City in -kind match for this grant is $27,362,
for a total project costs of $264,862.
SECTION 2. The City Manager, or designee, may reject, alter the terms of, or terminate
the grant.
ATTEST:
THE CITY OF CORPUS CHRISTI
Armando Chapa Joe Adame
City Secretary Mayor
APPROVED: 16th day of May, 2011.
R. J Ring
Fir Assistant City Attorney
For City Attorney
JLUS grantacceptres 05162011.dacx
— 92—
Corpus Christi, Texas
of ,2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
JLUS grantacceptres 05162011.docx
—93—
2
Page 1 of 2
ORDINANCE
APPROPRIATING $237,500 FROM DEPARTMENT OF DEFENSE
OFFICE OF ECONOMIC ADJUSTMENT IN THE NO. 1072 COMMUNITY
DEVELOPMENT GRANT FUND FOR PREPARATION OF A JOINT
LAND USE STUDY; AND DECLARING AN EMERGENCY
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. That $237,500 from Department of Defense Office of Economic
Adjustment in the No. 1072 Community Development Grant Fund is appropriated for
preparation of a Joint Land Use Study.
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 on this the day of May, 2011.
ATTEST: CITY OF CORPUS CHRISTI
Armando Chapa
City Secretary
APPROVED: May 16, 2011
Z
R. lining
First Assistant City Attorney
For City Attorney
JLUS appropord 05162011.docx
Joe Adame
Mayor
—94—
Page 2 of 2
Corpus Christi, Texas
day of , 2011
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,
Joe Adame
Mayor
The above ordinance was passed by the following vote:
Joe Adame
Chris N. Adler
Brent Chesney
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
JLUS appropord 05162011.docx
-95-
11
AGENDA MEMORANDUM
May 31, 2011
AGENDA ITEM:
Resolution authorizing the City Manager to execute an Interlocal Cooperation Agreement with the Port of
Corpus Christi Authority relating to permitting of oversized /overweight loads on City Streets.
ISSUE:
Since 2010, City of Corpus Christi, Port of Corpus Christi Authority, and Texas Department of Transportation
(TxDOT) staff have been discussing means to better coordinate and facilitate the permitting and transport of
oversized and overweight loads coming into and out of the Port facility. Currently, separate permit processes
are required by the City and TxDOT. Execution of the Interlocal Cooperation Agreement will provide for a
coordinated, streamlined, and automated permitting process, reducing effort and cost associated with trucking
operations in and out of the Port facility, and enhance the Port's ability to improve operational efficiency.
STAFF RECOMMENDATION:
Staff recommends passage of the Resolution as presented.
REQUIRED COUNCIL ACTION:
Council is required to consider and vote on the Resolution.
\le
Juan Perales, Jr. P.E.
Asst. City Manager, Engineering and Development Services
Attachments:
Exhibit A Background Information
Exhibit B Resolution
Exhibit C Interlocal Agreement Relating to Permitting of Oversized /Overweight Loads
On City Streets
AGENDA MEMORANDUM
ADDITIONAL BACKGROUND INFORMATION
Since 2090, City of Corpus Christi, Port of Corpus Christi Authority, and Texas Department of Transportation
( TxDOT) staff have been discussing means to better coordinate and facilitate the permitting and transport of
oversized and overweight loads coming into and out of the Port facility. Currently, separate permit processes
are required by the City, the Port of Corpus Christi, and TxDOT. The permitting process for the City of Corpus
Christi is a manual process and may take several days to complete with several required reviews by different
departments such as Police and Traffic Engineering.
TxDOT has recently implemented a software program called "ProMiles ", which allows applicants to submit
their cargo information online. Working through TxDOT, all regulations required by TxDOT are verified,
and the applicant is issued a TxDOT permit which can then be tracked using the ProMiles software
application. The proposed interlocal agreement would allow the Port to issue the Oversized Load permit
currently issued by the City under certain predetermined conditions. If all of the conditions are met, the
permit will be issued and the applicant will not be required to obtain a separate City permit. The Port will
collect the fees and issue the revenues to the City on a monthly basis. Oversized loads not meeting the
predetermined criteria will be routed to the City for review through the standard Oversized Load Permit
process.
The ProMiles software is internet based as accessible on any computer and can run custom reports on
demand as needed by either the Port of Corpus Christi Authority or the City of Corpus Christi.
ProMiles applications are being used by auditors in the majority of the United States and in every
Canadian province. ProMiles is being used by the State Department of Public Safety to monitor Point of
Entry locations, and other regulatory compliance.
Execution of the Interlocal Cooperation Agreement will provide for a coordinated, streamlined, and automated
permitting process, reducing effort and cost associated with trucking operations in and out of the Port facility,
and enhance the Port's ability to improve operational efficiency.
Exhibit A
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--10 0 —
Page 1 of 2
RESOLUTION
AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL
COOPERATION AGREEMENT WITH THE PORT OF CORPUS CHRISTI
AUTHORITY RELATING TO PERMITTING OF OVERSIZED/
OVERWEIGHT LOADS ON CITY STREETS
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. The City Manager is authorized to execute an interlocal cooperation
agreement with the Port of Corpus Christi Authority relating to permitting of
oversized /overweight Toads on city streets.
SECTION 2. The City Manager is authorized to make editorial and non- substantive
modifications and execute amendments to the interlocal cooperation agreement without
the further approval of the City Council that do not require the appropriation of additional
funds or exceed the City Manager's authority to amend contracts, including, but not
limited to, time extensions, modifications to schedule, modifications in scope of work,
and any changes dictated by entities providing grant funding for the project.
ATTEST: THE CITY OF CORPUS CHRISTI
Armando Chapa Joe Adame
City Secretary Mayor
APPROVED: 11th day of May, 2011.
R. Jay Reining
First Assistant City Attorney
For City Attorney
—101—
EXHIBIT B
Page 2of2
Corpus Christi, Texas
of , 2011
The above resolution was passed by the following vote:
Joe Adame
Chris N. Adler
Larry G. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
EXHIBIT B
—102—
INTERLOCAL AGREEMENT
RELATING TO PERMITTING OF OVERSIZED /OVERWEIGHT LOADS
ON CITY STREETS
This Interlocal Agreement is entered into by and between the City of Corpus Christi,
Texas ( "City ") and the Port of Corpus Christi Authority of Nueces County, Texas
( "Port").
Recitals
NOW, THEREFORE in consideration of the mutual covenants in this Agreement, the
participating local governments (the "Parties "), authorized by appropriate actions of their
governing bodies, hereby agree as follows:
1. Purpose. The purpose of this Agreement is to authorize the Port to issue
oversized /overweight vehicle permits that will allow the transport of
oversized /overweight loads on City streets between the Port's facilities and state
highways.
2. Scope of Services. The services to be performed by the City and Port are outlined in
Exhibits A -- E, which are attached to and incorporated into this Agreement.
3. Other Agreements, Supplementary Agreements and Protocols. The Parties are
encouraged, all or some, to enter into additional agreements and protocols governing.
Operating departments of the Parties (for example, police) are authorized and
encouraged to enter into specific protocols with their counterparts to enhance
coordination in this effort.
4. Implementation. The City Manager and Executive Director are authorized and
directed to take all steps necessary or convenient to implement this Agreement, and
shall cooperate in developing a plan for the implementation of the activities provided for
in this Agreement.
5. Participation Notice. Each Party shall notify the other Parties of its participation in
this Agreement by furnishing an executed original of the attached Participation Notice.
6. 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.
7. Administrative Services. The City agrees to provide administrative services
necessary to coordinate this Agreement, including providing Parties with a current list of
contact information for each Party.
Page 1 of 6
—1 0 3—
8. TXDOT Participation. The Texas Department of Transportation may participate in
this Agreement, to the extent of any limitations of its authority, by furnishing an executed
original of the attached Participation Notice to the City and Port.
9. Expending Funds. Each Party which performs services under this Agreement will do
so with funds available from current revenues of the Party. No Party shall have any
liability for the failure to expend funds to provide aid under this Agreement.
10. Term of Agreement.
a. This Agreement shall become effective as to each Party when approved and
executed by that Party.
b. Once approved by all Parties, this Agreement shall be for a term of one year,
and shall be automatically renewed annually, unless any party terminates its
participation by giving written notice to the other parties at least sixty days before
the end of each annual term.
c. Termination of participation in this Agreement by any Party 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.
11. 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.
12. 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,
13. Interlace' Cooperation Act. The Parties agree that activities contemplated by this
Agreement are "governmental functions and services" and that the Parties are "local
governments" as that term is defined in the Interlocal Cooperation Act.
14. 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.
15. 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 shall 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.
Page 2 of 6
—104-
16. 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.
17. Exercise of Police Power. This Agreement and all activities under this Agreement
are undertaken solely as an exercise of the police power of the Parties, exercised for
the health, safety, and welfare of the public generally, and not for the benefit of any
particular person or persons and the Parties shall not have nor be deemed to have any
duty to any particular person or persons.
18. 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.
19. Civil Liability to Third Parties. Each Responding Party will be 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.
20. No Liability of Parties to One Another. One Party may not be responsible and is not
civilly liable to another 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, except those caused in whole or in part by the negligence of an officer,
employee, or agent of another Party.
21. Notices. Notices under this agreement may be delivered by mail as follows:
City:
Port:
City of Corpus Christi
Attn: City Manager
P.O. Box 9277
Corpus Christi, Texas 78469 -9277
Port of Corpus Christi Authority
Attn: Executive Director
222 Power Street
Corpus Christi, Texas 78401
22. Amendments to Agreement.
a. This Agreement may not be amended except by written agreement approved
by the governing bodies of the Parties.
Page 3 of 6
—105—
b. No officer or employee of any of the Parties may waive or otherwise modify
the limitations in this Agreement, without the express action of the governing
body of the Party.
23. Captions. Captions to provisions of this Agreement are for convenience and shall
not be considered in the interpretation of the provisions.
24. 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
accordance with the Texas Rules of Civil Procedure.
Page 4 of 6
—106—
PARTICIPATION NOTICE
I hereby notify the Parties that Commissioners of the Port of Corpus Christi Authority of
Nueces County has approved participation in the Interlocal Agreement to authorize the
Port to issue oversized /overweight vehicle permits that will allow the transport of
oversized /overweight loads on City streets between the Port's facilities and state
highways, by lawful action of its governing body, a true copy of which is attached and
incorporated in this Agreement.
John LaRue
Executive Director
Port of Corpus Christi Authority
Page 5 of 6
—107—
Date
PARTICIPATION NOTICE
I hereby notify the Parties that the City Council of the City of Corpus Christi has
approved participation in the Interlocal Agreement to authorize the Port to issue
oversized /overweight vehicle permits that will allow the transport of
oversized /overweight Toads on City streets between the Port's facilities and state
highways, by lawful action of its governing body, a true copy of which is attached and
incorporated in this Agreement.
Ronald L. Olson
City Manager
City of Corpus Christi
Page 6of6
—108—
Date
EXHIBIT A
INTERLOCAL AGREEMENT
RELATING TO PERMITTING OF
- OVERSIZED /OVERWEIGHT LOADS AND VEHICLES
ON CITY STREETS
I. Responsibilities and authority of the City of Corpus Christi.
A. Identify standard routes between Port facilities and state highways, including
access and frontage roads, for oversized /overweight loads and vehicles and
establish specific width, height, length, gross weight, and axle weight restrictions
applicable to specific street segments. (Standard routes are shown on Exhibit B
and specific width, height, length, gross weight, and axle weight restrictions
applicable to the specific street segments are listed on Exhibit C.)
B. Identify when a police escort is required. (Exhibit D)
C. Establish the fees that must be paid for obtaining an oversized /overweight
Toad and vehicle permit from the City. (Exhibit E)
D. Provide standard form indemnity agreement for applicants. (Exhibit F)
E. Provide standard insurance requirements. (Exhibit G)
II. Responsibilities and authority of the Port of Corpus Christi Authority.
A. Process applications for oversized /overweight loads and vehicles on
designated portions of city streets.
1. Determine size /dimensions of oversized /overweight load or vehicle.
2. Determine proposed route and whether vehicle will use a standard
oversized /overweight Toad /vehicle route or a special route.
3. Determine if there are any overhead wires or obstructions on sides of
roadway that could be impacted by movement of oversized /overweight
Toad or vehicle.
4. Confirm that applicant has made arrangements for any required police
escort.
5. Obtain a copy of a properly executed indemnity agreement from
applicant.
Page 1 of 2
6. Obtain and verify that applicant has the required insurance that names
the City as an additional named insured and that the insurance forms
meets other city requirements.
7. If all requirements and limitations for a standard oversized /overweight
vehicle on a designated standard route are met, issue an oversized)
overweight vehicle permit to the applicant on behalf of the City, as the
City's agent.
8. If the application is for an oversized /overweight Toad and vehicle permit
for a vehicle that does not satisfy all requirements and limitations for a
standard oversized /overweight Toad and vehicle permit or is not for a
designated standard route, refer oversized /overweight Toad and vehicle
permit application to the City's Development Services Department for
further processing.
B. Notify the following City staff elements that a oversized /overweight Toad and
vehicle permit has been issued and provide the following specific information at
least 24 hours before the scheduled movement of the oversized /overweight Toad
or vehicle:
Traffic Engineer
Traffic Section, Police Department
Permit Section, Development Services Department
C. Collect required application fees, and remit fees to the City on a monthly
basis.
Page 2 of 2
EXHIBIT B
STANDARD ROUTES BETWEEN PORT FACILITIES AND STATE HIGHWAYS,
INCLUDING ACCESS AND FRONTAGE ROADS, FOR OVERSIZED /OVERWEIGHT
LOADS AND VEHICLES
1. Carbon Plant Road between 1 -37 frontage road and city limits.
2. Port Avenue between 1 -37 frontage road and N. Broadway Street.
3. Hirsch Street between N. Broadway Street and Chaparral Street.
4. Mesquite Street between Hirsch Street and 1 -37.
5. Chaparral Street between Hirsch Street and 1 -37.
6. N. Tancahua Street between Port Avenue and Padre Street (1 -37 frontage road).
7. W. Broadway Street between Port Avenue and Padre Street (1 -37 frontage road).
8. Sam Rankin Street between Port Avenue and Martin Luther King Drive (1 -37 frontage
road).
9. Burlington Street between Causeway Boulevard (Joe Fulton Corridor) and U.S. 181
frontage roads and entrance ramps.
Page 1 of 4
—111—
PORT OF CORPUS CHRISTIAUTHORITY
o I CORPUS CHRISTI, TEXAS
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Page 2 of 4
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PORT OF CORPUS CHRISTI AUTHORITY
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Page 4 of 4
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Prepaired By: SRR
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EXHIBIT C
SPECIFIC WIDTH, HEIGHT, LENGTH, GROSS WEIGHT, AND AXLE WEIGHT
RESTRICTIONS APPLICABLE TO STREET SEGMENTS LISTED ON EXHIBIT B
An oversized or overweight vehicle or load operating on a street segment listed on
Exhibit B may not exceed the following dimensions:
Maximum Width - 12'
Maximum Height - 14'
Maximum Length - 110'
Maximum Gross Weight - 120,000 lbs.
Maximum Axle Weight:
Single Axle weight cannot exceed 650 PSI X Tire Size X No. of Tires.
(Example: 650 X 10:00 X 2 = 13,000 lbs.) Any single axle, regardless of
the tire size, may not exceed 25,000 lbs.
Two Axle group may not exceed 46,000 lbs. or 23,000 lbs. per axle.
Three Axle group may not exceed 60,000 lbs. or 20,000 lbs. per axle.
Page 1 of 1
-1 15 -
EXHIBIT D
POLICE ESCORT REQUIREMENTS FOR OVERSIZED /OVERWEIGHT LOADS AND
VEHICLES OPERATING ON CITY STREETS BETWEEN PORT FACILITIES AND
STATE HIGHWAYS, INCLUDING ACCESS AND. FRONTAGE ROADS
1. A minimum of two motorcycle escort police officers are required while operating on
city streets.
2. Oversized /overweight vehicles and vehicles transporting oversized /overweight Toads
may not exceed 15 miles per hour while operating on city streets.
Page 1 of 1
-116-
EXHIBIT E
PERMIT FEES FOR OVERSIZED /OVERWEIGHT
LOADS AND VEHICLES USING CITY STREETS
Administrative processing fee for
oversized /overweight Toads and vehicles
using City Streets
$88.00
Page 1 of 1
—1 1 7—
EXHIBIT F
INDEMNITY AGREEMENT
RELATING TO ISSUANCE OF A CITY OF CORPUS CHRISTI
OVERSIZED/OVERWEIGHT VEHICLE PERMIT
In consideration for the City of Corpus Christi issuing a oversized /overweight
permit to allow the operation of our oversized or overweight vehicle on the
City's streets, we, [Insert Name of Applicant]
("lndemnitor' j covenant to fully indemnify, save and hold harmless the City,
its officers, agents, representatives, and employees (collectively
"Indemnitees ") from and against any and all liability, loss, damages, claims,
demands, suits, and causes of action of any nature whatsoever asserted
against or recovered from City on account of injury or damage to person
including, without limitation on the foregoing, premises defects, workers'
compensation and death claims, or property loss or damage of any other kind
whatsoever, to the extent any injury, damage, or loss may be incident to, arise
out of, be caused by, or be in any way connected with, either proximately or
remotely, wholly or in part: (1) the movement of our vehicle upon. the City's
streets under the oversized /overweight permit; (2) our use of the City streets
and any and all activities associated with our use of the City streets under the
oversized /overweight vehicle permit; (3) our violation of the oversized/
overweight permit or a violation by our officers, employees, agents, or
representatives or by Indemnitees, or any of them, of any law, rule, regulation,
ordinance, or government order of any kind pertaining, directly or indirectly,
to the oversized/overweight permit; (4) the exercise of rights under the
oversized /overweight permit; or (5) an act or omission on our part or on the
part of our officers, employees, agents, or representatives or of lndemnftees,
or any of them, pertaining to this oversized /overweight permit, regardless of
whether the injury, damage, loss, violation, exercise of rights, act, or omission
is caused or is claimed to be caused by the contributing or concurrent
negligence of Indemnitees, or any of them, but not if caused by the sole
negligence of Indemnitees, or any of them, unmixed with the fault of any other
person or entity, and including all expenses of litigation, court costs, and
attorneys' fees, which arise, or are claimed to arise, out of or in connection
with the asserted or recovered incident. We .covenant and agree that, if City is
made a party to any litigation against us or in any litigation commenced by
any party, other than us relating to this oversized /overweight permit, we shall, .
upon receipt of reasonable notice regarding the commencement of or threat of
litigation or presentation of a claim, at our expense, investigate all claims and
demands, attend to their settlement or other disposition, defend City in all
actions based thereon with legal counsel satisfactory to the City Attorney, and
pay all charges of attorneys and all other costs and expenses of any kind
whatsoever arising from any the liability, injury, damage, loss, demand, claim,
or action.
In the event of any damage to the City streets or any improvements or utilities within the street
rights -of -way, whether the improvements or utilities are owned by the City or a third party, we shall
Page 1 of 2
EXHIBIT F — POCCA Oversized Loads -- Indemnity Agreeme itV4C 2911
EXHIBIT F
(I) give immediate written notice of the damage or destruction to City, which notice shall include a
description of the damage and, as far as known to us, the cause of the damage, and (ii) take such
action as may be required under applicable municipal ordinances and other laws, rules and
regulations with respect to any damage or destruction. We are also obligated to promptly remove all
debris resulting from such damage or destruction, and we will take any actions necessary to place
the City streets in a neat, safe condition. If we fail to immediately remove all of the debris or take
actions as is necessary to place the City streets in a safe condition, the City has the right (but not the
obligation) to do so, whereupon we will pay the City, upon demand, the cost and expense incurred
by the City accomplishing necessary action. Any failure by us to make such payment to the City
may be treated by the City as a violation of the permit, and the City may suspend any other
oversized /overweight vehicle permits to us and refuse to issue any additional oversized /overweight
vehicle permits to us until the payments required by this agreement are paid.
[Insert Name of Applicant]
Name:
Title:
THE STATE OF TEXAS
COUNTY OF NUECES
This instrument was acknowledged before me on , 2011, by [NAME]
, [TITLE] , [NAME OF ENTITY]
, a Texas [TYPE OF ENTITY] , on behalf of the
[TYPE OF ENTITY]
Notary Public
State of Texas
Page 2 of 2
EXHIBIT F — POCCA Oversized Loads -- Indemnity Agreementt4 2811
EXHIBIT G
OVERSIZED/OVERWEIGHT VEHICLE /LOAD PERMIT
INSURANCE REQUIREMENTS
I. PERMITTEE'S LIABILITY INSURANCE
A. Permittee may not commence work under an oversized /overweight
vehicle /load permit until all insurance required by this exhibit has been
obtained and the insurance has been approved by the City or its permit
agent, the Port of Corpus Christi Authority. Permittee may not allow any
subcontractor to commence work until the subcontractor has obtained
similar insurance.
B. Permittee shall furnish to the City's Risk Manager two (2) copies of
Certificates of Insurance showing the following minimum coverage by
insurance company(s) acceptable to the City's Risk Manager. The City
must be named as an additional insured for the General Liability policy,
and the Permittee shall furnish to the City's Risk Manager a copy of the
endorsement naming the City as an additional insured. A blanket waiver
of subrogation is required on all applicable policies.
TYPE OF INSURANCE
MINIMUM INSURANCE COVERAGE
30 day written notice of cancellation is required
on all certificates or by policy endorsement
Bodily Injury and Property Damage
Per occurrence aggregate
COMMERCIAL GENERAL LIABILITY including:
1. Commercial Broad Form
2. Premises — Operations
3. Underground Hazard
4. Products/ Completed Operations Hazard
5. Contractual Liability
6. Independent Contractor
$1,000,000 COMBINED SINGLE LIMIT
AUTOMOBILE LIABILITY
1. Owned vehicles
2. Hired and Non -owned Vehicles
$1,000,000 COMBINED SINGLE LIMIT
G -1
EXHIBIT G -- POCCA Oversized Loads — Insurance 050520141 2 0-
WORKERS' COMPENSATION
EMPLOYERS' LIABILITY
WHICH COMPLIES WITH THE TEXAS WORKERS'
COMPENSATION ACT AND SECTION II OF THIS
EXHIBIT
$500,000
C. In the event of accidents of any kind, Permittee shall furnish the Risk
Manager with copies of all reports of such accidents within 10 days of any
accident.
II. ADDITIONAL REQUIREMENTS
A. Permittee shall obtain workers' compensation coverage through a licensed
insurance company under Texas law. The contract for coverage must be
written on a policy and endorsements approved by the Texas Department
of Insurance. The coverage provided must be in amounts sufficient to
assure that all workers' compensation obligations incurred will be promptly
met.
B. Permittee's financial integrity is of interest to the City; therefore, subject to
Permittee's right to maintain reasonable deductibles in such amounts as
are approved by the City, Permittee shall obtain and maintain in full force
and effect for the duration of this Contract, and any extension hereof, at
Permittee's sole expense, insurance coverage written on an occurrence
basis, by companies authorized and admitted to do business in the State
of Texas and with an A.M. Best's rating of no less than A- VII.
C. The City is entitled, upon request and without expense, to receive copies
of the policies, declarations page, and all endorsements to the policies as
they apply to the limits required by the City, and may require the deletion,
revision, or modification of particular policy terms, conditions, limitations,
or exclusions (except where policy provisions are established by law or
regulation binding upon the parties insured by the policies or the
underwriter of any policies). Permittee shall comply with any such
requests and shall submit a copy of the replacement certificate of
insurance to City at the address provided below within 10 days of the
requested change. Permittee shall pay any costs incurred resulting from
any changes. All notices under this exhibit must be given to City at the
following address:
City of Corpus Christi
Attn: Risk Management
P.O. Box 9277
Corpus Christi, TX 78469 -9277
(361) 826 -4555 -- Fax #
G -2
EXHIBIT G — POCCA Oversized Loads -- Insurance 0505201-1121_
D. Permittee agrees that with respect to the above required insurance, all
insurance policies are to contain or be endorsed to contain the following
required provisions:
• Name the City and its officers, officials, employees, volunteers, and
elected representatives as additional insured by endorsement, as
respects operations and activities of, or on behalf of, the named
insured performed under contract with the City, with the exception
of the workers' compensation and professional liability policies;
• Provide for an endorsement that the "other insurance" clause does
not apply to the City of Corpus Christi where the City is an
additional insured shown on the policy;
• Workers' compensation and employers' liability policies must
provide a waiver of subrogation in favor of the City; and
• Provide thirty (30) calendar days advance written notice directly to
City of any suspension, cancellation, non - renewal, or material
change in coverage, and not Tess than ten (10) calendar days
advance written notice for nonpayment of premium.
E. Within five (5) calendar days of a suspension, cancellation, or non - renewal
of coverage, Permittee shall provide a replacement Certificate of
Insurance and applicable endorsements to City. City has the option to
suspend Permittee's performance should there be a lapse in coverage at
any time during this contract. Failure to provide and to maintain the
required insurance constitutes a material breach of an
oversized /overweight vehicle /load permit.
F. In addition to any other remedies the City may have upon Permittee's
failure to provide and maintain any insurance or policy endorsements to
the extent and within the time required in this exhibit, the City has the right
to order Permittee to stop work under the permit, until Permittee
demonstrates compliance with the requirements of this exhibit.
G. Nothing in this exhibit may be construed as limiting in any way the extent
to which Permittee may be held responsible for payments of damages to
persons or property resulting from Permittee's or its subcontractors
performance of the work covered under an oversized /overweight
vehicle /load permit.
H. It is agreed that Permittee's insurance is deemed primary and non-
contributory with respect to any insurance or self insurance carried by the
City of Corpus Christi for liability arising out of operations under an
oversized /overweight vehicle /load permit.
G -3
EXHIBIT G -- POCCA Oversized Loads -- Insurance 05052014 -1 2 2—
I. It is understood and agreed that the insurance required is in addition to
and separate from any other obligation contained in an
oversized /overweight vehicle /load permit.
G -4
EXHIBIT G — POCCA Oversized Loads — Insurance 0505201_11 23_
12
AGENDA MEMORANDUM
DATE: May 31, 2011
SUBJECT: Wastewater Plants Permit Renewals - Pretreatment Program (Project No. E11056)
AGENDA ITEM: Motion authorizing the City Manager, or designee, to execute a professional
engineering services contract with Alan Plummer Associates, Inc. of Austin, Texas in an amount not
to exceed $74,200.00 for the Wastewater Plants Pretreatment Program Services including:
• Assessment of Existing Technically Based Local Limits
• Program Modification to Comply with Streamlining Provisions
CONSULTANT SELECTION/PROJECTS: The City selected Alan Plummer Associates of Austin,
Texas to provide technical support services associated with Wastewater permit administration and
regulatory compliance issues. The firm has been involved with the City's Wastewater permit
renewal process in various capacities for the past ten years. They have also been engaged by the
City for peer review services or as a sub - consultant by firms designing wastewater plant
expansions.
The Pretreatment Program is reviewed as part of the general permit renewal process. The Texas
Commission on Environmental Quality (TCEQ) modified the Technically Based Local Limits (TELL)
component of the pretreatment regulations in compliance with federal regulations as prerequisite of
permit renewal. This is an unfunded mandate that must be met prior to permit renewal. Alan
Plummer is the firm with the greatest knowledge of the local wastewater permits, the permitting
process and best equipped to undertake the required work.
FUNDING: Funding is available for the FY2010 -2011 Wastewater Department Operating Budget.
RECOMMENDATION: Approval of the motion as presented.
Foster Crowell
Director of Wastewater Services
361 - 826 -1801
fosterc @cctexas.com
ADDITIONAL SUPPORT MATERIAL
Exhibit A. Background Information
Exhibit B. Prior Project Actions
Exhibit C. Contract Summary
Exhibit D. Location Map
Pete Anaya, P.E.
Director of Engineering Services
361 - 826 -3781
petean @cctexas.com
_127_
H:I HOME \Ve1maPSGENIWASTEWATERYE11056 WASTEWATER PRETREATMENT & TELL ECantraclMemo.doc
BACKGROUND INFORMATION
SUBJECT: Wastewater Plants Permit Renewals - Pretreatment Program (Project No. E11056)
CONTRACT: The contract provides for four tasks associated with the TCEQ mandated
Wastewater Pretreatment Program and Technically Based Local Limits (TBLL). The first two
tasks are authorized by the contract. The tasks are:
• Activity I Assess Existing Technically Based Local Limits;
• Activity 11 Modify Program to Comply with Streamlining Provisions;
A contract summary is attached. See Exhibit C.
OTHER CONSIDERATIONS:
Two additional tasks could be undertaken only if required and authorized in writing by
amendment. The amendment scope will be determined and fee negotiated based on the results
of the first two activities. The additional two tasks are:
• Activity 111 Redevelop Technically Based Local Limits; and
• Activity IV Permit and Regulatory Assistance -- 2011 through 2013.
ACTIVITY DESCRIPTIONS /TASKS AND FEES:
Activity I. Assess Existing Technically Based Local Limits
The following tasks are proposed for Activity!:
Task 1 -1: Assess Existing Technically Based Local Limits Program; and
Task 1 -2: Prepare for and Participate in a Council Briefing.
Fee: $29,500.00
Activity II. Modify Program to Comply with Streamlining Provisions and Provide
Technical Support for Other Program Modifications
In this activity, the City's Program will be modified to comply with Streamlining Provisions as
mandated by 40 CFR Part 403 regulations. Some modifications required by the Streamlining
Provisions are more stringent than the existing provisions in the City's Program, therefore, are
required modifications. In addition, the City will evaluate and may adopt some of the optional
elements available in the Streamlining Provisions. Fee: $44,700.00
Activity III. Redevelop Technically Based Local Limits (if required)
This activity will be conducted only if Activity! indicates the need to redevelop TBLLs and is
authorized to do so by the City. In this activity the Consultant will assist the City to redevelop
the TBLLs. The tasks in this activity are as follows:
Task 111 -1 Develop Work Plan;
Task 111 -2 Plan and Coordinate Sampling, and Compile Data;
Task 111 -3 Develop Technically Based Local Limits;
Task 111 -4 Prepare Technically Based Local Limits Calculation Report;
Task 111 -5 Propose Revisions to Ordinance and Other Pretreatment Documents;
C:1D000ME -1 tRebecceHILOCALS- 1STempIGUUViewer SAEContractBkgEwtiA.doc
—128—
Exhibit A
Page 1 of 2
Task III -6 Assist with Finalizing Pretreatment Program Modifications; and
Task III -7 Provide Communication.
Fee: To Be Negotiated. (If required, it is anticipated that this fee may be as high as
$210,000.00.)
Activity IV. Permit and Regulatory Assistance for Calendar Years 2011 -2013 (if required)
There are occasional regulatory issues related to the City's wastewater collection or treatment
systems wherein the City may desire consulting support. Following is a scope of services
designed to support the City in finalizing these permits and managing other currently unspecified
regulatory issues. Consultant will provide scientific and regulatory permitting support as
requested by the City. Fee: To Be Negotiated. (If required, the anticipated fee will be
approximately $40,000.00.)
FUNDING: Funding is available for the FY2010 -2011 Wastewater Department Operating
Budget for Activities I and 11. Funding for Activities 111 and IV, if authorized, will also be funded
through the Wastewater Department Operating Budget.
FUTURE COUNCIL ACTIONS: Council could be requested to approve amendments to
authorize additional Activities if required.
CA DOCUME- 11RebeccaHSLCCALS- 11TempSGWViewer4AEContractBkgahA doc
-129-
Exhibit A
Page 2 of 2
EXHIBIT "B" I
Page 1 of 1
PRIOR PROJECT ACTIONS
SUBJECT: Wastewater Plants Permit Renewals - Pretreatment Program (Project No. E11056)
The most recent actions relating to Wastewater Permit Renewals are:
PRIOR COUNCIL ACTIONS:
1. October 26, 2004 — Motion authorizing the City Manager, or his designee, to execute a
profession engineering services contract in the amount of $310,000.00 with Alan
Plummer Associates of Austin, Texas for conceptual design of the Greenwood
Wastewater Treatment 4 MGD Expansion (Motion No. 2004 -394).
2. July 25, 2006 - Motion authorizing the City Manager, or his designee, to execute
Amendment No. 1 to the profession engineering services contract in the amount of
$2,055,941.87 for a restated not to exceed total fee of $2,365,941.87 with Alan Plummer
Associates of Austin, Texas for design, construction and permitting services for the
Greenwood Wastewater Treatment 4 MGD Expansion (Motion No. 2006 -244).
PRIOR ADMINISTRATIVE ACTIONS:
1. June 9, 2004 - Distribution of Request for Proposals (RFP) No. 2004 -01 Greenwood
Wastewater Treatment Plant 4 MGD Expansion (8 MGD to 12 MGD) to 121 engineering
firms (40 local and 81 non - local).
2. August 25, 2004 - Administrative approval of a professional engineering contract in the
amount of $24,000.00 with Alan Plummer Associates of Austin, Texas for Wastewater
Facilities Permitting and Proposed Nueces River Tidal Aquatic Life Use Standards —
2004.
3. October 10, 2006 — Administrative approval of Amendment No. 2 to the professional
engineering contract in the amount of $25,000.00 for a restated not to exceed fee of
2,390,941.87 with Alan Plummer Associates of Austin, Texas for Oso Treatment Plant
Toxic Reduction Evaluation.
4. April 13, 2007 - Administrative approval of a professional engineering contract in the
amount of $25,000.00 with Alan Plummer Associates of Austin, Texas for Wastewater
Facilities Scientific and Regulatory Assistance — 2007.
5. November 5, 2010 - Administrative approval of a professional engineering contract in the
amount of $45,000.00 with Alan Plummer Associates of Austin, Texas for Wastewater
Facilities Permit and Regulatory Assistance — 2009 -2011.
H :IHOME1VeImaPSGENSWASTEWATER1E1 W56 WASTEWATER PRETREATMENT & TBLL'A oontractPriorActiansExhB.doc
CONTRACT SUMMARY
SUBJECT: Wastewater Plants Permit Renewals - Pretreatment Program (Project No. E11056)
The Consultant will assist the City with modifications of the City's industrial pretreatment
program (Program) that are required in the renewed Texas Pollutant Discharge Elimination
System (TPDES) permit for the Oso Wastewater Treatment Facility (WWTF); TPDES Permit
Number WQ0010401 -004. in addition, this amendment extends the Agreement to enable
continued support for various regulatory and permitting issues for any of the City's six WWTFs.
The renewed TPDES permit for the Oso WWTF is expected to be issued before July 31, 2011,
which is the current expiration date for the Agreement. At the time of issuance, stringent
regulatory schedules associated with the Program assessments and modifications are specified
with which the City must comply. The Oso WWTF TPDES permit requires the City to conduct
the following relative to the Program:
• The City must submit either a written certification that a technical reassessment has been
performed and that the evaluation demonstrates that the existing technically based local
limits (TBLLs) achieve the objectives of the pretreatment program, or a written notification
that a technical redevelopment of the current TBLLs will be conducted. The required
documentation is due to the Texas Commission on Environmental Quality (TCEQ) no
later than 60 days after issuance of the Oso WWTF TPDES permit.
• The City must modify the Program to comply with the amendments to Title 40 Code of
Federal Regulations Part 403 (40 CFR Part 403) regulations (Streamlining Provisions)
that were adopted October 14, 2005. Proposed modifications associated with the
Streamlining Provisions are required to be submitted to the Texas Commission on
Environmental Quality (TCEQ) within 12 months of the issuance of the renewed Oso
WWTF TPDES permit.
• if it is determined that TBLLs must be technically redeveloped, the City must immediately
undertake the process of redevelopment. Modifications to the pretreatment program
associated with the redeveloped TBLLs, if appropriate, are required to be submitted to
TCEQ within 12 months of the issue date of the renewed Oso WWTF TPDES permit.
In addition, the City has indicated a desire to consider other modifications to the Program. This
may include, but is not limited to, assisting with development of program changes to manage
"centralized waste treatment" operations. The objective of such modifications would be to
ensure that provisions of the Program are clear and that they apply appropriately to the City's
industries.
The following proposed Scope of Services is divided into four activities. The first activity
addresses the required reassessment of the existing Program to either certify that the current
TBLLs are adequate or to notify the TCEQ that TBLLs will be redeveloped. As previously
indicated, this activity has a very short regulatory schedule associated with it (60 days).
-131-
EXHIBIT "C"
Page 1 of 4
The second activity will include modifications to the Program required by the TPDES permit to
address Streamlining Provisions. In addition, other changes to the Program that may be
identified by the City will be addressed in the second activity. The regulatory schedule for the
second activity is 12 months from the date of the issuance of the Oso WWTF TPDES permit.
The third activity addressed in this amendment includes the redevelopment of TBLLs, should it
be required based on the results of work performed in the first activity. The findings of the
Program reassessment performed in the first activity will dictate the scope requirements for the
redevelopment of TBLLs.
In addition, some tasks associated with redevelopment of TBLLs may be performed by City
staff. Therefore, while a discussion of the scope of services for the third activity is found within
this amendment, a more complete scope for redevelopment of TBLLs that defines the roles of
both City and Consultant will be established at the conclusion of Activity II.
The fourth activity includes an extension of the current general regulatory support provided to
the City by the Consultant under terms of the Agreement. The scope for the fourth activity is
similar to the regulatory support scope in the current Agreement.
For each of the first two activities, a specific fee has been determined. The fees for these
activities are detailed under PROJECT FEES AND BUDGETS. For Activity III, a fee cannot be
precisely determined until Activity 1 is complete. However, an expected budget range is
provided in PROJECT FEES AND BUDGETS. For Activity IV, a specific fee cannot be
established because the amount of regulatory support necessary over the next two years is
determined by the ongoing needs of the City. A proposed budget for Activity IV is provided in
PROJECT FEES AND BUDGETS.
For purposes of this amendment of the Agreement, the fees proposed for Activities 1 and II are
approved as part of the current amendment. However, the budgets for Activities 111 and IV will
be finalized at a later date. The Consultant will not perform tasks associated with Activities III
and IV without specific authorization of the City.
SCOPE OF SERVICES: The Scope of Services for this project may consist of four activities;
specific tasks are associated with each. The Consultant will perform the activities described
herein, unless another entity is designated as the performing party.
Activity I Assess Existing Technically Based Local Limits
Activity 11 Modify Program to Comply with Streamlining Provisions
Activity III Redevelop Technically Based Local Limits (if required)
Activity IV Permit and Regulatory Assistance - 2011 through 2013
Activity 1. Assess Existing Technically Based Local Limits
The following tasks are proposed for Activity I:
Task 1 -1: Assess Existing Technically Based Local Limits Program
Task 1 -2: Prepare for and Participate in a Council Briefing
Each task is described following.
-1 3 2-
EXHIBIT "C"
Page 2 of 4
Activity II. Modify Program to Comply with Streamlining Provisions and Provide
Technical Support for Other Program Modifications
In this activity, the City's Program will be modified to comply with Streamlining Provisions as
mandated by 40 CFR Part 403 regulations. Some modifications required by the Streamlining
Provisions are more stringent than the existing provisions in the City's Program, therefore, are
required modifications. In addition, the City may wish to adopt some of the optional elements
available in the Streamlining Provisions. The tasks associated with this activity are as follows:
Task 11 -1 Review Existing Program and Industrial User Information
Task 11-2 Identify and Assess Optional Elements of the Streamlining Provisions
Task 11 -3 Provide Technical and Regulatory Support for Additional Program
Modifications
Task 11 -4 Incorporate Required Provisions and Provisions Associated with Optional
Elements
Task 11 -5 Prepare Final Proposed Program Modifications
Task 11 -6 Prepare for and Participate in Council Presentation
These tasks are described below.
Activity III. Redevelop Technically Based Local Limits (Not Authorized)
This activity will be conducted only if Activity I indicates the need to redevelop TBLLs and is
authorized to do so by the City. In this activity the Consultant will assist the City to redevelop
the TBLLs. The tasks in this activity are as follows:
Task 111 -1 Develop Work Plan
Task III -2 Plan and Coordinate Sampling, and Compile Data
Task 111 -3 Develop Technically Based Local Limits
Task 111 -4 Prepare Technically Based Local Limits Calculation Report
Task 111 -5 Propose Revisions to Ordinance and Other Pretreatment Documents
Task 111 -6 Assist with Finalizing Pretreatment Program Modifications
Task 111 -7 Provide Communication
Activity IV. Permit and Regulatory Assistance for Calendar Years 2011 -2013 INot
Authorized)
There are occasional regulatory issues related to the City's wastewater collection or treatment
systems wherein the City may desire consulting support. Following is a scope of services
designed to support the City in finalizing these permits and managing other currently unspecified
regulatory issues. Consultant will provide scientific and regulatory permitting support as
requested by the City. The types of services that may be provided include, but are not limited
to, the following:
• Assist with preparation of letters and other written materials to address specific regulatory
requirements and issues associated with the City's wastewater utility. This may include
responses to enforcement actions of the TCEQ or EPA.
• Assist with Council briefings regarding regulatory issues, including state or federal
enforcement actions.
• Assist with meetings or discussions with TCEQ and/or EPA staff regarding regulatory or
permitting issues.
—1 3 3—
EXHIBIT "C"
Page 3 of 4
• Continued support, as may be necessary, related to the TPDES permits for the City's
WWTFs. This may include assistance with any permit language clarifications or
interpretations or modifications or amendments to existing permits.
• Technical support in review of analytical test data or whole effluent toxicity test data
related to the City's WWTFs.
PROJECT FEES AND BUDGETS: Following are provided proposed fees for Activities I and II,
as described above.
Task
Activity/Task Name
Proposed Fee
1 -1
Assess Existing Technically Based Local Limits Program
$23,200
1 -2
Prepare for and Participate in Council Briefing
$5,600
Total Labor
$28,800
Expenses
$700
TOTAL
$29,500
Task
Activity /Task Name
Proposed Fee
11 -1
Review Existing Program and Industrial User Information
$3,300
11 -2
Identify and Assess Optional Elements of the Streamlining Provisions to
be Included in Pretreatment Program
$6,800
11-3
Provide Technical and Regulatory Support for Additional Program
Modifications
$5,400
11-4
Incorporate Required Provisions and Provisions Associated with
Appropriate Optional Elements
$8,400
11 -5
Prepare Final Proposed Program Modifications
$5,900
11 -6
Assist with Finalizing Program Modifications
$6,100
11 -7
Prepare for and Participate in Council Presentations
$7,600
Total Labor
$43,600
Expenses
$1,100
TOTAL FOR ACTIVITY II
$44,700
Task
Activity /Task Name
Proposed Fee
Redevelop Technically Based Local Limits
Not Authorized
111 -1
Develop Work Plan
TBN
111 -2
Plan and Coordinate Sampling, and Compile Data Documents
TBN
111 -3
Develop Technically Based Local Limits
TBN
111-4
Prepare Technically Based Local Limits Calculation Report
TBN
111 -5
Propose Revisions to Ordinance and Other Pretreatment
TBN
111 -6
Assist with Finalizing Pretreatment Program Modifications
TBN
111 -7
Provide Communication
TBN
Task
Activity/Task Name
Proposed Fee
IV
Permit and Regulatory Assistance — 2011 through 2013 (Not Authorized)
TBN
TOTAL AUTHORIZED FEE
$74,200
The total fee for the amended Agreement is $74,200, for Activities I and II only. Billing for
these activities will be on a time and material basis, in accordance with provisions of the original
Agreement and in accordance with the Schedule of Fees in Exhibit B to this Amendment.
—134—
EXHIBIT "C"
Page 4 of 4
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EXHIBIT "D"
WASTEWATER PLANTS PERMIT RENEWALS -
PRETREATMENT PROGRAM
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
PAGE: 1 Of 1
DATE: 05/31/2011
i
M i
Mr ENS
-135-
13
l st Reading — 4/26/11
2nd Reading — 5/31/11
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: 04/26/2011
AGENDA ITEM:
A. First Reading Ordinance - Authorizing the City Manager, or his Designee, to execute a
15 year lease with Del Mar College for the use of hangar, adjacent parking area, and
offices space located at the Corpus Christi International Airport for use in Del Mar
College's Aviation Maintenance Technician Education Program, with an option to extend
for an additional ten year period; providing for severance; and providing for publication.
B. First Reading Ordinance — Amending Project Description Sequence 11, Rehabilitation
East General Aviation (GA) Apron, in the Airport CIP and Project 6 in the Airport Long -
Range CIP of the FY 2010 -2011 Capital Budget and Capital Improvement Planning
Guide, adopted on March 8, 2011 by Ordinance No. 028995 by revising the description
of the East General Aviation (GA) Apron Project; and providing for severance.
ISSUE:
The Corpus Christi International Airport has reached an agreement with Del Mar College for a lease
on Airport property to construct improvements for use in Del Mar College's Aviation Maintenance
Education. Preliminary plans call for the rehabilitation of 14,000 square feet of hangar space, 2,440
square feet of office space and 26,000 square feet of parking lot and access lane area. Additionally,
approximately 600 Square feet of land adjacent to the hangar will be used to construct additional
office space.
REQUIRED COUNCIL ACTION: Approve as presented.
PREVIOUS COUNCIL ACTION: N/A
CONCLUSION AND RECOMMENDATION:
in the meeting of April 20, 2011 the Airport Board recommended approval of the Business Terms &
Conditions of the proposed Lease Agreement and improvements.
Fred Segundo, A.A.E
Director of Aviation
freds @cctexas.com
361.289.0171 x1216
Attachments
Lease Agreement w /Exhibits A, B & C and Attachments 1 & 2
-139-
BACKGROUND INFORMATION
A. The Corpus Christi International Airport has reached an agreement with Del Mar College for a
lease on airport property to construct improvements for use in Del Mar College's Aviation
Maintenance Education. Preliminary plans call for the rehabilitation of 14,000 square feet of
hangar space, 2,440 square feet of office space and 26,000 square feet of parking lot and
access lane. Additionally, the lease will also include approximately 600 square feet of and
adjacent to the hangar that will be used to construct additional office space. Estimated cost of
improvements to the hangar, office space, parking lot/access lane, and additional office space
and associated equipment, are approximately $941,270.
Del Mar College has agreed to, but not limited to, the following:
1. To develop the Aviation Maintenance Technical Training Facility at the Corpus Christi
International Airport which will house portions of the Aviation Maintenance Technician
Training Program;
2. To invest at least $941,270 in the renovation of the hangar, including instructional
equipment and furnishings;
3. Provide all appropriate insurance required for the facility and its operations;
4. At its own expense, be responsible for all utilities for the leased premises;
5. At its own expense, make all repairs and replacements necessary to keep premises in first
class condition;
6. Agrees to sublease office and hangar space to the Civil Air Patrol and occasionally allow
use of premises by non - profit education organizations for aviation education related
activities;
7. Agrees to allow premises to be used for emergency air evacuation operations in the event
of manmade or natural disasters.
The Airport will cooperate and assist Del Mar College with final design and construction
management of the improvements. Del Mar College will administer design and construction;
bidding, awarding and construction management for the improvements. The primary
infrastructures, including utilities, are already in place and will help expedite the construction
timeline. The improvements are anticipated to begin July 2011 and be completed by December
2011.
The leased premises are located on the east side of International Drive between East Glasson
Road and the North General Aviation Ramp as depicted in Attachment 1 of the Lease
Agreement. The hangar was built in 1967 by private investors and reverted back to the Airport
in 1987. Since 1987, the Airport has owned and used the hangar as a vehicle and airfield
maintenance facility until it was vacated in October 2010 when a new Airfield Maintenance
facility was completed. The hangar is missing the hangar door and is in need of major repairs
before it can be utilized for aeronautical activities.
Although Federal Aviation Administration (FAA) grant assurances require airports to maintain a
fee and rental structure for facilities and services in order to make the airport as self - sustaining
as possible, FAA Order 5190.6B, Airport Compliance Manual, Section 17.16, allows for nominal
rents less than fair market value for aeronautical secondary and post secondary education
programs conducted by accredited institutions to the extent that civil aviation receives
reasonable tangible or intangible benefits from such use. The education of students to perform
FAA mandated maintenance on Commercial, General Aviation and Military Aircraft does result in
tangible and intangible benefits to civil aviation.
So Tong as Lessee uses the entire Premises solely for Lessee's Aviation Maintenance post-
secondary education program, annual rent for the premises shall be $1.00 per year, the payment
of which is due on January 1 of each year.
Additionally, an on- airport facility housing the Aviation Maintenance Technician Training
Program will help the airport market and attract potential future aviation maintenance related
businesses and industries.
B. Amendment of project description sequence 11, Rehabilitate East General Aviation (GA) Apron
and Project 6 in the Airport Long Range CIP of FY 210 -2011 Capital Budget and Capital
Improvement Planning Guide will revise Year 3 (FY 2012 -2013) and make clear that the North
Ramp will be part of the overall rehabilitation of the Eastside Ramps. Although funding will not
have to be appropriated until FY 2012 -2013, the intent is to design the rehabilitation of the North
Ramp using FAA Airport Capital Improvement Program (ACIP) funding at 95% and Airport funds
at 5% in FY 2012 -2013 and FY2014. It is our intent to design the North Ramp with weight limits
to accommodate narrow body aircraft (i.e.737 and MD -80 series) in case Del Mar College does
acquire such aircraft for their Aviation Maintenance Technician Education Program or the airport
is successful in attracting private industry to establish a Maintenance, Repair & Overhaul (MRO)
facility adjacent to the North Ramp.
Del Mar College will have non - exclusive use of the 450 feet x 200 feet public use aircraft ramp
located adjacent to the hangar. Del Mar College understands that the airport has plans to
rehabilitate the public ramp subject to FAA Airport Capital Improvement Program (ACIP)
funding. The rehabilitation will include strengthening of pavement, installing aircraft tie -downs
and installing energy efficient LED apron lights. The rehabilitation of the public ramp is being
undertaken to benefit existing and future tenants and users of the North Ramp.
- -141--
Page 1 of 2
ORDINANCE
AMENDING PROJECT DESCRIPTION SEQUENCE 11, REHABILITATE
EAST GENERAL AVIATION (GA) APRON, IN THE AIRPORT CIP AND
PROJECT 6 IN THE AIRPORT LONG -RANGE CIP OF THE FY 2010-
2011 CAPITAL BUDGET & CAPITAL IMPROVEMENT PLANNING
GUIDE, ADOPTED ON MARCH 8, 2011 BY ORDINANCE NO. 028995,
BY REVISING THE DESCRIPTION OF THE EAST GENERAL AVIATION
(GA) APRON PROJECT; AND PROVIDING FOR SEVERANCE.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS, THAT:
SECTION 1. The FY 2010 -2011 Capital Budget & Capital Improvement Planning
Guide, adopted on March 8, 2011 by Ordinance No. 028995, is amended by revising
Project Description Sequence 11, Rehabilitate East General Aviation (GA) Apron, in the
Airport CIP. The revised Project Description Sequence 11 is attached to and
incorporated into this ordinance as Exhibit A.
SECTION 2. The FY 2010 -2011 Capital Budget & Capital Improvement Planning
Guide, adopted on March 8, 2011 by Ordinance No. 028995, is amended by revising
Project 6 in the Airport Long -Range CIP to read as follows:
"6 Rehabilitate East and North General Aviation GA Aron 3 050 000
The East and North GA Aprons consists of approximately 47,000
square yards of asphaltic concrete. Rehabilitation will include pavement
assessment, removal of asphaltic apron and replacement with reinforced
concrete. Aprons serves Signature Flight Support which provides service
to GA aircraft customers and Naval Air Station Corpus Christi training
aircraft. and the former Crescent hangar on the north ramp which will
serve the Del Mar College Aviation Maintenance Technician Tra'nin•
Facility and Lanmon Aerial Photography."
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.
AIRPORT CIP AMENDMENT ORDINANCE -- 04062011B.DOC
—142—
DEPARTMENT: Airport
PROJECT DESCRIPTION
Sequence #11
PROJECT TITLE: Rehabilitate East and North General Aviation (GA) Apron
(revised)
DESCRIPTION:
Rehabilitate East and North GA Apron to include the removal of existing asphaltic pavement
and replace it with reinforced concrete, aircraft tie -downs, striping and upgrades of apron
lighting. The existing apron has shown signs of deterioration and base failures and is in need
of replacement. The East and North aprons serve Signature Flight Support FBO (East FBO)
and the tenants on the North Ramp and are essential for maintaining service to GA aircraft.
ETA T/1'.If`7€-:-r-1 +,
C N-IFFAL
A:\/1fi T1El-J.
FUNDING SCHEDULE (Amounts in 000's)
Use of Funds
Estimated
Project -to -Date
Expenditures
CIP Budget
Year 1
2010-2011
Year 2
2011-2012
Year 3
2012-2013
Three Year
Total
PROJECT NOTES:
Design & Engineering
Construction
Contingency
Inspection/Other
175.0
175.0
TOTAL:
175.0
175.0
Source of Funds
Airport CIP Reserves
FAA Grant
17.5
157.5
17.5
'157.5
TOTAL:
175.0
175.0
Engineering Project No:
Finance Project No:
NE Consultant:
Contractor:
Award Design:
Award Construction:
Anticipated Completion:
KSA Eng.
TBD
February '12
August '12
March '13
OPERATIONAL IMPACT:
There is no projected operational impact with this project due to existing area improvements only. The space footprint is not increasing in size.
Page 2 of 2
That the foregoing ordinpce was rea for the first time and passed to its second
reading on this the 21, day of , 2011, by the following vote:
Joe Adame John E. Marez
Chris N. Adler Nelda Martinez
Larry R. Elizondo, Sr. Mark Scott
Kevin Kieschnick 'I Linda Strong
Priscilla Leal
That the foregoing ordinance was read for the second time and passed finally on this
the day of , 2011, by the following vote:
Joe Adame John E. Marez
Chris N. Adler Nelda Martinez
Larry R. Elizondo, Sr. Mark Scott
Kevin Kieschnick Linda Strong
Priscilla Leal
PASSED AND APPROVED, this the day of , 2011.
ATTEST:
Armando Chapa
City Secretary
Joe Adame
Mayor
APPROVED: L 4 day of ,..)\-r—C• , 2011:
R. Jay Reining
First Assistant City Attorney
For City Attorney
AIRPORT CIP AMENDMENT ORDINANCE -- 04062011 B.DOC
—144—
14
1st Reading — 5/24/11
2nd Reading -- 5/31/11
AGENDA MEMORANDUM
Citv Council Action Date: May 24, 2011
AGENDA ITEM: Ordinance authorizing the conveyance of a Tax foreclosure property
described as Lot 2, Copps Subdivision, with street address of 1502 Tarlton Street, Corpus
Christi (formerly Corpus Christi Osteopathic Hospital) to Del Mar College to promote a
public purpose related to higher education and foregoing the City's share of property taxes
due in the amount of $53,806.29 in addition to $11,112.22 in paving and demolition liens,
authorizing the Nueces County Judge to execute a Quit Claim Deed.
ISSUE: The property located at 1502 Tarlton Street was foreclosed on for failure to pay
ad valorem taxes. A public auction was held in February 2011 in which no bids were
received. As a result, the property was struck off to the various taxing entities to be held in
trust until a future sale is held. Del Mar College has expressed an interest in the property
for use in expanding their educational programs. They have sent a request to all the taxing
entities asking them to forego the taxes owed on the property and to convey their title and
interest in the property to Del Mar College. Any sale of City property or conveyance of
property rights requires approval by City Council.
FUNDING: No funding is required.
RECOMMENDATION: Staff recommends approval of the ordinance as presented.
Pete Anaya, P.E.
Director of Engineering
826 -3781
petean@_cctexas.com
Additional Support Material:
Exhibit A Background Information
Exhibit B Location Map
Exhibit C Analysis of Bid Received for Tax Resale Property
Exhibit D Ordinance
H:IHOMEIEUSEBIOGIGENIAgenda Items\Sale of 1502 Tarlton'Agenda Memorandum.doc
BACKGROUND INFORMATION
SUBJECT: 1502 Tarlton Street, Corpus Christi, Texas
Conveyance of Property Interest to Del Mar College
BACKGROUND: The property located at 1502 Tarlton Street, Corpus Christi was
foreclosed on by the Nueces County taxing entities for failure of the property owners to pay
ad valorem taxes. A Tax Sale was held in February 2011 at the Nueces County
Courthouse by the Sheriffs Department. No bids were received and the property was
struck off to Nueces County, Trustee on behalf of Del Mar College, Nueces County, City of
Corpus Christi, and Corpus Christi Independent School District, jointly. A Sheriffs Tax
Deed has been issued to Nueces County, Trustee and recorded under Document No.
20111011490 in the Nueces County Deed Records.
Del Mar College has expressed an interest in the property to develop it into an educational
facility. The subject property is located one block west of their East Campus as shown on
the attached Exhibit B. They have sent a request to the other three taxing entities asking
that they convey their title and interest in the property to the college and to relinquish or
forego their share of the taxes owed. If all agree, Del Mar College would take sole title to
the property.
The property is currently vacant and in need of major repair. The concrete masonry
building is approximately 48,760 square feet in area and is situated on 3.79 acres of land.
This former site of the Corpus Christi Osteopathic Hospital is on the Nueces County Tax
rolls at an assessed value of $215,000. On March 26, 2009, the Building Standards'Board
(BSB) met and ordered the demolition of the west wing of the building. Mr. Ronald A.
Voss, Sr, co- owner, requested that the City Council hear and consider an appeal of the
BSB's decision ordering the demolition. On June 23, 2009, a public hearing was held
during the City Council session which resulted in a decision to enter into an agreement with
the owners which would modify the BSB order and allow an extension of time to repair or
demolish the west wing of the building. The agreement contained thirteen (13) conditions
which were to be met by May 31, 2010. The conditions were not met and the west wing of
the building remains in violation of the BSB order. Since the property has been struck off
to Nueces County, Trustee, current maintenance of the property is the responsibility of all
four taxing entities.
The total amount due to the four taxing entities as of May 1, 2011 is $266,409.48 as shown
on the attached Exhibit C. This total also includes $11,112.22 due to the City for
paving/demo liens. The total amount due to the City alone as of May 1, 2011 is $64,918.51
of which $53,806.29 is for the tax portion and $11,112.22 is for the paving/demo lien
portion. The City is being asked to forego this amount.
EXHIBIT A
Page 1 of 2
—148—
City Council approval is requested to 1) convey the City's undivided interest in the property
to Del Mar College by means of a Quitclaim Deed, 2) forego its share of property taxes and
paving /demo liens, and 3) to allow the City Manager or his designee to execute any closing
and /or transfer documents, as necessary.
PRIOR COUNCIL ACTION:
1. April 12, 2011 - Ordinance authorizing the resale of property located a 4602
Surfside Blvd. for $20,000 which was foreclosed upon for failure to pay ad valorem taxes,
of which the City shall receive $5,041.29; and declaring an emergency. (Ordinance No.
0289016).
2. March 29, 2011 -- Ordinance authorizing the resale of eight (8) properties for
$25,300 which were foreclosed upon for failure to pay ad valorem taxes, of which the City
shall receive $2,885.19, plus $1,476.35 for partial payment of City paving and demolition
liens; and declaring an emergency. (Ordinance No. 029014)
3. June 23, 2009 - Public Hearing for City Council's consideration of an appeal by
Ronald A. Voss, Sr., of the Building Standards Board decision to require demolition of the
west wing of the structure located at Lot 2, Copps Addition, commonly known at 1502
Tarlton Street.
FUTURE COUNCIL ACTION: None
H:IHOMEIEUSEBIOG\GEN1Agenda Items\Sale of 1502 Tarlton\Background.doc
EXHIBIT A
Page 2 of 2
—149—
File : \Mproject\councilexhibits\exh,3390adwg
1502 Tarlton Street
City of Corpus Christi, Texas
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRJSTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
PAGE: 1 of 1
DATE; 4-26-2011
Ilm"ilftrom
-150-
ANALYSIS OF BID RECEIVED FOR TAX RESALE PROPERTY
Suit Number & Style:
Tax ID# & Legal:
Property Location:
Date of Sale:
Amount Due All Entities:
Amount of Bid:
Cost of Sale:
Current Value:
of Total Due:
% of Current Value:
Entity Name
Nueces County
02- 1091 -G; Nueces County vs. Dykeswill LTD, et al
1772- 0000 -0020; Lot 2, Copps Addition
1502 Tarlton St. - Corpus Christi
December 7, 2010
Nueces County Education District
City of Corpus Christi
266,409.48
2,109.50
215,000.00
0.00%
0.00%
Corpus Christi Independent School District
Del Mar College
Amount Due
Each Entity
50,439.15
53, 806.29
131,242.48
19,809.34
Amount You
Will Receive
City Paving & Demo Liens
11,112.22
THIS IS THE SITE OF THE FORMER CORPUS CHRISTI OSTEOPATHIC HOSPITAL.
THE LOT IS 290 FEET BY 540 FEET, AT THE CORNER OF TARLTON AND FIG ST.
THE BUILDING IS ABOUT 49,000 SQ. FT., CONSTRUCTED OF MASONRY BLOCK
ON SLAB FOUNDATION WITH A FLAT ROOF, IN EXTREMELY POOR CONDITION..
THE PROSPECTIVE PURCHASER IS DEL MAR COLLEGE OF CORPUS CHRISTI
EXHIBIT C
-151-
AN ORDINANCE
AUTHORIZING THE CONVEYANCE OF A TAX FORECLOSURE
PROPERTY DESCRIBED AS LOT 2, COPPS SUBDIVISION, WITH
STREET ADDRESS OF 1502 TARLTON STREET, CORPUS CHRISTI
(FORMERLY CORPUS CHRISTI OSTEOPATHIC HOSPITAL) TO DEL
MAR COLLEGE TO PROMOTE A PUBLIC PURPOSE RELATED TO
HIGHER EDUCATION AND FOREGOING THE CITY'S SHARE OF
PROPERTY TAXES DUE IN THE AMOUNT OF $53,806.29 IN
ADDITION TO $11,112.22 IN PAVING AND DEMOLITION LIENS;
AUTHORIZING THE NUECES COUNTY JUDGE TO EXECUTE A QUIT
CLAIM DEED.
WHEREAS, the taxing authorities hold in trust Lot 2, Copps Subdivision, with street
address of 1502 Tarlton Street, Corpus Christi (formerly Corpus Christi Osteopathic
Hospital) (the "Property ");
WHEREAS, the Property is located one block from the East Campus of Del Mar College
and Del Mar College desires to acquire the Property to promote a public purpose
related to higher education;
WHEREAS, the Building Standards Board ordered demolition of the west wing of the
building located on the Property;
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. That the governing body of the City of Corpus Christi hereby authorizes
the conveyance of the Property, described as Lot 2, Copps Subdivision, with street
address of 1502 Tarlton Street, Corpus Christi (formerly Corpus Christi Osteopathic
Hospital) to Del Mar College to promote a public purpose related to higher education
and the foregoing of the City's share of property taxes due in the amount of $53,806.29
in addition to $11,112.22 in paving and demolition liens.
SECTION 2. That the Nueces County Judge is authorized to execute a Quit Claim
Deed for the Property.
That the foregoing ordirmice was rea• for the first time and passed to its second
reading on this the of !, _ 2011, by the following vote:
Joe Adame _
Chris N. Adler
Larry R. Elizondo, Sr.
Kevin Kieschnick
Priscilla Leal
John E. Marez
Nelda Martinez
Mark Scott
Linda Strong
That the foregoing ordinance was read for the second time and passed finally on this
the day of , 2011, by the following vote:
Joe Adame John E. Marez
Chris N. Adler Nelda Martinez
Larry R. Elizondo, Sr. Mark Scott
Kevin Kieschnick Linda Strong
Priscilla Leal
PASSED AND APPROVED, this the day of , 2011.
ATTEST:
Armando Chapa
City Secretary
Joe Adame
Mayor
APPROVED AS TO FORM: /W, , 2011.
By:
Brian Narvaez
Assistant City Attorney
For City Attorney
15
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: 5/31/2011
AGENDA ITEM: A resolution authorizing the City Manager, or the City Manager's designee, to
execute a five year natural gas supply contract with National Energy & Trade, LP,
for the purchase of 100% of the City's natural gas requirement from July 1, 2011
to July 1, 2016.
ISSUE: The current Natural Gas Supply Contract expires on July 1, 2011 at 9:00 a.m.
REQUIRED COUNCIL ACTION: Contracts exceeding $50,000 must be approved by the City
Council.
PREVIOUS COUNCIL ACTION: Approval of a resolution to execute a five year natural gas
supply, transportation, and facilities construction contract with
National Energy & Trade, L.P. for the purchase of 100% of the
City's natural gas requirement to begin on July 1, 2006, and
expire on July 1, 2011. Approved by City Council on June 6,
2006.
CONCLUSION AND RECOMMENDATION: Staff recommends that a five year Natural Gas
Supply Contract be awarded to National Energy &
Trade,LP.
-1thoy A
Deborah A. Marroquiri, P.E.
Director of Gas Operations
debbiem @cctexas.com
(361)885 -6924
Attachments:
Exhibit A: Background
BACKGROUND INFORMATION
The City of Corpus Christi purchases 100% of its daily natural gas requirements from National
Energy & Trade, LP ( "NET "). The present five year contract expires on July 1, 2011. Current
contract price is Houston Ship Channel Index daily (HSCI) plus $0.10 per thousand cubic feet
(MCF). A reservation fee of $69,533 per month or approximately $0.28 per MCF is also included in
the contract price.
Current Price: (HSCI + $0.10) + $0.28 /MCF
Requests for proposals were advertised and three proposals were submitted by the following firms:
(1) Enterprise Products Operating LLC, (2) National Energy & Trade, LP (NET) and (3) Onyx Gas
Marketing Company, L.C. (Onyx).
NET, the City's current natural gas supplier, proposed a commodity price component and a fixed
reservation fee of HSCI + $0.40 per MCF and $50,188 per month respectively. Both are for a sixty
(60) month term. The reservation fee equates to approximately $0.185 per MCF and includes the cost
of the facilities to be added, pipeline integrity management, any and all third party upstream pipeline
fees, ad valorem taxes, legal, operations and maintenance (O &M) and general and administrative
cost (G &A).
NET's Price: (HSCI + $0.40) + $0.185 /MCF
NET has existing interconnects to provide redundancy at the City's three major purchase points and
have meet all past supply obligations. Gas supplied has met quality requirements. In addition, NET
will assist in funding Operation Heat Help at $50,000 per year for the term of the contract.
The City of Corpus Christi — Gas Department with the assistance of R.J. Covington Consultants,
LLC evaluated all proposals based on the weighted factors of deliverability, price, acquisition of
interconnects, gas quality, marketing proposal and past performance, recommends that the 5 -year
natural gas supply contract be awarded to National Energy & Trade, LP.
The financial impact of this item is approximately $100 million per year over the 5 -year term of
the contract. The acquisition costs will be offset by the gas ratepayers.
Exhibit A
—158—
GAS SUPPLY CONTRACT
BETWEEN
NATIONAL ENERGY & TRADE, LP ( "SELLER ")
AND
THE CITY OF CORPUS CHRISTI, TEXAS ("BUYER")
HOU :0024394/00000:1525374x12
-159-
INDEX
Article Page
ARTICLE I. DEFINITIONS 1
ARTICLE II. QUANTITY & PRICE 3
ARTICLE III. POINTS OF DELIVERY AND PRESSURE 5
ARTICLE IV. MEASUREMENT 6
ARTICLE V. MEASURING EQUIPMENT AND TESTING PROVISIONS 8
ARTICLE VI. QUALITY 11
ARTICLE VII. INVOICING, PAYMENT, AND AUDIT 13
ARTICLE VIII. TERM 15
ARTICLE IX. FORCE MAJEURE 15
ARTICLE X. DUTY TO MITIGATE 16
ARTICLE XI. GENERAL PROVISIONS 16
ARTICLE XII. SUCCESSORS AND ASSIGNS 17
ARTICLE XIII. WARRANTY OF TITLE 17
ARTICLE XIV. INDEMNITY 18
ARTICLE XV. TRANSFER OF TITLE TO AND POSSESSION OF GAS 19
ARTICLE XVI. LIMITATION OF LIABILITY 20
ARTICLE XVII. REGULATORY BODIES 21
ARTICLE XVIII. CONTRACT ADMINISTRATOR 21
ARTICLE XIX. INDEPENDENT CONTRACTOR 22
ARTICLE XX. INSURANCE 22
ARTICLE XXI. SUBCONTRACTORS 22
ARTICLE XXII. FISCAL YEAR 23
ARTICLE XXIII. WAIVER 23
H OU:0024394/00000:1525374v12
-160-
ARTICLE XXIV. COMPLIANCE WITH LAWS 23
ARTICLE XXV. VENUE 23
ARTICLE XXVI. AMENDMENTS 24
ARTICLE XXVII. TERMINATION 24
ARTICLE XXVIII. NOTICE 25
List of Exhibits
Exhibit "A" — Points of Delivery and MAOP
Exhibit "B" — Distribution System Map
Exhibit "C" — Equipment for Buyer's Distribution System
Exhibit "D" — Insurance Requirements
H 0 f 1:0024394/00000:1525374v 12
—161—
GAS SUPPLY CONTRACT BETWEEN THE CITY OF CORPUS CHRISTI, TEXAS
AND NATIONAL ENERGY & TRADE, LP
GAS SUPPLY CONTRACT NO.
THIS CONTRACT is entered into by and between NATIONAL ENERGY & TRADE, LP,
a Texas Limited Partnership, hereinafter referred to as "Seller," and the CITY OF
CORPUS CHRISTI, TEXAS, a municipality, hereinafter referred to as "Buyer."
ARTICLE I.
DEFINITIONS
Except as otherwise specified, the following terms as used in this Contract shall be
construed to have the following scopes and meanings:
1. Day means the period from nine o'clock (9:00) a.m. CST to the next nine
o'clock (9:00) a.m. CST.
2. Month means a period of one (1) calendar month commencing at nine o'clock
(9:00) a.m. local time on the first day of any calendar month and ending at nine
o'clock (9:00) a.m. local time on the first day of the next succeeding calendar
month.
3. Year means a period of three hundred sixty -five (365) consecutive days
provided, however, that any such period which contains the date of February 29
shall consist of three hundred sixty -six (366) consecutive days.
4. Psia means pounds per square inch, absolute.
5. Gas means natural gas that meets the quality standards described in Article
VI, "Quality."
6. Cubic Foot of Gas means the volume of dry gas contained in one (1) cubic
foot of space at a standard pressure base of fourteen and seventy -three
Page 1 of 26
—1 6 2--
H O U :0024394/00000:1525374v 12
hundredths (14.73) psia and a standard temperature base of sixty (60) degrees
Fahrenheit, hereinafter referred to as "F."
7. MCF means one thousand (1,000) cubic feet.
8. British Thermal Unit or BTU means one (1) the measurement unit of the
quantity of heat required to raise the temperature of one (1) avoirdupois pound of
pure water from fifty -nine and five- tenths (59.5) degrees F to sixty and five- tenths
(60.5) degrees F at a constant pressure of fourteen and seventy -three
hundredths (14.73) psia.
9. MMBTU means one million (1,000,000) BTUs.
10. Gross Heating Value means the number of BTUs produced by the complete
combustion at constant pressure of one cubic foot of gas saturated with water
vapor, at a constant pressure of fourteen and seventy -three hundredths (14.73)
psia and under standard gravitational force (acceleration 32.175 feet per second
per second) with air of the same temperature and pressure as the gas, when the
products of combustion are cooled to the initial temperature of the gas and air
and when the water formed by such combustion is condensed to the liquid state.
The Gross Heating Value of gas delivered under this Contract shall be corrected
from the conditions of testing to those of the actual conditions, expressed in BTU
per cubic foot and reported at a pressure base of fourteen and seventy -three
hundredths (14.73) psia; however, if the gas as delivered contains seven (7)
pounds of water or less per one million (1,000,000) cubic feet, such gas shall be
deemed to be dry.
H OIJ :0024394/00000:1525374v 12
Page 2 of 26
—163—
11. MAOP means the maximum allowable operating pressure of the City's
system as shown in Exhibit "A."
12. Mineral interest gas means that royalty share of gas owned by Buyer from
wells producing, or will in the future produce, on City of Corpus Christi property or
on non -City property of which Buyer has a legal right to take in kind, and which
Buyer, in its sole discretion, receives directly into Buyer's distribution system.
13. Effective Date means the first day of July, 2011.
14. Points of Delivery means the delivery points described on Exhibit "A" and as
shown on the map in Exhibit "B."
ARTICLE II.
QUANTITY & PRICE
1. Subject to the terms and conditions of this Contract, commencing on the
Effective Date and continuing throughout the term of this Contract, Seller agrees
to deliver and sell and Buyer agrees to accept and purchase one hundred (100)
percent of Buyer's total daily gas requirement for resale within the operation of
Buyer's distribution system, which is attached and incorporated in this Contract
as detailed on Exhibits "A," and "B," as such distribution system exists and may
be reduced, enlarged, or extended from time to time; provided, however, that
Buyer's requirements, include the following exceptions:
A. As Buyer, the City retains the right to accept "mineral interest gas" or royalty
gas, from production facilities producing natural gas on City properties from
wells in which the City owns a mineral interest or royalty.
2. The Contract price of gas delivered into Buyer's gas distribution system for the full
Contract term shall be the Houston Ship Channel /Daily Midpoint price as published in
Page 3 of 26
—164—
H 0 U : 0024394/00000:1525374v 12
Platts "Gas Daily" report in the table titled "Daily Price Survey ($ /MMBTU)," referred to
in this Contract as the "HSC Index" plus $O.4O /MMBtu. The price under the Contract
shall be adjusted accordingly effective as of the first day of July 2011, and each day
thereafter during the term of the Contract.
3. If at any time the HSC Index should cease to be published or otherwise becomes
unavailable or not calculable, Buyer and Seller shall meet as soon as practicable after
the HSC Index is no longer available, but not to exceed three (3) calendar days, to
determine and agree upon a comparable "Substitute Index." The Substitute Index shall
be implemented retroactively as of the first day on which the HSC Index became
unavailable.
4. Buyer and Seller agree to consider alternative pricing options, and the pricing
method may be changed by mutual agreement, as evidenced by a written amendment
executed by both parties to this Contract.
5. In addition to the Price per MMBTU paid by Buyer to Seller under this Contract as
described in Article II, Paragraph 2, Buyer also agrees to pay Seller an additional
reservation fee of $0.0275 per MMBTU based on a capacity reservation of 60,000
MMBTU per day (or $1,650 per day) for the 60 month term of the Contract.
6. It is understood by the parties that the reservation fee described in the immediately
preceding paragraph will serve to reimburse Seller for all of the following costs incurred
by Seller in the performance of this Contract:
(a) All costs associated with the reservation fee component of firm
transportation charges that Seller will have to pay to pipeline transporters
H O U :0024394/00000:1525374012
Page 4 of 26
—165—
in connection with Seller's shipment of gas sold and delivered to Buyer
under the terms of this Contract.
(b) Seller's operating and maintenance expenses, pipeline integrity
management expenses, and general administrative expenses, including,
scheduling, system balancing, accounting, engineering and project
management expenses relating to Seller's performance of its duties and
obligations owed to Buyer under this Contract.
(c) Seller's building and installing the facilities to be added as described on
Exhibit "C."
7. Seller agrees to pay $50,000 (fifty thousand dollars) to Buyer at the end of each
Contract year for the benefit of Buyer's Heat Help assistance program.
ARTICLE II!.
POINTS OF DELIVERY AND PRESSURE
1. The Points of Delivery for all gas to be sold and purchased under this Contract shall
be at the outlet of Seller's (or Seller's designee's) existing metering and pressure
regulating facilities identified in Exhibit "A," which is attached to and made a part of this
Contract and which may be amended from time to time as Points of Delivery are added
or deleted.
2. The gas delivered under Points of Delivery (Exhibit "A ") of this Contract shall be
measured through facilities which will be maintained by Seller (or Seller's designee) with
the exception of Farm Taps.
3. The gas delivered under this Contract by Seller (or Seller's designee) to Buyer shall
be delivered at the pressure described as normal operating pressure not to exceed the
MAOP in Exhibit "A" at the Points of Delivery.
Page 5 of 26
—166—
HOU:00243941000001 525374v 12
ARTICLE IV.
MEASUREMENT
The measurement provisions for Points of Delivery shall be as follows:
a. Unit of Volume -- The unit of volume for measurement of gas sold and
purchased shall be one (1) cubic foot of gas as provided by Sections 91.051
through 91.062 of the Texas Natural Resources Code.
b. Basis -- All measurement facilities under this Contract shall be operated under
the standards approved by the American National Standards Institute of June 28,
1977 and prescribed in the Gas Measurement Committee of the American Gas
Association, referred to in this Contract as AGA, Report Number 3 /American
Petroleum Institute Manual of Petroleum Measurement Standards, Chapter 14.3
(AGA Report No. 3 /API 14.3), as it is now and from time to time may be revised,
amended, or supplemented. Where measurement is by other than orifice
meters, determination of the necessary factors for proper volume shall be as
mutually agreed in writing by the parties.
c. Atmospheric pressure -- The atmospheric pressure applicable at all points of
delivery shall be determined in accordance with AGA Report No. 3 /API 14.3 as it
is now and from time to time may be revised, amended or supplemented.
d. Ideal Gas Laws -- Measurement under this Contract shall be corrected for
deviation from Ideal Gas Laws, and corrections shall be determined in
accordance with AGA Report No. 3 /API 14.3 as it is now and from time to time
may be revised, amended or supplemented.
H O U :0024394100000:1525374v 12
Page 6 of 26
-167-
e. Where a displacement meter is used, the square of the orifice meter super
compressibility factor shall be applied, except as may otherwise be agreed in
writing by the parties.
f. Determination of Flowing Temperature -- The temperature of gas flowing
through the measuring facilities under this Contract shall be determined by
means of the continuous use of a recording thermometer or by such other
method as the parties hereto may agree in writing. The arithmetic average
temperature of the gas recorded each day, during periods of flow only, shall be
used in computing the quantity of gas delivered for that day.
g. Determination of Specific Gravity -- The specific gravity of gas flowing through
the measuring facilities under this Contract shall be determined by use of a
continuously recording gravitometer. The arithmetic average specific gravity
recorded each day, during periods of flow only, shall be used in computing the
gas volume for that day. In the event a recording gravitometer is not installed,
the specific gravity of the gas under this Contract shall be determined at
approximately 30 -day intervals or at such other intervals as may be mutually
agreed upon in writing by the parties hereto, by means which are approved by
the AGA as set forth in its Gas Measurement Manual or by fractional analysis by
the use of a spot or continuous sample taken at the Point of Delivery.
h. Fractional analysis will be on a real gas basis in accordance with ANSI /ASTM
D3588 -79, as it is now and from time to time may be revised, amended or
supplemented. Specific gravities so determined will be used in calculating gas
H O U : 0024394/00000:1525374v 12
Page 7 of 26
—168—
volumes under this Contract for the month in which the test is made and all
succeeding months until that month in which a new sample is taken.
ii. Determination of Gross Heating Value -- The Gross Heating Value of the gas
shall be determined by means of a recording calorimeter, employing the Thomas
principle of calorimetry, proportional to flow continuous sample, or such other
method mutually agreed upon in writing by the parties hereto. The arithmetic
average of the hourly Gross Heating Value recorded each day, during periods of
flow only, shall be considered as the heat content of the gas during such day. If
a recording calorimeter is not available, the Gross Heating Value shall be
determined at 30 -day intervals or at such other intervals as may be mutually
agreed upon in writing by the parties hereto, by the use of spot or continuous
samples taken at the Points of Delivery. Gross Heating Value of a sample is to
be obtained either by calorimeter or chromatographic analysis using values of
physical constants for the gas compounds, and the procedure for determining the
Gross Heating Value of the gas shall be on a real gas basis in accordance with
ANSI /ASTM D3588 -79, as it is now and from time to time may be revised,
amended, or supplemented. The Gross Heating Value of gas so determined
shall be considered for all purposes to be the Gross Heating Value of the gas for
the month in which the sample is taken and all succeeding months until that
month in which a new sample is taken.
ARTICLE V.
MEASURING EQUIPMENT AND TESTING PROVISIONS
1. The measuring equipment and testing provisions for Points of Delivery shall be as
follows:
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a. Access -- The parties hereto shall at all reasonable times have access to the
premises of each other insofar as such premises are connected with any matter
or thing covered hereby, for inspection, operation, installation, removal, repair
and testing of equipment, but the operation of measuring equipment and
changing of charts shall be done only by the employees or agents of the owner of
such equipment.
b. Testing and Repair of Equipment -- Seller (or Seller's designee) and Buyer
shall keep their respective measuring equipment, pressure regulators and
overpressure protective equipment, including calorimeters and chromatographs,
accurate and in repair. Monthly tests will be required on measuring equipment.
Buyer and Seller (or Seller's designee) agree to provide each other sufficient
advance notice of the time of such tests so that Buyer or Seller (or Seller's
designee) may conveniently have its representative present. In the event
measuring equipment is found to be inaccurate, it will be adjusted to register
accurately. In the event either party or Seller's designee desires a special test of
any measuring equipment, the parties shall cooperate to secure prompt
verification of the accuracy of such equipment. If upon any test, the percentage
of inaccuracy of the measuring equipment is found to be in excess of one (1)
percent, registrations thereof shall be corrected for a period extending back to
the time such inaccuracy occurred if such time is ascertainable, and if not
ascertainable, then back one -half (1/2) of the time elapsed since the last date of
calibration not to exceed fifteen (15) days.
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c. Correction for Inaccurate Measurement -- If for any reason any measuring
equipment is out of service or out of repair so that the quantity of gas delivered
through such equipment cannot be ascertained or computed from the readings
thereof, the quantity of gas so delivered during the period such equipment is out
of service or out of repair shall be estimated and agreed upon by the parties
hereto based upon the best available data, using the first of the following
methods which is feasible:
(1) By using the registration of any check measuring equipment registering
accurately;
(2) By correcting the error if the percentage of error is ascertainable by
calibration, test or mathematical calculation; or
(3) By estimating the quantity of gas delivered under this Contract based
on quantities delivered during preceding periods under similar conditions
when the respective measuring equipment was registering accurately.
d. Inspection of Charts and Records -- The charts and records from the
measuring equipment shall remain the property of the owner thereof and same
shall be retained for a period of not less than five (5) years. At any time within
such period, upon request, each party or Seller's designee will submit records
and charts from the measuring equipment, together with calculations therefrom,
for inspection and verification by the other party or Seller's designee. Such
records and charts shall be returned to the party providing same within thirty (30)
days after receipt. Seller shall as soon as operationally possible following
execution of this Contract, not to exceed six months, make available to Buyer
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daily chromatograph and moisture detector information at Seller's Bear Lane, Old
Brownsville Road and Sedwick Road meter stations by making available
connections to Seller's chromatograph and moisture detector equipment; all
costs of connection to Seller's equipment shall be for Buyer's account.
e. Installation of Check Meters -- Buyer may, at its option, install a check meter
for checking the metering equipment at the Points of Delivery; same shall be so
installed as not to interfere with the operation of metering facilities of Seller or
Seller's designee.
2. Seller must provide filters, chromatographs and moisture detectors for the Corpus
Christi System and the Annaville /Calallen System, specifically located at the Bear Lane,
Old Brownsville Road and Sedwick Road meter stations, as described more fully on
Exhibit "C," as may be updated from time to time by Seller with the advance written
consent of Buyer, such consent not to be unreasonably withheld, to account for
conditions present at the installation site. Said equipment will be operated and
maintained in good working order by Seller until the end of the Contract term, and the
equipment will be removed by Seller, without damage to Buyer's distribution system, at
the end of the Contract term unless otherwise agreed to in writing by the parties.
ARTICLE VI.
QUALITY
1. The quality provisions for Points of Delivery shall conform to the following
specifications:
a. Oxygen -- The oxygen content must not exceed one (1) percent by volume.
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b. Hydrogen Sulfide / Mercaptan — Neither the hydrogen sulfide nor the
mercaptan content shall exceed one -half (1/2) grain per one hundred (100) cubic
feet.
c. Sulfur -- The total sulfur content must not exceed twenty (20) grains per one
hundred (100) cubic feet.
d. Nitrogen -- The nitrogen content must not exceed two (2) percent by volume.
e. Carbon Dioxide -- The carbon dioxide content must not exceed three (3)
percent by volume.
f. Liquids -- The gas shall be free of water and hydrocarbons in liquid form at the
temperature and pressure at which the gas is delivered and shall have been
dehydrated prior to being delivered by any method other than the use of calcium
chloride as a desiccant for removal of water present therein in a vapor state and
shall in no event contain water vapor in excess of seven (7) pounds per one
million (1,000,000) cubic feet. Seller shall be responsible for collection and
disposal of any liquids that may accumulate.
g. Dust, Gums, and Solid Matter -- The gas shall be commercially free of dust,
gums, and other solid matter.
h. Gross Heating Value -- The gas delivered shall have a Gross Heating Value
of not less than one thousand (1,000) BTUs per cubic foot.
i. Temperature -- The gas shall have a temperature of not less than forty (40)
degrees F and not more than one hundred twenty (120) degrees F.
2. Any gas delivered by Seller to Buyer under this Contract which is accepted by Buyer
without protest within five (5) days of delivery, shall be deemed to have met all of the
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quality specifications under the Contract. if at any time gas tendered under this
Contract fails to conform to any of the quality specifications set forth above, Buyer shall
notify Seller and Buyer may, at its sole option, and in addition to pursuing any other
legal or equitable remedies available, refuse to accept delivery of future gas volumes
pending correction of the deficiencies by Seller. If Seller has not corrected any failure to
meet . quality specifications within fifteen (15) days after receiving notice from Buyer of
such failure, then Buyer has the right to terminate this Contract after said fifteen (15)
day period and Seller shall be obligated to pay Buyer for any reasonable direct
damages incurred by the Buyer resulting from Seller's failure to comply with the
Contract's quality specifications.
3. Buyer will not accept delivery of gas under this Contract at a Gross Heating Value of
Tess than one thousand (1,000) BTU per cubic foot.
4. Seller agrees that the gas delivered to Buyer during the term of this Contract may not
contain any odorant which is not first approved in writing by Buyer. After the odorant to
be used is approved by Buyer, it may not be changed by Seller without the written
consent of Buyer. Such consent may not be withheld unreasonably. As of February,
2011, the Buyer is using the odorant RP- Captan -V or Sentinal 20. The use of this
odorant, or its equivalent, by Seller is approved by Buyer.
ARTICLE VII.
INVOICING, PAYMENT, AND AUDIT
1. Invoice -- On or before the fifteenth (15th) day of each month, Seller shall send to
Buyer at 4225 South Port Avenue, Corpus Christi, Texas 78415 -5311, an invoice
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reflecting the quantity of gas delivered to and purchased by Buyer during the preceding
month.
2. Payment — Ten (10) days after receipt of invoice, but not later than the twenty -fifth
(25th) day of each month, Buyer shall pay to Seller the amount due pursuant to this
Contract for deliveries during the preceding calendar month as set forth on Seller's
invoice. The remittance address for Seller shall be the address set forth on Seller's
invoice. If Buyer in good faith disagrees with the amount of any invoice, Buyer shall
notify Seller of such disagreement so that it may be resolved before the date for
payment of such invoice. If Buyer fails to give such notice of disagreement, or if Buyer
and Seller do not resolve such disagreement before the due date, the amount of the
invoice not in dispute shall be paid by Buyer on the due date. Such payment shall be
subject to adjustment without penalties upon final resolution of the disagreement.
3. Adjustment of Errors -- In the event an error is discovered in any invoice or payment
hereunder, such error shall be adjusted within ninety (90) days of the determination
thereof. No claim for adjustment shall be made more than two (2) years from the date
of such invoice or payment.
4. Audit -- Each party hereto shall have, at its expense, the right at all reasonable times
to examine the books and records of the other party pertaining to the performance of
this Contract to the extent necessary to verify the accuracy of any invoice, charge,
computation, or demand made under or pursuant to this Contract. Each party agrees to
keep records and books of account in accordance with generally accepted accounting
principles and practices in the industry. Any invoice shall be final as to both parties
unless questioned within two (2) years after payment of such invoice.
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ARTICLE VIII.
TERM
Subject to the provisions of this Contract, this Contract shall be effective and continue in
full force from 9:00 a.m., CST, on July 1, 2011 until 9:00 a.m., CST, on July 1, 2016.
ARTICLE IX.
FORCE MAJEURE
1. Definition of Force Majeure -- The term "Force Majeure" shall mean acts of God,
strikes, lockouts, or other industrial disturbances, acts of public enemy, sabotage, wars,
blockades, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires,
storms, floods, high water, washouts, or other natural disasters, threat of physical harm
or damage resulting in the evacuation or shutdown of facilities necessary for the
production, delivery, receipt or storage of Gas, arrests and restraints of governments
and people, civil disturbances, explosions, breakage or accident to machinery or lines of
pipe, the necessity for testing or for making repairs or alterations to machinery or lines
of pipe, partial or entire failure of wells, processing, storage or transportation facilities, or
gasification and Gas manufacturing facilities, the orders of any court, regulatory body or
government authority or agency having jurisdiction, or the refusal or withdrawal of any
necessary order, certificate or permit by any court, regulatory body or governmental
authority or agency having jurisdiction, operational flow orders or implementation of
system management plans or any other acts or omissions (including failure to take or
deliver Gas) of a transporter of Gas for either Buyer or Seller not caused by any acts or
omissions of Buyer or Seller, and any other causes, whether of the kind herein
enumerated or otherwise, not within the control of the party claiming suspension and
which by the exercise of due diligence such party is unable to prevent or overcome.
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Nothing contained herein, however, shall be construed to require either party to settle a
strike against its will.
2. Effect of Force Majeure -- In the event either Seller or Buyer is rendered unable by
force majeure to itself or a necessary third party to wholly or in part carry out its
obligations under the provisions of this Contract, it is agreed that the party so affected
shall give notice within seventy -two (72) hours to the other party, and the obligations of
the party affected by such force majeure, other than the obligation to make payments
hereunder, shall be suspended during the continuance of any inability so caused but for
no longer period, and such cause shall be remedied with all reasonable efforts.
ARTICLE X.
DUTY TO MITIGATE
Each party agrees that it has a duty to mitigate damages under this Contract and
covenants that it will use all commercially reasonable efforts to minimize any damages it
may incur as a result of the other party's performance or non - performance of this
Contract.
ARTICLE XI.
GENERAL PROVISIONS
To the extent permitted by Texas law, the prevailing party to this Contract in any
litigation involving this Contract shall be entitled to recover, in addition to any other relief
obtained, the costs and expenses, including reasonable attorney's fees and expenses,
incurred by such prevailing party in connection with such litigation. The court shall
determine who the prevailing party is, if any. This Contract is for the sole benefit of the
parties hereto and their respective successors and permitted assigns, and shall not
inure to the benefit of any other person or entity whomsoever, it being the intention of
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the parties hereto that no third person shall be deemed a third party beneficiary of
this Contract or otherwise have any rights hereunder.
ARTICLE XII.
SUCCESSORS AND ASSIGNS
No assignment of this Contract nor any of the rights or obligations under this Contract,
whether by purchase, merger, consolidation, or otherwise, shall be made unless there
first shall have been obtained the written consent to the assignment of the non -
assigning party. Such consent may not be withheld unreasonably. Seller or Buyer may
pledge or assign its respective right, title, and interest in, to and under this Contract to a
trustee or trustees, individual or corporate, as security for bonds or other obligations or
securities without the necessity of such trustee(s) becoming in any respect obligated to
perform the obligations of the assignor under this Contract.
ARTICLE XIII.
WARRANTY OF TITLE
Seller warrants that it has good and merchantable title to all gas delivered under this
Contract and agrees to indemnify Buyer against all suits, actions, debts, accounts,
damages and losses arising from or out of adverse claims by any and all persons to
said gas or to royalties or to any charges against said gas.
THE FOREGOING WARRANTIES ARE EXCLUSIVE AND ARE IN LIEU OF ALL
OTHER WARRANTIES WHETHER WRITTEN, ORAL, IMPLIED OR STATUTORY.
EXCEPT AS SPECIFICALLY PROVIDED HEREIN, SELLER HEREBY DISCLAIMS
ALL WARRANTIES OF ANY KIND, INCLUDING, WITHOUT LIMITATION, ANY
WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
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ARTICLE XIV.
INDEMNITY
1. TO THE EXTENT ALLOWED BY TEXAS LAW, SELLER, ITS
OFFICERS, MEMBERS, PARTNERS, EMPLOYEES, AGENTS, AND
LICENSEES (FOR THE PURPOSES OF THIS ARTICLE CALLED
"SELLER ") HEREBY FULLY INDEMNIFIES, SAVES AND HOLDS
HARMLESS THE CITY OF CORPUS CHRISTI, ITS OFFICERS,
EMPLOYEES, AGENTS, LICENSEES, AND INVITEES ( "CITY GROUP ")
AGAINST ANY AND ALL LIABILITY, DAMAGE, LOSS ,CLAIMS,
DEMANDS, AND ACTIONS OF ANY NATURE WHATSOEVER
( "CLAIMS ") FOR PERSONAL INJURY (INCLUDING WORKERS'
COMPENSATION AND DEATH CLAIMS) OR PROPERTY LOSS OR
DAMAGE OF ANY KIND WHATSOEVER, WHICH ARISE OUT OF OR
ARE IN ANY MANNER CONNECTED WITH, OR ARE CLAIMED TO
ARISE OUT OF OR BE IN ANY MANNER CONNECTED WITH,
SELLER'S INTENTIONAL OR NEGLIGENT ACTS IN ITS RESPECTIVE
CONTROL WITH REGARD TO THE DELIVERY OF GAS BY SELLER.
SELLER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL SUCH
CLAIMS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION,
DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL
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SATISFACTORY TO CITY GROUP, AND PAY ALL CHARGES FOR
ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND
ARISING FROM ANY OF SAID CLAIMS.
2. TO THE EXTENT ALLOWED BY TEXAS LAW, BUYER HEREBY
FULLY INDEMNIFIES, SAVES AND HOLDS HARMLESS SELLER, ITS
OFFICERS, EMPLOYEES, AGENTS, LICENSEES, AND INVITEES
( "SELLER GROUP ") AGAINST ANY AND ALL CLAIMS, FOR
PERSONAL INJURY (INCLUDING WORKERS' COMPENSATION AND
DEATH CLAIMS) OR PROPERTY LOSS OR DAMAGE OF ANY KIND
WHATSOEVER, WHICH ARISE OUT OF OR ARE IN ANY MANNER
CONNECTED WITH, OR ARE CLAIMED TO ARISE OUT OF OR BE IN
ANY MANNER CONNECTED WITH, BUYER'S INTENTIONAL OR
NEGLIGENT ACTS IN ITS RESPECTIVE CONTROL WITH REGARD TO
THE RECEIPT OF GAS BY BUYER. BUYER MUST, AT ITS OWN
EXPENSE, INVESTIGATE ALL SUCH CLAIMS, ATTEND TO THEIR
SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS
BASED THEREON WITH COUNSEL SATISFACTORY TO SELLER, AND
PAY ALL CHARGES FOR ATTORNEYS AND ALL OTHER COSTS AND
EXPENSES OF ANY KIND ARISING FROM ANY OF SAID CLAIMS.
ARTICLE XV.
TRANSFER OF TITLE TO AND POSSESSION OF GAS
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1. As between Buyer and Seller, Seller shall be deemed in control and possession of
the gas sold and purchased under this Contract and responsible for any damage or
injury caused thereby until the same shall have been delivered to Buyer at the Points of
Delivery in accordance with terms of this Contract.
2. As between Buyer and Seller, Buyer shall be in control and possession of the gas
sold and purchased under this Contract and responsible for any damage or injury
caused thereby after the same shall have been delivered to Buyer at the Points of
Delivery in accordance with terms of this Contract.
ARTICLE XVI.
LIMITATION OF LIABILITY
THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURE OF
DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL
PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN
EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS
REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE
REMEDY, THE OBLIGOR'S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH
PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY
ARE WAIVED. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY
HEREIN PROVIDED, THE OBLIGOR'S LIABILITY SHALL BE LIMITED TO DIRECT
ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE
SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT
LAW OR IN EQUITY ARE WAIVED. UNLESS OTHERWISE EXPRESSLY PROVIDED
HEREIN, IN NO EVENT, WHETHER AS A RESULT OF BREACH OF CONTRACT,
WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR
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OTHERWISE, SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR
LOSS OF PROFIT OR REVENUES, OR FOR ANY SPECIAL, CONSEQUENTIAL,
INCIDENTAL, INDIRECT, PUNITIVE OR EXEMPLARY DAMAGES.
ARTICLE XVII.
REGULATORY BODIES
1. This Contract is subject to all valid orders, rules and regulations of any State, federal
or other regulatory body having jurisdiction over the purchase, sale or use of the gas
sold, and the parties agree to comply with such orders, rules, and regulations. Should
either of the parties, by law or regulation, be ordered or required to do any act
inconsistent with the provisions of this Contract, this Contract shall be deemed to be
modified to conform with such law or regulation.
2. Each of the parties understands that, should the Texas Railroad Commission, or
other governmental regulatory body, require approval for the sale and purchase of gas
under this Contract, then, each of the parties will make any necessary applications or
filings and will submit any records or data to the regulatory body so that requisite
regulatory authorization may be granted.
ARTICLE XVIII.
CONTRACT ADMINISTRATOR
The Contract Administrator designated by the City is responsible for approval of all
phases of performance and operations under this Contract including deductions for
non - performance and authorizations for payment. All of Seller's notices or
communications regarding this Contract must be directed to Deborah A. Marroquin,
P.E., Director of Gas Operations, Contract Administrator.
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ARTICLE XIX.
INDEPENDENT CONTRACTOR
Seller will perform the services hereunder as an independent contractor and will furnish
services in its own manner and method, and under no circumstances or conditions may
any agent, servant, or employee of Seller be considered as an employee of the City.
ARTICLE XX.
INSURANCE
1. Insurance requirements are attached to and incorporated into this Contract as
Exhibit "D," and may be revised annually by the Contract Administrator upon 30 days
written notice to Seller.
2. Before activities can begin under this Contract, Seller's insurance company must
deliver a Certificate of Insurance as proof of the required insurance coverages to the
Contract Administrator,
3. Additionally, the Certificate must state that the City will be given at least 30 days
notice by certified mail of cancellation, material change in the coverages, or intent not to
renew any of the policies.
4. The City must be named as an additional insured in each policy. The City Attorney
must be given copies of all insurance policies within 15 days of the Contract
Administrator's written request to Seller.
ARTICLE XXI.
- SUBCONTRACTORS
Seller may use subcontractors and affiliates of Seller in connection with the work
performed under this Contract. When using subcontractors, however, Seller must
obtain prior written approval from the Contract Administrator. In using subcontractors
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and affiliates, Seller is responsible for all their acts and omissions to the same extent as
if the subcontractor or affiliate and its respective employees were employees of Seller.
All requirements set forth as part of this Contract are applicable to all subcontractors,
affiliates, and their respective employees to the same extent as if the Seller and its
employees had performed the services.
ARTICLE XXII.
FISCAL YEAR
All parties recognize that the continuation of any Contract after the close of any fiscal
year of the City, which fiscal year ends on July 31 annually, is subject to appropriations
and budget approval providing for such Contract item as an expenditure in that budget.
The City does not represent that the budget item will be actually adopted, that
determination being within the sole discretion of the City Council at the time of adoption
of each budget.
ARTICLE XXIII.
WAIVER
No waiver of any breach of any term or condition of this Contract waives any
subsequent breach of this Contract.
ARTICLE XXIV.
COMPLIANCE WITH LAWS
This Contract is subject to all applicable federal and State laws. All duties of the parties
will be performed in Nueces County, Texas. The applicable law for any legal disputes
arising out of this Contract is the law of the State of Texas.
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ARTICLE XXV.
VENUE
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The venue for any disputes under this Contract is the appropriate district, county, or
justice court in and for Nueces County, Texas.
ARTICLE XXVI.
AMENDMENTS
This Contract may be amended only by written agreement signed by duly authorized
representatives of both parties to this Contract. Notwithstanding the foregoing, the
Contract Administrator is authorized to, with mutual agreement with Seller, modify or
change the necessary equipment and appurtenances required to be installed, as shown
on Exhibit "C." Such modification or change must be documented in writing, dated, and
mutually agreed to by signature of the Contract Administrator and Seller.
ARTICLE XXVII.
TERMINATION
1. Either party (or the Contract Administrator) may terminate this Contract for the other
party's failure to perform such party's respective obligations under this Contract. Failure
to keep all insurance policies in force for the entire term of this Contract is grounds for
termination.
2. The terminating party must give the other party twenty (20) business days written
notice of the breach and set out a reasonable opportunity to cure.
3. If the breaching party has not cured within the cure period, the other party may
terminate this Contract immediately after the cure period.
4. Notwithstanding any other provision of this Contract, if Buyer fails to pay Seller any
amounts due under the Contract on a timely basis, Seller shall have the right to (a)
suspend performance under the Contract until such delinquent amounts plus accrued
interest calculated at a rate equal to the lower of (1) the then - effective prime rate of
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interest published under "Money Rates" by The Wall Street Journal, plus two percent
per annum; or (11) the maximum applicable lawful interest rate, have been paid or (b)
exercise any remedy available at law or in equity to enforce payment of such amount
plus interest, provided, however, that if Buyer, in good faith, disputes the amount of any
such billing or part thereof and pays such amounts as it concedes to be correct, no
suspension shall be permitted.
ARTICLE XXVIII.
NOTICE
Notice must be given by email, fax, hand delivery, or certified mail, postage prepaid,
and is deemed received on the day faxed or hand delivered or on the third day after
deposit if sent certified mail. Notice shall be sent as follows:
If to Buyer:
City of Corpus Christi
Attn: Deborah A. Marroquin, P.E.
Director of Gas Operations
4225 S. Port Avenue
P.O. Box 9277
Corpus Christi, TX 78469 -9277
Telephone: (361) 885 -6924
Facsimile: (361)885 -6970
Email: debbiem @cctexas.com
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—1 86—
If to Seller:
National Energy & Trade, LP
Attn: Joe Gutierrez
5847 San Felipe St. Suite 1910
Houston, Texas 77057
Telephone: (713) 800 -1946
Facsimile: (713) 871 -0510
Email: )mgutierrez @net - Ip.com
AGREED TO BY:
BUYER: CITY OF CORPUS CHRISTI
Ronald L. Olson
City Manager
Date:
Attest:
Armando Chapa
City Secretary
Approved as to form: This day of
Carlos Valdez
City Attorney
By:
Elizabeth Hundley
Assistant City Attorney
Attachments:
Exhibit "A" —
Exhibit "B" —
Exhibit "C"
Exhibit "D"
SELLER: NATIONAL ENERGY &
TRADE, LP
Joe ier
VP NET G ner 1 Partners, LLC
Date: 0S-74),V !t
, 2011
Points of Delivery and MAOP
Distribution System Map
— Equipment for Buyer's System
— Insurance Requirements
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16
CITY COUNCIL
AGENDA MEMORANDUM
City Council Action Date: May 31, 2011
AGENDA ITEM:
A. Ordinance rescinding, canceling, and terminating an ordinance previously adopted on October
26, 2010 by the City Council authorizing the issuance of "City of Corpus Christi, Texas
Utility System Revenue Refunding Bonds, Series 2010" and providing an effective date.
B. Motion authorizing the appointment of M. E. Allison & Co., Inc. as Financial Advisor; Frost
National Bank as Senior Manager; and Coastal Securities, Inc., Hutchinson, Shockey, Erley &
Company, Sterne Agee, and Stifel Nicolaus & Co., Inc. as Co- Managers for the City of
Corpus Christi, Texas Utility Revenue Refunding Bonds, Series 2011.
C. Ordinance authorizing the issuance of "City of Corpus Christi, Texas Utility System Revenue
Refunding Bonds, Series 2011" in an amount not to exceed $80,000,000; making provisions
for the payment and security thereof on a parity with certain currently outstanding obligations;
prescribing the form, terms, conditions, and resolving other matters incident and related to the
issuance, sale, and delivery of the Bonds; including the approval and distribution of an
Official Statement pertaining thereto; authorizing the execution of a Paying Agent/Registrar
Agreement, an Escrow and Trust Agreement, and a Purchase Contract; complying with the
requirements imposed by the Letter of Representations previously executed with the
Depository Trust Company; delegating the authority to the Mayor and certain members of the
City Staff to execute certain documents relating to the sale of the Bonds; and providing an
effective date.
ISSUE:
On June 22, 2010, the City Council approved an ordinance authorizing the issuance ofUtility System
Revenue Refunding Bonds, Series 2010A in an amount not to exceed $12,500,000. Since that time,
the municipal bond market moved in the City's favor — increasing the amount of our outstanding
Utility System bonds that could be refunded at lower interest rates. Because of this change, City
staff upon advisement from Bond Counsel recommended on October 26, 2010, action to rescind the
original ordinance approved on June 22, 2010, and recommended approval of an ordinance
authorizing the issuance of Utility System Revenue Refunding Bonds in an amount not to exceed
$112,800,000. This ordinance authorizing the issuance of the refunding bonds gave City staff a six
month window to refinance the bonds. During those six months, however, the bond market moved
away from us, reducing the positive impact of any refunding opportunities. The authorization to
refund these bonds expired by its terms on April 26, 2011. Part C of this agenda item is requesting
that a new authorization be approved for another six months so that the City can act expeditiously if
the market permits.
At this point in time, it appears that the market is moving in our favor for refunding portions of our
outstanding Utility System Bonds. Currently, the net present value savings equates to approximately
2.54% or approximately $1,793,762 on $70,595,000 of outstanding bonds. This amount will
fluctuate based on the conditions in the market at time of pricing. In fact, a 10 basis point move on
the day of pricing would increase the net present value savings to 3.22 %. The City's financial
advisor will monitor the municipal bond market to ensure that the City acts at the most advantageous
time and will ensure that the refunding will achieve at least a 3% net present value savings, as
outlined in the parameter ordinance
For purposes of conservatism, we are requesting that the original ordinance approved on October 26,
2010 be rescinded, as presented in Part A of this agenda item. Additionally, we are recommending
that the original financing team approved on June 22, 2010 (and again on October 26, 2010) for these
Bonds be re- appointed (as noted in Part B of this agenda item) as they have already expended
significant effort attempting to execute this transaction. The team includes: M. E. Allison & Co.,
Inc. as Financial Advisor; Frost National Bank as Senior Manager; and Coastal Securities, Inc.,
Hutchinson, Shockey, Erley & Company, Sterne Agee, and Stifel NicoIaus & Co., Inc. as Co-
Managers.
PREVIOUS COUNCIL ACTION:
October 26, 2010 - City Council rescinded the ordinance adopted on June 22, 2010; approved a
motion (re)authorizing the financing team for the Utility System Revenue
Refunding Bonds; and approved an ordinance authorizing the issuance of
"City of Corpus Christi, Texas Utility System Revenue Refunding Bonds,
Series 2010" in an amount not to exceed $112,800,000;
June 22, 2010 City Council approved an ordinance authorizing the issuance of "City of
Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2010"
in an amount not to exceed $12,500,000;
May 18, 2010 Motion authorizing the appointment of M. E. Allison & Co., Inc. as Financial
Advisor; Frost Bank as Senior Manager; and Coastal Securities, Inc.,
Hutchinson, Shockey, Erley & Company, Sterne Agee, and Stifel Nicolaus &
Co., Inc. as Co- Managers for the City of Corpus Christi, Texas Utility System
Revenue Improvement Bonds, Series 2010A.
CONCLUSION AND RECOMMENDATION:
City Staff recommends that the City Council approves the recommended ordinances and motion for
the sale of said Bonds.
Attachments:
Background Information
Exhibit A -- Financial Advisor Fee Schedule
Exhibit B — Bond Counsel Fee Schedule
Constance P. Sanchez
Interim Director of Financial Services
phone: 826 -3227
e -mail: constancep @cctexas.com
—1 9 2—
BACKGROUND INFORMATION
With favorable municipal bond market conditions currently existing, there is an opportunity for the
City to refund a portion of its Utility System Revenue Improvement Bonds in an amount not to
exceed $80,000,000. Initially on June 22, 2010, the City Council City Council approved an
ordinance authorizing the issuance of Utility System Revenue Refunding Bonds, Series 2010 in an
amount not to exceed $12,500,000. However since that time, the municipal bond market moved in
the City's favor - providing an opportunity to refund portions of our Utility System bonds at lower
interest rates. Because of this change, City staff upon advisement from Bond Counsel recommended
on October 26, 2010, action to rescind the original ordinance approved on June 22, 2010, and
recommended approval of an ordinance authorizing the issuance of Utility System Revenue
Refunding Bonds in an amount not to exceed $112,800,000. This ordinance authorizing the issuance
of the refunding bonds gave City staff a six month window to refinance the bonds. During those six
months, however, the bond market moved away from us reducing the positive impact of any
refunding opportunities. Marketable conditions are again improving, making this transaction again
viable. Since the authorization to refund these bonds expired on April 26, 2011, Part A of this
agenda item rescinds the ordinance approved on October 26, 2010; Part C requests that a new
authorization be approved for another six months so that the City can act expeditiously if the market
permits. The actions taken as a result of this agenda item would give the City the flexibility to
refund any of the Utility System Revenue Improvement Bonds that are viable at the day of pricing.
The refunding bonds will be sold as traditional tax- exempt bonds.
Because of the ever - changing conditions in the municipal bond market, our financial advisor has
recommended that the City Council delegate to the Mayor, City Manager, and Assistant City
Manager (the "Delegated Officials ") the authority to effect the sale of the Bonds subject to the
following parameters: (1) the principal amount of each series of Bonds may not exceed $80,000,000;
(2) the refunding will result in a net present value savings of at least 3.00 %, and (3) none of the
Bonds shall bear interest at a rate greater than 7% per year. The City's bond counsel has confirmed
that the City can delegate the sale of the Bonds and Refunding Bonds to the Delegated Officials in
the manner outlined above pursuant to the authority contained in Chapter 1207, as amended, Texas
Government Code.
Additionally, City staff is recommending that the original financing team approved on May 22, 2010
(and reappointed on October 26, 2010) for the Utility System Revenue Improvement Bonds, Series
2010A be re- appointed as they have already expended significant effort attempting to execute this
transaction. The team being recommended includes M. E. Allison & Co., Inc. as Financial Advisor;
Frost National Bank as Senior Manager; and Coastal Securities, Inc., Hutchinson, Shockey, Erley &
Company, Sterne Agee, and Stifel Nicolaus & Co., Inc. as Co- Managers. Fulbright & Jaworski
L.L.P. will serve as the third part of our financing team as bond counsel since they are currently
under contract with the City to serve as the City of Corpus Christi's bond counsel. See Exhibits A
and B for the Financial Advisor's and Bond Counsel's fee schedules.
—193—
INVESTMENT BANKrN$
FINANCIAL ADVISORY FEE SCHEDULE
And Nat
$ $ 250,000 $7,500 plus $2000 per $1,000 for all over $110,000
250,000 350,000 S9,50D plus $10.00 per 31,000 far all over $250,000
350,000 500,000 •$10,$00 plus $ 00 per $1,000 for ell over $350,000
500,000 700,000 $11,700 plus $7 .00 per 31,000 for all over $500,000
700,000 1,000,000 313,100 plus 36.00 per 31,000 for all over $700,000
1,000,000 1,500,000 $14,900 plus $5.00 per 31,000 for ail over $1,000,000
1,500,000 5,000,000 $17,400 plus 33.00 per$1,000 for all over $1,500,000
5,000,000 10.000,000 $27,900 plus 31.65 per $1,000 for ali.over 35,000,000
10,000,000 20,000,000 $36,150 plus 31.00 per $1,000 for all over $10,000,000
20,000.000 No 7410 546,150 plus 30,35 per 31,000 fm *0 aver 320,000,00D
III `il@1 BONDS AND COMBD1ATlON TAX AND REVENUE Cr$TIf 1CATES OF .
In iho event the Bonds to be luued are Revenue Bonds or Combination Tins and Rtvanue •
Ceitilicstas•of Oblipdon, Refunding or Leese Purdnsa, the for dull be the anus, oomguted.
from the above schedule plus 25%.
FULBRIGHT & JAWORSKI L.L.P.
(San Antos)
Fee Schedule*
Principal Amount of Oblptions Oblig bons*
(per S1,000 denomination)
$0 - $10,000,000 $ 1.2500
$10,000,001 - 525,000,000 S1.1250
525,000,001- $50,000,000 $0.8750
550,000,001- 5100,000,000 S0.7500
S100,000,001 - S200,000,0n0 S0.6250
Over $200,000,000 $0.5000
*This scale will be increased by 35% for the issuance of any refunding obligations and
provides for a minimum fee of S15,000 for the issuance of any Obligations.
*ln addition, the City will authorize an amount not to exceed S5,000 to our Firm for
additional federal income tax expertise relating to the Obligations, based upon our Firm's hourly
billing rates.
*To the extent that our Firm is responsible for preparing the offering documents relating
to the issuance of any Obligations, an additional fee of $7,500 will be charged.
*This fee scale is not applicable if the Obligations are issued in a variable rate mode, are
further secured with a liquidity facility, and/or involve the utilization of any derivative products,
are issued by s non-profit corporation created by the City, or are issued in connection with an
economic development financing, including a TIRZ or other similar financing.
*This fee schedule is applicable to the following types of Obligations: general obligation
bonds, certificates of obligation, tax notes, revenue bonds, and other similar indebtedness.
Part A Ordinance
ORDINANCE RESCINDING, CANCELING, AND TERMINATING AN
ORDINANCE PREVIOUSLY ADOPTED ON OCTOBER 26, 2010 BY THE
CITY COUNCIL AUTHORIZING THE ISSUANCE OF "CITY OF
CORPUS CHRISTI, TEXAS UTILITY SYSTEM REVENUE REFUNDING
BONDS, SERIES 2010" AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the City Council (the City Council) of the City of Corpus Christi, Texas (the
City), by ordinance adopted on June 22, 2010 (the June 2010 Ordinance) and pursuant to the
provisions of Section 1207.007, as amended, Texas Government Code (Applicable Law),
authorized the issuance of refunding bonds (the Bonds) in an aggregate principal amount not to
exceed $12,500,000 and, in connection therewith, delegated to certain City officials and staff the
authority to act on behalf of the City in selling and delivering the Bonds and carrying out the
procedures specified in the June 2010 Ordinance; and
WHEREAS, subsequent to the adoption of the June 2010 Ordinance, interest rates in the
tax- exempt bond market significantly improved, and the City, based upon the recommendation
of its financial advisor, determined to increase the maximum permitted principal amount of the
Bonds to $112,800,000 and added additional series of utility system revenue bonds eligible to be
refunded with proceeds thereof, which the City accomplished, pursuant to separate actions
approved on October 26, 2010, by rescinding the June 2010 Ordinance and adopting a new
authorizing ordinance (the October 2010 Ordinance); and
WHEREAS, quickly after the adoption of the October 2010 Ordinance, increasing
interest rates in the the tax - exempt bond market greatly diminished the economic benefit to the
City of issuing the Bonds, which caused the City to await improved market conditions prior to
executing the contemplated transaction; and
WHEREAS, market conditions have again improved such that the City's financial
advisor has advised City staff that the issuance of the Bonds, in a revised, aggregate principal
amount of $80,000,000, again represents a beneficial financial transaction to the City; and
WHEREAS, the Texas Attorney General's Office maintains an administrative position
that delegation authority approved pursuant to Applicable Law is valid for a period of six
months, which, with respect to the October 2010 Ordinance, expired on April 26, 2011; and
WHEREAS, the City anticipates adopting, pursuant to Applicable Law, new delegation
authority concering the issuance of the Bonds in the form of an updated ordinance (the May 2011
Ordinance); and
WHEREAS, prior to its adoption of the May 2011 Ordinance, the City has determined
that, notwithstanding the administrative position of the Texas Attorney General's Office
described above, rescinding the October 2010 Ordinance prior to adopting the May 2011
Ordinance is in the best interests of the City and its residents; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF CITY OF CORPUS CHRISTI,
TEXAS:
90456907.2
—197—
SECTION 1. The October 2010 Ordinance is hereby canceled, terminated and
rescinded.
SECTION 2. The recitals contained in the preamble hereof are hereby found to be true,
and such recitals are hereby made a part of this Ordinance for all purposes and are adopted as a
part of the judgment and findings of the City Council.
SECTION 3. All ordinances and resolutions, or parts thereof, which are in conflict or
inconsistent with any provision of this Ordinance are hereby repealed to the extent of such
conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters
ordained herein.
SECTION 4. This Ordinance shall be construed and enforced in accordance with the
laws of the State of Texas and the United States of America.
SECTION 5. If any provision of this Ordinance or the application thereof to any person
or circumstance shall be held to be invalid, the remainder of this Ordinance and the application
of such provision to other persons and circumstances shall nevertheless be valid, and the City
Council hereby declares that this Ordinance would have been enacted without such invalid
provision.
SECTION 6. It is officially found, determined, and declared that the meeting at which
this Ordinance is adopted was open to the public and public notice of the time, place, and subject
matter of the public business to be considered at such meeting, including this Ordinance, was
given, all as required by Chapter 551, as amended, Texas Government Code.
SECTION 7. This Ordinance shall be in force and effect from and after its final passage,
and it is so ordained.
SECTION 8. 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
31st day of May, 2011.
90456907.2
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PASSED AND APPROVED, this the 31st day of May, 2010.
CITY OF CORPUS CHRISTI, TEXAS
Mayor
A 1"1'x; ST:
City Secretary
(SEAL)
APPROVED THIS 31ST DAY OF MAY, 2011:
Carlos Valdez, City Attorney
90456907.2
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THE STATE OF TEXAS
COUNTY OF NUECES
I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the
above and foregoing is a true, full and correct copy of an Ordinance passed by the City Council
of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 31St day of
May, 2011, rescinding the prior ordinance of the City Council, adopted on October 26, 2010,
authorizing the issuance of the City's Utility System Revenue Refunding Bonds, Series 2010,
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 given,
all as required by Texas Government Code, Chapter 551.
EXECUTED UNDER MY HAND AND SEAL of said City, this the 31St day of May, 2011.
City Secretary
(CITY SEAL)
90456907.2
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Part C Ordinance
ORDINANCE NO.
DRAFT 5/18/2011
AUTHORIZING THE ISSUANCE OF "CITY OF CORPUS CHRISTI,
TEXAS UTILITY SYSTEM REVENUE REFUNDING BONDS, SERIES
2011" IN AN AMOUNT NOT TO EXCEED $80,000,000; MAKING
PROVISIONS FOR THE PAYMENT AND SECURITY 'THEREOF ON A
PARITY WITH CERTAIN CURRENTLY OUTSTANDING
OBLIGATIONS; PRESCRIBING THE FORM, TERMS, CONDITIONS,
AND RESOLVING OTHER MATTERS INCIDENT AND RELATED TO
THE ISSUANCE, SALE, AND DELIVERY OF THE BONDS; INCLUDING
THE APPROVAL AND DISTRIBUTION OF AN OFFICIAL STATEMENT
PERTAINING THERETO; AUTHORIZING THE EXECUTION OF A
PAYING AGENT/REGISTRAR AGREEMENT, AN ESCROW AND
TRUST AGREEMENT, AND A PURCHASE CONTRACT; COMPLYING
WITH THE REQUIREMENTS IMPOSED BY THE LETTER OF
REPRESENTATIONS PREVIOUSLY EXECUTED WITH THE
DEPOSITORY TRUST COMPANY; DELEGATING THE AUTHORITY
TO THE MAYOR AND CERTAIN MEMBERS OF THE CITY STAFF TO
EXECUTE CERTAIN DOCUMENTS RELATING TO THE SALE OF THE
BONDS; AND PROVIDING AN EFFECTIVE DATE
WHEREAS, the City of Corpus Christi, Texas (the "City" or the "Issuer "), a "home -rule"
city operating under a home -rule charter adopted pursuant to Section 5 of Article XI of the Texas
Constitution, with a population according to the latest federal decennial census of in excess of
50,000, has heretofore issued its "City of Corpus Christi, Texas Utility System Revenue
Refunding Bonds, Series 1990" (the "Series 1990 Bonds "); its "City of Corpus Christi, Texas
Utility System Revenue Bonds, Series 1994" (the "Series 1994 Bonds "); its "City of Corpus
Christi, Texas Utility System Revenue Bonds, Series 1994 -A" (the "Series 1994 -A Bonds "); its
"City of Corpus Christi, Texas Utility System Revenue Bonds, Series 1995" (the "Series 1995
Bonds "); its "City of Corpus Christi, Texas Utility 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 Utility 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 "); its "City of Corpus Christi, Texas Utility System
Revenue Refunding and Improvement Bonds, Series 2004" (the "Series 2004 Bonds "); its "City
of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005" (the "Series
2005 Bonds "); its "City of Corpus Christi, Texas Utility System Revenue Refunding Bonds,
Series 2005A" (the "Series 2005A Bonds "); its "City of Corpus Christi, Texas Utility System
90092441.6
Revenue Refunding and Improvement Bonds, Series 2006" (the "Series 2006 Bonds "); its "City
of Corpus Christi, Texas Utility System Revenue Improvement Bonds, Series 2009" (the "Series
2009 Bonds "); it's "City of Corpus Christi, Texas Utility System Revenue Improvement Bonds,
Series 2010" (the "Series 2010 Bonds "); its "City of Corpus Christi, Texas Utility System
Revenue Improvement Bonds, Series 2010A" (the "Series 2010A Bonds "); and its "City of
Corpus Christi, Texas Utility System Revenue Improvement Bonds, Taxable Series 2010B
(Direct Subsidy - Build America Bonds)" (the "Series 2010 Taxable Bonds "); and
WHEREAS, the Series 1990 Bonds, the Series 1994 Bonds, the Series 1994 -A Bonds,
the Series 1995 Bonds, the Series 1995 -A Bonds, and the Series 2000 Bonds are no longer
Outstanding (as hereinafter defined); and
WHEREAS, the Series 1999 Bonds, the Series 1999 -A Bonds, the Series 2000 -A Bonds,
the Series 2002 Bonds, the Series 2003 Bonds, the Series 2004 Bonds, the Series 2005 Bonds,
the Series 2005A Bonds, the Series 2006 Bonds, the Series 2009 Bonds, the Series 2010 Bonds,
the Series 2010A Bonds, and the Series 2010 Taxable Bonds are sometimes collectively referred
to herein as the "Previously Issued Priority Bonds "; and
WHEREAS, the City has established an interim financing program pursuant to which the
City has authorized the issuance of commercial paper notes designated "City of Corpus Christi,
Texas Utility System Commercial Paper Notes, Series B ", to be issued from time to time in an
aggregate principal amount not to exceed $75,000,000 at any one time Outstanding (the "Series
B Commercial Paper Notes "), under which there currently exists no Outstanding obligations; 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 has heretofore issued, sold, and delivered, and there are currently outstanding
obligations in the aggregate principal amount of at least $ , being the obligations set
forth on Schedule I hereto which is incorporated by reference for all purposes to this ordinance
(the Refunded Obligations); and
WHEREAS, pursuant to the provisions of Chapter 1207, as amended, Texas Government
Code, as amended (the Act), the City Council is authorized to issue revenue refunding bonds and
deposit the proceeds of sale under an escrow agreement to provide for the payment of the
Refunded Obligations, and such deposit, when made in accordance with the Act, shall constitute
the making of firm banking and financial arrangements for the discharge and final payment of
the Refunded Obligations; and
WHEREAS, the Act require that the deposit of the proceeds from the sale of the revenue
refunding bonds be deposited directly with any designated escrow agent for the Refunded
Obligations that is not the depository bank of the City; and
WHEREAS, Wells Fargo Bank, National Association, Fort Worth, Texas, which is not a
depository bank of the City, is appointed and will serve as the Paying Agent/Registrar
(hereinafter defined) and Escrow Agent (hereinafter defined) for the revenue refunding bonds;
and
90092441.6
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WHEREAS, the City Council also hereby finds and determines that the Refunded
Obligations are scheduled to mature or are subject to being redeemed, not more than twenty (20)
years from the date of the Bonds herein authorized and such refunding will result in a net present
value saving of approximately $ to the City and a gross savings of
$ , including the cash contribution of $
WHEREAS, the revenue refunding bonds hereinafter authorized are to be issued and
delivered pursuant to the laws of the State of Texas, including the Act, and the terms of the Base
Ordinance and this Ordinance (as hereinafter defined), for the purposes set forth in this
Ordinance; now, therefore,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1: Bonds Authorized. In order to provide funds for the purposes of (i) the
discharge and final payment of the Refunded Obligations and (ii) paying the costs of issuance
relating thereto, the City Council (the "Governing Body ") of the City, acting pursuant to the laws
of the State of Texas, particularly the Act, has determined that there shall be issued and there is
hereby ordered to be issued a series of revenue refunding bonds to be designated "City of Corpus
Christi, Texas Utility System Revenue Refunding Bonds, Series 2011 ", in the principal sum of
AND NO /100 DOLLARS
($ ) (the "Bonds ").
As authorized by the Act, the Mayor of the City, the City Manager of the City, and the
Assistant City Manager (each of the foregoing, individually, an Authorized Representative) are
hereby authorized, appointed, and designated as the officers of the City authorized to
individually act on behalf of the City in selling and delivering the Bonds authorized herein and
carrying out the procedures specified in this Ordinance, including approval of the aggregate
principal amount of each maturity of the Bonds, the redemption provisions therefor, the rate of
interest to be borne on the principal amount of each such maturity, and the identification of an
underwriter or underwriting syndicate for the Bonds. Each Authorized Representative, acting for
and on behalf of the City, is authorized to execute the Approval Certificate attached hereto as
Schedule I. The Bonds shall be issued in the principal amount not to exceed $80,000,000; the
maximum maturity of the Bonds will be July 15, 2025, the refunding will result in a net present
value savings of at least 3.00 %, and the net effective per annum interest rate shall not exceed a
rate greater than 7.00% per annum calculated in a manner consistent with the provisions of
Chapter 1204, as amended, Texas Government Code. Lastly, each Authorized Representative is
authorized to select the bond insurer and/or debt service reserve fund surety provider, if any,
with respect to the Bonds. If the Authorized Representative chooses to purchase a debt service
reserve surety policy or similar credit facility relating to the Bonds, then the Authorized
Representative shall be permitted to execute an insurance or similar reimbursement agreement in
substantially the form attached hereto as Exhibit H (which form is hereby approved) in
connection with such purchase. Upon execution of the Approval Certificate, Bond Counsel is
authorized to complete this Ordinance to reflect such final terms.
90092441.6
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SECTION 2: Dated Date, Denomination. and Stated Maturities; Redemption Option.
The Bonds shall be issued as fully registered obligations, without, coupons, totaling
$ in aggregate principal amount and be dated , 2011.
A. Denominations, and Stated Maturities. The Bonds shall be issued in denominations
of Five Thousand Dollars ($5,000) or any integral multiple (within a stated maturity) thereof
(each, an "Authorized Denomination "), shall be lettered "R" and numbered consecutively from
One (1) upward. The Bonds herein authorized to be issued shall bear interest on the unpaid
principal amounts from the Dated Date or from the most recent interest payment date to which
interest has been duly paid or provided and principal shall become due and payable on in
each of the years and in amounts in accordance with the following schedule. Said interest shall
be payable to the registered owner of any such Bond in the manner provided and on the dates
stated in the FORM OF BOND attached to this Ordinance as Exhibit A.
Stated Maturities Principal Amounts ($) Interest Rates (%),
2011
2012
2013
2014
2015
2016
2017
2018
2019
2020
2021
2022
2023
2024
B. Redemption Provisions.
(1) Optional Redemption. The City reserves the right to redeem the Bonds
stated to mature on and after July 15, 20_, in whole or in part, on , 20 on
any date thereafter, in such order of stated maturity as the City shall determine and by lot
or other customary method within a stated maturity at the redemption price of par plus
accrued interest to the date of redemption.
(2) Notice of Redemption. At least thirty (30) days prior to the date any such
Bonds are to be redeemed, a notice of redemption, authorized by appropriate resolution
passed by the Governing Body, shall be given in the manner set forth below. A written
notice of such redemption shall be given to the registered owner of each Bond or a
portion thereof being called for redemption by depositing such notice in the United States
mail, first class postage prepaid, addressed to each such registered owner at his address
shown on the Registration Books (as hereinafter defined) kept by the Paying
Agent/Registrar. By the date fixed for any such redemption, due provision shall be made
by the City with the Paying Agent/Registrar for the payment of the required redemption
90092441.6
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—205—
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 written 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, 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 from the Paying Agent/Registrar out of the funds provided for such
payment. The Paying Agent/Registrar shall record in the Registration Books all such
redemptions of principal of the Bonds or any portion thereof. If a portion of any Bonds
shall be redeemed, a substitute Bond or Bonds having the same stated maturity date,
bearing interest at the same interest rate, in any denomination or denominations in any
integral multiple of $5,000, 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 City,
all as provided in this Ordinance.
SECTION 3: Interest. The Bonds shall bear interest on the unpaid principal amount
thereof at the per annum rates shown above in Section 2, computed on the basis of a 360 -day
year of twelve 30 -day months, and interest thereon shall be payable semiannually on January 15
and July 15 of each year (each an "Interest Payment Date "), commencing 15, 20�
while the Bonds are Outstanding. Interest on each Bond issued and delivered to a Holder shall
accrue from the latest Interest Payment Date that interest on such Bond (or the Bond which it
substitutes) has been paid that precedes the registration date appearing an such Bond in the
"Registration Certificate of Paying Agent/Registrar" (Section C of Exhibit A hereto), unless the
registration date appearing thereon is an Interest Payment Date for which interest is being paid,
in which case interest on such Bond shall accrue from the registration date appearing thereon and
provided further that with respect to the initial payment of interest on a Bond, such interest shall
accrue from the Dated Date.
SECTION 4: Characteristics of the Bonds.
A. Registration, Transfer, Conversion and Exchange; Authentication; Initial Bond. The
City shall keep or cause to be kept at the designated trust office in Fort Worth, Texas (the
"Designated Trust Office ") of Wells Fargo Bank, National Association (the "Paying
Agent/Registrar ") 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/Registrar as its registrar and transfer agent to keep such books or records and make such
registrations of transfers, conversions and exchanges under such reasonable regulations as the
City and the Paying Agent/Registrar may prescribe; 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 as
Exhibit B, 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 mailed, and such interest payments shall not be mailed unless such notice has
90092441.6
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been given. The City shall have the right 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 Agent/Registrar's standard or
customary fees and charges for making such registration, transfer, conversion, exchange and
delivery of a substitute Bond or Bonds. Registration of assignments, transfers, conversions and
exchanges of Bonds shall be made in the manner provided and with the effect stated in the
FORM OF BOND. Each substitute Bond shall bear a letter and/or number to distinguish it from
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 Designated Trust
Office of the Paying Agent/Registrar, together with a written request therefor duly executed by
the registered owner or the assignee or assignees thereof, or its or their duly authorized attorneys
or representatives, with guarantee of signatures 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 maturity 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 surrendered, and payable to the
appropriate registered owner, assignee, or assignees, as the case may be. If a portion of any
Bond shall be redeemed prior to its scheduled maturity as provided 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 surrender of such
partially redeemed Bond for cancellation. If any Bond or portion thereof is assigned and
transferred, each Bond issued in exchange therefor shall have the same principal maturity date
and bear interest at the same rate as the Bond 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 substitute Bond or Bonds delivered in exchange for or replacement of any
Bond or portion thereof as permitted 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 delivered in exchange for or
replacement of another Bond prior to the first scheduled Interest Payment Date on the Bonds
shall be dated the same date as such Bond, but each substitute Bond so delivered on or after such
first scheduled Interest Payment Date shall be 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
further, however, that if at the time of delivery of any substitute Bond the interest on the Bond
for which it is 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
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Certificate "). An authorized representative of the Paying Agent/Registrar shall, before the
delivery of any such Bond, date and manually sign the Authentication Certificate, and no such
Bond shall be deemed to be issued or Outstanding unless the Authentication Certificate is so ex-
ecuted. 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 Governing Body or any other body or person so as to accomplish the foregoing
conversion and exchange of any Bond or portion thereof, and the Paying Agent/Registrar shall
provide for the printing, execution, and delivery of the substitute Bonds in the manner prescribed
herein. Pursuant to Chapter 1206, as amended, Texas Government Code, the duty of conversion
and exchange of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and,
upon the execution of the Authentication Certificate, 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 (as hereinafter defined), and registered by the Comptroller of Public Accounts (as
hereinafter defined).
The Bonds shall be issued initially either (i) as a fully registered Bond in the total
aggregate principal amount of $ with principal installments to become due and
payable as provided in Subsection 2.A, and numbered T -1, or (ii) as one (1) fully registered
Bond for each year of stated maturity in the applicable principal amount, interest rate, and
denomination and to be numbered consecutively from T -1 and upward (the "Initial Bonds ") and,
in either case, the Initial Bonds shall be registered in the name of the Purchaser or its designee.
The Initial Bonds shall be the Bonds submitted to the Attorney General for approval and certified
and registered by the Comptroller of Public Accounts. At any time after the delivery of the
Initial Bonds to the Purchaser, the Paying Agent/Registrar, upon written instructions from the
Purchaser, or its designee, shall cancel the Initial Bonds and exchange therefor definitive Bonds
of authorized denominations, stated maturities, principal amounts, and bearing applicable interest
rates for transfer and delivery to the registered owners named and at the addresses identified
therefor, all in accordance with and pursuant to such written instructions from the Purchaser, or
its designee, and such other information and documentation as the Paying Agent/Registrar may
reasonably require.
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, if any, and
interest on the Bonds, all as provided 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 prior to their scheduled maturities, (iii) may be transferred
and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall have the
characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the principal of and
interest on which shall be payable, and (viii) 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 Initial Bonds are not required to be, and shall not be, authenticated by the
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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 Paving Agent/Registrar. The City covenants to maintain and provide a
Paying Agent/Registrar at all times until the Bonds are paid, and any successor Paying
Agent/Registrar shall be a bank, trust company, financial institution, or other entity duly
qualified and legally authorized to serve as and perform the duties and services of Paying
Agent/Registrar. Upon any change (which shall be at the sole discretion of the City) in the
Paying Agent/Registrar for the Bonds, the City agrees to 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 also give the address of the new Paying Agent/Registrar. In addition,
the previous Paying Agent/Registrar promptly shall transfer and deliver 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. By accepting the position
and performing as such, each Paying Agent/Registrar 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 Initial Bonds shall
be initially issued in the form of a separate single fully registered Bond for each Stated Maturity
of the Bonds. 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, New York, New York
( "DTC "), and except as provided in Subsection F hereof, all of the Outstanding Bonds shall be
registered 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 responsibility or obligation to any securities brokers and dealers, banks, trust companies,
clearing corporations and certain other organizations 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 accuracy
of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownership
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 (iii) 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 amount 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, premium, if any, and interest with 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, premium, if any, 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, premium, if any, and interest on the
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Bonds to the extent of the sum or sums so paid. No person other than a registered owner, as
shown in the Registration Books, shall receive a Bond evidencing the obligation of the Issuer to
make payments of principal, premium, if any, 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 (as defined in the FORM OF BOND), the words "Cede & Co." in
this Ordinance shall refer to such new nominee of DTC.
F. Successor Securities Depository. In the event that the Issuer determines that DTC is
incapable of discharging its responsibilities described herein and in the representation letter of
the Issuer to DTC in the form attached hereto as Exhibit G and made a part hereof for all
purposes (the "Representation Letter ") 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 separate Bonds to such successor
securities depository or (ii) 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 shall 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 shall designate, in accordance with the
provisions of this Ordinance.
G. DTC Letter of Representations. Notwithstanding any other 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, premium, if any, 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.
SECTION 5: Form of Bonds. The form of alI 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 Initial Bonds) shall be, respectively,
substantially in the form attached hereto as Exhibit A, with such appropriate variations,
omissions, or insertions as are permitted or required by this Ordinance.
SECTION 6: Definitions. For all purposes of this Ordinance, except as otherwise
expressly provided or unless the context otherwise require, the terms defined in this Section have
the meanings assigned to them in this Section, and certain terms used in Sections 21 and 30 of
this Ordinance have the meanings assigned to them in such respective Sections.
A. The term "Account" shall mean any account created, established and maintained
under the terms of any ordinance authorizing the issuance of Priority Bonds.
B. The term "Accountant" shall mean a nationally recognized independent certified
public accountant, or an independent firm of certified public accountants.
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C. The term "Additional Priority Bonds" shall 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 Base Ordinance and this Ordinance.
D. 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, if any).
E. The term "Attorney General" shall mean the Office of the Attorney General of the
State of Texas.
F. The term "Authorized Denomination" shall have the meaning given such term in
Section 2 of this Ordinance.
G. 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, however, 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
shall 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.
H. The term "Base Ordinance" shall mean the ordinance authorizing the issuance of the
Series 1990 Bonds.
I. The term `Bonds" shall have the meaning given such term in Section 1 of this
Ordinance.
J. 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 transmission facilities with respect to each and any combination thereof, which
shall become a part of the System.
K. The term "Capital Improvements" shall mean any capital extensions, improvements
and betterments to the System other than Capital Additions.
L. The term "Capitalized Interest Account" shall mean the Account by that name which
may be created within the Debt Service Fund.
M. The terms "City" and "Issuer" shall have the meaning given such terms in the
preamble of this Ordinance.
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N. The term "Closing Date" shall mean the date of physical delivery of the Initial Bonds
in exchange for the payment in full by the Purchaser.
O. The term "Comptroller of Public Accounts" shall mean the Office of the Comptroller
of Public Accounts of the State of Texas.
P. The term "Credit Facility" shall mean a policy of municipal bond insurance, a debt
service reserve fund policy or surety bond or a letter or line of credit issued by a Credit Facility
Provider in support of any Priority Bonds or Subordinated Obligations.
Q. The term "Credit Facility Provider" shall mean (1) 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 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 of credit, 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 fmancial institution secured the timely payment of the entire principal amount of
the series of Priority Bonds and the interest thereon.
R. The term "Debt Service Fund" shall have the meaning given such term in Section 9 of
this Ordinance.
S. The term "DTC" shall have the meaning given such term in Section 4 to this
Ordinance.
T. 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, as amended, Texas Government Code), to purchase, sell and invest its funds and
funds under its control, and with respect to the investment of proceeds of any Priority Bonds,
guaranteed investment contracts fully collateralized by Government Obligations.
U. The term "Engineer of 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
engineering of water, sanitary sewer and/or gas systems of comparable size and character as
those forming parts of the System.
V. The term "Fund" shall mean any fund created, established and maintained under the
terms of any ordinance authorizing the issuance of Priority Bonds.
W. The term "Government Obligations" shall mean (i) with respect to any Previously
Issued Priority Bonds (except the Series 2009 Bonds, the Series 2010 Bonds, the Series 2010A
Bonds, and the Series 2010 Taxable Bonds), 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 and (ii) with respect to the Series 2009 Bonds, the Series 2010
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Bonds, the Series 2010A Bonds, the Series 2010 Taxable Bonds, the Bonds, and any Additional
Priority Bonds hereafter issued by the City (1) direct noncallable obligations of the United
States, including obligations that are unconditionally guaranteed by, the United States of
America, or (2) noncallable obligations of an agency or instrumentality of the United States,
including obligations that are unconditionally guaranteed or insured by the agency or
instrumentality and that, on the date the governing body of the issuer adopts or approves the
proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a
nationally recognized investment rating firm not less than "AAA" or its equivalent, or
(3) noncallable obligations of a state or an agency or a county, municipality, or other political
subdivision of a state that have been refunded and that, on the date the governing body of the
issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated
as to investment quality by a nationally recognized investment rating firm not less than "AAA"
or its equivalent; provided, however, that in the event the term "Government Obligations" shall
be used in such a manner other than with respect to the defeasance of Priority Bonds pursuant to
Section 17 of this Ordinance, its meaning shall be consistent with that specified in clause (i)
above until such time as there are no longer Outstanding any Previously Issued Priority Bonds
(except the Series 2009 Bonds, the Series 2010 Bonds, the Series 2010A Bonds, and the Series
2010 Taxable Bonds, which are excluded from the definition of Previously Issued Priority Bonds
for purposes of this clause) and, thereafter, it shall have the meaning ascribed thereto in
clause (ii).
X. The term "Gross Revenues" shall mean all revenues, income, and receipts derived or
received by the City from the operation and ownership of the System, including the interest
income from the investment or deposit of money in any Fund created or confirmed 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.
Y. The term "Mandatory Redemption Account" shall mean the Account by that name
within the Debt Service Fund and established, if at all, by an ordinance authorizing the issuance
of Priority Bonds.
Z. The terms "Net Revenues of the System" and "Net Revenues" shall mean all Gross
Revenues less Operating Expenses.
AA. The term "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 from the System Fund to other funds established in this Ordinance,
shall never be considered as expenses of operation and maintenance.
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BB. The term "Outstanding" shall mean, as of the date of determination, all Priority
Bonds theretofore issued and delivered except:
(1) those Priority Bonds theretofore canceled by the respective paying agents
for such Priority Bonds or delivered to such paying agents for cancellation;
(2) those Priority Bonds for which payment has been duly provided by the
City by the irrevocable deposit with the respective paying agents for such Priority Bonds
of money in the amount necessary to fully pay principal of, premium, if any, and interest
thereon to maturity or redemption, if any, as the case may be, provided that, if such
Priority Bonds are to be redeemed, notice of redemption thereof shall have been duly
given pursuant to the ordinance authorizing the issuance of such Priority Bonds,
irrevocably provided to be given to the satisfaction of such paying agents, or waived;
(3) those Priority Bonds that have been mutilated, destroyed, lost, or stolen
and for which replacement bonds have been registered and delivered in lieu thereof; and
(4) those Priority Bonds for which the payment of principal thereof; premium,
if any, and interest thereon to Stated Maturity re redemption has been duly provided for
by the City by the deposit in trust of money or Government Obligations, or both.
CC. The terra "Paying Agent/Registrar" shall mean the financial institution specified
in Section 4.A of this Ordinance, or its herein - permitted successors and assigns.
DD. The term "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.
EE.The term "Previously Issued Priority Bonds" shall have the meaning given said term
in the preamble to this Ordinance.
FF. The term "Priority Bonds" shall mean the Previously Issued Priority Bonds, the
Bonds, and any Additional Priority Bonds.
GG. The term "Prudent Utility Practice" shall 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 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 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
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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 in the agreement governing the operation of such facility.
HH. The term "Purchaser" shall have the meaning given such term in Section 25 of
this Ordinance.
II. The term "Rating Agency" shall mean any nationally recognized securities rating
agency which has assigned a rating to the Priority Bonds.
D. The term "Required Amount" shall have the meaning given such term in Section 10
of this Ordinance.
KK. The term "Reserve Fund" shall have the meaning given such term in Section 10 of
this Ordinance.
LL.The term "Reserve Fund Obligations" shall mean cash, Eligible Investments, any
Credit Facility, or any combination of the foregoing.
MM. The term "Series 1990 Bonds" shall mean the $64,660,000 City of Corpus Christi,
Texas Utility System Revenue Refunding Bonds, Series 1990, authorized by the ordinance
adopted by the City on November 15, 1990; the term "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 the ordinance adopted by the City on May 11, 1999; the term
"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 -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 "Series 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; 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 $70,390,000 City of Corpus Christi, Texas
Utility System Revenue Refunding Bonds, Series 2005, authorized by the ordinance adopted by
the City on December 21, 2004; the term "Series 2005A Bonds" shall mean the $68,325,000 City
of Corpus Christi, Texas Utility System Revenue Refunding Bonds, Series 2005A, authorized by
the ordinance adopted by the City on August 30, 2005; the term "Series 2006 Bonds" shall mean
the $84,415,000 City of Corpus Christi, Texas Utility System Revenue Refunding and
Improvement Bonds, Series 2006, authorized by the ordinance adopted by the City on September
26, 2006; the term "Series 2009 Bonds" shall mean the $96,490,000 City of Corpus Christ,
Texas Utility System Revenue Improvement Bonds, Series 2009, authorized by the ordinance
adopted by the City on February 24, 2009, the term "Series 2010 Bonds" shall mean the
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$8,000,000 City of Corpus Christi, Texas Utility System Revenue Improvement Bonds, Series
2010, authorized by the ordinance adopted by the City on March 9, 2010, the term "Series
2010A Bonds" shall mean the $14,375,000 City of Corpus Christi, Texas Utility System
Revenue Improvement Bonds, Series 2010A authorized by the ordinance adopted by the City on
June 22, 2010, and the term "Series 2010 Taxable Bonds" shall mean the $60,625,000 City of
Corpus Christi, Texas Utility System Revenue Improvement Bonds, Taxable Series 2010 (Direct
Subsidy - Build America Bonds)" authorized by the ordinance adopted by the City on June 22,
2010.
NN. The term "Subordinated Obligations" shall mean any bonds, notes, or other
obligations issued pursuant to law payable in whole or in part from the Pledged Revenues but
subordinate to the Priority Bonds, which includes the Series B Commercial Paper Notes.
00. The term "System" shall mean and include, for so long as the Previously Issued
Priority Bonds (except for the Series 2010 Bonds, Series 2010A Bonds, and Series 2010 Taxable
Bonds, which are excluded from such definition for this purpose) remain Outstanding or until
consents from the Holders thereof permitting an amendment to the applicable authorizing
ordinances providing for an earlier date of effectiveness are secured, the City's existing
combined waterworks system, wastewater disposal system and gas system, together with all
future extensions, improvements, enlargements, and additions thereto, including, to the extent
permitted by law, storm sewer and drainage within the waterworks system, and all replacements
thereof;. thereafter, the term "System" shall mean and include the City's existing combined
waterworks system, wastewater disposal system and gas system, together with all future
extensions, improvements, enlargements, and additions thereto, including, to the extent permitted
by law (and to be added at the sole discretion of the City), storm sewer and drainage within the
waterworks system, solid waste disposal system, additional utility (including electricity),
telecommunications, technology, and any other similar enterprise services, and alI replacements,
additions, and improvements to any of the foregoing, within or without the City limits; 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 facilities which are
declared by the City not to be a part of the System and which are hereafter acquired or
constructed by the City with the proceeds from 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 from the Pledged Revenues, but which are secured by and payable solely from special
contract 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 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 ".
PP. The term "System Fund" shall have the meaning given such term in Section 8 of this
Ordinance.
QQ. The term "Term Bonds" shall have the meaning given such term in Section 2 of
this Ordinance.
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RR. The term "Value of Investment Securities" and words of like import 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.
SS. The term "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, currently being the period of time beginning on August 1 and ending on
July 31.
SECTION 7: Pledge.
A. Pledged Revenues. 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 Priority 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. Security Interest. Chapter 1208, as amended, 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 is to be subject to the filing requirements of
Chapter 9, as amended, 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, as amended, Texas Business & Commerce
Code and enable a filing to perfect the security interest in said pledge to occur.
SECTION 8: System Fund. There has heretofore been created and established and there
shall be maintained on the books of the City, and accounted for separate and apart from 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 immediately upon
receipt. All Operating Expenses shall be paid from such Gross Revenues credited to the System
Fund as a first charge against same.
SECTION 9: Debt Service Fund.
A. Debt Service Fund Established. For the sole purpose of paying the principal amount
of, premium, if any, Amortization Installments, if any, and interest on all Priority Bonds, there
has heretofore been created and established and there shall be maintained on the books of the
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City a separate fund entitled the "City of Corpus Christi Utility System Revenue Bonds Debt
Service Fund" (the "Debt Service Fund "). Money in the Debt Service Fund shall be deposited
and maintained in an official depository bank of the City.
B. Capitalized Interest Account. 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 Priority Bonds or other obligations for which any
interest has been capitalized, the City shall use the money in the Capitalized Interest Account to
pay such interest on such Priority Bonds or other obligations to the extent of the amounts therein
representing such capitalized interest.
C. Mandatory Redemption Account. 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, including this Ordinance,
authorizing the issuance of Term Bonds.
D. Surplus Proceeds. Effective at such time as the Previously Issued Priority Bonds are
no longer Outstanding, the City may transfer excess amounts held in the Debt Service Fund to
any fund or funds established for the payment of or security for the Priority Bonds (including any
escrow established for the final payment of any such obligations pursuant to Chapter 1207, as
amended, Texas Government Code) or use such excess amount for any lawful purpose now or
hereafter provided by law; provided, however, to the extent that such excess amount represents
bond proceeds, then such amount must remain in the Debt Service Fund.
SECTION 10: Reserve Fund.
A. Reserve Fund Established. 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 Utility System Revenue Bonds Reserve Fund" (the "Reserve Fund "). There shall be
deposited into 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 purpose. The Reserve Fund shall be maintained in an amount
equal to the Average Annual Principal and Interest Requirements of the Outstanding Priority
Bonds after giving consideration as an offset to debt service the receipt or anticipated receipt of a
refundable tax credit or similar payment relating to a series of Priority Bonds irrevocably
designated as refundable tax credit 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.
B. Credit Facility. 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
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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, however, that the face amount of any Credit Facility
may be reduced at the option of the City in lieu of such transfer.
C. Withdrawals. If the City is required to make a withdrawal from 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 from the Reserve Fund for any such
purposes, and shall make such withdrawal FIRST from available money 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. Deficiencies. 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. Redemption; Defeasance. 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 irrevocably with 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 any such ordinance.
F. Reimbursement of Credit Facility Provider. In the event there is a draw upon a Credit
Facility, the City shall reimburse the Credit Facility Provider for such draw, in accordance with
the terms of any agreement pursuant to which the Credit Facility is issued, from Pledged
Revenues; provided, however, such reimbursement from Pledged Revenues shall be subordinate
and junior in right of payment to the payment of principal of and premium, if any, and interest on
the Priority Bonds.
G. Additional Priority Bonds. Upon the issuance of Additional Priority Bonds the
money in the Reserve Fund shall be increased to the newly - established Required Amount in
accordance with the provisions of Section 18.B of this Ordinance.
SECTION 11: Subordinated Obligations Funds and Accounts. The City hereafter may
create, establish and maintain on the books of the City separate funds and accounts from which
money can be withdrawn to pay the principal of and interest on Subordinated Obligations which
hereafter may be issued.
SECTION 12: Investments. Money in any Fund established pursuant to this Ordinance
may, at the option of the City, be placed or invested in Eligible Investments. Money in the
Reserve Fund shall not be invested in securities with an average aggregate weighted maturity of
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greater than seven years. If money in a Fund herein established are permitted to be invested, the
value of any such Fund shall be established by adding the money 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 and 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 therefrom. Such investments shall be sold promptly when necessary to
prevent any default in connection with the Priority Bonds. Earnings derived from the investment
of money on deposit in the various Funds and Accounts created hereunder shall be credited to the
Fund or Account from which money used to acquire such investment shall have come.
SECTION 13: Funds Secured. Money in the System Fund and all Funds created by this
Ordinance, to the extent not invested, shall be secured in the manner prescribed by law for
securing funds of the City.
SECTION 14: Flow of Funds. All money 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 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 money on deposit in the Capitalized Interest Account, if any,
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 which shall be the later to occur of (i) the twelfth month
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 which 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 delivery 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
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other amounts, 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 condition 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, commencing with the month during which such
deficiency occurs, such deficiency shall be made up from the next available Pledged Revenues or
from any other sources available for such purpose. Reimbursements to a Credit Facility Provider
made in accordance with the terms of Subsection 10.F of this Ordinance shall constitute the
making up of a 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,
deposits shall be made to the Reserve Fund commencing during the month and in the amounts
required by Subsection 18.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 Required Amount.
C. Surplus. The balance of any money 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, however,
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 15: Deficiencies. If on any occasion there shall not be sufficient Pledged
Revenues to make the deposits and other applications of money required by Section 14 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 14) as soon as possible from 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 therefrom or decreases in the market value of Eligible Investments on deposit
therein, such deficiency will be made up from the next available Pledged Revenues within
twelve months from 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 16: Payment of Bonds. On or before the fast 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) money 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 Paying Agent/Registrar, or the bond registrar for each series
of Priority Bonds shall destroy all paid Priority Bonds, as applicable, and furnish the City with an
appropriate certificate of cancellation or destruction.
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SECTION 17: Final Deposits; Government Obligations.
A. Defeasance. 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 otherwise) either (1) shall
have been made in accordance with 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
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
public accounting firm of national reputation, to mature as to 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 the 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 bonds) 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 manner as
described in Section 2.B of this Ordinance. In addition, in connection with a defeasance, such
paying agent shall 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 of the Pledged Revenues, and shall be entitled
to payment solely from such money or Government Obligations.
Notwithstanding any other provision of this Ordinance to the contrary, it is hereby
provided that any determination not to redeem defeased Bonds that is made in conjunction with
the payment arrangements specified in subsection (i) or (ii) above shall not be irrevocable,
provided that: (1) in the proceedings providing for such defeasance, the City expressly reserves
the right to call the defeased Bonds for redemption; (2) gives notice of the reservation of that
right to the owners of the defeased Bonds immediately following the defeasance; (3) directs that
notice of the reservation be included in any redemption notices that it authorizes; and (4) at the
time of the redemption, satisfies the conditions of (i) or (ii) above with respect to such defeased
debt . as though it was being defeased at the time of the exercise of the option to redeem the
defeased Bonds, after taking the redemption into account in determining the sufficiency of the
provisions made for the payment of the defeased Bonds.
B. Government Obligations. Any money 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 from all Government Obligations
in the hands of the paying agent (or escrow agent) pursuant to this Section which is not required
for the payment of the principal of such Priority Bonds, the redemption premium, if any,
therefor, and interest thereon, with respect to which such money has been so deposited, shall be
remitted to the City for deposit into the System Fund.
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C. Payment of Priority Bonds. Except as provided in Subsection 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 the principal of such Priority Bonds, the redemption premium, if any,
therefor, and interest thereon, shall be applied solely to and used solely for the payment of such
Priority Bonds, such redemption premium, if any, and interest thereon.
SECTION 18: Issuance of Additional Priority Bonds.
A. Reservation of Right to Issue Additional Priority Bonds. Subject to the provisions
hereinafter appearing as conditions precedent which must first be satisfied, the City reserves the
right to issue, from 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
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 fmancing techniques be
developed that differ from those 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. Debt Service Fund and Reserve Fund; Funding Reserve Fund. The Debt Service
Fund and the Reserve Fund confirmed 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 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 installments, made on or before the 10th day of each month following the delivery of
such Additional Priority Bonds, of not less than 1 /60th of said required additional amount (or
1 /60th 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 combination with deposits
described in clause (i) above, is sufficient to satisfy the required additional amount to be on
deposit in the Reserve Fund.
C. Calculations. All calculations of Average Annual Principal and Interest
Requirements made pursuant to this Section shall be made as of and from the date of the
Additional Priority Bonds then proposed to be issued.
SECTION 19: Further Requirements for Additional Priority Bonds.
A. Conditions Precedent for Issuance of Additional Priority Bonds - General. 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 (1) 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 from and secured by a lien on and pledge of the
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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 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 Subsection C, D
or E of this Section) unless and until the conditions precedent in Subsection 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 (as hereinafter
defined) 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 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 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 Subsection A above have been satisfied and, in
addition thereto, the City has either (1) complied with the relevant conditions in this Subsection
as set forth above, or (2) if the relevant conditions of this Subsection B as set forth above cannot
be satisfied, the City has satisfied the conditions precedent in Subsection C(i) and (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 certificate 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) after 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 will not be issued for
the purpose of fmancing Capital Additions, unless the same conditions precedent specified in
Subsection A above have been satisfied and, in addition thereto, either the relevant conditions
precedent specified in Subsection B above are satisfied or, in the alternative, the City shall have
obtained: (i) from 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 Addition, (2) the estimated date the acquisition and
construction of the Capital Addition will be completed and commercially operative, and (3) a
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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 initiated by meeting the
conditions precedent specified in Subsection C(i) and (ii) above and the initial Priority Bonds
issued therefor are delivered, the City reserves the right to issue Additional Priority Bonds to
fmance 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 commercially operative
without satisfaction of any condition precedent under Subsection C(i) and (ii) or Subsection 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 fifth 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 relevant), the Pledged Revenues of the System will
be adequate to pay all the 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 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. Refunding 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 conditions 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 Subsection A and B of this Section shall be satisfied and the
Accountant's certificate or opinion required by Subsection 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 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
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the Ch-y and its inhabitants, provided that the conditions prescribed in Subsection A and B of this
Section shall be satisfied. No Accountant's certificate otherwise required by Subsection 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.
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 Interim Director of Financial Services
(or other officer of the City then having the primary responsibility for the financial affairs of the
City) after giving effect to the receipt or anticipated receipt of a refundable tax credit or similar
payment relating to a series of Priority Bonds irrevocably designated as refundable tax credit
bonds, which payment shall be treated as an offset to regularly scheduled debt service of the
series of Priority Bonds to which it relates. In the preparation of the Engineering Report required
in Subsection 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 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 Interim 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 Subsection B through E are complied with as the same
relate to the appropriate purpose.
H. 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 from 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.
I. Definition of Net Earnints. 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
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purposes of satisfying any of the Net Earnings test described above, make a pro forma
determination of the Net 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 20: General Covenants. 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 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 Priority Bonds; and it will, at the time and in 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 filing of
mandamus proceedings, in any court of competent jurisdiction, against the City, its officials and
employees.
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 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 with
the plans and specifications therefor, as modified from 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, reconstruct and keep the same or
cause the same to be so maintained, preserved, reconstructed and kept, with the appurtenances
and every part and parcel thereof, in good repair, working order and condition, and shall from
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 lawful title, whether such title is in fee or lesser interest, to
the lands, buildings, structures 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.
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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 lawfully
imposed upon it, or 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 it will not create or suffer
to be created any mechanic's, laborer's, materialman's or other lien 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 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 free service or service otherwise than in accordance with the
established rate schedule shall be furnished, directly or indirectly, by the System to any person,
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 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 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 from 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 from 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 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 facilities 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 of
Subsection 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 (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 constituted
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property or facilities comprising all 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;
and
(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 rights 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 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
shall 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
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, Records and Accounts. It shall keep proper books, records and accounts
separate and apart from 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
insured such parts of the System as would usually be insured by corporations operating
like properties, with a responsible insurance company or companies, against risks,
accidents or casualties against which and to the extent insurance is usually carried by
corporations operating like properties, including, to the extent reasonably obtainable, fire
and extended coverage insurance, insurance against damage by floods, and use and
occupancy insurance. Public liability 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 while any
contractor engaged in construction work shall be fully responsible therefor, the City shall
not 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 policies for insurance 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 with
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respect to the maintenance of insurance, and listing the areas of insurance for which the
City is self - insuring, all policies carried, and whether or not all insurance premiums upon
the insurance policies to which 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 -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 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) 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 from Gross Revenues during the current Year. The
calculation of Average Annual Principal and Interest Requirements on all Outstanding Priority
Bonds shall be net of (1) capitalized interest for such Priority Bonds only if the money in a
Capitalized Interest Account received from proceeds of such Priority Bonds held in cash or are
invested in Government Obligations and (2) the receipt or anticipated receipt of a refundable tax
credit or similar payment relating to a series of Priority Bonds irrevocably designated as
refundable tax credit bonds, which payment shall be treated as one offset to regularly scheduled
debt service of the series of Priority Bonds to which it relates.. 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.
L. 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 mailed 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. 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 and keep in full force and effect all franchises, permits, 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 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 alI
reasonable times to inspect the System and all records, accounts and data of the City relating
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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 21: Covenants Regarding Tax- Exemption.
A. Definitions. When used in this Section, the following terms have the following
meanings:
"Code" means the Internal Revenue Code of 1986, as amended by all legislation, if any,
effective on or before the Closing Date.
"Computation Date" has the meaning set forth in section 1.148 -1(b) of the Regulations.
"Gross Proceeds" means any proceeds as defined in section 1.148 -1(b) of the
Regulations, and any replacement proceeds as defined in section 1.148 -1(c) of the Regulations,
of the Bonds.
"Investment" has the meaning set forth in section 1.148 -1(b) of the Regulations.
"Nonpurpose Investment" means any investment property, as defined in section 148(b) of
the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry
out the governmental purposes of the Bonds.
"Rebate Amount" has the meaning set forth in section 1.148 -1(b) of the Regulations.
"Regulations" means any proposed, temporary, or final Income Tax Regulations issued
pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code
of 1954, which are applicable to the Bonds. Any reference to any specific Regulation shall also
mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to
supplement, amend or replace the specific Regulation referenced.
"Yield" of
1) any Investment has the meaning set forth in section 1.148 -5 of the
Regulations; and
2) the Bonds has the meaning set forth in section 1.148 -4 of the Regulations.
B. Not to Cause Interest to Become Taxable. The City shall not use, permit the use of
or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction
or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a
manner which if made or omitted, respectively, would cause the interest on any Bond to become
includable in the "gross income ", as defined in section 61 of the Code, of the owner thereof for
federal income tax purposes. Without limiting the generality of the foregoing, unless and until
the City receives a written opinion of counsel nationally recognized in the field of municipal
bond law to the effect that failure to comply with such covenant will not adversely affect the
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exemption from federal income tax of the interest on any Bond, the City shall comply with each
of the specific covenants in this Section.
C. No Private Use or Private Payments. Except to the extent that it will not cause the
Bonds to become "private activity bonds" within the meaning of section 141 of the Code and the
Regulations and rulings thereunder, the City shall at all times prior to the last stated maturity of
Bonds:
(1) exclusively own, operate and possess all property the acquisition,
construction or improvement of which is to be financed or refinanced directly or
indirectly with Gross Proceeds of the Bonds, and not use or permit the use of such Gross
Proceeds (including all contractual arrangements such as take, take or pay, certain
requirements and other similar output contracts or arrangements with terms different than
those applicable to the general public) or any property acquired, constructed or improved
with such Gross Proceeds in any activity carried on by any person or entity (including the
United States or any agency, department and instrumentality thereof) other than a state or
local government, unless such use is solely as a member of the general public; and
(2) not directly or indirectly impose or accept any charge or other payment by
any person or entity who is treated as using Gross Proceeds of the Bonds or any property
the acquisition, construction or improvement of which is to be financed or refinanced
directly or indirectly with such Gross Proceeds, other than taxes of general application
within the City or interest earned on investments acquired with such Gross Proceeds
pending application for their intended purposes.
(3) not allow any "nonqualified amount" (as defined in section 141(b)(8) of
the Code) of the Bonds to exceed the excess of (i) $15,000,000 over (ii) the aggregate
nonqualified amounts with respect to all prior tax - exempt bonds, five percent or more of
the proceeds of which are or will be used with respect to any facility financed by the
Bonds (or any other facility which is part of the same project as a facility financed by
the), all within the meaning of section 141(b) (4) of the Code; and
(4) not allow more than the lesser of (i) $5,000,000 or (ii) five percent of the
proceeds of the Bonds to acquire nongovernmental output property, as defimed in section
I41(d)(2) of the Code, except if 95 percent or more of the output from such facility will
be consumed in a "qualified service area" (as defined in section 141(d)(3 of the Code) of
the City or in a "qualified annexed area" (as defined in section 141(d)(3) of the Code) of
the City.
D. No Private Loan. Except to the extent that it will not cause the Bonds to become
"private activity bonds" within the meaning of section 141 of the Code and the Regulations and
rulings thereunder, the City shall not use Gross Proceeds of the Bonds to make or finance Loans
to any person or entity other than a state or Local government. For purposes of the foregoing
covenant, such Gross Proceeds are considered to be "loaned" to a person or entity if: (1) property
acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or
entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or
service from such property is committed to such person or entity under a take -or -pay, output or
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similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of
such Gross Proceeds or any property acquired, constructed or improved with such Gross
Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan.
E. Not to Invest at Higher Yield. Except to the extent that it will not cause the Bonds to
become "arbitrage bonds" within the meaning of section 148 of the Code and the Regulations
and rulings thereunder, the City shall not at any time prior to the final stated maturity of the
Bonds directly or indirectly invest Gross Proceeds in any Investment, if as a result of such
investment the Yield of any Investment acquired with Gross Proceeds, whether then held or
previously disposed of, materially exceeds the Yield of the Bonds.
F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the
Code and the Regulations and rulings thereunder, the City shall not take or omit to take any
action which would cause the Bonds to be federally guaranteed within the meaning of section
149(b) of the Code and the Regulations and rulings thereunder.
G. Information Report. The City shall timely file the information required by section
149(e) of the Code with the Secretary of the Treasury on Form 8038 -G or such other form and in
such place as the Secretary may prescribe.
H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(f)
of the Code and the Regulations and rulings thereunder:
(1) The City shall account for all Gross Proceeds (including all receipts,
expenditures and investments thereof) on its books of account separately and apart from
all other funds (and receipts, expenditures and investments thereof) and shall retain all
records of accounting for at least six years after the day on which the last Outstanding
Bond is discharged. However, to the extent pennitted by law, the City may commingle
Gross Proceeds with other money of the City, provided that the City separately accounts
for each receipt and expenditure of Gross Proceeds and the obligations acquired
therewith.
(2) Not less frequently than each Computation Date, the City shall calculate
the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and
the Regulations and rulings thereunder. The City shall maintain such calculations with its
official transcript of proceedings relating to the issuance of the Bonds until six years after
the final Computation Date.
(3) As additional consideration for the purchase of the Bonds by the Purchaser
and the loan of the money represented thereby and in order to induce such purchase by
measures designed to insure the excludability of the interest thereon from the gross
income of the owners thereof for federal income tax purposes, the City shall pay to the
United States out of the Debt Service Fund or its general fund, as permitted by applicable
Texas statute, regulation or opinion of the Attorney General of the State of Texas, any
Rebate Amount in the manner and on or before the dates specified in section 148(0 of the
Code and the Regulation and rulings thereunder. In all cases, the rebate payments shall
be made at the times, in the installments, to the place and in the manner as is or may be
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required by section 148(f) of the Code and the Regulations and rulings thereunder, and
shall be accompanied by Form 8038 -T or such other forms and information as is or may
be required by section 148(f) of the Code and the Regulations and rulings thereunder.
(4) The City shall exercise reasonable diligence to assure that no errors are
made in the calculations and payments required by paragraphs (2) and (3), and if an error
is made, to discover and promptly correct such error within a reasonable amount of time
thereafter (and in all events within one hundred eighty (180) days after discovery of the
error), including payment to the United States of any additional Rebate Amount owed to
it, interest thereon, and any penalty imposed under section 1.148 3(h) of the Regulations.
L Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the
Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the
earlier of the stated maturity or final payment of the Bonds, enter into any transaction that
reduces the amount required to be paid to the United States pursuant to Subsection H of this
Section because such transaction results in a smaller profit or a larger loss than would have
resulted if the transaction had been at arm's length and had the Yield of the Bonds not been
relevant to either party.
J. Bonds Not Hedge Bonds.
(1) The City reasonably expects to spend at least 85% of the spendable
proceeds of the Bonds within three years after the issue of such Bonds.
(2) Not more than 50% of the proceeds of the Bonds will be invested in
Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years
or more.
K. Temporary Periods. The City will or will not waive temporary periods with respect
to the Bonds as provided in the City's Tax Exemption Certificate.
L. Current Refunding of the Refunded Obligations. The Bonds are issued, in part, to
refund certain of the Refunded Obligations, and the Bonds will be issued, and the proceeds
thereof used, within 90 days after the Closing Date for the redemption of the Refunded
Obligations. In the issuance of the Bonds, the City has employed no "device" to obtain a
material financial advantage (based on arbitrage), within the meaning of section 149(d)(4) of the
Code, apart from savings attributable to lower interest rates. The City has complied with the
covenants, representations, and warranties contained in the documents executed in connection
with the issuance of the Refunded Obligations.
M. Oualified Advance Refunding. The Bonds are issued, in part, to refund certain of the
Refunded Obligations, and the Bonds will be issued more than 90 days before the redemption of
the Refunded Obligations. The City represents as follows:
(1) The Bonds are the "first advance refunding" of any original bonds issued
after 1985 and are the "first or second advance refunding" of any original bonds issued
before 1986, both within the meaning of section 149(d)(3) of the Code.
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(2) The Refunded Obligations are being called for redemption, and will be
redeemed: (i) in the case of Refunded Obligations issued after 1985, not later than the
earliest date on which such bonds may be redeemed and on which the City will realize
present value debt service savings (determined without regard to administrative expenses)
in connection with the issuance of the Bonds; and (ii) in the case of Refunded Obligations
issued before 1986, not later than the earliest date on which such issue may be redeemed
at par or at a premium of 3 percent or less and on which the City will realize present
value debt service savings (determined without regard to administrative expenses) in
connection with the issuance of the Bonds.
(3) The initial temporary period under section 148(c) of the Code will end:
(i) with respect to the proceeds of the Bonds used to refund the Refunded Obligations not
later than 30 days after the date of issue of such Bonds; and (ii) with respect to proceeds
of the Refunded Obligations on the Closing Date if not ended prior thereto.
(4) On and after the date of issue of the Bonds, no proceeds of the Refunded
Obligations will be invested in Nonpurpose Investments having a Yield in excess of the
Yield on such Refunded Obligations.
(5) The Bonds are being issued for the purposes stated in the preamble of this
Order. There is a present value savings associated with the refunding. In the issuance of
the Bonds the City has: (i) neither issued more bonds, nor issued bonds earlier, and will
not allow bonds to remain outstanding longer, than reasonably necessary to accomplish
the governmental purposes for which the Bonds were issued; (ii) not employed an
"abusive arbitrage device" within the meaning of Section 1.148 -10(a) of the Regulations;
and (iii) not employed a "device" to obtain a material financial advantage based on
arbitrage, within the meaning of section 149(d)(4) of the Code, apart from savings
attributable to lower interest rates.
N. Elections. The City hereby directs and authorizes the Mayor, Mayor Pro Tem, City
Manager, Interim Assistant Manager for Administrative Services, any Assistant City Manager,
and the City's Interim Director of Financial Services, either or any combination of the foregoing,
to make such elections in the Certificate as to Tax Exemption or similar or other appropriate
certificate, form, or document permitted or required pursuant to the provisions of the Code, or
Regulations as they deem necessary or appropriate in connection with the Bonds, and other
transactions related to any Priority Bonds. Such elections shall be deemed to be made on the
Closing Date.
SECTION 22: Taxable Obligations. The provisions of Section 21 of this Ordinance
notwithstanding, the City reserves the ability to issue Additional Priority Bonds in a manner such
that such obligations 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 of the
Code.
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SECTION 23: Amendment of Ordinance.
A. Approval by Registered Owners. The registered owners of a majority in aggregate
principal amount of the Priority Bonds then Outstanding shall have the right from 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)
(2)
(3)
Bonds;
make any change in the maturity of any of the Outstanding Priority Bonds;
reduce the rate of interest borne by any of the Outstanding Priority Bonds;
reduce the amount of the principal payable on the Outstanding Priority
(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 rights of the registered owners of less than all of the Priority
Bonds then Outstanding;
(6) amend this Subsection A of this Section; or
(7) change the minimum 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. Notice. If at any time the City shall desire to amend the Ordinance under this
Section, the City shall cause notice of the proposed amendment to be published in 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 alI holders of Priority Bonds. Such publication is not required, however, if notice
in writing is given to each registered owner of Priority Bonds.
C. Consent Obtained. Whenever at any time not less than 30 days, and within one year,
from 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 principal 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 may pass the amendatory ordinance
in substantially the same form.
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D. Amendatory Ordinance. 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 obligations 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. Consent Irrevocable for Six Months. 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 from 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 of the same Priority Bond during
such period. Such consent may be revoked at any time after six months from 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 thereof with the Paying Agent/Registrar and the City, but such revocation
shall not be effective 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. Amendments without Consent. The foregoing provisions of this Section
notwithstanding, the City, by action of the Governing Body may amend this Ordinance for any
one or more of the following purposes:
(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
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 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
Outstanding;
(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 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 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 this Ordinance as may be required, 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;
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(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.D 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 of a 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 Attorney General of the State of Texas; 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
utilization of interest rate swap agreements, foreign currency exchange agreements, or
similar 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
Subsection B of this 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 shall not adversely affect the implementation of such amendment as adopted
pursuant to such amendatory ordinance.
SECTION 24: Damaged, Mutilated, Lost, Stolen, or Destroyed Bonds.
A. Substitute Bonds. 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 principal amount, maturity, and interest rate, as the damaged,
mutilated, lost, stolen, or destroyed Bond, in replacement for such Bond in the manner
hereinafter provided.
B. Application for Replacement. 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 ofa Bond, the 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 from any loss or damage with respect thereto. Also, in every case of loss,
theft, or destruction of a Bond, the applicant shall furnish to the City and to the Paying
Agent/Registrar evidence to their satisfaction of the loss, theft, 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 Agent/Registrar for cancellation the Bond so damaged or mutilated.
C. Payment upon Maturity. Notwithstanding the foregoing provisions of this Section, in
the event any such Bond shall have matured, and no default has occurred which is then
continuing in the payment of the principal of, redemption premium, if any, or interest on the
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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. Cost of Replacement Bonds. Prior to the issuance of any replacement Bond, the
Paying Agent/Registrar shall charge the owner of such Bond with all legal, printing, and other
expenses in connection therewith. Every replacement Bond issued pursuant 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. Authority for Replacement Bonds. In accordance with Chapter 1206, as amended,
Texas Government Code, this Section of this Ordinance shall constitute authority for the
issuance of any such replacement Bond without necessity of further action by the Governing
Body or any other body or person, and the duty of the replacement of such bonds is hereby
authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall
authenticate and deliver such bonds in the form and manner and with the effect, as provided in
Subsection 4.A of this Ordinance for Bonds issued in exchange for other Bonds.
SECTION 25: Sale of Bonds- Official Statement Approval — Approval of Purchase
Contract. The Bonds authorized by this Ordinance are hereby sold by the City to The Frost
National Bank, San Antonio, Texas, as the authorized representative of a group of underwriters
(the Purchasers, and having all the rights, benefits, and obligations of a Holder) in accordance
with the provisions of a Purchase Contract dated , 2011 (the Purchase Contract)
attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for
all purposes. The Initial Bonds shall be registered in the name of The Frost National Bank. Any
Authorized Representative is hereby authorized and directed to execute the Purchase Contract for
and on behalf of the City and as the act and deed of the City Council, and in regard to the
approval and execution of the Purchase Contract, the City Council hereby fmds, determines and
declares that the representations, warranties, and agreements of the City contained in the
Purchase Contract are true and correct in all material respects and shall be honored by the City.
Delivery of the Bonds to the Purchasers shall occur as soon as practicable after the adoption of
this Ordinance, upon payment therefor in accordance with the terms of the Purchase Contract.
Furthermore, the Issuer hereby ratifies, confirms, and approves in all respects (i) the
Issuer's prior determination that the Preliminary Official Statement was, as of its date, "deemed
final" in accordance with the Rule (hereinafter defined) and (ii) the use and distribution of the
Preliminary Official Statement by the Purchasers in connection with the public offering and sale
of the Bonds. The fmal Official Statement, being a modification and amendment of the
Preliminary Official Statement to reflect the terms of sale (together with such changes approved
by an Authorized Representative), shall be and is hereby in all respects approved and the
Purchasers are hereby authorized to use and distribute the final Official Statement, dated
, 2011, in the reoffering, sale and delivery of the Bonds to the public. The Mayor
and /or City Secretary are further authorized and directed to manually execute and deliver for and
on behalf of the Issuer copies of the Official Statement in final form as may be required by the
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Purchasers, and such final Official Statement in the form and content manually executed by said
officials shall be deemed to be approved by the City Council and constitute the Official
Statement authorized for distribution and use by the Purchasers.
Proceeds from the sale of the Bonds shall, promptly upon receipt by the City, be applied
as follows:
A. Accrued interest, if any, shall be deposited into the Bond Fund.
B. The remaining proceeds from the sale of the Bonds shall be applied, together with
other legally available funds of the City, to establish an Escrow Fund to refund the Refunded
Obligations, as more fully provided in the Escrow Agreement.
Any proceeds of the Bonds remaining after making all such deposits and payments shall
be deposited into the Bond Fund.
SECTION 26: Escrow Agreement Approval and Execution. The Escrow and Trust
Agreement dated as of the date of this Ordinance (the Escrow Agreement) by and between the
City and Wells Fargo Bank, National Association, Fort Worth, Texas (the Escrow Agent),
attached hereto as Exhibit D and incorporated herein by reference as a part of this Ordinance for
all purposes, is hereby approved as to form and content, and such Escrow Agreement in
substantially the form and substance attached hereto, together with such changes or revisions as
may be necessary to accomplish the refunding or benefit the City, is hereby authorized to be
executed by the Mayor and City Secretary and on behalf of the City and as the act and deed of
the City Council; and the Escrow Agreement as executed by said officials shall be deemed
approved by the City Council and constitute the Escrow Agreement herein approved.
Furthermore, the Mayor, City Secretary, or City Manager, any one or more of said
officials, and the Escrow Agent are hereby authorized and directed to make the necessary
arrangements for the purchase of the Federal Securities referenced in the Escrow Agreement and
the delivery thereof to the Escrow Agent on the Closing Date for deposit to the credit of the
Escrow Fund established in the Escrow Agreement, including the execution of subscription
forms for the purchase and issuance of the "United States Treasury Securities - State and Local
Government Series" for deposit to the Escrow Fund; all as contemplated and provided by the
provisions of the Act, this Ordinance, and the Escrow Agreement.
SECTION 27: Redemption of Refunded Obligations. The Refunded Obligations
described in the preamble hereof will be redeemed or are or will mature on various dates at the
price of par, premium, if any, and accrued interest to the redemption date or maturity date. The
Mayor shall give written notice to the Escrow Agent that these Refunded Obligations shall be
paid at maturity or redemption date, and the City Council ordains that such obligations are to be
defeased, and such order to defease the Refunded Obligations on the dates herein specified shall
be irrevocable upon the delivery of the Bonds. A copy of the notices of redemption pertaining to
these Refunded Obligations are attached to this Ordinance as Exhibit F and are incorporated
herein by reference for all purposes.
SECTION 28: Approval and Registration of Bonds. The City Manager of the City is
hereby authorized to have control of the Bonds and all necessary records and proceedings
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pertaining to the Bonds pending their delivery and their investigation, examination and approval
by the Attorney General, and their registration by the Comptroller of Public Accounts. Upon
registration of the Bonds, the Comptroller of Public Accounts (or a deputy designated in writing
to act therefor) shall manually sign the Comptroller's Registration Certificate accompanying the
Bonds, and the seal of said Comptroller shall be impressed, or placed in facsimile, on each such
certificate.
SECTION 29: Default And Remedies.
A. Events of Default. Each of the following occurrences or events for the purpose of this
Ordinance is hereby declared to be an "Event of Default ":
(1) the failure to make payment of the principal of, premium, if any, or
interest on any of the Bonds when the same becomes due and payable; or
(2) default in the performance or observance of any other covenant,
agreement or obligation of the City, the failure to perform which materially, adversely
affects the rights of the registered owners of the Bonds, including, but not limited to, their
prospect or ability to be repaid in accordance with this Ordinance, and the continuation
thereof for a period of 60 days after notice of such default is given by any registered
owner to the City.
B. Remedies for Default.
(1) Upon the happening of any Event of Default, then and in every case, any
registered owner or an authorized representative thereof, including, but not limited to, a
trustee or trustees therefor, may proceed against the City, or any official, officer or
employee of the City in their official capacity, for the purpose of protecting and enforcing
the rights of the registered owners under this Ordinance, by mandamus or other suit,
action or special proceeding in equity or at law, in any court of competent jurisdiction,
for any relief permitted by law, including the specific performance of any covenant or
agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or
in violation of any right of the registered owners hereunder or any combination of such
remedies.
(2) It is provided that all such proceedings shall be instituted and maintained
for the equal benefit of all registered owners of Bonds then Outstanding.
C. Remedies Not Exclusive.
(1) No remedy herein conferred or reserved is intended to be exclusive of any
other available remedy or remedies, but each and every such remedy shall be cumulative
and shall be in addition to every other remedy given hereunder or under the Bonds or
now or hereafter existing at law or in equity; provided, however, that notwithstanding any
other provision of this Ordinance, the right to accelerate the debt evidenced by the Bonds
shall not be available as a remedy under this Ordinance.
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(2) The exercise of any remedy herein conferred or reserved shall not be
deemed a waiver of any other available remedy.
(3) By accepting the delivery of a Bond authorized under this Ordinance, such
registered owner agrees that the certifications required to effectuate any covenants or
representations contained in this Ordinance do not and shall never constitute or give rise
to a personal or pecuniary liability or charge against the officers, employees or trustees of
the City or the Governing Body.
(4) None of the members of the Governing Body, nor any other official or
officer, agent, or employee of the City, shall be charged personally by the registered
owners with any liability, or be held personally liable to the registered owners under any
term or provision of this Ordinance, or because of any Event of Default or alleged Event
of Default under this Ordinance.
SECTION 30: Further Proceedings. The Mayor, the City Manager, any Assistant City
Manager, the City Secretary, and the Interim Director of Financial Services, and all other
officers, employees and agents of the City, and each of them, shall 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 mentioned, as
may be necessary or desirable in 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 Attorney General and to receive a rating from any Rating Agency, the printing of a statement
relating to the insuring of the Bonds by a municipal bond insurance company, and the
Representation Letter.
SECTION 31: Bond Insurance and Debt Service Reserve Fund Insurance Policies. An
Authorized Representative is authorized, in connection with effecting the sale of the Bonds, to
obtain from a municipal bond insurance company so designated in the Approval Certificate a
municipal bond insurance policy (as hereinafter defined and described as the "Policy ") and a
debt service reserve fund (or surety) policy (the "Surety Policy ") in support of the Bonds. To
that end, should an Authorized Representative exercise such authority and commit the City to
obtain either a Policy or a Surety Policy, or both, for so long as either or both policies are in
effect, the requirements of the provider(s) relating to the issuance of said policies are
incorporated by reference into this Ordinance and made a part hereof for all purposes (and this
Ordinance may be modified so that such provisions shall be included herein), notwithstanding
any other provision of this Ordinance to the contrary. For purposes of this Ordinance, the
Required Amount shall include the debt service on the Bonds as well as the Outstanding
Previously Issued Priority Bonds. An Authorized Representative shall have the authority to
execute any documents to effect the issuance of said policies by the provider(s) thereof,
including, without limitation, any agreement to be delivered in connection with either or both of
the Policy and /or the Surety Policy in substantially the form previously approved by the City
Council in connection with Previously Issued Priority Bonds, or with respect to a Policy relating
to the Bonds, an agreement in substantially the form attached hereto as Exhibit H.
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SECTION 32: Continuing Disclosure Undertaking.
A. Definitions. As used in this Section, the following terms have the meanings ascribed
to such terms below:
EMMA means the MSRB's Electronic Municipal Market Access system, accessible by
the general public, without charge, on the Internet through the uniform resource locator (URL)
http: / /www.emma.msrb.org.
MSRB means the Municipal Securities Rulemaking Board.
Rule means SEC Rule 15c2 -12, as amended from time to time.
SEC means the United States Securities and Exchange Commission.
B. Annual Reports. The City shall file annually with the MSRB, within six months after
the end of each fiscal year ending in or after 2011, financial information and operating data with
respect to the City of the general type included in the final Official Statement authorized by
Section 38 of this Ordinance being the information described in Exhibit F hereto. All such
information must be filed with MSRB pursuant to its Electronic Municipal Access (EMMA)
System. Any financial statements so to be provided shall be (i) prepared in accordance with the
accounting principles described in Exhibit F hereto, or such other accounting principles as the
City may be required to employ from time to time pursuant to state law or regulation and
(ii) 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 file unaudited statements within such period
and audited financial statements for the applicable Year with the MSRB, when and if the audit
report on such statements becomes available.
If the City changes its Year, it will file notice thereof with the MSRB of the change (and
of the date of the new 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.
C. Material Event Notices. The City shall file notice of any of the following events with
respect to the Bonds, to the MSRB in a timely manner and not more than 10 business days after
occurrence of the event:
(1) principal and interest payment delinquencies;
(2) non- payment related defaults, if material;
(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;
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(6) adverse tax opinions, the issuance by the Internal Revenue Service of
proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form
5701 -TEB), or other material notices or determinations with respect to the tax exempt
status of the Bonds, or other material events affecting the tax status of the Bonds;
(7) modifications to rights of holders of the Bonds, if material;
(8) Bond calls, if material, and tender offers;
(9) defeasances;
(1 0) release, substitution, or sale of property securing repayment of the Bonds,
if material;
(11) rating changes;
(12) bankruptcy, insolvency, receivership, or similar event of the City, which
shall occur as described below;
(13) the consummation of a merger, consolidation, or acquisition involving the
Issuer or the sale of all or substantially all of its assets, other than in the ordinary course
of business, the entry into of a defmitive agreement to undertake such an action or the
termination of a definitive agreement relating to any such actions, other than pursuant to
its terms, if material; and
(14) appointment of a successor or additional trustee or the change of name of
a trustee, if material.
For these purposes, any event described in the immediately preceding paragraph (12) is
considered to occur when any of the following occur: the appointment of a receiver, fiscal agent,
or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any
other proceeding under state or federal law in which a court or governmental authority has
assumed jurisdiction over substantially all of the assets or business of the City, or if such
jurisdiction has been assumed by leaving the existing governing body and officials or officers in
possession but subject to the supervision and orders of a court or governmental authority, or the
entry of an order confirming a plan of reorgRnization, arrangement, or liquidation by a court or
governmental authority having supervision or jurisdiction over substantially all of the assets or
business of the City.
The City shall file notice with the MSRB, in a timely manner, of any failure by the City
to provide financial information or operating data in accordance with this Section by the time
required by this Section.
D. Limitations, Disclaimers, and Amendments. The City shall be obligated to observe
and perform the covenants specified in this Section for so long as, but only for so long as, the
City remain 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 the
laws of the State of Texas that causes the Bonds to be no longer Outstanding.
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The provisions of this Section are for the sole benefit of the holders 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 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 provide any other information that may be relevant or material to a complete
presentation of the City's 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.
UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER
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 WITH OR WITHOUT FAULT ON ITS PART, OF
ANY COVENANT SPECIFIED IN THIS SECTION, 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.
No default by the City in observing or performing their obligations under this Section
shall constitute a breach of or default under the 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.
The provisions of this Section may be amended by the City from time to time 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, but only if (1) the
provisions of this Section, as so amended, would have permitted an underwriter to purchase or
sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account
any amendments or interpretations of the Rule to the date of such amendment, as well as such
changed circumstances, and (2) either (a) the holders 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
unaffiliated with the City (such as nationally recognized bond counsel) determines that such
amendment will not materially impair the interests of the holders and beneficial owners of the
Bonds. The City may also repeal or amend the provisions of this Section if the SEC amends or
repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment
that such provisions of the Rule are invalid, and the City also may amend the provisions of this
Section in its discretion in any other manner or circumstance, but in either case only if and to the
extent that the provisions of this sentence would not have prevented an underwriter from
lawfully purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (a)
such provisions as so amended and (b) any amendments or interpretations of the Rule. If the
City so amends the provisions of this Section, the City shall include with any amended financial
information or operating data next provided in accordance with this Section an explanation, in
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narrative form, of the reasons for the amendment and of the impact of any change in the type of
financial information or operating data so provided.
E. Information Format -- Incorporation by Reference. The information required under
this Section shall be filed with the MSRB through EMMA in such format and accompanied by
such identifying information as may be specified from time to time thereby. Under the current
rules of the MSRB, continuing disclosure documents submitted to EMMA must be in word -
searchable portable document format (PDF) files that permit the document to be saved, viewed,
printed, and retransmitted by electronic means and the series of obligations to which such
continuing disclosure documents relate must be identified by CUSIP number or numbers.
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) available to the public
through EMMA or filed with the United States Securities and Exchange Commission.
SECTION 33: Allocation of, and Limitation on, Expenditures for the Project. The City
covenants to account for on its books and records the expenditure of proceeds from the sale of
the Bonds and any investment earnings thereon to be used for the project or projects financed
with Bond proceeds by allocating proceeds to expenditures within 18 months of the later of the
date that (a) the expenditure on such project or projects is made or (b) each such project or
projects are completed. The foregoing notwithstanding, the City shall not expend such proceeds
or investment earnings more than 60 days after the later of (a) the fifth anniversary of the date of
delivery of the Bonds or (b) the date the Bonds are retired, unless the City obtains an opinion of
nationally- recognized bond counsel substantially to the effect that such expenditure will not
adversely affect the tax- exempt status of the Bonds. For purposes of this Section, the City shall
not be obligated to comply with this covenant if it obtains an opinion of nationally - recognized
bond counsel to the effect that such failure to comply will not adversely affect the excludability
for federal income tax purposes from gross income of the interest.
SECTION 34: Miscellaneous Provisions.
A. Preamble. The preamble to this Ordinance shall be considered an integral part of this
Ordinance, and is herein incorporated as part of the 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, as amended, 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 public notice of the time, place and
purpose of said meeting was given, all as required by Chapter 551, as amended, Texas
Government Code.
D. Rules of Construction. The words "herein ", "hereof' and "hereunder" and other
words of similar import refer to this Ordinance as a whole and not to any particular Section or
other subdivision. Except where the context otherwise requires, terms defined in this Ordinance
to impart the singular number shall be considered to include the plural number and vice versa.
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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.
References to any officer of the City (e.g., City Manager) means the person currently serving in
such capacity on a temporary, interim or permanent basis. 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 prescribed herein.
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SIGNED AND SEALED THIS 31ST DAY OF MAY, 2011.
CITY OF CORPUS CHRISTI, TEXAS
Mayor
ATTEST:
City Secretary
(SEAL)
APPROVED THIS 31ST DAY OF MAY, 2011:
Carlos Valdez, City Attorney
SCHEDULE I — Table of Refunded Obligations
SCHEDULE II — Approval Certificate
EXHIBIT A — Form of Bond
EXHIBIT B — Paying Agent/Registrar Agreement
EXHIBIT C — Purchase Contract
EXHIBIT D — Form of Escrow Agreement
EXHIBIT E — Forms of Notices of Redemption
EXHIBIT F — Description of Annual Financial Information
EXHIBIT G — DTC Letter of Representations
EXHIBIT H — Reimbursement Agreement
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THE STATE OF TEXAS )(
COUNTY OF NUECES )(
I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the
above and foregoing is a true, full and correct copy of an Ordinance passed by the City Council
of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 31st day of
May, 2011, authorizing the issuance of the City's Utility System Revenue Refunding Bonds,
Series 2011 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 given, all as required by Texas Government Code, Chapter 551.
EXECUTED UNDER MY HAND AND SEAL of said City,
90092441.6
this the 31st day of May, 2011.
City Secretary
(CITY SEAL)
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90092441.6
SCHEDULE I
Refunded Obligations
1. City of Corpus Christi, Texas Utility System Revenue Refunding and
Improvement Bonds, Series 1999, dated May 1, 1999, in the original principal
amount of $47,740,000, and stated to mature on July 15 in each of the years 2011
and 2012, in the aggregate principal amount of $1,490,000. The redemption date
for these Refunded Obligations is , 2011.
2. City of Corpus Christi, Texas Utility System Revenue Refunding and
hnprovement Bonds, Series 1999 -A, dated April 15, 1999, in the original
principal amount of $15,750,000, and stated to mature on July 15 in each of the
years 2011 through 2019, in the aggregate principal amount of $8,560,000. The
redemption date for these Refunded Obligations is , 2011.
3. City of Corpus Christi, Texas Utility System Revenue Refunding Bonds,
Series 2000 -A, dated September 15, 2000, in the original principal amount of
$42,520,000, and stated to mature on July 15, 2011 in the aggregate principal
amount of $2,060,000. The redemption date for these Refunded Obligations is
, 2011.
4. City of Corpus Christi, Texas Utility System Revenue Refunding and
Improvement Bonds, Series 2002, dated August 15, 2002, in the original principal
amount of $92,330,000, and stated to mature on July 15 in each of the years 2013
through 2015, July 15, 2021, and July 15, 2022, in the aggregate principal amount
of $27,620,000. The redemption date for these Refunded Obligations is July 15,
2012.
5. City of Corpus Christi, Texas Utility System Revenue Refunding and
Improvement Bonds, Series 2004, dated August 15, 2004, in the original principal
amount of $50,000,000, and stated to mature on July 15 in each of the years 2015
through 2024, in the aggregate principal amount of $30,865,000. The redemption
date for these Refunded Obligations is July 15, 2014.
90092441.6
SCHEDULE II
Approval Certificate
See Tab No.
II -1
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EXHIBIT A
A. FORM OF DEFINITIVE BOND.
REGISTERED
NO.
REGISTERED PRINCIPAL
AMOUNT
United States of America
State of Texas
Counties of Nueces, Aransas, Kleberg, and San Patricio
CITY OF CORPUS CHRISTI, TEXAS UTILITY SYSTEM
REVENUE REFUNDING BOND SERIES 2011
Bond Date: Interest Rate: Stated Maturity:
2011
REGISTERED OWNER:
PRINCIPAL AMOUNT:
CUSIP No.:
The City of Corpus Christi, Texas (the City), a body corporate and a municipal
corporation in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for
value received, hereby promises to pay to the order of the Registered Owner specified above, or
the registered assigns thereof, on the Stated Maturity date specified above, the Principal Amount
specified above (or so much thereof as shall not have been paid upon prior redemption) and to
pay interest on the unpaid Principal Amount hereof from the Dated Date or from the most recent
interest payment date to which interest has been paid or duly provided for until such Principal
Amount has become due and payment thereof has been made or duly provided for, to the earlier
of redemption or Stated Maturity, at the per annum rate of interest specified above computed on
the basis of a 360 -day year of twelve 30 -day months; such interest being payable on January 15
and July 15 of each year commencing 15, 20
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 Fort
Worth, Texas (the `Designated Trust Office ") of Wells Fargo Bank, National Association, 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
authorizing the issuance of this Bond (the "Bond Ordinance ") to be on deposit with the Paying
Agent/Registrar 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 Iast
business day of the month next preceding each such date (the "Record Date ") on the Registration
90092441.6
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Books kept by the Paying Agent/Registrar, as hereinafter described. Any accrued interest due at
maturity or upon the redemption of this Bond prior to maturity as provided herein shall be paid
to the registered owner upon presentation and surrender of this Bond for redemption and
payment at the Designated Trust Office of the Paying Agent/Registrar. The Issuer covenants with
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
required to provide for the payment, in immediately available funds, of all principal of and
interest on the Bonds, when due. While the Bonds are held by the Purchaser, payment of
principal of, premium, if any, and interest on the Bonds shall be made by federal funds wire
transfer, at no cost to the Purchaser, to an account at a financial institution located in the United
States designated by the Purchaser.
If the date for the payment of the principal of or interest on this Bond shall be 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 which 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 if made on the
original date payment was due.
This Bond is one of a series of bonds 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 $ (herein sometimes called the "Bonds "), issued
for the purposes of (i) the discharge and final payment of the Refunded Obligations and (ii) to
pay the costs of issuing the Bonds.
The 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 in part, on 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/Registrar (provided that a
portion of a Bond may be redeemed only in an integral multiple of $5,000); provided, further,
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 rate shall be selected in accordance with the arrangements between the City
and the securities depository.
At least thirty (30) days prior to the date any such Bonds are to be redeemed, a notice of
redemption, authorized by appropriate resolution passed by the Governing Body, shall be given
in the manner set forth below. A written notice of such redemption shall be given to the
registered owner of each Bond or a portion thereof being called for redemption by depositing
such notice in the United States mail, first class postage prepaid, addressed to each such
registered owner at his address shown on the Registration Books kept by the Paying
Agent/Registrar. By the date fixed for any such redemption due provision shall be made by the
90092441.6
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City with the Paying Agent/Registrar 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 written 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, 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 from the Paying Agent/Registrar out of the
funds provided for such payment. The Paying Agent/Registrar shall record in the Registration
Books all such redemptions of principal of the Bonds or any portion thereof. If a portion of any
Bonds shall be redeemed, a substitute Bond or Bonds having the same stated maturity date,
bearing interest at the same interest rate, in any denomination or denominations in any integral
multiple of $5,000, 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 City, all as provided in the Ordinance.
All Bonds of this series are issuable solely as fully registered bonds, without interest
coupons, in an Authorized Denomination. 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 registered 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 surrender of
this Bond to the Paying Agent/Registrar at its Designated Trust Office for cancellation, all in
accordance with the form and procedures set forth in the Bond Ordinance. Among other
requirements for such assignment 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 hereof in any authorized denomination to the assignee or
assignees in whose name or names this 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 assignment hereof, but such method is not exclusive, and other
instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence
the assignment of this Bond or any portion or portions hereof from time to time by the registered
owner. The one requesting such conversion 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 requesting such
assignment, transfer, conversion or exchange, as a condition precedent to the exercise of such
privilege. The foregoing notwithstanding, in the case of the conversion and exchange of an
assigned and transferred Bond or Bonds or any portion 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 (1) 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 of a 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
90092441.6
A -3
—254—
exchange by the registered owner of an unredeemed balance of a Bond called for redemption in
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 Agent/Registrar 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 are similar to the previous Paying Agent/Registrar it is replacing, and promptly will
cause written notice thereof to be mailed to the registered owners of the Bonds.
By becoming the registered owner of this Bond., the registered owner thereby
acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound 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 from and equally secured,
together with the currently Outstanding Previously Issued Priority Bonds, by a first lien on and
pledge of the Pledged Revenues 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 Priority
Bonds which also may be made payable from, and secured by a first lien on and pledge of, the
aforesaid Pledged Revenues, as well as Subordinated Obligations payable from a junior and
inferior lien on and pledge of the 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 from 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 restrictions 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.
The Registered Owner hereof shall never have the right to demand payment of this Bond
out of any funds raised or to be raised by taxation.
It is hereby 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. Capitalized terms used in this
Bond without definition shall have the respective means ascribed to them in the Bond Ordinance.
90092441.6
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IN WITNESS WHEREOF, this Bond has been signed with the imprinted 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.
At !EST:
City Secretary
(SEAL)
90092441.6
CITY OF CORPUS CHRISTI, TEXAS
Mayor
[The remainder of this page intentionally left blank]
A -5
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B. FORM OF COMPTROLLER'S REGISTRATION CERTIFICATE TO APPEAR ON
INITIAL BONDS ONLY.
REGISTRATION CERTIFICATE OF
COMPTROLLER OF PUBLIC ACCOUNTS
OFFICE OF THE COMPTROLLER OF
PUBLIC ACCOUNTS
REGISTER NO.
THE STATE OF TEXAS
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 duly registered by the Comptroller
of Public Accounts of the State of Texas.
WITNESS my signature and seal of office this •
Comptroller of Public Accounts
of the State of Texas
(SEAL)
C. FORM OF REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR.
REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR
This Bond has been duly issued and registered under the provisions of the
within - mentioned Bond Ordinance; the Bond or Bonds of the above entitled and designated
series originally delivered having been approved by the Attorney General of the State of Texas
and registered by the Comptroller of Public Accounts, as shown by the records of the Paying
Agent/Registrar.
Registered this date:
90092441.6
WELLS FARGO BANK, NATIONAL
ASSOCIATION, Fort Worth, Texas, as Paying
Agent/Registrar
By:
Authorized Signature
A -6
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D. FORM OF ASSIGNMENT.
ASSIGNMENT
FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto
(Print or typewrite name, address, and zip code of transferee):
(Social Security or other identifying number):
the within Bond and all rights thereunder, and hereby irrevocably constitutes and
appoints attorney to transfer the within Bond on the books kept
for registration thereof, with full power of substitution in the premises.
DATED:
NOTICE: The signature on this assignment must
correspond with the name of the registered owner as it
appears on the face of the within Bond in every particular.
Signature guaranteed:
90092441.6
[The remainder of this page intentionally left blank]
A -7
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E. FORM OF INITIAL BOND(S).
The Initial Bond(s) shall be in the form set forth in paragraph (a) of this Section, except
that the form of the single fully registered Initial Bond shall be modified as follows:
and
(i) immediately under the name of the Bond, the headings "Interest Rate
" and "Stated Maturity " shall both be completed "as shown below ";
(ii) the first paragraph shall read as follows:
The City of Corpus Christi, Texas (the City), a body corporate and municipal corporation
in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value
received, hereby promises to pay to the order of the Registered Owner named above, or the
registered assigns thereof, the Principal Amount specified above on the fifteenth day of July in
each of the years and in principal amounts and bearing interest at per annum rates in accordance
with the following schedule:
Years of Principal Interest
Stated Maturity Amounts ($) Rates ( %)
(Information to be inserted from
schedule in Section 2 hereof).
(or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the
unpaid Principal Amount hereof from the Dated Date, or from the most recent interest payment
date to which interest has been paid or duly provided for until the Principal Amount has become
due and payment thereof has been made or duly provided for, at the per annum rates of interest
specified above computed on the basis of a 360 -day year of twelve 30 -day months; such interest
being payable on January 15 and July 15 of each year, commencing 15, 20_
F. INSURANCE LEGEND.
If bond insurance is obtained by the City for any Bond, the appropriate definitive Bonds
and the Initial Bonds shall bear an appropriate legend as provided by the insurer.
90092441.6
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A -8
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90092441.6
EXHIBIT B
PAYING AGENT/REGISTRAR AGREEMENT
SEE TAB NO. _
B-1
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90092441.6
EXHIBIT C
PURCHASE CONTRACT
SEE TAB NO.
90092441.6
EXHIBIT D
ESCROW AGREEMENT
SEE TAB NO. -
D -1
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90092441.6
EDIT E
NOTICES OF REDEMPTION
SEE TAB NO. _
E -1
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EXHIBIT F
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 Year ending in and after 2011 are as specified
(and included in the Appendix of the Application referred to below):
1. The City's audited financial statements for the most recently concluded fiscal year or
to the extent these audited financial statements are not available, unaudited financial
statements of the City for the most recently concluded fiscal year.
2. Tables 1 through 25 contained in the Official Statement; and the Audited Financial
Statement of the City, as set forth in Appendix 13 to the Official Statement.
Accounting Principles
The accounting principles referred to in such Section are the accounting principles
described in the notes to the financial statements referred to above.
9009244].6
F -1
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90092441.6
EXHIBIT G
DTC LE'I hR OF REPRESENTATIONS
SEE TAB NO.
G -1
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90092441.6
EXHIBIT H
REIMBURSEMENT AGREEMENT
SEE TABNO._
H -1
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17
CITY COUNCIL
AGENDA MEMORANDUM
PRESENTATION
AGENDA ITEM: Proposed FY 2011 -2012 Operating Budget: General Overview
STAFF PRESENTER(S):
Name Title /Position
1. Oscar Martinez Assistant City Manager
2. Constance Sanchez Interim Director of Financial Services
3. Eddie Houlihan Assistant Director - Budget
Department
OUTSIDE PRESENTER(S):
Name Title/Position Organization
1. none
ISSUE:
The City Council must adopt the FY 2011 -2012 Operating Budget prior to the beginning
of the new fiscal year — August 1, 2011. This is the first of seven budget presentations
that will be made over the next two months.
o227»,
Oscar Martinez,
Assistant City Manager
oscarm @cctexas.com
(361)826 -3897
18
CITY COUNCIL
AGENDA MEMORANDUM
PRESENTATION
AGENDA ITEM: Facility Management & Maintenance Update & Briefing
STAFF PRESENTER(S):
Name Title /Position Department
1. Oscar Martinez Assistant City Manager Public Works
2. Jim Davis Director General Services
3. Gina Sanchez Facility Manager General Services
OUTSIDE PRESENTER(S):
Name Title/Position Organization
L none
BACKGROUND: Council requested a briefing and update on the current status of
Facility Management and Maintenance operations.
REQUIRED COUNCIL ACTION: none
PowerPoint X
OAG0-7?
Oscar Martinez,
Assistant City Manager
oscarm @cctexas.com
(361)826 -3897
—273—
Facility Maintenance
Update and Briefing
Facility Maintenance
Facility Maintenance provides maintenance and repair for 345
facilities and structures.
• Direct maintenance and repair are provided for two
buildings - City Hall and Frost
• Remaining 343 buildings and structures are maintained
and repaired by Facility Maintenance in coordination with
tenants and users
• There are approximately 85 other buildings, structures and
equipment including generators, antennas, wind turbines and
Airport buildings not serviced or maintained by Facility
Maintenance
Facility Maintenance budget programmed
at $3.4 million
• City Hall and Frost budget is $2 million
• Personnel $400K
• Operating cost including Contracts and Professional
Services $1.5 million
• Capital Improvement $100K
• Remainder of Facilities and Structures budgeted at
$1.4 million
• Personnel $800K
• Operating costs including Contracts and Professional Services
$600K
Challenges
• Pattern of deferred maintenance
• Loose and decentralized organization needs to be
restructured and tightened under one umbrella
• Accurate identification of future requirements such
as roof and chiller replacements
• Developing and refining comprehensive list of all
structures in work
• Explore additional funding mechanisms
Goals of Facility Maintenance
• Enhance responsiveness to customer needs
• Improved maintenance schedule by targeting areas
indentified through expanded data gathering and
analysis
• Develop a more stable and predictable funding
system for facility maintenance
• Measure performance and improve services as
necessary
How do we accomplish these Goals?
• Continue efforts to expand on comprehensive
maintenance plan.
• Requirements Identification
• Funding
• Coordination/Centralized of Facilities Maintenance
• Goals and outcomes required to measure success
When?
• Department recommendations will be
submitted to the City Manager for approval by
August 1.
Questions
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