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Agenda Packet City Council - 11/20/2012
Corpus Christi Meeting Agenda - Final City Council 1201 Leopard St Corpus Christi, TX 78401 CCtexas.com Tuesday, November 20, 2012 12:00 PM Council Chambers Swearing -In Ceremony City Secretary Armando Chapa to convene meeting. Invocation to be given by Father Peter Martinez, St. Paul the Apostle Church and Father Frank Martinez, Christus Spohn Hospital. The swearing -in ceremony to be conducted by The Honorable Janis Graham Jack, Senior U.S. District Judge for the Southern District of Texas Incoming Mayor and Council Member speeches Note: There will be a short Reception in the City Council Foyer area before the new Council begins their First Regular Council meeting. 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 Usted desea dirigirse al Concilio y cree que su ingles es limitado, habra un interprete ingles- espanol en todas las juntas del Concilio para 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 Nelda Martinez to call the Regular Council meeting to order. B. Pledge of Allegiance to the Flag of the United States. C. City Secretary Armando Chapa to call the roll of the required Charter Officers. D. Selection of Mayor Pro Tem Corpus Christi Page 1 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 E. Proclamations / Commendations 1. 12 -00795 Proclamation declaring December 1, 2012, as "World Aids Day" F. MINUTES: 2. 12 -00797 Approval of Meeting Minutes - November 13, 2012. Attachments: Minutes - November 13, 2012.pdf G. BOARDS & COMMITTEE APPOINTMENTS: (NONE) H. 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. I. CONSENT AGENDA: (ITEMS 3 - 15) NOTICE TO THE PUBLIC: The following items are consent motions, resolutions, and ordinances 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. 3. 12 -00766 Interlocal Agreement for ongoing community needs assessment for the positive development of youth and families Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Texas A &M University- Corpus Christi regarding ongoing community needs assessment. Attachments: Agenda memo - Interlocal Agmt with TAMU -CC Resolution - Texas A &M CC Interlocal Agmt Community Needs Assessment Agreement - Interlocal with TAMU -CC 4. 12 -00680 Agreement for the installation of lighting at the Packery Channel for the new parking lot and overlooks Motion approving a Contribution -In- Aid -Of- Construction Agreement with American Electric Power (AEP) in the amount of $67,114.70 for the installation of the Packery Channel Parking and Overlooks Lighting. Corpus Christi Page 2 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Attachments: Agenda memo - Packery Channel Lighting Agreement - Packery Channel Phase 2 - CIAC .pdf Location map - exhibit - light - Packery- channel- phase2.pdf Design - Packery Channel Phase 2 -.pdf 5. 12 -00648 Amendment to Type A agreement for Plant Bikes (Rugged Cycles) (Original Agreement Passed 05/29/12) Resolution approving an amended business incentives agreement between the Corpus Christi Business and Job Development Corporation ( "Type A Corporation ") and Plant Bikes LLC ( "Rugged Cycles "), to provide a grant of up to $200,000 to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs. Attachments: Agenda memo - Rugged Cycles Amendment 10 24 12 Agreement - Rugged Cycles First Amendment 10 12 12 Resolution - Rugged CyclesAmd 8 -30 -12 6. 12 -00753 Adopting City portions of action plan and appointing hazard mitigation coordinator for the reduction of loss from natural hazards Resolution adopting the portions of the Coastal Bend Mitigation Action Plan that pertains to the City of Corpus Christi which were developed with the Coastal Bend Council of Governments and Appointing the City Manager or his designee to act as the City's hazard mitigation coordinator. Attachments: Agenda memo - CBMAP Resolution - Updated votesheet - CMPAP Project List - CBMAP 7. 12 -00769 Grant Application to develop curriculum for training businesses and residents for emergency situations Resolution ratifying the submission of a grant application for FEMA 2012 Community Resilience Innovation Challenge Grant in the amount of $35,000.00 to combine emergency management studies and plans to develop a training lesson deliverable by businesses, colleges, and local schools through human resources including the City's HR department, new student orientations, and business continuity training classes. Attachments: Agenda memo - FEMA Resilience GrantApplicaition Resolution - Updated votesheet - FEMA resilence grant 8. 12 -00767 Ratification of funding agreements for the Emergency Solutions Grant Program Corpus Christi Page 3 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Motion ratifying the FY2012 -13 Emergency Solutions Grant Program funding agreements to be effective August 1, 2012 Attachments: Agenda memo - Ratify ESG List of Recipients - Emergency Solutions Grant FY2012 -13 9. 12 -00725 Second Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2, at 4033, 4013, 4001, 3933, 3901 Airline Road (1st Reading 11/13/12) Case No. 1012 -01 The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co.: A change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2, resulting in a change of future land use from commercial to high density residential on Tract 1 and from medium density residential to low density residential on Tract 2. The property to be rezoned is described as being a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, located on the southwest corner of Airline Road and Lipes Boulevard. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co. ( "Owner"), by changing the UDC Zoning Map in reference to a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. Attachments: Agenda memo - Case no. 1012 -01 Mostaghasi Map - Aerial Overview Map Zoning Report - 1012 -01, Mostaqhasi Ordinance - 1012 -01 Mostaqhasi 10 -9 -12 10. 12 -00743 Second Reading Ordinance - A change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District, at 6197 Dunbarton Oak Drive (1st Reading 11/13/12) Corpus Christi Page 4 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Case No. 1012 -02 Saratoga Highway Properties, LLC: A change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District, without resulting in a change of future land use. The property to be rezoned is described as being a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, located on the southwest corner of Dunbarton Oak Drive and Cimarron Boulevard. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Saratoga Highway Properties, LLC ( "Owner"), by changing the UDC Zoning Map in reference to a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, from the "CN -1" Neighborhood Commercial district to the "CG -2" General Commercial District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. Attachments: Agenda Memo 1012 -02 Saratoga Highway (11 -20 -2012) Aerial Overview Zoning Report 1012 -02 Saratoga Highway Ordinance - 1012 -02 Saratoga Highway 11. 12 -00744 Second Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, at 7201 Yorktown Boulevard (1st Reading 11/13/12) Case No. 1012 -03 Yorktown Oso Joint Venture: A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, without resulting in a change of future land use. The property to be rezoned is described as being a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of Stampede Drive. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner"), by changing the UDC Zoning Map in reference to a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Corpus Christi Page 5 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. Attachments: Agenda memo - Case no. 1012 -03 Yorktown Oso Venture Map - Aerial Overview Zoning Report - 1012 -03, Yorktown Oso Ordinance - 1012 -03 Yorktown Oso 12. 12 -00750 Second Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, at 7201 Yorktown Boulevard (1st Reading 11/13/12) Case No. 1012 -04 Yorktown Oso Joint Venture: A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, without resulting in a change of future land use. The property to be rezoned is described as being a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of High Gun Drive. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner"), by changing the UDC Zoning Map in reference to a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. Attachments: Agenda memo - Case no. 1012 -04 Yorktown Oso Joint Venrure Map - Aerial overview Zoning Report - 1012 -04, Yorktown Oso Ordinance - 1012 -04 Yorktown Oso 13. 12 -00762 Second Reading Ordinance - Appropriating developer fees and interest for park improvements and related projects (1st Reading 11/13/12) Ordinance appropriating $43,824.93 in developer contributions and $1,241.91 in interest earnings for a sum of $45,066.84 in the No. 4720 Community Enrichment Fund for park improvements, and other related projects. Corpus Christi Page 6 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Attachments: Agenda memo - Comm. Enrich. fund Ordinance - CommEnrich funds appropriation Fees and Interest - Comm Enrich Appropriations Nov12 14. 12 -00763 Second Reading Ordinance - Accepting and appropriating State grant for Meals on Wheels Program (1st Reading 11/13/12) Ordinance authorizing the City Manager or designee to execute all documents necessary to accept a $248,663.25 grant awarded by the Texas Department of Aging and Disability Services and appropriating in No. 1067 Parks and Recreation Grants Fund for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. Attachments: Agenda Memo - Title XX MOW Grant Appropriation FY 12 Ordinance - Title XX Meals on Wheels Grant Appropriation Contract - Amendment NOFA Title XX MOW Grant Award FY 12 15. 12 -00764 Second Reading Ordinance - Amending the number of members for the Sister City Committee (1st Reading 11/13/12) Ordinance to revise the membership of the Sister City Committee from 21 members to 15 members. Attachments: Agenda Memo - Sister City members Ordinance - Sister City Committee membership J. EXECUTIVE SESSION: (ITEM 16) 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. 16. 12 -00796 Executive Session pursuant to Section 551.071(2) of the Texas Government Code for consultation with attorneys regarding a matter in which the duty of an attorney for the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the Texas Government Code, with possible discussion and action in open session. K. PUBLIC HEARINGS: (ITEM 17) 17. 12 -00733 Public Hearing and First Reading Ordinance - Amending the Comprehensive Plan to include Americans with Disabilities Act (ADA) improvements within public right -of -ways Ordinance amending the Comprehensive Plan of the City of Corpus Christi by adoption of the Corpus Christi ADA Master Plan; providing for Corpus Christi Page 7 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 repeal of conflicting ordinances; and providing for severance Attachments: Agenda Memo Revised - ADA Master Plan Oct 2012.docx Ordinance - ADA Plan Adoption Ord 20121005.doc L. REGULAR AGENDA: (ITEM 18) The following items are motions, resolutions and ordinances that will be considered and voted on individually. 18. 12 -00749 Nominating oil refining company as a double jumbo Texas Enterprise Zone project making them eligible for State sales tax rebates Approving a resolution nominating Valero Refining ( "Valero ") to the Office of the Governor Economic Development & Tourism ( "EDT ") through the Economic Development Bank ( "Bank ") as a double jumbo enterprise project pursuant to the Texas Enterprise Zone Act ( "Act "). Attachments: Agenda Memo - Valero TEZ Resolution - Valero TEZ Project Nomination 10 -24 -12 Ordinance - Historical reference CC Ordinance 025513 M. FIRST READING ORDINANCES: (ITEMS 19 - 21) 19. 12 -00780 First Reading Ordinance - Accepting and appropriating Federal grant to strengthen homeland security preparedness Authorizing the City Manager or designee to execute all documents necessary to accept a grant in the amount of $22,268 from the U.S. Department of Homeland Security FEMA for funding eligible under the FY 2012 Port Security Grant Program to purchase law enforcement equipment for the Police Department; and appropriating the $22,268 in the No. 1061 Police Grants Fund. Attachments: Agenda Memo PSGP Ordinance - PSGP Award Letter - PSGP 20. 12 -00776 First Reading Ordinance - Authorizing "Updated Service Credits" and "Increased Prior and Current Service Annuities" in the Texas Municipal Retirement System for adherence to collective bargaining agreement An ordinance authorizing and allowing, under the Act governing the Texas Municipal Retirement System, "Updated Service Credits" in said system for service performed by qualifying members of such system who presently are members of the City of Corpus Christi; providing for increased prior and current service annuities for retirees and Corpus Christi Page 8 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 beneficiaries of deceased retirees of the City; establishing an effective date for such actions; and providing for severance. Attachments: Agenda memo - TMRS Ad Hoc Ordinance - TMRS 21. 12 -00781 First Reading Ordinance - Appropriating funds for one -time expenditures to provide three police motorcycles and lights and hardcases for previously purchased patrol rifles Ordinance appropriating $85,000 from the unreserved fund balance in No. 9010 Crime Control District Fund for "one- time" expenditures in the FY 2012 -2013 operating budget, and changing the FY 2012 -2013 operating budget adopted by Ordinance No. 029577 by increasing appropriations by $85,000. Attachments: Agenda memo - Crime Control appropriation 11.20.2012 Ordinance - Updated Votesheet - One time crime and control district N. FUTURE AGENDA ITEMS: (ITEMS 22 - 33) The following items are for Council's informational purposes only. No action will be taken and no public comment will be solicited. 22. 12 -00775 Supply Agreement for Firefighting Clothing Motion approving a supply agreement with Casco Industries Inc., Pasadena, Texas for firefighting clothing consisting of ninety sets of pants and coats, based on only bid, in accordance with Bid Invitation No. BI- 0003 -13 for an estimated annual expenditure of $139,064.40 of which $92,709.60 is required for the remainder of FY 2012 -2013. The term of the 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 Fire Department in FY 2012 -2013. Attachments: Agenda Memo - Firefighting Clothinq.doc Bid Tabulation - Firefighting Clothinq.xls 23. 12 -00778 Approving the purchase of nineteen (19) Chevrolet Tahoes for replacement vehicles in the Police Department fleet Motion approving the purchase of nineteen (19) Chevrolet Tahoes from Caldwell Country, Caldwell, Texas for a total amount of $521,639. The award is based on the cooperative purchasing agreement with the Texas Local Government Purchasing Cooperative (TLGPC). All units are replacements to the fleet and will be used by the Police Department. Funding is available in the FY 2012 -2013 Capital Outlay Budget of the Fleet Maintenance Fund. Corpus Christi Page 9 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 Attachments: Agenda Memo - Chevrolet Tahoes.docx Price Sheet - Chevrolet Tahoes.xls 24. 12 -00779 Purchase of a replacement vehicle (vacuum truck) for the maintenance of wastewater collection main lines Motion approving the purchase of one (1) vacuum truck from Houston Freightliner, Inc., Houston, Texas for a total amount of $305,896.14. The award is based on the cooperative purchasing agreement with the Houston - Galveston Area Council of Governments (H -GAC). Funding is available in the FY 2012 -2013 Capital Outlay Budget of the Maintenance Service Fund. Attachments: Agenda memo - Vacuum Truck Price Sheet - Vacuum Truck.xlsx 25. 12 -00793 Amending City Investment Policy to further protect the City's assets 26. 12 -00773 Resolution approving amendments to the City Investment Policy to amend term for Certificate of Deposit from one to two years and include brokered certificates of deposit as an authorized investment; and approving the Investment Policy as amended. Attachments: Agenda Memo Investment Policy November 20, 2012.doc Resolution - Investment Policy.pdf Investment Policy - Legislative Format 11 2012.pdf Agreement for temporary tax abatement for outpatient surgery center providing for 12 permanent jobs located at 6200 Saratoga Boulevard Resolution authorizing the execution of an agreement with JHPK, LLC providing for temporary property tax abatement. Attachments: Agenda memo - JHPK tax abatement Resolution - JHPK Agreement - Tax Abatement JHPK 10 24 12 27. 12 -00759 Contract amendment no. 2 to authorize additional design time for Hike and Bike Trails project Motion authorizing the City Manager, or designee, to ratify Amendment No. 2 to the Contract for Professional Services with JEC Architects, Inc. of Corpus Christi, Texas, in the amount of $7,800.00, for a total restated amount not to exceed $52,175.00 for the Hike & Bike Trails - City Wide Corpus Christi Page 10 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 (Bond 2008). Attachments: Agenda memo - Hike and Bike Trails Project Budget - Hike & Bike Trails - City Wide.xls Location Map - Hike & Bike Trails - City Wide.pdf Contract - Hike & Bike Trails - City Wide.pdf 28. 12 -00770 Interlocal agreement for extending waterline on County Road 52 for installation of fire hydrants Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Nueces County and the Nueces County Water Control and Improvement District No. 3 in an amount not to exceed $25,000, to extend the water line on County Road 52. Attachments: Agenda memo - CR 52 Waterline Interlocal Agreement - County Road 52 Water Line Extension.pdf Resolution - CR 52 Waterline 29. 12 -00760 Professional services contract for decommissioning of wastewater treatment plant Motion authorizing the City Manager, or designee, to execute a Contract for Professional Services with Freese and Nichols, Inc. of Corpus Christi, Texas in the amount of $590,887.00 for the Broadway Wastewater Treatment Plant Decommissioning. Attachments: Agenda Memo - Broadway WWTP Decommissioninq.docx Project Budget - Broadway VWVTP Decommissioninq.xls Location Map - Broadway WWTP Decommissioninq.pdf Contract - Broadway WWTP Decommissioninq.pdf Presentation - Broadway WWTP Decommissioninq.pptx 30. 12 -00761 Construction contract for an effluent line from Oso Water Reclamation Plant to Wooldridge Lift Station for delivering effluent water to various golf courses and City Parks via existing effluent distribution network Motion authorizing the City Manager, or designee, to execute a construction contract with S.J. Louis Construction in the amount of $2,433,323.70 for the Oso Effluent Re -Use Distribution System Phase 1 Project. Attachments: Agenda memo - Oso Effluent Project Budget - Oso Effuent Re- Use.xlsx Letter of recommendaton - Oso Effluent Re- Use.pdf Location Map - Oso Effluent Re- Use.pdf COUNCIL Presentation Oso Effluent Corpus Christi Page 11 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 31. 12 -00790 Refunding of existing General Improvement Bonds (ITEMS 31 - 33) Motion authorizing the appointment of M. E. Allison, & Co., as Financial Advisor for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C and for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012. Attachments: Agenda memo - GO Refunding November 20 2012.doc ExhibitA - Financial Advisor Fee Schedule.pdf 32. 12 -00791 Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C, levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. Attachments: Agenda memo - GO Refunding November 20, 2012.doc 33. 12 -00792 Ordinance - Corpus Tax Exempt .pdf Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012 ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. Attachments: Agenda memo - GO Refunding November 20, 2012.doc Ordinance - Corpus Taxable .pdf O. UPDATES TO CITY COUNCIL: (ITEM 34) The following items are for Council's informational purposes only. No action will be Corpus Christi Page 12 Printed on 11/19/2012 City Council Meeting Agenda - Final November 20, 2012 taken and no public comment will be solicited. 34. 12 -00731 Annual Status Report from the Texas Department of Transportation (TxDOT) on Harbor Bridge Improvements /Replacement and other construction, maintenance and administrative issues. Attachments: Agenda memo - Harvbor Bridge TxDOT Update P. 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. 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: 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. Q. CITY MANAGER'S COMMENTS: New City Council Member Orientation Update on City Operations R. ADJOURNMENT Corpus Christi Page 13 Printed on 11/19/2012 Corpus Christi Meeting Minutes - Draft City Council 1201 Leopard St Corpus Christi, TX 78401 CCtexas.com Tuesday, November 13, 2012 12:00 PM Council Chambers A. CALL MEETING TO ORDER. Mayor Adame called the meeting to order. B. INVOCATION. The invocation was delivered by Ms. Kelly Denson, Chief of Staff, Mayor's Office. C. PLEDGE OF ALLEGIANCE. The Pledge of Allegiance was led by Council Member Chris Adler. D. ROLL CALL. City Secretary Armando Chapa verified that the necessary quorum of the Council and the foregoing necessary Charter Officers, City Manager Ron Olson, City Attorney Carlos Valdez and City Secretary Armando Chapa were present to conduct the meeting. Present: 8 - Mayor Joe Adame,Council Member Chris Adler,Council Member Kelley AIIen,Council Member Larry Elizondo,Council Member Priscilla Leal,Council Member John Marez,Council Member Nelda Martinez, and Council Member Mark Scott Absent: 1 - Council Member David Loeb E. Proclamations / Commendations 1 F. MINUTES: Proclamation declaring November 11 -17, 2012 as "National Hunger and Homelessness Awareness Week" Proclamation declaring November 15, 2012 as "GIS Technology is Changing Our World Day" "At Your Service" Award, City Employee Recognition Mayor Adame read and presented the Proclamation(s). 2 Approval of Meeting Minutes - October 30, 2012. A motion was made by Council Member John Marez, seconded by Council Member Larry Elizondo to approve the minutes as presented. Corpus Christi Page 1 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 G. BOARDS & COMMITTEE APPOINTMENTS: (NONE) Q. SPECIAL PRESENTATION AND OUTGOING SPEECHES Mayor Adame deviated from the agenda and referred to Special Presentation and Outgoing Speeches. Mayor Adame and outgoing Council Members thanked their friends, family and constituents for their support during their tenure as council members. I. CONSENT AGENDA: (ITEMS 3 - 7) 3 Mayor Adame called for consideration of the Consent Agenda, Items 3 through 7. Mayor Adame asked for council and comments from the audience and there were none. The following items were approved by one vote: Second Reading Ordinance - A change of zoning from the "CG -2 /SP" General Commercial District with a Special Permit to the "IL" Light Industrial District, at 4222 South Staples Street (1st Reading 10/30/12) (Requires 2/3 vote) Case No. 0812 -04 International Resistive Company Advanced Film Division: A change of zoning from the "CG -2 /SP" General Commercial District with a Special Permit to the "IL" Light Industrial District, resulting in a change of future land use from commercial to light industrial. The property to be rezoned is described as South Staples Center, Lot B -4, located on the northeast corner of South Staples Street and Gollihar Road between Everhart Road and Caddo Street. Planning Commission and Staff Recommendation (August 15, 2012): Denial of the change of zoning from the "CG -2 /SP" General Commercial District with a Special Permit to the "IL" Light Industrial District and, in lieu thereof, approval of the "CG -2 /SP" General Commercial District with a modified Special Permit subject to the specified conditions. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by International Resistive Company of Texas, LLC ( "Owner"), by changing the UDC Zoning Map in reference to South Staples Center, Lot B -4, from a "CG -2 /SP" General Commercial District with a Special Permit to a "CG -2 /SP" General Commercial District with a modified Special Permit; amending the Comprehensive Plan to account for any deviations; providing a repealer clause; and providing for penalties and publication. The foregoing ordinance was passed and approved on second reading with the following vote: Corpus Christi Page 2 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Enactment No: 029671 Second Reading Ordinance - Accepting and appropriating a State grant to support local Emergency Management Programs (1st Reading 10/30/12) (Requires 2/3 vote) Ordinance ratifying acceptance of a grant from the Texas Department of Public Safety, Governor's Division of Emergency Management, in the amount of $77,693.08 for the Emergency Management Performance Grant (EMPG); and appropriating $77,693.08 from the Emergency Management Performance Grant Program in the no. 1063 Emergency Mangement Grants Fund to improve mitigation, preparedness, response, and recovery capabilities for the City of Corpus Christi. The foregoing ordinance was passed and approved on second reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Enactment No: 029672 Second Reading Ordinance - Accepting and appropriating a State grant for detection capabilities of threats, man -made or natural disasters, and acts of terrorism (1st Reading 10/30/12) (Requires 2/3 vote) Ordinance authorizing the City Manager or designee to execute all documents necessary to accept a grant from the Texas Department of Public Safety /Texas Homeland Security State Administrative Agency (TXHLS -SAA) in the amount of $45,221.80 for FY 2012 Homeland Security Grant Program (HSGP), State Homeland Security Program (SHSP); and appropriating $45,221.80 from the Texas Department of Public Safety /Texas Homeland Security State Administrative Agency (TXHLS -SAA), FY 2012 Homeland Security Grant Program (HSGP), State Homeland Security Program (SHSP), into the No. 1062 Fire Grants Fund to carry out homeland security projects that will significantly improve local and regional terrorism prevention, Corpus Christi Page 3 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 6 7 preparedness, response, and recovery capabilities. The foregoing ordinance was passed and approved on second reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Enactment No: 029673 Second Reading Ordinance - Accepting and appropriating a State grant to provide emergency response and security capabilities for deterrence of potential threats and acts of terrorism. (1st Reading 10/30/12) (Requires 2/3 vote) Ordinance Authorizing the City Manager or designee to execute all documents necessary to accept a grant from the Texas Department of Public Safety /Texas Homeland Security State Administrative Agency (TXHLS -SAA) in the amount of $57,254.20 for FY 2012 Homeland Security Grant Program (HSGP), State Homeland Security Program (SHSP) Law Enforcement Terrorism Prevention Activity (LETPA); and appropriating $57,254.20 from the Texas Department of Public Safety /Texas Homeland Security State Administrative Agency (TXHLS -SAA), FY 2012 Homeland Security Grant Program (HSGP), State Homeland Security Program (SHSP), into the No. 1062 Fire Grants Fund to carry out law enforcement terrorism prevention and protection- oriented activities (LETPA) such as planning, organization, training, exercises, and purchase needed equipment. The foregoing ordinance was passed and approved on second reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Enactment No: 029674 Second Reading Ordinance - Accepting and appropriating a State grant for Women, Infants, and Chilren (WIC) program (1st Reading 10/30/12) (Requires 2/3 vote) Ordinance authorizing the City Manager, or his designee, to execute all documents necessary to accept and appropriate a grant in the amount of $442,380 from the Texas Department of State Health Corpus Christi Page 4 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 Services in the Health Grants Fund No. 1066, to provide funds for the Women, Infants, and Children (WIC) program; and to ratify acceptance of the grant to begin as of October 1, 2012. The foregoing ordinance was Aye: 7- Mayor Adame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Enactment No 029675 J. EXECUTIVE SESSION: (NONE) K. PUBLIC HEARINGS: (ITEMS 8 - 11) 8 Mayor Adame referred to Item No. 8. Mark Van Vleck, Interim Director of Development Services stated the purpose of this rezoning is to allow for construction of a single - family subdivision and apartment complex. Mr. Van Vleck stated that the Planning Commission and Planning Staff recommend approval of the zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 Disrict on Tract 2. A motion was made by Council Member Scott, seconded by Council Member Adler to open the public hearing. Mayor Adame asked for comments from the audience. A citizen spoke about concerns about a multi - family district adjacent to a single - family district. A motion was made by Council Member Adler, seconded by Council Member Scott to close the public hearing. Public Hearing and First Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2, at 4033, 4013, 4001, 3933, 3901 Airline Road (Requires 2/3 vote) Case No. 1012 -01 The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co.: A change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2, resulting in a change of future land use from commercial to high density residential on Tract 1 and from medium density residential to low density residential on Tract 2. The property to be rezoned is described as being a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, located on the southwest corner of Airline Road and Lipes Boulevard. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to Corpus Christi Page 5 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 9 the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co. ( "Owner"), by changing the UDC Zoning Map in reference to a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- Mayor Adame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Mayor Adame referred to Item No. 9. Mark Van Vleck, Interim Director of Development Services stated that the purpose of the rezoning of the property is to allow for construction of a self- service storage facility. Mr. Van Vleck stated that the Planning Commission and Planning Staff recommend approval of the zoning from "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District. A motion was made by Council Member Scott, seconded by Council Member John Marez to open the public hearing. Mayor Adame asked for comments from the audience. There were no comments. A motion was made by Council Member Scott, seconded by Council Member Marez to close the public hearing. Public Hearing and First Reading Ordinance - A change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District, at 6197 Dunbarton Oak Drive (Requires 2/3 vote) Case No. 1012 -02 Saratoga Highway Properties, LLC: A change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District, without resulting in a change of future land use. The property to be rezoned is described as being a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, located on the southwest corner of Dunbarton Oak Drive and Cimarron Boulevard. Corpus Christi Page 6 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 10 Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Saratoga Highway Properties, LLC ( "Owner"), by changing the UDC Zoning Map in reference to a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, from the "CN -1" Neighborhood Commercial district to the "CG -2" General Commercial District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- Mayor Adame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Mayor Adame referred to Item No. 10. Mark Van Vleck, Interim Director of Development Services stated that the purpose of the rezoning of the property is to allow for development of a single - family subdivision. Mr. Van Vleck stated that the Planning Commission and Planning Staff recommend approval of the zoning from "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. A motion was made by Council Member Marez, seconded by Council Member Martinez to open the public hearing. Mayor Adame asked for comments from the audience. There were no comments. A motion was made by Council Member Martinez, seconded by Council Member Marez to close the public hearing. Public Hearing and First Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, at 7201 Yorktown Boulevard (Requires 2/3 vote) Case No. 1012 -03 Yorktown Oso Joint Venture: A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, without resulting in a change of future land use. The property to be rezoned is described as being a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of Stampede Drive. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to Corpus Christi Page 7 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 11 the "RS -4.5" Single - Family 4.5 District. Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner"), by changing the UDC Zoning Map in reference to a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- Mayor Adame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 Mayor Adame referred to Item No. 11. Mark Van Vleck, Interim Director of Development Services stated that the purpose of the rezoning of the property is to allow for development of a single - family and clustered housing subdivision. Mr. Van Vleck stated that the Planning Commission and Planning Staff recommend approval of the zoning from "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. A motion was made by Council Member Marez, seconded by Council Member Scott to open the public hearing. Mayor Adame asked for comments from the audience. There were no comments. A motion was made by Council Member Martinez, seconded by Council Member Scott to close the public hearing. Public Hearing and First Reading Ordinance - A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, at 7201 Yorktown Boulevard (Requires 2/3 vote) Case No. 1012 -04 Yorktown Oso Joint Venture: A change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District, without resulting in a change of future land use. The property to be rezoned is described as being a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of High Gun Drive. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. Corpus Christi Page 8 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 Ordinance Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner"), by changing the UDC Zoning Map in reference to a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 L. REGULAR AGENDA: (NONE) M. FIRST READING ORDINANCES: (ITEMS 12 - 14) 12 Second Reading Ordinance - Appropriating developer fees and interest for park improvements and related projects (1st Reading 11/13/12) Ordinance appropriating $43,824.93 in developer contributions and $1,241.91 in interest earnings for a sum of $45,066.84 in the No. 4720 Community Enrichment Fund for park improvements, and other related projects. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 13 Second Reading Ordinance - Accepting and appropriating State grant for Meals on Wheels Program (1st Reading 11/13/12) Ordinance authorizing the City Manager or designee to execute all documents necessary to accept a $248,663.25 grant awarded by the Corpus Christi Page 9 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 Texas Department of Aging and Disability Services and appropriating in No. 1067 Parks and Recreation Grants Fund for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 14 Second Reading Ordinance - Amending the number of members for the Sister City Committee (1st Reading 11/13/12) Ordinance to revise the membership of the Sister City Committee from 21 members to 15 members. The foregoing ordinance was passed and approved on first reading with the following vote: Aye: 7- MayorAdame, Council Member Adler, Council Member Allen, Council Member Leal, Council Member Marez, Council Member Martinez and Council Member Scott Absent: 2 - Council Member Elizondo and Council Member Loeb Abstained: 0 N. FUTURE AGENDA ITEMS: (ITEMS 15 - 21) Mayor Adame referred to the Future Agenda section, Items 15 - 21. Mayor Adame stated that these items are for informational purposes only and that no action or public comment would be taken. Council members requested a presentation on Items 16 and 18. 15 Interlocal Agreement for ongoing community needs assessment for the positive development of youth and families Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Texas A &M University- Corpus Christi regarding ongoing community needs assessment. This Resolution was recommended to consent agenda 16 Agreement for the installation of lighting at the Packery Channel for the new parking lot and overlooks Motion approving a Contribution -In- Aid -Of- Construction Agreement with American Electric Power (AEP) in the amount of $67,114.70 for Corpus Christi Page 10 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 the installation of the Packery Channel Parking and Overlooks Lighting. This Motion was recommended to consent agenda 17 Amendment to Type A agreement for Plant Bikes (Rugged Cycles) (Original Agreement Passed 05/29/12) Resolution approving an amended business incentives agreement between the Corpus Christi Business and Job Development Corporation ( "Type A Corporation ") and Plant Bikes LLC ( "Rugged Cycles "), to provide a grant of up to $200,000 to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs. This Resolution was recommended to consent agenda 18 Nominating oil refining company as a double jumbo Texas Enterprise Zone project making them eligible for State sales tax rebates Approving a resolution nominating Valero Refining ( "Valero ") to the Office of the Governor Economic Development & Tourism ( "EDT ") through the Economic Development Bank ( "Bank ") as a double jumbo enterprise project pursuant to the Texas Enterprise Zone Act ( "Act "). This Resolution was recommended to consent agenda 19 Adopting City portions of action plan and appointing hazard mitigation coordinator for the reduction of loss from natural hazards Resolution adopting the portions of the Coastal Bend Mitigation Action Plan that pertains to the City of Corpus Christi which were developed with the Coastal Bend Council of Governments and Appointing the City Manager or his designee to act as the City's hazard mitigation coordinator. This Resolution was recommended to consent agenda 20 Grant Application to develop curriculum for training businesses and residents for emergency situations Resolution ratifying the submission of a grant application for FEMA 2012 Community Resilience Innovation Challenge Grant in the amount of $35,000.00 to combine emergency management studies and plans to develop a training lesson deliverable by businesses, colleges, and local schools through human resources including the City's HR department, new student orientations, and business continuity training classes. This Resolution was recommended to consent agenda Corpus Christi Page 11 Printed on 11/15/2012 City Council Meeting Minutes - Draft November 13, 2012 21 Ratification of funding agreements for the Emergency Solutions Grant Program Motion ratifying the FY2012 -13 Emergency Solutions Grant Program funding agreements to be effective August 1, 2012 This Motion was recommended to consent agenda O. UPDATES TO CITY COUNCIL: (NONE) P. PUBLIC COMMENT. Mayor Adame referred to Public Comment. Abel Alonzo thanked the council for their service; Cindy Mutchler also thanked the council for their service; Art Norman thanked the council for their service and make comments regarding Oso Creek Park; Citizen asked the council to reconsider the metal ordinance; John Adams displayed photos of Oso Creek Park Phase 1 area and spoke of the destruction at the park. R. ADJOURNMENT There being no further business to come before the Council, Mayor Adame adjourned the meeting at 1:45 pm. Corpus Christi Page 12 Printed on 11/15/2012 AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: October 24, 2012 TO: Ronald L. Olson, City Manager FROM: Michael Morris, Director MichaelMo@cctexas.com 361- 826 -3494 Interlocal Agreement with TAMUCC for Community Needs Assessment CAPTION: Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Texas A &M University- Corpus Christi regarding ongoing community needs assessment. PURPOSE: The Commission on Children and Youth is contracting with Dr. Phillip Rhoades of Texas A &M University — Corpus Christi to update the 2010 Data Collection Project a community needs assessment that track data that impacts the positive development of youth and families. BACKGROUND AND FINDINGS: In 2008, the Commission on Children and Youth adopted the National League of Cities' Platform format for Strengthening Families and improving Outcomes for Children and Youth and establish the essential platform component for sustained community effort to achieve the Platform's objectives. One of the objectives included the funding of the TAMUCC Social Science Research Center to complete ongoing community wide assessment for needs and assets, interpret the date and define priorities for youth and family programming. The initial assessment was completed in 2010. This interlocal allows for an update of the study and use by the Commission on Children and Youth. ALTERNATIVES: Do not approve the interlocal. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: The City Council must approve all interlocal agreements with other agencies /institutions. EMERGENCY / NON - EMERGENCY: Non - Emergency DEPARTMENTAL CLEARANCES: Commission of Children and Youth (via Parks and Recreation Department) Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2011- 2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: The contract for this interlocal will be paid through funds raised by the Parks Arts Leisure and Seniors (P.A.L.S.) Fund — 501(c)(3) non - profit corporation. RECOMMENDATION: Approve interlocal agreement with TAMUCC LIST OF SUPPORTING DOCUMENTS: Interlocal with TAMUCC Letter from PALS Fund Resolution Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Texas A &M University- Corpus Christi regarding ongoing community needs assessment. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Manager, or City Manager's designee, is authorized to execute an Interlocal Agreement with Texas A &M University- Corpus Christi regarding ongoing community needs assessment. A copy of the Interlocal Agreement is attached and a fully signed copy shall be filed with the office of the City Secretary. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa City Secretary Nelda Martinez Mayor Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott •• INTERLOCAL COOPERATION AGREEMENT BETWEEN TEXAS A ::& M UNIVERSITY -- CORPUS CHRISTI. AND THE CITY OF CORPUS CHRISTI REGARDING ONGOING COMMUNITY NEEDS ASSESSMENTS WHEREAS, Texas: A .& M University Corpus Christi ( "TAMUCC ") and the City of Corpus Christi ( "City ') are authorized by Chapter 791 of the Texas Government Code; to enter into an interlooal cooperation contract; WHEREAS, 'in Resolution: 027467, the Corpus Christi City Council adopted the National League of Cities' `Platform format for Strengthening Families and Improving Outcomes for Children and Youth, and established the essential platform components for a sustained community effort to achieve the Platform's objectives; WHEREAS, the platform objectives :included the funding of the Texas AGSM University —__- Social° Rcience--Research Centeroor like-entlty -.to complete— on0oing community assessments for needs. and assets, interpret the data and define 'priorities; NOW THEREFORE, the parties hereto agree as follows: 1. PURPOSE. The purpose of this Agreement Is for TAMU -CC Social Science Research Center to. cornplete .ongoing community wide assessments for heeds and assets, interpret the data and define priorities as described in the Resolution No 027467. 2. STATEMENT OF WORK. TAMUCC agrees to perform all services as outlined Exhibit A, and projects that the City will receive all required reports and data described in Exhibit ,A, no later than August 31,. 2013. 3. PRINCIPALS. The work will be supervised by Philip W. Rhoades, Ph.D. Professor of Criminal Justice and Regents, Director of the Social Science Research Center. If, for any reason, he is unable to continue to serve, and a successor acceptable to both TAMUCC. and the City is not available, this agreement shall be terminated as provided herein. 4. PERIOD OF PERFORMANCE. The work described In Exhibit A shall be conducted through August 31., 201 or until all required reports and data have been accepted by the City, whichever date is earlier.. 5. PRICE AND PAYMENT. a, Funding for this project in the amount of $22,870.0.8 shall be provided by Parks, Arts, Leisure and::Senior Fund, Inc., pursuant to the attached letter marked Exhibit C. b. TAMUCC agrees to provide, additional funding for the completion of this .agreement up to Six thousand seventy -seven dollars and four cents, ($6,077.04). Page 1 of 8 c If -additional funds become available to either party, the City Asst. Director of Parks and Recreation and TAMUCC Director of Social Science Research Center may execute amendments to this Interlooal Agreement to utilize the additional funds for additional components of the community assessment. d, The Parties agree that all expenditures under this agreement shall be paid: with current revenues of the paying party. e. The parties acknowledge that continuation of this agreement beyond current fiscal year is subject to annual budget process and appropriation of funds. f. Invoices for compensation shall be submitted to the following address: City of Corpus Christi Attn. Reba George, Parks and Recreation. P.O. Box 9277 --- .._ - -- -Corpus Christi; TX,7784Bg4g277-- g. The initial budget for this contract is shown on Exhibit' B. 6.. DELIVERABLES. The deliverables required under this agreement are specified in the Exhibit A. The City retains ownership of all :deliverables provided under this Agreement. The City grants TAMUCC the right to utilize the deliverables provided under this Agreement for the purposes of research, ,instruction, and public education, with appropriate citation to the City of Corpus Christi as the initial funding source: TAMUCC Is authorized to freely distribute the deliverables at no cost to third, parties, to long as the deliverables are marked with following City of Corpus Christi .copyright iinformation on each page in size 12 font or .larger; "Copyright City of Corpus, Christi, Texas; All rights reserved:" 7. TERMINATIQN .Performance- under -this agreement may be •terminated by the. City with or without cause upon sixty days written notice. Performance may be terrninated by TAMUCC, if circumstances beyond its control preclude Continuation of the program. Upon termination without cause, TAMUCC will be reimbursed as specified- in Paragraph 5 .of all costs and non- cancelable: commitments Incurred in the performance of the program,;. that are reinbursabie under the Grant. 8 NOTICES. Ali :notices to parties, under this Agreement shall be in writing. and sent to the, names -and address :stated below: Either party to the Agreement may change the name and address by notice to the Other in accordance herewith, and any change shall take: effect immediately upon receipt of the notice, TAMUCC Texas A & M University - Corpus Christi 0300 Ocean Drive, #5853 Corpus Christi, TX., 78412 Attn: Dr; Philip' W. Rhoades, Director, Social Science Research Center Page 2 of 8 Telephone: 061) 825-2637 Fax: (361) 825-3762 CITY City of Corpus Christi Attn: Stacie Talbert, Assistant Director of Parks and Recreation P.O. Box 9277 Corpus Christi, TX., 78469 Telephone: (301) 826-3466 9. LIABILITY. It is understood that City shall not be liable for any claims against TANIUPQ, its employees, or third persons, other than City's employees, for damage resulting from or arising out of the activities of TAMUCC personnel under this Agreatirianto and TANIUCC agrees, to the extent permitted by Section 49, Article. 111 of the Constitution of the State of Texas, to hold City harmless from any -----antrati-clatras-;--Irisalso-understoodr-thatTAMUCC--vhali-n-ot-b-e-baidliablOiorany-- claims against 040 .0mployees, of damage reatfiting from or along out of activities of the City its employees, or third persons, than :TANIUCC _ olnplOyeet4 and City agrees, to the extent permitted by Section 49, Article 01 of the :Constitution of the State of Texas, to hold TAMUCC harmless from any and all 10. INDEPENDENT CONTRACTOR. For the purposes of the agreement and all services to be provided under this agreement, the parties shall be, and :shall be deemed to 'be, _ Independent Contractors and not agents or employees of the other party. Neither party shall have authority to make any statements, representations or :commitments of any kind, or to take any action which shall be binding on the other party; except as may explicitly y provided • n.• • s;agreemen or auth writing. 11. AMENDMENTS AUTHORIZED. The representatives who were authorized to sign this agreement are authorized to execute minor amendments to this agreement, such as changes in deadlinet,and -Minbr changes in the scope of work. 12. SEVERABILITY. If any of the provisions of the :agreement in the 'application thereof to any person or circumstance,. is rendered or declared illegal for any reason, or shall be invalid or unenforceable, the remainder of the agreement and the application of the.:ProVISIOn to other persons or circumstances Shall not be affected thereby; but shall be enforced to the greatest extent by applicable law. The City and TAMUCC- agree that this -agreement shall be reformed to replace the :stricken provision or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. Page 3 of 8 11, DISPUTE RESOLUTION PROCESS. a, TO the extent applicable., the dispute resolution procedures provided in Chapter 2260 of the Texas Government Code Will be used to resolve contract claims Under, this.00ntraot: • b...lf the Chapter 2280 procedures' utilized both parties agree that the TCEQ rnay`intervene in the proceedings as an interested party.. c.. The Director of Purchasing, TAMUCO, Is designated as the officer designated under ,§2260.O520 Texas Government :Code, to examine claims and counterclaims, negotiate, and resolve any'claims an behalf of TAMUCC. 14. 'VENUE. TAMUCC .acknowledges and agrees that .because this agreement . has been executed, and will be administered. in Nueces County, Texas, the :agreement is to be performed in Nueces County; TAMUCC acknowledges. and agrees. that any perrnissible- cause-ofactfon involving this - agreement will arise solely In-Nueces- County:- If a legal :action related to this claim is permissible and there are. two (2) or more counties of proper venue under the rules: of mandatory, general, or permissive venue, and one of the counties is Nueces; County, TAMUCC agrees to venue in Nueces County. This provision does not waive the City'ssovereign immunity, 15. MISCELLANEOUS. This agreement constitutes the entire: agreement between the parties relative to the subject matter, and may only be modified or amended by a written agreement signed by both parties, It shall be construed in accordance with the laws of the State of Texas, IN WITNESS WHEREOF, the parties have caused this agreement to be executed by their authorized representative. Page 4 of 8 TEXAS A & M UNIVERSITY -- CORPUS CHRISTI ay: NT V C •!-; " resident es roh, Com ercialtaiton and Ow,- Date: Date: CITY OF CORPUS CHRISTI ATTEST Armando Chapa City Secretary APPROVED AS TO FORM: This 'day of , 2012 Lisa Aguilar Assistant City Attorney For City Attorney By: Page 5 of 8 • Ronald L. Olson City Manager •Exhibit A - Work to be Performed and Deliverables 1. The Riskfactor Data rile from the 2009-2010 CCY Data Project would be updated. r. 2, The Nueces County Data file from the 2009-2010 CCY Data Project would ,.,. be, odated, 3.. The PowerPoint slide file that reflects a three to five year linage of the data in items 1. and 2.-above would be updated. 4. The Data rile and PowerPoint file would be placed on appropriate Web- sites and would be available from: the S$RC on CD. 6. 'Where data areavailable,:they. would be colleCted by postal ,kip codes or by census blocks/tut0% i 6, The set of 7 - fact produced for the CCY Data Project 2009-2010 would be .updataci., Additional fact sheets would be produced as appropriate after consultation with the CCY 9 7,_._ Presentations would be available t000mmunityp_oup!.durinttthe project fear alid wailaIastip-Obited with fact theifs toward the latter part of the -- 1 prOject year. 8. The 2010 summary narratiVe,of limited scope will be updated from an analysis of the risk and protective factor data, 9. The 2010 summary narrative of limited scope will be produced from an analyels. of the Nueces County data file. •• 10..A narrative that describes the uses of the data and the projects products ' .:! will be created as either an addition to the narratives in 8 ',and 9 above or as a,separate:document. 11 -,All data Ales,: slide file, fact sheets, and reports would be available in electronic :form, on CD, and on the SSRO web-site. „ 12, Oral 'progress reports -would be made to the Commission at its meetings Dr. .P, Rhoades!. as Principle Investigator, would superVisathe project year round. Two (2) studentresearoh assistants would be hired, trained, and supervised to perform most Qtthe .day to day taske. The Project basupported bythe facilities and equipment of the Teas A&M Univeralty- Corpus Christi .Social Science. and Research Center. Page 6 of 8 Exhibit Budget Pt Rhoades (25 time summer) Fringe Research Assistant 1: 660 hours $12/hour Fringe Research Assistant 2: peo hours $12/hour Fringe - - - M&O, office supplies, telephone Indirect costs (.20 direct costs) TOTAL PALS. Furidt $0,30.40 $1;600:.00 $7,920.00 $ 182,72 $1,980,00 $ 45.68 $ 800.00 TAMUCC. Funds a7Q4 $ 3,811.68 $22,870.08 $6,077.04 PROJECT TOTAL: $28,947.12 Page 7 of 8 C--- Par 4$ Ads Allow mid 84010,9 (PALS) $1404 October 15, 2012 City of Corpus Christi 1201 Leopard Corpus Christi, Texas 78401 .M %bled: :Payment for Data Collection Project To who it may concern: The Parks Arts Leisure, and Seniors (p.A,Ls.):Fund will provide the $22,870.08 in funding for the data collodion projeot outlined inlhe . . „ . :11! agreement between the City of Corpus Chrlati..and the Social $blenaf) Research Center at Texas :AM University-Corpus Christi, P.A.L.S. Fund is :a 501(0)(3) as recognized by tlie Internal Revenue Code (Federal Tax ID number 74,2893345), Sincerely, ,idtj 00/.4 Michael.Motrik Director Parks and R,eoreation Department P41,80)t 92??, tiottOids d 19t1ias its PS469 PALO. Mod o otompt fro* Inipmio6ceatrio tioalloh801. (a)4140 Orttintut Revalimo collo ag oh Op.omikolloot 44isiffrf sge110,0,01 WO, . . • AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: TO: Ronald L. Olson, City Manager 10/26/2012 FROM: Daniel Biles, P.E., Director of Engineering Services DanB @cctexas.com (361) 826 -3729 Michael Morris, Director of Parks and Recreation michaelmo @cctexas.com; 826 -3464 Packery Channel Improvements Phase 2 - Parking and Overlooks Lighting Contract CAPTION: Motion approving a Contribution -In- Aid -Of- Construction Agreement with American Electric Power (AEP) in the amount of $ 67,114.70, for the installation of the Packery Channel Parking and Overlooks Lighting. PURPOSE: American Electric Power will install underground primary and secondary electrical distribution to serve seventeen (17) 250 watt high pressure sodium street lights along the Packery Channel Parking and Overlooks. The secondary electrical distribution will also provide electrical service to Packery Channel Overlooks. BACKGROUND AND FINDINGS: Lighting and electrical service to the Packery Channel area is being implemented in two phases. American Electric Power has been issued the notice to proceed and under construction, with the lighting contract for Phase I- Packery Channel Boat Ramp Parking Lot and Access Road. Phase 2 will provide lighting and electrical services to the new parking lot addition and overlooks. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Phase 2 lighting contract will begin immediately after Phase I construction is complete and approved. CONFORMITY TO CITY POLICY: This conforms to City policy for procurement of services. EMERGENCY / NON - EMERGENCY: Non - Emergency DEPARTMENTAL CLEARANCES: Park & Recreation Department FINANCIAL IMPACT: ❑ Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year: `12 -13 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget 2,806,200.00 80,000.00 2,886,200.00 Encumbered / Expended Amount 2,806,200.00 2,806,200.00 This item 67,114.70 67,114.70 BALANCE 0 12,885.30 12,885.30 Fund(s): Packery Channel TIF #2 Comments: None RECOMMENDATION: Staff Recommends approval of this motion as presented LIST OF SUPPORTING DOCUMENTS: Location Map AEP Contract AEP Lighting Design CITY OF CORPUS CHRISTI Service: Zahn Rd. & HWY 361 Mustang Island, TX Contract #: DWMS00000151388 AEP Texas Central Company Contribution -In- Aid -Of- Construction Agreement For Electric Distribution Service Work Request #: 45741340 Mailing: 1201 LEOPARD CORPUS CHRISTI, TX 78401 Date: 7/24/2012 You, CITY OF CORPUS CHRISTI (Customer) have requested AEP Texas Central Company (Company) to install /construct certain electric distribution facilities (hereinafter referred to as "Facilities ") as follows:INSTALL UNDERGROUND PRIMARY AND SECONDARY TO SERVE 17 250W HPS STREET LIGHTS FOR PACKERY CHANNEL PHASE 2 PARKING LOT The cost for construction /installation of the requested Facilities will be in excess of what would normally be provided by Company at no additional cost to the Customer to initiate service. In accordance with the Company's approved Tariff, as filed with the Public Utilities Commission of Texas, the Customer agrees to pay Company a one -time, non - refundable, Contribution -In- Aid -Of- Construction (CIAO) in the amount of 67,114.70. The Customer understands that he /she receives no ownership or control of the Facilities by virtue of the payment of the CIAO. The Facilities installed by the Company will remain the property of the Company. The Company expressly retains the right to use said Facilities for any purpose which Company deems appropriate under good utility practices, including the distribution of electric service to other customers. Company agrees to INSTALL FACILITIES TO PREMISES IDENTIFIED AT HWY 361 AND ZAHN ROAD, and the Customer agrees to provide THE AID TO CONSTRUCTION AMOUNT SPECIFIED ABOVE and to be ready to take electric service on or before 07/24/2012. It is understood and agreed that the Company will not begin construction /installation of the Facilities until full payment of the CIAO has been received by the Company; therefore, Customer understands and agrees that he /she needs to make full payment of the CIAO in sufficient time to allow for the construction /installation to be completed by the In Service Date. The pricing of the CIAO quoted herein is based on the specifics of the Customer's request, including the Customer's stated In Service Date, and must be accepted by the Customer by executing and returning to the Company this Agreement by 10/22/2012 to remain valid. Should Customer alter the request for facilities, or request a delay in (or is otherwise unable to take service by the stated In Service Date, the Company reserves the right to update the pricing and require an additional CIAO payment to reflect any increases in cost due to the alteration in requested facilities or the delay in taking service, or both. Nothing contained herein shall be construed as a waiver or relinquishment by Company of any right it has or may hereafter have to discontinue service for default in the payment of any bill owing or to become owing hereunder or for any reason or cause allowed by law. By signing and returning this Agreement, Customer understands and accepts the above described terms and conditions. Customer Company By By Signature: Signature: Title: Title: Date: Date: PLEASE » Please remit To: American Electric Power DETACH » Sandra Luna STUB » P.O. Box 2121 Corpus Christi, TX 78403 AND » Bill To: RETURN » CITY OF CORPUS CHRISTI 1201 LEOPARD WITH » CORPUS CHRISTI, TX 78401 PAYMENT » Contract No: DWMS00000151388 Date: 7/24/2012 Description INSTALL UNDERGROUND PRIMARY AND SECONDARY TO SERVE 17 250W HPS STREET LIGHTS FOR PACKERY CHANNEL PHASE 2 PARKING LOT Company No: 211 Contract No: DWMS00000151388 Customer No: 10010641 Date: 7/24/2012 Amount Due: 67,114.70 Amount Remitted: PRO FORMA Customer No: Purchase Order: Quantity UOM Init Amt Net Amount 1.0 EA 10010641 45741340 67,114.70 67,114.70 Amount Due: 67,114.70 PACKERY CHANNEL LIGHTING PHASE 2 PROJECT LOCATION 6RY ANNEL GULF OF MEXICO SCALE: N.T.S. SCALE: N.T.S. PACKERY CHANNEL LIGHTING PHASE 2 PROJECT LOCATION SUBJECT: PACKERY CHANNEL IMPROVEMENTS PHASE 2 PARKING & OVERLOOKS LIGHTING Traffic Engineering Div. Engineering Services Dept. COMMENTS: INSTALL 17 — 250W OH STLTS, 17 CONCRETE POLES, 1 — 25KVA XFMR, 3 SPLICE BOXES c 0 0 0 N r U1 6200001. NO3 a 4, cn J A C,4 0 S000Z0d0 0 m z 0 O n U O O D > z CO N U - 0 m Ni 0 c O c1 z x m W ca z cn :S3SVHd U O ri O -n N u1 O m 0 O c O 01 O 0 cn cnc C1 01 O A O c P1 m z 0 A m 0 m u1 r O z z 0 N O U Cn0 1 0 z O 0 J O \ \ \ WR# 45741340 \ , , WO# DCP \ ' \ MAN HRS: 191.45 CORPUS CHRISTI, TX \ \ i Corpus Christi ESI ID: ‘ \ I 2SOW - 10032789464002751 i \ \ \ , i , s \ i , 55332309 \ s —3— 3 35 F9 CONC DE3 3135 f 51599 \ \ 92-593„ -----59 5 3 \ 23 3,395,3„„ 1 52,35955025019 1 \ 9 '2„—m 3 _ 31-3592333 \ 25 3,3333 523033E533E333 , ' \ \ MATCHLINE SIA 5+60 '1. \ \ \ _ CONTINUED ON PAGE 2 ::::-.'N:,(,Nzi,1::NNZNN i .."-• „...." z /...- ,52155325525915 9 .5„95333 75 1 S \ ,...•'' „.../1 ,z, ..., / 1 1, ' 523953850233211 5„5" 5_55, IN933,„„ , 335 JOB NAME: CUSTOMER SERVICE—CI—NEW SERVICE — Puckery Channel Phase 2 STLT DATE REQUESTED: 7/23/2012 BUCKET TRUCK?: Y LOCATION: Zahn Road and US HWY 361 1COUNTY: NUECES DATE REQUIRED: 9/28/2012 TRUCK TO SITE?. . Y DIVISION: CP 1DISTRICT: 157 — CORPUS CHRISTI SOUTHSIDE 1 CREW HQ: 11737 — LIPAN EAST CONSTRUCTION 4 WD?: N AAACOI,AAI 0 0 z 0 v 0 ti A 0 a 0 z 0 0 c COMMENTS: INSTALL 17 — 250W OH STLTS, 17 CONCRETE POLES, 1 — 25KVA XFMR, 3 SPLICE BOXES c 0 0 rr CA 6200001. NO3 a VI J A w 0 S000Z0dD 0 W 0 n U DRAWN BY: PETER DUGGAN X3851 v z 3�ONIS :S3SVHd 0 0 m J U 8 f'1 ,09 = „L :IVDS 0 0 n 1 O c z P1 .. z O 1 O m u1 r O z z 0 N O O T1 O c z 0 CO A 0 J O 0 0 Z O v 157 — CORPUS CHRISTI SOUTHSIDE P1 O 11737 — LIPAN EAST CONSTRUCTION LOCATION: Zahn Road and US HWY 361 0 0 c m O 0 P1 m O c O P1 m m 1 0 n P1 u1 m 1 0 m 0 0 0 0 N -o 0 0 N u1 0 :031S3DO3N 31V0 a 0 z :E.31IS 01 NDf1N1 A ,NDf12i1 13NDf1B MATCHLINE STA 13 +25 CONTINUED FROM ABOVE p MATCHLINE STA 13 +25 CONTINUED BELOW AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: October 24, 2012 TO: Ronald L. Olson, City Manager THROUGH: Wes Pierson, Assistant City Manager (361) 826-3082 wesp@cctexas.com FROM: Emily Martinez (361) 882 -7448 emartinez@ccredc.com An amendment to the Type A Agreement for Rugged Cycles CAPTION: Resolution approving an amended business incentives agreement between the Corpus Christi Business and Job Development Corporation ( "Type A Corporation ") and Plant Bikes LLC ( "Rugged Cycles "), to provide a grant of up to $200,000 to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs. PURPOSE: The amendment would allow Rugged Cycles to move to any facility within the city limits of the city. BACKGROUND AND FINDINGS: Rugged Cycles is a home grown small business that offers a chainless and airless tire bicycle for lease to large entities such as colleges or large industrial plants. Rugged Cycles will locate their headquarters here in downtown Corpus Christi. They will purchase their current building and create /retain 24 employees. This was approved by the Type A Board on April 16, 2012. The City Council approved the agreement on May 29, 2012. The original agreement is location specific to their current building. Rugged Cycles has been unable to come to terms with the owner of their current location. The amendment would allow Rugged Cycles to move to any facility within the city limits of the city. ALTERNATIVES: Rugged Cycles will relocate to a city where they have a contract. CONFORMITY TO CITY POLICY: This project is in line with the City's stated goal of increasing training opportunities for local residents to obtain jobs in local industries. EMERGENCY / NON - EMERGENCY: Non - Emergency DEPARTMENTAL CLEARANCES: Type A Board FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: Type A funds have already been appropriated. RECOMMENDATION: Staff recommends approval of the amendment for Rugged Cycles to change the agreement to any location in Corpus Christi city limits LIST OF SUPPORTING DOCUMENTS: Amended Business Incentive Agreement Resolution FIRST AMENDED BUSINESS INCENTIVE AGREEMENT BETWEEN THE CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION AND PLANT BIKES, LLC FOR THE RETENTION AND CREATION OF JOBS This First Amended Business Incentive Agreement for Capital Investments and the Creation and Retention of Jobs ("Agreement") is entered into between the Corpus Christi Business and Job Development Corporation ("Corporation") and Plant Bikes LLC ("Rugged Cycles"), a Texas for profit limited liability corporation. WHEREAS, the Texas Legislature in Section 4A of Article 5190.6, Vernon's Texas Revised Civil Statutes (Development Corporation Act of 1979), now codified as Subtitle C1, Title 12, Texas Local Government Code, empowered local communities with the ability to adopt an optional local sales and use tax as a means of improving the economic health and prosperity of their citizens; WHEREAS, on November 5, 2002, residents of the City of Corpus Christi ("City") passed Proposition 2, New and Expanded Business Enterprises, which authorized the adoption of a sales and use tax for the promotion and development of new and expanded business enterprises at the rate of one-eighth of one percent to be imposed for 15 years; WHEREAS, the 1/8th cent sales tax authorized by passage of Proposition 2 was subsequently enacted by the City Council and filed with the State Comptroller of Texas, effective April 1, 2003, to be administered by the Corpus Christi Business and Job Development Corporation Board; WHEREAS, the Corpus Christi Business and Job Development Corporation exists for the purposes of encouraging and assisting entities in the creation of jobs for the citizens of Corpus Christi, Texas; WHEREAS, the Board of Directors of the Corporation ("Board"), on September 10, 2007, amended the Corporation's Guidelines and Criteria for Granting Business Incentives ("Type A Guidelines"), which the City Council incorporated into the City of Corpus Christi Economic Development Incentive Policies 2009-2011 on November 17, 2009; WHEREAS, the City Council approved the Corporation's amended Guidelines and Criteria for Granting Business Incentives on September 18, 2007; WHEREAS, the Board, on November 9, 2010, amended the Corporation's Guidelines and Criteria for Granting Business Incentives; WHEREAS, the City Council approved the Corporation's amended Guidelines and criteria for Granting Business Incentives on November 9, 2010; WHEREAS, Section 501.073, Texas Local Government Code, formerly Section 21 of the Texas Development Corporation Act of 1979, Art. 5190.6, Vernon's Texas Revised Page 1 of 9 Amd Bus Incentive Agmt Rugged Cycles 8-30-12 Civil Statutes, requires the City Council to approve all programs and expenditures of the corporation; WHEREAS, Rugged Cycles has its headquarters located in Corpus Christi and it assembles bicycles in Corpus Christi. Rugged Cycles sales and leases the bicycles to large companies and colleges for their employees and/or students; WHEREAS, the Board has determined that it is in the best interests of the citizens of Corpus Christi, Texas that business development funds be provided to Rugged Cycles, through this Agreement with Rugged Cycles, to be used by Rugged Cycles to purchase a manufacturing facility in Corpus Christi and will be used in the creation of up to 3 new full-time permanent jobs in the City of Corpus Christi and the retention of 11existing time jobs with an estimated annual average salary of $47,000, and in the creation of 2 new part-time permanent jobs in the City of Corpus Christi and the retention of 8 existing part-time jobs with an estimated annual average salary of $30,000. In consideration of the covenants, promises, and conditions stated in this Agreement, Corporation and Rugged Cycles agree as follows: 1. Effective Date. The effective date of this Agreement ("Effective Date') is the latest date that either party executes this Agreement. 2. Term. The term of this Agreement is for five years beginning on the effective date. 3. Performance Requirements and Grants. The Performance Requirements and Grants are listed in Exhibit A, which is attached to and incorporated into this Agreement. 4. Job Creation Qualification. a. In order to count as a created job under this Agreement, the job must pay wages at least as high as the median wage of the occupation in the Corpus Christi MSA as determined by Texas Workforce Commission's Texas Industry Profiles report. b. A full-time permanent job is defined in the Type A Guidelines. c. Rugged Cycles agrees to confirm and document to the Corporation that the minimum number of jobs created as a result of funding provided by this Agreement is maintained throughout the term by the Business. d. Rugged Cycles agrees to provide Corporation with a sworn certificate by authorized representative of each business assisted under this Agreement certifying the number of full-time permanent employees employed by the business. e. Rugged Cycles shall ensure that the Corporation is allowed reasonable access to personnel records of the businesses assisted under this Agreement. Page 2 of 9 1 5t Amd Bus Incentive Agrnt Rugged Cycles 8-30-12 5. Buy Local Provision. a. Rugged Cycles agrees to use its best efforts to give preference and priority to local manufacturers, suppliers, contractors, and labor, except where not reasonably possible to do so without added expense, substantial inconvenience, or sacrifice in operating efficiency in the normal course of business. b. For the purposes of this section, the term "local" as used to describe manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons who reside in or maintain an office within a 50 mile radius of Nueces County. 6. Warranties. Rugged Cycles warrants and represents to Corporation the following: a. Rugged Cycles is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of Texas, has all corporate power and authority to carry on its business as presently conducted in Corpus Christi, Texas. B. Rugged Cycles has the authority to enter into and perform, and will perform, the terms of this Agreement to the best of its ability. c. Rugged Cycles has timely filed and will timely file all local, State, and Federal tax reports and returns required by laws to be filed and all Texas, assessments, fees, and other governmental charges, including applicable ad valorem taxes, have been timely paid, and will be timely paid , during the term of this Agreement. d. Rugged Cycles has received a copy of the Texas Development Corporation Act, Subtitle C1, Title 12, Texas Local Government Code, and acknowledges that the funds granted in this Agreement must be utilized solely for purposes authorized under State law and by the terms of this Agreement. e. The parties executing this Agreement on behalf of Rugged Cycles are duly authorized to execute this Agreement on behalf of Rugged Cycles. 7. Compliance with Laws. Rugged Cycles shall observe and obey all applicable laws, ordinances, regulations, and rules of the Federal, State, county, and city governments. 8. Non-Discrimination. Rugged Cycles covenants and agrees that Rugged Cycles will not discriminate nor permit discrimination against any person or group of persons, with regard to employment and the provision of services at, on, or in the Facility, on the grounds of race, religion, national origin, marital status, sex, age, disability, or in any manner prohibited by the laws of the United States or the State of Texas. 9. Force Majeure. If the Corporation or Rugged Cycles are prevented, wholly or in part, from fulfilling its obligations under this Agreement by reason of any act of God, unavoidable accident, acts of enemies, fires, floods, governmental restraint or Page 3 of 9 1" Amd Bus incentive Agmt Rugged Cycles -30-12 regulation, other causes of force majeure, or by reason of circumstances beyond its control, then the obligations of the Corporation or Rugged Cycles are temporarily suspended during continuation of the force majeure. If either party's obligation is affected by any of the causes of force majeure, the party affected shall promptly notify the other party in writing, giving full particulars of the force majeure as soon as possible after the occurrence of the cause or causes relied upon. 10. Assignment. Rugged Cycles may not assign all or any part of its rights, privileges, or duties under this Agreement without the prior written approval of the Corporation and City. Any attempted assignment without approval is void, and constitutes a breach of this Agreement. 11. Indemnity. Rugged Cycles covenants to fully indemnify, save, and hold harmless the Corporation, the City, their respective officers, employees, and agents ("Indemnitees") against all liability, damage, loss, claims demands, and actions of any kind on account of personal injuries (including, without limiting the foregoing, workers' compensation and death claims), or property loss or damage of any kind, 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 Rugged Cycles activities conducted under or incidental to this Agreement, including any injury, loss or damage caused by the sole or contributory negligence of any or all of the Indemnitees. Rugged Cycles must, at its own expense, investigate all those claims and demands, attend to their settlement or other disposition, defend all actions based on those claims and demands with counsel satisfactory to Indemnitees, and pay all charges of attorneys and all other cost and expenses of any kind arising from the liability, damage, loss, claims, demands, or actions. 12. Events of Default by Rugged Cycles. The following events constitute a default of this Agreement by Rugged Cycles: a. The Corporation or City determines that any representation or warranty on behalf of Rugged Cycles contained in this Agreement or in any financial statement, certificate, report, or opinion submitted to the Corporation in connection with this Agreement was incorrect or misleading in any material respect when made; b. Any judgment is assessed against Rugged Cycles or any attachment or other levy against the property of Rugged Cycles with respect to a claim remains unpaid, undischarged, or not dismissed for a period of 120 days. c. Rugged Cycles makes an assignment for the benefit of creditors, Page 4 of 9 1'1Amd Bus Incentive Agmt Rugged Cycles 8-30-12 d. Rugged Cycles files a petition in bankruptcy, or is adjudicated insolvent or bankrupt. e. If taxes owed by Rugged Cycles become delinquent, and Rugged Cycles fails to timely and properly follow the legal procedures for protest or contest. f. Rugged Cycles changes the general character of business as conducted as of the date this Agreement is approved by the Corporation. 13. Notice of Default. Should the Corporation or City determine that Rugged Cycles is in default according to the terms of this Agreement, the Corporation or City shall notify Rugged Cycles in writing of the event of default and provide 60 days from the date of the notice ("Cure Period") for Rugged Cycles to cure the event of default. 14. Results of Uncured Default by Rugged Cycles. After exhausting good faith attempts to address any default during the cure Period, and taking into account any extenuating circumstances that might have occurred through no fault of Rugged Cycles, as determined by the Board of Directors of the Corporation, the following actions must be taken for any default that remains uncured after the Cure Period. a. Rugged Cycles shall immediately repay all funds paid by Corporation to them under this Agreement. b. Rugged Cycles shall pay Corporation reasonable attorney fees and costs of court to collect amounts due to Corporation if not immediately repaid upon demand from the Corporation. c. Upon payment by Rugged Cycles of all sums due, the Corporation and Rugged Cycles shall have no further obligations to one another under this Ag reement. d. Neither the City, the Corporation, nor Rugged Cycles may be held liable for any consequential damages. 15. No Waiver. a. No waiver of any covenant or condition, or the breach of any covenant or condition of this Agreement, constitutes a waiver of any subsequent breach of the covenant or condition of the Agreement. b. No waiver of any covenant or condition, or the breach of any covenant or condition of this Agreement, justifies or authorizes the nonobservance on any other occasion of the covenant or condition or any other covenant or condition of this Agreement. c. Any waiver or indulgence of Rugged Cycles default may not be considered an estoppel against the Corporation. Page 5 of 9 Amd Bus Incentive Agmt Rugged Cycles 8-30-12 d. It is expressly understood that if at any time Rugged Cycles is in default in any of its conditions or covenants of this Agreement, the failure on the part of the Corporation to promptly avail itself of the rights and remedies that the Corporation may have, will not be considered a waiver on the part of the Corporation, but Corporation may at any time avail itself of the rights or remedies or elect to terminate this Agreement on account of the default. 16. Rugged Cycles specifically agrees that Corporation shall only be liable to Rugged Cycles for the actual amount of the money grants to be conveyed to Rugged Cycles, and shall not be liable to Rugged Cycles for any actual or consequential damages, direct or indirect, interest, attorney fees, or cost of court for any act of default by Corporation under the terms of this Agreement. Payment by Corporation is strictly limited to those funds so allocated, budgeted, and collected solely during the grant term of this Agreement. Corporation shall use its best efforts to anticipate economic conditions and to budget accordingly. However, it is further understood and agreed that, should the actual total sales tax revenue collected for any one year be less than the total amount of grants to be paid to all contracting parties with Corporation for that year, then in that event, all contracting parties shall receive only their pro rata share of the available sales tax revenue for that year, less Corporation's customary and usual costs and expenses, as compared to each contracting parties grant amount for that year, and Corporation shall not be liable to for any deficiency at that time or at any time in the future. In this event, Corporation will provide all supporting documentation, as requested. Payments to be made shall also require a written request from Rugged Cycles to be accompanied by all necessary supporting documentation. 17. Notices. a. Any required written notices shall be sent mailed, certified mail, postage prepaid, addressed as follows: Rugged Cycles: Rugged Cycles Attn: Vince Denais 401 South Water Street Corpus Christi, Texas 78401 Corporation: City of Corpus Christi Business and Job Development Corporation Attn.: Executive Director 1201 Leopard Street Corpus Christi, Texas 78401 b. A copy of all notices and correspondence must be sent the City at the following address: Page 6 of 9 ts' Arnd Bus Incentive Agmt Rugged Cycles -30-12 City of Corpus Christi Attn.: City Manager P.O. Box 9277 Corpus Christi, Texas 78469-9277 c. Notice is effective upon deposit in the United States mail in the manner provided above. 18. Incorporation of other documents. The Corpus Christi Business and Job Development Corporation Guidelines and Criteria for Granting Business Incentives ("Corporation Guidelines"), as amended, are incorporated into this Agreement. 19. Amendments or Modifications. No amendments or modifications to this Agreement may be made, nor any provision waived, unless in writing signed by a person duly authorized to sign Agreements on behalf of each party. 20. Relationship of Parties. In performing this Agreement, both the Corporation and Rugged Cycles will act in an individual capacity, and not as agents, representatives, employees, employers, partners, joint-venturers, or associates of one another. The employees or agents of either party may not be, nor be construed to be, the employees or agents of the other party for any purpose. 21. Captions. The captions in this Agreement are for convenience only and are not a part of this Agreement. The captions do not in any way limit or amplify the terms and provisions of this Agreement. 22. Severability. a. If for any reason, any section, paragraph, subdivision, clause, provision, phrase or word of this Agreement or the application of this Agreement to any person or circumstance is, to any extent, held illegal, invalid, or unenforceable under present or future law or by a final judgment of a court of competent jurisdiction, then the remainder of this Agreement, or the application of the term or provision to persons or circumstances other than those as to which it is held illegal, invalid, or unenforceable, will not be affected by the law or judgment, for it is the definite intent of the parties to this Agreement that every section, paragraph, subdivision, clause, provision, phrase, or word of this Agreement be given full force and effect for its purpose. b. To the extent that any clause or provision is held illegal, invalid, or unenforceable under present or future law effective during the term of this Agreement, then the remainder of this Agreement is not affected by the law, and in lieu of any illegal, invalid, or unenforceable clause or provision, a clause or provision, as similar in terms to the illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable, will be added to this Agreement automatically. Page 7 of 9 151 Arnd Bus ncentive Agmt Rugged Cycles 8-3D12 23. Venue. Venue for any legal action related to this Agreement is in Nueces County, Texas. 24. Sole Agreement. This Agreement constitutes the sole Agreement between Corporation and Rugged Cycles. Any prior Agreements, promises, negotiations, or representations, verbal or otherwise, not expressly stated in this Agreement, are of no force and effect. 25. Survival of terms of Agreement and obligations of parties. The terms of this Agreement and the obligation of the parties relating to Section 14.a and b shall survive the termination of this Agreement. Corpus Christi Business & Job Development Corporation By: Date: Attest: By: Robert Tamez President Armando Chapa Assistant Secretary Plant Bikes, LLC By: Vince Denais President THE STATE OF TEXAS Page 8 of 9 1' Amd Bus Incentive Agmt Rugged Cycles 8-30-12 COUNTY OF NUECES This instrument was acknowledged before me on c_12-$6-er / a.. , 2012, by Vince Dertais, President, for Rugged Cycles, a for profit limited liability company, on behalf of the Plant Bikes, LLC. State o Texas Page 9 of 9 1 Amd Bus Incentive Agmt Rugged Cycles 8-30-12 MARY JANE YBAR80 N Wary Pub IIC STATE OF TEXAS My Comm Exp. 11.13-2012 -sr -sr EXHIBIT A PERFORMANCE MEASURES AND CORPORATION GRANTS 1. Rugged Cycles shall retain 11 full-time and 8 part-time jobs and create up to 3 new full-time and up to 2 new part-time jobs, with an average annual salary of $47,000 for a full-time job and $30,000 for a part-time job a. The company will receive a total of $70,000 for employees. That is $49,000 for full-time positions up to 14 positions or $3,500 per full time job and $21,000 for part time jobs up to 10 jobs or $2,100 per part time job. b. The Company may request payment for the positions it has created/retained on the anniversary of the effective date each year. The maximum payout for a year is $25,000 for the employee portion of the grant. c, If Rugged Cycles purchases a building in the city limits of Corpus Christi, the Corporation will award a grant to the company of $130,000 within 60 days from the date Rugged Cycles closes on, and invests at least $1 million in, a property in Corpus Christi as evidenced by the executed closing documents. If the total cost of the building is less than $1 million, Rugged Cycles will receive the proportionate amount. For example if the building costs $500,000 it would receive half of the grant or $65,000. 2. If after receiving payment for employees, Rugged Cycles does not retain the position, the company will be required to repay to the Corporation the amount of the grant equal to the positions lost. A-1 First Amendment Business Incentive Agreement Rugged Cycles 10 01 12,docx Page 1 of 2 Resolution Approving an amended business incentives agreement between the Corpus Christi Business and Job Development Corporation ( "Type A Corporation ") and Plant Bikes LLC ( "Rugged Cycles "), to provide a grant of up to $200,000 to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs. WHEREAS, the Type A Corporation has budgeted funds to assist businesses create or retain jobs in the City of Corpus Christi, Texas ( "City "). WHEREAS, the Type A Corporation has requested proposals from businesses that will create or retain jobs within the City, and determined that the proposal from Rugged Cycles to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs, will best satisfy this goal; WHEREAS, City Council deems that it is in the best interest of the City and citizens to approve the business incentives agreement to purchase and improve a manufacturing facility in Corpus Christi and the creation and retention of jobs between the Type A Corporation and Rugged Cycles; WHEREAS, City Council formerly approved a business incentives agreement between the Type A Corporation and Rugged Cycles to purchase and improve Rugged Cycles' existing location in Corpus Christi on May 29, 2012 by Resolution # 029490, which is now amended to allow for Rugged Cycles' purchase and improvement of a facility at any location in Corpus Christi, not a specific location. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the amended business incentives agreement for the creation and retention of jobs between the Type A Corporation and Rugged Cycles, which is attached to this resolution as Exhibit A, is approved. This resolution takes effect upon City Council approval on this the day of , 2012. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary 0005_3_Resolution - Rugged Cycles Amd 8 -30 -12 Nelda Martinez Mayor Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott 0005_3_Resolution - Rugged Cycles Amd 8 -30 -12 Page 2of2 AGENDA MEMORANDUM Future Item for the City Council Meeting of Nov. 13, 2012 Action Item for the City Council Meeting of Nov. 20, 2012 DATE: October 18, 2012 TO: Ronald L. Olson, City Manager FROM: Robert Rocha, Fire Chief rrocha @cctexas.com (361) 826-3932 A resolution adopting the portions of the Coastal Bend Mitigation Action Plan that pertains to the City of Corpus Christi. CAPTION: Resolution adopting the portions of the Coastal Bend Mitigation Action Plan that pertains to the City of Corpus Christi which were developed with the Coastal Bend Council of Governments and Appointing the City Manager or his designee to act as the City's hazard mitigation coordinator. PURPOSE: The purpose of the "Coastal Bend Mitigation Action Plan (CBMAP) is to reduce losses from natural hazards, including by not limited to, hurricane winds, flooding, and drought, over the long term. BACKGROUND AND FINDINGS: A pre- disaster mitigation plan with goals have been developed to: • reduce loss of life and injury; • reduce disruptions to essential public services and infrastructure; • reduce economic impacts to the community and its residents; and • reduce losses to civic, cultural and environmental resources. Specific objectives have been developed for each goal, and both short and long term activities and projects identified and evaluated. The CBMAP also includes project descriptions, regional disaster history, and risk assessments for a variety of natural hazards. A list of the projects that pertain to the City of Corpus Christi is attached. A mitigation plan that meets federal requirements must be adopted by local jurisdictions to maintain eligibility for certain federal grant programs administered by the Federal Emergency Management Agency (FEMA) and the Texas Governor's Division of Emergency Management (GDEM). The City Manager or his designee will serve as the City's Hazard Mitigation Coordinator. The Hazard Mitigation Coordinator will have the responsibility, authority and means to: • inform all concerned parties of this action, • ensure that the Plan is reviewed at least annually, and after every significant natural disaster affecting the City, and • collect and maintain records necessary to update the Plan on a five -year revision cycle. Furthermore, the City of Corpus Christi shall ensure that the mitigation strategy is reviewed, and where appropriate, incorporated into other land use and planning mechanisms to the extent permitted under the law of the Constitution of the State of Texas. ALTERNATIVES: None OTHER CONSIDERATIONS: No applicable. CONFORMITY TO CITY POLICY: Council approval of Resolution to adopt the Coastal Bend Mitigation Action Plan developed with the Coastal Bend Council of Governments. EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: None FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2011- 2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None RECOMMENDATION: Staff recommends approval of Resolution to adopt portions of the Coastal Bend Mitigation Action Plan that pertains to the City of Corpus Christi which were developed with the Coastal Bend Council of Governments. LIST OF SUPPORTING DOCUMENTS: Resolution Project list Resolution Adopting the portions of the Coastal Bend Mitigation Action Plan that pertain to the City of Corpus Christi which were developed with the Coastal Bend Council of Governments and Appointing the City Manager or his designee to act as the City's hazard mitigation coordinator WHEREAS, the City of Corpus Christi is subject to hurricanes, flooding, drought and other natural disasters having the potential to cause damage to people, property and the natural environment, and desires to reduce future losses from such events; and, WHEREAS, under the Disaster Mitigation Act of 2000 FEMA requires local jurisdictions have in place a FEMA- approved Hazard Mitigation Plan as a condition of receipt future federal mitigation assistance funding; and, WHEREAS, the City of Corpus Christi has entered into the Coastal Bend Mitigation Action Plan (CBMAP) inter -local cooperative agreement with other jurisdictions within a seven county region for the purpose of developing the plan; and, WHEREAS, the strategy set forth in the CBMAP must be implemented, monitored and evaluated in the future; and, WHEREAS, the members of the Coastal Bend Council of Governments have adopted resolution number 2567A, wherein providing administrative and technical support services necessary for future updates to the CBMAP, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: Section 1. That those portions of the Plan entitled "Coastal Bend Mitigation Action Plan" that pertain to the City of Corpus Christi be adopted. Section 2. That the City Manager or his designee shall serve as the City's Hazard Mitigation Coordinator, be vested with the responsibility, authority, and the means to: a. Inform all concerned parties of this action b. Ensure the CBMAP is reviewed at least annually and after every significant natural disaster affecting the city, c. Collect and maintain records necessary to update the CBMAP on a five year revision cycle. Section 3. That to the extent permitted under the laws and the Constitution of the State of Texas, the City of Corpus Christi shall ensure that the mitigation strategy is review, and where appropriate, incorporated into other land use and planning mechanisms. Section 4. That the City Council agrees to take such other official action as may reasonably be necessary to carry out the objectives of the CBMAP. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa Nelda Martinez City Secretary Mayor Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott Coastal Bend Mitigation Action Plan Projects within the City of Corpus Christi Project # Project Description NU -18 Major Outfall Upgrade Phase I. Description/Background: A periodic inspection of over 71,400 linear feet (13.5 miles) of storm water runoff conveyance lines during mid -2003 indicated that some sections of the lines needed upgrade. The structural integrity and functionality of these outfall lines are critical in preventing flooding and in improving water quality. There are eight major storm water outfalls that convey storm water runoff into Corpus Christi Bay. The purpose of this action is to perform needed upgrade along sections of the major outfalls. NU -19 Major Outfall Upgrade Phase 11.3 Description/Background: A periodic inspection of over 71,400 linear feet (13.5 miles) of storm water runoff conveyance lines during mid -2003 indicated that that two of the eight major outfalls needed replacement. The structural integrity and functionality of these outfall lines are critical in preventing flooding and in improving water quality. The purpose of this is to upgrade the two outfalls: Brawner Proctor, and Gollihar. Outfall upgrades under Phase II has been re- scoped and has been included in the adopted Capital Improvement Plan for FYI 12 -13. NU -20 Major Drainage Channel Improvements. Description/Background: The purpose of this action is to mitigate erosion and other damages to major drainage channels as a result of a heavy rain or other severe weather. A number of earthen ditches throughout the City have steep side slope (2:1) which makes them more prone to erosion of stream beds and slopes during a prolonged and intense rain event. In order to make improvements which will stabilize the slopes and stream beds of major channels, an allocation of funds is earmarked for this to be utilized on a priority basis on those ditches where erosion and slope failures becomes a serious and critical problem. This will include some or all the following: shaping, grading, flattening side slopes, seeding, adding concrete flumes or lined channels, adding storm water appurtenances such as inlets, pipes, and some minor right -of- way acquisitions as necessary. NU -21 Obtain Drainage Rights of Way. Description/Background: Having adequate and available drainage ROW is critical to developing drainage infrastructure to meet the demand for orderly growth and development within the City. Adequate ROW helps to prevent/minimize flooding, helps to facilitate maintenance, and allows potential for improving quality of storm water runoff The purpose of this is to provide funding for acquiring right -of -way (ROW) where needed in order to implement drainage problem solutions, such as ditch widening, erosion control, extending storm sewers, providing easements, etc. During design, it is often required that additional ROW is provided for implementation. NU -22 Upgrade Flood Control Pumps at Power St. Pump Station. Description/ Background: Flooding in the downtown area is a frequently recurring event, and a major concern for both citizens and businesses. In addition to a variety of private businesses, several local and federal public facilities are located within this area. The existing pumps date from 1948 and are outdated and subject to failure. Upgrading the pumps will minimize the potential of a future catastrophic failure. NU -23 Flood Map Modernization Program /CTP Community. Description/Background: The Federal Emergency Management Agency's Multi - Hazard Flood Map Modernization Program will update and digitize flood hazard maps across the nation. The majority of the City of Corpus Christi's FIRMS are nearly 20 years old. It is for the safety of the City and its residents for the maps, which determine flood insurance premiums, to be accurate and up -to -date. FEMA has notified the City by letter regarding the flood mapping effort. A key FEMA strategy is to form local partnerships for this purpose under the Cooperating Technical Partners program to leverage local resources. In addition to preparation for the contractor visit, the City will implement becoming a CTP partner. NU -24 Enhance Community Rating System (CRS) Rating. Multiple mitigation objectives as well as Objective 3.2 related to increasing participation in available insurance options. NU -26 Emergency Generators for Oso Waste Water Treatment Facility. Description/ Background: The existing Oso Wastewater Treatment Plant facility depends entirely on outside utility power sources. In the event of power outages, wastewater treatment is not possible. Emergency power generating systems on site would help to ensure that the facility remains in operation during power outages, and protect public health and welfare. Design of the emergency power systems is currently underway. NU -27 Flood Proof 4 Lift Stations at Oso Waste Water Treatment Facility. Description/ Background: The Oso Treatment Plant is situated in a location subject to flooding from coastal inundation. The wastewater lift stations are also vulnerable to flooding. The proposed improvements include structural elevation and /or the installation of dikes, berms and other flood control devices. NU -33 Elevate Power Transfer Switch at Police Dept. HQ. Description/Background: The Police Headquarters building is located in an area of downtown Corpus Christi that is vulnerable to street flooding. The automatic generator transfer switch is presently located in a control room on the ground floor of the building. If the switch is damaged due to flooding, the Police Headquarters building, the 9- 1-1 call taking/dispatch function, and the Metro -Com emergency alert and notification systems would be without electrical power, even if the auxiliary generator was undamaged. NU -34 Uninterruptible Power Supply System for Emergency Operations Center (EOC). Description/Background: Install an Uninterruptible Power Supply (UPS) system compatible with the existing auxiliary generator which provides emergency power to the Emergency Operations Center (EOC) and alternate 9 -1 -1 call center /dispatch function. A UPS system designed to work with the auxiliary generator, would ensure that computers in the EOC and alternate 9 -1 -1 center would not lose functionality during the transition to backup power. NU -49 Prevent Erosion of Sunfish Island. Description/Background: Coastal erosion in Corpus Christi Bay is very high and if stabilization is not done soon, the entire island may erode away and would have to be rebuilt (or abandoned). Sunfish Island is an important bird sanctuary in the Corpus Christi area. An alternatives analysis and engineering design were conducted for Sunfish Island during CEPRA Cycle 2. Construction could not be done due to restrictions during bird nesting season. NU -50 Prevent Erosion at Cole Park. Description/Background: Prevention of further erosion of shoreline at Cole Park on Corpus Christi Bay through installation of groins and /or breakwaters. Cole Park is a high use park in Corpus Christi. The area behind the bulkhead is eroding and needs to be retrofitted. NU -51 Community Wildfire Risk Assessment. Nueces County OEM, Emergency Service District (ESD) 1, 2, 3, 4, 5, Corpus Christi Fire Department, and Corpus Christi Naval Airs Station Fire and Emergency Services. Description/Background: Conduct a Community Wildfire Risk Assessment for Nueces County to evaluate public safety and property vulnerabilities and to examine fire response resources. Develop a Community Wildfire Protection Plan in cooperation with the local fire departments to Create and implement defensible area around structures and non combustible construction ordinances. The County is geographically diverse and has a substantial urban /rural interface with heavy fuel loads making portions of the county highly susceptible to potentially catastrophic wildfires. Additionally, the County experiences drought or near drought conditions almost annually and is placed under numerous red flag condition warnings by the National Weather Service. The 2008 wildfire season was very challenging for fire departments throughout the region. There were numerous very large wildfires in Nueces County with the potential to cause millions of dollars in property loses and had a great potential for loss of life. The Laureles Fire in the Laureles Division of the King Ranch threatened thousands of homes on the south side of Corpus Christi and required Texas Military Forces support with UH -60 helicopters conducting water drops under the direction of the Texas Forest Services and the then Governor's Division of Emergency Management. Several additional large fires threatened residents living on North Padre Island near the National Seashore. The light dry fuels and high winds created extremely dangerous firefighting conditions. NU -52 Community Wildfire Protection Plan. Nueces County OEM, Emergency Service District (ESD) 1, 2, 3, 4, 5, Corpus Christi Fire Department, and Corpus Christi Naval Airs Station Fire and Emergency Services. Description/Background: Develop a Community Wildfire Protection Plan in cooperation with the local fire departments to Create and implement defensible space around structures and non combustible construction ordinances. The County is geographically diverse and has a substantial urban /rural interface with heavy fuel loads making portions of the county highly susceptible to potentially catastrophic wildfires. Additionally, the County experiences drought or near drought conditions almost annually and is placed under numerous red flag condition warnings by the National Weather Service. The 2008 wildfire season was very challenging for fire departments throughout the region. There were numerous very large wildfires in Nueces County with the potential to cause millions of dollars in property loses and had a great potential for loss of life. The Laureles Fire in the Laureles Division of the King Ranch threatened thousands of homes on the south side of Corpus Christi and required Texas Military Forces support with UH -60 helicopters conducting water drops under the direction of the Texas Forest Services and the then Governor's Division of Emergency Management. Several additional large fires threatened residents living on North Padre Island near the National Seashore. The light dry fuels and high winds created extremely dangerous firefighting conditions. NU -73 Implement Flood Plain Ordinance. Description/Background: Create and implement city ordinance to require a 2' elevation above the current freeboard requirement. This action will help to reduce the flooding on development in all flood prone areas including minimal flood prone areas. The City of Corpus Christi Flood Damage Prevention Ordinance is enforced to comply with the requirements of the NFIP and to minimize the threat to life and property resulting from flooding. AGENDA MEMORANDUM Future Item for the City Council Meeting of Nov. 13, 2012 Action Item for the City Council Meeting of Nov. 20, 2012 DATE: October 29, 2012 TO: Ronald L. Olson, City Manager FROM: Robert Rocha, Fire Chief rrocha @cctexas.com (361) 826-3932 Ratifying the submission of a grant application for a FEMA 2012 Community Resilience Innovation Challenge Grant. CAPTION: Resolution ratifying the submission of a grant application for FEMA 2012 Community Resilience Innovation Challenge Grant in the amount of $35,000.00 to combine emergency management studies and plans to develop a training lesson deliverable by businesses, colleges, and local schools through human resources including the City's HR department, new student orientations, and business continuity training classes. PURPOSE: The grant will be used to develop a training curriculum that will train businesses and residents to prepare for, respond to and recover from emergency situations in our community. BACKGROUND AND FINDINGS: The City has prepared for many hazards by planning and organizing functions of operations but the majority of businesses and citizens are unaware of the proper procedures in our community, despite educational efforts. In order to address the educational needs of our community the Emergency Management Department has applied for a grant to assist with funding an all hazards training lesson plan for the City of Corpus Christi. The curriculum will combine valuable information from City emergency plans, procedures, and basic preparedness. This lesson will detail local hazards, vulnerabilities and consequences for not following proper procedures. This material can be utilized by the City's Human Resources Department, area businesses, and schools to assist in educating our citizens on local hazards and functions of operations. No matching funds are required. ALTERNATIVES: None OTHER CONSIDERATIONS: None applicable. CONFORMITY TO CITY POLICY: Council approval needed to apply for grant. EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Legal Finance — Federal Grants and Office of Management and Budget FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget 0 Encumbered / Expended Amount 0 This item 0 0 0 0 BALANCE 0 0 0 0 Fund(s): Comments: None RECOMMENDATION: Council approval of Resolution to ratify the submission of a grant application for a FEMA 2012 Community Resilience Innovation Challenge Grant. LIST OF SUPPORTING DOCUMENTS: Resolution Resolution Ratifying the submission of a grant application for FEMA 2012 Community Resilience Innovation Challenge Grant in the amount of $35,000.00 to combine emergency management studies and plans to develop a training lesson deliverable by businesses, colleges, and local schools through human resources including the City's HR department, new student orientations, and business continuity training classes. NOW THEREFORE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI TEXAS SECTION 1. That the execution of documents by the City Manager or designee necessary to submit a grant application for FEMA 2012 Community Resilience Innovation Challenge Grant in the amount of $35,000.00 to combine emergency management studies and plans to develop a training lesson deliverable by businesses, colleges, and local schools through human resources including the City's HR department, new student orientations, and business continuity training classes is hereby ratified and approved. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa Nelda Martinez City Secretary Mayor Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: TO: October 27, 2012 Ronald L. Olson, City Manager THRU: Eddie Ortega, Director EddieO(ccctexas. com 826.3224 FROM: Rudy Bentancourt, CD Administrator RudyB @cctexas.com 826.3021 Motion to Ratify the Emergency Solutions Grant Program FY2012 -13 to August 1, 2012 CAPTION: Motion ratifying the FY2012 -13 Emergency Solutions Grant Program funding agreements to be effective August 1, 2012. PURPOSE: On April 24, 2012 City Council adopted the FY2012 -13 Consolidated Annual Action Plan (CAAP) which included the Emergency Solutions Grant (ESG) Program. This action also authorized the City Manager or designee to execute all documents and funding agreements. The total amount allocated to the ESG Program for FY2012 -13 is $264,533. Attached is a list of those projects in which City Council adopted on April 24, 2012. BACKGROUND AND FINDINGS: On April 24, 2012, City Council approved the proposed FY2012 -2013 Annual Action Plan and passed a Resolution which accepted and appropriated the funds for ESG Program contingent upon the entitlement award to be received by the U. S. Department of Housing and Urban Development which occurred on September 10, 2012. All ESG agreements have been executed with the awarded sub - recipient agencies and this motion will allow the agreements to be ratified to August 1, 2012, which is the beginning of the fiscal year. ALTERNATIVES: "Not Applicable" OTHER CONSIDERATIONS: "Not Applicable" CONFORMITY TO CITY POLICY: Council approval is required for motion to ratify funding agreements. EMERGENCY / NON - EMERGENCY: Non - Emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None RECOMMENDATION: Staff recommends the approval to ratify funding agreements to be effective August 1, 2012 in which case funds can begin to be drawn for eligible expenses. LIST OF SUPPORTING DOCUMENTS: ESG Program Recipients Emergency Solutions Grant Program FY2012 -13 Awarded Agencies Below are a list of recipients which have been awarded FY2012 -13 ESG funding Catholic Charities of Corpus Christi $20,000 Charlie's Place $15,000 Corpus Christi Hope House $15,000 Corpus Christi Metro Ministries $60,000 Mary McLeod Bethune Day Nursery $13,000 Recovery Contacts, Inc. $15,000 S. Tx. Substance Abuse Recovery Services $10,000 The Salvation Army $56,694 Timon's Ministries $10,000 Wesley Community Center $15,000 Women's Shelter of South Texas $15,000 $244,694 *Total ESG Allocation = $264,533; ESG City Administrative Cost = $19,839 p� au!1-1!V ZONING REPORT Case No.: 1012 -01 HTE No. 12- 10000030 Planning Commission Hearing Date: October 10, 2012 Applicant & Legal Description Applicant /Owner: The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co. Representative: Cobb, Lundquist & Atnip, Inc. Legal Description /Location: Being a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, located on the southwest corner of Airline Road and Lipes Boulevard. Zoning Request From: "FR" Farm Rural District To: "RM -2" Multifamily 2 District (Tract 1) and "RS -6" Single - Family 6 District (Tract 2) Area: 21.179 Purpose of Request: To allow construction of a single - family subdivision and apartment complex. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site "FR" Farm Rural Vacant Commercial & Medium Density Residential North "FR" Farm Rural Vacant Commercial South "FR" Farm Rural Drainage Corridor Drainage Corridor East "FR" Farm Rural & "RS-6" Single - Family 6 Vacant & Low Density Residential Commercial & Low Density Residential West "RS -6" Single - Family 6 Vacant Low Density Residential ADP, Map & Violations Area Development Plan: The subject property is located in the Southside Area Development Plan (ADP) and is planned for commercial and medium density residential uses. The proposed change of zoning to the "RS -6" Single - Family 6 District and the "RM -2" Multifamily 2 District is not consistent with the adopted Future Land Use Plan. Map No.: 042031, 042030 Zoning Violations: None Transportation Transportation and Circulation: The subject property has 1,400 feet of frontage on Airline Road, which will be eliminated south of Lipes Boulevard in the future. The subject property has 600 feet of frontage on the existing Lipes Boulevard, which is a "C3" Primary Collector street, and will have 270 feet of frontage on Lipes Boulevard when it is relocated to connect with Airline road at a right angle. The southern portion of the property will have an access street connecting to Rodd Field Road, which is a proposed "A3" Primary- Arterial Divided street. Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume Airline Rd. (North of Lipes) "Al" Minor Arterial Undivided 95' ROW, 64' paved 75' ROW, 24' paved 3,716 (2009 ADT) Lipes Blvd. "C3" Primary Collector 75' ROW, 50' paved 75' ROW, 24' paved Not Available Rodd Field Rd. "A3" Primary- Arterial Divided 130' ROW, 79' paved 115' ROW, 24' paved 9,901 (2009 ADT) Zoning Report Case #1012 -01 Mostaghasi Investment Trust Page 2 Staff Summary: Requested Zoning: The applicant is requesting a change of zoning from the "FR" Farm Rural District to the "RS -6" Single - Family 6 District and the "RM -2" Multifamily 2 District in order to construct a single - family neighborhood and a high density apartment complex. The southern 8.556 -acre tract of land (Tract 2) is to be rezoned to the "RS -6" Single - Family 6 District. The northern 12.623 -acre tract of land (Tract 1) at the corner of the property is to be rezoned to the "RM -2" Multifamily 2 District. Applicant's Development Plan: The proposed apartment complex on Tract 1 will consist of 27 buildings, 324 units, two swimming pools, and an office building. The buildings will be three stories with a maximum height of 34 feet. The buildings will meet the required setbacks based on building height with the adjacent single - family subdivision. The proposed density for this apartment complex will be 25.7 dwelling units per acre, which will classify the use as high density residential (more than 22 dwelling units per acre). Tract 2, the southern 8.556 acres of the property, will be developed as a single - family neighborhood with a minimum lot size of 6,000 square feet with approximately 30 lots. Existing Land Uses: North and east of the subject property are vacant tracts of land that are zoned "FR" Farm Rural District. To the east of the property across Airline Road, which is scheduled to be closed, is vacant land zoned "FR" Farm Rural District. West of the subject property is a temporary drainage corridor that is zoned "RS -6" Single - Family 6 District, and will be developed into a single - family neighborhood in the future. There is also a public drainage corridor south of the property. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Transportation: Lipes Boulevard is currently under construction and is being realigned to connect with Airline Road at a 90- degree angle, which is a safer configuration than the current design. Airline Road also has an unsafe intersection with Rodd Field Road. The section of Airline Road between Lipes Boulevard and Rodd Field Road, which borders the east side of the subject property, will be closed in the near future. When this section of Airline Road is closed and when the Airline Road -Lipes Boulevard intersection is reconfigured, the apartments will have convenient access to Airline Road via Lipes Boulevard. The single - family subdivision on the south end of the subject property will have direct access to Rodd Field Road and to Lipes Boulevard via a connecting local residential street through the adjacent proposed single - family subdivision to the west. Comprehensive Plan & Area Development Plan (ADP) Consistency: The proposed change of zoning is within the Southside Area Development Plan. The proposed developments would not be consistent with the adopted Future Land Use Plan, which slates the property for commercial and medium density residential uses. Due to the future closure of Airline Road, Staff recommends a multifamily use at the intersection of Lipes Boulevard and Airline Road rather than commercial and a single - family use on the southern portion of the property rather than a multifamily. The rezoning is consistent with other elements of the Comprehensive Plan such as: 1.) Traffic Hazards should be lessened by discouraging through traffic within residential areas (Comprehensive Plan, Residential Policy Statement J). 2.) High- density residential developments should be located with direct access to arterials (Comprehensive Plan, Residential Policy Statement E). Plat Status: The subject property is not platted. Department Comments: • Although inconsistent with the adopted Future Land Use Plan, the proposed rezoning provides more appropriate land uses due to Airline Road, which is a highly traveled road, being closed south of Lipes Boulevard in the future. The future Land Use Plan proposes commercial land uses at the intersection are better suited at Arterial roadways. • The proposed apartment complex will have sufficient access to Airline Road, an arterial roadway, via Lipes Boulevard. The single - family neighborhood will have access to Rodd Field Road and will also have access to Lipes Boulevard. • The land in this area of town is beginning to develop multiple subdivisions for low density residential uses. This rezoning to multifamily and single - family is suitable for the subject property. • The apartment complex will comply with setback and buffering requirements from the future single - family subdivisions adjacent to the property. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2. c.) a Notification Number of Notices Mailed — 12 within 200' notification area; 2 outside notification area As of October 15, 2012: In Favor In Opposition For 0.00% in opposition. — 1 (inside notification area); 0 (outside notification area) — 0 (inside notification area); 0 (outside notification area) Attachments: 1. Location Map (Existing Zoning & Notice Area) 2. Development Plan K: \DevelopmentSvcs \SHARED\ZONING CASES \2012 \1012 -01 Mostaghasi Invstmt Trust \1012 -01, Report for CC, Mostaghasi.docx INE CRASS RS_6 NG UNIT 1 RS -6 RS -6' 3 LAND SU ®DI!/ISI.1I </ Q 10 R S -61 co .A 9 v/ 8 I7 1 Date'C eated:9X26 012 -' Prepared By jeremym Department afiPevelopment Services CASE: 1012 -01 2. SITE - EXISTING ZONING, NOTICE AREA & OWNERSHIP RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 CR -2 CG -1 CG -2 CI CBD CR -3 FR H BP Resort Commercial Resort Commercial General Commercial General Commercial Intensive Commercial Downtown Commercial Resort Commercial Farm Rural Historic Overlay Business Park IL Light Industrial IH Heavy Industrial PUD Planned Unit Dev. Overlay RS -10 Single - Family 10 RS -6 Single - Family 6 RS-4.5 Single - Family 4.5 RS -TF Two - Family RS -15 Single - Family 15 RE Residential Estate RS -TH Townhouse SP Special Permit RV Recreational Vehicle Park RMH Manufactured Home Subject Property O Owners with 200' buffer in favor 4 Owners within 200' listed on v Owners attached ownership table A in opposition CL uPES S S60' 57' 59' E 347.94' STREET MEI /C*110N !1 11 11 11 _ 1 I...� .I..! .. 9 .1l 7% +t» 03 a a .ah 9f • a Pd1 1 IL d� 90' LC TAR P&0c N60. 5.' 51.0 766. 50 La, LI Ordinance amending the Unified Development Code ( "UDC ") upon application by The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co. ( "Owner "), by changing the UDC Zoning Map in reference to a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 and the "RS -6" Single - Family 6 District on Tract 2; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations regarding the application of The Mostaghasi Investment Trust DBA Sun George Contracting and Development Co. ( "Owner"), for an amendment to the City of Corpus Christi's Unified Development Code ( "UDC ") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, October 10, 2012, during a meeting of the Planning Commission, and on Tuesday, November 13, 2012, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ( "UDC ") of the City of Corpus Christi, Texas ( "City "), is amended by changing the zoning on a 21.179 -acre tract of land out of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts (the "Property "), located on the southwest corner of Airline Road and Lipes Boulevard, from the "FR" Farm Rural District to the "RM -2" Multifamily 2 District on Tract 1 (northern 12.623 -acre portion) and the "RS -6" Single - Family 6 District on Tract 2 (southern 8.556 - acre portion) (Zoning Map Nos. 042031 and 042030), as shown in Exhibits "A," "B," and "C." Exhibit "A," which is a metes and bounds description of Tract 2, Exhibit "B," which is a metes and bounds description of Tract 1, and Exhibit "C," which is a sketch to accompany the metes and bounds descriptions, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entirety. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1, and Article 10 of the UDC. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa Joe Adame City Secretary Mayor K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -01 Mostaghasi Invstmt Trust \Council Folder \1012 -01 Ordinance, Mostaghasi 10- 9- 12.docx Page 2 of 3 That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa Nelda Martinez City Secretary Mayor K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -01 Mostaghasi Invstmt Trust \Council Folder \1012 -01 Ordinance, Mostaghasi 10- 9- 12.docx Page 3 of 3 MURRAY BASS, JR., P.E.,R.P.L.S. NIXON M. WELSH, P.E.,R.P.L.S. www.bass- we1sh.com BASS & WELSH ENGINEERING Engineering Firm Reg. No. F -52 Surveying Firm Reg. No. 100027 -00 P.O. Box 6397 Corpus Christi, TX 78466 -6397 RS -6 ZONING TRACT STA 1E OF TEXAS COUNTY OF NUECES 3054 S. ALAMEDA, ZIP 78404 361 882 - 5521- -- FAX 361 882 -1265 e -mail: murrayjr @aol.com e -mail: nixmw @aol.com August 22, 2012 12044- M &B- RS -6.doc Description of an 8.556 acre tract of land, more or less, a portion of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume "A ", Pages 41 — 43, Map Records, Nueces County, Texas, said 8.556 acre tract of land as further described by metes and bounds as follows: BEGINNING at the southernmost corner of a 9.001 acre tract of land described by instrument recorded as Document No. 2005000922, Official Public Records of said county, said beginning point for the southernmost west corner of the tract herein described and being in the northeast boundary line of a 135' drainage easement described by instrument recorded at Volume 2005, Page 837, Deed Records of said county; THENCE N8 °31'39 "E 523.21' along the east boundary line of said 9.001 acre tract to a point for the northernmost corner of the tract herein described; THENCE S60 °56'51 "E 731.11' to a point in the west right -of -way line of Airline Road for the northernmost east corner of the tract herein described; THENCE S2 °27'36 "W 488.87' along said west right -of -way line of Airline Road to the point of intersection of said west right -of -way line of Airline Road and the northwest right -of -way line of Rodd Field Road for a southeasterly corner of the tract herein described; THENCE S29 °03'09 "W 52.84' along said northwest right -of -way line of Rodd Field Road to a point for the southernmost corner of the tract herein described in said northeast boundary line of 135' wide drainage easement; THENCE along the common southwest boundary line of said Lot 8 and northeast boundary line of said 135' wide drainage easement N60 °56'51 "W 766.50' to the POINT OF BEGINNING, a sketch showing said 8.556 acre RS -6 Zoning Tract being attached hereto as Exhibit "C ". NMW: sab Nixon M. Welsh, R.P.L.S. EXHIBIT "A" Page 1 oft MURRAY BASS, JR., P.E., R.P.L.S. NIxoN M. WELSH, P.E.,R.P.L.S. www.bass- we1sh.com BASS & WELSH ENGINEERING Engineering Firm Reg. No. F -52 Surveying Firm Reg. No. 100027 -00 P.O. Box 6397 Corpus Christi, TX 78466 -6397 RM -2 ZONING TRACT STA 1E OF TEXAS COUNTY OF NUECES 3054 S. ALAMEDA, zIP 78404 361 882 - 5521- FAX 361 882 -1265 e -mail: murrayjr @aol.com e -mail: nixmw @aol.com September 20, 2012 12044- M &B- RM -2.doc Description of a 12.623 acre tract of land, more or less, a portion of Lots 7 and 8, Section 21, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume "A ", Pages 41 — 43, Map Records, Nueces County, Texas, said 12.623 acre tract of land as further described by metes and bounds as follows: BEGINNING at the point of intersection of the west right -of -way line of Airline Road and the southwest right -of -way line of Lipes Boulevard for the northernmost east corner of the tract herein described; THENCE S2 °27'36 "W 911.79' along said west right -of -way line of Airline Road to a point for the southernmost corner of the tract herein described; THENCE N60 °56'51 "W 731.11' to a point in the east boundary line of a 9.001 acre tract of land described by Document No. 2005000922, Official Public Records of said county, for the westernmost or southwest corner of the tract herein described; THENCE N8 °31'39 "E 851.69' along said east boundary line of 9.001 acre tract to a point for the northernmost corner of the tract herein described at a northwesterly corner of a Lipes Boulevard right -of -way easement described by instrument recorded as Document No. 2011011855, said official public records THENCE S60 °57'59 "E 166.28' along a southwest right -of -way line of Lipes Boulevard, being along a line 37.5' southwest of and parallel to the centerline of said Lipes Boulevard, to the point of curvature of a circular curve to the left having a central angle of 18 °32'48 ", a radius of 337.50' and a chord bearing S70 °13'29 "E a distance of 108.77'; THENCE along a southwest right -of -way line of said Lipes Boulevard, being along said circular curve to the left, a distance of 109.25' to a point for northerly corner of the tract herein described; THENCE along a southwest right -of -way line of said Lipes Boulevard, being along a line 20' southwest of and parallel to the centerline of said Lipes Boulevard, S60 °57'59 "E 347.94' to the POINT OF BEGINNING, a sketch showing said 12.623 acre RM -2 Zoning Tract being attached hereto as Exhibit "C ". Nixon M. Welsh, R.P.L.S. EXHIBIT "B" Page 1 oft I =18° 32' 48" R =337. 50' T =55. 11' L =109. 25' CB =S70° 13' 29" E CH =108. 77' CL LIPES BLVD. co S60° 57' 59" E 166. 28' S60° 57' 59" E 347. 94' STREET ROW EASEMENT, D ❑C. 2011011855, ❑, P. R. LOT 7, SECT 21, FB & EF & GT w z J H 0 J \\ cN \y�� RM -2 ZONING TRACT 12.623 AC. N60°56' 51" W 731, 11' RS -6 LOT 10, SECT 21, FB & EF & GT LOT LINE ZONING TRACT 8.556 AC. LOT 8, SECT 21, FB & EF & GT 0 N60° 56' 51" W I-F 766. 50' EXHIBIT "C" SKETCH TO ACCOMPANY METES AND BOUNDS DESCRIPTI ❑NS 1" = 200' S29° 03' 09" W 52. 84' LOT 9, SECT 21, FB & EF & GT `JCL 135' D. E. V. 2005, P. 837, D. R. BASS AND WELSH ENGINEERING CORPUS CHRISTI, TX SURVEY REG. NO. 100027 -00, TX ENGINEERING REG. NO. F -52, FILE: EXB- ZONING, JOB NO. 12044 SCALE: 1" = 200' PLOT SCALE: SAME PLOT DATE: 09/20/12 SHEET 1 OF 1 AGENDA MEMORANDUM Public Hearing and First Reading for the City Council Meeting of November 13, 2012 Second Reading /Action Item for the City Council Meeting of November 20, 2012 DATE: TO: FROM: October 15, 2012 Ronald L. Olson, City Manager Mark E. Van Vleck, P.E., Interim Director, Department of Development Services MarkVV @cctexas.com (361) 826-3246 PUBLIC HEARING — CHANGE OF ZONING Saratoga Highway Properties, LLC (Case No. 1012 -02) Change from "CN -1" Neighborhood Commercial District to "CG -2" General Commercial District Property Address: 6197 Dunbarton Oak Drive CAPTION: Case No. 1012 -02 Saratoga Highway Properties, LLC: A change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District, without resulting in a change of future land use. The property to be rezoned is described as being a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, located on the southwest corner of Dunbarton Oak Drive and Cimarron Boulevard. PURPOSE: The purpose of this item is to rezone the property to allow construction of a self- service storage facility. RECOMMENDATION: Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District. BACKGROUND AND FINDINGS: The applicant is requesting a change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District to allow construction of a self- service storage facility with a caretaker's quarters. There will be five storage buildings that will range from 2,050 to 23,800 square feet. The tallest building, which will be the office with upper story caretaker's quarters, will be 22 feet tall and is within the height regulations of the "CG -2" General Commercial District. The business would operate during the hours of 8:00 A.M. to 6:00 P.M. and the facility would be constructed in multiple phases. This facility would not abut the single - family neighborhood to the west, a 188 -foot wide or 1.34 -acre lot zoned "CN -1" Neighborhood Commercial will remain and serve as a buffer. There will be convenient access to Cimarron Road, which is an arterial street, via Dunbarton Oak Drive North of the subject property is vacant land and the Arbors on Saratoga apartment complex, which are zoned "CN -1" Neighborhood Commercial District and "CG -2" General Commercial District respectively. East of the subject property is Cimarron Boulevard and a low density residential neighborhood zoned "RS -6" Single - Family 6 District. South of the subject property is vacant land that is zoned "RM -2" Multifamily 2 District. West of the subject property is a vacant 1.34 -acre tract of land owned by the applicant and zoned the "CN -1" Neighborhood Commercial District. By rezoning only a portion of the property, there will be a 188 -foot buffer between the subject property and the residential neighborhood. The proposed storage facility will have convenient access to Cimarron Boulevard, which is an arterial street. Traffic from the facility will flow away from residential areas and will not impact the surrounding subdivisions. ALTERNATIVES: 1. Approve an intermediate zoning district or Special Permit; or 2. Deny the request. OTHER CONSIDERATIONS: Not Applicable CONFORMITY TO CITY POLICY: The proposed change of zoning is consistent with elements of the Comprehensive Plan and the adopted Future Land Use Plan, which slates the property for a commercial use. EMERGENCY / NON - EMERGENCY: Non - Emergency DEPARTMENTAL CLEARANCES: Planning, Legal, and Planning Commission FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital Not applicable Fiscal Year: 2011- 2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None LIST OF SUPPORTING DOCUMENTS: 1.) Aerial Overview Map 2.) Zoning Report with Attachments 3.) Ordinance with Exhibit ZONING REPORT Case No.: 1012 -02 HTE No. 12- 10000031 Planning Commission Hearing Date: October 10, 2012 Applicant & Legal Description Applicant /Owner: Saratoga Highway Properties, LLC Representative: Balusek - Frankson (Courtland Frankson) Legal Description /Location: Being a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, located on the southwest corner of Dunbarton Oak Drive and Cimarron Boulevard. Zoning Request From: "CN -1" Neighborhood Commercial District To: "CG -2" General Commercial District Area: 3.38 acres Purpose of Request: To allow the construction of a self - service storage facility. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site "CN -1" Neighborhood Commercial Vacant Commercial North "CN -1" Neighborhood Commercial & "CG -2" General Commercial Vacant & Medium Density Residential Commercial South "RM -2" Multifamily 2 Vacant Medium Density Residential East "RS -6" Single - Family 6 Low Density Residential Low Density Residential West "CN -1" Neighborhood Commercial Vacant Commercial ADP, Map & Violations Area Development Plan: The subject property is located in the Southside Area Development Plan (ADP) and is planned for a commercial use. The proposed change of zoning to the "CG -2" General Commercial District is consistent with the adopted Future Land Use Plan. Map No.: 043032, 043033 Zoning Violations: None Transport- ation Transportation and Circulation: The subject property has 950 feet of frontage along the south side of Dunbarton Oak Drive, which is a "01" Minor Residential Collector Street. The subject property also has 50 feet of frontage along the west side of Cimarron Boulevard, which is an "Al" Minor Arterial Undivided Street. Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume (2011) Dunbarton Oak Dr. "01" Minor Residential Collector 60' ROW, 40' paved 65' ROW, 41' paved Not Available Cimarron Boulevard "Al" Minor Arterial Undivided 95' ROW, 64' paved 80' ROW, 60' paved 10,946 ADT (2010) Zoning Report Case #1012 -02 Saratoga Highway Properties Page 2 Staff Summary: Requested Zoning: The applicant is requesting a change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District to allow construction of a self - service storage facility with a caretaker's quarters. Applicant's Development Plan: The applicant is proposing a self - service storage facility consisting of five storage buildings and one office building containing a caretaker's quarters. There will be five storage buildings that will range from 2,050 to 23,800 square feet. The tallest building, which will be the office with upper story caretaker's quarters, will be 22 feet tall and is within the height regulations of the "CG -2" General Commercial District. No individual storage unit can exceed 400 square feet. The office would staff one full -time employee and a part -time assistant. The top floor of the office will be used as a caretaker's quarters and will comply with all standards defined in the Unified Development Code (UDC). The business would operate during the hours of 8:00 A.M. to 6:00 P.M. This project would be constructed in multiple phases. Existing Land Uses & Zoning: North of the subject property is vacant land and the Arbors on Saratoga apartment complex, which are zoned "CN -1" Neighborhood Commercial District and "CG -2" General Commercial District respectively. East of the subject property is Cimarron Boulevard and a low density residential neighborhood zoned "RS -6" Single - Family 6 District. South of the subject property is vacant land that is zoned "RM -2" Multifamily 2 District. West of the subject property is a 1.34 -acre tract of land owned by Saratoga Highway Properties, LLC, which is zoned the "CN -1" Neighborhood Commercial District and will serve as a buffer between the self - service storage facility and the single - family neighborhood to the west. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Comprehensive Plan & Area Development Plan (ADP) Consistency: The proposed change of zoning is consistent with elements of the Comprehensive Plan and the adopted Future Land Use Plan, which slates the property for a commercial use. The rezoning is consistent with relevant elements of the Comprehensive Plan such as: 1.) Commercial service areas designed to serve local neighborhoods should be conveniently located and in harmony with the surrounding neighborhood (Comprehensive Plan, Commercial Policy Statement G). 2.) Infill should be encouraged on vacant tracts within developed areas (Comprehensive Plan, Residential Policy Statement H). 3.) Minimize the impact of commercial areas on adjacent, existing, or future residential areas through the use of compact designs, screening fences, open space, and landscaping (Comprehensive Plan, Commercial Policy Statement B). Plat Status: The subject property is currently platted. Department Comments: • The configuration of this rezoning will leave a 188 -foot buffer between the subject property and the residential neighborhood. • The proposed storage facility will have convenient access to Dunbarton Oak Street, which is designated as a "01" Minor Residential Collector, and connects to Cimarron Boulevard, an "Al" Minor Arterial Undivided street. This will help curve traffic flows away from residential areas. Zoning Report Case # 1012 -02 Saratoga Highway Properties Page 3 • The proposed self- service storage facility will serve the surrounding single - family and multifamily developments. Planninq Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District. Notification Number of Notices Mailed — 20 within 200' notification area; 1 outside notification area As of October 15, 2012: In Favor In Opposition For 0.00% in opposition. — 0 (inside notification area); 0 (outside notification area) — 0 (inside notification area); 0 (outside notification area) Attachments: 1. Location Map (Existing Zoning & Notice Area) 2. Site Plan K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -02 Saratoga Highway Properties \1012 -02 Report for CC, Saratoga Highway.docx SUBJECT PROPERTY CG-2 1,2 RS -66 20 2 1 C N' - 1' 6 TER BRIGHTON VILLAGE UNIT 5 L -AGE 1G 3 800 it& Feet CASE: 1012 -02 2. SITE - EXISTING ZONING, NOTICE AREA & OWNERSHIP RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 Resort Commercial CR -2 Resort Commercial CG -1 General Commercial CG -2 General Commercial CI Intensive Commercial CBD Downtown Commercial CR -3 Resort Commercial FR Farm Rural H Historic Overlay BP Business Park IL Light Industrial IH Heavy Industrial PUD Planned Unit Dev. Overlay RS -10 Single - Family 10 RS -6 Single - Family 6 RS-4.5 Single - Family 4.5 RS -TF Two - Family RS -15 Single - Family 15 RE Residential Estate RS -TH Townhouse SP Special Permit RV Recreational Vehicle Park RMH Manufactured Home Subject Property O Owners with 200' buffer in favor 4 Owners within 200' listed on v Owners attached ownership table A in opposition Date Created: 9/18 2012 Prepared By: jeremym Department •fDevelopment\Services SUBJECT PROPERTY -FM 2444'4 > oS0 LOCATION MAP riN City of Corpus Christi CURVE DA TA 0YVA3 71708 NDHH n71 3 m O v) Chi] O •ze et LS C3 �D . w Ni � O � t ec L m Z N rn Lu R r. NV J U 4 rN -O -d ri 0 ,02 0 A. • • 4214 o.;y mti €.;1* 14 I:3ryw '1WAd 30 3143 • lD 05 41 O w c � _. wiw ■ ^. —. —.` 3N17 DN /NDZ "3 "0 ,01 ti t, Q "3 "0 , OI i-4-7 '3 .n ,o i� 3„ S168f 88ZN 1 1 ?NdW Din ZL--O2 .5 3911d 16 4.11;; 'S9 3W177OA tii,, 531111 S3 NOdgbWl,7 Et SITE PLAN Ordinance amending the Unified Development Code ( "UDC ") upon application by Saratoga Highway Properties, LLC ( "Owner "), by changing the UDC Zoning Map in reference to a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center, from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations regarding the application of Saratoga Highway Properties, LLC ( "Owner "), for an amendment to the City of Corpus Christi's Unified Development Code ( "UDC ") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, October 10, 2012, during a meeting of the Planning Commission, and on Tuesday, November 13, 2012, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ( "UDC ") of the City of Corpus Christi, Texas ( "City "), is amended by changing the zoning on a 3.38 -acre tract of land out of Lot 1, Block 3, Cimarron Center (the "Property "), located on the southwest corner of Dunbarton Oak Drive and Cimarron Boulevard from the "CN -1" Neighborhood Commercial District to the "CG -2" General Commercial District (Zoning Map No. 048038), as shown in Exhibits "A" and "B." Exhibit "A," which is a metes and bounds description of the property, and Exhibit "B," which is a survey of the property, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entirety. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1, and Article 10 of the UDC. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa Joe Adame City Secretary Mayor 1012 -02 Ordinance, Saratoga Highway Page 2 of 3 That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa Nelda Martinez City Secretary Mayor 1012 -02 Ordinance, Saratoga Highway Page 3 of 3 FIELDNOTE DESCRIPTION FOR 3.38 ACRES OF LAND THE STATE OF TEXAS § COUNTY OF NUECES § BEING 3.38 acres of land, same being a portion of that tract of land conveyed by Monica R. Mejia to Saratoga Highway Properties, LLC. by Instrument No. 2010036245 with an effective date of September 27, 2010, same being a portion of Lot 1, Block 3, Cimarron Center, as recorded in Volume 67, Pages 442 and 443 of the Map Records of Nueces County, Texas, said 3.38 acres of land being more fully described by metes and bound as follows: BEGINNING at a point at the most southern corner of said Lot 1, Block 3 of Cimarron Center, same being the northeast corner of Lot 1, Block 6 of Cimarron Estates as recorded in Volume 65, Pages 70 - 72 of the Map Records of Nueces County, Texas, said point being the most southern corner of the herein described tract of land; THENCE, N. 610 21' 29" W., a distance of 894.86 feet along the common lot line between said Lot 1, Block 3 of Cimarron Center and said Lot 1, Block 6 of Cimarron Estates to a point, said point being the most western corner of the herein described tract of land; THENCE, N. 28° 38' 25" E., a distance of 283.90 feet to a point in the southwest right -of- way line of Dunbarton Oak Drive (75' in width), said point being the most northern corner of the herein described tract of land; THENCE, along the southwest right -of -way line of Dunbarton Oak Drive which is in a curve to the right having a radius of 785.00 feet, an arc distance of 270.81 feet (Chord Bearing and Distance: S. 50° 15' 41" E., 269.47') to the Point of Tangency of said curve, said point being a corner of the herein described tract of land; THENCE, S. 40° 22' 40" E., a distance of 365.48 feet along the southwest right -of -way line of Dunbarton Oak Drive to the Point of Curvature of a curve to left, said point being a corner of the herein described tract of land; THENCE, along the southwest right -of -way line of Dunbarton Oak Drive which is in a curve to the left having a radius of 647.00 feet, an arc distance of 237.32 feet (Chord Bearing and Distance: S. 50° 53' 09" E., 236.00') to the Point of Tangency of said curve, said point being a corner of the herein described tract of land; THENCE, S. 61° 23' 39" E., a distance of 37.11 feet along said Dunbarton Oak Drive southwest right -of -way line to a point, said point being the Point of Curvature of a curve to the right, said point being a corner of the herein described tract of land; EXHIBIT A Fieldnote Description For 3.38 Acres Of Land Nueces County, Texas Page 2 THENCE, along said curve to the right, same being said Dunbarton Oak Drive southwest right -of -way line, said curve having a radius of 20.00 feet and an are distance of 31.43 feet (Chord Bearing and Distance: S. 16° 22' 30" E., 28.29') to the Point of Tangency of said curve, said point being the most eastern corner of the herein described tract of land; THENCE, S. 28° 38' 40" W., a distance of 38.31 feet along the northwest right -of -way line of Cimarron Boulevard to the Point of Beginning, containing within these metes and bounds 3.38 acres of land. These fieldnotes were prepared based on a Plat of Lot 1, Block 3, Cimarron Center as recorded in Volume 67, Page 442 and 443 of the Map Records of Nueces County, Texas, and was not staked on the ground. A.C. FRANKS • N Registered Professional Land Surveyor Texas Registration No. 2239 DATED :.9 EXHIBIT A 12164 FieldNotes 3.38 Acres.doc Ow A.0 2239 CURVE DATA a8VA371709 NOUNINI q■_ ■mitty■ ■ . ■_ ■_ Q .a, 164'.0A io 1.1; 4: N .� .If c.) Clo 1 1'' V 07 j� . • .1, �. .y fit/ • . ■ Ir jir if,, 1.. ,o.. I:gto w E '. CO co ti ' :• j.lco o W ,Lu r " 4 i:� . N Ii' z r,N `:.�_9 41/ . sa ,,N1�.• rf� tutn Lu �� c N V i '' ... ' pi -Q '''..-3,'. \tn.. _•-tl I11ice.' - 'M ,06 `f 9? I I - 3„ SZ, B£'.90N I 1 I'0 D.. c'^ 19 11� xz 1 'u': II I II IL _3 '0 _O1 561°21'29"E 557.68' 561°21'29"E 136.67' .._. MN= . Ct • dV��� wNv 1:3 Ct Et en �� zz Lk! .� c:3 tc • 7 V) q oQ -L - -- a .j,,. f rf /,. viv '3 '0 ,01 ._•_•_._. I4j N61 °21'29 "!1 N 11 , 66 T9? 13„ 5Z, 8£ 0 BZN 1 1ONJVJ ° Wa 59 3WI770Ad 1 6, S317l S3 NOHHV1NIO '3 'R ,O1 EXHIBIT B d � L� ZONING REPORT Case No.: 1012 -03 HTE No. 12- 10000032 Planning Commission Hearing Date: October 10, 2012 Applicant & Legal Description Applicant /Representative: Yorktown Oso Joint Venture Owner: Related Investors, Ltd. Legal Description /Location: Being a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of Stampede Drive. Zoning Request From: "FR" Farm Rural District To: "RS -4.5" Single - Family 4.5 District Area: 7.339 acres Purpose of Request: To allow the development of a single - family subdivision. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site "FR" Farm Rural Vacant Low Density Residential North "RS -4.5" Single - Family 4.5 Vacant & Low Density Residential Low Density Residential South "FR" Farm Rural Vacant Low Density Residential East "RS -4.5" Single - Family 4.5 Vacant Low Density Residential West "FR" Farm Rural Vacant Low Density Residential ADP, Map & Violations Area Development Plan: The subject property is located in the Southside Area Development Plan (ADP) and is planned for a low density residential use. The proposed change of zoning to the "RS -4.5" Single - Family 4.5 District is consistent with the adopted Future Land Use Plan. Map No.: 042029 Zoning Violations: None Transport -ation Transportation and Circulation: The subject property will be platted and local residential streets will be constructed to connect to the Rancho Vista subdivision. This phase of the Rancho Vista subdivision will have indirect access to Yorktown Boulevard, which is an "A3" Primary- Arterial Divided street. Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume (2011) Yorktown Blvd. "A3" Primary- Arterial Divided 130' ROW, 79' paved 140' ROW 24' paved Not Available Staff Summary: Requested Zoning: The applicant is requesting a change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District to allow the platting and subsequent construction of a residential subdivision consisting of 32 residential lots. Zoning Report Case #1012 -03 Yorktown Oso Joint Venture Page 2 Applicant's Development Plan: The applicant is proposing an extension of the Rancho Vista Subdivision. The purpose of the change of zoning is to finalize a plat so the land can be sold to potential buyers. The development is planned to have 32 residential lots on the 7.339 -acre tract of land. Existing Land Uses & Zoning: South and west of the subject property is vacant land that is zoned "FR" Farm Rural District. An extension of the Rancho Vista subdivision is being constructed east of the property and is zoned "RS -4.5" Single - Family 4.5 District. North of the subject property is a section of Rancho Vista that is currently populated and zoned "RS -4.5" Single - Family 4.5 District. There are future development plans to expand Rancho Vista to encompass all land around the subject property. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Comprehensive Plan & Area Development Plan (ADP) Consistency: The proposed change of zoning is consistent with the Comprehensive Plan and the adopted Future Land Use Plan, which slates the property for a residential use. Plat Status: The subject property is not currently platted. Department Comments: - Extension of the Rancho Vista subdivision is consistent with the adopted Future Land Use Plan and is an appropriate use for this land. - A preliminary plat for the Rancho Vista subdivision is being submitted to the City and the plat will be laid out in accordance with the zoning regulations. Staff Recommendation: Approval of the change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. c.) a Notification Number of Notices Mailed — 23 within 200' notification area; 1 outside notification area As of October 15, 2012: In Favor In Opposition For 0.00% in opposition. — 0 (inside notification area); 0 (outside notification area) — 0 (inside notification area); 0 (outside notification area) Attachments: 1. Location Map (Existing Zoning & Notice Area) 2. Plat K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -03 Yorktown Oso Joint Venture \1012 -03 Report for CC, Yorktown Oso.docx RA NC 10 ?AN HQ VISBTA U' VJ SJA JN11 -3� DR Oa 16 4 - 37 RS -4.5 14 5 ; • 23 � / At 10 3 ilir15 4 20 AN fi!Q z + A UN'I3T 4' 11 \_ SUBJECT PROPERTY 0 RANCHO VISTA UNIT 44„, RS -4.5' 400 800 Feet Date Created: 9/27/2012 Prepared By: jeremym Departm, -nt of Development Services CASE: 1012 -03 2. SITE - EXISTING ZONING, NOTICE AREA & OWNERSHIP RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 Resort Commercial CR -2 Resort Commercial CG -1 General Commercial CG -2 General Commercial CI Intensive Commercial CBD Downtown Commercial CR -3 Resort Commercial FR Farm Rural H Historic Overlay BP Business Park IL Light Industrial IH Heavy Industrial PUD Planned Unit Dev. Overlay RS -10 Single - Family 10 RS -6 Single - Family 6 RS-4.5 Single - Family 4.5 RS -TF Two - Family RS -15 Single - Family 15 RE Residential Estate RS -TH Townhouse SP Special Permit RV Recreational Vehicle Park RMH Manufactured Home Subject Property O Owners with 200' buffer in favor 4 Owners within 200' listed on v Owners attached ownership table A in opposition SUBJECT PROPERTY 1.) later- plaited area contains 7.578 .. .. . IE p 578 acres of land {Includes Street Dodicotlon). li � 2.) Set 5/8 inch Mon zeds with red plastic pop stamped 'URBAN ENCR C.C. T%' of all Lot comers, except where noted. 11 3.) The receiving water for the storm water runoff from thie property is the Oeo 0 Yorktown 0ouraepd Al Creek The TCEC has not classified the aquatic Nth use far the Deo Peak, ill S a 1 . but it is recognized as art environmentdiy sensitive area The Coo Creek flaws directly into the Deo Bay. The TLEO has classified the aquatic life use for x the Oso Bay oe '.0 ptiond' one 'oyster waters" one categorized the n' receiving water as contact reception" use. . 1 i ■i 7 4.) Bearings are based on the recorded plat of Rancho Vista Subdivision Unit 4A, ef� al Ilj e map of which Is recorded In Volume 67, Pages 508 -510, Map Records of �� Nueoes County, Texas. ` s °' '',1 7 5.) By graphic plotting only, this property le In 2ona 'B' an Flood Insurance Rate 1 I Atop, Communityy Panel Ma 485494 1641 C. Names County, Taxes. which E beam on effective data of March 18, 1985 and is not i n a S p e c i e ! 1 Site 1 Hazard Area. LOCATION MAP N.T.S. State a1 Texas County of Noeces I. Keith W. Wooley, a Registered Professional Land Surveyor for Urban Engineering, have prepared the foregoing mop from o survey mode on the ground under my direction and is time and correct to the best of my kiewladge, 1tarnatlan and belief: I hove been engaged wider contract to set all Lod aid Block corners as shown herein and to complete such operations with due and reasonabee diligence consistent with Bound profeselond practice. Plat of This the — day of , 20� Rancho Vista Subdivision Keith W. Wadey, R.P.LS. Unit 7 Texas License No. 5463 2578 acres of land oat of Lots 29 and 34 Section 2)5 flour State of Texas ate and Fnaildl Farm and Goatee Pack a mtp of which 7e County of Nuecee recorded AT Vol A, Aga 41-4 AAga Records of &aces Comte Thie es pint 01 the herein described property elm approved by the Department of Development Texas y Corpus C1WSt1, Texas. Thla the _ cloy of 2D_ Chodes F. Dibrell, III, P.E Development Services Engineer State of Texas County of Nueces This end plot of the herein described property vas approved on behalf of the City Of Corpus Christi, Texas by the Planning Commission. State of Taxes State of Tonne This the _ day of 20� County of Nuecex County of %races Y006101 N ORO JOINT VENTURE, hereby certified that It 10 the owner of the lands AMERICAN BANK, hereby certiflee that It holds a limn am the property owned by Mork Von Vied,. P.E. A. Javier Huerta, A.I.A. , Chairman embraced within the boundafea of the foregoing plot: that It has had said lands YORKTOWie OBO JOINT VENTURE, os shown on the foregoing map and R approves of Seerstory surveyed and eubdvided oar allow that streets shown are dedicated to the public the eubd:Nalon and dedication for the purposes and eoneleerotlons therein expressed use forever; that easements 09 shown are dedicated to the public wee for the Installation, opvotlan and use of public utilities and that this map was made far State of Texae the purpose of deaalptian and dedication This the ___ day of _ 20_ County of !faeces ThIs the _day of 2D,.,,,._v 1, Drone T. Barer:, Clerk of the County Court In era f add County, do hereby certify that the foregoing Instrument dated the _ day of 20",___, with its certificate of By. AMERICAN BANK authentication was filed for record In my office the _ day of 20_ At By: YORKTtiMN R50 JOINT VENTURE O'clock, _ _M., red rally recorded the _ cloy of 20^ at _ O'dodr fit., Ely in said County in Volume _, Page Map Records. PHIWP J. RITLEI'. Senior Lending Officer BY Witness my hand and seal of the County Court, in and for add County, at office in Corpus ChrietL a Texas, the day and year last written. FRED BRASELTON. Managing Partner State of Texas County of Nueano State of Tama This instrument woo acknowledged befom me by PHIWP J. RITLEY., cm Senior Lending No. County of Nueces Officer or AMERICAN BANK, an behalf of mid bank. Flied far Reeortl Diana T. Barer:, County Clerk Nuacee County, Texas This inaument acknowledged before me by FRED BRASELTON, ae Managing at O'clock u, t Partner of 106010163 080 JOINT VENTURE, on handlt of said JOINT VENTURE. 20 By: Deputy Title the _ day of , , 20.- Thla the _— day of 20__. Notary Public in end for the State of Texas ® a Notary awhile in and tor the Stroh, of T qg IIE� ■ 1 ®I"{ DATE: Seat. 21, 2012 ENGINEERING Mi{F• 1 '(14). CORPUS CHRI$e, TExNS .1 SHEET: 1 3931932.08 weir° ran s.ei DRAWN BY: )IG $ Ir r;.j A 1 1 W .x [ 44 VA ,m '311/a'401 Li. w Pi 4g4 ° rd rvi P PVC C mime 3 weld U J0Vf 400d q 111 �g3 i Jill RAW tl J,0I or 4 SAW BnissA p0 OIP e.11 ,11145 00'014 0406{ 1114, Y865 1o; 3.4144,424 �Obr�0} � �yN d•' 4.11014. 6Y9111 OQ081 100,LftiLN W Barr J �10H00 -0N •40) 311. 9 6 '` 462 ,„ s,�3.40 34 N i » Q. '.4.H'raSIli i7.4.-------..../ _ N ('7n 944.4441 Pe14444 may qunep 111439nN yo Sp100 o wJ'! 10P 14601 wpio0Puo 03 o unIH �Iwli 9L 001E 5 '6£ WI EN h 0 z d .4n l"1 42 .ide gill 130 0 '1'0'N'a'0 .H .ea 14.00..3 00.41000 u.aad4.1 0 Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner "), by changing the UDC Zoning Map in reference to a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations regarding the application of Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner "), for an amendment to the City of Corpus Christi's Unified Development Code ( "UDC ") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, October 10, 2012, during a meeting of the Planning Commission, and on Tuesday, November 13, 2012, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ( "UDC ") of the City of Corpus Christi, Texas ( "City "), is amended by changing the zoning on a 7.339 -acre tract of land out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts (the "Property "), located east of Rodd Field Road and south of Stampede Drive, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District (Zoning Map No. 042029), as shown in Exhibits "A" and "B." Exhibit "A," which is a metes and bounds description of the Property, and Exhibit "B," which is the map to accompany the metes and bounds description, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entirety. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1, and Article 10 of the UDC. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa Joe Adame City Secretary Mayor 1012 -03 Ordinance, Yorktown Oso Page 2 of 3 That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa Nelda Martinez City Secretary Mayor 1012 -03 Ordinance, Yorktown Oso Page 3 of 3 u RBAN ENGINEERING STATE OF TEXAS COUNTY OF NUECES J Job No. 39319.B2.09 September 21, 2012 REV: September 26, 2012 Field Notes for a 7.339 acre tract of land (not based on an on- the - ground survey) out of Lots 29 and 30, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41 -43, Map Records of Nueces County, Texas, said tract being more fully described as follows: Commencing at a comer on the west boundary line of Justus Drive, a 50.00 foot wide public roadway, same being the southeast corner of Lot 1, Block 15, of Rancho Vista Subdivision Unit 4, a map which is recorded in Volume 67, Pages 54 -55, Map Records of Nueces County, Texas; Thence, North 61 °17'51" West, along the southwest boundary line of said Lot 1, Block 15, a distance of 75.00 feet, to the southwest corner of said Lot 1, Block 15, same being the southwest corner of Lot 2, said Blockl 5, for the Point of Beginning and for the northeast corner of this tract; Thence, South 28 °42'09" West, a distance of 170.00 feet, for a comer of this tract; Thence, South 61°17'51" East, a distance of 20.00 feet, for a corner of this tract; Thence, South 28 °42'09" West, a distance of 260.00 feet, for a corner of this tract; Thence, North 61°17'51" West, a distance of 15.00 feet, for a corner of this tract; Thence, South 28 °42'09" West, a distance of 170.00 feet, for the southeast corner of this tract; Thence, North 61 °17'51" West, a distance of 510.00 feet, for the southwest corner of this tract; Thence, North 28 °42'09" East, a distance of 85.00 feet, for a corner of this tract; Thence, North 61°17'51" West, a distance of 20.00 feet, for a corner of this tract; Thence, North 28 °42'09" East, a distance of 120.00 feet, for a comer of this tract; Thence, South 61 °17'51" East, a distance of 20.00 feet, for a corner of this tract; Thence, North 28 °42'09" East, a distance of 190.00 feet, for a corner of this tract; Thence, North 61 °17'51" West, a distance of 20.00 feet, for a corner of this tract; Thence, North 28 °42'09" East, a distance of 85.00 feet, for a comer of this tract; Thence, North 61°17'51" West, a distance of 60.00 feet, for a corner of this tract; Thence, North 28 °42'09" East, a distance of 77.38 feet, for a comer of this tract; Thence, South 61 °17'51" East, a distance of 70.19 feet, for a comer of this tract and for the beginning of a non- tangent curve to the right whose radius point bear South 59 °07'37" East, a distance of 259.10 feet and having a central angle of 09 °30' 17 ", a radius of 259.10 feet, a tangent length of 21.54 feet and an arc length of 42.98 feet; Thence along said non - tangent curve to the right, an arc length of 42.98 feet for a corner of this tract; (361)854 -3101 2725 SWANTNER DR. • CORPUS CHRISTI,TEXAS 78404 www.urbaneng.com \\ Urbanfs02\ DatalSurveying1393191B2091Fieldnotes Unit 7 zoning_rev.doc TBPE Firm #145 FAX (361)854 -6001 Page 1 of 2 EXHIBIT A Thence, South 61°17'51" East, along said southwest boundary line of Rancho Vista Subdivision Unit 4, a distance of 509.64 feet, to the Point of Beginning and containing 7.339 acres (319,673.73 square feet) of land. Bearings based on the recorded plat of Rancho Vista Subdivision Unit 4, a map of which is recorded in Volume 67, Pages 54 -55, Map Records ofNueces County, Texas. Unless this Field Notes Description, including preamble, seal and signature, appears in its entirety, in its original form, surveyor assumes no responsibility or liability for its accuracy. URBAN ENGINEERING 11Urbanfs021DatalSurveying1393191B2091Fieldnotes Unit 7 zoning_rev.doc Dan L. Urban, R.P.L.S. License No. 4710 Page 2 of 2 EXHIBIT A 38 37 36 35 34 20Y.R..\ • n 9 A =09'30'17" R= 259.10' T= 21.54' L= 42.98' L12 1 Stampede Drive 20Y.R.-' 61?, I Block 15 4 8 7 Rancho Vista Subdivision Unit 4 3 Vol. 67, Pgs. 54-55, Mop 1 Records of Nueces County, Texas S61'17151"E 509.64'_ 7.5.11.E r 33 30 Block 3 Rancho \fsta Subdivis'on Unit 4A Vol. 67, Pgs. 509 -510, Mop Records of Nueces County, Texas 29 Radius Point Beare 559'07'37'E 259.10' L10 N28'42'09 "E 190.00' 7.5' U.E (Dec. No. 2007045050, O.R.N.C.T.) 7.339 Acres (319673.73 sq ft) Lot 30, Section 25 Flour Bluff and Encino! Farm and Garden Tracts Vol. A, Pgs. 41 -43, Map Records of Nueces County, Texas (Owner: Related Investors, Ltd.) L5 a 3 0 N61'17'51 "W 75.00' Point of Beginning Point of Commencement Justus Drive � 12 H a—s) o X C7 0 Z• N c c C O 0 U 0 V 0 071- Bic ai cdo aV .v Z -I"' 41 J 0> 0 t z re 1 0 71/ LINE BEARING DISTANCE L1 S28'42'09"W 170.00' L2 561'17'51 "E 20.00' L3 N61'17'51"W 15.00' L4 N28'42'09 "E. 85.00' L5 N61'17'51"W 20.00' L6 528'42'09 'E 120.00' L7 561'17'51 "E 20.00' L8 N61'17'51"W 20.00' L9 N28'42'09 "E 85.00' L10 N61'17'51"W 60.00' L11 N28'42'09 "E 77.35' L12 56117'51 "E 70.19' N61' 17'51 "W 510.00' Lot 30, Section 25 Map to Accompany Find Notes for o 2,159 yaw tact of land (not based on an on Lhe- ground ewsej ) out of Lots 29 and 34 Ssctl n 24 flour Muff and Enchd farm and Garden Track a mop of Mich it recartn*d h ltatene A, Pages 41-4 Map Records of Mums Counts Tarot Lot Line 150 100 J 0 0 0 N S28'42'09"W 05 0 CV co Ownership (Owner: Yorktown Oso Joint Venture) Line Lot 29, Section 25 E • (Owner: Related Investors, Ltd.) 50 0 Graphic Scale 1"=100, URBAN ENGINEERING CORPUS CHRISTI, TEXAS } iirm Nc !45• 2725 SwanMar 51. C CArith; 1 78404 PHONE (361) 854 -310! FAS1 (361) 854 -600! 100 200 REV: Sept. 26, 2012 DATE: Seet. 21, 2012 SCALE: 1 =100' JOB NO.: 39319.B2.09 SHEET: 1 of 2 DRAWN BY: JDC EXHIBIT B 9 0 o rt -o ao , � o oa Yorktown Boulevard 0 > co Ott 6 ■, P °<µ 0 ° Nela o� 'Q'C' , m c v > o s a Bar Long T Dr. S Dr. 0 ?' h Li Dr. J R• as w� G a �•o ,� o as 0 " 6 Dunn P Brown D' t Vaquero Dr. c0 o Stampede / \-(26 �te\O 4- I Caribou b a waod Iw Stc M nk Map to Accompany Fish Motes far a 7.339 acre Lust of bad (not based on an on—Th —grmmd survey) out of Lot 29 and 34 Sectkn 2. flour Bluff cad Encino, Fa*m anti Gorden Trxt% o mop of which Is recorded h Nokims A. Pages 41-44 Ikp Records of Nimes County Toros LOCATION MAP N.T.S. U R B A I4 REV: Sept. 26, 2012 DATE: Sect. 21; 2012 ENGINEERING SCALE: 1 =100 CORPUS CHRISTI, TEXAS JOB NO.: 39319.B2.09 SHEET: 2 of 2 am No. 145 ,2725 854-3101 b, r sr" F (360 854-6001 18404 DRAWN BY: JDC MAE EXHIBIT B d Kr."-:.;71 \ ZONING REPORT Case No.: 1012 -04 HTE No. 12- 10000033 Planning Commission Hearing Date: October 10, 2012 Applicant & Legal Description Applicant /Representative: Yorktown Oso Joint Venture Owner: Related Investors, Ltd. Legal Description /Location: Being a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, located east of Rodd Field Road and south of High Gun Drive. Zoning Request From: "FR" Farm Rural District To: "RS -4.5" Single - Family 4.5 District Area: 13.206 acres Purpose of Request: To allow the development of a single - family and clustered housing subdivision. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site "FR" Farm Rural Vacant Low Density Residential North "RS -4.5" Single - Family 4.5 Vacant & Low Density Residential Low Density Residential South "FR" Farm Rural Vacant Low Density Residential East "RS -4.5" Single - Family 4.5 & "FR" Farm Rural Vacant & Low Density Residential Low Density Residential West "IL" Light Industrial Vacant & Public and Semi Public Light Industrial ADP, Map & Violations Area Development Plan: The subject property is located in the Southside Area Development Plan (ADP) and is planned for a low density residential use. The proposed change of zoning to the "RS -4.5" Single - Family 4.5 District is consistent with the adopted Future Land Use Plan. Map No.: 042029, 042030 Zoning Violations: None Transport -ation Transportation and Circulation: The subject property is located along the west side of the future Rodd Field Road, which is a proposed "A3" Primary- Arterial Divided street. The property has access to Laurelas Road and Fort Griffen Drive, which are local residential streets. Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume (2011) Rodd Field Rd. "A3" Primary- Arterial Divided 130' ROW, 79' paved Not Built Not Available Fort Griffen Dr. Local" Residential 50' ROW 28' paved 50' ROW 28' paved Not Available Laurelas Rd. "Local" Residential 50' ROW 28' paved 50' ROW 28' paved Not Available Zoning Report Case #1012 -04 Yorktown Oso Joint Venture Page 2 Staff Summary: Requested Zoning: The applicant is requesting a change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District to allow the platting and subsequent construction of a residential subdivision consisting of 71 single - family lots and utilizing the Clustered Development Overlay regulations. Applicant's Development Plan: The applicant is proposing an extension of the Rancho Vista Subdivision consisting of 71 single - family residential lots on the 13.206 -acre tract of land. A portion of the lots in this development will use the Clustered Development Overlay District, which gives the developer a higher density than the standard single - family zoning district while increasing the amount of open space required for the site and requiring common open space with recreational features. Existing Land Uses & Zoning: South of the subject property is vacant land that is zoned "FR" Farm Rural District. Phases of the Rancho Vista subdivision are being constructed north and east of the subject property and are zoned "RS -4.5" Single - Family 4.5 District. Also to the east of the subject property is vacant land zoned "FR" Farm Rural District. West of the subject property is vacant land zoned "FR" Farm Rural and across the proposed Rodd Field Road is predominately vacant land zoned as the "IL" Light Industrial District. AICUZ: The subject property is not located in one of the Navy's Air Installation Compatibility Use Zones (AICUZ). Comprehensive Plan & Area Development Plan (ADP) Consistency: The proposed change of zoning is consistent with elements of the Comprehensive Plan and the adopted Future Land Use Plan, which slates the property for a low density residential use. Staff will encourage the developer to implement the following ideas of the Comprehensive Plan within the proposed subdivision: 1.) Encourage parkland dedication within the Oso Creek area that enhances pedestrian access from neighborhoods to the Oso Creek and to provide pedestrian access and parks along the creek (Southside Area Development Plan, Environmental Policy Statement A.1. D). 2.) Drainage easements of sufficient width and appropriate slope, as dictated by the current drainage master plan, should be encouraged for installation of bike and pedestrian paths (Southside Area Development Plan, Public Service Policy Statement D.5). Plat Status: The subject property is not currently platted. Department Comments: - The proposed single - family subdivision is consistent with the adopted Future Land Use Plan and is an appropriate use for this land. - Utilizing the Clustered Development Overlay will help provide a mix of housing types in the area and opportunities exist for the City to give the developer incentives for using certain storm water infiltration designs to help protect the Oso Creek. Planning Commission and Staff Recommendation (October 10, 2012): Approval of the change of zoning from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District. K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -04 Yorktown Oso Joint Venture \1012 -04 Report for CC, Yorktown Oso.docx Zoning Report Case # 1012 -04 Yorktown Oso Joint Venture Page 3 Notification Number of Notices Mailed — 46 within 200' notification area; 1 outside notification area As of October 15, 2012: In Favor In Opposition For 0.00% in opposition. — 1 (inside notification area); 0 (outside notification area) — 0 (inside notification area); 0 (outside notification area) Attachments: 1. Location Map (Existing Zoning & Notice Area) K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -04 Yorktown Oso Joint Venture \1012 -04 Report for CC, Yorktown Oso.docx / 5 TA UM! 3A 3 IL ROOD V1ILL G SUBJECT PROPERTY 800 Feet Date Created: 9/27/2012 Prepared By: jeremym Department of Development Services CASE: 1012 -04 2. SITE - EXISTING ZONING, NOTICE AREA & OWNERSHIP RM -1 Multifamily 1 RM -2 Multifamily 2 RM -3 Multifamily 3 ON Professional Office RM -AT Multifamily AT CN -1 Neighborhood Commercial CN -2 Neighborhood Commercial CR -1 Resort Commercial CR -2 Resort Commercial CG -1 General Commercial CG -2 General Commercial CI Intensive Commercial CBD Downtown Commercial CR -3 Resort Commercial FR Farm Rural H Historic Overlay BP Business Park IL Light Industrial IH Heavy Industrial PUD Planned Unit Dev. Overlay RS -10 Single - Family 10 RS -6 Single - Family 6 RS-4.5 Single - Family 4.5 RS -TF Two - Family RS -15 Single - Family 15 RE Residential Estate RS -TH Townhouse SP Special Permit RV Recreational Vehicle Park RMH Manufactured Home Subject Property O Owners with 200' buffer in favor 4 Owners within 200' listed on v Owners attached ownership table A in opposition SUBJECT PROPERTY LOCATION MAP Ordinance amending the Unified Development Code ( "UDC ") upon application by Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner "), by changing the UDC Zoning Map in reference to a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District; amending the Comprehensive Plan to account for any deviations; and providing for a repealer clause, penalties, and publication. WHEREAS, the Planning Commission has forwarded to the City Council its reports and recommendations regarding the application of Yorktown Oso Joint Venture, acting as agent on behalf of Related Investors, Ltd. ( "Owner "), for an amendment to the City of Corpus Christi's Unified Development Code ( "UDC ") and corresponding UDC Zoning Map; WHEREAS, with proper notice to the public, public hearings were held on Wednesday, October 10, 2012, during a meeting of the Planning Commission, and on Tuesday, November 13, 2012, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; and WHEREAS, the City Council has determined that this amendment would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Unified Development Code ( "UDC ") of the City of Corpus Christi, Texas ( "City "), is amended by changing the zoning on a 13.206 -acre tract of land out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts (the "Property "), located east of Rodd Field Road and south of High Gun Drive, from the "FR" Farm Rural District to the "RS -4.5" Single - Family 4.5 District (Zoning Map No. 042029, 042030), as shown in Exhibits "A" and "B." Exhibit "A," which is a metes and bounds description of the Property, and Exhibit "B," which is a map to accompany the metes and bounds, are attached to and incorporated in this ordinance by reference as if fully set out herein in their entirety. SECTION 2. The official UDC Zoning Map of the City is amended to reflect changes made to the UDC by Section 1 of this ordinance. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011, and as amended from time to time, except as changed by this ordinance, both remain in full force and effect. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City's Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1, and Article 10 of the UDC. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. The foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2012, by the following votes: Joe Adame David Loeb Chris Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo, Sr. Mark Scott Priscilla Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -04 Yorktown Oso Joint Venture \Council Packet \1012 -04 Ordinance, Yorktown Oso.docx That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa City Secretary Nelda Martinez Mayor K: \DevelopmentSvcs \SHARED \ZONING CASES \2012 \1012 -04 Yorktown Oso Joint Venture \Council Packet \1012 -04 Ordinance, Yorktown Oso.docx U I11BAN ENGINEERING STATE OF TEXAS COUNTY OF NUECES J REV: September 26, 2012 Job No. 39319.B2.13 September 21, 2012 Field Notes for a 13.206 acre tract of land (not based on an on -the- ground survey) out of Lots 31 and 32, Section 25, Flour Bluff and Encinal Farm and Garden Tracts, a map of which is recorded in Volume A, Pages 41 -43, Map Records of Nueces County, Texas, said tract being more fully described as follows: Commencing at the southwest corner of Rancho Vista Subdivision, Unit 3A, a map which is recorded in Volume 67, Pages 558 -559, Map Records of Nueces County, Texas, said southwest corner also being on the west boundary line of said Lot 32, Section 25; Thence, South 61°17'28" East, along the southwest boundary of said Rancho Vista Subdivision Unit 3A, a distance of 112.00 feet, to a found 5/8 inch iron rod with a red plastic cap stamped "Urban Engr C.C. Tx ", same corner being the southwest comer of Lot 12, Block 12, of said Rancho Vista Subdivision Unit 3A, for the Point of Beginning and the northwest comer of this tract; Thence, South 61 °17'28" East, along said southwest boundary of said Rancho Vista Subdivision Unit 3A, a distance of 180.00 feet, for a comer of this tract; Thence, North 28 °42'32" East, along said southwest boundary of Rancho Vista Subdivision Unit 3A, a distance of 0.50 feet, to a point on the east boundary of Cattlemen Drive, a 50.00 foot wide public roadway, for the southwest corner of Lot 12, Block 16, of said Rancho Vista Subdivision Unit 3A, and for a corner of this tract; Thence, South 61°17'28" East, along the southwest boundary of said Block 16, a distance of 624.14 feet, to a point on the southwest boundary of Lot 1 of said Block 16, for the easternmost comer of this tract and for the beginning of a non- tangent curve to the left whose radius point bears South 67 °35'52" East, a distance of 684.51 feet and having a central angle of 22 °41'58 ", a radius of 684.51 feet, a tangent length of 137.40 feet and an arc length of 271.19 feet; tract; Thence along said non - tangent curve to the left, an arc length of 271.19 feet for a corner of this Thence, South 00 °17'50" East, a distance of 44.86 feet, for a corner of this tract; Thence, South 89 °42' 10" West, a distance of 117.28 feet, for a corner of this tract; Thence, South 04 °51'41" West, a distance of 35.18 feet for a comer of this tract and for the beginning of a circular curve to the right whose radius point bears North 85°08'19" West, a distance of 360.00 feet and having a central angle of 23°50'51", a radius of 360.00 feet, a tangent length of 76.02 feet and an arc length of 149.84 feet; (361)854 -3101 2725 SWANTNER DR. • CORPUS CHRISTI,TEXAS 78404 www.urbaneng.com S:' urveying1393191B2131Fieldnotes Unit 8 zoning_rev.doc Page Firm # 145 FAX (361)854 -6001 EXHIBIT A Thence along said circular curve to the right, an arc length of 149.84 feet for a corner of this tract; Thence, South 28 °42'32" West, a distance of 151.44 feet, for the southeast comer of this tract; Thence, North 61 °17'28" West, a distance of 160.00 feet, for a corner of this tract; Thence, North 28 °42'32" East, a distance of 12.00 feet, for a comer of this tract; Thence, North 61 °17'28" West, a distance of 510.00 feet, for a corner of this tract; Thence, South 28 °42'32" West, a distance of 45.00 feet, for a comer of this tract; Thence, North 61°17'28" West, a distance of 180.00 feet, for the southwest comer of this tract; Thence, North 28 °42'32" East, a distance of 714.50 feet to the Point of Beginning and containing 13.206 acres (575246.95 square feet) of land. Bearings based on the recorded plat of Rancho Vista Subdivision Unit 3A, a map of which is recorded in Volume 67, Pages 558 -559, Map Records of Nueces County, Texas. Unless this Field Notes Description, including preamble, seal and signature, appears in its entirety, in its original form, surveyor assumes no responsibility or liability for its accuracy. 64.• Ctic- " iLEEURBAN URBAN ENGINEERING Ott S:1 Surveying139319162131Fieldnotes Unit 8 zoning_rev.doc Page 2 of 2 Dan R. Urban, R.P.L.S. License No. 4710 EXHIBIT A of Commenceme C 0. Rodd Field Road 1 561'17'28 "E 112.00' - Pc$int of Be:pinning 9 rlI 10 11 m m 0 0 12 N28'42'32"E 0.50' 61'17'2811E- 71$0.00' 13 14 15 16 17 18 �20Y.R. 19 20 High Gun Drive 1-Rancho Vista Subdivision Unit 3A Vol. 67, Pgs. 558 -559, Map Records of Nueces County, Texas 12 10 ® 9 8 -I — - S61'17'281% 624.14 7 6 5 10 Fd. 5/8" I.R. with red plastic cap stamped "Urban. Engr C.C. Tx" N61' 17'28"W Note: No monumenation found or set unless otherwise noted. Map to Accompany Front Notes for a 11206 acre tract of land (not based on an on—the—ground aura& out of Lots 31 and JZ Ssctlon 151 flor Buff cad Encino! Farm and Garden Track; a mop of Balch Is resorted Volume 4 4 M h of Nooses County rarest k7 5 U.E. ?hoc. No. 2011012392. O.R.N.C.T.f 13.206 Acres (575246.95 sq. ft.) Lot 32, Section 25 Flour Bluff and Encino! Farm and Garden Tracts Vol. A, Pgs. 41 -43, Map Records of Nueces County, Texas rr) 0 a— N ITt o c J J M O 180.00' cl to N N 150 N61'17'28"W 510.00' 100 50 0 Gra 1, =hici 100' Scale URBAN` ENGINEERING CORPUS CHRISTI, TEXAS / Fem 7.854- r/ Se 1 / ) 100 200 REV: Sept. 26, 2012 DATE: Sept. 21, 2012 SCALE: 1 =100' JOB NO.: 39319 .82.13 SHEET: 1 of 3 DRAWN BY: JDC EXHIBIT B 13 14 15 16 17 18 19 �20Y.R. 1 20 21 22 23 vi 24 2- t High Gun Drive 12 10 .7.5'U.E. 9 1 Rancho Vista Subdivision Unit 3A Vol. 67, Pgs. 558 -559, Map _L _ `20^n. Records of Nueces County, Texas 4 3 2 1 of 8 7 6 5 S61'17'28"E 62414 — Fort Griffon Drive 13.206 Acres (575246.95 sq. ft.) M I 17 0 - 0 4 7.5'U.E (Doc. No 2011012392, O.R.N C.T.) Flour Bluff N61' 17'28°W 510.00' Note: No monumenation found or set unless otherwise noted. Map to Accompany Field Notes for a 13.206 tract of land (not based an an on— Me'giound sarrsy) out of Lots Jt and .3Z Section 25 flora Bluff and Enchal Farm and Garden Tiactk a mop of which k recorded it Volume A Pages 41 -44 Map Records of limes Counts Texas 150 Radius Point Bears 86735'52"E 684.51' A = 2741'58° R= 684.51' Q T= 137.40' L= 271.19' ti10, S t ° 11 I S0451'41"W 35.18 A = 23'50'51" R= 360.00' T= 76.02' L= 149.84' eons ?c,;(‘ t 060. 606 VI N 4161'17'281Y 160.00 P30 �aV DD 100 50 0 Grar pphic 1 Zola = 100 200 uRBANt REV: Sept. � 02 E: . 21 21 ENGINEERING SCALE: 1 =100 CORPUS CHRISTI, TEXAS JOB NO.: 39319.82.13 J SHEET: 2 of 3 Thin + DRAWN BY: JDC Mf .X EXHIBIT B 0 O 0 -- 0- 0 0 CC -0 L� 0 > m - Yorktown Boulevard 0 rn o L L > Bar T Dr. ) Lit o _c > cl 0 C 0 0 Long S Dr. 0'6 W Loy P° o o a o-.90° 9' L n EDunn P•int ,, o o Vaquero Dr. Brown D . g High Guns • �o�C0 0 1 Stampede Dr. 0) D SIL 6 Map to Accompany Field Notes for o 11206 aaa tract of land (not eased on an arthe-gmw,d cum& out of Lots 31 and .7Z Section 24 Flour Bluff and Encino! Farm and Garden Track; o map of which At recorded h It*nne A, Pages 41-44 Alp Recalls of flumes Cow,t.% Texas LOCATION MAP N.T.S. URBAN' ENGINEERING CORPUS CHRISTI, TEXAS / Rim Ain /0 2725 NOM ON) �s�r se r0 ���a Ste REV: Sept. 26, 2012 DATE: Seet. 21, 2012 SCALE: 1 =100' JOB NO.: 39319.B2.13 SHEET: 3 of 3 DRAWN BY: JDC EXHIBIT B Page 1 of 3 Ordinance appropriating $43,824.93 in developer contributions and $1,241.91 in interest earnings for a sum of $45,066.84 in the No. 4720 Community Enrichment Fund for park improvements, and other related projects. Whereas, City of Corpus Christi Ordinance provides that should the City accept fees in lieu of land for park dedication, the fees shall be placed in the City's Community Enrichment Fund for the acquisition or improvement of parks most likely to serve the residents of the subdivision, which shall in no case be located more than one and one - half miles from the subdivision, and for the parkland acquisition and park development including utility extensions required to serve recreational areas; Whereas, City Ordinance provides that park development fees may be used only for development of a public recreational area that will serve the subdivision consistent with the Parks, Recreation and Open Space Master Plan; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF CORPUS CHRISTI, TEXAS: SECTION 1. That $43,824.93 in developer contributions and $1,241.91 in interest earnings for a sum of $45,066.84 is appropriated in the No. 4720 Community Enrichment Fund for park improvements and other related projects. Page 2 of 3 That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor Page 3 of 3 That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa City Secretary Nelda Martinez Mayor City of Corpus Christi, Texas Fund: 4720 - Community Enrichment Fund 4720 Org. Account Description Total Revenues Un- appropriated 21300 Developer Fee - interest 162.02 21300 Park trust - unrestrict interest 950.21 21371 Gateway interest 10.38 21357 HEB Park pool & tennis interes 2.14 21502 Beautification prom. interest 10.97 21507 Ed exchg prg- Sister City int. 0.75 21511 Permanent art trust interest 105.44 INTEREST 1,241.91 21300 Park trust - unrestrict donation 0.00 21300 Park Development Fee 28,400.00 21336 Cole Park donation 0.00 21346 Waldron Park 0.00 21429 Collier Park 0.00 21421 Royal Creek Estates 100.00 21440 Park Memorials 2,000.00 21634 Summer Wind Village 7,650.00 21667 Vista Hermosa 0.00 21668 Gardendale 0.00 21319 Coves at Lago Vista 5,327.89 21364 Cedar Ridge Park 0.00 21399 Baker's Acres 347.04 21529 Tropic Park 0.00 21424 Shoreline Oaks 0.00 CONTRIBUTION 43,824.93 TOTAL INT / CONTRB 45,066.84 AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: TO: October 26, 2012 Ronald L. Olson, City Manager FROM: Michael Morris, Director, Parks and Recreation Department 361- 826 -3494 MichaelMo@cctexas.com FY12 Grant appropriation for Meals on Wheels, Title XIX & Title XX CAPTION: Ordinance authorizing the City Manager or designee to execute all documents necessary to accept a $248,663.25 grant awarded by the Texas Department of Aging and Disability Services and appropriating in No. 1067 Parks and Recreation Grants Fund for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. PURPOSE: Accept and appropriate the State grant funds for the Title XIX and Title XX Meals on Wheels program. BACKGROUND AND FINDINGS: The Title XX grant is made available through the Texas Department of Aging and Disability Services for the Senior Community Services, Title XX Meals on Wheels (MOW) Program. The fund authorization period was effective October 1, 2011 through September 30, 2012. The Title XIX contract is made available through the Texas Department of Aging and Disability Services for the Senior Community Services, Title XIX Community Based Alternatives /Home Delivered Meals Program. The contract period was effective October 1, 2011 through September 30, 2012. This is a reimbursement grant. Meal service is initiated by referrals. The Texas Department of Aging and Disability Services will reimburse the City of Corpus Christi at a rate of $6.12 up to an estimated 10,000 units of service for the continuation of the Title XIX Managed Care /Home Delivered Meals Program. A monthly billing is submitted to the state based on the number of meals served. The Elderly Nutrition Program coordinates the home delivered meals operations to provide a fully prepared, well - balanced noon meal to homebound and /or disabled persons throughout the City. The meals are prepared at the Nutrition Education and Service Center located on the Del Mar College West Campus. We served approximately 50,235 Title XX Meals on Wheels service units during fiscal year October 2011 through September 2012. ALTERNATIVES: Reject the grant award and contract. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: Council authorization is required to accept and appropriate State grant funds. EMERGENCY / NON - EMERGENCY: Non - emergency. DEPARTMENTAL CLEARANCES: Legal, Finance, Budget FINANCIAL IMPACT: X Operating X Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2012 -2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $248,663.25 $248,663.25 BALANCE $248,663.25 $248,663.25 Fund(s): Grant Fund 1067 Comments: NA RECOMMENDATION: Staff recommends appropriation of the grant from the Texas Department of Aging and Disability Services for the Senior Community Services, Title XIX and Title XX Meals on Wheels (MOW) Program. LIST OF SUPPORTING DOCUMENTS: Texas Department of Aging and Community Services Contract Amendment Ordinance Page 1 of 3 Ordinance authorizing the City Manager or designee to execute all documents necessary to accept a $248,663.25 grant awarded by the Texas Department of Aging and Disability Services and appropriating in the No. 1067 Parks and Recreation Grants Fund for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. Be it ordained 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 a $248,663.25 grant awarded by the Texas Department of Aging and Disability Services for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. Section 2. That the $248,663.25 grant from the Texas Department of Aging and Disability Services is appropriated into the No. 1067 Parks and Recreation Grants Fund for the FY 2012 Senior Community Services, Title XIX and Title XX Meals on Wheels Program. Page 2 of 3 That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor Page3of3 That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of 2012. ATTEST: Armando Chapa City Secretary Nelda Martinez Mayor Texas Department of Aging and Disability Services State of Texas County of Travis Community Services Contract Amendment Section 1. Contractor Information Form 3264 -A HDM T XX July 2011 Legal Name of Entity (Contractor) City of Corpus Christi Contract No. 167400 Contract Type CCAD HDM Doing Business As (dlb /a) Name, if applicable Senior Community Services Amendment No. 11-5 Region No. 11 Address of Contractor (street, city, state, ZIP) P.O. Box 9277, Corpus Christi, TX 78469 Waiver Contract Area Nueces Component Code HCS Section 2. Change Information This Amendment to the contract number referenced above (the "Contract ") is entered between the Department of Aging and Disability Services (Department) and the legal entity (Contractor) named above (Department and Contractor, collectively, the "parties," each, a "party "). The Department represents the Health and Human Services (HHSC), the Texas Medicaid agency, for any Medicaid services provided under this Contract. The Department, as the representative for HHSC, administers community services programs under Title XIX, including Section 1915(c); Title XX of the Social Security Act; and Title 2, Texas Human Resources Code. The parties agree to amend the Contract as follows: Check all applicable changes: ❑ The following ❑ counties ❑ MRAs are added to the contract referenced above. O The following ❑ counties ❑ MRAs are deleted from the contract referenced above. ❑ The list of covered counties in Section 3 of this amendment is adopted by the Department and the Contractor and represents the full listing of counties served as a result of this amendment. ❑ The attached Form 3691 -A, Service Area Designation, replaces and supersedes, in its entirety, the Contractor's previously submitted Form 3691 -A. ® Other: provide 50,, 235 units of-Title-XX Community Care for-the Aged and Disabled /Home Delivered Meals for October 1, 2011 through September 30, 2012 (budget period). The unit rate for each meal is $4.95, and the approved budget for the budget period is$248,663.25. The approved budget is reflected in the attached F0= 2029, Information Sheet, Purchase of Service Contract, which is incorporated into this amendment. The geographical area covered by this contract is Corpus Christi, Texas. ® The Home Delivered Meals provider will serve meals in alternate format (frozen, chilled or shelf- stable) and /or deliver on fewer than five days per week. The alternate delivery terms for the period October 1, 2011 through September 30, 2012 are described on the attached Home Delivered Meals FFY 2012 Waiver Description (Form 2027). ® The parties agree that the following provision is hereby added to Section III of the Contract (relating to Contractor Agreements) as though it were set out word -for- word -in the Contract: Contractor agrees to screen its employees and contractors to determine whether they have been excluded from participation in Medicare and state health care programs. Contractor agrees to search monthly the HHS- Office of the Inspector General (01G) and HHSC -01G List of Excluded Individuals /Entities (LEE) websites to capture exclusions and reinstatements that have occurred since the last search and to immediately report to the HHSC -DIG any exclusion information the contractor discovers. Exclusionary searches for prospective employees or contractors shall be performed prior to employment or contracting. Contractor also acknowledges and agrees that no Medicaid payments can be made for any items or services directed or prescribed by an excluded physician or other authorized person when the individual or entity furnishing the items or services either knew or should have known of the exclusion. This prohibition applies even when the Medicaid payment itself is made to another provider, practitioner or supplier that is not excluded. ® The following provision is added to the contract. The Contractor agrees: That in accordance with 42 CFR §455.23, the Department shall suspend ail Medicaid payments to the Contractor upon notification by HHSC -01G that a credible allegation of fraud under the Medicaid program is pending against the Contractor, unless the Department has good cause not to suspend the payments or to suspend the payments only in part. This Amendment is effective on October 1, 2011. The above- marked changes are adopted by the Department and the Contractor as an amendment to the above - referenced contract effective the date signed by the Department representative, unless otherwise indicated above. All other terms and conditions of the Contract and prior Amendments, if any, shall remain in effect and continue to govern except to the extent modified in this Amendment. Department of Aging and Disability Services Signature- Department Representative Date ign tore - Contractor presentative Date Paul T. Ebrom Michael Morris Name of Department Representative (Print or type) Name of Contractor Representative (Print or type) Community Services Regional Director Title of Department Representative (Print or type) Legal Approval Director, Parks and Recreation Title of Contractor Representative (Print or type) Texas Department of Aging and Disability Services Contract/Vendor Number 167400 SECTION 1— CONTRACTOR DATA Information Worksheet Purchase of Service Contract Form 2029 October 2002 Region Number 11 County Number 178 Legal Name City of Corpus Christi Contract Effective Date 10/01,11 Commonly Used Name (if different) Senior Community Services Contract Termination Date Open Ended Address (Street, City, State, Zip) P,O. Box 9277, Corpus Christi, TX 78469 Area Code and Telephone Number (361) - 880 -3150 Person Authorized to Sign Contract Michael Morris Title Director, Parks and Recreation Ownership ® Public ❑ Non - profit ❑ Profit Charter Number Employer ID Number 17460005741 Contract Person Elsa Munoz Title Superintendent Area Code and Telephone Number (361) - 880 -3150 SECTION II — SUMMARY OF PAYMENT (Enter estimated information in this section.) Effective Payment Dates Budget Name Budget Number Unit Rate Estimated Number Eligible Units Estimated Local Funds Estimated DADS f=unds Estimated Budget Amount 10/01111 - 09/30112 Title XX 01 $4.95 50,235 $0.00 $248,663.25 $248,663.25 Per month ® Per day • Per week • Per month ® Per day 0 Per week • 4. Unit of Service Meals 5. Units of Service to All Clients 50,235 6. Number of Units of Service to Eligible Clients 50,235 7, Geographical Area Served Nueces County (City of Corpus Chrsiti) 8. Goals (check all that apply) V ►1 I ® I1 • III ►a/ IV • 9. Basis of Payment ® Fixed Unit Rate Cost Reimbursement ❑ Schedule • Reimbursement • 10. Estimated Amount of Co -Pay (day care and family planning only): N/A Estimated Contract Total Percent of Contract $0.00 $248,663.25 $248,663,25 0 100% SECTION 11! — SERVICE Program Activity Name Long Term Care - Community Care for the Aged and Disabled Code 7 all that apply) SSI ❑ NPA Food Stamp Code 25 Service Activity Name Home Delivered Meals SECTION IV — CLIENT DATA 1. Client Categories to be Served (check all that apply) SSI ❑ NPA Food Stamp Recipient to Income ® MAO Income Eligible ® Current TANF ►a Current 0 Other Income Eligible • Without Regard • Ineligible 2. Total Number of Client to be Served 3, Number of Eligible Clients to be Served Per month ® Per day • Per week • Per month ® Per day 0 Per week • 4. Unit of Service Meals 5. Units of Service to All Clients 50,235 6. Number of Units of Service to Eligible Clients 50,235 7, Geographical Area Served Nueces County (City of Corpus Chrsiti) 8. Goals (check all that apply) V ►1 I ® I1 • III ►a/ IV • 9. Basis of Payment ® Fixed Unit Rate Cost Reimbursement ❑ Schedule • Reimbursement • 10. Estimated Amount of Co -Pay (day care and family planning only): N/A AGENDA MEMORANDUM Future Item or the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: October 26, 2012 TO: Ronald L. Olson, City Manager FROM: Michael Morris, Director M ichael Mo(c�cctexas. com 361- 826 -3494 Reduce number of members on Sister City Committee CAPTION: Ordinance to revise the membership of the Sister City Committee from 21 members to 15 members. PURPOSE: To reduce the number of members on the Sister City Committee from 21 to 15 members. Currently, there are 15 active members on the Sister City Committee. BACKGROUND AND FINDINGS: The Sister City Committee has reconsidered the number of members and determined that a fewer number would help in making quorum for their meetings. This change would not cause the removal of any current members. ALTERNATIVES: Do not lower the number of Sister City Committee members from 21 to 15. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: City policy requires changes to the membership of a Board or Commission be approved by City Council. EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: Not applicable Fiscal Year: 2011 -2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE $ 0.00 Fund(s): n/a Comments: none RECOMMENDATION: Staff recommends approval of this agenda item. LIST OF SUPPORTING DOCUMENTS: Ordinance 1 Ordinance to revise the membership of the Sister City Committee from 21 members to 15 members. Be it ordained by the City Council of the City of Corpus Christi, Texas: SECTION 1. That the City Code of Ordinances, Chapter 2, Administration , Article IV, Miscellaneous Boards, Commissions and Committees, Division 13, Sister City Committee, is amended to read as follows: "DIVISION 13. - SISTER CITY COMMITTEE sec. 2 -150. - Creation and general duties. There is hereby created an advisory committee to the city council to be known as the Corpus Christi Sister City Committee. It shall be the duty of the committee to study ways and means of improving relations with Corpus Christi sister cities and to advise and consult with and assist the mayor, the city council, the city manager and all other city agencies, beards and officials in accomplishing the purposes of the sister city program. In carrying out its program and duties, the committee shall: (1) Enlist the cooperation of all racial, religious, educational, community, civic, labor, fraternal and benevolent associations and all other groups, associations and societies and all constructive community forces and talents that would be helpful in discharging its duties; (2) Cooperate with federal, state and city agencies, citizens, citizens organizations, the local boards of education and parochial and private schools in formulating and developing courses of education and programs to stimulate the interest of the entire population in accomplishing the objectives of the committee; (3) Adopt rules for the transaction of business; (4) Receive all requests and instructions from the mayor and the city council relative to the committee's function established herein and respond if it may be thus requested or instructed; (5) Endeavor to coordinate the efforts of all cooperating groups in maintaining and developing sister city relations; (6) Cooperate with all state, regional and federal agencies in the implementation and conduct of sister city activities. 2 Sec. 2 -151. - Steering committee. The sister city committee shall consist of a steering committee and various subcommittees. The steering committee shall consist of twenty one (21) fifteen (15) members who shall be broadly representative of racial, religious and ethnic groups in the community. The members shall be appointed by the city council and shall serve three -year terms or until their successors are appointed and qualified. The steering committee shall be responsible for the overall administration and implementation for the city's sister city program. (Ord, No, 14291, § 1, 4-26-1978; Ord, No. 17748, § 5(m), 7-27-1983; Ord, No, 18961, § 1, 8-6-1985; Ord, No, 19474, § 1, 9-16-1986; Ord, No, 21045, § 1, 12-11-1990; Ord, No, 21236, § 1, 9 -10 -1991) Sec. 2 -152. - Subcommittee for each sister city. There shall be a subcommittee for each sister city authorized by resolution of the city council. The members of each such subcommittee shall be appointed by the steering committee except as provided for in section 2 -154 and shall consist of an equal number of members from the steering committee plus any number of members from the community at large as deemed necessary and sufficient by the steering committee. Each such subcommittee shall be responsible, under the direction of the steering committee, for primary study, liaison and recommendations for each sister city. (Ord, No. 14291, § 1, 4- 26- 1978, Ord, No, 17748, § 5(m), 7 -27 -1983) Sec. 2 -153. - Other subcommittees. The steering committee may appoint any other subcommittee as in its judgment will aid it in carrying out its duties. The steering committee shall determine the membership of each said subcommittee, its duties and chairman. The membership of each said subcommittee shall consist of members of the steering committee and, at the option of the steering committee, members from the community at large. (Ord, No, 14291, § 1, 4 -26 -1978, Ord, No, 17748, § 5(m), 7 -27 -1983) Sec. 2 -154. - Officers. The officers of the committee shall consist of a general chairman, vice chairman for each of the sister city subcommittees established in accordance with section 2 -152. The chairman and each vice - chairman shall be elected by majority vote of the sister city committee annually. If the general chairman is absent, a vice chairman shall be elected from the committee to serve as general chairman during his /her absence. (Ord, No. 14291, § 1, 4-26-1978; Ord, No, 17748, § 5(m), 7-27-1983; Ord, No, 19635, § 1, 2-17-1987; Ord, No, 23424, § 1, 8 -25 -1998) 3 Sec. 2 -155. - Minutes, etc. The steering committee shall keep minutes of its meetings and records of its activities and furnish copies of said minutes, to the mayor and city council within twenty (20) days of each committee meeting. It shall also furnish its records to the council at any time upon request. (Ord, No. 14291, § 1, 4-26-1978; Ord, No, 17748, § 5(m), 7-27-1983; Ord, No, 23424, § 1, 8 -25 -1998) Sec. 2 -156. - Funds. The steering committee is authorized to solicit and receive funds in the name of City of Corpus Christi with the funds to be used solely for the furtherance of the purposes of the steering committee. All funds received shall be deposited with the finance department of the city to be accounted for in a trust fund account entitled "Sister City Account." Disbursements out of the "Sister City Account" will be made upon written recommendation of the steering committee and approval of the director of park and recreation department with all such disbursements being in compliance with the City Charter and ordinances pertaining to the disbursement of city funds. (Ord, No, 14291, § 1, 4- 26- 1978, Ord, No, 17748, § 5(m), 7- 27- 1983, Ord, No, 23424, § 1, 8 -25 -1998) Secs. 2- 157 -2 -159. - Reserved. 4 That the foregoing ordinance was read for the first time and passed to its second reading on this the 13th day of November, 2012, by the following vote: Joe Adame David Loeb Chris N. Adler John E. Marez Kelley Allen Nelda Martinez Larry Elizondo Mark Scott Priscilla G. Leal PASSED TO ITS SECOND READING ON THIS THE 13th DAY OF NOVEMBER, 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa City Secretary Nelda Martinez Mayor 5 AGENDA MEMORANDUM Public Hearing /1St reading for the City Council Meeting of November 20, 2012 2nd reading for the City Council Meeting of December 11, 2012 DATE: TO: November 7, 2012 Ronald L. Olson, City Manager FROM: Dan Biles, P.E., Director of Engineering Services DanB@cctexas.com (361)826 -3081 Pete Anaya, P.E., Director of Planning and Environmental Services PeteAn@cctexas.com (361)826 -3781 ADA Master Plan CAPTION: Ordinance amending the Comprehensive Plan of the City of Corpus Christi by adoption of the Corpus Christi ADA Master Plan; providing for repeal of conflicting ordinances; and providing for severance PURPOSE: The purpose of this Agenda Item is to provide a planning document as a basis for initiating design and construction projects as prioritized by the ADA Master Plan as funding becomes available. BACKGROUND AND FINDINGS: The ADA Title II Comprehensive Evaluation and Transition Plan (Transition Plan) was adopted by City Council on February 11, 2003. The Transition Plan evaluated the magnitude of ADA improvements that needed to be addressed by the City and formulated a plan for implementation and included an estimate of $125 million for curb ramps citywide. This ADA Master Plan supplements the Transition Plan and evaluates not only the curb ramps which need to be constructed but also the accessible routes connecting the curb ramps along arterial and collector streets. The ADA Master Plan is a planning document which prioritizes ADA improvements within public right -or -ways in areas where Capital Improvements and Bond Projects have not been identified. The priorities are based on: 1. Access to City, State and Public Buildings 2. Access to Major Transportation Routes (Bus Routes) and 3. Access to Places of Public Accommodation. The total estimated Project Cost in 2012 dollars is $66 million. A public hearing was held and the plan approved by the Planning Commission meeting on Wednesday, September 26, 2012. ALTERNATIVES: Do not approve ordinance. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: The City Council must approve all amendments to the Comprehensive Plan of the City of Corpus Christi. EMERGENCY / NON - EMERGENCY: Non - Emergency. As per City policy, a public hearing must be held to amend the Comprehensive Plan of the City of Corpus Christi. DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2011- 2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: There is no budget impact from this Agenda Item. RECOMMENDATION: City staff recommends approval of the ADA Master Plan as an element of the Corpus Christi Comprehensive Plan. LIST OF SUPPORTING DOCUMENTS: Ordinance Ordinance amending the Comprehensive Plan of the City of Corpus Christi by adoption of the Corpus Christi ADA Master Plan; providing for repeal of conflicting ordinances; and providing for severance. WHEREAS, in accordance with proper notice to the public, a public hearing was held on September 26, 2012, during a meeting of the Planning Commission, and on November 13, 2012, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard regarding the proposed Corpus Christi ADA Master Plan; WHEREAS, under the laws of the State of Texas and the City Charter of the City of Corpus Christi, the City Council shall adopt the Comprehensive Plan and amendments to the Comprehensive Plan by ordinance; and WHEREAS, the City Council has determined that the adoption of the Corpus Christi ADA Master Plan, an element of the Comprehensive Plan of the City of Corpus Christi, would best serve the public health, necessity, convenience and general welfare of the City of Corpus Christi and its citizens. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The Comprehensive Plan of the City of Corpus Christi, Texas, is amended by the adoption of the Corpus Christi ADA Master Plan. A copy of the ADA Master Plan is on file with the Office of the City Secretary. SECTION 2. The ADA Master Plan adopted by this ordinance supplements the ADA Title 11 Comprehensive Evaluation and Transition Plan adopted on February 11, 2003. SECTION 3. The ADA Master Plan establishes the City of Corpus Christi's policies for implementing Americans with Disabilities Act improvements for curb ramps, sidewalks, and connectivity improvements to public facilities and includes a design standard for ADA improvements. The ADA Master Plan is a portion of the Comprehensive Plan of the City of Corpus Christi. SECTION 4. All ordinances or parts of ordinances in conflict with this ordinance are hereby expressly repealed. Where any provision of this ordinance, or the plan adopted under this ordinance, imposes standards or restrictions different from those imposed by any other provision of the any other City of Corpus Christi ordinance, rule, or regulation, the provisions of, and plan adopted under, this ordinance control. SECTION 5. 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 hereof be given full force and effect for its purpose. The foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2012, by the following vote: Kelly Allen Nelda Martinez Rudy Garza Colleen McIntyre Priscilla Leal Lillian Riojas David Loeb Mark Scott Chad Magill The foregoing ordinance was read for the second time and passed finally on this the day of , 2012, by the following vote: Kelly Allen Nelda Martinez Rudy Garza Colleen McIntyre Priscilla Leal Lillian Riojas David Loeb Mark Scott Chad Magill PASSED AND APPROVED this the day of , 2012. ATTEST: Armando Chapa City Secretary 0017_2_Ordinance - ADA Plan Adoption Ord 20121005 Page 2 of 2 Nelda Martinez Mayor AGENDA MEMORANDUM Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 DATE: October 24, 2012 TO: Ronald L. Olson, City Manager THROUGH: Wes Pierson, Assistant City Manager (361) 826-3082 wesp@cctexas.com FROM: Emily Martinez (361) 882 -7448 emartinezl@ccredc.com Nominating Valero Refining- Texas, L.P. as a Double Jumbo Texas Enterprise Zone Project CAPTION: Approving a resolution nominating Valero Refining- Texas, L.P. ( "Valero ") to the Office of the Governor Economic Development & Tourism ( "EDT ") through the Economic Development Bank ( "Bank ") as a double jumbo enterprise project pursuant to the Texas Enterprise Zone Act ( "Act) PURPOSE: Nominate Valero as a double jumbo Texas Enterprise Zone project and make them eligible for State sales tax rebates for investments and retention of employees. BACKGROUND AND FINDINGS: Under State Law, the Office of the Governor - Economic Development and Tourism Division through the Texas Economic Development Bank administers the Texas Enterprise Zone (TEZ) Program. According to the Texas Enterprise Zone Act, Chapter 2303, Texas Government Code, the purpose of the program is to encourage job creation and retention and capital investment in areas of economic distress. The 78th legislature amended the act to increase participation in the program, decrease paperwork and streamline the process. Under the amended act, communities are no longer required to submit an application and fee to create an enterprise zone; designation of an enterprise zone is automatic based on decennial figures. Areas designated as enterprise zones include census block groups with 20 percent poverty and areas federally designated as Renewal Communities. Previously designated enterprise zones will be designated until their expiration, after which the area would need to meet the 20 percent poverty guideline. A project seeking designation as a Texas Enterprise Zone Project still must seek nomination from the governing body to the Office of the Governor for consideration and designation. A designated project located in the Texas Enterprise Zone must agree to hire at least 25 percent of its employees from the enterprise zone or economically disadvantaged groups and in return will receive a refund of sales and use tax (SUT) paid to the Office of the Comptroller. This project is located within an Enterprise Zone. The program allows a refund of $2,500 for each job created or retained. If investment levels are adequate, the local nominating governing body may nominate a project as a Double or Triple Jumbo Project designation, increasing the value per job created or retained to $5,000 or $7,500, respectively. Therefore, a double jumbo project can receive a rebate of up to $2.5 million, and a triple jumbo project can receive a rebate of up to $3.75 million. The maximum refund that a business may receive is for 500 employees. If a company has more than 500 employees it can request a designation to receive rebates for those employees over 500. To do this they must have another investment over and above the original designation. State Law allows each participating community with a population less than 250,000 to nominate up to six projects per biennium and communities with a population more than 250,000 to nominate up to nine projects per biennium. Since City of Corpus Christi's population exceeds the 250,000 threshold, up to nine projects can receive designation during this biennium. A double jumbo project assumes two of the number of projects allowable and a triple assumes three. Thus far, the City has nominated one business, TPCO Americas Corporation for this biennium for a triple jumbo. The State awarded TPCO only a single slot due to the highly competitive nature of this incentive. This nomination will use two of the City's eight remaining nominations of local businesses. The City of Corpus Christi has nominated a number of projects in the past including the Valero, Bay Ltd, CITGO, Stripes, Flint Hills Resources, and TPCO. To date, the designated enterprise zone projects have resulted in at least $2.278 billion in investment in Corpus Christi. This local capital investment represents a significant portion of all of the combined capital investment made in enterprise zones across the state. Valero currently owns and operates an integrated refinery in Corpus Christi, known as the Bill Greehey Complex, which is actually two plants. The West Plant is considered one of the most complex refineries in the world and specializes in the production of environmentally clean fuels and products, primarily RFG and ultra -low- sulfur diesel. The East Plant, located less than a mile from the West Plant, is capable of processing heavy, high - sulfur crude oil into light products, asphalt and petroleum coke. Combined, the East and West plant facilities have a total feedstock throughput capacity of about 325,000 BPD. Valero estimates that over the next five years, it will make capital expenditures of approximately $200 million to upgrade and repair its Corpus Christi refinery complex. Planned investment projects include firewater system upgrades at the East and West plants, major tank repairs and replacements, plant -wide HVAC system upgrades, and a new boiler project at the West Plant. These investments, among others, will increase efficiency and allow Valero to maintain the refinery's current throughput capacity and uphold its targeted market position. Additionally, Valero expects to maintain the existing level of employment at its Corpus Christi refinery complex. This capital investment and retention of jobs represent the basis for this double jumbo enterprise project nomination. ALTERNATIVES: Due to State statute no other entity can be the nominating authority. The City can choose not to nominate the company. OTHER CONSIDERATIONS: Corpus Christi has nine designations for the current biennium and has used only one for TPCO. CONFORMITY TO CITY POLICY: This conforms to City policy of promoting economic development, attracting primary jobs to the area, and is regional in scope. EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Constance P. Sanchez, Interim Director of Financial Services Eddie Houlihan, Assistant Director of Management and Budget FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: This incentive is paid out of the State's portion of the sales tax and does not affect City funds. RECOMMENDATION: Staff recommends approval of the Resolution to nominate Valero Refining — Texas, L.P. as a double jumbo Enterprise Project, as presented. LIST OF SUPPORTING DOCUMENTS: Nominating Resolution Copy of Ordinance No. 025513 Page 1 of 3 Resolution nominating Valero Refining ( "Valero ") to the Office of the Governor Economic Development & Tourism ( "EDT ") through the Economic Development Bank ( "Bank ") as a double jumbo enterprise project pursuant to the Texas Enterprise Zone Act ( "Act "). WHEREAS, the City of Corpus Christi ( "City ") has previously passed on October 14, 2003, Ordinance No. 025513 electing to participate in the Texas Enterprise Zone Program, and the local incentives offered under this Resolution are the same on this date as were outlined in Ordinance No. 025513; WHEREAS, the EDT through the Bank will consider VALERO as a double jumbo enterprise project pursuant to a nomination and an application made by the City; WHEREAS, the City desires to pursue the creation of the proper economic and social environment in order to induce the investment of private resources in productive business enterprises located in the City and to provide employment to residents of enterprise zones and to other economically disadvantaged individuals; WHEREAS, pursuant to the Act, VALERO has applied to the City for designation as a double jumbo enterprise project; and WHEREAS, the City finds that VALERO, located at 5900 Up River Road, Corpus Christi, Texas 78409, meets the criteria for designation as a double jumbo enterprise project under the Act on the following grounds: 1. VALERO is a "qualified business" under Section 2303.402 of the Act since it will be engaged in the active conduct of a trade or business at a qualified business site located in an enterprise zone and at least twenty -five percent (25.0 %) of the business' new employees will be residents of an enterprise zone or economically disadvantaged individuals; 2. VALERO is located in an enterprise zone, which is in Census Tract 63, Block Group 1, as defined by the most recent federal decennial census available at the time of designation, in which at least 20 percent of the residents of the block group have an income at or below 100 percent of the federal poverty level; 3. There has been and will continue to be a high level of cooperation between public, private, and neighborhood entities within the area; and 4. The designation of VALERO as a double jumbo enterprise project will contribute significantly to the achievement of the plans of the City for development and revitalization of the area; WHEREAS, the City finds that VALERO meets the criteria for tax relief and other incentives adopted by the City and nominates VALERO for double jumbo enterprise project status on the grounds that it will be located at a qualified business site and will create a higher level of employment, economic activity, and stability; and Page 2 of 3 WHEREAS, the City finds that it is in the best interest of the City to nominate VALERO as a double jumbo enterprise project pursuant to the Act; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the findings of the City Council and its actions approving this Resolution taken at the council meeting on November 20, 2012, are hereby approved and adopted. SECTION 2. That VALERO is a "qualified business" as defined in Section 2303.402 of the Act and meets the criteria for designation as a double jumbo enterprise project as set forth in the Act. SECTION 3. That the enterprise project shall take effect on the date of designation of the enterprise project by the EDT and terminate five years after the date of designation. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Nelda Martinez Mayor Page 3 of 3 Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott Page 1 of 5 AN ORDINANCE AUTHORIZING THE CITY OF CORPUS CHRISTI TO PARTICIPATE IN THE TEXAS ENTERPRISE ZONE PROGRAM UNDER THE TEXAS ENTERPRISE ZONE ACT, CHAPTER 2303, TEXAS GOVERNMENT CODE (ACT); PROVIDING TAX INCENTIVES; REQUESTING THAT CORPUS CHRISTI 2000 ENTERPRISE ZONE REMAIN IN EFFECT; NOMINATING CITGO REFINING AND CHEMICALS COMPANY, L. P. TO THE OFFICE OF THE GOVERNOR ECONOMIC DEVELOPMENT & TOURISM (EDT) THROUGH THE ECONOMIC DEVELOPMENT BANK (BANK) FOR DESIGNATION AS A QUALIFIED BUSINESS AND TRIPLE JUMBO ENTERPRISE PROJECT (PROJECT) UNDER THE ACT; DESIGNATING A LIAISON FOR OVERSEEING ENTERPRISE PROJECTS AND COMMUNICATING WITH INTERESTED PARTIES; AND DECLARING AN EMERGENCY. WHEREAS, the City of Corpus Christi, Texas ( "Corpus Christi ") desires to create the proper economic and social environment to induce the investment of private resources in productive business enterprises located in severely distressed areas of the City and to provide employment to residents of those areas; WHEREAS, the Texas Enterprise Zone Act, Chapter 2303, Texas Government Code, as amended, (the "Act ") authorizes the designation of enterprise projects within an enterprise zone (or, if the requirements of Section 2303.402 (a) (2) of the Act are met, within an area that does not qualify as an enterprise zone); Whereas, under the 2003 amendments to the Act, the Act is now administered by The Office Of The Governor Economic Development & Tourism (EDT) through the Texas Economic Development Bank (Bank); Whereas, the City has a previously- designated enterprise zone, Corpus Christi 2000 Enterprise Zone, approved by EDT's predecessor agency, the Texas Department of Economic Development, on January 9, 1998, and scheduled under the Act (before the 2003 amendments) to expire on September 1, 2005; and the City requests that this Enterprise Zone remain in effect indefinitely, as authorized by Section 2303.109 of the amended Act, so long as the area qualifies under the amended Act; WHEREAS, with proper notice to the public, a public hearing to consider this ordinance was held on Tuesday, October 14, 2003, during a meeting of the City Council, in the Council Chambers, at City Hall, in the City of Corpus Christi, during which all interested persons were allowed to appear and be heard; and i:ILEG -DI R \DoyleD. Curtis \MYDOCS120031Economic. DevelopmlEnterpri. seZone1100803DC. Nominati. ngClTGO.Project.Ord. doc 025513 Page 2 of 5 WHEREAS, the City Council has determined that passage of this ordinance would best serve public health, necessity, and convenience and the general welfare of the City of Corpus Christi and its citizens. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City is authorized to participate in the Texas Enterprise Zone Program under the 2003 amendments to the Act. As required by Section 2303.4051 (b) of the Act, the City's local incentives available in each area within an enterprise zone and in each area not in an enterprise zone are identified and summarized briefly in the attached Exhibit A; and at least one of the local incentives is unique to the enterprise zone area. The City is in full compliance with the Act. SECTION 2. The City finds that the City has a previously - designated enterprise zone, Corpus Christi 2000 Enterprise Zone ( "Enterprise Zone "), approved by EDT's predecessor agency, on January 9, 1998, and scheduled under the Act (before the 2003 amendments) to expire on September 1, 2005; and the City requests that this Enterprise Zone remain in effect indefinitely, as authorized by Section 2303.109 of the amended Act, so long as the area qualifies under the amended Act. SECTION 3. The City finds that CITGO REFINING AND CHEMICALS COMPANY, L.P (CITGO), or its successor in interest, meets the criteria for designation as an enterprise project under the Act on the following grounds: (a) CITGO is located in the Enterprise Zone and CITGO is a "qualified business" under Section 2303.402 of the Act because CITGO is engaged in the active conduct of a trade or business in the Enterprise Zone and at least twenty -five (25 %) percent of its new employees in the Enterprise Zone are residents of an enterprise zone in this state or economically disadvantaged individuals; (b) According to the 2000 Census, the CITGO business facility is located in Census Tract 6, Block Group 1 (88% poverty) and Census Tract 50, Block Group 1 (37% poverty). These two Block Groups exceed the 20% poverty level described in Section 2303.101 of the Act. Therefore, these two block Groups automatically qualify for designation as an enterprise zone; (c) The CITGO project is qualified under Section 2303.404 of the Act because (1) it involves an expansion, renovation, or new construction "; (2) it will be completed within a predetermined period not to exceed five years; and (3) the CITGO subsidiary maintains separate books and records for the Corpus Christi refinery operations; (d) There has been and will continue to be a high level of cooperation between public, private, and neighborhood entities within the jurisdiction of the City of Corpus Christi; i :1L E G- D I R1D oyi e D . C u rt i s1MY D O C 5120031E co nom i c. Devel op m\E nterp ri . seZon e1100803 DC. N o m i n ati . ngC ITG O. P roject.O rd , doc Page3of5 (e) The designation of CITGO as an enterprise project will contribute significantly to the achievement of the plans of the City for development and revitalization of the area in which the enterprise project will be located; (f) and CITGO qualifies for job retention benefits under Section 2303.406 (a) (4) (G) because CITGO is both adding a new business line or product and deleting or decreasing an existing business line or product; and the designation will prevent CITGO's net production capacity from decreasing and will result in the retention of at least 500 existing jobs. SECTION 4. The City finds that CITGO qualifies as a Triple Jumbo Enterprise Project as defined in Section 2303.407 (b) (6) and Section 2303.407 (d) of the Act because CITGO will be making a capital investment in a project in excess of $250,000,000. The City finds that it is in the best interest of the City to nominate CITGO as a Triple Jumbo Enterprise Project under the Act. SECTION 5. The City finds that CITGO meets the criteria for tax relief and other incentives adopted by the City and hereby nominates CITGO as a Triple Jumbo Enterprise Project in accordance with the Act on the grounds that it will be located wholly within the Enterprise Zone, and will create a higher level of employment, economic activity and stability. As required by Section 2303.4051 (c) (2) of the Act, the City's local incentives, including tax incentives, that , at the election of the City Council, are or will be made available to CITGO, the nominated project, are identified and summarized briefly in the attached Exhibit B. SECTION 6. The City designates the City Manager or his designee as liaison to oversee enterprise projects nominated by the City and to perform the other duties described in Section 2303.204 of the Act. The City authorizes the City Manager or his designee to file an application requesting designation of CITGO as a Triple Jumbo Enterprise Project with the Texas Economic Development Bank (Bank), and to execute all documents and agreements necessary to process the application. Further, the City directs the City Manager or his designee to submit to the Bank the information required by section 2303.4052 of the Act and to execute all documents and agreements necessary for the City to participate in the Texas Enterprise Zone Program under the 2003 amendments to the Act. SECTION 7. Upon approval of the Bank, the Triple Jumbo Enterprise Project will be named CITGO- CORPUS CHRISTI Project. SECTION 8. The Enterprise Project designation must be for a predetermined designation period approved by the Bank, with a beginning date and ending date for the Project; and the designation period for the Project may not exceed five (5) years from date on which the designation is made, as required by Section 2303.404 of the Act. CITGO and the City request that the Bank approve January 1, 2004, as the beginning date and December 31, 2008, as the ending date of the Project. t:1LEG -DI R\ DoyleD .CurtisIMYDOCS12o031Economic. Developm \Enterpri.seZone1100803DC. Nomi nati. ngC ITGO. Project.Ord.doc Page 4 of 5 SECTION 9. The enterprise zone areas within the City are reinvestment zones in accordance with the Texas Tax Code, Chapter 312. SECTION 10. The Corpus Christi areas that meet the 2003 requirements in Section 2303.101 of the Act for automatic qualification for designation as an enterprise zone are shown in the attached Exhibit C. SECTION 11. 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 as to consideration and voting upon ordinances at two regular meetings so that this ordinance is passed upon first reading as an emergency measure on this 14th day of October, 2003. Armando Chapa THE CITY OF CORPUS CHRISTI Samuel L. Neal, Jr. City Secretary Mayor, The City of Corpus Ch isti A: OVEDA: Oc •ber20 1111 1110: Doyle D `i urtis Chief, A•ministrative Law Section Senior Assistant City Attorney For City Attorney t:\ LEG- DIR1DoyieD. Curtis \MYDOCS120031Economic. Developm \Enterpri.seZone1100803DC. Nominati .ngCITGO.Project.Ord.doc Corpus Christi, Texas t LI day of TO THE MEMBERS OF THE CITY COUNCIL Corpus Christi, Texas , 2003. Page 5 of 5 For the reasons set forth in the emergency clause of the foregoing ordinance an emergency exists requiring suspension of the Charter rule as to consideration and voting upon ordinances at two regular meetings. I /we, therefore, request that you suspend said Charter rule and pass this ordinance finally on the date it is introduced, or at the present meeting of the City Council. Respectfully Respectfully, Samuel L. eal, Jr., M The City of Corpus Chri Council Members The above ordinance was passed by the following vote: Samuel L. Neal, Jr. Brent Chesney Javier D. Colmenero Melody Cooper 044/ Henry Garret a.1/P William Kelly OLVP Rex A. Kinnison a.(/P Jesse Noyola C'"" 0`— Mark Scott s 1:I LEG- DIRIDoyIeD. Curtis\ MYDOCS120031Economic. Developm\ Enterpri. seZone1100803DC. Nominati .ngCITGO.Project.Ord.doc Page 1 of 2 Exhibit A Incentives offered by the City of Corpus Christi +:1 LEG- DIR \DoyleD .Curtis \MYDOCS120031Economic. Developm \Enterpri.seZone1100803PG. RevDC.ExhibitA.ToOrd.doc Name of Incentive Description of Incentive Availability 1. Business and Job Development Corporation business incentives As approved by the Board — funds for loan participation, guarantees, direct low interest loans, rent subsidies, relocation, moving expenses, job training According to investment As approved by Business and Job Development Corporation. As approved by City Council 2. Tax Abatement 3. Section 108 Loan Guarantee Loan Guarantee Benefiting low income individuals, eliminating slum and blight or addressing an immediate need 4. Community Development Block Grant Grant Funds Benefiting low income individuals, eliminating slum and blight or addressing an immediate need 5. Department of Commerce — Economic Development Administration Grant for Public Works Grant Funds Citywide 6. Environmental Clean up costs deduction Deduct costs of environmental clean up Citywide 7. Tax Exempt Revenue Bonds Bonds Citywide 8. Environmental Clean- up Costs Deduct qualified clean up costs Citywide 9. HUB Zone CTS 59, 56.02, 8, 17, 16.02, 16.01, 9, 15, 10, 13, 12, 50, 7, 11, 5, 4, 3) 10 Welfare to Work Wage Credit Credit of up to $8,500 per employee Employee must be certified through the State of Texas +:1 LEG- DIR \DoyleD .Curtis \MYDOCS120031Economic. Developm \Enterpri.seZone1100803PG. RevDC.ExhibitA.ToOrd.doc Page 2 of 2 11 Work Opportunity Wage Credit Credit up to $2,400 per employee Employee must be certified through the State of Texas 12 New Markets Tax Credit Credit of up to 39% to investors In census tracts with 20% poverty or greater Texas Enterprise Zone Texas Enterprise Zone 13 Authorize the City Manager to engage in certain public /private partnerships with proposed enterprise zone projects for purposes of offering incentives unique to the proposal. Expeditor 14 Enterprise Zone Expeditor 15 Enterprise Zone Signage Program Signage Texas Enterprise Zone 16 Industrial District Payment in lieu of taxes Texas Enterprise Zone — Industrial District 17 Corpus Christi Foreign Trade Zone #122 Not subject to Customs duties or certain excise taxes. Texas Enterprise Zone - Port of Corpus Christi 18 Increased Section 179 Deduction Deduct additional $35,000 on machinery and equipment Texas Enterprise Zone — Renewal Community 19 Renewal Community Commercial Revitalization Deduction Depreciate 50% of the total qualifying expenditure in the first year the building is placed in service or depreciate over 120 months. Texas Enterprise Zone — Renewal Community 20 Renewal Community Wage Credit Credit of up to $1,500 per employee Exclusion from Capital Gains Texas Enterprise Zone — Renewal Community Texas Enterprise Zone — Renewal Community 21 Zero Percent Capital Gains 1:1 LEG- DIR1DoyleD. Curtis \MYDOCS120031Economic. Developm\ Enterpri. seZone1100803PG .RevDC.ExhibitA.ToOrd.doc Page 1 of 1 Exhibit B Incentives that may be considered and offered by the City of Corpus Christi to Nominated Texas Enterprise Zone Projects 1:\ LEG- DIRIDoyIeD Curtis\ MYDOCS120031Economic. Developm\ Enterpri. seZone1100803PG .RevDC.ExhibitB.ToOrd.doc Name of Incentive Description of Incentive Availability 1) Authorize the City Manager to engage in certain public /private partnerships with proposed enterprise zone projects for purposes of offering incentives unique to the proposal. Texas Enterprise Zone 2) Enterprise Zone Expeditor Expeditor Texas Enterprise Zone 3) Enterprise Zone Signage Program Signage Texas Enterprise Zone 4) Industrial District Contract for Payment in lieu of taxes Texas Enterprise Zone — Industrial District 5) Corpus Christi Foreign trade Zone #122 Not subject to Customs duties or certain excise taxes. Texas Enterprise Zone - Port of Corpus Christi 6) Increased Section 179 Deduction Deduct additional $35,000 on machinery and equipment Texas Enterprise Zone- Renewal Community Texas Enterprise Zone- Renewal Community 7) Renewal Community Commercial Revitalization Deduction Depreciate 50% of the total qualifying expenditure in the first year the building is placed in service or depreciate over 120 months. 8) Renewal Community Wage Credit Credit of up to $1,500 per employee Texas Enterprise Zone- Renewal Community 9) Zero Percent Capital Gains Zero Percent Capital Gains Texas Enterprise Zone- Renewal Community 1:\ LEG- DIRIDoyIeD Curtis\ MYDOCS120031Economic. Developm\ Enterpri. seZone1100803PG .RevDC.ExhibitB.ToOrd.doc Page 1 of 3 Exhibit C Corpus Christi Areas meeting the 2003 Requirements for Texas Enter rise Zone (Sections 2303.101 and 2303.109 Census Tract 1 (See note at end of chart) Block Group 1 Designation Renewal Community (expires 12109) 1 (See note at end of chart) 1 Texas Enterprise Zone (expires 9/05) 3 1 Census block group with 20% poverty or greater 3 2 Census block group with 20% poverty or greater 3 1, 2 Renewal Community (expires 12/09) 3 1, 2 _ Texas Enterprise Zone (expires 9/05) 4 1 Census block group with 20% poverty or greater 4 2 Census block group with 20% poverty or greater 4 3 Census block group with 20% poverty or greater 4 1, 2, 3 Renewal Community (expires 12/09) 4 1, 2, 3 Texas Enterprise Zone (expires 9/05) 5 1 Census block group with 20% poverty or greater 5 1 Texas Enterprise Zone (expires 9/05) 6 1 Census block group with 20% poverty or greater 6 3 Census block group with 20% poverty or greater 6 4 Census block group with 20% poverty or greater 6 5 Census block group with 20 %poverty or greater 6 (See note at end of chart) 1, 2, 3, 4, 5, 6, 7, 8 Texas Enterprise Zone (expires 9/05) 7 1 Census block group with 20% poverty or greater 7 1 Texas Enterprise Zone (expires 9/05) 7 (See note at end of chart) 2 Texas Enterprise Zone (expires 9/05) 7 3 Census block group with 20% poverty or greater 8 1 Census block group with 20% poverty or Ereater 8 1 Texas Enterprise Zone (expires 9/05) 8 (See note at end of chart) 2 Texas Enterprise Zone (expires 9/05) 8 3 Census block group with 20% poverty or greater 8 3 Texas Enterprise Zone (expires 9/05) 9 1 Census block group with 20% poverty or greater 9 2 Census block group with 20% poverty or greater 9 3 Census block group with 20% poverty or greater 9 4 Census block group with 20% poverty or greater 9 5 Census block group with 20% poverty or greater 10 1 Census block group with 20% poverty or greater 10 2 Census block group with 20% poverty or greater 10 3 Census block group with 20% poverty or greater 10 4 Census block group with 20% poverty or greater 10 1, 2, 3, 4 Renewal Community (expires 12/09) 10 1, 2, 3, 4 Texas Enterprise Zone (expires 9/05) 11 1 Census block group with 20% poverty or greater 11 2 Census block group with 20% poverty or greater 11 1, 2 Renewal Community (expires 12109) 11 1, 2 Texas Enterprise Zone (expires 9/05) 12 1 Census block grouup with 20% poverty or greater 12 1 Texas Enterprise Zone (expires 9/05) 12 2 Census block group with 20% poverty or greater 12 2 Texas Enterprise Zone (expires 9/05) 12 3 Census block group with 20% poverty or greater 12 3 Texas Enterprise Zone (expires 9/05) 13 1 Census block group with 20% poverty or greater 13 2 Census block group with 20% poverty or greater 13 3 Census block group with 20% poverty or greater 13 4 Census block grouup with 20% poverty or greater 1 :1 LEG -D I RIDoy IeD. Curtis \M Y DOC S120031Economi c. Deve lopm \Ente rp ri. seZo ne1100803PG. Rev DC. ExhibitC.ToO rd.doc Page 2 of 3 14 2 Census block group with 20% poverty or greater 15 1 Census block group with 20% poverty or greater 15 2 Census block group with 20% poverty or greater 15 3 Census block group with 20% poverty or greater 15 4 Census block group with 20% poverty or greater 16.01 1 Census block group with 20% poverty or greater 16.01 2 Census block group with 20% poverty or greater 16.01 3 Census block group with 20% poverty or greater 16.01 4 Census block group with 20% poverty or greater 16.02 1 Census block group with 20% poverty or greater 16.02 2 Census block group with 20% poverty or greater 16.02 3 Census block group with 20% poverty or greater 17 1 Texas Enterprise Zone (expires 9105) 17 2 Census block group with 20% poverty or greater 17 2 Texas Enterprise Zone (expires 9/05) 17 3 Texas Enterprise Zone (expires 9/05) 17 4 Census block group with 20% poverty or greater 17 5 Census block group with 20% poverty or greater 17 6 Census block group with 20% poverty or greater 17 7 Census block group with 20% poverty or greater 17 7 Texas Enterprise Zone (expires 9/05) 18.01 1 Census block group with 20% poverty or greater 18.01 4 Census block group with 20% poverty or greater 18.01 4 Texas Enterprise Zone (expires 9/05) 18.01 5 Census block group with 20% poverty or greater 18.01 5 Texas Enterprise Zone (expires 9/05) 18.02 1 Census block group with 20% poverty or greater 19.01 3 Census block group with 20% poverty or greater 19.01 4 Census block group with 20% poverty or greater 19.01 5 Census block group with 20% poverty or greater 19.01 6 Census block group with 20% poverty or greater 19.01 7 Census block group with 20% poverty or greater 19.02 1 Census block group with 20% poverty or greater 19.02 2 Census block group with 20% poverty or greater 20 1 Census block group with 20% poverty or greater 20 3 Census block group with 20% poverty or greater 20 5 Census block group with 20% poverty or greater 20 6 Census block group with 20% poverty or greater 20 7 Census block group with 20% poverty or greater 21 4 Census block group with 20% poverty or greater 21 5 Census block group with 20% poverty or greater 22 2 Census block group with 20% poverty or greater 22 4 Census block group with 20% poverty or greater 23.01 2 Census block group with 20% poverty or greater 27.03 4 Census block group with 20% poverty or greater 30 2 Census block group with 20% poverty or greater 30 3 Census block group with 20% poverty or greater 30 4 Census block group with 20% poverty or greater 31 7 Census block group with 20% poverty or greater 33.01 1 Census block group with 20% poverty or greater 33.02 2 Census block group with 20 %poverty or greater 34.01 1 Census block group with 20% poverty or greater 34.02 3 Census block group with 20% poverty or greater 35 2 Census block group with 20% poverty or greater 36.01 4 Census block group with 20% poverty or greater 36.02 2 Census block group with 20% poverty or greater 36.03 3 Census block group with 20% poverty or greater i:I LEG -0IRIDoyIeD. Curtis \MYDOCS120031Economic. Developm1 Enterpri. seZone1100803PG .RevDC.ExhibitC.ToOrd.doc Page 3 of 3 50 1 Census block group with 20% poverty or greater 50 (See note at end of chart) 2 (place 9999) Texas Enterprise Zone (expires 9105) 54.06 1 Census block group with 20% poverty or greater 56.01 3 Census block group with 20% poverty or greater 56.01 4 Census block group with 20% poverty or greater 56.01 5 Census block group with 20% poverty or greater 56.02 1 Census block group with 20% poverty or greater 56.02 2 Census block group with 20% poverty or greater 56.02 3 Census block group with 20% poverty or greater 56.02 5 Census block group with 20% poverty or greater 56.02 6 Census block group with 20% poverty or greater 56.02 7 Census block group with 20% poverty or greater 58.02 1 Census block group with 20% poverty or greater 59 1 Census block group with 20% poverty or greater 59 2 Census block group with 20% poverty or greater Note: A Census Tract marked "(See note at end of chart)" denotes an area that upon expiration of the designation will be subject to the 20% poverty rule for continuation in the Texas Enterprise Zone (numbers in bold italics [1, 2, 3, 4, 5, 6, 7, 8] indicate the affected block groups in the census tract). t:1LEG- DIR1DoyleD .Curtis \MYDOCS120031Economic. Developm \Enterpri.seZone1100803PG .RevDC.ExhibitC.ToOrd.doc State of Texas County of Nueces PUBLISHER'S AFFIDAVIT CITY OF CORPUS CHRISTI ss: Ad # 4703557 PO # Before me, the undersigned, a Notary Public, this day personally came Diana Hinojosa, who being first duly sworn, according to law, says that she is Credit Manager of the Corpus Christi Caller - Times, a daily newspaper published at Corpus Christi in said City and State, generally circulated in Aransas, Bee, Brooks, Duval, Jim Hogg, Jim Wells, Karnes, Kenedy, Kleberg, Live Oak, Nueces, Refugio, San Patricio, Victoria and Webb Counties, and that the publication of, NOTICE OF PASSAGE OF ORDINANCE NO. which the annexed is a true copy, was inserted in the Corpus Christi Caller -Times and on the World Wide Web on the Caller -Times Interactive on the 20TH day(s) of OCTOBER, 2003. $120.55 TWO (2 ) Time(s) Credit Manager Subscribed and sworn to me on the date of OCTOBER 21, 2003. c.JA Aory2,<J Notary Public, Nueces County, Texas ROSA MARIA FLORES Print or Type Name of Notary Public My commission expires on 04/23/05. Corpus Christi Caller - Times, Monday, October 20, 2003/D0 OTICE OF PASSAGE OF ORDINANCE NO. 025513 Ordinance authorizing the City of Corpus Christi to participate in the Texas Enterprise Zone Program under the Texas Enterprise Zone Act, Chapter 2303, Texas Government Code (Act); providing tax incentives; requesting that Corpus Christi 2000 Enterprise Zone remain in effect; nominating CITGO I Refining and Chemicals Company, L.P. to the Office of the Governor Economic Development and Tourism (EDT) through the Economic I Development Bank I (Bank) for designation as a Qualified k Business and Triple Jumbo Enterprise Proj- ect (Project) under the Act; and designating a liaison for overseeing Enterprise Projects and communicating with interested parties. This ordinance was passed and approved by the City Council of the City of Corpus Christi on October 14, 2003. !s! Armando Chapa City Secretary City of Corpus Christi AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: TO: Ronald L. Olson, City Manager November 6, 2012 FROM: Floyd Simpson, Chief of Police flovdsCa�cctexas. com 886 -2604 Accepting and appropriating the FY 2012 Port Security Grant Program (PSGP) CAPTION: Authorizing the City Manager or designee to execute all documents necessary to accept a grant in the amount of $22,268 from the U.S. Department of Homeland Security FEMA for funding eligible under the FY 2012 Port Security Grant Program to purchase law enforcement equipment for the Police Department; and appropriating the $22,268 in the No. 1061 Police Grants Fund. PURPOSE: Accept the grant and appropriate the funds. BACKGROUND AND FINDINGS: The PSGP grant provides funding to local law enforcement in a coordinated effort to strengthen homeland security preparedness, including the security of the country's critical infrastructure. ALTERNATIVES: None OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: Conforms to all city policies. EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Finance Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $22,268.00 $22,268.00 BALANCE $22,268.00 $22,268.00 Fund(s): Police Grants Fund Comments: RECOMMENDATION: Staff recommends accepting the grant and appropriating the funds. LIST OF SUPPORTING DOCUMENTS: Grant award document Ordinance Authorizing the City Manager or designee to execute all documents necessary to accept a grant in the amount of $22,268 from the U.S. Department of Homeland Security FEMA for funding eligible under the FY 2012 Port Security Grant Program to purchase law enforcement equipment for the Police Department; and appropriating the $22,268 in the No. 1061 Police Grants Fund. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to execute all documents necessary to accept a grant in the amount of $22,268 from the U.S. Department of Homeland Security FEMA for funding eligible under the FY 2012 Port Security Grant Program to purchase law enforcement equipment for the Police Department. SECTION 2. That $22,268 is appropriated in the No 1061 Police Grants Fund from the Department of Homeland Security FEMA for funding eligible under the 2012 Port Security Grant Program to purchase law enforcement equipment for the police department. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012 by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED this the day of , 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor Floyd Simpson Corpus Christi, City of P.[}. Box S277 1201 Leopard Corpus Christi, TX 78469 Re: Grant No. EMW-2012-PU-00053 Dear Floyd S : U.S. Department of Homeland Security Washington, D.C. 20472 Congratulations, on behalf of the Department of H nd Security Your b hted under the FY 2012 Port Security Grant Program has been approved. The approved project costs amount to $22,268.00 . As part of your award omckmge, you will find Grant Agreement Articles. Please make sure you read and understand the Articles as they outline the terms and conditions of your Grant award. Maintain a copy of these documents for your official file. Before you request and receive any of the Federal Grant funds awarded to you, you must establish acceptance of the Grant and Grant Agreement Articles. In order to establish acceptance of the Grant and Grant Agreement Articles, please follow these instructions: Step 1: Please go on-line the ND G https://portal.fema.gov. After logging in, you will see a subtitle Grants Management. Under this subtitle, you will see a link that says Award Package(s). Click this link to access your award packages. Click the Review Award Package link to review and accept the award package for your award. Please print your award package for your records. Step 2: Please fill out and hoveyourbunhcomnp|etemndoigntheSF11SSA.DirsctDepooitSign'upFonn.ThaSF119SA should be sent directly from your financial institution to the FEMA Finance Center, via fax or mail to the Vendor Maintenance Office (see address below). The 1199A form will not be accepted unless it is received directly from the financial institution. Please pay careful attention to the instructions on the form. FEMA Finance Center Attn: Vendor Payment P.O. Box 9001 Winchester, VA 22604 Fax Number: (540) 504-1857 If you have any questions or concerns regarding the process to request your grant funds, please caII 1-866-927-5646. ELIZABETH HARMAN, Assistant Administrator Grant Programs Directorate '1- Agreement Articles 2012-09-01 00:00:00.0 U.S. Department of Homeland Security Washington, D.C. 20472 AGREEMENT ARTICLES Port Security Grant Program GRANTEE: Corpus Christi City of PROGRAM: Port Security Grant Program AGREEMENT NUMBER: E(NVV-2012'PU-00053-G01 Article Article II Article III Article IV Article V Article VI Article VII Article VIII Article IX Article Article XI Article XII Article XIII Article XIV ArtideXV Article XVI Article XVII Article XVIII TABLE OF CONTENTS - 2 - Summary Description of Project Administrative Requirements GPD - Trafflcking Victims Protection Act of 2000 GPD - Drug-Free Workplace Regulations FIy America Act of 1974 Lobbying Prohibitions Activities Conducted Abroad Acknowledgement of Federal Funding from DHS Copyright Use of DHS Seal, Logo and Flags DHS Specific Achnowledgements and Assurances Civil Rights Act of 1964 Civil Right Act of 1968 Americans with Disabilities Act of 1990 Age Discrimination Act of 1975 Title IX of the Education Amendments of 1972 Rehabilitation Act of 1973 Limited English Proficiency Article XIX Animal Welfare Act of 1966 Article )0( Clean Air Act of 1970 and Clean Water Act of 1977 Article )0(1 Protection of Human Subjects Article )0(11 National Environmental Policy Act (NEPA) of 1969 Article )0(111 National Flood Insurance Ac of 1968 Article )0(|V Flood Distaster Protection Act of 1973 Article XXV Coastal Wetlands Planning, Protection, and Restoration Act of 1990 Article XXVI USA Patriot Act of 2001 Article 1 - Summary Description of Project Project 1: Dive Team Breathing Air Compressor is approved for funding in the amount of $22,268. Article 11 - Administrative Requirements The administrative requirements that apply to mos DHS award recipients through a grant or cooperative agreement arise from two sources: - Office of Management and Budget (OMB) Circular A-102, Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments (also known as the "A-102 Common Rule"), found under FEMA regulations at Title 44, Code of Federal Regulations (CFR) Part 13, "Uniform Administrative Requirements for Grants and CooponsUveAgreomnontatoSbabaandLoca|Govenn/�nt�"'O�NBCirou|orA,11O Uniform Governments." ~' ' Grants and Agreements with Institutions of Higher Education, Hospitals, and Other Non-Profit Organizations, relocated to 2 CFR Part 215. The requirements for allowable costslcost principles are contained in the A-102 Common Ru|e, OMB Circular A-110 /2CFFl§ 215.27), DHS program legislation, Federal awarding agency regulations, and the terms and conditions of the award. The four costs principles circulars are as follows: - OMB Circular A-21, Cost Principles for Educational Institutions, relocated to 2 CFR Part 220. - OMB Circular A-87, Cost Principles for State, Local, and Indian Tribal Governments, relocated to 2CFR Part 226�'OW1BQrou|arA-122. Cost Phnuip|eaforNon-pnofitC>rgonizaUonm.na|ooatedto2(�FRpad23D - 230. Circular A-133, Audits of States, Local Governments and Non-Profit Organizations. Article 111 - GPD - Trafficking Victims Protection Act of 2000 All recipients of financial assistance will comply with the requirements of the government-wide award term which implements Section lV6(])oithe Trafficking Victims Protection Ac (TVPA) of 2000, as amended (22 U.S.C. § 7104), located at 2 CFR Part 175. This is implemented in accordance with OMB Interim Final Guidanuo, Federal Register, Volume 72, No. 218, November 13, 2007.In accordance with the statutory requirement, in each agency award under which funding is provided to a private entity, Section 106(g) of the TVPA, as amended, requires the agency to include a condition that authorizes the agency to terminate the award, without penalty, if the recipient or a subrecipient - (a) Engages in severe forms of trafficking in persons during the period of time that the award is in effect; (b) Procures a commercial sex act during the period of time that the award is in effect; or (c) Uses forced labor in the performance of the award or subawards under the award. Full text of the award term is provided at 2 CFR § 175.16. Article IV - GPD - Drug-Free Workplace Regulations All recipients of financial assistance will comply with the requirements of the Drug-Free Workplace Act of 1988 (41 U.S.C. § 701 et seq.), which requires that all organizations receiving grant from any Federal agency agree to maintain a drug-free workplace. The recipient must notify the awarding office if an employee of the recipient is convicted of violating a criminal drug statute. Failure to comply with these requirements may be cause for debarment. These regulations are codified at 2 CFR 3001. Article V - Fly America Act of 1974 All recipients of financial assistance will comply with the requirement of the Preference for U.S. Flag Air Carriers: Travel supported by U.S. Government funds requirement, which states preference for the use of U.S. flag air carriers (air carriers holding certificates under 49 U.S.C. § 41102) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. -3- § 40118) and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B138942. Article VI - Lobbying Prohibitions None of the funds provided under an award may be expended by the recipient to pay any person to influence, or attempt to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with any Federal action concerning the award or renewal of any Federal contract, grant, loan, cooperative agreement. These lobbying prohibitions can be found at 31 U.S.C. § 1352. Article VII - Activities Conducted Abroad All recipients of financial assistance will comply with the requirements that project activities carried on outside the United States are coordinated as necessary with appropriate government authorities and that appropriate licenses, permits, or approvals are obtained. Article VIII - Acknowledgement of Federal Funding from DHS All recipients of financial assistance will comply with requirements to acknowledge Federal funding when issuing statements, press releases, requests for proposals, bid invitations, and other documents describing projects or programs funded in whole or in part with Federal funds. Article IX - Copyright All recipients of financial assistance will comply with requirements that publications or other exercise of copyright for any work first produced under Federal financial assistance awards hereto related unless the work includes any information that is otherwise controlled by the Government (e.g., classified information or other information subject to national security or export control laws or regulations). For any scientific, technical, or other copyright work based on or containing data first produced under this award, including those works published in academic, technical or professional journals, symposia proceedings, or similar works, the recipient grants the Government a royalty -free, nonexclusive and irrevocable license to reproduce, display, distribute copies, perform, disseminate, or prepare derivative works, and to authorize others to do so, for Government purposes in all such copyrighted works. The recipient shall affix the applicable copyright notices of 17 U.S.C. § 401 or 402 and an acknowledgement of Government sponsorship (including award number) to any work first produced under an award. Article X - Use of DHS Seal, Logo and Flags All recipients of financial assistance must obtain DHS's approval prior to using the DHS seal(s), logos, crests or reproductions of flags or likenesses of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials. Article XI - DHS Specific Achnowledgements and Assurances All recipients of financial assistance must acknowledge and agree -and require any subrecipients, contractors, successors, transferees, and assignees acknowledge and agree -to comply with applicable provisions governing DHS access to records, accounts, documents, information, facilities, and staff. 1. Recipients must cooperate with any compliance review or complaint investigation conducted by DHS. 2. Recipients must give DHS access to and the right to examine and copy records, accounts, and other documents and sources of information related to the grant and permit access to facilities, personnel, and other individuals and information as may be necessary, as required by DHS regulations and other applicable laws or program guidance. 3. Recipients must submit timely, complete, and accurate reports to the appropriate DHS officials and maintain appropriate backup documentation to support the reports. 4. Recipients must comply with all other special reporting, data collection, and evaluation requirements, as prescribed by law or detailed in program guidance. 5. If, during the past three years, the recipient has been accused of discrimination on the grounds of race, color, national origin (including limited English proficiency), sex, age, disability, religion, or familial status, the recipient must provide a list of all such proceedings, pending or completed, including outcome and copies of settlement agreements to the DHS awarding office and the DHS Office of Civil Rights and Civil Liberties. 6. In the event any court or administrative agency makes a finding of discrimination on grounds of race, color, national origin (including limited English proficiency), sex, age, disability, religion, or familial status against the recipient, or the recipient settles a case or matter alleging such discrimination, recipients must forward a copy of the complaint and findings to the DHS Component and /or awarding office. The United States has the right to seek judicial enforcement of these obligations. Article XII - Civil Rights Act of 1964 -4- II recipients of financial assistance will comply with the requirements of Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq.), which provides that no person in the United States will, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. Article XIII - Civil Right Act of 1968 All recipients of financial assistance will comply with Title VIII of the Civil Rights Act of 1968, which prohibits recipients from discriminating in the sale, rental, financing, and advertising of dwellings, or in the provision of services in connection therewith, on the basis of race, color, national origin, religion, disability, familial status, and sex (42 U.S.C.§ 3601 et seq.), as implemented by the Department of Housing and Urban Development at 24 CFR Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units -i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground -floor units in buildings without elevators) -be designed and constructed with certain accessible features (see 24 CFR § 100.201). Article XIV - Americans with Disabilities Act of 1990 All recipients of financial assistance will comply with the requirements of Titles I, II, and III of the Americans with Disabilities Act, which prohibits recipients from discriminating on the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12101- 12213). Article XV - Age Discrimination Act of 1975 All recipients of financial assistance will comply with the requirements of the Age Discrimination Act of 1975 (42 U.S.C. § 6101 et seq.), which prohibits discrimination on the basis of age in any program or activity receiving Federal financial assistance. Article XVI - Title IX of the Education Amendments of 1972 All recipients of financial assistance will comply with the requirements of Title IX of the Education Amendments of 1972 (20 U.S.C. § 1681 et seq.), which provides that no person in the United States will, on the basis of sex, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any educational program or activity receiving Federal financial assistance. These regulations are codified at 44 CFR Part 19. Article XVII - Rehabilitation Act of 1973 All recipients of financial assistance will comply with the requirements of Section 504 of the Rehabilitation Act of 1973, 29 U.S.C. § 794, as amended, which provides that no otherwise qualified handicapped individual in the United States will, solely by reason of the handicap, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. These requirements pertain to the provision of benefits or services as well as to employment. Article XVIII - Limited English Proficiency All recipients of financial assistance will comply with the requirements of Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin and resulting agency guidance, national origin discrimination includes discrimination on the basis of limited English proficiency (LEP). To ensure compliance with Title VI, recipients must take reasonable steps to ensure that LEP persons have meaningful access to your programs. Meaningful access may entail providing language assistance services, including oral and written translation, where necessary. Recipients are encouraged to consider the need for language services for LEP persons served or encountered both in developing budgets and in conducting programs and activities. For assistance and information regarding LEP obligations, go to http: / /www.lep.gov. Article XIX - Animal Welfare Act of 1966 All recipients of financial assistance will comply with the requirements of the Animal Welfare Act, as amended (7 U.S.C. § 2131 et seq.), which requires that minimum standards of care and treatment be provided for vertebrate animals bred for commercial sale, used in research, transported commercially, or exhibited to the public. Recipients must establish appropriate policies and procedures for the humane care and use of animals based on the Guide for the Care and Use of Laboratory Animals and comply with the Public Health Service Policy and Government Principles Regarding the Care and Use of Animals. Article XX - Clean Air Act of 1970 and Clean Water Act of 1977 -5- All recipients of financial assistance will comply with the requirements of 42 U.S.C. § 7401 et seq. and Executive Order 11738, which provides for the protection and enhancement of the quality of the nation's air resources to promote public health and welfare and for restoring and maintaining the chemical, physical, and biological integrity of the nation's waters is considered research for other purposes. Article XXI - Protection of Human Subjects All recipients of financial assistance will comply with the requirements of the Federal regulations at 45 CFR Part 46, which requires that recipients comply with applicable provisions /law for the protection of human subjects for purposes of research. Recipients must also comply with the requirements in DHS Management Directive 026 -04, Protection of Human Subjects, prior to implementing any work with human subjects. For purposes of 45 CFR Part 46, research means a systematic investigation, including research, development, testing, and evaluation, designed to develop or contribute to general knowledge. Activities that meet this definition constitute research for purposes of this policy, whether or not they are conducted or supported under a program that is considered research for other purposes. The regulations specify additional protections for research involving human fetuses, pregnant women, and neonates (Subpart B); prisoners (Subpart C); and children (Subpart D). The use of autopsy materials is governed by applicable State and local law and is not directly regulated by 45 CFR Part 46. Article XXII - National Environmental Policy Act (NEPA) of 1969 All recipients of financial assistance will comply with the requirements of the National Environmental Policy Act (NEPA), as amended, 42 U.S.C. § 4331 et seq., which establishes national policy goals and procedures to protect and enhance the environment, including protection against natural disasters. To comply with NEPA for its grant- supported activities, DHS requires the environmental aspects of construction grants (and certain non - construction projects as specified by the Component and awarding office) to be reviewed and evaluated before final action on the application. Article XXIII - National Flood Insurance Act of 1968 All recipients of financial assistance will comply with the requirements of Section 1306(c) of the National Flood Insurance Act, as amended, which provides for benefit payments under the Standard Flood Insurance Policy for demolition or relocation of a structure insured under the Act that is located along the shore of a lake or other body of water and that is certified by an appropriate State or local land use authority to be subject to imminent collapse or subsidence as a result of erosion or undermining caused by waves or currents of water exceeding anticipated cyclical levels. These regulations are codified at 44 CFR Part 63. Article XXIV - Flood Distaster Protection Act of 1973 All recipients of financial assistance will comply with the requirements of the Flood Disaster Protection Act of 1973, as amended (42 U.S.C. § 4001 et seq.), which provides that no Federal financial assistance to acquire, modernize, or construct property may be provided in identified flood -prone communities in the United States, unless the community participates in the National Flood Insurance Program and flood insurance is purchased within one year of the identification. The flood insurance purchase requirement applies to both public and private applicants for DHS support. Lists of floodprone areas that are eligible for flood insurance are published in the Federal Register by FEMA. Article XXV - Coastal Wetlands Planning, Protection, and Restoration Act of 1990 All recipients of financial assistance will comply with the requirements of Executive Order 11990, which provides that federally funded construction and improvements minimize the destruction, loss, or degradation of wetlands. The Executive Order provides that, in furtherance of Section 101(b)(3) of NEPA (42 U.S.C. § 4331(b)(3)), Federal agencies, to the extent permitted by law, must avoid undertaking or assisting with new construction located in wetlands unless the head of the agency finds that there is no practicable alternative to such construction, and that the proposed action includes all practicable measures to minimize harm to wetlands that may result from such use. In making this finding, the head of the agency may take into account economic, environmental, and other pertinent factors. The public disclosure requirement described above also pertains to early public review of any plans or proposals for new construction in wetlands. This is codified at 44 CFR Part 9. Article XXVI - USA Patriot Act of 2001 All recipients of financial assistance will comply with the requirements of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act), which amends 18 U.S.C. §§ 175 -175c. Among other things, it prescribes criminal penalties for possession of any biological agent, toxin, or delivery system of a type or in a quantity that is not reasonably justified by a prophylactic, protective, bona fide research, or other peaceful -6- purpose. The act also establishes restrictions on access to specified materials. "Restricted persons," as defined by the act, may not possess, ship, transport, or receive any biological agent or toxin that is listed as a select agent. - 7 - Obligating Document for Award/Amendment la. AGREEMENT NO. 2. 3. RECIPIENT NO. EMW-2012-PU-00053-S01 AMENDMENT746000574X NO. 6. RECIPIENT NAME AND ADDRESS Corpus Christi, City of P. 0. Box 9277 1201 Leopard Corpus Christi, TX, 78469 9. NAME OF RECIPIENT PROJECT OFFICER Pat Eldridge 11. EFFECTIVE DATE OF THIS ACTION 09/01/2012 7. ISSUING FEMA OFFICE AND ADDRESS Grant Operations 245 Murray Lane - Building 410, SW Washington DC, 20528-7000 POC: 866-927-5646 PHONE NO. (361) 886-2696 12. 4. TYPE OF 5. CONTROL NO. ACTION W503973N AWARD 8. PAYMENT OFFICE AND ADDRESS Financial Services Branch 500 C Street, S.W., Room 723 Washington DC, 20472 10. NAME OF FEMA PROJECT COORDINATOR Central Scheduling and Information Desk Phone: 800-368-6498 Email: Askcsid@dhs.gov 13. ASSISTANCE ARRANGEMENT 14. PERFORMANCE PERIOD METHOD Cost Reimbursement OF PAYMENT PARS 15. DESCRIPTION OF ACTION a. (Indicate funding data for awards or financial changes) PROGRAM CFDA NO. NAME ACRONYM Port Security 97.056 Grant Program TOTALS ACCOUNTING DATA (ACCS CODE) XXXX-XXX-XXXXXX- XXXX.X-XXXX-XXXX-X PRIOR TOTAL AWARD From: 09/01/2012 Budget Period 09/01/2012 AMOUNT CURRENT AWARDED TOTAL THIS AWARD ACTION OR (-) 2012-SL-PSG-1000-4101- 50.00 $22,268.00 $22,268.00 D:W503973N $ 22,268.00 To: 08/31/2014 08/31/2014 CUMULATIVE NON- FEDERAL COMMITMENT $0.00 50.00 $22,268.00 $22,268.00 $0.00 b. To describe changes other than funding data or financial changes, attach schedule and check here. N/A 16 a. FOR NON-DISASTER PROGRAMS: RECIPIENT IS REQUIRED TO SIGN AND RETURN THREE (3) COPIES OF THIS DOCUMENT TO FEMA (See Block 7 for address) Port Security Grant Program recipients are not required to sign and return copies of this document. However, recipients should print and keep a copy of this document for their records. 16b. FOR DISASTER PROGRAMS: RECIPIENT IS NOT REQUIRED TO SIGN This assistance is subject to terms and conditions attached to this award notice or by incorporated reference in program legislation cited above. 17. RECIPIENT SIGNATORY OFFICIAL (Name and Title) Floyd Simpson, Chief of Police 18. FEMA SIGNATORY OFFICIAL (Name and Title) ":1711" f NATALIE ROMANOFF , Assistance Officer -8- 4. 8 - DATE 10/24/2012 DATE 08/17/2012 AGENDA MEMORANDUM Future Item for the City Council Meeting of 11/20/2012 Action Item for the City Council Meeting of 12/04/2012 DATE: TO: November 2, 2012 Ronald L. Olson, City Manager FROM: Yasmine Chapman, Director of Human Resources YasmineC@cctexas.com (361) 826 -3315 Continuing TMRS Updated Service Credits for Current Participants and Increases for Prior and Current Annuities. CAPTION: An ordinance authorizing and allowing, under the Act governing the Texas Municipal Retirement System, "Updated Service Credits" in said system for service performed by qualifying members of such system who presently are members of the City of Corpus Christi; providing for increased prior and current service annuities for retirees and beneficiaries of deceased retirees of the City; establishing an effective date for such actions; and providing for severance. PURPOSE: The purpose of this ordinance is to adhere to the negotiation of "Updated Service Credits" and "Increased Prior and Current Service Annuities" in the collective bargaining agreement with CCPOA, Government Accounting Standards, as interpreted by the City's external auditor, dictating that the City must record the liability as if annually repeating for the term of the contract (which ends on July 31, 2015). BACKGROUND AND FINDINGS: On July 27, 2004, for an effective date of January 1, 2005, Council adopted "Updated Service Credits" and "Increased Prior and Current Service Annuities" on an annual basis (annually repeating, not requiring approval by Council each year). Ordinance 025865. On December 7, 2010 Council approved the contract with the Corpus Christi Police Officer's Association (CCPOA), which included provisions for "Updated Service Credits" and "Increased Prior and Current Service Annuities" on an "Ad Hoc" basis. On December 14, 2010 Council approved Ordinance 028892 authorizing "Updated Service Credits" and "Increased Prior and Current Service Annuities" for 2011. On November 15, 2011, Council approved Ordinance 029290 authorizing "Updated Service Credits" and "Increased Prior and Current Service Annuities" for 2012. ALTERNATIVES: None. The City is restricted by the terms of the collective bargaining agreement with the CCPOA and provisions of the state statute governing TMRS. This is a five year contract which is effective from August 1, 2010 through July 31, 2015. OTHER CONSIDERATIONS: Given the negotiation of "Updated Service Credits" and "Increased Prior and Current Service Annuities" in the collective bargaining agreement with CCPOA, Government Accounting Standards, as interpreted by the City's external auditor, dictate that the City must record the liability as if annually repeating for the term of the contract (which ends on July 31, 2015). For calendar year 2012, the rate calculated by TMRS under the Ad Hoc provision is 10.33% however the City budgeted and is contributing 14.8% since January 2012 in an attempt to address the liability issue. With the adoption of these benefits, the City's full contribution rate for 2013 will be 10.83 %. CONFORMITY TO CITY POLICY: Adoption of this ordinance is in accordance with the Agreement negotiated with the Corpus Christi Police Officers' Association. EMERGENCY / NON - EMERGENCY: Non - emergency, Ordinance - Two readings (11/20/12, 12/04/12) DEPARTMENTAL CLEARANCES: None FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: RECOMMENDATION: Staff recommends adoption of the Ordinance. LIST OF SUPPORTING DOCUMENTS: Ordinance An ordinance authorizing and allowing, under the Act governing the Texas Municipal Retirement System, "Updated Service Credits" in said system for service performed by qualifying members of such system who presently are members of the City of Corpus Christi; providing for increased prior and current service annuities for retirees and beneficiaries of deceased retirees of the City; establishing an effective date for such actions; and providing for severance. Be it ordained by the City Council of the City of Corpus Christi, Texas: Section 1. Authorization of Updated Service Credits. (a) On the terms and conditions set out in Sections 853.401 through 853.403 of Subtitle G of Title 8, Government Code, as amended (hereinafter referred to as the "TMRS Act "), each member of the Texas Municipal Retirement System (hereinafter referred to as the "System ") who has current service credit or prior service credit in the System in force and effect on the 1st day of January of the calendar year preceding such allowance, by reason of service in the employment of the City, and on such date had at least 36 months of credited service with the System, shall be and is hereby allowed "Updated Service Credit" (as that term is defined in subsection (d) of Section 853.402 of said title) in an amount that is 100% of the "base Updated Service Credit" of the member (calculated as provided in subsection (c) of Section 853.402 of said title). The Updated Service Credit hereby allowed shall replace any Updated Service Credit, prior service credit, special prior service credit, or antecedent service credit previously authorized for part of the same service. (b) In accordance with the provisions of subsection (d) of Section 853.401 of said title, the deposits required to be made to the System by employees of the several participating departments on account of current service shall be calculated from and after the date aforesaid on the full amount of such person's earnings as an employee of the City. Section 2. Increase in Retirement Annuities. (a) On terms and conditions set out in Section 854.203 of Subtitle G of Title 8, Government Code, as amended, the City hereby elects to allow and to provide for payment of the increases below stated in monthly benefits payable by the System to retired employees and to beneficiaries of deceased employees of the City under current service annuities and prior service annuities arising from service by such employees to this City. An annuity increased under this Section replaces any annuity or increased annuity previously granted to the same person. Page 1 of 3 (b) The amount of the annuity increase under this Section is computed as the sum of the prior service and current service annuities on the effective date of retirement of the person on whose service the annuities are based, multiplied by 70% of the percentage change in Consumer Price Index for All Urban Consumers, from December of the year immediately preceding the effective date of the person's retirement to the December that is 13 months before the effective date of this Section. (c) An increase in an annuity that was reduced because of an option selection is reducible in the same proportion and in the same manner that the original annuity was reduced. (d) If a computation hereunder does not result in an increase in the amount of an annuity, the amount of the annuity will not be changed hereby. (e) The amount by which an increase under this Section exceeds all previously granted increases to an annuitant is an obligation of this City and of its account in the municipality accumulation fund of the System. Section 3. Effective Date. Subject to approval by the Board of Trustees of the System, this ordinance shall be and become effective on the 1st day of January 2013. Section 4. 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. Page 2 of 3 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , , by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb That the foregoing ordinance was read for the second time and passed finally on this the day of , , by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED, this the th day of , 2012. ATTEST: Armando Chapa City Secretary Nelda Martinez Mayor Page 3 of 3 Ordinance Appropriating $85,000 from the unreserved fund balance in No. 9010 Crime Control District Fund for "One- time" expenditures in the FY 2012 -2013 operating budget; and changing the FY 2012 -2013 operating budget adopted by Ordinance No. 029577 by increasing appropriations by $85,000. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That $85,000 is appropriated from the unreserved fund balance in the No. 9010 Crime Control District Fund for "One- time" expenditures in the FY 2012 -2013 operating budget. SECTION 2. That the FY 2012 -2013 Operating Budget, adopted by Ordinance No. 029577, is changed by increasing appropriations by $85,000. That the foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2012, by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb That the foregoing ordinance was read for the second time and passed finally on this the day of , 2012 by the following vote: Nelda Martinez Chad Magill Kelley Allen Colleen McIntyre Rudy Garza Jr. Lillian Riojas Priscilla G. Leal Mark Scott David Loeb PASSED AND APPROVED this the day of , 2012. ATTEST: Armando Chapa City Secretary Joe Adame Mayor DATE: TO: Ronald L. Olson, City Manager AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 11/20/2012 FROM: Michael Barrera, Assistant Director of Financial Services m ikeb(a�cctexas. cam 361- 826 -3169 Robert Rocha, Fire Chief rrocha(ccctexas. com 361- 826 -3932 Firefighting Clothing CAPTION: Motion approving a supply agreement with Casco Industries Inc., Pasadena, Texas for firefighting clothing consisting of ninety sets of pants and coats, based on only bid, in accordance with Bid Invitation No. BI- 0003 -13 for an estimated annual expenditure of $139,064.40 of which $92,709.60 is required for the remainder of FY 2012 -2013. The term of the 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 Fire Department in FY 2012 -2013. PURPOSE: The firefighting clothing is worn by City Firefighters for protection against fire and heat. BACKGROUND AND FINDINGS: The Fire Department has standardized on Globe Firefighter clothing. They have been utilizing this type of firefighter clothing for the past sixteen years. It has withstood the test of time and holds up well under field conditions. Standardization allows the department to inventory spare suits and clothing accessories for interchangeability of torn or damaged suits. The clothing is manufactured utilizing the highest quality and safety standards available on the market. Casco Industries Inc., Pasadena, Texas is the exclusive dealer in Texas, representing Globe Firefighters Suits. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and Texas State procurement laws. EMERGENCY / NON-EMERGENCY: Non - Emergency. DEPARTMENTAL CLEARANCES: Fire Department FINANCIAL IMPACT: Fiscal Year: 2012 -2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $255,319.00 $46,354.80 $301,673.80 Encumbered / Expended Amount $36,568.47 $36,568.47 This item $92,709.60 $46,354.80 $139,064.40 BALANCE $126,040.93 $126,040.93 Fund(s): Fire Department Comments: The $92,709.60 financial impact shown above represents eight months of expenditures that will be encumbered through the end of this fiscal year. The remaining $46,354.80 for the last four months of the contract will be requested for next fiscal year during the normal budget process. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation. FIREFIGHTING CLOTHING CITY OF CORPUS CHRISTI BID TABULATION PURCHASING DIVISION FIREFIGHTING CLOTHING BUYER: GABRIEL MALDONADO BI- 0003 -13 COUNCIL DATE: NOVEMBER 20, 2012 CASCO INDUSTRIES PASADENA, TEXAS Item Description 1 Turnout Coat 2 Turnout Pant Total Qty. Unit Price Extended Price 90 90 $902.22 642.94 $81,199.80 57,864.60 $139,064.40 DATE: TO: AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 11/20/2012 Ronald L. Olson, City Manager FROM: Michael Barrera, Assistant Director of Financial Services m ikeb(a)cctexas. com 361- 826 -3169 Jim Davis, Director of General Services i im d(c�cctexas. com 361- 857 -1909 Chevrolet Tahoes CAPTION: Motion approving the purchase of nineteen (19) Chevrolet Tahoes from Caldwell Country, Caldwell, Texas for a total amount of $521,639. The award is based on the cooperative purchasing agreement with the Texas Local Government Purchasing Cooperative (TLGPC). All units are replacements to the fleet and will be used by the Police Department. Funding is available in the FY 2012 -2013 Capital Outlay Budget of the Fleet Maintenance Fund. BACKGROUND AND FINDINGS: These nineteen (19) vehicles will be used by the Police Department for day -to -day police work. All units are replacement units to the fleet. The Chevrolet Tahoe is an alternate choice in police interceptor vehicles, as the Crown Victoria series is no longer available. The Tahoes are equipped with a police package, which includes a higher horsepower engine, heavy -duty brakes, radiator and heavy duty battery charger system. Replaced units will be disposed of through standard disposal of surplus property procedures, including live auctions and /or electronic auctions. Fifteen of the Tahoes are two -wheel drive (2WD) and four of the Tahoes are four -wheel drive (4WD). ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and Texas State procurement laws. EMERGENCY / NON - EMERGENCY: Non - emergency. DEPARTMENTAL CLEARANCES: General Services Department FINANCIAL IMPACT: Fiscal Year: 2012 -2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $4,871,953.80 $4,871,953.80 Encumbered / Expended Amount 1,529,529.00 1,529,529.00 This item 521,639.00 521,639.00 BALANCE $2,820,785.80 $2,820,785.80 Fund(s): Maintenance Service Fund Comments: Not applicable. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI PURCHASING DIVISION SENIOR BUYER: ELISA COVINGTON COUNCIL DATE: NOVEMBER 20, 2012 PRICE SHEET CHEVROLET TAHOES BUYBOARD CONTRACT NO. 358 -10 CALDWELL COUNTRY CHEVROLET CALDWELL, TEXAS ITEM DESCRIPTION QTY UNIT UNIT EXTENDED PRICE PRICE 1. 2013 Chevrolet Tahoe 2WD 2. 2013 Chevrolet Tahoe 4WD TOTAL: 15 4 EA $26,617.00 $399,255.00 EA $30,596.00 $122,384.00 $521,639.00 AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: TO: November 20, 2012 Ronald L. Olson, City Manager FROM: Michael Barrera, Assistant Director of Financial Services mikeb(a�cctexas.com (361) 826 -3169 Jim Davis, Director of General Services j i m d(a� cctexas. com (361) 857 -1909 Vacuum Truck CAPTION: Motion approving the purchase of one (1) vacuum truck from Houston Freightliner, Inc., Houston, Texas for a total amount of $305,896.14. The award is based on the cooperative purchasing agreement with the Houston - Galveston Area Council of Governments (H -GAC). Funding is available in the FY 2012 -2013 Capital Outlay Budget of the Maintenance Service Fund. PURPOSE: To be used by the Wastewater Department to clean and maintain 1,250 miles of 6" diameter and larger wastewater collection main lines. BACKGROUND AND FINDINGS: The unit is a replacement to the fleet. The unit being replaced has been in service over seven (7) years. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Local manufacturers' dealers Corpus Christi Freightliner and Waukesha- Pearce Industries, Inc. will provide warranty support service. CONFORMITY TO CITY POLICY: This purchase conforms to the City's purchasing policies and procedures and State statutes regulating procurement. EMERGENCY / NON - EMERGENCY: Non - emergency. DEPARTMENTAL CLEARANCES: General Services FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $4,871,953.80 $0 $4,871,953.80 Encumbered / Expended Amount $1,529,529.00 $0 $1,529,529.00 This item $305,896.14 $0 $305,896.14 BALANCE $3,036,528.66 $3,036,528.66 Fund(s): Maintenance Service Fund Comments: RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price sheet. CITY OF CORPUS CHRISTI PURCHASING DIVISION BUYER: GERALD GOODWIN ITEM DESCRIPTION HGAC CONTRACT NO. HT11 -12 & SC01 PRICE SHEET VACUUM TRUCK QTY. UNIT Houston Freightliner Houston, Texas Unit Price Extended Price Freightliner 114SD Cab and Chassis with VAC -ALL AJV 1215 Sewer Cleaning Vacuum Body 1 Each $305,896.14 $305,896.14 TOTAL: $305,896.14 AGENDA MEMORANDUM Future Agenda for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: December 11, 2012 TO: Ronald L. Olson, City Manager FROM: Constance P. Sanchez, Director of Financial Services ConstanceP ©cctexas.com (361) 826 -3227 Approval of Amendments to the City's Investment Policy CAPTION: Resolution approving amendments to the City Investment Policy to amend term for Certificate of Deposit from one to two years and include brokered certificates of deposit as an authorized investment; and approving the Investment Policy as amended. PURPOSE: The Public Funds Investment Act requires annual review by the governing body of its Investment Policy, and adoption of a written instrument stating that it has reviewed the investment policy and investment strategies. BACKGROUND AND FINDINGS: Under Texas Government Code, Chapter 2256, Subchapter A. Authorized Investments For Governmental Entities, the State of Texas delineates the types of investments and the investment rules that must be followed by governmental entities. This chapter is often referred to as the Public Funds Investment Act. Legislative changes to the Public Funds Investment Act were made in 2011 which provided clarification to several of the sections of the Act. The changes being proposed this year provide further clarification for brokered certificates of deposit (CD) specifically to require brokered CD's to have a "cusip" number (a 9- character alphanumeric code that identifies a financial security for purposes of facilitating clearing and settlement of trades) and to be held in safekeeping at a third -party institution. These changes are being proposed to further protect the City's assets. Additionally, it is being recommended that the City be authorized to purchase CD's for up to a two -year term since interest rates are at historic lows and purchasing longer term investments yield a higher return. ALTERNATIVES: n/a OTHER CONSIDERATIONS: The City has established an Investment Committee which consists of the City Manager, Assistant City Managers, City Attorney, Director of Financial Services, and Assistant Director of Management and Budget, or their designees. The Committee met on October 31, 2012 to review and approve the Investment Policy. In accordance with the Public Funds Investment Act which requires the governing body to approve the City's investment policy annually, City staff is recommending approval of the policy as amended. CONFORMITY TO CITY POLICY: This item conforms to City policy. EMERGENCY / NON-EMERGENCY: n/a DEPARTMENTAL CLEARANCES: • Legal Department • Investment Committee FINANCIAL IMPACT: X Not Applicable ❑ Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - $ - $ - $ - Encumbered/Expended amount of (date) - - - - This item - $ - $ - $ - BALANCE - $ - $ - $ - FUND(S): COMMENTS: n/a RECOMMENDATION: Staff recommends approval of the resolution as presented. LIST OF SUPPORTING DOCUMENTS: City Investment Policy Resolution Resolution approving amendments to the City Investment Policy to amend term for Certificate of Deposit from one to two years and include brokered certificates of deposit as an authorized investment; and approving the Investment Policy as amended. WHEREAS, the City of Corpus Christi Investment Policy was adopted in Resolution No. 022390 on October 24, 1995; and was last approved in Resolution 029320 on December 13, 2011; and WHEREAS, the Investment Policy provides for annual review by City Council; and WHEREAS, the Public Funds Investment Act requires annual review by the governing body of its Investment Policy, and adoption of a written instrument stating that it has reviewed the investment policy and investment strategies; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Corpus Christi City Council has reviewed amendments to the City Investment Policy to increase term for Certificates of Deposit from one to two years and-include brokered certificates of deposit as an authorized investment. The City Council approves the Investment Policy as amended. A copy of the Investment Policy without appendices as amended is attached. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary Nelda Martinez Mayor Corpus Christi, Texas of ,2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Priscilla Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott Resolution - Investment Policy.doc 2 CITY OF CORPUS CHRISTI, TEXAS FINANCIAL SERVICES INVESTMENT POLICY Dec-ember-PT-MU December 11, 2012 ' 4O1RPO 0 1852 TABLE OF CONTENTS Page I. INTRODUCTION 1 II. PURPOSE 1 III. DEFINITIONS 2 IV. INVESTMENT OBJECTIVES 4 V. AUTHORIZED INVESTMENTS AND MAXIMUM MATURITY 5 VI. INVESTMENT STRATEGIES 10 VII. DESIGNATION OF RESPONSIBILITY 12 VIII. INTERNAL CONTROLS 13 IX. COMPETITIVE SOLICITATION 14 X. AUTHORIZED COUNTER - PARTIES 14 XI. COLLATERALIZATION 15 XII. SAFEKEEPING OF CITY SECURITIES 16 XIII. INFORMATION REPORTING /PORTFOLIO EVALUATION 17 XIV. BANKING SERVICES 18 XV. ANNUAL POLICY ADOPTION 18 XVI. GENERAL PROVISIONS 18 APPENDICES A. PUBLIC FUNDS INVESTMENT ACT B. CITY'S CODE OF ETHICS ORDINANCE C. RESOLUTION D. LEGAL DEFENSE AND INDEMNIFICATION OF CITY OFFICERS AND EMPLOYEES i CITY OF CORPUS CHRISTI INVESTMENT POLICY INTRODUCTION The City of Corpus Christi shall invest all available monies in compliance with this Investment Policy as adopted by the City Council and authorized by the Public Funds Investment Act. Effective cash management is recognized as essential to good fiscal management. An aggressive cash management program will be pursued to maximize interest earnings as a viable and material revenue source. The City's portfolio shall be designated and managed in a manner responsive to the public trust and consistent with local, state and federal law. Investments shall be made with the primary objective of: • Preservation of capital and protection of principal; • Maintenance of sufficient liquidity to meet operating needs; • Security of city funds and investments; • Diversification of investments to minimize risk while maximizing interest earnings; and • Maximization of return on the portfolio. Earnings from investments will be used in a manner that will best serve the interests of the City of Corpus Christi. Investments shall be made with judgment and care, under prevailing circumstances, that a person of prudence, discretion and intelligence would exercise in the management of that person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. 11. PURPOSE A. Authorization This Investment Policy is authorized by the City Council in accordance with Chapter 2256, Subchapter A of the Texas Government Code - The Public Funds Investment Act (the "Act" attached and incorporated as Appendix A). B. Scope This Investment Policy applies to all funds of the City, excluding pension funds, with regard to investing the financial assets of Funds, including, but not limited to: General Fund Special Revenue Funds Enterprise Funds 1 Internal Service Funds Special Purpose Funds (within the control of Investment Officers) Capital Improvement Funds (including Bond Proceeds, Bond Reserves, Debt Service, Commercial Paper and any other debt instrument) In addition to this Policy, the investment of Bond Funds, Debt Service, and Reserve Funds shall be managed (including the yield calculation thereon) by their governing ordinances and Federal Law, including the Tax Reform Act of 1986 and subsequent legislation. C. Review and Amendment This Policy shall be reviewed and adopted no Tess than annually by the City Council on or before December 31 of each calendar year. Amendments must be adopted by the City Council. The City Council shall adopt a written instrument by ordinance or resolution stating that it has reviewed the Investment Policy. This ordinance or resolution shall record any changes made to the Investment Policy. III. DEFINITIONS Authorized Broker /Dealer - Primary dealer and regional firms that have been selected by the federal underwriters to distribute their securities. Each authorized firm in a Broker /Dealer will offer the issue at the price authorized by the governmental agency on the initial market issuance. Authorized City Representatives — Investment Officers and City officers authorized to execute transactions are designated in the attached and incorporated Appendix A on behalf of the City. (Specific positions so authorized are the City Treasurer, Investment Analyst, Controller, Chief Accountant, Deputy Director of Financial Services and Director of Financial Services). Authorized Investment — Authorized investments defined by this Policy with a maximum maturity are approved by the Investment Committee and City Council. All Policy authorized securities are listed in Section V. Collateral - Securities pledged by a banking institution or sold under a repurchase agreement, to guarantee City assets. All collateral must be AAA rated. The City requires U.S. Treasuries, U.S. Agency Securities or municipal obligations as collateral so that the market values can be readily determined at any point in time. Collateral requirements are defined in Section XI. Cusip Number - A cusip is a 9- character alphanumeric code which identifies a financial security for purposes of facilitating clearing and settlement of trades. Custodian — An approved independent custodian charged with the safekeeping of securities owned by or pledged to the City. An independent custodian is one not affiliated with any pledging institution or counter - party. Director of Financial Services - The Director of Financial Services is the Municipal Finance Officer responsible for City investments, but not designated as an Investment 2 Officer. The Director of Financial Services may designate the Deputy Director of Financial Services, Controller or Chief Accountant to assist in this process. Excess Cash Balances - Collected bank balances not needed to pay estimated check clearings. Failed Transaction — A transaction in which an investment is not delivered to an institution for operational or availability reasons. The security would fail to be delivered to the Custodian. Institution - Any firm, bank, bank holding company, broker /dealer or Public Funds Investment Pool that offers to sell /buy a financial transaction /security to the City. All such firms must complete a Policy certification as stated by this Policy. Investment Advisor — SEC registered investment advisor contracted by the City to assist in the portfolio management process, reporting and treasury operations /controls. Investment Officers — Individuals designated by the City Council to execute investment transactions. Positions include only the City Treasurer and Investment Analyst. Investment Portfolio - All City monies and securities invested under authority of the Investment Officers. Qualified Representative — As defined by the Act, a person, who holds a position with a business organization, who is authorized to act on behalf of the business organization, and who is one of the following: (A) For a business organization doing business that is regulated by or registered with a securities commission, a person who is registered under the rules of the National Association of Securities Dealers; (B) For a state or federal bank, a savings bank, or a state or federal credit union, a member of the loan committee for the bank or branch of the bank or a person authorized by corporate resolution to act on behalf of and bind the banking institution; (C) For an investment public funds investment pool, the person authorized by the elected official or board with authority to administer the activities of the investment public funds investment pool to sign the written instrument on behalf of the investment public funds investment pool; or (D) For an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) or, if not subject to registration under that Act, registered with the State Securities Board, a person who is an officer or principal of the investment management firm. Reserve Funds - Funds designated by the City Council for specific purposes, which have not been appropriated for spending. Securities - Approved Investments designated by the Investment Committee, as defined by Section VII, to be held in the Investment Portfolio or acceptable to be pledged as Collateral to secure the monies of the City. 3 Special Purpose Funds - Monies of non - profit corporations that Investment Officers are permitted to invest; includes such entities as the Coastal Bend Health Facilities Development Corporation, Corpus Christi Housing Finance Corporation, Corpus Christi Community Improvement Corporation, HOME Project, First Time Home Buyer, Corpus Christi Industrial Development Corporation, Corpus Christi Business and Job Development Corporation, North Padre Island Development Corporation, Corpus Christi Crime Control and Prevention District, and Corpus Christi Digital Community Development Corporation. Third Party Safekeeping Institution - Any Institution not affiliated with an Institution delivering the Authorized Investment. IV. INVESTMENT OBJECTIVES The following states the investment objectives of the City in order of priority: A. Preservation and Safety of Principal Investments of the City shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall Investment Portfolio. B. Liquidity The City's Investment Portfolio must be structured in a manner which maintains the liquidity necessary to pay obligations as they become due. Sufficient cash flows must be maintained through cash flow analysis and by rapidly depositing monies and timing disbursements. Generally, Investments are matched to specific cash flow requirements such as payrolls, construction drawdown schedules, debt service payments, and other payables. Liquidity is also achieved by investing in Authorized Investments with active secondary markets or in Public Funds Investment Pools with stable net asset values. C. Investment Yield The City's Investment Portfolio shall be designed with the objective of regularly exceeding the average yield of the following benchmarks in a manner consistent with the principles of this Policy described in Section IV. A and B and reflecting the cash flow expectations and portfolio strategy of the City: Six -month average of Texpool, Lone Star, Texstar and Texas Daily. However, it must be recognized that differing interest rate environments will result in fluctuations. During a declining market, satisfying this objective may not be practical until Authorized Investments mature and can be re- invested, especially since preservation of capital is the first priority in the investment of monies pursuant to this Policy. For bond issues to which arbitrage restrictions apply, the primary objectives shall be to avoid negative arbitrage and to obtain market yields minimizing the costs associated with investing such monies. 4 D. Diversification Diversification is required because of differing liquidity needs of the City and to control risk. Diversification minimizes the risk to the overall Investment Portfolio by spreading market and credit risk as well as potential losses on individual securities or market sector thereby enhancing safety of the Investment Portfolio. Through the solicitation of competitive proposals, the City shall allocate and diversify its Investments through various Institutions. The following types of Investments will be solicited from approved Institutions: 1. Obligations of the United States; including obligations that are fully guaranteed or insured by the Federal Deposit Insurance Corporation or by the explicit full faith and credit of the United States. 2. Repurchase Agreements - through a Third Party Safekeeping Institution Agreement, which includes an approved primary dealer doing business in Texas as required by the PFIA; 3. Public Funds Investment Pools - through participation agreements; 4. Certificates of Deposit - through approved local banks or a broker that has a main office or a branch office in this state and is selected from a list adopted by the investing entity. 5. Money Market Mutual Funds; 6. Guaranteed Investment Contracts (for Bond Proceeds only); 7. Texas Term Investment Pool; and 8. Securities Lending Program. The City recognizes that investment risks can result from default risk, credit volatility risk, and market price risks due to various technical and fundamental economic factors, and other complications, leading to temporary illiquidity. To control market price risks, volatile Investments shall be avoided. To control default risk, the only acceptable method of payment will be on a delivery versus payment -basis for all transactions, except Public Funds Investment Pools and repurchase agreements. Delivery versus Payment provides for payment to Institutions at the time the Investments are recorded in book entry form at the City's Third Party Safekeeping Institution, currently maintained at the Federal Reserve. For certificates of deposit, sufficient Collateral at 102% of current market values must be pledged to protect all City monies or monies under its control that exceed Federal Deposit Insurance Corporation (FDIC) coverage; the Collateral must be safe kept at a Third Party Safekeeping Institution not affiliated with the bank or bank holding company providing the certificate of deposit. V. AUTHORIZED INVESTMENTS AND MAXIMUM MATURITY The City of Corpus Christi is authorized to invest only in the following investments. City monies, governed by this Policy, may not be invested in other investments permitted by law unless this Policy is amended and adopted to permit such investment. 5 A. Authorized Investments 1. Obligations of the United States or its agencies and instrumentalities, excluding mortgage backed securities, which currently include the following stated final maturities: a. Short-term U.S. Treasuries: Maximum Maturity 1.) U.S. Treasury Bills up to 365 days* 2.) U.S. Treasury Coupon Notes up to 3 years* 3.) U.S. Treasury Notes and Strips up to 3 years* b. U.S. Agencies: Maximum Maturity 1.)Federal Home Loan Bank up to 2 years* 2.)Federal National Mortgage Association up to 2 years* 3.)Federal Farm Credit up to 2 years* 4.)Federal Home Loan Mortgage Corporation up to 2 years* 5.)Federal Agricultural Mortgage Corporation up to 2 years* *Reserve Funds invested in Treasury and Agency obligations may have a stated final maturity up to five years. 2. Repurchase Agreements up to 365 days Repurchase agreements must be fully collateralized at 102% with a defined maturity date, is secured by a combination of cash and obligations, including obligations that are fully guaranteed or insured by the Federal Deposit Insurance Corporation or by the explicit full faith and credit of the United States placed with a primary government dealer with collateral, and safekept at a City approved Custodian, as provided under the provisions of the SIFMA (Securities Industry and Financial Markets Association) Master Repurchase Agreement. An executed agreement between the City, primary government dealer and Custodian will be on file before the City will enter into a tri -party repurchase agreement. Weekly monitoring by the City's Investment Officers or Advisor of all Collateral underlying repurchase agreements is required. More frequent monitoring may be necessary during periods of market volatility. 3. Public Funds Investment Pool up to 1 day A Public Funds Investment Pool duly created and managed in accordance with the Act to function as a money market mutual fund that marks its portfolio to market daily and, to the extent reasonably possible, which stabilizes its portfolio to market daily at $1 net asset value. If the ratio of the market value of the Public funds investment pool's portfolio divided by the book value of the portfolio is less than 99.50% or greater than 100.50 %, the Public -funds investment pool's portfolio holdings shall be sold as necessary to maintain the ratio between 99.50% and 100.50 %. 6 The maximum amount that may be invested in any one public funds investment pool is five (5) percent of the total current invested balance of the Public Funds Investment Pool. The maximum total amount that may be invested in any one overnight Public Funds Investment Pool is thirty (30) percent of the Investment Portfolio. The Public Funds Investment Pool must be continuously rated no lower than AAA or AAA -m or at an equivalent rating by at least one nationally recognized rating service. Public Funds Investment Pools may contain investment securities that are not directly authorized by this Policy, so long as (i) the AAA rating is standard herein above stated is satisfied, and (ii) the investment is permitted by Subchapter A of the Texas Public Funds Investment Act, Chapter 2256 of the Texas Government Code. An investment pool may invest its funds in money market mutual funds to the extent permitted by and consistent with the investment policies and objectives adopted by the investment pool. In addition to the requirements of its investment policy and any other forms of reporting, a public funds investment pool created to function as a money market fund shall report yield to its investors in accordance with regulations of the Securities and Exchange Commission applicable to reporting by money market funds. If the investment pool operates as an internet website, the information in a disclosure instrument or report must be posted on the website. 4. Collateralized and Brokered Certificates of Deposit up to 4 2 years Certificates of deposit or other instruments issued by state and national banks domiciled in Texas that are: a_• Guaranteed or insured by the Federal Deposit Insurance Corporation or its successor; or b._• Secured at 102% by obligations defined by Section XI of this Policy. a. Collateralized Certificates of Deposit — Certificates of deposit must be fully collateralized at 102% of their market value. The City requires the bank to pledge U.S. Treasuries or U.S. Agencies as collateral as described in section V, Subdivision A.1. The Investment Officers will monitor adequacy of collateralization on a weekly basis. b. Brokered Certificates of Deposit — The Investment Officer shall monitor, on no less than a weekly basis, the status and ownership of all banks issuing brokered CDs owned by the City of Corpus Christi based upon information from the FDIC. Brokered CDs will be required to have a cusip number and be held in safekeeping at a third -party institution. If any bank has been acquired or merged with another bank in which brokered CDs are owned, the Investment Officer shall immediately liquidate any brokered CD which is above the FDIC insurance level. 7 5. Money Market Mutual Fund up to 1 year A AAA -rated no -load money market mutual fund (no service charge) is an authorized investment if: a. the money market mutual fund is registered with and regulated by the Securities and Exchange Commission; b. the money market mutual fund provides the City with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Investment Company Act of 1940 (15 U.S.C. Section 80a -1 et seq.); c. the money market mutual fund includes in its investment objectives the maintenance of a stable net asset value of $1 for each share; d. the assets of the money market mutual fund are invested in those investments authorized under this Investment Policy; and e. the money market mutual fund has a dollar weighted average stated maturity of 90 days or fewer. 6. Guaranteed Investment Contracts up to 3 years Guaranteed investment contracts offer to pay a specific interest rate over a period of time, and can be structured to reflect an anticipated draw down schedule for capital improvements funded with bond proceeds. The collateral and monitoring requirements applicable to repurchase agreements shall apply to guaranteed investment contracts. A guaranteed investment contract may be utilized only in connection with the investment of bond proceeds. The maximum term of a guaranteed investment contract shall not exceed the anticipated construction period for the capital improvement, the construction of which is to be funded with Bond Proceeds. 7. Texas Term Investment Pool up to 1 year The Texas Term Investment Pool for fixed term investments was created as an investment pool and is a hybrid, mutual fund structure. The pool offers a fixed rate, fixed term portfolio option and is rated AAAf by Standard and Poor's Ratings Services. Participants may lock in a fixed rate for a term of 60 to 365 days. 8. Securities Lending Program .. up to 1 year Securities lending program as defined by the Act qualifies as an authorized investment if the value of the securities loaned under the program is not Tess than 100 %. However, the City requires 102% collateral. A loan made under the program must allow for termination at any time. Collateral is required and pledged to the City, held in the City's name and deposited with a custodian approved by the City. A loan made 8 under the program must be secured by pledged securities described by Section 2256.009(a), pledged irrevocable letters of credit issued by a bank that is organized and existing under the laws of the United States or any other state and continuously rated by at least one nationally recognized investment rating firm at not less than A or its equivalent or cash invested in accordance with Section 2256.009, 2256.013, 2256.014 or 2256.016. The terms of a loan made under the program must require that the securities being held as collateral be pledged to the investing entity, held in the investing entity's name and deposited at the time the investment is made with the entity or with a third party selected by or approved by the investing entity. A loan made under the program must be placed through a primary government securities dealer or a financial institution doing business in Texas. An agreement to lend securities must have a term of one year or less. B. Weighted Average Maturity In order to assure adequate liquidity and to minimize risk of loss to the Investment Portfolio due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the Funds. Maturity guidelines by Fund are as follows: The weighted average maturity (WAM) of the overall portfolio shall be no more than 365 days. 1. Operating Funds The maximum weighted average maturity of Operating Funds shall be 365 days. The Investment Officers will monitor the maturity level and adjust as appropriate throughout the fiscal year. 2. Capital Improvement Funds The maximum weighted average maturity of Capital Improvement Funds shall be 365 days. The Authorized Investment maturity of that portion of the City Portfolio that represents Capital Improvement Funds (bond proceeds, reserve funds, debt service and Commercial Paper) shall be determined considering: a. The anticipated cash flow requirements of the Capital Improvement Funds; and b. The "temporary period" as defined by Federal income tax law during which time bond proceeds may be invested at an unrestricted yield. Bond proceeds subject to yield restriction shall be invested considering that yield restriction to avoid a challenge to the City's related indebtedness qualification as an obligation, the interest in which is not subject to federal taxation under section 103 of the Internal Revenue Code of 1986 as amended (the "IRC "). Bond proceeds subject to yield restriction shall be invested considering the anticipated cash flow requirements of the Capital Improvement Funds. 9 For all bond proceeds controlled by the tax - exempt bond provisions of the IRC a complete yield analysis shall be performed to assure compliance with the IRC. An annual rebate calculation shall be performed to assure compliance with IRC. An annual rebate calculation shall be performed to determine the City's rebate liability at the end of each respective bond issue's five -year term. On the third anniversary of the respective issue date for each bond issue, bond proceeds from such issue will be yield restricted as required by the IRC. 3. Reserve Funds: Established by Operative Bond Funds or by the City Council. The following Reserve Funds may be invested up to five years in U.S. Treasuries or Agencies: Maximum Choke Canyon Fund 4050 $10,000,000 City monies governed by this Policy may not be invested in other investments permitted by law unless (i) such investments are specifically authorized for the investment of these monies by an ordinance adopted by the City Council issuing bonds or other debt obligations or (ii) this Policy is amended to permit such investment. C. Methods to Monitor Investment Market Price The City monitors the market price of investments obtained from Texpool's securities pricing service or the Bloomberg system which is made available through the City's authorized institutional brokers. The City may also obtain market price information from other nationally recognized sources of financial information such as the Wall Street Journal. VI. INVESTMENT STRATEGIES A. Investment Maturity Diversification A minimum of 15% of the total investment portfolio shall be held in Authorized Investments with maturity dates of 90 days or less for liquidity. U.S. Treasuries /Agencies may be purchased for longer -term maturities (greater than one year) but shall not exceed 40% of the total investment portfolio to preserve liquidity. The weighted average maturity limitation of the overall Investment Portfolio takes these requirements into account to protect liquidity and allow flexibility for market environments. Daily Authorized Investment reports shall monitor and address whether these diversification requirements are being met. Unless approved by the Investment Committee, the target percentages specified shall not be exceeded for temporary periods greater than thirty (30) days without the Investment Officers taking corrective action. 10 B. Strategies 1. Operating and CIP Funds Investment strategies for operating funds and capital improvement funds have as their primary objective the assurance that anticipated cash flows are matched with adequate investment liquidity. The secondary objective is to create an Investment Portfolio structure, which will experience minimal volatility during economic cycles. To accomplish this strategy, the City will purchase high credit quality, short -to- intermediate term investments primarily in a laddered structure. To pay for anticipated disbursements, Authorized Investments will be laddered to correspond with the projected cash flow needs of the City. Investments maturing that are acquired on the short end of the yield curve 90 days or less will meet immediate cash needs. A few Authorized Investments are purchased on the intermediate part of the yield curve (1- 3 year maturity) to lock in higher interest rates when rates are projected to decline due to the economic cycle of the economy. The dollar weighted average investment maturity of 365 days or less will be calculated using the stated final maturity dates of each investment. 2. Debt Service Funds Investment strategies for debt service funds shall have as the primary objective the assurance that debt service payment obligations are timely met. 3. Debt Service Reserve Funds Investment strategies for debt service reserve funds shall have as the primary objective the ability to generate a dependable revenue stream with a low degree of volatility. In accordance with the specific bond authorization document, investments should be of high credit quality, with short-to- intermediate -term maturities and a maximum weighted average maturity of one year. 4. Special Purpose Funds Investment strategies for Special Purpose Funds will have as their primary objective the assurance that anticipated cash flows are matched with adequate Authorized Investment liquidity. The stated final maturity dates and weighted average maturity shall be structured on the project completion date. These investment portfolios shall include highly liquid investments to allow for flexibility and unanticipated project outlays. C. Achieving Investment Yield Objectives 11 The City will utilize a conservative buy and hold strategy for the majority of the Investment Portfolio with investment selection based on legality, appropriateness, liquidity, and risk/return considerations. This strategy recognizes the unique needs of individual funds and provides for their recognized cash flow needs. The remaining portion of the Investment Portfolio may be invested actively and the reasons for doing so are: 1. Passive investment provides for: a. Investments targeted to pay upcoming anticipated disbursements. b. Liquidity to provide for a measure of anticipated disbursements and c. Laddering and diversification to manage market and credit risk. 2. Active investment provides for: a. The ability to improve yields in the Investment Portfolio by riding the yield curve during business cycle recovery and expansion periods. Interest rates on longer maturities typically exceed those on shorter maturities. Therefore, longer maturities (that can be held to maturity, if necessary) are purchased in anticipation of selling later at the same or lower interest rate, improving the total return during the holding period. b. The ability to improve market sector diversification by swapping out of one investment into another for a better total return, to realign for disbursement projections, or to extend or shorten maturity depending on economic forecasts. The City Manager, or his designee, is required to approve any investment that must be sold at a loss. All gains and losses will be reported to the City Council and Investment Committee no less frequently than on a quarterly basis. VII. DESIGNATION OF RESPONSIBILITY A. Investment Committee An Investment Committee, consisting of City Manager, Assistant City Managers, Director of Financial Services (or if vacant, Deputy Director of Financial Services), City Attorney, Assistant Director of Financial Services /Management and Budget shall meet at least quarterly to determine operational strategies and to monitor investment results. The Investment Committee will be responsible for monitoring, reviewing and making recommendations regarding the City's Investment Portfolio to the City Council. The Investment Committee will review quarterly investment reports before submission to the City Council and will, on no less than an annual basis, review and adopt a list of authorized broker /dealers prepared by the City. The Investment Committee shall include in its deliberation such topics as: economic 12 outlook, Investment Portfolio diversification, maturity structure, risk and performance of the portfolio(s). B. Investment Officers The authority to invest City funds and the execution of any documentation necessary to evidence the investment of City funds is granted to the Investment Officers. The City Treasurer and the Investment Analyst are the designated Investment Officers responsible for the daily operation of the investment program. Investment Officers will prepare monthly and quarterly reports, maintain information on counter- parties, monitor collateral, and attend training as required by the Act. As required by the Act, each Investment Officer shall attend ten hours of training in accordance with the Act within 12 months of assuming responsibilities and attend 10 hours of training that begins on the first day of that local government's fiscal year and consists of the two consecutive fiscal years after that date. Training should include topics such as investment controls, security risk, market risks, diversification of the investment portfolio and compliance with Texas laws. The Investment Committee approves investment — training seminars presented by the following organizations: Government Finance Officers Association Government Finance Officers Association of Texas Government Treasurers Organization of Texas Association of Public Treasurer's of the US & Canada Texas Municipal League University of North Texas Center for Public Management If the Investment Officer desires to attend an investment - training seminar presented by another organization for training credit, such seminar must be approved by the Director of Financial Services. C. Investment Advisor The City Council may contract with an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) to provide for the investment and management of City funds. The initial A contract made under authority of this subsection may not be for a term longer than two years. A renewal or extension of the contract must be made by the City Council by ordinance or resolution. VIII. INTERNAL CONTROLS The City Treasurer will establish a system of internal controls over the investment activities of the City and document such controls in the Investment Procedures Manual. These internal controls shall be approved by the Director of Financial Services. A. Standard of Care 13 Investments shall be made with the same judgment and care, under prevailing circumstances, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. Prudent investment is to be judged by the Investment Portfolio as a whole, not on individual Investments. In the case of a loss required rating, if liquidation is necessary due to a public funds investment pool losing its AAA rating or for other reasons, liquidation will be done in a prudent manner consistent with the investment objectives of this Policy and as provided in 2256.021 of the Government Code the Act. The Investment Officer shall monitor, on no less than a weekly basis, the credit rating on all authorized investments in the portfolio based upon independent information from a nationally recognized rating agency. If any security falls below the minimum rating required by Policy, the Investment Officer shall notify the City Manager, Director of Finance and City Council of the loss of rating, conditions affecting the rating and possible loss of principal with liquidation options available, within two weeks after the Toss of the required rating. Investment Officers and the Investment Advisor shall perform their duties strictly in accordance with the adopted Investment Policy. Investment Officers acting in good faith and in accordance with these policies and procedures shall be relieved of personal liability if exceptions are reported on a timely basis and prudent actions are taken to reduce potential loss. The Investment Committee and officers are indemnified as provided by City ordinance attached and incorporated as Appendix D. B. Ethics Investment Officers, Investment Committee members and employees involved in the investment process shall comply with the City's Code of Ethics attached and incorporated as Appendix B which requires disclosure of financial interests by April of each year. These individuals shall refrain from personal business activities that could conflict with proper execution of the investment program or which could impair the ability to make impartial investment decisions. Officers and employees shall disclose to the City Council any material investment decisions. Officers and employees shall disclose to the council any material financial interest in institutions that conduct investment or banking transactions with the City. Any Investment officer who has a personal or business relationship with an organization seeking to sell an investment to the City shall file a statement disclosing that relationship or interest. Disclosure statements required under this subsection must be filed. IX. COMPETITIVE SOLICITATION Except for Repurchase Agreements, Guaranteed Investment Contracts, and Public Funds Investment Pools, any new issue investment will be purchased through an Authorized Broker /Dealer or directly through the issuer. Investment Officers identify the best rate prior to the purchase of an Authorized Investment that meets the City's cash flow needs at the time. 14 Any Institution authorized to participate in the City's investment program must meet Collateral pledge requirements outlined in Section XI of these guidelines and must submit annual financial reports. X. AUTHORIZED COUNTER - PARTIES A. BrokerlDealers Any broker /dealer seeking to sell an Authorized Investment to the City is required to complete the questionnaire approved by the Investment Committee and furnish supporting documentation required by the Investment Committee. Information on the firms shall be maintained by the Investment Officers or the Investment Advisor. Securities qualifying as Authorized Investments shall only be purchased through those institutions approved by the Investment Committee. B. Policy Certification: Investments shall only be made with those Institutions who have executed a written certification in a form acceptable to the City, executed by a Qualified Representative of that Institution, and substantially to the effect that the Institution has: 1. Received, thoroughly reviewed and acknowledged, in writing, receipt and understanding of this Policy. 2. Acknowledged that the Institution has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between the Institution and the City that are not authorized by this Policy. C. Investments shall only be made with those institutions who have met the qualifications and standards established by the City's Investment Committee and set forth in the Investment Procedures Manual. D. The Investment Committee shall, at least annually, review, revise, and adopt a list of qualified brokers that are authorized to engage in investment transactions with the City. E. The City Treasurer will request the Investment Committee to authorize deletion of institutions for: 1. Slow response time; 2. Inability to compete with other authorized firms; 3. Insufficient market information on technical or fundamental expectations based on economic indicators; 4. Failed transactions or continuing operational difficulties; 5. Unwillingness to continue to abide by this Policy; the provisions listed in IX.A.; 15 6. Other reasons as approved by the Investment Committee. XI. COLLATERALIZATION It is imperative that the securities in the Investment Portfolio be protected through independent safekeeping and all time deposits and demand bank cash balances be protected with sufficient collateral at a minimum of 102% daily of current market values to guard against market and volatility risk. A. Pledged Collateral for Time and Demand Deposits Depository collateral is pledged to and not owned by the City. All collateral shall be held by a custodian approved by the City under an executed collateral agreement. The market value of pledged collateral for time and demand deposits Collateral must be at least 102% of the principal plus accrued interest. All collateral shall be held by an independent custodian outside the holding company of the pledging bank. Original evidence of City collateralization in the form of original safekeeping receipts will be provided to the City Treasurer and will be maintained in the City Treasurer's Office. The custodian will provide a monthly listing of collateral describing the securities and giving a market value. An investment officer will approve and release all pledged collateral. The Investment Officers will monitor adequacy of collateralization on a weekly basis. B. Collateral Substitution Collateralized investments and certificates of deposit often require substitution of Collateral. Any Institution must contact the Investment Officers for approval and settlement. The substituted collateral's value will be calculated and substitution approved if its value is equal to or greater than the required collateral value. Substitution is allowable for all transactions, but should be limited, to minimize the City's potential administrative problems. C. Collateral Reductions Should the collateral's market value exceed the required amount, any Institution may request approval from the Investment Officer to reduce collateral. Collateral reductions may be permitted only if the City's records indicate that the collateral's market value exceeds the required amount. D. Prohibited Securities Investment securities described in Section 2256.009(b), Government Code, shall not be eligible for use as collateral of City monies governed by this Policy. XII. SAFEKEEPING OF CITY SECURITIES A. Third Party Safekeeping Agreement The City shall utilize its banking services depository or other banks for the safekeeping of City owned securities. The delivery of all securities into safekeeping will be done on a delivery versus payment basis. 16 B. Safekeeping of Certificate of Deposit Collateral All Collateral securing bank and savings and loan deposits must be held by a Third Party Safekeeping Institution approved by the City, or Collateral may be held at the Federal Reserve Bank. C. Safekeeping of Repurchase Agreement Collateral Repurchase Agreement Collateral is restricted to U.S. Treasuries and must be delivered to a Third -Party Safekeeping Institution with which the City has (subject to the limitation described in Section XI.D above) established a third -party safekeeping agreement. D. Guaranteed Investment Agreement Collateral Guaranteed investment contract collateral is restricted to U.S. Treasuries and Agencies (subject to the limitation described in Section XI.D above) and must be delivered to a Third -Party Safekeeping Institution with which a third -party safekeeping agreement has been established pursuant to the terms of the guaranteed investment contract. XIII. INFORMATION REPORTING /PORTFOLIO EVALUATION A. The City Treasurer and Investment Analyst as designated Investment Officers are responsible for reporting to the Investment Committee and City Council on a quarterly basis in accordance with the Act. B. Quarterly Investment Reports are to include the following in accordance with the Act: a. Combined Investment Portfolio Report of Market versus Book Values b. Combined Portfolio Composition c. Individual Portfolio Composition d. Cash and Cash Equivalents, U.S. Treasuries and Investments Greater than One year e. Combined Summary of Investment Transactions f. Combined Investment Portfolio - Weighted Average Maturity g. Investment Revenue h. Analysis of Excess Collateral Coverage Aggregate Activity Per Broker j. Comparison of Investment Returns to Benchmarks k. Investment Portfolio Report — Lake Texana Project and Packery Channel Project Bond Funds by Issue m. Pools and Money Market Accounts - Approved Institutional Brokers n. Economic and Interest Rate Forecast o. Glossary p. Compliance Statement q. Quarterly Investment Committee Meeting Minutes 17 Internal Reporting /Evaluation In addition, the following reports are to be submitted on a monthly basis: 1) Cash position by bank account 2) Collateral position 3) Investment transactions C. External Reporting /Evaluations On a quarterly basis, any institution holding City time or demand deposits will provide to the Investment Officers for the institution's review a copy of the balance sheet and income statement for the Call Report for review. All depository and brokerage institutions will provide annual audited financial statements. Any Public Funds Investment Pools must provide reports and disclosure statements as required by the Act. D. Record Retention The City follows the guidelines of retaining records for five years from City's current fiscal year, as recommended in the Texas State Library Municipal Records Manual or may be authorized by the City's local records management guidelines. XIV. BANKING SERVICES All depository services are provided in the City's main depository agreement. Other services such as credit cards, direct deposit of payroll or other services may be administered through separate agreements. To aggressively invest Excess Cash Balances, controlled disbursements accounts, zero balance accounts and other cash management tools may be employed. XIV. ANNUAL POLICY ADOPTION This Policy will be reviewed and adopted by the City Council no less than annually. The accepting ordinance resolution will include a description of all changes made to this policy. XVI. GENERAL PROVISIONS A. Audits and Inspections. During regular business hours and as often as the Investment Officers deem necessary, the Institution providing certificates of deposit will make available for examination by the City Manager, his duly authorized agent, accountant, or legal representative, such records and data to assure the pledge of Collateral, availability of Collateral, and financial stability of the Institution. 18 B. Compliance with Laws. Each Institution agrees to comply with all federal, state, and local laws, rules, regulations, and ordinances. The personnel or officers of such Institution shall be fully qualified and authorized under federal, state, and local law to perform the services set out under this Policy. Each Institution shall permit the Investment Officers to audit, examine, and make excerpts or transcripts from such records and to make audits of all contract, invoices, materials, and other data relating to applicable Investments. C. Performance Audits. The City's Annual External Financial Audit shall include a compliance audit of management controls on Investments and adherence to this Policy. If the City invests in other than money market mutual funds, investment public funds investment pools or accounts offered by its depository in the form of certificates of deposit or money market accounts; the quarterly reports prepared by Investment Officers for the City Council must be formally reviewed at least annually by an independent auditor. The results of the review must be reported to the City Council by that auditor. D. Investment Policy Resolution. The resolution authorizing this Investment Policy is attached hereto as Appendix C. 19 vs 4, N I h CITY OF CORPUS CHRISTI, TEXAS FINANCIAL SERVICES INVESTMENT POLICY Dec-ember—Pi-20U December 11, 2012 ew C1CR&g2 PR.R.PZ TABLE OF CONTENTS Page I. INTRODUCTION 1 II. PURPOSE 1 III. DEFINITIONS 2 IV. INVESTMENT OBJECTIVES 4 V. AUTHORIZED INVESTMENTS AND MAXIMUM MATURITY 5 VI. INVESTMENT STRATEGIES 10 VII. DESIGNATION OF RESPONSIBILITY 12 VIII. INTERNAL CONTROLS 13 IX. COMPETITIVE SOLICITATION 14 X. AUTHORIZED COUNTER - PARTIES 14 XI. COLLATERALIZATION 15 XII. SAFEKEEPING OF CITY SECURITIES 16 XIII. INFORMATION REPORTING /PORTFOLIO EVALUATION 17 XIV. BANKING SERVICES 18 XV. ANNUAL POLICY ADOPTION 18 XVI. GENERAL PROVISIONS 18 APPENDICES A. PUBLIC FUNDS INVESTMENT ACT B. CITY'S CODE OF ETHICS ORDINANCE C. RESOLUTION D. LEGAL DEFENSE AND INDEMNIFICATION OF CITY OFFICERS AND EMPLOYEES i CITY OF CORPUS CHRISTI INVESTMENT POLICY INTRODUCTION The City of Corpus Christi shall invest all available monies in compliance with this Investment Policy as adopted by the City Council and authorized by the Public Funds Investment Act. Effective cash management is recognized as essential to good fiscal management. An aggressive cash management program will be pursued to maximize interest earnings as a viable and material revenue source. The City's portfolio shall be designated and managed in a manner responsive to the public trust and consistent with local, state and federal law. Investments shall be made with the primary objective of: • Preservation of capital and protection of principal; • Maintenance of sufficient liquidity to meet operating needs; • Security of city funds and investments; • Diversification of investments to minimize risk while maximizing interest earnings; and • Maximization of return on the portfolio. Earnings from investments will be used in a manner that will best serve the interests of the City of Corpus Christi. Investments shall be made with judgment and care, under prevailing circumstances, that a person of prudence, discretion and intelligence would exercise in the management of that person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. 11. PURPOSE A. Authorization This Investment Policy is authorized by the City Council in accordance with Chapter 2256, Subchapter A of the Texas Government Code - The Public Funds Investment Act (the "Act" attached and incorporated as Appendix A). B. Scope This Investment Policy applies to all funds of the City, excluding pension funds, with regard to investing the financial assets of Funds, including, but not limited to: General Fund Special Revenue Funds Enterprise Funds 1 Internal Service Funds Special Purpose Funds (within the control of Investment Officers) Capital Improvement Funds (including Bond Proceeds, Bond Reserves, Debt Service, Commercial Paper and any other debt instrument) In addition to this Policy, the investment of Bond Funds, Debt Service, and Reserve Funds shall be managed (including the yield calculation thereon) by their governing ordinances and Federal Law, including the Tax Reform Act of 1986 and subsequent legislation. C. Review and Amendment This Policy shall be reviewed and adopted no less than annually by the City Council on or before December 31 of each calendar year. Amendments must be adopted by the City Council. The City Council shall adopt a written instrument by ordinance or resolution stating that it has reviewed the Investment Policy. This ordinance or resolution shall record any changes made to the Investment Policy. III. DEFINITIONS Authorized Broker /Dealer - Primary dealer and regional firms that have been selected by the federal underwriters to distribute their securities. Each authorized firm in a Broker /Dealer will offer the issue at the price authorized by the governmental agency on the initial market issuance. Authorized City Representatives — Investment Officers and City officers authorized to execute transactions are designated in the attached and incorporated Appendix A on behalf of the City. (Specific positions so authorized are the City Treasurer, Investment Analyst, Controller, Chief Accountant, Deputy Director of Financial Services and Director of Financial Services). Authorized Investment — Authorized investments defined by this Policy with a maximum maturity are approved by the Investment Committee and City Council. All Policy authorized securities are listed in Section V. Collateral - Securities pledged by a banking institution or sold under a repurchase agreement, to guarantee City assets. All collateral must be AAA rated. The City requires U.S. Treasuries, U.S. Agency Securities or municipal obligations as collateral so that the market values can be readily determined at any point in time. Collateral requirements are defined in Section XI. Cusip Number - A cusip is a 9- character alphanumeric code which identifies a financial security for purposes of facilitating clearing and settlement of trades. Custodian — An approved independent custodian charged with the safekeeping of securities owned by or pledged to the City. An independent custodian is one not affiliated with any pledging institution or counter -party. Director of Financial Services - The Director of Financial Services is the Municipal Finance Officer responsible for City investments, but not designated as an Investment 2 Officer. The Director of Financial Services may designate the Deputy Director of Financial Services, Controller or Chief Accountant to assist in this process. Excess Cash Balances - Collected bank balances not needed to pay estimated check clearings. Failed Transaction — A transaction in which an investment is not delivered to an institution for operational or availability reasons. The security would fail to be delivered to the Custodian. Institution - Any firm, bank, bank holding company, broker /dealer or Public Funds Investment Pool that offers to sell /buy a financial transaction /security to the City. All such firms must complete a Policy certification as stated by this Policy. Investment Advisor — SEC registered investment advisor contracted by the City to assist in the portfolio management process, reporting and treasury operations /controls. Investment Officers — Individuals designated by the City Council to execute investment transactions. Positions include only the City Treasurer and Investment Analyst. Investment Portfolio - All City monies and securities invested under authority of the Investment Officers. Qualified Representative — As defined by the Act, a person, who holds a position with a business organization, who is authorized to act on behalf of the business organization, and who is one of the following: (A) For a business organization doing business that is regulated by or registered with a securities commission, a person who is registered under the rules of the National Association of Securities Dealers; (B) For a state or federal bank, a savings bank, or a state or federal credit union, a member of the loan committee for the bank or branch of the bank or a person authorized by corporate resolution to act on behalf of and bind the banking institution; (C) For an investment public funds investment pool, the person authorized by the elected official or board with authority to administer the activities of the investment public funds investment pool to sign the written instrument on behalf of the investment public funds investment pool; or (D) For an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) or, if not subject to registration under that Act, registered with the State Securities Board, a person who is an officer or principal of the investment management firm. Reserve Funds - Funds designated by the City Council for specific purposes, which have not been appropriated for spending. Securities - Approved Investments designated by the Investment Committee, as defined by Section VII, to be held in the Investment Portfolio or acceptable to be pledged as Collateral to secure the monies of the City. 3 Special Purpose Funds - Monies of non - profit corporations that Investment Officers are permitted to invest; includes such entities as the Coastal Bend Health Facilities Development Corporation, Corpus Christi Housing Finance Corporation, Corpus Christi Community Improvement Corporation, HOME Project, First Time Home Buyer, Corpus Christi Industrial Development Corporation, Corpus Christi Business and Job Development Corporation, North Padre Island Development Corporation, Corpus Christi Crime Control and Prevention District, and Corpus Christi Digital Community Development Corporation. Third Party Safekeeping Institution - Any Institution not affiliated with an Institution delivering the Authorized Investment. IV. INVESTMENT OBJECTIVES The following states the investment objectives of the City in order of priority: A. Preservation and Safety of Principal Investments of the City shall be undertaken in a manner that seeks to ensure the preservation of capital in the overall Investment Portfolio. B. Liquidity The City's Investment Portfolio must be structured in a manner which maintains the liquidity necessary to pay obligations as they become due. Sufficient cash flows must be maintained through cash flow analysis and by rapidly depositing monies and timing disbursements. Generally, Investments are matched to specific cash flow requirements such as payrolls, construction drawdown schedules, debt service payments, and other payables. Liquidity is also achieved by investing in Authorized Investments with active secondary markets or in Public Funds Investment Pools with stable net asset values. C. Investment Yield The City's Investment Portfolio shall be designed with the objective of regularly exceeding the average yield of the following benchmarks in a manner consistent with the principles of this Policy described in Section IV. A and B and reflecting the cash flow expectations and portfolio strategy of the City: Six -month average of Texpool, Lone Star, Texstar and Texas Daily. However, it must be recognized that differing interest rate environments will result in fluctuations. During a declining market, satisfying this objective may not be practical until Authorized Investments mature and can be re- invested, especially since preservation of capital is the first priority in the investment of monies pursuant to this Policy. For bond issues to which arbitrage restrictions apply, the primary objectives shall be to avoid negative arbitrage and to obtain market yields minimizing the costs associated with investing such monies. 4 D. Diversification Diversification is required because of differing liquidity needs of the City and to control risk. Diversification minimizes the risk to the overall Investment Portfolio by spreading market and credit risk as well as potential losses on individual securities or market sector thereby enhancing safety of the Investment Portfolio. Through the solicitation of competitive proposals, the City shall allocate and diversify its Investments through various Institutions. The following types of Investments will be solicited from approved Institutions: 1. Obligations of the United States; including obligations that are fully guaranteed or insured by the Federal Deposit Insurance Corporation or by the explicit full faith and credit of the United States. 2. Repurchase Agreements - through a Third Party Safekeeping Institution Agreement, which includes an approved primary dealer doing business in Texas as required by the PFIA; 3. Public Funds Investment Pools - through participation agreements; 4. Certificates of Deposit - through approved local banks or a broker that has a main office or a branch office in this state and is selected from a list adopted by the investing entity. 5. Money Market Mutual Funds; 6. Guaranteed Investment Contracts (for Bond Proceeds only); 7. Texas Term Investment Pool; and 8. Securities Lending Program. The City recognizes that investment risks can result from default risk, credit volatility risk, and market price risks due to various technical and fundamental economic factors, and other complications, leading to temporary illiquidity. To control market price risks, volatile Investments shall be avoided. To control default risk, the only acceptable method of payment will be on a delivery versus payment -basis for all transactions, except Public Funds Investment Pools and repurchase agreements. Delivery versus Payment provides for payment to Institutions at the time the Investments are recorded in book entry form at the City's Third Party Safekeeping Institution, currently maintained at the Federal Reserve. For certificates of deposit, sufficient Collateral at 102% of current market values must be pledged to protect all City monies or monies under its control that exceed Federal Deposit Insurance Corporation (FDIC) coverage; the Collateral must be safe kept at a Third Party Safekeeping Institution not affiliated with the bank or bank holding company providing the certificate of deposit. V. AUTHORIZED INVESTMENTS AND MAXIMUM MATURITY The City of Corpus Christi is authorized to invest only in the following investments. City monies, governed by this Policy, may not be invested in other investments permitted by law unless this Policy is amended and adopted to permit such investment. 5 A. Authorized Investments 1. Obligations of the United States or its agencies and instrumentalities, excluding mortgage backed securities, which currently include the following stated final maturities: a. Short-term U.S. Treasuries: Maximum Maturity 1.) U.S. Treasury Bills up to 365 days* 2.) U.S. Treasury Coupon Notes up to 3 years* 3.) U.S. Treasury Notes and Strips up to 3 years* b. U.S. Agencies: Maximum Maturity 1.)Federal Home Loan Bank up to 2 years* 2.)Federal National Mortgage Association. up to 2 years* 3.)Federal Farm Credit up to 2 years* 4.)Federal Home Loan Mortgage Corporation up to 2 years* 5.)Federal Agricultural Mortgage Corporation up to 2 years* *Reserve Funds invested in Treasury and Agency obligations may have a stated final maturity up to five years. 2. Repurchase Agreements up to 365 days Repurchase agreements must be fully collateralized at 102% with a defined maturity date, is secured by a combination of cash and obligations, including obligations that are fully guaranteed or insured by the Federal Deposit Insurance Corporation or by the explicit full faith and credit of the United States placed with a primary government dealer with collateral, and safekept at a City approved Custodian, as provided under the provisions of the SIFMA (Securities Industry and Financial Markets Association) Master Repurchase Agreement. An executed agreement between the City, primary government dealer and Custodian will be on file before the City will enter into a tri -party repurchase agreement. Weekly monitoring by the City's Investment Officers or Advisor of all Collateral underlying repurchase agreements is required. More frequent monitoring may be necessary during periods of market volatility. 3. Public Funds Investment Pool up to 1 day A Public Funds Investment Pool duly created and managed in accordance with the Act to function as a money market mutual fund that marks its portfolio to market daily and, to the extent reasonably possible, which stabilizes its portfolio to market daily at $1 net asset value. If the ratio of the market value of the Public funds investment pool's portfolio divided by the book value of the portfolio is less than 99.50% or greater than 100.50 %, the Public -funds investment pool's portfolio holdings shall be sold as necessary to maintain the ratio between 99.50% and 100.50 %. 6 The maximum amount that may be invested in any one public funds investment pool is five (5) percent of the total current invested balance of the Public Funds Investment Pool. The maximum total amount that may be invested in any one overnight Public Funds Investment Pool is thirty (30) percent of the Investment Portfolio. The Public Funds Investment Pool must be continuously rated no lower than AAA or AAA -m or at an equivalent rating by at least one nationally recognized rating service. Public Funds Investment Pools may contain investment securities that are not directly authorized by this Policy, so long as (i) the AAA rating is standard herein above stated is satisfied, and (ii) the investment is permitted by Subchapter A of the Texas Public Funds Investment Act, Chapter 2256 of the Texas Government Code. An investment pool may invest its funds in money market mutual funds to the extent permitted by and consistent with the investment policies and objectives adopted by the investment pool. In addition to the requirements of its investment policy and any other forms of reporting, a public funds investment pool created to function as a money market fund shall report yield to its investors in accordance with regulations of the Securities and Exchange Commission applicable to reporting by money market funds. If the investment pool operates as an internet website, the information in a disclosure instrument or report must be posted on the website. 4. Collateralized and Brokered Certificates of Deposit up to 1- 2 years Certificates of deposit or other instruments issued by state and national banks domiciled in Texas that are: a_• Guaranteed or insured by the Federal Deposit Insurance Corporation or its successor; or b._• Secured at 102% by obligations defined by Section XI of this Policy. a. Collateralized Certificates of Deposit — Certificates of deposit must be fully collateralized at 102% of their market value. The City requires the bank to pledge U.S. Treasuries or U.S. Agencies as collateral as described in section V, Subdivision A.1. The Investment Officers will monitor adequacy of collateralization on a weekly basis. b. Brokered Certificates of Deposit — The Investment Officer shall monitor, on no less than a weekly basis, the status and ownership of all banks issuing brokered CDs owned by the City of Corpus Christi based upon information from the FDIC. Brokered CDs will be required to have a cusip number and be held in safekeeping at a third -partv institution. If any bank has been acquired or merged with another bank in which brokered CDs are owned, the Investment Officer shall immediately liquidate any brokered CD which is above the FDIC insurance level. 7 5. Money Market Mutual Fund up to 1 year A AAA -rated no -load money market mutual fund (no service charge) is an authorized investment if: a. the money market mutual fund is registered with and regulated by the Securities and Exchange Commission; b. the money market mutual fund provides the City with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Investment Company Act of 1940 (15 U.S.C. Section 80a -1 et seq.); c. the money market mutual fund includes in its investment objectives the maintenance of a stable net asset value of $1 for each share; d. the assets of the money market mutual fund are invested in those investments authorized under this Investment Policy; and e. the money market mutual fund has a dollar weighted average stated maturity of 90 days or fewer. 6. Guaranteed Investment Contracts up to 3 years Guaranteed investment contracts offer to pay a specific interest rate over a period of time, and can be structured to reflect an anticipated draw down schedule for capital improvements funded with bond proceeds. The collateral and monitoring requirements applicable to repurchase agreements shall apply to guaranteed investment contracts. A guaranteed investment contract may be utilized only in connection with the investment of bond proceeds. The maximum term of a guaranteed investment contract shall not exceed the anticipated construction period for the capital improvement, the construction of which is to be funded with Bond Proceeds. 7. Texas Term Investment Pool up to 1 year The Texas Term Investment Pool for fixed term investments was created as an investment pool and is a hybrid, mutual fund structure. The pool offers a fixed rate, fixed term portfolio option and is rated AAAf by Standard and Poor's Ratings Services. Participants may lock in a fixed rate for a term of 60 to 365 days. 8. Securities Lending Program up to 1 year Securities lending program as defined by the Act qualifies as an authorized investment if the value of the securities loaned under the program is not less than 100 %. However, the City requires 102% collateral. A loan made under the program must allow for termination at any time. Collateral is required and pledged to the City, held in the City's name and deposited with a custodian approved by the City. A loan made 8 under the program must be secured by pledged securities described by Section 2256.009(a), pledged irrevocable letters of credit issued by a bank that is organized and existing under the laws of the United States or any other state and continuously rated by at least one nationally recognized investment rating firm at not Tess than A or its equivalent or cash invested in accordance with Section 2256.009, 2256.013, 2256.014 or 2256.016. The terms of a loan made under the program must require that the securities being held as collateral be pledged to the investing entity, held in the investing entity's name and deposited at the time the investment is made with the entity or with a third party selected by or approved by the investing entity. A loan made under the program must be placed through a primary government securities dealer or a financial institution doing business in Texas. An agreement to lend securities must have a term of one year or less. B. Weighted Average Maturity In order to assure adequate liquidity and to minimize risk of loss to the Investment Portfolio due to interest rate fluctuations, investment maturities will not exceed the anticipated cash flow requirements of the Funds. Maturity guidelines by Fund are as follows: The weighted average maturity (WAM) of the overall portfolio shall be no more than 365 days. 1. Operating Funds The maximum weighted average maturity of Operating Funds shall be 365 days. The Investment Officers will monitor the maturity level and adjust as appropriate throughout the fiscal year. 2. Capital Improvement Funds The maximum weighted average maturity of Capital Improvement Funds shall be 365 days. The Authorized Investment maturity of that portion of the City Portfolio that represents Capital Improvement Funds (bond proceeds, reserve funds, debt service and Commercial Paper) shall be determined considering: a. The anticipated cash flow requirements of the Capital Improvement Funds; and b. The "temporary period" as defined by Federal income tax law during which time bond proceeds may be invested at an unrestricted yield. Bond proceeds subject to yield restriction shall be invested considering that yield restriction to avoid a challenge to the City's related indebtedness qualification as an obligation, the interest in which is not subject to federal taxation under section 103 of the Internal Revenue Code of 1986 as amended (the "IRC "). Bond proceeds subject to yield restriction shall be invested considering the anticipated cash flow requirements of the Capital Improvement Funds. 9 For all bond proceeds controlled by the tax - exempt bond provisions of the IRC a complete yield analysis shall be performed to assure compliance with the IRC. An annual rebate calculation shall be performed to assure compliance with IRC. An annual rebate calculation shall be performed to determine the City's rebate liability at the end of each respective bond issue's five -year term. On the third anniversary of the respective issue date for each bond issue, bond proceeds from such issue will be yield restricted as required by the IRC. 3. Reserve Funds: Established by Operative Bond Funds or by the City Council. The following Reserve Funds may be invested up to five years in U.S. Treasuries or Agencies: Maximum Choke Canyon Fund 4050 $10,000,000 City monies governed by this Policy may not be invested in other investments permitted by law unless (i) such investments are specifically authorized for the investment of these monies by an ordinance adopted by the City Council issuing bonds or other debt obligations or (ii) this Policy is amended to permit such investment. C. Methods to Monitor Investment Market Price The City monitors the market price of investments obtained from Texpool's securities pricing service or the Bloomberg system which is made available through the City's authorized institutional brokers. The City may also obtain market price information from other nationally recognized sources of financial information such as the Wall Street Journal. VI. INVESTMENT STRATEGIES A. Investment Maturity Diversification A minimum of 15% of the total investment portfolio shall be held in Authorized Investments with maturity dates of 90 days or less for liquidity. U.S. Treasuries /Agencies may be purchased for longer -term maturities (greater than one year) but shall not exceed 40% of the total investment portfolio to preserve liquidity. The weighted average maturity limitation of the overall Investment Portfolio takes these requirements into account to protect liquidity and allow flexibility for market environments. Daily Authorized Investment reports shall monitor and address whether these diversification requirements are being met. Unless approved by the Investment Committee, the target percentages specified shall not be exceeded for temporary periods greater than thirty (30) days without the Investment Officers taking corrective action. 10 B. Strategies 1. Operating and CIP Funds Investment strategies for operating funds and capital improvement funds have as their primary objective the assurance that anticipated cash flows are matched with adequate investment liquidity. The secondary objective is to create an Investment Portfolio structure, which will experience minimal volatility during economic cycles. To accomplish this strategy, the City will purchase high credit quality, short -to- intermediate term investments primarily in a laddered structure. To pay for anticipated disbursements, Authorized Investments will be laddered to correspond with the projected cash flow needs of the City. Investments maturing that are acquired on the short end of the yield curve 90 days or less will meet immediate cash needs. A few Authorized Investments are purchased on the intermediate part of the yield curve (1- 3 year maturity) to lock in higher interest rates when rates are projected to decline due to the economic cycle of the economy. The dollar weighted average investment maturity of 365 days or less will be calculated using the stated final maturity dates of each investment. 2. Debt Service Funds Investment strategies for debt service funds shall have as the primary objective the assurance that debt service payment obligations are timely met. 3. Debt Service Reserve Funds Investment strategies for debt service reserve funds shall have as the primary objective the ability to generate a dependable revenue stream with a low degree of volatility. In accordance with the specific bond authorization document, investments should be of high credit quality, with short -to- intermediate -term maturities and a maximum weighted average maturity of one year. 4. Special Purpose Funds Investment strategies for Special Purpose Funds will have as their primary objective the assurance that anticipated cash flows are matched with adequate Authorized Investment liquidity. The stated final maturity dates and weighted average maturity shall be structured on the project completion date. These investment portfolios shall include highly liquid investments to allow for flexibility and unanticipated project outlays. C. Achieving Investment Yield Objectives 11 The City will utilize a conservative buy and hold strategy for the majority of the Investment Portfolio with investment selection based on legality, appropriateness, liquidity, and risk/return considerations. This strategy recognizes the unique needs of individual funds and provides for their recognized cash flow needs. The remaining portion of the Investment Portfolio may be invested actively and the reasons for doing so are: 1. Passive investment provides for: a. Investments targeted to pay upcoming anticipated disbursements. b. Liquidity to provide for a measure of anticipated disbursements and c. Laddering and diversification to manage market and credit risk. 2. Active investment provides for: a. The ability to improve yields in the Investment Portfolio by riding the yield curve during business cycle recovery and expansion periods. Interest rates on longer maturities typically exceed those on shorter maturities. Therefore, longer maturities (that can be held to maturity, if necessary) are purchased in anticipation of selling later at the same or lower interest rate, improving the total return during the holding period. b. The ability to improve market sector diversification by swapping out of one investment into another for a better total return, to realign for disbursement projections, or to extend or shorten maturity depending on economic forecasts. The City Manager, or his designee, is required to approve any investment that must be sold at a loss. All gains and losses will be reported to the City Council and Investment Committee no Tess frequently than on a quarterly basis. VII. DESIGNATION OF RESPONSIBILITY A. Investment Committee An Investment Committee, consisting of City Manager, Assistant City Managers, Director of Financial Services (or if vacant, Deputy Director of Financial Services), City Attorney, Assistant Director of Financial Services /Management and Budget shall meet at least quarterly to determine operational strategies and to monitor investment results. The Investment Committee will be responsible for monitoring, reviewing and making recommendations regarding the City's Investment Portfolio to the City Council. The Investment Committee will review quarterly investment reports before submission to the City Council and will, on no less than an annual basis, review and adopt a list of authorized broker /dealers prepared by the City. The Investment Committee shall include in its deliberation such topics as: economic 12 outlook, Investment Portfolio diversification, maturity structure, risk and performance of the portfolio(s). B. Investment Officers The authority to invest City funds and the execution of any documentation necessary to evidence the investment of City funds is granted to the Investment Officers. The City Treasurer and the Investment Analyst are the designated Investment Officers responsible for the daily operation of the investment program. Investment Officers will prepare monthly and quarterly reports, maintain information on counter - parties, monitor collateral, and attend training as required by the Act. As required by the Act, each Investment Officer shall attend ten hours of training in accordance with the Act within 12 months of assuming responsibilities and attend 10 hours of training that begins on the first day of that local government's fiscal year and consists of the two consecutive fiscal years after that date. Training should include topics such as investment controls, security risk, market risks, diversification of the investment portfolio and compliance with Texas laws. The Investment Committee approves investment — training seminars presented by the following organizations: Government Finance Officers Association Government Finance Officers Association of Texas Government Treasurers Organization of Texas Association of Public Treasurer's of the US & Canada Texas Municipal League University of North Texas Center for Public Management If the Investment Officer desires to attend an investment - training seminar presented by another organization for training credit, such seminar must be approved by the Director of Financial Services. C. Investment Advisor The City Council may contract with an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) to provide for the investment and management of City funds. The initial A contract made under authority of this subsection may not be for a term longer than two years. A renewal or extension of the contract must be made by the City Council by ordinance or resolution. VIII. INTERNAL CONTROLS The City Treasurer will establish a system of internal controls over the investment activities of the City and document such controls in the Investment Procedures Manual. These internal controls shall be approved by the Director of Financial Services. A. Standard of Care 13 Investments shall be made with the same judgment and care, under prevailing circumstances, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. Prudent investment is to be judged by the Investment Portfolio as a whole, not on individual Investments. In the case of a loss required rating, if liquidation is necessary due to a public funds investment pool losing its AAA rating or for other reasons, liquidation will be done in a prudent manner consistent with the investment objectives of this Policy and as provided in 2256.021 of the Government Code the Act. The Investment Officer shall monitor, on no less than a weekly basis, the credit rating on all authorized investments in the portfolio based upon independent information from a nationally recognized rating agency. If any security falls below the minimum rating required by Policy, the Investment Officer shall notify the City Manager, Director of Finance and City Council of the loss of rating, conditions affecting the rating and possible loss of principal with liquidation options available, within two weeks after the Toss of the required rating. Investment Officers and the Investment Advisor shall perform their duties strictly in accordance with the adopted Investment Policy. Investment Officers acting in good faith and in accordance with these policies and procedures shall be relieved of personal liability if exceptions are reported on a timely basis and prudent actions are taken to reduce potential loss. The Investment Committee and officers are indemnified as provided by City ordinance attached and incorporated as Appendix D. B. Ethics Investment Officers, Investment Committee members and employees involved in the investment process shall comply with the City's Code of Ethics attached and incorporated as Appendix B which requires disclosure of financial interests by April of each year. These individuals shall refrain from personal business activities that could conflict with proper execution of the investment program or which could impair the ability to make impartial investment decisions. Officers and employees shall disclose to the City Council any material investment decisions. Officers and employees shall disclose to the council any material financial interest in institutions that conduct investment or banking transactions with the City. Any Investment officer who has a personal or business relationship with an organization seeking to sell an investment to the City shall file a statement disclosing that relationship or interest. Disclosure statements required under this subsection must be filed. IX. COMPETITIVE SOLICITATION Except for Repurchase Agreements, Guaranteed Investment Contracts, and Public Funds Investment Pools, any new issue investment will be purchased through an Authorized Broker /Dealer or directly through the issuer. Investment Officers identify the best rate prior to the purchase of an Authorized Investment that meets the City's cash flow needs at the time. 14 Any Institution authorized to participate in the City's investment program must meet Collateral pledge requirements outlined in Section XI of these guidelines and must submit annual financial reports. X. AUTHORIZED COUNTER - PARTIES A. Broker /Dealers Any broker /dealer seeking to sell an Authorized Investment to the City is required to complete the questionnaire approved by the Investment Committee and furnish supporting documentation required by the Investment Committee. Information on the firms shall be maintained by the Investment Officers or the Investment Advisor. Securities qualifying as Authorized Investments shall only be purchased through those institutions approved by the Investment Committee. B. Policy Certification: Investments shall only be, made with those Institutions who have executed a written certification in a form acceptable to the City, executed by a Qualified Representative of that Institution, and substantially to the effect that the Institution has: 1. Received, thoroughly reviewed and acknowledged, in writing, receipt and understanding of this Policy. 2. Acknowledged that the Institution has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between the Institution and the City that are not authorized by this Policy. C. Investments shall only be made with those institutions who have met the qualifications and standards established by the City's Investment Committee and set forth in the Investment Procedures Manual. D. The Investment Committee shall, at least annually, review, revise, and adopt a list of qualified brokers that are authorized to engage in investment transactions with the City. E. The City Treasurer will request the Investment Committee to authorize deletion of institutions for: 1. Slow response time; 2. Inability to compete with other authorized firms; 3. Insufficient market information on technical or fundamental expectations based on economic indicators; 4. Failed transactions or continuing operational difficulties; 5. Unwillingness to continue to abide by this Policy; the provisions listed in IX.A.; 15 6. Other reasons as approved by the Investment Committee. XI. COLLATERALIZATION It is imperative that the securities in the Investment Portfolio be protected through independent safekeeping and all time deposits and demand bank cash balances be protected with sufficient collateral at a minimum of 102% daily of current market values to guard against market and volatility risk. A. Pledged Collateral for Time and Demand Deposits Depository collateral is pledged to and not owned by the City. All collateral shall be held by a custodian approved by the City under an executed collateral agreement. The market value of pledged collateral for time and demand deposits Collateral must be at least 102% of the principal plus accrued interest. All collateral shall be held by an independent custodian outside the holding company of the pledging bank. Original evidence of City collateralization in the form of original safekeeping receipts will be provided to the City Treasurer and will be maintained in the City Treasurer's Office. The custodian will provide a monthly listing of collateral describing the securities and giving a market value. An investment officer will approve and release all pledged collateral. The Investment Officers will monitor adequacy of collateralization on a weekly basis. B. Collateral Substitution Collateralized investments and certificates of deposit often require substitution of Collateral. Any Institution must contact the Investment Officers for approval and settlement. The substituted collateral's value will be calculated and substitution approved if its value is equal to or greater than the required collateral value. Substitution is allowable for all transactions, but should be limited, to minimize the City's potential administrative problems. C. Collateral Reductions Should the collateral's market value exceed the required amount, any Institution may request approval from the Investment Officer to reduce collateral. Collateral reductions may be permitted only if the City's records indicate that the collateral's market value exceeds the required amount. D. Prohibited Securities Investment securities described in Section 2256.009(b), Government Code, shall not be eligible for use as collateral of City monies governed by this Policy. XII. SAFEKEEPING OF CITY SECURITIES A. Third Party Safekeeping Agreement The City shall utilize its banking services depository or other banks for the safekeeping of City owned securities. The delivery of all securities into safekeeping will be done on a delivery versus payment basis. 16 B. Safekeeping of Certificate of Deposit Collateral All Collateral securing bank and savings and loan deposits must be held by a Third Party Safekeeping Institution approved by the City, or Collateral may be held at the Federal Reserve Bank. C. Safekeeping of Repurchase Agreement Collateral Repurchase Agreement Collateral is restricted to U.S. Treasuries and must be delivered to a Third -Party Safekeeping Institution with which the City has (subject to the limitation described in Section XI.D above) established a third -party safekeeping agreement. D. Guaranteed Investment Agreement Collateral Guaranteed investment contract collateral is restricted to U.S. Treasuries and Agencies (subject to the limitation described in Section XI.D above) and must be delivered to a Third -Party Safekeeping Institution with which a third -party safekeeping agreement has been established pursuant to the terms of the guaranteed investment contract. XIII. INFORMATION REPORTING /PORTFOLIO EVALUATION A. The City Treasurer and Investment Analyst as designated Investment Officers are responsible for reporting to the Investment Committee and City Council on a quarterly basis in accordance with the Act. B. Quarterly Investment Reports are to include the following in accordance with the Act: a. Combined Investment Portfolio Report of Market versus Book Values b. Combined Portfolio Composition c. Individual Portfolio Composition d. Cash and Cash Equivalents, U.S. Treasuries and Investments Greater than One year e. Combined Summary of Investment Transactions f. Combined Investment Portfolio - Weighted Average Maturity g. Investment Revenue h. Analysis of Excess Collateral Coverage Aggregate Activity Per Broker j. Comparison of Investment Returns to Benchmarks k. Investment Portfolio Report — Lake Texana Project and Packery Channel Project Bond Funds by Issue m. Pools and Money Market Accounts - Approved Institutional Brokers n. Economic and Interest Rate Forecast o. Glossary p. Compliance Statement q. Quarterly Investment Committee Meeting Minutes 17 Internal Reporting /Evaluation In addition, the following reports are to be submitted on a monthly basis: 1) Cash position by bank account 2) Collateral position 3) Investment transactions C. External Reporting /Evaluations On a quarterly basis, any institution holding City time or demand deposits will provide to the Investment Officers for the institution's review a copy of the balance sheet and income statement for the Call Report for review. All depository and brokerage institutions will provide annual audited financial statements. Any Public Funds Investment Pools must provide reports and disclosure statements as required by the Act. D. Record Retention The City follows the guidelines of retaining records for five years from City's current fiscal year, as recommended in the Texas State Library Municipal Records Manual or may be authorized by the City's local records management guidelines. XIV. BANKING SERVICES All depository services are provided in the City's main depository agreement. Other services such as credit cards, direct deposit of payroll or other services may be administered through separate agreements. To aggressively invest Excess Cash Balances, controlled disbursements accounts, zero balance accounts and other cash management tools may be employed. XIV. ANNUAL POLICY ADOPTION This Policy will be reviewed and adopted by the City Council no less than annually. The accepting ordinance resolution will include a description of all changes made to this policy. XVI. GENERAL PROVISIONS A. Audits and Inspections. During regular business hours and as often as the Investment Officers deem necessary, the Institution providing certificates of deposit will make available for examination by the City Manager, his duly authorized agent, accountant, or legal representative, such records and data to assure the pledge of Collateral, availability of Collateral, and financial stability of the Institution. 18 B. Compliance with Laws. Each Institution agrees to comply with all federal, state, and local laws, rules, regulations, and ordinances. The personnel or officers of such Institution shall be fully qualified and authorized under federal, state, and local law to perform the services set out under this Policy. Each Institution shall permit the Investment Officers to audit, examine, and make excerpts or transcripts from such records and to make audits of all contract, invoices, materials, and other data relating to applicable Investments. C. Performance Audits. The City's Annual External Financial Audit shall include a compliance audit of management controls on Investments and adherence to this Policy. If the City invests in other than money market mutual funds, investment public funds investment pools or accounts offered by its depository in the form of certificates of deposit or money market accounts; the quarterly reports prepared by Investment Officers for the City Council must be formally reviewed at least annually by an independent auditor. The results of the review must be reported to the City Council by that auditor. D. Investment Policy Resolution. The resolution authorizing this Investment Policy is attached hereto as Appendix C. 19 APPENDIX A Texas Public Funds Investment Act Texas Government Code, Chapter 2256 Subchapter A PUBLIC FUNDS INVESTMENT ACT Chapter 2256, Texas Government Code Effective as of September 1, 2011 SUBCHAPTER A. AUTHORIZED INVESTMENTS FOR GOVERNMENTAL ENTITIES Sec. 2256.001 Short Title. This chapter may be cited as the Public Funds Investment Act. Sec. 2256.002 Definitions. In this chapter: (1) "Bond Proceeds" means the proceeds from the sale of bonds, notes, and other obligations issued by an entity, and reserves and funds maintained by an entity for debt service purposes. (2) "Book Value" means the original acquisition cost of an investment plus or minus the accrued amortization or accretion. (3) "Funds" means public funds in the custody of a state agency or local government that: (A) are not required by law to be deposited in the state treasury; and (B) the investing entity has authority to invest. (4) "Institution of higher education" has the meaning assigned by Section 61.003, Education Code. (5) "Investing entity" and "entity" mean an entity subject to this chapter and described by Section 2256.003. (6) "Investment pool" means an entity created under this code to invest public funds jointly on behalf of the entities that participate in the pool and whose investment objectives in order of priority are: (A) preservation and safety of principal; (B) liquidity; and (C) yield. (7) "Local government" means a municipality, a county, a school district, a district or authority created under Section 52(b)(1) or (2), Article III, or Section 59, Article XVI, Texas Constitution, a fresh water supply district, a hospital district, and any political subdivision, authority, public corporation, body politic, or instrumentality of the State of Texas, and any nonprofit corporation acting on behalf of any of those entities. (8) "Market value" means the current face or par value of an investment multiplied by the net selling price of the security as quoted by a recognized market pricing source quoted on the valuation date. (9) "Pooled fund group" means an internally created fund of an investing entity in which one or more institutional accounts of the investing entity are invested. (10) "Qualified representative" means a person who holds a position with a business organization, who is authorized to act on behalf of the business organization, and who is one of the following: (A) for a business organization doing business that is regulated by or registered with a securities commission, a person who is registered under the rules of the National Association of Securities Dealers; (B) for a state or federal bank, a savings bank or a state or federal credit union, a member of the loan committee for the bank or branch of the bank or a person authorized by corporate resolution to act on behalf of and bind the banking institution; (C) for an investment pool, the person authorized by the elected official or board with authority to administer the activities of the investment pool to sign the written instrument on behalf of the investment pool, or (D) for an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) or, if not subject to registration under that Act, registered with the State Securities Board, a person who is an officer or principal of the investment management firm. Patterson & Associates, Austin 1 (11) "School district" means a public school district. (12) "Separately invested asset" means an account or fund of a state agency or local government that is not invested in a pooled fund group. (13) "State agency" means an office, department, commission, board, or other agency that is part of any branch of state government, an institution of higher education, and any nonprofit corporation acting on behalf of any of those entities. Sec. 2256.003 Authority to Invest Funds; Entities Subject to this Chapter (a) Each governing body of the following entities may purchase, sell, and invest its funds and funds under its control in investments authorized under this subchapter in compliance with investment policies approved by the governing body and according to the standard of care prescribed by Section 2256.006: (1) a local government; (2) a state agency; (3) a nonprofit corporation acting on behalf of a local government or a state agency; or (4) an investment pool acting on behalf of two or more local governments, state agencies, or a combination of those entities. (b) In the exercise of its powers under Subsection (a), the governing body of an Investing entity may contract with an investment management firm registered under the Investment Advisers Act of 1940 (15 U.S.C. Section 80b -1 et seq.) or with the State Securities Board to provide for the investment and management of its public funds or other funds under its control, A contract made under authority of this subsection may not be for a term longer than two years. A renewal or extension of the contract must be made by the governing body of the investing entity by order, ordinance or resolution. (c) This chapter does not prohibit an investing entity or investment officer from using the entity's employees or the services of a contractor of the entity to aid the investment officer in the execution of the officer's duties under this chapter. Sec. 2256.004 Applicability (a) This subchapter does not apply to: (1) a public retirement system as defined by Section 802.001; (2) state funds invested as authorized by Section 404.024; (3) an institution of higher education having total endowments of at least $95 million in book value on May 1, 1995 (4) funds invested by the Veterans Land Board as authorized by Chapter 161, 162, or 164, Natural Resources Code, (5) registry funds deposited with the county or district clerk under Chapter 117, Local Government Code, or (6) a deferred compensation plan that qualifies under either Section 401(k) or 457 of the Internal Revenue Code of 1986 (26 U.S.C. Section 1 et seq.) as amended. (b) This subchapter does not apply to an investment donated to an investing entity for a particular purpose or under terms of use specified by the donor. Sec. 2256.005 Investment Policies; Investment Strategies; Investment Officer. (a) The governing body of an investing entity shall adopt by rule, order, ordinance, or resolution, as appropriate, a written investment policy regarding the investment of Its funds and funds under its control. (b) The investment policies must: (1) be written; (2) primarily emphasize safety of principal and liquidity; (3) address investment diversification, yield, and maturity and the quality and capability of investment management; and (4) include: (A) a list of the types of authorized investments in which the investing entity's funds may be invested; (B)the maximum allowable stated maturity of any individual investment owned by the entity; (C) for pooled fund groups, the maximum dollar - weighted average maturity allowed based on the stated maturity date for the portfolio. (D)methods to monitor the market price of investments acquired with public funds; (E)a requirement for settlement of all transactions, except investment pool funds and mutual funds, on a delivery versus payment basis, and (F) procedures to monitor rating changes in investments acquired with public funds and the liquidation of such investments consistent with the provisions of Section 2256.021. (c) The investment policies may provide that bids for certificates of deposit be solicited: Patterson & Associates, Austin 2 (1) orally; (2) in writing; (3) electronically; or (4) in any combination of those methods. (d) As an integral part of an investment policy, the governing body shall adopt a separate written investment strategy for each of the funds or group of funds under its control. Each investment strategy must describe the investment objectives for the particular fund using the following priorities in order of importance: (1) understanding of the suitability of the investment to the financial requirements of the entity; (2) preservation and safety of principal; (3) liquidity; (4) marketability of the investment if the need arises to liquidate the investment before maturity; (5) diversification of the investment portfolio; and (6) yield. (e) The governing body of an investing entity shall review its investment policy and investment strategies not less than annually. The governing body shall adopt a written instrument by rule, order, ordinance or resolution stating that it has reviewed the investment policy and investment strategies and that the written instrument so adopted shall record any changes made to either the investment policy or investment strategies. (f) Each investing entity shall designate, by rule, order, ordinance, or resolution, as appropriate, one or more officers or employees of the state agency, local government, or investment pool as investment officer to be responsible for the investment of its funds consistent with the investment policy adopted by the entity. If the governing body of an investing entity has contracted with another investing entity to invest its funds, the investment officer of the other investing entity is considered to be the investment officer of the first investing entity for purposes of this chapter. Authority granted to a person to invest an entity's funds is effective until rescinded by the investing entity until the expiration of the officer's term or the_ termination of the person's employment by the investing entity, or if an investment management firm, until expiration of the contract with the investing entity. In the administration of the duties of an investment officer, the person designated as investment officer shall exercise the judgment and care, under prevailing circumstances, that a prudent person would exercise in the management of the person's own affairs, but the governing body of the investing entity retains ultimate responsibility as fiduciaries of the assets of the entity. Unless authorized by law, a person may not deposit, withdraw, transfer, or manage in any other manner the funds of the investing entity. (g) Subsection (f) does not apply to a state agency, local government, or investment pool for which an officer of the entity is assigned by law the function of investing its funds. (h) An officer or employee of a commission created under Chapter 391, Local Government Code, is ineligible to be designated as an investment officer under Subsection (f) for any investing entity other than for that commission. An officer or employee of a commission created under Chapter 391, Local Government Code, is ineligible to be an investment officer for the commission under Subsection (f) if the officer or employee is an investment officer designated under Subsection (f) for another local government. (I) An investment officer of an entity who has a personal business relationship with a business organization offering to engage in an investment transaction with the entity shall file a statement disclosing that personal business interest. An investment officer who is related within the second degree by affinity or consanguinity, as determined under Chapter 573, to an individual seeking to sell an investment to the investment officer's entity shall file a statement disclosing that relationship. A statement required under this subsection must be filed with the Texas Ethics Commission and the governing body of the entity. For purposes of this subsection, an investment officer has a personal business relationship with a business organization if: (1) the investment officer owns 10 percent or more of the voting stock or shares of the business organization or owns $5,000 or more of the fair market value of the business organization; (2) funds received by the investment officer from the business organization exceed 10 percent of the investment officer's gross income for the previous year; or (3) the investment officer has acquired from the business organization during the previous year investments with a book value of $2,500 or more for the personal account of the investment officer. (j) The governing body of an investing entity may specify in its investment policy that any investment authorized by this chapter is not suitable. (k) A written copy of the investment policy shall be presented to any person offering to engage in an investment transaction with an investing entity or to an investment management firm under contract with an investing entity to invest or manage the entity's investment portfolio, For purposes of this subsection, a business organization includes Patterson & Associates, Austin 3 investment pools and an investment management firm under contract with an investing entity to invest or manage the entity's investment portfolio. Nothing in this subsection relieves the investing entity of the responsibility for monitoring the investments made by the investing entity to determine that they are in compliance with the investment policy. The qualified representative of the business organization offering to engage in an investment transaction with an investing entity shall execute a written instrument in a form acceptable to the Investing entity and the business organization substantially to the effect that the business organization has: (1) received and reviewed the investment policy of the entity; and (2) acknowledged that the business organization has implemented reasonable procedures and controls in an effort to preclude investment transactions conducted between the entity and the organization that are not authorized by the entity's investment policy, except to the extent that this authorization is dependent on an analysis of the makeup of the entity's entire portfolio or requires an interpretation of subjective investment standards. (I) The investment officer of an entity may not acquire or otherwise obtain any authorized investment described in the investment policy of the investing entity from a person who has not delivered to the entity the instrument required by Subsection (k). (m) An investing entity other than a state agency, in conjunction with its annual financial audit, shall perform a compliance audit of management controls on investments and adherence to the entity's established investment policies. (n) Except as provided by Subsection (o), at least once every two years a state agency shall arrange for a compliance audit of management controls on investments and adherence to the agency's established investment policies. The compliance audit shall be performed by the agency's internal auditor or by a private auditor employed in the manner provided by Section 321.020. Not later than January 1 of each even - numbered year, a state agency shall report the results of the most recent audit performed under this subsection to the state auditor. A state agency also shall report to the state auditor other information the state auditor determines necessary to assess compliance with laws and policies applicable to state agency investments. A report under this subsection shall be prepared in a manner the state auditor prescribes. (o) The audit requirements of Subsection (n) do not apply to assets of a state agency that are invested by the comptroller under Section 404.024. Sec. 2256.006 Standard of Care. (a) Investments shall be made with judgment and care, under prevailing circumstances, that a person of prudence, discretion, and intelligence would exercise in the management of the person's own affairs, not for speculation, but for investment, considering the probable safety of capital and the probable income to be derived. Investment of funds shall be governed by the following investment objectives, in order of priority: (1) preservation and safety of principal; (2) liquidity; and (3) yield. (b) In determining whether an investment officer has exercised prudence with respect to an investment decision, the determination shall be made taking into consideration: (1) the investment of all funds, or funds under the entity's control, over which the officer had responsibility rather than a consideration as to the prudence of a single investment; and (2) whether the investment decision was consistent with the written investment policy of the entity. Sec. 2256.007 Investment Training; State Agency Board Members and Officers. (a) Each member of the governing board of a state agency and its investment officer shall attend at least one training session relating to the person's responsibilities under this chapter within six months after taking office or assuming duties. (b) The Texas Higher Education Coordinating Board shall provide the training under this section. (c) Training under this section must include education in investment controls, security risks, strategy risks, market risks, diversification of investment portfolio, and compliance with this chapter. (d) An investment officer shall attend a training session not less than once each state fiscal biennium and may receive training from any independent source approved by the governing body of the state agency. The investment officer shall prepare a report on this subchapter and deliver the report to the governing body of the state agency not later than the 180`h day after the last day of each regular session of the legislature. Patterson & Associates, Austin 4 Sec. 2256.008 Investment Training; Local Governments. (a) Except as provided by Subsections (b) and (e), the treasurer, the chief financial officer if the treasurer is not the chief financial officer, and the investment officer of a local government shall; (1) attend at least one training session from an independent source approved by the governing body of the local government or a designated investment committee advising the investment officer as provided for in the investment policy of the local government and containing at least 10 hours of instruction relating to the treasurer's or officer's responsibilities under this subchapter within 12 months after taking office or assuming duties; and (2) except as provided by Subsection (b) and (e), attend an investment training session not less than once in a two -year period that begins on the first day of that local government's fiscal year and consists of the two consecutive years after that date, and receive not less than 10 hours of instruction relating to investment responsibilities under this subchapter from an independent source approved by the governing body of the local government or a designated investment committee advising the Investment officer as provided for in the investment policy of the local government. (b) An investing entity created under authority of Section 52(b), Article 11I, or Section 59, Article XVI, Texas Constitution, that has contracted with an investment management firm under Section 2256.003(b) and has fewer than five full -time employees or an investing entity that has contracted with another investing entity to invest the entity's funds may satisfy the training requirement provided by Subsection (a)(2) by having an officer of the governing body attend four hours of appropriate instruction in a two -year period that begins on the first day of that local government's fiscal year and consists of the two consecutive fiscal years after that date. The treasurer or chief financial officer of an investing entity created under authority of Section 52(b), Article III, or Section 59, Article XVI, Texas Constitution, and that has fewer than five full -time employees is not required to attend training required by this section unless the person is also the investment officer of the entity. (c) Training under this section must include education in investment controls, security risks, strategy risks, market risks, diversification of investment portfolio,, and compliance with this chapter. (d) Not later than December 31 each year, each individual, association, business, organization, governmental entity, or other person that provides training under this section shall report to the comptroller a list of the governmental entities for which the person provided required training under this section during that calendar year. An individual's reporting requirements under this subsection are satisfied by a report of the individual's employer or the sponsoring or organizing entity of a training program or seminar. (e) This section does not apply to a district governed by Chapter 36 or 49, Water Code. Sec. 2256.009 Authorized Investments: Obligations of, or Guaranteed by Governmental Entities. (a) Except as provided by Subsection (b), the following are authorized investment under this subchapter: (1) Obligations, including letters of credit, of the United States or its agencies and instrumentalities; (2) direct obligations of this state or its agencies and instrumentalities; (3) collateralized mortgage obligations directly issued by a federal agency or instrumentality of the United States, the underlying security for which is guaranteed by an agency or instrumentality of the United States. (4) other obligations, the principal and interest of which are unconditionally guaranteed or insured by, or backed by the full faith and credit of, this state or the United States or their respective agencies and instrumentalities including obligations that are fully guaranteed or insured by the Federal Deposit Insurance Corporation or by the explicit full faith and credit of the United States.; and (5) obligations of states, agencies, counties, cities, and other political subdivisions of any state rated as to investment quality by a nationally recognized investment rating firm not less than A or its equivalent and (6) bonds issued, assumed, or guaranteed by the State of Israel. (b) The following are not authorized investments under this section: (1) obligations whose payment represents the coupon payments on the outstanding principal balance of the underlying mortgage- backed security collateral and pays no principal; (2) obligations whose payment represents the principal stream of cash flow from the underlying mortgage - backed security collateral and bears no interest; (3) collateralized mortgage obligations that have a stated final maturity date of greater than 10 years; and (4) collateralized mortgage obligations the interest rate of which is determined by an index that adjusts opposite to the changes in a market index. Patterson & Associates, Austin 5 Sec. 2256.010 Authorized Investments: Certificates of Deposit. (a) A certificate of deposit or share deposit is an authorized investment under this subchapter if the certificate is issued by a depository institution that has its main office or a branch office in this state and is: (1) guaranteed or insured by the Federal Deposit Insurance Corporation, or its successor or the National Credit Union Share Insurance Fund or Its successor; (2) secured by obligations that are described by Section 2256.009(a), including mortgage backed securities directly issued by a federal agency or instrumentality that have a market value of not Tess than the principal amount of the certificates, but excluding those mortgage- backed securities of the nature described by Section 2256.009(b); or (3) secured in any other manner and amount provided by law for deposits of the investing entity. (b) In addition to the authority to invest funds in certificates of deposit under Subsection (a), an investment in certificates of deposit made in accordance with the following conditions is an authorized investment under this subchapter: (1) the funds are invested by an investing entity through: (A) a broker that has a main office or a branch office in this state and is selected from a list adopted by the investing entity as required by Section 2256.025; or (8) a depository institution that has its main office or a branch office in this state and that is selected by the investing entity; (2) the broker or the depository institution selected by the investing entity under Subdivision (1) arranges for the deposit of the funds in certificates of deposit in one or more federally insured depository institutions, wherever located, for the account of the investing entity; (3) the full amount of the principal and accrued interest of each of the certificates of deposit is insured by the United States or an instrumentality of the United States; and (4) the investing entity appoints the depository institution selected by the investing entity under Subdivision (A), an entity described by Section 2257.041(d), or a clearing broker - dealer registered with the Securities and Exchange Commission Rule 15c3 -3 (17 C.F.R. Section 240.15c3 -3 as custodian for the investing entity with respect to the certificates of deposit issued for the account of the investing entity (C ) In addition to the authority to invest funds in certificates of deposit under Subsections (a) and (b), an investment in certificates of deposit Is an authorized investment under this subchapter if made in accordance with the following conditions: (a) the funds are invested by an investing entity through a broker that is selected from a list adopted by the investing entity as required in Section 2256.025 or through a depository institution that has its main office or a branch office in this state. (2) the broker or depository institution is selected by the investing entity under Subdivision (1) arranges for the deposit of the funds in certificates of deposit in one or more federally insured depository institutions, wherever located, for the account of the investing entity; and (3) the full amount of the principal and accrued interest of each of the certificates of deposit are insured by the United States or an institution of the United States. Sec. 2256.011 Authorized Investments: Repurchase Agreements. (a) A fully collateralized repurchase agreement is an authorized investment under this subchapter if the repurchase agreement: (1) has a defined termination date; (2) is secured by a combination of cash and obligations described by Section 2256,009(a)(1); and (3) requires the securities being purchased by the entity or cash held b ythe entity to be pledged to the entity, held in the entity's name, and deposited at the time the investment is made with the entity or with a third party selected and approved by the entity; and (4) is placed through a primary government securities dealer, as defined by the Federal Reserve, or a financial institution doing business in this state. (b) In this section, "repurchase agreement" means a simultaneous agreement to buy, hold for a specified time, and sell back at a future date, obligations described by Section 2256.009(a)(1) at a market value at the time the funds are disbursed of not less than the principal amount of the funds disbursed. The term includes a direct security repurchase agreement and a reverse security repurchase agreement. (c) Notwithstanding any other law, the term of any reverse security repurchase agreement may not exceed 90 days after the date the reverse security repurchase agreement is delivered. (d) Money received by an entity under the terms of a reverse security repurchase agreement shall be used to acquire additional authorized investments, but the term of the authorized investments acquired must mature not later than the expiration date stated in the reverse security repurchase agreement. Sec. 2256.0115 Authorized Investments: Securities Lending (a) A securities lending program is an authorized investment under this subchapter if it meets the conditions provided by this section. Patterson & Associates, Austin 6 (b) To qualify as an authorized investment under this subchapter: (1) the value of securities loaned under the program must be not less than 100 percent collateralized, including accrued income; (2) a loan made under the program must allow for termination at any time; (3) a loan made under the program must be secured by: (A) pledged securities described by Section 2256.009; (B) pledged irrevocable letters of credit issued by a bank that is: (I) organized and existing under the laws of the United States or any other state; and (ii) continuously rated by at least one nationally recognized investment rating firm at not less than A or its equivalent; or (C) cash invested in accordance with Section: (I) 2256.009; (ii) 2256.013; (iii) 2256.014; or (iv) 2256.016 (4) the terms of a loan made under the program must require that the securities being held as collateral be: (A) pledged to the investing entity; (B) held in the investing entity's name, and; (C) deposited at the time the investment is made with the entity or with a third party selected by or approved by the investing entity; (5) a loan made under the program must be placed through: (A) a primary government securities dealer, as defined by 5 C.F.R. Section 6801.102(f), as that regulation existed on September 1, 2003; or (B) a financial institution doing business in this state; and (6) an agreement to lend securities that is executed under this section must have a term of one year or less. Sec. 2256.012 Authorized Investments: Banker's Acceptances A bankers' acceptance is an authorized investment under this subchapter if the bankers' acceptance: (1) has a stated maturity of 270 days or fewer from the date of its issuance; (2) will be, in accordance with its terms, liquidated in full at maturity; (3) is eligible for collateral for borrowing from a Federal Reserve Bank; and (4) is accepted by a bank organized and existing under the laws of the United States or any state, if the short-term obligations of the bank or of a bank holding company of which the bank is the largest subsidiary are rated not less than A -1 or P -1 or an equivalent rating by at least one nationally recognized credit rating agency. Sec. 2256.013 Authorized Investments: Commercial Paper. Commercial paper is an authorized investment under this subchapter if the commercial paper: (1) has a stated maturity of 270 days or fewer from the date of its issuance; and (2) is rated not less than A -1 or P -1, or an equivalent rating by at least: (A) two nationally recognized credit rating agencies; or (B) one nationally recognized credit rating agency and is fully secured by an irrevocable letter of credit issued by a bank organized and existing under the laws of the United States or any state. Sec. 2256.014 Authorized Investment: Mutual Funds. (a) A no -load money market mutual fund is an authorized investment under this subchapter if the mutual fund: (1) is registered with and regulated by the Securities and Exchange Commission; (2) provides the investing entity with a prospectus and other information required by the Securities Exchange Act of 1934 (15 U.S.C. Section 78a et seq.) or the Investment Company Act of 1940(15 U.S.C. Section 80a -1 et seq.) (3) has a dollar- weighted average stated maturity of 90 days or fewer; and (4) includes in its investment objectives the maintenance of a stable net asset value of $1 for each share. (b) In addition to a no -load money market mutual fund permitted as an authorized investment in Subsection (a), a no- load mutual fund is an authorized investment under this subchapter if the mutual fund: (1) is registered with the Securities and Exchange Commission; (2) has an average weighted maturity of less than two years; (3) is invested exclusively in obligations approved by this subchapter; (4)is continuously rated as to investment quality by at least one nationally recognized investment rating firm of not less than AAA or its equivalent; and (5) conforms to the requirements set forth In Sections 2256.016(b) and (c) relating to the eligibility of investment pools to receive and invest funds of investing entities. Patterson & Associates, Austin 7 (c) An entity is not authorized by this section to: (1) invest in the aggregate more than 15 percent of its monthly average fund balance, excluding bond proceeds and reserves and other funds held for debt service, in mutual funds described in Subsection (b); or (2) invest any portion of bond proceeds, reserves and funds held for debt service, in mutual funds described in Subsection (b); or (3) invest its funds or funds under its control, including bond proceeds and reserves and other funds held for debt service, in any one mutual fund described in Subsection (a) or (b) in an amount that exceeds 10 percent of the total assets of the mutual fund. Sec. 2256.015 Authorized Investments: Guaranteed Investment Contracts. (a) A guaranteed investment contract is an authorized investment for bond proceeds under this subchapter if the guaranteed investment contract: (1) has a defined termination date; (2) is secured by obligations described by Section 2256.009(a)(1), excluding those obligations described by Section 2256.009(b), in an amount at least equal to the amount of bond proceeds invested under the contract; and (3) is pledged to the entity and deposited with the entity or with a third party selected and approved by the entity. (b) Bond proceeds, other than bond proceeds representing reserves and funds maintained for debt service purposes, may not be invested under this subchapter in a guaranteed investment contract with a term of longer than five years from the date of issuance of the bonds. (c) To be eligible as an authorized investment: (1) the governing body of the entity must specifically authorize guaranteed investment contracts as an eligible investment in the order, ordinance, or resolution authorizing the Issuance of bonds; (2) the entity must receive bids from at least three separate providers with no material financial interest in the bonds from which proceeds were received; (3) the entity must purchase the highest yielding guaranteed investment contract for which a qualifying bid is received; (4) the price of the guaranteed investment contract must take into account the reasonably expected drawdown schedule for the bond proceeds to be invested; and (5) the provider must certify the administrative costs reasonably expected to be paid to third parties in connection with the guaranteed investment contract. Sec. 2256.016 Authorized Investment: Investment Pools. (a) An entity may invest its funds and funds under its control through an eligible investment pool if the governing body of the entity by rule, order, ordinance, or resolution, as appropriate, authorizes investment in the particular pool. An investment pool shall invest the funds it receives from entities in authorized investments permitted by this subchapter. An investment pool may invest its funds in money market mutual funds to the extent permitted by and consistent with this subchapter and the investment policies and objectives adopted by the investment pool. (b) To be eligible to receive funds from and invest funds on behalf of an entity under this chapter, an investment pool must furnish to the investment officer or other authorized representative of the entity an offering circular or other similar disclosure instrument that contains, at a minimum, the following information: (1) the types of investments in which money is allowed to be invested; (2) the maximum average dollar- weighted maturity allowed, based on the stated maturity date, of the pool; (3) the maximum stated maturity date any investment security within the portfolio has; (4) the.objectives of the pool; (5) the size of the pool; (6) the names of the members of the advisory board of the pool and the dates their terms expire; (7) the custodian bank that will safekeep the pool's assets; (8) whether the intent of the pool is to maintain a net asset value of one dollar and the risk of market price fluctuation; (9) whether the only source of payment is the assets of the pool at market value or whether there is a secondary source of payment, such as insurance or guarantees, and a description of the secondary source of payment; (10) the name and address of the independent auditor of the pool; (11) the requirements to be satisfied for an entity to deposit funds in and withdraw funds from the pool and any deadlines or other operating policies required for the entity to invest funds in and withdraw funds from the pool; and (12) the performance history of the pool, including yield, average dollar- weighted maturities, and expense ratios. Patterson & Associates, Austin 8 (c) To maintain eligibility to receive funds from and invest funds on behalf of an entity under this chapter, an investment pool must furnish to the investment officer or other authorized representative of the entity: (1) investment transaction confirmations; and (2) a monthly report that contains, at a minimum, the following information: (A) the types and percentage breakdown of securities in which the pool is invested; (B) the current average dollar- weighted maturity, based on the stated maturity date, of the pool; (C) the current percentage of the pool's portfolio in investments that have stated maturities of more than one year; (D) the book value versus the market value of the pool's portfolio, using amortized cost valuation; (E) the size of the pool; (F) the number of participants in the pool; (G) the custodian bank that is safekeeping the assets of the pool; (H) a listing of daily transaction activity of the entity participating in the pool; (I) the yield and expense ratio of the pool, including a statement regarding how yield is calculated; (J) the portfolio managers of the pool; and (K) any changes or addenda to the offering circular. (e) An entity by contract may delegate to an investment pool the authority to hold legal title as custodian of investments purchased with its local funds. (f) In this section, "yield" shall be calculated in accordance with regulations governing the registration of open -end management investment companies under the Investment Company Act of 1940, as promulgated from time to time by the Federal Securities and Exchange Commission. (g) To be eligible to receive funds from and invest funds on behalf of an entity under this chapter, a public funds investment pool created to function as a money market mutual fund must mark its portfolio to market daily, and, to the extent reasonably possible, stabilize at a $1 net asset value. If the ratio of the market value of the portfolio divided by the book value of the portfolio is less than 0.995 or greater than 1.005, portfolio holdings shall be sold as necessary to maintain the ratio between 0.995 and 1.005. In addition to the requirements of its investment policy and any other forms of reporting, a public funds investment pool created to function as a money market money fund shall report yield to its investors in accordance with regulations if the federal Securities and Exchange Commission applicable to reporting by money market funds. (h) To be eligible to receive funds from and invest funds on behalf of an entity under this chapter, a public funds investment pool must have an advisory board composed (1) equally of participants in the pool and other persons who do not have a business relationship with the pool and are qualified to advise the pool, for a public funds investment pool created under Chapter 791 and managed by a state agency; or (2) of participants in the pool and other persons who do not have a business relationship with the pool and are qualified to advise the pool, for other investment pools. (1) To maintain eligibility to receive funds from and invest funds on behalf of an entity under this chapter, an investment pool must be continuously rated no lower than AAA or AAA -m or at an equivalent rating by at least one nationally recognized rating service. (i)If the investment pool operates an Internet website, the information in a disclosure instrument or report described in Subsections (b), (c) (2) and (f) must be posted on the website. (j) To maintain eligibility to receive funds from and invest funds on behalf of an entity under this chapter, an investment pool must make available to the entity and annual audited financial statement of the investment pool in which the entity has funds invested. (k) If an investment pool offers fee breakpoints based on fund balance invested, the investment pool in advertising investment rates must include either all levels of return based on the breakpoints provided or state the lowest possible level of return based on the smallest level of funds invested. Sec. 2256.017 Existing Investments. An entity is not required to liquidate investments that were authorized investment at the time of purchase. Sec. 2256.019 Ratings of Certain Investment Pools. A public funds investment pool must be continuously rated no lower than AAA or AAA -m or at an equivalent rating by at least one nationally recognized rating service or no lower than investment grade by at least one nationally recognized rating service Sec. 2256.020 Authorized Investments: Institutions of Higher Education. In addition to the authorized investments permitted by this subchapter, an institution of higher education may purchase, sell, and invest its funds and funds under its control in the following: Patterson & Associates, Austin 9 (1) cash management and fixed income funds sponsored by organizations exempt from federal income taxation under Section 501(f), Internal Revenue Code of 1986 (26 U.S.C. Section 501(f)); (2) negotiable certificates of deposit issued by a bank that has a certificate of deposit rating of at least 1 or the equivalent by a nationally recognized credit rating agency or that is associated with a holding company having a commercial paper rating of at least A -1, P4, or the equivalent by a nationally recognized credit rating agency; and (3) corporate bonds, debentures, or similar debt obligations rated by a nationally recognized investment rating firm in one of the two highest long -term rating categories, without regard to gradations within those categories. Sec. 2256.0201 Authorized Investment; Municipal Utility (a) A municipality that owns a municipal electric utility that is engaged in the distribution and sale of electric energy or natural gas to the public may enter into a hedging contract and related security and insurance agreements in relation to fuel oil, natural gas, coal, nuclear fuel, and electric energy to protect against loss due to price fluctuations. A hedging transaction must comply with the regulations of the Commodity Futures Trading Commission and the Securities and Exchange Commission. If there is a conflict between the municipal charter of the municipality and this chapter, this chapter prevails. (b) A payment by the municipally owned electric or gas utility under a hedging contract or related agreement in relation to fuel supplies or fuel reserves is a fuel expense, and the utility may credit any amounts it receives under the contract or agreement against fuel expenses. (c) The governing body of a municipally owned electric or gas utility or the body vested with power to manage and operate the municipally owned electric or gas utility may set policy regarding hedging transactions. (d) In this section, "hedging" means the buying and selling of fuel oil, natural gas, coal, nuclear fuel, and electric energy futures or options or similar contracts on those commodities and related transportation costs as a protection against loss due to price fluctuations. Sec. 2256.0202. Authorized Investments: Municipal Funds from Management and Development of Mineral Rights. (a) In addition to other investments authorized under this subchapter, a municipality may invest funds received by the municipality from a lease or contract for the management and development of land owned by the municipality and leased for oil, gas, or other mineral development in any investment authorized to be made by a trustee under Subtitle B, Title 9, Property Code (Texas Trust Code). (b) Funds invested by a municipality under this section shall be segregated and accounted for separately from other funds of the municipality. Sec. 2256.0203 Authorized Investments: Ports and Navigations Districts. (a) In this section, "district" means a navigation district organized under Section 52, Article III, or Section 59, Article XVI, Texas Constitution. (b) In addition to the authorized investments permitted by this subchapter, a port or district may purchase, sell, and invest its funds and funds under its control in negotiable certificates of deposit issued by a bank that has a certificate of deposit rating of at least 1 or the equivalent by a nationally recognized credit rating agency or that is associated with a holding company having a commercial paper rating of at least A -1. P4, or the equivalent by a nationally recognized credit rating agency. Sec. 2256.0204 Authorized Investments: Independent School Districts (a) In this section, "corporate bond" means a senior secured debt obligation issued by a domestic business entity and rated not lower that "AA -" or the equivalent by a nationally recognized investment rating firm. The term does not include a debt obligation that: (1) on conversion, would result in the holder becoming a stockholder or shareholder in the entity, or any affiliate or subsidiary of the entity, that issued the debt obligations; or (2) is an unsecured debt obligation. (b) This section applies only to an independent school district that qualifies as an issuer as defined by Section 1371.001. (c) In addition to authorized investments permitted by this subchapter, an independent school district subject to this section may purchase, sell, and invest its funds and funds under its control, in corporate bonds that, at the time of purchase, are rated by a nationally recognized rating firm "AA -" or the equivalent and have a stated final maturity that is not later than the third anniversary of the date the corporate bonds were purchased. (d) An independent school district subject to this section is not authorized by this section to: (1) invest in the aggregate more than 15% of its monthly average fund balance, excluding bond proceeds, reserves, and other funds held for payment of debt service, in corporate bonds; or (2) invest more than 25% of the funds invested in corporate bonds in any one domestic business entity, including subsidiaries and affiliates of the entity. Patterson & Associates, Austin 10 (e) An independent school district subject to this section may purchase, sell, and invest its funds and funds nder its control in corporate bonds if the governing body of the district: (1) amends its investment policy to authorize corporate bonds as an eligible investment; (2) adopts procedures to provide fir: (A) monitoring rating changes in corporate bonds acquired with public funds; and (B) liquidating the investment In corporate bonds; and (3) identifies the funds eligible to be invested in corporate bonds. (f) The investment officer of an independent school district, acting on behalf of the district, shall sell corporate bonds in which the district has invested its fnds not later than the seventh day after the date a nationally recognized investment rating firm: (1)issues a release that places the corporate bonds or the doestic business entity that issued the corporate bonds on negative credit watch or the equivalent, if the corporate bonds are rated "AA -" or the eqwuivalent at the time the release is issued ;or (2) changes the rating on the corporate bonds to a rating less than "AA -" or the equivalent. (g) Corporate bonds are not an eligible investment for a public funds investment pool. Sec. 2256.0205 Authorized Investment: Decommissioning Trust (a) In this section: (1) "Decommissioning Trust" means a trust created to provide the Nuclear Regulatory Commission assurance that funds will be available for decommissioning purposes as required under 10 C,F,R, Part 50 or other similar regulation. (2) :Funds" includes any money held in a decommissioning trust regardless of whether the money is considered to be public funds under this subchapter. (b) In addition to other investments authorized under this subchapter, a municipality that owns a municipal electric utility that is engaged in the distribution and sale of electric energy or natural gas to the public may invest funds held in a decommissioning trust in any investment authorized by Subtitle B, Title 9, Property Code. Sec. 2256.021 Effect of Loss of Required Rating. An investment that requires a minimum rating under this subchapter does not qualify as an authorized investment during the period the investment does not have the minimum rating. An entity shall take all prudent measures that are consistent with its investment policy to liquidate an investment that does not have the minimum rating. Sec. 2256.022 Expansion of Investment Authority. Expansion of investment authority granted by this chapter shall require a risk assessment by the state auditor or performed at the direction of the state auditor, subject to the legislative audit commit approval of including the review in the audit plan under Section 321.0134 Sec. 2256.023 Internal Management Reports. (a) Not less than quarterly, the investment officer shall prepare and submit to the governing body of the entity a written report of investment transactions for all funds covered by this chapter for the preceding reporting period. (b) The report must: (1) describe in detail the investment position of the entity on the date of the report; (2) be prepared jointly by all investment officers of the entity; (3) be signed by each investment officer of the entity; (4) contain a summary statement of each pooled fund group that states the: (A) beginning market value for the reporting period; (B) ending market value for the period; and (C ) fully accrued interest for the reporting period. (5) state the book value and market value of each separately invested asset at the end of the reporting period by the type of asset and fund type invested; (6) state the maturity date of each separately invested asset that has a maturity date; (7) state the account or fund or pooled fund group in the state agency or local government for which each individual investment was acquired; and (8) state the compliance of the Investment portfolio of the state agency or local government as it relates to: (A) the investment strategy expressed in the agency's or local government's investment policy; and (B) relevant provisions of this chapter. Patterson & Associates, Austin 11 (c) The report shall be presented not less than quarterly to the governing body and the chief executive officer of the entity within a reasonable time after the end of the period. (d) If an entity invests in other than money market mutual funds, investment pools or accounts offered by its depository bank in the form of certificates of deposit, or money market accounts or similar accounts, the reports prepared by the investment officers under this section shall be formally reviewed at least annually by an independent auditor, and the result of the review shall be reported to the governing body by that auditor. Sec. 2256,024 Subchapter Cumulative (a) The authority granted by this subchapter is in addition to that granted by other law. Except as provided by Subsection (b), this subchapter does not: (1) prohibit an investment specifically authorized by other law; or (2) authorize an investment specifically prohibited by other law. (b) Except with respect to those investing entities described in Subsection (c), a security described in Section 2256.009(b) is not an authorized investment for a state agency, a local government, or another investing entity, notwithstanding any other provision of this chapter or other law to the contrary. (c) Mortgage pass through certificates and individual mortgage loans that may constitute an investment described in Section 2256.009(b) are authorized investments with respect to the housing bond programs operated by: (1) the Texas Department of Housing and Community Affairs or a nonprofit corporation created to act on its behalf; (2) an entity created under Chapter 392, Local Government Code; or (3) an entity created under Chapter 394, Local Government Code. Sec. 2256.025 Selection of Authorized Brokers The governing body of an entity subject to this subchapter or the designated investment committee of the entity shall, at least annually, review, revise, and adopt a list of qualified brokers that are authorized to engage in investment transactions with the entity. Sec. 2256.026 Statutory Compliance All investments made by entities must comply with this subchapter and all federal, state, and local statutes, rules or regulations. [SECTION 2256.027- 2256.050Reserved for expansion) SUBCHAPTER B. MISCELLANEOUS PROVISIONS. Sec. 2256.051 Electronic Funds Transfer. Any local government may use electronic funds means to transfer or invest all funds collected or controlled by the local government. Sec. 2256.052 Private Auditor. Notwithstanding any other law, a state agency shall employ a private auditor if authorized by the legislative audit committee either on the committee's initiative or on request of the governing body of the agency. Sec. 2256.053 Payment of Securities Purchased by State. The comptroller or the disbursing officer of an agency that has the power to invest assets directly may pay for authorized securities purchased from or through a member in good standing of the National Association of Securities Dealers or from or through a national or state bank on receiving an invoice from the seller of the securities showing that the securities have been purchased by the board or agency and that the amount to be paid for the securities is just, due and unpaid. A purchase of securities may not be made at a price that exceeds the existing market value of the securities. Sec. 2256.054 Delivery of Securities Purchased by State. A security purchased under this chapter may be delivered to the comptroller, a bank, or the board or agency investing its funds. The delivery shall be made under normal and recognized practices in the securities and banking industries, including the book entry procedure of the Federal Reserve Bank. Sec. 2256.055 Deposit of Securities Purchased By State. At the direction of the comptroller or the agency, a security purchased under this Chapter may be deposited in trust with a bank or federal reserve bank or branch designated by the comptroller, whether in or outside the state. The deposit shall be held in the entity's name as evidenced by a trust receipt of the bank with which the securities are deposited. Patterson & Associates, Austin 12 APPENDIX B Article V Code of Ethics Page 1 of 8 ARTICLE V. CODE OF ETHICS* DIVISION 1. RULES OF CONDUCT Sec. 2-310. Preamble. The purpose of this Code of Ethics is to promote public trust by establishing rules of conduct for city council members, board members, and employees; by providing a fair process for receiving and adjudicating complaints; and by requiring periodic financial disclosure. The rules of conduct form the basis for possible sanctions, and are therefore intended to clearly define proper conduct so that those who must comply may understand the rules and carry out their responsibilities consistently with the rules. It is recognized that situations with ethical implications will arise outside the prohibitions of the rules; in such situations, council members, board members, and employees are encouraged to keep in mind the ideal of the public trust and to conduct themselves in a manner to avoid the appearance of impropriety even where not compelled by the rules. Sec. 2-311. Standards. The following rules of conduct apply to all council members, board members, and employees: Special privileges. (1) You shall not use your office for private advancement or gain or to secure special privileges or exemptions for yourself or others. (2) You shall not grant any special consideration, treatment or advantage to any person or group beyond that which is available to others generally. (3) (a) You shall not use city facilities, personnel, equipment or supplies for purposes unrelated to the interests of the city, except to the extent such are lawfully available to the public. (b) You may not spend or authorize the spending of public funds for political advertising. This prohibition does not apply to a communication that factually describes the purposes of a measure if the communication does not advocate passage or defeat of the measure. This paragraph shall be construed consistently with Texas Election Code Section 255.003. (4) Unless you are a council member, you shall not use the prestige of your position with the city on behalf of any political party or cause. Gifts: (5) You shall not accept or solicit any money, property, service or other thing of value by way of gift, favor, loan or otherwise that might reasonably tend to influence you in the Page 2 of 8 discharge of your official duties or which you know or should have known was offered with the intent to influence or reward your official conduct. (6) In the event you receive any gift or loan of property or services on behalf of the city, you shall promptly deliver such gift or loan to the city manager for official acceptance and inventory of the city. Conflicts of interest: (7) In the event you or one of your relatives have an interest or any substantial interest in a contract or transaction involving the city which comes before you in the performance of your official duties, you shall make a written disclosure of your interest in the matter and abstain from any vote or decision and not participate in any discussion on the matter. (8) You shall not engage in any outside activities or employment which will conflict or be incompatible with the full and proper discharge of your official duties, impair your independent judgment in the performance of your duties, or reflect discredit upon the city. (9) You shall not represent any other private person, or group or interest in any action or proceeding against or adverse to the interest of the city or in any litigation in which the city is a party. (10) You shall not represent any other private person or group in any action or proceeding in the municipal courts of the city which was instituted by city officers or employees in the course of their official duties. (11) You shall not receive any fee or compensation for your official services from any source other than the city except as may be provided by law or authorized by the city council. Actions adverse to the city: (12) You shall not disclose information that could adversely affect the property or affairs of the city. (13) You shall not knowingly perform or refuse to perform any act in order to deliberately thwart the execution of federal, state or local laws or regulations or the achievement of any official city programs. (14) You shall not engage in any felony crime, misdemeanor involving moral turpitude, or other conduct that reflects discredit on the city. Provisions for council members: (15) As a council member, you shall not have a substantial interest in any contract with the city. Page 3 of 8 (16) In order to preserve and promote independent advice and decisions from city boards and the integrity of the independent board process as a council member, you shall not speak before any city board, commission or committee except on behalf of your own financial interest; in which case, you shall publicly state the nature of your financial interest and that you are appearing only in your private capacity. (17) As a council member, you shall not give any orders to any employee except through the city manager as provided by the City Charter. (18) As a council member, you shall not participate in the process for the appointment of or the confirmation of the appointment of a member to a board, commission or committee of the city, or to the governing body of an independent entity all or part of whose members are appointed by the city council, after you are aware that an individual seeking, being promoted for, or being considered for the position: (1) is related to you within a degree described by Section 573.002, Texas Government Code; (2) is your employer; (3) is a director or officer of a business entity (as defined in Section 171.001, Texas Local Government Code) which is your employer; or (4) owns ten (10) per cent or more of the voting stock or shares of a business entity which is your employer. Provisions for board members: (19) As a board member, you shall not have a substantial interest in any contract with the city in which your board or commission, or the city department related thereto, has jurisdiction. (20) As a board member, you shall not represent or appear on behalf of the private interest of others before your board, commission or committee, the city council, or any board which has appellate jurisdiction over your board, commission or committee, concerning a matter which is within the subject matter jurisdiction of your board. (This rule does not prohibit you from appearing on behalf of your own financial interest even though others may have the same or a similar interest.) Provisions for employees: (21) As an employee you shall not have an interest in any contract with the city. (22) Unless previously recommended by the city manager, and approved by the Ethics Commission, as an employee, you shall not, within twelve (12) months after leaving city employment, represent any other person or organization in any formal or informal appearance with the city council or any other agency or employee of the city concerning a project for which you had responsibility as an employee. Page 4 of 8 (23) As an employee, you shall not represent or appear on behalf of the private interest of others before the city council or any board, commission or committee of the city. (This rule does not prohibit you from appearing on behalf of your own financial interest even though others may have the same or a similar interest). (24) As an employee, you may not be employed by any business or individual who has business dealings with or for your department, including any work that is subject to review or inspection by your department, even if you do not personally review or inspect the work of the business or individual. Sec. 2-312. Definitions. The following definitions apply to the above rules of conduct: Board member: A member of any board, commission or committee of the city, including the board of any corporation created by the city. Employee: Any person employed by the city, whether under civil service or not, including part -time employees and employees of any corporation created by the city. Interest: Any direct or indirect pecuniary or material benefit in a contract or transaction other than: (1) An interest which is shared by and available to all other persons similarly situated; or (2) A remote or incidental interest which would not increase or decrease materially due to the action of the city or is less than two hundred dollars ($200.00) in value; or (3) An interest of a subcontractor which has no direct contractual relationship with the city, is receiving fair and reasonable compensation, and is not operating as a subterfuge to circumvent the code of ethics; or (4) An interest in real property acquired by the city which could otherwise be accomplished only through eminent domain provided that the property must be acquired for a public purpose and just compensation must be paid under the Texas Constitution after obtaining an independent appraisal. Relative: Spouse, father, mother, brother, sister, son, daughter, spouse's children, father -in -law, mother -in -law, brother -in -law, sister -in -law, son -in -law, daughter -in -law and adoptive relationships being treated the same as natural relationships. Substantial interest: Any interest which has a value of five thousand dollars ($5,000.00) or more or represents ten (10) per cent or more of a person's gross income during the most recent calendar year. Sec. 2 -313. Effect of violation. Page 5 of 8 A violation of these rules of conduct shall subject the council member, board member or employee to appropriate disciplinary proceedings, but such violation shall not render the action of the city voidable by the city unless the action would not have been approved without the vote of the person who violated the rules of conduct. Sec. 2 -314. Exceptions to abstention requirement. The requirement that a council member or board member abstain from voting on a matter or participating in discussion as contained in rule 7 of the rules of conduct shall not apply in the following situations, provided that such person has complied with the requirements of written disclosure of the interest: (a) In the event a majority of the members of the council or the board, commission or committee have filed a written disclosure of a conflict of interest on the matter and would be required to abstain; or (b) On the final approval of the budget when the person has abstained from a separate vote taken on the particular budget item pertaining to the conflict of interest and action or that particular item has been resolved. Sec. 2 -315. Freedom of expression. Nothing contained in the code of ethics shall abridge the right of any citizen, whether or not a council member, board member or employee, to exercise his or her right of expression under the U.S. or Texas Constitutions. Sec. 2 -316. Lobbyist registration. Subsection A. Persons required to register as lobbyists. (a) A person who engages in lobbying must register with the city secretary if, with respect to any client, the person engages in lobbying activities for compensation. (b) The following persons are not required to register under subsection (a): (1) Media outlets. A person who owns, publishes or is employed by: (A) a newspaper; (B) any other regularly published periodical; (C) a radio station; (D) a television station; (E) a wire service; or Page 6 of 8 (F) any other bona fide news medium that in the ordinary course of business disseminates news, opinions, or paid advertisements that directly or indirectly oppose or promote municipal questions to seek to influence official action relating thereto, if the person does not engage in other activities that require registration under Part E. This subsection does not exempt the news media or a person whose relation to the news media is only incidental to a lobbying effort or if a position taken or advocated by a media outlet directly impacts, affects, or seeks to influence a municipal question in which the media outlet has a direct or indirect economic interest. (2) Mobilizing entity constituents. A person whose only lobbying activity is to encourage or solicit the members, employees, or owners (including shareholders) of an entity by whom the person is compensated to communicate directly with one or more city officials to influence municipal questions. This exception is intended to apply to neighborhood and other similar not - for - profit organizations. (3) Governmental entities. Governmental entities and their officers and employees, provided the communications relate solely to subjects of governmental interest concerning the respective governmental bodies and the city. (4) Unknown municipal questions. A person who does not know and has no reason to know that a municipal question is pending at the time of contact with a city official. (5) Dispute resolution. An attorney or other person whose contact with a city official is made solely as part of resolving a dispute with the city, provided that the contact is solely with city officials who do not vote on or have final authority over any municipal question involved and so long as such an attorney complies with Rule 4.02 of the Texas Disciplinary Rules of Professional Conduct, as amended. Subsection B. Definitions. The following words and phrases have the meaning ascribed to them in this section unless the context requires otherwise: (a) City official means the members of the city council, city manager, deputy and assistant city managers, city secretary, city attorney, assistant city attorneys, department heads, municipal court judges, and all members of any board, commission or committee of the city, including the board of any corporation created by the city. (b) Client means any person on whose behalf lobbying is conducted. In the case of a coalition or association that employs or retains other persons to conduct lobbying activities, the client is the coalition or association and not its individual members. (c) Compensation means money, service, facility or other thing of value or financial benefit that is received or is to be received in return for or in connection with services rendered or to be rendered. Compensation does not include a payment made to any individual regularly employed by a person if (1) the payment ordinarily would be made regardless of whether the individual engaged in lobbying activities and (2) lobbying activities are not part of the individual's regular responsibilities to the person making the Page 7 of 8 payment. Compensation does not include the financial gain that a person may realize as a result of the determination of a municipal question, unless that gain is in the form of a contingent fee. (d) Lobby or lobbying means any oral or written communication (including an electronic communication) to a city official, made directly or indirectly by any person in an effort to influence or persuade an official to favor or oppose, recommend or not recommend, vote for or against, or take or refrain from taking action on any municipal question. The term lobby or lobbying does not include a communication: (1) merely requesting information or inquiring about the facts or status of any municipal question, matter, or procedure, and not attempting to influence a city official; (2) made by a public official or employee acting in his or her official capacity; (3) made by a representative of a media organization if the purpose of the communication is gathering and disseminating news and information to the public; (4) made in a speech, article, publication, or other material that is distributed and made available to the public, or through radio, television, cable television, or any other medium of mass communication; (5) made at a meeting open to the public under the Open Meetings Act; (6) made in the form of a written comment filed in the course of a public proceeding or any other communication that is made on the record in a public proceeding; (7) made in writing as a petition for official action and required to be a public record pursuant to established city procedures; (8) made in writing to provide information in response to an oral or written request by a city official for specific information; (9) the content of which is compelled by law; (10) made in response to a public notice soliciting communications from the public and directed to the official specifically de signated in the notice to receive such communications; (11) made on behalf of an individual with regard to that individual's employment or benefits; (12) made by a fact witness or expert witness at an official proceeding; or (13) made by a person solely on behalf of that individual, his or her spouse, or his or her minor children. Page 8 of 8 (e) Municipal question means a public policy issue of a discretionary nature pending or impending before city council or any board or commission, including but not limited to proposed action, or proposals for action, in the form of ordinances, resolutions, motions, recommendations, reports, regulations, policies, nominations, appointments, sanctions, and bids, including the adoption of specifications, awards, grants, or contracts. The term municipal question does not include the day -to -day application, administration, or execution of city programs and policies. Subsection C. Registration. (a) A registration form shall be completed and filed by a person required to register prior to the commencement of lobbying activity for a client. (b) A separate registration form must be filed for each client. (c) The registration shall be on a form prescribed by the city secretary and shall include, to the extent applicable: (1) the full name, phone number, permanent address, and nature of the business of: (A) the registrant; (B) the client; (C)any lobbying firm for which the registrant is an agent or employee with respect to the client; and (D)each employee or agent of the registrant who has acted or whom the registrant expects to act as a lobbyist on behalf of the client; (2) a statement of all municipal questions on which the registrant will lobby for the client. (d) A registrant shall file an amended registration if the information contained in the current registration changes or is incorrect. (e) A registrant may file a termination of registration when no longer required to register. APPENDIX C Resolution 029320 Approved December 13, 2011 Resolution approving amendments to the City Investment Policy to incorporate legislative changes made in 2011 to the Public Funds Investment Act; and approving the investment policy as amended. WHEREAS, the City of Corpus Christi Investment Policy was adopted in Resolution No. 022390 on October 24, 1995; and was last approved in Resolution 0288.70 on December 7, 2010; and WHEREAS, the Investment. Policy provides for annual review by City Council; and WHEREAS, the Public Funds Investment Act requires annual review by the governing body of its Investment Policy, and adoption of a written instrument stating that it has reviewed the investment policy and investment strategies; WHEREAS, legislative changes were made to the Public Funds Investment Act in House Bill 2226; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That the Corpus Christi City Council has reviewed amendments to the City Investment Policy to incorporate legislative changes made in 2011 to the Public Funds Investment Act, and approves the Investment Policy as amended. A copy of the Investment Policy without appendices is attached. ATTEST: THE CITY OF CORPUS CHRISTI ' 1 / Armando Chapa Joe Adffi City Secretary Mayor APPROVED: November 1, 2011 Lisa Aguil Assistant ity Attorney for the City Attorney J :ILISA12011 ResolutionlInvestntent Policy.doc 029320 INDEXED Corpus Christi, Texas , 2011 The above resolution was passed by the following vote: Joe Adame Chris N. Adler Larry Elizondo, Sr. Kevin Kieschnick Priscilla G. Leal David Loeb John E. Marez Nelda Martinez Mark Scott Glom, aa< cut 029320 APPENDIX D Corpus Christi Code of Ordinances Chapter 39 Personnel Article I In General Sec. 39 -16. Legal defense and indemnification of city officers and employees. (a) Definitions. For the purposes of this section the term "officer" shall include any elected or appointed official of the city; and the term "employee" shall include all employees of the city, whether under civil service or not, including firemen and policemen, and shall include authorized volunteers, working under a volunteer program approved by the city manager. (b) Indemnification. Any officer or employee who is liable for the payment of any claims or damages arising out of the course and scope of employment shall be entitled to indemnification by the city provided that the acts or omissions resulting in such liability were done in good faith and without malicious or felonious intent. For the purposes of this section, the term "arising out of the course and scope of employment" shall not include any action, which occurs during a period of time in which the officer or employee is engaged in outside employment or is rendering contractual services to someone other than the city. Whether the acts were done in good faith, without malicious or felonious intent, and within the course and scope of employment shall be determined by the city, and such determination shall be final for the purposes of the representation and indemnity of this section; provided, however, that in the event such representation and indemnity have been denied by the city, if upon a trial on the merits the city determines that the officer or employee was acting in good faith, without malicious or felonious intent and within the scope of employment the indemnification hereunder shall be granted and reasonable legal expenses incurred in the defense of the claim reimbursed. The city shall not be liable for any settlement of any such claim or suit effected without consent, and the city reserves the right to assert any defense and make any settlement of any claim or suit that it deems expedient. (c) Representation in actions. The city shall have the right and duty to provide legal representation through the city attorney, or in its discretion through the selection of outside legal counsel, to any officer or employee sued in connection with any claim for damages or other civil action against such person arising out of the course and scope of employment, provided that such officer or employee is entitled to indemnification as set forth in this section. Such legal representation shall be provided at no cost to the officer or employee, and any officer or employee may have his or her own counsel assist in the defense at the sole expense of the officer or employee. The officer or employee shall cooperate fully with the city in preparation and presentation of the case, and the failure to cooperate shall waive such officer's or employee's right to representation and indemnity under this section. 1 (d) City's defenses. Nothing in this section shall be construed as waiving the city's defense of governmental immunity to it or its employees or officers in any action brought against the city or such officer or employee. For any suit or claim arising under the Texas Tort Claims Act, the indemnity provided by this section shall be limited to the statutory limits applicable to the city provided in said Act, as amended. (e) Notice. The provisions of this section shall apply only where the city has been given notice of the action brought against any city officer or employee within ten (10) days of service of process upon the officer or employee. (f) Disciplinary actions. Nothing in this section shall prevent the city from taking disciplinary action against any officer or employee for conduct defended or indemnified by the city under this section, either before or after conclusion of the civil suit. Suits in behalf of the city. Nothing in this section shall require the city to indemnify any officer or employee for recoveries made against him or her in suits by or on behalf of the city. The city council may, however, authorize the city attorney to represent any officer or employee in a suit brought by a taxpayer in behalf of the city against the officer or employee. (g) 2 AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: November 2, 2012 TO: Ronald L. Olson, City Manager THROUGH: Wes Pierson, Assistant City Manager (361) 826-3082 wesp@cctexas.com FROM: Emily Martinez (361) 882 -7448 emartinez@ccredc.com Temporary Tax Abatement for JHPK, LLC for the property located at 6200 Saratoga Boulevard CAPTION: Resolution authorizing the execution of an agreement with JHPK, LLC providing for temporary property tax abatement PURPOSE: Granting a tax abatement to JHPK, LLC for a term of up to eight years. BACKGROUND AND FINDINGS: JHPK, LLC submitted an application for incentives to the City of Corpus Christi requesting tax abatement for the building located at 6200 Saratoga Boulevard, Building 3. The development is located within the Texas Enterprise Zone, a council identified catalyst area. In accordance with the City's Tax Abatement Guidelines and Criteria, JHPK is seeking tax abatement as per section 2 (i)(3) of the Guidelines: The level of any New Facility, Expansion, or Modernization that is located within a Catalyst Area or that is a Locally -Owned Facility is increased by one level above the standards set forth in Section 2(i)(1) and (2) above, with a minimum level of 3 for any project. Further, if a Facility qualifies under both the capital investment qualification criteria and the new jobs and salary criteria, the Facility will be increased by one level above the highest criteria level achieved. Level 3 provides a maximum number of 8 years tax abatement, including up to 2 years during construction. The increment value of the City's ad- valorem tax will be abated based on the following schedule: • Years 1 -5 100% (not to exceed 2 years for construction) • Year 6 75% • Year 7 50% • Year 8 25% The building to be constructed will become a center for outpatient surgery. Improvements are estimated to be approximately $2.1 million of which $1.7 million is eligible for tax abatement. The property is currently appraised at $201,472. This project will create 12 permanent jobs. ALTERNATIVES: There are no other incentives available for a project of this size. It is below the investment limits for a County or College District abatement. OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This tax abatement is eligible for a Level 3 treatment. It is in a Texas Enterprise Zone and it is locally owned. EMERGENCY / NON - EMERGENCY: NON - EMERGENCY FINANCIAL IMPACT: ❑ Operating Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2012- 2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item 53,347 53,347 BALANCE 53,347 53,347 Fund(s): General Comments: The amount of taxes for ten years for the unimproved property would be $11,495. With the tax abatement, the amount of property tax collected over the base amount of $11,495, will be $53,347 in new tax revenues. RECOMMENDATION: Staff recommends approval to grant tax abatement to JHPK, LLC, the owner of taxable property located at 6200 Saratoga Boulevard, Building 3 in accordance with the City's Tax Abatement Guidelines and Criteria. LIST OF SUPPORTING DOCUMENTS: Tax Abatement Agreement Page 1 of 2 Resolution Authorizing the execution of an agreement with JHPK, LLC providing for temporary property tax abatement Whereas, the Texas Property Redevelopment and Tax Abatement Act (the "Act "), Texas Tax Code, Chapter 312, as amended, authorizes the City of Corpus Christi, Texas (the "City ") to enter into tax abatement agreements for projects meeting the guidelines and criteria for granting tax abatement duly adopted by the City; and Whereas, an application for temporary tax abatement has been filed with the City by JHPK, LLC for the construction of a facility in the City; and Whereas, the property to be covered by the proposed tax abatement agreement is located in the city limits of the City within an area designated as a reinvestment zone eligible for property tax abatement under the provisions of the Act; and Whereas, the project is not located on property that is owned or leased by a person who is a member of the City Council of the City of Corpus Christi; Now, therefore, be it resolved by the City Council of the City of Corpus Christi, Texas: SECTION 1. The City Council finds and determines that the terms of the proposed agreement with JHPK, LLC providing for temporary property tax abatement and the property subject to the proposed agreement meet the applicable guidelines and criteria, as amended, adopted by the City. The City Council further determines that the proposed project is feasible and the proposed temporary abatement of taxes will inure to the long term benefit of the City. SECTION 2. The Tax Abatement Agreement with JHPK, LLC, attached as Exhibit A, is approved, and the City Manager is authorized to execute the agreement. This resolution takes effect upon City Council approval on this the day of , 2012. ATTEST: THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary 0026 2 Resolution - JHPK Nelda Martinez Mayor Corpus Christi, Texas of , 2012 The above resolution was passed by the following vote: Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott 0026 2 Resolution - JHPK Page 2of2 TAX ABATEMENT AGREEMENT This Tax Abatement Agreement ("Agreement' ") is made and entered into by and between the City of Corpus Christi, Texas ("City") and JHPK, LLC dba Saratoga Shores Surgical Center, a Texas limited liability company ("Owner), the owner of taxable property in the City of Corpus Christi, Texas, located on 6200 Saratoga Blvd, Building 3, Corpus Christi, Nueces County, Texas ( "Property "). I. AUTHORIZATION This Agreement is authorized by the Texas Property Redevelopment and Tax Abatement Act, Texas Tax Code, Chapter 312, as amended ( "Act "), and is subject to the laws of the State of Texas and the charter, ordinances, and orders of the City. 11. DEFINITIONS A. As used in this Agreement, the following terms have the following meanings: 1. "Abatement" means the temporary or partial exemption from ad valorem taxes of certain added value to real and personal property in a zone designated for economic development purposes under the Act 2. "Base Year Value" means the assessed value of the Improvements on the Property as certified by the Nueces County Appraisal District as of the January 1 preceding the execution of this Agreement, plus the agreed upon value of Improvements made after January 1, but before the execution of this Agreement. 3. "Construction Phase" means the period during which a material and substantial improvement of the Property occurs which represents a separate and distinct construction operation undertaken for the purpose of erecting the Improvements. (a) The Construction Phase ends upon the earliest to occur of the following events: (1) When a certificate of occupancy is issued for the project (if within City limits). (2) When commercial production of a product or provision of a servic achieved at the facility. (3) When the architect or engineer supervising construction issues a certificate of substantial completion, or some similar instrument. (4) Two (2) years after the date of this Agreement. (b) The determination of the end of the Construction Phase is made by the City, in its sole and absolute discretion, based upon the above criteria and the other factors as the City may deem relevant. Page 1 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 (c) The determination of the end of the Construction Phase by the City is conclusive, and any judicial review of the determination is governed by the substantial evidence rule. 4. "Eligible Property" means the buildings, structures, site improvements, and that office space and certain personal property necessary to the operation and administration of the Facility to be constructed under this Agreement. A list of the Eligible Property is set forth in the Project Description, which is attached to this Agreement as Exhibit A and made a part of this Agreement. During the Construction Phase of the Eligible Property, the Owner may make the change orders to the Eligible Property as are reasonably necessary to accomplish its intended use, provided that no change order may be made which will change the qualification of the project as a "Facility" under the Guidelines and Criteria for Granting Tax Abatement approved by the City. 5. "Facility" means a Basic Manufacturing or Service Facility, Regional Distribution Center Facility, Regional Telecommunications/Data Processing Center Facility, Regional Visitor Amusement Facility, Central Business District (CBD) Residential Facility, Renewal Community Facility, or Petrochemical Facility approved by the City as set forth in the Guidelines and Criteria for Granting Tax Abatement adopted by the City. 6. "Improvements" means the buildings, portions of buildings, and other improvements, including fixed machinery and equipment, used for commercial or industrial purposes on the Property. 7. "Ineligible Property" means land; inventories; supplies; tools; furnishings and other forms of movable personal property; vehicles; vessels; aircraft; housing; hotel accommodations; deferred maintenance investments; property to be rented or leased, except as provided in Section 2(e); any improvements, including those to produce, store or distribute natural gas, fluids or gases, which are not integral to the operation of the Facility; improvements to real property which have an economic life of less than 15 years; property owned or used by the State of Texas or its political subdivisions or by any organization owned, operated, or directed by a political subdivision of the State of Texas; unless any of the above types of property are specifically authorized by the City. 8. The Guidelines and Criteria for Granting Tax Abatement adopted by the City are incorporated as a part of this Agreement. Except as the guidelines and criteria are specifically modified by this Agreement, all definitions in the guidelines and criteria are applicable to this Agreement. 111. PROPERTY A. The Property is an area within the City of Corpus Christi, Texas, located in whole or in part within the jurisdiction of the City, and is more fully described in Exhibit B, which is attached to this Agreement and made a part of this Agreement. The Property is located within a zone for tax abatement established under Chapter 312 of the Texas Tax Code, as amended, by the City of Corpus Christi, Texas. B. The Nueces County Appraisal District has established the following values for the Property as of the January 1 valuation date prior to the date of execution of this Agreement. Page 2 of Tax Abatement Agreement JHPK LLC 09 14 2012 3 Account No. 7730-0000-0030 (200110762) Land $201,472 C. The City and the Owner agree that the value of any additions to the Improvements made after January 1 or not otherwise reflected on the above valuation of Improvements is Additional Improvements: $0 D. Addition of the above amount to the valuation of the Improvements as of the January 1 valuation date prior to the date of execution of this Agreement results in a Base Year Value as follows: Base Year Value: $201,472 IV. TERM OF ABATEMENT AND AGREEMENT A. The City agrees to abate the ad valorem taxes on the Eligible Property under this Article and Articles V and VI of this Agreement. The Abatement is effective with the January 1 valuation date immediately following the date of execution of this Agreement. The Abatement continues for up to two (2) years during the period of the Construction Phase and for the next six (6) full tax years after the Construction Phase, expiring as of December 31 of the 2020 tax year If the period of the Construction Phase exceeds two (2) years, the Facility is considered completed for purposes of Abatement, and in no case may the period of Abatement, inclusive of construction and completion exceed eight (8) tax years. The years of Abatement provided in this Agreement in each instance coincide with the tax year commencing on January 1 and expiring on December 31, and in no event may the Abatement extend beyond December 31 of the 2020 tax year This Abatement also covers as Eligible Property those supplemental improvements to the Eligible Property that are added or constructed during the post-construction two (2) year period of Abatement. In no event, however, may the total Abatement period for the Eligible Property exceed the maximum six (6) year Abatement period for the entire project as specified in this Agreement. B. The term of this Agreement continues for a period of five (5) years following expiration of the abatement period. All terms and conditions imposed upon the Owner continue in effect during the period, and the Owner is obligated specifically to continue the minimum employment levels specified in this Agreement. Any default is subject to the provisions of Article VIII of this Agreement. V. TAXABILITY During the period that the Abatement is effective, taxes are payable as follows: 1. The value of the and comprising the Property is fully taxable. 2. The Base Year Value of existing Improvements comprising the Property is fully taxable. 3. The value of Ineligible Property is fully taxable. Page 3 of 1 Tax Abatement Agreement JHPK LLC 09 14 2012 VI. AMOUNT OF ABATEMENT A. The Abatement provided by this Agreement is based upon a small business located in a catalyst area, Texas Enterprise Zone, Owner represents and warrants that this project will add twelve (12) additional permanent or full-time operating or contract employee and will maintain the same level of employment for the term of the abatement agreement, the percentage of tax abated is under the following schedule: Percentage of Abatement Construction Period (not to exceed 2 years) Year I Year 2 100% 100% 100% Year 3 Year 4 Year 5 100% 75% 50% Year 6 25% B. In order to be counted as a permanent job under this Agreement, the job must be a full-time position providing regular work schedules at least 35 hours per week. For compliance purposes, the determination date is January 1 of each year commencing with the January 1 following the date of completion of construction. The percentage of abatement provided each year under this Agreement is based upon the employment information as of January 1 of the year. As a result, the actual amount of abatement may vary from year to year based upon employment levels and property valuations. C. At the time of execution of this Agreement, the Owner states to the City that the minimum investment comprising permanent Improvements upon completion of the Construction Phase is: $2,100,000 ("Minimum Investment"), of which $1,700,000 is eligible for tax abatement. D. The formula for calculating the additional tax is outlined as follows: (Tax Rate] x [(85% of Minimum Investment - Actual Minimum Investment ) x (100% - Abatement %)] = Additional Tax. VII. CONTEMPLATED IMPROVEMENTS A. The contemplated improvements are set forth in the Project Description attached as Exhibit "A." During the Construction Phase, the Owner may make the change orders to the project that are reasonably necessary, provided that no change order may be made that will change the qualification of the project as a "Facility" under the Guidelines and Criteria for Granting Tax Page 4 of 13 Tax Abatement Agreement JHPK LLC 09 142012 Abatement approved by the City. All improvements must be completed under all applicable laws, ordinances, rules or regulations. During the term of this Agreement, use of the Property is limited to operation of the Facility described in the Project Description consistent with the general purpose of encouraging development or redevelopment of the zone during the period of this Agreement. B. Owner represents and warrants that this project will add twelve (12) permanent or full-time operating or contract employee and will maintain the same level of employment for the term of the abatement agreement. Also, Owner represents and warrants the project is not expected to solely or primarily have the effect of transferring employment from one part of Nueces County to another. VI II. EVENTS OF DEFAULT AND RECAPTURE A. Failure to Commence Operation During Term of Agreement. In the event that the Facility is not completed and does not begin operation with the minimum number of six (6) permanent jobs by the January 1 following the completion of construction, no abatement is given for that tax year, and the full amount of taxes assessed against the property is due and payable for that tax year. In the event that the Owner fails to begin operation with the minimum number of twelve (12) permanent jobs by the next January 1, then this Abatement Agreement terminates and all abated taxes during the period of construction are recaptured and must be paid within 60 days of the termination. B. Discontinuance of Operations During Term of Abatement. In the event the Facility is completed and begins operation with the required minimum number of permanent jobs, but subsequently discontinues operations or the minimum number of permanent jobs is not maintained on any January 1 during the term of the Agreement after the completion of construction, for any reason except on a temporary basis due to fire, explosion, or other casualty, accident, or natural disaster, the Agreement may be terminated by the City, and all taxes previously abated by virtue of this Agreement are recaptured and must paid within 60 days of the termination. C. Delinquent Taxes. In the event that the Owner allows its ad valorem taxes to become delinquent or fails to timely and properly follow the legal procedures for their protest or contest, this Agreement terminates and the abatement of the taxes for the calendar year of the delinquency also terminates. The total taxes assessed without abatement for that calendar year must be paid within sixty (60) days from the date of termination. Penalty and interest do not begin to accrue on the additional amount of taxes due as the result of recapture under this provision until the first day of the month following the sixty (60) day notice, at which time penalty and interest accrues under the laws of the State of Texas. Penalty and interest on the amount of taxes originally levied based upon the Abatement begin to accrue as of the date the taxes were due under the laws of the State of Texas. D. Notice of Default. Should the City determine that the Owner is in default under the terms and conditions of this Agreement, City must notify the Owner that if the default is not cured within sixty (60) days from the date of the notice ("Cure Period"), then this Agreement may be terminated. In the event the Owner fails to cure the default during the Cure Period, this Agreement may be terminated and the taxes abated by virtue of the Agreement will be recaptured and must be paid as provided in this Agreement. Page 5 of 13 Tax Abatement Agreement dliPK LLC 09 14 2012 E. Actual Investment. Should the Company not reach the investment as stated in Section 6. C., the difference between the tax abated on the minimum investment and the tax that should have been abated based upon the actual investment as determined by the City, and must paid within 60 days of notification to the Owner of the determination. Penalties and interest do not begin to accrue upon the sum until the first day of the month following the sixty (60) day notice, at which time penalties and interest accrue under the laws of the State of Texas. F. Reduction in Rollback Tax Rate. 1. If during any year of the period of Abatement any portion of the abated value is added to the current total value of the City, but is not treated as new property value" (as defined in Section 26.012 (17) of the Texas Tax Code) for the purpose of establishing the "effective maintenance rate" in calculating the "rollback tax rate" under Section 26.04 (c) (2) of the Texas Tax Code and if the City's budget calculations indicate that a tax rate in excess of the "rollback tax rate" is required to fund the operations of the City for the succeeding year, then the City recaptures from the Owner a tax in an amount equal to the lesser of the following: (a) The amount of the taxes abated for that year by the City with respect to the Property. (b) The amount obtained by subtracting the rollback tax rate computed without the abated property value being treated as new property value from the rollback tax rate computed with the abated property value being treated as new property value and multiplying the difference by the total assessed value of the City. 2. if the City has granted an abatement of taxes to more than one taxpayer, then the amount of the recapture calculated under subparagraph (b) above is prorated on the basis of the value of the abatement with respect to each taxpayer. 3. This event does not constitute a "default" under this Agreement, and the sixty (60) day Cure Period provided above does not apply. The recaptured taxes must be paid within thirty (30) days after notice of the rollback in tax rate has been given to the Owner. Penalty and interest do not begin to accrue upon the sum until the first day of the month following the thirty (30) day notice, at which time penalty and interest accrue under the laws of the State of Texas. G. Continuation of Tax Lien. 1. The amount of tax abated each year under the terms of this Agreement is secured by a first and prior tax lien, which continues in existence from year to year until the time as this Agreement between the City and Owner is fully performed by Owner, or until all taxes, whether assessed or recaptured, are paid in full. H. City Council Reserves Right to Terminate of Modify Agreement. In the event of any default by Owner, the City Council reserves the right to terminate or modify this Agreement. 1. Owner's right to appeal. 1. Owner must be afforded written notice of the default and the opportunity to cure as provided above. Page 6 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 2. If Owner believes the action was improper, Owner may file an appeal in Nueces County district court within sixty (60) days after written notice of the action by the City. 3. Owner shall remit to the City, within the 60-day period, any additional or recaptured taxes levied under the payment provisions of Texas Tax Code § 42.08. 4. If the final determination of the appeal increases Owner's tax liability above the amount paid, Owner shall remit the additional tax under Tax Code § 42.42. 5. If the final determination of the appeal decreases Owner's tax liability, the City will refund the Owner the difference between the amount of tax paid and the amount of tax for which Owner is liable under Tax Code § 42.43. IX. ADMINISTRATION A. Inspections. The Owner shall allow employees and/or representatives of the City to have access to the Property during the term of this Agreement to inspect the Facility to determine compliance with the terms and conditions of this Agreement. All inspections will be made only after the giving of twenty-four (24) hours prior notice, and conducted in the manner as to not unreasonably interfere with the construction or operation of the Facility. All inspections must be made with one or more representatives of the Owner and under Owner's safety standards. B. Appraisals. 1. The Chief Appraiser of the Nueces County Appraisal District annually determines: (a) The taxable value of the real and personal property comprising the Property taking into consideration the Abatement provided by this Agreement. (b) The full taxable value without Abatement of the real and personal property comprising the Property. 2. The Chief Appraiser records both the abated taxable value and the full taxable value in the appraisal records. 3. Each year the Owner shall furnish the Chief Appraiser with the information outlined in Chapter 22, Texas Tax Code, as amended, as may be necessary for the administration of the Agreement specified in this Agreement. C. Annual Reports. 1. Owner shall certify to the governing body of the City on or before April 1 each year that the Owner is in compliance with each applicable term of this Agreement. 2. Additionally, during the initial four years of the term of property tax abatement, Owner shall provide to the City an annual report covering those items listed on Schedule I attached to this Agreement in order to document the efforts of the Owner to acquire goods and services on a local basis. 3. The annual report is prepared on a calendar year basis and is submitted to the City no later than ninety (90) days following the end of each the calendar year. Page 7 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 4. Submit to the Nueces County Appraisal District an Application for Property Tax Abatement Exemption (Texas Comptroller of Public Accounts Property Tax Form 50- 116). A copy must be forwarded to the City. D. Utilization of Local Contractors and Suppliers. Owner agrees to exercise reasonable efforts in utilizing local contractors and suppliers in the construction of the Project, except where not reasonably possible to do so without added expense, substantial inconvenience, or sacrifice in operating efficiency in the normal course of business, with a goal of 50% of the total dollar amount of all construction contracts and supply agreements. For the purposes of this section, the term "local" as used to describe manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons who reside in or maintain an office within a 50 mile radius of Nueces County. Owner agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of Owner to comply with the Local Requirement, and to provide an annual report to the City Manager or designee, from which the City Manager or designee shall determine if Owner is in compliance with this requirement. Failure to substantially comply with this requirement, in the sole determination of the City Manager or designee, shall be a default hereunder. E. Utilization of Disadvantaged Business Enterprises ( "DBE). Owner agrees to exercise reasonable efforts in utilizing contractors and suppliers that are determined to be disadvantaged business enterprises, including minority business enterprises women -owned business enterprises and historically - underutilized business enterprises. In order to qualify as a business enterprise under this provision, the firm must be certified by the City, the Regional Transportation Authority or another governmental entity in the jurisdiction of the home office of the business as complying with state or federal standards for qualification as such an enterprise. Owner agrees to a goal of 30% of the total dollar amount of all construction contracts and supply agreements being paid to disadvantaged business enterprises, with a priority made for disadvantaged business enterprises which are local. Owner agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of Owner to comply with the DBE Requirement, and to provide an annual report to the City Manager or designee, from which the City Manager or designee shall determine if Owner is in compliance with this requirement. Failure to substantially comply with this requirement, in the sole determination of the City Manager or designee, shall be a default hereunder. For the purposes of this section, the term "local" as used to describe contractors and suppliers that are determined to be disadvantaged 'business enterprises, including minority business enterprises women -owned business enterprises and historically- underutilized business enterprises includes firms, businesses, and persons who reside in or maintain an office within a 50 mile radius of Nueces County. F. Living Wage Requirement. In order to count as a permanent full -time job under this tax abatement program, the job should provide a "living wage" for the employee. The target living wage under this abatement program is that annual amount equal or greater than poverty level for a family of three, established by the U.S. Department of Health and Human Services Poverty Guidelines, divided by 2,080 hours per year for that year. G. Health insurance. To qualify for this incentive, an employer shall certify that it has offered a health insurance program for its employees during the term of the Agreement. H. Undocumented Workers. JHPK does not and agrees that it will not knowingly employ an undocumented worker. If, after receiving payments under this Agreement, JHPK is convicted of a violation under §U.S.C. Section 1324a(f), JHPK shall repay the payments at the rate and Page 8 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 according to the terms as specified by City Ordinance, as amended, not ater than the 120th day after the date JHPK has been notified of the violation. X. ASSIGNMENT A. The Owner may assign this Agreement to any one or more corporation(s), 50% or more of the outstanding voting securities of which are owned, directly or indirectly, by one of the Owners, or any partnership(s) or limited partnership(s) in which an Owner, or a subsidiary of an Owner, is a general partner. B. The Owner may assign this Agreement to any other new owner or lessee of the Facility with the prior written consent of the City, which consent may not be unreasonably withheld. C. Any assignment must provide that the assignee shall irrevocably and unconditionally assume all the duties and obligations of the assignor and become the Owner upon the same terms and conditions as set out in this Agreement. D. In the event more than one entity is Owner under this Agreement, the obligations of the entities are joint and several. E. Any assignment of this Agreement is to an entity that must provide substantially the same improvements to the Property, except to the extent the improvements have been completed. F. No assignment is approved if the Owner or any assignee is indebted to the City for ad valorem taxes or other obligations. XI. NOTICES A. Any notice required to be given under the provisions of this Agreement must be in writing and is duly served when deposited, with the proper postage prepaid, and registered or certified, return receipt requested, with the United States Postal Service, addressed to the City or Owner at the addresses listed below. B. If mailed, any notice or communication is deemed to be received three days after the date of deposit in the United States Mail. Unless otherwise provided in this Agreement, all notices are delivered to the following addresses: To the City: To the Owner: CITY OF CORPUS CHRISTI 1201 Leopard Street P. 0. Box 9277 Corpus Christi, Texas 78469 Attn: City Manager JHPK, LLC 6200 Saratoga Blvd, Building 3 Corpus Christi, Texas 78414 C. Either party may designate a different address by giving the other party ten days written notice. Page 9 of 3 Tax Abatement Agreement JHPK LLC 09 14 2012 This Agreement has been executed by the parties in multiple originals or counterparts, each having full force and effect. Executed this day of , 2012. ATTEST: CITY OF CORPUS CHRISTI, TEXAS By: By: Armando Chapa Ronald L. Olson City Secretary City Manager OWNER: By C Paul A. Kennedy, Jr Owner JHPK, LLC JHPK, LLC STATE OF TEXAS COUNTY OF NUECES ACKNOWLEDGMENT This instrument was acknowledged before me on Paul A. Kennedy, Jr., Owner, JHPK, LLC, a Texas domestic for profit limited IiabiIty company, on behalf of the company. KNOW ALL BY THESE PRESENTS 2012, by Page 10 of 13 Tax Abatement Agreement Saratoga Shores Surgical 09 14 2012 SCHEDULE 1 "Buy Local" Annual Reports The following information is reported to the City on a calendar-year basis during the first four years of the tax abatement program: 1. Dollar amount spent for materials* (local). 2. Dollar amount spent for materials (total). 3. Dollar amount spent for labor** (local). 4. Dollar amount spent for labor** (total). 5. Number of jobs created in the construction project (local). 6. Number of jobs created in the construction project (total). 7. Number of jobs created on a permanent basis (local). 8. Number of jobs created on a permanent basis (total). * "Materials" are defined to include all materials used in excavation, site improvement, demolition, concrete, structural steel, fire proofing, piping, electrical, instruments, paintings and scaffolding, insulation, temporary construction facilities, supplies, equipment rental in construction, small tools and consumables. This term does not include major items of machinery and equipment not readily-available locally. ** "Labor" is defined to include all labor in connection with the excavation, site improvement, demolition, concrete construction, structural steel, fire proofing, equipment placement, piping, electrical, instruments, painting and scaffolding, insulation, construction services, craft benefits, payroll burdens, and related labor expenses. This term does not include engineering services in connection with the project design. The term "local" as used to describe manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons who reside in or maintain an office within a 50 mile radius of Nueces County. Page 11 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 Exhibit A Project Plan This new facility will be an outpatient ambulatory surgical center serving both pediatric and adult dental and medical patients. The facility will serve the entire South Texas area from Victoria to near San Antonio, Freer, Hebbronville, Kingsville, and Corpus Christi. Page 12 of Tax Abatement Agreement JHPK LLC 09 14 2012 3 EXHIBIT B Property Description Unit No. 3 of Saratoga Shores Condominiums, a condominium project being established in Corpus Christi, Nueces County, Texas, OUT OF Lot 5, Bk 7, BENT TREE UNIT 2, an addition of the City of Corpus Christi, Nueces County, Texas, according to the map or plat thereof recorded at Volume 57, Pages 99-100, Map Records of Nueces County, Texas. Page 13 of 13 Tax Abatement Agreement JHPK LLC 09 14 2012 AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: TO: October 24, 2012 Ronald L. Olson, City Manager FROM: Daniel Biles, P.E., Director of Engineering Services DanB @cctexas.com (361) 826 -3729 Michael Morris, Director of Parks and Recreation MichaelMo@cctexas.com (361) 826-3464 Ratification of Amendment No. 2 Contract for Professional Services: Hike & Bike Trails — City Wide (Bond 2008) CAPTION: Motion authorizing the City Manager, or designee, to ratify Amendment No. 2 to the Contract for Professional Services with JEC Architects, Inc. of Corpus Christi, Texas, in the amount of $7,800.00, for a total restated amount not to exceed $52,175.00 for the Hike & Bike Trails — City Wide (Bond 2008). PURPOSE: The purpose of this Agenda Item will authorize additional design time to the consultant contract to assist the City with research and documentation related to easement acquisition for the trailhead of the Hike & Bike Trails City Wide project. In addition, redesign of some trail segments was warranted to address conflicts with a stormwater improvement project for Schanen Drainage Ditch. BACKGROUND AND FINDINGS: The additional consultant hours are were required for additional research and documentation for the proposed easement across Lot 1 of Sun Valley Estates and a revised Scope of Design Services for the first leg of the trail from Yorktown to Cedar Pass. JEC Architects was requested to meet with and coordinate documentation with Capnor, USA surveyors to verify property boundaries, utility easements and possible ownership of Lot 1, Sun Valley Estates. In addition, the Scope of Design Services addresses the conflict of the Trail design and location with a previously designed stormwater project to improve Schanen Drainage Ditch. The recently constructed "back swale" with post inlet drains and irrigation lines requires replacement and /or removal and the sidewalk requires design as a heavy concrete section maintenance road to handle heavy mowing equipment and vehicles for maintenance of the ditch and right -of -way. ALTERNATIVES: 1. Award the contract to JEC Architects, Inc. as proposed. 2. Do not award the contract to JEC Architects, Inc. as proposed. (Not Recommended) OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: Conforms to statues regarding FY 2012 -2013 Parks and Recreation Capital Improvement Planning (CIP) Budget EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Parks and Recreation FINANCIAL IMPACT: ❑ Operating ❑ Revenue Capital ❑ Not applicable Fiscal Year: 2012 -2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $79,800 $420,200.00 $500,000.00 Encumbered / Expended Amount $79,800 $79,800.00 This item $7,800.00 $7,800.00 Future Anticipated Expenditures $409, 715.00 $409,715.00 BALANCE $0.00 $2,685.00 $2,685.00 Fund(s): Parks and Recreation CIP #6 — Bond 2008 Park CIP G.O. Funds RECOMMENDATION: City staff recommends ratification of Amendment No. 2 to the Contract for Professional Services with JEC Architects, Inc. of Corpus Christi, Texas, in the amount of $7,800.00, for a total restated amount not to exceed $52,175.00 for the Hike & Bike Trails — City Wide (Bond 2008). LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Contract PROJECT BUDGET ESTIMATE HIKE & BIKE TRAILS - CITY WIDE (BOND 2008) (Project No. 3381) Future Item for the City Council Meeting of November 13, 2012 Action Item for the City Council Meeting of November 20, 2012 FUNDS AVAILABLE: Parks & Recreation CIP $500,000.00 FUNDS REQUIRED: Construction (preliminary estimate) 350,000.00 Contingency (9 %) 31,500.00 Land Acquisition 18,200.00 Consultant Fees: Consultant (JEC Architects, Inc.) 52,175.00 Surveying (Capnor USA, Inc.) 4,740.00 Testing (Rock Engineering) 2,200.00 Reimbursements: Contract Administration (Contract Preparation /Award /Admin) 7,875.00 Engineering Services (Project Mgt/Constr Mgt/Traffic Mgt) 12,250.00 Construction Observation 12,250.00 Finance 4,375.00 Misc. (Printing, Advertising, etc.) 1,750.00 TOTAL $497,315.00 ESTIMATED PROJECT BUDGET BALANCE $2,685.00 \Mproject\councilexhibits\exh3381.dwg E.M. 624 :NUECES BAY 4 / 4 Art.p&A, o�Y R dir F.M. 43 NOTE: CITY WIDE PROGRAM PROJECT # 3381 FM 2444 CORPUS C3- CRISTI RAN LA LENA _MAD RE LOCATION MAP NOT TO SCALE y IL7 O3 MEXICO HIKE AND BIKE TRAILS - CITY WIDE (BOND 2008) CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES PAGE: 1 of 1 RATIFICATION OF AMENDMENT NO. 2 TO CONTRACT FOR PROFESSIONAL SERVICES The City of Corpus Christi, Texas hereinafter called "CITY", and JEC Architects, Inc., hereinafter called "CONSULTANT," agree to the following amendment to the Contract for Professional Services for Hike and Bike Trails-City Wide (Bond 2008) (Project No 3381), as authorized and amended by Original A/E Agreement July 11, 2011 Administrative Approval $39,800.00 Amendment No. 1 November 16, 2011 Administrative Approval $4,575.00 Exhibit "A". SECTION 2. SCOPE OF WORK shall be amended as specified in the attached Amendment No. 2 Exhibit "A". EXHIBIT "A", SECTION 3. FEES shall be amended as specified in the attached Amendment No. 2 Exhibit "A" Summary of Fees, for a revised fee not to exceed $7,800.00 (Seven Thousand Eight Hundred Dollars and Zero Cents), for a total restated fee not to exceed $52,175.00.00 (Fifty Two Thousand One Hundred Seventy Five Dollars and Zero Cents). Monthly invoices shall be submitted in accordance with Exhibit "B". All other terms and conditions of the July 11, 2011 original contract and the November 16, 2011 Amendment between the City and Consultant will remain in full force and effect. CITY OF CORPUS CHRISTI Oscar R. Martinez, Assistant City Manager RECOMMENDED Daniel Biles, P.E., Director of.Engineering Services Oper ting Departime APPROVED AS TO FORM (Date) (Date) 10/02,2,4g (Date) Office of Management and Budget Legal Department (Date) (Date) JEC ARCHITECTS, INC. KIENGINEERING DATAEXCHANGEUENNIFERWARKS & 8E013381 HIKE & BIKE TRAILS-CSTY mes Coffin, A resident 3649 Leopard Street, Suite 407 Corpus Christi, TX 78408 (361) 904-0804 Office (361) 904-0925 Fax AMEND. NO. 2 Pa e 1 of 2 DE (BOND 200BBPROFESSIONAL SERVIGES1AMENDMENT NO. 2I,CONTRACT DOCX ATTEST Armando Chapa, City Secretary Project Number: 3381 Fund Source: 550950-3292-00000-130291 (Parks & Rec CIP) Encumbrance Number: MENGINEERING DATAEXCHANGENJENNIFERIP KS & REC HIKE & 8IKE T ENTERED OCT 12 2012 MAL, 1 AMEND. NO. 2 Pa e 2 of 2 WIDE (BOND 2008)SPROFESSIONAL SERVICESIAMENDMENT NO 2CONTRACTDOCX )EC ARCH I I ECT5 August 24, 2012 Mr. Dan Biles, P.E. Director of Engineering Services City of Corpus Christi P.O. Box 9277 Corpus Christi, Texas 78469 RE: Hike & Bike Trail — City Wide Project No. 3381- Amendment #2 Dear Mr. Biles: JEC Architects respectfully requests an Amendment No. 2 to our "Contract for Professional Services" for an increase in fees in the amount of $7.800.00. This request is due to additional man-hours expended in assisting the City with research and documentation of a Proposed Easement across Lotl, of Sun Valley Estates and a revised Scop e of Design Services for this first leg of the Trail from Yorktown to Cedar Pass. As you may recall, the requested Trailhead location begins at Yorktown Blvd. and Sun Valley Drive and then proceeds in an Easterly direction to Cedar Pass. However, the City did not own or have an easement across Lot 1, of Sun Valley Estates to construct a concrete trail. Following our meeting with Engineering Services and Parks & Recreation Department on September 23, 2011, JEC, Inc. was requested by Engineering to meet with and coordinate documentation with Capnor, USA surveyors to verify property boundaries, utility easements and possible ownership of Lot 1, Sun Valley Estates. JEC, Inc. provided documentation of a preliminary Exhibit to assist Capnor, USA in describing the required easement directions and dimensions for the proper access across Lot 1 for the beginning of the Hike & Bike Trail. In addition to this Easement coordination issue, the Scope of Design Services by JEC, Inc. has been revised following several meetings with Engineering concerning the conflict of the Trail design and location with a previously designed Storrnwater project to improve Schanen Drainage Ditch. Following meetings with Engineering Services. Parks Department and coordination P.O. Box 260161 - Corpus Christi, TX 78426-0161 - 564.9 Leopard St., Suite 407 - C1rpu5 Christi, Tx 78409 (561) 904-0B 0.4 . F4x 05'41) 904-0925- (no licinCAJECa rdlitucts.com AMEND. NO. 2 EXHIBIT "A" Pa• e 1 of 3 Mr. Dan Biles, P.E. August 24, 2012 Page 2 of 2 meetings with Freese and Nichols Engineers, it was determined that the recently constructed "back swale" with post inlet drains and irrigation lines will need to be replaced and /or removed in a revised Scope of Services for JEC, Inc. Furthermore, the Hike & Bike Trail sidewalk will now be required to be designed as a heavy concrete section maintenance road to handle heavy tractor mowing equipment and truck vehicles to maintain the ditch and right of way. JEC Architects has included within, a revised Amended Exhibit "D" for your review and approval to document this work. The revised Amended Fees will now total $52, 175.00. This Exhibit does not reflect any invoices toward this project for clarity of total Fee Structure. Should you have questions concerning this request and additional Scope, please call to discuss. Sincerely. JEC ARCHITECTS, INC. Jim Coffin. A President JC/Ic Attachment: Exhibit "D" CC: Ms. Joelle Francois, P.E. P.O. Box 260161 - Corpus Christi, TX 78426-0161 - 5649 1.,,copard St, 5uitu• 407 - Copw; ChiT54d, TX 7A408 (4M) 904-0804 - Fax (561) 904-0925- froifin6NECI ralitects.corn AMEND. NO. 2 EXHIBIT "A" Page 2 of 3 HIKE AND BIKE TRAILS - CITY WIDE (BOND 2008) PROJECT NO. 3381 SUMMARY OF FEES I07/11/11 I 11/16/11 Admin Approval l Admin Approval M2012- AMEND. NO. 2 EXHIBIT "A" Par 3 of 3 ORIGINAL CONTRACT AMEND. NO.1 AMEND. NO.2 TOTAL BASIC SERVICES $12,400.00 1 Preliminary Phase $9,800.00 $0.00 $2,600.00 2 Design Phase 18,600.00 0.00 5,200.00 23,800.00 3 Bid Phase 1,800.00 0.00 0.00 1,800.00 4 Construction Phase 3,000.00 0.00 0.00 3,000.00 Subtotal Basic Services 33,200.00 0.00 7,800.00 41,000.00 ADDITIONAL SERVICES 1 Permit Preparation 1,850.00 0.00 0.00 1,850.00 2 Topographic Survey 3,750.00 4,575.00 0.00 8,325.00 3 Construction Observation Services 0.00 0.00 0.00 0.00 4 Start-Up Services 0.00 0.00 0.00 0.00 1,000.00 5 Warranty Phase 1,000.00 0.00 0.00 Subtotal Additional Services 6,600.00 4,575.00 0.00 11,175.00 TOTAL FEE $39,800.00 $4,575.00 $7,800.00 $52,175.00 I07/11/11 I 11/16/11 Admin Approval l Admin Approval M2012- AMEND. NO. 2 EXHIBIT "A" Par 3 of 3 W 2 z XX (~jxM ,e z z a • d ILI � o ■ 0 c a. 0 V Invoice Date: O a d 0 N O z E 0 z E 0 CO 0 c) Basic Services: 100% 1°/0.19 0 \ O 0 \ 0 0 \ 0 0 \ N 0 %I 0 \ 0 0 \ 0 0 \ 0 0 \ 0 0 \ 0 \ 0 0 \ , 0 \ N 0 0 0 ❑ ❑ ❑ 0 I $8,000 $2,120 $2,877 $12,997 $1,250 $1,500 $3,000 0 III CO I— o3 H c0 I— o N 0 0 0 ❑ 0 0 0 in m CO I— CO I— o u) ER 0 0 0 ❑ ❑ ❑ 0 o H m m N-. 0 co 0 ID 0 a Cl CO 0 CO G CO a to 10` 6$ 0~ M $8,2 $2,0 1,1 1,6 $4,7 OS 4,7 0 0 0 ❑ 0 0 N O m m N 0 0 0 ❑ ❑ ❑ o o oo m m H o 0o O0 0 ❑ ❑ ❑ O 010 N u, N I-I-I- 0 Construction Phase Subtotal Basic Services Subtotal Additional Services co tl) 4) S u_ u, 0 .0 a) co co E U COm Additional Services Fees Total of Fees AMEND. NO. 2 EXHIBIT "B" Page 1 of 1 S ION City o CITY OF CORPUS CHRISTI City i DISCLOSURE OF INTEREST City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with NA ". See reverse side for Filing Requirements, Certifications and definitions. COMPANY NAME: MC Architects, Inc. P. O. BOX: STREET ADDRESS: 3649 Leopard Street., Suite 407 CITY: Corpus Christi ZIP: 78408 FIRM 1S: 1. Corporation 2. Farmership 4. Association ] S. Other 3. Sole Owner DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this pa or attach separate sheet. I. State t ast" constituting or 'employee" the ownership in the above Christi "firm: : "ownership Name kb Title and City Department (if known) NIA 2. cconnsstiwuting names or each "official" of the ownership n the above named Christi f "firm." "ownership interest" Name Title N/A 3. nom" �stiiittuting 3° or�more member" the ownership City the Bove "firm." having an "ownership Name Board, Commission or Committee N/A - 4. State the names of each employee or officer of a "consultant" for the City of Comas Christi who worked on any matter related to the subject of this contract and ltas an ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Consultant N/A FILING REQUIREMENTS Ha person who requests official action on a matter knows that the requested action will confer an economic benefit on any City official or employee that is distinguishable from the effect that the action will have on members of the public in general or a substantial segment thereof you shall disclose that fact in a signed writing to the City official, employee or body that has been requested to act in the matter, unless the interest of the City official or employee in the matter is amit. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2 -349 (d)] CERTIFICATION I certify that all information provided is true and correct as of the date of this statement, that I have not knowingly withheld disclosure of any information requested; and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. Certifying Pelson: Jim Coffin (Type sr Print) SSigrnaat re of Certifying Title: President Date: //?/20/2, DEFINITIONS a. "Board member." A member of any board, commission, or committee appointed by the City Council of the City of Corpus Christi, Texas. b. "Economic benefit ". An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable from its effnct on members of the public in general or a substantial segment thereof. c. "Employee." Any person employed by the City of Corpus Christi, Texas either on a full or part -time basis, but not as an independent contractor. d. "Firm." Any entity operated for economic gain, whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the form of sole proprietorship, as self- employed person, partnership, corporation, joint stock company, joint venture, receivership or trust, and entities which for purposes of taxation are treated as non -profit organizations. e. "Official." - The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers, Department and Division Heads, and Municipal Court Judges of the City of Corpus Christi, Texas. f. "Ownership Interest." Legal or equitable interest, whether actually or constructively held, in a firm, including when such interest is held through an agent, trust, estate, or holding entity. "Constructively held" refers to holdings or control established through voting trusts, proxies, or special terms of venture or partnership agreements." g. "Consultant " Any person or firm, such as engineers and architects, hired by the City of Corpus Christi for the purpose of professional consultation and recommendation. AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: November 1, 2012 TO: Ronald L. Olson, City Manager FROM: Daniel Biles, P. E., Director of Engineering Services danb @cctexas.com (361) 826 -3729 Gustavo Gonzalez, P. E., Director of Water Operations gustavogo@cctexas.com (361) 826 -1874 Execute Interlocal Agreement County Road 52 Water Line Extension CAPTION: Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Nueces County and the Nueces County Water Control and Improvement District No. 3 in an amount not to exceed $25,000, to extend the water line on County Road 52. PURPOSE: The purpose of this Agenda Item is to execute the Interlocal Agreement with Nueces County and the Nueces County Water Control and Improvement District No. 3 to extend the water line on County Road 52. BACKGROUND AND FINDINGS: The proposed Interlocal Agreement provides for the City, along with Nueces County, to assist the District with its extension of a water line along CR52. The city limit line runs along the centerline of County Road 52, so that it sits halfway within the City's limits. The City, along with the County, would each contribute $25,000 to the District's project for the installation of the fire hydrants along CR52. The fire hydrants will provide needed fire protection infrastructure for use by areas within the city limits. ALTERNATIVES: • Do not provide authority to execute the Interlocal Agreement (not recommended) C: \PROGRAM FILES \GRANICUS \LEGISTAR5 \ PACKET \1010 CITY COUNCIL 11 20 2012 \0028 1 AGENDA MEMO - CR 52 WATERLINE.DOCX CONFORMITY TO CITY POLICY: The Interlocal Agreement is authorized by Chapter 791 of the Government Code and conforms to the City's policies and charter requirements for contracts. EMERGENCY / NON-EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Water Department FINANCIAL IMPACT: Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Fiscal Year 2012 -2013 Line Item Budget $33,200 $300,000 $837,800 $1,171,000 Encumbered / Expended Amount 33,200 33,200 This item 25,000 25,000 BALANCE 0 275,000 837,800 1,112,800 Fund(s): Street CIP Project Sequence #12 Water Capital Budget Line Item Comments: N/A RECOMMENDATION: Passage of the resolution as proposed for authority to enter into the Interlocal Agreement. LIST OF SUPPORTING DOCUMENTS: Location Map Resolution Agreement C: \PROGRAM FILES \GRANICUS \LEGISTAR5 \ PACKET \1010 CITY COUNCIL 11 20 2012 \0028 1 AGENDA MEMO - CR 52 WATERLINE.DOCX COUNTY ROAD 52 WATER LINE EXTENSION INTERLOCAL AGREEMENT THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS: COUNTY OF NUECES IN CONSIDERATION OF THE MUTUAL COVENANTS HEREIN MADE THE PARTIES AGREE AS FOLLOWS: Section 1. Parties. This agreement is made and entered into by and between Nueces County, Texas, hereinafter referred to as "County," the City of Corpus Christi, Texas, hereinafter referred to as "City," and the Nueces County Water Control and Improvement District No. 3, hereinafter referred to as "District." Section 2. Authority. This Agreement is made under the authority of Section 791.011 (a) Government Code. Section 3. Current Revenues. Each governing body, in performing governmental function or in paying for the performance of governmental functions hereunder, shall make that performance or those payments from current revenues legally available to that party. Section 4. Findings. Each governing body finds that the performance of this Agreement is in the best interests of all parties, that the undertaking will benefit the public, and that the division of responsibilities and costs fairly compensates the performing party for the services or functions of this Agreement. The provision of certain water line facilities and fire hydrants as set out herein will allow Emergency Services District #1, or any other governmental entity with fire prevention authority to aid City and County residents with fire prevention Section 5. Services to be Provided. (a) Fire protection in the portion of Nueces County not located within the city limits of the City is provided at this time by the Nueces County Emergency Services District No. 1. City, in conjunction with County, in the portion of Nueces County not located within the city limits of the City; desire to assist in the District's improvement of certain water line facilities adjacent to a public roadway located partially in the city limits of the City, as well as in the County. That portion located in the County is also located within the City's extra territorial jurisdiction. The City will provide financial assistance as described in Section 6 for the District to provide and install fire hydrants along a water line to be installed by the District to enable fire protection for the owners and occupants of lands lying contiguous to County Road 52 located within the City. The County will provide financial assistance as described in Section 6 for the District to provide and install fire hydrants along a water line to be installed by the District to enable fire protection for the owners and occupants of lands lying contiguous to County Road 52 and located within the County but outside the city limits of the City. (b) The District has been formed pursuant to the Article III, Section 52 of the Texas Constitution and has as one of its responsibilities the reclamation and irrigation of its arid, semiarid and other lands which need irrigation as well as to supply a fresh supply of potable water to the owners and occupants of lands lying contiguous to County Road 52 in Nueces County, Texas. The District does not have the facilities to provide a fresh supply of potable water to all of the owners or occupants of lands lying contiguous to County Road 52 at this time, but will install such facilities and lines as are necessary to connect the existing CR52 Waterl ine.12- 0924 - FINAL[ 1 ] Page 2 of 9 line of the District on County Road 69 in Nueces County, Texas to the existing line of the District on County Road 52, in Nueces County, Texas. (c) The City and County are in the process of completing the rebuilding of County Road 52 in Nueces County, Texas. As a part of this process the District provided to the City an easement along, over and across the irrigation canal owned and maintained by the District contiguous to County Road 52 to be utilized by the City to construct, improve and maintain County Road 52. (d) The City will provide the District an easement along, over and across the right- of-way of County Road 52 to be utilized by the District to provide a fresh supply of potable water to the owners of lands in the District contiguous to said County Road 52. (e) The District is solely responsible for providing the project plans, specifications, cost estimates and contract documents as well as advertising to solicit bids for the construction of the work contemplated by this Agreement. The District is solely responsible for contract administration during the construction and installation of the water line, with necessary fittings, including fire hydrants, and subsurface appurtenances incidental thereto, for the transportation of water for municipal and domestic purposes. (t) The District is not responsible for the construction or maintaining of any portion of County Road 52 in Nueces County, Texas. The District will maintain the improvements, including any fire hydrants, to be installed pursuant to this Agreement. (g) The parties intend that the City and County will convey to the District, and the District will accept, all of their respective interest to and in any of the improvements constructed or installed under this Agreement. Unless the City annexes the subject area beforehand, within one year of the date this Agreement becomes effective, the County shall CR52Waterline.12- 0924 - FINAL[ 1 [ Page 3 of 9 convey to District, and the District shall accept, all of the County's right, title and interest to and in any improvements furnished, constructed or installed under this Agreement, including but not limited to any right, title or interest to and in the fire hydrants and appurtenances. Unless the City annexes the subject area beforehand, within one year of the date this Agreement becomes effective, the City shall convey to District, and the District shall accept, all of the City's right, title and interest to and in any improvements furnished, constructed or installed under this Agreement, including but not limited to any right, title or interest to and in the fire hydrants and appurtenances. (h) The District will ensure that the contract documents require the contractor to name the City of Corpus Christi and Nueces County as additional insureds on any policy of insurance provided by the contractor pursuant to the contract documents. The District will further ensure that contract documents require the contractor to indemnify and hold harmless the City of Corpus Christi and Nueces County of any claims, injuries, damages or loss of any kind arising out of or in connection with any work performed by the contractor. Section 6. Funding. The District agrees to be responsible for one -third (1 /3rd), the City agrees to be responsible for one -sixth (1 /6th) and the County agrees to be responsible for one -sixth (1 /6th), except that in no event shall the City nor County pay an amount exceeding twenty -five thousand dollars ($25,000) each, of the costs associated with the construction and installation of the water line, with necessary fittings, including fire hydrants, and subsurface appurtenances incidental thereto, including, but not limited to engineering services to design and prepare construction plans, advertising, printing and miscellaneous expenses necessary for the construction and installation of the improvements to be installed pursuant to this Agreement ( "Project Funds "). The District shall be solely responsible for the balance of one- CR52 Waterline.12 -0924- FINAL1 11 Page 4 of 9 third (1 /3rd) of the funding for the costs associated with the construction and installation of the water line, with necessary fittings, including fire hydrants, and subsurface appurtenances incidental thereto. The District intends that the said one -third (1 /3rd) of the funding for the costs are to be paid by Donald J. Havelka of Robstown, Nueces County, Texas pursuant to a separate agreement entered into by and between the District and Don J. Havelka. The City and County will pay their pro -rata share of the costs of the project, not to exceed an amount of twenty-five thousand dollars ($25,000) each, within thirty (30) days from receipt of the District's detailed invoice for the funding provided for herein. The City and County shall have the right to review and audit the District's documents concerning the project expenses upon request. Section 7. Change Orders. Change orders will be reviewed by the District, County and City with the District giving final approval as a part of contract administration. All changes will be funded with Project Funds. Section 8. Term. The original term of this Agreement shall be one year. It is agreed by the parties that this Agreement shall automatically renew for additional one year periods for so long as the City and/or County shall own and maintain County Road 52 and the District shall own and maintain the improvements being installed pursuant to this agreement. Notwithstanding anything to the contrary contained herein, this Agreement as it applies to the County will expire at such time as the County sells, grants, conveys, assigns and dedicates to the District all of the County's right, title and interest in and to the lines, fire hydrants and necessary appurtenances provided by the County pursuant to this Agreement. Notwithstanding anything to the contrary contained herein, this Agreement as it applies to the City will expire at such time as the City sells, grants, conveys, assigns and dedicates to the CR52Waterline.12- 0924 - FINAL[ 1 ] Page 5 of 9 District all of the City's right, title and interest, if any, in and to the lines, fire hydrants and necessary appurtenances installed under this Agreement or on the effective date of an ordinance passed by the Corpus Christi City Council for the City to annex the subject area. Section 9. Permits. The District is solely responsible for obtaining and maintaining any permits necessary or required to construct and install the water line, with necessary fittings, including fire hydrants, and subsurface appurtenances incidental thereto, for the transportation of water for municipal and domestic purposes. Section 10. City and/or County Control. All services provided under this Agreement by the City and/or County shall be at the sole direction and supervision of the City and/or County. Section 11. District Control. All services provided under this Agreement by the District shall be at the sole direction and supervision of the District. Section 12. Notice. Notice shall be delivered to the following address for the party notified: CITY OF CORPUS CHRISTI City Manager of City of Corpus Christi 1201 Leopard Street NUECES COUNTY County Judge 901 Leopard, Room 303 Corpus Christi, Texas 78401 Corpus Christi, Texas 78401 NUECES COUNTY WATER CONTROL & IMPROVEMENT DISTRICT NO. 3 District Manager 501 East Main Street Robstown, Texas 78380 Section 13. Default. In the event of a default in any of the terms herein by the City, the County, or the District, the non defaulting party shall give a 10 day written notice advising the defaulting party of the default ( "default notice "), by certified mail, return receipt CR52 Waterlinc.12- 0924FINAL[ 1 ] Page 6 of 9 requested. The defaulting party shall have 10 days from the date of the default notice to cure the event of default or this Agreement shall terminate. In the event the Agreement terminates the parties shall have no further obligation to the other party by reason of this Agreement. Section 14. Dispute Resolution. The parties hereto mutually contract and agree that each, every, any and all claims, disputes and/or controversies, now existing or hereafter arising, whether known or unknown, must first be attempted to be resolved as follows: (a) by attempting settlement by mediation, under the Mediation Rules and utilizing a neutral mediator. Each party shall pay its own costs of mediation. Section 15. Risk & Liability. The District assumes all fmancial risks and liability under this Agreement and hereby releases the City and County from the same. The District shall be solely liable for any financial loss for the design and construction of the improvements. The City and County assume no financial risks or liability under this Agreement. District shall be solely liable for constructing the improvements in compliance with all State, Federal and Local Laws and in full compliance with the terms of this Agreement. Under no circumstances may any communication, approval or denial of the City or County be interpreted by the District to constitute a waiver of this term so as to cause the City or the County to assume any financial risks or liability under this Agreement. This term survives termination of this Agreement. Section 16. Other Liability. Notwithstanding the foregoing the City, County and District agree that each party shall each be responsible for its own negligent acts or omissions or other tortious conduct in the course of performance of this Agreement, without waiving any sovereign governmental immunity available to either the City, the County or the District under Texas law and without waiving any available defenses under Texas law. Nothing in this CR52 Waterline.12- 0924 - FINAL[ 1 ] Page 7 of 9 paragraph shall be construed to create or grant any rights, contractual or otherwise, in or to any third persons or entities. This term survives termination of this Agreement. Section 17. No Intent to Agree to Provide Services. In no event may this Agreement or any terms in this Agreement be construed as a promise by the City to provide fire, water, emergency, or any other utility services to the owners and occupants of lands lying contiguous to County Road 52 in Nueces County, Texas, or to any person or group of people in the extra territorial jurisdiction of the City, within Nueces County, or beyond. Section 18. No Intent to Benefit Third Parties. Nothing in this Agreement, expressed or implied, is intended to confer on any person other than the parties hereto any rights, remedies, obligations or liabilities under or by reason of this Agreement. Section 19. No Waiver. The waiver of any provision in this Agreement will not be deemed to be a waiver of any other provision of this Agreement. No waiver of any provision of this Agreement will be deemed to constitute a continuing waiver unless expressly provided in writing. Section 20. Miscellaneous. (a) This Agreement expresses the entire agreement between the parties. (b) Any modification, amendment, or addition to this Agreement shall not be binding upon the parties unless reduced to writing and signed by the persons authorized to make such agreements on behalf of the respective party. CR52 Waterl ine.12- 0924FINALI 11 Page8of9 The Effective Date of this Agreement is the day of October 2012. ATTEST: CITY OF CORPUS CHRISTI Armando Chapa, City Secretary ATTEST: Approved asIG Legal for - By Ronald Olson, City Manager Veronica Ocaiias Assistant City Attorney For City Attorney ounty Clerk, Nueces C CR52Waterline.12-0924-FINAL[ 1] NUECES COUNTY eal, Jr. Cou NUECES COUNTY WATER CONTROL AND IMPROVEMENT DISTRICT NO 3 Page 9 o19 ard, iistrict Manager Resolution authorizing the City Manager, or designee, to execute an Interlocal Agreement with Nueces County and the Nueces County Water Control and Improvement District No. 3 in an amount not to exceed $25,000, to extend the water line on County Road 52. 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 execute an Interlocal Agreement with Nueces County and the Nueces County Water Control and Improvement District No. 3 in an amount not to exceed $25,000, to extend the water line on County Road 52. ATTEST THE CITY OF CORPUS CHRISTI Armando Chapa City Secretary 0028 3 resolution - cr 52 waterline Nelda Martinez Mayor The above resolution was passed by the following vote: Corpus Christi, Texas of , 2012 Nelda Martinez Kelley Allen Rudy Garza Jr. Priscilla G. Leal David Loeb Chad Magill Colleen McIntyre Lillian Riojas Mark Scott 0028 3 resolution - cr 52 waterline AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: TO: Ronald L. Olson, City Manager November 7, 2012 FROM: Daniel Biles, P.E., Director of Engineering Services DanB @cctexas.com (361) 826 -3729 Foster Crowell, Director of Wastewater Services FosterC @cctexas.com (361) 826 -1801 Approval of Contract for Professional Services: Broadway Wastewater Treatment Plant Decommissioning CAPTION: Motion authorizing the City Manager, or designee, to execute a Contract for Professional Services with Freese and Nichols, Inc. of Corpus Christi, Texas in the amount of $590,887.00 for the Broadway Wastewater Treatment Plant Decommissioning. PURPOSE: The purpose of this Agenda Item is to execute the contract for the Broadway Wastewater Treatment Plant Decommissioning so that design work can proceed. BACKGROUND AND FINDINGS: The Broadway Wastewater Treatment Plant is being replaced by a new plant adjacent to the former plant. Construction of the new plant is scheduled to be completed by the second quarter of 2013. The existing plant must be decommissioned in accordance with the Texas Commission on Environmental Quality (TCEQ) requirements prior to it being converted to other uses. TCEQ requires an official Closure Plan for decommissioned wastewater treatment plants. Closure Plan requirements include sampling and analysis. In addition, TCEQ requires an official Closure Report. This contract includes preparation of a closure plan, environmental sampling, analysis of potential uses for the site, and a contract for odor mitigation when the plant is closed. This contract will also include coordination of redevelopment plan, subsurface utility investigation, and public outreach activities. Freese and Nichols, Inc. of Corpus Christi, Texas was selected through RFP No. 2006 -01 for the subject project. ALTERNATIVES: 1. Award the contract to Freese and Nichols, Inc. as proposed. 2. Do not award the contract to Freese and Nichols, Inc. as proposed. (Not Recommended) OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: Conforms to statues regarding FY 2012 -2013 Wastewater Capital Improvement Planning (CIP) Budget EMERGENCY / NON - EMERGENCY: Non - emergency DEPARTMENTAL CLEARANCES: Wastewater FINANCIAL IMPACT: ❑ Operating ❑ Revenue Capital ❑ Not applicable Fiscal Year: 2012 -2013 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $1,000,000.00 $6,000,000.00 $7,000,000.00 Encumbered / Expended Amount This item $590,887.00 $590,887.00 Future Anticipated Expenditures $5,784,997.00 $5,784,997.00 BALANCE $409,113.00 $215,003.00 $624,116.00 Fund(s): Wastewater CIP #30 — Wastewater Revenue Bond RECOMMENDATION: City staff recommends the Contract for Professional Services be awarded to Freese and Nichols, Inc. of Corpus Christi, Texas, in the amount of $590,887.00 for the Broadway Wastewater Treatment Plant Decommissioning. LIST OF SUPPORTING DOCUMENTS: Project Budget Location Map Contract PROJECT BUDGET ESTIMATE BROADWAY WASTEWATER TREATMENT PLANT DECOMMISSIONING Project No. E12159 Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 FUNDS AVAILABLE: Wastewater CIP $7,000,000.00 FUNDS REQUIRED: Construction (preliminary estimate) 5,200,000.00 Contingency (10 %) 520,000.00 Consultant Fees: Consultant (Freese & Nichols, Inc.) 590,887.00 Reimbursements: Contract Administration (Contract Preparation /Award /Admin) 13,295.00 Engineering Services (Project Mgt/Constr Mgt/Traffic Mgt) 20,681.00 Construction Observation 20,681.00 Finance 7,386.00 Misc. (Printing, Advertising, etc.) 2,954.00 TOTAL $6,375,884.00 ESTIMATED PROJECT BUDGET BALANCE $624,116.00 File : \Mproject \councilexhibits \exhE12159.dwg CORPUS CHRISTI BA y LOCATION MAP NOT TO SCALE CORPUS C3-fRIS'I q.�y PROJECT # E12159 X "w SITE LOCATION NOT TO SCALE BROADWAY WASTEWATER TREATMENT PLANT DECOMMISSIONING CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES PAGE: 1 of 1 CITY OF CORPUS CHRISTI CONTRACT FOR PROFESSIONAL SERVICES The City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469 -9277 (City) acting through its duly authorized City Manager or Designee (Director of Engineering Services) and Freese and Nichols, Inc., a Texas corporation, 800 North Shoreline, Suite 1600N, Corpus Christi, Nueces County, Texas 78401, (Architect/Engineer — A/E), hereby agree as follows: 1. SCOPE OF PROJECT Broadway Wastewater Treatment Plant Decommissioning (Project No. El 2159) The Broadway Wastewater Treatment Plant is being replaced by a new plant adjacent to the old one. The site of the old plant must be closed in accordance with TCEQ requirements prior to it being converted to other uses. This contract includes preparation of a closure plan, environmental sampling, analysis of potential uses for the site, and a contract to prevent odors when the old pant is closed. 2. SCOPE OF SERVICES The A/E hereby agrees, at its own expense, to perform design services necessary to review and prepare plans, specifications, and bid and contract documents. In addition, NE will provide monthly status updates (project progress or delays, gantt charts presented with monthly invoices) and provide contract administration services, as described in Exhibit "A" and "A-1", to complete the Project. Work will not begin on Additional Services until requested by the NE (provide breakdown of costs, schedules), and written authorization is provided by the Director of Engineering Services. A/E services will be "Services for Construction Projects " - (Basic Services for Construction Projects ") which are shown and are in accordance with "Professional Engineering Services - A Guide to the Selection and Negotiation Process, 1993" a joint publication of the Consulting Engineer's Council of Texas and Texas Society of Professional Engineers. For purposes of this contract, certain services listed in this publication as Additional Services will be considered as Basic Services. 3. ORDER OF SERVICES The A/E agrees to begin work on those authorized Basic Services for this contract upon receipt of the Notice to Proceed from the Director of Engineering Services. Work will not begin on any phase or any Additional Services until requested in writing by the NE and written authorization is provided by the Director of Engineering Services. The anticipated schedule of the preliminary phase, design phase, bid phase, and construction phase is shown on Exhibit "A ". This schedule is not to be inclusive of all additional time that may be required for review by the City staff and may be amended by or with the concurrence of the Director of Engineering Services. The Director of Engineering Services may direct the NE to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase Contract for Engineering (A/E) Services Page 1 of 3 KIENGINEERING DATAEXCHANGEUENN IFERIWASTEWATER1E12159 BROADWAY WWTP DECOMISSIONINGICONTRACT.DOC of fee will be mutually agreed and evidenced in writing as an amendment to this contract. A/E shall notify the City of Corpus Christi within three (3) days of notice if tasks requested requires an additional fee. 4. INDEMNITY AND INSURANCE NE agrees to the mandatory contract indemnification and insurance requirements as set forth in Exhibit "B ". 5. FEE The City will pay the NE a fee, as described in Exhibit "A ", for providing services authorized, a total fee not to exceed $590,887.00 (Five Hundred Ninety Thousand Eight Hundred Eighty -Seven Dollars and Zero Cents). Monthly invoices will be submitted in accordance with Exhibit "D ". 6. TERMINATION OF CONTRACT The City may, at any time, with or without cause, terminate this contract upon seven days written notice to the A/E at the address of record. In this event, the NE will be compensated for its services on all stages authorized based upon A/E and City's estimate of the proportion of the total services actually completed at the time of termination. 7. LOCAL PARTICIPATION The City Council's stated policy is that City expenditures on contracts for professional services be of maximum benefit to the local economy. The A/E agrees that at least 40% of the work described herein will be performed by a labor force residing within the Corpus Christi Metropolitan Statistical Area (MSA). Additionally, no more than 60% of the work described herein will be performed by a labor force residing outside the Corpus Christi Metropolitan Statistical Area (MSA.) 8. ASSIGNABILITY The NE will not assign, transfer or delegate any of its obligations or duties in this contract to any other person without the prior written consent of the City, except for routine duties delegated to personnel of the A/E staff. If the A/E is a partnership, then in the event of the termination of the partnership, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the A/E fee may be assigned in advance of receipt by the NE without written consent of the City. The City will not pay the fees of expert or technical assistance and consultants unless such employment, including the rate of compensation, has been approved in writing by the City. Contract for Engineering (A/E) Services Page 2 of 3 k1ENGINEERING DATAEXCHANGE JENNIFERIWASTEWATER1E12159 BROADWAY WWTP DECOMISSIONINGICONTRACT.DOC 9. OWNERSHIP OF DOCUMENTS All documents including contract documents (plans and specifications), record drawings, contractor's field data, and submittal data will be the sole property of the City, may not be used again by the A/E without the express written consent of the Director of Engineering Services. However, the NE may use standard details that are not specific to this project. The City agrees that any modification of the plans will be evidenced on the plans, and be signed and sealed by a professional engineer prior to re-use of modified plans. 10. DISCLOSURE OF INTEREST NE further agrees, in compliance with City of Corpus Christi Ordinance No. 17112, to complete, as part of this contract, the Disclosure of Interests form attached hereto as Exhibit "C". CITY OF CORPUS CHRISTI Oscar R. Martinez, Date Assistant City Manager RECOMMENDED Daniel es, P. E., Date e Director of Engineering Services Operating Department Date APPROVED AS TO FORM Office of Management Date and Budget ATTEST Armando Chapa, City Secretary FRE SE AND NICHOLS, INC. t t-4 V2— Ro Guzman Date Vice President 800 North Shoreline Boulevard Suite 1600N Corpus Christi, Texas 78401 (361) 561-6500 Office (361) 561-6501 Fax ENTERED SEP 28 2012 copal KAU I MANAGER Project No. E12159 Fund Source No. 550950-4248-00000-E12159 Wastewater CIP Encumbrance No. Contract for Engineering (NE) Services Page 3 of 3 KAENGINEERING DATAEXCHANGELIENNIFERMASTEWATERE12159 BROADWAY WWTP DECOMISSIONINGDONTRACT DOC EXHIBIT "A" CITY OF CORPUS CHRISTI WASTEWATER DEPARTMENT BROADWAY WASTEWATER TREATMENT PLANT (WWTP) DECOMMISSIONING CITY OF CORPUS CHRISTI, TX 1. SCOPE OF SERVICES A. Basic Services. Basic Services will include the following in addition to those items shown on Exhibit "A -1" Task List 1. Wastewater Treatment Plant (WWTP) Closure Plan. The A/E Consultant will perform the following services: a. Confer with the City staff regarding the closure plan of Broadway WWTP. The NE Consultant will participate in up to one (1) formal meeting one X12 City initiation meeting] with City staff, provide agenda and purpose for each formal meeting; document and distribute meeting minutes and meeting report within seven (7) working days of the meeting. The A/E Consultant will participate in discussions with the operating department and other agencies (such as the Texas Department of Transportation (TxDOT) and Texas Commission of Environmental Quality (TCEQ)) as required to satisfactorily complete the Project. b. The A/E Consultant shall conduct one (1) site visit to visually identify and document existing structures and treatment units within the abandoned plant site. The following services will be provided in order to develop and submit the Closure Plan: 1. Review existing permits and analytical data for the wastewater treatment plant including data from historical sludge characterization and disposal. 2. Collect historical records of previous use of site as a landfill. 3. Contact TCEQ to discuss the City's intent to submit a closure plan and discuss facility - specific requirements. 4. Prepare a WWTP Closure Plan in accordance with TCEQ regulations, the facility's existing permits, and Land Application Team guidance. 5. Submit one (1) draft electronic copy of the closure plan to the City for review and comment. 6. Revise and finalize the Draft Closure Plan as necessary based on the City's comments. 7. Submit three (3) hard paper copies of the Closure Plan to the TCEQ within ten (10) business days of receipt of the City's comments. The NE Consultant will also submit two (2) hard paper copies and one (1) electronic copy in CDROM to the City for their records. EXHIBIT "A" Page 1 of 12 8. The NE Consultant shall provide a letter stating that the NE Consultant and Sub - consultant Engineers have checked and reviewed the Closure Plan prior to submission to TCEQ and the City. 9. The NE Consultant will respond to any comments or questions regarding the Closure Plan from TCEQ. 2. Site Investigation for Closure. Upon approval of the Closure Plan by TCEQ, the NE Consultant will perform sampling and analysis described in the approved Closure Plan to document conditions on the site. This site investigation will include the following general tasks: a. The A/E Consultant shall field locate proposed sample locations. City shall verify absence of underground utilities in those locations. b. The NE Consultant shall collect soil and groundwater samples (as specified in the Closure Plan) to determine if chemicals of concem (COCs) are present at concentrations that require removal or special handling (i.e. capping) if left in place. Sample collection will require use of truck - mounted, direct-push drilling equipment. The A/E Consultant anticipates that a total of one hundred twenty (1201, soil borings and three (3) temporary groundwater monitoring wells will be installed to document closure activities. c. The A/E Consultant shall analyze sampling results of the samples collected for COCs approved by the TCEQ in the Closure Plan. The presence of hazardous waste or contaminated areas will be considered under Special Services. d. Upon receipt of sample results, the NE Consultant will prepare a letter report summarizing the findings and providing recommendations for closure of the WWTP facilities. 3. Preparation and Submittal of Final Closure Report. The NE Consultant will perform the following services: a. Confer with the City staff regarding the closure plan of Broadway WWTP. The NE Consultant shall participate in up to one (1) formal meeting one in draft closure report review meeting] with City staff, provide agenda and purpose for each formal meeting; document and distribute meeting minutes and meeting report within seven (7) working days of the meeting. The NE Consultant will participate in discussions with the operating department and other agencies (such as the Texas Department of Transportation (TxDOT) and Texas Commission of Environmental Quality (TCEQ)) as required to satisfactorily complete the Project. b. The A/E Consultant will prepare a WWTP Final Closure Report for the existing Broadway WWTP. The following services will be provided in order to develop and submit the Final Closure Report: EXHIBIT "A" Page 2ofl2 1. The A/E Consultant shall prepare a WWTP Final Closure Report in accordance with TCEQ regulations, the facility's existing permits, and Land Application Team guidance. 2. The A/E Consultant shall submit one (1) draft electronic copy of the Final Closure Report to the City for review and comment. The A/E Consultant shall revise and finalize the Final Closure Report as appropriate based on the City's comments. 3. The A/E Consultant shall submit throe (3) hard paper copies of the Final Closure Report to TCEQ within ten (10) business days of receipt of the City's comments. The A/E Consultant will also submit two (2) hard paper copies and one (1) electronic copy in CDROM to the City for their records. 4. Provide Quality Assurance /Quality Control (QA/QC) measures to ensure that submittal of the draft and the final WWTP closure report accurately reflect the percent completion designated and do not necessitate an excessive amount of revision and correction by City Staff. The NE Consultant shall submit a letter declaring that all engineering disciplines involved have checked and reviewed all the submittals and are complete prior to submission and include signature of all disciplines including but not limited to environmental geoscientists. 5. The A/E Consultant will respond to any comments or questions from TCEQ. Additional investigation required by TCEQ comments shall be considered as an additional services item and will be initiated and completed only after the written authorization by the Director of Engineering Services. 6. The City agrees that any modifications of the submitted WWTP closure report (for other uses by the City) will be evidenced on the report and be signed and sealed by the professional geoscientist and a professional engineer prior to re-use of modified report. 4. Odor Mitigation Contract., The contract will include temporary covering of open structures, security provisions, fence line (baseline) hydrogen sulfide measurement levels, and contract required hydrogen sulfide control levels. The A/E consultant will provide the following services: a. Confer with the City staff to review the scope of services. The NE Consultant will participate in up to four (4) formal meetings [one (1) City initiation meeting, one (1) technical memorandum review workshop, one (1) 50% review workshop, and one (1) 90% review workshop] with City staff. The A/E Consultant shall provide an agenda, prepare meeting minutes and distribute meeting minutes and meeting report within seven (7) working days of the meeting. The A/E Consultant will participate in discussions with the operating department and other agencies (such as the Texas Department of Transportation (TxDOT) and Texas Commission EXHIBIT "A" Page 3ofl2 of Environmental Quality (TCEQ)) as required to satisfactorily complete the project. b. The NE Consultant shall conduct one (1) site visit to visually identify and document existing structures and treatment units within the abandoned plant site that will require dewatering, identify locations for the removal of sludge, and other potential odor generating components of the old plant . The following services will be provided in order to develop and submit the Broadway WWTP odor mitigation contract: c.. The A/E Consultant shall prepare a technical memorandum identifying sources of odors, recommendations for mitigating the odors and an OPCC for the mitigation measures. The NE consultant will one (1) electronic copy of the draft technical memorandum to the City and participate in one (1) review meeting. d. Fumish one (1) set of the 50% half size plans (half -size plans only - identify needed front -end and technical specifications) to the City staff for review and approval purposes with the opinion of probable construction cost. The City will be responsible for reproduction for additional sets of 50% half -size plans per the requirement of the City. Upon receipt of the 50% set of half - size plans and list of front -end and technical specifications, the City will promptly review the submittal and provide their comments to the NE Consultant in electronic e-mail or CDROM. There will be one (1) 50% submittal review coordination meeting to discuss comments on the 50% half size plans and specifications list. e. Assimilate all review comments, modifications, additions/deletions and proceed to 100% completion of Interim Design Submittal. A memorandum will be prepared indicating how all comments are to addressed. f. Conduct a construction sequencing workshop to coordinate the work of this contract with the New Broadway WWTP construction. g. Fumish one (1) copy of the 100% Interim Design Submittal [half size plans and front -end documents and technical specifications] to the City staff for review and approval purposes with a revised opinion of probable construction costs. 100% half size plans shall be submitted, dated, and stamped "NOT FOR CONSTRUCTON". There will be one (1) 100% Interim Design Submittal review coordination meeting to discuss comments on the 100% Interim Design Submittal. Upon approval of the 100% Interim Design Submittal by the City, the words "NOT FOR CONSTRUCTION" shall be removed and the original seals of the responsible professional engineer will be provided on the plans and the seals will be signed and dated. The required no. of Final 100% Contract Documents sets will be forwarded to Texas Commission on Environmental Quality (TCEQ) for review and approval. h. Upon receipt of comments from TCEQ, the A/E Consultant will make necessary modifications to the 100% Contract Documents. A memorandum will be prepared which indicates how each comment will be addressed. The stamp "ISSUED FOR BID" and original seals of the EXHIBIT "A" Page 4 of 12 professional engineers will be placed on the 100% plans and dated. One (1) copy of the completed 100% Contract Documents will be forwarded to the City. The City will be responsible for reproduction for any additional sets of the completed Contract Documents per the requirement of the City. The A/E Consultant will also furnish one (1) CDROM with an electronic file copy of the ISSUED FOR BID" plans in AutoCAD and Front-End Documents and Technical Specifications in MS Word to the City. The said "ISSUED FOR BID" Contract Documents henceforth become the sole property and ownership of the City of Corpus Christi. i. The NE Consultant will assist the City in securing bids. The City will issue Notice to Bidders to prospective CONTRACTORS and vendors listed in their database of prospective bidders and to selected plan rooms. j. The A/E Consultant will assist the City by responding to questions and interpreting bid documents. The A/E Consultant will prepare and issue addenda and forward the addenda to the City for distribution to the prospective bidders. k. The A/E Consultant will assist the City in conducting one (1) pre -bid conference for the construction project and coordinate CONTRACTOR's responses with the City. Response to the pre -bid conference will be in the form of addenda issued after the conference. The NE Consultant will also attend the tour of the project site along with the prospective contractors after the pre -bid conference. I. The A/E Consultant will assist the City in the opening, tabulating, and analyzing the bids received. The A/E Consultant will review the qualification information provided by the apparent low bidder to determine if, based on the information available, they appear to be qualified (based on City requirements) to construct the project. The NE Consultant will submit to the City a written recommendation to award of contracts or other actions as appropriate to be considered by the City. m. The A/E Consultant will make necessary modifications to the 100% "ISSUED FOR BID" Contract Documents based on the addenda issued during the Bid Phase. After the incorporation of all the comments, the stamp ISSUED FOR CONSTRUCTION" will be placed on the 100% Contract Documents from the A/E Consultant. One (1) copy of the completed 100% "ISSUED FOR CONSTRUCTION" Contract Documents will be forwarded to the City. The City will be responsible for reproduction for any additional sets of the completed 100% "ISSUED FOR CONSTRUCTION" Contract Documents per the requirement of the City. The A/E Consultant will also fumish one (1) CDROM with an electronic file copy of the "ISSUED FOR CONSTRUCTION" plans in AutoCAD and specifications in Word to the City. n. Assist City in conducting one (1) pre- construction conference with the CONTRACTOR, review construction schedules prepared by the CONTRACTOR pursuant to the requirements of the construction contract. EXHIBIT "A" Page 6of12 o. Assist the City with coordinating the work under this contract with the ongoing New Broadway WVVTP construction. p. Attend and participate in up to a maximum of six (6) periodic construction meetings to the site to attend the Monthly Construction Progress Meeting. Visits to the site for Monthly Construction Progress Meetings in excess of the specified number are an additional service. q. Attend and participate in up to a maximum of three (3) periodic site visits to the site (as distinguished from the continuous services of a Resident Project Representative) to observe whether the improvements have been completed in accordance with the Construction Contract Documents. The estimated construction time for this project is 9 months. FNI will endeavor to protect the City against defects and deficiencies in the work of CONTRACTOR and will report any observed deficiencies to the City. Visits to the site in excess of the specified number are an additional service. r. Review quality related documents provided by the CONTRACTOR such as shop drawings, test reports, equipment installation reports or other documentation required by the Construction Contract Documents. s. Process contract modifications and negotiate with the CONTRACTOR on behalf of the City to determine the cost and time impacts of change orders. Prepare change order documentation for approved changes for execution by the City. Documentation of field orders, where cost to City is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the CONTRACTOR or other deviations from the construction Contract Documents requested by the CONTRACTOR and approved by the City are an additional service. Substitutions of materials or equipment or design modifications requested by the City are an additional service. t Conduct, in company with City's representative, a final review of the Project for conformance with the Contract Documents of the Project and general compliance with the Construction Contract Documents. Attend and participate in up to a maximum of two (2) final walkthrough/punchlist site visits to the site (separate from site visits) to observe whether the improvements have been completed in accordance with the Construction Contract Documents. The City's representative will be responsible to track the completion of all the punchlist items. The NE Consultant will issue FINAL Certificate of Completion upon the completion of all the punchlist items. Visits to the site in excess of the specified number are an additional service. Prepare a list of deficiencies to be corrected by the CONTRACTOR before issuing the FINAL Certificate of Completion. Assist the City in obtaining legal releases, permits, warranties, spare parts, and keys from the CONTRACTOR. Make recommendation for final payment to the CONTRACTOR. EXHIBIT "A" Page 6 of 12 u. Revise the construction drawings in accordance with the information fumished by Construction CONTRACTOR and the construction inspector reflecting changes in the Project made during construction. One (1) set of full -size prints of "RECORD DRAWINGS" and one (1) CDROM with an electronic file copy of the plans in AutoCAD after the completion of the Construction Project will be provided to the City. The City will be responsible for making additional sets of hard -copy prints and electronic copies per the requirement of the City. v. Provide Quality Assurance/Quality Control (QA/QC) measures to ensure that each submittal accurately represents the percent completion designated and do not necessitate an excessive amount of revision and correction by City Staff. The A/E Consultant shall submit a letter declaring that all engineering disciplines involved have checked and reviewed all the submittals and are complete prior to submission, and include signature of all disciplines including but not limited to mechanical, civil, electrical, structural, etc. w. The City agrees that any modifications of the submitted "ISSUED FOR BID" plans (for other uses by the City) will be evidenced on the plans and will be signed and sealed by a professional engineer prior to re-use of the modified plans. 5. Wastewater Treatment Plant (WVVfP) Decommissioning Engineering Letter Report. The A/E Consultant will perform the following services: a. Confer with the City staff to review the scope of services. The A/E Consultant will participate in up to two (21, formal meetings !one (1) City initiation meeting, one (1) draft decommissioning report review workshop] with City staff to gather information from the City regarding future use constraints of the site and to discuss the WWTP decommissioning engineering letter report. The NE Consultant shall prepare meeting minutes and distribute meeting minutes and meeting report within seven � 7 working days of the meeting. The A/E Consultant will participate in discussions with the operating department and other agencies (such as the Texas Department of Transportation (TxDOT) and Texas Commission of Environmental Quality (TCEQ)) as required to satisfactorily complete the project. b. The NE Consultant shall conduct one (1) site visit to visually identify and document existing structures and treatment units within the abandoned plant site. The identified structures shall be inclusive of existing electrical facilities, office/storage/maintenance buildings, chemical storage/feed facilities, treatment process structures and distribution storage and pumping facilities. The following services will be provided in order to develop and submit the Broadway WWTP decommissioning engineering letter report: 1. The A/E Consultant shall prepare a WWTP decommissioning engineering letter report in accordance with TCEQ regulations, the EXHIBIT "A" Page 7 of 12 facility's existing permits, and Land Application Team guidance. The report shall contain facilities descriptions, schematic layouts, sketches and conceptual design criteria. The report will consists of exhibits to indicate the considerations involved and solutions available to City on decommissioning of the Broadway WWTP. The report will also include documentation of the NE Consultant's findings and recommendations with Opinion of Probable Construction Costs (OPCC) for the Project. 2. The NE Consultant shall submit one (1) electronic copy of the WWTP decommissioning report to the City for review and comment. The A/E Consultant will review the engineering letter report with the City in one ,U Draft Engineering Letter Report Review Workshop. The A/E Consultant shall revise and finalize the WWTP decommissioning report as appropriate based on the City's comments. 3. The NE Consultant shall develop Opinion of Probable Construction Costs (OPCC) associated with demolition of the non - salvageable WWTP facilities and conceptual site plan. OPCC development shall consist of the itemized estimate to completely demolish and/or remove all existing non - salvageable facilities and equipment and fill and compact voids to the existing grade level with select structural fill. The OPCC shall include cost associated with demolition and disposal of structures and equipment, removal of salvageable and recyclable equipment and materials as well as materials necessitating disposal. The OPCC will also include an estimate of partial demolition of the above mentioned facilities to a depth suitable for site redevelopment as identified in additional services. 4. The A/E Consultant shall submit two (2) hard paper copies and one tli_electronic copy in CDROM of the Final WWTP decommissioning engineering letter report to the City within fourteen (14) business days of receipt of the City's comments. 5. Provide Quality Assurance /Quality Control (QA/QC) measures to ensure that submittal of the draft and the final WWTP decommissioning engineering letter report accurately reflects the percent completion designated and do not necessitate an excessive amount of revision and correction by City Staff. The A/E Consultant shall submit a letter declaring that all engineering disciplines involved have checked and reviewed all the submittals and are complete prior to submission, and include signature of all disciplines including but not limited to mechanical, civil, electrical, structural, etc. 6. The City agrees that any modifications of the submitted WWTP decommissioning engineering letter report (for other uses by the City) will be evidenced on the report and be signed and sealed by the professional engineer(s) prior to re-use of modified report. City staff will provide only one set of the following information (as applicable): EXHIBIT "A" Page 8of12 a. Record drawings, record information of existing facilities, and utilities (as available from City Engineering files). b. Aerial photography for the Project area. c. Through separate contract, related GIS mapping for existing facilities. d. Field location of existing city utilities. (A/E Consultant to coordinate with City Operating Department). The City staff will: a. Designate an individual to have responsibility, authority, and control for coordinating activities for the completion of the closure and WWTP decommissioning reports. b. The individual will be responsible to initiate contact and coordinate exchange of information (relevant plans and specifications and change orders) from previous A/E Consultant who assisted the City with the design of the Broadway Wastewater Treatment Plant. c. Provide the budget specifying the funds available for the decommissioning and redevelopment of the site. d. Provide the specific City's standard specifications, standard detail sheets, standard and special provisions, and forms for required bid documents for the decommissioning and redevelopment of the site. In addition, the City will be responsible for providing, reviewing and including all pertinent front- end documents, forms, etc. in the bid package in addition to the 100% Contract Documents (provided by NE Consultant). B. Additional Services (ALLOWANCE) This section defines the scope (and ALLOWANCE) for compensation for additional services that may be included as part of this contract, but the A/E Consultant will not begin work on this section without specific written approval by the Director of Engineering Services. Fees for Additional Services are an allowance for potential services to be provided and will be negotiated by the Director of Engineering Services as required. The A/E Consultant will, with written authorization by the Director of Engineering Services, do the following: 1. Coordination of Redevelopment Plan The A/E Consultant shall provide planning support services to assist with a redevelopment strategy for the decommissioned portion of the Broadway WWTP. This task shall include: a. Review of existing planning documents for surrounding Hillcrest and Washington Coles neighborhoods. b. Preparation of preliminary site development alternatives (maximum of 3) with site demolition evaluation. c. Conduct one (1) City coordination meeting to discuss site redevelopment. EXHIBIT "A" Page 9 of 12 d. Upon notification from City of reuse strategy, the A/E Consultant shall prepare conceptual site plan, including three - dimensional articulation of the proposed use. e. The A/E Consultant shall submit one (1) draft electronic copy of the conceptual site plan and technical memorandum describing and summarizing the redevelopment plan to City for review and comment. The NE Consultant will review the draft submittal with the City in one (1) Draft Submittal Review Workshop. The A/E Consultant shall revise and finalize the conceptual site plan and technical memorandum based on the City's comments. f. The A/E Consultant shall submit two (2) hard paper copies and one (I electronic copy in CDROM of the conceptual site plan and technical memorandum to the City for their records. 2. Subsurface Utility Enalneerinq Subsurface Utility Engineering (SUE) will be provided by a subcontractor and coordinated by the NE Consultant as required to identify the location of up to five (5) subsurface utilities. 3. Environmental Remediation Due Dilisrence If hazardous substances are detected at the site, the NE Consultant will provide environmental remediation due diligence services. The scope will be determined based on the environmental sampling results. 4. Asbestos Remediation Evaluation An asbestos remediation specialist will evaluate the extent and costs of asbestos remediation, if required, for the reuse or demolition of existing structures. 5. Public Outreach — Part A The A/E consultant will provide up to five (5) exhibits for public outreach activities and will attend up to five (5) public outreach meetings. 6. Public Outreach — Part B The A/E consultant will develop quarterly mailouts for up to one (1) year, develop a project specific website, and social media accounts. 7. Supplemental Resident Protect Representative The A/E Consultant will provide a full-time resident project representative for up to 200 manhours if city staff is unavailable due to vacations, etc. 8. Peer Review Peer review will be provided by a subcontractor and coordinate by the A/E Consultant. The NE Consultant will provide one in draft electronic copy of each submittal to the subcontractor for review and comment. 9. Provide the services above authorized in addition to those items shown on Exhibit "A -1" Task List. 2. SCHEDULE PROPOSED DECOMMISSIONING PROJECT SCHEDULE EXHIBIT "A" Page 10 of 12 DAY DATE ACTIVITY Monday December 3, 2012 Begin Development of Closure Plan Friday January 4, 2013 Draft Closure Plan Friday January 18, 2013 City's Review Monday January 28, 2013 100% Closure Plan Submittal to TCEQ and City Monday March 25, 2013 Site Investigation for Closure Friday May 24,2013 100% Site Investigation Report to City Monday May 27, 2013 Begin Final Closure Report Friday June 28, 2013 Draft Final Closure Report Monday July 12, 2013 City's Review Monday July 22, 2013 100% Submittal to TCEQ and City Monday September 9, 2013 Begin WWTP Decommissioning Engineering Letter Report Friday November 8, 2013 Draft WWTP Decommissioning Engineering Letter Report to City Wednesday November 27, 2013 City's Review Monday December 16, 2013 100% Submittal of Final WWTP Decommissioning Engineering Letter Report to City PROPOSED ODOR MITIGATION PROJECT SCHEDULE DAY DATE ACTIVITY Monday December 3, 2012 Begin Design Phase Monday December 31, 2012 Submit Technical Memorandum Friday March 2, 2013 50% Interim Submittal Friday March 28, 2013 City Review Tuesday May 28, 2013 90% Interim Submittal Friday June 16, 2013 City Review Friday June 28, 2013 Submit to TCEQ Friday July 10, 2013 TCEQ Approval Friday July 12, 2013 Submit 100% Ready to Bid Monday August 13, 2013 Bid Opening Wednesday October 15, 2013 Contract Award Sunday November 2, 2013 Contractor NTP 3. FEES A. Fee for Basic Services. The City will pay the A/E Consultant a fixed fee for providing for all "Basic Services" authorized as per the table below. The fees for EXHIBIT "A" Page 11 of 12 Basic Services will not exceed those identified and will be full and total compensation for all services outlined in Section 1 above, and for all expenses incurred in performing these services. For services provided in Section 1, A/E Consultant will submit monthly statements for basic services rendered. In Section 1, the statement will be based upon NE Consultant's estimate (and City Concurrence) of the proportion of the total services actually completed at the time of billing. B. Fee for Additional Services. For services authorized by the Director of Engineering Services under Section I.B. "Additional Services" the City will pay the A/E Consultant a not-to-exceed fee as per the table presented in Section 3.C. Summary of Fees. C. Summary of Fees Fee for Basic Services 1. Wastewater Treatment Plant Closure Plan (including peer review) $26,760 2. Site Investigation for Closure $ 54,459 3. Final closure Report $ 27,336 4. Odor Mitigation Contract $ 244.728 5. Decommissioning Letter Report $47,938 Subtotal Basic Services Fees (Authorized) $401,221 Fee for Additional Services (Allowance) 1. Coordination of Redevelopment Plan $28,845 2. Subsurface Utility Engineering $21,033 3. Environmental Remediation Due Diligence TBD 4. Asbestos Remediation Evaluation TBD 5. Public Outreach — Part A $68,820 6. Public Outreach — Part B $13,725 7. Supplemental Resident Project Representative $ 38,843 8. Peer review $ 18,400 9. Construction Observations TBD Sub -Total Additional Services Fees Authorized $189,666 Total Authorized Fee $590,887 Total Project Fee $590,887 . EXHIBIT "A" Page 12 of 12 EXHIBIT'A -1" TASK LIST CITY OF CORPUS CHRISTI WASTEWATER DEPARTMENT BROADWAY WASTEWATER TREATMENT PLANT (WWTP) DECOMMISSIONING CITY OF CORPUS CHRISTI, TX Task 1- Wastewater Treatment Plant (WWTP) Closure Plan, 1) The A/E Consultant shall prepare and submit closure plan in accordance with the TCEQ laws and regulations. Closure Plan will include the following Items: a. Site location and description of the site b. City's Permit No. with TCEQ c. Steps for Closure of Broadway WWTP 2) Attend and participate in client initiation meeting (1 meeting) with City's Engineering and Wastewater Department staff to discuss closure plan. Gather information and perform close coordination with the City's staff via phone and e- mails. 3) The A/E Consultant shall conduct one (1 ) site visit to visually identify and document existing structures and treatment units within the abandoned plant site. 4) The A/E Consultant shall prepare and submit one (1) electronic copy of closure plan including data collected. 5) Upon the receipt of City's comments, the NE Consultant will make appropriate changes and submit three (3) paper hard copies to TCEQ for their review and comments. The A/E Consultant will also submit two (2) hard paper copies and one (1), electronic copy in CDROM to the City for their records. Task II — Site Investigation for Closure 1) Upon approval of the Closure Plan by TCEQ, the NE Consultant will perform sampling and analysis described in the approved closure plan to document conditions on the site. Site Investigation Report for Closure will include the discussion on the following Items: a. Documentation and analysis of the existing site conditions b. Location of the sampling points (borings and temporary groundwater monitoring wells) c. Methodology for sampling d. Summary and analysis of the sampling results. L.•w ‘COotrsct Woo S adaSCICofptra cox - Broadway oaaomadsa3onh &EX ttBR A- 1_Broadway W WTP Decorturttas Traaired Chartgas.docx EXHIBIT "A -1" Page 1 of 8 2) The A/E Consultant shall field locate proposed sample locations. City shall verify absence of underground utilities in those locations. The NE Consultant shall collect soil and groundwater samples (as specified in the Closure Plan) to determine if chemicals of concern (COCs) are present at concentrations that require removal or special handling (i.e. capping) if left in place. 3) The A/E Consultant shall analyze results of the samples collected for COCs which have been approved by TCEQ in the closure plan. Task III — Final Closure Report 1) The A/E Consultant shall prepare a WWTP Final Closure Report in accordance with TCEQ regulations, the facility's existing permits, and Land Application Team guidance. Final Closure Report will include the discussion on the following items: a. Documentation and analysis of the existing site conditions b. Summary of the Site Investigation (Environmental Sampling) c. Description of the steps involved in the Closure of the Broadway WWTP d. Anticipated timeframe for closure of the Broadway WWTP 2) The NE Consultant shall submit one (1) draft electronic copy of the Final Closure Report to the City for review and comment. The A/E Consultant shall revise and finalize the Final Closure Report as appropriate based on the City's comments. 3) The A/E Consultant shall submit three (3) hard paper copies of the Final Closure Report to TCEQ. The NE Consultant will also submit two (2) hard paper copies and one (1) electronic copy in CDROM to the City for their records. 4) The A/E Consultant will respond to any comments or questions from TCEQ. Additional investigation required as a result of TCEQ comments shall be considered as an additional services item and will be initiated and completed only after the written authorization by the Director of Engineering Services. Task IV — Odor Mitigation Contract Phase I — Final Design Phase 1) The NE Consultant shall submit a technical memorandum identifying the sources of odors, recommendations for mitigating odors prior to the demolition or renovation of the site and an OPCC for the mitigation measures. One (1) electronic copy of this technical memorandum will be submitted to the City for their records. This technical memorandum will be submitted within the first 75 days after the receipt of "Authorization to Proceed" from the City and will include the discussion on the following items: LiRssoureas1Contract ahro SheatsMCCCorpue Ctrdst COCC - Broadway DecomadasloningTX1OBIT A&Broadway W WTP Doman! Tracked Chsngeo does EXHIBIT "A -1" Page 2 of 8 a. Identification of structures and treatment units that will require dewatering. b. Identification of areas where sludge is to removed. c. Identification of potential odor producing components such as trickling filter media. c. Recommendation for odor mitigation. d. Recommendations for site security. e. Odor monitoring plan and recommended control levels. 2) Perform field investigation in a site visit (1 site visit) as required to define the potential sources of odors. 3) Attend and participate in client initiation meeting (1 meeting), technical memorandum review meeting (1 meeting), 50% Design Submittal review meeting (1 meeting) and 100% Interim Design Submittal review meeting (1 meeting) with pertinent City's Engineering and Wastewater Department staff to receive City comments on the submittals. Gather information and perform close coordination with the City's staff via phone and e- mails. 4) The A/E Consultant shall prepare one (1) set of 50% design submittal (design drawings only) for the Odor Mitigation Project using FNI standard Contract Documents. The 50% review drawings shall be delivered to the City Staff in half size along with a list of front -end and technical specifications. 5) There will be one (1) review workshop to discuss the 50% design submittal. The City will be responsible to provide comments to the A/E Consultant on electronic e-mail or CDROM. Upon receipt of all the electronic comments, the A/E Consultant will assimilate all review comments, modifications, additions /deletions and proceed to prepare a 100% Interim Design Submittal [Final Design Drawings, Front -End and Technical Specificationsjfor the Odor Mitigation Project. The NE Consultant will prepare a memorandum that responds to all comments and how they will be addressed. 6) Conduct one (1) construction sequencing workshop to coordinate the Odor Mitigation Project with the New Broadway WWTP construction. 7) The A/E Consultant shall prepare one (1) set of 100% Interim Design Submittal for the City to review at 100% completion. There will be one (1) 100% Interim Design Submittal review coordination workshop to discuss the 100% Interim Design Submittal. The City will be responsible to provide follow -up comments to the NE Consultant on electronic e-mail or CDROM. Assimilate all review comments, modifications and additions/deletions and proceed to completion of 100% Final Design Submittal. The original seals of the responsible professional engineer will be provided on the 100% Final Design Submittal and dated and the required no. of sets will be forwarded to TCEQ for review and approval. The A/E Consultant will be responsible for coordination of 100% Contract Documents submittal to TCEQ for review. In addition, the NE Consultant will also be responsible for addressing TCEQ comments related to the A/E Consultant's L. Rase tConUact Blue She.b Corpus ClMslACOCC - Broadway DeeomsdsslonbegtE%1ta1T A.t_Brosdway WiNTP Tracked Chaiges.docx Decenardsi EXHIBIT "A -1" Page 3 of 8 100% Contract Documents. The NE Consultant will prepare a memorandum that responds to all comments and how they are addressed. 8) The NE Consultant will prepare the final opinion of probable construction cost based on the 100% Contract Documents. 9) The A/E Consultant will submit 100% Contract Documents for FNI constructability review. The A/E Consultant will also make final modifications to the 100% Contract Documents per the comments provided during the constructability review. 10) Upon receipt of comments from TCEQ and FNI Construction Services, the A/E Consultant will make necessary modifications to the 100% Contract Documents. After the incorporation of all the comments, the stamp "ISSUED FOR BID" will be placed on the 100% full -size plans from the A/E Consultant and the original seals of the professional engineers will be placed on the drawings and dated. One (1) copy of the completed 100% "ISSUED FOR BID" Final Design Submittal will be forwarded to the City. The City will be responsible for reproduction for any additional sets of the completed "ISSUED FOR BID" Final Design Submittal per the requirement of the City. The NE Consultant will also furnish one (1) CDROM with an electronic file copy of the "ISSUED FOR BID" plans in AutoCAD and specifications in Word to the City. Phase II — Bid Phase 1) The NE Consultant will assist the City in securing bids. The City will issue Notice to Bidders to prospective CONTRACTORS and vendors listed in their database of prospective bidders and to selected plan rooms. 2) The A/E Consultant will assist the City by responding to questions and interpreting bid documents. The A/E Consultant will prepare and issue addenda and forward the addenda to the City for distribution to the prospective bidders. 3) The NE Consultant will assist the City in conducting one (1) pre -bid conference for the construction project and coordinate CONTRACTOR's responses with the City. Response to the pre -bid conference will be in the form of addenda issued after the conference. The A/E Consultant will also attend the tour of the project site along with the prospective contractors after the pre -bid conference. 4) The A/E Consultant will assist the City in the opening, tabulating, and analyzing the bids received. The NE Consultant will review the qualification information provided by the apparent low bidder to determine if, based on the information available, they appear to be qualified (based on City requirements) to construct the project. The A/E Consultant will submit to the City a written recommendation to award of contracts or other actions as appropriate to be considered by the City. 5) The A/E Consultant will make necessary modifications to the 100% "ISSUED FOR BID" Contract Documents based on the addenda issued during the Bid Phase. After the incorporation of all the comments, the stamp "ISSUED FOR CONSTRUCTION" will be placed on the 100% Contract Documents from the NE Consultant. One (1) copy of the completed 100% "ISSUED FOR Litesou ees{Co"baG Blw Sheetsi=orpas Christl500CC - Broadway Oe M1- Broadway W WTP Traded C hanges.doex EXHIBIT "A -1" Page 4of8 CONSTRUCTION" Contract Documents will be forwarded to the City. The City will be responsible for reproduction for any additional sets of the completed 1 00% "ISSUED FOR CONSTRUCTION" Contract Documents per the requirement of the City. The A/E Consultant will also furnish one (1) CDROM with an electronic file copy of the "ISSUED FOR CONSTRUCTION" plans in AutoCAD and specifications in Word to the City. Phase III — Construction Observation Services Upon completion of the Bid Phase Services, FNI will proceed with the performance of construction phase services as described as follows. FNI will endeavor to protect City in providing these services; however, it is understood that FNI does not guarantee the CONTRACTOR's performance, nor is FNI responsible for supervision of the CONTRACTOR's operation and employees. FNI shall not be responsible for the means, methods, techniques, sequences or procedures of construction selected by the CONTRACTOR, or any safety precautions and programs relating in any way to the condition of the premises, the work of the CONTRACTOR or any subcontractor. FNI shall not be responsible for the acts or omissions of any person (except its own employees or agents) at the Project site or otherwise performing any of the work of the Project. The City agrees to include provisions in the Construction Contract Documents that will require the Construction CONTRACTOR to include FNI and their subconsultant(s) on this project to be listed as. an additional insured on CONTRACTOR's insurance policies. 1) Assist City in conducting one (1) pre - construction conference with the CONTRACTOR, review construction schedules prepared by the CONTRACTOR pursuant to the requirements of the construction contract. 2) Assist the City with coordination of the work under this contract with the construction of the New Broadway WWTTP. 3) Attend and participate in up to a maximum of six (6) periodic construction meetings to the site to attend the Monthly Construction Progress Meeting. Visits to the site for Monthly Construction Progress Meetings in excess of the specified number are an additional service. 4) Attend and participate in up to a maximum of three (3) periodic site visits to the site (as distinguished from the continuous services of a Resident Project Representative) to observe whether the improvements have been completed in accordance with the Construction Contract Documents. The estimated construction time for this project is 9 months. FNI will endeavor to protect the City against defects and deficiencies in the work of CONTRACTOR and will report any observed deficiencies to the City. Visits to the site in excess of the specified number are an additional service. 5) Review quality related documents provided by the CONTRACTOR such as shop drawings, test reports, equipment installation reports or other documentation required by the Construction Contract Documents. LARIsoureasContract Blue SheebAClCapw Chsl'ed1CC CC - Broadway DacorardadontagUixeccor A- 1_Broadway WINTP Tracked Chmsgaa.docx Oeeaoaelaa EXHIBIT "A -1" Page 8of8 6) Process contract modifications and negotiate with the CONTRACTOR on behalf of the City to determine the cost and time impacts of change orders. Prepare change order documentation for approved changes for execution by the City. Documentation of field orders, where cost to City is not impacted, will also be prepared. Investigations, analyses, studies or design for substitutions of equipment or materials, corrections of defective or deficient work of the CONTRACTOR or other deviations from the construction Contract Documents requested by the CONTRACTOR and approved by the City are an additional service. Substitutions of materials or equipment or design modifications requested by the City are an additional service. 7) Conduct, in company with City's representative, a final review of the Project for conformance with the Contract Documents of the Project and general compliance with the Construction Contract Documents. Attend and participate in up to a maximum of two (2) final walkthrough /punchlist site visits to the site (separate from site visits) to observe whether the improvements have been completed in accordance with the Construction Contract Documents. The City's representative will be responsible to track the completion of all the punchlist items. The NE Consultant will issue FINAL Certificate of Completion upon the completion of all the punchlist items. Visits to the site in excess of the specified number are an additional service. Prepare a list of deficiencies to be corrected by the CONTRACTOR before issuing the FINAL Certificate of Completion. Assist the City in obtaining legal releases, permits, warranties, spare parts, and keys from the CONTRACTOR. Make recommendation for final payment to the CONTRACTOR. 8) Revise the construction drawings in accordance with the information fumished by Construction CONTRACTOR and the construction inspector reflecting changes in the Project made during construction. One (1) set of full -size prints of "RECORD DRAWINGS" and one (1) CDROM with an electronic file copy of the plans in AutoCAD after the completion of the Construction Project will be provided to the City. The City will be responsible for making additional sets of hard -copy prints and electronic copies per the requirement of the City. Task V - Wastewater Treatment Plant (WWTP) Decommissioning Engineering Letter Report 1) The NE Consultant shall prepare a WWTP decommissioning engineering letter report in accordance with TCEQ regulations, the facility's existing permits, and Land Application Team guidance. The report shall contain facilities descriptions, schematic layouts, sketches and conceptual design criteria. The report will consist of exhibits to indicate the considerations involved and solutions available to City on decommissioning of the Broadway WWTP. The report will also include documentation of the A/E Consultant's findings and recommendations with Opinion of Probable Construction Costs (OPCC) for the Project. Decommissioning Engineering Letter Report will include the discussion on the following items: LiRpu rcadContract Bela ShaablClCmpua Chrlst GOCC - Broadway Decoanr@selordegtEYMBIT A•tBroadwap WWTP Tracked Changeadacs EXHIBIT "A -1" Page 6 of 8 a. Summary of the Closure Report b. Description of the City's anticipated use of the existing Broadway WWTP site c. Evaluation for up to a maximum of four (4) decommissioning alternatives for the existing Broadway WWTP: 1) Alternative 1 - No demolition and complete abandonment of the plant 2) Alternative 2 - Partial demolition of all structures to 3 -feet below grade, demolition of all piping and utilities within 3 -feet below grade and capping of remaining piping and utilities 3) Alternative 3 - Complete demolition of some of the structures to allow for construction of new structures in the future and capping of piping and utilities within 3-feet below grade 4) Alternative 4 - Complete demolition of all structures and piping to allow for construction of new structures in the future d. Opinion of Probable Construction Cost (OPCC) for the four (4) evaluated alternatives. e. Recommendation for the preferred decommissioning alternative based on the City's anticipated use of the existing Broadway WWTP site. The findings of the report will be used to develop a future demolition contract for the Old Broadway WWTP. 2) Attend and participate in client initiation meeting (1 meeting) with City's Engineering and Wastewater Department staff to gather information from the City regarding future use constraints of the site and to discuss the WWTP decommissioning engineering letter report. Gather information and perform close coordination with the City's staff via phone and e- mails. 3) The A/E Consultant shall conduct one (1) site visit to visually identify and document existing structures and treatment units within the abandoned plant site. The identified structures shall be inclusive of existing electrical facilities, office/storage/maintenance buildings, chemical storage/feed facilities, treatment process structures and distribution storage and pumping facilities. The following services will be provided in order to develop and submit the Broadway WWTP decommissioning engineering letter report: 4) The A/E Consultant shall submit one (1) electronic copy of the WWTP decommissioning report to the City for review and comment. The A/E Consultant will review the engineering letter report with the City in one (1) Draft Engineering Letter Report Review Workshop. The A/E Consultant shall revise and finalize the WWTP decommissioning report as appropriate based on the City's comments. 5) The A/E Consultant shall develop Opinion of Probable Construction Costs (OPCC) associated with demolition of the non - salvageable WWTP facilities and conceptual site plan. OPCC development shall consist of the itemized estimate to completely demolish and/or remove all existing non - salvageable facilities and LAResounasUCorwaW can shastsMoipus MI011430= - eroedwSY Desam Nasioltin In auBIT a4— &oaawaY WNW 7raand Chagas daa Woonaelss EXHIBIT "A -l" Page 7 of 8 equipment and fill and compact voids to the existing grade level with select structural fill. The OPCC shall include cost associated with demolition and disposal of structures and equipment, removal of salvageable and recyclable equipment and materials as well as materials necessitating disposal. 6) The NE Consultant shall submit two (2) hard paper copies and one (1) electronic copy in CDROM of the Final WWTP decommissioning engineering letter report to the City. L i t Moo S h o o t $ C.Cospus Oid OOC • B r o a d w a y DacorandsslonlogUEXHIBIT A- 1„Broedway W WTP Daeornadw Tracked CRSnges.doeX EXHIBIT "A -1" Page 8 of 8 EXHIBIT "B" INSURANCE REQUIREMENTS Insurance Requirements A. Consultant must not commence work under this agreement until all insurance required herein has been obtained and such insurance has been approved by the City. The Consultant must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been obtained. B. Consultant must furnish to the City's Risk Manager, two (2) copies of Certificates of Insurance with applicable policy endorsements, showing the following minimum coverages by insurance company(s) acceptable to the City's Risk Manager. The City must be named as an additional insured for all liability policies (except Workers Compensation/EL and Professional Liability), and a blanket waiver of subrogation is required on all applicable policies (except Professional Liability). TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30 -Day Written Notice of Cancellation, or reduction in coverage or limits required on all certificates or by policy endorsements Bodily Injury & Property Damage Per occurrence - aggregate COMMERCIAL GENERAL LIABILITY including: 1. Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury / Advertising Injury AUTOMOBILE LIABILITY to include: 1. Owned vehicles 2. Hired — Non -owned vehicles $1,000,000 COMBINED SINGLE LIMIT Per Occurrence and in the aggregate $1,000,000 COMBINED SINGLE LIMIT UMBRELLA — EXCESS LIABIITY Must follow form $1,000,000 COMBINED SINGLE LIMIT PROFESSIONAL LIABILITY including: Coverage provided shall cover all employees, officers, directors and agents 1. Errors and Omissions $2,000,000 per claim / $2,000,000 aggregate (Defense costs not included in face value of the policy) If claims made policy, retro date must be prior to inception of agreement; have extended reporting period provisions and identify any limitations regarding who is an Insured WORKERS' COMPENSATION EMPLOYERS' LIABILITY Applicable to paid employees while on City property Which Complies with the Texas Workers Compensation Act $500,000/$500,000/$500,000 EXHIBIT "B" Page 1 of 3 C. In the event of accidents of any kind related to this agreement, Consultant must furnish the Risk Manager with copies of all reports within (10) ten days of accident. D. Consultant must obtain workers' compensation coverage through a licensed insurance company in accordance with 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. E. Consultant's financial integrity is of interest to the City; therefore, subject to Successful Consultant's right to maintain reasonable deductibles in such amounts as are approved by the City, Consultant shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Consultant's sole expense, insurance coverage written on an occurrence basis (except for Professional Liability), 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. F. City shall be entitled, upon request and without expense, to receive Certificates of Insurance and all endorsements thereto as they apply to the limits required by the City. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk Management P.O. Box 9277 Corpus Christi, TX 78469 -9277 Fax: (361) 826 -4555 G. Consultant agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: i. 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; ii. Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; iii. Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and iv. Provide thirty (30) calendar days advance written notice directly to City on CGL and Auto policies of any suspension, cancellation, non- renewal or reduction in coverage or limits in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. Consultant shall provide this notice to City on Workers Compensation and Professional Liability policies. H. Within five (5) calendar days of a suspension, cancellation, or non - renewal of coverage, Successful Consultant shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Consultant's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this agreement. EXHIBIT "B" Page 2 of 3 I. In addition to any other remedies the City may have upon Consultant's failure to provide and maintain any insurance or policy endorsements to the extent and within the time herein required, the City shall have the right to order Consultant to stop work hereunder, and /or withhold any payment(s) which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. J. Nothing herein contained shall be construed as limiting in any way the extent to which Successful Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractors' performance of the work covered under this agreement. K. It is agreed that Consultant's insurance shall be 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 this agreement. L. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. INDEMNIFICATION AND HOLD HARMLESS Consultant shall indemnify, save harmless and defend the City of Corpus Christi, and its agents, servants, and employees, and each of them against and hold it and them harmless from any and all lawsuits, claims, demands, liabilities, losses and expenses, including court costs and attorneys' fees, for or on account of any injury to any person, or any death at any time resulting from such injury, or any damage to any property, which may arise or which may be alleged to have arisen out of or in connection with the negligent performance of Consultants services covered by this contract The foregoing indemnity shall apply except if such injury, death or damage is caused by the sole or concurrent negligence of the City of Corpus Christi, its agents, servants, or employees or any other person indemnified hereunder. EXHIBIT "B" Page 3 of 3 ■•=1.0.10• City of Chnsti MBER TO SUPPLIER E IIGGNED BY CITY PURCHASING DIVISION CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with "NA ". See reverse side for Filing Requirements, Certifications and definitions. COMPANY NAME: Freese and Nichols, Inc. P. O. BOX: STREET ADDRESS: 800 N. Shoreline, Suite 1600N CITY: Corpus Christi ZIP: 78401 FIRM IS: 1. Corporation 4. Association 2. Partnership 5. Other e 3. Sole Owner ❑ DISCLOSURE QUESTIONS If additional space is necessary, please use the reverse side of this page or attach separate sheet. 1. State the names of each `employee" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm.' wAName Job Title and City Department (if known) 2. State the names of each "official" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Title N/A 3. State the names of each "board member" of the City of Corpus Christi having an "ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Board, Commission or Committee N/A 4. State the names of each employee or officer of a "consultant" for the City of Corpus Christi who worked on any matter related to the subject of this contract and has an `ownership interest" constituting 3% or more of the ownership in the above named "firm." Name Consultant N/A EXHIBIT "C" Page 1 of 2 FILING REQUIREMENTS 11a person who requests official action on a rnatter knows that the requested action w collier an economic benefit on any City official or employee that is distinguishable from the effect that the action have on members. or the public in general or a substantial segment thereof, von shall disclose that fact in a signed writing to the City official. employee or body that has been requested to act in the matter, unless the interest ot the City official or employee in the matter is apparent. The disclosure shall also be made in a signed writing filed with the City Secretary. [Ethics Ordinance Section 2-349 (d)] CERTIFICATION I certify that all information provided is true and correct as of the dale of this statement, that I have not knowingly withheld disclosure of an) information requested: and that supplemental statements will be promptly submitted to the City of Corpus Christi, Texas as changes occur. Certifying Person: Ron Guzman, P. E. (1 ip r l'ritai) nature of Certifying rsom Title: Principal Dale: .12 DEFINITIONS a. -Board member.- A member of any board, commission, or committee appointed b\ the City Council of the City of Corpus Christi. Texas. b. -Economic benefit-. An action that is likely to affect an economic interest if it is likely to have an effect on that interest that is distinguishable, from its effect on members of the public in general or a substantial segment thereof. c. -Employee.- Any person employed by the City of Corpus Christi. Texas either on a full or part-lime basis, but not as an independent contractor. d. -Firm.- Any entity operated for economic gain. whether professional, industrial or commercial, and whether established to produce or deal with a product or service, including but not limited to, entities operated in the Ibrin of sole proprietorship, as self-employed person. partnership, corporation. joint stock company, joint venture. receivership or trust, and entities which for purposes of taxation are treated as non-profit organi/ations. e. -Official.- The Mayor, members of the City Council, City Manager, Deputy City Manager, Assistant City Managers. Department and Division Heads. and Municipal Court Judges of the City of Corpus Christi. Texas. -Ownership Interest.- Legal or equitable interest. %%theater actual!) or constructively held, in a firm. including when such interest is held through an agent, trust. estate, or holding, entity. -Constructively held" refers to holdings or control established through ‘otina trusts, proxies, or special terms of venture or partnership agreements.'" -Consultant.- Any person or firm. such as envineers and architects. hired by the City al Corpus Christi for the purpose of professional consultation and recommendation. EXHIBIT "C" Page 2 of 2 W a Z Amount Previous 100 %I O O O O O O O 2 25% 0 0 0 0 1 0 %I O O O O O O O 0 0 0 0 0 0 0 0 0 0 009$ 0$ 009$ 000`Z$ 0$ 0$ 000'Z$ 0 1,120 0 1,120 0 0 0 0 0 1,627 1,627 0 0 0 M m m I TBD TBD TBD TBD TBD TBD TBD 009$ 0$ 009$ LPL'S$ LZ9' I•$ 0Z1;13 000'Z$ I 0 1 2,000 1,120 1,627 4,747 500 0 500 $8,000 $2,120 $2,877 $12,997 $1,250 $1,500 $3,000 Basic Services: Construction Phase Subtotal Basic Services Additional Services: co 8 0 (.0 lf) To uc N A N LL W '0 w - V CD Z+ o �? Q ° CIS CO CO Additional Services Fees Total of Fees EXHIBIT "0" Page 1 of 1 r..0 ca a au E ca 1 at ca cu • ._ E o ca E ca O O cj CU CO City Council Update November 20, 2012 t1 Elmo V • 0 w w s V N V • Elmo 4w 0 CI. Construction Phase Odor Control Odor Control O (0 E .0 3 0 10 c CCl C 0. O W v 0 F on 11 v c 0 m cn O 0 Q ite Investigation for Closure w OA CCI V w • 0 $7,000,000.00 FUNDS REQUIRED: 0 O O O O 0 O N Lf) 0 c c 0 U O O O O O 0 N lf) Contingency (10% 0 0 0 0 CO 0) CO 0) 0 0) CO lf) $6,375,884.00 O O cm N 69- Reimbursements: J 0 ESTIMATED PROJECT BUDGET BALANCE AGENDA MEMORANDUM Future Item for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of Decemberl l , 2012 DATE: TO: FROM: Daniel Biles, P.E., Director of Engineering Services danb @cctexas.com; 826 -3729 November 19, 2012 Ronald L. Olson, City Manager Foster Crowell, Director of Wastewater Services fosterc @cctexas.com; 857 -1800 Award of Construction Contract: Oso Effluent Re -Use Distribution System - Phase 1 CAPTION: Motion authorizing the City Manager, or designee, to execute a construction contract with S.J. Louis Construction in the amount of $2,433,323.70 for the Oso Effluent Re -Use Distribution System Phase 1 Project. PURPOSE: The purpose of the Agenda Item is to obtain authority to execute a construction contract for the Oso Effluent Re -Use Distribution System — Phase 1 BACKGROUND AND FINDINGS: This project consists of new 16" and 10" PVC and fused PVC Force mains, pumps, tanks, directional boring, driveway repairs and miscellaneous items of work required to complete the project. An effluent line (Line "A ") from the Oso Water Reclamation Plant (WRP) to the Woodridge Lift Station will enable the City of Corpus Christi to deliver effluent water to various golf courses and City Parks via a previously constructed effluent distribution network. ALTERNATIVES: 1. Award the construction contract to S.J. Louis Construction as proposed. 2. Do not award the construction contract to S.J. Louis Construction as proposed. (not recommended) OTHER CONSIDERATIONS: Not applicable. CONFORMITY TO CITY POLICY: Conforms to statutes regarding the bid process; Capital Budget 2012 -2013 EMERGENCY / NON - EMERGENCY: Not applicable DEPARTMENTAL CLEARANCES: Wastewater FINANCIAL IMPACT: ❑ Operating ❑ Revenue X Capital ❑ Not applicable Fiscal Year: 2011 -2012 Project to Date Expenditures (CIP only) Current Year Future Years TOTALS Line Item Budget $484,500.00 $3,320,000.00 $3,804,500.00 Encumbered / Expended Amount $484,500.00 $484,500.00 This item $2,433,323.70 $2,433,323.70 Future Expenditures $638, 725.31 $638, 725.31 BALANCE $0.00 $247,950.99 $247,950.99 Fund(s): #25 Wastewater Capital Reserves Comments: RECOMMENDATION: LIST OF SUPPORTING DOCUMENTS: Project Budget Certification of Funds Letter of Recommendation Location Map PROJECT BUDGET Oso Effluent Re -Use Distribution System - Phase 1 Project No. E10135 FUNDS AVAILABLE: Wastewater CIP $ 3,804,500.00 TOTAL $ 3,804,500.00 FUNDS REQUIRED: Construction (S.J. Louis Construction Company) Base Bid $ 2,433,323.70 Contingencies (10 %) $ 243,332.37 Consultant Fees: Consultant Design (Urban Engineering) * $ 463,200.00 Construction Materials Testing (estimate) $ 48,666.47 Geotechnical Engineering Testing (Rock Engineering & Testing Laboratory)...(estimate) $ 48,666.47 Reimbursements: Contract Administration (Contract Preparation /Award /Admin) $ 114,135.00 Engineering Services (Project Mgt/Constr Mgt/Traffic Mgt) $ 133,157.50 Finance $ 57,067.50 Misc. (Printing, Advertising, etc.) $ 15,000.00 TOTAL $ 3,556,549.01 ESTIMATED PROJECT BALANCE $ 247,950.99 *Original Contract approved by City Council October 12, 2010.(Motion No. M2010 -243) September 16, 2012 Mr. Dan Biles, P.E. Director of Engineering Services City of Corpus Christi P. O. Box 9277 Corpus Christi, Texas 78469 Subject: OSO EFFLUENT REUSE DISTRIBUTION SYSTEM City Project No. E10142 Dear Dan: Job No. 37899.B0.01 TRANSMITTED VIA EMAIL AND ORIGINAL MAILED Urban Engineering has received a copy of and reviewed all of the bids submitted for the subject project. We have also received and reviewed the information from both S.J. Louis Construction of Texas LTD. and Huff & Mitchell, Inc. as required by Sections A -28, A -29 and A- 30 of the Contract Document Special Provisions to be submitted after the bid date. We have investigated and found the bid package and experience record of S.J. Louis Construction of Texas LTD., the apparent low bidder, to be very satisfactory. Attached please find a Bid Tabulation and a copy of the information required by Sections A -28, A -29 and A -30 from both contractors. Section A Section B Section C Section D S.J. Louis Construction Huff & Mitchell, Inc. $ 991,162.60 $1,207,160.50 $ 34,000.00 $ 201, 000.60 $ 968,644.60 $1,284,368.50 $ 65, 000.00 $ 265,000.00 Total Base Bid $2,433,323.70 $2,603,013.10 It is the recommendation of Urban Engineering that the subject project be awarded to S.J. Louis Construction of Texas LTD, if the funds are available, for the bid amount as follows: Base Bid $ 2,433,323.70 RCUlph Enclosure xc: S.J. Louis /Job file (361)854 -3101 Sincerely, URBAN ENGINEERING Rhodes "Chip" Urban, P.E., R.P.L.S. 2725 SWANTNER DR. • CORPUS CHRISTI,TEXAS 78404 www,urbaneng,com TBPE Firm #145 FAX (361)854 -6001 \Mproject \councilexhibits \exhE10135c. dwg OSO EFFLUENT RE -USE DISTRIBUTION SYSTEM PHASE 1 CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES PAGE: 1 of 1 ■ ■ O w wElma Elma w W 0 0 System Phase 1 Presentation 0 November 20, 2012 elmo w -0 w s V N .I V w •_, O 2 a c 2 8_ Q C 1 Construction Phase U a) o O z 0 U 0 Q a) N Bid & Award Phase Cc Jurc : :on: 150 CaLanJar Days P.% L_lonths r w co Elmo V • 0 FUNDS AVAILABLE: $ 3, 804, 500.00 $ 3, 804, 500.00 FUNDS REQUIRED: $ 2,433,323.70 $ 243,332.37 Consultant Fees: 0 o 0 o c\I co 0 EA $ 48,666.47 $ 48,666.47 o o 0 co co a) c) EA $ 3,556,549.01 rn rn 0 rn ti N EA Wastewater CIP TOTAL Construction (S.J. Louis Construction Company) Base Bid Contingencies (10 %) Consultant Design (Urban Engineering) * Construction Materials Testing (estimate) Geotechnical Engineering Testing (Rock Engineering & Testing Laboratory)(estimate) Reimbursements: TOTAL ESTIMATED PROJECT BALANCE Original Contract approved by City Council October 12, 2010.(Motion No. M2010 -243) 1 •- O eff CSJI CO oai co Escu 3 M > • N 0 CD e m CO 4-0 N W O c VI len EL 3 .9cycled Water Workshop for New Council (Feb 201ti;) kecom mend a Rate Based on Policy Guidelines (Feb X013) Submit Draft of Master PI; Submit Final Master Plan (Apr 2013) Adopt Master Plan (May 2013) 10 AGENDA MEMORANDUM Future Agenda for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: December 11, 2012 TO: Ronald L. Olson, City Manager FROM: Constance P. Sanchez, Director of Financial Services ConstanceP ©cctexas.com (361) 826 -3227 Refunding of Existing General Improvement Bonds CAPTION: A. Motion authorizing the appointment of M. E. Allison, & Co., as Financial Advisor for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C and for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012. B. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. C. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012 ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. PURPOSE: In light of the low municipal bond interest rates (both tax - exempt and taxable), there is an opportunity for the City of Corpus Christi to refund existing general obligation /improvement bonds to achieve annual savings. BACKGROUND AND FINDINGS: The City currently has 9 outstanding general obligation /general improvement bond issuances that are eligible for refunding due to the low interest rate environment that currently exists. Four of these issuances are being recommended for a tax - exempt refunding. They are: General Improvement Bonds, Series 2001; Hotel Occupancy Tax Certificates of Obligation, Series 2002; General Improvement Refunding Bonds, Series 2003; and Marina Certificates of Obligation, Series 2005. Part B of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $5.0 million or 14.8 %. Five issuances are being recommended for a taxable refunding. They are Certificates of Obligation, Series 2004; Certificates of Obligation, Series 2005; General Improvement Refunding, Series 2005; Certificates of Obligation, Series 2006; and Certificates of Obligation, Series 2008. All of these issuances relate to the landfill and are being recommended as a taxable refunding not only to benefit from the low interest rate environment but also to enable initiatives at the landfill to occur that might involve private business use that would be otherwise prohibited under IRS regulations if financed with tax - exempt municipal bonds. Part C of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $4.4 million or 4.6 %. Issuance of bonds requires utilization of a financing team which is made up of three parts: the financial advisor, bond counsel, and the underwriting syndicate. Part A of this agenda item authorizes the appointment of M. E. Allison & Co., Inc. as financial advisor for these transactions. See Exhibit A for the Financial Advisor's fee schedule. Fulbright & Jaworski L.L.P. is currently under contract with the City to serve as the City's bond counsel and will serve as the second part of our financing team. The third part of the financing team is the underwriters, and selection of the syndicate of underwriters from the City's pool of approved underwriters is being recommended for delegation to the Mayor, City Manager, Assistant City Manager, and Director of Financial Services in Parts B and C of this agenda item. Because of the fluctuating 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 effectuate the sale of the transactions when the market warrants. The City's bond counsel has also confirmed that the City can delegate the sale of these bonds to the Delegated Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, Texas Government Code. Parts B and C of this agenda item will authorize this delegation. ALTERNATIVES: n/a OTHER CONSIDERATIONS: n/a CONFORMITY TO CITY POLICY: This item conforms to City policy. EMERGENCY / NON-EMERGENCY: Issuance of municipal obligations are exempted from the City of Christi's charter provision regarding dual reading and /or emergency adoption provisions pursuant to the provisions of Section 1201.028, as amended, Texas Government Code. DEPARTMENTAL CLEARANCES: • Bond Counsel • Legal Department FINANCIAL IMPACT: Part B — Tax Exempt Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $43,550,522 $ 43,550,522 Encumbered /Expended amount of (date) - - - This item - $ 38,056,075 $ 38,056,075 BALANCE - - $5,494,447 $ 5,494,447 FUND(S): Debt Service Fund COMMENTS: The $5,494,447 noted above represents savings in debt payments by refunding the general improvement /obligation bonds for the remaining life of the bonds — through 2026. This represents a net present value savings of $5,035,822. Part C — Taxable Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $170,424,567 $ 170,424,567 Encumbered /Expended amount of (date) - - - This item - $ 164,416,288 $ 164,416,288 BALANCE - - $6,008,279 $ 6,008,279 FUND(S): Debt Service Fund COMMENTS: The $6,008,279 noted above represents savings in debt payments by refunding the into general improvement /obligation bonds into taxable bonds for the remaining life of the bonds — through 2038. This represents a net present value savings of $4,366,770. RECOMMENDATION: Staff recommends approval of the motion and ordinances as presented. LIST OF SUPPORTING DOCUMENTS: Exhibit A Ordinances (�. slaw. Jac. 1 NVESTMENT BANKERS FINANCIAL ADVISORY FEE SCHEDULE GENERAL OBLIGATION BONDS More than And Not More than $ $ 250,000 $7,500 plus $20.00 per $1,000 for all over $150,000 250,000 350,000 $9,500 plus $10.00 per $1,000 for all over $250,000 350,000 500,000 $10,500 plus $8.00 per $1,000 for all over $350,000 500,000 700,000 $11,700 plus $7.00 per $1,000 for all over $500,000 700,000 1,000,000 $13,100 plus $6.00 per $1,000 for all over $700,000 1,000,000 1,500,000 $14,900 plus $5.00 per $1,000 for all over $1,000,000 1,500,000 5,000,000 $17,400 plus $3.00 per $1,000 for all over $1,500,000 5,000,000 10,000,000 $27,900 plus $1.65 per $1,000 for all over $5,000,000 10,000,000 20,000,000 $36,150 plus $1.00 per $1,000 for all over $10,000,000 20,000,000 No Limit $46,150 plus $0.85 per $1,000 for all over $20,000,000 REVENUE BONDS AND COMBINATION TAX & REVENUE CERTIFICATES OF OBLIGATION In the event the Bonds to be issued are Revenue Bonds or Combination Tax and Revenue Certificates of Obligation, Refunding, Direct Pay Subsidy or Lease Purchase Obligations, the fee shall be the amount computed from the above schedule, plus 25 %. EXHIBIT A AGENDA MEMORANDUM Future Agenda for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: December 11, 2012 TO: Ronald L. Olson, City Manager FROM: Constance P. Sanchez, Director of Financial Services ConstanceP ©cctexas.com (361) 826 -3227 Refunding of Existing General Improvement Bonds CAPTION: A. Motion authorizing the appointment of M. E. Allison, & Co., as Financial Advisor for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C and for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012. B. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. C. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012 ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. PURPOSE: In light of the low municipal bond interest rates (both tax - exempt and taxable), there is an opportunity for the City of Corpus Christi to refund existing general obligation /improvement bonds to achieve annual savings. BACKGROUND AND FINDINGS: The City currently has 9 outstanding general obligation /general improvement bond issuances that are eligible for refunding due to the low interest rate environment that currently exists. Four of these issuances are being recommended for a tax - exempt refunding. They are: General Improvement Bonds, Series 2001; Hotel Occupancy Tax Certificates of Obligation, Series 2002; General Improvement Refunding Bonds, Series 2003; and Marina Certificates of Obligation, Series 2005. Part B of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $5.0 million or 14.8 %. Five issuances are being recommended for a taxable refunding. They are Certificates of Obligation, Series 2004; Certificates of Obligation, Series 2005; General Improvement Refunding, Series 2005; Certificates of Obligation, Series 2006; and Certificates of Obligation, Series 2008. All of these issuances relate to the landfill and are being recommended as a taxable refunding not only to benefit from the low interest rate environment but also to enable initiatives at the landfill to occur that might involve private business use that would be otherwise prohibited under IRS regulations if financed with tax - exempt municipal bonds. Part C of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $4.4 million or 4.6 %. Issuance of bonds requires utilization of a financing team which is made up of three parts: the financial advisor, bond counsel, and the underwriting syndicate. Part A of this agenda item authorizes the appointment of M. E. Allison & Co., Inc. as financial advisor for these transactions. See Exhibit A for the Financial Advisor's fee schedule. Fulbright & Jaworski L.L.P. is currently under contract with the City to serve as the City's bond counsel and will serve as the second part of our financing team. The third part of the financing team is the underwriters, and selection of the syndicate of underwriters from the City's pool of approved underwriters is being recommended for delegation to the Mayor, City Manager, Assistant City Manager, and Director of Financial Services in Parts B and C of this agenda item. Because of the fluctuating 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 effectuate the sale of the transactions when the market warrants. The City's bond counsel has also confirmed that the City can delegate the sale of these bonds to the Delegated Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, Texas Government Code. Parts B and C of this agenda item will authorize this delegation. ALTERNATIVES: n/a OTHER CONSIDERATIONS: n/a CONFORMITY TO CITY POLICY: This item conforms to City policy. EMERGENCY / NON-EMERGENCY: Issuance of municipal obligations are exempted from the City of Christi's charter provision regarding dual reading and /or emergency adoption provisions pursuant to the provisions of Section 1201.028, as amended, Texas Government Code. DEPARTMENTAL CLEARANCES: • Bond Counsel • Legal Department FINANCIAL IMPACT: Part B — Tax Exempt Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $43,550,522 $ 43,550,522 Encumbered /Expended amount of (date) - - - This item - $ 38,056,075 $ 38,056,075 BALANCE - - $5,494,447 $ 5,494,447 FUND(S): Debt Service Fund COMMENTS: The $5,494,447 noted above represents savings in debt payments by refunding the general improvement /obligation bonds for the remaining life of the bonds — through 2026. This represents a net present value savings of $5,035,822. Part C — Taxable Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $170,424,567 $ 170,424,567 Encumbered /Expended amount of (date) - - - This item - $ 164,416,288 $ 164,416,288 BALANCE - - $6,008,279 $ 6,008,279 FUND(S): Debt Service Fund COMMENTS: The $6,008,279 noted above represents savings in debt payments by refunding the into general improvement /obligation bonds into taxable bonds for the remaining life of the bonds — through 2038. This represents a net present value savings of $4,366,770. RECOMMENDATION: Staff recommends approval of the motion and ordinances as presented. LIST OF SUPPORTING DOCUMENTS: Exhibit A Ordinances DRAFT 11 -7 -2012 ORDINANCE NO. AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS AUTHORIZING THE ISSUANCE OF "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2012C ", LEVYING AN ANNUAL AD VALOREM TAX, WITHIN THE LIMITATIONS PRESCRIBED BY LAW, FOR THE PAYMENT OF THE BONDS; 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, A PURCHASE CONTRACT, AND AN ESCROW AND TRUST AGREEMENT; COMPLYING WITH THE LETTER OF REPRESENTATIONS ON FILE 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 Council (the City Council) of the City of Corpus Christi, Texas (the City) has heretofore issued, sold, and delivered, and there are currently outstanding obligations in the aggregate original principal amount of $ being the obligations set forth on Schedule I hereto which is incorporated by reference for all purposes to this ordinance (collectively, the Refunded Obligations); and WHEREAS, the City Council intends to issue an aggregate principal amount of $ in general improvement refunding bonds the proceeds of which will be utilized to provide for the (i) refunding of the Refunded Obligations and (ii) payment of the costs of issuance of the general improvement refunding bonds; and WHEREAS, pursuant to the provisions of Chapter 1207, as amended, Texas Government Code (the Act), the City Council is authorized to issue 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 permits that the deposit of the proceeds from the sale of the refunding bonds be deposited directly with any designated escrow agent which is not the depository bank of the City; and WHEREAS, when firm banking arrangements have been made for the payment of principal of and interest to the stated maturity or redemption dates of the Refunded Obligations, then the Refunded Obligations shall no longer be regarded as outstanding except for the purpose 52322636.3 of receiving payment from the funds provided for such purpose and may not be included in or considered to be an indebtedness of the City for the purpose of a limitation on outstanding indebtedness or taxation or for any other purpose; and WHEREAS, The Bank of New York Mellon Trust Company, N.A., Dallas, Texas currently serves as the paying agent for the Refunded Obligations; and WHEREAS, The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (which is not the depository bank of the City) is hereby appointed as the Escrow Agent (hereinafter defined) and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas to serve as Paying Agent/Registrar (hereafter defined) for the general improvement refunding bonds; and 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 refunding bonds herein authorized and being issued to restructure the City's debt service and associated tax rates in the coming years, will result in a net present value savings of $ and a gross savings of $ , exclusive of the City's cash contribution of $ ; and WHEREAS, the City Council hereby finds and determines that the issuance of the general improvement refunding bonds is in the best interests of the residents of the City, now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI THAT: SECTION 1. Authorization - Designation - Principal Amount - Purpose — Dated Date. General improvement refunding bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of AND NO /100 DOLLARS ($ ), to be designated and bear the title of "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2012C" (the Bonds), for the purpose of providing funds for the (i) discharge and final payment of the Refunded Obligations and (ii) payment of the costs of issuance of the Bonds, all in conformity with the laws of the State of Texas, particularly the Act, an ordinance adopted by the City Council on December 11, 2012, and the City's Home Rule Charter. As authorized by the Act, the Mayor of the City, the City Manager of the City, the Assistant City Manager for General Government and Operations Support, and the City's Director of Financial Services (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 the following: 52322636.3 (1) Aggregate principal amount of each maturity of the Bonds; and (2) Rate of interest to be borne on the principal amount of each maturity; and (3) Interest payment dates; and -2- (4) Extraordinary, optional, and /or mandatory redemption provisions; and (5) Pricing of each series of Bonds, including use of premium, discount, underwriters' compensation, and costs of issuance; and (6) Underwriting syndicate for each series of Bonds, including the identification of the senior and book running manager and co- managers, respectively, for each such series; and (7) (8) Dated Date; and Further designation of each series of Bonds by year issued. Each Authorized Representative, acting for and on behalf of the City, is authorized to execute the Approval Certificate attached hereto as Schedule II. The Bonds shall be issued in the principal amount not to exceed $40,000,000; the maximum maturity of the Bonds will be March 1, 2024; 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. The refunding of the Refunded Obligations shall result in a net present value saving to the City of not less than 3.00 %, excluding the City contribution and costs of issuance. Lastly, each Authorized Representative is authorized to select the bond insurer, if any, with respect to the Bonds. The execution of the Approval Certificate shall evidence the sale date of the Bonds by the City to the Purchasers (hereinafter defined) in accordance with the provisions of the Act. Upon execution of the Approval Certificate, Bond Counsel is authorized to complete this Ordinance to reflect such final terms applicable to the Bonds. SECTION 2. Fully Registered Obligations - Authorized Denominations - Stated Maturities - Interest Rates — Dated Date. The Bonds shall be issued as fully registered obligations, without coupons, shall be dated December 1, 2012 (the Dated Date), and shall be in denominations of $5,000 or any integral multiple thereof, and the Bonds shall become due and payable on March 1 in each of the years and in principal amounts (the Stated Maturities) and bear interest on the unpaid principal amounts from the Dated Date, or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to Stated Maturity, at the per annum rates, while Outstanding, in accordance with the following schedule: Years of Principal Interest Stated Maturity Amounts ($) Rates ( %) 2013 2014 2015 2016 2017 2018 52322636.3 -3- Years of Principal Interest Stated Maturity Amounts ($) Rates ( %) 2019 2020 2021 2022 2023 2024 The Bonds shall bear interest on the unpaid principal amount from the Dated Date or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity while Outstanding, at the rates per annum shown in the above schedule (calculated on the basis of a 360 -day year of twelve 30 -day months). Interest on the Bonds shall be payable on March 1 and September 1 in each year, commencing on March 1, 2013 (the Interest Payment Date), while the Bonds are Outstanding. SECTION 3. Payment of Bonds - Paying Agent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, and such payment of principal of, premium, if any, and interest on the Bonds shall be without exchange or collection charges to the Holder (as hereinafter defined) of the Bonds. The selection and appointment of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying Agent /Registrar) to serve as the initial Paying Agent/Registrar for the Bonds is hereby approved and confirmed, and the City agrees and covenants to cause to be kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the Security Register) for the registration, payment, and transfer of the Bonds, all as provided herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached, in substantially final form, as Exhibit A hereto, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The City covenants to maintain and provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an association or a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or examination by federal or state authority and authorized by law to serve as a Paying Agent/Registrar. The City reserves the right to appoint a successor Paying Agent/Registrar upon providing the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating such agency. Additionally, the City agrees to promptly cause a written notice of this 52322636.3 -4- substitution to be sent to each Holder of the Bonds by United States mail, first -class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of, premium, if any, and interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the Bonds appearing on the Security Register (the Holder or Holders) maintained on behalf of the City by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter defined) for purposes of payment of interest on the Bonds, (ii) on the date of surrender of the Bonds for purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds' Stated Maturity, and (iii) on any other date for any other purpose. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes of receiving payment and all other purposes whatsoever, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. Principal of and premium, if any, on the Bonds shall be payable only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of business on the fifteenth day of the month next preceding an Interest Payment Date for the Bonds (the Record Date) and shall be paid (i) by check sent by United States mail, first -class postage prepaid, by the Paying Agent/Registrar, to the address of the Holder appearing in the Security Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the Holder's risk and expense. If the date for the payment of the principal of, premium, if any, or interest on the Bonds shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a day. The payment on such date shall have the same force and effect as if made on the original date any such payment on the Bonds was due. In the event of a non - payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first -class postage prepaid, to the address of each Holder of a Bond appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4. Redemption. A. Optional Redemption. The Bonds having Stated Maturities on and after March 1, 20 shall be subject to redemption prior to Stated Maturity, at the option of the City, on March 1, 20 , or on any date thereafter, as a whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by 52322636.3 -5- the Paying Agent/Registrar), at the redemption price of par plus accrued interest to the date of redemption. B. Exercise of Redemption Option. At least forty -five (45) days prior to a date set for the redemption of Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of its decision to exercise the right to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date set for the redemption thereof. The decision of the City to exercise the right to redeem Bonds shall be entered in the minutes of the governing body of the City. C. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select at random and by lot the Bonds to be redeemed, provided that if less than the entire principal amount of a Bond is to be redeemed, the Paying Agent/Registrar shall treat such Bond then subject to redemption as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bond by $5,000. D. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States mail, first -class postage prepaid, in the name of the City and at the City's expense, by the Paying Agent/Registrar to each Holder of a Bond to be redeemed, in whole or in part, at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. This notice may also be published once in a financial publication, journal, or reporter of general circulation among securities dealers in the City of New York, New York (including, but not limited to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond Reporter). If a Bond is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as herein provided, such Bond (or the principal amount thereof to be redeemed) so called for redemption shall become due and payable, and if money sufficient for the payment of such Bonds (or of the principal amount thereof to be redeemed) at the then applicable redemption price is held for the purpose of such payment by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on said Bonds (or the principal amount thereof to be redeemed) called for redemption 52322636.3 -6- shall cease to accrue and such Bonds shall not be deemed to be Outstanding in accordance with the provisions of this Ordinance. E. Transfer/Exchange of Bonds. Neither the City nor the Paying Agent/Registrar shall be required (1) to transfer or exchange any Bond during a period beginning forty -five (45) days prior to the date fixed for redemption of the Bonds or (2) to transfer or exchange any Bond selected for redemption, provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption in part. SECTION 5. Execution - Registration. The Bonds shall be executed on behalf of the City by its Mayor under the seal of the City reproduced or impressed thereon and attested by its City Secretary. The signature of any of said officers on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the time of the Dated Date, the proper officers of the City shall bind the City, notwithstanding that such individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government Code. No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts of the State of Texas or his duly authorized agent by manual signature, or a certificate of registration substantially in the form provided in Section 8D, executed by the Paying Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified or registered and delivered. SECTION 6. Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of every owner of the Bonds, or, if appropriate, the nominee thereof. Any Bond may, in accordance with its terms and the terms hereof, be transferred or exchanged for Bonds of other authorized denominations upon the Security Register by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender for transfer of any Bond at the corporate trust office of the Paying Agent/Registrar, the City shall execute and the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Bonds of authorized denomination and having the same Stated Maturity and of a like interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer. At the option of the Holder, Bonds may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the Bonds surrendered for exchange upon surrender of the Bonds to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any 52322636.3 -7- Bonds are so surrendered for exchange, the City shall execute, and the Paying Agent/Registrar shall register and deliver, the Bonds to the Holder requesting the exchange. All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate trust office of the Paying Agent/Registrar, or be sent by registered mail to the Holder at his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and binding obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange. All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be Predecessor Bonds, evidencing all or a portion, as the case may be, of the same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term Predecessor Bonds shall include any Bond registered and delivered pursuant to Section 17 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. SECTION 7. Initial Bonds. The Bonds herein authorized shall be initially issued as a single fully registered Bond in the aggregate principal amount of $ with principal installments to become due and payable as provided in Section 2 hereof and numbered T -1 (the Initial Bonds), and the Initial Bonds shall be registered in the name of the Purchasers or the designee thereof. The Initial Bonds shall be the Bonds submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the Purchasers. Any time after the delivery of the Initial Bonds, the Paying Agent/Registrar, pursuant to written instructions from the Purchasers, or the designee thereof, shall cancel the Initial Bonds delivered hereunder and exchange therefor definitive Bonds of like kind and of authorized denominations, Stated Maturities, principal amounts bearing applicable interest rates, and shall be lettered "R" and numbered consecutively from one (1) upward for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the Purchasers, or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8. Forms. A. Forms Generally. The Bonds, the Registration Certificate of Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including insurance legends in the event the Bonds, or any Stated Maturities thereof, are insured and identifying numbers and letters of the Committee on Uniform 52322636.3 -8- Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including insurance legends and any reproduction of an opinion of counsel) thereon as may, consistent herewith, be established by the City or determined by the officers executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds shall be printed, lithographed, or engraved, produced by any combination of these methods, or produced in any other similar manner, all as determined by the officers executing the Bonds as evidenced by their execution thereof, but the Initial Bond(s) submitted to the Attorney General of Texas may be typewritten or photocopied or otherwise reproduced. 52322636.3 [The remainder of this page intentionally left blank.] -9- B. Form of Definitive Bond. REGISTERED REGISTERED NO. PRINCIPAL AMOUNT United States of America State of Texas Counties of Nueces, Aransas, Kleberg, and San Patricio CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BOND, SERIES 2012C Dated Date: December 1, 2012 REGISTERED OWNER: PRINCIPAL AMOUNT: Interest Rate: Stated Maturity: 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, acknowledges itself indebted to and 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, while Outstanding, 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 March 1 and September 1 of each year, commencing March 1, 2013. Principal on this Bond shall be payable to the Registered Owner hereof (the Holder), upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar executing the registration certificate appearing hereon or a successor thereof. Interest shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each interest payment date. All payments of principal of, and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first -class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by the Holder hereof at the Holder's risk and expense. 52322636.3 -10- This Bond is one of the series specified in its title issued in the aggregate principal amount of $ (the Bonds) pursuant to an ordinance adopted by the governing body of the City on December 11, 2012 (the Ordinance), for the purpose of providing funds for the (i) discharge and final payment of the Refunded Obligations and (ii) payment of the costs of issuance of the general improvement refunding bonds, under and in strict conformity with the laws of the State of Texas, including Chapter 1207, as amended, Texas Government Code, and the City's Home Rule Charter. The Bonds stated to mature on and after March 1, 20 may be redeemed prior to their Stated Maturities, at the option of the City, on March 1, 20 , or on any date thereafter, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of redemption; provided, however, that at least thirty (30) days prior written notice shall be sent to the Holder of the Bonds to be redeemed by United States mail, first -class postage prepaid, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in installments of $5,000, or any integral multiple thereof may be redeemed, and, if less than all of the principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office, a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption has been duly given, then upon such redemption date this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and, if the money for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption is held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after the redemption date on the principal amount hereof to be redeemed. If this Bond is called for redemption, in whole or in part, the City or the Paying Agent/Registrar shall not be required to issue, transfer, or exchange this Bond within forty -five (45) days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part. The Bonds of this series are payable from the proceeds of an annual ad valorem tax levied upon all taxable property within the City within the limitations prescribed by law. Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of the Bonds; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be redeemed or discharged at or prior to the Stated Maturity thereof, and deemed to be no longer 52322636.3 Outstanding thereunder; and for the other terms and provisions specified in the Ordinance. Capitalized terms used herein have the same meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity, or its earlier redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other purposes, and neither the City nor the Paying Agent/Registrar, or any such agent of either, shall be affected by notice to the contrary. In the event of a non - payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first -class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed, exist, and be done precedent to the issuance of this Bond in order to render the same a legal, valid, and binding obligation of the City have been performed, exist, and have been done, in regular and due time, form, and manner, as required by the laws of the State of Texas and the Ordinance, and that the issuance of the Bonds does not exceed any constitutional or statutory limitation; and that due provision has been made for the payment of the principal of, premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond or any application thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. 52322636.3 [The remainder of this page intentionally left blank.] -12- IN WITNESS WHEREOF, the City has caused this Bond to be duly executed under its official seal. CITY OF CORPUS CHRISTI, TEXAS Mayor ATTEST: City Secretary (CITY SEAL) 52322636.3 [The remainder of this page intentionally left blank.] -13- C. *Form of Registration Certificate of Comptroller of Public Accounts 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) * Note to Printer: Not to appear on printed Bonds D. Form of Certificate of Paying Agent/Registrar to Appear on Definitive Bonds Only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued under the provisions of the within- mentioned 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: 52322636.3 -14- THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Paying Agent/Registrar By: Authorized Signature E. Form of Assignment. AS SIGNMENT 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: F. The Initial Bonds shall be in the respective forms set forth in paragraph B of this Section, except that the form of a single fully registered Initial Bond shall be modified as follows: (i) immediately under the name of the Bond(s) the headings "Interest Rate" and "Stated Maturity" shall both be completed "as shown below "; (ii) the first two paragraphs shall read as follows: Registered Owner: Principal Amount: 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, acknowledges itself indebted to and 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 first day of March in each of the years and in principal amounts and bearing interest at per annum rates in accordance with the following schedule: 52322636.3 -15- 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, to the earlier of redemption or Stated Maturity, 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 March 1 and September 1 of each year, commencing March 1, 2013. Principal of this Bond shall be payable to the Registered Owner hereof (the Holder), upon its presentation and surrender to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying Agent /Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each interest payment date. All payments of principal of and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first -class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder hereof. G. Insurance Legend. If bond insurance is obtained by the City or Purchasers (hereinafter defined), the Definitive Bonds and the Initial Bond(s) shall bear an appropriate legend as provided by the insurer. 52322636.3 [The remainder of this page intentionally left blank.] -16- SECTION 9. Definitions. For all purposes of this Ordinance (as defined below), except as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in this Section have the meanings assigned to them in this Section, and certain terms used in Sections 21 and 38 of this Ordinance have the meanings assigned to them in such Sections, and all such terms include the plural as well as the singular; (ii) all references in this Ordinance to designated "Sections" and other subdivisions are to the designated Sections and other subdivisions of this Ordinance as originally adopted; and (iii) 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. A. The term Authorized Officials shall mean the Mayor, the Mayor Pro Tem, the City Manager, the Assistant City Manager for Government and Operations Support, the Director of Financial Services, the City Secretary, and /or the City Attorney. B. The term Bond Fund shall mean the special Fund created and established by the provisions of Section 10 of this Ordinance. C. The term Bonds shall mean the $ "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2012C" authorized by this Ordinance. D. The term City shall mean City of Corpus Christi, located in the Counties of Nueces, Aransas, Kleberg, and San Patricio, Texas and, where appropriate, the City Council of the City. E. The term Closing Date shall mean the date of physical delivery of the Initial Bonds in exchange for the payment in full by the Purchasers. F. The term Debt Service Requirements shall mean, as of any particular date of computation, with respect to any obligations and with respect to any period, the aggregate of the amounts to be paid or set aside by the City as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations; assuming, in the case of obligations without a fixed numerical rate, that such obligations bear interest at the maximum rate permitted by the terms thereof and further assuming in the case of obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory redemption provisions applicable thereto. G. The term Depository shall mean an official depository bank of the City. H. The term Government Securities, as used herein, shall mean (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America; (ii) 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; (iii) noncallable obligations of a state or an agency or a county, municipality, or other political 52322636.3 -17- 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, or (iv) any additional securities and obligations hereafter authorized by the laws of the State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds. I. The term Holder or Holders shall mean the registered owner, whose name appears in the Security Register, for any Bond. J. The term Interest Payment Date shall mean the date interest is payable on the Bonds, being March 1 and September 1 of each year, commencing March 1, 2013, while any of the Bonds remain Outstanding. K. The term Ordinance shall mean this ordinance adopted by the City Council of the City on December 11, 2012. L. The term Outstanding when used in this Ordinance with respect to Bonds shall mean, as of the date of determination, all Bonds issued and delivered under this Ordinance, except: (1) those Bonds canceled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Bonds for which payment has been duly provided by the City in accordance with the provisions of Section 23 of this Ordinance; and (3) those Bonds that have been mutilated, destroyed, lost, or stolen and replacement Bonds have been registered and delivered in lieu thereof as provided in Section 17 of this Ordinance. M. The term Purchasers shall mean the initial purchasers of the Bonds named in Section 18 of this Ordinance. N. The term Stated Maturity shall mean the annual principal payments of the Bonds payable on March 1 of each year, as set forth in Section 2 of this Ordinance. SECTION 10. Bond Fund; Investments. For the purpose of paying the interest on and to provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be and is hereby created a special Fund to be designated "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2012C INTEREST AND SINKING FUND" (the Bond Fund), which Fund shall be kept and maintained at the Depository, and money deposited in such Fund shall be used for no other purpose and shall be maintained as provided in Section 21. Authorized Officials of the City are hereby authorized and directed to make withdrawals from the Bond Fund sufficient to pay the principal of, premium, if any, and interest on the Bonds as the same become due and payable and shall cause to be transferred to the Paying Agent/Registrar from money on deposit in the Bond Fund an amount sufficient to pay the amount of principal and /or interest stated to mature on the Bonds, such transfer of funds to 52322636.3 -18- the Paying Agent/Registrar to be made in such manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar on or before the business day next preceding each interest and principal payment date for the Bonds. Pending the transfer of funds to the Paying Agent/Registrar, money in any Fund established by this Ordinance, at the option of the City, may be placed in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual agreements as permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit Insurance Corporation) by obligations of the type hereinafter described, or be invested, as authorized by any law, including investments held in book -entry form, in securities including, but not limited to, direct obligations of the United States of America, obligations guaranteed or insured by the United States of America, which, in the opinion of the Attorney General of the United States, are backed by its full faith and credit or represent its general obligations, or invested in indirect obligations of the United States of America, including, but not limited to, evidences of indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage Association, Farmers Home Administration, Federal Home Loan Mortgage Association, Small Business Administration, or Federal Housing Association; provided that all such deposits and investments shall be made in such a manner that the money required to be expended from such Fund will be available at the proper time or times. All interest and income derived from deposits and investments in such Fund shall be credited to, and any losses debited to, such Fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Bonds. SECTION 11. Tax Levy. To provide for the payment of the Debt Service Requirements on the Bonds being (i) the interest on the Bonds and (ii) a sinking fund for their redemption at Stated Maturity or a sinking fund of 2% (whichever amount shall be the greater), there shall be and there is hereby levied for the current year and each succeeding year thereafter while the Bonds or any interest thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on each one hundred dollars' valuation of taxable property in the City, adequate to pay such Debt Service Requirements, full allowance being made for delinquencies and costs of collection; said tax shall be assessed and collected each year and applied to the payment of the Debt Service Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and collected shall be paid into the Bond Fund and are thereafter pledged to the payment of the Bonds. The City Council hereby declares its purpose and intent to provide and levy a tax legally and fully sufficient to pay such Debt Service Requirements, it having been determined that the existing and available taxing authority of the City for such purpose is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness and other obligations of the City. SECTION 12. Deposits to Bond Fund; Surplus Bond Proceeds. The City hereby covenants and agrees to cause to be deposited in the Bond Fund prior to a principal and interest payment date for the Bonds, from the annual levy of an ad valorem tax or from other lawfully available funds, amounts sufficient to fully pay and discharge promptly each installment of interest and principal of the Bonds as the same accrues or matures or comes due by reason of Stated Maturity. 52322636.3 -19- Accrued interest received from the Purchasers of the Bonds, along with any taxes collected pertaining to the Refunded Obligations, after the Closing Date, shall be deposited to the Bond Fund. In addition, any surplus proceeds from the sale of the Bonds, including investment income thereon, not expended for authorized purposes shall be deposited in the Bond Fund, and such amounts so deposited shall reduce the sums otherwise required to be deposited in said Fund from ad valorem taxes. SECTION 13. Security of Funds. All money on deposit in the Funds for which this Ordinance makes provision (except any portion thereof as may be at any time properly invested as provided herein) shall be secured in the manner and to the fullest extent required by the laws of the State of Texas for the security of public funds, and money on deposit in such Funds shall be used only for the purposes permitted by this Ordinance. SECTION 14. Remedies in Event of Default. In addition to all the rights and remedies provided by the laws of the State of Texas, the City covenants and agrees particularly that in the event the City (a) defaults in the payments to be made to the Bond Fund or (b) defaults in the observance or performance of any other of the covenants, conditions, or obligations set forth in this Ordinance, the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the governing body of the City and other officers of the City to observe and perform any covenant, condition, or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedies herein provided shall be cumulative of all other existing remedies and the specification of such remedies shall not be deemed to be exclusive. SECTION 15. Notices to Holders; Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States mail, first -class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Holders. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 16. Cancellation. All Bonds surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar 52322636.3 -20- and, if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds held by the Paying Agent/Registrar shall be destroyed as directed by the City. SECTION 17. Mutilated, Destroyed, Lost, and Stolen Bonds. If (1) any mutilated Bond is surrendered to the Paying Agent/Registrar, or the City and the Paying Agent/Registrar receive evidence to their satisfaction of the destruction, loss, or theft of any Bond, and (2) there is delivered to the City and the Paying Agent/Registrar such security or indemnity as may be required to save each of them harmless, then, in the absence of notice to the City or the Paying Agent/Registrar that such Bond has been acquired by a bona fide purchaser, the City shall execute and, upon its request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity and interest rate and of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to become due and payable, the City in its discretion may, instead of issuing a new Bond, pay such Bond. Upon the issuance of any new Bond or payment in lieu thereof, under this Section, the City may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge imposed in relation thereto and any other expenses and charges (including attorney's fees and the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of the City, whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen Bonds. SECTION 18. Sale of Bonds — Authorization of Purchase Contract — Official Statement Approval. The Bonds authorized by this Ordinance are hereby sold to Hutchinson, Shockey, Erley & Co., Houston, 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 , 2012 (the Purchase Contract) attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The Initial Bond shall be registered in the name of Hutchinson, Shockey, Erley & Co. The pricing and terms of the sale of the Bonds are hereby found and determined to be the most advantageous reasonably obtainable by the City. Each Authorized Official is hereby authorized and directed to execute the Purchase Contract for and on behalf of the City and as the act and 52322636.3 -2 1 - deed of the City Council, and in regard to the approval and execution of the Purchase Contract, the City Council hereby finds, 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 and performed 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 City hereby ratifies, confirms, and approves in all respects (i) the City'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 final Official Statement, being a modification and amendment of the Preliminary Official Statement to reflect the terms of sale, attached as Exhibit A to the Purchase Contract (together with such changes approved by the Mayor and City Secretary, or any one or more of said officials), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute the final Official Statement, dated , 2012, in the reoffering, sale and delivery of the Bonds to the public. The Mayor and City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of the Official Statement in final form as may be required by the 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 and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 19. Escrow and Trust Agreement Approval and Execution; Proceeds of Sale; Contribution by City. The Escrow and Trust Agreement dated as of December 11, 2012 to be effective upon the initial delivery of the Bonds to the Purchasers (the Agreement) between the City and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Escrow Agent), attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes, is hereby approved as to form and content, and such 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 this City Council; and such Agreement as executed by said officials shall be deemed approved by the City Council and constitute the Agreement herein approved. Furthermore, any Authorized Official and Bond Counsel, in cooperation with the Escrow Agent, are hereby authorized and directed to make the necessary arrangements for the purchase of the Federal Securities referenced in the Agreement and the initial delivery thereof to the Escrow Agent on the day of delivery of the Bonds to the Purchasers for deposit to the credit of the "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BOND SERIES 2012C ESCROW FUND" (the Escrow Fund), including the execution of the subscription forms for the purchase and issuance of the "United States Treasury Securities - State and Local Government Series ", if any, for deposit to the Escrow Fund; all as contemplated and provided by the provisions of the Act, this Ordinance, and the Agreement. Immediately following the delivery of the Bonds, the proceeds of sale along with a cash contribution, if any, from the City (less certain costs of issuance, and accrued interest, if any, 52322636.3 -22- received from the Purchasers of the Bonds) shall be deposited with the Escrow Agent for application and disbursement in accordance with the provisions of the Agreement. The proceeds of sale of the Bonds not so deposited with the Escrow Agent for the refunding of the Refunded Obligations shall be disbursed for payment of costs of issuance and deposited with the place of payment (of the Refunded Obligations) in an account in the name of the City and applied for the purposes of providing for the payment of the costs and expenses incurred in connection therewith or deposited in the Bond Fund for the Bonds, all in accordance with written instructions from the City Manager. SECTION 20. Redemption of Refunded Obligations. The Refunded Obligations referenced in the preamble hereof become subject to redemption prior to their stated maturities at the price of par, premium, if any, and accrued interest to the date of redemption. The Mayor shall give written notice to the paying agent/registrar for the Refunded Obligations and the Escrow Agent that all of the Refunded Obligations have been called for redemption, and the City Council orders that such obligations are called for redemption on the dates set forth on Schedule I attached to this Ordinance, and such order to redeem the Refunded Obligations on such dates shall be irrevocable upon the delivery of the Bonds. Copies of the notices of redemption pertaining to the Refunded Obligations are attached to this Ordinance as Exhibit D and are incorporated herein by reference for all purposes. The respective paying agent for each series of Refunded Obligations is authorized and instructed to provide notice of these redemptions to the holders of the Refunded Obligations in the form and manner described in the respective ordinances authorizing the issuance of the Refunded Obligations. SECTION 21. Covenants to Maintain Tax - Exempt Status. 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. 52322636.3 -23 - 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 or refinanced 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 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 (including property financed with Gross Proceeds of the Refunded Obligations), and not use or permit the use of such Gross Proceeds (including all contractual 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 (including property financed with Gross Proceeds of the Refunded Obligations), 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. 52322636.3 -24- 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 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 permitted by law, the City may commingle Gross Proceeds of the Bonds 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. 52322636.3 -25 - (3) As additional consideration for the purchase of the Bonds by the Purchasers 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 Bond Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the amount that when added to the future value of previous rebate payments made for the Bonds equals (i) in the case of a Final Computation Date as defined in Section 1.148 - 3(e)(2) of the Regulations, one hundred percent (100 %) of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90 %) of the Rebate Amount on such date. 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 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. I. 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) At the time the original bonds refunded by the Bonds were issued, the City reasonably expected to spend at least 85% of the spendable proceeds of such bonds within three years after such bonds were issued. (2) Not more than 50% of the proceeds of the original bonds refunded by the Bonds were invested in Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or more. K. Qualified Advance Refunding. The Bonds are issued, in part, to refund the Refunded Obligations, and the Bonds will be issued more than 90 days before the redemption of a portion of the Refunded Obligations. The City represents as follows: 52322636.3 -26- (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. (2) A portion of 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 Ordinance. 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. L. Elections. The City hereby directs and authorizes any Authorized Official or any combination thereof, 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 the Regulations, as they deem necessary or appropriate in connection with the Bonds. Such elections shall be deemed to be made on the Closing Date. SECTION 22. Control and Custody of Bonds. The Mayor shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas and shall take and have charge and control of the Bonds pending their approval by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery of the Bonds to the Purchasers. Furthermore, any Authorized Official, or any combination thereof, is hereby authorized and directed to furnish and execute such documents relating to the City and its financial affairs as 52322636.3 -27- may be necessary for the issuance of the Bonds, the approval of the Attorney General and their registration by the Comptroller of Public Accounts and, together with the City's financial advisors, Bond Counsel, and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Bonds to the Purchasers and the initial exchange thereof for definitive Bonds. SECTION 23. Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof on or prior to Stated Maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, and /or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities, in the case of a net defeasance, have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any money deposited therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal amount(s) thereof, on or prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. In the event of a gross defeasance of the Bonds, the City shall deliver a certificate from its financial advisor, the Paying Agent/Registrar, or another qualified third party concerning the deposit of cash and /or Government Securities to pay, when due, the principal of, redemption premium (if any), and interest due on any defeased Bonds. The City covenants that no deposit of money or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 21 hereof). Any money so deposited with the Paying Agent/Registrar, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such money has been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of three (3) years after the Stated Maturity of the Bonds or applicable redemption date, such money was deposited and is held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor, subject to the unclaimed property laws of the State of Texas. 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, 52322636.3 -28- 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. SECTION 24. Printed Opinion. The Purchasers' obligation to accept delivery of the Bonds is subject to its being furnished a final opinion of Fulbright & Jaworski L.L.P., as Bond Counsel, approving certain legal matters as to the Bonds, said opinion to be dated and delivered as of the date of initial delivery and payment for such Bonds. Printing of a true and correct copy of said opinion on the reverse side of each of the Bonds, with appropriate certificate pertaining thereto executed by facsimile signature of the City Secretary of the City is hereby approved and authorized. SECTION 25. CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof, and neither the City nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. SECTION 26. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 27. Ordinance a Contract; Amendments - Outstanding Bonds. The City acknowledges that the covenants and obligations of the City herein contained are a material inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the Holders from time to time, shall be binding on the City and its successors and assigns, and shall not be amended or repealed by the City so long as any Bond remains Outstanding except as permitted in this Section. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the written consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided; however, that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of, and interest on the Bonds, reduce the principal amount thereof, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, the redemption price therefor, or interest on the Bonds, (2) give any preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of Bonds required for consent to any such amendment, addition, or rescission. SECTION 28. Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, Bond Counsel, Paying Agent/Registrar, and the Holders, any right, remedy, or claim, legal or equitable, under or 52322636.3 -29- by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, Bond Counsel, the Paying Agent/Registrar, and the Holders. SECTION 29. Inconsistent Provisions. 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 30. Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 31. Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 32. Severability. 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 33. Incorporation of Preamble Recitals. 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 34. Authorization of Paying Agent/Registrar Agreement. The City Council of the City hereby finds and determines that it is in the best interest of the City to authorize the execution of a Paying Agent/Registrar Agreement concerning the payment, exchange, and transferability of the Bonds. A copy of the Paying Agent/Registrar Agreement is attached hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions of this Ordinance. SECTION 35. Public Meeting. 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 36. Unavailability of Authorized Publication. If, because of the temporary or permanent suspension of any newspaper, journal, or other publication, or, for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City or of the Paying Agent/Registrar shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. 52322636.3 -30- SECTION 37. No Recourse Against City Officials. No recourse shall be had for the payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon or on this Ordinance against any official of the City or any person executing any Bond. SECTION 38. 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 interne 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, (1) within six months after the end of each fiscal year of the City ending in or after 2012, financial information and operating data with respect to the City of the general type included in the final Official Statement authorized by Section 18 of this Ordinance, being the information described in Exhibit E hereto, and (2) if not provided as part such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so to be provided shall be (i) prepared in accordance with the accounting principles described in Exhibit E 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 financial statements within such period and audited for the applicable fiscal year to the MSRB, when and if the audit report on such statements becomes available. If the City changes its fiscal year, it will file notice of such change (and of the date of the new fiscal year end) with the MSRB 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. Notice of Certain Events. 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: 52322636.3 (1) Principal and interest payment delinquencies; -3 1 - (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; (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 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; (10) 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 City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive 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 paying agent/registrar or the change of name of a paying agent/registrar, if material. (15) 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 reorganization, arrangement, or liquidation by a court or 52322636.3 -32- 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 remains 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 that causes the Bonds to be no longer Outstanding. 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 this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. 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 52322636.3 -33- (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 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 City 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 SEC. SECTION 39. Book -Entry Only System. It is intended that the Bonds will initially be registered so as to participate in a securities depository system (the DTC System) with the Depository Trust Company, New York, New York, or any successor entity thereto (DTC), as set forth herein. Each Stated Maturity of the Bonds shall be issued (following cancellation of the Initial Bonds described in Section 7) in the form of a separate single definitive Bond. Upon issuance, the ownership of each such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The City and the Paying Agent/Registrar are authorized to execute, deliver, and take the actions set forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including the Letter of Representations attached hereto as Exhibit F (the Representation Letter). With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the City and the Paying Agent/Registrar shall have no responsibility or obligation to any broker - dealer, bank, or other financial institution for which DTC holds the Bonds from time to time as 52322636.3 -34- securities depository (a Depository Participant) or to any person on behalf of whom such a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting the immediately preceding sentence, the City 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 Depository Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Depository Participant or any other person, other than a registered owner of the Bonds, as shown on the Security Register, of any notice with respect to the Bonds, including any notice of redemption, or (iii) the delivery to any Depository Participant or any Indirect Participant or any other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium, if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the obligation of the City 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 or drafts being mailed to the Holder, the word "Cede & Co." in this Ordinance shall refer to such new nominee of DTC. In the event that (a) the City determines that DTC is incapable of discharging its responsibilities described herein and in the Representation Letter, (b) the Representation Letter shall be terminated for any reason, or (c) DTC or the City determines that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the City shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the availability within a reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the City may determine that the Bonds shall be registered in the name of and deposited with a successor depository operating a securities depository system, as may be acceptable to the City, or such depository's agent or designee, and if the City and the Paying Agent/Registrar do not select such alternate securities depository system then the Bonds may be registered in whatever name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in accordance with the provisions hereof. 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 40. Further Procedures. The officers and employees of the City are hereby 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 or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial sale and delivery of the Bonds, the Paying Agent/Registrar Agreement, the Purchase Contract, the Agreement, and the Official Statement. In addition, prior to the initial delivery of the Bonds, any Authorized Official and Bond Counsel are hereby authorized and directed to approve any technical changes or corrections to this Ordinance or to any of the instruments authorized and approved by this Ordinance necessary in order to (i) correct any ambiguity or mistake or 52322636.3 -35- properly or more completely document the transactions contemplated and approved by this Ordinance and as described in the Official Statement, (ii) obtain a rating from any of the national bond rating agencies, or (iii) obtain the approval of the Bonds by the Texas Attorney General's office. In case any officer of the City whose signature shall appear on any certificate shall cease to be such officer before the delivery of such certificate, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 41. Effective Date. Pursuant to the provisions of Section 1201.028, as amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption, notwithstanding any provision in the City's Home Rule Charter to the contrary concerning a multiple reading requirement for the adoption of ordinances. 52322636.3 [The remainder of this page intentionally left blank.] -36- PASSED, APPROVED AND ADOPTED on the 11th day of December, 2012. CITY OF CORPUS CHRISTI Mayor ATTEST: City Secretary (CITY SEAL) APPROVED THIS DAY OF DECEMBER, 2012: Carlos Valdez, City Attorney Schedule I - Refunded Obligations Schedule II - Approval Certificate Exhibit A - Paying Agent/Registrar Agreement Exhibit B - Purchase Contract Exhibit C - Escrow and Trust Agreement Exhibit D - Notices of Redemption Exhibit E - Description of Annual Financial Information Exhibit F - DTC Letter of Representations 52322636.3 S -1 THE STATE OF TEXAS COUNTY OF N UECES 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 day of December, 2012, authorizing the issuance of the City's General Improvement Refunding Bonds, Series 2012C, 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 day of December, 2012. (CITY SEAL) 52322636.3 S -2 City Secretary Schedule I Refunded Obligations 52322636.3 Schedule 1 -1 SCHEDULE II Approval Certificate See Tab No. 52322636.3 Schedule II -1 52322636.3 EXHIBIT A Paying Agent/Registrar Agreement See Tab No. A -1 52322636.3 EXHIBIT B Purchase Contract See Tab No. B -1 52322636.3 EXHIBIT C Escrow and Trust Agreement See Tab No. C -1 52322636.3 EXHIBIT D Notices of Redemption See Tab No. D -1 EXHIBIT E Description of Annual Financial Information The following information is referred to in Section 38 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 are as specified (and included in the Appendix or under the headings of the Official Statement referred to) below: Financial information and operating data with respect to the City of the general type included in Appendix A under the headings "DEBT PAYABLE FROM TAXES ", "GENERAL REVENUES ", "GENERAL EXPENSES ", "AD VALOREM TAXES ", and "THE TAX INCREMENT FINANCING ACT ". The City's audited financial statements for the most recently concluded fiscal year or to the extent these audited financial statements are not available, the portions of the unaudited financial statements of the City appended to the Official Statement as Appendix C, but for the most recently concluded fiscal year. Accounting Principles The accounting principles referred to in such Section are generally accepted accounting principles for governmental units as prescribed by the Government Accounting Standards Board from time to time. 52322636.3 E -1 52322636.3 EXHIBIT F DTC Letter of Representations See Tab No. F -1 AGENDA MEMORANDUM Future Agenda for the City Council Meeting of November 20, 2012 Action Item for the City Council Meeting of December 11, 2012 DATE: December 11, 2012 TO: Ronald L. Olson, City Manager FROM: Constance P. Sanchez, Director of Financial Services ConstanceP ©cctexas.com (361) 826 -3227 Refunding of Existing General Improvement Bonds CAPTION: A. Motion authorizing the appointment of M. E. Allison, & Co., as Financial Advisor for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C and for the City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012. B. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. C. Ordinance by the City Council of the City of Corpus Christi, Texas authorizing the issuance of "City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012 ", levying an annual ad valorem tax, within the limitations prescribed by law, for the payment of the Bonds; 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; a purchase contract, and an escrow and trust agreement; complying with the letter of representations on file 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. PURPOSE: In light of the low municipal bond interest rates (both tax - exempt and taxable), there is an opportunity for the City of Corpus Christi to refund existing general obligation /improvement bonds to achieve annual savings. BACKGROUND AND FINDINGS: The City currently has 9 outstanding general obligation /general improvement bond issuances that are eligible for refunding due to the low interest rate environment that currently exists. Four of these issuances are being recommended for a tax - exempt refunding. They are: General Improvement Bonds, Series 2001; Hotel Occupancy Tax Certificates of Obligation, Series 2002; General Improvement Refunding Bonds, Series 2003; and Marina Certificates of Obligation, Series 2005. Part B of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $5.0 million or 14.8 %. Five issuances are being recommended for a taxable refunding. They are Certificates of Obligation, Series 2004; Certificates of Obligation, Series 2005; General Improvement Refunding, Series 2005; Certificates of Obligation, Series 2006; and Certificates of Obligation, Series 2008. All of these issuances relate to the landfill and are being recommended as a taxable refunding not only to benefit from the low interest rate environment but also to enable initiatives at the landfill to occur that might involve private business use that would be otherwise prohibited under IRS regulations if financed with tax - exempt municipal bonds. Part C of this agenda item addresses this refunding. It is estimated that the net present value savings from this refunding will be approximately $4.4 million or 4.6 %. Issuance of bonds requires utilization of a financing team which is made up of three parts: the financial advisor, bond counsel, and the underwriting syndicate. Part A of this agenda item authorizes the appointment of M. E. Allison & Co., Inc. as financial advisor for these transactions. See Exhibit A for the Financial Advisor's fee schedule. Fulbright & Jaworski L.L.P. is currently under contract with the City to serve as the City's bond counsel and will serve as the second part of our financing team. The third part of the financing team is the underwriters, and selection of the syndicate of underwriters from the City's pool of approved underwriters is being recommended for delegation to the Mayor, City Manager, Assistant City Manager, and Director of Financial Services in Parts B and C of this agenda item. Because of the fluctuating 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 effectuate the sale of the transactions when the market warrants. The City's bond counsel has also confirmed that the City can delegate the sale of these bonds to the Delegated Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, Texas Government Code. Parts B and C of this agenda item will authorize this delegation. ALTERNATIVES: n/a OTHER CONSIDERATIONS: n/a CONFORMITY TO CITY POLICY: This item conforms to City policy. EMERGENCY / NON-EMERGENCY: Issuance of municipal obligations are exempted from the City of Christi's charter provision regarding dual reading and /or emergency adoption provisions pursuant to the provisions of Section 1201.028, as amended, Texas Government Code. DEPARTMENTAL CLEARANCES: • Bond Counsel • Legal Department FINANCIAL IMPACT: Part B — Tax Exempt Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $43,550,522 $ 43,550,522 Encumbered /Expended amount of (date) - - - This item - $ 38,056,075 $ 38,056,075 BALANCE - - $5,494,447 $ 5,494,447 FUND(S): Debt Service Fund COMMENTS: The $5,494,447 noted above represents savings in debt payments by refunding the general improvement /obligation bonds for the remaining life of the bonds — through 2026. This represents a net present value savings of $5,035,822. Part C — Taxable Refunding ❑Not Applicable X Operating Expense ❑ Revenue ❑ CIP FISCAL YEAR: Project to Date Exp. (CIP Only) Current Year Future Years TOTALS Budget - Debt Payments - - $170,424,567 $ 170,424,567 Encumbered /Expended amount of (date) - - - This item - $ 164,416,288 $ 164,416,288 BALANCE - - $6,008,279 $ 6,008,279 FUND(S): Debt Service Fund COMMENTS: The $6,008,279 noted above represents savings in debt payments by refunding the into general improvement /obligation bonds into taxable bonds for the remaining life of the bonds — through 2038. This represents a net present value savings of $4,366,770. RECOMMENDATION: Staff recommends approval of the motion and ordinances as presented. LIST OF SUPPORTING DOCUMENTS: Exhibit A Ordinances DRAFT 11 -7 -2012 ORDINANCE NO. AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS AUTHORIZING THE ISSUANCE OF "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, TAXABLE SERIES 2012 ", LEVYING AN ANNUAL AD VALOREM TAX, WITHIN THE LIMITATIONS PRESCRIBED BY LAW, FOR THE PAYMENT OF THE BONDS; 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, A PURCHASE CONTRACT, AND AN ESCROW AND TRUST AGREEMENT; COMPLYING WITH THE LETTER OF REPRESENTATIONS ON FILE 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 Council (the City Council) of the City of Corpus Christi, Texas (the City) has heretofore issued, sold, and delivered, and there are currently outstanding obligations in the aggregate original principal amount of $ being the obligations set forth on Schedule I hereto which is incorporated by reference for all purposes to this ordinance (collectively, the Refunded Obligations); and WHEREAS, the City Council intends to issue an aggregate principal amount of $ in general improvement refunding bonds the proceeds of which will be utilized to provide for the (i) refunding of the Refunded Obligations and (ii) payment of the costs of issuance of the general improvement refunding bonds; and WHEREAS, pursuant to the provisions of Chapter 1207, as amended, Texas Government Code (the Act), the City Council is authorized to issue 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 permits that the deposit of the proceeds from the sale of the refunding bonds be deposited directly with any designated escrow agent which is not the depository bank of the City; and WHEREAS, when firm banking arrangements have been made for the payment of principal of and interest to the stated maturity or redemption dates of the Refunded Obligations, then the Refunded Obligations shall no longer be regarded as outstanding except for the purpose 52322912.4 of receiving payment from the funds provided for such purpose and may not be included in or considered to be an indebtedness of the City for the purpose of a limitation on outstanding indebtedness or taxation or for any other purpose; and WHEREAS, The Bank of New York Mellon Trust Company, N.A., Dallas, Texas currently serves as the paying agent for the Refunded Obligations; and WHEREAS, The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (which is not the depository bank of the City) is hereby appointed as the Escrow Agent (hereinafter defined) and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas to serve as Paying Agent/Registrar (hereafter defined) for the general improvement refunding bonds; and 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 refunding bonds herein authorized and being issued to restructure the City's debt service and associated tax rates in the coming years, will result in a net present value savings of $ and a gross savings of $ , exclusive of the City's cash contribution of $ ; and WHEREAS, the City Council hereby finds and determines that the issuance of the general improvement refunding bonds is in the best interests of the residents of the City, now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI THAT: SECTION 1. Authorization - Designation - Principal Amount - Purpose — Dated Date. General improvement refunding bonds of the City shall be and are hereby authorized to be issued in the aggregate principal amount of AND NO /100 DOLLARS ($ ), to be designated and bear the title of "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, TAXABLE SERIES 2012" (the Bonds), for the purpose of providing funds for the (i) discharge and final payment of the Refunded Obligations and (ii) payment of the costs of issuance of the Bonds, all in conformity with the laws of the State of Texas, particularly the Act, an ordinance adopted by the City Council on December 11, 2012, and the City's Home Rule Charter. As authorized by the Act, the Mayor of the City, the City Manager of the City, the Assistant City Manager for General Government and Operations Support, and the City's Director of Financial Services (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 the following: 52322912.4 (1) Aggregate principal amount of each maturity of the Bonds; and (2) Rate of interest to be borne on the principal amount of each maturity; and (3) Interest payment dates; and -2- (4) Extraordinary, optional, and /or mandatory redemption provisions; and (5) Pricing of each series of Bonds, including use of premium, discount, underwriters' compensation, and costs of issuance; and (6) Underwriting syndicate for each series of Bonds, including the identification of the senior and book running manager and co- managers, respectively, for each such series; and (7) (8) Dated Date; and Further designation of each series of Bonds by year issued. Each Authorized Representative, acting for and on behalf of the City, is authorized to execute the Approval Certificate attached hereto as Schedule II. The Bonds shall be issued in the principal amount not to exceed $140,000,000; the maximum maturity of the Bonds will be March 1, 2040; 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. The refunding of the Refunded Obligations shall result in a net present value saving to the City of not less than one dollar ($1.00), excluding the City contribution and costs of issuance. Lastly, each Authorized Representative is authorized to select the bond insurer, if any, with respect to the Bonds. The execution of the Approval Certificate shall evidence the sale date of the Bonds by the City to the Purchasers (hereinafter defined) in accordance with the provisions of the Act. Upon execution of the Approval Certificate, Bond Counsel is authorized to complete this Ordinance to reflect such final terms applicable to the Bonds. SECTION 2. Fully Registered Obligations - Authorized Denominations - Stated Maturities - Interest Rates — Dated Date. The Bonds shall be issued as fully registered obligations, without coupons, shall be dated December 1, 2012 (the Dated Date), and shall be in denominations of $5,000 or any integral multiple thereof, and the Bonds shall become due and payable on March 1 in each of the years and in principal amounts (the Stated Maturities) and bear interest on the unpaid principal amounts from the Closing Date, or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to Stated Maturity, at the per annum rates, while Outstanding, in accordance with the following schedule: Years of Principal Interest Stated Maturity Amounts ($) Rates ( %) 2013 2014 2015 2016 2017 2018 52322912.4 -3- Years of Principal Interest Stated Maturity Amounts ($) Rates ( %) 2019 2020 2021 2022 2023 2024 2025 2026 2027 2028 2029 2030 2031 2032 2033 2034 2035 2036 2037 2038 2039 2040 The Bonds shall bear interest on the unpaid principal amount from the Closing Date or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity while Outstanding, at the rates per annum shown in the above schedule (calculated on the basis of a 360 -day year of twelve 30 -day months). Interest on the Bonds shall be payable on March 1 and September 1 in each year, commencing on March 1, 2013 (the Interest Payment Date), while the Bonds are Outstanding. 52322912.4 -4- SECTION 3. Payment of Bonds - Paying Agent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, and such payment of principal of, premium, if any, and interest on the Bonds shall be without exchange or collection charges to the Holder (as hereinafter defined) of the Bonds. The selection and appointment of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying Agent /Registrar) to serve as the initial Paying Agent/Registrar for the Bonds is hereby approved and confirmed, and the City agrees and covenants to cause to be kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the Security Register) for the registration, payment, and transfer of the Bonds, all as provided herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached, in substantially final form, as Exhibit A hereto, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The City covenants to maintain and provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an association or a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or examination by federal or state authority and authorized by law to serve as a Paying Agent/Registrar. The City reserves the right to appoint a successor Paying Agent/Registrar upon providing the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating such agency. Additionally, the City agrees to promptly cause a written notice of this substitution to be sent to each Holder of the Bonds by United States mail, first -class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of, premium, if any, and interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the Bonds appearing on the Security Register (the Holder or Holders) maintained on behalf of the City by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter defined) for purposes of payment of interest on the Bonds, (ii) on the date of surrender of the Bonds for purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds' Stated Maturity, and (iii) on any other date for any other purpose. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes of receiving payment and all other purposes whatsoever, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. Principal of and premium, if any, on the Bonds shall be payable only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of business on the fifteenth day of the month next preceding an Interest Payment Date for the Bonds (the Record Date) and shall be paid (i) by check sent by United States mail, first -class postage prepaid, by the Paying Agent/Registrar, to the address of the Holder appearing in the Security 52322912.4 -5- Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the Holder's risk and expense. If the date for the payment of the principal of, premium, if any, or interest on the Bonds shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a day. The payment on such date shall have the same force and effect as if made on the original date any such payment on the Bonds was due. In the event of a non - payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first -class postage prepaid, to the address of each Holder of a Bond appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4. Redemption. A. Optional Redemption. The Bonds having Stated Maturities on and after March 1, 20 shall be subject to redemption prior to Stated Maturity, at the option of the City, on March 1, 20 , or on any date thereafter, as a whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar), at the redemption price of par plus accrued interest to the date of redemption. B. Exercise of Redemption Option. At least forty -five (45) days prior to a date set for the redemption of Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of its decision to exercise the right to redeem Bonds, the principal amount of each Stated Maturity to be redeemed, and the date set for the redemption thereof. The decision of the City to exercise the right to redeem Bonds shall be entered in the minutes of the governing body of the City. C. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select at random and by lot the Bonds to be redeemed, provided that if less than the entire principal amount of a Bond is to be redeemed, the Paying Agent/Registrar shall treat such Bond then subject to redemption as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bond by $5,000. D. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, a notice of redemption shall be sent by United States mail, first -class postage prepaid, in the name of the City and at the City's expense, by the Paying Agent/Registrar to each Holder of a Bond to be redeemed, in whole or in part, at the address of the Holder appearing on 52322912.4 -6- the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. This notice may also be published once in a financial publication, journal, or reporter of general circulation among securities dealers in the City of New York, New York (including, but not limited to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond Reporter). If a Bond is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as herein provided, such Bond (or the principal amount thereof to be redeemed) so called for redemption shall become due and payable, and if money sufficient for the payment of such Bonds (or of the principal amount thereof to be redeemed) at the then applicable redemption price is held for the purpose of such payment by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on said Bonds (or the principal amount thereof to be redeemed) called for redemption shall cease to accrue and such Bonds shall not be deemed to be Outstanding in accordance with the provisions of this Ordinance. E. Transfer/Exchange of Bonds. Neither the City nor the Paying Agent/Registrar shall be required (1) to transfer or exchange any Bond during a period beginning forty -five (45) days prior to the date fixed for redemption of the Bonds or (2) to transfer or exchange any Bond selected for redemption, provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption in part. SECTION 5. Execution - Registration. The Bonds shall be executed on behalf of the City by its Mayor under the seal of the City reproduced or impressed thereon and attested by its City Secretary. The signature of any of said officers on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the time of the Dated Date, the proper officers of the City shall bind the City, notwithstanding that such individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government Code. No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 8C, executed by the Comptroller of Public 52322912.4 -7- Accounts of the State of Texas or his duly authorized agent by manual signature, or a certificate of registration substantially in the form provided in Section 8D, executed by the Paying Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified or registered and delivered. SECTION 6. Registration - Transfer - Exchange of Bonds - Predecessor Bonds. The Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of every owner of the Bonds, or, if appropriate, the nominee thereof. Any Bond may, in accordance with its terms and the terms hereof, be transferred or exchanged for Bonds of other authorized denominations upon the Security Register by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender for transfer of any Bond at the corporate trust office of the Paying Agent/Registrar, the City shall execute and the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Bonds of authorized denomination and having the same Stated Maturity and of a like interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer. At the option of the Holder, Bonds may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the Bonds surrendered for exchange upon surrender of the Bonds to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds are so surrendered for exchange, the City shall execute, and the Paying Agent/Registrar shall register and deliver, the Bonds to the Holder requesting the exchange. All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate trust office of the Paying Agent/Registrar, or be sent by registered mail to the Holder at his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and binding obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange. All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be Predecessor Bonds, evidencing all or a portion, as the case may be, of the same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term Predecessor Bonds shall include any Bond registered and delivered pursuant to Section 17 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. 52322912.4 -8- SECTION 7. Initial Bonds. The Bonds herein authorized shall be initially issued as a single fully registered Bond in the aggregate principal amount of $ with principal installments to become due and payable as provided in Section 2 hereof and numbered T -1 (the Initial Bonds), and the Initial Bonds shall be registered in the name of the Purchasers or the designee thereof. The Initial Bonds shall be the Bonds submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the Purchasers. Any time after the delivery of the Initial Bonds, the Paying Agent/Registrar, pursuant to written instructions from the Purchasers, or the designee thereof, shall cancel the Initial Bonds delivered hereunder and exchange therefor definitive Bonds of like kind and of authorized denominations, Stated Maturities, principal amounts bearing applicable interest rates, and shall be lettered "R" and numbered consecutively from one (1) upward for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and in accordance with such written instructions from the Purchasers, or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8. Forms. A. Forms Generally. The Bonds, the Registration Certificate of Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including insurance legends in the event the Bonds, or any Stated Maturities thereof, are insured and identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including insurance legends and any reproduction of an opinion of counsel) thereon as may, consistent herewith, be established by the City or determined by the officers executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds shall be printed, lithographed, or engraved, produced by any combination of these methods, or produced in any other similar manner, all as determined by the officers executing the Bonds as evidenced by their execution thereof, but the Initial Bond(s) submitted to the Attorney General of Texas may be typewritten or photocopied or otherwise reproduced. 52322912.4 -9- B. Form of Definitive Bond. REGISTERED REGISTERED NO. PRINCIPAL AMOUNT United States of America State of Texas Counties of Nueces, Aransas, Kleberg, and San Patricio CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BOND, TAXABLE SERIES 2012 Dated Date: December 1, 2012 REGISTERED OWNER: PRINCIPAL AMOUNT: Interest Rate: Stated Maturity: 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, acknowledges itself indebted to and 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 Closing 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, while Outstanding, 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 March 1 and September 1 of each year, commencing March 1, 2013. Principal on this Bond shall be payable to the Registered Owner hereof (the Holder), upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar executing the registration certificate appearing hereon or a successor thereof. Interest shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each interest payment date. All payments of principal of, and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first -class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by the Holder hereof at the Holder's risk and expense. 52322912.4 -10- This Bond is one of the series specified in its title issued in the aggregate principal amount of $ (the Bonds) pursuant to an ordinance adopted by the governing body of the City on December 11, 2012 (the Ordinance), for the purpose of providing funds for the (i) discharge and final payment of the Refunded Obligations and (ii) payment of the costs of issuance of the general improvement refunding bonds, under and in strict conformity with the laws of the State of Texas, including Chapter 1207, as amended, Texas Government Code, and the City's Home Rule Charter. The Bonds stated to mature on and after March 1, 20 may be redeemed prior to their Stated Maturities, at the option of the City, on March 1, 20 , or on any date thereafter, in whole or in part in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of redemption; provided, however, that at least thirty (30) days prior written notice shall be sent to the Holder of the Bonds to be redeemed by United States mail, first -class postage prepaid, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in installments of $5,000, or any integral multiple thereof may be redeemed, and, if less than all of the principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office, a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption has been duly given, then upon such redemption date this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and, if the money for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption is held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after the redemption date on the principal amount hereof to be redeemed. If this Bond is called for redemption, in whole or in part, the City or the Paying Agent/Registrar shall not be required to issue, transfer, or exchange this Bond within forty -five (45) days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part. The Bonds of this series are payable from the proceeds of an annual ad valorem tax levied upon all taxable property within the City within the limitations prescribed by law. Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of the Bonds; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be redeemed or discharged at or prior to the Stated Maturity thereof, and deemed to be no longer 52322912.4 Outstanding thereunder; and for the other terms and provisions specified in the Ordinance. Capitalized terms used herein have the same meanings assigned in the Ordinance. This Bond, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity, or its earlier redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other purposes, and neither the City nor the Paying Agent/Registrar, or any such agent of either, shall be affected by notice to the contrary. In the event of a non - payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first -class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed, exist, and be done precedent to the issuance of this Bond in order to render the same a legal, valid, and binding obligation of the City have been performed, exist, and have been done, in regular and due time, form, and manner, as required by the laws of the State of Texas and the Ordinance, and that the issuance of the Bonds does not exceed any constitutional or statutory limitation; and that due provision has been made for the payment of the principal of, premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond or any application thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. 52322912.4 [The remainder of this page intentionally left blank.] -12- IN WITNESS WHEREOF, the City has caused this Bond to be duly executed under its official seal. CITY OF CORPUS CHRISTI, TEXAS Mayor ATTEST: City Secretary (CITY SEAL) 52322912.4 [The remainder of this page intentionally left blank.] -13- C. *Form of Registration Certificate of Comptroller of Public Accounts 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) * Note to Printer: Not to appear on printed Bonds D. Form of Certificate of Paying Agent/Registrar to Appear on Definitive Bonds Only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued under the provisions of the within- mentioned 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: 52322912.4 -14- THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Paying Agent/Registrar By: Authorized Signature E. Form of Assignment. AS SIGNMENT 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: F. The Initial Bonds shall be in the respective forms set forth in paragraph B of this Section, except that the form of a single fully registered Initial Bond shall be modified as follows: (i) immediately under the name of the Bond(s) the headings "Interest Rate" and "Stated Maturity" shall both be completed "as shown below "; (ii) the first two paragraphs shall read as follows: Registered Owner: Principal Amount: 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, acknowledges itself indebted to and 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 first day of March in each of the years and in principal amounts and bearing interest at per annum rates in accordance with the following schedule: 52322912.4 -15- 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 Closing Date (anticipated to occur on or about December 27, 2012), or from the most recent interest payment date to which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity, 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 March 1 and September 1 of each year, commencing March 1, 2013. Principal of this Bond shall be payable to the Registered Owner hereof (the Holder), upon its presentation and surrender to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying Agent /Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each interest payment date. All payments of principal of and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first -class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder hereof. G. Insurance Legend. If bond insurance is obtained by the City or Purchasers (hereinafter defined), the Definitive Bonds and the Initial Bond(s) shall bear an appropriate legend as provided by the insurer. 52322912.4 [The remainder of this page intentionally left blank.] -16- SECTION 9. Definitions. For all purposes of this Ordinance (as defined below), except as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in this Section have the meanings assigned to them in this Section, and certain terms used in Section 38 of this Ordinance have the meanings assigned to them in such Sections, and all such terms include the plural as well as the singular; (ii) all references in this Ordinance to designated "Sections" and other subdivisions are to the designated Sections and other subdivisions of this Ordinance as originally adopted; and (iii) 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. A. The term Authorized Officials shall mean the Mayor, the Mayor Pro Tem, the City Manager, the Assistant City Manager for Government and Operations Support, the Director of Financial Services, the City Secretary, and /or the City Attorney. B. The term Bond Fund shall mean the special Fund created and established by the provisions of Section 10 of this Ordinance. C. The term Bonds shall mean the $ "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, TAXABLE SERIES 2012" authorized by this Ordinance. D. The term City shall mean City of Corpus Christi, located in the Counties of Nueces, Aransas, Kleberg, and San Patricio, Texas and, where appropriate, the City Council of the City. E. The term Closing Date shall mean the date of physical delivery of the Initial Bonds in exchange for the payment in full by the Purchasers. F. The term Debt Service Requirements shall mean, as of any particular date of computation, with respect to any obligations and with respect to any period, the aggregate of the amounts to be paid or set aside by the City as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations; assuming, in the case of obligations without a fixed numerical rate, that such obligations bear interest at the maximum rate permitted by the terms thereof and further assuming in the case of obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory redemption provisions applicable thereto. G. The term Depository shall mean an official depository bank of the City. H. The term Government Securities, as used herein, shall mean (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America; (ii) 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; (iii) noncallable obligations of a state or an agency or a county, municipality, or other political 52322912.4 -17- 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, or (iv) any additional securities and obligations hereafter authorized by the laws of the State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds. I. The term Holder or Holders shall mean the registered owner, whose name appears in the Security Register, for any Bond. J. The term Interest Payment Date shall mean the date interest is payable on the Bonds, being March 1 and September 1 of each year, commencing March 1, 2013, while any of the Bonds remain Outstanding. K. The term Ordinance shall mean this ordinance adopted by the City Council of the City on December 11, 2012. L. The term Outstanding when used in this Ordinance with respect to Bonds shall mean, as of the date of determination, all Bonds issued and delivered under this Ordinance, except: (1) those Bonds canceled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Bonds for which payment has been duly provided by the City in accordance with the provisions of Section 23 of this Ordinance; and (3) those Bonds that have been mutilated, destroyed, lost, or stolen and replacement Bonds have been registered and delivered in lieu thereof as provided in Section 17 of this Ordinance. M. The term Purchasers shall mean the initial purchasers of the Bonds named in Section 18 of this Ordinance. N. The term Stated Maturity shall mean the annual principal payments of the Bonds payable on March 1 of each year, as set forth in Section 2 of this Ordinance. SECTION 10. Bond Fund; Investments. For the purpose of paying the interest on and to provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be and is hereby created a special Fund to be designated "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, TAXABLE SERIES 2012 INTEREST AND SINKING FUND" (the Bond Fund), which Fund shall be kept and maintained at the Depository, and money deposited in such Fund shall be used for no other purpose and shall be maintained as provided in Section 21. Authorized Officials of the City are hereby authorized and directed to make withdrawals from the Bond Fund sufficient to pay the principal of, premium, if any, and interest on the Bonds as the same become due and payable and shall cause to be transferred to the Paying Agent/Registrar from money on deposit in the Bond Fund an amount sufficient to pay the amount of principal and /or interest stated to mature on the Bonds, such 52322912.4 -18- transfer of funds to the Paying Agent/Registrar to be made in such manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar on or before the business day next preceding each interest and principal payment date for the Bonds. Pending the transfer of funds to the Paying Agent/Registrar, money in any Fund established by this Ordinance, at the option of the City, may be placed in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual agreements as permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit Insurance Corporation) by obligations of the type hereinafter described, or be invested, as authorized by any law, including investments held in book -entry form, in securities including, but not limited to, direct obligations of the United States of America, obligations guaranteed or insured by the United States of America, which, in the opinion of the Attorney General of the United States, are backed by its full faith and credit or represent its general obligations, or invested in indirect obligations of the United States of America, including, but not limited to, evidences of indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage Association, Farmers Home Administration, Federal Home Loan Mortgage Association, Small Business Administration, or Federal Housing Association; provided that all such deposits and investments shall be made in such a manner that the money required to be expended from such Fund will be available at the proper time or times. All interest and income derived from deposits and investments in such Fund shall be credited to, and any losses debited to, such Fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Bonds. SECTION 11. Tax Levy. To provide for the payment of the Debt Service Requirements on the Bonds being (i) the interest on the Bonds and (ii) a sinking fund for their redemption at Stated Maturity or a sinking fund of 2% (whichever amount shall be the greater), there shall be and there is hereby levied for the current year and each succeeding year thereafter while the Bonds or any interest thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on each one hundred dollars' valuation of taxable property in the City, adequate to pay such Debt Service Requirements, full allowance being made for delinquencies and costs of collection; said tax shall be assessed and collected each year and applied to the payment of the Debt Service Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and collected shall be paid into the Bond Fund and are thereafter pledged to the payment of the Bonds. The City Council hereby declares its purpose and intent to provide and levy a tax legally and fully sufficient to pay such Debt Service Requirements, it having been determined that the existing and available taxing authority of the City for such purpose is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness and other obligations of the City. SECTION 12. Deposits to Bond Fund; Surplus Bond Proceeds. The City hereby covenants and agrees to cause to be deposited in the Bond Fund prior to a principal and interest payment date for the Bonds, from the annual levy of an ad valorem tax or from other lawfully available funds, amounts sufficient to fully pay and discharge promptly each installment of interest and principal of the Bonds as the same accrues or matures or comes due by reason of Stated Maturity. 52322912.4 -19- Accrued interest, if any, received from the Purchasers of the Bonds, along with any taxes collected pertaining to the Refunded Obligations, after the Closing Date, shall be deposited to the Bond Fund. In addition, any surplus proceeds from the sale of the Bonds, including investment income thereon, not expended for authorized purposes shall be deposited in the Bond Fund, and such amounts so deposited shall reduce the sums otherwise required to be deposited in said Fund from ad valorem taxes. SECTION 13. Security of Funds. All money on deposit in the Funds for which this Ordinance makes provision (except any portion thereof as may be at any time properly invested as provided herein) shall be secured in the manner and to the fullest extent required by the laws of the State of Texas for the security of public funds, and money on deposit in such Funds shall be used only for the purposes permitted by this Ordinance. SECTION 14. Remedies in Event of Default. In addition to all the rights and remedies provided by the laws of the State of Texas, the City covenants and agrees particularly that in the event the City (a) defaults in the payments to be made to the Bond Fund or (b) defaults in the observance or performance of any other of the covenants, conditions, or obligations set forth in this Ordinance, the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the governing body of the City and other officers of the City to observe and perform any covenant, condition, or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedies herein provided shall be cumulative of all other existing remedies and the specification of such remedies shall not be deemed to be exclusive. SECTION 15. Notices to Holders; Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States mail, first -class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Holders. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 16. Cancellation. All Bonds surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar 52322912.4 -20- and, if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds held by the Paying Agent/Registrar shall be destroyed as directed by the City. SECTION 17. Mutilated, Destroyed, Lost, and Stolen Bonds. If (1) any mutilated Bond is surrendered to the Paying Agent/Registrar, or the City and the Paying Agent/Registrar receive evidence to their satisfaction of the destruction, loss, or theft of any Bond, and (2) there is delivered to the City and the Paying Agent/Registrar such security or indemnity as may be required to save each of them harmless, then, in the absence of notice to the City or the Paying Agent/Registrar that such Bond has been acquired by a bona fide purchaser, the City shall execute and, upon its request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity and interest rate and of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to become due and payable, the City in its discretion may, instead of issuing a new Bond, pay such Bond. Upon the issuance of any new Bond or payment in lieu thereof, under this Section, the City may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge imposed in relation thereto and any other expenses and charges (including attorney's fees and the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of the City, whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen Bonds. SECTION 18. Sale of Bonds — Authorization of Purchase Contract — Official Statement Approval. The Bonds authorized by this Ordinance are hereby sold to Citigroup Global Markets Inc., Dallas, 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 , 2012 (the Purchase Contract) attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The Initial Bond shall be registered in the name of Citigroup Global Markets Inc. The pricing and terms of the sale of the Bonds are hereby found and determined to be the most advantageous reasonably obtainable by the City. Each Authorized Official 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, 52322912.4 -2 1 - and in regard to the approval and execution of the Purchase Contract, the City Council hereby finds, 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 and performed 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 City hereby ratifies, confirms, and approves in all respects (i) the City'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 final Official Statement, being a modification and amendment of the Preliminary Official Statement to reflect the terms of sale, attached as Exhibit A to the Purchase Contract (together with such changes approved by the Mayor and City Secretary, or any one or more of said officials), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute the final Official Statement, dated , 2012, in the reoffering, sale and delivery of the Bonds to the public. The Mayor and City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of the Official Statement in final form as may be required by the 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 and constitute the Official Statement authorized for distribution and use by the Purchasers. SECTION 19. Escrow and Trust Agreement Approval and Execution; Proceeds of Sale; Contribution by City. The Escrow and Trust Agreement dated as of December 11, 2012 to be effective upon the initial delivery of the Bonds to the Purchasers (the Agreement) between the City and The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Escrow Agent), attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes, is hereby approved as to form and content, and such 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 this City Council; and such Agreement as executed by said officials shall be deemed approved by the City Council and constitute the Agreement herein approved. Furthermore, any Authorized Official and Bond Counsel, in cooperation with the Escrow Agent, are hereby authorized and directed to make the necessary arrangements for the purchase of the Federal Securities referenced in the Agreement and the initial delivery thereof to the Escrow Agent on the day of delivery of the Bonds to the Purchasers for deposit to the credit of the "CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BOND TAXABLE SERIES 2012 ESCROW FUND" (the Escrow Fund), including the execution of the subscription forms for the purchase and issuance of the "United States Treasury Securities - State and Local Government Series ", if any, for deposit to the Escrow Fund; all as contemplated and provided by the provisions of the Act, this Ordinance, and the Agreement. Immediately following the delivery of the Bonds, the proceeds of sale along with a cash contribution, if any, from the City (less certain costs of issuance, and accrued interest, if any, 52322912.4 -22- received from the Purchasers of the Bonds) shall be deposited with the Escrow Agent for application and disbursement in accordance with the provisions of the Agreement. The proceeds of sale of the Bonds not so deposited with the Escrow Agent for the refunding of the Refunded Obligations shall be disbursed for payment of costs of issuance and deposited with the place of payment (of the Refunded Obligations) in an account in the name of the City and applied for the purposes of providing for the payment of the costs and expenses incurred in connection therewith or deposited in the Bond Fund for the Bonds, all in accordance with written instructions from the City Manager. SECTION 20. Redemption of Refunded Obligations. The Refunded Obligations referenced in the preamble hereof become subject to redemption prior to their stated maturities at the price of par, premium, if any, and accrued interest to the date of redemption. The Mayor shall give written notice to the paying agent/registrar for the Refunded Obligations and the Escrow Agent that all of the Refunded Obligations have been called for redemption, and the City Council orders that such obligations are called for redemption on the dates set forth on Schedule I attached to this Ordinance, and such order to redeem the Refunded Obligations on such dates shall be irrevocable upon the delivery of the Bonds. Copies of the notices of redemption pertaining to the Refunded Obligations are attached to this Ordinance as Exhibit D and are incorporated herein by reference for all purposes. The respective paying agent for each series of Refunded Obligations is authorized and instructed to provide notice of these redemptions to the holders of the Refunded Obligations in the form and manner described in the respective ordinances authorizing the issuance of the Refunded Obligations. SECTION 21. Taxable Obligations. The interest on the Bonds is not excludable from the gross income of the holders thereof for federal income tax purposes. SECTION 22. Control and Custody of Bonds. The Mayor shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas and shall take and have charge and control of the Bonds pending their approval by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery of the Bonds to the Purchasers. Furthermore, any Authorized Official, or any combination thereof, is hereby authorized and directed to furnish and execute such documents relating to the City and its financial affairs as may be necessary for the issuance of the Bonds, the approval of the Attorney General and their registration by the Comptroller of Public Accounts and, together with the City's financial advisors, Bond Counsel, and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Bonds to the Purchasers and the initial exchange thereof for definitive Bonds. SECTION 23. Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. 52322912.4 -23 - Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof on or prior to Stated Maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, and /or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities, in the case of a net defeasance, have been certified by an independent accounting firm to mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any money deposited therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal amount(s) thereof, on or prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. In the event of a gross defeasance of the Bonds, the City shall deliver a certificate from its financial advisor, the Paying Agent/Registrar, or another qualified third party concerning the deposit of cash and /or Government Securities to pay, when due, the principal of, redemption premium (if any), and interest due on any defeased Bonds. Any money so deposited with the Paying Agent/Registrar, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such money has been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of three (3) years after the Stated Maturity of the Bonds or applicable redemption date, such money was deposited and is held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor, subject to the unclaimed property laws of the State of Texas. 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. SECTION 24. Printed Opinion. The Purchasers' obligation to accept delivery of the Bonds is subject to its being furnished a final opinion of Fulbright & Jaworski L.L.P., as Bond Counsel, approving certain legal matters as to the Bonds, said opinion to be dated and delivered as of the date of initial delivery and payment for such Bonds. Printing of a true and correct copy of said opinion on the reverse side of each of the Bonds, with appropriate certificate pertaining 52322912.4 -24- thereto executed by facsimile signature of the City Secretary of the City is hereby approved and authorized. SECTION 25. CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof, and neither the City nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. SECTION 26. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 27. Ordinance a Contract; Amendments - Outstanding Bonds. The City acknowledges that the covenants and obligations of the City herein contained are a material inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the Holders from time to time, shall be binding on the City and its successors and assigns, and shall not be amended or repealed by the City so long as any Bond remains Outstanding except as permitted in this Section. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the written consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided; however, that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of, and interest on the Bonds, reduce the principal amount thereof, or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, the redemption price therefor, or interest on the Bonds, (2) give any preference to any Bond over any other Bond, or (3) reduce the aggregate principal amount of Bonds required for consent to any such amendment, addition, or rescission. SECTION 28. Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, Bond Counsel, Paying Agent/Registrar, and the Holders, any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, Bond Counsel, the Paying Agent/Registrar, and the Holders. SECTION 29. Inconsistent Provisions. 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 30. Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. 52322912.4 -25 - SECTION 31. Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 32. Severability. 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 33. Incorporation of Preamble Recitals. 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 34. Authorization of Paying Agent/Registrar Agreement. The City Council of the City hereby finds and determines that it is in the best interest of the City to authorize the execution of a Paying Agent/Registrar Agreement concerning the payment, exchange, and transferability of the Bonds. A copy of the Paying Agent/Registrar Agreement is attached hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions of this Ordinance. SECTION 35. Public Meeting. 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 36. Unavailability of Authorized Publication. If, because of the temporary or permanent suspension of any newspaper, journal, or other publication, or, for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City or of the Paying Agent/Registrar shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. SECTION 37. No Recourse Against City Officials. No recourse shall be had for the payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon or on this Ordinance against any official of the City or any person executing any Bond. SECTION 38. Continuing Disclosure Undertaking. A. Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: 52322912.4 -26- EMMA means the MSRB's Electronic Municipal Market Access system, accessible by the general public, without charge, on the interne 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, (1) within six months after the end of each fiscal year of the City ending in or after 2012, financial information and operating data with respect to the City of the general type included in the final Official Statement authorized by Section 18 of this Ordinance, being the information described in Exhibit E hereto, and (2) if not provided as part such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so to be provided shall be (i) prepared in accordance with the accounting principles described in Exhibit E 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 financial statements within such period and audited for the applicable fiscal year to the MSRB, when and if the audit report on such statements becomes available. If the City changes its fiscal year, it will file notice of such change (and of the date of the new fiscal year end) with the MSRB 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. Notice of Certain Events. 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; 52322912.4 (5) Substitution of credit or liquidity providers, or their failure to perform; -27- (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 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; (10) 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 City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive 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 paying agent/registrar or the change of name of a paying agent/registrar, 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 reorganization, 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. 52322912.4 -28- 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 remains 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 that causes the Bonds to be no longer Outstanding. 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 this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. 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 52322912.4 -29- 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 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 City 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 SEC. SECTION 39. Book -Entry Only System. It is intended that the Bonds will initially be registered so as to participate in a securities depository system (the DTC System) with the Depository Trust Company, New York, New York, or any successor entity thereto (DTC), as set forth herein. Each Stated Maturity of the Bonds shall be issued (following cancellation of the Initial Bonds described in Section 7) in the form of a separate single definitive Bond. Upon issuance, the ownership of each such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The City and the Paying Agent/Registrar are authorized to execute, deliver, and take the actions set forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including the Letter of Representations attached hereto as Exhibit F (the Representation Letter). With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the City and the Paying Agent/Registrar shall have no responsibility or obligation to any broker - dealer, bank, or other financial institution for which DTC holds the Bonds from time to time as securities depository (a Depository Participant) or to any person on behalf of whom such a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting the immediately preceding sentence, the City 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 Depository Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any Depository Participant or any other person, other than a registered owner of the Bonds, as shown on the Security Register, of any notice with respect to the Bonds, including any notice of redemption, or (iii) the delivery to any Depository Participant or any Indirect 52322912.4 -30- Participant or any other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium, if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the obligation of the City 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 or drafts being mailed to the Holder, the word "Cede & Co." in this Ordinance shall refer to such new nominee of DTC. In the event that (a) the City determines that DTC is incapable of discharging its responsibilities described herein and in the Representation Letter, (b) the Representation Letter shall be terminated for any reason, or (c) DTC or the City determines that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the City shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the availability within a reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the City may determine that the Bonds shall be registered in the name of and deposited with a successor depository operating a securities depository system, as may be acceptable to the City, or such depository's agent or designee, and if the City and the Paying Agent/Registrar do not select such alternate securities depository system then the Bonds may be registered in whatever name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in accordance with the provisions hereof. 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 40. Further Procedures. The officers and employees of the City are hereby 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 or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial sale and delivery of the Bonds, the Paying Agent/Registrar Agreement, the Purchase Contract, the Agreement, and the Official Statement. In addition, prior to the initial delivery of the Bonds, any Authorized Official and Bond Counsel are hereby authorized and directed to approve any technical changes or corrections to this Ordinance or to any of the instruments authorized and approved by this Ordinance necessary in order to (i) correct any ambiguity or mistake or properly or more completely document the transactions contemplated and approved by this Ordinance and as described in the Official Statement, (ii) obtain a rating from any of the national bond rating agencies, or (iii) obtain the approval of the Bonds by the Texas Attorney General's office. In case any officer of the City whose signature shall appear on any certificate shall cease to be such officer before the delivery of such certificate, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. 52322912.4 -3 1 - SECTION 41. Effective Date. Pursuant to the provisions of Section 1201.028, as amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption, notwithstanding any provision in the City's Home Rule Charter to the contrary concerning a multiple reading requirement for the adoption of ordinances. 52322912.4 [The remainder of this page intentionally left blank.] -32- PASSED, APPROVED AND ADOPTED on the 11th day of December, 2012. CITY OF CORPUS CHRISTI Mayor ATTEST: City Secretary (CITY SEAL) APPROVED THIS DAY OF DECEMBER, 2012: Carlos Valdez, City Attorney Schedule I - Refunded Obligations Schedule II - Approval Certificate Exhibit A - Paying Agent/Registrar Agreement Exhibit B - Purchase Contract Exhibit C - Escrow and Trust Agreement Exhibit D - Notices of Redemption Exhibit E - Description of Annual Financial Information Exhibit F - DTC Letter of Representations 52322912.4 S -1 THE STATE OF TEXAS COUNTY OF N UECES 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 day of December, 2012, authorizing the issuance of the City's General Improvement Refunding Bonds, Taxable Series 2012, 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 day of December, 2012. (CITY SEAL) 52322912.4 S -2 City Secretary Schedule I Refunded Obligations 52322912.4 Schedule 1 -1 SCHEDULE II Approval Certificate See Tab No. 52322912.4 Schedule II -1 52322912.4 EXHIBIT A Paying Agent/Registrar Agreement See Tab No. A -1 52322912.4 EXHIBIT B Purchase Contract See Tab No. B -1 52322912.4 EXHIBIT C Escrow and Trust Agreement See Tab No. C -1 52322912.4 EXHIBIT D Notices of Redemption See Tab No. D -1 EXHIBIT E Description of Annual Financial Information The following information is referred to in Section 38 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 are as specified (and included in the Appendix or under the headings of the Official Statement referred to) below: Financial information and operating data with respect to the City of the general type included in Appendix A under the headings "DEBT PAYABLE FROM TAXES ", "GENERAL REVENUES ", "GENERAL EXPENSES ", "AD VALOREM TAXES ", and "THE TAX INCREMENT FINANCING ACT ". The City's audited financial statements for the most recently concluded fiscal year or to the extent these audited financial statements are not available, the portions of the unaudited financial statements of the City appended to the Official Statement as Appendix C, but for the most recently concluded fiscal year. Accounting Principles The accounting principles referred to in such Section are generally accepted accounting principles for governmental units as prescribed by the Government Accounting Standards Board from time to time. 52322912.4 E -1 52322912.4 EXHIBIT F DTC Letter of Representations See Tab No. F -1 AGENDA MEMORANDUM for the City Council Meeting of November 20, 2012 DATE: TO: FROM: October 17, 2012 Ronald L. Olson, City Manager Tom Tagliabue, Director of Intergovenmental Relations tomtag @cctexas.com (361) 826-3850 UPDATE TO CITY COUNCIL Annual Status Report from the Texas Department of Transportation (TxDOT) on Harbor Bridge Improvements /Replacement and other construction, maintenance and administrative issues. STAFF PRESENTERS): Name 1. 2. 3. OUTSIDE PRESENTER(S) Name 1. Lonnie Gregorcyk, 2. Chris Caron, BACKGROUND : Title /Position Title /Position P.E., District Engineer, P.E., Deputy District Engineer, Department Organization Texas Department of Transportation Texas Department of Transportation The Texas Department of Transportation (TxDOT) Corpus Christi District includes 10 Coastal Bend counties - Aransas, Bee, Goliad, Jim Wells, Karnes, Kleberg, Live Oak, Nueces, Refugio and San Patricio. Lonnie Gregorcyk became the permanent District Engineer for the Corpus Christi District on August 1, 2012, after serving as the interim District Engineer since June 2012. Chris Caron started as the Deputy District Engineer on October 1, 2012. The Texas Department of Transportation (TxDOT) is preparing an Environmental Impact Statement (EIS) for the Harbor Bridge replacement project. TxDOT and the Federal Highway Administration (FHWA) have narrowed down the potential alignments where a potential replacement for the Bridge might be located from six to four options. The two primary needs for the project are defined as follows: 1. Maintaining the long -term operation of a US 181 crossing of the Corpus Christi Ship Channel. 2. Safety risks caused by design deficiencies. In addition, the project includes two objectives: 1. Provide the transportation infrastructure to expand the economic opportunities in the area; and 2. Consider the connectivity of US 181 to the local roadway system and its effect on adjacent neighborhoods. In FY 2011, the TxDOT Corpus Christi District spent more than $98.4 million in Nueces County on construction and maintenance of state - maintained highways and bridges. There are more than 1,516 lane miles of state - maintained highways in Nueces County. More than 276,000 vehicles are registered in Nueces County. Corpus Christi does not have any roadways listed among the top 100 congested segments of roadways in the state. LIST OF SUPPORTING DOCUMENTS: N/A