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Agenda Packet City Council - 04/10/2018
City of Corpus Christi 1201 Leopard Street Corpus Christi,TX 78401 II cctexas.com Meeting Agenda - Final-revised City Council Tuesday,April 10,2018 11:30 AM Council Chambers 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 12:00 P.M. CITIZEN COMMENTS WILL BE LIMITED TO THREE MINUTES. 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. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak to the City Council MUST be submitted a minimum of 24 hours prior to the meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. Si Usted desea dirigirse al Concilio y cree que su ingl6s 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 Joe McComb to call the meeting to order. B. Invocation to be given by Deacon Michael Mantz, Diocese of Corpus Christi. C. Pledge of Allegiance to the Flag of the United States to be led by Valerie Gray, Executive Director of Public Works. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. E. Proclamations /Commendations 1. 18-0427 Proclamation declaring April 2018, "Safe Digging Month". Proclamation declaring April 9-14, 2018, "National Crime Victims' Rights Week". Proclamation declaring April 9-15, 2018, "National Animal Care and Control Appreciation Week". Proclamation declaring April 9-15, 2018, "National Public Safety Telecom municators Week". Recognition of"Mario Gomez". City of Corpus Christi Page 1 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 Swearing-In Ceremony for Newly Appointed Board, Commission, Committee and Corporation Members. F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: a. 18-0474 FISCAL 2017-2018 BUDGET UPDATE Attachments: Agenda Memo- Budget Update Budget vs. Actuals Monthly Report b. OTHER G. MINUTES: 2. 18-0425 Regular Meeting of March 27, 2018 and Workshop Session of March 22, 2018. Attachments: Minutes - March 27, 2018 Minutes- March 22, 2018 Workshop H. BOARD &COMMITTEE APPOINTMENTS: 3. 18-0421 Airport Board Arts and Cultural Commission Board of Adjustment Corpus Christi Downtown Management District Tree Advisory Committee Water Resources Advisory Committee Attachments: Airport Board Arts and Cultural Commission Board of Adjustment Corpus Christi Downtown Management District Tree Advisory Committee Water Resources Advisory Committee I. 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. City of Corpus Christi Page 2 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 J. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. 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 choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. Citizen comments are limited to three minutes. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak MUST be submitted a minimum of 24 hours prior to the Meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. 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. K. CONSENT AGENDA: (ITEMS 4 - 12) 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. 4. 18-0269 Supply Agreement for 24 months for police uniforms Motion authorizing a 24 month supply agreement for police uniforms and accessories with Galls, LLC, from Lexington, Texas via BuyBoard for a total amount not to exceed $241,294.48. Attachments: Agenda Memo- Police Uniforms and Accessories Supply Agreement 1560- Police Uniforms and Accessories City of Corpus Christi Page 3 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 5. 18-0333 Resolution authorizing outside city limits water contracts with property owners in the Nottingham Acres Unit 2 Subdivision Attachments: Agenda Memo UPDATED 3-20-18 Resolution with supporting documents KG Presentation - Nottingham Acres Unit 2 Lot 6 Block 4 UPDATED 3-21-18 6. 18-0198 Professional Services Contracts and Amendments - Construction Inspection Staff Support (Capital Improvement Program and Bond Projects) Motion authorizing multiple amendments, and award of new contracts for Representative Services totaling $2,623,040 with options to administratively execute two 6 month renewals for providing Construction Inspection Staff Support for Engineering Services. 1. Award (NEW) contract to AGICM - 6 Inspectors at $1,060,800 2. Award contract amendments to Freese and Nichols - 3 Inspectors at $480,640 3. Award (NEW) contract to Heneco - 5 Inspectors at$894,400 4. Award (NEW) contract to Maverick Engineering - 1 Inspector at $187,200 Attachments: Executive Summary -Construction Inspection Item Detail -Construction Inspection Informal Staff Report-TXDOT construction Inspection Exhibit 1 -Construction Inspection Presentation -Construction Inspection Location Map-Construction Inspection Staff Augmentation Contract-Constr Insp Freese Nichols David Marotta Contract-Constr Insp Freese Nichols Harley Hampton Contract-Constr Insp Freese Nichols Arturo Hernandez Contract-Constr Insp Maverick Joe Sandoval Contract-Constr Insp AGCM Robert Munoz Contract-Constr Insp AGCM Russell Soike Contract-Constr Insp AGCM Manuel Hernandez Contract-Constr Insp AGCM Bobby Barker Contract-Constr Insp AGCM Marcus Garcia Contract-Constr Insp AGCM George De La Cerda Contract-Constr Insp Heneco Jordan Dartest Contract-Constr Insp Heneco John Hinolosa Contract Constr Insp Heneco Louis Estopinal Contract Constr Insp Heneco Julian Pineda Contract Constr Insp Heneco Darrell Donahoe City of Corpus Christi Page 4 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 7. 18-0276 Construction Change Order No. 7 for the O. N. Stevens Water Treatment Plant High Service Building No. 3 Project for correction of soil and drainage issues at the project site (Capital Improvement Program) Motion authorizing Construction Change Order No. 7 with PLW Cadagua Partners of The Woodlands, Texas in the amount of$182,629.43 for the O.N. Stevens Water Treatment Plant High Service Building No. 3. (Capital Improvement Program - CIP) Attachments: Executive Summary -CO No. 7 ONS High Service Building No. 3 Item Detail -ONS Change Order No. 7 Project Budget-ONSWTP High Srvc Bldg No. 3 Location Map ONSWTP High Srvc Bldg No. 3 Presentation ONSWTP High Srvc Bldg No. 3 Change Order No. 7 ONSWTP High Srvc Bldg No. 3 8. 18-0313 Construction Contract for Citywide Lift station Repairs 2017-2018 (Capital Improvement Program) Motion authorizing a construction contract with Associated Construction Partners Ltd., of Boerne, Texas in the amount of$1,496,000 for Citywide Lift Station Repairs 2017-2018 for the total base bid. (Capital Improvement Program - CIP) Attachments: Executive Summary Item Detail Project Budget - LS Repairs.xls Location Map LS Repairs Presentation LS Repairs.pptx Letter of Recommendation - LS Repairs 9. 18-0287 Professional Services Contract - Citywide Lift Station Repairs 2018-2019 Motion authorizing a professional services contract with Urban Engineering of Corpus Christi, Texas in the amount of$385,650 for Citywide Lift Station Repairs 2018-2019 for design, bid, and construction phase services. (Capital Improvement Program - CIP) Attachments: Executive Summary -Citywide Lift Station Repairs (18-0287) Item Detail -Citywide Lift Station Repairs (18-0287) Project Budget Location Map- LS Repairs Presentation - LS Repairs Contract- LS Repairs City of Corpus Christi Page 5 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 10. 18-0277 Construction Contract for Downtown Street Traffic Signals and Area Improvements (Bond 2014, Proposition 2) Motion authorizing the City Manager, or designee, to execute a construction contract with Siemens Industry, Inc., of Austin, Texas in the amount of$2,989,286 for Downtown Street Traffic Signals and Area Improvements. (Bond 2014, Proposition 2) Attachments: Executive Summary - Downtown Street Traffic Siqnals and Area Improvements Item Detail -Downtown Street Traffic Signals and Area Improvements (18-0277 Project Budget- Downtown Street Traffic Signals and Area Imps BOND 2014 PI Location Map- Downtown Street Traffic Signals and Area Imps BOND 2014 PR Presentation - Downtown Street Traffic Signals and Area Imps BOND 2014 PR( Recommendation Letter- Downtown Street Traffic Signals and Area Imps BONI 11. 18-0270 Approval of a one-year software licensing and support agreement for LANDesk Motion authorizing the City Manager, or designee, to execute a one-year software licensing and support agreement with SHI Government Solutions, Inc., of Austin, for LANDesk software in the amount of$80,602.20 pursuant to the cooperative purchasing contract with the Texas Department of Information Resources with an option to renew for up to two additional years for a multiyear amount not to exceed $241,806.60 subject to annual appropriations. Attachments: Agenda Memo-Landesk TUMS.docx Agreement Idtums2018.pdf SHIQuote-14957249.pdf City of Corpus Christi price lock Mar20l8.docx.pdf 12. 18-0342 Reimbursement Resolution for Solid Waste Certificates of Obligation Resolution relating to establishing the City's intention to reimburse itself for the prior lawful expenditure of funds from the proceeds one or more series of taxable obligations to be issued by the City in an aggregate amount not to exceed $7,500,000 for authorized purposes relating to constructing various City improvements; authorizing matters incident and related thereto; and providing an effective date. Attachments: Agenda Memo- Reimbursement Resolution for Solid Waste CO's Reimbursement Resolution for Solid Waste CO's L. RECESS FOR LUNCH The City Council will take a lunch break at approximately 1:30 p.m. City of Corpus Christi Page 6 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 M. PUBLIC HEARINGS: (NONE) N. REGULAR AGENDA: (ITEMS 13 - 17) The following items are motions, resolutions and ordinances that will be considered and voted on individually. 13. 18-0378 One-Reading Action -Construction Contract for the Cefe Valenzuela Landfill Sector 3C Cell Development Motion authorizing the City Manager, or designee, to execute a construction contract with FCS Construction, LP of Dallas, Texas in the amount of$5,273,159.46 for the Cefe F. Valenzuela Landfill Sector 3C Cell Development. Attachments: Executive Summary -Cefe Valenzuela Landfill Sector 3C Cell (18-0378) Item Detail -Cefe Valenzuela Sector 3C Disposal Cell Construction Contract(1£ Project Budget-CV LF Sector 3C v2 Location Map-CV LF Sector 3C Presentation -CV LF Sector 3C Letter of Recommendation -CV LF Sector 3C 14. 18-0402 One-Reading Action - Purchase of Laboratory Information Management System (LIMS) with a five-year maintenance agreement for the Health Department Motion authorizing the purchase of a Laboratory Information Management System (LIMS) and a five-year maintenance agreement from Aspyra, LLC, for a total amount not to exceed $212,167.49. Attachments: Agenda Memo-LIMS Service Agreement-LIMS Bid Tab-LIMS for Health Dept. 1s. 18-0432 One-Reading Action - Resolution approving a Chapter 380 Economic Development Agreement for the Redevelopment of the Old Nueces County Courthouse Resolution approving a Chapter 380 Economic Development Incentive Agreement with Nueces County Courthouse Development Partners, L.L.C. for certain economic development grants amounting to $11,908.58 related to the redevelopment of the Old Nueces County Courthouse. Attachments: Agenda Memo-380 Agreement-County Courthouse Resolution -Old County Courthouse 380 Exhibit A-380 Agrmnt Courthouse Tyner to Margie Rose - Release of Liens 2018 City of Corpus Christi Page 7 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 16. 18-0352 Second Reading Ordinance - Sale of 3 Park Properties (1st Reading 3/27/18) Ordinance approving the sale of following 3 properties: a) Congress Park (4017 Capitol) to Southern Builder Co. LLC for$180,000; b) Creekway Park (7306 Prairie) to Southern Builder Co. LLC for $75,000; and c) Violet Park (4301 Violet) to Isaac Camacho and Janet L. Camacho for$115,000. Attachments: Agenda Memo-Sale of Park Land Creekway Congress Violet Ordinance sale of Congress Park and Creekway Park and Violet Park v2 Presentation -Sale of Parkland Contract-Congress-Southern -031318 Contract-Creekway Park-Southern -031318 Contract-Violet Park Contract 17. 18-0392 Second Reading Ordinance -Approving Parks and Recreation Fee changes at or below 25% Ordinance authorizing Parks and Recreation fee adjustments. Attachments: Agenda Memo Additional fees under 25% (004) Ordinance (As Amended)-authorizing P and R fee adjustments (002) Exhibit A Informal Staff Report-Greenwood Sports Field Rental Fees Presentation - Parks Recreation Department FY 18 Fees UNDER 25%v2 O. FIRST READING ORDINANCES: (ITEM 18) 18. 18-0397 First Reading Ordinance -Accepting and appropriating State funds for training and equipment for the Police Department Ordinance accepting $26,475.49 from State of Texas - Law Enforcement Officer Standards and Education Account; and appropriating $26,475.49 in Police Grants Fund. Attachments: Agenda Item - LEOSE approp 04.10.2018 Ordinance leose 04.10.2018 Award letter 2018 P. FUTURE AGENDA ITEMS: (ITEMS 19 - 28) The following items are for Council's informational purposes only. No action will be taken and no public comment will be solicited. 19. 18-0394 Resolution adopting City of Corpus Christi Annexation Guidelines Attachments: Agenda Memo-Annexation Guidelines Resolution -Adopting Annexation Guidelines City of Corpus Christi Page 8 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 Exhibit A-Corpus Christi Annexation Guidelines Exhibit B -Draft Voluntary Annexation Application Presentation - Proposed Annexation Guidelines 20. 18-0310 One-Year Service Agreement for Pump Repair and Replacement Services for Water Utilities Motion authorizing a one-year service agreement with Smith Pump Company of Waco, Texas, for Pump Repair and Replacement Services for a total amount not to exceed $244,460, with two one-year options for a total potential multi-year amount of up to $733,380. Attachments: Agenda Memo- Pump Repair and Replacement Services for Waste Water and Service Agreement- Pump Repair and Replacement Services for WW and SW Bid Tabulation- Pump Repair and Replacement Services for WW and SW 21. 18-0400 Purchase of 42 trucks for the Utilities Department Motion authorizing the purchase of twenty-eight (28) 2018 F-150 trucks from Silsbee Ford of Silsbee, Texas; five (5) 2018 F-450 trucks from Grande Truck Center of San Antonio, Texas; eight (8) 2018 F-250 trucks, and one (1) 2018 F-350 truck from Rush Truck Center of New Braunfels, Texas via BuyBoard for a total amount of$1,441,898.04. Attachments: Agenda Memo-Trucks for Utilities F-150, 250, 350 and 450 Bid Tabulation -Trucks for Utilities F-150,250, 350 and 450 22. 18-0312 Master Services Agreement for O.N. Stevens Water Treatment Plan Site Infrastructure Improvements (Capital Improvement Program) Motion authorizing a Master Service Agreement (MSA) with Freese and Nichols, Inc., (FNI) of Corpus Christi, Texas in the amount of$300,000 for O.N. Stevens Water Treatment Plant (ONSWTP) Site Infrastructure Improvements for a base year and two (2) optional one-year administrative renewals allowing a total potential multi-year not to exceed amount of $900,000. (Capital Improvement Program - CIP) Attachments: Executive Summary -ONS Infrastructure Improvements (18-0312) Item Detail -ONS Site Infrastructure Imp (18-0312) Project Budget-ONSWTP Site Improvements.As Location Map-ONSWTP Site Improvements.pdf Presentation -ONSWTP Site Improvements.pptx Contract-ONSWTP Site Improvements 23. 18-0346 Purchase of a Kubota Farm Tractor for Beach Operations Motion authorizing the purchase of a Kubota farm tractor from Ewald Kubota, of Corpus Christi, Texas, via BuyBoard for the total amount not to City of Corpus Christi Paye 9 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 exceed $74,960.90. Attachments: Agenda Memo- Kubota Tractor Price Sheet- Kubota Tractor 24. 18-0387 Purchase of Seven (7) Utility Terrain Vehicles for Parks and Recreation Motion authorizing the purchase of four Kubota RTV-X9000-A utility terrain vehicles and three Kubota RTV-X900H-W for$118,263 from Ewald Kubota, of Corpus Christi, Texas. Attachments: Agenda Memo- Utility Terrain Vehicles for Parks and Recreation Bid Tabulation - Utility Terrain Vehicles for Parks and Recreation 25. 18-0322 Five-Year Service Agreement for magazine and newspaper subscriptions for the City Libraries Motion authorizing a five-year service agreement for magazine and newspaper subscriptions with W.T. Cox Information Services, from Shallotte, North Carolina, via BuyBoard for a total amount not to exceed $70,000. Attachments: Agenda Memo-Magazine and Newspaper Subscriptions for Libraries.docx Price Sheet- Magazine and Newspaper Subscriptions for Libraries Service Agreement 1569- Magazine and Newspaper Subscriptions.pdf 26. 18-0386 Service Agreement for two years for automatic door services and repairs at the Corpus Christi International Airport Motion authorizing a two-year service agreement with Door Direct of Corpus Christi, Texas to provide Automatic Door services and repairs for Corpus Christi International Airport (CCIA) for a total amount not to exceed $95,160, with two one-year options allowing a total potential multi-year not to exceed amount of$190,320. Attachments: Agenda Memo-Inspection, Preventive Maintenance and Repairs for Automatic Bid Tabulation- Inspection, Preventive Maint and Repairs Auto Sliding Doors Service Agreement- Inspection,Preventive Maint and Repairs Auto Sliding Door: 27. 18-0278 Resolution approving the revisions to the Type A Guidelines adopted in 2018 Resolution Approving Corpus Christi Business and Job Development Corporation Amended Guidelines and Criteria for Granting Business Incentives. Attachments: Agenda Memo-Guidelines Resolution -Type A Guidelines City of Corpus Christi Page 10 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 28. 18-0279 Resolution adopting the City's Guidelines and Criteria for Granting Tax Abatements Attachments: Agenda Memo-Tax Abatement Policy Resolution -Tax Abatement Policy Q. BRIEFINGS: (ITEMS 29 - 30) Briefing information will be provided to the City Council during the Council meeting. Briefings are for Council information only. Council may give direction to the City Manager, but no other action will be taken and no public comment will be solicited. 29. 18-0442 Texas State Aquarium Update by Tom Schmid, President and CEO Attachments: Agenda Memo-Texas State Aquarium Update 30. 18-0436 Development Services, Funding for Developer Agreements Audit Report Attachments: Agenda Memo- Development Services Briefing R. EXECUTIVE SESSION: (ITEMS 31 - 34) 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. If 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 officer. The City Council may deliberate and take action in open session on any issue that may be discussed in executive session. The description of an item in "Executive Sessions" constitutes the written interpretation by the City Attorney of Chapter 551 of the Texas Government Code and his determination that said item may be legally discussed in Closed Meeting in compliance with Chapter 551 the Texas Government Code. 31. 18-0441 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the City's professional service management agreement for the Corpus Christi Museum of Science and History and potential claims related to repairs to said museum. 32. 18-0440 Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to water supplies for industrial and other development, desalination, potential interlocal agreements with water districts and other governmental entities involving water or other utility services, including potential grants for desalination facilities, utility rate regulation, reuse, provisions of the Texas Utility Code, TCEQ Regulations, EPA regulations, and other laws and regulations, potential agreements for the economic development agreement(s) with City of Corpus Christi Page 11 Printed on 4/9/2018 City Council Meeting Agenda-Final-revised April 10,2018 business prospects that are considering the construction, expansion, and/or ownership of industrial facilities that will be consumers of water and/or wastewater services, and potential creation of entities that could provide or assist in the provision of the aforementioned services, and pursuant to Texas Government Code § 551.087 to discuss confidential commercial or financial information pertaining to the aforesaid business prospect(s) that the City seeks to have locate, stay or expand in or near the territory of the City and with which the City may conduct economic development negotiations and/or deliberate possible economic development issues concerning said business prospect(s), including, but not limited to, potential contracts for the provision of water to said business prospect(s). 33. 18-0469 Executive session pursuant to Texas Government Code § 551.074 (Personnel Matters) to deliberate the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of City Auditor. 34. 18-0429 Executive session pursuant to Texas Government Code § 551.074 (Personnel Matters) to deliberate the appointment, employment, evaluation, reassignment, duties, discipline, or dismissal of City Secretary. S. IDENTIFY COUNCIL FUTURE AGENDA ITEMS Per Council Policies, an item may be added to the agenda by four members of the City Council. Council may give direction to the City Manager to add an item to a future agenda, but no other action will be taken, and no public comment solicited. T. ADJOURNMENT City of Corpus Christi Page 12 Printed on 4/9/2018 Se o� Va. U NOORP08 IEO AGENDA MEMORANDUM 1852 City Council Meeting of April 10, 2018 DATE: April 6, 2018 TO: Margie C. Rose, City Manager FROM: Eddie Houlihan, Director of Management & Budget EddieHo@cctexas.com 826-3792 Fiscal 2017-2018 Budget Update STAFF PRESENTER(S): Name Title/Position Department Eddie Houlihan Director Office of Management and Budget BACKGROUND: Operating budget update for the 5 months ended February 28, 2018. LIST OF SUPPORTING DOCUMENTS: Budget vs Actuals Monthly Report CITY OF CORPUS CHRISTI BUDGET-VS-ACTUAL MONTHLY REPORT February 28,2018 CURRENT MONTH YEAR-TO-DATE ACTUALSACTUALS ANNUAL AMENDED % AMENDED % AMENDED GENERAL FUND PRIOR YEAR CURRENT YEAR BUDGET VARIANCE FAV(UNFAV) PRIOR YEAR CURRENT YEAR BUDGET VARIANCE FAV(UNFAV) BUDGET REVENUES GENERAL PROPERTY TAXES 14,516,597 12,243,935 15,891,792 (3,647,857) -22.95% 64,570,194 66,404,558 68,285,084 (1,880,526) -2.75% 72,001,866 SALES TAXES 3,986,418 4,455,079 4,071,022 384,057 9.43% 22297,475 24,352,366 23,310,205 1,042,161 4.47% 53,934,000 OTHER TAXES 0 0 0 0 NDIV/01 12,366,329 10,412,067 11,954,730 (1,542,663) -12.90% 12,978,199 FRANCHISE FEES 2,513,142 1,454,530 1,667,936 (213,405) -12.79% 6,074,728 6,610,521 6,658,335 (47,814) -0.72% 17,454,365 GENERAL GOVERNMENT SVCS 5,996 5,176 5,002 174 3.48% 16,386 28,093 26,010 2,083 8.01% 62,724 ANIMAL CARE SERVICES 7,974 7,073 6,808 265 3.89% 43,599 36,125 34,040 2,085 6.13% 81,700 OTHER PERMITS.&LICENSES 8,390 (1,831) 10,207 (12,038) -117.94% 131,884 121,488 124,035 (2,547) -2.05% 195,392 HEALTH SERVICES 85,839 149,256 107,456 41,800 38.90% 691,214 701,043 537,280 163,763 30.48% 1,289,500 LIBRARY SERVICES 10,525 9,754 10,026 (272) -2.72% 46,654 48,741 50,130 (1,389) -2.77% 120,312 SOLID WASTE SERVICES 2,988,934 3,775,445 3269,411 506,034 15.48% 15,385,064 16,789,491 16,347,055 442,436 2.71% 39,232,928 MUNICIPAL COURT FEES 711,951 693,394 415,403 277,990 66.92% 1,955,999 2,125,543 2,145,458 (19,915) -0.93% 5,035,162 PUBLIC SAFETY SERVICES 1,175,193 1,051,650 1211,957 (160,307) -1323% 4,913,561 4,739,723 6,059,785 (1,320,062) -21.78% 14,541,272 MUSEUMFEES 37,372 149,875 38,866 111,009 285.62% 222,089 14,860 (8,714) 23,574 -270.52% 618,171 INTEREST ON INVESTMENTS 46,070 84,711 29,167 55,544 190.43% 177,401 396,262 172,835 223,427 129.27% 377,000 INTERGOVERNMENTAL SVCS (60) 86,450 151,092 (64,642) -42.78% 1,250,611 1,433,425 1,602,573 (169,148) -10.55% 1,894,883 RECREATION SERVICES 260,442 261,106 240,379 20,727 8.62% 1,184,336 1,237,624 964,080 273,544 28.37% 4,421,201 OTHERREVENUE 53,258 201,901 100,000 101,901 101.90% 177,455 5,064,652 4,648,362 416,290 8.96% 5,092,057 ADMIN CHARGES 528,181 553,371 553,371 0 0.00% 2,642,047 2,765,364 2,765,364 0 0.00% 6,662,393 INTERFUND CONTRIBUTIONS 320,332 522,689 522,689 (0) 0.0091. 1,622,020 2,613,443 2,613,443 0 0.00% 7,550,574 TOTAL GENERAL FUND REVENUE 27,256,554 25,703,563 28,302,585 (2,599,021) -9.18% 135,769,044 145,895,388 148,290,090 (2,394,701) -1.61% 243,543,700 1 CITY OF CORPUS CHRISTI BUDGET-VS-ACTUAL MONTHLY REPORT February 28,2018 CURRENT MONTH YEAR-TO-DATE ACTUALS ACTUALS ANNUAL AMENDED % AMENDED % AMENDED GENERAL FUND PRIOR YEAR CURRENT YEAR BUDGET VARIANCE FAV(UNFAV) PRIOR YEAR CURRENT YEAR BUDGET VARIANCE FAV(UNFAV) BUDGET EXPENSES MAYOR 735 15,121 17,412 2,290 13.154', 56,167 70,145 87,059 16,914 19.43% 208,942 CITY COUNCIL (10,980) 7,519 11,973 4,454 37.20% 32,528 40,096 59,865 19,768 33.02% 143,675 LEGAL 244,050 243,854 281,524 37,670 13.384', 1,208,149 1,193,667 1,407,622 213,955 15.20% 3,378,294 CITY AUDITOR 1,469 30,611 40,364 9,754 24.16% 166,562 128,421 201,822 73,401 36.37% 484,374 CITY MANAGER 184,567 164,610 194,451 29,841 15.354', 787,020 820,322 972,253 151,930 15.63% 2,333,407 CITY SECRETARY 157,097 46,294 53,805 7,511 13.96% 231,564 233,080 269,023 35,942 13.36% 645,654 FINANCE 738,512 721,973 522,728 (199,245) -38.12% 2.094,564 2,472,806 2,613,642 140,836 5.39% 6,272,740 OFFICE OF MANAGEMENT AND BUDGET 121,889 80,109 89,311 9,201 10.30% 267,434 366,065 446,554 80,488 18.02% 1,071,729 HUMAN RESOURCES 143,643 148,826 171,013 22,187 12.97% 580,949 669,455 855,064 185,609 21.71% 2,052,154 MUNICIPAL COURT-JUDICIAL 84,199 96,064 100,254 4,190 4.18% 431,646 467,378 501,269 33,891 6.76% 1,203,046 MUNICIPAL COURT-ADMINISTRATION 267,237 327,536 366,412 38,877 10.61% 1,670,439 1,519,093 1,832,061 312,969 17.08% 4,396,948 MUSEUMS 1,275 210,806 129,533 (81,273) -62.74% 631,920 685,747 647,665 (38,083) -5.88% 1,554,395 FIRE 3,484,318 4,500,628 4,709,293 208,665 4.43% 21,887,539 22,484,046 23,546,464 1,062,417 4.51% 56,511,513 POLICE 2,452,204 5,683,009 6,363,398 680,389 10.69% 27,179,722 28,837,679 31,816,992 2,979,313 9.36% 76,360,781 HEALTH SERVICES 616,025 628,992 308,785 (320,207) -103.70% 1,539,021 1,130,434 1,543,927 413,492 26.78% 3,705,424 ANIMAL CARE SERVICES 225,369 216,789 289,934 73,145 25.23% 1,022,030 999,681 1,449,668 449,987 31.04% 3,479,203 LIBRARY SERVICES 286,152 304,175 604,506 300,331 49.68% 1,558,382 1,541,599 3,022,530 1,480,931 49.00% 7,254,071 PARK&RECREATION 152,653 1202,796 1,660,694 457,898 27.57% 6,153,859 6,031,573 8,303,470 2271,897 27.36% 19,928,329 STREET SERVICES 0 231,207 336,333 105,126 31.26% 1,560,677 1,451,716 1,681,667 229,952 13.67% 4,036,001 SOLID WASTE SERVICES 1,251,735 2,973,268 3,045,787 72,519 2.38% 9,152,474 15,777,523 15,228,936 (548,587) -3.60% 36,549,447 COMMUNITY DEVELOPMENT 155,970 176,546 188,060 11,514 6.129', 845,956 731,735 940,298 208,563 22.18% 2,256,716 COMPREHENSIVE PLANNING 87 21,042 108,878 87,836 80.67% 67,689 123,825 544,391 420,566 77.25% 1,306,538. TOURISM 0 100 0 (100) #DIV/01 0 100 0 (100) #DIV/01 1,093,304 ECONOMICDEVELOPMENT 48,50023,846 194,982 171,136 87.77% 398,887 276,159 974,908 698,749 71.67% 2,339,778 TRANSFER TO STREET 261,695 1,130,601 1,130,601 0 0.0096 6,146,490 5,653,005 5,653,005 0 0.00% 13,567,213 OPERATING TRANSFERS OUT 100,083 83,925 359,687 275,763 76.6--,, 1,666,733 3,319,623 1,798,435 (1,521,187) -84.58% 4,316,245 RESERVE APPROPRIATION (3,408) 0 0 0 0.00" 0 0 0 0 0.00% 682,785 ACCRUED PAY RESERVE 0 0 0 0 0.00', 0 0 0 0 0.00% 1,400,000 OTHERACIIVITIES 28,113 0 0 0 0.00-11 0 0 0 0 0.00% 250,000 TOTAL GENERAL FUND EXPENSES 10,993,188 19,270,247 21,279,718 2,009,471 9.44Ro 87,338,402 97,024,977 106,398,590 9,373,614 8.81% 258,782,705 CITY OF CORPUS CHRISTI BUDGET-VS-ACTUAL MONTHLY REPORT February 28,2018 CURRENT MONTH YEAR-TO-DATE ACTUALS IAIXUALS ANNUAL PRIOR CURRENT AMENDED °/a PRIOR CURRENT AMENDED FAV AMENDED SUMNIARY BY FUND YEAR YEAR BUDGET VARIANCE FAV(UNFAV) YEAR YEAR BUDGET VARIANCE (UNFAV) BUDGET GENERAL FUND 1020 Revenne 27,256,554 25,703,563 28,302,585 (2,599,021) -9.2-1 135,769,044 145,895,388 148,290,090 (2,394,701) -1.6% 243,543,700 Expenses 10,993,188 19,270,247 21,279,718 (2,009,471) -9.4-/ 87,338,402 97,024,977 106,398,590 (9,373,614) -8.8% 258,782,705 ENTERPRISE FUNDS Revenne 22,942,050 21,452,507 22,605,563 (1,153,057) -5.1% 120,367,300 115,176,269 123,538,048 (8,361,779) -6.8% 304.533.622 Expenses 20,570,344 21,062,624 26,409,044 (5,346,419) 20.2°%a 101,108,248 100,033,927 132,045,218 (32,011,291) 24.2% 316.911.440 INTERNAL SERVICE FUNDS Revenne 7,089,907 7,746,741 7,366,285 380,456 5.20%a 36,571,317 39,357,636 43,358,863 (4,001,227) -9.2°%a 106904,932 Expenses 7,610.970 6,287,253 9,755,373 (3,468,121) 35.5°%a 38,994,988 36,858,143 48,776,866 (11,918,722) 24.4N 117.064.478 DEBT SERVICE FUNDS Revenne 15,567,566 13,701,380 15,059,091 (1,357,711) -9.0% 77,922,110 71,598,480 72,904,903 (1,306,424) -1.8% 118,974,334 Expenses 43.122.864 43,558,884 10,185,380 33,373,504 -327.7% 65,749,097 58,458,899 50,926,902 7,531,998 -14.8% 122,224,564 SPECIAL REVENUE FUNDS Revenne 8,889,887 11,449,452 10,628,952 820,501 7.7% 57,075,452 49,413,678 45,943,826 3,469,852 7.6% 108,202,725 Expenses 2,540,493 5,804,554 10,199,763 (4,395,209) 48.7% 30,266,768 28,353,614 51,375,537 (23,021,924) 44.8°/a 126,901,290 CITY OF CORPUS CHRISTI BUDGET-VS-ACTUAL MONTHLY REPORT FOR THE 5 MONTHS ENDING FEBRUARY 28,2018 NOTES General Fund Budget Actuals Variance Revenues 148,290,090 145,895,388 (2,394,701) Sales tax 23,310,205 24,352,366 1,042,161 Positive trend continues as we are up for the 5 months by $1,042,161. The current month of January was up by$384,057 because we had a $377,513 positive audit adjustment. Other Taxes 11,954,730 10,412,067 (1,542,663) Due mostly to Industrial in lieu of taxes shortfall of almost $1.7 million. Public Safety Svcs 6,059,785 4,739,723 (1,320,062) Emergency Call revenue,Towing&Storage charges, 911 Wireless and Wireline and Parking revenue are all under budgeted numbers. Emergency Call revenue and Towing& Storage charges are a concern and the rest are timing differences. Budget Actuals Variance Expenditures 106,398,590 97,024,977 (9,373,614) Enterprise Funds Budget Actuals Variance Water Fund Revenue 55,336,500 52,583,010 (2,753,490) ICL Residential is short$800,000.Anticipate this to come in at budget. OCL Commercial is short$700,000.Anticipate this to come in at budget. Raw water-Contract customers is short$800,000.Anticipate this to come in at budgeted levels. Short$200,000 in Disconnect fees and $300,000 in Late Fees.This is due to Hurricane and implementation of new payment system. Gas Fund Revenue 17,052,933 14,774,526 (2,278,407) Due to Purchased Gas Adjustment-Cost of Natural Gas lower than budgeted so we have lower revenues and expenditures. Wastewater Fund Revenue 33,489,777 30,262,835 (3,226,942) ICL Residential and ICL Commercial account for the variance. This is mostly due to the new billing method. This is expected to get back in line in the coming months. Budget Actuals Variance TOTAL ENTERPRISE FUND REVENUE 123,538,048 115,176,269 (8,361,779) TOTAL ENTERPRISE FUND EXPENSE 132,045,218 100,033,927 (32,011,291) 4 Internal Service Funds Budget Actuals Variance Stores Fund Revenue 2,223,711 1,955,115 (268,595) Warehouse sales are less than budgeted,there is a corresponding expenditure reduction in cost of goods sold. Engineering Svs Fund Revenue 1,882,874 64,833 (1,818,042) Entry for project revenue has not been made yet. Revenue is expected near budgeted levels. Fire Health Expenditures 3,881,932 4,349,256 (467,325) Claim costs are above budgeted levels, Increased amount of catastrophic claims. Initial steps are underway to address issue. Police Health Expenditures 4,052,558 4,065,990 (13,431) Expenditures are only slightly more than budgeted amounts; however, our Actuary cautions us that trends are not good. Initial steps are underway to address issue. Citicare Health Fund Revenues 10,913,035 9,147,340 (1,765,695) Employee contribution revenue is short because more employees chose the value plan than anticipated. Emp Contribution budgeted at 51%Choice&49%value. Actuals are 13%Choice&87%Value. Citicare Health Fund Expenditures 9,026,813 5,636,066 3,390,747 Reduction in benefits has had favorable impact on expenses. Potentially we could see an increase in the second half of the year. Workers Comp Expenditures 1,110,287 1,412,247 (301,960) A singular WC case has emerged that is significantly impacting the available funds. Discussions are underway to address issue. Budget Actuals Variance TOTAL INTL SERVICE FUND REVENUE 43,358,863 39,357,636 (4,001,227) TOTAL INTL SERVICE FUND EXPENSE 48,776,866 36,858,143 (11,918,722) Special Revenue Funds Budget Actuals Variance HOT Fund Revenue 4,249,412 5,588,924 1,339,512 Each month has been $200,000-$400,000 over budgeted amounts, mostly due to increased activity resulting from Hurricane. Business &Job Dev Fd Revenue 4,873,184 3,115,434 (1,757,750) Transfer of remaining funds from Debt Svc Fund (due to Baseball Stadium Debt being paid off) has not been made yet. This totals$1,928,158 Dev Services Fd Revenue 2,202,746 3,497,263 1,294,518 Permit revenue up due mostly to increased activity after storm. Through 1st Qtr we have received 41%of budgeted permit revenue. Budget Actuals Variance TOTAL SPECIAL REV FUND REVENUE 45,943,826 49,413,678 3,469,852 TOTAL SPECIAL REV FUND EXPENSE 51,375,537 28,353,614 (23,021,924) 5 Cit`' of Corpus Christi 1201 Leopard Street City Corpus Christi,TX 78401 i I cctexas.com �xa Meeting Minutes City Council Tuesday, March 27,2018 11:30 AM Council Chambers 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 12:00 P.M. CITIZEN COMMENTS WILL BE LIMITED TO THREE MINUTES. 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. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak to the City Council MUST be submitted a minimum of 24 hours prior to the meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. A. Mayor Joe McComb to call the meeting to order. Mayor McComb called the meeting to order at 11:31 a.m. B. Invocation to be given by Pastor David Kelly, Trinity Worship. Mayor McComb gave the invocation. C. Pledge of Allegiance to the Flag of the United States to be led by Mark Van Vleck, Assistant City Manager. Assistant City Manager Mark Van Vleck led the Pledge of Allegiance. D. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City Secretary Rebecca L. Huerta called the roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: City Manager Margie C. Rose, City Attorney Miles K. Risley, and City Secretary Rebecca L. Huerta. City of Corpus Christi Page 1 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Present: 7- Mayor Joe McComb,Council Member Rudy Garza,Council Member Paulette Guajardo,Council Member Michael Hunter,Council Member Debbie Lindsey-Opel,Council Member Ben Molina, and Council Member Greg Smith Absent: 1 - Council Member Lucy Rubio E. Proclamations /Commendations 1. Proclamation declaring the week of April 2-6, 2018, "Graduate Appreciation Week". Proclamation declaring April 7, 2018, "Special Olympics Texas - Spring Games Day". Proclamation declaring the week of April 2-8, 2018, "National Community Development Week". Proclamation declaring the week of April 2-8, 2018, "National Public Health Week". Commendation for Zoya Surani - Finalist in the Prudential Spirit of Community Awards. Swearing-In Ceremony for Newly Appointed Board, Commission, Committee and Corporation Members. Mayor McComb presented the proclamations and conducted the swearing-in ceremony for newly appointed board and committee members. J. PUBLIC COMMENT FROM THE AUDIENCE ON MATTERS NOT SCHEDULED ON THE AGENDA WILL BE HEARD AT APPROXIMATELY 12:00 P.M. 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 choose to speak during this public comment period regarding an item on the agenda, you may do so. You will not be allowed to speak again, however, when the Council is considering the item. Citizen comments are limited to three minutes. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Any electronic media (e.g. CD, DVD, flash drive) that the Public would like to use while they speak MUST be submitted a minimum of 24 hours prior to the Meeting. Please contact the Public Communications department at 361-826-3211 to coordinate. Mayor McComb deviated from the agenda and referred to comments from the public. Dee Huber,4421 Laura Place,spoke regarding newly constructed schools limiting egress to students by not building emergency exits.Jack Gordy, 4118 Bray,spoke regarding blocked sidewalks in the City violating the Americans with Disabilities Act. City Manager Rose provided an update on an issue presented by Mr. Gordy at the March 20,2018 City Council meeting related to the City's response to an open records request. Selena Ortega, 5933 Parkview,spoke regarding potential budget cuts that would affect children and the under-served and suggested the City work on getting more community engagement and participation. Reynaldo Madrigal,4253 Dody Street and on behalf of the Corpus Christi Coffee Club, requested guidance regarding how to proceed with erecting a statute of Pancho Villa at the People's Street T-Head. City of Corpus Christi Page 2 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Tom Krepel,2618 Windhollow,spoke regarding the City's potential budget cuts and addressed the industrial district agreements and the City's library system. Julie Rogers, 710 Furman Ave,spoke regarding the potential budget cuts to the Library, Parks and Recreation and Health Departments. Carrie Robertson Meyer, 4401 Gulfbreeze Boulevard, and Jennifer Ramos-Catalana,201 Surfside Boulevard, spoke regarding the North Beach Community Association's 2018 priorities for improvements on North Beach. Isabel Araiza, 326 Poenisch,spoke regarding the potential budget cuts to: Code Enforcement;Vector Control; Health Department services; closure of pools; replacement of playground equipment; sale of park lands; and the need for the City to stop providing funding to major corporations. Lauren Lavender, 319 N. Mesquite; Jeremy Wells, 1310 Prince; Hank Harrison, 901 Driftwood; and Collette Rye, 802 Carancahua,spoke in support of Agenda Item 17, adopting the Downtown Area Development Plan. Susie Luna Saldana,4710 Hakel,spoke regarding the City's budget and the concern for public safety. F. CITY MANAGER'S COMMENTS / UPDATE ON CITY OPERATIONS: Mayor McComb referred to City Manager's Comments. City Manager Margie C. Rose reported on the following topics: City Manager Rose congratulated Carl Gross, Operations Manager at the Corpus Christi International Airport,for earning accreditation with the American Association of Airport Executives. a. UPDATE ON BACKFLOW PREVENTION City Manager Rose stated that the purpose of this item is to provide an update on the backflow prevention program regarding commercial contracts and the industrial districts. Executive Director of Utilities Dan Grimsbo presented the following information:the City's requirements for all industrial properties in the industrial district; a status of the FY2017-2018 industrial district affidavits; and a status of the FY2017-2018 commercial contracts. Mr. Grimsbo thanked the industrial district customers, the commercial customers and the Development Services Department for their assistance in ensuring the safety of the City's water supply. Council members and staff discussed the following topics: legal issues related to the City's right to access and inspect properties; and adoption of a resolution or ordinance to terminate utilities for customers not complying with inspection requirements. b. CITY PERFORMANCE REPORT -AVIATION City Manager Rose asked Director of Aviation Fred Segundo to provide a briefing on the mission statement; operational profile; baseline information and performance indicators of the Corpus Christi International Airport. C. OTHER 1) The Marina and Utilities Department are hosting a demonstration to educate the public regarding an invasive freshwater species called zebra mussel. These mussels, when spread, can cause costly damage to both boats and the City's water supply infrastructure. The demonstration will be held on Friday, City of Corpus Christi Page 3 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 April 6, 2018 at 10:30 a.m. at the Coopers Alley L-Head.2)City Manager Rose provided an update on the Frost Bank breach of the lock box software system. City staff had been told by Frost Bank personnel that the lock box software system in San Antonio has been secured and it is safe for the City of Corpus Christi's customers to mail their payments to the lock box. Frost Bank is double checking the list of individuals affected and once finalized,will work with the City to determine the best way to communicate to its customers. Frost Bank has been very cooperative and is committed to assisting the City's customers affected by the lock box software breach. G. MINUTES: 2. Regular Meeting of March 20, 2018. Mayor McComb referred to approval of the minutes. Council Member Garza made a motion to approve the minutes,seconded by Council Member Guajardo and passed unanimously(Council Members Lindsey-Opel and Rubio were absent). H. BOARD &COMMITTEE APPOINTMENTS: 3. Animal Care Advisory Committee Building Standards Board Food Service Advisory Committee Mechanical/Plumbing Advisory Board Mayor McComb referred to board and committee appointments. The following appointments were made: Animal Care Advisory Committee Council Member Guajardo made a motion to appoint Karla Loften (Community At-Large),seconded by Council Member Smith and passed unanimously (Council Members Lindsey-Opel and Rubio were absent). Building Standards Board Council Member Lindsey-Opel made a motion to reappoint Craig Loving (At-Large/Homeowner)and Tim Honea(Home Builder),seconded by Council Member Molina and passed unanimously(Council Member Rubio was absent). Council Member Garza nominated Lillian T. Helms (General Contractor). Council Member Molina nominated Michael M. Miller(General Contractor). Lillian T. Helms was appointed with Mayor McComb and Council Members Garza, Lindsey-Opel, Guajardo and Hunter voting for Lillian T. Helms and Council Members Smith and Molina voting for Michael M. Miller(Council Member Rubio was absent). Food Service Advisory Committee City of Corpus Christi Page 4 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Council Member Garza made a motion to appoint Malcolm De Shields (Community At-Large),seconded by Council Member Guajardo and passed unanimously(Council Member Rubio was absent). Council Member Garza made a motion to appoint Julio A. Garza(Local Food Manager),seconded by Council Member Molina and passed unanimously (Council Member Rubio was absent). Mechanical/Plumbing Advisory Board Council Member Lindsey-Opel made a motion to reappoint Stacy Gallagher (Home Builder), Mike Dildy(Master Plumber),Jared Mercies P.E. (Mechanical Engineer), and Maverick C.Volesky Jr. (Plumber),seconded by Council Member Garza and passed unanimously. I. EXPLANATION OF COUNCIL ACTION: K. CONSENT AGENDA: (ITEMS 4 - 20) Approval of the Consent Agenda Mayor McComb referred to the Consent Agenda. There were no comments from the Council or the public. Council Member Garza made a motion to approve the consent agenda items,seconded by Council Member Molina. The consent agenda items were passed and approved by one vote as follows: (Note: Council Member Lindsey-Opel voted to approve the consent agenda items with the exception of Item 10). Aye: 7- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Hunter, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 1 - Council Member Rubio Abstained: 0 4. Resolution authorizing submission of grant application for funding under Local Border Security Program Resolution authorizing submission of grant application to Office of the Governor for funding under Local Border Security Program. This Resolution was passed on the consent agenda. Enactment No: 031392 5. Service Agreement for one-year with two one-year options for Overhead Door Repair and Maintenence for the Fire Department Motion authorizing a one-year service agreement with Hub City Overhead City of Corpus Christi Page 5 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Door Co., Inc. of Corpus Christi, Texas for a total amount not to exceed $56,325, with two one-year options for a total potential multi-year amount of$168,975. This Motion was passed on the consent agenda. Enactment No: M2018-040 6. Contribution-In-Aid-of-Construction Agreements with AEP Motion authorizing execution of Contribution-In-Aid-of-Construction Agreements with AEP in the amount of$87,178.02 for installation of streetlights on Ennis Joslin from South Padre Island Drive (SPID) to Williams Drive and in the amount of$80,641.54 for installation of street lights on Ennis Joslin from Williams Drive to Holly Road. This Motion was passed on the consent agenda. Enactment No: M2018-041 7. Supply Agreement for 36 months for Manhole Covers for the Utilities Department Motion authorizing a 36-month supply agreement with Core & Main, L.P., of Corpus Christi, Texas, for Manhole Covers for the Utilities Department for a total amount not to exceed $166,185.00. This Motion was passed on the consent agenda. Enactment No: M2018-042 8. Service Agreement for one-year with two one-year options for hauling services for the Utilities Department Motion authorizing a one-year service agreement for hauling services with Tahoe Trucking, LLC. of Robstown, Texas for$269,850, with two one-year options for a total potential multi-year amount of$ 809,550. This Motion was passed on the consent agenda. Enactment No: M2018-043 9. Resolution authorizing a five-year service agreement for Koha Integrated Library System Service and support for the Libraries Department Resolution authorizing a five-year service agreement with ByWater Solutions, from Santa Barbara, California, for a total amount not to exceed $100,000.00. This Resolution was passed on the consent agenda. City of Corpus Christi Page 6 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Enactment No: 031393 10. Type A Agreement -CCREDC Program Management and Funding Motion to approve an agreement between the Corpus Christi Business and Job Development Corporation and the City of Corpus Christi to fund services provided to the Corporation by the Corpus Christi Regional Economic Development Corporation in the amount of$125,000. Council Member Garza made a motion to approve the motion, seconded by Council Member Molina. This Motion was passed and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Hunter, Council Member Molina and Council Member Smith Nay: 1 - Council Member Lindsey-Opel Absent: 1 - Council Member Rubio Abstained: 0 Enactment No: M2018-044 11. Second Reading Ordinance -Adopting a Code Enforcement Fee Schedule (1st Reading 3/20/18) Ordinance amending Corpus Christi Code to adopt a Code Enforcement fee schedule. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031394 12. Second Reading Ordinance - Corpus Christi Fire Prevention Fee Amendments (1st Reading 3/20/18) Ordinance amending the Corpus Christi Code to adopt a new fire prevention permit fee schedule. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031395 13. Second Reading Ordinance -Amending City Code to increase the photocopy fee for the Libraries (1st Reading 3/20/18) Ordinance amending section 2-79 of the code of ordinances regarding library fees to increase the photocopy fee. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031396 City of Corpus Christi Page 7 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 14. Second Reading Ordinance - Rezoning for a Property located at or near 2722 Flour Bluff Drive (3/20/18) Case No. 0118-03 Lowm, Inc.: Ordinance rezoning property at or near 2722 Flour Bluff Drive from "CG-1" General Commercial District and "RS-6" Single-Family 6 District to "RS-22" Single-Family 22 District and amending the Comprehensive Plan. Planning Commission and Staff Recommendation (January 24, 2018): Approval of the change of zoning from the "CG-1" and the "RS-6" to the "RS-22". This Ordinance was passed on second reading on the consent agenda. Enactment No: 031397 15. Second Reading Ordinance - Rezoning for a Property at or near 15641 Northwest Boulevard (3/20/18) Case No. 0218-02 Puerto Los Caballeros, LLC: Ordinance rezoning property at or near 15641 Northwest Boulevard from "FR" Farm Rural District to the "CG-2" General Commercial District. Planning Commission and Staff Recommendation (February 7, 2018): Approval of the change of zoning from the "FR" to "CG-2". This Ordinance was passed on second reading on the consent agenda. Enactment No: 031398 16. Second Reading Ordinance - North Beach Redevelopment Initiative (1st Reading 3/20/18) Ordinance adopting North Beach Redevelopment Initiative Specific Plan; and amending the Comprehensive Plan. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031399 17. Second Reading Ordinance -Adopting the Downtown Area Development Plan (1st Reading 3/20/18) Ordinance adopting Downtown Area Development Plan; rescinding Central Business Development Plan; and amending comprehensive plan. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031400 City of Corpus Christi Page 8 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 18. Second Reading Ordinance -Approval of agreement and appropriating funds for the Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement (1st Reading 3/20/18) Ordinance authorizing Water Arterial Transmission and Grid Main Construction and Reimbursement Agreement with MPM Development, LP; and appropriating $72,130.00 from Water Arterial Transmission and Grid Main Trust Fund to reimburse the Developer. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031401 19. Second Reading Ordinance -Appropriating funds for construction contract for American Bank Center & Exhibition Hall & Convention Center Restroom Upgrades project (1st Reading 3/20/18) Ordinance appropriating $1,042,200.00 from the Unreserved Fund Balance in the Hotel Occupancy Tax Fund; changing the Operating Budget in the amount of$1,042,200.00; and authorizing execution of a construction contract with Cordova Construction Company Inc., of Nacogdoches, TX in the amount of$786,210.00 for the American Bank Center& Exhibition Hall & Convention Center Restroom Upgrades project. (Capital Outlay Project FY 2018). This Ordinance was passed on second reading on the consent agenda. Enactment No: 031402 20. Second Reading Ordinance -Amending City Code to decrease speed limit on Beach Access Road 3A (1st Reading 3/20/18) Ordinance amending Code of Ordinances to decrease the speed limit on Beach Access Road 3A; providing for penalty. This Ordinance was passed on second reading on the consent agenda. Enactment No: 031403 M. PUBLIC HEARINGS: (NONE) N. REGULAR AGENDA: (ITEM 21) 21. Five-Year Service Agreement for Business Development Services for Corpus Christi International Airport Motion to execute a five-year service agreement with Trillion Aviation, City of Corpus Christi Page 9 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Austin, Texas, in the amount of$600,000, for business development services for the Corpus Christi International Airport based on the best value for the City. Mayor McComb referred to Item 21. Director of Aviation Fred Segundo stated that the purpose of this item is to execute a five-year service agreement with Trillion Aviation for business development and air services for the Corpus Christi International Airport. Mr. Segundo explained that this item was tabled at the February 20,2018 City Council meeting, and the presentation being presented today is to address City Council's concerns related to costs, the contractor's work and air service development.Airport Board members Jay Wise and Bob Williams were available to respond to questions. Dan Benzon, President of Trillion Aviation, presented the following information: examples of Trillion Aviation's assignments at the airport;the financial impact of past projects; air service development priorities;what airlines look for when assessing new markets; air services approaches; and current and upcoming tasks. Following Mr. Benzon's presentation, council members, Mr. Benzon and staff discussed the following topics:the progress made at the airport; positive revenue of$7.26 received for airline cost per airplane passenger; the four areas of revenue received at the airport including: airlines, parking, rental cars and rental agreements;the funding invested at the airport over the last 10 years; the trend regarding enplanements;the success of the FlyCC advertising campaign which increased enplanements; the data from a 2010 report performed by TXDOT Aviation regarding the economic impact of the airport; a list of airports that have surpassed the Corpus Christi International Airport since 2000;the airport being a huge asset to the community; community recognition of the importance of the airport; and working with the Corpus Christi Convention and Visitors Bureau to increase participation at the airport. There were no comments from the public. Council Member Smith made a motion to approve the motion, seconded by Council Member Garza. This Motion was passed and approved with the following vote: Aye: 7- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Hunter, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 1 - Council Member Rubio Abstained: 0 Enactment No: M2018-045 EXECUTIVE SESSION: (ITEMS 40 -41) Mayor McComb referred to Executive Session Items 40 and 41. The Council went into executive session at 1:33 p.m. The Council returned from executive session at 3:22 p.m. 40. Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to City of Corpus Christi Page 10 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 consult with attorneys concerning legal issues related to the City's professional service management agreement for the Corpus Christi Museum of Science and History and potential claims related to repairs to said museum. This E-Session Item was discussed in executive session. 41. Executive Session pursuant to Section Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to the provision of incentives pursuant to any previously executed or proposed economic development/ business incentive agreement(s) between the City and/or related entities and Upper Padre Partners, LP, Gulf Shores Ventures, and/or North Padre Waterpark Holdings, Ltd. and/or past or present affiliates, creditors or shareholders of any of the aforesaid entities, possible development agreements or other funding mechanisms related to the construction of Park Road 22 bridge and related infrastructure, including, but not limited to, bridges, culverts, canals, sewers, mains, lift stations, pump stations, revetments, pilings, and ditches, and pursuant to Texas Government Code § 551.087 to discuss confidential commercial or financial information pertaining to business prospect(s) that the City seeks to have locate, stay or expand in or near the territory of the City and with which the City may conduct economic development negotiations and/or deliberate possible economic development issues concerning said business prospect(s). Mayor McComb referred to Item 41 and issued a public statement as follows: The focus of the 380 agreement was to get a Schlitterbahn Waterpark in Corpus Christi,from which the City is still benefiting. If the Waterpark ceases to operate as a Schlitterbahn,the City will be able to stop all 380 payments.All 380 incentives are based on taxes paid. Currently,the City is reimbursing sales tax and hotel occupancy taxes earned at the facility. The incentives are a product of Schlitterbahn's operation and will last only as long as they are operating. L. RECESS FOR LUNCH The recess for lunch was held during Executive Session Items 40 and 41. Q. BRIEFINGS: (ITEMS 37 - 39) 37. Homelessness Recommendations Update Mayor McComb deviated from the agenda and referred to Item 37. Director of Housing and Community Development Rudy Bentancourt stated that the purpose of this item is to provide an update regarding the homeless recommendations presented to the City Council at the December 12,2017 Council meeting. The updated will include each of the four recommendations presented to the City Council in October 2017 by the Advisory Council on City of Corpus Christi Page 11 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Homelessness, Mental Health and Substance Abuse. The presentation team included:Amy Granberry, Charlie's Place, and Paulette Kluge, Corpus Christi Convention and Visitors Bureau. Mr. Bentancourt provided an update on Recommendation #1 Coordinated Entry and Recommendation#4 Family Reunification Program. Recommendation #1 Coordinated Entry is a system that must be in place as a requirement by the U.S. Department of Housing and Urban Development. The system identifies people at risk of homelessness and intervenes to prevent the loss of housing and connects people with housing and services. Housing and Community Development worked with the Texas Homeless Network to develop the policies and procedures to implement the program. The Salvation Army currently serves as the Coordinated Entry point. Recommendation #4 Family Reunification Program is being coordinated by the Salvation Army and the program has already been implemented. Ms. Granberry provided an overview of Recommendation #2 Homeless Work Program and stated that the Advisory Council has partnered with Texas A &M Corpus Christi for students to conduct research of best practices, develop guidelines for the program and bring forward recommendations to implement the program in the community. Ms. Granberry reported on Recommendation# 3 Tiny Homes Pilot Program and stated that the Advisory Council subcommittee and City staffed toured the Community First Village in Austin, Texas.A memorandum of understanding has been made with SkillsUSA Competition for the April 2018 competition to construct 13 tiny homes and give them to this project. Ms. Granberry provided an overview of the preliminary criteria for the program. Ms. Kluge presented information regarding the design of the village and examples of the tiny home model. Mr. Bentancourt stated that next steps include: identifying short-term storage for the homes; identifying land, and identifying restroom/shower facilities. Council members and the presentation team discussed the following topics: the location of the tiny home village; discussion with the Port of Corpus Christi or other major entities regarding temporary storage of the tiny home structures until a location is determined; a timeline for the tiny homes program;the Community First Village in Austin, Texas; identifying a non-profit organization to run the tiny homes pilot program; and the progress made by the Advisory Council on all four recommendations. 38. National League of Cities Service Line Program Mayor McComb referred to Item 38.Assistant City Manager Mark Van Vleck introduced Brian Davis with the National League of Cities (NLC)Service Line Warranty Program. Mr. Davis stated that the NLC created the program as a way to combat the problems of aging infrastructure of service lines. NLC is the largest investor of private side infrastructure repairs and replacements in North America. NLC has spent over$350 million on citizens' homes and their service lines being repaired or replaced in the last three and half years. Approximately 500 cities are participating nationwide. Mr. Davis stated that Corpus Christi homeowners'insurance does not cover lateral service lines should a sewer or water line break. The program would protect homeowners when issues occur with lateral lines and would set up a City-based plumber for the repair process without paying a service charge. The warranty is $5.75 a month for water, $7.75 for sewer. NLC would also set up a"Care and Conserve City of Corpus Christi Page 12 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Fund"for citizens that cannot afford the warranty. The City would need to partner with NLC in a public/private partnership to let their homeowners be aware of the program. Enrollment in the program can offer better coverage limits to meet every job and every repair. Mr. Davis and council members discussed the following topics:the cost of the program; how the program works; the repairs that are covered;whether NLC would consider adjusting their premiums due to service lines not being under sidewalks and streets; and whether the City would be liable for damages for partnering with NLC. MOTION OF DIRECTION Council Member Molina made a motion directing the City Manager to initiate a conversation with Mr. Davis to discuss details of the program, determine if it is feasibile to operate in the City of Corpus Christi and bring a recommendation back to City Council, seconded by Council Member Hunter and passed unanimously(Council Member Rubio was absent). 39. Corpus Christi Holidays on the Bay Mayor McComb referred to Item 39. Paulette Kluge, Corpus Christi Convention and Visitors Bureau, stated that the purpose of this item is to discuss plans for Corpus Christi Holidays on the Bay to increase hotel occupancy tax,sales tax, and quality of life in Corpus Christi. Ms. Kluge presented the following information:the vision of the project; The Water's Edge Park were the celebration will occur;examples of decorative elements including:the centerpiece of the celebration,the Christmas tree,the concept of Reimagined Peppermint Lane in downtown, lighting of the downtown parks; a downtown buildings holiday lights competition; and new bows and garland on light poles; the holiday programming proposed for each weekend in December including: Harbor Lights Festival at The Water's Edge Park, Artwalk in Downtown, Christmas Village at Heritage Park, Festivus Celebration at The Water's Edge Park and Downtown, and Health Goals Bridgewalk starting at Heritage Park; and month-long promotions. Ms. Kluge reported that the cost to implement the project is approximately$500,000 and the committee is recommending$50,000 a year for five years from the City of Corpus Christi. The presentation team included Alyssa Barrera, Executive Director of the Downtown Management District, and Maria Pedraza, Harbor Lights Festival. Council members and the presentation team discussed the following topics: Harbor Lights collaboration on the project; the cost for the project; advertising of the project; and a suggestion from a council member to incorporate the beach. REGULAR AGENDA: (ITEMS 22 - 25) 22. Second Reading Ordinance -Amending the Code of Ordinances to increase alarm permit fees and adopt a new animal care service fee schedule (1st Reading 3/20/18) Ordinance amending Corpus Christi Code to increase alarm permit fees; and adopting new animal care service fee schedule. City of Corpus Christi Page 13 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Mayor McComb deviated from the agenda and referred to Item 22. Police Chief Mike Markle stated that the purpose of this item is to amend the City's Code of Ordinances to increase alarm permit fees and adopt a new animal care service fee schedule. The ordinance has been amended to reflect that the animal care fee schedule will be submitted to City Council annually for review. There were no comments from the public. Council Member Smith made a motion to approve the ordinance as amended, seconded by Council Member Lindsey-Opel. This Ordinance was passed on second reading as amended and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 2- Council Member Hunter and Council Member Rubio Abstained: 0 Enactment No: 031404 23. Second Reading Ordinance - Emergency Medical Services Recommended Fee Changes (1st Reading 3/20/18) Ordinance amending Corpus Christi Code to adopt ambulance rates schedule and to increase ambulance service permitting fees. Mayor McComb referred to Item 23. Fire Chief Robert Rocha stated that the purpose of this item is to adopt the recommended Emergency Medical Services (EMS)fee changes. There were no comments from the public. Council members and staff discussed the following topics: improvements to collection of services;the actual cost of services versus the charges for service; the current rates for ambulance services do not include cost of itemized charges;the proposed rates for ambulance services incorporating an average of all consumables being used;the new rates will not recover the full cost of services;the proposed fees being in line with other departments across the state;the methodology used to determine fees; the users that would be impacted by the fee adjustments; a council member's request to receive a financial overview of EMS fees; a council member questioned re-couping costs for firefighters that are already taxpayer funded; challenges with the health insurance funds; best practices in other cities related to individuals that continuously use EMS services that do not need emergency response; and the community paramedic program. Council Member Guajardo made a motion to approve the ordinance as amended,seconded by Council Member Garza. This Ordinance was passed on second reading as amended and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 2- Council Member Hunter and Council Member Rubio Abstained: 0 City of Corpus Christi Page 14 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Enactment No: 031405 24. One Reading Ordinance for Parks and Recreation Fee Adjustments Ordinance amending City Code Sections 36-3 and 36-7 regarding annual review of parks and recreation fee adjustments and declaring an emergency. Mayor McComb referred to Item 24. Director of Parks and Recreation Jay Ellington stated that the purpose of this item is to amend the City's Code of Ordinances regarding annual review of parks and recreation fee adjustments. The amendment would require that all fee increases for Parks and Recreation come before the City Council annually for review. Mr. Ellington provided the proposed fee schedule for the Parks and Recreation Department. There were no comments from the public. Council members and staff discussed the following topics: previous action by the City Council at the March 20,2018 Council meeting to approve Parks and Recreation fees that are new or over 25%;Agenda Item 25 which includes approval of Parks and Recreation Fees at or below 25%; and the fees associated with The Water's Edge Park related to the food truck area. Council Member Guajardo made a motion to approve the ordinance,seconded by Council Member Molina. This Ordinance was passed on emergency and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 2- Council Member Hunter and Council Member Rubio Abstained: 0 Enactment No: 031406 25. Second Reading Ordinance -Approving Parks and Recreation Fee changes at or below 25% Ordinance authorizing Parks and Recreation fee adjustments. Mayor McComb referred to Item 25. Director of Parks and Recreation Jay Ellington stated that the purpose of this item is to approve Parks and Recreation Fee changes at or below 25%. There were no comments from the public. Council members and staff discussed the following topics:why the item is being presented as an emergency reading; how cost of service is determined; the costs associated with rental of the Greenwood Softball Complex; recovering full cost of service for athletic field rentals; and if proof of liability is required for use of the athletic fields. Council Member Molina made a motion to amend the ordinance by deleting City of Corpus Christi Page 15 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 the emergency declaration within the ordinance and changing the ordinance to a first reading,seconded by Council Lindsey-Opel and passed unanimously (Council Member Rubio was absent). Council Member Molina made a motion to approve the ordinance as amended, seconded by Council Member Guajardo. This Ordinance was passed on first reading as amended and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 2- Council Member Hunter and Council Member Rubio Abstained: 0 O. FIRST READING ORDINANCES: (ITEMS 26 -27) 26. First Reading Ordinance - Five Year Lease for Property near Allison Wastewater Treatment Plant for operation of public archery range Ordinance authorizing execution of a five-year lease agreement with Tejas Bowmen Archery Club for use of the property near Allison Wastewater Treatment Plant off McKenzie Road to maintain and operate a public archery range. Mayor McComb referred to Item 26. Executive Director of Utilities Dan Grimsbo stated that the purpose of this item is to execute a five-year lease agreement with Tejas Bowmen Archery Club for use of property near the Allison Wastewater Treatment Plant off McKenzie Road to maintain and operate a public archery range. The Tejas Bowman Archery Club is responsible for maintenance, archery operation, and mowing. There is no lease payment for the use of the property. Council members and staff discussed the following topics:the use of the property as an in-kind service;the termination clause in the contract should the City decide to repurpose the property; concerns regarding the use of City property without the City receiving revenue; and the Tejas Bowmen Archery Club receiving membership fees. Council Member Garza made a motion to approve the ordinance,seconded by Council Member Smith. This Ordinance was passed on first reading and approved with the following vote: Aye: 6- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Hunter, Council Member Lindsey-Opel and Council Member Smith Absent: 2- Council Member Molina and Council Member Rubio Abstained: 0 27. First Reading Ordinance - Sale of 3 Park Properties City of Corpus Christi Page 16 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 Ordinance approving the sale of following 3 properties: a) Congress Park (4017 Capitol) to Southern Builder Co. LLC for$180,000; b) Creekway Park (7306 Prairie) to Southern Builder Co. LLC for $75,000; and c) Violet Park (4301 Violet) to Isaac Camacho and Janet L. Camacho for $115,000. Mayor McComb referred to Item 27. Director of Parks and Recreation Jay Ellington stated that the purpose of this item to approve the sale of three park properties: Congress Park, Creekway Park and Violet Park. There were no comments from the Council or the public. Council Member Molina made a motion to approve the ordinance, seconded by Council Member Lindsey-Opel. This Ordinance was passed and approved on first reading with the following vote: Aye: 7- Mayor McComb, Council Member Garza, Council Member Guajardo, Council Member Hunter, Council Member Lindsey-Opel, Council Member Molina and Council Member Smith Absent: 1 - Council Member Rubio Abstained: 0 P. FUTURE AGENDA ITEMS: (ITEMS 28 - 36) Mayor McComb referred to Future Agenda Items. City Manager Margie C. Rose stated that staff had planned presentations on Items 30 and 31. 28. Supply Agreement for 24 months for police uniforms Motion authorizing a 24 month supply agreement for police uniforms and accessories with Galls, LLC, from Lexington, Texas via BuyBoard for a total amount not to exceed $241,294.48. This Motion was recommended to the consent agenda. 29. Resolution authorizing outside city limits water contracts with property owners in the Nottingham Acres Unit 2 Subdivision This Resolution was recommended to the consent agenda. 30. Professional Services Contracts and Amendments - Construction Inspection Staff Support (Capital Improvement Program and Bond Projects) Motion authorizing multiple amendments, and award of new contracts for Representative Services totaling $2,623,040 with options to administratively execute two 6 month renewals for providing Construction Inspection Staff Support for Engineering Services. 1. Award (NEW) contract to AGICM - 6 Inspectors at $1,060,800 City of Corpus Christi Page 17 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 2. Award contract amendments to Freese and Nichols - 3 Inspectors at $480,640 3. Award (NEW) contract to Heneco - 5 Inspectors at$894,400 4. Award (NEW) contract to Maverick Engineering - 1 Inspector at $187,200 This Motion was recommended to the consent agenda. 31. Construction Change Order No. 7 for the O. N. Stevens Water Treatment Plant High Service Building No. 3 Project for correction of soil and drainage issues at the project site (Capital Improvement Program) Motion authorizing Construction Change Order No. 7 with PLW Cadagua Partners of The Woodlands, Texas in the amount of$182,629.43 for the O.N. Stevens Water Treatment Plant High Service Building No. 3. (Capital Improvement Program - CIP) This Motion was recommended to the consent agenda. 32. Construction Contract for Citywide Lift station Repairs 2017-2018 (Capital Improvement Program) Motion authorizing a construction contract with Associated Construction Partners Ltd., of Boerne, Texas in the amount of$1,496,000 for Citywide Lift Station Repairs 2017-2018 for the total base bid. (Capital Improvement Program - CIP) This Motion was recommended to the consent agenda. 33. Professional Services Contract - Citywide Lift Station Repairs 2018-2019 Motion authorizing a professional services contract with Urban Engineering of Corpus Christi, Texas in the amount of$385,650 for Citywide Lift Station Repairs 2018-2019 for design, bid, and construction phase services. (Capital Improvement Program - CIP) This Motion was recommended to the consent agenda. 34. Construction Contract for Downtown Street Traffic Signals and Area Improvements (Bond 2014, Proposition 2) Motion authorizing the City Manager, or designee, to execute a construction contract with Siemens Industry, Inc., of Austin, Texas in the amount of$2,989,286 for Downtown Street Traffic Signals and Area Improvements. (Bond 2014, Proposition 2) This Motion was recommended to the consent agenda. City of Corpus Christi Page 18 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 35. Approval of a one-year software licensing and support agreement for LANDesk Motion authorizing the City Manager, or designee, to execute a one-year software licensing and support agreement with SHI Government Solutions, Inc., of Austin, for LANDesk software in the amount of $80,602.20 pursuant to the cooperative purchasing contract with the Texas Department of Information Resources with an option to renew for up to two additional years for a multiyear amount not to exceed $241,806.60 subject to annual appropriations. This Motion was recommended to the consent agenda. 36. Reimbursement Resolution for Solid Waste Certificates of Obligation Resolution relating to establishing the City's intention to reimburse itself for the prior lawful expenditure of funds from the proceeds one or more series of taxable obligations to be issued by the City in an aggregate amount not to exceed $7,500,000 for authorized purposes relating to constructing various City improvements; authorizing matters incident and related thereto; and providing an effective date. This Resolution was recommended to the consent agenda. R. EXECUTIVE SESSION: (ITEM 42) Mayor McComb referred to Executive Session Item 42. The Council went into executive session at 5:47 p.m. The Council returned from executive session at 6:21 p.m. 42. Executive Session pursuant to Texas Government Code § 551.071 and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult with attorneys concerning legal issues related to equipment and chemicals utilized in the disinfection of water, Texas Government Code 551.076 to deliberate security devices, personnel, and audit(s) related to the aforesaid matter(s), and Texas Government Code § 551.089 to deliberate the deployment, or specific occasions for implementation, of security personnel, critical infrastructure, or security devices related to the aforesaid matter(s). This E-Session Item was discussed in executive session. S. IDENTIFY COUNCIL FUTURE AGENDA ITEMS None. T. ADJOURNMENT City of Corpus Christi Page 19 Printed on 4/5/2018 City Council Meeting Minutes March 27,2018 The meeting was adjourned at 6:23 p.m. City of Corpus Christi Page 20 Printed on 4/5/2018 Cit`' of Corpus Christi 1201 Leopard Street 1 City Corpus Christi,TX 78401 cctexas.com o Meeting Minutes City Council Workshop Session Thursday, March 22, 2018 9:00 AM City Council Chambers Public Notice - - ITEMS ON THIS AGENDA ARE FOR COUNCIL'S INFORMATIONAL PURPOSES ONLY. COUNCIL MAY GIVE DIRECTION TO THE CITY MANAGER, BUT NO OTHER ACTION WILL BE TAKEN AND NO PUBLIC COMMENT WILL BE SOLICITED. THE USE OF CELLULAR PHONES AND SOUND ACTIVATED PAGERS ARE PROHIBITED IN THE TRAINING ROOM DURING MEETINGS OF THE CITY COUNCIL. A. Mayor Joe McComb to call the meeting to order. Mayor Pro Tem Greg Smith called the meeting to order at 9:02 a.m. B. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. City Secretary Rebecca L. Huerta called to roll and verified that a quorum of the City Council and the required Charter Officers were present to conduct the meeting. Charter Officers: City Manager Margie C. Rose, City Attorney Miles K. Risley and City Secretary Rebecca L. Huerta. Present 8- Mayor Joe McComb, Council Member Rudy Garza, Council Member Paulette Guajardo, Council Member Michael Hunter, Council Member Debbie Lindsey-Opel, Council Member Ben Molina, Council Member Lucy Rubio, and Council Member Greg Smith Council Member Rudy Garza arrived at 9:10 a.m. Mayor McComb arrived at 9:16 a.m. C. BRIEFINGS TO CITY COUNCIL: Budget Workshop 2 - Overview of Fiscal 2018-2019 Operating Budget Mayor Pro Tem Greg Smith referred to Item 2. City Manager Margie C. Rose provided an overview of the budget presentation. Director of the Office of Management and Budget Eddie Houlihan presented City of Corpus Christi Page 1 Printed on 3/30/2018 City Council Workshop Session Meeting Minutes March 22,2018 information on the following topics: various economic indicators; FY 2018 versus FY 2019 revenues; and FY 2019 General Fund projected obligations and considerations. City Manager Rose stated the following: the Police and Fire Health Insurance Funds are separated out in the presentation to show the true cost associated with those funds;that Police and Fire need to bear the cost of the increases related to the Police and Fire health insurance plans instead of Civilian employees bearing those costs; and that drastic changes have already been made to the Civilian Health Insurance plan in an effort to control costs in the Civilian Health Insurance Fund. City Manager Rose presented information on the following topics: potential General Fund reductions of six percent totaling $12,492,254 and associated reductions in full-time equivalents (FTEs)in the following departments: Police and Fire. Council members and City Manager Rose discussed the following topics: safety in the community; a request for overtime numbers for Police and Fire; that the information presented does not include the Police officers funded by the Crime Control and Prevention District; contractual obligations relating to Police and Fire in the General Fund;the large percentage of the General Fund dedicated to contractual obligations related to Police and Fire. City Manager Rose continued her presentation regarding potential General Fund reductions of six percent totaling $12,492,254 and associated reductions in FTEs in the following additional departments: Solid Waste, Parks and Recreation, Municipal Court, Library,Animal Control, Code Enforcement, Health, Assistant City Managers 1 and 2, City Attorney, Management and Budget, Finance, Human Resources, Communications, Comprehensive Planning, City Manager, City Secretary, Human Relations, Intergovernmental Relations, Housing and Community Development and City Auditor; potential Internal Services Funds reductions of$1,926,358 and associated reductions in FTEs in the following departments: Information Technology, Fleet, and Facilities; and other considerations including: a property tax increase for Public Safety only, implementation of a utility franchise fee, United Corpus Christi Chamber of Commerce's recommendation of a$2 increase to the Solid Waste charge for Residential Street Reconstruction, Solid Waste fee increases; and other fee increases. Council members and staff discussed the following topics: that an efficiency team is currently in place working on options to avert implementation of all cuts presented; when preliminary property values would be available; cutting the food budget for City Council meetings being a good idea; the cost of broadcasting videos of city meetings; utility franchise fees; outsourcing city services; consideration to make cuts this fiscal year in anticipation of the projected FY 2019 budget shortfall;that outsourcing is part of the City efficiency team's objective;the Debt Service Fund; eliminating attendance at national conferences; car allowances; selling City-owned property;take-home vehicles; closing parks and libraries;elimination of security at City Hall and associated costs; reducing the duration of city council meetings; council members paying for pizza for dinner at city council meetings in lieu of the City continuing to do so; expanding the duration of the lunch period during council meetings to allow council member sufficient time to secure their own lunches; reducing the City of Corpus Christi Page 2 Printed on 3/30/2018 City Council Workshop Session Meeting Minutes March 22,2018 number of readings for ordinances from two to one; reducing the number of city council meetings per month; reductions in public safety; eliminating all meals at city council meetings;what the City pays in mileage reimbursement; recent increases in fees approved by the City Council not being factored into the budget cuts presented; restructuring contracts in the Information Technology Department; refurbishing vehicles other than just garbage trucks; combining Senior and Recreation Centers into community centers;fees that create positive revenue; the Police and Fire Health Insurance Funds; properly funding city employees' retirement fund; leveraging technology to create efficiencies;the City Auditor identifying efficiencies; the effects of a reduction-in-force(RIF); leveraging a RIF to eliminate under-performing employees; leveraging attrition; performing utility billing in-house at a lower cost versus current outsourcing;the impact to the City of decreased travel dollars in the Intergovernmental Relations Department;elimination of the City's employee tuition reimbursement program and its impact; contacting other cities regarding ways to increase revenues and decrease expenses;the importance of retaining strategic and analytical staff; a request to see the list of employees proposed to be reduced in a RIF;that car allowances have been eliminated for new employees and for existing employees who change positions; and the five-year pro forma provided to council members. D. ADJOURNMENT The meeting was adjourned at 10:43 a.m. City of Corpus Christi Page 3 Printed on 3/30/2018 City Of Corpus Christi AIRPORT BOARD BOARD DETAILS SeatsSIZE 10 The Airport Board advises the City TERM LENGTH 3 Years Council concerning matters relating to the aviation interests of the City of Corpus OVERVIEW TERM LIMIT 6 YearsChristi and the operation of the Corpus Christi International Airport facilities for the promotion of those interests. ................................................................................................................................................................................................................................................................................................................................................................................. COMPOSITION Ten (10)members appointed by the City Council for three-year staggered terms. F-�'kCREATION/AUTHORITY Section 2 175, Code of Ordinances;Ord. Nos. 17012,4 28 82; 17748,7 27 83; DETAILS 19829, 7-07-87;20327,5-24-88;021661,5-25-93; 023755,8-31-99. ............................................................................................................................................................................................................................................................................................................................... MEETS 3rd Wednesday of every month,3:30 p.m., International Airport Board Room. ............................................................................................................................................................................................................................................................................................................................... TERM DETAILS Three-year staggered terms. .............................................................................................................................................................................................................................................................................................................................. DEPARTMENT Aviation .............................................................................................................................................................................................................................................................................................................................. OTHER INFORMATION AIRPORT BOARD Page 1 of 1 Airport Board Members April 10, 2018 Three(3)vacanices with terms to 4/4/21. W . Attendance Curtis Clark AIRPORT BOARD Seeking reappointment District 5 1 4/4/18 75%9/12(1 exc.) Joseph Wise AIRPORT BOARD Seeking reappointment District 4 1 4/4/18 100%12/12 Paul A Cameron Jr AIRPORT BOARD Seeking reappointment District 4 Partial 4/4/18 92%11/12(1 exc.) Alex Garcia Jr. AIRPORT BOARD Active District 5 2 4/4/19 Harold Kaffie Jr. AIRPORT BOARD Active District 4 2 4/4/20 Jon Reily AIRPORT BOARD Active District 5 1 4/4/20 Karl Tomlinson AIRPORT BOARD Active District 4 1 4/4/19 Luis F Buentello AIRPORT BOARD Active District 5 1 4/4/20 Mary Helen Dunnam AIRPORT BOARD Active District 4 2 4/4/19 Robert Williams AIRPORT BOARD Active District 5 2 4/4/20 *Donald M.Feferman AIRPORT BOARD Active District 4 Partial 6/13/18 *Ex-Officio,Non-Voting Member Airport Board Applicant April 10,2018 oft d E Greg K.Afuso AIRPORT BOARD District 4 Naismith Engineering 4501 Gollihar Road Corpus Christi TX Richard Bailey AIRPORT BOARD District 2 Retired Corpus Christi TX Eric J Cantu AIRPORT BOARD District 5 Sel Employed 4908 Up River Rd Corpus Christi TX Roy L Cotham AIRPORT BOARD District 3 Retired-American Eagle Airlines,Inc 602 International Drive Corpus Christi TX Wallace W Echols,Jr. AIRPORT BOARD District 4 Holiday Inn Corpus Christi Airport/Hotel Equities 5549 Leopard St Corpus Christi TX Mrs Glenna S Elliff AIRPORT BOARD District 4 Retired Corpus Christi TX Martin L.Evans AIRPORT BOARD District 5 Freedom Investment Counsel LLC 101 North Shoreline Blvd,STE 560 Corpus Christi TX William L.Givens AIRPORT BOARD District 4 Isla Custom Homes,LLC 15109 Tesoro Corpus Christi TX Marc Gonzalez AIRPORT BOARD District 4 Corpus Christi Army Depot 308 Crecy Corpus Christi TX Craig C He brier AIRPORT BOARD District 1 Horton Automatic 4242 Baldwin Blvd Corpus Christi TX Rick Jones AIRPORT BOARD District 5 Mike Shaw Toyota 3232 IH 69 Access Rd. ROBSTOWN TX Diane Larue AIRPORT BOARD District 4 426 Cape Lookout Corpus Christi TX Andrew Lehrman AIRPORT BOARD District 3 Self employed Attorney with Law Firm 1001 3rd St Corpus Christi TX Gordon Lester AIRPORT BOARD District 5 Sikorsky Aircraft Corporation Corpus Christi TX Michael McCauley AIRPORT BOARD District 4 Ostarch Hilmy&Hall 615 N.Upper Broadway#800 Corpus Christi TX John Montalvo AIRPORT BOARD District 4 Lockwood,Andrews&Newnam,Inc. 500 N.Shoreline Blvd.,Suite 905 Corpus Christi TX James A Morgan AIRPORT BOARD District 1 Corpus Christi Housing Authority 3701 Ayers Corpus Christi TX Merced V.Pena AIRPORT BOARD District 4 Retired Corpus Christi TX Heriberto A Pineda,Jr. AIRPORT BOARD District 5 US Gov 401 Battaan Corpus Christi TX Samuel Saldivar,Jr. AIRPORT BOARD District 5 HDR,Inc. 555 N.Carancahua St,Suite 1600 Corpus Christi TX Mario Tarver AIRPORT BOARD District 5 U.S.NAVY 504 Bataan Way Corpus Christi TX Barry R Thornton AIRPORT BOARD District 5 Retired,DHS/CBP Air&Marine 4306 Crested Butte Dr. Corpus Christi TX CITY OF CORPUS CHRISTI Submit Date: Mar 31, 2016 Application for a City Board, Commission, Committee or Corporation Profile Greg K. Afuso First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 18 years If yes,how many years? Primary Phone Alternate Phone Naismith Engineering Project Architect Employer Job Title 4501 Gollihar Road Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State Greg K. Afuso Page 1 of 5 78411 Work Address-Zip Code (361) 814-9900 Work Phone g af uso@ naismith-enginee ring.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) M.Arch. Arizona State University, Professional Architect, Toastmasters International Why are you interested in serving on a City board, commission or committee? GKA_RESUME.pdf Upload a Resume Demographics Gender W Male Greg K. Afuso Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. P I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Greg K. Afuso Page 3 of 5 Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? rYes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Greg K. Afuso Page 4 of 5 Greg K. Afuso Page 5 of 5 Greg Afuso Greg Afuso,AIA—Project Architect Education: M.Arch, Masters of Architecture, Arizona State University B.A., Environmental Design, University of California, Los Angeles (UCLA) Employment History: Project Architect: • NEI, Inc.—2.8 years (June 2013 to Present) • LNV, Inc.—2.5 years (December 2010 to May 2013) • WKMC Architects—3 years (June 2007 to December 2010) • Dykema Architects—2 years (June 2005 to June 2007) • ArchitecTKO— 1 year(June 2004 to June 2005) Architectural Designer: • WKMC Architects -7 years (June 1997 to June 2004) Civil Engineering Designer/Surveying Technician: • DES Architects and Engineers—2.6 years (Jan. 1992 to June 1994) • JNR Civil Engineer- 2 years (Jan. 1989 to Dec. 1991) • City of Chino/City of Montebello -2 years (Jan. 1987 to Jan. 1989) Instructor: • Del Mar College,Architectural Technology Instructor—4.5 years (Jan. 2008 to May 2012) • Stowell Learning Center, Math/Special Education Instructor—1 year(Oct. 1990 to Oct. 1991) Summary of Qualification: • Mr. Afuso has been in the built-environment design profession for over 24 years • Board of Directors American Institute of Architects, Corpus Christi Chapter, (2011 to 2014) • Toastmaster International (Since 2008) Selected Projects: • Project Architect: Flour Bluff ISD Natatorium, Corpus Christi,Texas. Project consists of a 40,000 s.f. natatorium housing a long-course competition swimming pool, (Currently in Bid). • Construction Project Architect: City of Alice Multi-Use Complex Natatorium, Alice,Texas. Project consists of a 35,000 s.f. natatorium housing a competition swimming pool and an outdoor leisure pool. • Project Architect: City of Pearsall Police Department, Pearsall,Texas. Project consists of a new 8,000 s.f. Police Department with offices, training facility, interrogation rooms and records room. • Project Architect: Kenedy County Sheriff's Office, Kenedy,Texas. Project consists of a new 9,000 s.f. Sheriff's office with offices,training facility, interrogation rooms and an emergency operations center. • Design Architect: Del Mar College Kinesiology Department expansion, Corpus Christi,Texas. 16,000 s.f. addition to the Kinesiology Department Gymnasium and Pool facilities including a new 6,000 s.f. weight training room and a 8,000 s.f. dance studio. • Lead Designer/ Project Manager: IBC Main Bank, Corpus Christi Texas. This new operations facility includes office space, processing and meeting areas along the Corpus Christi Bayfront. CITY OF CORPUS CHRISTI Submit Date: Aug 16, 2017 Application for a City Board, Commission, Committee or Corporation Profile Richard Bailey First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 2 Current resident of the city? Yes f- No 60 years If yes,how many years? Primary Phone Alternate Phone Work Address-Street Address and Suite Number r.baileysr@hotmail.com Work E-mail address Richard Bailey Page 1 of 5 Which Boards would you like to apply for? HUMAN RELATIONS COMMISSION: Submitted TRANSPORTATION ADVISORY COMMISSION: Submitted AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: Last served on a board in 2006, The Transportation Safety Advisory board. Education, Professional and/or Community Activity (Present) BBA, MBA Why are you interested in serving on a City board, commission or committee? Retired with a lot of time to serve my city. I travel a lot through airports and can probably be a positive influence to the board. Bailey Resume Active.doc Upload a Resume Demographics Gender P Male Verification Richard Bailey Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Richard Bailey Page 3 of 5 Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r- No Does your employer or your spouse's employer have a City contract? rYes rNo Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r^ No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Richard Bailey Page 4 of 5 Question applies to HUMAN RELATIONS COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? fJ None of the above Question applies to TRANSPORTATION ADVISORY COMMISSION Per city ordinance, at least one member of this commission shall represent the bicycling community. Do you qualify for this category? (-- YesrNo Richard Bailey Page 5 of 5 Richard W. Bailey EMIPE Objective Seeking a challenging position that will continue to utilize my skills, experience and education in the area of Continuous Improvement, Lean Manufacturing and Supply Chain Logistics. ( 2003 - Present) DuPont Experience Lean Six Sigma Green Belt, Lean Practitioner, Production System Black Belt- Certified Facilitator- • Successful implementation of a Lean Production System as a Production System Expert. The DuPont Production System is an integrated system designed to deploy best practices, develop people and organizational capability, and find creative new ways to utilize assets and eliminate waste. Its scope is to "make and deliver"at all DuPont owned/operated manufacturing units. The system is focused on safely serving customers, understanding and outperforming competition, and fully engaging everyone in continuous improvement. It parallels the Toyota Production system in concept and purpose. - Implementation included a diagnostics phase, which identified $14.2 million of potential improvement projects and was achieved over a 2 year period. • Successfully implemented TRACC best practices at the Corpus Christi site using lean six sigma tools. TRACC is an Enhancement Toolset for Lean Production System execution. • Personally led several Black Belt and Kaizen projects which delivered over$1.8 million in hard savings. • Facilitated (part of 3 man team) over 20,000 man hours of training. • Coached and trained site leadership New Mindsets and Behaviors concepts of a Lean Production System. ( 1997 - 2007) Supply Chain Logistics Team Lead- • Managed the Shipping and Logistics Department. • Responsible for reporting site inventory accuracy metrics to corporate Business Managers. • Site Manufacturing Lead (SME) "Subject Matter Expert'for its Enterprise System "SAP". Functional member of the SAP implementation team from design through "go live". • Corporation Fleet Manager for more than 500 units of mobile equipment. (tanker cars, trailers, ISO containers) • Responsible for Manufacturing Sarbanes Oxley Reporting. • Responsible for the Production Accounting Group. • Working knowledge of Industrial manufacturing processes, process technology and/or product development. 10 years experience as a manufacturing supervisor on shift rotation. 2 years experience as a project supervisor on$100 million project. • Certified in D.O.T regulatory compliance Education (1998—2006) Texas A& M University Corpus Christi, Texas ■ M.B.A. 2006 ■ B.B.A. Information Systems Applications 2002 ■ Studied and toured the New York Financial Markets in 2005 ■ Preformed regression analysis to support a Financial Publication (not published)concerning Mutual Fund Activity in 2006 ■ Advanced Excel,Access Database, SAP R2/R3, knowledgettraining ■ Top of my class in Strategy Analysis (Personal Analysis of The Symantec Corporation) ■ Offered opportunity to present co-authored paper at University Conference in Las Vegas Nevada. 2006 Interests Ballroom Dancing, football, baseball, fishing and golf Civic Involvement (2005-2007) Vice Chair of the Transportation Safety Advisory Committee for the City of Corpus Christi Texas. Appointed by Mayor Henry Garrett (2005 -2007) Advisor to the San Patricio Rural Rail District for San Patricio County (2005—2007) Industry representative to the Harbor Safety Committee of the City of Corpus Christi Texas References available upon request CITY OF CORPUS CHRISTI Submit Date: Jan 05, 2017 Application for a City Board, Commission, Committee or Corporation Profile Eric J Cantu First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 31 If yes,how many years? Primary Phone Alternate Phone SELF EMPLOYED SELF EMPLOYED Employer Job Title 4908 UP RIVER RD Work Address-Street Address and Suite Number CORPUS CHRISTI Work Address-City TEXAS Work Address-State Eric J Cantu Page 1 of 5 78407 Work Address-Zip Code 3619809999 Work Phone ECANTU@a LONESTARWRECKERCC.COM Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NONE. Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Eric J Cantu Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Eric J Cantu Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Eric J Cantu Page 4 of 5 Eric J Cantu Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Jan 23, 2017 Application for a City Board, Commission, Committee or Corporation Profile Roy L Cotham First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 3 Current resident of the city? Yes f- No 46 If yes,how many years? Primary Phone Alternate Phone Retired - American Eagle Airlines, Inc Aviation Professional Employer Job Title 602 International Drive Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State Roy L Cotham Page 1 of 5 78406 Work Address-Zip Code 361-289-0730 Work Phone LimaCharlie3@hotmail.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) Graduate of Del Mar Regional Police Academy - 1989. Nueces County Deputy Sheriff 1989-2007. American Eagle Airlines, Inc 1995-2014, Ticket Agent, Operations Agent, Ground Security Coordinator. Received the U.S. Coast Guard Meritorious Public Service Award in 2003 for assisting U.S. Coast Guard operations while working with the Governor's Task Force on Homeland Security. 2004 Nominee for the Caller Times Jefferson Volunteer Award. Why are you interested in serving on a City board, commission or committee? Demographics Roy L Cotham Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Roy L Cotham Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Roy L Cotham Page 4 of 5 Roy L Cotham Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Mar 19, 2017 Application for a City Board, Commission, Committee or Corporation Profile Wallace W Echols jr First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 10 If yes,how many years? Primary Phone Alternate Phone Holiday Inn Corpus Christi Airport / Hotel Equities Director of Sales and Marketing Employer Job Title 5549 Leopard St Work Address-Street Address and Suite Number Corpus Christi Work Address-City TX Work Address-State Wallace W Echols jr Page 1 of 5 78408 Work Address-Zip Code 3612894119 Work Phone wade.echols@himarina.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted ARTS & CULTURAL COMMISSION: Submitted ETHICS COMMISSION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: not at this time Education, Professional and/or Community Activity (Present) 1998 - 1999 Spartan School of Aeronautics Tulsa, Ok 2005 Short Course at Conrad Hilton Hotel Houston, TX 2003-2005 2006 - 2008 Del Mar College Hospitality Program Corpus Christi, TX PROFESSIONAL MEMBERSHIPS /AWARDS 2006-2007 Webmaster for the Coastal Bend Hotel Sales and Marketing Association 2005-2006 Secretary of the Coastal Bend Hotel Sales and Marketing Association Past member of Corpus Christi Chamber of Commerce Past member of the year Corpus Christi Hispanic Chamber of Commerce 2007 Member of the year, Coastal Bend Hotel Sales and Marketing Association 2009 Texas Western Sales Manager of the Year, South Texas Region 2001-Present Greater Corpus Christi Hotel and Motel Association Why are you interested in serving on a City board, commission or committee? Wallace W Echols jr Page 2 of 5 Demographics Gender 9 Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Wallace W Echols jr Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Marketing Wallace W Echols jr Page 4 of 5 Wallace W Echols jr Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Jun 22, 2017 Application for a City Board, Commission, Committee or Corporation Profile Mrs Glenna S Elliff Prefix First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 22 If yes,how many years? Primary Phone Alternate Phone Retired Retired Employer Job Title None Work Address-Street Address and Suite Number elliffant@msn.com Work E-mail address Mrs Glenna S Elliff Page 1 of 5 Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) RETIRED. GRADUATED FROM ROBSTOWN HIGH SCHOOL; ATTENDED TEXAS A&I UNIVERSITY AT KINGSVILLE, TEXAS; SERVED ON NUECES WATER BOARD #3; FORMER GENERAL MANAGER/OWNER OF JENNINGS CHEVROLET CO. IN ROBSTOWN, TEXAS. Why are you interested in serving on a City board, commission or committee? I would like to better this airport service. Having grown up around airports, I feel I could have somethings to offer. Demographics Gender W Female Verification Mrs Glenna S Elliff Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Mrs Glenna S Elliff Page 3 of 5 Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r-- No Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Mrs Glenna S Elliff Page 4 of 5 Mrs Glenna S Elliff Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Mar 14, 2017 Application for a City Board, Commission, Committee or Corporation Profile Martin L. Evans First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 50 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone Freedom Investment Counsel LLC Owner Employer Job Title 101 North Shoreline Blvd, STE 560 Work Address-Street Address and Suite Number Corpus Christi Work Address-City Martin L. Evans Page 1 of 6 TX Work Address-State 78401 Work Address-Zip Code Marty@Freedom-ic.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY: Submitted COMMUNITY YOUTH DEVELOPMENT (78415) PROGRAM STEERING COMMITTEE: Submitted AIRPORT BOARD: Submitted PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TX: Submitted NUECES COUNTY TAX APPRAISAL DISTRICT: Submitted CORPUS CHRISTI REGIONAL ECONOMIC DEVELOPMENT CORPORATION: Submitted PLANNING COMMISSION: Submitted CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION / LOAN REVIEW COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) BS Political Science & History Ed, Texas A&I University Why are you interested in serving on a City board, commission or committee? City Board_Resume.doc Upload a Resume Martin L. Evans Page 2 of 6 Demographics Gender 9 Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Martin L. Evans Page 3 of 6 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r- YesrNo Does your employer or your spouse's employer have a City contract? r Yes r- No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ( Yes r- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Martin L. Evans Page 4 of 6 Board-specific questions (if applicable) Question applies to CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION/LOAN REVIEW COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Financial Institutions Question applies to CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY Are you a qualified voter* residing in the Authority? (Note: Authority includes the following services areas: Nueces County and the municipalities, Bishop, Corpus Christi, Driscoll, Gregory, Banquete, Agua Dulce, San Patricio, Port Aransas and Robstown) t Yes r No Question applies to CORPUS CHRISTI REGIONAL TRANSPORTATION AUTHORITY Are you transportation disadvantaged meaning elderly, persons with disabilities or low- income individuals? r Yes No Question applies to NUECES COUNTY TAX APPRAISAL DISTRICT Are you a resident and qualified elector* of the District (Nueces County)? i- Yes r No Question applies to NUECES COUNTY TAX APPRAISAL DISTRICT Have you resided in the District for at least 2 years? rYes rNo Martin L. Evans Page 5 of 6 Question applies to PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY,TX Are you a resident of the Port Authority district and an elector* of Nueces County? r-- Yes r No Question applies to PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY,TX Have you been a resident of Nueces County for at least 6 months? r Yes r No Martin L. Evans Page 6 of 6 MARTIN L. EVANS BACKGROUND: Following college graduation served as a career commissioned officer in the U. S. Army with leadership and management positions in a wide variety of demanding jobs throughout the United States, Europe,the Caribbean, and Central America. Following that, served as Pilot with a regional Part 135 air freight carrier in South Texas. Following that, served as a Financial Advisor and Investment Management Consultant with a major Wall Street Investment Firm. Small business owner in Corpus Christi for past 6 years. PAST POSITIONS &ACTIVITIES RELEVANT TO POSITION BEING SOUGHT: Service Platoon Leader U.S.Army Tank Battalion, Germany Leadership and supervision of 30+ soldiers; Responsible for a fleet of 30 medium trucks, fuel tankers & all terrain ammunition haulers; Logistical support of rations, fuel, supplies and ammunition to an armored tank battalion with 50 heavy tanks and 500+personnel. Tank Battalion Inteligence Officer, US Army Germany Senior Staff Officer; Information gathering and analysis; Operational planing; Threat analysis; Force protection and operational security; combat readiness training Operations Officer, US Army Garrison, San Juan, Puerto Rico Command VIP breifing officer; Operational plans and training; Helicopter support to multiple military commands and government agencies in Puerto Rico and the US Virgin Islands; Disastor relief and humanitarian assistance operational support Installation Inspector General, US Army Ft. Sam Houston,Texas Personal advisor to the chief executive officer of a major military installation; Identified, analyzed and developed solutions for systemic problems related to the efficient management of a major military community with an annual operating budget in excess of $20 million. Investigated and reported to the commander on non-criminal complaints and allegations; Provided counseling and assistance on complex personal problems reported by employees and clients; budgeting oversight and internal controls Aviation Operations Staff Officer, US Army South, Panama(Operation Just Cause) Aviation issues briefing officer for Commander US Army South;Aviation operations planning and coordination at senior Army command;planned and participated in nation building operations to remote regions of Panama; Protocol escort officer for Secretary of the Army and U.S.Army Chief of Staff on two separate Command visits Aviation Batalion Executive Officer, US Army Honduras &El Salvador Coordinated downed aircraft and casualty recovery in a combat environment; Provided aviation support for International Election Monitors, El Salvador Nationl Reconciliation Elections 1991; Set up and maintained a remote communications relay network supporting aviation operations in a tropical mountainous region of Central America; Provided helicopter transport for medical teams on medical assistance missions to remote indigenous tribes of Honduras; Provided aviation support to US Embasys El Salvador and Honduras Financial advisor with a global investment firm. SKILLS SUMMARY: Excellent communications, written&verbal Financial planning and analysis Multi level employee supervision experince Strategic planning and policy formulation Preparation and presentation of formal briefings Training and Teaching Information analysis and reporting Computer and Internet savvy Project development and oversight Marketing and sales Budgeting P&L analysis EXPERINCE: May 2009—Present Registered Principle/Owner—Freedom Investment Counsel LLC Established my own independent financial advisory practice to continue performing duties and responsibilities similar to those performed while employed in the financial services industry described below. Apr 1997- May 2009 Financial Advisor& Investment Management Consultant UBS PaineWebber, Corpus Christi, TX Developed new client relationships. Serviced clients in the areas of personal financial plans, employer sponsored retirement plans, securities and insurance sales. Supervised customer service and support staff. Achieved advanced professional designation as an Investment Management Consultant. Developed and maintained a personal business plan. Managed investment strategies in over 200 client relationships working to educate and assist clients in the investment decision making process. Daily activities include financial planning,investment performance analysis, marketing plan implementation, substantial client contact and frequent coordination with outside vendors or product managers. Assisted with new employee selection and training. Grew capital responsibility and personal production for six consecutive years. Current capital responsibility$30,000,000+. Trailing 12 month production$215,000. Awarded special corporate recognition in 1998 for qualifying in the top 10% of peer group for new accounts and new assets under management. Nov 1995-Apr 1997 Account Executive,Dean Witter, Corpus Christi, TX New client development, securities sales and marketing. (See above) Jul 1994-Jan 1997 Air Carrier Pilot, Part 135 Operations, Aero Pak, San Antonio,TX Pilot for an overnight air freight operator. Aug 1991-Jul 1994 Aviation Division Chief,Fifth U.S.Army, Ft. Sam Houston,TX Supervised a 5-person management evaluation team validating aviation organization's training, safety, standardization and maintenance programs in an eight-state area. Inspected compliance with established regulations and policies. Insured internal controls and budget expenditure reporting procedures. Participated in formulation of policy and operational plans. Provided oversight and inspection Jan 1991-Aug 1991 Executive Officer, 4th BN 228th Aviation Regt., Soto Cano AB, Honduras Supervised a management team responsible for aviation operations in 5 Central American countries with 30 helicopters and 300 employees. Developed a goal oriented aviation maintenance management program, improving aircraft availability rates by over 10% allowing increased operating tempo. Developed and implemented organizational structure changes to enhance aviation support in Central America. Jan 1990-Jan 1991 Aviation Operations Officer, U.S.Army South, Ft. Clayton, Panama Provided staff oversight and support of aviation operations for a major military headquarters during and after Operation Just Cause. Organized and conducted frequent formal decision briefings and informative presentations for senior executive leadership and high level political and government leaders. Selected principal escort officer for Secretary of the Army and U.S.Army Chief of Staff on two separate command visits. Utilized persuasive skills in the corporate decision process. Feb 1986-Jan 1990 Inspector General, Headquarters USAG, Ft. Sam Houston,TX Personal advisor to the chief executive officer of a major military installation. Responsible for formulation and interpretation of policies and regulations. Established a systematic inspection program to insure compliance with prescribed operating procedures. Received, evaluated and recommended action on special issues raised by employees and customers. Identified, analyzed and developed solutions for systemic problems related to the efficient management of a major military community with an annual budget in excess of $20 million. Supervised 5 staff specialists. Computer skills and other Qualifications: Microsoft Office Suite NASD Series 7 Series 65 Windows NT Series 63 Series 31 MS Word ACT Contact Management data Investment Management base Consultant MS Excel MS PowerPoint Internet savvy Group one life & annuity insurance license Education: Graduated Calallen Highschool 1969, BS in Political Science &History ED, Texas A& I University, Distinguished Military Graduate;Army Command and General Staff College (graduate level). Investment Management Consultant program UBS PaineWebber. CITY OF CORPUS CHRISTI Submit Date: Mar 10, 2016 Application for a City Board, Commission, Committee or Corporation Profile William (Bill) L. Givens First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? r Yes r' No 38 years (30 while in the USAF) If yes,how many years? Primary Phone Alternate Phone Isla Custom Homes, LLC Co-Owner and CFO Employer Job Title 15109 Tesoro Work Address-Street Address and Suite Number Corpus Christi Work Address-City TX _ Work Address-State William (Bill) L. Givens Page 1 of 5 78418 Work Address-Zip Code (361) 903-5901 Work Phone islahomesllc@yahoo.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No, but I have previously contacted my city council member about a nomination for the Planning Commission and the Sister City Committee. Education, Professional and/or Community Activity (Present) Dual Master's degree in Management & Leadership and Human Resource Development. Adjunct Instructor (Aircraft Maintenance Technology) Del Mar College. Over 30 years of civil and military aviation maintenance experience that started right here at Corpus Christi International Airport. Why are you interested in serving on a City board, commission or committee? William L. Givens Resume Summer 15- 1 .docx _ Upload a Resume Demographics William (Bill) L. Givens Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. V I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest William (Bill) L. Givens Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) William (Bill) L. Givens Page 4 of 5 William (Bill) L. Givens Page 5 of 5 William L. Givens Comprehensive leadership and resource management experience. Proven at leading/assessing both people and mission-focused cross-functional teams at operational and strategic levels. Experienced motivator and problem solver committed to short and long-term organizational success. Develops/implements policy, emergency response, safety programs and training development Strong Work Ethic/ Program Management/Aviation Technical Advisor/ Organizational Change/ Resource Development/ Process Analysis/ Lean Thinking/ Effective Communicator/Technical Writer/ Employee Relations/ Complex Problem Solving/Root Cause Analysis/ Policy Development/Team Building/ MS Office Suite PROFESSIONAL EXPERIENCE Isla Custom Homes, LLC Corpus Christi, TX Co-Owner and CFO Jan 2015 to Present Responsible for planning, implementing, managing and controlling all business and financial- related activities. Paul Braly Framing (Construction) Corpus Christi, TX Site Operations Manager Nov 2014 to Present Plans, directs and coordinates residential and commercial construction projects. Responsible for resource management and safety. Preferred framing company for Caleb Custom Homes INC, Newport Custom Homes and Isla Custom Homes, LLC. Headquarters United States Air Force Pentagon, Washington DC Senior Program & Human Resources Manager May 2012 to Nov 2014 Responsible for manpower, organization and training policy for 104,000 world-wide full/part time aircraft maintenance workforce. Directly influenced AF's annual $10 billion formal training budget ensuring efficient use of funds and priorities. Routinely briefed/advised senior logistics leaders and senior corporate partners on mission and cross-functional employee matters. 30-year United States Air Force Veteran Nov 1984 to Nov 2014 EDUCATION Dual Masters of Arts in Management & Leadership and Human Resource Development Webster University, St Louis, MO Bachelor of Science, Professional Aeronautics; minor in Business Administration & Safety Embry-Riddle Aeronautical University, Daytona Beach, FL Associates of Arts, Aircraft Maintenance Technology Community College of the Air Force Pursuing Project Management Professional Certification Syracuse University, NY CERTIFICATIONS/SPECIALIZED TRAINING Adjunct Instructor (Aircraft Maintenance Technology) Del Mar College, Corpus Christi, TX FAAAirframe and Powerplant License Safety Program Management Certificate (Embry-Riddle) Numerous Mid and Senior Level USAF Leadership courses Active Top Secret/SCI Clearance (Expires Feb '19) PROFESSIONAL AFFILIATIONS ■ Member, Builder's Association of Corpus Christi ■ Member, Association for Talent Development (formerlyASTD) Metro DC Chapter ■ Member, Aircraft Maintenance Technology (AMT) Society ■ Member, Texas Aviation Association References and additional information provided upon request CITY OF CORPUS CHRISTI Submit Date: Dec 29, 2016 Application for a City Board, Commission, Committee or Corporation Profile Marc Gonzalez First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 5 If yes,how many years? Primary Phone Alternate Phone DEPT. OF THE ARMY, DIRECTOR, CORPUS CHRISTI ARMY INFRASTRUCTURE DEPOT OPERATIONS Employer Job Title 308 CRECY Work Address-Street Address and Suite Number CORPUS CHRISTI Work Address-City TX Work Address-State Marc Gonzalez Page 1 of 5 78419 Work Address-Zip Code 361-961-0082 Work Phone Work E-mail address Which Boards would you like to apply for? AIRPORT BOARD: Submitted WATER RESOURCES ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) MBA, TAMU-CC - IN PROGRESS; MASTER OF AERONAUTICAL SCIENCE, ERAU, 2006; BA, UTSA, 1996; COMMISSIONED OFFICER US AIR FORCE 1990-2008; RESPONSIBLE FOR ALL FACILITIES, CONSTRUCTION, ENVIRONMENTAL AND WASTEWATER TREATMENT; LEADERSHIP CORPUS CHRISTI - CLASS 39, 2011. Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Marc Gonzalez Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Marc Gonzalez Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Marc Gonzalez Page 4 of 5 Question applies to WATER RESOURCES ADVISORY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? * • Residential Customer and Home Owner of City's Water System • Military Facility Representative Marc Gonzalez Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: May 16, 2017 Application for a City Board, Commission, Committee or Corporation Profile Craig C Hebner First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 1 Current resident of the city? Yes f- No 37 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone Horton Automatic Customer Care/ Parts Manager ,,,,oyer Job Title 4242 Baldwin Blvd Work Address-Street Address and Suite Number Corpus Christi Work Address-City Craig C Hebner Page 1 of 6 Texas Work Address-State 78405 Work Address-Zip Code 3618666719 Work Phone Craig_Hebner@Overheaddoor.com Work E-mail address Preferred Mailing Address rJ Home/Primary Address Which Boards would you like to apply for? CIVIL SERVICE COMMISSION: Submitted BUILDING STANDARDS BOARD: Submitted CIVIL SERVICE BOARD: Submitted AIRPORT BOARD: Submitted OIL AND GAS ADVISORY COMMITTEE: Submitted WATER RESOURCES ADVISORY COMMITTEE: Submitted CLEAN CITY ADVISORY COMMITTEE: Submitted PLANNING COMMISSION: Submitted CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) Trustee on Board of Directors for Wood River Home Owners Association Why are you interested in serving on a City board, commission or committee? I believe that everyone has the responsibility to better their environment both for themselves and their children. Craig C Hebner Page 2 of 6 Craig Resume_5-1-16_2 .docx Upload a Resume Demographics Gender V Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. V I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. V I Agree Craig C Hebner Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Craig C Hebner Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rw Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to BUILDING STANDARDS BOARD Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W None of the above Question applies to BUILDING STANDARDS BOARD Are you a Homeowner in the City of Corpus Christi? r Yes r- No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you resided in the City for at least 3 years? r Yes r^ No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you held public office during the past 3 years? r Yes r= No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Are you over 25 years of age? r. Yes r No Craig C Hebner Page 5 of 6 Question applies to CLEAN CITY ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W None of the above Question applies to OIL AND GAS ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Not Connected with Oil and Gas Well Industry Question applies to WATER RESOURCES ADVISORY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? * W Residential Customer and Home Owner of City's Water System Craig C Hebner Page 6 of 6 Craig C. Hebner Highlights • Work tasks have required a high level of multitasking and organization • Previous and current positions have enabled me to gain experience in leadership and training • Extremely adaptable to changing environments and highly productive in fast pace environments • Self starter and have a high level of expectations of work quality Work Experience Chicago Bridge & Iron Portland, TX February 2015— Current Construction Manager Construction Manager • Assist in managing $2 billion dollar project by scheduling the project in logical, efficient steps and budget time required to meet deadlines • Determine labor requirements and dispatch 500 to 600 workers to 10-12 different construction sites • Inspect and review projects to monitor compliance with building, safety, and other dictating codes • Prepare contracts and negotiate revisions, changes and additions to contractual agreements with architects, consultants, clients, suppliers and subcontractors • Interpret, explain plans and contract terms to administrative staff, workers, and clients representing the owner or developer • Obtain all necessary permits and licenses averaging 10-20 permits per month and 10-15 certifications • Direct and supervise 5 direct staff members and 500-600 contractors • Study job specifications to determine appropriate construction methods • Requisition $200k to $500k of supplies and materials to complete construction projects • Prepare and submit budget estimates and progress /cost tracking reports • Develop and implement quality control programs • Take actions to deal with the results of delays, bad weather, or emergencies at construction sites • Confer with supervisory personnel, owners, contractors, and design professionals to discuss and resolve matters such as work procedures, complaints, and construction issues. • Plan, organize, and direct activities concerned with the construction and maintenance of structures, facilities, and systems • Investigate damage, accidents, or delays at sites, to ensure that proper procedures are being carried out 0 Evaluate construction methods and determine cost-effectiveness of plans Tornado Production Services Orange Grove, TX 2013 —January 2015 Supervisor of Training & Special Projects Special Projects Supervisor: • Lead job site engineer assigned to manage logistics and personnel on various job sites • Evaluate Erection & Site Plans to determine proper personnel,job site equipment, and materials needed • Prior to arrival on j ob site, prepare and coordinate safety training and procedures required by customers and governmental agencies • Organize strategic project meetings to ensure all parties involved are aware of individual responsibilities and expectations • Prior to any rigging of equipment, survey area for any hazards or obstacles • Oversee erection of equipment and preparation of all materials according to site and project plans • Manage the project from beginning to completion. Mitigate any and all diversions from original project plans due to unforeseen circumstance (ie: weather, equipment failure) • During project duration, accurate reports and detail logs are meticulously maintained to ensure proper billing, inventory control, and project completion analysis • Conducts debriefing meeting to evaluate personnel, material, and equipment performance • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Test/develop new techniques for broadening variety of well demands Supervisor of Training • Train new staff members in techniques for maintaining proper fluids control, billing, and costumer relations • Certify junior personnel to become engineers • As safety representative for numerous contractors/costumers, in charge of safety training, regulation enforcement, and reporting • Assisted with development and adjustments of procedures to ensure meeting safety requirement given by clients, EPA and OSHA Oilstates Performance Fluids Lead Engineer 2009-2012 Alice, TX • Lead job site engineer assigned to manage logistics and personnel • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Train new staff members in techniques for maintaining proper fluids control, billing, and costumer relations • As safety representative for numerous contractors/costumers, in charge of safety training, regulation enforcement, and reporting • Assisted with development and adjustments of procedures to ensure meeting safety requirement given by clients, EPA and OSHA Tetra Technologies Fluid & Mud Engineer 2007-2009 Alice, TX • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Running and maintaining chemical and mud mixing plants • Manage dilution of chemicals and track inventories of both liquid and dry chemicals • Analyze samples of fluids and formations to troubleshoot well-bore problems Bronco Oilfield Services Hydraulic Choke Operator 2003-2007 Corpus Christi, TX • Monitor the gas well utilizing sensitive gauges and instruments to control the release of pressure using hydraulic chokes and valves • Repair and maintain manual and hydraulic valves, position sensors, and analog/digital gauges • Maintain hydraulic accumulators, compressors, and generators • Regular use of tools including but not limited to impacts, hydraulic wrenches, machinery, and heavy equipment United States Marine Corps Infantry 1998-20022 Camp Pendleton, CA • Lead and direct fire missions in support of ground troops • Provide intelligence of targets, casualty estimations • Combat, close with, and destroy hostile targets using an assortment of munitions, small arms, fire, movement, and concealment Education, Certifications, & Training Nuclear, Biological, & Chemical Warfare Tetra Mud School Combat Lifesavers Course Tetra Well Control School Combat Controller Fluid Engineer School Basic EMT Course Defensive Driving Range Safety Officer Plant Operations Course Heavy Equipment Operators Course PEC SafeGulf School of Infantry PEC SafeLand Marine Corps Leadership School Offshore Safety Certification Flight Deck Safety Course IADC Global Leadership Course Crane & Riggers Course Forklift Certification Offshore Safety Certification Rig Pass HSE Safety A.R.C. CPR and First Aid Certification CUDD Firefighting School CUDD Well Control School H2S Certification References Available Upon Request CITY OF CORPUS CHRISTI Submit Date: Jan 05, 2016 Application for a City Board, Commission, Committee or Corporation Profile Rick Jones First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 5 If yes,how many years? Primary Phone Alternate Phone MIKE SHAW TOYOTA GENERAL MANAGER Employer Job Title 3232 IH 69 ACCESS RD. Work Address-Street Address and Suite Number ROBSTOWN Work Address-City TX Work Address-State Rick Jones Page 1 of 5 78380 Work Address-Zip Code 361-241-3277 Work Phone Work E-mail address Preferred Mailing Address 17 Work Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) SUPPORT WIFE IN JUNIOR LEAGUE; DUCKS UNLIMITED; NUECES COUNTY JUNIOR LIVESTOCK SHOW; KINGSVILLE NAVAL AIR BASE (SUPPORT); RECIPIENT CORPUS CHRISTI UNDER 40 AWARD; RECIPIENT GM STANDARDS FOR EXCELLENCE; RECIPIENT TOYOTA PRESIDENT AWARD; FASTING GROWING DEALERSHIP RECOGNITION; Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Rick Jones Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. P I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Rick Jones Page 3 of 5 Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? rYes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Rick Jones Page 4 of 5 Rick Jones Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Mar 30, 2018 Application for a City Board, Commission, Committee or Corporation Profile Diane Larue First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 24 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone 426 Cape Lookout Work Address-Street Address and Suite Number jodilela@me.com Work E-mail address Diane Larue Page 1 of 5 Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted CORPUS CHRISTI REGIONAL ECONOMIC DEVELOPMENT CORPORATION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) United Corpus Christi Chamber of Commerce Trustee PanAmerican Round Table of Corpus Christi Why are you interested in serving on a City board, commission or committee? I heard the Mayor's State of the City address and I want to lend my talents to help Corpus Christi in any way I can. dianeresume.docx Upload a Resume Demographics Gender rJ Female Verification Diane Larue Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Diane Larue Page 3 of 5 Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r-- No Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. NA Board-specific questions (if applicable) Diane Larue Page 4 of 5 Diane Larue Page 5 of 5 2017-present Trustee, United Corpus Christi Chamber of Commerce Foundation 2000-2001 Leadership Corpus Christi, Class 29 Graduate 2004-2005 Class 33 Steering Committee Member 2016-2017 Class 45 Steering Committee Member 2015-present Volunteer, Gloria Hicks Elementary School 2003-present Member, Pan American Round Table of Corpus Christi First Associate Director 2011-2013 Fourth Associate Director 2005-2007 2017 Guest Artist, District 32 Texas House Christmas Tree 2009-2017 Member, South Texas Botanical Gardens Executive Board 2007-2012 Member, Beach Management Adv. Committee, Nueces Co. 2007-present Member, Port Aransas Garden Club President 2009-2011 Second Vice President 2008-2009 2007-2011 Member Parish Council, St. Joseph's Church, Port Aransas 2000-present Member, Blessed Sacrament Auxiliary, Corpus Christi President 2003-2015 2003 Corpus Christi All America City delegate 2003-2006 Chairman & Board Member, Mission 911, Corpus Christi 1994-2007 Incarnate Word Academy, Corpus Christi Substitute Teacher, Gala Co-Chair, PTO Secretary, etc. 1994-2002 New Neighbors League, Corpus Christi Area Manager, President, Ways & Means Chair, Art Director 1994-2002 St. Philip the Apostle Church, Corpus Christi Parish Council Chair, Liturgy Comm., Ministry Coordinator 1994-1996 American Heart Association Board Member 2014-present Heart Ball Co-Chair 2016 CITY OF CORPUS CHRISTI Submit Date: Nov 01, 2016 Application for a City Board, Commission, Committee or Corporation Profile Andrew Lehrman First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 3 Current resident of the city? Yes f- No 40 yrs If yes,how many years? Primary Phone Alternate Phone Self employed attorney with law firm Partner Employer Job Title 1001 3rd St Work Address-Street Address and Suite Number corpus christi Work Address-City Tx Work Address-State Andrew Lehrman Page 1 of 5 78404 Work Address-Zip Code 3618844981 Work Phone alehrman@albmlaw.com Work E-mail address Preferred Mailing Address 17 Work Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) B.S. from Univ of Floridajaw degree J.D. from Marshall School of Law/involved previously as Board Member for several boards; past President Corpus Christi Bar Assoc/Congregation Beth Israe/ Why are you interested in serving on a City board, commission or committee? AJL_Resume.pdf Upload a Resume Demographics Gender W Male Andrew Lehrman Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. P I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Andrew Lehrman Page 3 of 5 Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? rYes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Andrew Lehrman Page 4 of 5 Andrew Lehrman Page 5 of 5 RESUME OF ANDREW J. LEHRMAN Business Address: New Mexico Office: Anderson, Lehrman, Barre & Maraist, LLP 8 Calle Vista 1001 Third Street, Suite 1 Santa Fe, New Mexico 87507 Corpus Christi, Texas 78404 Telephone: (505) 424-4981 Telephone: (361) 884-4981 Facsimile: (505) 424-4981 Facsimile: (361) 888-7697 www.lehrman-mediation.com alehrman@albmlaw.com EDUCATION: B.S., University of Florida, With Honors, 1973 J.D. Law Degree, Marshall School of Law, With High Honors, 1976 Admitted by the State Bar of Texas, May, 1976; Admitted by the State Bar of New Mexico, April 2010, Admitted to practice in all State Courts of Texas, U.S. District Courts for the Southern and Western Districts of Texas, U.S. District Court of New Mexico, U.S. Courts of Appeals for the Fifth Circuit, and U.S. Supreme Court Certified Mediator • Texas Mediator Credentialing Association (Certified Mediator); mediating and arbitrating since 1996; • Have mediated/arbitrated in excess of 4,000 cases; • Arbitrator in a fourteen (14) week arbitration in Austin, Texas, involving contractual and insurance issues; EMPLOYMENT Briefing Attorney, Thirteenth Court of Appeals, 1976 Assistant County Attorney-Prosecutor, Nueces County Attorney's Office, 1976-1978 Managing Partner and Partner, Anderson, Lehrman, Barre & Maraist, LLP, 1978-Present ACTIVITIES Texas Board of Legal Specialization, Board Certified, Civil Trial Law since 1982; re-certified 1987, 1992, 1997, 2002, 2007, and 2012 Certified Mediator, Texas Mediator Credentialing Association, 2004 Corpus Christi Bar Association, Past President, 1990-1991 "AV" rated, Martindale-Hubbell Attorneys-Mediators Institute-Basic Mediation Training, 1996 Areas of experience and subject matters include, but not limited to: • personal injury discrimination claims • consumer law bankruptcy • oil and gas construction defects • insurance disputes real estate disputes • business/contractual disputes catastrophic death cases • medical and legal malpractice products liability • maritime claims ABOTA(American Board of Trial Advocates), Member National Academy of Distinguished Neutrals, Member State Bar of Texas, Member, Alternative Dispute Resolution Section State Bar of New Mexico, Appointed to ADR Committee U.S. District Court, Southern District of Texas and U.S. Bankruptucy Court, Southern Division of Texas, Appointed to the Approved Provider (ADR) List, 1997-Present Equal Employment Opportunity Commission Mediation Panel, Appointed to Panel, 1998 Better Business Bureau of Corpus Christi, General Counsel, 1980-2009 Civil Service Board, City of Corpus Christi, Chairman and Member, 1997-2004 Civil Service Commission, City of Corpus Christi, Vice Chairman and Member, 1997-2004 Special Master, Appointed by the 214th District Court, Nueces County, Texas, to oversee all the discovery in Castillo v. General Motors and Suzuki Corporation Advanced Civil Trial Seminar, Lecturer, Corpus Christi Bar Association: Update on Daubert v. Robinson, 1996 Texas Monthly, Named to "Super Lawyer" List for Alternative Dispute Resolution, 2005-2014 Leadership Corpus Christi XV, Graduate Member and/or Former Member: Board of Directors for National Kidney Foundation, Boys Club of Corpus Christi, Better Business Bureau, United Way, Coastal Bend Consumer Foundation Practicing Trial Lawyer in area of civil litigation,including: business litigation, insurance law, medical malpractice law, personal injury law, consumer law, banking law, consumer credit; extensive litigation experience in all areas of civil litigation. PERSONAL Married to Iris Lehrman; two children, Leslie and Jeffrey CITY OF CORPUS CHRISTI Submit Date: Jan 05, 2016 Application for a City Board, Commission, Committee or Corporation Profile Gordon Lester First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 8.5 If yes,how many years? Primary Phone Alternate Phone SIKORSKY AIRCRAFT CORPORATION CHIEF PILOT Employer Job Title Work Address-Street Address and Suite Number 203-400-8907 Work Phone Work E-mail address Gordon Lester Page 1 of 5 Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) CURRENTLY CHIEF PILOT AND EXPERIMENTAL TEST PILOT FOR SIKORSKY AIRCRAFT. FAA COMMERCIAL CERTIFICATE IN AIRPLANES (SE &ME), HELICOPTERS, AND GLIDERS. CERTIFIED FLIGHT INSTRUCTOR. IN 2004-2009 WAS SIKORSKY PROGRAM MANAGER FOR PARTNERSHIP WITH CCAD. MARRIED WITH TWO DAUGHTERS, WHO BOTH GRADUATED FROM MARY CARROLL HIGH SCHOOL AND NOW ATTEND TEXAS STATE UNIVERSITY. MASTERS IN BUSINESS FROM WEBSTER UNIVERSITY. BACHELOR OF ARTS IN AIRPORT MANAGEMENT FROM TROY UNIVERSITY. Why are you interested in serving on a City board, commission or committee? Demographics Verification Gordon Lester Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Gordon Lester Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Gordon Lester Page 4 of 5 Gordon Lester Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Dec 28, 2016 Application for a City Board, Commission, Committee or Corporation Profile Michael McCauley First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 50 If yes,how many years? Primary Phone Alternate Phone Ostarch Hilmy & Hall Attorney Employer Job Title 615 N. Upper Broadway #800 Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State Michael McCauley Page 1 of 5 78411 Work Address-Zip Code 3618841961 Work Phone mmccauley@ohhlaw.net Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) BA- History; JD- Law; Past Travel Agency owner of 10+ years; full time attorney; active and involved in community; City of Corpus Christi's #1 fan!! and avid traveler who frequently uses the CC Int Airport Why are you interested in serving on a City board, commission or committee? Resume - _McCauley updated_Dec_15_.doc Upload a Resume Demographics Gender W Male Michael McCauley Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. P I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Michael McCauley Page 3 of 5 Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? rYes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Michael McCauley Page 4 of 5 Michael McCauley Page 5 of 5 MICHAEL A. McCAULEY EDUCATION BARRY UNIVERSITY SCHOOL OF LAW, Orlando, Florida Juris Doctor Degree, December 2005 Class Rank: Top 20% Activities: Student Bar Association, 2L Class Senator SOUTH TEXAS COLLEGE OF LAW, Houston, Texas Visiting Student, Summer & Fall, 2005 SOUTHERN METHODIST UNIVERSITY, Dallas, Texas Bachelor of Arts in History,August, 1988 Minor: Business PROFESSIONAL EXPERIENCE OSTARCH, HILMY, HALL& McCAULEY, PLLC, Corpus Christi, Texas Attorney, Partner July 2007 - present NUECES COUNTY DISTRICT ATTORNEY, Corpus Christi, Texas Assistant District Attorney June 2006 to July 2007 Responsible for daily County Court docket, preparing cases for trial, prosecuting cases and arguing motions before the court. Extensive plea bargaining experience with opposing counsel. McCAULEY TRAVEL SERVICE, Corpus Christi, Texas General Manager & Travel Agent 1991 - 2002 Owner & manager of multi-million dollar travel agency. Founded McCauley Travel in 1991 and subsequently grew the business into one of the top producing travel agencies in Corpus Christi. Responsible for motivating and supervising 5 employees as well as marketing, business development & day to day operations of the business. Sold the business in 2002 to go to law school. Extensive business and community experience as owner/operator of local small business. HOBBIES & INTERESTS • History • Travel • Hunting • Investments • Politics CITY OF CORPUS CHRISTI Submit Date: Mar 24, 2017 Application for a City Board, Commission, Committee or Corporation Profile John Montalvo First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes r' No 20+ (counting prior residency) If yes,how many years? Primary Phone Alternate Phone Lockwood, Andrews & Newnam, Inc. Sr. Construction Manager Employer Job Title 500 N. Shoreline Blvd., Suite 905 Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State John Montalvo Page 1 of 5 78401 Work Address-Zip Code 361-792-7230 Work Phone JMontalvo@lan-inc.com Work E-mail address Preferred Mailing Address 17 Work Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) Master of Science - Architectural Engineering University of Texas at Austin 11991 Bachelor of Environmental Design - Architecture Texas A&M University 11986 Active in the Corpus branches of the following professional organizations. * American Society of Civil Engineers — ASCE * American Planning Association — APA * American Water Works Association — AWWA * Water Environment Association of Texas —WEAT Why are you interested in serving on a City board, commission or committee? John Montalvo - resume 3-24- 17.pdf Upload a Resume Demographics John Montalvo Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest John Montalvo Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) John Montalvo Page 4 of 5 John Montalvo Page 5 of 5 JOHN MONTALVO John's experience includes architectural and civil engineering, construction phase services, resident engineer/architect, program management, resident construction manager, Education inspection, consultant City project manager in construction Master of Science I Architectural Engineering branch of public works department, and cost estimating on a Focus: Construction Engineering and Project Management wide variety of projects, and contract types, ranging from lump College of Civil Engineering sum and unit price, competitive sealed proposals, conceptual University of Texas at Austin 1 1991 estimating, to a CMAR cost plus fixed fee with a guaranteed Bachelor of Environmental Design maximum price. Projects have ranged up to a $300M design- College of Architecture CArchitecture build fast-track 24/7 complex high-tech project. Colleg Texas A&M University 1 1986 John has a proven proactive management approach to completing projects on time, within budget and in accordance University of Houston 1 1999—2000 with the contract documents, from NTP to testing, startup, Successfully completed half of the graduate coursework toward commissioning and project closeout, with the proven ability to a Master of Science degree in Civil Engineering promptly respond and prepare or assist with solutions to No degree unforeseen and differing conditions, including the timely, fair University of Texas at Austin 1 1988-1989 and judicious use of work change directives that avoid or Successfully completed two years of undergraduate civi minimize time and cost impacts. engineering course work as pre-requisite for master's degree John maintains constant and timely communication with clients No degree and their operation and maintenance staff, and effectively Del Mar College 1 1981-1983 coordinates with the design team, contractor, inspectors, Corpus Christi,Texas testing labs, permitting agencies,general public, public officials, Successfully completed core undergraduate coursework tenants, management districts, private utility owners, No degree manufacturers, suppliers, and other stakeholders. Richard King High School 1 1981 John has developed and implemented management Corpus Christi,Texas information systems for various programs and projects, and has assisted clients with updating or creating management process Professional Affiliations manuals, document control systems, general conditions and American Society of Civil Engineers—ASCE general requirements. American Institute of Architects—AIA* John has extensive constructability review experience, and American Planning Association—APA value engineering, cost estimating experience, including the Construction Management Association of America—CMAA development of a cost model for a 108-inch diameter waterline American Water Works Association—AWWA transmission program for estimating project costs when key Water Environment Association of Texas—WEAT variables are changed such as pipe diameters, pipe thickness, Houston Hispanic Architects& Engineers—HHAE** trench width, trench depth, types of backfill material, *membership renewal pending forecasted price of steel, assumed production rates for urban **past board member—non-active moved to Corpus Christi and rural locations,forecasted bid dates, etc. Civic Work John has successfully managed and assisted Clients with breach Super Neighborhood No. 88(Houston,TX)*** of contract terminations (ex., contractor non-performance, Houston Country Club Place Civic Club (Houston,TX)*** bankruptcies), including effectively working with the Client and ***past officer—non-active moved to Corpus Christi Surety to retain an acceptable take-over contractor to Background complete the remaining work. John has over 25 years of experience in all phases of design and Aviation Projects construction. John previously worked for Hensel Phelps William P. Hobby Airport Central Concourse, Ticketing and Construction Company in their general contracting, program Central Plant Upgrades — Houston Airport System, management and international divisions, and is currently Houston,TX,$77M (2000—2003): working for Lockwood, Andrews & Newnam, Inc. in their John was the resident design representative for this program. infrastructure water conveyance group and previously with The primary project in the program was the construction of a their architectural aviation group. new 374,000 SF central concourse with 20 gates for Southwest Airlines, including a new ticketing facility, pedestrian connector Updated: 3/24/17 John Montalvo Pagel of 6 bridge and baggage handling and central plant facilities. The Ayers Street Pedestrian Improvements and Turn Lane new facility was built primarily with cast-in-place concrete, Addition, from SPID to Gollihar, Bond 2014 — City of Corpus structural steel, glass curtain walls, skylights, and standing Christi, TX (2016 — current): Prepare the technical seam metal roofs. The work included a utility tunnel, specifications and utility matrix, and perform constructability underground hydrant fueling system, fire suppression and fire review. Project consisted of widening approximately 3,000 alarm systems, MEP, telecommunication systems, security linear feet of Ayers Street from approximately SPID to Gollihar systems, elevators, moving walkways, baggage handling Road to accommodate the addition of a continuous center dual systems, central plant renovations that included 4 new chillers turn-lane, and provide pedestrian and drainage improvements. with variable speed drives, piping, pumps, electrical and SCADA upgrades, including installation of temporary chillers before Alameda Street—Lipan to Kinney, Bond 2014—City of Corpus existing could be demolished to make room for the new Christi, TX (2016-current): Provide construction phase chillers. services. The project consists of full-depth asphalt roadway reconstruction with curb and gutters, driveways, sidewalks, John was responsible for coordinating with the owner, program ADA curb ramps, pavement markings, signage, storm water manager, contractors, the Houston Airport System's managers drainage, and utility improvements. and operators, various airlines and tenants, various inspectors, code enforcement, permitting, various design consultants, Bulk Terminal Storm Water System Quality Improvements, testing labs, contractors, etc. He provided on-site design Project 15-046A — Port of Corpus Christi, TX (2016-current): support to clarify design issues, identify and resolve contractor Prepare the technical specifications and perform deficiencies, facilitate solutions to unforeseen and differing constructability review. The project consists of restoring the conditions, including contractor deviations and deficiencies, capacity of the public storm water detention ponds, storm and assist with various Client and Airline requested water infrastructure modifications to the existing storm water modifications to minimize cost and schedule impacts. John's filtration system at the bulk terminal, including removing and responsibilities required multi-discipline coordination from replacing concrete channels, adding weirs, headwalls, retaining civil, architectural, structural, environmental, electrical, walls, slabs, weirs, ramps, storm pipes, and inlets, utility mechanical, security, communications, elevators, and baggage relocations,and pavement, curbs, site grading improvements. handling in order to coordinate with design consultants, clients, airlines, end users, inspectors, testing labs, contractors, Northeast Transmission Line Program (over 90 miles and over subcontractors, and code enforcement. $500M of large diameter waterlines up to 108-inch diameter) — City of Houston, TX (2015-current): Responsible for Mail Sort Facility and Police Dog Kennels at Bush preparing a cost model for the program, TxDOT tunnel permit Intercontinental Airport—Continental Airlines and City of assistance, specification assistance, assistance with unique Houston, Texas (1998-1999): John was a project manager in details, presenter on constructability issues at workshop hosted the program management division of Hensel Phelps by the City, and performed constructability reviews on the Construction Co. providing program management services for following initial projects in the ongoing program. the former Continental Airlines. He was responsible for managing the design team and the contractor and testing lab, • WBS No. 5-000900-0126-3 (Contract 99B-2), $29.OM - which included conducting various meetings, pay estimates, 108-inch Water Line Along City Easements from RFIs, submittals, change orders, and managing the project Smith Rd. to Lee Rd. —This project primarily consists schedule and costs. John successfully helped with a major of construction of 108-inch large diameter water design change that required shifting the entire facility and transmission line, public utility adjustments, access worked closely with design team, Continental Airlines, the road with a detention pond and construction of one Houston Airport System and City permitting department to (1) 42-inch and one (1) 54-inch Interconnection from expedite a solution that minimized the cost and schedule the proposed 108-inch water line to existing 42-inch impacts. and 66-inch water lines, respectively. The proposed 108-inch water line will be tunneled under a TxDOT Projects — Lockwood, Andrews & Newnam bridge, Union Pacific Railroad tracks, Harris County Nueces County Hazard Mitigation Action Plan (HMAP) — Flood Control District Channel and existing roadways. Multiple Jurisdictions, Nueces County, City of Corpus Christi, . WBS No. 5-000900-0156-3 (Contract 99C-1), $20.5M - et al., TX (2017-current): Team member assisting with the 108-inch Water Line Lee Rd. to Vickery Dr. — This research, data acquisition, analysis and writing of the HMAP, Project primarily consists of constructing a 108-inch and successfully completed the Local Mitigation Planning and 54-inch water transmission line, a 12-inch Workshop conducted by the Texas Division of Emergency waterline, a 16-inch waterline, roadway Management. reconstruction including drainage replacement along with sidewalk construction and replacement on Updated: 3/24/17 John Montalvo Page 2 of 6 portions of Crosswinds Blvd. and Aeropark Dr. assistance, cost estimating, and committee member for the Construction of the proposed 108-inch water line competitive sealed proposal selections. includes connections to the other NETL "work around solution" projects: a proposed 108-inch water line and John provided construction management and inspection a proposed 54-inch water line (by others), and also services for 3 concurrent large diameter waterline projects includes various public utility adjustments. totaling approximately 12 miles of 54-inch and 60-inch waterlines, including 25 tunnels crossing dam spillways, TxDOT • WBS No. 5-000900-0140-3 (Contract 9913-1) $31.3M - highways, railroads, creeks, gas pipelines, golf cart tunnel, and 108-inch Water Line Along City Easements from East numerous roads, including impressed current cathodic of Bellow Falls Ln to Smith Rd—This Project primarily suppression systems and fiber optic conduits and pull boxes. consists of construction of 108-inch large diameter water transmission line, public utility adjustments and John also provided CM&I services on the south facility project one (1) 60-inch interconnection from the proposed concurrent with the waterline projects, which included various 108-inch water line to the existing 84-inch water line. improvements at seven water plants consisting of new small diameter waterlines, new buildings, ground storage tank Main Canal Siphon at IH-10 Slope Failure Repair — Coastal modifications, chlorine systems, control systems, electrical Water Authority, Baytown, TX (2016): Construction Manager modifications, new emergency generator systems, and new responsible for construction management and inspection water line pressure and flow control stations. services on a critical slope failure repair to the raw water canal on the slope immediately above three 108-inch PCCP siphons John developed and prepared the initial draft of proposed crossing under Interstate Highway 10. procedures and test report forms for disinfection and hydrostatic testing of all of the waterlines in the program that Surface Water System Improvements Program — City of was ultimately edited and implemented. Conroe, TX—Water Plants Project (2014-2016): Construction Manager responsible for construction management and Surface Water Transmission Program (SWTP) — City of inspection services for modifications to 6 existing ground water Houston, TX (2000 - 2015): Since 1985, LAN has provided pump plants to accept surface water from the SJRA's new planning, design, Program Management and construction surface water treatment plant, including 3 new natural gas management and inspection services to convert from emergency generators, construction of a new pump building groundwater to surface water to reduce the effects of with new pumps and chlorine system and new and refurbished subsidence. The City's $400 million SWTP Program which has pumps at 5 existing pump facilities, including new post provided more than 250 miles of transmission and distribution chlorination systems, including associated electrical, SCADA mains up to 96-inches in diameter. As part of this program, and security modifications. Work is scheduled and sequenced LAN has managed, designed, coordinated more than 100 in phases to avoid service disruptions. engineering design projects, including water system analysis and design, water treatment facility and pump station design, Surface Water System Improvements Program — City of ground storage and well system design, open cut, tunneling, Conroe, TX—Water Distribution System Project (2015- 2016): aerial pipe crossings, railroad crossings, waterline rehabilitation Construction Manager responsible for construction using trenchless technology, and the construction management management and inspection services on 4 new pressure and inspection for each project. The City of Houston estimates reducing valve facilities, 4 new emergency service valve LAN's involvement has saved $40 million to date. facilities, with new precast buildings for each facility, and 3 new small diameter waterlines, including chlorine analyzers, John has worked on many of these projects (including associated electrical, SCADA and security. Improvements are concurrent while managing other projects), providing services necessary to receive surface water from the SJRA's new surface ranging from route analysis, site investigations, condition water treatment plant. assessments, constructability reviews, cost estimates, cost models, specification preparation, permitting, construction John developed and prepared an initial draft of proposed phase services, butterfly valve witness testing, with the procedures and test report forms for disinfection and majority being construction management and inspection hydrostatic testing of waterlines which is still under review by services. Some of these projects also included improvements the City. and additions to numerous water plant pump stations, pressure reducing valve stations, air relieve valve rehabilitation, Groundwater Reduction Program — San Jacinto River and other facilities. All of these projects typically included Authority, Montgomery County TX (subconsultant to KBR) — public and private utility relocates, drainage modifications, 60-inch & 54-inch Waterlines, Project T1, Project T2 & Project concrete and asphalt pavement removal and replacement, T3, and South Receiving Facility Project (2013-2015): tunnels, aerial crossings, impressed current cathodic protection Provided design phase constructability reviews, permitting Updated: 3/24/17 John Montalvo Page 3 of 6 systems, disinfection and hydrostatic testing, interconnections, (GFS#5-0035-A3-3) $1.6M (2005-2005) etc. See partial list of projects and services listed below. • 36"WL along Hillcroft, Holly, Dunlap& N. Braeswood (1,4) (GFS#5-0900-89-3) $5.3M (2004-2005) Staff Augmentation Project Management Services, • Rehabilitation of Air Relief Valve Package#1 (1,4) Construction Branch, Public Works City of Houston,TX (2004- (GFS#5-0701-02-3) $3.9M (2004-2005) 2006): John was a project manager responsible for LAN's staff . (71A-Greenspoint)66"WL along World Houston... (1,4) physically located in the Public Works building augmenting the (5-0900-99-3)$13.4M (2005-2005) City's construction project managers. John was responsible for . (71B-Greenspoint)66"WL along Aldine-Westfield... (1,4) managing multiple projects in various stages of construction as (5-0900-A1-3)$11.7M (2005-2005) an acting City Project Manager. As an acting City Project . (71C-Greenspoint)66"WL along Old Greens...(1,4) Manager John was responsible for directly managing projects (GFS#5-0900-A2-3)$7.7M (2005-2006) as well as managing projects managed by other consultant • (71D-Greenspoint)66"WL along Green Rd...(1,4) construction managers. John also assisted the City with various (GFS#5-0900-A3-3)$8.9M (2005-2006) other tasks and services such as perform constructability • (Greenspoint) 12",16" & 20" WL Service Upgrades and Grid reviews on numerous projects, participate on committees to improve existing and add new modules in the City's web based Extensions in the Greenspoint area (1,4) • (GFS#5-0900-A4-3)$1.3M (2005-2006) construction management system called CIPMS, perform • Slipline of existing 42" WL with 36" HDPE from Holmes Rd., independent peer review of claims and disputed issues for other City PMs, worked with the City's Construction Branch to Sims Bayou Pump Station senior assistant director, supervising engineer, and the City (GFS#5-0900-A8-3)$8.2M (200 05-- 2005) attorney in preparing and executing the first ever debarment of • Katy Addicks Pump Station and Spring Branch Pump Station two contractors and their key principals by the Public Works Improvements(1, 2, 3,4) Department. John's responsibilities also included coordinating (GFS#5-0900-83-3)$1.8M (2004-2005) with various City departments, North Harris County Regional • 48" WL and 20 & 24" well collection lines along N. Dairy Water Authority, permitting department, City surveyors, City Ashford, Old Katy Rd,Well Site No. 2 (1, 2, 3,4) utility maintenance, City plant operators, the City's geo- (GFS#5-0900-84-3)$4.9M (2004-2005) environmental group, various design and construction • 36"WL along Westview&Wisterwood...(1,4) management consultants, laboratories, TxDOT, Harris County, (GFS#5-0900-85-3)$4.4M (2004-2005) private utilities, Harris County Flood Control District, various • 42" WL along Scenic Ridge Dr, Oak Spring Dr.,Timberline Rd., management districts, Sureties, City Legal, City Real Estate, Brittmore Rd...from Katy Addicks Pump Sta. (1,4) Council Members,the public and various other stakeholders. (GFS#5-0900-86-3)$4.OM (2004-2005) • 48" WL & 30" Well Collection Line along Wickchester, The following is a brief list of some of the SWTP projects John Moorwick,Wickhollow....(1,4) worked on and his role (see footnote for John's roles). (GFS#5-0900-87-3)$4.2M (2004-2005) • 24" WL along State HWY 6 from Bakers Point Lane to Grisby (1) City PM—Staff Augmentation St. and Conrad Sauer Pig Launching/Receiving Facility(1) (2) LAN Design Phase Services (GFS#5-0900-96-3)$1.1M (2005-2005) (3) LAN CPS Services • 36"WL along N. Eldridge,from IH10 to Sandbridge (1,4) (4) LAN CM Services (GFS#5-0900-97-3)$4.3 (2004-2005) * Independent peer review of major$1M+claim only • PRV Station Improvements Package 2 (1) • Water Main Replacement Near Northside (1*) (GFS#5-0900-79-3)$1.8M (2003-2004) (GFS#5-0035-NN-3)$2.6M (2002-2003) • PRV Station Improvements Package 3 (1) • 36"WL along Beamer from Dixie Farm Rd to Bay Area Blvd (1) (GFS#5-0900-A7-3)$1.5M (2006-2007) (GFS#5-0900-78-3)$6.1M (2002-2004) • On-Call Water Main&Sanitary Sewer Pkg 1 (1) • 30"WL along Briar Forest... and Jersey Village Pump Sta. (1) (GFS#5-0801-P4-3)$1.5M (2004-2006) (GFS#5-0900-52-3)$6.5M (2003-2004) • On-Call Package#4 Large Dia.Waterlines (1, 2, 3,4) • 60"WL along Dolly Wright, Dubois and Victory(1) (GFS#5-0701-01-3)$2.6M (2004-2006) (GFS#5-0900-59-3)$3.4M (2001-2002) • 24"WL along Post Oak Blvd from Westheimer to IH610(1,4) • 54"WL along Tidwell,from Hollister to Old Hempstead (1) (GFS#5-0521-19-3)$3.5M (2005-2005) (GFS#5-0900-62-3) $3.9M (2001-2003) • On-Call Package#3 Large Dia.Waterlines (2, 3,4) • 54"WL along Ella Blvd,from W. 241h to West 43 Street (1) (GFS#5-0701-01-3)$2.7M (2004-2006) (GFS#5-0900-68-3)$4.3M (2002-2003) • 12"WL along Post Oak,from Richmond to Westheimer(1, 4) • WL Grid Extension Pkg 1—various locations (1) (GFS#5-0521-15-3)$1.4M (2005-2006) (GFS#5-0700-56-3) $1.OM (2003-2004) • 48" WL along Almeda from N. MacGregor to Holcombe Blvd, • Watermain replacement in Bennington (1) and along Holcombe Blvd.from Almeda to Cambridge (1,4) Updated: 3/24/17 John Montalvo Page 4 of 6 • 54" WL along Dolly Wright from W. Montgomery to Acres and managed to avoid service disruptions to the public and Home Pump Station, and Pump Sta. Improvements (1) refineries. (GFS#5-0900-A9-3)$4.6M (2006-2006) • 42" WL along Tidewater, South Post Oak, W. Orem, Croquet New Flow Meters, Vaults, Radio Antennas and Solar Panel from Candleshade to Sims Bayou Pump Station (3,4) Systems for Various Raw Waterlines — Gulf Coast Water (GFS#5-0900-137-4) $8.5M (2010-2011) Authority,Texas City,TX—$916k(2013—2013): John took the lead at the 90% design stage to assist the EOR in Greenspoint Water Line Program, Construction Management completing the design for multiple proposed flow meters, and Inspection Services — City of Houston, Houston,TX: vaults and radio/solar power systems on existing raw water John was initially the consultant Project Manager for lines servicing multiple petro chemical refineries. The vaults construction management and inspection team and were located inside and outside of the refineries. John subsequently the acting City PM of 45,000 LF of 66-inch coordinated closely with the refineries to perform extensive transmission mains and 5,000 LF of 8- and 12-inch distribution SUE investigation to locate the various buried gas pipelines, lines on a fast-track schedule to meet an EPA mandate. Due to utilities and raw waterlines to determine where the proposed the EPA's deadline, it was necessary to take a proactive flow meter vaults could be safely located, as well as coordinate approach to design and construction of this project. This with the local electrical company to determine where the program required extensive coordination with numerous high proposed precast concrete utility poles for the radio antennas profile stakeholders, significant traffic management efforts, and solar panels could be located so they wouldn't conflict with several critical tunnels, significant utility relocations, and the numerous overhead power lines. pavement removal and replacement. The project was completed on time, in 18 months, and under budget by $2.3 Kimberly Drainage Project - TIRZ 17, Houston, TX: John was million. the construction manager on this project located in the highly urbanized Memorial City Mall area, which consisted of slip Almeda Sims Sludge Processing Facility, City of Houston, lining a 54" sanitary sewer, installation of a temporary by-pass Houston,TX—$38M including dryer equipment(2006—2009): system, installation of dual reinforced concrete box culverts, John was the construction manager for the new sludge new waterlines, new signalized street lights, new concrete processing facility that consisted of new metal building to pavement, concrete pavers, sidewalks, handicap ramps, house the 2 new dryer units, 2 new belt filter presses, 1 driveways, decorative street lights, and landscaping. remanufactured belt filter press, 3 refurbished belt filter presses, polymer feed system, sludge feed system, sludge day Projects — Hensel Phelps Construction Co. tanks with aeration system, cake conveyance system, water International and Special Projects; San Jose, California (1997- booster pump system, HVAC, plumbing, electrical, fire 1998): John was part of the corporate team selected to begin a suppression and alarm system, SCADA, control room, offices, new division to pursue international and special projects. His elevators, and a new truck load out building and 2 concrete responsibilities varied from estimating (hard bid and silos, truck scales, stair tower, and a new TWAS pump station conceptual)to developing new systems, forms, and procedures and new NPW pump station. The project encountered to overseas site visits to meet with potential clients, local numerous significant unforeseen and differing conditions, acts officials, business leaders, contractors, and architects. of god, contractor deficiencies, and design modifications, including significant unforeseen contaminated soils, delays due Engineering School, MP Training Facility, Chemical Defense to hurricane. John successfully utilized and issued numerous Training Facility, Museum, Barracks, Dining Halls, Soccer work change directives that helped to minimize the cost and Fields,and Officer Housing—US Army Corps of Engineers, Fort schedule impacts associated with these various challenges. Leonard Wood, Missouri (1996-1997): As Senior Project Engineer,John provided guidance to four project engineers and HVAC Improvements at Electrical Buildings at the Water was responsible for setting up the contractor's management Treatment Plant and Industrial Pump Station — Gulf Coast systems for all the projects. John was directly responsible for Water Authority,Texas City,TX—$295k(2012—2012): the engineering school, officer housing and soccer fields which John took the lead at the 90% design stage to assist the EOR in included management of contractor's staff, laborers, splitting out the contract documents into alternate bid, prepare equipment and materials, as well as managing the the front end documents, and assist with advertising, bidding subcontractors and suppliers. and award. John also provided construction phase services and was the construction manager. The project required the Barracks, Dining Halls, Central Plant, Roads, and Utilities—US replacement of the existing HVAC equipment in the electrical Army Corps of Engineers, Fort Huachuca, Arizona (1992- buildings at the water treatment plant and the industrial pump 1993): John was a field engineer responsible for performing station which provides raw water to numerous petrochemical the engineering, drawings, surveying, and construction layout refineries. The work was successfully scheduled, sequenced and verification for the civil portion of the project. His responsibilities required reviewing the contract drawings and Updated: 3/24/17 John Montalvo Page 5 of 6 specifications, as well as the product data, shop drawings, and of construction layout drawings which included all components field conditions in order to develop construction layout necessary to complete the work such as the numerous drawings which included all components necessary to comply complicated pits for the various equipment that would service with the contract documents. John also managed the the trains, erect the various structural steel buildings, layout geotechnical testing lab, all heavy and light construction the complex rail tracks in the rail yard, the various utilities, equipment, material suppliers, and a 10-man crew of operators driveways, parking lots, etc. and laborers for all civil work. Research Asst. & Internship — Grad. School Semiconductor Facility Program—Samsung Corporation, University of Texas, College of Civil Engineering and Austin, TX (1995-1996): John had dual responsibilities as a Construction Industry Institute (CII), Austin, TX (1990-1991): member of the construction management team, and as a While a graduate student in the Construction Engineering & member of the contractor team constructing the main project Management program in the College of Civil semiconductor building. John was the senior project engineer Engineering, John was a graduate research assistant to the responsible for setting up the management information director of the program (Dr. Richard Tucker, P.E.)who was also systems for the design-build fast-track $330M program for the the director of the CII. One notable project John assisted with construction management team and coordinated with the while working at CII was researching and drafting the client, design team, and contractors. Contractor team introduction and several chapters for the CII director, and responsibilities included management of staff, laborers, reviewing/editing the remaining chapters prepared by equipment, and materials, as well as managing the professors from other universities, and compiling, formatting subcontractors and suppliers. John also conducted progress and preparing the TOC, chapters, exhibits, appendices and meetings, pay estimates, RFIs, submittals, change orders, and index for a publication funded by the National Science managed project schedule and costs. Foundation on the Japanese construction industry. Wastewater Treatment Plant—US Army Corps of Engineers, This work and research led to a graduate student internship Holloman, New Mexico (1996): John was brought in to opportunity with one of the largest Japanese full-service perform a complete audit of the contractor's and independent engineering, land development, and construction companies, testing lab's daily reports, inspection records, and test reports the Taisei Corporation, in their Research & Development to determine if all contractually required testing was Division located in their corporate headquarters in Tokyo, performed. The audit was due to a government investigations Japan. John worked directly with their engineering researchers as a result of allegations made by a disgruntled former and scientists on the various construction methods and employee. John's detailed extensive audit determined that materials they were researching and developing. This research some tests were inadvertently not performed, but there was also included numerous site visits to various active construction no willful intention to save money or cut corners by not project sites around Japan, ranging from several mid-rise office performing the tests. The contractor proposed corrective fixes and residential buildings, to a highway tunnel project crossing for the tests that were not performed. The government under a bay constructed of precast concrete box segments, to investigation agreed with John's findings and with the several mega airport projects including the contractor's proposed fixes. expansion/renovation of the Haneda Airport, and construction South Oak Cliff Line Segment 1 and West Oak Cliff Line of the manmade island and connector bridge in Osaka Bay for Segment 1—Dallas Area Rapid Transit (DART), Dallas, TX the totally new Kansai International Airport. This research also (1994-1995): John was the project engineer on a new light rail included touring the research and development facilities of not system, including train stations. His responsibilities included only Taisei, but also the facilities of one of their major management of contractor's staff, laborers, equipment and competitors, the Kajima Corporation, where new methods and materials, and subcontractors and suppliers. John also worked materials were tested and developed. closely with the bonding company for the specialty light rail subcontractor to complete the projects. Projects — Carpenter's Helper Residential and Small Commercial Projects, Various Clients, Light Rail-Service and Inspection Facility—DART, Dallas, Texas Corpus Christi, TX (1975-1988): John worked on various (1993-1994): John was the chief field engineer on a large residential and small commercial projects as a carpenter's complex service and inspection facility. He was responsible for helper and estimator on weekends and summer breaks starting managing the field engineering staff to perform the in seventh grade and through college. Projects were primarily engineering, drawings, surveying, and construction layout and small private residential additions and remodels, with a few verification. John's responsibilities required reviewing the small office renovations, dentist office renovation, renovation contract drawings and specifications, as well as the product of several low income government housing units, and volunteer data, shop drawings, and field conditions to correlate the work to build various shelters and structures for a Boy Scout various design disciplines in order to develop a consolidated set camp. Updated: 3/24/17 John Montalvo Page 6 of 6 CITY OF CORPUS CHRISTI Submit Date: Mar 16, 2016 Application for a City Board, Commission, Committee or Corporation Profile James A Morgan First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? I District 1 3 years, 5 months If yes,how many years? Primary Phone Alternate Phone SVP Human Resources, IT & Corpus Christi Housing Authority Risk Mgmt Employer 3701 Ayers Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State 78415 Work Address-Zip Code James A Morgan Page 1 of 5 (361) 889-3352 Work Phone james.morgan@hacc.org Work E-mail address Preferred Mailing Address W Work Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) BS Accounting, CPA, SPHR Why are you interested in serving on a City board, commission or committee? Resume HR.doc Upload a Resume Demographics Gender W Male Verification James A Morgan Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No James A Morgan Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) James A Morgan Page 4 of 5 James A Morgan Page 5 of 5 James A. Morgan, SPHR, CPA Objective: To obtain a position within a responsible and growing organization, where I can contribute to improving organizational performance utilizing my accumulated human resources, financial and business management expertise. Profile: Human Resources: Employee Relations, HR Development and Training, HR Strategic Management, Comp and Benefits, Change Management, Workforce Planning and Employment, Recruiting/Staffing, Payroll, Risk Management. Software:ADP Payroll/HR Perspective HRIS,ABD HRIS, Dataforce HRIS, OrgPlus, EthicsPoint, Essential Learning. Profile: Financial & Organization Management: IT, Insurance, Controllership, Financial Systems, Mergers and Acquisitions, Budgeting, Treasury,Auditing, Cost Analysis, Project Management, General Ledger, Monthly Closings, Operations Analysis, Organizational Development, Operations and Improvement. Software: Oracle, QuickBooks, Peachtree, MS Office. Professional Experience: Corpus Christi Housing Authority Sr. Vice President for Human Resources, IT and Insurance: (October 2012-Present)—Directs the Human Resources, IT and Insurance functions for the housing authority (HA) operating in thirteen separate locations, serving 9,000 residents. - Member of the executive leadership team, setting strategic direction for HA's programs and structure - Responsible for all employee relation's activities including grievance procedures and corporate governance - Rewrote the HA's Personnel Policies and Procedures manual - Standardized new-hire procedures and documentation - Responsible for benefit selections, administration and employee communications - Improved recruitment and retention with changes to pay classifications, employee leave policies and pension plan - Initiated an awards program to recognize achievements and service at quarterly all-hands meetings - Developed and standardized HR metrics reporting for HA management and board of commissioners - Created new HR department. Implemented ADP Workforce Now HR and Benefits HRIS module and achieved major improvements in service delivery and internal/external perception of the department - Developed and managed departments budgets - Sourced and improved commercial liability, workers compensation and windstorm insurance programs - Upgraded critical enterprise network and wireless capabilities. Standardized PC software and operating system Morgan Consulting Group Business Consultant: (February 2010-September 2012)—Consulting engagements primarily in the areas of Human Resources,Accounting and Operations for established businesses and start-ups. Specific areas included HR policies and Procedures, recruitment and credentialing procedures, employee contracts, pay scale evaluations, payroll processing procedures, benefits evaluations, accounting system implementation, policies and procedures for billing and collections, client service agreements, creating website content, marketing plans and proprietary web based scheduling systems,. - Established administrative HR practices and procedures - Recruited staff and implemented credentialing standards for physicians - Developed client service agreements and physician employment contracts - Implemented accounting systems (QuickBooks Premier,ADP Payroll) creating procedures and practices for time/expense billing, payables, payroll, etc. - Designed pricing structures for client services - Directed development of proprietary online scheduling system for clients and physician associates -Wrote all content for client website and marketing materials - Designed and implemented marketing plans LFS Carolinas VP for Human Resources: (March 2008 to January 2010) — Directed the human resources department in all HR functional areas for this 500-employee not-for-profit human services agency. LFS served the regions' most vulnerable populations from four program hubs located in both North and South Carolina. - Member of the executive leadership team, setting strategic direction for agency programs and structure - Responsible for all employee relation's activities including grievance procedures and corporate governance - Responsible for benefit selection, communication and administration including restructure of agency pension plan -Active contributor in agency change management activities including agency restructuring, program management and delivery models. -Amended agency compensation practices including agency structure, incentive and awards programs - Improved compliance with employment related laws (Title VII, FSLA,ADA, FMLA, EEO, etc.) - Implemented e-learning system (Essential Learning) and corporate governance system (EthicsPoint) for all agency employees. Reduced cost and improved agency contract compliance reporting ability - Developed and standardized HR metrics reporting for agency management and board of directors - Created new HR department with accredited professionals Set high standards for department competence (ADP Payroll and ADP HR Perspective, Org Plus) and achieved major improvements in service delivery and internal/external perception of the department. Relocated the HR department from Raleigh to Charlotte, NC. - Develop and manage HR budget. Assisted program managers with understanding the budget process Morgan Resources, Inc. President/CEO: (1993 to 2007) - Developed and directed all aspects of this regional healthcare and administrative staffing company; human resources, financial, IT, training, and client service. The company recruited, and placed approximately 500 applicants per year. Human Resources: - Performed all staffing and recruitment activities for exempt and non-exempt professionals - Candidate sourcing, interviewing, assessment and placement (full cycle recruiting) - Salary and pay scale analysis. Benefits selection and administration - Client consultation/recommendation; advising clients on sensitive/difficult hiring and employment issues and problems - HRIS system selection and implementation for applicant tracking, hiring management and employee self-service - Developed training program for staffing consultants - Responsible for all employee relations activities, both internal and contract staff - Public Speaking engagements to management groups and associations on areas of human resources, specifically hiring practices and employment law Financial: - Budgeting and financial reporting - Banking relations. -Accounting systems and procedures -A/R,A/P, G/L, payroll, cash flow - Government reporting, Contracts, Compliance Business Operations: - Established strategic direction for company via detailed business plan and ongoing environmental scan - Overall business operations management and IT systems selection providing organizational capacity to support growth (Accounting, Client Service, HRIS) - Obtained major commercial contracts and government contracts with GSA and VA - Developed/implemented sales and marketing plans. Directed day-to-day sales/marketing effort of staff - Created company best practices, policies and procedures (administrative, accounting, personnel), brochures, forms, print ads ICI I Zeneca (Currently: BASF/AVECIA/AstraZeneca) Pan Americas Controller, Zeneca Colours, (1991-1993)— Internal promotion. - Financial, Human Resources, IT and Administrative executive with international responsibility for the Americas (1,200 employees in USA, Canada, Mexico, and South America).A$900 million international business unit specializing in textile dyes and specialty chemicals - Change Management/ Restructuring. Provided direction in achieving international business objectives including development and implementation of strategic business plans requiring realignment of manufacturing assets in Mexico and Brazil, and closure of facilities in the USA - Lead change agent in labor relations regarding facilities closures in the USA and downsizing in Mexico and Brazil. - Developed all budgets and forecasts for the Americas region - Provided timely and accurate consolidation and reporting of regional operating results and staffing metrics - Direct reports included country controllers, plant controllers, HR, and IT and managers in the USA, Mexico and Brazil Controller, Stauffer Management Company (SMQ (1989-1991)— Internal promotion. - Coordinated divestment of discontinued operations - Managed accounting staff for monthly closing and management reporting - Motivated and influenced colleagues having no direct reporting relationship to me - Preparation of all budgets/forecasts. Preparation and analysis of financial reports; Balance Sheet, P&L and Cash Flow Senior Financial Analyst (1987-1989)— Internal promotion. - Merger&Acquisition analysis and due diligence for ICI Group merger and acquisition activities in the United States - Monthly business commentary and cost variance analysis in support of Specialty Chemicals Division - Delivered formal presentations, executive business analysis and commentary for Specialty Chemical Division Education: BS,Accounting, The Pennsylvania State University, State College, PA. Certifications: Senior Professional in Human Resources, (SPHR) Certified Public Accountant (CPA). Certificate number CA-21000-L Military Service: US Navy. Honorable Discharge. Cryptographic Communications. TS SI Security clearance Professional Affiliations: Society for Human Resource Management (SHRM) CITY OF CORPUS CHRISTI Submit Date: Sep 23, 2016 Application for a City Board, Commission, Committee or Corporation Profile Merced V. Pena First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 70 years If yes,how many years? Primary Phone Alternate Phone Work Address-Street Address and Suite Number Mercedormybizness@a gmail Work E-mail address Preferred Mailing Address W Home/Primary Address Merced V. Pena Page 1 of 5 Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) High school, associate degree,counselor, administrator Why are you interested in serving on a City board, commission or committee? Demographics Gender V Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Merced V. Pena Page 2 of 5 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Merced V. Pena Page 3 of 5 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Merced V. Pena Page 4 of 5 Merced V. Pena Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Feb 29, 2016 Application for a City Board, Commission, Committee or Corporation Profile Heriberto A Pineda Jr First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 13 If yes,how many years? Primary Phone Alternate Phone US Gov Quality Assurance Specialist Employer Job Title 401 Battaan Work Address-Street Address and Suite Number Corpus Christi NAS CC Work Address-City TX Work Address-State Heriberto A Pineda Jr Page 1 of 6 78419 Work Address-Zip Code 361-961-5259 Work Phone heriberto.pineda@a navy.miI Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: Current member of the Board of Adjustment. Term is expiring. Heriberto A Pineda Jr Page 2 of 6 Education, Professional and/or Community Activity (Present) Defense Acquisition University Corpus Christi, TX United States. Major: Quality Assurance Relevant Coursework, Licenses and Certifications: Completed Fundamentals of Systems Acquisition management (ACQ 101) Risk Management (CLC 017) Basic Math (CLC 024) Introduction to Lean Enterprise Concepts (CLC 004) Modeling and Simulation for Systems Engineering (CLC 011) Technical Reviews (CLE 003) Introduction to lean Enterprise Concepts (CLE 004) Modeling and Simulation for Systems Engineering (CLE 011) Continuous Process Improvement Professionals (CLE 025) Contracting for the Rest of Us (CLC 011) Predictive Analysis and Quality Assurance (CLC 042) Certified ISO9001-2008 Lead Auditor, Serial No. 112282 Completed Government Ground Flight Representative GGFR Course Completed Fundamentals of Systems Acquisition management ACQ 101 Completed Intermediate Systems Acquisition ACQ 201 A/B Intermediate Production, Quality and manufacturing PQM 201 A/B Risk Management CLC 017 Basic Math CLC 024 Introduction to Lean Enterprise Concepts CLC 004 Modeling and Simulation for Systems Engineering CLC 011 Technical Reviews CLE 003 Introduction to lean Enterprise Concepts CLE 004 Modeling and Simulation for Systems Engineering CLE 011 Continuous Process Improvement Professionals CLE 025 Contracting for the Rest of Us CLC 011 Predictive Analysis and Quality Assurance CLC 042 July 2006- Completed Principles of Management course, May 1985- Shipboard Aircraft Fire Fighting, July 1985- Avionics Corrosion Control, July 1985- F/A-18 Armament Systems, May 1989- Shipboard Aircraft Fire Fighting, March 1990- TA-4J Aircraft Armament Systems, December 1991- Strike Armament Systems Intermediate Maintenance, October 1993- A/A47U-3 and A/A47U-4 Reeling Machine Launchers, July 1995- Introduction to Word processing, May 2003- Naval Explosives Safety Supervisors/Managers, May 2004- Navy Manpower And Personnel, December 2004- Consequence Management Planning Why are you interested in serving on a City board, commission or committee? Demographics Gender V Male Verification Heriberto A Pineda Jr Page 3 of 6 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Heriberto A Pineda Jr Page 4 of 6 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Heriberto A Pineda Jr Page 5 of 6 Heriberto A Pineda Jr Page 6 of 6 CITY OF CORPUS CHRISTI Submit Date: Dec 19, 2016 Application for a City Board, Commission, Committee or Corporation Profile Samuel Saldivar Jr First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 41 If yes,how many years? Primary Phone Alternate Phone HDR, Inc. Civil Program Leader Employer Job Title 555 N. Carancahua St, Suite 1600 Work Address-Street Address and Suite Number Corpus Christi Work Address-City TX Work Address-State Samuel Saldivar Jr Page 1 of 5 78401 Work Address-Zip Code 361-696-3325 Work Phone samuel.saldivar@hdrinc.com Work E-mail address Preferred Mailing Address 17 Work Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: I do not currently serve on any other City board, commission or committee. Education, Professional and/or Community Activity (Present) Bachelor of Science in Civil Engineering, Licensed Profession Engineer in Texas and Utah, Carroll Soccer Booster Club (2011-2015), President of Carroll Soccer Booster Club (2013-2015), Texas Society of Professional Engineers Nueces Chapter (Secretary, President-Elect 2015-2016) (President 2016 - current) Why are you interested in serving on a City board, commission or committee? SaldivarSamuel Master Resume 05 25 2016.docx Upload a Resume Demographics Samuel Saldivar Jr Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Samuel Saldivar Jr Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Samuel Saldivar Jr Page 4 of 5 Samuel Saldivar Jr Page 5 of 5 SAMUEL SALDIVAR 01 GroupSamuel Saldivar Civil . f Mr. Saldivar's design experience includes knowledge and design of horizontal and vertical alignments, super elevation, bridge layouts, traffic control, construction pollution mitigation, design cross-sections, earthwork, typical sections, utility layouts, plan and profile sheets, drainage details, hydrology, urban storm sewer design, bridge class culverts,striping layouts, signing layouts, retaining wall layouts, and construction management. RELEVANT EXPERIENCE 1W _W W V EDUCATION Bachelor of Science, Civil Engineering(Bachelor of A&W Highway Contractors, 11400 South at 1-15 Design Build,Salt Lake City, Science in Civil Engineering), UT Texas A&M Univ Kingsville, 1997 Construction/reconstruction of 11400 South from 3600 West to State Street(US-89); northbound and southbound 1-15 auxiliary lane construction from 11400 South to REGISTRATIONS 10600 South; an overpass over the UPRR/UTA railroad Right of Way at Professional Engineer, approximately 400 West; and a large overpass bridge structure to accommodate a Texas, United States, No. single point urban interchange (SPUI)at 1-15 and 11400 South. Mr. Saldivar 92638 Issued: 12/10/2003, designed a segment of the 11400 South road and provided design support for the (- Expires: 09/30/2016 15 corridor and SPUI. He had oversight of horizontal and vertical geometry and Professional Engineer, Utah, design cross-sections. He also coordinated the roadway design with multiple United States, No. 7339397- discipline teams that included structures, drainage, utility conflicts/relocation, 2202 Issued: 04/30/2009, proposed utilities, right of way acquisition, MOT(maintenance of traffic), signing, Expires: 03/31/2017 striping, and signal layouts. Role: Roadway Task Leader PROFESSIONAL A&W Highway Contractors, 11400 Interchange;State Street to Bangerter MEMBERSHIPS Highway Reconstruction,Salt Lake City, UT TSPE-Nueces Chapter(2015- current) HDR assisted Ames Construction with the development of preliminary engineering (concept and feasibility)design plans for a five-mile section of roadway to be INDUSTRY TENURE upgraded from a two-lane facility to a five-lane roadway, and a two-mile section of 19 years freeway, including the construction of a new single-point urban interchange(SPUI). HDR TENURE A&W Highway Contractors, 1-15 New Interchange at 11400 South Design-Build, 9 years Salt Lake City, UT OFFICE LOCATION Mr. Salvidar led a team to design the improvement of 11400 South from a rural Corpus Christi,TX section to an urban boulevard section for three miles. In addition, he assisted in developing geometry for the single-point urban interchange(SPUI). Responsibilities AWARDS included overseeing geometry, utility relocation, right-of-way acquisition, retaining Texas AGC/TxDOT Design wall, drainage, signing, striping, MOT, and cross-section development. Sam was Award (2004) involved with developing the"footprint"for the project which delineated the ROW needs for all parcels abutting the project limits.The project also won an award from DBIA- Rocky Mountain Region in 2011. Role: Roadway Segment 1 Lead Date: 08/2011 City of Corpus Christi,TX,2008 Bond Program Assistance, Corpus Christi, TX Provided preliminary engineering services to develop the scope, budget and schedule for 11 individual street projects as part of the CIP and Bond 2008 Issue SAMUEL SALDIVAR FN projects. These projects were each estimated to cost$10 to$12 million and required reconstruction to meet the City of Corpus Christi's Urban Transportation Plan. The projects included a full compliment of improvements to the utilities, storm water drainage, and roadway. Role: Design Engineer Date: 10/2008 City of Corpus Christi,TX,Airline Road Improvements, Corpus Christi, TX Bond 2008 improvements to Airline Road between Saratoga Boulevard and Rodd Field Road. Project consists of upgrading the existing two-land rural road without shoulders to a five-lane urban road with curb, gutter, and sidewalks.Also included utility upgrades and repairs(water,wastewater, gas)and significant stormwater improvements, as well as traffic signalization and area lighting improvements. City of Killeen, Texas, FM 2410 and US 190/Rosewood Dr. Overpass Project, Killeen, TX HDR prepared the application for the Pass-Though Finance Plan for improvements to three separate roadways including Farm to Market(FM)2410, extension of Rosewood Dr and a new US 190/Rosewood Dr grade-separated interchange.The application was successful and HDR prepared Categorical Exclusion (CE) environmental documentation for the FM 2410 portion of the project and plans, specifications and estimate(PS&E) package for the FM 2410, US 190/Rosewood Dr overpass and Rosewood Dr extension. These plans included acquisition of right-of- way, signing, pavement markings, traffic control, erosion control, pavement assessment and design, utility coordination and field surveying. In addition, due to the proximity of the project to Skylark Field Airport, FAA Form 7460-1 Notice of Proposed Construction or Alteration was prepared and submitted for both construction activities as well as the proposed final design. Role: Roadway Lead Date: 02/2015 City of Pflugerville, Pflugerville Parkway(Eastern Segment),Pflugerville, TX HDR was selected to provide schematic design and final plans specifications and estimates to upgrade a five mile segment of the 2 lane roadway to a 4 lane divided arterial roadway. The project incorporates TxDOT criteria based on the 4c funding provided by CAMPO. Additionally, HDR provided traffic warrants, and signal, roadway, and stormsewer design. Date: 06/2004 City of Round Rock,Arterial Storm Water Pump Station Preliminary Sizing, Round Rock, TX Provided services related to the design of an underpass for the City of Round Rock Arterial A under the Union Pacific Railroad. Date: 12/2001 City of San Antonio, Reed Road Improvements: Culebra to Military, HDR provided preliminary engineering and final design services for the Reed Road: Culebra to Military project, a$6.1M project to reconstruct and widen approximately 5,800 feet of roadway from a two-lane non-curbed section to three lane section to include left turn lanes, bicycle lanes, curbs, sidewalks, driveways, underground storm drain system and traffic signals. The scope of services included preparation of a Preliminary Engineering Report that outlined the controlling design criteria and set vertical and horizontal alignment allowing the right of way needs to be SAMUEL SALDIVAR ImN determined. Final design services included preparation of plans, specifications, and estimates. Date: 09/2010 Fort Bend Grand Parkway Toll Road Auth., Grand Parkway SH 99 Segment D Section 2 (New Territory Overpass),Sugar Land, TX Responsible for the design of PS&E of Section 2 of Segment D which included the overpass at New Territory Blvd. and two bridges over Ditch "M"south of New Territory Boulevard. The project also included the design of the main-lane pavement geometrics, 9 retaining walls, SWPPP, and construction cost estimates for the project along the SH 99(Grand Parkway)corridor. Date: 00/2014 Gignac Associates, Chaparrall Street Improvements, Corpus Christi, TX See PM Date: 07/2014 HDR Engineering,Arterial A Alignment(SA as sub to Austin), The City of Round Rock Public Works Department contracted HDR's Austin office to prepare plans, specifications, and estimates for a new alignment of a 6-lane major arterial divided roadway. The project limit was from Joe DiMaggio Boulevard to Forest Creek Drive,totaling 1.14 miles. Project elements included retaining walls, storm sewer system, Chandler Creek Bridge and Brushy Creek Bridge and a railroad bridge over Arterial A. The San Antonio office assisted with preparing plans for drainage, SW3P, traffic control plans, signing and striping. Role: Transportation Engineer Date: 02/2008 HDR Engineering,U.S.Army Corps of Engineers-Fort Worth ECSO IDIQ, Rio Grande Valley Border Fence,engineering subcontract This project entailed providing metes and bounds surveys and legal deed descriptions associated with the proposed "Border Fence". The project limits included Starr, Cameron, and Hidalgo Counties. Role: Project Manager NAVFAC Southeast, NAVFAC SE IDIQ, Basewide Signage Field Inspection and Design,Corpus Christi Naval Air Station, TX HDR helped the Navy achieve signage uniformity and consistency by conducting field work to catalogue and inventory existing signs. Five engineering plan sets were prepared for sign replacement. Role: Project Manager Date: 10/2010 Port Authority of San Antonio,TIGER Grant Application,San Antonio, TX Mr. Saldivar coordinated communication between the Port of San Antonio, HDR, and Pape-Dawson. He led the team in laying out horizontal geometry, planning conceptual drainage improvements, opinions of probable cost, and project schedules for a preliminary engineering plan and estimate of probable cost for TIGER grant application. Role: Project Manager Date: 09/2009 TXDOT- Dallas District,US 75 Reconstruction,McKinney, TX The HDR Team designed 3.3 miles of the reconstruction of US 75 through McKinney, Texas including two diamond intersections, one single point urban SAMUEL SALDIVAR ImN interchange, eight mainlanes, new ramps and new frontage roads. TxDOT- EI Paso District, Evergreen 2006,EI Paso, TX HDR was selected by TxDOT- EI Paso for a two year evergreen contract. One Task Order has been issued for the rehabilitation of IH-10 in EI Paso County. This project is the rehabilitation of 4.77 miles of existing east-and west-bound frontage roads. The work is overlay, mill and inlay, and base repair to be done at specific locations as designated by TXDOT. The project also included rehab of 0.84 miles of mainlanes and base repair and resurfacing of one exit ramp. Role: Project Manager Date: 07/2008 TxDOT Houston District,TxDOT Houston IH 45/IH 610 Direct Connector TxDOT Houston,Houston, TX HDR prepared PS&E for IH45 south to IH610 east direct connector, SH35 south connector, IH45 bridge widening at Woodridge, IH610 bridge widening at Telephone and IH610 bridge widening at Broad and IH610 widening for approximately 2.5 miles. Date: 00/2014 TxDOT- Pharr District, Border Safety Inspection Facilities, HDR was selected for the development of Border Safety Inspection Facilities,which will provide the needed safety inspection of trucks at the Port of Entry while providing for optimum through put of the inspected trucks. Key project elements are inspection bays, roadway elements, queuing areas, parking areas,weight-in-motion (WIM)scales, support buildings and coordination of facilities with the INS using Intelligent Transportation Systems. Role: Transportation Engineer Date: 06/2009 TxDOT-San Antonio District, Planning Evergreen, Task Order 1-SH16/SH46:The project consisted of designing a conceptual intersection layout that upgrades an existing 4-lane undivided highway with at-grade intersections to a 4-lane divided highway with a grade separation at the intersection of SH16 and SH46. Allowance for future lanes was included. HDR provided horizontal and vertical alignments, ROW impact analysis, retaining wall analysis, matrix outlining the options for alignments, construction cost, and ROW impacts/costs. Role: Project Engineer TxDOT-San Antonio District, US 281- Loop 1604 Revisions,San Antonio, TX HDR designed the revised geometric alignments to allow for the addition of proposed tolled managed lanes along Loop 1604 and direct connectors that feed traffic into and out of the proposed managed lanes of Loop 1604 onto the proposed general purpose main lanes of Loop 1604 and US 281, as well as the proposed tolled main lanes along 281 N. HDR provided associated cost estimates and constructability reviews for each of the proposed eight direct connecting bridge structures and approach roadways. Role: Transportation Engineer Date: 01/2008 TxDOT-Waco District,US 190 Reliever Route, Copperas Cove, TX The HDR Team will design the US 190 Bypass around Copperas Cove,Texas.The project is a new location and will include engineering a four-lane freeway with grade SAMUEL SALDIVAR FN separations. The design will consist of freeway mainlanes, cross street bridges, entrance ramps, exit ramps and the moving of an existing landfill from the right of way of the proposed bypass. USPS,USPS WO#4-Cedar Elm Paving,San Antonio, TX HDR was responsible for the redesign of the existing layout of the Cedar Elm Postal Facility. This included revising the site layout to accommodate increased traffic loads, circulation plan, drainage design, site grading,ADA compliance, demolition and cost estimates. Date: 07/2008 NON-HDR EXPERIENCE Kostoryz Road Widening, Corpus Christi,TX Widened 2 lane urban road with roadside ditches to a 5 lane curb and gutter section. Designed Vertical Alignment. Performed Hydrologic Analysis for contributing drainage areas. Designed the curb and gutter storm system. Designed the Design Cross-Sections and calculated earthwork volumes. Role: Engineer In Training SH 2861 SH 358 Interchange Upgrade existing interchange from 3 legs to 4 legs with direct connectors and clover leaf ramps. Designed storm sewer system for interchange. Designed grading layouts. Designed horizontal and vertical alignments for minor roadway sections. Designed soil nailed wall layouts. Role: Engineer In Training SH 35 Upgrade a rural 2 lane road to a rural 4 lane divided. Designed the Pavement Structure. Designed the striping layout and calculations. Role: Engineer In Training SH 89 Design of rural 4 lane divided highway with 8 grade separations. Designed vertical and horizontal alignments, designed cross-sections&earthwork volumes, coordinated hydrology&hydraulics. Oversight of traffic control plan, bridge layouts, P&P sheets, and retaining wall layouts. Role: Project Manager US 181 Phase 2 Widen a 4 lane divided to a 6 lane freeway facility with overpasses. Designed Striping Layout and Calc's. Designed curb and gutter storm sewer for frontage roads. Designed driveway pipes for side streets. Role: Engineer In Training US 181 Phase 3 Designed vertical and horizontal alignments for mainlanes and ramps. Created design cross-sections and calculated earthwork volumes. Oversight on drainage design. Designed traffic control plan. Oversight of SW3P. Role: Project Manager US 59 Super 2 Design of intermittent passing lanes from Beeville to Goliad. Managed total P.S.&E. Designed bridge class structure and traffic control plan. Oversight of P&P sheets, culvert structure sheets, SW3P sheets, striping and signing sheets, and design SAMUEL SALDIVAR FN cross-section work. Role: Project Manager US 77 Rehabilitation Rehabilitate a 5 lane curb and gutter section. Designed the striping layout for the project and calculated associated quantities. Layout consisted of a five lane curb and gutter section which included a TWLTL and multiple school crossings. Role: Engineer In Training CITY OF CORPUS CHRISTI Submit Date: Dec 01, 2016 Application for a City Board, Commission, Committee or Corporation Profile Mario Tarver First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 1 If yes,how many years? Primary Phone Alternate Phone U.S. NAVY Naval Aviator Employer Job Title 504 Bataan Way Work Address-Street Address and Suite Number Corpus Christi Work Address-City TX Work Address-State Mario Tarver Page 1 of 5 78401 Work Address-Zip Code Mario.Tarver@a navy.miI Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) BS in Aerospace Science Engineering ATP, Civil Air Patrol member, Organization of Black Aerospace Professionals Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Mario Tarver Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Mario Tarver Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Mario Tarver Page 4 of 5 Mario Tarver Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Nov 16, 2016 Application for a City Board, Commission, Committee or Corporation Profile Barry R Thornton First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 5 Current resident of the city? Yes f- No 30 If yes,how many years? Primary Phone Alternate Phone Retired , DHS/CBP Air & Marine Program Manager Employer Job Title 4306 Crested Butte Dr. Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State Barry R Thornton Page 1 of 5 78413 Work Address-Zip Code 361 8509844 Work Phone barry.thornton@gmail.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? AIRPORT BOARD: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) BAST, Aviation Management, Thomas Edison State University Level I Program Manager U.S. Customs and Border Protection (Air & Marine Div) Why are you interested in serving on a City board, commission or committee? Resume BRT.docx Upload a Resume PM.pdf Please upload any additional supporting documents. Demographics Barry R Thornton Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Barry R Thornton Page 3 of 5 Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r No Does your employer or your spouse's employer have a City contract? Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? rYes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Barry R Thornton Page 4 of 5 Barry R Thornton Page 5 of 5 Resume for Barry R. Thornton I have recently retired from the Federal Government and am seeking to fill a vacant position on the Corpus Christi International Aviation board where my forty-five years of aviation related experience could be called upon to assist the Board and City Council in any way possible. Experience 2008-2016 - Program Manager- U.S. Customs Air and Marine Program (P-3 aircraft) 2003-2008 - Aviation Maintenance Officer - U.S. Customs Air and Marine Program (P-3 aircraft) 1995-2003 - Aviation Maintenance Inspector - U.S. Customs Air and Marine Program 1990-1995 - Flight Engineer - U.S. Customs Air and Marine Program 1989-1990 - Assistance Site Manager - Northrop Aircraft - US Customs maintenance 1985-1989 - Instructor/Curriculum Development Supervisor - US Navy 1983-1985 - Air Wing Flight Deck Coordinator - USS Independence (CVA-62) 1980-1983 - Attack Squadron Flight Deck Coordinator - USS Eisenhower (CVN 69) 1976-1980 - Reconnaissance Squadron Maintenance Control Chief/Flight Engineer 1972-1976 - Antisubmarine Squadron Flight Engineer/Quality Control Manager 1969-1972 - Aviation Power-Plants Technician Education 1963-1967 - Amherst Regional High (HD) 1970-1974 - University of Maryland (core course work) 1975-1980 - Embry-Riddle Aeronautical University (core course work) 1985-1988 - Thomas Edison State University (BAST Aviation Management) Federal Aviation Administration Licenses Airframe & Powerplant Mechanic Turbopropeller Flight Engineer Homeland Security Certified Acquisition Professional Program Manager - Level I In recognition as a professional in the acquisition career field as evidenced by the attainment of experience, education and training goals prescribed by the Department of Homeland Security, this certificate is presented to Certification Expires: December 30, 2012 Barry R. Thornton Date of Issuance: December 30, 2008 Certified Acquisition Professional Since: December 30, 2008 Donna Jenkins Chair, DHS Acquisition Certification Board City Of Corpus Christi ARTS & CULTURAL COMMISSION BOARD DETAILS The Arts & Cultural Commission recommends the SIZE 9 Seats use, location, lease or purchase of works of art to be TERM LENGTH 3 Years considered a part of the beautification or cultural development of the City; to advise owners of private OVERVIEW Years property in relation to beautification of their properties; to prepare specifications for the maintenance of works of art and to inspect such work for the guidance of the City departments concerned; to advise with respect to the design of buildings, bridges or other structures on city property if submitted to the Commission; to study and evaluate the activities in and the uses made of the Bayfront Arts & Science Park, and to plan the Park's development for future activities and uses. _................................................................................................................................................................................................................................................................................................................................................................................ COMPOSITION Nine(9)members appointed by the Mayor subject to confirmation by the Council F-Ek for three-year terms to provide advice on beautification and cultural development of the City. The Commission shall represent the following categories: (1) Marketing representative(1) Economic Development/Tourism representative; (1) Public Space/Public Art representative; (1)Youth/Education representative; (1) DETAILS Performing Arts representative; (1)Visual Arts representative; (1)Architecture representative; (1) Higher Education representative;and (1) Business Development Groups/Corporate representative.The Commission may organize and elect a Chairman annually and adopt such administrative procedures as are necessary to accomplish its purposes. .. .. . . . .. .. .. . . . . . ........................................................................................................ CREATION/AUTHORITY Sec.2-100,Code of Ordinances.Ord. No.8288- 12-21-66;8894-6-5-68;9758- 5-20-70; 19663-3-10-87; M89-0239-8-29-89;20294-5-3-88;20674-5-16-89. 023432-9-8-98;028819 10/26/10. _.............................................................................................................................................................................................................................................................................................................................. MEETS 4:00 p.m.,2nd Tuesday of every month,Galvan House-Heritage Park, 1581 N. Chaparral, Corpus Christi,TX 78401 ........................................................................................................................................................................................................................................................................................ TERM DETAILS Three-year staggered terms. _.............................................................................................................................................................................................................................................................................................................................. DEPARTMENT Parks and Recreation Department ........................................................................................................................................................................................................................................................................................................._______.. OTHER INFORMATION ARTS & CULTURAL COMMISSION Page 1 of 1 Arts and Cultural Commission March 27,2018 One(1)vacancy with term to 9/1/19 representing the following category: 1-Public Art/Public Space(Note:Appointed by the Mayor,subject to confirmation by the City Council.) Shelly M Rios ARTS&CULTURAL COMMISSION Resigned District 4 1 9/1/19 Public Art/Public Space John R Borys ARTS&CULTURAL COMMISSION Active District 4 Partial 9/1/18 Marketing Sarah E Coles ARTS&CULTURAL COMMISSION Active District 2 1 9/1/20 Youth/Education Nicholas P Gignac ARTS&CULTURAL COMMISSION Active District 4 1 9/1/20 Architecture Cathy Harrison ARTS&CULTURAL COMMISSION Active District 4 2 9/1/18 Economic Dev./Tourism Hilda Lamas ARTS&CULTURAL COMMISSION Active District 4 1 9/1/19 Performing Arts Carolyn M Mauck ARTS&CULTURAL COMMISSION Active District 4 1 9/1/20 Higher Education Laura A Petican ARTS&CULTURAL COMMISSION Active District 4 1 9/1/18 Visual Arts Sharon Sedwick ARTS&CULTURAL COMMISSION Active District 5 1 9/1/19 Business Dev.Groups/Corporate Rep. Arts and Cultural Commission Applicants April 10,2018 MOORS Business Dev./Corp.Rep., Public Art/Public Space, Youth Education, Fernando Fernandez Jr. ARTS&CULTURAL COMMISSION District 3 Flour Bluff ISD 2SOS Waldron Rd. Corpus Christi TX Performing Arts Business Dev./Corp.Rep., Public Art/Public Space, Youth Education,Higher Education, Economic Development/Tourism, Ramon Gutierrez ARTS&CULTURAL COMMISSION District 1 Spectra Food Services 402 Harbor Dr. Corpus Christi TX Marketing,Performing Arts Public Art/Public Space, Jennifer Mitchell-Vulpi ARTS&CULTURAL COMMISSION District Retired Performing Arts Jake ATrevino ARTS&CULTURAL COMMISSION District Cc Area Oil Spill Control 1231 Navigation Blvd Corpus Christi TX Public Art/Public Space Mayra V Zamora ARTS&CULTURAL COMMISSION District 4 Self-Employed Corpus Christi TX Public Art/Public Space CITY OF CORPUS CHRISTI Submit Date: Feb 05, 2018 Application for a City Board, Commission, Committee or Corporation Profile Mr. Fernando Fernandez Jr. Prefix First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 3 (Note: If you do not know your district click here) Current resident of the city? Yes ;- No 18 If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone Flour Bluff ISD Director of Vocal Ensembles Employer Job Title 2505 Waldron Rd. Work Address-Street Address and Suite Number Mr. Fernando Fernandez Jr. Page 1 of 6 Corpus Christi Work Address-City TX Work Address-State 78418 Work Address-Zip Code 361-694-9031 _ Work Phone ffernandez@flourbluffschools.net Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted CORPUS CHRISTI CONVENTION & VISITORS BUREAU: Submitted MUSEUM OF SCIENCE AND HISTORY ADVISORY BOARD: Submitted SISTER CITY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: Education, Professional and/or Community Activity (Present) Aransas Pass HS Graduate, Undergraduate studies: Phillips University (Enid, OK), St. Gregory's University (Shawnee, OK), Graduate studies: TAMUCC; Board President- Harbor Playhouse; Director of Traditional Music- St. Luke's United Methodist Church; TMEA (Texas Music Educators Assoc. vocal division vice-chair/chair); Freemason; TCDA (Texas Choral Directors Assoc.); TMAA (Texas Music Adjudicators Assoc.) Mr. Fernando Fernandez Jr. Page 2 of 6 Why are you interested in serving on a City board, commission or committee? To help serve the city and citizens of Corpus Christi. To help share new ideas and implement them into action. To bring a greater awareness on any committee I serve on and represent the city and its citizens with honor and dignity. currentresFFJnonm_ usic.doc Upload a Resume Please upload any additional supporting documents. Demographics W Hispanic Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. I I Agree Mr. Fernando Fernandez Jr. Page 3 of 6 City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (-- No Mr. Fernando Fernandez Jr. Page 4 of 6 Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r., No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes (:- No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. none of the above were a yes Board-specific questions (if applicable) Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? P Public Art / Public Space P Youth / Education • Business Development Groups / Corporate Representative • Performing Arts (music, dance, drama, film) Mr. Fernando Fernandez Jr. Page 5 of 6 Question applies to CORPUS CHRISTI CONVENTION &VISITORS BUREAU Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Attraction Industry Question applies to MUSEUM OF SCIENCE AND HISTORY ADVISORY BOARD Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? 17 K - 12 Education 9 Business Community Question applies to SISTER CITY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? I'J Advertising/Public Relations Arts/Cultural Mr. Fernando Fernandez Jr. Page 6 of 6 Fernando Fernandez Jr. Professional Profile I possess strong skills in managing and maintaining resources, creating a classroom environment that is enthusiastic and yet conducive to learning- challenging and encouraging students to achieve beyond their potential-while providing a quality education, compassionate mentoring, and holding true to the ideals and principles of an honest life. I am confident that I posses the knowledge, skills, desire, and capabilities to immediately assume a role within a city board committee. I would gladly welcome an opportunity to discuss your goals and objectives as well as my abilities to fulfill your requirements. I feel that my skills, experience, ability and enthusiasm would be an asset to the city of Corpus Christi. Thank you for your time and consideration of my qualifications. I look forward to hearing from you soon. • 17 years Texas Public Schools • Band/Orchestra Director • 2 years Illinois Private Schools • Music Director for HS/Community • 2 years Oklahoma College and Public Schools Musicals • Minor piano accompaniment skills • Music Minister- United Methodist • Composer and Arranger • Mentor for TAMUCC Educator Prep. • Private Voice and Brass Studio Experience • TMEA Region Chair/Vice-Chair (14 years) • Bilingual (English-Spanish) Professional Experience Flour Bluff Junior High and High School, Corpus Christi, TX September 2001 - Current Director of Vocal Ensembles Achievements: • 48 TMEAArea Candidates / 15 TMEAAII-State Choir Members • "1" Concert Ratings on stage for 9 of the last 12 years • Gained $15,000+ in donations for the High School Choir • TM EA Region XIV Vocal Chair (4 terms)/Vice Chair (3 terms) • Fine Arts representative for SBDM committee at high school (2 terms) • Raised performance and quality standards in both JH and HS programs • Earned highest success rate in the program's history • Nominated for Who's Who Among America's Teachers (2005,2010) • Named a Claes Nobel Educator of Distinction (2007) • 2nd Runner-up Krispy Kreme Doughnuts Teacher of the Year (2010) Responsibilities: • Coordinate JH to HS program's musical transition - 2 - Fernando Fernandez Jr. • Maintain standards of excellence and high level of competitiveness within all HS junior varsity and varsity choirs • Prepare the choirs for concerts, contests and various public and private performances — provide piano accompaniment when able • Develop and maintain beginning and auditioned classes for JH choir program • Select appropriate repertoire for performances and contests and maintain the JH and HS choral libraries St. Luke's United Methodist Church, Corpus Christi, TX August 2006 —Current Minister of Music Achievements: • Raised performance quality and varied musical repertoire • Started `College Singer' scholarships with a$5,000 donation • Increased choral selections performed to (2) per service • Earned choir's first-time invitation to perform at UMC Annual Conference • Increased awareness and participation in the choir and hand bells • Gained $40,000+ in donations for the music ministry programs Responsibilities: • Select and schedule appropriate literature one month in advance • Direct Chancel Choir and Hand Bell Ensemble in rehearsal and services • Serve as liaison to the Pastor and assist in the liturgy planning • Manage the music library and maintenance on all musical equipment • Lead the congregational singing weekly in service Marmion Academy, Aurora, IL January 2000—June 2001 Dorm Prefect and Music Faculty Achievements: • Expanded Cantorial Choir to double the membership • 4 of 6 studio voice students landed lead roles in school musicals • Student Council prepared more programs and became more active • Named to Liturgy committee for all-school masses • Increased interest in boarding program Responsibilities: • Translator for outreach programs and for LEP students • Maintain budgets for student council, music classes, and dorms • Assist head Band/Choir director as needed or assigned • Supervise all student council events and advise as to school policies • Support, nurture and guide 35-50 HS boys within the Catholic boarding school environment St. Gregory's University, Shawnee, OK May 1999 —October 1999 Coordinator for Student Activities - 3 - Fernando Fernandez Jr. Achievements: • Planned and Coordinated Freshman Orientation and Homecoming • Created and directed University Jazz Band • Served as sponsor/advisor for a sorority and Hispanic Awareness Club • Created on-campus tradition of"Coffeehouse Nights", streamlined the procedures for Greek Council business, and implemented Robert's Rules of Order into the student senate Responsibilities: • Create and maintain budgets for all dorm and student body activities • Supervise the dorm staff and serve as live-in advisor • Create and maintain a monthly calendar of events/website- coordinating with all other clubs and organizations • Recruit members and rehearse the jazz band weekly Education Texas A&M University- Corpus Christi, Corpus Christi, TX Masters in Secondary Education (6 hrs. to completion) St. Gregory's University, Shawnee, OK BA in Humanities (Music) May 1999 Phillips University, Enid, OK Undergraduate Study in Music and Liberal Arts August 1993 -July 1998 References --Available upon request-- - 4 - Fernando Fernandez Jr. - 5 - Fernando Fernandez Jr. Mentoring, Clinics, and Assignments: Texas Shrine Assoc. State Convention- Chanters Unit Contest Judge (May 2005) Pre-Service Teacher Mentor for TAMUCC (2001-2015) Student Teacher Mentor and Trainer for TAMUCC (2001-2003, 2005-2008,2010,2015) CCISD Choral Showcase Adjudicator/Clinician (2008-2010,2014-2018) All-State Choir Camp Instructor for Del Mar College (2003-2017) All-Area Master Chorus Coordinator (March 2005,2014-15) UIL Concert and Sight Reading Contest Site Host (2002-2004, 2006-2017) TMAA Active Choral Adjudicator State-wide (2012-2018) Original Compositions Commissioned and/or Performed: (More complete catalogue available upon request) Latin A Cappella(SATE Collection): arr. Deke Sharon/ed.Anne Raugh (served as editor/advisor)^ A Little Dancing Song (low brass trio)** Serend ipity-doo-dah (woodwind quintet)** Morning View from the Mountain (piano)* Funkadelic Piano #1 (piano)** Going Home, Tonight (piano)* Canciones de Amor Prohibido: Prelude (piano)* Hilah Adonai (SATB and piano)*** A Choral Litany(SATB and piano)** The Wizard of OZ:An Original Musical Setting (piano, synthesizer and voice)** Take, O Take Those Lips Away(TTB choir w/cello, piano) Ode to Music (SATB w/brass, piano)** Ave Maris Stella (SAB w/violin, piano) Madrigal (SSAw/piano) Two Settings from Dante's Divine Comedy (SATB choir and piano) What Color is God's Skin (arr. for SAB w/piano) ** Angels Divine (arr. for SSAA a cappella) *University Press Published **Commissioned Work ^Commercial Publication Professional Organizations: TMEA-Texas Music Educators Assoc. (Vocal Chair/Vice Chair - Convention Presider/Presenter) TCDA-Texas Choral Directors Assoc. (Convention Team - Door Prize Committee) TSTA-Texas State Teachers Assoc. (member) TMAA—Texas Music Adjudicators Assoc. (Permanent List member) Oso-Naval Masonic Lodge No. 1282 (musician, member) Mu Phi Epsilon- Professional Music Fraternity (chorister, alumni relations, president, donor) St. Gregory's Univ. Hispanic Awareness Student Association (member, advisor, donor) St. Gregory's Abbey—Shawnee, OK(donor) Harbor Playhouse- Board of Directors (president, donor) Corpus Christi York Rite- Chapter 91 RAM, Council 55 R&SM, Commandery 57 KT (inactive) AAONMS-Al Amin, Shriners (inactive) Major Research Papers in Music and Education: Public School Music Teacher:A Hands-on Curriculum for Texas Choral Directors Streamlined "Hunter" Lesson Plans for Undergraduate Music Teaching Experiences An Approach and a Curriculum for Undergraduate Secondary Music Methods Class The Art Songs of Modest Mussorgsky Shostakovich, Mussorgsky and the Rayok:An Anti-Political Art Song Movement Music on the Theme of the Blessed Virgin Mary up to the Renaissance Wagner vs. Brahms: Who was the Real Modernist? Losing Their Marbles: The Castrati Story Edgard Varese, the 20th Century and Musique Concrete:An Analysis Kaddish, Leonard Bernstein, and the Inner-Emotions of Symphony No. 3 - 6 - Fernando Fernandez Jr. Musical Experience: St. Luke's United Methodist Church Director of Traditional Music (2006-current) Singer/Actor- Harbor Playhouse (2012-2018) United Methodist Church Annual Conference Mass Choir- conductor (2006,2008,2012,2014) Corpus Christi Chorale/Del Mar Master Singers (2010, 2014-15) Musical Director/Conductor:Annie (2006), The Sound of Music (2007), Into the Woods (2008), Really Rosie (2009), You're a Good Man, Charlie Brown (2014), Carrie: The Musical (2015) St. John's United Methodist Mixed Choir and Men's Chorus (2004-2006) Oso-Naval Masonic Lodge Musician (2003-2008) Al Amin Shriners- Chanters Unit (2004-2005) Vocal Coach for Marmion Musicals-Joseph and Technicolor Dreamcoat, Carousel(2000, 2001) Enid-Phillips Symphony Orchestra(1993-95) - Principal Tuba Phillips University Wind Ensemble (1993-98) -Tuba and Euphonium P.U. Jazz Ensemble (1995-97) -Tuba and Bass Trombone P.U. Brass Ensemble (1994-97) -Tuba Enid Community Band (1994, 1995) -Tuba and Euphonium OMEA Inter-Collegiate Honor Band (1996) -Tuba Phillips University Concert Choir (1993-98) -Tenor, composer-in-residence P.U. Chamber Singers (1993-94, 97-98) -Tenor/Baritone, student conductor St. Gregory's University Chorale (1999) - Baritone, Composer-in-residence St. Gregory's University Theatre Dept. (1998-99) - Twelfth Night as Sir Toby Belch, The Fantasticks as EI Gallo and musical orchestrator for Androcles and the Lion The Educational Philosophy of Fernando Fernandez Jr. My educational philosophy is not a short-term thought creation, but rather is drawn from a lifetime of learning and encouraging others. It stems from my positive and negative experiences as a student, my training and insight as an active classroom teacher, and being a life-long advocate for the fine arts and higher education. I believe that these following things should be practiced and displayed every day within my classroom-the students will: smile,learn to achieve beyond their potential, feel safe and comfortable, leave every day with a song in their heart, have a desire to succeed, learn and improve from their mistakes, and when they graduate will support the fine arts their whole life long. I feel that a student needs to be exposed to and learned in the core areas: reading, writing, mathematics, history, science, languages, and civics. The supplementation of the fine arts to this core area makes for a well versed and knowledgeable student and citizen. In the classroom,the use of Socratic dialogue has been time-tested and proven to be an advantageous strategy to use for the encouragement of higher level learning and thinking. The practice of intellectual and moral discipline strategies are at the heart of the fine arts classroom.Although the classroom learning intensity changes from day to day in a rehearsal setting,there is still an underlined uniformity to the class. This feeling of continuity makes the students comfortable, and also trains them for the uniformity of life in the workplace. Intelligent and frequent discussion is the key to a successful classroom as well. If the teacher does not take time to talk with their students and learn from them, then they will never learn how best to reach and teach them. Learning from our students can be the most thought provoking and humbling thing we ever do as a teacher.Always be in charge and the ultimate authority figure,but leave room for their thoughts,input, and discussion. Therefore,the school of thought I feel most comfortable aligning myself with is that of Essentialism. I feel that the aim and purpose of schooling should be to teach our children all they will need to survive in the realities of the work place,the world of higher education,the rigors and responsibilities of family life, and most importantly respect for themselves and others. Through the academic core areas they learn all they need to not only pass the state mandated tests,but to function as a conversant citizen. - 7 - Fernando Fernandez Jr. Reading, writing, mathematics, science, history, and technology applications are essential to success and for a well-rounded individual. They train and develop them into being able to serve in a job with competency, attend a higher level of schooling with a ground basis of core knowledge to draw from, and they help them to help their families.A quality education is life-long and benefits everyone whom they may come in contact with-be they friend, family, co-worker, or stranger.While the core content is important to success,the fine arts are where they learn heightened states of discipline and self-awareness, collaborative learning, fostering an appreciation and understanding for life's complexities, and a craft they can use for education, recreation and relaxation their whole life long. Through a quality fine arts education the students will learn both world and music history, foreign languages,reinforcing mathematic basics, solving higher-order thinking puzzles and instances, applications of arts in everyday life,passion for the arts, nostalgia and a sense of"home away from home", and a desire to continue a life-long track to success. Their individual or group success at contests and in concerts propels them forward and creates that desire in their hearts to continue on this track their whole life. Since the days of Plato as an educator, the inclusion of the fine arts has been considered to not only be core to creating a well-rounded citizen, but an outstanding one at that. I believe that instruction should be delivered in a precise, concise,interesting, and enjoyable tone and manner. The student should enter the room with the desire to want to learn as much as they possibly can within the class'length. They should be encouraged and pushed a little into higher level content and repertoire in class. The material should be relevant, cross-curricular, stimulating, and presented in a logical sequence. The length of the class period should be utilized to the fullest; making sure that instruction is the primary objective and also making each minute count. The students will be actively engaged in learning or creating something for every minute they are in my classroom. I will only accept the best possible work from them and strive to encourage them to continually improve themselves. Through my continued education and development, I will show my students first hand that learning never stops and share my continued fascination with learning. The best way for me to be knowledgeable and up- to-date on current trends and issues affecting my students and my field is by committing myself to professional development sessions as they become available. I will annually attend conventions and sessions offered by Texas Music Educator's Association and Texas Choral Director's Association to keep abreast on these issues and trends. I will also actively follow and read journals in education and music education to make sure I am practicing the very best teaching I possibly can.A teacher who does not continue their learning is not only hurting themselves but ultimately their students. Only the highest quality materials and supplies should be used in the classroom; as the program budget allows. The classroom should have an active layout and design; one that is both inviting and inspires creating and learning. The ultimate goal of instruction is to model and teach; not just content,but life skills, character, success, and a love for life long learning. I believe that in my classroom, students have a chance to voice their opinions, thoughts and questions in an environment that encourages and enlightens. They have a say in what music we program, how many performances we offer, how best to reach the community and give back, how best to assist them in learning difficult sequences, and how the music and class makes them feel or think. The students will be taught to get along with everyone,by my lead and example, and will learn a guided form of peer mediation when a problem arises. There will be no room for intolerance of others, and harmony, both in the music and in the class'relations, will be a large part of the ultimate goal for my daily classroom. There is an air of respect and courtesy in the classroom for all administrators,visitors, parents, classmates, and instructors. I, as the teacher, set the tone for their behaviors; and they will follow my lead and example when dealing with others. Every one from every background is always welcome, and made to feel especially welcome in the classroom at any time. I will never speak ill of a colleague or parent in front of any students, or others on the staff, and will treat my colleagues and parents with the same courtesy and respect I expect of them. For my parents, I will be available to them via conference period, phone, or email for their assistance or inquiry. They will be treated in a dignified manner and their issues addressed always with sensitivity, a professional tone of voice and a look of confidence-no matter how upset or hostile they may be or become.As for my colleagues, we should hold and respect the rules and - 8 - Fernando Fernandez Jr. standards laid out for us by both the state and the school district.Also,the less time I spend in the faculty lounge will be the best time I spend with my colleagues in conversation. J.S. Bach once wrote, "The aim and final purpose for all music should be nothing else but the glory of God and the refreshment of the spirit." Since I teach in a public school,it is all done for the refreshment of the spirit; and the glory of God is secretly in every individual's heart. These are the things I believe to be essential to a quality education, and are in turn the credo for my personal education philosophy. CITY OF CORPUS CHRISTI Submit Date: Jun 21, 2016 Application for a City Board, Commission, Committee or Corporation Profile Ramon Gutierrez First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 1 Current resident of the city? Yes f- No 19 If yes,how many years? Primary Phone Alternate Phone Spectra Food Services Events Manager Employer Job Title 402 Harbor Dr. Work Address-Street Address and Suite Number Corpus Christi Work Address-City Texas Work Address-State Ramon Gutierrez Page 1 of 5 78401 Work Address-Zip Code (361) 879-0125 Work Phone rg.eventsproducer@gmail.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: The Corpus Christi Ride-in Theater Board Education, Professional and/or Community Activity (Present) MFA Management) Producing California Institute of the Arts MBA Business Management Texas A&M - Corpus Christi Why are you interested in serving on a City board, commission or committee? RG Professional Resume.pdf _ Upload a Resume Demographics Gender W Male Ramon Gutierrez Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Ramon Gutierrez Page 3 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r- YesrNo Does your employer or your spouse's employer have a City contract? r Yes r- No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ( Yes r- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Ramon Gutierrez Page 4 of 5 Board-specific questions (if applicable) Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Public Art / Public Space W Youth / Education 1 Higher Education 1 Economic Development /Tourism 1 Marketing 1 Business Development Groups / Corporate Representative V Performing Arts (music, dance, drama, film) Ramon Gutierrez Page 5 of 5 Ramon Abel Gutierrez Entertainment Producer September 2013-Present California Institute of the Arts Developed and executed innovative advertising campaign,which accounted for 38%higher event attendance.Maintained nightly food alcohol concession inventory of$600K;oversaw a total of 75 employees and volunteers. Served as a liaison between clients,outside vendors,and staff,developed extensive knowledge of procedures,techniques,insurance,and other practicalities to create and execute large-scale events.Coordinated the procurement of international artists,designers and creative practitioners;oversaw the development of multi-disciplinary projects produced by California Institute of the Arts.Responsibilities include active participation in casting, script development,company management/hospitality of guest artists,maintaining and overseeing budget,create unique marketing and ticket strategy for each individual project. Content Production Associate/Producer January 2014-May 2014 On Track Themes,Inc. Researched and identified pop culture phenomenon's,drafted innovative concepts,pitches and treatments for multi-billion dollar interactive media and immersive entertainment project for world-wide studio corporation.Conducted extensive marketing research to create unique branding opportunities for the intellectual properties of the studio.Worked with clients to ensure that all concepts were fully captured from original conception presented.Managed pre-production deliverables and production logistics. Payroll Accountant Assistant September 2013-May 2014 California Institute of the Arts Maintained payroll records,verified attendance,timesheets,hours worked,pay adjustments,and posted information onto designated records of 533 individuals.Ensure that timesheets had proper signatures upon submission.Prepared monthly financial reports to present to Company Manager. Event Coordinator March 2009-August 2013 Treasures on the Bay Designed,planned,and executed tailor-made events for individuals and corporate clients.Maintained a monthly inventory of 4.7 million dollar establishment and drew and coordinated schedules of 35 employees. Orchestrated small and large-scale on and off-site events.Managed and coordinated the operations of events ranging from 25-500 attendees.Generated more than$550K in net sales in four(4)years. Director October 2005-2010 LAFF.co Developed and curated a cohesive season that drew in large audiences and produced an increase in box revenue by 71%in less than two(2)years.Collaborated with designers and introduced interdisciplinary aesthetics.Cast more than fourteen(14)productions with a medley of professional,collegiate,and community actors. Founded the Improv comedy troupe LAFF.co and wrote several comedic commentaries and sketches on Pop Culture and performed with Colin Mochrie and Brad Sherwood.Productions include: The Heidi Chronicles(2008),Real Women Have Curves(2007),Psycho Beach Party(2006),Noises Off(2005),and Westside Story(2005). EDUCATION MBA I International Business&Finance Texas A&M University-Corpus Christi Anticipated August 2016 MFA Management) Producing California Institute of the Arts, Valencia CA Anticipated May 2016 ADDITIONAL INFORMATION Languages: Fluent in Spanish Skills: Celtx,Quickbooks,Microsoft Project&Office,Photoshop,Wysiwyg CITY OF CORPUS CHRISTI Submit Date: Feb 21, 2018 Application for a City Board, Commission, Committee or Corporation Profile Jennifer Mitchell-vulpi Prefix First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 1 (Note: If you do not know your district click here) Current resident of the city? r Yes r` No 4 years If yes,how many years? Are you a registered voter? r Yes No Primary Phone Alternate Phone Retired Retired Employer Job Title 11613 Hondo Creek Dr. Work Address-Street Address and Suite Number Jennifer Mitchell-vulpi Page 1 of 6 Corpus Christi, Work Address-City Texas Work Address-State 78410 Work Address-Zip Code 336-314-1624 Work Phone vulpij@gmail.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) BA, Sam Houston State University, MFA, University of North Carolina in Greensboro, NC University dance instructor, University of Bridgeport, Connecticut, University of Houston, Southwest Texas State University, UNCG Why are you interested in serving on a City board, commission or committee? To become more familiar with the city and its various artistic offerings. To be a part of Corpus arts community and to learn how the arts are funded. Upload a Resume Jennifer Mitchell-vulpi Page 2 of 6 JMV_bio_2016_co rtf Please upload any additional supporting documents. Demographics Ethnicity W Caucasian/Non-Hispanic Gender W Female Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Jennifer Mitchell-vulpi Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (-. No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes ' No Jennifer Mitchell-vulpi Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. I haven't answered "yes" to any of these questions. Board-specific questions (if applicable) Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? P Public Art / Public Space P Performing Arts (music, dance, drama, film) Jennifer Mitchell-vulpi Page 5 of 6 Jennifer Mitchell-vulpi Page 6 of 6 Choreographer's Biography - Attached to notes inserted in a dance performance program Jennifer Mitchell-Vulpi, an independent dance maker, has presented her choreography on various venues in North Carolina, Texas, Connecticut and New York City. Most recently one of her dances was performed on the UNC-G Dance Department Alumni Concert. Ms. Mitchell-Vulpi, who received an MFA from UNCG in 1992, has also choreographed dances which were part of the Greensboro, North Carolina Dance Festival and for Greensboro Ballet. Enlisting the involvement of area choreographers, Jennifer initiated, administered and organized Dancing for Friends, a benefit concert for the Triad Health Project. The dance benefit continued for four years. In previous years, Jennifer received a Durham Arts Council grant and the Piedmont Emerging Artist grant. She was also awarded the Central Piedmont Regional grant sponsored by the Greensboro United Arts Council and the North Carolina Arts Council . Mitchell-Vulpi has also been awarded several commissions to choreograph original works for Ballet Nacional, a hispanic dance company in Texas. As a contemporary dance instructor with over twenty-five years of experience, Jennifer has served on the faculties of universities in North Carolina, Texas and Connecticut as well as in private local studios. She was also an invited instructor at the Erick Hawkins School of Dance in New York City. Selected for Artists-In- Schools, a program funded by the North Carolina Arts Council, Mitchell-Vulpi taught creative movement to elementary and middle-school students in the Alamance and the Columbus County Public Schools. Jennifer has taught fitness classes and water aerobics at the YMCA in Greensboro, NC. CITY OF CORPUS CHRISTI Submit Date: Jun 20, 2016 Application for a City Board, Commission, Committee or Corporation Profile Jake A Trevino First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? V District 1 Current resident of the city? Yes f- No 25 If yes,how many years? Primary Phone Alternate Phone Cc area oil spill control Hazmat tech Employer Job Title 1231 navigation blvd Work Address-Street Address and Suite Number Corpus christi Work Address-City Texas Work Address-State Jake A Trevino Page 1 of 5 78403 Work Address-Zip Code 3614386612 Work Phone jakstax457@gmail.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted ANIMAL CARE ADVISORY COMMITTEE: Submitted Interests & Experiences Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Jake A Trevino Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Jake A Trevino Page 3 of 5 Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r- No Does your employer or your spouse's employer have a City contract? rYes rNo Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r^ No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to ANIMAL CARE ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W None of the Above Jake A Trevino Page 4 of 5 Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Public Art / Public Space Jake A Trevino Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Feb 16, 2018 Application for a City Board, Commission, Committee or Corporation Profile Ms Mayra V Zamora Prefix First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 4 (Note: If you do not know your district click here) Current resident of the city? Yes ;- No 11 If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone Self-Employed Professional Artist Employer Job Title Work Address-Street Address and Suite Number Ms Mayra V Zamora Page 1 of 6 Corpus Christi Work Address-City TX Work Address-State 78418 Work Address-Zip Code Work Phone miramayraart@yahoo.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: Education, Professional and/or Community Activity (Present) Please see attached document below titled "2018 Curriculum—Vitae" for all education, professional, & community activity Why are you interested in serving on a City board, commission or committee? Thank you for the opportunity to submit my resume for the open position of Arts and Culture Commissioner, Public Art/Public Places in Corpus Christi, Texas. Given the opportunity to join the city of Corpus Christi and have the honor of beautifying and preserving all areas of this city will be a dream come true. I believe I possess the necessary skills and experience you are seeking for this task. I have been involved with several mural projects in the City of Corpus Christi and have been involved with community outreach since childhood in Tivoli, TX. Ms Mayra V Zamora Page 2 of 6 2018Curriculum Vitae.doc Upload a Resume Letteroflntent_Arts_CultureCommissioner_MayraZamora.docx Please upload any additional supporting documents. Demographics Ethnicity W Hispanic Gender V Female Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. TJ I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Ms Mayra V Zamora Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (-. No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes ' No Ms Mayra V Zamora Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. n/a Board-specific questions (if applicable) Question applies to ARTS&CULTURAL COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Public Art / Public Space Ms Mayra V Zamora Page 5 of 6 Ms Mayra V Zamora Page 6 of 6 Curriculum Vitae Mayra Viviana Zamora Education 2014: Master of Science: Art Education, Texas A&M Corpus Christi 2013: Certified Art Teacher (K-12), State of Texas 2010: Bachelor of Art, Texas A&M Corpus Christi 2005: High School Diploma, Austwell Tivoli ISD Awards 2017: Estrella Award: Arts & Humanities, Hispanic Women's Network of Texas Most Chicano Award, Patient Zero: Texas Printmaking Showcase City of Corpus Christi Proclamation, Oct 12 as Hispanic Women's Network of Texas-Corpus Christi Chapter "Carnval de las Estrellas Gala" Day 2012: Best in Show in Day of the Dead Exhibit, Infinity International Online Gallery Honorable Mention, All Women Art Exhibition, Light Space & Time Online Gallery Education is Our Freedom Scholarship Recipient 2007: Honorable Mention, Texas A&M President's Council Art Exhibition 2006: Best in show. Adult Art Category. Refugio County Fair 2005: Salutatorian Award, Class of 2005, graduating class of 9 females Best in show. Youth Art Category. Refugio County Fair $16,000 Scholarship from Minnie Stevens Piper Foundation Outstanding Senior for Austwell Tivoli HS selected by Refugio Chamber of Commerce Most Valuable Player selected by men & women basketball coaches 2004: Homecoming Queen selected by the student body. Austwell-Tivoli HS Honorable Mention. Best Supporting Actress. Area One Act Play 2003: National Honor Society for academic achievement to 2005 Most Valuable Player selected by men & women basketball coaches 2002: Lettermen's jacket earned freshmen year for academic & sports achievement Experience 2018 Upcoming after March: Art Vendor at Cultura Fest (San Diego, California) & Comida Radio 4/20 Pop-up show at House of Rock, Guest lecturer for MAS(Mexican-American Studies) Seminar at the Del Mar economic center & MAS (Mexican-American Studies) class at Texas A & M University, Color Theory for Teens Art Workshop at the Art center of Corpus Christi, Lead Summer camp teacher for V.IX Summer Camp at the Garcia Arts & Education Center & K Space Contemporary summer mural camp. Art Workshop for Adults "Tejano Art: Symbols, Signs, & Icons" & Area Art Teacher Professional Development Art instructor in conjunction to Los Tejanos: Chicano Art from the collection of Cheech Marin at the Art Museum of South Texas Co-Curator with Sandra Gonzalez of Tejano Chicano Group Invitational & Corazon Sagrado Group Show at the Tejano Civil Rights Museum Donated artwork for St. Patrick's private school Mardi Gra Silent Auction & Gala Art Director for Sadie Hawkins Fundraiser, hosted by SweetLife Bake at K Space Contemporary Art Vendor for House of Rock Artwalk Pop-Up, Comida Radio Pop-up Shop & Brunch at Coffee Waves Alameda, Corazon Sagrado Valentine's Pop-up at Tejano Civil Rights Museum, Curator & Preparator of K Space Contemporary presents: K Space Student Show at the Noel Mcardle Gallery at the Janet Harte Public Library in Flour Bluff, TX "EI Oso" private commission for Brittany Mouttet Stephan in Corpus Christi, TX 2017 Guest Lecturer, "Chicas Bonitas: 30 anos y mas!" Presentation & featured Chicana Artist during Hispanic Heritage Month at Texas A&M University- Corpus Christi's University Center & Del Mar's Department of Art in the Cain Gallery. Guest speaker, "Traditions & significance of color in Dia de los Muertos" hosted by SweetLife Bake & Sew Bonita at the Galvan House at Heritage Park Guest Speaker for National Honor Art Ceremony Ribbon Ceremony at Mary Carroll HS School Library in Corpus Christi, TX "Key Lime Pie" private birthday commission for Stephanie Anderson, approached/purchased by Mendy Meurer in Corpus Christi, TX "EI Luchador del Pueblo" private commission for Chicano Lawyer & Activist, Jaime Gutierrez in Los Angeles California "TexMex Luchador" private commission for Omar Oyervides in San Antonio, TX Kid's Corner Supervisor at Corpus Christi's annual Day of the Dead Street Festival Curator, Preparator, Fashion & Vendor Coordinator of Chicas Bonitas (All Female Exhibition), Chicos Ricos (All Male Exhibition), Chicano America National Art Exhibition at the La Retama Central Library in Corpus Christi, TX to present day 2018 Model for Metropolis Culture Online Etsy Vintage Shop, owner Fashion stylist Kimberly Rios in Corpus Christi to present day 2018 & Model for Natalie Flores from San Antonio, TX Consignment Artist with The Exchange to present day 2018 Photographer & Art Consultant for youth art contest Cesar Chavez Committee Visiting Artist & Presentation for Austwell Tivoli (K-12) student body during career week Visiting Artist & Presentation(Bi-lingual) at Bokencamp Shelter in Corpus Christi, TX Chicano Pop, Youth Art Workshop at MECA's afterschool program in Houston, TX Mi Mano, Youth Art Workshop for West Oso art club at the Garcia Arts & Education Center Mi Mano, Youth Art Workshop for McAllen visiting school & Upbrings Fostercare Program (Bi-lingual workshop) at the Art Center of Corpus Christi, TX Ojo (Bi-lingual) Workshop during Families Create Second Saturdays at Laguna Gloria by Contemporary Austin, approached by Abby Mechling Brown Art Assistant to Lori Edwards during Grow Local South Texas Neighborhood Garden Party, CC, TX Art Vendor during CC Friday's 2nd anniversary show at House of Rock, Frida Street Fest at Lotus Dreams Tea, National Hispanicize Event at Silver Street Studios(Houston, TX) Comida Radio's lyr anniversary at House of Rock, All- Female La Pop up Tienda, La Pop Up Posada hosted by Sew Bonita, during Small Business Saturday at the Post at Lamar Park, Holiday PopUp at Nueces Lofts, Fiesta Navidena Holiday Pop-up (Tejano Museum), Love & Comida Pop- Up at Yerberia Cultura (McAllen, TX), Hecho A Mano Handmade Market at Siete Banderas (Laredo, TX), Dia de los Hooks Weekend at Whataburger Field, Chicas Bonitas Closing Pachanga at La Retama Central Library, Comida Radio's March pop-up at House of Rock Venue, EXPOSED Art & Music Benefit at House of Rock Venue, Las Ofrenda's Frida Friday Pop-up at Kebabalicious (Austin, TX) Donated Artwork for Hispanic Women's Network of Texas Silent Auction & Gala at the Mansion Royal, The Exchange Back-to-school fundraiser, Corpus Christi PRIDE fundraiser at the Exchange, Grow Local Art Auction at the Exchange, Corpus Christi Montessori Gala & Silent Auction , Corpus Christi Evening Rotary silent auction benefitting HACEMOS Scholarship Fund, Moody Key Club fundraiser for leadership workshop, Cultura Festl Fundraiser Giveaway in San Diego, CA "Maria Felix" Drawing, Permanent Collection of the Tejano Civil Rights Museum at Heritage park Member of South Texas Art League 2016: Visual collaboration with photographer, Vic Daniels Volunteer art assistant for Community Mural at Black Tie Roses by K Space Contemporary Summer mural camp, led by Sandra Gonzalez in Corpus Christi, TX Art Assistant to Muralist Sandra Gonzalez, Corpus Christi Caller Times Mural, Endless Sunset: The Colors of our City, Corpus Christi, TX Volunteer Art Instructor & Spray paint workshop at Chicas Rock Camp, Corpus Christi, TX "RIP: Raelynn" cow skull, commission piece by Charlene Carter-Villareal Art Vendor at 16 de Septiembre Festival at the Solomon Ortiz Center, CaminArte: Dia de los Muertos Celebracion Cultural at Laredo Center for the Arts, 2nd Annual Fiesta de la Flor, Comida Radio Pop-up at House of Rock Venue Consignment artist for Art Museum of South Texas Gift Shop, Studio C Gallery & Gift Shop at the Art Center of Corpus Christi, & K Space Contemporary gift shop to present day 2018 Outreach Coordinator, Lead Art Teacher student workshops, Summer Camp Instructor for the "EI Ojo" wine bag, K Space Contemporary Wig Out Fundraiser Volunteer Artist & Donated Artwork for Ready, Set, GOLD! Pediatric Cancer "Four Ojo Paintings" Permanent Collection of Mexic-Arte Gallery in Austin, TX Commissioned mural artist for Stripes Convenience Stores, Art Center of Corpus Christi 1st muralist, & Marina Arts District electrical box Donated artwork to Communities in School Annual Roast & Silent Auctio, Ashley Arevalo Fashion Giveaway, KED TV annual auction to present day 2018 Member of Art Center of Corpus Christi, RAW artists international art group 2015 Senior & Youth Outreach, and Summer Camp Instructor Art Instructor for K Space Contemporary Gallery to present day 2018 "EI Batman" personal commission for Mary Johnson, Houston, TX "EI Whataburger" private birthday commission for grandson of Whataburger founder. "Los Blind Owls" personal commission for The Blind Owls, local rock band in Corpus Christi Artist Coordinator for DeadLegs Entertainment pop-ups at the NASA and House of Rock Artist Coordinator for Underground Fashion House Pop-Up show at Aria Bar & Lounge "EI Ranchito" commissioned t-shirt design for the 8t" annual Zamora Trevino Reunion Visual collaborations with photographers Stacy Pecina, Marcos Orlando, & Brandon Benavidez Art Vendor to Deck the Halls at the Holiday Art Market at the Art Center of Corpus Christi, 11 annual Fiesta de la Flor art vendor, Good Times Music & Art Festival, Bass Break DJ Show at HOR 11 annual live artist participant in Masterpiece-in-a-Day event by the Marina Arts District Secretary & Member of Nexus Art Collective to present day 2018 Member of RAW international art group 2014 Arts Afterschool-Teacher at the Antonio E. Garcia Arts & Education Center, associated with the Art Museum of South Texas to present day (2018) Outreach Coordinator, Docent, and Curator & Preparotor of student exhibitions, at the Art Museum of South Texas in Corpus Christi, TX to 2016 Curator for Chicas Bonitas Art Exhibition, Renaissance Antiques, Corpus Christi, TX Member of V.I.P International Art founded by Chicana Artist, Grace Barraza- Vega 2013 Sinton Middle School Art Teacher Internship in Sinton, TX (2013-2014) Extravagancia de Pinatas & Altars student art shows at Kspace Contemporary Day of the dead facepainter for Free Family Day at the Art Museum of South Texas Art Judge Contest for IWA yearbook art contest & Sinton Elementary for Visionarios 2012 "Las Seis Hermanas" private commission for Cristy Tate Encinal, TX Lead Teacher & Art Assistant for V.I.K Summer Camp at the Garcia Arts & Education Center in conjuction to the Art Museum of South Texas to present 2018 Kindergarten Tutor & Class Photographer at the New Zavala Elementary in Corpus Christi Event Photographer for GED graduates at the old Zavala Elementary 2011 Art Vendor at Corpus Christi's Monthly Artwalk at La Retama Park in the Marina Arts District Afterschool Tutor & Mentor at the Garcia Arts & Education to 2013 by Texas A&M Corpus Christi's financial aid Work-Study program AVID training workshop at Texas A&M Corpus Christi Member of K Space Contemporary to present day to 2018 "La Familia Gonzalez-Torres" private commission for Angelina Torres "Untitled" cow skull, private commission for Annette Flentge "Lightning Storm" private commission for Joaquin Gutierrez "Kristina & Ernest" private commission for groom from bride "Los Novios" private commission for Krista Gleghorn, Houston, TX 2010 Art Slam! Life painting at House of Rock in Corpus Christi, TX 2009 "Untitled" private commission for Alvarado Family in Corpus Christi, TX 2008 Owner/Creator of Mira.Mayra.Art Online Shop & Gallery to present day 2018 Treasurer & Art vendor of Student Art Association at Texas A & M Corpus Christi Art Vendor at Corpus Christi's Annual Day of the Dead Street Festival to 2016 Solo Shows 2018 Upcoming after March: "Rosas para mi Corazon" New works by Mayra Zamora in the Noel Mcardle Gallery at the Janet Harte Public library in Flour Bluff, TX "Mira Mayra" pop-up solo show, all good fitness gallery at Nueces Lofts 2017 Chicano Pop Exhibition of New Work by Mayra Zamora at MECA lobby gallery, Houston, TX Creativity Tribe Group Show at Urbana Gallery in the Marina Arts District, Corpus Christi, TX Mira Mayra Solo Pop-up Exhibition at All Good Fitness Gallery at Nueces Lofts, Corpus Christi, TX Chicana Por Vida Solo: A Mayra Zamora Solo Retrospective at the Tejano Civil Rights Museum in Heritage Park in Corpus Christi, TX 2016 March Artwalk Featured Artist at Greenlight Coffee, Corpus Christi, TX "Borders" Solo Exhibition at CasaMod, Corpus Christi, TX Changarrito Residency at Mexic-Arte Gallery, Austin, TX Chicano Pop Solo Show at the Giftshop Gallery at K Space Contemporary, Corpus Christi, TX 2015: May's Artwalk Featured Artist at Black Ties Roses in the Marina Arts District in Corpus Christi, TX "Arte es Mi Vida" Solo Exhibition at Youga Yoga Studios, Corpus Christi, TX 2014 July's featured local Chicana Artist during Viva Frida Week, Under the Gypsy Tent at Renaissance Antiques on Antique Row in Corpus Christi, TX October's featured local Chicana Artist during Hollywood's Golden Era, 6th Annual Vintage Fashion Show at Renaissance Antiques in Corpus Christi 2012 Featured artist at the Victoria Public Library, Victoria, TX Featured artist at Tango Tea Room, Corpus Christi, TX Group Shows 2018 Upcoming after March: Tejano Chicano Group Invitational Traveling show curated by Las Dos Chicas Sandra Gonzalez & Mayra Zamora, K Space in the House, Chicas Bonitas All Female exhibition, Chicano America, Las Dos Chicas Sandra Gonzalez & Mayra Zamora duo show, Viva Frida, Beyond the Classroom Summer Show, Nexus Art Collective Group Show 1 of 3 Featured Artists, with Sandra Gonzalez & Lori Edwards at Coffee Waves Alameda, CC, TX Corazon Sagrado Group Show at the Tejano Civil Rights Museum, CC, TX Love and Chocolate Art Exhibition at The Art Gallery in the Supreme Lending Building, CC, TX 2017 Lotus Dreams Tea Art Show & Pop-up located in the Westside of Corpus Christi Beyond the Classroom, Art Museum of South Texas Teacher Show at the Antonio E. Garcia Arts & Education Center in Corpus Christi, TX Nexus Art Collective Group Show at Coffee Waves Coffee Shop in Port Aransas, TX Chicas Bonitas All Female National Exhibition at La Retama Central Library in Corpus Christi, TX Chicano America National Art Exhibition at La Retama Central Library in Corpus Christi, TX Start Here Exhibition during Contemporary Art Month at the Art Center of Corpus Christi New Artist Group Show at Studio C Gallery at the Art center of Corpus Christi The Exchange Group Show & Selena Competition at the Exchange Art Gallery, Corpus Christi, TX Summer Solstice Art Exhibit, curated by Kaleigh Glover at the Urbana Market & Deli, CC, TX Nexus Art Collective Group Show, Lockett Gallery at the Art Center of Corpus Christi My Casa is your casa, invitational group exhibition, curated by Del-Mar Art Professor, Amorette Garza, at the Joseph A. Cain Memorial Art Gallery at Del Mar College, East Campus in CC, TX Viva la Lucha! At K Space Contemporary Gallery in the Marina Arts District in Corpus Christi, TX Patient Zero: Texas Printmaking Showcase, Curated by Ben Munoz & Lars Roeder at the Furman Plaza Building in Corpus Christi, TX Dia de los Muertos Altarpieces by South Texas Artists & Community Members at the Tejano Civil Rights Museum in Heritage Park in Corpus Christi, TX Pop-up Exhibition, curated by International artist Charles Ligocky at Art Lab Contemporary in Uvalde, TX Spectacular Salon Show at K Space Contemporary Gallery Virgen de Guadalupe Group Exhibit, curated by Sandra Gonzalez at the Tejano Civil Rights Museum 2016 The Remembered: Innovators & History Makers, K Space Contemporary, Corpus Christi, TX 3sum Art Show, Hot Spot Gallery, K Space Studios, Corpus Christi, TX Nexus Art Collective at Coffee Waves in Port Aransas, TX HomeGrown Art Exhibition, Curated by Kimberly Rios at the Galvan House at Heritage Park in Corpus Christi, TX Spectacular Salon Show, K Space Contemporary Gallery in Corpus Christi, TX Comida Art Show & Pop-Up at the House of Rock Venue in Corpus Christi, tx Small Works, Studio C Gallery at Art Center, Corpus Christi, TX Nexus Group Exhibition, Lockett Gallery at the Art Center of Corpus Chrisit, TX Express Yourself, The South Texas Women Artists Art Exhibition at the McAllen Creative Incubator in McAllen, TX All Member's Show, Art Center of Corpus Christi, Corpus Christi, TX The Magnificent 17, K Space Art Studios, Schaudies Gallery, Corpus Christi, TX 2015 Miami River Art Fair, Miami Convention Center, Art Basel, Miami, FL ART DAYS: Be creative Exhibition, Nina Torres Fine Art, Miami, FL International Biennial Art Miami, Nina Torres Fine Art Gallery in Miami, FL Fiestas & Scared Places, Latino Art Museum, Pomona, CA Hispanic Heritage Art Exhibition, Latino Art Museum, Pomona, CA Red Cross International Art Show, Dallas, TX RAW: Sensory Show at The Belmont Austin, TX Dia de los Muertos Group Art Exhibition, Hinovations Art Gallery, McAllen, TX 1 of 10 selected artist for Ten x Ten event at the Art Museum of South Texas, Corpus Christi, TX 1 of 3 Chicano featured artist for Nuestra Noche event, sponsored by New York Life Insurance, Art Center of Corpus Christi Mosaicos Mexicanos: A celebration of Mexican Design, K Space Contemporary, CC, TX Skin, curated by Friends & Lovers Art, House of Rock Venue, Corpus Christi, TX Project Door, Renaissance Antiques, Corpus Christi, TX 1 of 3 Tejana artist featured for the Hispanic Women's Network of Texas, Corpus Christi, TX Rising Artists Exhibition, Studio C Gallery at Art Center, Corpus Christi, TX Assorted Snax Art Show, only female artist of the exhibition, Produce Gallery, Corpus Christi, TX Carnies & Creatures, curated by Friends & Lovers Art, House of Rock Venue in Christi, TX Photography & Art Group Show, at Dayglow Records in Corpus Christi, TX Beyond the Classroom Exhibit, The Art Gallery at the Antonio E. Garcia Arts & Education Center FALL in Love with Art, Studio C Gallery at Art Center of Corpus Christi Nexus Art Collective Group Exhibition at the Art Center of Corpus Christi Dia de los Muertos: The Liveliest of Celebrations, Bath House Cultural Center, Dallas, TX 2014 A Todo Color: In Full Color Chicano Art Exhibit & Beyond featuring international artists from France, Mexico, & Bolivia at 1315 Studios in New York City, NY Beyond the Classroom Exhibit, The Art Gallery at the Antonio E. Garcia Arts & Education Center located on the Westside of Corpus Christi, TX Fables & Folklore of South Texas Exhibition, K Space Contemporary Gallery in the Kress Building in the Marina Arts District in Corpus Christi, TX Chicas Bonitas Art Exhibit, featuring five female artists, curated by Mayra Zamora, Renaissance Antiques located on Antique Row in Corpus Christi, TX Friends & Lovers Art Show at House of Rock Venue in Corpus Christi, TX Spectacular Salon Show, K Space Contemporary Gallery in Corpus Christi, TX Loteria Art Exhibit, Art Awakenings Art Gallery, San Antonio, TX 2013 18th Annual La Virgen De Guadalupe Exhibition, Curated by Jose Vargas, Oak Cliff Cultural Center in Dallas, Texas EI Dia de los Muertos Exhibit, Curated by Jose Vargas, Cliff Gallery in Mountain View College: Dallas Community College, Dallas, TX Third Coast National, Juried Show at K Space Contemporary, Corpus Christi, TX TAMUCC Advanced Drawing Class Group Show, Hotspot Gallery at K Space Studios, Kress Building in the Marina Arts District in Corpus Christi, TX Loteria! The Art Show, K Space Contemporary Gallery in Corpus Christi, TX Cognition Art Show, curated by Friends & Lovers Art, House of Rock Venue in Corpus Christi, TX President's Council Exhibition at Texas A&M Corpus Christi at the Art Museum of South Texas 2012 19th Annual EI Corazon Exhibit, Bath House Cultural Center, Dallas, TX 26th Annual Dia de los Muertos Exhibition, Bath House Cultural Center, Dallas, TX Open Art Exhibition, Light Space & Time Online Gallery Spectacular Salon Show "Mis Recuerdos" at K Space Contemporary being HUMAN Juried Show, Festival of the Arts, Art Center, Corpus Christi, TX The Unsung Heroine Juried Show, Festival of the Arts, Art Center, Corpus Christi, TX The Apocalypse Show Art Show, Kspace Contemporary, Corpus Christi, TX Appliance Art Show, Kspace Contemporary, Corpus Christi, TX Arte Verde Recycling Group Show at La Palmera Mall, Corpus Christi, TX The Social Artwork online show curator by RAD artwork Beyond the Classroom: Art Museum of South Texas Teacher Summer Exhibition at the Antonio E. Garcia Arts & Education Center in Corpus Christi, TX 2011 Thumbs Up Art Show, Produce Gallery, Corpus Christ, TX 2010 Anonymous Art Show, Islander Art Gallery, Corpus Christi, TX President's Council's Art Exhibition at Texas A&M Corpus Christi New Alumni Center 2009 100 @ 100 Art Show, Weil Gallery at TAMUCC & Islander Art Gallery, Corpus Christi, TX 2008 TAMUCC Student Art Association Exhibition, Weil & Islander Art Gallery, Corpus Christi, TX 2007 33rd annual student art show by the Student Art Association Juried by Michelle Smythe & Ricardo Ruiz at the Islander Art Gallery for Texas A&M University Corpus Christi President's Council Art Scholarship Art Show at the Art Museum of South, TX Public Art 2018 Upcoming Murals Cesar Chavez mural at the Garcia Arts & Education Center, Latinos Unidos mural at Bokencamp Children's Center, K Space Contemporary summer mural camp mural with La Palmera 2017 "Chicano Pop Mural Series: El Taco, El Ojo, El Sol, La Rosa, La Calavera, El Pescado" First selected muralist by the Art Center of Corpus Christi, located on the west wall of the Art Center in the Marina Arts District "Take Flight, the Future Awaits" Summer Camp Mural at K Space Contemporary, Co Teacher with Muralist Sandra Gonzalez, Art Assistant Lori Edwards, Student Apprentice Jocelyn Castillo, Art Education Director Cheryl Votzmeyer, located at the Furman Parking Garage rooftop level in the Marina Arts District "SweetLife Mosaic" commissioned muralist by Award-Winning Texas Blogger & Author Vianney Rodriguez, traveling mural for book tour, private events, & pop-ups. "Si Se Puede" Garcia Arts & Education Center after-school program on a movable canvas, located on the Westside of Corpus Christi "Dia de los Hooks" temporary chalk mural during Dia de los Hooks Weekend at Whataburger Field in Corpus Christi, TX "Dream Big" collaboration with Jeremy Flores, located in the women's bathroom of The Exchange in the Marina Arts District 2016 "Corpus Dreams" Electrical Box, selected muralist by Downtown Management District, located in the corner of Nueces County Appraisal, John Startin & Chaparral St. in the Marina Arts District "Hecho a Mano Mosaic" selected artist by Stripes Convenience Stores & Laredo Taco Company, located in three store locations: Elgin, Seguin, & Houston, TX "Homage to Corpus" Summer Camp Mural at Kspace Contemporary, Co- Teacher with Loring Baker, located in the window display in the Kress Building in the Marina Arts District "Moshpit" Summer Camp Mural at Kspace Contemporary, Co-Teacher with Monica Marie Garcia, located in the window display in the Kress Building in the Marina Arts District "Figures to Abstraction" temporary canvas mural, Garcia Arts & Education Center afterschool program by the Art Museum of South Texas 2015 "Loteria! the Mural" EI Sol y La Tabla de Surf selected panels, 1 of 24 selected artist by K Space Contemporary Board in Phase I in 2014 & Phase II in 2015, located on the Kress Building in the Marina Arts District "Untitled" Permanent Painted Door purchased by owner of establishment, located in the first floor dressing room at Renaissance Antiques on Antique Row. "EI Beso" Local Chicana Artist Selected to paint temporary window art at Renaissance Antiques located in Corpus Christi, TX "La Manzana" Temporary Pop Art Installation, V.I.K Summer Camp at the Antonio E. Arts & Education Center located on the Westside of Corpus Christi, Texas Publications & Press Release Votzmeyer, Cheryl, K Space Contemporary Summer Mural Camp press release http://kspacecontemporary.org/education/youth/summer-youth-programs, Jan 2018 Carpe Diem! Online event page San Antonio, TX http://sanantonio.carpediem.cd/events/5925065-opening-reception-at-presa- house-gallery/Jan 2018 Hispanic Heritage Month Continues at Island University, Texas A&M University Corpus Christi online feature http://tamucc.edu/news/2017/09/100417%20Hispanic%20Heritage %20Month.html#.WoZWIoPwZlw Oct 4 2017 Lindley, Miranda Chic Bonita: A Presentation by Mayra Zamora, Texas A&M University Corpus Christi College of Liberal Arts online feature http://cla.tamucc.edu/events/2017/10/chica-bonita-a-presentation-by-mayra- zamora.html Sept 2017 Cooper, Carlos Stay Inspired and Don't Stop, The Bend Magazine, http://www.thebendmag.com/2017/12/28/163568/stay-inspired-and-don-t- stop Dec 28, 2017 Garcia, Julie Team Celebrates local culture with Dia de los Hooks, Corpus Christi Caller Times, http://www.caller.com/story/entertainment/2017/05/24/team-celebrates-local- culture-dia-de-los-hooks/102009872/ May 24, 2017 Contreras, Natalia E, Art Camp promotes mural art community involvement, Corpus Christi Caller Times, communityhttp://www.caller.com/story/news/local/2017/07/10/art-camp- promotes-mural/443171001/ July 10, 2017 Conteras, Natalia E This is where to go see Dia de los Muertos in Corpus Chrisit, http://www.caller.com/story/news/local/2017/11/O1/where-go-see-dia- de-los-muertos-altars-corpus-christi/821136001/ November 1, 2017 The Texas Trumpet, Culture, Featured, Local News Section https://thetexastrumpet.com/corpus-christi-rallies-for-cesar-chavez-day/ April 2, 2017 Flores, Elena A Chingona with a Colorful Vision Sew Bonita's Chingona Chisme online blog, https://sewbonita.com/blogs/chingona-chisme/a-colorful-chingona April 18, 2017 Pop artist exhibit through July 3, Alice Echo News Journal http://www.alicetx.com/news/20170606/pop-artist-exhibit-through-July-3 Jun 6, 2017 Castro, Leslie Moody, Texas Biennial: The Road Trip from http://texasbiennial.org/roadtrip/roadtrip_corpus.html Jun 2017 Second Saturday are for Families: Exploradores del Arte, The Contemporary Austin https://www.thecontemporaryaustin.org/event/second-saturdays- exploradores-del-ante/Jun 2017 Contreras, Natalia E Article: A Chicano Por Vida, Corpus Chrsiti, Corpus Christi Callter Times http://www.caller.com/story/entertainment/2017/06/11/mayra- zamora-chicana-por-vida/384946001/June 11, 2017 Latina Creative Entrepreneurs to be Featured at EI Mercadito of Hispanicize Texas, Hispanicize Wire Press Release https://www.hispanicizewire.com/latina- creative-entrepreneurs-featured-inaugural-mercaditos-hispanicize-texas/July 24, 2017 Leon, Jesse de Upcoming Chicos Ricos Exhibit Holds Open Call for Male Artists New Release, City of Corpus Christi Newsroom, http://news.cctexas.com/news/releases-20170615 July 2017 Kopp, JoAnna Art Center call for mural artist, 101 Corpus Christi Website https://www.101corpuschristi.com/news/Art-Center-Corpus-Christ-call-for- 2017-mural-artist June 27, 2017 Contreras, Natalia E. Art Scene: Call for Artists, Corpus Christi Caller Times, August 18, 2017 Contreras, Natalia E & Rachel Clow, K Space Contemporary Summer Camp Mural, August 23, 2017 Reynoso, Rosa Linda Art Program presents Invitational Exhibit Featuring_ Different Perspectives of Local and South Texas Artists (my "Calavare Talavera is the cover image for article & postcard) Del Mar College News & Media, News Archive http://www.delmar.edu/News Stories/Art_Program Presents_Invitational_Exhib it Featuring_Different_Perspectives_of_Local_and_South_Texas_Artists.aspx Sept 6 2017 Williams, Gabbi Heritage and heart inspire art, The Foghorn News Del Mar College Student Publication, http://www.foghornnews.com/2017/09/heritage-and-heart-inspire-art/ Sept 22, 2017 Altamirano, Raul Article: Artist brings "Chicano Pop" to Corpus Chrsiti, Corpus Christi Callter Times, http://www.caIIer.com/story/news/local/2017/01/24/artist-brings-chicano-pop- corpus-christi/96719618/Jan. 24, 2017 Kerschen, Tex. Mayra Zamora: Chicano Pop, Houston Press Event page, http://www.houstonpress.com/event/mayra-zamora-chicano-pop-9280139 March 2017 Staff Writer MECA presents Mayra Zamora: "Chicano Pop" opening day, Culturemap Houston Exhibitions & Visual Arts http://houston.cuIturemap.com/eventdetaiI/meca-presents-mayra-zamora- chicano-pop-opening-day-/ March 2017 Comida (Art Show/Food Drive), Marine Arts Disrict Event Page, https://m arinaarts.com/event/comida-art-showfood-drive/ March 2017 Garcia, Julie Corpus Christi rallies for Cesar Chavez Day, Corpus Christi Caller- Times http://www.caller.com/story/news/local/2017/04/01/corpus-christi- rallies-celebrate-cesar-chavez/99779226/ April 1, 2017 Hackleman, Esther Article: Artist shares Loteria inspired works, Corpus Christi Caller Times Article, Sept 2016 Mexic-Arte Museum Events: Changarrito with Mayra Zamora http://mexic- artemuseumevents.org/upcoming-events/2016/10/1/changarrito-with-mayra- zamora Oct 2016 Changarrito with Mayra Zamora, at Mexic-Arte Museum, Austin, TX online blog http://proyectochangarrito.blogspot.com/2016/09/changarrito-with- mayra-zamora-at-mexic.html 2016 Contreras, Natalia E Article: Local artist's work to be featured in Stripes Stores, Corpus Christi Caller Times, VivaCC Section, Nov 7 2016 Staff Writer: Stripes Convenience Stores Commission Local Artist, NACS Daily, http://www.convenience.org/Media/Daily/Pages/ND1109163.aspx#.WoZgP4Pw Zw Nov 9 2016 CSD Staff Writer, Stripes Commissions Corpus Christi Latina Artist, Convenience Store Decisions, http://www.cstoredecisions.com/2016/11/16/stripes-commissions-corpus christi-latina-artist/ Nov 16 2016 Wilcox, Jon Article: Artist receives commission from Stripes, Victoria Advocate, Arts & Entertainment Section. https://www.victoriaadvocate.com/news/2016/nov/23/artist-receives- commission-from-stripes/ Nov. 24, 2016 Quaid, Amber (Featured Article in the Islander Waves) Alumnus makes new path. pg. cover page and pg. 9, 2015 Cabezas, Paul Arte News Publishing Magazine, New York City, NY, pg. 21 & 25, 2015 Torres, Nina International Biennale Art Catalog, Miami, Florida, , pg. 6, August 2015 Miami River Art Fair Participating Press Release, http://miamiriverartfair.com/2015-artists/ 2015 Barraza-Vega,Grace. In Full Colon Embracing Artists of the World. VIP Artists' Group, pg. 42 & 48, 2014 La Garda, Velia Covering Both Coasts "A Todo Color-In Full Color" Art Quench Magazine: Volume One Issue Two, pg. 85, 2014 Loteria! Mural Press Release, http://diadelosmuertoscc.com/things-to- see/loteria-the-mural/ 2014 My Art Story by Michelle Smythe, National Endowment for the ARTS, Share your story section, https://www.arts.gov/50th/stories/michelle-smythe 2014 Garces, Adriana, A Todo Color-In full color-Chican Art & beyond-Friends Exhibiting in New York City, Adriana J. Gares Visual Arts Blog, https:Hadrianangarces.com/2014/11/15/friends-exhibiting-in-new-york-city_ this-weekend-a-todo-color-in-full-color/ 2014 All Women-Other Media & Drawing Category Winners, Light Space &Time Online Art Gallery, https://www.lightspacetime.art/all-women-the-other- media-drawing-category/ Spring 2012 Chesser, Brenda The Day of the Dead: Mexican cultures contain various ways to celebrate and honor the meaning of life and lives live on pa 1 & Espanol Section: Recordando a los fallecidos con amor on pg 6 The Del Mar College Foghorn Newspaper, Volume 76 Issue 8 Thursday, October 26, 2010 Media & Video Appearances Cavasos, Steven Corazon Sagrado Exhibition & Pop up at the Tejano Museum, Channel 3 KIII TV South Texas morning segment, February 15, 2018 Dart, Madeleine Local artist hosts workshop, Channel 3 KIIITV South Texas News, http://www.kiiitv.com/news/local/local-artist-hosts- workshop/512041199 January 27, 2018 A Celebration of Hispanic culture was brought to light through art work, Channel 3 KIII TV South Texas News, http://www.kiiitv.com/news/local/a- celebration-of-hispanic-culture-was-brought-to-light-through-art- work/510369654 January 21, 2018 Cavasos, Steven Tejano Chicano Group Show at the Tejano Museum, Channel 3 KIII TV South Texas morning segment, January 18, 2018 Leo-Salgado, Barbi Comida Radio Pop-up Shop & Brunch Radio Promo, KSAB- FM Tejano 99.9, January 18, 2018 Contreras, Natalia E A Chicano Por Vida Video, Corpus Chrsiti, Corpus Christi Callter Times http://www.caller.com/videos/news/2017/06/09/mayra- zamoras-"chicana-por-vida"/102674304/June 11, 2017 Contreras, Natalia E Art Camp promotes mural art community involvement, Corpus Christi Caller video segment http://www.caller.com/videos/entertainment/arts/2017/07/07/summer-art- camp-gives-youth-opportunity-create-downtown-mural/103323844/ July 10, 2017 Mira Mayra Short by Texas A&M communications major, Vanessa Moreno, https://vimeo.com/212680869 March 10, 2017 Sausley, Lee Chicas Bonitas at La Retama, Channel 6 KRIS TV nightly segment, http://www.kristv.com/story/35000382/chicas-bonitas-at-la-retama March 26, 2017 Flores, Gerald The Taco Chair: Episode 1 with Mayra Zamora, Taco Gear YoutTube Channel https://www.youtube.com/watch?v=N4wyb378glO October 2017 Jared Cruz-Aedo & Heather Guajardo, Celebrating life, family, and culture with Rudy Trevino. Channel 3 Kiiit TV South Texas News http://www.kiiitv.com/news/local/celebrating-life-family-and-culture-during- dia-de-los-muertos/488136103 Nov 1", 2017 Guajardo, Heather Celebrating life, family, and culture during Dia de los Muertos, Channel 3 KIII TV South Texas morning edition http://www.kiiitv.com/news/local/celebrating-life-family-and- culture/487931567 Nov 1, 2017 Dart, Madeleine Tejano Civil Rights Museum hosts Dia de los Muertos event http://www.kiiitv.com/news/local/temano-civil-rights-museum-hosts-die-de-los- muertos-event/488616326 Nov 2 2017 Pratt, Jordan Local holiday vendors host Fiesta Navidena pop-up shop , Channel 3 Kiii TV South Texas News http://www.kiiitv.com/news/local/local-holiday-vendors-host-fiesta-navidena- pop-up-shop/500048271 Dec 2017 Doming Live appearance with Barbi-Leo and Rudy Trevino, Producer: Cyndi de la Rosa http://www.kiiitv.com/entertainment/television/programming/domingo- live/tejano-civil-rights-museum-closing-ceremony-for-mayra- zamora/459977634 (1st appearance June 11 2017) Other appearances July 16/July 23/August 20/Sept 10/ Sept 17/ Dec 10/ Dec 31, 2017 Jan 7/Jan 14(2x) /Jan 28/Feb 4 (2x) Guajardo, Heather Mi Casa es your Casa Group Invitational, Channel 3 KIII TV South Texas morning news September 12, 2017 Guajardo, Heater Chicano America National Art Exhibition at La Retama Central Library, Channel 3 KIII TV South Texas morning news, October 2, 2017 Gallegos, Alicia Talk of the town with Mayra Zamora, Majic 104.9 Radio Interview May 12, 2017 Gallegos, Alicia & Leah Tiner, Talk of the Town with Mayra Zamora & Sandra Gonzalez, Majic 104.9, Radio Interview on Aug 4 2017 Leal, Angela Gonzalez, Chicano America National Art Exhibition Radio promo, My Country 107.3, Oct 6, 2017 Journey of Mayra Zamora & Vianney Rodriguez, Story Corps Archive at the American Folklife Center at the Library of Congress, https://storycorps.egnyte.com/dl/nfRISVx6rG/mby0l7069.WAV® recorded on Dec 18, 2017 Contact Information: Letter of Intent To whom in may concern, Thank you for the opportunity to submit my resume for the open position of Arts and Culture Commissioner, Public Art/Public Places in Corpus Christi, Texas. Given the opportunity to join the city of Corpus Christi and have the honor of beautifying and preserving all areas of this city will be a dream come true. I believe I possess the necessary skills and experience you are seeking for this task. I have been involved with several mural projects in the City of Corpus Christi and have been involved with community outreach since childhood in Tivoli, TX. My specialization is in painting & drawing, curating & coordinating art events, promoting & social media, art education, and community outreach. I feel very passionate about educating and inspiring the community through the power of art and community involvement. My qualifications include a Master Degree in Secondary Education, Certified Art Teacher(K 12), and a Bachelor Degree in Art from Texas A&M University Corpus Christi, working in public art projects in Corpus Christi, and being a art educator & instructor for the Art Museum of South Texas, Art Center of Corpus Christi, K Space Contemporary, and Garcia Arts & Education Center. My latest professional accomplishment is being awarded 2017 "La Estrella Award" in Arts & Humanities by the Hispanic Women's Network of Texas; and creating an eleven panel mural, "Take Flight, the Future Awaits" at the top level if the Furman Plaza Parking Garage with Corpus Christi's Caller Times Muralist, Sandra Gonzalez during K Space Contemporary summer mural camp. I was commissioned by Stripes Convenience Store to create three (30x36in) murals in three Texas Stores. I was selected by the Art Center of Corpus Christi to create my first solo mural titled, Chicano Pop, inspired by my current body of work. I was approached by the Corpus Christi Downtown Management District to paint an electrical box located in the corner of the Nueces County Appraisal building. My future goals are to keep creating more public art projects with community involvement, to continue inspiring and educating younger art generations, pushing Chicano Art to the forefront of American art, to continue my personal education endeavors, and to continue growing as an artist. Thank you for your consideration. Sincerely, City Of Corpus Christi BOARD OF ADJUSTMENT BOARD DETAILS The Board of Adjustment hears appeals for SIZE interpretations of the zoning ordinance; for special TERM LENGTH 2 Years exceptions authorized by the zoning ordinance, subject to safeguards to protect the public interest; OVERVIEW Years and for variances where, owing to special conditions, the literal enforcement of the provisions of the zoning ordinance results in unnecessary hardship, so that the spirit of the ordinance shall be observed and substantial justice done. An appeal may be made to District Court if dissatisfied with the decision of the Board. Written notice of public hearing on each appeal is sent to the applicant and owners within 200 feet 10 days before the hearing date. _................................................................................................................................................................................................................................................................................................................................................................................ COMPOSITION Seven (7)members appointed by the City Council.The membership must include F-Ek two(2)alternates; be residents of the City.Only five(5) members may vote,and four(4)must concur to grant an appeal. DETAILS CREATION/AUTHORITY City Zoning Ordinance 6106,as amended,and Texas Local Government Code 211.008. _.............................................................................................................................................................................................................................................................................................................................. MEETS 4th Wednesday of every month at 1:30 p.m.and on call,City Hall,Council Chambers. _.............................................................................................................................................................................................................................................................................................................................. TERM DETAILS Two-year terms. _.............................................................................................................................................................................................................................................................................................................................. DEPARTMENT Development Services _.............................................................................................................................................................................................................................................................................................................................. OTHER INFORMATION BOARD OF ADJUSTMENT Page 1 of 1 Board of Adjustment April 10, 2018 Seven(7)vacancies including five(5)regular members and two(2)alternate members with terms to 4-4-20. (NOTE:The board has a policy of requesting the appointment of an Alternate member to a regular voting position and the appointment of anew person to fill the Alternate position.) AilBoard Name - Shawn Karaca BOARD OF ADJUSTMENT Seeking Reappointment District 5 1 4/4/18 Member 84%5/6(1 exc.) Burris McRee BOARD OF ADJUSTMENT Seeking Reappointment District 5 1 4/4/18 Member 100%6/6 Tim Voorkamp BOARD OF ADJUSTMENT Seeking Reappointment District 5 1 4/4/18 Member 100%6/6 David Lee Walker BOARD OF ADJUSTMENT Seeking Reappointment District 4 1 4/4/18 Alternate 100%6/6 Ryan P Armstrong BOARD OF ADJUSTMENT Resigned District 5 1 4/4/18 Alternate Cliff Atnip BOARD OF ADJUSTMENT Met Six-Year Term Limit District 4 3 4/4/18 Member Taylor Mauck BOARD OF ADJUSTMENT Met Six-Year Term Limit District 1 3 4/4/18 Member Board of Adjustment Applicants April 10, 2018 :.. Employer ® �® Robert Bryan Johnson BOARD OF ADJUSTMENT District 4 Self Employeed 4734 Everhart Rd Corpus Christi TX Michael C York BOARD OF ADJUSTMENT District 4 Urban Engineering 2725 Swantner Dr Corpus Christi TX CITY OF CORPUS CHRISTI Submit Date: Mar 08, 2017 Application for a City Board, Commission, Committee or Corporation Profile Robert Bryan Johnson First Name Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 33 If yes,how many years? Primary Phone Alternate Phone Self Employeed Semi Retired Employer Job Title 4734 Everhart Rd Work Address-Street Address and Suite Number Corpus Christi Work Address-City TEXAS _ Work Address-State Robert Bryan Johnson Page 1 of 5 78411 Work Address-Zip Code 3618970092 Work Phone BryanJohnson361 @gmail.com Work E-mail address Preferred Mailing Address jW Home/Primary Address Which Boards would you like to apply for? BOARD OF ADJUSTMENT: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No, not at this time. Education, Professional and/or Community Activity (Present) Graduated High School from IWA in 1997, Texas State University with a BS in Applied Sociology in 2002 and earned my MBA from Texas A&M-CC in 2008. I hold a real estate broker's license. I am a general certified real estate appraiser and licensed property tax consultant. I own small businesses love our community. I served on ZBA from 2008 until 2014 and enjoyed it. I termed out as Chairman of the board and would like to serve again. Why are you interested in serving on a City board, commission or committee? Appraiser Resume 2016- 17_for_361.pdf Upload a Resume Demographics Robert Bryan Johnson Page 2 of 5 Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Robert Bryan Johnson Page 3 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? r- YesrNo Does your employer or your spouse's employer have a City contract? r Yes r- No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? ( Yes r- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Robert Bryan Johnson Page 4 of 5 Board-specific questions (if applicable) Robert Bryan Johnson Page 5 of 5 **********QUALIFICATIONS********** i B an' Johnson Academic Education Texas A&M Corpus Christi Master's Degree in Business Administration (MBA) 2008 Texas State University Bachelors Degree Sociology/Psychology (BSAS) 2002 Graduated Incarnate Word Academy High School, Corpus Christi 1997 Professional Associations and Designations Member of Local, State &National Association of REALTORS 2002 to Present Chairman of the Board for Corpus Christi Association of REALTORS 2013 & 2018 Texas Association of REALTORS—Prop. Mgmt. Committee Member since 2012 Texas Association of REALTORs—Director 2014 to Present Padre Island Business Association Member 2005 to Present Texas Self Storage Association Member 2005 to Present Certified Commercial Investment Member- CCIM Accredited Land Consultant—ALC General Accredited Appraiser- GAA Council of Real Estate Brokerage Managers - CRB Graduate of the Realtor's Institute—GRI TX Licensed Property Tax Consultant#11570 Texas Real Estate Broker License#492508 Texas Certified General Real Estate Appraiser 91380501 G Professional Experience Real Estate Appraiser—Tasador Inc. 2010 to Present 361 Realty Real Estate Appraiser, Broker& Property Manager 2005 to Present Corpus Christi Zoning Board of Adjustment Member 2008 - 2014 (Chairman 2013&14) Owner of various small businesses (Self Storage, Coin Laundry, Asset Management) Sales Agent under mentorship & supervision of Hunsaker& Associates 2002 to 2004 Internship - legal clerk for Davis & Wilkerson, P.C. -verified meets &bounds 2002 Appraisal& Real Estate Completed Coursework since January 1,2000 Over 2,500 hours of real estate sales, management and appraisal education including but not limited to: Income & Investment Analysis; Appraisal and Valuation methods, Site Selection and Cost Approaches; Real Estate Tax Implications; 1031 Exchanges; Ethics & Legal courses; Valuation of submerged lands; Broker price opinions; Methods & Costs of energy efficient construction& EEM's; USPAP; Broker Responsibility; Technical review studies and Report writing courses. CITY OF CORPUS CHRISTI Submit Date: Jan 17, 2018 Application for a City Board, Commission, Committee or Corporation Profile Michael C York First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 22 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone Urban Engineering Prosect Manager ,,,,oyer Job Title 2725 Swantner Dr Work Address-Street Address and Suite Number Corpus Christi Work Address-City Michael C York Page 1 of 5 Texas Work Address-State 78404 Work Address-Zip Code 361-854-3101 Work Phone michaely@urbaneng.com Work E-mail address Preferred Mailing Address rJ Work Address Which Boards would you like to apply for? BOARD OF ADJUSTMENT: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: N/A Education, Professional and/or Community Activity (Present) BS in Civil Engineering, Licensed Professional Engineer, Past President of American Society of Civil Engineers (ASCE) - Corpus Christi Branch, Membership chair of ASCE - Texas Section Founder/Chairperson of Canstruction Corpus Christi (Philanthropy benefiting Food Bank), Leadership Corpus Christi Class 46 Why are you interested in serving on a City board, commission or committee? I want to get more involved in the community in an effort to positively impact the city. I see this board as a great starting point to making a difference in the city. York Michael_Resume_20170928.pdf Upload a Resume Michael C York Page 2 of 5 Demographics Gender 9 Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Michael C York Page 3 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r- Yes r= No Does your employer or your spouse's employer have a City contract? r. Yes r- No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r- No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r- Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r= No Michael C York Page 4 of 5 If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. My employer, Urban Engineering, often does engineering work for city projects. This work is typically done by contract. As a consulting civil engineer, I work on many private land development projects. On occasion these projects may end up at the Board of Adjustment. In that case, I would need to recuse myself from any hearings related to a project I am involved with. Board-specific questions (if applicable) Michael C York Page 5 of 5 MICHAEL C. YORK, P.E. www.yorkeng.com SUMMARY OF QUALIFICATIONS • Over eight years engineering experience in private sector land development • Proven ability to succeed in a team oriented environment, as well as in leadership roles • Excellent problem solving skills and communication abilities • Self-motivated to accomplish goals and meet deadlines EDUCATION UNIVERSITY OF TEXAS AT ARLINGTON Bachelor of Science in Civil Engineering December 2012 PROFESSIONAL EXPERIENCE URBAN ENGINEERING, Corpus Christi, Texas September 2013— Present Project Manager • Design paving, grading, water, wastewater, effluent, drainage, and erosion control systems for residential, commercial, industrial, and medical projects that meet the client's expectations, as well as the requirements of all governing entities • Draft construction plans using AutoCAD Civil 3D, and draft specifications • Perform hydraulic calculations for storm sewer design • Perform quantity take-offs and draft cost estimates • Draft and execute bid proposals and contract documents • Hold meetings pertaining to bidding and construction, review and approve submittals from contractors, and respond to Requests For Information (RFIs) • Perform site visits, coordinate with clients and contractors, and promptly address any issues that arise during the construction process • Implement AutoCAD Civil 3D as new design software for office, and train employees to be proficient in using new software for design and drafting purposes • Delegate tasks to drafting technicians and administrative assistants as necessary to maintain highest level of productivity • Work directly with architects and other engineers to coordinate elements of design JBI PARTNERS, INC., Addison, Texas December 2012 —September 2013 Land Development Engineer • Design paving, grading, water, wastewater, drainage, and erosion control systems for residential subdivision projects that meet the client's expectations, as well as the requirements of all governing entities • Draft construction plans using AutoCAD Civil 3D • Perform hydraulic calculations for storm sewer design • Perform quantity take-offs and draft cost estimates • Draft and execute bid proposals and contract documents • Hold meetings pertaining to bidding and construction • Perform site visits, coordinate with construction managers and contractors, and promptly address any issues that arise during the construction process MYCOSKIE MCINNIS ASSOCIATES, INC., Arlington, Texas November 2011 — December 2012 Engineering Intern • Design paving, grading, water, wastewater, drainage, and erosion control systems for residential, commercial, and oil &gas projects that meet the client's expectations, as well as the requirements of all governing entities • Draft construction plans using AutoCAD Civil 3D • Perform hydraulic calculations for storm sewer design • Perform site visits, and document the ongoing progress of construction • Develop and implement CAD standards that improve productivity and efficiency • Perform quantity take-offs and draft cost estimates • Draft bid proposals and contract documents DUNAWAY ASSOCIATES, L.P., Fort Worth, Texas July 2010—August 2011 Engineering Intern • Design paving, grading, water, wastewater, drainage, and erosion control systems for oil &gas, residential, and commercial projects that meet the client's expectations, as well as the requirements of all governing entities • Draft construction plans using AutoCAD Civil 3D • Perform hydraulic calculations for storm sewer design • Prepare bid documents, and various types of permit applications for projects CONSULTING ENVIRONMENTAL ENGINEERS, Stephenville, Texas January 2009—July 2010 Engineering Intern • Design public and private water wells including design of treatment, storage, and distribution aspects • Design effluent discharge systems including conducting soil infiltration testing, selecting appropriate pumps and equipment, and determining discharge locations • Draft construction plans using AutoCAD Civil 3D • Communicate directly with clients and contractors as necessary to ensure projects are designed and constructed in the most efficient and timely manner COMPUTER SKILLS AutoCAD Civil 3D Flowmaster Hydraflow AutoTURN Adobe Acrobat Microsoft Office City Of Corpus Christi CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT BOARD DETAILS The Corpus Christi Downtown SIZE 14eats Management District provides TERM LENGTH 4 Years maintenance, security, marketing, and the OVERVIEW TERM LIMIT N/A promotion and improvement of property and facilities within the district; the district has the authority to levy taxes or assessments for improvements in the downtown area. _................................................................................................................................................................................................................................................................................................................................................................................ COMPOSITION The district is composed of at least nine, but not more than thirty directors,serving r--�k four-year staggered terms.Directors must represent one of the following categories:a resident of the district;an owner of property in the district;an owner of stock,whether beneficial or otherwise,of a corporate owner of property in the district;an owner of a beneficial interest in a trust that owns property in the district; DETAILS or an agent,employee or tenant of one of the above. Per the Texas Local Government Code,succeeding directors are chosen through the recommendation of the board and the approval of the City Council. _.............................................................................................................................................................................................................................................................................................................................. CREATION/AUTHORITY Title 12(Municipal Management District),provisions of Chapter 375,Article III, Section 52,Article XVI,Section 59,Article III,Section 52-a of Texas Constitution and of the Local Government Code; 12/16/94-amended by-laws to increase directors from seventeen to twenty members;7/04 the directors voted to decrease directors to fifteen. .............................................................................................................................................................................................................................................................................................................................. MEETS 2nd Thursday of the month,9:00 a.m., IBC Bank,221 S.Shoreline,2nd Floor. ............................................................................................................................................................................................................................................................................................................................. TERM DETAILS Four-year staggered terms. _.............................................................................................................................................................................................................................................................................................................................. DEPARTMENT Downtown Management District .............................................................................................................................................................................................................................................................................................................................. OTHER INFORMATION CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Page 1 of 1 Corpus Christi Downtown Management District April 10, 2018 Two(2)vacancies with terms to 9/30/18 representing the following category: 2-Agent, Employee or Tenant. (Note: Directors are chosen through the recommendation of the Board and the approval of the City Council.) The Corpus Christi Downtown Management District is recommending the new appointment of Brent Bottom and Caitlin Shook to replace Tim Heuston and Cecil R Johnson. Tim Heuston CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Resigned District 4 1 9/30/18 Agent,Employee or Tenant Cecil R Johnson CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Resigned District 1 Partial 9/30/18 Agent,Employee or Tenant Steve Keenan CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 5 1 9/30/20 Agent,Employee or Tenant Harold Shockley Jr. CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 5 1 9/30/18 Agent,Employee or Tenant Ajit David CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 4 Partial 9/30/18 Agent,Employee or Tenant Dee Dee Perez CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 5 2 9/30/18 Agent,Employee or Tenant Eric R Gutschow CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 5 Partial 9/30/18 Property Owner Raymond Gignac CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 4 4 9/30/20 Property Owner Cherylyn M Boyd CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 1 2 9/30/20 Property Owner Christian R Bernard CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 3 Partial 9/30/20 Property Owner Brad Lomax CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 4 1 9/30/18 Property Owner Glenn Peterson CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 4 2 9/30/18 Property Owner Casey Lain CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 2 2 9/30/18 Property Owner Lexi Buquet CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 1 1 9/30/18 Resident Janet Maxwell CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT Active District 4 1 9/30/20 Stock Owner Corpus Christi Downtown Management District Applicant April 10,2018 Board Applying For ds '® ®® Brent Bottom CORPUS CH RISTI DOWNTOWN MANAGEMENT DISTRICT District San Jacinto Title Services of Texas,LLC 520 Lawrence Street Corpus Christi TX Agent,Employee or Tenant Caitlin Shook CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT District Nueces County Medical Society 1000 Morgan Ave Corpus Christi TX Agent,Employee or Tenant CITY OF CORPUS CHRISTI Submit Date: Mar 24, 2018 Application for a City Board, Commission, Committee or Corporation Profile Mr. E. Brent Bottom Prefix First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 18 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone San Jacinto Title Services of Texas, LLC C.E.O. Job Title 520 Lawrence Street Work Address-Street Address and Suite Number Corpus Christi Work Address-City Mr. E. Brent Bottom Page 1 of 5 Texas Work Address-State 78401 Work Address-Zip Code 361-884-7582 Work Phone bbottom@sanjacintotitle.com Work E-mail address Preferred Mailing Address rJ Work Address Which Boards would you like to apply for? CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) BA, T.C.U. Why are you interested in serving on a City board, commission or committee? To help the downtown area improve, management of and sustain good, quality growth. Demographics Gender W Male Mr. E. Brent Bottom Page 2 of 5 Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Mr. E. Brent Bottom Page 3 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r- Yes r= No Does your employer or your spouse's employer have a City contract? r Yes r= No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? (- Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r- Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r= No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. n/a Mr. E. Brent Bottom Page 4 of 5 Board-specific questions (if applicable) Mr. E. Brent Bottom Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Mar 23, 2018 Application for a City Board, Commission, Committee or Corporation Profile Caitlin Shook First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 20+ If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone Nueces County Medical Society Communications Director Employer Job Title 1000 Morgan Ave Work Address-Street Address and Suite Number Corpus Christi Work Address-City Caitlin Shook Page 1 of 5 Texas Work Address-State 78404 Work Address-Zip Code 361-8845442 Work Phone cshook@NuecesMedSociety.org Work E-mail address Preferred Mailing Address rJ Home/Primary Address Which Boards would you like to apply for? CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT: Submitted Interests & Experiences Education, Professional and/or Community Activity (Present) Driscoll Children's Hospital- Blood and Cancer Center, Volunteer, 2017-Present Rising Tide Society, 2018 Paws and Claws Auxiliary to the Gulf Coast Humane Society, Publicity Chair, 2016-Present Audubon Outdoor Club, Technology Chair, 2017-Present Why are you interested in serving on a City board, commission or committee? I am interested in aiding our DMD board in making downtown Corpus Christi an attractive and accessible tourist destination in which our downtown business can thrive. Shook_2018.pdf Upload a Resume Demographics Caitlin Shook Page 2 of 5 Gender W Female Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Caitlin Shook Page 3 of 5 Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r- Yes r= No Does your employer or your spouse's employer have a City contract? r Yes r= No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? (- Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r- Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? (- Yes r= No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. N/A Caitlin Shook Page 4 of 5 Board-specific questions (if applicable) Caitlin Shook Page 5 of 5 K. Caitlin Shook EDUCATION The University of Texas at Austin Austin,TX BS, Public Relations with a focus in Spanish May 2010 EXPERIENCE Communications Director Nueces County Medical Society, Corpus Christi TX 2017-Present • Plan and execute NCMS health fair event with over 4k in attendance; media, logistics, exhibitors • Creative planner and editor for the Coastal Bend Medicine magazine, 850+subscription • Execute monthly membership events, recruit medical sponsors, social media, public relations, advert sales Tour Manager Lowes Tour-Impact Health, Philadelphia PA 2012-2017 • Nationwide marketing health tour completing daily biometric screening events for corporations • Attendee engagement/crowd control, media spokesperson, health education, precise key message spreading Event Specialist PlayStation-MarketingWerks, Chicago IL SXSW 2012 • Engage, interact and educate consumers of the unreleased PSVita product while encouraging pre-purchase • Smoothly operate events of 100+consumers while game educating and providing memorable brand experience Media Spokesperson Walgreens Tour-MarketingWerks, Chicago IL 2011-2012 • Deliver friendly brand experience while expediting a 15 minute biometric screening at 30 consumers per hour (over 350 consumers during 12 hours at Taste of Charlotte, Charlotte NC. 6/11/11) • Engage, excite and emcee at festivals, community events, conventions and retail locations to complete Walgreen's Wellness Tour's goal of giving over 14 million free health tests Public Relations AccoladesPR, Austin TX Feb-June 2011 • Maintain client relationships while firmly managing deadlines and procuring necessary items for press releases, blogs, website content, email newsletters and email campaigns • Event set-up, marketing and booth management for AccoladesPR at the SXSW Austin's CoHabitat Party Marketing Trifecta, Austin TX Sept-Dec 2010 • Create, execute and adapt sales initiatives reaching Austin's downtown resident population • Creative development, planning, execution, promotion and advertising of Trifecta's Bourbon Bash Marketing Sabertec, Austin TX May-Dec 2009 • Duties: Product marketing, news releases, social media, Google alerts, cold calls, media lists, event coordination Event Marketing Lights. Camera. Help., Austin,TX July 2009 • Duties: event attendance,ticket sales, guest list, seating, attendee engagement film documentation and signage Customer Service Hyde Park Bar and Grill, Austin TX 2008-2011 • Prioritize the needs of the restaurant and customers while simultaneously providing customer service to an up to eight table section with total sales averaging$800. Operator Shook Detail, Corpus Christi TX 2002-2007 • Built client base through referrals, WOM, and family repair shop, charging$45-$165/auto for detailing services SKILLS-LEADERSHIP-SERVICE Driscoll Children's Hospital-Blood and Cancer Center Volunteer, 2017-Present Paws and Claws Auxiliary to the Gulf Coast Humane Society Publicity Chair,2016-Present Audubon Outdoor Club Technology Chair, 2017-Present Dell Children's Medical Center- Hematology and Oncology Clinic Volunteer,2009-2011 H.O.S.T. Mentor Program Mentor,2007-2011 University of Texas at Austin PRSA, Member 2007-2010 Driscoll Children's Hospital Rehabilitation Center Volunteer, 2006-2007 Lion's Club D.A.R.E Program "Duff McGruff"Mascot,2006-2007 Del Mar Marketing Club Member, 2006-2007 Del Mar College Who's Who Award Recipient, 2006-2007 Sunny Brook Retirement Home Child Volunteer,1992-2005 City Of Corpus Christi TREE ADVISORY COMMITTEE BOARD DETAILS The Tree Advisory Committee reviews and recommends a SIZE 5 Seats formal written plan to the City Council for the care, preservation, pruning, planting, replanting, removal or TERM LENGTH 2 Years disposition of public trees.A public tree is defined as trees, shrubs, bushes and other woody vegetation planted in land OVERVIEW TERM LIMIT 6 Years owned by the City. They shall also provide recommendations to the Planning Commission on any proposed amendments to the Unified Development Code pertaining to planting and landscaping requirements. Working with the Parks and Recreation Department, the plan shall not conflict with the Parks and Recreation Master Plan, and the committee shall also develop a recommended list of tree species for public trees to be planted on lands owned by the City. It may also recommend to the Parks Director the removal of any public tree or part thereof which is damaged by disease, storm or which is in an unsafe condition. ................................................................................................................................................................................................................................................................................................................................................................................. COMPOSITION The committee shall consist of five(5)members to be appointed by the City E.E7"k Council. Membership shall consist of one(1) Landscape Architect,one(1) Certified Arborist or Urban Forester,one(1)representative from electric utility provider AEP,Texas,and two(2)At-Large community members. Initially,two(2) members shall serve an initial term of one(1)year and three(3)members an DETAILS initial term of two(2)years,determined by drawing at the initial committee meeting.Thereafter,terms of office shall be two-years. ............................................................................................................................................................................................................................................................................................................................... CREATION/AUTHORITY Section 2-315, Code of Ordinances,Ord. No.029756, 03/04/13;amended 01/21/14,Ord. No.030059. ............................................................................................................................................................................................................................................................................................................................... MEETS 2nd Thursday of the month,4:00 p.m., Parks and Recreation Conference Room (3rd Floor City Hall, 1201 Leopard) ......................................................................................................................................................................................................................................................... TERM DETAILS Two-year staggered terms. DEPARTMENT Parks and Recreation Department OTHER INFORMATION TREE ADVISORY COMMITTEE Page 1 of 1 Tree Advisory Committee April 10,2018 Three(3)vacancies with terms to 2/18/20 representing the following categories: 1-Arborist or Urban Forester,1-At-Large and 1-Landscape Architect. (Note:Staff is recommending the postponement of the Landscape Architect category for further recruitment.) :.. . '®IM1111111111 Phillip Christian TREE ADVISORY COMMITTEE Seeking Reappointment District 1 2 2/18/18 Arborist or Urban Forester No Meetings Kevin Gibbs TREE ADVISORY COMMITTEE Seeking Reappointment District 4 1 2/18/18 At-Large No Meetings Vacancy TREE ADVISORY COMMITTEE Vacant District 1 2/18/18 Landscape Architect Sylvia Campos TREE ADVISORY COMMITTEE Active District 3 2/18/19 At-Large Donald C Fields TREE ADVISORY COMMITTEE Active District 1 Partial 2/18/19 AEP Texas Representative Tree Advisory Committee Applicants April 10,2018 John Hardie TREE ADVISORY COMMITTEE District 4 St.Mark's Episcopal Church 2727 Airline Road Corpus Christi TX At-Large Chad P.Huckabee TREE ADVISORY COMMITTEE District Retired TX At-Large At-Large Al.H Husby TREE ADVISORY COMMITTEE District 1 Davey Resource Group 765 Savage Ln Corpus Christi TX Certified Arborist or Urban Forester Robert C Soape TREE ADVISORY COMMITTEE Districts TX At-Large CITY OF CORPUS CHRISTI Submit Date: Jul 31, 2017 Application for a City Board, Commission, Committee or Corporation Profile John Hardie Prefix First Name Middle Initial Last Name Suffix Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 4 (Note: If you do not know your district click here) Current resident of the city? r Yes r` No 18 years If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone St. Mark's Episcopal Church Rector (Pastor) Employer Job Title 2727 Airline Road Work Address-Street Address and Suite Number John Hardie Page 1 of 6 Corpus Christi Work Address-City Texas Work Address-State 78414 Work Address-Zip Code Work Phone johnh@stmarkscc.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? TREE ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) B.A., M.Div., Ecumenical Ministries of Corpus Christi (EMC2) President, Bishop Elliott Society (theological education) Why are you interested in serving on a City board, commission or committee? I've known several of our mayors, and have served on several boards before, albeit not a City board. Moved by the book, "The Last Child in the Woods," I am determined to help our citizenry improve its appreciation for trees and nature. John Hardie s 2017 Resume.doc Upload a Resume John Hardie Page 2 of 6 Please upload any additional supporting documents. Demographics Ethnicity W Caucasian/Non-Hispanic Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree John Hardie Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No John Hardie Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to TREE ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? P None of the above John Hardie Page 5 of 6 John Hardie Page 6 of 6 THE REV. JOHN F . HARDIE OBJECTIVE To serve Jesus Christ in a local setting, promoting wholistic spiritual renewal, humble service, and mission-oriented outreach to the benefit of all. EXPERIENCE 1999 to present St. Mark's Episcopal Church Corpus Christi, TX Rector The Lord, the People, and I . Restored healthy relationship between parish and diocese . Retired long-standing debt Started Access Plus Outreach Ministry . Built a new sanctuary with no long-term debt Started THE KING'S FOREST: A place to play the way we used to play 1995-1999 St. Philip's Episcopal Church Uvalde, TX Rector The Lord, the People, and I . Reversed declining membership trend . Increased pledged income by 60% . Guided St. Philip's School to new highs in fundraising and enrollment . Held a successful campaign to renovate and expand existing buildings 1990-1995 All Saints' Episcopal ChurchBeverly Hills, CA Associate Rector for Pastoral Care The Lord, the People, and I . Oversaw all visitation and pre-marriage ministries . Developed Circle of Concern program . Established healing-oriented ministries including Prayer Teams, an Inner Healing Team, and a Lay Counseling Team 1987-1989 St. Bartholomew's Episcopal Church Corpus Christi, TX Assistant to the Rector, Priest in Residence during an Interim EDUCATION 1984-1987 M.Div. Virginia Theological Seminary Alexandria, VA 1979-1983 B.A. Economics, Tulane University New Orleans, LA DIOCESE Present President, Bishop Elliott Society Prior Dean of the Southern Convocation, Standing Committee, Executive Board, World Mission Stewardship, Board of Examining Chaplains, Steering Committee - Cursillo Secretariat RECENT CONTINUING EDUCATION The Cathedral College: The Art of the Homily; Embodying the Spoken Word Bishop Elliott Society: Bi-annual lecture series by preeminent Anglican scholars Introduction to Family Systems PERSONAL FAMILY. Married twenty-eight years to Melanie; children John Ford, Julianne, and Bethany, ages 25, 23, and 21. DIVERSIONS: Fishing, writing music and poetry, gardening. REFERENCES The Rt. Rev. David Reed Diocese of West Texas 2 mb� Mai. Gen. And Mrs. Garry Schnelzer 3 CITY OF CORPUS CHRISTI Submit Date: Jul 27, 2017 Application for a City Board, Commission, Committee or Corporation Profile Chad P. Huckabee Prefix First Name Middle Initial Last Name Suffix Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 4 (Note: If you do not know your district click here) Current resident of the city? r Yes r` No 58 years If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone Retired Teacher Employer Job Title Work Address-Street Address and Suite Number Chad P. Huckabee Page 1 of 6 Work Address-City Work Address-State Work Address-Zip Code Work Phone chadhuckabee@outlook.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? TREE ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) Bachlors Degree Science: president and founding member o South Texas Master Naturalist Why are you interested in serving on a City board, commission or committee? Civic responsibility, and I bring in a wealth of experience dealing with native and invasive plants within this area Upload a Resume Chad P. Huckabee Page 2 of 6 Please upload any additional supporting documents. Demographics Ethnicity W Caucasian/Non-Hispanic Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Chad P. Huckabee Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Chad P. Huckabee Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to TREE ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? P None of the above Chad P. Huckabee Page 5 of 6 Chad P. Huckabee Page 6 of 6 CITY OF CORPUS CHRISTI Submit Date: Jun 13, 2017 Application for a City Board, Commission, Committee or Corporation Profile Alex H Husby Prefix First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 1 (Note: If you do not know your district click here) Current resident of the city? Yes ;- No 2 If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone Davey Resource Group _ Contract Utility Forester Employer Job Title 765 Savage Ln Work Address-Street Address and Suite Number Alex H Husby Page 1 of 6 Corpus Christi Work Address-City TX Work Address-State 78411 Work Address-Zip Code 3614430502 Work Phone Alex.Husby@davey.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? TREE ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) Why are you interested in serving on a City board, commission or committee? I would like the opportunity to help make Corpus Christi an even better place to live! Trees offer a vast amount of value to a city, working to better the urban forest is something deeply important to me. Alexander_Husby Resume_.pdf Upload a Resume Alex H Husby Page 2 of 6 Please upload any additional supporting documents. Demographics Ethnicity W Caucasian/Non-Hispanic Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Alex H Husby Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Alex H Husby Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to TREE ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? P Certified Arborist or Urban Forester Alex H Husby Page 5 of 6 Alex H Husby Page 6 of 6 Alexander H. Husby Summary A service minded, personable individual who has demonstrated willingness to work hard and seen success in a wide variety of positions, utilizing flexibility and application of knowledge and skills. Education TEXAS A&M UNIVERSITY- College Station, Tx 5/2015 College of Agriculture department of Ecosystem Science &Management • Bachelor of Science o Forestry • Relevant Coursework o Aboriculture- Trees and urban environments o Dendrology- Tree identification o Forest Protection- Study of insects and pathogens o Wild Land Watershed Management- Protection of water resources o Soil and Crop Science- Soil studies o Principles of Forestry (Silviculture)- forest health and management Experience Davey Resource Group- Corpus Christi 11/2016-Present Contract Utility Forester for AEP TEXAS • Coordinate movement of Herbicide and Mowing crews on AEP Texas property • Develop long term strategies for power reliability • Process timesheets and approve invoices regularly • Educate customers on benefits of responsible herbicide usage • Communicate with vendors to effectively complete work • Uphold safety as number one priority Benchmark Landscapes-Corpus Christi 9/2015-11/2016 Arbor/Account Manager • Managed landscape crews each day on a variety of properties • Conducted safety checks for equipment • Directed/trained arbor crew in proper pruning techniques • Restructured outlook of Arbor program in Corpus Christi • Responsible for any and all bidding/billing of approved work • Maintained working customer relationships through trials H-E-B Foundation Camp- Leakey, Tx 5/2014-7/2014 Laity Lodge Family Camp Work Crew Manager • Managed a team of 10 high school staff members on camp property • Assisted developing relationships, character and work ethic within the team • Directed in grounds maintenance and set up for camp activities • Achieved forklift safety certification award for continual safe practices • Led weekly camp worship Brazos Valley Young Life-Hearne, Tx 5/2012-5/2014 Team Lead • Chosen by peers as team leader(5/2013) • Collaborated with area director to lead 13 team members on a daily basis • Managed camp fundraising efforts totaling $25,000 • Organized multiple weekly team meetings and group activities • Responsible for weekly club event for 50-70 high school students • Counseled students and led bible studies Other ISA Certified Arborist TX-4322A 4/2017-Present Gardener at Frontier Young Life Camp 7/2013-8/2013 BioForsk Agricultural Research Farm,Norway 6/2008-7/2008 Founder of Thirdcoastcasters (community centered fly fishing club) N/A CITY OF CORPUS CHRISTI Submit Date: Jul 10, 2017 Application for a City Board, Commission, Committee or Corporation Profile Robert C Soape Prefix First Name Middle Initial Last Name Email Address Street Address Suite or Apt State City Postal Code What district do you live in? W District 5 (Note: If you do not know your district click here) Current resident of the city? Yes ;- No 8 If yes,how many years? Are you a registered voter? Yes No Primary Phone Alternate Phone n/a n/a Employer Job Title n/a Work Address-Street Address and Suite Number Robert C Soape Page 1 of 7 n/a Work Address-City n/a Work Address-State n/a Work Address-Zip Code n/a Work Phone kolt45soape@gmail.com Work E-mail address Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? CIVIL SERVICE BOARD: Submitted CIVIL SERVICE COMMISSION: Submitted HUMAN RELATIONS COMMISSION: Submitted TREE ADVISORY COMMITTEE: Submitted COMMISSION ON CHILDREN & YOUTH: Submitted LANDMARK COMMISSION: Submitted TRANSPORTATION ADVISORY COMMISSION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: I am currently applying to all boards and comittees necssary to help my community Education, Professional and/or Community Activity (Present) graduated in 2010 from ray highschool and currently reaching out to any and all those I come across who are wanting to see a change within our local community Robert C Soape Page 2 of 7 Why are you interested in serving on a City board, commission or committee? I want to be apart of the change I wish to see around me and it starts right here in the city of corpus Christi tx Upload a Resume Please upload any additional supporting documents. Demographics W Other Gender W Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. I I Agree Robert C Soape Page 3 of 7 City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes ( No Robert C Soape Page 4 of 7 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you resided in the City for at least 3 years? r, Yes rNo Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you held public office during the past 3 years? Yes r� No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Are you over 25 years of age? r Yes r No Robert C Soape Page 5 of 7 Question applies to COMMISSION ON CHILDREN &YOUTH Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? None Selected Question applies to HUMAN RELATIONS COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? None Selected Question applies to LANDMARK COMMISSION Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? None Selected Question applies to TRANSPORTATION ADVISORY COMMISSION Per city ordinance, at least one member of this commission shall represent the bicycling community. Do you qualify for this category? rYes r. No Question applies to TREE ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? None Selected Robert C Soape Page 6 of 7 Robert C Soape Page 7 of 7 City Of Corpus Christi WATER RESOURCES ADVISORY COMMITTEE BOARD DETAILS SeatsSIZE 10 The Water Resources Advisory Committee advises the City Council, City TERM LENGTH 2 Years '%I Manager and Water Superintendent in OVERVIEW TERM LIMIT 6 Yearsmatters of water resources management. The City Council, City Manager and Water Superintendent may refer matters to the committee to obtain their views. ................................................................................................................................................................................................................................................................................................................................................................................. COMPOSITION Ten (10)members appointed by the Mayor with the approval of the Council for F-�Ik two-year staggered terms. The members shall include 1 -residential customer (home owner)of the City's water system; 1 -large commercial customer of the City's water system, 1 -wholesale raw or treated water customer of the City's regional water supply system, 1 -representative of the Port Industries of Corpus DETAILS Christi, 1 -representative of a school district located within the city, 1- representative of a military facility, 1 -representative of landscaping/nursery/horticulture interest; 1 -apartment owner or owner's representative, 1 -citizen at-large and 1 -member or employee of an organization that seeks to protect or positively influence the Nueces River watershed or its ecosystems. In addition,the Mayor may appoint one or two Council member(s)to serve as ex-officio member(s). ............................................................................................................................................................................................................................................................................................................................... CREATION/AUTHORITY Chapter 2,Article IV, Division 20,Code of Ordinances-Ordinance No.024561, 8/28/01;Ord. No.024760,2/12/02;amended by Ordinance No.30431,2/17/15. ............................................................................................................................................................................................................................................................................................................ MEETS Quarterly on 3rd Thursdays of the month at 11:30 a.m.in the Water Department Conference Room,2726 Holly Road. TERM DETAILS Two-year staggered terms. ................................................................................................................................................................................................................................................................... DEPARTMENT Environmental ............................................................................................................................................................................................................................................................................................................................... OTHER INFORMATION WATER RESOURCES ADVISORY COMMITTEE Page 1 of 1 Water Resources Advisory Committee Apr 10,2018 Five(5)vacancies with terms to 4/1/20 representing the following categories: 1-Apartment Owner or Owner's Rep.,1-Citizen At-Large,1-Landscaping,1-Port Industries and 1- Representative of a School District Located within the City. (Note:Mayoral appointment,subject to confirmation by the City Council.Staff is recommending the postponement of the Port Industries and School District categories for further recruitment.) Phil Hale Sr. WATER RESOURCES ADVISORY COMMITTEE Seeking Reappointment District4 1 4/1/18 Apt.Owners or Owner's Rep. Member 100%4/4 Leah Tiner WATER RESOURCES ADVISORY COMMITTEE Seeking Reappointment District Partial 4/1/18 Citizen At-Large Member 50%1/2(1 exc.) Sally Gill WATER RESOURCES ADVISORY COMMITTEE Seeking Reappointment District 2 4/1/18 Landscaping Chair 100%4/4 Robert Kunkel WATER RESOURCES ADVISORY COMMITTEE Met Six-Year Term Limit District 1 3 4/1/18 Port Industries Member Lucia Sosa WATER RESOURCES ADVISORY COMMITTEE Met Six-Year Term Limit District 3 4/1/18 School District Member Roberto A Reece WATER RESOURCES ADVISORY COMMITTEE Active District 2 4/1/19 Military Facility Member Brian Williams WATER RESOURCES ADVISORY COMMITTEE Active Other/Non-Resident 2 4/1/19 Wholesale Treated Member Joelle Francois WATER RESOURCES ADVISORY COMMITTEE Active District 2 4/1/19 Residential Customer Member Rocky Freund WATER RESOURCES ADVISORY COMMITTEE Active District 2 4/1/19 Nueces River Rep. Member Faren K Von Duben WATER RESOURCES ADVISORY COMMITTEE Active District 1 4/1/19 Lg.Commercial Customer Member Greg Smith WATER RESOURCES ADVISORY COMMITTEE Active District4 N/A N/A Mayoral Ex-Officio,Non-voting Rudy Garza WATER RESOURCES ADVISORY COMMITTEE Active District N/A N/A Mayoral Ex-Officio,Non-voting Water Resources Advisory Committee Applicants April 10,2018 Citizen At-Large RobbieT F,— WATER RESOURCES ADVISORY COMMITTEE Dirtd1t4 Corpus Chdrti TX Residential Customer and Home Owner of CRY,Water Sy— Cid—At-La Ta Military Facility Representative Marc Gonzalez WATER RESOURCES ADVISORY COMMITTEE Dirtdct4 CORPUS CHRISTI ARMY DEPOT 308 CRECY Corpus Ch&d T% Residential Customer and Home Owner of CitVOs Water Sy-m Citizen At-La Ta Craig C Habna, WATER RESOURCES ADVISORY COMMITTEE DIAHtI Horton Automatic 4242 Baldwin BIW Corpus Ch&ti T% Residential C—...,and Home Owner of City's Water Sy-m CITY OF CORPUS CHRISTI Submit Date: Dec 15, 2016 Application for a City Board, Commission, Committee or Corporation Profile Dr Robbie t Foster Prefix First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 50 If yes,how many years? Primary Phone Alternate Phone PPG industires retired retired Senior Chemist Employer Job Title Work Address-Street Address and Suite Number rfoster@grandecom.net Work E-mail address Dr Robbie t Foster Page 1 of 5 Preferred Mailing Address W Home/Primary Address Which Boards would you like to apply for? WATER RESOURCES ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: no Education, Professional and/or Community Activity (Present) PHD in Chemistry, 13 years industrial senior chemist, transportation advisory committee for 6 years. Sailor for 23 years. moved to Corpus Christi in 1964. Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Dr Robbie t Foster Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Dr Robbie t Foster Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Dr Robbie t Foster Page 4 of 5 Question applies to WATER RESOURCES ADVISORY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? * W Residential Customer and Home Owner of City's Water System Dr Robbie t Foster Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: Dec 29, 2016 Application for a City Board, Commission, Committee or Corporation Profile Marc Gonzalez First Name Last Name Email Address Street Address State City Postal Code What district do you live in? V District 4 Current resident of the city? Yes f- No 5 If yes,how many years? Primary Phone Alternate Phone DEPT. OF THE ARMY, DIRECTOR, CORPUS CHRISTI ARMY INFRASTRUCTURE DEPOT OPERATIONS Employer Job Title 308 CRECY Work Address-Street Address and Suite Number CORPUS CHRISTI Work Address-City TX Work Address-State Marc Gonzalez Page 1 of 5 78419 Work Address-Zip Code 361-961-0082 Work Phone Work E-mail address Which Boards would you like to apply for? AIRPORT BOARD: Submitted WATER RESOURCES ADVISORY COMMITTEE: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present) MBA, TAMU-CC - IN PROGRESS; MASTER OF AERONAUTICAL SCIENCE, ERAU, 2006; BA, UTSA, 1996; COMMISSIONED OFFICER US AIR FORCE 1990-2008; RESPONSIBLE FOR ALL FACILITIES, CONSTRUCTION, ENVIRONMENTAL AND WASTEWATER TREATMENT; LEADERSHIP CORPUS CHRISTI - CLASS 39, 2011. Why are you interested in serving on a City board, commission or committee? Demographics Gender W Male Verification Marc Gonzalez Page 2 of 5 City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. W I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. fJ I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r- Yes (- No Do you, your spouse, your business or your spouse's business have a City contract? Yes No Marc Gonzalez Page 3 of 5 Does your employer or your spouse's employer have a City contract? r Yes r No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rYes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Marc Gonzalez Page 4 of 5 Question applies to WATER RESOURCES ADVISORY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? * • Residential Customer and Home Owner of City's Water System • Military Facility Representative Marc Gonzalez Page 5 of 5 CITY OF CORPUS CHRISTI Submit Date: May 16, 2017 Application for a City Board, Commission, Committee or Corporation Profile Craig C Hebner First Name Middle Initial Last Name Email Address Street Address State City Postal Code What district do you live in? V District 1 Current resident of the city? Yes f- No 37 If yes,how many years? Are you a registered voter? r Yes ( No Primary Phone Alternate Phone Horton Automatic Customer Care/ Parts Manager ,,,,oyer Job Title 4242 Baldwin Blvd Work Address-Street Address and Suite Number Corpus Christi Work Address-City Craig C Hebner Page 1 of 6 Texas Work Address-State 78405 Work Address-Zip Code 3618666719 Work Phone Craig_Hebner@Overheaddoor.com Work E-mail address Preferred Mailing Address rJ Home/Primary Address Which Boards would you like to apply for? CIVIL SERVICE COMMISSION: Submitted BUILDING STANDARDS BOARD: Submitted CIVIL SERVICE BOARD: Submitted AIRPORT BOARD: Submitted OIL AND GAS ADVISORY COMMITTEE: Submitted WATER RESOURCES ADVISORY COMMITTEE: Submitted CLEAN CITY ADVISORY COMMITTEE: Submitted PLANNING COMMISSION: Submitted CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION: Submitted Interests & Experiences Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) Trustee on Board of Directors for Wood River Home Owners Association Why are you interested in serving on a City board, commission or committee? I believe that everyone has the responsibility to better their environment both for themselves and their children. Craig C Hebner Page 2 of 6 Craig Resume_5-1-16_2 .docx Upload a Resume Demographics Gender V Male Verification City Code Requirement - Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. V I Agree City Code Requirement - Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. V I Agree Craig C Hebner Page 3 of 6 Consent for Release of Information I understand that if any member of the public makes a request for information included in this application for appointment it must be disclosed under the Public Information Act. I also understand that it may not be legally possible to maintain the confidentiality of such information, and I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Public Information Act. W I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. W I Agree Code of Ethics - Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? Yes r No Do you, your spouse, your business or your spouse's business have a City contract? Yes (- No Does your employer or your spouse's employer have a City contract? Yes e No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r No Craig C Hebner Page 4 of 6 Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? rw Yes r No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. Board-specific questions (if applicable) Question applies to BUILDING STANDARDS BOARD Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W None of the above Question applies to BUILDING STANDARDS BOARD Are you a Homeowner in the City of Corpus Christi? r Yes r- No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you resided in the City for at least 3 years? r Yes r^ No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Have you held public office during the past 3 years? r Yes r= No Question applies to CIVIL SERVICE BOARD,CIVIL SERVICE COMMISSION Are you over 25 years of age? r. Yes r No Craig C Hebner Page 5 of 6 Question applies to CLEAN CITY ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W None of the above Question applies to OIL AND GAS ADVISORY COMMITTEE Per city ordinance, the committee must include representatives from certain categories. Do you qualify for any of the following categories? W Not Connected with Oil and Gas Well Industry Question applies to WATER RESOURCES ADVISORY COMMITTEE Per city ordinance, the committee must include members representing certain categories. Do you qualify for any of the following categories? * W Residential Customer and Home Owner of City's Water System Craig C Hebner Page 6 of 6 Craig C. Hebner Highlights • Work tasks have required a high level of multitasking and organization • Previous and current positions have enabled me to gain experience in leadership and training • Extremely adaptable to changing environments and highly productive in fast pace environments • Self starter and have a high level of expectations of work quality Work Experience Chicago Bridge & Iron Portland, TX February 2015— Current Construction Manager Construction Manager • Assist in managing $2 billion dollar project by scheduling the project in logical, efficient steps and budget time required to meet deadlines • Determine labor requirements and dispatch 500 to 600 workers to 10-12 different construction sites • Inspect and review projects to monitor compliance with building, safety, and other dictating codes • Prepare contracts and negotiate revisions, changes and additions to contractual agreements with architects, consultants, clients, suppliers and subcontractors • Interpret, explain plans and contract terms to administrative staff, workers, and clients representing the owner or developer • Obtain all necessary permits and licenses averaging 10-20 permits per month and 10-15 certifications • Direct and supervise 5 direct staff members and 500-600 contractors • Study job specifications to determine appropriate construction methods • Requisition $200k to $500k of supplies and materials to complete construction projects • Prepare and submit budget estimates and progress /cost tracking reports • Develop and implement quality control programs • Take actions to deal with the results of delays, bad weather, or emergencies at construction sites • Confer with supervisory personnel, owners, contractors, and design professionals to discuss and resolve matters such as work procedures, complaints, and construction issues. • Plan, organize, and direct activities concerned with the construction and maintenance of structures, facilities, and systems • Investigate damage, accidents, or delays at sites, to ensure that proper procedures are being carried out 0 Evaluate construction methods and determine cost-effectiveness of plans Tornado Production Services Orange Grove, TX 2013 —January 2015 Supervisor of Training & Special Projects Special Projects Supervisor: • Lead job site engineer assigned to manage logistics and personnel on various job sites • Evaluate Erection & Site Plans to determine proper personnel,job site equipment, and materials needed • Prior to arrival on j ob site, prepare and coordinate safety training and procedures required by customers and governmental agencies • Organize strategic project meetings to ensure all parties involved are aware of individual responsibilities and expectations • Prior to any rigging of equipment, survey area for any hazards or obstacles • Oversee erection of equipment and preparation of all materials according to site and project plans • Manage the project from beginning to completion. Mitigate any and all diversions from original project plans due to unforeseen circumstance (ie: weather, equipment failure) • During project duration, accurate reports and detail logs are meticulously maintained to ensure proper billing, inventory control, and project completion analysis • Conducts debriefing meeting to evaluate personnel, material, and equipment performance • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Test/develop new techniques for broadening variety of well demands Supervisor of Training • Train new staff members in techniques for maintaining proper fluids control, billing, and costumer relations • Certify junior personnel to become engineers • As safety representative for numerous contractors/costumers, in charge of safety training, regulation enforcement, and reporting • Assisted with development and adjustments of procedures to ensure meeting safety requirement given by clients, EPA and OSHA Oilstates Performance Fluids Lead Engineer 2009-2012 Alice, TX • Lead job site engineer assigned to manage logistics and personnel • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Train new staff members in techniques for maintaining proper fluids control, billing, and costumer relations • As safety representative for numerous contractors/costumers, in charge of safety training, regulation enforcement, and reporting • Assisted with development and adjustments of procedures to ensure meeting safety requirement given by clients, EPA and OSHA Tetra Technologies Fluid & Mud Engineer 2007-2009 Alice, TX • Manipulate the weight and viscosity of fluids using brine, gels, viscosifiers, and other weighted fluids in order to control friction, weight, and temperature • Running and maintaining chemical and mud mixing plants • Manage dilution of chemicals and track inventories of both liquid and dry chemicals • Analyze samples of fluids and formations to troubleshoot well-bore problems Bronco Oilfield Services Hydraulic Choke Operator 2003-2007 Corpus Christi, TX • Monitor the gas well utilizing sensitive gauges and instruments to control the release of pressure using hydraulic chokes and valves • Repair and maintain manual and hydraulic valves, position sensors, and analog/digital gauges • Maintain hydraulic accumulators, compressors, and generators • Regular use of tools including but not limited to impacts, hydraulic wrenches, machinery, and heavy equipment United States Marine Corps Infantry 1998-20022 Camp Pendleton, CA • Lead and direct fire missions in support of ground troops • Provide intelligence of targets, casualty estimations • Combat, close with, and destroy hostile targets using an assortment of munitions, small arms, fire, movement, and concealment Education, Certifications, & Training Nuclear, Biological, & Chemical Warfare Tetra Mud School Combat Lifesavers Course Tetra Well Control School Combat Controller Fluid Engineer School Basic EMT Course Defensive Driving Range Safety Officer Plant Operations Course Heavy Equipment Operators Course PEC SafeGulf School of Infantry PEC SafeLand Marine Corps Leadership School Offshore Safety Certification Flight Deck Safety Course IADC Global Leadership Course Crane & Riggers Course Forklift Certification Offshore Safety Certification Rig Pass HSE Safety A.R.C. CPR and First Aid Certification CUDD Firefighting School CUDD Well Control School H2S Certification References Available Upon Request se GO O Va. v AGENDA MEMORANDUM NORROPpEO Future Item for the City Council Meeting of March 27, 2018 1852 Action Item for the City Council Meeting of April 10, 2018 DATE: March 27, 2018 TO: Margie Rose, City Manager FROM: Mike Markle, Chief of Police mikema ccD..cctexas.com (361) 886-2601 Kim Baker, Assistant Director of Financial Services kimb2�cctexas.com (361) 826-3169 Police Uniforms and Accessories Supply Agreement CAPTION: Motion authorizing a 24 month supply agreement for police uniforms and accessories with Galls, LLC, from Lexington, Texas via BuyBoard for a total amount not to exceed $241,294.48. PURPOSE: This supply agreement will allow the police department to order uniforms and accessories as necessary for new cadets and current officers. BACKGROUND AND FINDINGS: The supply agreement will cover the trousers, short and long sleeve shirts, jackets, body armor, badges, and leather gear worn by the police officers. Included in the price per item is: hemming of trousers, sewing on of patches and hash marks on shirts and jackets. All orders have a delivery time of 15 to 20 days on stock items and there will be no freight charges. The Police Department has been utilizing the services of Galls for over two years with exceptional customer service. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. 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. DEPARTMENTALCLEARANCES: Police FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $299,225.44 $165,282.48 $464,507.92 Encumbered / Expended Amount $108,617.29 $0.00 $108,617.29 This item $76,012.00 $165,282.48 $241,294.48 BALANCE $114,596.15 $0.00 $114,596.15 Fund(s): 1020 - General Comments: The contract is for 24 months, with $76,012.00 budgeted in FY17-18. The remaining $165,282.48 will be budgeted the future years, bringing the total contract value to $241 ,294.48. RECOMMENDATION: Staff recommends approval of the resolution as presented. LIST OF SUPPORTING DOCUMENTS: Supply Agreement .mUs ct,� o� V4 H SUPPLY AGREEMENT NO. 1560 U POLICE UNIFORMS AND ACCESSORIES yOHPnk Ai Ytl 1$52 THIS Police Uniforms and Accessories Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Galls, LLC ("Supplier"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Supplier has bid to provide police uniforms and accessories in response to Request for Bid No. N/A ("RFB"), which RFB includes the required scope of work and all specifications and which RFB and the Supplier's bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Supplier agree as follows: 1. Scope. Supplier will provide police uniforms and accessories in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. "Goods," "products", and "supplies", as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for 24 months. The parties may mutually extend the term of this Agreement for up to zero additional zero-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then-current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $241,294.48, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form 12/15/17 Name: Pat Eldridge Department: Police Phone: (361 ) 886-2696 Email: Pat@cctexas.com 5. Insurance. Before performance can begin under this Agreement, the Supplier must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Supplier over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Supplier a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Supplier until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Supplier, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item's bid price, must be paid by the Supplier within 30 days of receipt of City's invoice. 8. Warranty. (A) The Supplier warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Supplier warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Supplier or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form 12/15/17 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Supplier will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Supplier be considered an employee of the City. 12. Subcontractors. Supplier may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Supplier must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid. In using subcontractors, the Supplier is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Supplier. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Supplier and its employees had performed the work. 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Supplier covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form 12/15/17 faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Pat Eldridge Title: Police Management Services Director Address: 321 John Sartain St., Corpus Christi, TX 78401 Phone: (361 ) 886-2696 Fax: (361 ) 886-2607 IF TO SUPPLIER: Galls, LLC Attn: Tara Beulah Title: Account Manager Address: 8430 N. Sam Houston Pkwy W, Houston, TX 77064 Phone: (281 ) 546-2643 Fax: (859) 268-5946 17. SUPPLIER SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE SUPPLIER OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE SUPPLIER OR ITS EMPLOYEES OR AGENTS. SUPPLIER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF SUPPLIER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form 12/15/17 18. Termination. (A) The City Manager may terminate this Agreement for Supplier's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Supplier written notice of the breach and set out a reasonable opportunity to cure. If the Supplier has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Supplier. The City Manager may also terminate this Agreement upon 24 hours written notice to the Supplier for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Supplier, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Supplier is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits), B. its attachments, C. the bid solicitation document including any addenda (Exhibit 1 ), then, D. the Supplier's bid response (Exhibit 2). 22. Certificate of Interested Parties. Supplier agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form 12/15/17 goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Supplier verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form 12/15/17 SUPPLIER Signature: �` AM—� Printed Name:R.Michael Andrews Jr. Title:CFO Date: 03/07/2018 CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB No. N/A Exhibit 2: Supplier's Bid Response Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form 12/15/17 Attachment A: Scope of Work The Contractor shall provide trousers, short and long sleeve shirts, caps, and jackets and other items worn by the Police Officers as described on Attachment B: Bid/Pricing Schedule. Included in the price per item is: hemming of trousers, sewing on of patches and hashmarks on shirts and jackets. Stock items have a delivery time of 15 - 20 days Freight charges will not be applied FOB: Corpus Christi Page 1 of 1 ?AL AND COUNTING Proud to serve America's Public Safety Professionals Attention: PAT ELDRIDGE Account Number Name CORPUS CHRISTI POLICE DEPT Street Address City & State BuyBoard 507-16 Price Quote Tara Beulah Galls 8430 N. Sam Houston Pkwy W Houston, TX 77064 Phone: 281-546-2643 BEULAH-TARA@GALLS.COM Quote Date 2/6/2018 Item # Description Qty Your Price Ext. Total TL150 NAV 30 OB FLYING CROSS 75% POLY / 25% WOOL INSIDE CARGO PANTS 300 $ 78.00 $23,400.00 TL127 NAV 10 OB FLYING CROSS WOMENS 75% POLY / 25% WOOL TROUSER W/ CARGO PKT 50 $ 78.00 $3,900.00 TR677 NAV 33 OB FLYING CROSS MENS 75% POLY/ 25% WOOL TROUSERS W/FLEX WAISTBAND 130 $ 60.00 $7,800.00 TR678 NAV 8 OB FLYING CROSS WOMENS 75% POLY / 25% WOOL TROUSERS W/FLEX WAIST BAND 15 $ 60.00 $900.00 TU152 NAV 40 OB FLYING CROSS MENS CLASS A 55/45 POLY WOOL DRESS TROUSER 15 $ 90.00 $1,350.00 SR431 FLYING CROSS MENS SHORT SLEEVE 75% POLY / 25% WOOL SHIRT 300 $ 51.00 $15,300.00 SR376 LAPD 38 REG FLYING CROSS FEMALE SHORT SLEEVE 75% POLY /25% WOOL SHIRT 57 $ 51.00 $2,907.00 ZX459 NAV 155 33 FLYING CROSS MENS LONG SLEEVE 75% POLY / 25% WOOL SHIRT 75 $ 59.00 $4,425.00 SR729 LAPD 36 LNG FLYING CROSS WOMENS LONG SLEEVE 75% POLY / 25% WOOL SHIRT 20 $ 59.00 $1,180.00 SR648 BLK XL SPIEWAK MENS SHORT SLEEVE PERFORMANCE DUTY SHIRT 20 $ 54.00 $1,080.00 SR649 DKNV 165 REG SPIEWAK MENS LONG SLEEVE PERFORMANCE DUTY SHIRT 20 $ 59.00 $1,180.00 EG1572 HASHMARKS GOLD 150 $ 1.00 $150.00 EN3627 POLICE PATCH 2900 $ 1.75 $5,075.00 BW436HG POLICE BADGE 25 $ 112.00 $2,800.00 BW590HG POLICE BADGE B887 W/ EAGLE AND BOTTOM PANEL 15 $ 85.00 $1,275.00 BY632NAVCTM BODY ARMOR HILITE W/ AXII 2 CARRIERS 30 $ 700.00 $21,000.00 BP6346*8 SPEED PLATE 30 $ 91.00 $2,730.00 FLK652AD STINGER FLASHLIGHT DS LED STANDARD CHARGE 45 $ 125.00 $5,625.00 HS369 LGR REG POL GALLS ANS1207 SAFETY VEST 40 $ 45.00 $1,800.00 SG506 DKNV STRYKE SHIRT 10 $ 59.50 $595.00 ST147 DKNV CORNERSTONE POLO 20 $ 23.00 $460.00 TR909 511 STRYKE PANT FLEX TAC 30 $ 56.50 $1,695.00 SG732 RBNV ELBECO UFX COLORBLOCK POLO 20 $ 44.00 $880.00 are Net 30 days from date on each invoice. *Represents the estimated annual cost. LP053 CL NKL 3 DOUBLE MAG POUCH 20 $ 27.75 $555.00 LP074 CL SIL 40 SAM BROWNE BELT 20 $ 49.00 $980.00 LP604 CL NKL 38 SHOULDER STRAP 20 $ 36.00 $720.00 ZA740 CL NKL BLACK SLIDING D RING 20 $ 13.00 $260.00 LP097 CL NKL CLOSED HANDCUFF CASE 20 $ 22.50 $450.00 ZA1894 CLH MP G002 K338 K FORCE HOLSTER 20 $ 99.00 $1,980.00 TT784 BLK GALLS TAC FORCE TACTICAL PANT 40 $ 20.76 $830.24 $0.00 Galls is required to collect tax on all shipments to all states. Please add applicable state and local tax percentages. Tax exempt customers, state laws require us to Subtotal $120,647.24 have a signed tax exemption or resa e certificate on file at our office. If you would like your tax exempt document on file with us please fax this information, $0.00 including your Galls account # to (859) 268-5941. Shipping Total * $120,647.24 Prices are valid for 30 days from the date of the auote_ Thank you for the 0000rtunity to earn your business_ Galls oavment terms are Net 30 days from date on each invoice. *Represents the estimated annual cost. Attachment C - Insurance Requirements Insurance is Not Required Page 1 of 1 Attachment D: Warranty Requirements At the Contractor's expense, the Contractor shall repair, replace or provide a refund for a newly purchased merchandise that is delivered defective and rejected by the Contract Administrator. The City will allow up to 20 days for the Contractor to correct or replace any garment that is not accepted by the City due to defect or incorrect size. Page 1 of 1 se o� E " AGENDA MEMORANDUM Nppgppp5E0 Future item for the City Council Meeting of March 27, 2018 1852 Action item for the City Council Meeting of April 10, 2018 DATE: March 05, 2018 TO: Margie C. Rose, City Manager FROM: William J. Green P.E., Interim Director, Development Services Department BiIIG@cctexas.com (361) 826-3268 Resolution authorizing outside city limits water contracts with property owners in the Nottingham Acres Unit 2 Subdivision. CAPTION: Resolution authorizing outside city limits water contracts with property owners in the Nottingham Acres Unit 2 Subdivision. PURPOSE: The City Council is required to approve the outside city limits water contract for a new water connection before the contract for such service can become effective. The City Manager or designee is authorized to execute water service contracts. RECOMMENDATION: Approval of the resolution authorizing the City Manager or designee to enter into an outside city limits water contract with the property owner at Nottingham Acres Unit 2 Subdivision Lot 6 Block 4 to provide public water located outside the city limits pursuant to Section 55-113 of the City Code of Ordinances. BACKGROUND AND FINDINGS: Section 55-113 of the Code of Ordinances requires a written service contract between the City and all owners and record mortgagees and lienholders of such property as a condition of City water service. The property owner, Golden Real Estate & Construction, Inc., is proposing to build a home on a tract of land outside the city limits. Nottingham Acres Unit 2, consisting of 69 lots, is an extension of Nottingham Acres Unit 1 which consists of 31 lots. The plat for Nottingham Acres Unit 1 was approved by Planning Commission on December 3, 2014 and recorded in the Nueces County map records on September 2, 2015. A resolution to enter into outside city limits water contracts with property owners of Nottingham Acres Unit 1 was passed by City Council on December 8, 2015 with 9 votes in favor and 0 in opposition. When Nottingham Acres Unit 1 Subdivision was constructed, a public waterline was extended to the area and made available to the properties within Nottingham Acres Unit 2 Subdivision. In order to obtain public water, the property owners of must comply with the following requirements: a. Enter into a written service contract with the City; b. Submit building plans that are in compliance with all city codes and obtain all city permits as if the property were within the City limits; and c. Allow inspections of all such building construction. A water connection will not be approved until after the water service contract has been approved and recorded in the Nueces County records. Pursuant to the requirements of the water service contract, construction of homes may only occur in compliance with City regulations, including building construction permit requirements, as though the property were inside the City, subject to the applicable fees. The plat for Nottingham Acres Unit 2 Subdivision was approved by Planning Commission on June 29, 2016 and recorded in the Nueces County map records on September 1, 2017. Nottingham Acres Unit 2 is located South of Farm to Market 43 between County Road 47 and County Road 49. In accordance with Section 55-113 of the Code of Ordinances, the Council would be required to approve a contract for each of the lots. In order to expedite contract execution, the City Council authorizes the City Manager or designee to execute the remaining water service contracts within the subdivision. Staff recommends the City Council approve authorizing the City Manager or designee to enter into outside city limits water contracts with the property owner to provide public water to their property located outside the city limits. ALTERNATIVES: Not Applicable OTHER CONSIDERATIONS: Not Applicable CONFORMITY TO CITY POLICY: Section 55-113 of the City Code requires City Council approval of outside-City-limits water contracts. EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital 0 Not applicable Project to Date Fiscal Year: 2017- Expenditures Current 2018 CIP onl Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None LIST OF SUPPORTING DOCUMENTS: Resolution OCL Water Contract Exhibit A — Location Map Resolution authorizing outside city limits water contracts with property owners in the Nottingham Acres Unit 2 Subdivision BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: Section 1. The City Council authorizes the City Manager or designee to enter into outside city limits water contracts, an example of which is attached to this resolution, and incorporated herein for all purposes, with property owners in Nottingham Acres Unit 2 Subdivision to provide public water to their respective property located outside the city limits pursuant to Chapter 55, Article VIII of the City Code of Ordinances. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor Corpus Christi, Texas of The above resolution was passed by the following vote: Joe McComb Rudy Garza Paulette Guajardo Michael Hunter Ben Molina Lucy Rubio Greg Smith Carolyn Vaughn Debbie Lindsey-Opel STANDARD FORM CONTRACT FOR PROVIDING WATER WHERE PROPERTY IS SITUATED PARTLY OR WHOLLY BEYOND CITY LIMITS STATE OF TEXAS § COUNTY OF NUECES § Whereas, contracts for water service outside the city limits which include a new water connection must receive approval by the city council before the contract for such service can become effective pursuant to Corpus Christi Code 55-113; and Whereas, the city manager or designated representative is authorized to execute water service contracts meeting all of the requirements contained in Chapter 55, Article VIII of the Corpus Christi Code when no additional service connection is involved or the contract is for temporary water service for a period of not more than one (1) year or for consumption of less than ten-acre feet of water during the entire contract term . THIS CONTRACT AND AGREEMENT made and entered into an original by and between, Golden Real Estate & Construction Consulting Group, Inc. a Texas Corporation (Owner), whose address is 46 W. Bar Le Doc, Corpus Christi, TX 78414, Charter Bank (Lienholder) whose address is 3701 Saratoga Boulevard, Corpus Christi, Texas, 78415 and the City of Corpus Christi, Texas ("City"), a home rule city of more than 250,000 population, a municipal corporation and body politic under the laws of the State of Texas, of 1201 Leopard Street, Corpus Christi, Texas 78401, County of Nueces, State of Texas, for good and valuable consideration in hand received by the parties respectively and upon the covenants and conditions hereafter stated: WITNESSETH: I. Owner is owner in fee simple and of all existing rights, titles and interests therein of all the following described property located in Nueces County, Texas, which is situated partly or wholly beyond the corporate limits of the City of Corpus Christi, and further, the property is not principally used for port-related industry, as defined by Section 55-111, as amended, Code of Ordinances, City of Corpus Christi, and is generally delineated on the map attached to this contract and marked "Exhibit A" and being more particularly described as follows, to-wit: Nottingham Acres Unit 2, Lot 6 Block 4 also commonly known by its street address as 2366 Loxley Corpus Christi, TX 78415 II. City agrees to deliver City water to such property or to waterlines on the property, under rules and regulations promulgated and authorized by Section 55-111 as amended, of the Code of Ordinances, City of Corpus Christi. III. Owner and Lien Holder agree to construct all improvements on such property under all City codes and regulations and to obtain all City technical construction permits as though the property were inside the City. Owner and Lien Holder consent to inspections of all of such construction of duly authorized inspectors or representatives of City departments charged with enforcement of the codes and regulations. Owner and Lien Holder agree that, as to any improvements, the applicable codes and regulations are those codes and regulations that are in effect at the time of commencement of the improvements. Page 1 of 3 IV. All connections to the City water system are subject to the same rules and regulations regarding standards of delivery of water service, including installation and disconnections for failure to pay charges, as consumers within the City limits. V. IT IS AGREED by and between the parties hereto that all of the above conditions shall be binding upon the successors and assigns of the said Owner and each of them, if multiples, and constitutes a covenant running with the land. WITNESS OUR HAND thisday offJatz , 2018. jA WNER: Golden Real Estate onstruction Consulting Group, Inc. 1 mir arg oni, P esi STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on this thed day of 2018, by Amir H.Zarghoo���ii�bt# J3 Wqt of Golden Real Estate&Construction Consulting Group, Inc. a Texas t .Wp9 q�OF��'Py.' Notary Public, State of Texas AR L HOLDE Cha ;' i19���`````� David dadena, Vice President STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on this the day of�#a4'-'J 2018, by David Ca`d, * �� j)F sident of First Community Bank. Nop r = Notary Public, State of Texas . 0 Page 2 of 3 City of Corpus Christi: ATTEST: By: By: Rebecca Huerta William J. Green, P.E. City Secretary Interim Director Development Services Department STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on this day of , 2018, by Rebecca Huerta, City Secretary, of the City of Corpus Christi, a Texas home-rule municipal corporation, on behalf of said corporation. Notary Public, State of Texas STATE OF TEXAS § COUNTY OF NUECES § This instrument was acknowledged before me on this day of , 2018, by William J. Green, Interim Director of Development Services, of the City of Corpus Christi, a Texas home-rule municipal corporation, on behalf of said corporation. Notary Public, State of Texas APPROVED AS TO FORM: 19 day of March , 2018. tll�le Buck Brice Assistant City Attorney for the City Attorney Page 3 of 3 KIRKLEES MAJOR OAK w J X I0 PRINCE JOHN Nottingham Acres, Unit 2, Block 4, Lot 6 EE 0 0.125 0.25 0.5 Miles N „-CR 26 CR26 Christi Exhibit "A" 0 r ' !2 U1 C7 FM 43 Water Contract Location Map U � HYDE PARK Q,Q City Limits Site DR22 n a SCS U"'PRAIRIE CR 26A v RABBIT RUN Date Created:1013012017 Prepared By:Joanna Scott Department of Development Services Projected Coordinate System:NAD_1983_StatePlane Texas_South_FIPS_4205_Feet Projection:Lambert Conformal_Conic File:K:IDevelopmentSvcsISHAREDIGIS ProjectslCases12017 Water ContractslNottingham AcresVnit 218lock 4,Lot 61NottinghamAcresUnit2Bli4Lt6_OCLWC.mxd ✓. it i Outside City Limits Water Contract Nottingham Acres Unit 2, Lot 6 Block 4 (1300 Block of FM 43) City Council Presentation March 27, 2018 `oaQus cy�.r i O % AERIAL 1 • NOTTINGHAM ACRES UNIT 2s 86 ea � a i. -- � � 4Cor us Christi Cit Limits t ! R r y /Fa AERIAL MAP 11 Lot 6 Block 4 SC)UTAAh7PTON CP 2366 Loxley �I E iyl » � P�TAID_MARIANC�— Existing 2 HDPE owl LI ON.NEART_CT Existing 8" 'ELIW—INS,ItT -- Distribution Lines C1WE . " I , Existing 6" l CR267292 763 Co pus Distribution Lines Qhz ffBay c0.35a '`�� „\ BB 7B3 Y� \ . .. g.. T azcR zs cRa en -ate 2, / 95 \\ C z �9 \� CR cR zoiz449q oo,SUBJECT ° cR 1E ��. —WSHHIITEHAND"GT — ss a CR 47 ca a,o CR 57 Gc 4oa2 I CR 43 // CR 492 CR 22. cR6 c Staff Recommendations Staff recommends: • Approve the proposed outside city limits water contract. CITY COUNCIL EXECUTIVE SUMMARY Council Priority WATER & STREETS / Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works j Dan Grimsbo, Executive Director of Utilities Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Legistar ID March 27, 2018 Motion 18-0198 Agenda Title: Professional Services Contracts— Construction Inspection Staff Support PROPOSED ACTIONS/RECOMMENDATIONS ➢ Approval on First Reading ➢ Staff Recommendation: o Award (NEW) contract to AGICM - $ 1,060,800 ■ 6 Inspectors o Award contract amendments to Freese and Nichols - $ 480,640 ■ 3Inspectors o Award (NEW) contract to Heneco - $ 894,400 ■ 5 Inspectors o Award (NEW) contract to Maverick Engineering - $ 187,200 • 1 Inspector o Options to administratively execute two 6-month renewals for AGICM and Heneco o Options to administratively execute 1 12-month renewal for 2 Freese and Nichols contracts SUMMARY ➢ 2016 Engineering Department assessment recommended contracting staff support for peak periods ➢ Currently at elevated level of construction activity: o > 50 Major City projects valued at approximately$253 Million o + 60 active subdivision & commercial projects under construction o + 68 projects in close-out ➢ Currently 15 City Inspectors, 12 Contract Inspectors: o Item: ■ Adds 3 new Inspectors ■ Replaces 9 existing contracts with new contracts ■ Extends 3 existing contracts o Total Contract Inspectors - 15 ➢ Request for Proposal: o Inspectors selected based on individual qualifications & proposed rates, not by company o Same responsibilities / work product as City staff PRIOR COUNCIL ACTION ➢ Previous Contract Inspection services contracts (under prior RFPs) awarded April 18, 2017 FINANCIAL CONSIDERATIONS ➢ Funding available in project budgets ALTERNATIVES ➢ Authorize execution of contracts. SUPPORTING DOCUMENTS ➢ Item Details ➢ Exhibit 1: Number of major active construction projects ➢ Informal Staff Report ➢ Presentation ➢ Location Map ➢ Contracts (15) FUTURE ACTIONS ➢ None Project No.(Various) JR/VP Rev.7—03/28/18 Project No.(Various) JR/VP Rev.7—03/28/18 Item Details Legistar # 18-0198 Professional Services Contract Amendments — Construction Inspection Staff Support (Capital Improvement Program and Bond Projects) Council Meeting Dates: Item Being Considered: First Reading — March 27, 2018 Motion Second Reading —April 10, 2018 RECOMMENDATION: Authorization to execute multiple amendments, and award of a new contract with options to administratively execute two 6-month renewals, for Construction Inspection staff support for Capital Improvement Program (CIP) and Bond projects as follows: Firm Inspector Original Amendment No. Contract Duration Optional Contract (if applicable) (THIS ITEM) Extensions Freese Nichols David Marotta $48,000 Amend.No. 1 $160,000 40 weeks None Freese Nichols Harley Hampton $47,520 Amend. No. 1 $158,400 40weeks (1)one-year renewal Freese Nichols Arturo Hernandez $37,440 Amend.No. 1 $162,240 42 weeks (1)one-year renewal Maverick Engr Joe Sandoval $187,200 New Award $187,200 12 months None AG I CM Robert Munoz $166,400 New Award $166,400 12 months (2)6-month renewals AGICM Russell Soike $187,200 New Award $187,200 12 months (2)6-month renewals AG I CM Manuel Hernandez $187,200 New Award $187,200 12 months (2)6-month renewals AGICM Bobby Barker $187,200 New Award $187,200 12 months (2)6-month renewals AG I CM Marcus Garcia $197,600 New Award $197,600 12 months (2)6-month renewals AG I CM George De La Cerda $135,200 New Award $135,200 12 months (2)6-month renewals Heneco Jordan Dartest $156,000 New Award $156,000 12 months (2)6-month renewals Heneco Johyn Hinojosa $197,600 New Award $197,600 12 months (2)6-month renewals Heneco Louis Estopinal $176,800 New Award $176,800 12 months (2)6-month renewals Heneco Julian Pineda $176,800 New Award $176,800 12 months (2)6-month renewals Heneco Darrell Donahoe $187,200 New Award $187,200 12 months (2)6-month renewals Total $2,623,040 SUMMARY: Engineering Services has historically used a combination of in-house and contract staff resources to accomplish its mission. Current workload demands exceed the capabilities of the existing inspector workforce of 15 City employees (of 19 positions). Over 50 major City construction projects, with a total contract value of approximately$253 Million, are under construction. This is one of the highest levels of construction activity in several years. Exhibit 1 illustrates how construction workload has evolved over the last few years with Bond 2012 and Bond 2014 projects moving into construction. The 2016 assessment of the Engineering Services Department recommended use of"surge" contracted services to address the needs of peak construction activity. The contracts in this agenda item reflect implementation of that recommendation. The City uses a sealed competitive Request for Proposals (RFP) procurement to select specific inspectors based on the individual's qualifications and proposed hourly rates. Based on the inspector selections, a small Construction Inspection contract (under$50,000) is typically required to meet specific project construction start dates while a large contract amendment is finalized and presented to City Project No.Various 1 JR/VP Rev.6—03/22/18 Council for award. This item is the result of implementing two RFP's. The two recent RFP's were issued in July 2017 and January 2018. Two previous RFP's were issued in October 2015, and October 2016. This process provides a best value procurement that evaluates individuals' qualifications and competitive rates. It achieves significant savings while increasing the level of inspector qualifications, and allows the City to provide a more standardized management approach to construction oversight across the City's entire construction portfolio. The contracted Construction Inspector work assignments and responsibilities are comparable to City Employee requirements for maintaining regular business work hours and completion of required responsibilities. The proposed contract amendments (THIS ITEM) award new contracts and extends the period of performance for contracted construction inspectors to align with the project duration or up to one-year, whichever is shortest. Inspector assignments on projects with construction durations beyond one-year include optional time extensions. Staff will evaluation the available resources and project requirements at the end of the proposed timelines to determine if exercising the extension is required due to resource limitations and construction continuity. Staff will administratively authorize optional extensions if additional time is required for the project and internal staff resources are inadequate. Construction Inspectors are essential to the successful execution of construction projects. Responsibilities include: • Daily onsite monitoring to ensure that contractors are compliant with contract documents, codes and regulations • Daily quality assurance of the contractor's performance for quality control with materials and workmanship • Coordinate and monitor traffic control plans and other construction impacts with local businesses, residents and other agencies • Coordinate City utilities for outages, connections etc. with Operating Departments and local businesses and residents • Coordinate with private utilities including AEP, AT&T, Time Warner, etc. • Regular project progress monitoring and tracking to adequately review and recommend progress pay applications from the contractors • Implement and coordinate proper material testing, general inspections, special inspections and final inspections Inspection services are also provided for public infrastructure in private subdivisions and commercial developments approved by Development Services. There are currently 60 active subdivision and commercial projects for which Engineering provides inspection services. Additionally, there are currently 68 projects under close out which include 31 Engineering Services projects and 37 subdivision and commercial projects. Inspectors are critical in the close out process as they are closely in tune with the issues from the day to day construction activities. PREVIOUS COUNCIL / BOARD ACTIONS: Contract Amendments for Construction Inspection services under the 2016 Request for Proposals was awarded on April 18, 2017. Project No.Various 2 JR/VP Rev.6—03/22/18 gyps c 4 � 0 INFORMAL STAFF REPORT z�f xe� MEMORANDUM To: Margie C. Rose, City Manager Thru: Mark Van Vleck, Assistant City Manager/W// Valerie H. Gray, P.E., Executive Director of Public Works From: Jeff H. Edmonds, P.E., Director of Engineering Services v� Ernesto De La Garza, P.E., Construction Management gineer Date: April 5, 2018 Subject: CITY COUNCIL ACTION REQUEST(CCAR) --3/27/18: Comparison of City to Texas Department of Transportation Construction Inspection ISSUE:. At the March 27th City Council meeting, Councilmember Garza requested information on how the City construction inspection staffing compares to TXDOT's inspection staffing. BACKGROUND & FINDINGS: The City and TXDOT both have similar responsibilities during the construction of capital projects. Inspectors are used to provide quality assurance, coordination and verify work in place for monthly pay applications. TXDOT typically requires utility operators to relocate all utilities in advance of the roadway construction. City projects typically include the City utility work with the roadway construction. City inspectors are, therefore, heavily engaged in utility inspection and coordination for both City and franchise utilities. This is a complicating factor that is largely absent on TXDOT projects. Additionally, coordination with businesses, schools, and property owners tends to be more involved on City projects than a typical highway construction project, The local TXDOT District currently has 47 projects under construction with a combined value of $385 million. TXDOT has a total of 35 inspectors overseeing that construction portfolio. That equates to 1.34 projects per inspector and an average construction value of$11 million per inspector. The City currently has a portfolio of 52 active projects with a combined value of $275 million. There will be 27 total inspectors once council approves the contracts from the most recent procurement for contract inspectors. That equates to 1.93 projects per inspector and an average construction value of $10 million per inspector. CONCLUSION: TXDOT has slightly more value under construction per inspector and slightly fewer projects per inspector. EXHIBIT 1: Major Projects Under Construction ACTIVE BOND & CIP CONSTRUCTION PROJECTS (Excludes New Development Projects) CURRENT DATE 60 s0 v 40 a 30 20 10 0 .n .n .1 10 10 10 10 10 0 n n n n n n 0o ao ao 00 00 CO a+ 0+ e+ vm a+ o+ 0 0 0 0 0 0 N e1 N A H N H N N H H H N N H N e1 N N H N N N N N N N N N N N N> A d O ^ A $ C O C T A Y C A A -5 d ^ A A d O ^ A A d O ,A Corpus Chr sti Engineering Construction Inspection Staff Support Contracts Council Presentation March 27, 2018 Construction Activity L Trend Corpus Engineering ACTIVE BOND& CIP CONSTRUCTION PROJECTS (Excludes New Development Projects) 80 70 CURRENT DATE 60 50 O 40 30 20 YO �II II I 0 2 Construction Activity Forecast CEngineeningorpus Engineering FORECAST BOND & CIP CONSTRUCTION PROJECTS (Excludes New Development Projects) su 70 Bond 2018 Election BO I I so I I � I v w I 0 30 - - 20 0 aha ''aoio�LLEag' a� io�d a�''a'm�oio afar' a��io�a aE� a-oio ■Pre--'18 Bond 8,CIP P,.jects •2018CIP Proj— ■Bond'18R.d ■Bond'IB Facilities 3 Current Construction Activity Co Engineering Bring ➢ Experiencing Peak Level of Construction Activity ➢ Currently 53 City Projects under Construction ✓ Bond, CIP and operating projects ✓ Active project portfolio of $275M ✓ $10-15M average monthly pay applications ➢ 16 New Subdivision Projects under Construction ➢ Contract Staff Required to Manage Workload ✓ Currently: 0 15 (of 19) budgeted inspector positions filled 0 12 total contract inspectors Inspector Procurement Corpus Chrsti Engineering ➢ Construction Oversight Services Procured ✓ Request for competitive proposals (RFP) ✓ Supplements existing budgeted staff ➢ Best Value Procurement ✓ Improved quality and reduced cost ✓ Based on individual inspector qualifications (resumes) and proposed hourly rate ➢ All-inclusive Rates ✓ Includes vehicle, computer, telecom resources Inspection Contracting k* Benefits Corpus Engineering ➢ Allows Rapid Response to Workload Changes ✓ 'Ramping up' support as workload increases ✓ 'Ramping down' as workload decreases ➢ Provides Experienced Inspectors ✓ Ready to "hit the ground running" ➢ Best Value Procurement Approach ✓ Cost savings Construction Management Corpus*Ch,sti Engineering ➢ Currently: ✓ 15 City Inspectors (of 19 Positions), ✓ 12 Contract Inspectors ➢ This Item: ✓ Adds 3 new Inspectors ✓ Replaces 9 existing contracts with new contracts ✓ Extends 3 existing contracts ✓ Total Contract Inspectors - 15 Construction Inspection 3 Staff Support Contracts k,Chrsti Engineering QUESTIONS 8 Morgan Del Sal-Loma Farm Area Linda tit I rade•wim:: N i7 I : Taft SCALE: N.T.S. ray Asa {idem Falma tt Grego A �r Doyle • nd Ingleside Ingleside on the Bay. h San dry I.;±il�7l.` 4, III:=;fl obstown _ 0'.. '�C' 7 �, n Staff Augmentation - Construction Inspection (Citywide) Tierra Grande Petranila asp Chapman Ranch #� r LOCATION MAP NOT TO SCALE CITY COUNCIL EXHIBIT Staff Augmentation - Construction Inspection CITY OF CORPUS CHRISTI,TEXAS v DEPARTMENT OF ENGINEERING SERVICES wv CITY OF CORPUS CHRISTI AMENDMENT NO. 1 CONTRACT FOR REPRESENTATIVE SERVICES 17102A Construction Inspection Staff Augmentation (David Marotta) 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) and Freese and Nichols, a Texas corporation, 800 N. Shoreline Boulevard, Suite 1600N, Corpus Christi, Nueces County, Texas 78401 , (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION----------------------------------------------------------------------------3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES -----------------------------------------------------------------------7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS Page 1 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements Page 2 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings,job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $160,000 for a total restated fee not to exceed $208,000. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. Page 3 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of 40-weeks beginning on the Effective Date, for a total of 12-months. T49 Page 4 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. Page 5 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGEAMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. Page 6 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one Page 7 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: Page 8 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant without written consent of the City. The City will not pay the fees of expert or technical assistance and consultants unless such em ployment, including the rate of compensation, has been approved in writing by the City. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. Page 9 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest' in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code,to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. Page 10 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS DAVID MAROTTA\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC CITY OF CORPUS CHRISTI FREESND NICHOLS �. 2 .S'. ! Jeff H. Edmonds, P. E. Date Ron Guzman, P. E. Date Director of Engineering Services Vice President/Principal 800 N. Shoreline Boulevard, Suite 160ON Corpus Christi, TX 78401 APPROVED AS TO LEGAL FORM (361) 561-6500 Office (361) 561-6501 Fax rg@freese.com Assistant City Attorney Date ATTEST City Secretary Date Page 11 Rev.07/16 K\ENGINEERING DATAEXCHANGMVELMAP%ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION-RFP NO 2017-02TREESE NICHOLS DAVID MAROTTAI2 LARGE AMENDMENT NO 12017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO 1 DOC Construction Inspection Staff Augmentation (David Marotta) [RFP No. 2017-02] Project Number 17102A Amendment No. 1 Fund Name Accounting Unit Account No. Activity No. Amount Storm Water 2015 4530-043 550910 E16247-01-4530-EXP $93,600 Street 2015 GO Bd 2014 3551-051 550910 E16247-01-3551-EXP 66,400 Total $160,000 FREESEInnovative approaches Practical results rm'AICHOLS Outstanding service 800 N.Shoreline Blvd.,Suite 160ON • Corpus Christi,Texas 78401 • 361-561-6500 • fax 361-561-6501 www.freese.com February 5, 2018 City of Corpus Christi Attn: Jeff Edmonds, P.E. Dept. of Engineering Services P.O. Box 9277 Corpus Christi,Texas 78469-9277 Re: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION —RFP 2017-02— AMENDMENT#1 DAVID MAROTTA—PROJECT NO. E15107 AND OTHER STREET PROJECTS Dear Mr. Edmonds: Thank you for this opportunity for Freese and Nichols (FNI)to provide our services to the City of Corpus Christi on the above referenced contract. FNI proposes to provide the following inspectors on a full-time basis for a period of 40 weeks (starting on or about March 28, 2018) at the corresponding rate and Not to Exceed (NTE)amount for the Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2017-02: David Marotta $100/hr NTE - $160,000.00 It is our understanding that David will be assigned to street projects or as otherwise directed by the City of Corpus Christi. Execution of the Original Contract and this Amendment No. 1 will provide 12 months of inspection services to be provided by David. We appreciate the City of Corpus Christi and look forward to future opportunities to provide our services. Sincerely, Chris Jones Ron Guzman Associate/Construction Services Group Manager Vice President/Principal cc: John New— FNI Central Texas Division Manager AMEND. NO. 1 Exhibit "A" Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER ■�1 TO BE ASSIGNED BY CITY PURCHASING DIVISION City of CITY OF CORPUS CHRISTI 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: City of Corpus Christi P. O.BOX: P. O.Box 9277 STREET ADDRESS: 1201 Leopard Street CITY: Corpus Christi ZIP: 78401- FIRM IS: 1. Corporation ® 2. Partnership ❑ 3. Sole Owner E]4. Association 5. Other 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." Name Job Title and City Department(if known) N/A N/A 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 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 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 N/A FILING REQUIREMENTS If a 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 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 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 Person: Ron Guzman,P.E. Title: Vice President/Principal (Type or Print) Signature of Certifying &4; Date: 1/26/2018 Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI AMENDMENT NO. 1 CONTRACT FOR REPRESENTATIVE SERVICES 17102A Construction Inspection Staff Augmentation (Harley Hampton) 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) and Freese and Nichols, a Texas corporation, 800 N. Shoreline Boulevard, Suite 1600N, Corpus Christi, Nueces County, Texas 78401 , (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION----------------------------------------------------------------------------3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES -----------------------------------------------------------------------7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS Page 1 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements Page 2 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings,job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $158,400 for a total restated fee not to exceed $205,920. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. Page 3 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of 40-weeks beginning on the Effective Date,for a total of 12-months. The Agreement may be renewed for up to one 1 one-year renewal options upon mutual agreement of the parties to be Page 4 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. Page 5 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. Page 6 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one Page 7 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: Page 8 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. Page 9 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. Page 10 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC CITY OF CORPUS CHRISTI FREES E ND NICHOLS 1L 2S• Jeff H. Edmonds, P. E. Date Ron G man, P. E. Date Director of Engineering Services Vice President/Principal 800 N. Shoreline Boulevard, Suite 160ON Corpus Christi, TX 78401 APPROVED AS TO LEGAL FORM (361) 561-6500 Office (361) 561-6501 Fax rg@freese.com Assistant City Attorney Date ATTEST City Secretary Date Page 11 Rev.07/16 K\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO 2017-02\FREESE NICHOLS HARLEY HAMPTON\2 LARGE AMENDMENT NO 1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO 1 DOC Construction Inspection Staff Augmentation (Harley Hampton) [RFP No. 2017-02] Project Number 17102A Amendment No. 1 Fund Name Accounting Unit Account No. Activity No. Amount Wastewater 20126 4249-042 550910 E17029-01-4249-EXP $158,400 Total $158,400 FREESEInnovative approaches Practical results rm'AICHOLS Outstanding service 800 N.Shoreline Blvd.,Suite 160ON • Corpus Christi,Texas 78401 • 361-561-6500 • fax 361-561-6501 www.freese.com February 5, 2018 City of Corpus Christi Attn: Jeff Edmonds, P.E. Dept. of Engineering Services P.O. Box 9277 Corpus Christi,Texas 78469-9277 Re: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION —RFP 2017-02— AMENDMENT#1 HARLEY HAMPTON— PROJECT NO. E17029 AND OTHER UTILITY PROJECTS Dear Mr. Edmonds: Thank you for this opportunity for Freese and Nichols (FNI)to provide our services to the City of Corpus Christi on the above referenced contract. FNI proposes to provide the following inspectors on a full-time basis for a period of 40 weeks (starting on or about April 9, 2018) at the corresponding rate and Not to Exceed (NTE) amount for the Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2017-02: Harley Hampton $99/hr NTE - $158,400.00 It is our understanding that Harley will be assigned to utility projects or as otherwise directed by the City of Corpus Christi. Execution of the Original Contract and this Amendment No. 1 will provide 12 months of inspection services to be provided by Harley. We appreciate the City of Corpus Christi and look forward to future opportunities to provide our services. Sincerely, Chris Jones Ron Guzman Associate/Construction Services Group Manager Vice President/Principal cc: John New— FNI Central Texas Division Manager AMEND. NO. 1 Exhibit "A" Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers'compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER ■�1 TO BE ASSIGNED BY CITY PURCHASING DIVISION City of CITY OF CORPUS CHRISTI 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: City of Corpus Christi P. O.BOX: P. O.Box 9277 STREET ADDRESS: 1201 Leopard Street CITY: Corpus Christi ZIP: 78401- FIRM IS: 1. Corporation ® 2. Partnership ❑ 3. Sole Owner E]4. Association 5. Other 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." Name Job Title and City Department(if known) N/A N/A 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 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 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 N/A FILING REQUIREMENTS If a 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 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 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 Person: Ron Guzman,P.E. Title: Vice President/Principal (Type or Print) Signature of Certifying &4; Date: 1/26/2018 Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI AMENDMENT NO. 1 CONTRACT FOR REPRESENTATIVE SERVICES 17102A Construction Inspection Staff Augmentation (Arturo Hernandez) 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) and Freese and Nichols, a Texas corporation, 800 N. Shoreline Boulevard, Suite 1600N, Corpus Christi, Nueces County, Texas 78401 , (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION----------------------------------------------------------------------------3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES -----------------------------------------------------------------------7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS Page 1 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements Page 2 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $162,240 for a total restated fee not to exceed $199,680. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. Page 3 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of 42-weeks beginning on the Effective Date,for a total of 12-months. The Agreement may be renewed for up to one 1 one-year renewal options upon mutual agreement of the parties to be Page 4 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's abi lity to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. Page 5 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. Page 6 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one Page 7 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: Page 8 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. Page 9 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest' in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code,to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. Page 10 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC CITY OF CORPUS CHRISTI FR ES 4ND NICHOLS 2-14-2018 Jeff H. Edmonds, P. E. Date Ron Guzman, P. E. Date Director of Engineering Services Vice President/Principal 800 N. Shoreline Boulevard, Suite 160ON Corpus Christi, TX 78401 APPROVED AS TO LEGAL FORM (361) 561-6500 Office (361) 561-6501 Fax rg@freese.com Assistant City Attorney Date ATTEST City Secretary Date Page 11 Rev.01/17 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\FREESE NICHOLS ARTURO HERNANDEZ\2 LARGE AMENDMENT NO.1\2017-01-31 CONTRACT REPRESENTATIVE SERVICES AMENDMENT NO.1.DOC Construction Inspection Staff Augmentation (Arturo Hernandez) [RFP No. 2017-02] Project Number 17102A Amendment No. 1 Fund Name Accounting Unit Account No. Activity No. Amount Water Capital Reserve 4480-041 550910 E16247-01-4480-EXP $38,693 Storm Water 2015 4530-043 550910 E16247-01-4530-EXP 123,547 Total $162,240 FREESEInnovative approaches Practical results rm'AICHOLS Outstanding service 800 N.Shoreline Blvd.,Suite 160ON • Corpus Christi,Texas 78401 • 361-561-6500 • fax 361-561-6501 www.freese.com February 14, 2018 City of Corpus Christi Attn: Jeff Edmonds, P.E. Dept. of Engineering Services P.O. Box 9277 Corpus Christi,Texas 78469-9277 Re: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION —RFP 2017-02 ARTURO HERNANDEZ—PROJECT NO. E11066 AND OTHER ON STEVENS WATER TREATMENT PLAN PROJECTS Dear Mr. Edmonds: Thank you for this opportunity for Freese and Nichols (FNI)to provide our services to the City of Corpus Christi on the above referenced contract. FNI proposes to provide the following inspector on a full-time basis for a period of 42 weeks (starting on or about April 9, 2018) at the corresponding rate and Not to Exceed (NTE) amount for the Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2017-02: Arturo Hernandez $96/hr NTE - $162,240 It is our understanding that Arturo will be assigned to O.N. Stevens Water Plant Projects or as otherwise directed by the City of Corpus Christi. We appreciate the City of Corpus Christi and look forward to future opportunities to provide our services. Sincerely, t2 Chris Jones Ron Guzman Associate/Construction Services Group Manager Vice President/Principal cc: John New— FNI Central Texas Division Manager AMEND. NO. 1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER ■�1 TO BE ASSIGNED BY CITY PURCHASING DIVISION City of CITY OF CORPUS CHRISTI 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: City of Corpus Christi P. O.BOX: P. O.Box 9277 STREET ADDRESS: 1201 Leopard Street CITY: Corpus Christi ZIP: 78401- FIRM IS: 1. Corporation ® 2. Partnership ❑ 3. Sole Owner E]4. Association 5. Other 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." Name Job Title and City Department(if known) N/A N/A 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 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 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 N/A FILING REQUIREMENTS If a 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 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 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 Person: Ron Guzman,P.E. Title: Vice President/Principal (Type or Print) Signature of Certifying &4; Date: 1/26/2018 Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 17102A Construction Inspection Staff Augmentation (Joe Sandoval) 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) and Maverick Engineering, Inc., a Texas corporation, 400 Mann Street, Suite 200, Corpus Christi, Nueces County, Texas 78401 , (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION----------------------------------------------------------------------------3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES -----------------------------------------------------------------------7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS Page 1 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements Page 2 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $187,200. 3.2 The Consultant's fee will be on a time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. Page 3 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of 12-months beginning on the Effective Date. The gFeemeRt may be Page 4 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC WF 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. Page 5 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. Page 6 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one Page 7 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: Page 8 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 I n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. Page 9 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. Page 10 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC CITY OF CORPUS CHRISTI MAVERICK ENGINEERING, INC. Jeff H. Edmonds, P. E. Date PeVYCI let DateDirector of Engineering Services Cohristi Operations Manager 400 Mann Street, Suite 200 Corpus Christi, TX 78401 APPROVED AS TO LEGAL FORM (361) 696-3500 Office (361) 696-3699 Fax pmillet@maveng.com Assistant City Attorney Date ATTEST City Secretary Date Page 11 Rev.07/16 K:\ENGINEERING DATAEXCHANGE\VELMAP\ENGINEERING SERVICES DEPARTMENT\CONSTRUCTION INSPECTION STAFF AUGMENTATION--RFP NO.2017-02\MAVERICK JOE SANDOVAL\2017-01-31 CONTRACT REPRESENTATIVE SERVICES.DOC Construction Inspection Staff Augmentation (Joe Sandoval) [RFP No. 2017-02] Project Number 17102A Contract for Representative Services Fund Name Accounting Unit Account No. Activity No. Amount Storm Water 2015 4530-043 550910 E16247-01-4530-EXP $187,200 Total $187,200 IAMAVERICK ENGINEERINQINC. i February 14, 2018 Mr. Ernesto De La Garza, P.E. Construction Management Engineer Engineering Services City of Corpus Christi, Texas 1201 Leopard Street, 3rd Floor Corpus Christi, TX 78401 Ref: City of Corpus Christi Request for Proposal RFP No. 2017-02 Construction Inspection Staff Augmentation Services Maverick Engineering, Inc. Proposal—Revision 1 Dear Mr. De La Garza: As requested, Maverick Engineering, Inc. is pleased to provide this revised proposal for Construction Inspection Staff Augmentation Services — Road Reconstruction Projects per the scope of work described in Exhibit"A"Addendum No. 1 of the referenced Request for Proposal. Construction Inspector: Joe Sandoval Billing Rate: $90 per hour based on a standard 40 hour work week Period of Performance: 52 weeks/ 12 months minimum Projected Time Period: 9-April-2018 through 7-April-2019 Total Cost: $187,200 The 9-April-2018 start date for this effort is based on the assumption that the funds remaining on MEI's existing contract for RFP 2015-07 Construction Inspection Staff Augmentation Services— Street Pavement Maintenance Program will be fully utilized before charging against the funding that will be provided for this new effort. Based on the funds remaining as of 31-January-2018 and our historical billing rate, the existing effort is estimated to be funded through 6-April-2018. Since this a projection, MEI will notify you should anything change. MEI looks forward to continue working with the City of Corpus on the upcoming capital improvement projects. If you have any questions regarding this proposal or need additional information, please contact me via email or at(361) 696-3568. Respectfully, Maverick Engineering, Inc. Percy Millet Corpus Christi Operations Manager 400 Mann St.,Suite 200 Corpus Christi,Texas 78401 361.696.3500•Fax 361.696.3699 •www.maveng.com Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER 1� TO BE ASSIGNED BY HY- PURCHASING DIVISION '_^►� EXHIBIT "D" City of CITY OF CORPUS CHRISTI 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: Maverick Engineering,Inc. P.O.BOX: STREET ADDRESS: 400 Mann St Suite 200 CITY: Corpus Christi ZIP: 78401- FIRM IS: 1. Corporation ® 2. Partnership ❑ 3. Sole Owner E]4. Association 5. Other 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.' Name Job Title and City Department(if known) NA 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 NA 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 NA 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 NA FILING REQUIREMENTS If a 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 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 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 Person: Percy Millet Title: Operations Manager (Type or Print) Signature of Certifying Date: 29-Jan-2019 Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Robert Munoz) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $166,400. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI AGCM 3/13/2018 Jeff H. Edmonds, P. E. Date NathanS inne , Date Director of Engineering Services Vice Pr ident - So Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Robert Munoz) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Account No. Activity No. Amount Street Fund 1041-12415-051 530000 $55,467 Street 2017 GO Bd 16 3554-051 550910 E16247-01-3554-EXP 110,933 Total $166,400 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION ROBERT MUNOZ—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $80/HR NTE- $166,400 Optional Renewal 1 (6 Months) $80/HR NTE- $83,200 Optional Renewal 2 (6 Months) $80/HR NTE- $83,200 It is our understanding that he will be assigned to Streets Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Russell Soike) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $187,200. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI AGCM 3/13/2018 Jeff H. Edmonds, P. E. Date Nathan eney, Date Director of Engineering Services Vice Prent - Sou Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Russell Soike) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Accoount Activity No. Amount Storm Water 2015 4530-043 550910 E16247-01-4530-EXP $93,600 Street 2017 GO Bd 16 3554-051 550910 E16247-01-3554-EXP 53,007 Street 2015 GO Bd 14 3551-051 550910 E16247-01-3551-EXP 40,593 Total $187,200 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION RUSSELL SOIKE—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $90/HR NTE- $187,200 Optional Renewal 1 (6 Months) $90/HR NTE- $93,600 Optional Renewal 2 (6 Months) $90/HR NTE- $93,600 It is our understanding that he will be assigned to Streets Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Manuel Hernandez) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $187,200. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable,whether in contractor tort or otherwise,to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI AGCM 3/13/2018 Jeff H. Edmonds, P. E. Date Natha win►xey, Date Director of Engineering Services Vice resident - outh Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Manuel Hernandez) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Account No. Activity No. Amount Street 2013 GO Bd 2012 3549-051 550910 E16247-01-3549-EXP $163,940 Wastewater 2012B 4249-042 550910 E16247-01-4249-EXP 23,260 Total $187,200 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION MANUEL HERNANDEZ—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $90/HR NTE- $187,200 Optional Renewal 1 (6 Months) $90/HR NTE- $93,600 Optional Renewal 2 (6 Months) $90/HR NTE- $93,600 It is our understanding that he will be assigned to Streets Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Bobby Barker) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $187,200. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI AGCM 3/13/2018 Jeff H. Edmonds, P. E. Date Nath'0 Swirfney, outDate Director of Engineering Services Vi President h Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Bobby Barker) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Account Activity No. Amount Unit No. Storm Water 2015 4530-043 550910 E16247-01-4530-EXP $86,680 Street 2015 GO Bd 2014 3551-051 550910 E16247-01-3551-EXP 100,520 Total $187,200 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION BOBBY BARKER—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $90/HR NTE- $187,200 Optional Renewal 1 (6 Months) $90/HR NTE- $93,600 Optional Renewal 2 (6 Months) $90/HR NTE- $93,600 It is our understanding that he will be assigned to Streets Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Marcus Garcia) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $197,600. 3.2 The Consultant's fee will be on a time and materials(T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI AGCM 3/13/2018 Jeff H. Edmonds, P. E. Date Natha Swi"ey, Date Director of Engineering Services Vice resident - outh Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Marcus Garcia) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Account No. Activity No. Amount Unit Water Capital Reserve 4480-041 550910 E16247-01-4480-EXP $197,600 Total $197,600 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION MARCUS GARCIA—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $95/HR NTE- $197,600 Optional Renewal 1 (6 Months) $95/HR NTE- $98,800 Optional Renewal 2 (6 Months) $95/HR NTE- $98,800 It is our understanding that he will be assigned to Utilities Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (George De La Cerda) RFP No. 2018-02 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) and ALCM, Inc., a Texas corporation, 1101 Ocean Drive, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders, field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $135,200. 3.2 The Consultant's fee will be on a time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of "interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_forml295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI ;75 3/13/2018 Jeff H. Edmonds, P. E. Date Nath Swir;rfiey, outDate Director of Engineering Services Vic resident - h Texas Region 1101 Ocean Drive Corpus Christi, TX 78404 APPROVED AS TO LEGAL FORM (361) 882-0469 Office (361) 884-9358 Fax nswinney@agcm.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (George De La Cerda) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Accoount Activity No. Amount Wastewater 2012B 4249-042 550910 E16247-01-4249-EXP $61,480 General Fund 1020-70002-533 550910 H17011-01-1020-EXP 2,587 Storm Water 2015 4530-043 550910 E16247-01-4530-EXP 71,133 Total $135,200 CORPUS CHRISTI 1101 Ocean Drive(78404) AGCM PO Box 2682 Corpus Christi,TX 78403 INC. Ofc 3611882-0469 Fax 3611884-9358 www.agcm.com March 5,2018 City of Corpus Christi Attu. Jeff Edmonds, P.E., Director of Engineering Services Dept.of Engineering Services P.O. Box 9277 Corpus Christi,TX 78469-9277 SUBJECT: PROPOSAL FOR CONSTRUCTION INSPECTION STAFF AUGMENTATION GEORGE DE LA CERDA—RFP 2018-02 Dear Jeff: Thank you for the opportunity to propose. We are excited to have the potential to continue our service to the City and will continue supporting the City to the standards you are accustomed to. AGI CM proposes to provide the subject personnel on a full-time basis for a 12(twelve)month period,with two optional 6(six)month renewals,at the corresponding rates and Not to Exceed(NTE)amounts: 12 Months $65/HR NTE- $135,200 Optional Renewal 1 (6 Months) $65/HR NTE- $67,600 Optional Renewal 2 (6 Months) $65/HR NTE- $67,600 It is our understanding that he will be assigned to Facilities Projects. AGICM will provide these services to the level of professionalism you have previously experienced with our personnel. Thank you again for this opportunity and we look forward to continuing the success of City of Corpus Christi. SincerelKinne , N anCCM ice PTexas Region l�l�'1C1C1 Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BYCITV-- PURCHASING DIVISION EXHIBIT "D" City of CITY OF CORPUS CHRISTI Cornus Chnsti 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: AGICM,Inc. P.O.BOX: P O Box 2682 STREET_ADDRESS: 1101 Ocean Drive CITY: Corpus Christi ZIP: 78403- FIRM IS: 1. Corporation ® 1 Partnership B 3. Sole Owner ❑ 4. Association �. Other 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.' Name Job Title and City Department(if known) N/A 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 FILING REQUIREMENTS If a 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 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 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. f Certifying Person: Nathan Swinney Title: Vice President South Texas Region (Type or Print) Signature of Certifying Date: March 6,2018 Person: —1 DEFINITION 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Jordan Dartest) RFP No. 2018-02 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) and Heneco Engineering and Consulting, Inc., a Texas corporation, 16350 Park Ten Place, Suite 211 , Houston, Harris County, Texas 77084, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings,job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $156,000. 3.2 The Consultant's fee will be on a time and materials(T&M)basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three(3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall, to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of"interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/IegaI/ch46.htm1. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI HENECO ENGINEERING AND CONSULTING Jeff H. Edmonds, P. E. Date Alex Dawotola, Date Director of Engineering Services President/CEO 16350 Park Ten Place, Suite 211 Houston, TX 77084 APPROVED AS TO LEGAL FORM (281) 717-4523 Office (405) 651-1943 Mobile alex.dawotola@heneco.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Jordan Dartest) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Account No. Activity No. Amount Street 2015 GO Bd 2014 3551-051 550910 E16247-01-3551-EXP $117,780 Wastewater 2012B 4249-042 550910 E16247-01-4249-EXP 38,220 Total $156,000 @� HENECO Engineering&Consulting 16350 Park Ten PI. Suite 211 HENECO Houston,TX 77084 USA 1 281 717 4523(Office)I www.heneco.com Our Ref: COCC-030518 Date: March 05,2018 City of Corpus Christi Attn: Mr. Jeff H.Edmonds,PE Director of Engineering Services 1201 Leopard Street Corpus Christi,Texas 78401 RE: Proposal for Construction Staff Augmentation—Jordan Dartest(RFP No.2018-02) Dear Mr. Edmonds, It is with great pleasure that we formally submit this proposal for the RFP No. 2018-02, City of Corpus Christi Construction Inspection Staff Augmentation Services. HENECO proposes Jordan Dartest for this assignment.He will be available to work on a full-time basis on the project through end of March 2020 at the corresponding rates and Not to Exceed (NTE) amounts for Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2018-02: First one-year contract(thru March 2019) $75/hr. NTE- $156,000 OPTIONAL: Two 6-month renewals (thru March 2020) $75/hr. NTE- $156,000 TOTAL amount (one year plus two optional 6-month renewals) NTE - $312,000 Based on the scope of services outlined above, we have prepared a level of effort estimate for this initial effort. The estimate is based on 40 hours per week for a total of 52 weeks and an optional 52 weeks. It is our understanding that Mr. Dartest will be assigned to Street Projects, or as otherwise directed by the City of Corpus Christi. HENECO will provide these services to the best level of professionalism that we are known for. Thank you again for this opportunity. We are very enthusiastic to begin this work for the City of Corpus Christi. Sincerely, _'�t4r:. . Alex Dawotola President/CEO Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BY-CITY-- PURCHASING YCITY-- PURCHASING DIVISION EXHIBIT"D" City of CITY OF CORPUS CHRISTI Corpus ChristiDISCLOSURE 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: HENECO Engineering And Consulting P.O.BOX: STREET ADDRESS: 16350 Park Ten Pl.Suite 211 CITY: Houston,TX ZIP: 77084- FIRM IS: 1. Corporation 2. Partnership 8 3. Sole Owner ❑ 4. Association K 5. Other 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.' Name A- 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 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 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 M I R Consultant FILING REQUIREMENTS If a 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 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 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 Person: NLEvr- Title: /iji oL T (Type or Print) Signature of Certifying Date: , Z o i Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (John Hinojosa) RFP No. 2018-02 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) and Heneco Engineering and Consulting, Inc., a Texas corporation, 16350 Park Ten Place, Suite 211 , Houston, Harris County, Texas 77084, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $197,600. 3.2 The Consultant's fee will be on a time and materials(T&M)basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall, to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of"interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/IegaI/ch46.htm1. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI HENECO ENGINEERING AND CONSULTING Jeff H. Edmonds, P. E. Date Alex Dawotola, Date Director of Engineering Services President/CEO 16350 Park Ten Place, Suite 211 Houston, TX 77084 APPROVED AS TO LEGAL FORM (281) 717-4523 Office (405) 651-1943 Mobile alex.dawotola@heneco.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (John Hinojosa) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Account Activity No. Amount Unit No. Wastewater 20126 4249-042 550910 E16247-01-4249-EXP $197,600 Total $197,600 HENECO Engineering&Consulting c■, 16350 Park Ten PI.Suite 211 HENECOHouston,TX 77084 USA 1 281 717 4523(Office)I www.heneco.com Our Ref: COCC -030518 Date: March 05,2018 City of Corpus Christi Attn: Mr. Jeff H.Edmonds,PE Director of Engineering Services 1201 Leopard Street Corpus Christi,Texas 78401 RE: Proposal for Construction Staff Augmentation—John Hinojosa (RFP No. 2018-02) Dear Mr. Edmonds, It is with great pleasure that we formally submit this proposal for the RFP No. 2018-02, City of Corpus Christi Construction Inspection Staff Augmentation Services. HENECO proposes John Hinojosa for this assignment.He will be available to work on a full-time basis on the project through end of March 2020 at the corresponding rates and Not to Exceed (NTE) amounts for Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2018-02: First one-year contract(thru March 2019) $95/hr. NTE- $197,600 OPTIONAL: Two 6-month renewals(thru March 2020) $95/hr. NTE- $197,600 TOTAL amount (one year plus two optional 6-month renewals) NTE- $395,200 Based on the scope of services outlined above, we have prepared a level of effort estimate for this initial effort. The estimate is based on 40 hours per week for a total of 52 weeks and an optional 52 weeks. It is our understanding that Mr. Hinojosa will be assigned to Utilities Projects,or as otherwise directed by the City of Corpus Christi. HENECO will provide these services to the best level of professionalism that we are known for. Thank you again for this opportunity. We are very enthusiastic to begin this work for the City of Corpus Christi. Sincerely, Alex Dawotola President/CEO Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BY-CITY-- PURCHASING YCITY-- PURCHASING DIVISION EXHIBIT"D" City of CITY OF CORPUS CHRISTI Corpus ChristiDISCLOSURE 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: HENECO Engineering And Consulting P.O.BOX: STREET ADDRESS: 16350 Park Ten Pl.Suite 211 CITY: Houston,TX ZIP: 77084- FIRM IS: 1. Corporation 2. Partnership 8 3. Sole Owner ❑ 4. Association K 5. Other 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.' Name A- 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 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 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 M I R Consultant FILING REQUIREMENTS If a 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 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 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 Person: NLEvr- Title: /iji oL T (Type or Print) Signature of Certifying Date: , Z o i Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Louis Estopinal) RFP No. 2018-02 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) and Heneco Engineering and Consulting, Inc., a Texas corporation, 16350 Park Ten Place, Suite 211 , Houston, Harris County, Texas 77084, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings,job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $176,800. 3.2 The Consultant's fee will be on a time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of"interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI HENECO ENGINEERING AND CONSULTING Jeff H. Edmonds, P. E. Date Alex Dawotola, Date Director of Engineering Services President/CEO 16350 Park Ten Place, Suite 211 Houston, TX 77084 APPROVED AS TO LEGAL FORM (281) 717-4523 Office (405) 651-1943 Mobile alex.dawotola@heneco.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Louis Estopinal) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Account No. Activity No. Amount Unit Wastewater 20126 4249-042 550910 E16247-01-4249-EXP $176,800 Total $176,800 HENECO Engineering&Consulting c■, 16350 Park Ten PI.Suite 211 HENECOHouston,TX 77084 USA 1 281 717 4523(Office)I www.heneco.com Our Ref: COCC -030518 Date: March 05,2018 City of Corpus Christi Attn: Mr. Jeff H.Edmonds,PE Director of Engineering Services 1201 Leopard Street Corpus Christi,Texas 78401 RE: Proposal for Construction Staff Augmentation—Louis Estopinal(RFP No.2018-02) Dear Mr. Edmonds, It is with great pleasure that we formally submit this proposal for the RFP No. 2018-02, City of Corpus Christi Construction Inspection Staff Augmentation Services. HENECO proposes Louis Estopinal for this assignment. He will be available to work on a full-time basis on the project through end of March 2020 at the corresponding rates and Not to Exceed(NTE)amounts for Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2018-02: First one-year contract(thru March 2019) $85/hr. NTE- $176,800 OPTIONAL: Two 6-month renewals (thru March 2020) $85/hr. NTE- $176,800 TOTAL amount (one year plus two optional 6-month renewals) NTE - $353,600 Based on the scope of services outlined above, we have prepared a level of effort estimate for this initial effort. The estimate is based on 40 hours per week for a total of 52 weeks and an optional 52 weeks. It is our understanding that Mr.Estopinal will be assigned to Utilities Projects,or as otherwise directed by the City of Corpus Christi. HENECO will provide these services to the best level of professionalism that we are known for. Thank you again for this opportunity. We are very enthusiastic to begin this work for the City of Corpus Christi. Sincerely, Alex Dawotola President/CEO Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BY-CITY-- PURCHASING YCITY-- PURCHASING DIVISION EXHIBIT"D" City of CITY OF CORPUS CHRISTI Corpus ChristiDISCLOSURE 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: HENECO Engineering And Consulting P.O.BOX: STREET ADDRESS: 16350 Park Ten Pl.Suite 211 CITY: Houston,TX ZIP: 77084- FIRM IS: 1. Corporation 2. Partnership 8 3. Sole Owner ❑ 4. Association K 5. Other 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.' Name A- 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 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 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 M I R Consultant FILING REQUIREMENTS If a 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 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 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 Person: NLEvr- Title: /iji oL T (Type or Print) Signature of Certifying Date: , Z o i Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Julian Pineda) RFP No. 2018-02 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) and Heneco Engineering and Consulting, Inc., a Texas corporation, 16350 Park Ten Place, Suite 211 , Houston, Harris County, Texas 77084, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings, job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $176,800. 3.2 The Consultant's fee will be on a time and materials(T&M)basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall, to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of"interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/IegaI/ch46.htm1. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI HENECO ENGINEERING AND CONSULTING Jeff H. Edmonds, P. E. Date Alex Dawotola, Date Director of Engineering Services President/CEO 16350 Park Ten Place, Suite 211 Houston, TX 77084 APPROVED AS TO LEGAL FORM (281) 717-4523 Office (405) 651-1943 Mobile alex.dawotola@heneco.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Julian Pineda) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Accoount Activity No. Amount Water Capital Reserve 4480-041 550910 E16247-01-4480-EXP $176,800 Total $176,800 HENECO Engineering&Consulting ■� 16350 Park Ten PI.Suite 211 HENECO Houston,TX 77084 USA 1 281 717 4523(Office)I www.heneco.com Our Ref: COCC -030518 Date: March 05,2018 City of Corpus Christi Attn: Mr. Jeff H.Edmonds,PE Director of Engineering Services 1201 Leopard Street Corpus Christi,Texas 78401 RE: Proposal for Construction Staff Augmentation—Julian Pineda (RFP No.2018-02) Dear Mr. Edmonds, It is with great pleasure that we formally submit this proposal for the RFP No. 2018-02, City of Corpus Christi Construction Inspection Staff Augmentation Services. HENECO proposes Julian Pineda for this assignment. He will be available to work on a full-time basis on the project through end of March 2020 at the corresponding rates and Not to Exceed (NTE) amounts for Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2018-02: First one-year contract(thru March 2019) $85/hr. NTE- $176,800 OPTIONAL: Two 6-month renewals(thru March 2020) $85/hr. NTE- $176,800 TOTAL amount (one year plus two optional 6-month renewals) NTE - $353,600 Based on the scope of services outlined above, we have prepared a level of effort estimate for this initial effort. The estimate is based on 40 hours per week for a total of 52 weeks and an optional 52 weeks. It is our understanding that Mr. Pineda will be assigned to Utilities Projects,or as otherwise directed by the City of Corpus Christi. HENECO will provide these services to the best level of professionalism that we are known for. Thank you again for this opportunity. We are very enthusiastic to begin this work for the City of Corpus Christi. Sincerely, Alex Dawotola President/CEO Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BY-CITY-- PURCHASING YCITY-- PURCHASING DIVISION EXHIBIT"D" City of CITY OF CORPUS CHRISTI Corpus ChristiDISCLOSURE 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: HENECO Engineering And Consulting P.O.BOX: STREET ADDRESS: 16350 Park Ten Pl.Suite 211 CITY: Houston,TX ZIP: 77084- FIRM IS: 1. Corporation 2. Partnership 8 3. Sole Owner ❑ 4. Association K 5. Other 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.' Name A- 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 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 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 M I R Consultant FILING REQUIREMENTS If a 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 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 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 Person: NLEvr- Title: /iji oL T (Type or Print) Signature of Certifying Date: , Z o i Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY OF CORPUS CHRISTI CONTRACT FOR REPRESENTATIVE SERVICES 18073A Construction Inspection Staff Augmentation (Darrell Donahoe) RFP No. 2018-02 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) and Heneco Engineering and Consulting, Inc., a Texas corporation, 16350 Park Ten Place, Suite 211 , Houston, Harris County, Texas 77084, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY ASSURANCE ..................................................................3 ARTICLE III COMPENSATION............................................................................3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V INSURANCE REQUIREMENTS......................................................5 ARTICLE VI INDEMNIFICATION.........................................................................5 ARTICLE VII TERMINATION OF AGREEMENT ..................................................6 ARTICLE VIII RIGHT OF REVIEW AND AUDIT....................................................6 ARTICLE IX OWNER REMEDIES .......................................................................7 ARTICLE X CONSULTANT REMEDIES.............................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ..........................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ...................................................9 EXHIBITS ARTICLE I — SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services, to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.2 Consultant shall comply with City standards, as specified in the Unified Development Code(UDC)or Code of Ordinances at the time of the execution of the contract,throughout the duration of the Project, unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the%of work performed by subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant shall conduct all services in a manner to avoid delaying the progress of the construction work. 1.6 Consultant will conduct on-site observations of contractor's work in progress, materials and equipment to assist City and design consultants in determining if the work is in general proceeding in accordance with construction documents. Consultant shall not supervise, direct or have control over contractor's work nor shall Consultant have authority over or responsibility for the means, methods, techniques, sequences or procedures of construction selected or used by any contractor, for security or safety at the Site, for safety precautions and programs incident to any contractor's work in progress or for any failure of a contractor to comply with laws and regulations applicable to such contractor's performing and furnishing of its work. The Consultant neither guarantees the performances of any contractor nor assumes responsibility for contractor's failure to furnish and perform the work in accordance with the construction documents. 1.7 Consultant shall notify the contractor and City if a construction deficiency is noted during observations. Consultant will advise the City of Consultant's opinion regarding the deficiency and the appropriate action but only the City can initiate any stop work orders or other penalties relating to the noted deficiency. The Consultant shall note the deficiency and action taken in the daily report. 1.8 Consultant shall notify the City of any design conflicts requiring a change to the construction contract or construction documents and will assist the City with resolution of the conflict. Consultant will consider and evaluate contractor's suggestions for modification to the construction documents and report such suggestions to the City. 1.9 Consultant shall review applications for payment with contractor for compliance with the established procedure for their submission and forward with recommendations to City and design consultant, noting particularly the relationship of payment requested to the schedule of values, Work completed, and materials and equipment delivered at the Site but not incorporated in the Work. 1.10 Consultant will assist in the scheduling of construction testing and system start-ups either on behalf of the City or through the contractor as may be required in the construction documents. Consultant will witness on-site testing, review the results of the tests and notify the City of test results that do not meet the minimum requirements of the construction documents. Consultant will observe, record and report to the City and design consultants appropriate details relative to the test procedures and system start-ups. 1.11 Consultant shall summarize construction observations reports in a log after each site visit in the format requested by the City. Reports shall include weather, site conditions, general observations, contractor's activities, data relative to questions of change orders,field orders,work change directives,field conditions or decisions made. 1.12 Consultant will attend meetings with the City, design consultants and contractor, such as pre-construction conferences, progress meetings,job conferences and other project related meetings as requested by the City. 1.13 Consultant will participate in site visits with the City, design consultants and contractor to determine substantial completion, and assist in determination of substantial completion and preparation of lists of items to be completed or corrected. Consultant will participate in a final site visit with the City, design consultants and contractor and assist in preparation of a final list of items to be completed and deficiencies to be remedied. Consultant will assist the City in determining whether all items on the final list have been completed or corrected and make recommendations to the City and design consultants concerning final acceptance. 1.14 Consultant shall not: 1.14.1 Authorize any deviation from the construction documents or substitution of materials or equipment (including "or-equal" items). 1.14.2 Undertake any of the responsibilities of contractor, subcontractors or suppliers. 1.14.3 Advise on, issue directives relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of contractor's work. 1.14.4 Advise on, issue directions regarding or assume control over security or safety practices, precautions,traffic controls, erosion controls or any programs in connection with the activities or operations of contractor. ARTICLE II — QUALITY ASSURANCE 2.1 The Consultant agrees to perform quality assurance inspection services. The City reserves the right to retain a separate consultant to perform additional services for the City. 2.2 The Consultant will perform quality assurance inspection services during the Project to ensure the Work satisfies applicable industry quality standards and meet the requirements of the Project scope. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $187,200. 3.2 The Consultant's fee will be on a time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. 3.3 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if a task requested requires an additional fee. 3.4 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. The invoice shall include documentation that shows who worked on the Project,the number of hours that each individual worked and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.5 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BY ANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.6 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.7 City may withhold compensation to such extent as may be necessary, in City's opinion, to protect City from damage or loss for which Consultant is responsible, because of: 3.7.1 delays in the performance of Consultant's work; 3.7.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.7.3 damage to City; or 3.7.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.8 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.9 In the event of any dispute(s) between the Parties regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.10 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.11 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 4.2 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two (2) six-months renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within three business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. ARTICLE V— INSURANCE REQUIREMENTS 5.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 5.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VI — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees or other entity, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court cost. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VII —TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit,examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures,and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX— OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Losses that are incurred because of errors and/or omissions in documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. 9.2 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 10.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with this Agreement. 11.2 Mediation 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 11.3.1 In no event shall either Party be liable, whether in contractor tort or otherwise, to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 11.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 11.4 1 n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. Both Parties expressly waive their right to a trial by jury. 11.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be at City's sole risk and without liability or legal exposure to Consultant. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent professionals practicing under the same or similar circumstances; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent inspector. 12.4 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.5 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.6 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form, attached as Exhibit D. 12.7 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement, and attach the Form 1295 as Exhibit E. Form 1295 requires disclosure of"interested parties" with respect to entities that enter into contracts with cities that exceed $50,000. These interested parties include: (1) persons with a "controlling interest" in the entity, which includes: a. an ownership interest or participating interest in a business entity by virtue of units, percentage,shares, stock or otherwise that exceeds 10 percent; b. membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or c. service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers; or (2) a person who actively participates in facilitating a contract or negotiating the terms of a contract with a governmental entity or state agency, including a broker, intermediary, adviser or attorney for the business entity. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed, notarized and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. 12.8 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/govern ment/city-secretary/conflict-disclosure/index. 12.9 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 12.10 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.11 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with this Agreement,this Agreement shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI HENECO ENGINEERING AND CONSULTING Jeff H. Edmonds, P. E. Date Alex Dawotola, Date Director of Engineering Services President/CEO 16350 Park Ten Place, Suite 211 Houston, TX 77084 APPROVED AS TO LEGAL FORM (281) 717-4523 Office (405) 651-1943 Mobile alex.dawotola@heneco.com Assistant City Attorney Date ATTEST City Secretary Date Construction Inspection Staff Augmentation (Darrell Donahoe) [RFP No. 2018-02] Project Number 18073A Contract for Representative Services Fund Name Accounting Unit Account No. Activity No. Amount Water Capital Reserve 4480-041 550910 E16247-01-4480-EXP $187,200 Total $187,200 HENECO Engineering&Consulting c■, 16350 Park Ten PI.Suite 211 HENECOHouston,TX 77084 USA 1 281 717 4523(Office)I www.heneco.com Our Ref: COCC -030518 Date: March 05,2018 City of Corpus Christi Attn: Mr. Jeff H.Edmonds,PE Director of Engineering Services 1201 Leopard Street Corpus Christi,Texas 78401 RE: Proposal for Construction Staff Augmentation—Darrel Donahoe (RFP No. 2018-02) Dear Mr. Edmonds, It is with great pleasure that we formally submit this proposal for the RFP No. 2018-02, City of Corpus Christi Construction Inspection Staff Augmentation Services. HENECO proposes Darrel Donahoe for this assignment. He will be available to work on a full-time basis on the project through end of March 2020 at the corresponding rates and Not to Exceed(NTE)amounts for Construction Inspection Staff Augmentation per the terms disclosed in RFP No. 2018-02: First one-year contract(thru March 2019) $90/hr. NTE- $187,200 OPTIONAL: Two 6-month renewals(thru March 2020) $90/hr. NTE- $187,200 TOTAL amount (one year plus two optional 6-month renewals) NTE- $374,400 Based on the scope of services outlined above, we have prepared a level of effort estimate for this initial effort. The estimate is based on 40 hours per week for a total of 52 weeks and an optional 52 weeks. It is our understanding that Mr. Donahoe will be assigned to Utilities Projects,or as otherwise directed by the City of Corpus Christi. HENECO will provide these services to the best level of professionalism that we are known for. Thank you again for this opportunity. We are very enthusiastic to begin this work for the City of Corpus Christi. Sincerely, Alex Dawotola President/CEO Exhibit A Page 1 of 1 EXHIBIT B PAYMENT REQUEST COMPLETE PROJECT NAME Project No.XXXX Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Inspection Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Consultant Fees $49,400.00 $0.001 $0.00 $49,400.00 $5,200.00 $0.00 $5,200.00 $44,200.00 10.5% Hours @$65/hr(John Doe) 760.00 0.001 0.001 760.00 80.00 0.00 80.00 680.00 10.5% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT"B" If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Staff Augmentation Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1 .2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements Commercial General Liability including: $1,000,000 Per Occurrence 1. Commercial Broad Form $2,000,000 Aggregate 2. Premises — Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $500,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased Contract for Professional Services WORKERS' COMPENSATION Statutory (All States Endorsement if Company is not domiciled in Texas) Employer's Liability $500,000 /$500,000 /$500,000 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 Applicable for paid employees, Consultant must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Consultant will be promptly met. An All States Endorsement shall be required if Consultant is not domiciled in the State of Texas. 1.5 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, 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. Consultant is required to provide City with renewal Certificates. 1.6 Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.7 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: 1.7.1 List the City and its officers, officials, employees and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers'compensation policy; Contract for Professional Services 1.7.2 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; 1.7.3 Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and 1.7.4 Provide thirty (30)calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.8 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, 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 contract. 1 .9 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.10 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.11 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. 1.12 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services SUPPLIER NUMBER TO BE ASSIGNED BY-CITY-- PURCHASING YCITY-- PURCHASING DIVISION EXHIBIT"D" City of CITY OF CORPUS CHRISTI Corpus ChristiDISCLOSURE 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: HENECO Engineering And Consulting P.O.BOX: STREET ADDRESS: 16350 Park Ten Pl.Suite 211 CITY: Houston,TX ZIP: 77084- FIRM IS: 1. Corporation 2. Partnership 8 3. Sole Owner ❑ 4. Association K 5. Other 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.' Name A- 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 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 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 M I R Consultant FILING REQUIREMENTS If a 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 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 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 Person: NLEvr- Title: /iji oL T (Type or Print) Signature of Certifying Date: , Z o i Person: 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 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-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. EXHIBIT E FORM 1295 CERTIFICATE OF INTERESTED PARTIES Contract for Professional Services CITY COUNCIL EXECUTIVE SUMMARY Council Priority WATER Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works - Dan Grimsbo, Executive Director of Utilities Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Le istar ID March 27, 2018 Motion 18-0276 Agenda Title: Change Order No. 7—O. N. Stevens Water Treatment Plant High Service Building No. 3 PROPOSED ACTIONS/RECOMMENDATIONS ➢ Future Item — No action required ➢ Staff Recommendation: Authorization to execute Change Order No. 7 o With PLW Cadagua Partners of The Woodlands, Texas o In the amount of$182,629.43 o For correction of soil and drainage issues at the project site SUMMARY ➢ Project approved in 2018 Capital Improvement Program (CIP) budget ➢ Construction started — October 2016 o High Service Building No. 3 located just south of Clearwell No. 2 o Clearwell No. 2 —90,000 Square foot, 10 Million-gallon water ground storage tank o Severe erosion & unstable soils ■ Discovered during excavation for new High Service Building No. 3 ■ Undermining south wall embankment of Clearwell No. 2 ■ Embankment of nearby (south of Clearwell No. 2) drainage creek ■ Outfall of drainage creek ➢ Change Order No. 7: o Replaces unstable soils o Restores embankments w/ new erosion control matting on south embankment Clearwell No. 2 o Improves drainage collection system (new French drain) o Stabilizes outfall at creek PRIOR COUNCIL ACTION ➢ August 16, 2016—Construction contract awarded FINANCIAL CONSIDERATIONS ➢ Six (6) previous Change Orders approved administratively ➢ Change Orders 1 thru 7 < 2% increase to original construction contract ALTERNATIVES ➢ Authorize execution of Change Order. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Presentation ➢ Change Order No. 7 FUTURE ACTIONS ➢ Approval Action Project No.E11066 AB/JR Rev.1—03/14/18 Item Details Legistar # 18-0276 Change Order No. 7 —With PLW Cadagua Partners of the Woodlands, Texas for the O. N. Stevens Water Treatment Plant High Service Building No. 3 Project Council Meeting Dates: Item Being Considered: Future Item — March 27, 2018 Motion Action Item - April 10, 2018 RECOMMENDATION: Authorization to execute Change Order No. 7 with PLW Cadagua Partners of The Woodlands, Texas in the amount of $182,629.43 for the O. N. Stevens Water Treatment Plant High Service Building No. 3 project for correction of soil and drainage issues at the project site. SUMMARY: Construction Change Order No. 7 is required to correct soil and drainage issues at O.N. Stevens Water Treatment Plant and complete the High Service Building No. 3 project. The High Service Building No. 3 project was awarded by City Council on August 16, 2016 with construction starting in October 2016. During construction, the contractor encountered unanticipated erosion and soil conditions that require additional work to complete the project. The new High Service Building No. 3 site is located just to the south of existing Clearwell No. 2. Clearwell No. 2 is a 90,000-square foot (300 feet x 300 feet), 10 million-gallon water ground storage tank. The lower sections of the four concrete exterior walls extend partially underground. The water in the tank puts significant pressure on the concrete walls which require solid, stable soil around them to counteract water pressure. The surrounding terrain has lower elevations on the south and east walls that require sloped earthen embankments on both the south and east side. During excavation for the new High Service Building No. 3, severe erosion and unstable soils were encountered on the south embankment that are undermining the existing Clearwell No. 2 structure. The site drainage for Clearwell No. 2 and surrounding area sheet flows to the south into a small underground collection system that outfalls to a nearby drainage creek within the O.N. Stevens Water Treatment Plant property. The sheet flow and excessive rains have caused severe erosion along the south embankment. There was also severe erosion discovered at the outfall to the nearby drainage creek. Construction Change Order No. 7 was developed to replace the unstable soils, correct the erosion by restoring the embankments with new erosion control matting on the south embankment, improve the drainage collection system (new French drain), and stabilize the outfall at the creek. The outfall improvements include grading, compaction, placement of new rock rip rap and miscellaneous erosion control and vegetative cover. This work was unavoidable. Additional geotechnical testing would have discovered the unstable soils and therefore work would have been included in the bid documents in lieu of a construction change order. Project No. E11066 1 AB/JR Rev.0—03/05/18 The previous Construction Change Orders 1 through 6 were administratively authorized. A summary is provided below: Change Description Cost ($) Order# 1 Daily delays due to O.N. Stevens Water Treatment Plant 56,843.90 personnel safety request 2 Changes to cable tray supports 34,442.14 3 Changes to wastewater line and AEP power additions 55,881.50 4 Changes and alignment to storm sewer drains and replacement 66,948.00 of existing manhole 5 Motor witness testing credit (35,600.00) 6 Change analyzer instrumentation 7,433.70 PREVIOUS COUNCIL / BOARD ACTIONS: Construction contract awarded August 16, 2016. Project No. E11066 2 AB/JR Rev.0—03/05/18 PROJECT BUDGET ESTIMATE O.N. STEVENS WATER TREATMENT PLANT HIGH SERVICE BUILDING NO. 3 CHANGE ORDER NO. 7 FUNDS AVAILABLE: WaterCIP...................................................................................................................... $28,547,400 TOTAL FUNDS AVAILABLE $28,547,400 FUNDS REQUIRED: Construction and Change Order Total.................................................................................. 22,018,579 *Initial Construction (PLW Cadagua Partners)............................................. 21,650,000 Change Order No. 1.............................................................................. 56,844 Change Order No.2.............................................................................. 34,442 Change Order No. 3.............................................................................. 55,882 Change Order No.4.............................................................................. 66,948 Change Order No. 5.............................................................................. -35,600 Change Order No.6.............................................................................. 7,434 Change Order No.7 THIS CONTRACT 182,629 Contingency Balance Remaining........................................................................................ 1,796,421 Construction Testing and Inspection Fees Estimate:............................................................... 830,951 **Construction Materials Testing................................................................ 54,765 Construction Materials Testing Amendment No. 1....................................... 26,186 Construction Inspection Estimate............................................................. 750,000 Design:.......................................................................................................................... 2,496,784 Original Contract(LNV, Inc.)................................................................... 47,500 ***Amendment No. 1 (LNV, Inc.).................................................................. 2,358,103 Amendment No. 2(LNV, Inc.).................................................................. 28,600 Amendment No. 3(LNV, Inc.).................................................................. 2,581 Amendment No. 4(LNV, Inc.).................................................................. 20,300 Amendment No. 5(LNV, Inc.).................................................................. 39,700 Reimbursements:............................................................................................................ 1,201,000 Contract Administration(Engineering Admin/Capital Budget/Finance)............. 450,000 Engineering Services(Project Mgmt/Constr Mgmt)...................................... 750,000 Misc................................................................................................... 1,000 TOTAL $28,343,734 ESTIMATED PROJECT BUDGET BALANCE $203,666 *Construction contract approved by City Council on August 16, 2016 by Motion No. M2016-094 **Construction Materials Testing contract approved by City Council on August 16, 2016 by Motion No. M2016-094 ***Professional Services Contract approved by City Council on October 15, 2013 by Motion No. M2013-159 MUECES RIVER 1 V 524 • NUECES BAY SCALE: N.T.S. ANNAVILLE 77 0 o SHIP v o CORPUS CHRISTI �fopgRO I LEOPARD a' ROBSTOWN = 44 44 CORPUS CHRISTI p 288 NTEO�TIO 358 N W n N Q PROJECT LOCATION G43M O ��Y �i 358 ,FO My MG_ CABANISS FIELD T 885 9� 90 288 2444 O LOCATION MAP NOT TO SCALE Project: E11066 O.N. STEVENS WATER TREATMENT PLANT CITY COUNCIL EXHIBIT HIGH SERVICE PUMP BUILDING NO. 3 CITY OF CORPUS CHRISTI,TEXAS CONSTRUCTION CHANGE ORDER NO. 7 DEPARTMENT OF ENGINEERING SERVICES Corpus Chr'sti Engineering O.N. Stevens Water Treatment Plant High Service Building No. 3 Construction Change Order No. 7 Council Presentation �' March 27, 2018 Project Location Corpus Chr'sti ngin�nring N s:. NUECES MY SCALE:N.T.S. ANN4NLLE y CORPUS CHRM ROBFM ^\\ v # ONSWTP HIGH SERVICE PUMP BUILDING No.3 (CHANGE ORDER No.7) 2 Project Vicinity Corpus Chr'sti a.gin..ring WORM - N ®V SCALE:N.T.S. 1- eopar e Yr HIGH SERVICE#3 SITE o``, { CHANGE ORDER No.7 j.. Project Scope Corpus Chr sti Engineering This project provides for construction of a new High Service Building at the 0.N. Stevens Water Treatment Plant as a replacement of existing High Service Building No. 1. During construction, severe erosion and unstable soils were encountered and must be addressed to complete the project. Construction Change Order No. 7 will: • Replace unstable soils • Correct erosion by restoring the embankment • Install erosion control matting on the south embankment • Improve drainage collection system • Stabilize the outfall at the drainage creek by grading, compaction, placement of rock rip rap, vegetative cover, and adding miscellaneous erosion controls Project Schedule °1i Corpus Chr sti - Engineering 2016 20172018 2019 MJJASONDJFMAMJJASONDJFMAMJJASONDJFMAMJJASOND Bid & Construction Award Project Estimate: 1,170 Calendar Days = 39 Months Projected Schedule reflects anticipated construction completion by December 2019. ntCorpus Chr'sti Engineering Questions? 6 y . Change Order Summary Qrpus Thrt _ Engineering TOTAL CONTRACT AMOUNT (8/16/2016) $21,650,000.00 25%Limit Amount $5,412,500.00 Change Order No. 1 $56,843.90 Administrative Approval Change Order No.2 $34,442.14 Administrative Approval Change Order No. 3 $55,881.50 Administrative Approval Change Order No.4 $66,948.00 Administrative Approval Change Order No. 5 ($35,600.00) Administrative Approval Change Order No.6 $7,433.70 Administrative Approval Change Order No.7 $182,629.43 THIS ITEM TOTAL All Change Orders $368,578.67 1.7%<25% NEW CONTRACT AMOUNT 1 $22,018,578.67 Photos Corpus Chr'sti Cngin..ring s i^ = .;lye` � ��N' L'':`• ...� 1� 8 i CITY OF CORPUS CHRISTI i ENCtNEERING SERVICES CHANGE ORDER CHANCE ORDER NO: 7 CHANGE ORDER DATE: 11512018 PROJECT: O.N.Steven Water Treatment Plam High Semee Pump Bldg.13 PROJECT NUMBER: El 1066 I CONTRACTOR: PLWCadaguaPannets ORIGINALCONTRACI'TIME: ID65CD's ENGINEER: LNV,Inc. Make the fallowing addiduns,mudifieali0as or deletions to the work.described In rhe Can tract Dara ments: Qty Unit Unit Price Total I Erosion Control addition fur Cleanvell 82 and Creek Donn I LS S 182,629.43 S 182,629.43 Add lhirty(30)Colendm Days to Contract Time NET TOTAL OF THIS CHANGE ORDER, S 182,619,43 Why was this Change necessary: It became evident during constnrdion that there was excessive erosion on recent excavation and sloping of the till matcnal around the existing chearvvell.This excavalcon was required to construct the new fligh Service Pump Ststian.Soil utilized during backfill orihe clemwell during its original construction,experienced erasion well beyond design expectations during construction of the High Service Pump Station roundatiem.Tluis+vas not anticipated and a nese erosion control measure design was required to permanently stabilize the slope. How ran similar changes be avoided In the future? Additional snit borings and test during design could have avoided the need for this change but trot like costs associated. The canrpensrrllarr agreed Upon In this Change Orderisfrril,corrpfete and fival payment far all casisille Contractor ntny Incor as a resull efur reladng so lfrircAtege Wiether sold cows are knmvn,04141101=rr, foreseer or unforreen at this than,hteludhrg u4rhdut lindrailurr,any cost for delay,tertertded overhead,ripple or lnrpartcost,or any oilier effect on chongeel ar rrnchanged rtvrk Ora resufr ofthls C7rauge Order. Original Contract Amount S 21,650,000AD Preciously Approved Change Order Amount S 185,949.26 Proposed Change Order Amount S 182,629.43 Revised Contract Amount S 22,018,578.69 Percent of Total Change Orders(including this CO) 1.70% Original Contract Time far Substantial Completion 1065 Cly, Notice to Proceed Date 1 01312 01 6 Original Substantial Completion Date 9/3/2019 Previously Approved Change OrderTinua 22 CD's Additional Time on This Change Order 30 CD's Revised Contract Time for Substarutial Completion [117 CD's Revised Substantial Completion Date 11/2512019 REVIEWED BY:LNV,Inc REQUESTED BY:PLW Codngun Partners n/a VJanusry09.2018_ Engineer Datc Contractor ErnliP L. Vice Preslden! Date Crl'Y OF CORPUS CHRISTI F1IND:4096-061 RECOMMENDIinHY: t Y4, ACCOUNT:550910 Eraeslo De La Cama,P.E. AC11111TY.El 1066-01-4096-EXP Connection Management Engineer RECONIMENDED BY: APPROVED I.tY:NA Jeffrey Edmonds,P.E. Hole Valerie H.Cray,P.E. Dare Director of Engineering Scrviccs Executive Director of Public Works RECOMMENDEDDY: Electronic Approval 1/11/18 APPROVED BY: NA Eddie Houlihan,Director Date Mark Van Vleck Data Markagemcm and Budget Assistant City Manager RECOMMENDED BY: 1-12-18 APPROVEDDY: NA JanelKenem/Kent 8f hinrgleC.Rose Date City Attorney City Manager CITY COUNCIL EXECUTIVE SUMMARY e Council Priority Not Applicable Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works 4 Dan Grimsbo, Executive Director of Utilities Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Le istar ID March 27, 2018 Motion 18-0313 Agenda Title: Construction Contract—Citywide Lift Station Repairs 2017-2018 Project Year PROPOSED ACTIONS/RECOMMENDATIONS ➢ Future Item — No action required ➢ Staff Recommendation: Authorization to execute construction contract o With Associated Construction Partners Ltd., of Bourne, Texas o In the amount of$1,496,000 o For Citywide Lift Stat ion Repairs 2017-2018 project ear SUMMARY ➢ Continues strategic lifecycle program: o Phased prioritization, design & construction o Extends lift station service life o Reduces long-term maintenance costs o Improves flows o Meets TCEQ guidelines ➢ Proposed Lift Stations (2017— 2018 Project Year): o Rincon North o Rincon South o Schanen o Stillwell o Coastal Meadows o Park Road 53 o Kings Crossing o North Beach `B' o Port & Pearse ➢ Services: o Construction improvements for: ■ Control of flow pumping ■ Replacement of various piping, valves, pumps and bases, guide rails, instrumentation and controls, and ■ Other miscellaneous items PRIOR COUNCIL ACTION ➢ None FINANCIAL CONSIDERATIONS ➢ Project approved in CIP budget ALTERNATIVES ➢ Authorize execution of contract. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Presentation FUTURE ACTIONS ➢ Approval Actlon Project No.E16426 PM/JR Rev.1—03/19/18 Item Details Legistar # 18-0313 Construction Contract— Citywide Lift Station Repairs 2017-2018 Project Year Council Meeting Dates: Item Being Considered: Future Item — March 27, 2018 Motion Action Item —April 10, 2018 RECOMMENDATION: Authorization to execute a construction contract with Associated Construction Partners Ltd. of Boerne, Texas in the amount of$1,496,000 for Citywide Lift Station Repairs 2017-2018 project year for the total base bid. (Capital Improvement Program - CIP). BASE BID: This project consists of the rehabilitation of nine lift stations which requires control of flow pumping, the replacement of discharge piping, plug valves, check valves, pumps, pump bases, guide rails, pump control panels, electrical generators, concrete structures, main electrical disconnects, new chain link fencing, minor site fill, concrete coating, pipe painting, temporary traffic control and miscellaneous items of work required to complete the project in accordance with plans, specifications and Contract Documents. ADDITIVE ALTERNATES: None BID SUMMARY CONTRACTOR BASE BID Associated Construction Partners Ltd. 1,496,000 Boerne, Texas Bridges Specialties, Inc. 1,509,296 Robstown, Texas Veritas Management dba Black Castle General Contractor 1,945,500 New Braunfels, Texas Engineer's Opinion of Probable Construction Cost $1,261,000 SUMMARY: This project continues implementation of a strategic lifecycle program for future lift station projects with funding requirements and cost benefit analysis for the City's 104 Lift Stations. The project identifies, prioritizes and implements specific capital improvements in a phased design and construction approach to extend lift station service life, reduce long-term maintenance costs, improve flows, and meet the Texas Commission on Environmental Quality (TCEQ) guidelines including reducing overflows and redundant systems. Project No.E16426 1 PM/JR Rev.0—03/19/18 This is the second year of the City's ongoing Citywide Lift Station Repairs to strategically re-capitalize the lift stations. Year 1 (2016-2017) Year 2 (2017-2018) Year 3 (2018-2019) THIS ITEM Leeward Lift Station Rincon North Lift Station Williams Lift Station Jackfish Lift Station Rincon South Lift Station Wooldridge Lift Station Lake Padre South Lift Station Schanen Lift Station Everhart Staples Lift Station Seahorse Lift Station Stillwell Lift Station Morgan Lift Station Up River Lift Station Coastal Meadows Lift Station Studebaker Lift Station Park Road 53 Lift Station Turtle Cove Lift Station Kings Crossing Lift Station North Beach `B' Lift Station Port & Pearse Lift Station The 2017-2018 Program engineer, Urban Engineering, recommends approval of a construction contract with Associated Construction Partners Ltd., of Boerne, Texas in the amount of$1,496,000 for Citywide Lift Station Repairs 2017-2018 for the total base bid. PREVIOUS COUNCIL / BOARD ACTIONS: None. Project No. E16426 2 PM/JR Rev.0—03/19/18 PROJECT BUDGET ESTIMATE CITYWIDE LIFT STATION REPAIRS FISCAL YEAR 2017-2018 (CONSTRUCTION CONTRACT) FUNDS AVAILABLE: Wastewater C I P.......................................................................................................... $ 9,000,000 TOTAL FUNDS AVAILABLE $ 9,000,000 FUNDS REQUIRED: Construction and Contingency Estimate:.......................................................................... 1,645,600 Construction THIS CONTRACT 1,496,000 Contingency(10%)................................................................................ 149,600 Construction Inspection and Testinq Estimate:.................................................................. 495,000 Construction Inspection Estimate............................................................. 315,000 Testing Estimate................................................................................... 180,000 Engineering Desiqn and Geotechnical Testing:.................................................................. 147,800 *Engineer(Urban Engineering)................................................................. 145,500 Geotechnical Testing.......................................................................... 2,300 Reimbursements:........................................................................................................ 452,000 Contract Administration (Engineering Svcs Admin/Capital Budget/Finance)...... 180,000 Engineering Services(Project Mgmt/Constr Mgmt)...................................... 270,000 Misc................................................................................................... 2,000 TOTAL $ 2,740,400 ESTIMATED PROJECT BUDGET BALANCE $ 6,259,600 *Design contract approved by City Council on January 10, 2017 by Motion No. M2017-002 + I N SCALE: N.T.S. 0 D CITYWIDE LIFT STATION REPAIRS Rincon South Lift Station $ o� HUECEs BAY North Beach 'B' Lift Station ° AHr 7] r .9 OORPUs CHRIsII Rincon NorRDBSth Lift Station 6 °""" Port&Pearse Lift Station CORFMIs CHRIBII BAY Stillwell Lift Station ow BAY °°6 FLOUR BLUFF II �° Park Road 53 Lift Station Coastal Meadows Lift Station Schanen Lift Station U UMA MAORE GULF OF ME= Kings Crossing Lift Station LOCATION MAP NOT TO SCALE Project Number: E16426 CITYWIDE LIFT STATION REPAIRS CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI,TEXAS 2017-2018 DEPARTMENT OF ENGINEERING SERVICES = Corpus Chr s Engineering Citywide Lift Station Repairs 2017-2018 Council Presentation March 27, 2018 Project Location Corpus Chr'sti ngin�nring CITYWIDE LIFT STATION REPAIRS Rincon South Lift Station N SCALE:N.T.S. North Beach'B'Lik Station d C70 Rincon North Lik Station _ Port&Pearse LiR Station arma cxa,wr a Stillwell Lift Station 71 Park Road 53 Lik Station Coastal Meadows Lift Station Schanen Lift Station . Kings Crossing Lift Station =- Project Vicinity Corpus Chr'sti Engin..ring CITYWIDE LIFT STATION REPAIRS Rincon South Lift Station !. North Beach'B'Lift Station N ' . SCALE: N.T.S. Rincon North Lift Station .. � Port&Pearse Lift Station Stillwell Lift Station r Park Road 53 Lift Station Coastal Meadows Lift Station i� Schanen Lift Station `�``t` _ l� Kings Crossing Lift Station &�4- ) C. ) Project Scope Carpus Chr sti Engineering This is part of the ongoing program to recapitalize the City's 104 lift stations. This item is for construction of the following nine lift stations: • Rincon North Lift Station • Park Road 53 Lift Station • Rincon South Lift Station • Kings Crossing Lift Station • Schanen Lift Station • North Beach `B' Lift Station • Stillwell Lift Station • Port & Pearse Lift Station • Coastal Meadows Lift Station Project Schedule &�4- ) Carpus Chr sti Engineering JAN FEB MAR APR MAY JUN JUL AUG SEP OCT NOV DEC JAN FEB MAR Bid & Construction Award Project Construction Estimate: 310 days -- 11 months Projected Schedule reflects City Council award in April 2018 with construction completion in March 2019. Citywide Lift Station Repairs 2017-2018 Corpus Chr'sti rngin.ering_ Questions .? 6 URBAN Job No. 26175.136.00 ENGINEERING March 2, 2018 TRANSMITTED VIA EMAIL Jeff Edmonds, P. E. Director of Engineering Services City of Corpus Christi P.O. Box 9277 Corpus Christi,Texas 78469 Subject: Lift Station Repairs Citywide 2017-2018 (#E16426) Dear Jeff: 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 required in the Statement of Experience to be submitted after the bid date. We have investigated and found the bid package and experience record of Associated Construction Partners Ltd., the apparent low bidder, to be satisfactory. Attached please find a Bid Tabulation and a copy of the Statement of Experience. It is the recommendation of Urban Engineering that the subject project be awarded to Associated Construction Partners Ltd., if the funds are available, for the Total Base Bid amount of$1,496,000. Sincerely, URBAN ENGINEERING VC Y v ` Mark Maroney, P. E. MM/bdw Enclosure xc:Associated Construction Partners Ltd.via email Pablo Martinez, P. E.—City via email Alex Barabanov, P.E.—City via email (361)854-3101 2725 SWANTNER DR, • CORPUS CHRISTI,TEXAS 78404 FAX(361)854-6001 www.urboneng.com TBPE Firm#145 TBPLS Firm #10032400 CITY COUNCIL EXECUTIVE SUMMARY Council Priority Not Applicable Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works - Dan Grimsbo, Executive Director of Utilities Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Le istar ID March 27, 2018 Motion 18-0287 Agenda Title: Professional Services Contract— Citywide Lift Station Repairs 2018-2019 PROPOSED ACTIONS/RECOMMENDATIONS ➢ Future Item — No action required ➢ Staff Recommendation: Authorization to execute professional services contract o With Urban Engineering of Corpus Christi, Texas o In the amount of$385,650 o For design, bid and construction phase services SUMMARY ➢ Continues strategic lifecycle program: o Phased prioritization, design & construction o Extends lift station service life, o Reduces long-term maintenance costs o Improves flows, o Meets TCEQ guidelines ➢ Proposed Lift Stations (2018 Program): o Williams o Everhart Staples o Wooldridge o Morgan ➢ Services — o Design improvements for: ■ New pumps, motors, and control panels ■ Suction and discharge piping ■ Odor control unit PRIOR COUNCIL ACTION ➢ None FINANCIAL CONSIDERATIONS ➢ CIP budget ALTERNATIVES ➢ Authorize execution of contract. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Presentation ➢ Contract FUTURE ACTIONS ➢ Approval Action Project No.E17806 PM/JR Rev.1—03/09/18 Item Details Legistar # 18-0287 Professional Services Contract — Citywide Lift Station Repairs 2018-2019 Council Meeting Dates: Item Being Considered: Future Item — March 27, 2018 Motion Action Item —April 10, 2018 RECOMMENDATION: Authorization to execute a professional services contract with Urban Engineering of Corpus Christi,Texas in the amount of $385,650 for Citywide Lift Station Repairs 2018-2019 for design, bid and construction phase services. (Capital Improvement Program - CIP). SUMMARY: This project provides for continuation of a strategic lifecycle program for future lift station projects with funding requirements and cost benefit analysis for the City's 104 Lift Stations. The project identifies, prioritizes and implements specific capital improvements in a phased design and construction approach to extend lift station service life, reduce long-term maintenance costs, improve flows, and meet the Texas Commission on Environmental Quality (TCEQ) guidelines reduce overflows and redundant systems. This program is critical to improve the operational capabilities, reduce overflows, and maintain TCEQ compliance that reduces operational and maintenance costs. Many of the lift stations are at the end of their useful life cycle and are at risk for meeting service demands and permit compliancy. The City-Wide Lift Station Repairs program identifies, prioritizes, and implements capital improvements to recapitalize a group of lift stations each year within the approved budget. Each fiscal year, the most critical improvements and lift stations are identified with the most cost effective alternatives. This contract provides professional services for design, bid and construction phase services for the 2018 program at four lift stations: • Williams Lift Station • Everhart Staples Lift Station • Wooldridge Lift Station • Morgan Lift Station Typical improvements include removal, replacement and upgrades to the pumps, pump motors, pump bases, suction and discharge piping, valves, guide rails, electrical, instrumentation, controls, odor control and other miscellaneous items. The construction for these four lift stations is planned for next fiscal year pending approval and funding availability. The engineer shall complete the necessary field investigations, evaluations and design services to prepare construction documents. The engineering includes: Project No. E17806 1 PM/JR Rev. 1—03/09/18 1. Develop design plans to the City's format and specification documents incorporating all issues with relevant solutions and identifying to the best of the Engineer's knowledge all potential conflicts and offer solutions. 2. Design improvements to the Williams Lift Station to include new pumps and motors, pump control panels, suction and discharge piping, and odor control unit. 3. Design improvements to the Wooldridge Lift Station to include new pumps and motors, pump control panels, and suction and discharge piping. 4. Design improvements to the Everhart Staples Lift Station to include new pumps and motors, pump control panels, and odor control unit. 5. Design improvements to the Morgan Lift Station to include new pumps and motors, pump control panels, suction and discharge piping, and odor control unit. PREVIOUS COUNCIL / BOARD ACTIONS: None. Project No.E17806 2 PM/JR Rev. 1—03/09/18 PROJECT BUDGET ESTIMATE CITYWIDE LIFT STATION REPAIRS FISCAL YEAR 2018-2019 (A/E DESIGN CONTRACT) FUNDS AVAILABLE: Wastewater C I P.......................................................................................................... $ 6,259,600 TOTAL FUNDS AVAILABLE $ 6,259,600 FUNDS REQUIRED: Construction and Contingency Estimate:.......................................................................... 4,948,680 Construction Estimate............................................................................ 4,498,800 Contingency(10%)................................................................................ 449,880 Construction Inspection and Testinq Estimate:.................................................................. 269,086 Construction Inspection Estimate............................................................. 219,086 Testing Estimate................................................................................... 50,000 Design:..................................................................................................................... 385,650 Engineer(Urban Engineering)THIS CONTRACT ... 385,650 Reimbursements:........................................................................................................ 314,980 Contract Administration (Engineering Svcs Admin/Capital Budget/Finance)...... 125,192 Engineering Services(Project Mgmt/Constr Mgmt)...................................... 187,788 Misc................................................................................................... 2,000 TOTAL $ 5,918,396 ESTIMATED PROJECT BUDGET BALANCE $ 341,204 + I N SCALE: N.T.S. CITYWIDE PROJECT o � NUECES BAY 0 wh qv CORPUS CHRISR Mor an Lift Station s M M Everhart/Staples Lift Station i3 a l; Williams Lift Station d BAY , 0°6 u FLOUR BEUFF am LAGUM WORE Wooldrid e Lift Station �F LOCATION MAP NOT TO SCALE Project Number: E17086 CITYWIDE LIFT STATION REPAIRS CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI,TEXAS 2018-2019 DEPARTMENT OF ENGINEERING SERVICES Corpus Chr s Engineering Citywide Lift Station Repairs 2018-2019 Council Presentation March 27, 2018 Project Location Corpus Chr'sti rngin.nring CITYWIDE LIFT STATION REPAIRS N SCALE:N.T.S. Morgan Lift Station Everhart/Staples Lift Station a t Williams Lift Station Wooldridge Lift Station Project Vicinity Corpus Chr sti _ Engineering CITYWIDE LIFT STATION �•- REPAIRS r1► Mor an Lift Station t Everhart/Sta les Lift Station Williams Lift Station 1 Williams Lift Station &�4- ) C. ) Project Scope Carpus Chr sti Engineering This is part of the ongoing program to recapitalize the City's 104 lift stations. This item provides for improvements to the four lift stations below. • Williams Lift Station • Wooldridge Lift Station • Everhart Staples Lift Station • Morgan Lift Station Project Schedule &�4- ) Carpus Chr sti Engineering APR MAY JUN JUL AUG SEP OCT Design Project Design Estimate: 190 days -- 7 months Projected Schedule reflects City Council award in April 2018 with design completion in October 2018. Citywide Lift Station Repairs 2018-2019 Corpus .r.n i rngin�ering Questions? 6 CITY OF CORPUS CHRISTI CONTRACT FOR PROFESSIONAL SERVICES FOR PROJECT E17086 CITYWIDE LIFT STATION REPAIRS 2018-2019 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) and Urban Engineering, a Texas company, 2725 Swantner, Corpus Christi, Nueces County, Texas 78404, (Consultant), hereby agree as follows: TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I SCOPE OF SERVICES ...................................................................2 ARTICLE II QUALITY CONTROL-----------------------------------------------------------------------3 ARTICLE III COMPENSATION----------------------------------------------------------------------------3 ARTICLE IV TIME AND PERIOD OF SERVICE ..................................................4 ARTICLE V OPINIONS OF COST ----------------------------------------------------------------------5 ARTICLE VI INSURANCE REQUIREMENTS......................................................5 ARTICLE VII INDEMNIFICATION.........................................................................5 ARTICLE VIII TERMINATION OF AGREEMENT ..................................................6 ARTICLE IX RIGHT OF REVIEW AND AUDIT....................................................7 ARTICLE X OWNER REMEDIES .......................................................................7 ARTICLE XI CONSULTANT REMEDIES.............................................................8 ARTICLE XII CLAIMS AND DISPUTE RESOLUTION ..........................................8 ARTICLE XIII MISCELLANEOUS PROVISIONS.................................................10 EXHIBITS Page 1 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC ARTICLE I —SCOPE OF SERVICES 1.1 The Consultant shall provide to Engineering Services its Scope of Services,to be incorporated herein and attached to this Agreement as Exhibit A. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services that would normally be required by law or common due diligence in accordance with the standard of care defined in Article XIII of this Agreement. The approved Scope of Services defines the services to be performed by Consultant under this Agreement. 1.2 Consultant shall follow City Codes and Standards effective at the time of the execution of the contract. At review milestones, the Consultant and City will review the progress of the plans to ensure that City Codes and Standards are followed unless specifically and explicitly excluded from doing so in the approved Scope of Services attached as Exhibit A. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.3 Consultant shall provide labor, equipment and transportation necessary to complete all services agreed to hereunder in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Upon request, Consultant must provide City with a list of all subconsultants that includes the services performed by subconsultant and the% of work performed by subconsultant(in dollars). Changes in Consultant's proposed team as specified in the SOQ or Scope of Services must be agreed to by the City in writing. 1.4 Consultant shall not begin work on any phase/task authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. If the scope of the Project changes, either Consultant or City may request a review of the changes with an appropriate adjustment in compensation. 1.5 Consultant will provide monthly status updates (project progress or delays) in the format requested by the City with each monthly invoice. 1.6 For design services, Consultant agrees to render the professional services necessaryfor the advancement of the Project through Final Completion of the Construction Contract. Consultant acknowledges and accepts its responsibilities, as defined and described in City's General Conditions for Construction Contracts,excerpt attached as Exhibit D. 1.6.1 The Consultant agrees to serve as the City's Designer as defined in the General Conditions and will consult and advise the City on matters related to the Consultant's Scope of Services during the performance of the Consultant's services. 1.6.2 The Consultant agrees to prepare plans, specification, bid and contract documents and to analyze bids and evaluate the documents submitted by bidders. 1.6.3 The Consultant agrees to assist the City in evaluating the qualifications of the prospective contractors, subcontractors and suppliers. 1.7 For projects that require subsurface utility investigation: 1.7.1 The Consultant agrees to prepare and submit to the City prior to the 60% submittal a signed and sealed report identifying all utilities within the project area at the Quality Level specified in Exhibits A and A- 1. It is assumed that all utilities will be identified using Quality Level A exploratory excavation unless stated otherwise. 1.7.2 Utilities that should be identified include but are not limited to utilities owned by the City, local franchises, electric companies, communication companies, private pipeline companies and 3rd party owners/operators. Page 2 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 1.8 For project with potential utility conflicts: 1.8.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts. 1.8.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City. 1.9 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. ARTICLE II —QUALITY CONTROL 2.1 The Consultant agrees to perform quality assurance-quality control/constructability reviews(QCP Review). The City reserves the right to retain a separate consultant to perform additional QCP services for the City. 2.2 The Consultant will perform QCP Reviews at intervals during the Project to ensure deliverables satisfy applicable industry quality standards and meet the requirements of the Project scope. Based on the findings of the QCP Review, the Consultant must reconcile the Project Scope and the Opinion of Probable Cost (OPC), as needed. 2.3 Final construction documents that do not meet City standards in effect at the time of the execution of this Agreement may be rejected. If final construction documents are found not to be in compliance with this Agreement, Consultant will not be compensated for having to resubmit documents. ARTICLE III — COMPENSATION 3.1 The Compensation for all services (Basic and Additional) included in this Agreement and in the Scope of Services for this Agreement shall not exceed $385,650.00. 3.2 The Consultant's fee will be on a lump sum or time and materials (T&M) basis as detailed in Exhibit A and will be full and total compensation for all services and for all expenses incurred in performing these services. Consultant shall submit a Rate Schedule with their proposal. City and Consultant agree that the Rate Schedule is considered confidential information that may be excluded from public disclosure under Texas Government Code Chapter 552 as determined by the Texas Attorney General. 3.3 The Consultant agrees to complete the Scope of Services in accordance with the approved project schedule and budget as defined in Exhibit A, including completing the work in phases defined therein. 3.4 The Director of Engineering Services may request the Consultant to undertake additional services or tasks provided that no increase in fee is required. Services or tasks requiring an increase of fee will be mutually agreed and evidenced in writing as an amendment to this contract. Consultant shall notify the City within three (3)days of notice if tasks requested requires an additional fee. 3.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit B. Each invoice will include the Consultant's estimate of the proportion of the contracted services completed at the time of billing. For work performed on a T&M Basis,the invoice shall include documentation that shows who worked on the Project, the number of hours that each individual worked, the applicable rates from the Rate Schedule and any reimbursable expenses associated with the work. City will make prompt monthly payments in response to Consultant's monthly invoices. 3.6 Principals may only bill at the agreed hourly rate for Principals (as defined in the Rate Schedule) when acting in that capacity. Principals acting in the capacity of staff must bill at applicable staff rates. Page 3 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 3.7 Consultant certifies that title to all services covered by a Payment Request shall pass to City no later than the time of payment. Consultant further certifies that, upon submittal of a Payment Request, all services for which Payment Requests have been previously issued and payments received from City shall,to the best of Consultant's knowledge, information and belief, be free and clear of liens, claims, security interests or encumbrances in favor of Consultant or other persons or entities making a claim by reason of having provided labor or services relating to this Agreement. CONSULTANT SHALL INDEMNIFY AND HOLD CITY HARMLESS FROM ANY LIENS, CLAIMS, SECURITY INTERESTS OR ENCUMBRANCES FILED BYANYONE CLAIMING BY,THROUGH OR UNDER THE ITEMS COVERED BY PAYMENTS MADE BY CITY TO CONSULTANT. 3.8 The final payment due hereunder shall not be paid until all reports, data and documents have been submitted, received, accepted and approved by City. Final billing shall indicate "Final Bill — no additional compensation is due to Consultant." 3.9 City may withhold compensation to such extent as may be necessary, in City's opinion,to protect City from damage or loss for which Consultant is responsible, because of: 3.9.1 delays in the performance of Consultant's work; 3.9.2 failure of Consultant to make payments to subconsultants or vendors for labor, materials or equipment; 3.9.3 damage to City; or 3.9.4 persistent failure by Consultant to carry out the performance of its services in accordance with this Agreement. 3.10 When the above reasons for withholding are removed or remedied by Consultant, compensation of the amount withheld shall be made within 30 days. City shall not be deemed in default by reason of withholding compensation as provided under this Agreement. 3.11 In the event of any dispute(s) between the Parties regarding the amount properly compensable for any phase or as final compensation or regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures as required by the terms of this Agreement, any such claim shall be waived. 3.12 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. 3.13 All funding obligations of the City under this Agreement are subject to the appropriation of funds in its annual budget. The City may direct the Consultant to suspend work pending receipt and appropriation of funds. The right to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with section 3.5 above for services provided up to the date of suspension. ARTICLE IV—TIME AND PERIOD OF SERVICE 4.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). te the expiratie—A date Af the prier term. ARY FeRAWA11; AhAll htQ At thtQ SAIMA tArMS AR GE)RditieRs, plus aR" Page 4 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 4.3 The Consultant agrees to begin work on those authorized 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 Consultant and written authorization is provided by the Director of Engineering Services. 4.4 Time is of the essence for this Agreement. Consultant shall perform and complete its obligations under this Agreement in a prompt and continuous manner so as to not delay the Work for the Project, in accordance with the schedules approved by City. The Consultant and City are aware that many factors may affect the Consultant's ability to complete the services to be provided under this agreement. The Consultant must notify the City within ten business days of becoming aware of a factor that may affect the Consultant's ability to complete the services hereunder. 4.5 City shall perform its obligations of review and approval in a prompt and continuous manner so as to not delay the project. 4.6 This Agreement shall remain in force for a period which may reasonably be required for completion of the Project, including any extra work and any required extensions thereto, unless terminated as provided for in this Agreement. For construction design services, "completion of the Project" refers to acceptance by the City of the construction phase of the Project, i.e., Final Completion. ARTICLE V—OPINIONS OF COST 5.1 The Opinion of Probable Cost (OPC) is computed by the Consultant and includes the total cost for construction of the Project. 5.2 The OPC does not include the cost of the land, rights-of-way or other costs which are the responsibility of the City. 5.3 Since Consultant has no control over a construction contractor's cost of labor, materials or equipment, or over the contractor's methods of determining prices, or over competitive bidding or market conditions, Consultant's opinions of probable Project Cost or Construction Cost provided herein are to be made on the basis of Consultant's experience and qualifications and represent Consultant's bestjudgment as a design professional familiar with the construction industry, but Consultant cannot and does not guarantee proposals, bids or the construction cost shall not vary from the OPC prepared by Consultant. ARTICLE VI — INSURANCE REQUIREMENTS 6.1 Consultant must not commence work under this Agreement until all insurance required has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 6.2 Insurance Requirements are shown in EXHIBIT C. ARTICLE VII — INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Page 5 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's fees in proportion to the Consultant's liability. Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VIII —TERMINATION OF AGREEMENT 8.1 By Consultant: 8.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 8.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 8.2 By City: 8.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 8.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 8.3 Termination Procedure 8.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. 8.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement, including but not limited to specifications, designs, plans and exhibits. Page 6 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 8.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time & Materials calculation or Consultant and City's estimate of the proportion of the total services actually completed at the time of termination. There will be no compensation for anticipated profits on services not completed. 8.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE IX— RIGHT OF REVIEW AND AUDIT 9.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit, examination or inspection may be performed by a City designee, which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4)years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 9.2 Consultant's records include any and all information, materials and data of every kind and character generated as a result of and relevant to the Work under this Agreement(Consultant's Records). Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes, daily diaries, reports, drawings, receipts,vouchers, memoranda,time sheets, payroll records, policies, procedures, and any and all other agreements, sources of information and matters that may, in City's and Consultant's reasonable judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 9.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's Records only during Consultant's regular business hours. Consultant agrees to allow City's designee access to all of Consultant's Records, Consultant's facilities and Consultant's current employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 9.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE X—OWNER REMEDIES 10.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 10.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful completion of the Project, which includes failure of subconsultants to meet contractual obligations; 10.1.2 Failure of the Consultant to design in compliance with the laws of the City, State and/or federal governments, such that subsequent compliance costs exceed expenditures that would have been involved had services been properly executed by the Consultant. 10.1.3 Losses are incurred because of errors and/or omissions in the design, working drawings, specifications or other documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been errors and/or omissions in the documents. Page 7 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 10.2 When the City incurs non-value added work costs for change orders due to design errors and/or omissions, the City will send the Consultant a letter that includes: (1) Summary of facts with supporting documentation; (2) Instructions for Consultant to revise design documents, if appropriate, at Consultant's expense; (3) Calculation of non-value added work costs incurred by the City; and (4) Deadline for Consultant's response. 10.3 The Consultant may be required to revise bid documents and re-advertise the Project at the Consultant's sole cost if, in the City's judgment,the Consultant generates excessive addenda, either in terms of the nature of the revision or the actual number of changes due to the Consultant's errors or omissions. 10.4 The City may withhold or nullify the whole or part of any payment as detailed in Article III. ARTICLE XI — CONSULTANT REMEDIES 11.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control, an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 11.2 The City agrees that the Consultant is not responsible for damages arising from any cause beyond Consultant's reasonable control. 11.3 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XII — CLAIMS AND DISPUTE RESOLUTION 12.1 Filing of Claims 12.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 12.1.2 Every Claim of Consultant,whether for additional compensation,additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the truth and accuracy of the Claim. 12.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 12.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Mediation. 12.1.5 Pending final resolution of a claim,except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement, and City shall continue to make payments in accordance with Page 8 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC this Agreement. 12.2 Mediation 12.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 12.2.2 Before invoking mediation,the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of mediation. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 12.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 12.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 12.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty (30) calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 12.2.3.4 The parties shall share the mediator's fee. Venue for mediation shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 12.3 In calculating the amount of any Claim or any measure of damages for breach of contract, the following standards shall apply both to claims by Consultant and to claims by City: 12.3.1 In no event shall either Party be liable,whether in contract or tort or otherwise,to the other Party for loss of profits, delay damages or for any special incidental or consequential loss or damage of any nature arising at any time or from any cause whatsoever; 12.3.2 Damages are limited to extra costs specifically shown to have been directly caused by a proven wrong for which the other Party is claimed to be responsible. 12.4 In case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute between the parties to this Agreement. 12.5 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT,WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. Page 9 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC ARTICLE XIII — MISCELLANEOUS PROVISIONS 13.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement contract to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture, this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 13.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse by the City,without specific written verification or adaptation by Consultant, shall be a City's sole risk and without liability or legal exposure to Consultant. The City agrees that any modification of the plans will be evidenced on the plans and be signed and sealed by a licensed professional prior to re-use of modified plans. 13.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent licensed professionals practicing under the same or similar circumstances and professional license; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect. 13.4 Licensing. Consultant shall be represented by personnel with appropriate licensure, registration and/or certification(s)at meetings of any official nature concerning the Project, including scope meetings, review meetings, pre-bid meetings and preconstruction meetings. 13.5 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 13.6 Entire Agreement. This Agreement represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 13.7 No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other than the City and Consultant. Neither the City nor Consultant intends to create third party beneficiaries by entering into this Agreement. 13.8 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form. 13.9 Certificate of Interested Parties. For contracts greater than $50,000, Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.html. Page 10 Rev. 18-1 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2018-2019\CONTRACT\CONTRACT.DOC 13.10 Conflict of Interest. Consultant agrees, in compliance with Chapter 176 of the Texas Local Government Code, to complete and file Form CIQ with the City Secretary's Office. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http:/Avww.cctexas.cornfgovernmenVcity-secretarylconflict-disclosure/index. 13.11 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. Cases must be filed and tried in Nueces County and cannot be removed from Nueces County. 13.12 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable,and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 13.13 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Consultant's Scope of Services, or contained in any other document prepared by Consultant and included herein, is in conflict with Articles I-XIII of this Agreement(Articles), the Articles shall take precedence and control to resolve said conflict, CITY OF CORPUS CHRISTI URBAN ENGINEERING Jeff H. Edmonds, P.E. DateJame L. Urban, P.E. Date Director of Engineering Services 2725 Swantner Corpus Christi, TX 78404 (361) 854-3101 Office (361) 854-6001 Fax APPROVED AS TO LEGAL FORM jimu a@urbaneng.com Assistant City Attorney Date ATTEST Rebecca Huerta Date City Secretary Project Name Citywide Lift Station Repairs 2018-2019 Project Number E17086 Accounting Unit 4249-065 Account 550950 Activity E17086-01-4249-EXP Account Category 50950 Fund Name WW 2012B RVBD Amount $385,650.00 Page 11 Rev.18-1 KAENGINEERING DATAEXCHANGEYJENNIFER4WASTEWATER\E17086 CITYWIDE LIFT STATIONS 2918-20191CONTRACT%C0NTRACT,DOC EXHIBIT A CITY OF CORPUS CHRISTI, TEXAS CITYWIDE LIFT STATION REPAIRS 2018-2019 (WILLIAMS LIFT STATION, WOOLDRIDGE LIFT STATION, EVERHART STAPLES LIFT STATION, AND MORGAN LIFT STATION) PROJECT NO. E17086 I. SCOPE OF SERVICES A. BASIC SERVICES For the purpose of this contract, Preliminary Phase may include Schematic Design and Design Phase services may include Design Development as applicable to Architectural services. 1. Preliminary Phase. The Arch itect/Engineer-A/E (also referred to as Consultant) will: a) Prepare PowerPoint presentation in City format for City Council Meeting. b) Hold Project Kick-off Meeting. Prepare meeting agenda and distribute meeting minutes to attendees within five working days of the meeting. C) Request available reports, record drawings, utility maps and other information provided by the City pertaining to the project area. d) Coordinate with the City's Project Manager and identify operating departments potential project needs. e) Prepare preliminary opinions of probable construction costs for the recommended improvements. f) Prepare an Engineering Letter Report (20—25 page main-body text document with supporting appendices) that documents the analyses, approach, opinions of probable construction costs, or other applicable supporting documents required per City Plan Preparation Standards Contract Format (CPPSCF). Engineering Letter Report to include: 1. Provide a concise presentation of pertinent factors, sketches, designs, and parameters which will or may impact the design, including engineering design basis, preliminary layout sketches, identification of quality and quantity of materials of construction, and other factors required for a professional design. 2. Include existing site photos. 3. Provide opinion of probable construction costs. g) Submit one (1) copy in an approved electronic format, and one (1) paper copy of the Draft Engineering Letter Report. h) Conduct project review meeting with City staff to review and receive City comments on the Draft Engineering Letter Report as scheduled by City Project Manager. i) Assimilate all City review comments of the Draft Engineering Letter Report and provide one (1) set of the Final Engineering Letter Report (ELR) (electronic and hard copies using City Standards as applicable) suitable for reproduction. City staff will provide one set only of the following information (as applicable): a) Electronic index and database of City's record drawing and record information. b) Requested record drawings, record information in electronic format as available from City Engineering files. C) The preliminary budget, specifying the funds available for construction. d) A copy of existing studies and plans (as available from City Engineering files). EXHIBIT A Page 1 of 6 Revised November 26,2013 e) Field location of existing city utilities (A/E to coordinate with City Operating Department). f) Applicable Master Plans and GIS mapping are available on the City's website. g) City Control survey bench marks and coordinates. h) Preliminary traffic impact assessment. The records provided for A/E's use under this contract are proprietary, copyrighted, and authorized for use only by A/E, and on/Y for the intended purpose of this project. Any unauthorized use or distribution of the records provided under this contract is strictly prohibited. 2. Design Phase. Upon approval of the preliminary phase, designated by receiving authorization to proceed, the A/E will: a) Prepare construction documents in City standard format for the work identified in the approved ELR. Construction plans to include improvements or modifications to the lift stations. Include standard City of Corpus Christi detail sheets as appropriate. b) Prepare construction plans in compliance with CPPSCF using English units on 11"x 17". C) Furnish one (1) set of the interim plans (60% submittal - electronic and hard copies using City Standards as applicable) to the City staff for review and approval purposes with estimates of probable construction costs. Identify distribution list for plans and bid documents to all affected franchise utilities. 1. Required with the interim plans is a "Plan Executive Summary, project checklist & drawing checklist" which will identify and summarize the project by distinguishing key elements and opinion of probable project costs. 2. Attend 60% submittal meeting with City Staff to assist staff in review of 60% submittal. d) Hold Project 60% review meeting. Prepare meeting agenda and distribute meeting minutes to attendees within five working days of the meeting. Assimilate all review comments, as appropriate and, upon Notice to Proceed. e) Provide one (1) set of the pre-final plans and bid documents (100% submittal - electronic and hard copy using City Standards as applicable) to the City staff for review and approval purposes with revised estimates of probable costs. Plan execution summary, project checklist and plan checklist. f) Hold Project 100% review meeting. Prepare meeting agenda and distribute meeting minutes to attendees within five working days of the meeting. Assimilate all review comments, and incorporate any requirements into the plans and specifications, and advise City of responding and non-responding participants as appropriate and, upon Notice to Proceed. g) Assimilate all final review comments Upon approval by the Executive Director of Public Works, provide one (1) set of the final plans and contract documents (electronic and full-size hard copy using City Standards as applicable) suitable for reproduction. Said bid documents henceforth become the shared intellectual Property of the City of Corpus Christi and the Consultant. The City agrees that any modifications of the submitted final plans (for other uses by the City) will be evidenced on the plans and be signed and sealed by a professional engineer prior to re-use of modified plans. h) Provide Quality Assurance/Quality Control (QA/QC) measures to ensure that all submittals of the interim, pre-final (if required), and final complete plans and complete bid documents with specifications accurately reflect the percent EXHIBIT A Page 2 of 6 Revised November 26,2013 completion designated and do not necessitate an excessive amount of revision and correction by City. Additional revisions or design submittals are required (and within the scope of Consultant's duties under this contract) if, in the opinion of the City Engineer or designee, Consultant has not adequately addressed City- provided review comments or provided submittals in accordance with City standards. i) Prepare and submit Monthly Status Reports to the Project Manager no later than the last Wednesday of each month with action items developed from monthly progress and review meetings. The City staff will: a) Designate an individual to have responsibility, authority, and control for coordinating activities for the construction contract awarded. b) Provide the budget for the Project specifying the funds available for the construction contract. C) Provide electronic copy the City's standard specifications, standard detail sheets, standard and special provisions, and forms for required bid documents. 3. Bid Phase. The A/E will: a) Prepare draft Authorization to Advertise (ATA). b) Participate in the pre-bid conference and provide a meeting agenda for critical construction activities and elements impacted the project. C) Assist the City in solicitation of bids by identification of prospective bidders, and review of bids by solicited interests. d) Review all pre-bid questions and submissions concerning the bid documents and prepare, in the City's format, for the Engineering Services' approval, any addenda or other revisions necessary to inform contractors of approved changes prior to bidding. e) Attend bid opening, analyze bids, evaluate, prepare bid tabulation, and make recommendation concerning award of the contract. f) In the event the lowest responsible bidder's bid exceeds the project budget as revised by the Engineering Services in accordance with the A/E's design phase estimate required above, the Engineer will, at its expense, confer with City staff and make such revisions to the bid documents as the City staff deems necessary to re-advertise that particular portion of the Project for bids. g) Prepare Agenda Memoranda and PowerPoint presentation in City format for City Council Meeting. The City staff will: a) Arrange and pay for printing of all documents and addenda to be distributed to prospective bidders. b) Advertise the Project for bidding, maintain the list of prospective bidders, receive and process deposits for all bid documents, issue (with the assistance of the A/E) any addenda, prepare and supply bid tabulation forms, and conduct bid opening. C) Receive the Engineer's recommendation concerning bid evaluation and recommendation and prepare agenda materials for the City Council concerning bid awards. d) Prepare, review and provide copies of the contract for execution between the City and the contractor. EXHIBIT A Page 3 of 6 Revised November 26,2013 4. Construction Administration Phase. The A/E will perform contract administration to include the following: a) Participate in pre-construction meeting conference and provide a recommended agenda for critical construction activities and elements impacting the project. b) Review, Contractor submittals and operating and maintenance manuals for conformance to contract documents. C) Review and interpret field and laboratory tests. d) Provide interpretations and clarifications of the contract documents for the contractor and authorize required changes, which do not affect the contractor's price and are not contrary to the general interest of the City under the contract. e) Make regular visits to the site of the Project to confer with the City project inspector and contractor to observe the general progress and quality of work, and to determine, in general, if the work is being done in accordance with the contract documents. This will not be confused with the project representative observation or continuous monitoring of the progress of construction. f) Prepare change orders as authorized by the City; provide interpretations and clarifications of the plans and specifications for the contractor and authorize minor changes which do not affect the contractor's price and are not contrary to the general interest of the City under the contract. g) Review, evaluate and recommend for City consideration Contractor Value Engineering proposal. h) Attend final inspection with City staff, provide punch list items to the City's Construction Engineers for contractor completion, and provide the City with a Certificate of Completion for the project upon successful completion of the project. i) Review Contractor-provided construction "red-line" drawings. Prepare Project record drawings and provide a reproducible set and electronic file (AutoCAD r.14 or later) within two (2) months of final acceptance of the project. All drawings shall be CAD drawn using dwg format in AutoCAD, and graphics data will be in dxf format with each layer being provided in a separate file. Attribute data will be provided in ASCII format in tabular form. All electronic data will be compatible with the City GIS system. The City staff will: a) Prepare applications/estimates for payments to contractor. b) Conduct the final acceptance inspection with the Engineer. B. ADDITIONAL SERVICES This section defines the scope of additional services that may only be included as part of this contract if authorized by the Executive Director of Public Works. A/E may not begin work on any services under this section without specific written authorization by the Executive Director of Public Works. Fees for Additional Services are an allowance for potential services to be provided and will be negotiated by the Executive Director of Public Works as required. The A/E shall, with written authorization by the Executive Director of Public Works, perform the following: 1. Topographic Survey/Field Investigation. Provide field surveys and investigations, as required for design including the necessary control points, coordinates and elevations of points. 2. Warranty Phase. Provide a maintenance guaranty inspection toward the end of the one-year period after acceptance of the Project. Note defects requiring contractor action to maintain, EXHIBIT A Page 4 of 6 Revised November 26,2013 repair, fix, restore, patch, or replace improvement under the maintenance guaranty terms of the contract. Document the condition and prepare a report for the City staff of the locations and conditions requiring action, with its recommendation for the method or action to best correct defective conditions and submit to City Staff. Complete the inspection and prepare the report no later than sixty (60) days prior to the end of the maintenance guaranty period. Provide the services above authorized in addition to those items shown on Exhibit"A-1"Task List, which provides supplemental description to Exhibit "A". Note: The Exhibit "A-1" Task List does not supersede Exhibit "A". II. SCHEDULE Date Activit NTP 5 Weeks from NTP Draft ELR submittal 8 Weeks from NTP City Review 9 Weeks from NTP Final ELR submittal 15 Weeks from NTP 60% Design Submittal 18 Weeks from NTP City Review 22 Weeks from NTP 100% Design Submittal 25 Weeks from NTP City Review 27 Weeks from NTP Final Submittal 29 Weeks from NTP Advertise for Bids 31 Weeks from NTP Pre-Bid Conference 33 Weeks from NTP Receive Bids 40 Weeks from NTP Contract Award 45 Weeks from NTP Begin Construction TBD I Complete Construction III. FEES A. Fee for Basic Services. The City will pay the A/E a fixed fee for providing for all "Basic Services" authorized as per the table below. The fees for Basic Services will not exceed those identified and will be full and total compensation for all services outlined in Section I.A.1-4 above, and for all expenses incurred in performing these services. The fee for this project is subject to the availability of funds. The Engineer may be directed to suspend work pending receipt and appropriation of funds. For services provided, A/E will submit monthly statements for services rendered. The statement will be based upon A/E's estimate (and with City's concurrence) of the proportion of the total services actually completed at the time of billing. City will make prompt monthly payments in response to A/E's monthly statements. B. Fee for Additional Services. For services authorized by the Executive Director of Public Works under Section I.B. "Additional Services," the City will pay the A/E a not-to-exceed fee as per the table below: EXHIBIT A Page 5 of 6 Revised November 26,2013 Summary of Fees Basic Services Fee 1. Preliminary Phase $47,700 2. Design Phase 247,500 3. Bid Phase 9,350 4. Construction Administration Phase 64,200 Subtotal Basic Services Fees 368,750 Additional Services Fees (Allowance) 1. Permit Preparation (as applicable) 0 2. ROW Acquisition Survey 0 3. Topographic Survey\Field Investigation 13,750 4. Environmental Issues 0 5. Construction Observation Services 0 6. Start-up Services 0 7. Warranty Phase 3,150 Sub-Total Additional Services Fees Authorized 16,900 Total Authorized Fee $385,650 *Additional Services which are requested to be authorized in coordination with the notice to proceed for Basic Services. EXHIBIT A Page 6 of 6 Revised November 26,2013 EXHIBIT A-1 CITY OF CORPUS CHRISTI, TEXAS CITYWIDE LIFT STATION REAPIRS 2018-2019 (WILLIAMS LIFT STATION, WOOLDRIDGE LIFT STATION, EVERHART STAPLES LIFT STATION, AND MORGAN LIFT STATION) Project No. E17086 TASK LIST 1 . Develop design plans to the City's format and specification documents incorporating all issues with relevant solutions and identifying to the best of the Engineer's knowledge all potential conflicts and offer solutions. 2. Design improvements to the Williams Lift Station to include new pumps and motors, pump control panels, suction and discharge piping, and odor control unit. 3. Design improvements to the Wooldridge Lift Station to include new pumps and motors, pump control panels, and suction and discharge piping. 4. Design improvements to the Everhart Staples Lift Station to include new pumps and motors, pump control panels, and odor control unit. 5. Design improvements to the Morgan Lift Station to include new pumps and motors, pump control panels, suction and discharge piping, and odor control unit. EXHIBIT A-1 Page 1 of 1 Sample form for: COMPLETE PROJECT NAME Payment Request AE Contract Project No.XXXX Revised 02/01/17 Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Basic Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Preliminary Phase $1,000.00 $0.00 $0.00 $1,000.00 $0.00 $1,000.00 $1,000.00 $0.00 100.0% Design Phase $2,000.00 $1,000.00 $0.00 $3,000.00 $1,000.00 $500.00 $1,500.00 $1,500.00 50.0% Bid Phase $500.00 $0.00 $250.00 $750.00 $0.00 $0.00 $0.00 $750.00 0.0% Construction Phase $2,500.00 $0.00 $1,000.00 $3,500.00 $0.00 $0.00 $0.00 $3,500.00 0.0% Subtotal Basic Services $6,000.00 $1,000.00 $1,250.00 $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3% Additional Services: Permitting $2,000.00 $0.00 $0.00 $2,000.00 $500.00 $0.00 $500.00 $1,500.00 25.0% Warranty Phase $0.00 $1,120.00 $0.00 $1,120.00 $0.00 $0.00 $0.00 $1,120.00 0.0% Inspection $0.00 $0.00 $1,627.00 $1,627.00 $0.00 $0.00 $0.00 $1,627.00 0.0% Platting Survey TBD TBD TBD TBD TBD TBD TBD TBD TBD O&M Manuals TBD TBD TBD TBD TBD TBD TBD TBD TBD SCADA TBD TBD TBD TBD TBD TBD1 TBD TBD TBD Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.001 $500.00 $4,247.00 10.5% Summary of Fees: Basic Services Fees $6,000.00 $1,000.001 $1,250.001 $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3% Additional Services Fees $2,000.00 $1,120.00 $1,627.001 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5% Total of Fees 1$8,000.00 $2,120.001 $2,877.001 $12,997.00 $1,500.00 $1,500.00 $3,000.00 r $9,997.00 23.1% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT B If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT C Insurance Requirements Pre-Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s)acceptable to the City's Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements PROFESSIONAL LIABILITY $1 ,000,000 Per Claim (Errors and Omissions) 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 insured. 1 .3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 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, 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. Consultant is required to provide City with renewal Certificates. 1.5 In the event of a change in insurance coverage, Consultant shall be required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 business days of said change. Consultant shall pay any costs resulting from said changes. All notices under this Article shall be given to City at the following address: Contract for Professional Services City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.6 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: 1.6.1 If the policy is cancelled, other than for nonpayment of premium, notice of such cancellation will be provided at least 30 days in advance of the cancellation effective date to the certificate holder. 1.6.2 If the policy is cancelled for nonpayment of premium, notice of such cancellation will be provided within 10 days of the cancellation effective date to the certificate holder. 1.7 Within five (5)calendar days of a suspension, cancellation or non-renewal of coverage, Consultant shall notify City of such lapse in coverage and 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 contract. 1.8 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 withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.10 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. 1 .11 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. Contract for Professional Services Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services Table of Contents Page Article 1—Definitions and Terminology .......................................................................................................2 Article2—Preliminary Matters.....................................................................................................................8 Article 3—Contract Documents: Intent, Requirements, Reuse...................................................................8 Article 4—Commencement and Progress of the Work................................................................................9 Article 5—Availability of Lands; Subsurface, Physical and Hazardous Environmental Conditions ..............9 Article 6—Bonds and Insurance .................................................................................................................10 Article 7—Contractor's Responsibilities.....................................................................................................10 Article 8—Other Work at the Site...............................................................................................................10 Article 9—Owner's and OPT's Responsibilities...........................................................................................10 Article 10—OAR's and Designer's Status During Construction ..................................................................11 Article 11—Amending the Contract Documents; Changes in the Work....................................................13 Article 12—Change Management..............................................................................................................13 Article13—Claims.......................................................................................................................................14 Article 14—Prevailing Wage Rate Requirements.......................................................................................16 Article 15—Cost of the Work; Allowances; Unit Price Work......................................................................16 Article 16—Tests and Inspections; Correction, Removal, or Acceptance of Defective Work....................16 Article 17—Payments to Contractor; Set-Offs; Completion; Correction Period........................................16 Article 18—Suspension of Work and Termination.....................................................................................16 Article 19—Project Management...............................................................................................................16 Article 20—Project Coordination................................................................................................................16 Article 21—Quality Management...............................................................................................................17 Article 22— Final Resolution of Disputes....................................................................................................17 Article 23—Minority/MBE/DBE Participation Policy..................................................................................17 Article 24—Document Management..........................................................................................................17 Article25—Shop Drawings.........................................................................................................................17 Article26— Record Data .............................................................................................................................20 Article 27—Construction Progress Schedule..............................................................................................21 Article 28—Video and Photographic documentation ................................................................................21 Article 29— Execution and Closeout...........................................................................................................21 Article30—Miscellaneous..........................................................................................................................22 Excerpt from Form 00 72 00 General Conditions- 1 Rev 18-2 ARTICLE 1—DEFINITIONS AND TERMINOLOGY 1.01 Defined Terms A. Terms with initial capital letters, including the term's singular and plural forms, have the meanings indicated in this paragraph wherever used in the Bidding Requirements or Contract Documents. In addition to the terms specifically defined, terms with initial capital letters in the Contract Documents may include references to identified articles and paragraphs, and the titles of other documents or forms. 1. Addenda - Documents issued prior to the receipt of Bids which clarify or modify the Bidding Requirements or the proposed Contract Documents. 2. Agreement - The document executed between Owner and Contractor covering the Work. 3. Alternative Dispute Resolution -The process by which a disputed Claim may be settled as an alternative to litigation, if Owner and Contractor cannot reach an agreement between themselves. 4. Application for Payment - The forms used by Contractor to request payments from Owner and the supporting documentation required by the Contract Documents. 5. Award Date—The date the City Council of the City of Corpus Christi(City)authorizes the City Manager or designee to execute the Contract on behalf of the City. 6. Bid-The documents submitted by a Bidder to establish the proposed Contract Price and Contract Times and provide other information and certifications as required by the Bidding Requirements. 7. Bidding Documents - The Bidding Requirements, the proposed Contract Documents, and Addenda. 8. Bidder-An individual or entity that submits a Bid to Owner. 9. Bidding Requirements -The Invitation for Bids, Instructions to Bidders, Bid Security, Bid Form and attachments, and required certifications. 10. Bid Security-The financial security in the form of a bid bond provided by Bidder at the time the Bid is submitted and held by Owner until the Agreement is executed and the evidence of insurance and Bonds required by the Contract Documents are provided. A cashier's check, certified check, money order or bank draft from any State or National Bank will also be acceptable. 11. Bonds - Performance Bond, Payment Bond, Maintenance Bond, and other Surety instruments executed by Surety. When in singular form, refers to individual instrument. 12. Change Order - A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which modifies the Work, Contract Price, Contract Times, or terms and conditions of the Contract. 13. Change Proposal - A document submitted by Contractor in accordance with the requirements of the Contract Documents: a. Requesting an adjustment in Contract Price or Contract Times; Excerpt from Form 00 72 00 General Conditions-2 Rev 18-2 b. Contesting an initial decision concerning the requirements of the Contract Documents or the acceptability of Work under the Contract Documents; c. Challenging a set-off against payment due; or d. Seeking a Modification with respect to the terms of the Contract. 14. City Engineer-The Corpus Christi City Engineer and/or his designated representative as identified at the preconstruction conference or in the Notice to Proceed. 15. Claim - A demand or assertion by Owner or Contractor submitted in accordance with the requirements of the Contract Documents. A demand for money or services by an entity other than the Owner or Contractor is not a Claim. 16. Constituent of Concern - Asbestos, petroleum, radioactive materials, polychlorinated biphenyls (PCBs), hazardous wastes, and substances, products, wastes, or other materials that are or become listed, regulated, or addressed pursuant to: a. The Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq. ("CERCLA"); b. The Hazardous Materials Transportation Act, 49 U.S.C. §§5101 et seq.; c. The Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq. ("RCRA"); d. The Toxic Substances Control Act, 15 U.S.C. §§2601 et seq.; e. The Clean Water Act, 33 U.S.C. §§1251 et seq.; f. The Clean Air Act,42 U.S.C. §§7401 et seq.; or g. Any other Laws or Regulations regulating, relating to, or imposing liability or standards of conduct concerning hazardous,toxic, or dangerous waste, substance, or material. 17. Contract -The entire integrated set of documents concerning the Work and describing the relationship between the Owner and Contractor. 18. Contract Amendment-A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which: a. Authorizes new phases of the Work and establishes the Contract Price, Contract Times, or terms and conditions of the Contract for the new phase of Work; or b. Modifies the terms and conditions of the Contract, but does not make changes in the Work. 19. Contract Documents - Those items designated as Contract Documents in the Agreement. 20. Contract Price - The monetary amount stated in the Agreement and as adjusted by Modifications,and increases or decreases in unit price quantities, if any,that Owner has agreed to pay Contractor for completion of the Work in accordance with the Contract Documents. 21. Contract Times-The number of days or the dates by which Contractor must: a. Achieve specified Milestones; Excerpt from Form 00 72 00 General Conditions-3 Rev 18-2 b. Achieve Substantial Completion; and c. Complete the Work. 22. Contractor-The individual or entity with which Owner has contracted for performance of the Work. 23. Contractor's Team - Contractor and Subcontractors, Suppliers, individuals, or entities directly or indirectly employed or retained by them to perform part of the Work or anyone for whose acts they may be liable. 24. Cost of the Work -The sum of costs incurred for the proper performance of the Work as allowed by Article 15. 25. Defective - When applied to Work, refers to Work that is unsatisfactory, faulty, or deficient in that it: a. Does not conform to the Contract Documents; b. Does not meet the requirements of applicable inspections, reference standards, tests, or approvals referred to in the Contract Documents; or C. Has been damaged or stolen prior to OAR's recommendation of final payment unless responsibility for the protection of the Work has been assumed by Owner at Substantial Completion in accordance with Paragraphs 17.12 or 17.13. 26. Designer - The individuals or entity named as Designer in the Agreement and the subconsultants, individuals, or entities directly or indirectly employed or retained by Designer to provide design or other technical services to the Owner. Designer has responsibility for engineering or architectural design and technical issues related to the Contract Documents. Designers are Licensed Professional Engineers, Registered Architects or Registered Landscape Architects qualified to practice their profession in the State of Texas. 27. Drawings - The part of the Contract that graphically shows the scope, extent, and character of the Work. Shop Drawings and other Contractor documents are not Drawings. 28. Effective Date of the Contract -The date indicated in the Agreement on which the City Manager or designee has signed the Contract. 29. Field Order-A document issued by OAR or Designer requiring changes in the Work that do not change the Contract Price or the Contract Times. 30. Hazardous Environmental Condition - The presence of Constituents of Concern at the Site in quantities or circumstances that may present a danger to persons or property exposed to Constituents of Concern. The presence of Constituents of Concern at the Site necessary for the execution of the Work or to be incorporated in the Work is not a Hazardous Environmental Condition provided these Constituents of Concern are controlled and contained pursuant to industry practices, Laws and Regulations, and the requirements of the Contract. 31. Indemnified Costs-All costs, losses,damages,and legal or other dispute resolution costs resulting from claims or demands against Owner's Indemnitees. These costs include fees for engineers, architects, attorneys, and other professionals. Excerpt from Form 00 72 00 General Conditions-4 Rev 18-2 32. Laws and Regulations; Laws or Regulations-Applicable laws,statutes, rules, regulations, ordinances,codes,and orders of governmental bodies, agencies,authorities,and courts having jurisdiction over the Project. 33. Liens - Charges, security interests, or encumbrances upon Contract related funds, real property, or personal property. 34. Milestone-A principal event in the performance of the Work that Contractor is required by Contract to complete by a specified date or within a specified period of time. 35. Modification - Change made to the Contract Documents by one of the following methods: a. Contract Amendment; b. Change Order; C. Field Order; or d. Work Change Directive. 36. Notice of Award-The notice of Owner's intent to enter into a contract with the Selected Bidder. 37. Notice to Proceed -A notice to Contractor of the Contract Times and the date Work is to begin. 38. Owner-The City of Corpus Christi (City), a Texas home-rule municipal corporation and political subdivision organized under the laws of the State of Texas, acting by and through its duly authorized City Manager and his designee, the City Engineer (the Director of Engineering Services), and the City's officers, employees, agents, or representatives, authorized to administer design and construction of the Project. 39. Owner's Authorized Representative or OAR -The individual or entity named as OAR in the Agreement and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide construction management services to the Owner. The OAR may be an employee of the Owner. 40. Owner's Indemnitees - Each member of the OPT and their officers, directors, members, partners, employees, agents, consultants, and subcontractors. 41. Owner's Project Team or OPT - The Owner, Owner's Authorized Representative, Resident Project Representative, Designer, and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide services to the Owner. 42. Partial Occupancy or Use - Use by Owner of a substantially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 43. Progress Schedule -A schedule prepared and maintained by Contractor, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the Work within the Contract Times. The Progress Schedule must be a Critical Path Method (CPM) Schedule. 44. Project - The total undertaking to be accomplished for Owner under the Contract Documents. Excerpt from Form 00 72 00 General Conditions-5 Rev 18-2 45. Resident Project Representative or RPR-The authorized representative of OPT assigned to assist OAR at the Site. As used herein, the term Resident Project Representative includes assistants and field staff of the OAR. 46. Samples - Physical examples of materials, equipment, or workmanship representing some portion of the Work that are used to establish the standards for that portion of the Work. 47. Schedule of Documents-A schedule of required documents, prepared, and maintained by Contractor. 48. Schedule of Values - A schedule, prepared and maintained by Contractor, allocating portions of the Contract Price to various portions of the Work and used as the basis for Contractor's Applications for Payment. 49. Selected Bidder-The Bidder to which Owner intends to award the Contract. 50. Shop Drawings - All drawings, diagrams, illustrations, schedules, and other data or information that are specifically prepared or assembled and submitted by Contractor to illustrate some portion of the Work. Shop Drawings, whether approved or not, are not Drawings and are not Contract Documents. 51. Site - Lands or areas indicated in the Contract Documents as being furnished by Owner upon which the Work is to be performed. The Site includes rights-of-way, easements, and other lands furnished by Owner which are designated for use by the Contractor. 52. Specifications -The part of the Contract that describes the requirements for materials, equipment, systems, standards, and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable to the Work. 53. Subcontractor -An individual or entity having a direct contract with Contractor or with other Subcontractors or Suppliers for the performance of a part of the Work. 54. Substantial Completion -The point where the Work or a specified part of the Work is sufficiently complete to be used for its intended purpose in accordance with the Contract Documents. 55. Supplementary Conditions -The part of the Contract that amends or supplements the General Conditions. 56. Supplier - A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with Contractor or with Subcontractors or other Suppliers to furnish materials or equipment to be incorporated in the Work. 57. Technical Data-Those items expressly identified as Technical Data in the Supplementary Conditions with respect to either: a. Subsurface conditions at the Site; b. Physical conditions relating to existing surface or subsurface structures at the Site, except Underground Facilities; or C. Hazardous Environmental Conditions at the Site. 58. Underground Facilities - All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, other similar facilities or appurtenances, and encasements containing these facilities which are used to convey electricity, gases, Excerpt from Form 00 72 00 General Conditions-6 Rev 18-2 steam, liquid petroleum products, telephone or other communications, fiber optic transmissions, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems. 59. Unit Price Work-Work to be paid for on the basis of unit prices. 60. Work - The construction of the Project or its component parts as required by the Contract Documents. 61. Work Change Directive -A directive issued to Contractor on or after the Effective Date of the Contract ordering an addition, deletion, or revision in the Work. The Work Change Directive serves as a memorandum of understanding regarding the directive until a Change Order can be issued. 1.02 Terminology A. The words and terms discussed in this Paragraph 1.02 are not defined, but when used in the Bidding Requirements or Contract Documents, have the indicated meaning. B. It is understood that the cost for performing Work is included in the Contract Price and no additional compensation is to be paid by Owner unless specifically stated otherwise in the Contract Documents. Expressions including or similar to "at no additional cost to Owner," "at Contractor's expense,"or similarwords mean that the Contractor is to perform or provide specified operation of Work without an increase in the Contract Price. C. The terms"day"or"calendar day' mean a calendar day of 24 hours measured from midnight to the next midnight. D. The meaning and intent of certain terms or adjectives are described as follows: 1. The terms "as allowed," "as approved," "as ordered," "as directed," or similar terms in the Contract Documents indicate an exercise of professional judgment by the OPT. 2. Adjectives including or similar to "reasonable," "suitable," "acceptable," "proper," "satisfactory," or similar adjectives are used to describe a determination of OPT regarding the Work. 3. Any exercise of professional judgment by the OPT will be made solely to evaluate the Work for general compliance with the Contract Documents unless there is a specific statement in the Contract Documents indicating otherwise. 4. The use of these or similar terms or adjectives does not assign a duty or give OPT authority to supervise or direct the performance of the Work, or assign a duty or give authority to the OPT to undertake responsibilities contrary to the provisions of Articles 9 or 10 or other provisions of the Contract Documents. E. The use of the words "furnish," "install," "perform," and "provide" have the following meanings when used in connection with services, materials, or equipment: 1. Furnish means to supply and deliver the specified services, materials, or equipment to the Site or other specified location ready for use or installation. 2. Install means to complete construction or assembly of the specified services, materials, or equipment so they are ready for their intended use. Excerpt from Form 00 72 00 General Conditions-7 Rev 18-2 3. Perform or provide means to furnish and install specified services, materials, or equipment, complete and ready for their intended use. 4. Perform or provide the specified services, materials, or equipment complete and ready for intended use if the Contract Documents require specific services, materials, or equipment, but do not expressly use the words "furnish," "install," "perform," or "provide." F. Contract Documents are written in modified brief style: 1. Requirements apply to all Work of the same kind, class, and type even though the word "all" is not stated. 2. Simple imperative sentence structure is used which places a verb as the first word in the sentence. It is understood that the words "furnish," "install," "perform," "provide," or similar words include the meaning of the phrase "The Contractor shall..." before these words. 3. Unless specifically stated that action is to be taken by the OPT or others, it is understood that the action described is a requirement of the Contractor. G. Words or phrases that have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with this recognized meaning unless stated otherwise in the Contract Documents. H. Written documents are required where reference is made to notices, reports, approvals, consents, documents, statements, instructions, opinions or other types of communications required by the Contract Documents. Approval and consent documents must be received by Contractor prior to the action or decision for which approval or consent is given. These may be made in printed or electronic format through the OPT's project management information system or other electronic media as required by the Contract Documents or approved by the OAR. I. Giving notice as required by the Contract Documents may be by printed or electronic media using a method that requires acknowledgment of the receipt of that notice. ARTICLE 2—PRELIMINARY MATTERS ARTICLE 3—CONTRACT DOCUMENTS: INTENT, REQUIREMENTS, REUSE 3.01 Intent B. Provide equipment that is functionally complete as described in the Contract Documents. The Drawings and Specifications do not indicate or describe all of the Work required to complete the installation of products purchased by the Owner or Contractor. Additional details required for the correct installation of selected products are to be provided by the Contractor and coordinated with the Designer through the OAR. 3.02 Reference Standards Comply with applicable construction industry standards, whether referenced or not. 1. Standards referenced in the Contract Documents govern over standards not referenced but recognized as applicable in the construction industry. Excerpt from Form 00 72 00 General Conditions-8 Rev 18-2 2. Comply with the requirements of the Contract Documents if they produce a higher quality of Work than the applicable construction industry standards. 3. Designer determines whether a code or standard is applicable, which of several are applicable, or if the Contract Documents produce a higher quality of Work. 3.03 Reporting and Resolving Discrepancies 3.04 Interpretation of the Contract Documents Submit questions regarding the design of the Project described in the Contract Documents to the OAR immediately after those questions arise. OAR is to request an interpretation of the Contract Documents from the Designer. Designer is to respond to these questions by providing an interpretation of the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OPT may initiate a Modification to the Contract Documents through the OAR if a response to the question indicates that a change in the Contract Documents is required. Contractor may appeal Designer's or OAR's interpretation by submitting a Change Proposal. ARTICLE 4—COMMENCEMENT AND PROGRESS OF THE WORK ARTICLE 5—AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS 5.01 Availability of Lands 5.02 Use of Site and Other Areas 5.03 Subsurface and Physical Conditions 5.04 Differing Subsurface or Physical Conditions OAR is to notify the OPT after receiving notice of a differing subsurface or physical condition from the Contractor. Designer is to: 1. Promptly review the subsurface or physical condition; 2. Determine the necessity of OPT's obtaining additional exploration or tests with respect the subsurface or physical condition; 3. Determine if the subsurface or physical condition falls within one or more of the differing Site condition categories in Paragraph 5.04.A; 4. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with the subsurface or physical condition in question; 5. Determine the need for changes in the Drawings or Specifications; and 6. Advise OPT of Designer's findings, conclusions, and recommendations. C. OAR is to issue a statement to Contractor regarding the subsurface or physical condition in question and recommend action as appropriate after review of Designer s findings, conclusions, and recommendations. Excerpt from Form 00 72 00 General Conditions-9 Rev 18-2 5.05 Underground Facilities The Designer is to take the following action after receiving notice from the OAR: 1. Promptly review the Underground Facility and conclude whether the Underground Facility was not shown or indicated in the Contract Documents, or was not shown or indicated with reasonable accuracy; 2. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with this Underground Facility; 3. Determine the extent to which a change is required in the Drawings or Specifications to document the consequences of the existence or location of the Underground Facility; and 4. Advise OAR of Designer's findings, conclusions, and recommendations and provide revised Drawings and Specifications if required. D. OAR is to issue a statement to Contractor regarding the Underground Facility in question and recommend action as appropriate after review of Designer's findings, conclusions, and recommendations. ARTICLE 6—BONDS AND INSURANCE ARTICLE 7—CONTRACTOR'S RESPONSIBILITIES ARTICLE 8—OTHER WORK AT THE SITE ARTICLE 9—OWNER'S AND OPT'S RESPONSIBILITIES 9.01 Communications to Contractor A. OPT issues communications to Contractor through OAR except as otherwise provided in the Contract Documents. 9.02 Replacement of Owner's Project Team Members A. Owner may replace members of the OPT at its discretion. 9.03 Furnish Data A. OPT is to furnish the data required of OPT under the Contract Documents. 9.04 Pay When Due 9.05 Lands and Easements; Reports and Tests A. Owner's duties with respect to providing lands and easements are described in Paragraph 5.01. OPT will make copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions relating to existing surface or subsurface structures at the Site available to Contractor in accordance with Paragraph 5.03. Excerpt from Form 00 72 00 General Conditions- 10 Rev 18-2 9.06 Insurance 9.07 Modifications 9.08 Inspections,Tests, and Approvals A. OPT's responsibility with respect to certain inspections,tests, and approvals are described in Paragraph 16.02. 9.09 Limitations on OPT's Responsibilities A. The OPT does not supervise, direct, or have control or authority over, and is not responsible for Contractor's means, methods, techniques, sequences, or procedures of construction, or related safety precautions and programs, or for failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. OPT is not responsible for Contractor's failure to perform the Work in accordance with the Contract Documents. 9.10 Undisclosed Hazardous Environmental Condition A. OPT's responsibility for undisclosed Hazardous Environmental Conditions is described in Paragraph 5.06. 9.11 Compliance with Safety Program A. Contractor is to inform the OPT of its safety programs and OPT is to comply with the specific applicable requirements of this program. ARTICLE 10—OAR'S AND DESIGNER'S STATUS DURING CONSTRUCTION 10.01 Owner's Representative A. OAR is Owner's representative. The duties and responsibilities and the limitations of authority of OAR as Owner's representative are described in the Contract Documents. 10.02 Visits to Site A. Designer is to make periodic visits to the Site to observe the progress and quality of the Work. Designer is to determine, in general, if the Work is proceeding in accordance with the Contract Documents based on observations made during these visits. Designer is not required to make exhaustive or continuous inspections to check the quality or quantity of the Work. Designer is to inform the OPT of issues or concerns and OAR is to work with Contractor to address these issues or concerns. Designer's visits and observations are subject to the limitations on Designer s authority and responsibility described in Paragraphs 9.09 and 10.07. B. OAR is to observe the Work to check the quality and quantity of Work, implement Owner's quality assurance program, and administer the Contract as Owner's representative as described in the Contract Documents. OAR's visits and observations are subject to the limitations on OAR's authority and responsibility described in Paragraphs 9.09 and 10.07. Excerpt from Form 00 72 00 General Conditions- 11 Rev 18-2 10.03 Resident Project Representatives A. Resident Project Representatives assist OAR in observing the progress and quality of the Work at the Site. The limitations on Resident Project Representatives' authority and responsibility are described in Paragraphs 9.09 and 10.07. 10.04 Rejecting Defective Work A. OPT has the authority to reject Work in accordance with Article 16. OAR is to issue a Defective Work Notice to Contractor and document when Defective Work has been corrected or accepted in accordance with Article 16. 10.05 Shop Drawings, Modifications and Payments A. Designer's authority related to Shop Drawings and Samples are described in the Contract Documents. B. Designer's authority related to design calculations and design drawings submitted in response to a delegation of professional design services are described in Paragraph 7.15. C. OAR and Designer's authority related to Modifications is described in Article 11. D. OAR's authority related to Applications for Payment is described in Articles 15 and 17. 10.06 Decisions on Requirements of Contract Documents and Acceptability of Work A. OAR is to render decisions regarding non-technical or contractual / administrative requirements of the Contract Documents and will coordinate the response of the OPT to Contractor. B. Designer is to render decisions regarding the conformance of the Work to the requirements of the Contract Documents. Designer will render a decision to either correct the Defective Work,or accept the Work under the provisions of Paragraph 16.04, if Work does not conform to the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OAR will issue a Request for a Change Proposal if a Modification is required. OAR will provide documentation for changes related to the non-technical or contractual / administrative requirements of the Contract Documents. Designer will provide documentation if design related changes are required. D. Contractor may appeal Designer's decision by submitting a Change Proposal if Contractor does not agree with the Designer's decision. 10.07 Limitations on OAR's and Designer's Authority and Responsibilities A. OPT is not responsible for the acts or omissions of Contractor's Team. No actions or failure to act, or decisions made in good faith to exercise or not exercise the authority or responsibility available under the Contract Documents creates a duty in contract, tort, or otherwise of the OPT to the Contractor or members of the Contractor's Team. Excerpt from Form 00 72 00 General Conditions- 12 Rev 18-2 ARTICLE 11—AMENDING THE CONTRACT DOCUMENTS; CHANGES IN THE WORK ARTICLE 12—CHANGE MANAGEMENT 12.01 Requests for Change Proposal A. Designer will initiate Modifications by issuing a Request for a Change Proposal (RCP). 1. Designer will prepare a description of proposed Modifications. 2. Designer will issue the Request for a Change Proposal form to Contractor. A number will be assigned to the Request for a Change Proposal when issued. 3. Return a Change Proposal in accordance with Paragraph 12.02 to the Designer for evaluation by the OPT. 12.02 Change Proposals A. Submit a Change Proposal (CP) to the Designer for Contractor initiated changes in the Contract Documents or in response to a Request for Change Proposal. 1. Use the Change Proposal form provided. 2. Assign a number to the Change Proposal when issued. 3. Include with the Change Proposal: a. A complete description of the proposed Modification if Contractor initiated or proposed changes to the OPT's description of the proposed Modification. b. The reason the Modification is requested, if not in response to a Request for a Change Proposal. c. A detailed breakdown of the cost of the change if the Modification requires a change in Contract Price. The itemized breakdown is to include: 1) List of materials and equipment to be installed; 2) Man hours for labor by classification; 3) Equipment used in construction; 4) Consumable supplies, fuels, and materials; 5) Royalties and patent fees; 6) Bonds and insurance; 7) Overhead and profit; 8) Field office costs; 9) Home office cost; and 10) Other items of cost. d. Provide the level of detail outlined in the paragraph above for each Subcontractor or Supplier actually performing the Work if Work is to be provided by a Subcontractor or Supplier. Indicate appropriate Contractor mark-ups for Work Excerpt from Form 00 72 00 General Conditions- 13 Rev 18-2 provided through Subcontractors and Suppliers. Provide the level of detail outline in the paragraph above for self-performed Work. e. Submit Change Proposals that comply with Article 15 for Cost of Work. f. Provide a revised schedule. Show the effect of the change on the Project Schedule and the Contract Times. B. Submit a Change Proposal to the Designer to request a Field Order. C. A Change Proposal is required for all substitutions or deviations from the Contract Documents. D. Request changes to products in accordance with Article 25. 12.03 Designer Will Evaluate Request for Modification A. Designer will issue a Modification per Article 11 if the Change Proposal is acceptable to the Owner. Designer will issue a Change Order or Contract Amendment for any changes in Contract Price or Contract Times. 1. Change Orders and Contract Amendments will be sent to the Contractor for execution with a copy to the Owner recommending approval. A Work Change Directive may be issued if Work needs to progress before the Change Order or Contract Amendment can be authorized by the Owner. 2. Work Change Directives, Change Orders, and Contract Amendments can only be approved by the Owner. a. Work performed on the Change Proposal prior to receiving a Work Change Directive or approval of the Change Order or Contract Amendment is performed at the Contractor's risk. b. No payment will be made for Work on Change Orders or Contract Amendments until approved by the Owner. B. The Contractor may be informed that the Request for a Change Proposal is not approved and construction is to proceed in accordance with the Contract Documents. ARTICLE 13—CLAIMS 13.01 Claims 13.02 Claims Process A. Claims must be initiated by written notice. Notice must conspicuously state that it is a notice of a Claim in the subject line or first sentence. Notice must also list the date of first occurrence of the claimed event. B. Claims by Contractor must be in writing and delivered to the Owner, Designer and the OAR within 7 days: 1. After the start of the event giving rise to the Claim; or 2. After a final decision on a Change Proposal has been made. Excerpt from Form 00 72 00 General Conditions- 14 Rev 18-2 C. Claims by Contractor that are not received within the time period provided by section 13.02(B) are waived. Owner may choose to deny such Claims without a formal review. Any Claims by Contractor that are not brought within 90 days following the termination of the Contract are waived and shall be automatically deemed denied. D. Claims by Owner must be submitted by written notice to Contractor. E. The responsibility to substantiate a Claim rests with the entity making the Claim. Claims must contain sufficient detail to allow the other party to fully review the Claim. 1. Claims seeking an adjustment of Contract Price must include the Contractor's job cost report. Provide additional documentation as requested by OAR. 2. Claims seeking an adjustment of Contract Time must include native schedule files in Primavera or MS Project digital format. Provide additional documentation as requested by OAR. F. Contractor must certify that the Claim is made in good faith, that the supporting data is accurate and complete, and that to the best of Contractor's knowledge and belief, the relief requested accurately reflects the full compensation to which Contractor is entitled. G. Claims by Contractor against Owner and Claims by Owner against Contractor, including those alleging an error or omission by Designer but excluding those arising under Section 7.12,shall be referred initially to Designer for consideration and recommendation to Owner. H. Designer may review a Claim by Contractor within 30 days of receipt of the Claim and take one or more of the following actions: 1. Request additional supporting data from the party who made the Claim; 2. Issue a recommendation; 3. Suggest a compromise; or 4. Advise the parties that Designer is not able to make a recommendation due to insufficient information or a conflict of interest. I. If the Designer does not take any action, the claim shall be deemed denied. J. The Contractor and the Owner shall seek to resolve the Claim through the exchange of information and direct negotiations. If no agreement is reached within 90 days, the Claim shall be deemed denied. The Owner and Contractor may extend the time for resolving the Claim by mutual agreement. Notify OAR of any actions taken on a Claim. K. Owner and Contractor may mutually agree to mediate the underlying dispute at any time after a recommendation is issued by the Designer. Excerpt from Form 00 72 00 General Conditions- 15 Rev 18-2 ARTICLE 14—PREVAILING WAGE RATE REQUIREMENTS ARTICLE 15—COST OF THE WORK;ALLOWANCES; UNIT PRICE WORK ARTICLE 16—TESTS AND INSPECTIONS;CORRECTION,REMOVAL,OR ACCEPTANCE OF DEFECTIVE WORK ARTICLE 17—PAYMENTS TO CONTRACTOR; SET-OFFS; COMPLETION; CORRECTION PERIOD ARTICLE 18—SUSPENSION OF WORK AND TERMINATION ARTICLE 19— PROJECT MANAGEMENT ARTICLE 20—PROJECT COORDINATION 20.01 Work Included 20.02 Document Submittal 20.03 Communication During Project A. The OAR is to be the first point of contact for all parties on matters concerning this Project. B. The Designer will coordinate correspondence concerning: 1. Documents, including Applications for Payment. 2. Clarification and interpretation of the Contract Documents. 3. Contract Modifications. 4. Observation of Work and testing. 5. Claims. 20.04 Requests for Information A. Submit Request for Information (RFI) to the Designer to obtain additional information or clarification of the Contract Documents. 1. Submit a separate RFI for each item on the form provided. 2. Attach adequate information to permit a written response without further clarification. Designer will return requests that do not have adequate information to the Contractor for additional information. Contractor is responsible for all delays resulting from multiple document submittals due to inadequate information. 3. A response will be made when adequate information is provided. Response will be made on the RFI form or in attached information. B. Response to an RFI is given to provide additional information, interpretation, or clarification of the requirements of the Contract Documents, and does not modify the Contract Documents. C. Designer will initiate a Request for a Change Proposal (RCP) per Article 12 if the RFI indicates that a Contract Modification is required. Excerpt from Form 00 72 00 General Conditions- 16 Rev 18-2 ARTICLE 21—QUALITY MANAGEMENT ARTICLE 22—FINAL RESOLUTION OF DISPUTES ARTICLE 23—MINORITY/MBE/DBE PARTICIPATION POLICY ARTICLE 24—DOCUMENT MANAGEMENT ARTICLE 25—SHOP DRAWINGS 25.01 Work Included A. Shop Drawings are required for those products that cannot adequately be described in the Contract Documents to allow fabrication, erection, or installation of the product without additional detailed information from the Supplier. B. Submit Shop Drawings as required by the Contract Documents and as reasonably requested by the OPT to: 1. Record the products incorporated into the Project for the Owner; 2. Provide detailed information for the products proposed for the Project regarding their fabrication, installation, commissioning, and testing; and 3. Allow the Designer to advise the Owner if products proposed for the Project by the Contractor conform, in general, to the design concepts of the Contract Documents. 25.02 Quality Assurance 25.03 Contractor's Responsibilities 25.04 Shop Drawing Requirements A. Provide adequate information in Shop Drawings and Samples so Designer can: 1. Assist the Owner in selecting colors, textures, or other aesthetic features. 2. Compare the proposed features of the product with the specified features and advise Owner that the product does, in general, conform to the Contract Documents. 3. Compare the performance features of the proposed product with those specified and advise the Owner that the product does, in general,conform to the performance criteria specified in the Contract Documents. 4. Review required certifications, guarantees, warranties, and service agreements for compliance with the Contract Documents. Excerpt from Form 00 72 00 General Conditions- 17 Rev 18-2 25.05 Special Certifications and Reports 25.06 Warranties and Guarantees 25.07 Shop Drawing Submittal Procedures 25.08 Sample and Mockup Submittal Procedures 25.09 Requests for Deviation 25.10 Designer Responsibilities A. Shop Drawings will be received by the Designer. Designer will log the documents and review per this Article for general conformance with the Contract Documents. 1. Designer's review and approval will be only to determine if the products described in the Shop Drawing or Sample will, after installation or incorporation into the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. 2. Designer's review and approval will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions or programs incident thereto. 3. Designer's review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. B. Comments will be made on items called to the attention of the Designer for review and comment. Any marks made by the Designer do not constitute a blanket review of the document submittal or relieve the Contractor from responsibility for errors or deviations from the Contract requirements. 1. Designer will respond to Contractor's markups by either making markups directly in the Shop Drawings file using the color green or by attaching a Document Review Comments form with review comments. 2. Shop Drawings that are reviewed will be returned with one or more of the following status designations: a. Approved: Shop Drawing is found to be acceptable as submitted. b. Approved as Noted: Shop Drawing is Approved so long as corrections or notations made by Designer are incorporated into the Show Drawing. C. Not Approved: Shop Drawing or products described are not acceptable. 3. Shop Drawing will also be designated for one of the following actions: a. Final distribution: Shop Drawing is acceptable without further action and has been filed as a record document. b. Shop Drawing not required: A Shop Drawing was not required by the Contract Documents. Resubmit the document per Article 26. Excerpt from Form 00 72 00 General Conditions- 18 Rev 18-2 c. Cancelled: This action indicates that for some reason, the Shop Drawing is to be removed from consideration and all efforts regarding the processing of that document are to cease. d. Revise and resubmit: Shop Drawing has deviations from the Contract Documents, significant errors, or is inadequate and must be revised and resubmitted for subsequent review. e. Resubmit with corrections made: Shop Drawing is "Approved as Noted," but has significant markups. Make correction and notations to provide a revised document with markup incorporated into the original document so that no markups are required. f. Returned without review due to excessive deficiencies: Document does not meet the requirement of the Specifications for presentation or content to the point where continuing to review the document would be counterproductive to the review process or clearly does not meet the requirements of the Contract Documents. Revise the Shop Drawing to comply with the requirements of this Section and resubmit. g. Actions a through c will close out the Shop Drawing review process and no further action is required as a Shop Drawing. Actions d through f require follow up action to close out the review process. 4. Drawings with a significant or substantial number of markings by the Contractor may be marked "Approved as Noted" and "Resubmit with corrections made." These drawings are to be revised to provide a clean record of the Shop Drawing. Proceed with ordering products as the documents are revised. 5. Dimensions or other data that does not appear to conform to the Contract Documents will be marked as "At Variance With" (AVW) the Contract Documents or other information provided. The Contractor is to make revisions as appropriate to comply with the Contract Documents. C. Bring deviations to the Shop Drawings to the attention of the Designer for approval by using the Shop Drawing Deviation Request form. Use a single line for each requested deviation so the Status and Action for each deviation can be determined for that requested deviation. If approval or rejection of a requested deviation will impact other requested deviations, then all related deviations should be included in that requested deviation line so the status and action can be determined on the requested deviation as a whole. D. Requested deviations will be reviewed as possible Modification to the Contract Documents. 1. A Requested deviation will be rejected as "Not Approved" if the requested deviation is unacceptable. Contractor is to revise and resubmit the Shop Drawing with corrections for approval. 2. A Field Order will be issued by the Designer for deviations approved by the Designer if the requested deviation is acceptable and if the requested deviation will not result in a change in Contract Price or Contract Times. Requested deviations from the Contract Documents may only be approved by Field Order. 3. A requested deviation will be rejected if the requested deviation is acceptable but the requested deviation will or should result in a change in Contract Price or Contract Times. Excerpt from Form 00 72 00 General Conditions- 19 Rev 18-2 Submit any requested deviation that requires a change in Contract Price or Contract Times as a Change Proposal for approval prior to resubmitting the Shop Drawing. E. Contractor is to resubmit the Shop Drawing until it is acceptable and marked Approved or Approved as Noted and is assigned an action per Paragraph 25.10.13 that indicates that the Shop Drawing process is closed. F. Information that is submitted as a Shop Drawings that should be submitted as Record Data or other type of document, or is not required may be returned without review, or may be deleted. No further action is required and the Shop Drawing process for this document will be closed. ARTICLE 26—RECORD DATA 26.01 Work Included 26.02 Quality Assurance 26.03 Contractor's Responsibilities 26.04 Record Data Requirements 26.05 Special Certifications and Reports 26.06 Warranties and Guarantees 26.07 Record Data Submittal Procedures 26.08 Designer's Responsibilities A. Record Data will be received by the Designer, logged, and provided to Owner as the Project record. 1. Record Data may be reviewed to see that the information provided is adequate for the purpose intended. Record Data not meeting the requirements of Paragraph 26.02 may be rejected as unacceptable. 2. Record Data is not reviewed for compliance with the Contract Documents. Comments may be returned if deviations from the Contract Documents are noted during the cursory review performed to see that the information is adequate. 3. Contractor's responsibility for full compliance with the Contract Documents is not relieved by the review of Record Data. Contract modifications can only be approved by a Modification. B. Designer may take the following action in processing Record Data: 1. File Record Data as received if the cursory review indicates that the document meets the requirements of Paragraph 26.02. Document will be given the status of "Filed as Received" and no further action is required on that Record Data. 2. Reject the Record Data for one of the following reasons: a. The document submittal requirements of the Contract Documents indicate that the document submitted as Record Data should have been submitted as a Shop Excerpt from Form 00 72 00 General Conditions-20 Rev 18-2 Drawing. The Record Data will be marked "Rejected" and "Submit Shop Drawing." No further action is required on this document as Record Data and the Record Data process will be closed. Resubmit the document as a Shop Drawing per Article 25. b. The cursory review indicates that the document does not meet the requirements of Paragraph 26.02. The Record Data will be marked "Rejected" and "Revise and Resubmit." Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." When Record Data is filed, no further action is required and the Record Data process will be closed. c. The Record Data is not required by the Contract Documents nor is the Record Data applicable to the Project. The Record Data will be marked "Rejected" and "Cancel - Not Required." No further action is required and the Record Data process will be closed. C. Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." ARTICLE 27—CONSTRUCTION PROGRESS SCHEDULE ARTICLE 28—VIDEO AND PHOTOGRAPHIC DOCUMENTATION ARTICLE 29—EXECUTION AND CLOSEOUT 29.01 Substantial Completion A. Notify the Designer that the Work or a designated portion of the Work is substantially complete per the General Conditions. Include a list of the items remaining to be completed or corrected before the Project will be considered to be complete. B. OPT will visit the Site to observe the Work within a reasonable time after notification is received to determine the status of the Project. C. Designer will notify the Contractor that the Work is either substantially complete or that additional Work must be performed before the Project will be considered substantially complete. 1. Designer will notify the Contractor of items that must be completed before the Project will be considered substantially complete. 2. Correct the noted deficiencies in the Work. 3. Notify the Designer when the items of Work in the Designer's notice have been completed. 4. OPT will revisit the Site and repeat the process. 5. Designer will issue a Certificate of Substantial Completion to the Contractor when the OPT considers the Project to be substantially complete. The Certificate will include a tentative list of items to be corrected before Final Payment will be recommended. 6. Review the list and notify the Designer of any objections to items on the list within 10 days after receiving the Certificate of Substantial Completion. Excerpt from Form 00 72 00 General Conditions-21 Rev 18-2 29.02 Final Inspections A. Notify the Designer when: 1. Work has been completed in compliance with the Contract Documents; 2. Equipment and systems have been tested per Contract Documents and are fully operational; 3. Final Operations and Maintenance Manuals have been provided to the Owner and all operator training has been completed; 4. Specified spare parts and special tools have been provided; and 5. Work is complete and ready for final inspection. B. OPT will visit the Site to determine if the Project is complete and ready for Final Payment within a reasonable time after the notice is received. C. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. D. Take immediate steps to correct Defective Work. Notify the Designer when Defective Work has corrected. OPT will visit the Site to determine if the Project is complete and the Work is acceptable. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. E. Submit the Request for Final Payment with the closeout documents described in Paragraph 29.06 if notified that the Project is complete and the Work is acceptable. ARTICLE 30—MISCELLANEOUS END OF SECTION Excerpt from Form 00 72 00 General Conditions-22 Rev 18-2 CITY COUNCIL EXECUTIVE SUMMARY e Council Priority STREETS Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works 4 Jeff H. Edmonds, P. E., Director of Engineering Services Andres Leal, Jr., Director of Street Operations Meeting Date Agenda Category Le istar ID March 27, 2018 Motion 18-0277 Agenda Title: Construction Contract— Downtown Street Traffic Signals and Area Improvements (Bond 2014, Proposition 2) PROPOSED ACTIONS/RECOMMENDATIONS ➢ Future Item — No action required ➢ Staff Recommendation: Authorization to execute construction contract o With Siemens Industry, Inc. of Austin, Texas o In the amount of$2,989,286 o For the Downtown Street Traffic Signals and Area Improvements project SUMMARY ➢ Project Scope: o Water Street from I H-37 to Coopers Alley ■ Remove and replace existing pedestal pole traffic signals with mast arm signals ■ New pedestrian poles with detectible push buttons and LED countdown ■ New ground boxes, control cabinets, street signs, radar detectors, etc. ■ Optimize traffic signals for improved traffic flow ■ Repair ADA-compliant pedestrian ramps at corners ■ Remove mid-block crosswalk east of John Sartain Street PRIOR COUNCIL ACTION ➢ October 18, 2016— Design contract awarded to Freese and Nichols FINANCIAL CONSIDERATIONS ➢ Approved Bond 2014, Proposition 2 project ALTERNATIVES ➢ Authorize execution of contract. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Recommendation Letter ➢ Presentation FUTURE ACTIONS ➢ Approval Action Project No.E15108 CH/VP Rev.0—03/20/18 Item Details Legistar # 18-0277 Construction Contract— Downtown Street Traffic Signals and Area Improvements (Bond 2014 Proposition 2) Council Meeting Dates: Item Being Considered: Future Item — March 27, 2018 Motion Action Item - April 10, 2018 RECOMMENDATION: Authorization to award a construction contract with Siemens Industry, Inc., of Austin,Texas in the amount of$2,989,286 for the Downtown Street Traffic Signals and Area Improvements (Bond 2014, Proposition 2) project for the base bid. BASE BID: The proposed improvements include traffic signalization, signage, street lighting, conduit and coordination with franchise utility owners and the City Departments on existing utilities in downtown Corpus Christi along Water Street from Cooper's Alley north to Twigg Street. A total of nine intersections will receive new mast arm traffic signals to replace the post mounted signals in place currently. ADDITIVE ALTERNATES: None BID SUMMARY CONTRACTOR BASE BID Siemens Industry, Inc. 2,989,286.00 Austin, Texas E Z Bel Construction, LLC San Antonio, Texas 3,252,334.00 D&G Energy Corporation 3,329,237.00 McAllen, Texas Clark Pipeline Services Corpus Christi, Texas 4,225,828.50 Austin Traffic Signal Construction Company, Inc. 4,337,819.40 Pflu erville, Texas Engineer's Opinion of Probable Construction Cost $3,256,000.00 SUMMARY: This project was approved in the Bond 2014 Proposition 2 Street Safety, Revitalization and Capacity Improvement Projects in the general election held on November 4, 2014. Project No. E15108 1 CH/VP Rev.0—03/20/18 Water Street is a four-lane undivided roadway in Downtown Corpus Christi that runs parallel to and one block west of Shoreline Drive for approximately 1.4-miles. Currently, Water Street has two lanes in each direction which pass through a densely developed area. The 3,000-foot segment has curbside parking and nine (9) signalized intersections. Most corners at each intersection have been improved recently to add bulb-outs and pedestrian curb ramps. These will remain as currently configured. This project removes existing outdated traffic signal pedestal poles along Water Street, from IH-37 to Coopers Alley and replaces them with new traffic signal poles and mast arms. New poles with mast arms will make the intersections safer for drivers with clearly positioned signals and improved turning- movement sight distance. Other new traffic signal components to be provided are pedestrian poles with detectible push buttons and LED countdown, ground boxes, control cabinets, conduit, street signs, attached street sign back-lighting (LED), radar presence detector, and miscellaneous incidentals. The new traffic signals are to be optimized for the Water Street corridor to improve traffic flow. At the intersection corners, ADA-compliant pedestrian ramps with adjoining concrete curb and gutter are to be repaired. The mid-block crosswalk with pedestrian ramps, just east of John Sartain Street, is to be removed and replaced with new curb and gutter and sidewalk. Freese and Nichols, the design engineer selected for this project under Request for Qualifications No. 2014-08, recommends award of a construction contract to Siemens Industry, Inc. in the amount of $2,989,286 for the Downtown Street Traffic Signals and Area Improvements project. PREVIOUS COUNCIL / BOARD ACTIONS: October 18, 2016— Design contract award to Freese and Nichols. Project No. E15108 2 CH/VP Rev.0—03/20/18 PROJECT BUDGET ESTIMATE Downtown Street Traffic Signals and Area Improvements BOND 2014 Proposition 2 PROJECT FUNDS AVAILABLE: Street BOND 2014 Proposition 2......................................................................................... 3,500,000 StormWater CIP............................................................................................................. 442,992 TOTAL FUNDS AVAILABLE............................................................................................. 3,942,992 FUNDS REQUIRED: Construction Fees: Construction (Siemens Industry, Inc.) THIS ITEM............................................................... 2,989,286 Streets................................................................................................... 2,602,336 Utilities................................................................................................... 386,950 Storm Water...................................................................... 386,950 Contingency (9%).......................................................................................................... 269,035.74 Construction Inspection and Testing Fees:............................................................................ 108,168 Construction Inspection............................................................................... 78,278 Construction Phase - Materials Testing Services (estimate)................................. 29,890 Design and Geotechnical Fees:.......................................................................................... 439,390 * Engineering Design (Freese and Nichols)...................................................... 419,090 Streets................................................................................. 419,090 Geotechnical Testing (Rock Engineering)........................................................ 20,300 Reimbursement Fees and Miscellaneous:............................................................................ 118,417 Contract Administration (Eng. Svcs Admin/Finance/Capital Budget)..................... 39,139 Engineering Services (Project Mgt/Constr Mgt)............................................... 78,278 Misc. (Printing, Advertising, etc.).................................................................. 1,000 TOTAL.......................................................................................................................... 3,924,297 ESTIMATED PROJECT BUDGET BALANCE....................................................................... 18,695 * Contract approved by City Council on October 18, 2016. NUECES BAY n I V �o SCALE: N.T.S. PROJECT LOCATION SHIP CHAN CORPUS CHRISTI ARO � QO � LEOPARD 0 a z 44 eq RISTI p <ph/ 286 AL Q c� OFtGP O 358 > M 0 9! O Z °�ti CORPUS CHRISTI BAY � 0�0�0 S ./p O L TEXAS A&M UNIVERSITY Off~ y0<<Y CORPUS CHRISTI O� Q 358 ZZ C DD �SgRgTOcq3�m Q�� �Rp�F CABANISSi OSO BAY Q N <6 FIELD Q� O �v 43 O moo° FLO Z 358 286 � Z J 2444 4v,V LOCATION MAP NOT TO SCALE Project Number: E15108 Downtown Street Traffic Signals CITY COUNCIL EXHIBIT and Area Improvements (Bond CITY OF CORPUS CHRISTI,TEXAS VW 2014) DEPARTMENT OF ENGINEERING SERVICES ,A Corpus Chr sti Engineering Downtown Street Traffic Signals and Area Improvements BOND 20141, Proposition 2 Council Presentation March 27, 2018 Project Location Corpus*Ch,sti Engineering wcco Rr,� NUECES BAY N 151 SCM:N.T.S. CIXi%15 CHRISTI PROJECT LOCATION d u� NNilMNn �Y COHPUS CHRISU BAY OSO BpY Project Vicinity Corpus*Ch,sti Engineering � � 1+ SCALE:N.T.S. 16 I._ TRAFFIC SIGNAL IMPROVEMENTS 9 LOCATIONS x Project Scope Corpus Chr sti Engineering Downtown Street Traffic Signals and Area Improvements includes: • Replace obsolete traffic signal poles with new and more visible traffic signal poles and mast arms (9-intersections) • New pedestrian poles with detectible push buttons and LED countdown units • New ground boxes, control cabinets, and conduit • New overhead illuminated (LED) street signage • Radar presence detectors • Optimized traffic signals at 9-intersections, Water Street from Coopers Alley north to Twigg Street • Miscellaneous intersection improvements to curb and gutter and sidewalk Project Schedule Corpus Chr sti Engineering 2018 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Bid & Award Construction Project Estimate:210 Calendar Days z 8 Months Projected Schedule reflects City Council construction contract award in March 2018 with anticipated construction completion in November 2018. Existing Signals (Sample) Corpus*Ch,sti Engineering n 6 Proposed Signals (Example) Corpus*Ch,sti Engineering ilk Downtown Street Traffic 3 Signals and Area Imps Eorpus ginee ing Engmeermg QUESTIONS? 8 MFREESE Innovative approaches 0 Practical results IVICHOLSOutstanding service 800 N.Shoreline Blvd.,Suite 160ON • Corpus Christi,Texas 78401 • 361-561-6500 • fax 361-561-6501 www.freese.com February 21, 2018 Jeff Edmonds, P.E. Director of Engineering Services City of Corpus Christi P.O. Box 9277 Corpus Christi,Texas 78469 Re: Downtown Street Traffic Signals and Area Improvements(Bond 2014) City Project No. E15108 Mr. Edmonds: The City of Corpus Christi received five(5)sealed bid proposals for the above referenced project on February 14, 2018 at 2:00 p.m. at the City Secretary's office. The project bid included a base bid for the proposed improvements include traffic and pedestrian signalization, signage,striping, street lighting, conduit and coordination with franchise utility owners and the City Departments on existing utilities in downtown Corpus Christi along Water Street from Cooper's Alley north to Twigg Street. There are no additive alternates included in the project. A total of nine intersections will receive new mast arm traffic signals to replace the post mounted signals in place currently. Attached are the bid tabulations of the five (5) bid proposals. We have received and reviewed the Statement of Experience of the three (3) lowest bidders and have found them to be satisfactory. All of the bid proposals were properly executed and submitted in compliance with the bidding requirements for this project.The bid breakdown for the five bidders is shown on the attached Tabulation of Bids, and are summarized below: Bidder Base Bid Siemens Industry, Inc. $2,989,286.00 E Z Bel Construction, LLC $3,252,334.00 D&G Energy Corporation $3,329,237.00 CPC Interests, LLC-DBA Clark Pipeline Services $4,225,828.50 Austin Traffic Signal Construction Co., Inc. $4,337,819.40 Siemens Industry, Inc. is the apparent low bidder for the project. Therefore, FNI recommends that the City award the construction contract for Downtown Street Traffic Signals and Area Improvements(Bond 2014) (City Project No. E15108)to Siemens Industry, Inc.of Austin,Texas in the amount of$2,989,286.00 for the Base Bid. February 21, 2018 Page 2 of 2 If you have any questions regarding this matter, please feel free to contact us. Sincerely, FREESE AND NICHOLS, INC. Shane Torno, P.E., P.M.P. Attachments: Tabulation of Bids TABULATION OF BIDS DEPARTMENTGFENGINE ERIN G SERVICES-CITY OF CORPUS CHRISTI,TEXAS TABULATED BY:SIMINE-no,P.E. FREESE AND NICHOLS,INC. vxa 14,201e Dare E:0,256,000lBaee Blal DOWNTOWN TRAFFIC SIGNALS AND AREA IMPROVEMENTS nustn,Inc. El Lc energy corporsnon are pipeline services lxe sr signal (BOND 2014)-CITY PROJECT NO.E15108 so unnr Owens Blvn.stec 22e pare street st ane BASE BID co� pnu� ITEM DESCRIPTION UNIT CITY. UNITPRICE AMOUNT UNITPRICE AMOUNT UNIT PRICE AMOUNT UNITPRICE AMOUNT UNITPRICE AMOUNT PART A:GENERAL Al Mobilization(5%Max) LS 1 $144,535.00 $144,535.00 $150,000.00 $150,000.00 $140,000.00 $140,000.00 $198,400.00 $198,400.00 $209,028.00 $209,028.00 A2 Bonds and Insurance LS 1 $1,129.00 $1,129.00 $45,000.00 $45,000.00 $100,000.00 $100,000.00 $76,800.00 $76,800.00 $175,000.00 $175,000.00 A3 Demolition LS 1 $25,407.00 $25,407.00 $30,000.00 $30,000.00 $50,000.00 $50,000.00 $124,800.00 $124,800.00 $25,000.00 $25,000.00 A4 Ozone Day DAV 1 $2,422Ao $2,422A0 $2,5GOM $2,5GOM $5,000AO $5,000Go $640A0 $640A0 $6,5GOM $6,500.00 A5 Surve Monument EA 2 $787.Oo $1,574.00 $1,500.00 $3,000OO $5,000OO $10,000GO $1,280.00 $2,560.00 $8,500.00 $1T000OO AS TCP Plan antl Pre EA 2 $1,916.Oo $3,832.00 $5,000.00 $10,000.0o $30,000.00 $60,000.00 $3,200.00 $6,400.00 $12,500.00 $25,000.00 A7 TCP Mobil¢ations/Atl'ustments EA 2 $1,91fi.00 $3,832.00 $3,500.00 $7,000.00 $10,000.00 $20,000.00 $3,840.00 $7,680.00 $9,$00.00 $19,000.00 AS TCP Items(Signs,Barricades,Channelizing Devices,etc.) MO 7 $1,916 Go $13,412.00 $18,000.00 $126,000.00 $15,000.00 $105,000.00 $2,240.o0 $15,680.00 $12,500.00 $87,500.00 A9 Sign Boards EA 4 $1,916.Oo $7,664.Go $9,Oo0.0o $36,000.00 $3o0.0o $1,200.00 $7,6Bo.00 $30.720.00 $7,500.00 $30,000.00 A10 Tem OM Si nalization Perintersection EA 2 $1,916.00 $3,832.00 $to,00o.00 $20,000.00 $20,Ooo.00 $40,000.00 $76,80o.o0 $153,600.00 $21,500.00 $43,Ooo.00 A11 Silt Fence for Storm Water Pollution Prevention LF 200 $11 Ao $2,2GOM $Moo $2,000AO $15.00 $3,000.00 $5.12 $1,024.00 $25.00 $5,000.00 Al2 Curb Inlet Protection EA 65 $11.00 $715.00 $20.00 $1,300.00 $1,000AO $65,000.00 $i60.00 $10,400.00 $125.00 $8,125.00 A13 Storm Water Pollution Prevention Plan LS 1 $678 GO 5678.00 $7,000.00 $7,000.00 $20,000.00 $20,000.00 $19,200.00 $19,2oo.00 $25,000.00 $25,000.00 Subtotal Part'A'Items Al throw hA13 $211,232.00 $439,800.00 $619,200.00 $647,904.00 $675,153.00 PART B:STREET IMPROVEMENTS 61 Eradicate Existing Crosswalk LF 60 $24.00 $1,440.00 $165.00 $9,9o0.00 $looGo $6,o00.00 $134.40 $8,064.00 $1o0.00 $6,000.o0 B2 Unanticipated Concrete Sidewalk Removal and Repair SF 2,Ooo $53.00 $106,000.00 $10.00 $20,000.00 $5o.0o $100,000.00 $27.31 $54,620.00 $20.00 $40,000.00 B3 Unanticipated Concrete Pavement Removal and Repair SV 250 $229.00 $57,250.00 $130.Oo $32,500.00 $150.00 $37,500.00 $46.08 $11,520.00 $120.00 $30,000.00 B4 Ref.Pavement Marking Type 1(V)(4")(DBL)(SOLID) LF 360 $22.00 $7,920.00 $ioGo $3,600.00 $6.00 $2,160.00 $1.92 $691.20 Koo $1,13ooAo B5 Reil.Pavement Marking Type 1(W)(4")(SOLID) LF 720 $22.00 $15,840.00 $lo.00 $7,200.00 $3.00 $2,160.00 $0.96 $691.20 $3.00 $2,160.0 B6 Reil.Pavement Marking Type 1(W)(12")(SOLID) LF 3,Ooo $22.00 $66,000.00 $12.00 $36,OOo.00 $10.00 $30,000.00 $5.12 $15,360.00 $7.00 $21,000OO B7 Prefab.Pavement Marking Type 1(W)(24")(SOLID) LF 800 $23.00 $18,400.00 $25.00 $20,000GO $15.00 $12,000.00 $10.24 $8,192.00 $15.00 $12,000.00 B8 Allowance for Unanticipated Street Improvements LS 1 $20,000.00 $20,000AO $20,000.00 $20,000AO $20,000.00 $20,000.00 $20,000AO $20,000AO $20,000.00 $20,000.00 Subtotal Part'B'Hems B1 throw h B8 $292,850.00 $149,200.00 $209,820.00 $119,138.40 $132,960.00 PART C:A.D.A.IMPROVEMENTS C 44"Concrete Side Ilk SF 1,160 $109.00 $12,44-0.Oo $25.00 $29,000.00 $60.00 $69,600.00 $10.24 $11,878.40 $20.00 $23,200.00 C2 Petl.Pole Assembly EA 31 $1,135.00 $3$185.00 $2,000.22 $62,000.00 $2,000.00 $62,Ooo.00 $2,437.12 $75,550.72 $2,100.00 $65,100.00 C3 Ped.Detect Push Button(APS)w/Rio-3E sign EA 72 $886.00 $63,792.00 $2,0002.00 $144,Oo0.0o $2,500.00 $180,000.00 $1,280.00 $92,160.02 $2,000GG $144,Oo0.00 C4 Petl.Sig.Sec.(LED)(Countdown) EA 72 $4fi1.00 $33,192.00 $600.00 $43,200.00 $800.00 $57,600.o0 $787.20 $56,678.40 $650.00 $46,800.00 Subtotal Part'C'Hems C1 throw h C4 $258,609.00 $278,200.00 $369,200.00 $236,267.52 $279.100.00 PART D:STORM WATER DRAINAGE IMPROVEMENTS Di fi"Concrete Curb B Gutter LF 150 $169.o0 $25,350.00 $35.00 $5,250.00 $200.00 $30,000.00 $38.40 $5,760.00 $150.00 $22,500.00 D2 I Thick Non-reinT Gutter Concrete Fill SF 525 $628.00 $329,700.00 $6.00 $3,150.00 $6o.o0 $31,500.00 $112.64 1 $59,13fi.00 $28.00 $14,700.00 D3 jUnanticipated Curb B Gutter Removal I LF I too $49.00 1 $4,900.00 $io.00 1 $1,000.00 MOO $4,000.00 $25.60 $2,560.00 $21.00 $2,100.00 Subtotal Part'D'Hems D1 throw h D3 $359,950.00 $9,400.00 $65,500.00 $67,456.00 $39,300.00 PART E:SIGNALD:ATION IMPROVEMENTS El Drill Shait rt.Si.Pole 24" Tem ora Casin ma be re uild LF 36 $543.00 $19,548A0 $250.00 $9,000.0o $250A0 $9,o0o Go $467.20 $16,819.20 $350.00 $12,600.00 E2 Drill Shaft rt.Si.Pole 36"with Tem ora Steel Casin LF 474 $543.00 $257,382.00 $450.00 $213,300.00 $700.00 $331,800.00 $1,184.00 $561,216.00 $750.00 $355,500.00 E3 Conduit(PVC)(Sch.40)(2")(Under Roadway) LF 1,656 $41.00 $67,896.00 $40.00 $66,240Ao $40.00 $66,240.00 $84.48 $139,898.88 $148.00 $245,088Ao E4 Contluit PVC Sch.40 2" LF 188 $25.00 $4,700.00 $40.00 $7,520.00 $15.00 $2,820.00 $79.36 $14,919.fi8 $108.00 $20,304AO E5 Contluit PVC Sch.40 3" LF 1,104 $25.00 $27,600.00 $45.00 $49,680.00 $19.00 $20,976.00 $88.32 $97,505.28 $109.00 $120,336.00 E6 Conduit(PVC)(Sch.40)(4")(Under Roadway) LF 1,656 $52.00 $86,112.00 $50.00 $82,800.00 $60.00 $99,360.00 $92.16 $152,616.96 $150.00 $248,400.00 E7 Conduit(PVC)(Sch.40)(4") LF 135 $25.00 $3,375.00 $5o.0o $6,750.00 $20.00 $2,700.00 $89.60 $12,095.00 $110.00 $14,850.00 E8 Elec.Condr.(No.6)Bare LF 2,796 $2.00 1 $5,592.00 $1.50 1 $4,194.00 VAG I $2,796.00 $1.87 $5,228.52 $3.00 $8,388.00 E9Elec.Condr.(No-6)Insulatetl LF 447 $2.Oo $894.Oo $2.Oo $894.00 $1 Lo $447.00 $2.27 $1,014.69 $5.0o $2,235.Oo Eio Elec.Condr.No.12 Insulatetl LF 9,642 $2.Oo $19,284.00 $1.75 $16,873.50 $0.50 $4,821.00 $2.37 $22,851.54 $1.90 $18,319.80 Ell Tray Cable 4Condr. 12 AWG LF 1,936 $4.00 $7,744.00 $3.Oo $5,808.00 $1.25 $2,420.00 $2.91 $5,633.76 $2.60 $5,G33.fio E12 Ground Box Type D(162922)W/Apron EA 51 $1,177.Oo $60,027.00 $1,000.00 $51,000.00 $1,200.00 $61,200.00 $2,560.00 $130,560.00 $2,150.00 $109,65G.Oo E13 Remove 8 Replace Ground Bax EA 6 $1,177.Oo $7,062.00 $1,500.00 $9,000.00 $1,200.00 $7,200.00 $3,200.00 $19,200.00 $2,150.00 $12,900.00 E14 Remove and Salvage FlashinBeacon Assembly EA 2 $1,048.00 $2,096.Oo $2,500.00 $5,000.00 $1,500.00 $3,000.00 $1,024.Oo $2,048.00 $2,500.00 $5,000.00 E15 Remove Controller Cabinet and Foundation EA 9 $1,235.Oo $11,115.00 $2,500.00 $22,500.00 $3,000.00 $27,000.00 $1,920.00 $17,280.00 $1,850.00 $16,650.00 E16Remove Traffic Signal Petlestal Pole EA 27 $487.00 $13,149.00 $350.00 $9,450.00 $500.00 $13,500.00 $448.00 $12,096.00 $650.00 $17,550.00 E17 Remove Traffic Signal Pedestal Pole and Foundation EA 4 $1,048.Oo $4,192.00 $650.0o $2,600.00 $1,000.00 $4,000.00 $1,728.00 $6,912.00 $1,ioo.00 $4,400.00 E18 Install Hi hwa Traifc Signal(isolated) EA 9 $1,886.Oo $16,974.00 $35,000AO $315,000.00 $16,000.00 $144,000.00 $32,000AO $288,000AO $24,270.00 $218,430.00 E19 Back Plate(12")(3 SEC) EA 60 $99.00 $5,940.Oo $200.00 $12,Oo0.00 $lo0.0o $6,000.00 $256.00 $15,360.Oo $135.00 $8,1o0.00 E20 Veh.Sig.Sec.12"LED Grn. EA 60 $215 Ao $12,900.00 1 $400.00 1 $24,000.00 $250.00 $1 S,OGo.00 $249.60 $14,976.00 $255.00 $15,300.00 E21 Veh.Si.Sec.12"LED Vel. EA 60 $215.00 $12SGOM $40oA0 $24,000.00 $250.00 $15,000.00 $249.60 $14,976M 11 $255A0 1 $15,3GOM Page 1 of 2 TABULATION OF BIDS DEPARTMENTGFENGINE ERIN G SERVICES-CITY OF CORPUS CHRISTI,T-S TABULATED BY:S-Tomo,P.E. FREESE AND NICHOLS,INC. vua 14,201e Dare E:u,zae,onnlBaee B,dl DOWNTOWN TRAFFIC SIGNALS AND AREA IMPROVEMENTS dusq,inc. El Lc Enemy corporsnon are P'Pellne semces ixe sr sienai (BOND 2014)-CITY PROJECT NO.El 5108 -NIBuddy Owens sive.stet zzs pard street st ane BASE BID co� Pnu� ITEM DESCRIPTION UNIT pTY. UNITPRICE AMOUNT UNITPRICE AMOUNT UNITPRICE AMOUNT UNITPRICE AMOUNT UNITPRICE AMOUNT E22 Veh.Si Sec. 12"LED Red EA 6o $215.00 $12,900.00 $400.00 $24,000.00 $250.00 $15,000.00 $249.60 $14,976.00 $255.00 $15,300.00 E23 Trt.Si.Cbl.(TypeA 14 AWG 20 Condr. LF 6,071 $20.00 $121,420.00 $7.50 $45,532.50 $4.00 $24,284.00 $567 $34,422.57 $5.00 $30,355.00 E24 Ins.Trt.S'.PL AM S 1 Arm 24' EA 1 $5,951.00 $5,951.00 $6,500.00 $6,500.00 $6,600.00 $6,600.00 $6,255.36 $6,255.36 $8,500.00 $8,500.00 E25 Ins.Trt.S'.PL AM S 1 Ann 28' EA 8 $6,259.00 $50,072.00 $7,000.00 $56,000.00 $7,000.00 $56,000.00 $7,091.20 $56,729.60 $8,800.00 $70,400.00 E26 Ins.Trt.S'.PL AM S 1 Arm 32' EA 1 $7,047.00 $7,047A0 $7,5MOO $7,500.00 $7,2MOO $7,200.00 $7,311.36 $7,311.36 $9,2MOO $9,200.00 E27 Ins.Trt.S'.PL AMS 1 Arm 32'Lum. EA 11 $8,165.00 $89,815.00 $8,000.00 $88,000.00 $7,500.00 $82,500.00 $9,117.44 $100,291.84 $9,500.00 $104,500.00 E28 Ins.Trt.S'.PL AMS 1 Arm 36' EA 2 $7,334.00 $14,668.00 $8,500.00 $17,000.00 $8,oU0.00 $16,o00.00 $9,525.76 $19,051.52 $9,900.00 $19,800.00 E29 Ins.Trt.S'.PL AMS 1 Arm 36 Lum. EA 2 $8,582.00 $17,164.00 $9,500.00 $19,000.00 $8,500.00 $17,000.00 $8,224.00 $16,448.00 $10,500.00 $21,000.00 E30 Ins.Trt.Sig.PL AMS 1 Ann 49Lum. EA 4 $9,336.00 $37,344.00 $1,000.00 $4,000.00 $9,000.00 $36,000.00 $9,525.76 $38,103.04 $12,500.00 $50,000.00 E31 Ins.Trt.Sig.PL AMS 1 Arm 44'Lum. EA 1 $9,777.00 $9,777.00 $10,500.00 $10,500.00 $10,000.00 $10,000.00 $10,447.36 $10,447.36 $13,5MOO $13,500.00 E32 -SN(LED)(8)(S) EA 30 $3,065.00 $91,95OA0 $3,500.00 $105,000OO $3,500.00 $105,000.00 $4,608.00 $138,240.00 $3,800.00 $114,000OO E33 Radar Presence Detector EA 36 $5,676.00 $204,336.00 $7,000.00 $252,000.00 $7,500.00 $270,000.00 $8,320.00 $299,520A0 $9,000.00 $324,000.00 E34 Radar Presence Detector Comm.Cable LF 2,587 $4.00 $10,348.00 $6.00 $15,522.00 $4.00 $10,348.00 $8.96 $23,179.52 $5.00 $12,935.00 E35Mast Arm Dam in Plate EA 30 $380.00 $11,400.00 $1,000.00 $30,000.00 $700.00 $21,000.00 $640.00 $19,200.00 $750.00 $22,500.00 E36 0.25 KW EO LED Luminaire TRAFFIC SIGNAL EA 18 $788.00 $14,184.00 $1,I)MOO $18,000.00 MOM $12,600.00 $640.00 $11,520.00 $850A0 $15,300.00 E37 Camera PTZ(Pelco Spectra Enhancad Series) EA 5 $7,149.00 $35,745.00 $5,000.00 $25,000A0 $7,000.00 $35,000.00 $6,400.00 $32,000.00 $7,500.00 $37,50OA0 E38 Ethernet Cable CAT 6 for PTZ LF 321 $2.00 $642.00 $5.00 $1,605.00 $2.00 $642.00 $13.02 $4,179.42 $15.00 $4,815.00 E39 Radio&Antenna Mimosa EA 24 $4,704.00 $112,896.00 $1,500.00 $36,000.00 $1,000.00 $24,000.00 $4,480.00 $107,520.00 $7,500.00 $180,000.00 E40 Ratlio Antenna Cable CAT 6 LF 2,163 $2.00 $4,326.00 $5.00 $10,815.00 $1.00 $2,163.00 $11.77 $25,458.51 $9.00 $19,467.00 E41 Electrical Service and Cabinet with Foundation EA 9 $4,961.00 $44,649A0 $10,000.00 $90,000.00 $7,I)MOO $63,000.00 $10,880.00 $97,920A0 $75MOO $67,500.00 E42 Controller Cabinet TS-2 with Extension EA 9 $10,719.00 $96,471.00 $15,000.00 $135,000OO $13,000.00 $117,000.00 $14,080.00 $126,720.00 $18,500.00 $166,500.00 E43 Controller Foundation EA 9 $1,967.00 $17,703.00 $6,000.00 $54,000.00 $3,000.00 $27,000.00 $2,240.00 $20,160.00 $3,500.00 $31,500.00 E44 Controller Econolite Cobalt EA 9 $3,658.00 $32,922.00 $6,000.00 $54,000.00 $3,500.00 $31,500.00 $4,480.00 $40,320.00 $6,500.00 $58,500.00 E45 TraRc Si nal Louver 12" EA 36 $202.00 $7,272.00 $400.00 $14,400.00 $400.00 $14,400.00 $640.00 $23,040.00 $650.00 $23,400.00 E46 Et her net 4000 Switch EA 9 $273.00 $2,457.00 $5,000.00 $45,000.00 $6,500.00 $58,500.00 $11,200.00 $ioo,8o0.o0 $7,500.00 $fi7,500.00 E47 U=Ie Power Su with Cabinet EA 9 $6,697.00 $60,273.00 $10,000.00 $90,000A0 $7,500.00 $67,500.00 $10,240.00 $92,160.00 $8,500.00 $76,500.00 E48 Ac clica Roatl Trend,Power/Comm Cable and 2AGHz Antenna EA 9 $5,455.00 $49,095.00 $7,750.00 $69,750.00 $6,000.G0 $54,000.00 $8,533.33 $76,799.97 $12,500.00 $112,500.00 E49 24"Decorative Medallion with Mounting Hardware EA 18 $2,352.00 $42,336.00 $5,500.00 $99,000.00 $1,500.00 $27,000.00 $2,560.00 $46,080.00 $2,500.00 $45,000.00 E50 Allowance for Unantici atetl Si nalization lm prow LS 1 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 $15,000.00 Subtotal Part'E' terns E1 throw h E50 $1,866,645.00 $2,375,734.00 $2,065,517.00 $3,155,062.58 $3,211,306.40 BASE BID SUMMARY TOTAL BASE BID PARTS A,B,C,D,&E PartA-General Items Al through A13 $211,232.00 $439,800.00 $619,200.00 $647,904.00 $675,153.00 Part B-Street lm rovements Items 6l throughB8 $292,850.00 $149,200.00 $209,820.00 $119,138.40 $132,960.00 Part C-A.D.A.Improvements(Items Cl through C4) $258,609.00 $278,200.00 $369,200.00 $236,267.52 $279,100.00 Part D-Storm Water Drainage Improvements Items D1 through D3 $359,950.00 $9,400.00 $65,500.00 $67,456.00 $39,300.00 Part E-S nalization lm rovements Items El through E50 $1,866,645.00 $2,375,734.00 $2,065,517.00 $3,155,062.58 $3,211,306.40 Total Base Bid $2,989,286.00 $3,252,334.00 $3,329,237.00 $4,225,828.50 $4,337,819.40 Page 2:d2 SC o� � v AGENDA MEMORANDUM NOORP08 IEO Future Item for the City Council Meeting of March 20, 2018 1852 Action Item for the City Council Meeting of March 27, 2018 DATE: February 6, 2018 TO: Margie C. Rose, City Manager FROM: Belinda Mercado, Director of Information Technology BMercado@cctexas.com 361-826-3740 Approval of a one-year software licensing and support agreement for LANDesk CAPTION: Motion authorizing the City Manager, or designee, to execute a one-year software licensing and support agreement with SHI Government Solutions, Inc., of Austin, for LANDesk software in the amount of$80,602.20 pursuant to the cooperative purchasing contract with the Texas Department of Information Resources with an option to renew for up to two additional years for a multiyear amount not to exceed $241,806.60 subject to annual appropriations. PURPOSE: Approval of this item continues the maintenance and use of LANDesk software and the cloud- based subscription. This solution provides a method for City employees to request IT support and provides ticket tracking, historical reporting, and IT asset management. Licensing also provides the IT Department with the ability to manage endpoint devices including security patches, remote assistance and remote software installation. BACKGROUND AND FINDINGS: On March 26, 2013, City Council authorized the purchase of upgrades to the LANDesk software that included a 3-year agreement for a total amount of$252,911.94. LANDesk software has been in place since 2008. This renewal allows IT to continue the effort to provide self-service reporting of assets and IT requests for City departments. On May 23, 2017, City Council approved a one-year agreement for LANDesk software and cloud-based subscription. The current DIR contract executed in October 2017 is DIR-TSO-3984. ALTERNATIVES: Search for new software at a potential higher cost. OTHER CONSIDERATIONS: The transition to a cloud-based subscription allows IT to continue the reduction of our datacenter footprint. CONFORMITY TO CITY POLICY: This purchase conforms to City purchasing policies and procedures and state statutes regulating procurement. EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTAL CLEARANCES: Finance Department and Office of Management and Budget FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Project to Date Fiscal Year: 2017- Expenditures 2018 (CIP only) Current Year Future Years TOTALS Line Item Budget $477,773.00 $477,773.00 Encumbered / Expended Amount ($34,372.00) ($34,372.00) This item ($80,602.20) 1 ($161 ,204.40) ($241 ,806.60) BALANCE $362,798.80 ($161,204.40) 1 $201 ,594.40 Fund(s): Information Technology Comments: This is a cooperative contract with the Texas Department of Information Resources. Funds have been budgeted for this expense and are available in 5210-40480-530160, Rentals. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: SHI, Inc. Quotation Agreement Price lock notice DocuSign Envelope ID-OACC623C-2662-45CC-AA97-6D00O22BCC97 END USER LICENSE, MAINTENANCE, AND SUPPORT SERVICES AGREEMENT This End User License, Maintenance, and Support Services Agreement ("EULA"), is a legal agreement between Licensee and Ivanti (as such terms are defined below). This EULA describes the terms and conditions upon which Ivanti is willing to license its products and provide Maintenance and Support Services to Licensee. BY INSTALLING OR USING ALL OR ANY PORTION OF LICENSED SOFTWARE, LICENSEE AGREES TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS EULA. IF LICENSEE DOES NOT AGREE TO ANY TERM OR CONDITION OF THIS EULA, LICENSEE SHOULD STOP INSTALLATION OR USE AND PROMPTLY RETURN THE LICENSED SOFTWARE IT PHYSICALLY POSSESSES, IF ANY, AND ANY ACCOMPANYING MATERIALS IN AN UNDAMAGED CONDITION TO THE VENDOR FROM WHICH IT WAS ACQUIRED. 1. DEFINITIONS. "Concurrent Users" means the maximum number of users that may concurrently use or access the Licensed Software. "Documentation"means the user documentation Ivanti provides with the Licensed Software. "Infringement Claim" means a claim by a non-affiliated third party against Licensee asserting that Licensee's use of Licensed Software in accordance with this Agreement violates that third party's patent, trademark, or copyright rights "Ivanti"means: • Ivanti U.K. Limited, an English company, if Licensee is purchasing any Licensed Software other than Wavelink or Naurtech branded Licensed Software and has its primary office located outside of North America, Central America, South America (excluding Brazil), (collectively, the "Americas"), Japan or the People's Republic of China. • Ivanti International Limited, an Irish company, if Licensee is purchasing Wavelink or Naurtech branded Licensed Software and has its primary office located outside of the Americas), Japan or the People's Republic of China. • Ivanti, Inc., a Delaware corporation, if Licensee has its primary office located in the Americas. • Ivanti Com6rcio de Software Brasil Ltda, a Brazilian company, if Licensee has its primary office located in Brazil. • Ivanti Software K.K., a Japanese company, if Licensee has its primary office located in Japan. • Ivanti (Beijing) Information Technology Co., Ltd., a Chinese company, if Licensee has its primary office located in the People's Republic of China. "Licensed Software" means the software, in object code form, and any Documentation accompanying this EULA or the software. "Licensee"means the person or entity licensing the Licensed Software from Ivanti pursuant to this EULA. "Maintenance"means Ivanti's provision of Updates and Upgrades to the applicable Licensed Software. "Node" means each electronic device using the Licensed Software including without limitation (a) a physical device such as a computer, handheld device, workstation, console, Seat, server, or any other electronic device; (b) a virtual machine, such as an operating environment that may be running DocuSign Envelope ID:OACC623C-2662-45CC•AA97-600Co22SCC97 concurrently with another operating environment on a single physical device; or(c)for the Ivanti Antivirus for Mail Servers product, an electronic or virtual mailbox(e.g., a mailbox for email). "Node Count Data" means information periodically generated by the Licensed Software about (a) the quantity and type of current usage of the Licensed Software on a server, and (b) the non-personal, encrypted hardware configuration of that server. "Seat"means the number of Concurrent Users authorized to use the Licensed Software. "Support Services" means the services regarding installation, configuration and usage detailed at http://www.ivanti.camlen-US/com2any/legal/support-terms and available to Licensee for purchase. "Update" means content used to update the License Software and includes bug fixes, minor enhancements and patches, but does not include Upgrades. "Upgrade" means a new version of Licensed Software that replaces a pre-existing version of such Licensed Software. "User" means a natural person employed by or who otherwise provides services (whether as an independent contractor or otherwise)to Licensee who is supported with or uses the Licensed Software. 2. LICENSES.The licenses that are available from Ivanti include,without limitation, the following: (A) TRIAL USE LICENSE: A"Trial Use License"is a nonexclusive, non-transferable, restricted, forty-five (45) day limited license that allows Licensee to evaluate the Licensed Software before purchasing a Full- Use License for the Licensed Software. At the end of the forty-five (45) day evaluation period, Licensee agrees to promptly discontinue use and delete the Licensed Software from Licensee's systems. It is the sole responsibility of Licensee to back-up its system and perform all other measures to prevent any loss of files or data. Use of the Licensed Software under a Trial Use License is entirely at Licensee's own risk. (B) FULL-USE LICENSE: A "Full-Use License" is a non-exclusive, non-transferable, perpetual, and limited license to copy, install and use the Licensed Software within Licensee's organization on the total number of Nodes for which Licensee has paid the required license fee. A Full-Use License does not include Maintenance or Support Services. Maintenance and Support Services must be purchased in addition to the Full-Use License. (C) SUBSCRIPTION LICENSE: A "Subscription License" is a non-exclusive, non-transferable, time- limited license to copy, install and use certain Licensed Software within Licensee's organization on the total number of Nodes for which Licensee has paid the required subscription license fee. Unless a different term is specified in the purchase order to Ivanti, the term of Subscription License or renewal thereof is one (1) year. During the term of the time-limited subscription, Licensee is entitled to receive Maintenance for the Licensed Software (additional Support Services also may be available for purchase by Licensee). If the Subscription License is provided as software as a service (SaaS), the terms and conditions found at www.landesk.com/saas/termsandconditions/ shall also apply in addition to the terms and conditions contained within this EULA. (D) USER-BASED LICENSE: A "User-Based License" is a non-exclusive, non-transferable, perpetual, and limited license to copy, install and use the Licensed Software within Licensee's organization to support the total number of Users for which Licensee has paid the required license fee. A User-Based License does not include Maintenance or Support Services. Maintenance and Support Services must be purchased in addition to the User-Based License. 3. LICENSE GRANT. Subject to Licensee's compliance with all terms and conditions of this EULA, Ivanti hereby grants Licensee a non-exclusive, non-transferable, restricted, license to use the Licensed Software in accordance with the type of license and subject to the quantity of Nodes paid for by Licensee. Licensee may make a copy of the Licensed Software only as needed for archival and backup purposes. DocuSign Envelope ID:OACC623C-2662-45CC-AA97-6D00O22BCC97 Licensee may permit third party consultants and contractors (such as third-party supplier(s)of information services) to use the Licensed Software on Licensee's behalf provided that (a) all such use is in accordance with the terms and conditions of this EULA, and (b) Licensee assumes full responsibility and liability for any use of the Licensed Software by such third parties in any violation of this EULA, including without limitation use in excess of the licensed number of Nodes. Licensee agrees not to override or bypass the activation process or any security feature, authorization, activation, or reactivation of the Licensed Software or to assist others in doing the same. 4. NODE COUNT VERIFICATION AND AUDIT. Licensee agrees that Ivanti may periodically verify that Licensee's usage of the Licensed Software does not exceed the quantity of Nodes or User-Based Licenses purchased. Periodically, the Licensed Software on each server will generate Node Count Data. Each time the Licensed Software generates Node Count Data on a server, Licensee agrees to send, within thirty (30) days of generation, the Node Count Data to Ivanti either automatically by the Internet or manually by email. If Licensee fails to provide such Node Count Data within thirty (30) days, Ivanti has the right to render the Licensed Software inoperative or reduce the Licensed Software's functionality until Licensee provides Ivanti with the Node Count Data. If the node count verification process shows that Licensee, including its third party consultants or contractors using the Licensed Software for Licensee, is using more than the number of Nodes or other Licensed Software for which licenses have been purchased, Licensee shall pay Ivanti for such additional Nodes and/or Licensed Software no later than thirty(30)days following Licensee's receipt of an invoice from Ivanti,with such fees being the license fees as per Ivanti's then-current price list. Licensee agrees not to override or bypass this node count verification process or assist others to do the same. With respect to User-Based Licenses, Licensee agrees to provide Ivanti with documentation evidencing the total number of Users within thirty(30)days of Ivanti's request. Licensee shall permit Ivanti to conduct audits to verify Licensee's compliance with this EULA. Such audits shall be conducted during normal business hours and after reasonable advance notice to Licensee by Ivanti. The cost of such audits will be bome by Ivanti; provided, however, that if such audit determines that Licensee has failed to pay fees amounting to five percent(5%) or more of that annual period's fees due hereunder, then Licensee shall reimburse Ivanti for the cost of such audit in addition to payment of any identified delinquent fees. 5. USE RESTRICTIONS. Ivanti reserves all rights not expressly granted to Licensee herein. Without limiting the generality of the foregoing, Licensee shall not and shall not allow others to: (a) copy, modify, adapt, rent, lease, sell, distribute, export, re-export, assign, sublicense, translate, transfer, or reprogram the Licensed Software or any portion thereof except as provided in this EULA; (b) use the Licensed Software in a service bureau, facility management, service provider, timeshare, or other similar type of environment, (c) reverse engineer, decompile, translate, merge, or disassemble the Licensed Software; (d) create derivative works based upon the Licensed Software; (e) use the Licensed Software to perform any activity which is or may be, directly or indirectly, unlawful, harmful, threatening, abusive, harassing, tortious, or defamatory, or to perform any activity which breaches the rights of any third party; (f)take any actions that would cause the Licensed Software to become subject to any open source or quasi-open source license agreement not otherwise applicable; or (g) transfer any Licensed Software or Licensee's license rights under this EULA, in whole or in part without Ivanti's prior written consent, which consent shall not be unreasonably withheld or denied. THE LICENSED SOFTWARE IS NOT INTENDED OR LICENSED FOR AND IVANTI SPECIFICALLY DISCLAIMS LIABILITY FOR USE OF THE LICENSED SOFTWARE IN ANY ENVIRONMENT IN WHICH FAILURE OF THE SOFTWARE COULD LEAD DIRECTLY TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. LICENSEE AGREES TO DEFEND, INDEMNIFY, AND HOLD IVANTI HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS ARISING OUT OF LICENSEE'S UNAUTHORIZED USE OF THE LICENSED SOFTWARE. 6. OWNERSHIP OF LICENSED SOFTWARE, The Licensed Software is the proprietary property of Ivanti or its licensors. No title to or ownership of any Licensed Software is transferred to Licensee. The Licensed Software is licensed to Licensee, not sold. All rights, title and interest in and to the Licensed Software (including any Update or Upgrade thereto), including all worldwide intellectual property rights, shall remain with Ivanti, its licensors, vendors and/or suppliers, as the case may be. Ivanti may make DocuSign Envelope ID:OACC623C-2662-45CC-AA97-60000228CC97 changes to the Licensed Software at any time and without notice. Except as otherwise expressly provided, Ivanti grants no express or implied right under any Ivanti patent, copyright, trademark, or other intellectual property right. 7. COPYRIGHTS, TRADEMARKS, AND PATENTS. The Licensed Software is copyrighted and protected by the laws of the United States and other countries, and by international treaty provisions combined with patents and trademarks. In no circumstance may Licensee remove or alter the copyright notice, trademark notice, or other proprietary notices from the Licensed Software. Licensee agrees to faithfully reproduce and include all copyrights, trademarks, and other proprietary notices on any authorized copy of any Licensed Software. Ivanti is either a registered trademark or trademark of Ivanti, Inc. or its affiliates in the United States and/or other countries. One or more patents, as well as other patent pending technology, may apply to Licensed Software. 8. MAINTENANCE AND SUPPORT SERVICES. Nothing in this Agreement entitles Licensee to any Support Services and/or Maintenance of the Licensed Software without the required payment for such Support Services and/or Maintenance. (A) MAINTENANCE: During the term for which Licensee has paid the applicable Maintenance or subscription fees for the Licensed Software, Licensee is entitled to Updates and Upgrades as and when they are made generally available to Ivanti's end users. (B) SUPPORT SERVICES: During the term for which Licensee has paid the applicable support fees, Licensee is entitled to support in accordance with Ivanti's points-based support programs. Points expire at the end of each Support Services period and new points are calculated each renewal period. Support levels may be adjusted any time Licensee purchases additional Support Services. For more information on the Ivanti support programs, see the Ivanti service portal at http://www.ivanti.com/en- US/companylleual/support-terms. (C) NO OBLIGATION. Ivanti shall be under no obligation to furnish Maintenance and/or Support Services for the Licensed Software to the extent that such Maintenance and/or Support Services are necessary or desired as a result of: (i) the operation of the Licensed Software in environmental conditions or configurations outside those prescribed in the Documentation; (ii) Licensee's failure to upgrade and update the Licensed Software to the currently supported versions of the Licensed Software or to maintain the Licensed Software in accordance with the standards of Maintenance prescribed in the Documentation or as specified in Maintenance or Support Services received by Licensee from Ivanti; (iii) actions of any third party other than Ivanti or a third party authorized by Ivanti; and (iv)causes unrelated to the Licensed Software as delivered to Licensee by Ivanti, including without limitation, modifications to the Licensed Software made by Licensee or on Licensee's behalf. (D) TERMINATION OF MAINTENANCE OR SUPPORT SERVICES. Without limiting any other remedies available under this EULA, at law, or in equity, Ivanti shall have the right to terminate Licensee's right to receive Maintenance and/or Support Services with prior notice to Licensee for Licensee's breach hereunder if such breach remains uncured for a period of thirty (30) days after receipt of notice thereof from Ivanti. 9. THIRD-PARTY SOFTWARE. The Licensed Software may be bundled with non-integrated hardware or other software programs licensed or sold by a licensor other than Ivanti. IVANTI DOES NOT WARRANT SUCH THIRD-PARTY PRODUCTS. Any and all such third-party products (e.g., drivers, utilities, operating system components, etc.) which may be distributed with the Licensed Software are provided "AS IS" without warranty of any kind, whether express or implied, and Licensee's use and installation thereof, and any related warranty service, is subject to the third-party licenses supplied with such products or the applicable manufacturer's warranty. Use of Microsoft's DCOM software, distributed with the Licensed Software, is conditioned upon Licensee having a valid licensed copy of the applicable Microsoft operating system software on the computer on which the DOOM software is installed. Ivanti expressly disclaims liability of any kind with respect to Licensee's installation or use of third-party DocuSign Envelope ID:OACC623C-2662-45CC-AA97-6D00O22BCC97 products. Nothing in this EULA shall restrict, limit or otherwise affect any rights or obligations Licensee may have, or conditions to which Licensee may be subject, under any applicable open source licenses to any open source code contained in any Licensed Software. Ivanti may cease to provide access to third- party databases and content, such as patch content, used with some licensed software, in its sole discretion, at any time, and makes no warranty that third-party software which Licensee seeks to access using the licensed software shall be available for downloading to Licensee's system. 10. LIMITED WARRANTY. IVANTI WARRANTS THAT FOR A PERIOD OF NINETY (90) DAYS FROM LICENSEE'S INITIAL ACQUISITION OF A LICENSE TO USE THE LICENSED SOFTWARE, THE LICENSED SOFTWARE WILL FUNCTION SUBSTANTIALLY IN CONFORMANCE WITH THE DOCUMENTATION ACCOMPANYING SUCH LICENSED SOFTWARE WHEN USED IN ACCORDANCE WITH THE ACCOMPANYING DOCUMENTATION. LICENSEE'S SOLE REMEDY FOR A BREACH OF THIS WARRANTY SHALL BE THAT IVANTI, IN ITS REASONABLE DISCRETION, WILL EITHER: (i) RESOLVE THE NONCONFORMITY, (ii) REPLACE THE LICENSED SOFTWARE WITH SOFTWARE OF SUBSTANTIALLY THE SAME FUNCTIONALITY, OR (iii) REFUND THE LICENSE FEES PAID BY LICENSEE FOR THE APPLICABLE LICENSED SOFTWARE. THIS LIMITED WARRANTY SHALL NOT APPLY TO UPDATES AND UPGRADES (IF ANY) TO THE LICENSED SOFTWARE OR IF LICENSEE HAS OBTAINED A TRIAL-USE LICENSE 11. NO OTHER WARRANTIES. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, THE LICENSED SOFTWARE, MAINTENANCE AND SUPPORT SERVICES ARE PROVIDED "AS IS", WITHOUT WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF NON- INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. ANY EXPRESS WARRANTY MADE OUTSIDE OF THIS EULA IS EXCLUDED AND SUPERSEDED. NEITHER IVANTI NOR ITS LICENSORS REPRESENT OR WARRANT THAT THE LICENSED SOFTWARE WILL SATISFY LICENSEE'S REQUIREMENTS OR THAT THE LICENSED SOFTWARE IS WITHOUT DEFECT OR ERROR OR THAT OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR FREE. LICENSEE MAY HAVE OTHER WARRANTY RIGHTS PROVIDED BY LOCAL LAW. 12. LIMITATION OF LIABILITY AND DIRECT DAMAGES. IN NO EVENT SHALL IVANTI OR ITS LICENSORS, VENDORS, AFFILIATES, SUBSIDIARIES, PARENTS, EMPLOYEES AND/OR SUPPLIERS BE LIABLE UNDER THIS EULA OR IN CONNECTION WITH THE LICENSED SOFTWARE, MAINTENANCE, OR SUPPORT SERVICES FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUES, BUSINESS INTERRUPTION, LOSS OF INFORMATION, LOSS OF COMPUTER PROGRAMS, OR INABILITY TO USE THE LICENSED SOFTWARE (REGARDLESS OF THE FORM OF ACTION OR CLAIM), EVEN IF IVANTI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IVANTI'S ENTIRE LIABILITY UNDER THIS EULA SHALL BE LIMITED TO DIRECT, OBJECTIVELY MEASURABLE DAMAGES AND THE AGGREGATE LIABILITY OF IVANTI ARISING FROM OR RELATING TO THIS EULA, THE USE OF THE LICENSED SOFTWARE, MAINTENANCE, AND SUPPORT SERVICES SHALL NOT EXCEED THE AMOUNT OF THE LICENSE FEES RECEIVED BY IVANTI FROM LICENSEE UNDER THIS EULA FOR THE LICENSED SOFTWARE OUT OF WHICH SUCH LIABILITY AROSE (EXCEPT WITH RESPECT TO INDEMNIFICATION UNDER SECTION 13 OF THIS EULA WHICH SHALL NOT BE LIMITED). SOME JURISDICTIONS DO NOT ALLOW CERTAIN DISCLAIMERS OR LIMITATIONS OF WARRANTIES, SO SOME OF THESE PROVISIONS MAY NOT APPLY TO LICENSEE. 13. INDEMNIFICATION. (A) INDEMNIFICATION BY IVANTI: Ivanti will, at its own expense, defend or settle any Infringement Claim and indemnify Licensee for any damages finally awarded against Licensee, but only if: (i) Licensee promptly notifies Ivanti of any Infringement Claim; (ii) Ivanti retains sole control of the defense, negotiations, settlement, or compromise of any Infringement Claim; and (iii) Licensee provides Ivanti with all necessary authority, information, and reasonable assistance (at ivanti's expense). Ivanti will not be responsible for any costs, expenses or compromise incurred or made by Licensee without Ivanti's prior DocuSign Envelope ID OACC623C-266245CC-AA97-6DOCo22BCC97 written consent. If use of Licensed Software is permanently enjoined as the result of an Infringement Claim, Ivanti will, in its sole discretion and expense, procure for Licensee the right to continue using such Licensed Software, replace such Licensed Software with non-infringing product, modify such Licensed Software so that it is no longer infringing, or, if each of the foregoing is commercially unreasonable or unduly burdensome, Ivanti may elect to refund to Licensee the fees, less depreciation, received by Ivanti for such enjoined Licensed Software. Depreciation shall be determined using a straight line basis over thirty-six (36) months, commencing on the effective date for Ivanti Licensed Software and on the date of first delivery to Licensee of any Licensed Software or Support Services. (B) EXCLUSIONS: Ivanti shall not have any indemnification obligations, other responsibility or liability for any costs, expenses, or damages, settlement, or otherwise resulting from: (i) Ivanti's compliance with Licensee's designs, specifications or instructions; (ii) Licensee's modification (whether authorized or not) of Licensed Software; (iii) any Infringement Claim arising from Licensee's combined use of Licensed Software (or any part thereof) with any Licensee or other third party product; or (iv) Licensee's direct or contributory infringement of any business method patent. (C) ENTIRE OBLIGATION AND EXCLUSIVE REMEDY: The foregoing states the entire obligation and exclusive remedy of each of the parties hereto with respect to any Ivanti indemnification obligation. 14. PAYMENT AND TAXES. In the event that Licensee is purchasing directly from Ivanti and payment is required from Licensee directly to Ivanti (as opposed to purchase through or payment to an authorized Ivanti reseller or distributor), Licensee shall pay Ivanti all amounts due in U.S. Dollars no later than thirty (30) days following Licensee's receipt of an invoice from Ivanti_ For the purchase of any annual renewal of the then-current annual Subscription Fee and annual Support Services Fees (if any), Licensee shall make payment to Ivanti within thirty (30) days of such annual renewal. If Licensee fails to make a payment to Ivanti when due, Ivanti may charge Licensee interest at the lesser of a rate of one and one half percent (1.5%) per month or the maximum rate allowed by applicable law, which interest will accumulate on the outstanding balance on a daily basis until paid in full. Licensee shall reimburse Ivanti for all reasonable costs, including legal fees and related costs, Ivanti incurs in collecting any late payments and interest from Licensee. Ivanti shall be entitled to terminate all licenses, services and Support Services provided hereunder upon thirty (30) days prior written notice to Licensee if Licensee falls to pay any required fees when due. In the event that any withholding, sales, value-added, use or other taxes or government fees, assessments or charges are payable because of this EULA, the license of the Licensed Software to Licensee, or because of any payment by Licensee, then Licensee shall pay all such taxes, fees, assessments and charges in addition to all other payments. If Ivanti is required to make any such payments, Licensee agrees to reimburse Ivanti for such payments promptly upon notice from Ivanti. 15. TERMINATION OF THIS EULA. If Licensee is using the Licensed Software under any time-limited license, including without limitation a Trial-Use License or Subscription License, this EULA shall terminate with regard to such Licensed Software without notice to Licensee on the last day of the specified time period. Any other license granted hereunder shall automatically terminate if Licensee breaches this EULA. Upon expiration or termination of this EULA, Licensee shall immediately cease all use of the Licensed Software and uninstall and delete all of the Licensed Software. The foregoing shall not limit or affect any remedy available to Ivanti as a result of any breach of this EULA by Licensee. 16. EXPORT COMPLIANCE. Licensee acknowledges that the Licensed Software is exported from the United States in accordance with the Export Administration Regulations. The Licensed Software, and any product or technical information provided by Ivanti, are subject to applicable import and export regulations of the United States and/or other countries. Diversion contrary to U.S. law is prohibited. Licensee agrees to comply with all applicable import and export regulations as they may be amended from time to time. Regardless of any disclosure made by Licensee to Ivanti of an ultimate destination of the Licensed Software or any product or technical information, Licensee agrees that it will not export, re-export or disclose (directly or indirectly) any of the Licensed Software, any product or technical information DocuSlgn Envelope ID:OACC623C-2662-45CC-AA97-600CO22BCC97 provided by Ivanti, or any portion thereof, to any country, entity or person in violation of U.S. export laws or regulations or any other law, regulation, or government order. Note that Licensed Software containing encryption may be subject to additional restrictions with which Licensee also agrees to comply. 17. GOVERNING LAW. if Licensee has its primary office in North America, Central America, South America, or any other area not expressly identified below in this section, this EULA is governed by the laws of the State of Utah, United States of America. If Licensee has its primary office in a member state of the European Union or the European Free Trade Association, the Middle East or Africa, this EULA is governed by the laws of England. If Licensee has its primary office in Japan, this EULA is governed by the laws of Japan. If Licensee has its primary office in the People's Republic of China, this EULA is governed by the laws of the People's Republic of China. Such governing laws are effective without regard to the principles of conflict or choice of law and are exclusive of any provisions of the United Nations Convention on Contracts for Sale of Goods. In any action or suit to enforce any right or remedy under this EULA, the prevailing party will be entitled to recover its fees and costs, including reasonable attorney's fees. 18. U.S. GOVERNMENT RESTRICTED RIGHTS. The Licensed Software is provided with "RESTRICTED RIGHTS" and is deemed "commercial computer software" and "commercial computer software documentation" within the meaning of applicable civilian and military Federal acquisition regulations and any supplement thereto. Use, modification, duplication, or disclosure by the United States Government is subject to restrictions as set forth in DFARS 252.227-7014(a)(1) (JUN 1995) (DOD commercial computer software definition), DFARS 227.7202-1 (DOD policy on commercial computer software), FAR 52.227-19 (DEC 2007) (commercial computer software clause for civilian agencies), DFARS 252.227-7015 (NOV 1995) (DOD technical data - commercial items clause); FAR 52.227-14, including Alternates 1, Il, and IIl (DEC 2007) (civilian agency technical data and noncommercial computer software clause); and/or FAR 12.211 and FAR 12.212 (commercial item acquisitions), and any successor provisions . Use of the Company products by the U.S. Government constitutes acknowledgment of Ivanti's proprietary rights therein. The Contractor or Manufacturer is Ivanti, Inc. (or its subsidiaries or affiliates),with an office at 698 West 10000 South, Suite 500, South Jordan, UT 84095, USA, 19. SEVERABILITY. If any provision in this EULA shall be found or be held to be invalid, unenforceable, or in conflict with applicable law in any jurisdiction in which this EULA is being performed, such provision shall be construed, limited, or altered, as necessary, to eliminate the invalidity, unenforceability, or conflict, and all other provisions of this EULA shall remain unaffected. 20. FORCE MAJEURE. Ivanti shall not be liable for its failure to perform due to unforeseen circumstances or any causes beyond Ivanti's reasonable control ("Farce Majeure"). In the event of Force Majeure, Ivanti's performance will be extended for a period equal to the duration of the delay caused thereby. 21. WAIVER. No action taken pursuant to this EULA, including any investigation by or on behalf of any party, shall be deemed to constitute a waiver by such party of any representation, warranty, covenant or agreement contained herein. The waiver by any party hereto of a breach of any provision of this EULA or failure to perform by the other party shall not operate or be construed as a further or continuing waiver of such breach or failure to perform or as a waiver of any other or subsequent breach or failure to perform. No failure on the part of any party to exercise, and no delay in exercising, any right, power or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of such right, power or remedy by such party preclude any other or further exercise thereof or the exercise of any other right, power or remedy. All remedies hereunder are cumulative and are not exclusive of any other remedies provided by applicable law. 22. ASSIGNMENT; SUB-LICENSE. Licensee may not assign, sublicense, or transfer this EULA, the Licensed Software, any right to Support Services, or any rights or obligations hereunder without prior written consent of Ivanti. Ivanti may assign this EULA and any rights or obligations hereunder at any time and without consent. DocuSign Envelope ID:OACC623C-2662-45CC-AA97-6D00O22BCC97 23. NOTICES. All notices required or permitted to be given hereunder shall be in writing, shall make reference to this EULA, and shall be delivered by hand, or dispatched by prepaid courier or by registered or certified mail, postage prepaid. Notices to Ivanti shall be sent to the following address: lvanti, Inc. 698 West 10000 South, Suite 500 South Jordan, Utah 84096 Attn: Legal Dept. Notices shall be deemed served when received by addressee or, if delivery fails by reason of some fault or action of the addressee,when tendered for delivery. 24. ENTIRE AGREEMENT; AMENDMENT. This EULA sets forth the entire understanding and agreement between Licensee and lvanti relating to the subject matter herein. This EULA may be amended only in a writing signed by authorized representatives of both parties. No vendor, distributor, dealer, retailer, reseller, salesperson, employee or any other person is authorized to modify this EULA or to make any representations different from, or in addition to, the terms of this EULA and Licensee hereby confirms that it has not entered into this EULA in reliance on any statement or representation not expressly set forth herein. Any terms and conditions of any purchase order or other document that is submitted by Licensee in connection with the lvanti Licensed Software that are different from or in addition to the terms and conditions of this EULA are not binding on lvanti and are ineffective. EULA—Version: March 2017 EACH PARTY HAS CAUSED ITS DULY AUTHORIZED REPRESENTATIVE TO SIGN THIS AGREEMENT. IVANTI CITY OF CORPUS CHRISTI "LICENSEE" DocuS{pnaf by: By Ms ( By: (Si &1"1F37AAD4ea (Signature) Name. yrus Hatfield Name: (print) (print) Title: vice President Americas Title: (print) (print) os �9 - l A roved as to t6rM. -- C Ass nt City Corney Fo Ity Attorney Pricing Proposal Quotation#: 14957249 Created On: 3/5/2018 Valid Until: 3/30/2018 Sh 1-d r li a rii k i? CITY OF CORPUS CHRISTI Inside Account Manager Jesse Carmona Jeff Rosen 1201 LEOPARD ST 1301 South Mo-Pac Expressway CITY HALL BASEMENT Suite 375 CORPUS CHRISTI,TX 78401 Austin,TX 78746 United States Send PO to:Texas@shi.com Phone: (361)826-3765 Phone: 800-870-6079 ext 8686150 Fax: (361)826-4356 Fax: (512)732-0232 Email: jessecar@cctexas.com Email: Jeff—Rosen@shi.com All Prices are in US Dollar(USD) Product Qty Retail Your Price Total 1 Cloud Services/Management Gateway Maintenance 1 $0.00 $795.00 $795.00 LANDesk-Part#:SCNT-PMA-LDMG1000 Contract Name: Software Contract#: DIR-TSO-3984 Coverage Term:3/30/2018—3/29/2019 2 TOTAL USER MANAGEMENT BUNDLE MNT(USR) 2896 $0.00 $17.50 $50,680.00 LANDesk-Part#: LDTUM-M Contract Name: Software Contract#: DIR-TSO-3984 Coverage Term:3/30/2018—3/29/2019 3 SD Host Fixed End User 2896 $0.00 $9.70 $28,091.20 LANDesk-Part#:SDHOSTFXAN-S Contract Name: Software Contract#: DIR-TSO-3984 Coverage Term:3/30/2018—3/29/2019 4 SD Host Admin Console 1 $0.00 $1,036.00 $1,036.00 LANDesk-Part#:SDHOSTAC-S Contract Name: Software Contract#: DIR-TSO-3984 Coverage Term:3/30/2018—3/29/2019 *Tax $0.00 Total $80,602.20 *Tax is estimated. Invoice will include the full and final tax due. Additional Comments SHI will offer this price for a total of three years as per Ivanti's promise to lock the pricing for that timeframe The Products offered under this proposal are subject to the SHI Return Policy posted at www.shi.com/retumliol%vunless there is an existing agreement between SHI and the Customer. DocuSign Envelope ID: 9A626131-D23F-4D3E-99CD-B64162B1C74A ivanti, March 5, 2018 Frank De Los Santos City of Corpus Christi 1201 Leopard Street Corpus Christi, Texas 78401 RE: Price Lock Letter Dear Mr. De Los Santos: Ivanti Inc., ("Ivanti")hereby agrees that until March 29, 2021,there will be no (0%)price increase to your reseller over the prices quoted to your reseller on quotes Q-258861, Q-286979 and Q-286983 (the "Quotes") for annual maintenance and subscription renewals for: 1) Cloud Services/Management Gateway Maintenance 2) Total User Management Bundle Maintenance (USR), powered by Landesk 3) SD Host Fixed End User 4) SD Host Admin Console Any reduction in quantity of the products listed on the Quotes will result in a termination of this price protection agreement. This price protection is provided only to City of Corpus Christi and is not assignable or transferable, and may not be extended without the express written agreement of Ivanti. Regards, EDocuSigned by: MS fwk CBEW37AAD498... Cyrus Hatfield Vice President Americas Sales EDS 113 www.ivanti.com 1801.208.1500 se � �A O H U NOORPON PS EO 1852 AGENDA MEMORANDUM Future Item for the City Council Meeting of March 27, 2018 Action Item for the City Council Meeting of April 10, 2018 DATE: March 9, 2018 TO: Margie C. Rose, City Manager THRU: Sylvia Carrillo-Trevino, Assistant City Manager FROM: Constance P. Sanchez, Director of Financial Services ConstanceP@cctexas.com (361)826-3227 Reimbursement Resolution for Solid Waste Certificates of Obligation CAPTION: Resolution relating to establishing the City's intention to reimburse itself for the prior lawful expenditure of funds from the proceeds one or more series of taxable obligations to be issued by the City in an aggregate amount not to exceed $7,500,000 for authorized purposes relating to constructing various City improvements; authorizing matters incident and related thereto; and providing an effective date. PURPOSE: The City plans on issuing up to $7,500,000 of taxable certificates of obligation to construct Sector 3C disposal cell at the Cefe Valenzuela Landfill. In order to begin awarding contracts and expending funds prior to the receipt of the proceeds from the certificates of obligation, this resolution gives the City the authority to reimburse itself from the proceeds for qualifying expenditures. BACKGROUND AND FINDINGS: At the February 27, 2018 City Council meeting, the City Council discussed upcoming bond projects for the fiscal year. One of the projects was the construction of Section 3C disposal cell at the Cefe Valenzuela Landfill. It was discussed that this project would be funded with certificates of obligation that would be paid for by the Solid Waste Department (and not by property taxes). On April 10, 2018, the contract to begin construction for this new cell will be presented to the City Council for approval. For the City to be begin awarding contracts and to be eligible for reimbursement of any expenditures incurred prior to the issuance of the certificates of obligation, the City must declare its intent to reimburse itself for payments made prior to the bonds being sold. This action must meet specific U. S. Treasury Regulations and requires approval by the City Council. ALTERNATIVES: Not applicable OTHER CONSIDERATIONS: Not applicable FINANCIAL IMPACT: x Not Applicable ❑ Operating Expense ❑ Revenue ❑ CIP Project to Date Exp. Current Future FISCAL YEAR: (CIP Only) Year Years TOTALS Budget - - - - Encumbered/Expended amount of(date) - - - - This item - - - - BALANCE - - - - FUND(S): Water CIP Fund COMMENTS: Not applicable RECOMMENDATION: Staff recommends approval of the resolution as presented. CONFORMITY TO CITY POLICY: This item conforms to City policy. EMERGENCY / NON-EMERGENCY: Not applicable DEPARTMENTALCLEARANCES: • Financial Services • Solid Waste Services • Engineering • Bond Counsel • City Attorney's Office LIST OF SUPPORTING DOCUMENTS: Resolution RESOLUTION NO. RESOLUTION RELATING TO ESTABLISHING THE CITY'S INTENTION TO REIMBURSE ITSELF FOR THE PRIOR LAWFUL EXPENDITURE OF FUNDS FROM THE PROCEEDS ONE OR MORE SERIES OF TAXABLE OBLIGATIONS TO BE ISSUED BY THE CITY IN AN AGGREGATE AMOUNT NOT TO EXCEED $7,500,000 FOR AUTHORIZED PURPOSES RELATING TO CONSTRUCTING VARIOUS CITY IMPROVEMENTS; AUTHORIZING MATTERS INCIDENT AND RELATED THERETO; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council (the Governing Body) of the City of Corpus Christi, Texas (the Issuer) has entered into or will enter into various contracts pertaining to the expenditure of lawfully available funds of the Issuer to finance the costs associated with (1) the construction of improvements to the City's solid waste facilities, including (without limitation) paying contractual obligations to be incurred with respect to the construction of a waste disposal cell at the Cefe Valenzuela Landfill (the Construction Costs), (ii)the payment of various engineering costs, including design testing, design engineering, and construction inspection related to the Construction Costs (the Engineering Costs), (iii)the payment of various architectural costs, including preparation of plans and specifications and various other plans and drawings related to the Construction Costs (the Architectural Costs), and (iv)the payment of various administrative costs, including the fees of bond counsel, financial advisor, project manager, project consultant, other professionals, and bond printer (the Administrative Costs) [the Construction Costs, the Engineering Costs, the Architectural Costs, and the Administrative Costs collectively constitute the costs of the projects that are the subject of this Resolution (the Project)]; and WHEREAS, the provisions of Section 1201.042, as amended, Texas Government Code provide that the proceeds from the sale of obligations issued to finance the acquisition, construction, equipping, or furnishing of any project or facilities, such as the Project, may be used to reimburse the Issuer for costs attributable to such project or facilities paid or incurred before the date of issuance of such obligations; and WHEREAS, the Issuer intends to reimburse itself for the prior lawful capital expenditure of funds from the proceeds of one or more series of taxable obligations (the Obligations) that the Issuer currently contemplates issuing in an amount not to exceed $7,500,000 to finance a portion of the costs of the Project; and WHEREAS, to fund such reimbursement with proceeds of the Obligations, the Issuer must declare its expectation ultimately to make such reimbursement before making the expenditures; and WHEREAS, the Issuer hereby finds and determines that the reimbursement for the prior expenditure of funds of the Issuer is not inconsistent with the Issuer's budgetary and financial circumstances; and WHEREAS, the Governing Body hereby finds and determines that the adoption of this Resolution is in the best interests of the citizens of the Issuer; now, therefore, 29606172.6 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS THAT: SECTION 1. This Resolution is a declaration of intent to establish the Issuer's reasonable, official intent to reimburse itself from certain of the proceeds of the Obligations for any capital expenditures previously incurred or to be incurred with respect to the Project from the Issuer's General Fund or other lawfully available funds of the Issuer. SECTION 2. The reimbursed expenditure will be a type properly chargeable to a capital account (or would be so chargeable with a proper election) under general federal income tax principles. SECTION 3. The Issuer intends to otherwise comply with those matters addressed within this Resolution. SECTION 4. This Resolution may be relied upon by the appropriate officials at the Office of the Attorney General for the State of Texas and establishes compliance by the Issuer with the requirements of Texas law. SECTION 5. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the Governing Body. SECTION 6. All ordinances and resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. SECTION 7. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 8. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the Governing Body hereby declares that this Resolution would have been enacted without such invalid provision. SECTION 9. It is officially found, determined, and declared that the meeting at which this Resolution 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 Resolution, was given, all as required by Chapter 551, as amended, Texas Government Code. SECTION 10. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. 29606172.6 - 2 - 29606172.6 - 3 - PASSED, ADOPTED AND APPROVED on this the 10th day of April, 2018. CITY OF CORPUS CHRISTI, TEXAS Mayor ATTEST: City Secretary (CITY SEAL) APPROVED THIS 10th DAY OF APRIL, 2018: Miles Risley, City Attorney 29606172.6 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 a Resolution passed by the City Council of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 10th day of April, 2018, relating to establishing the City's intention to reimburse itself in an amount not to exceed $7,500,000 for the prior lawful expenditure of funds relating to constructing various capital improvements to City property, which Resolution 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 10th day of April, 2018. City Secretary (CITY SEAL) 29606172.6 S-2 That the foregoing resolution was read and passed on this the 10th day of April, 2018, by the following vote: Rudy Garza Ben Molina Paulette Guaj ardo Lucy Rubio Michael Hunter Greg Smith Debbie Lindsey-Opel Carolyn Vaughn Joe McComb PASSED AND APPROVED, this the 10th day of April, 2018. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor 29606172.6 S-3 CITY COUNCIL EXECUTIVE SUMMARY e Council Priority Not Applicable Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works 4 Lawrence Mikolajczyk, Director of Solid Waste Services Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Le istar ID April 10, 2018 Motion 18-0378 Agenda Title: Construction Contract— Cefe" F. Valenzuela Landfill Sector 3C Cell Development PROPOSED ACTIONS/RECOMMENDATIONS ➢ Staff Recommendation: Authorization to execute construction contract o With FCS Construction, LP of Dallas, Texas o In the amount of$5,273,159.46 o For development of the Cefe" F. Valenzuela Landfill Sector 3C Cell SUMMARY ➢ Project approved in 2018 Capital Improvement Program (CIP) budget ➢ September 2018 - current developed disposal space expected to be exhausted o Hurricane Harvey debris primary cause ➢ TCEQ-authorized temporary overfill likely o To be relocated following completion & permitting of Cell 3C o Cost: ■ $10/CY @ 75,000 CY/month = $750,000 per month ■ Maximum two (2) months = $1,500,000 ➢ Two-phase approach: o Phase 1 expedited ■ 15.8 acres ■ 100 days o Phase 2 concurrent with Phase 1 ■ 15.4 acres ■ 240 days ➢ Construction activity: o Site clearing & prep o Geosynthetic Clay Liner w/ Flexible Membrane Liner & Geonet Leachate Drainage Layer o Leachate system o New wire fabric litter containment fence o Site improvements PRIOR COUNCIL ACTION ➢ None FINANCIAL CONSIDERATIONS ➢ CIP budget ALTERNATIVES ➢ Authorize execution of contract. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Presentation ➢ Letter of Recommendation FUTURE ACTIONS ➢ None Project No.E17118 LV/VP Rev.0—03/30/18 Item Details Legistar # 18-0378 Construction Contract— Cefe" F. Valenzuela Landfill Sector 3C Cell Development Council Meeting Dates: Item Being Considered: Action Item —April 10, 2018 Motion RECOMMENDATION: Authorization to award a construction contract with FCS Construction, LP of Dallas, Texas in the amount of $5,273,159.46 for the Cefe" F. Valenzuela Landfill Sector 3C Cell Development project for the base bid. BASE BID: The project will consist of Phase 1 & Phase 2 construction (approximately 15.8 acres and 15.4 acres, respectively for a total of 31.2 acres) of a subtitle D landfill sector for the City of Corpus Christi at the Cefe" F. Valenzuela landfill. It is the intent that Phase 1 be completed prior to Phase 2 completion to allow the City to utilize partial Sector 3C. This will include subgrade preparation, excavation, compacted fill, dewatering system installation, composite liner installation, leachate collection system installation, berm construction, evaporation dewatering pond, protective cover, installation of concrete box culverts, drainage improvements, litter containment fence, roadway rehabilitation, storm water pollution prevention plan, and associated electrical services. ALTERNATES: None BID SUMMARY CONTRACTOR BASE BID FCS Construction, LP D $5,273,159.46 Dallas, Texas 4 X Construction Group, LLC 6,049,323.08 Mansfield, Texas Engineer's Opinion of Probable Construction Cost $5,816,000.00 SUMMARY: Based upon historical average disposal rates and recent increases due to Hurricane Harvey debris disposal, the current developed disposal space at Cefe" Valenzuela Landfill is predicted to be exhausted in September 2018. Construction of the next disposal cell, Sector 3C, was expedited and planned in two phases to provide new disposal space prior to that event. The 2-phased approach includes Phase 1 for 15.8 acres and Phase 2 for the remaining 15.4 acres. Phase 1 construction requires an accelerated construction schedule of 100 calendar days with Liquidated Project No. E17118 1 LV/VP Rev.0—03/22/18 Damages (LD's) of$27,500 per day to offset construction oversight and potential overfill costs. Phase 2 is planned for construction concurrently with Phase 1 but allows an additional 140 days for completion of the remaining 15.4 acres. The following is a summary of the construction activities: • Site clearing excavation, subgrade preparation, compaction, and dewatering • Installation of new Geosynthetic Clay Liner with Flexible Membrane Liner and Geonet Leachate Drainage Layer • Construction of the new leachate system piping, pumps and associated electrical services • New wire fabric litter containment fence • Site improvements to the perimeter road and underground drainage The Geosynthetic Clay Liner, Flexible Membrane Liner and Geonet Leachate Drainage Layer provides the primary protective barrier to avoid contamination of surrounding soils and groundwater. TCEQ requires authorization to allow temporary overfill for placement of waste above permitted elevations: a likely situation if the existing capacity is exhausted before an additional cell is available. The temporary overfill would then have to be relocated into Cell 3C when that Cell is complete and permitted. The cost for relocating waste following a temporary overfill situation is estimated at approximately $10 per Cubic Yard (CY) with an estimated 75,000 CY per month and total monthly cost of $750,000. Temporary overfill is anticipated to occur for no more than two months for a total of $1,500,000. The 2-phased approach allows opening a partial cell to minimize the temporary overfill. The Cell 3C project provides the most cost-effective way to address the critical timeline and provides additional capacity for approximately 5 years. Hanson Professional Services, the design engineer selected for this project by RFQ No. 2017-01 dated April 7, 2017, recommends FCS Construction, LP. PREVIOUS COUNCIL/ BOARD ACTIONS: January 23, 2018—Council approved Ordinance amending FY 2017-2018 Capital Improvement Program Budget for this project. Professional Services contract with Hanson Professional Services also approved. Project No.E17118 2 LV/VP Rev.0—03/22/18 PROJECT BUDGET ESTIMATE CEFE F. VALENZUELA LANDFILL SECTOR 3C CELL DEVELOPMENT PROJECT FUNDS AVAILABLE: Solid Waste Capital Reserves............................................................................................. $ 1,023,451 New Solid Waste Certificates of Obligation............................................................................ 7,500,000 TOTAL $ 8,523,451 FUNDS REQUIRED: Construction:................................................................................................................... $ 7,195,012 Construction (FCS Construction, LP) ... 5,273,159 Contingency (8%)................................................................................... 421,852.76 Temporary Overfill (2 Months) .................................................................. 1,500,000 Inspection and Material Testing........................................................................................... 185,819 Construction Inspection (estimate)............................................................. 170,469 Material Testing (Tolunay-Wong)............................................................... 15,350 DesignFees:................................................................................................................... 823,251 Engineering Service Contract (Hanson Professional Services)......................... 823,251 Reimbursements:.............................................................................................................. 300,320 Contract Administration (Engineering/Finance/Capital Budget)......................... 127,851 Engineering Services (Project Mgt/Constr Mgt)............................................. 170,469 Misc. (Printing, Advertising, etc.)................................................................ 2,000 TOTAL $ 8,504,402 ESTIMATED PROJECT BUDGET BALANCE $ 19,049 SCALE: N.T.S. NUECES RIVER 624 NUECES BAY ANNAVILLE p E 77 o RRipp U Z 3 O Q CORPUS CHRISTI SHIP g LEOPARD O a' ROBSTOWN = 44 CORPUS CHRISTI Zk'� 266 INTERNATIO AL F AIRPORT pµO O 358 Z L 9 4, O U�Oy� S .4 pC yOkr Y° �? 356 b Z � C Q� �TOp43 �Ok' o CABANISS LLD 665 43 O 00 PROJECT LOCATION Z �F JO 2444 RST W,V Cefe F. Valenzuela Landfill LOCATION MAP NOT TO SCALE Project Number: E17118 Cefe F. Valenzuela Landfill CITY COUNCIL EXHIBIT Sector 3C CITY OF CORPUS CHRISTI,TEXAS VAI Cell Development DEPARTMENT OF ENGINEERING SERVICES p — — Corpus Chr sti Engineering Cef e F. Valenzuela Landfill Sector 3C Cell Development Aga. Council Presentation April 10, 2018 Project Location Corpus*Ch,sti Engineering IS v NNEC6 BAT N scn�e N.rs. S us CHN sn CORPUS CHR$P PAY CEFE F.VALENZUELA LANDFILL SECTOR X CELL DEVELOPMENT JAS 2 Project Vicinity Corpus Chr sti Engineering N Cefe F.Valenzuela Landfill sCALF N.T.S. CEFE F.VALENZUELA LANDFILL SECTOR 3C Sector 3C CELL DEVELOPMENT Project Scope Corpus Chr sti Engineering Two-phased construction project for the 31.2-acre expansion (Cell 3C) at Cefe F. Valenzuela Landfill. The following is a summary of the construction activities: ■ Phase 1 -Accelerated construction schedule for 15.8 acres to allow partial cell utilization and minimize temporary overfill costs ■ Phase 2-Remaining 15.4 acres ■ Construction elements: ✓ Site clearing excavation,subgrade preparation,compaction,and dewatering ✓ New Geosynthetic Clay Liner with Flexible Membrane Liner and Geonet Leachate Drainage Layer ✓ New leachate system piping,pumps and associated electrical services ✓ New wire fabric litter containment fence ✓ Site improvements to the perimeter road and underground drainage ❖ Temporary overfill costs are estimated at$10/CY with estimated quantities of 75,000 CY per month (temporary storage above permitted levels until relocation into new cell) 4 Liner System Cross-Section Corpus Chr sti Engineering Municipal Solid Waste Geotextile Wrap ProtectiveCover Aggregate = Geonet -_-_ Drainage Layer Flexible Membrane Liner - -- ——— =_ Geosynthetic Clay Liner \\'\/ /� j X Subgrade Perforated Leachate Collection Pipe 5 Project Schedule Corpus Chr sti Engineering 1 1 Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Total Consructio wuration 001B:id &&Award Phase 1 Construction TCEQ I Partial Cell Open Permit Phase 2 Construction TC EQ JL Permit Phase 1: 100 Calendar Days Phase 2: 240 Calendar Days Total Construction Duration: 240 Calendar Days HA SOI� Hanson Professional Services Inc. 4501 Gollihar Road Engineering I Planning I Allied Services Corpus Christi,Texas 78411 (361)814-9900 Fax:(361)814-4401 www.hanson-inc.com April 2, 2018 Mr. Jeffery Edmonds, P.E. Director, Department of Engineering Services City of Corpus Christi P.O. Box 9277 Corpus Christi, TX 78469-9277 Re: Recommendation of Award Cefe F. Valenzuela Landfill Sector 3C Disposal Cell Development Project No. E17118 Dear Mr. Edmonds, Bids were opened and publicly read aloud for the above referenced project on Wednesday, March 28. The project includes the construction of Sector 3C at the Cefe Valenzuela Landfill along with associated paving and drainage improvements. Two (2) bids were received by the designated closing time of 2:00 p.m. Because of the accelerated schedule being pursued on this project, bidders were required to include their Statement of Experience documentation and certain technical submittal data along with their bid. Hanson Professional Services Inc. (Hanson) has reviewed the bids and supporting documentation submitted by the two bidders, FCS Construction, LLC and 4X Construction Group, LLC. The apparent low bidder was FCS Construction, LLC. We prepared a tabulation of the bids received and have included a copy for your reference. Our review of the technical submittal data provided by both bidders revealed several items that were not in conformance with the specifications for the Geosynthetic Clay Liner material. These items were identified and provided to both bidders by the City with a request to provide additional information to demonstrate conformance with the specifications. Both bidders responded and provided the requested information and based upon our review appear to be in conformance with the specifications. We reviewed the information provided by FCS in their Statement of Qualifications. FCS has been in business in Texas since 2004 and has successfully completed many landfill construction projects, including the construction of Sector 1A at the Cefe Valenzuela Landfill for the City of Corpus Christi in 2011. All of the references that we contacted had favorable comments regarding their experience with FCS on landfill construction projects and their ability to meet schedules. Our review of the qualifications submitted by FCS indicates that they have considerable experience performing work similar to that required for the City's project. Based on our review of FCS's bid and qualifications and the satisfactory responses from the references, we recommend that the City award the project to FCS Construction, LLC in the amount of$5,273,159.46. IA17jobs\17L0159\Admin\12-Specifications\Bids\Recommendation of Awa rd.docx - 2 - Should you have any questions or need any additional information, please do not hesitate to contact us. Sincerely, HANSON PROFESSIONAL SERVICES INC. TBPE Firm Registration No. F-417 Jon M. Reinhard, P.E. Civil Engineer Encl. I:\17jobs\17L0159\Admin\12-Specifications\Bids\Recommendation of Award.docx se GO O Va. v AGENDA MEMORANDUM NORROPpEO Action Item for the City Council Meeting April 10, 2018 1852 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: Annette Rodriguez, Director of Public Health annetter(acctexas.com (361) 826-7205 Kim Baker, Assistant Director of Financial Services-Purchasing Division KimB2�cctexas.com (361) 826-3169 Laboratory Information Management System (LIMS) with a five year Maintenance Agreement for Corpus Christi-Nueces County Health District CAPTION: Motion authorizing the purchase of a Laboratory Information Management System (LIMS) and a five-year maintenance agreement from Aspyra, LLC, for a total amount not to exceed $212,167.49. PURPOSE: A new LIMS would allow the clinic to bidirectionally interface between the Hologic Panther laboratory analyzer and the Community Health Clinic's electronic patient charting system, as well as atomizing patient information into the laboratory results. BACKGROUND AND FINDINGS: We are seeking a LIMS that would integrate all three clinics, Clinical Lab, Environmental Lab, and BSL3 Lab. Our current LIMS no longer meets the criteria necessary to be in compliance with the Center for Disease and Prevention (CDC)for disease reporting. The laboratory has to change its processes to be in compliance. Our current LIMS does not have active interface with working HL7 messaging to interface with CDC resulting requirements. Our data does not transfer to CDC so we have to utilize a CDC provided electronic messaging system to transfer testing data to the CDC. The Purchasing Division conducted a competitive Request for Bid process to obtain bids for this purchase. The City received three responsive, responsible bids and is recommending the award to Aspyra, LLC. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. 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. DEPARTMENTALCLEARANCES: Health Department FINANCIAL IMPACT: Operating ❑ Revenue ❑ Capital ® Not applicable Fiscal Year: 2017- 2018 Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: The purchase is for an amount not to exceed $212,167.49 which is funded through a County grant awarded to FY2017-2018 budget to address the Zika virus. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Bid Tabulation SC 0 > SERVICE AGREEMENT NO. 1517 U Laboratory Information Management System (LIMS) bO RPOR Af� 1852 THIS Laboratory Information Management System (LIMS) Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation ("City") and Aspyra, LLC ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Laboratory Information Management System (LIMS) in response to Request for Bid/Proposal No. 1517 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Laboratory Information Management System (LIMS) ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 60 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then- current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $212,167.49, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form 12/15/17 Dante Gonzalez Health Department 361 .826.7323 DanteG@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. Any Services that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form 12/15/17 (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid or proposal, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form 12/15/17 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Dante Gonzalez Public Health Administrator 1702 Horne Road, Corpus Christi, Texas 78416 361 .826.7323 Fax: 361 .826.1343 IF TO CONTRACTOR: Aspyra, LLC Attn: Gary W. Bennett President/Partner 7400 Baymeadows Way, Suite #101 , Jacksonville, Florida 32256 888.731 .0731 ext. 111 Fax: 904.448.3042 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form 12/15/17 INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form 12/15/17 C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form 12/15/17 CONTRACTOR Signature: 50/7 Printed Name: �/�� V TT Title: 2 Nt`!`Z- Date: V/? Z U F CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. 1517 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form 12/15/17 Attachment A - Scope of Work 1. General Requirements/Background Information The Contractor shall provide a Laboratory Information Management System to replace the existing system. The system shall be an all-inclusive system which serves the needs of our clinical, environmental, and BSL3 Laboratory, along with support for the charting system utilized in patient clinics, and required state infectious disease reporting. Contractor shall provide system that communicates and interfaces with the Health District current clinical instrument called Panther. 2. Scope of Work A. System Requirements: 1 . Clinical Laboratory a. Automation line integration with a bidirectionally interface with the Hologic Panther Laboratory analyzer to reduce the risk of transcription errors. b. National Electronic Disease Surveillance System (NEDSS) interface c. Generate proper usable barcode Labels for each patient sample. d. Provide training for modifications to the system such as adding on new tests or results comments required by regulatory agencies such as Clinical Lab Improvements Amendments (CLIA). 2. Environmental Laboratory a. Run Most Probable Number calculations for the Texas Commission on Environmental Quality (TCEQ) reports. b. National Electronic Disease Surveillance System (NEDSS) interface c. The system should be adaptable to new reporting requirements, changes in customer demographics, and contact information to include but not limited to: • Test customization and report specifications • User data extractability • User customization of reports • User test builder and reporting 3. Biosafety Level 3 Laboratory Page 1 of 3 a. LIMS system shall provide a Bi-Directional HL7 interface with the Centers for Disease Control (CDC) for reporting of select agents and other high consequence infectious diseases including but not limited to Zika, Chikungunya, and Dengue. b. LIMS system shall transmit data, information, and results using the HL7 interface. c. LIMS system shall provide data reports to Department of State Health Services (DSHS) d. National Electronic Disease Surveillance System (NEDSS) interface 4. Public Health Emergency Preparedness (PHEP) a. LIMS system shall have the capability to interface into National Electronic Disease Surveillance System (NEDSS) b. LIMS system shall accept electronic data exchanges from healthcare systems and enable health department to create and send standards-based case notification to the CDC. B. LIMS system shall have the capability of interfacing with electronic charting systems. C. LIMS system shall include but not limited to adding additional tests and report result comments. D. LIMS system shall include cloud-based service. Cloud based services will provide different services such as servers, storage and applications that will be delivered to computers and devices through the internet. Files will be stored on servers maintained by cloud provider. Cloud servers will be off- premise to maintain regular software updates including security updates. The close base will allow access, edits and internal sharing of documents anytime, from anywhere. 3. Maintenance and Support A. Provide ongoing support after the one-year warranty period expires for an additional four years. B. Provide phone support 24 hours a day, 7 days a week, and 365 days a year. Phone support will provide support for the hardware and third-party software items purchased while under the manufacturer's warranty. C. Provide annual updates to include software updates, software enhance and maintenance. Page 2 of 3 D. If issue cannot be resolved by phone support or updates Contractor shall provide onsite help. 4. Warranty Parts and labor will be warranted for one year. Page 3 of 3 CITY OF CORPUS CHRISTI 0BID FORM v PURCHASING DIVISION RFB No. 1517 kz862 Laboratory Information Management System(CIMS) For Health District PAGE 1 OF 1 Date: March 15,L2018 Authorized Bidder: ASPYRA LLC Signature: /00``d' 1. Refer to"Instructionsto Bidders"and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda forthis RFB. Item Description UNIT QTY Unit Price Total Price p 1 LIMS System Lump Sum 1 $113,081.85 $ 1131081.85 2 Maintenance & Support Year 1 Lump Sum 1 $ 7,920.00 $ 7,920.00 3 Maintenance & Support Year 2 Lump Sum 1 $ 22,565.75 $ 22,565.75 4 Maintenance & Support Year 3 Lump Sum 1 $ 22,565.75 $ 22,565.75 5 Maintenance& Support Year 4 Lump Sum 1 $ 23,017.07 $ 23,017.07 6 Maintenance & Support Year 5 Lump Sum 1 $ 23,017.07 $ 23,017.07 i Total 1 $212,167.49 Attachment C: Insurance Requirements A. CONTRACTOR'S LIABILITY INSURANCE 1 . Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. 2. Contractor must furnish to the City's Risk Manager and Contract Administrator one copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material Per occurrence - aggregate change or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1 ,000,000 Per Occurrence including: $1 ,000,000 Aggregate 1 . Commercial Broad Form 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1 ,000,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part II (All States Endorsement if Company is of this not Exhibit. domiciled in Texas) Employer's Liability $500,000/$500,000/$500,000 Pagel of 3 3. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. B. ADDITIONAL REQUIREMENTS 1 . Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 4. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • 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; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. Page 2 of 3 5. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor'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 contract. 6. In addition to any other remedies the City may have upon Contractor'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 Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 8. It is agreed that Contractor'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 contract. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2018 Insurance Requirements Health Department- Laboratory Installation of New LIMS/LIS System 01/12/2018 sw Risk Management Page 3 of 3 ATTACHMENT D: WARRANTY REQUIREMENTS Parts and labor will be warranted for one year from date of installation. CITY OF CORPUS CHRISTI BID TABULATION PURCHASING DIVISION RFB1517-Laboratory Information Management BUYER: MINERVA ALVARADO System for Health Department Aspyra,LLC Orchard Software Chemware,LLC Corporation ITEM DESCRIPTION UNIT MY Jacksonville,FL Carmel,IN Raleigh,NC Unit Price Total Price Unit Price Total Price Unit Price Total Price 1 ILI MS System LumpSum 1 $113,081.85 $113,081.85 $ 99,461.50 $99,461.501 $ 92,557.00 $92,557.00 Maintenance&Support LumpSum 1 $7,920.00 $7,920.00 $ - $0.00 $ 26,707.00 $26,707.00 2 Year 1 Maintenance&Support LumpSum 1 $22,565.75 $22,565.75 $ 11,935.38 $11,935.38 $ 26,707.00 $26,707.00 3 Year 2 Maintenance&Support 4 Year3 LumpSum 1 $22,565.75 $22,565.75 $11,935.38 $11,935.38 $26,707.00 $26,707.00 Maintenance&Support 5 Year4 LumpSum 1 $23,017.07 $23,017.07 $11,935.38 $11,935.381 $26,707.00 $26,707.00 Maintenance&Support 6 Years LumpSum 1 $23,017.07 $23,017.071 $11,935.38 $11,935.38 $26,707.00 $26,707.00 Total $212,167.49 $147,203.02 $226,092.00 Deemed nonresponsive.Not able to meet requirement on the Scope of Work. SC GO O Va. U AGENDA MEMORANDUM Future item for the City Council Meeting of April 10, 2018 NORROPPEAction item for the City Council Meeting of April 17, 2018 1852 DATE: April 3, 2018 TO: Margie Rose, City Manager FROM: Keith Selman, Assistant City Manager KeithSe@cctexas.com (361) 826-3898 Chapter 380 Agreement for Nueces County Courthouse Development Partners, L.L.C. CAPTION: Resolution approving a Chapter 380 Economic Development Incentive Agreement with Nueces County Courthouse Development Partners, L.L.C. for certain economic development grants amounting to $11,908.58 related to the redevelopment of the Old Nueces County Courthouse. PURPOSE: The purpose of this item is to enter into a Chapter 380 agreement with Nueces County Courthouse Development Partners, LLC ("Developer") for a grant amount equal to $11,908.58. BACKGROUND AND FINDINGS: The Developer must obtain the property at Old Nueces County Courthouse, located at the corner of North Mesquite Street and Belden Street, free of all liens in order to secure additional financing for the Project. The City currently holds mowing and demolition liens on the Old County Courthouse in the amount of$11,908.58. The Developer plans to redevelop the Old Nueces County Courthouse and operate a full service four-star hotel "Le Meridien Hotel" with 159 rooms. The project will include a pool, fitness room, meeting spaces and a proposed 162 parking space. ALTERNATIVES: The Council can choose not to approve. OTHER CONSIDERATIONS: N/A CONFORMITY TO CITY POLICY: This project is consistent with the City's goals of promoting economic development. The SEA district is designated as a catalyst area for growth and development, especially with the impending arrival of the new Harbor Bridge. EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTAL CLEARANCES: Legal Assistant City Manager FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Project to Date Fiscal Year: Expenditures 2017 -2018 CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: RECOMMENDATION: Staff recommends the City Council approve the agreement. LIST OF SUPPORTING DOCUMENTS: Resolution Chapter 380 Agreement County Letter to City Resolution approving a Chapter 380 Economic Development Incentive Agreement with Nueces County Courthouse Development Partners, L.L.C. for certain economic development grants amounting to$11,908.58 related to the redevelopment of the Old Nueces County Courthouse. WHEREAS, the City has established a program in accordance with Article III, Section 52-a of the Texas Constitution and Chapter 380 of the Texas Local Government Code ("Chapter 380") under which the City has the authority to make loans or grants of public funds for the purposes of promoting local economic development and stimulating business and commercial activity within the City; WHEREAS, City Council has concluded and hereby finds that this Agreement promotes economic development in the City of Corpus Christi and, as such, meets the requirements under Chapter 380 and the City's established economic development program, and, further, is in the best interests of the City and Developer; WHEREAS, Nueces County Courthouse Development Partners, L.L.C. is in the process of acquiring the Old Nueces County Courthouse, which is located on the 1100 block of North Mesquite Street, at the corner of North Mesquite Street and Belden Street; and WHEREAS, the City holds mowing and demolition liens on the Old Nueces County Courthouse in the amount of$11,908.58, which the City wishes to release in exchange for the consideration, promises, and obligations in the Chapter 380 Economic Development Incentive Agreement with Nueces County Courthouse Development Partners, L.L.C. (the "Agreement"). Now, therefore, be it resolved by the City Council of the City of Corpus Christi, Texas: SECTION 1. The City Council declares the recital paragraphs of this Resolution to be true. The City Manager or the City Manager's designee is authorized to execute the Agreement, which is attached hereto as Exhibit A for certain economic development grants, in the form of a release of liens, for the redevelopment and rehabilitation of the Old Nueces County Courthouse located within the City limits. This resolution takes effect upon City Council approval on this the day of , 2018. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor Corpus Christi, Texas of The above resolution was passed by the following vote: Joe McComb Rudy Garza Paulette Guajardo Michael Hunter Debbie Lindsey-Opel Ben Molina Lucy Rubio Greg Smith Carolyn Vaughn CHAPTER 380 INCENTIVE AGREEMENT This Agreement ("Agreement") is made and entered into as of, \ LA , 2018 (the "Effective Date"), by and between the City of Corpus Christi, Texas, a home-rule municipal corporation ("City"), and Nueces County Courthouse Development Partners, L.L.C., Texas limited liability company ("Developer"). RECITALS WHEREAS, the Developer is in the process of purchasing the Old County Courthouse property, located on the 1100 block of N Mesquite Street, at the intersection of N Mesquite Street and Belden Street, in Corpus Christi,Texas (the "Old County Courthouse"),from Nueces County; and WHEREAS,the Developer intends to rehabilitate and redevelop the Old County Courthouse (the "Project") and must obtain the property free of all liens in order to secure additional financing for the Project; and WHEREAS, the City holds mowing and demolition liens on the Old County Courthouse in the amount of$11,908.58; and WHEREAS, the City has established a program in accordance with Article III, Section 52-a of the Texas Constitution and Chapter 380 of the Texas Local Government Code ("Chapter 380") under which the City has the authority to make loans or grants of public funds for the purposes of promoting local economic development and stimulating business and commercial activity within the City; and WHEREAS, the City has concluded and hereby finds that this Agreement promotes economic development in the City of Corpus Christi and, as such, meets the requirements under Chapter 380 and the City's established economic development program,and,further, is in the best interests of the City and Developer; and WHEREAS, the City recognizes the positive economic impact that the redevelopment of the Old County Courthouse will have on the City; NOW,THEREFORE: AGREEMENT For and in consideration of the foregoing recitals and of the mutual promises, obligations, covenants and benefits herein contained, City and the Developer contract and agree as follows: 1.01. Developer's Required Minimum Investment. (a) Within 24 months of the Effective Date of this Agreement, Developer agrees to make the Required Minimum Investment of at least$11,908.58.46 on the Project. The Developer shall notify the City when it has met the Required Minimum Investment and shall provide documentation of its expenditures. (b) If the Developer fails to make the Required Minimum Investment on the Project,then, within 30 days after the last day of the 24th month following the Effective Date, the Developer shall pay the City an amount equal to the difference of $11,908.58 and the amount of the investment made by the Developer during the 24-month period. 1.02. City Commitment. Effective at the time of the Developer's closing on the purchase of the Old County Courthouse from Nueces County,the City shall release all liens on the Old County Courthouse. 1.03. Term and Termination. This Agreement shall have a term beginning on the Effective Date hereof and continuing until terminated as provided in this Section 1.03. This Agreement shall terminate on the earlier of (i) the date on which the City acknowledges, in a written notice to the Developer, that the Developer has met the Required Minimum Investment; or (ii) the date on which the City acknowledges,in a written notice to Developer,its receipt of the Developer's payment under Section 1.01 for failure to meet the Required Minimum Investment. This Agreement shall automatically terminate if the Developer does not acquire the Old County Courthouse within 60 days following the Effective Date 1.04. Severability. If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or future laws, it is the intention of the parties that the remainder of this Agreement not be affected, and it is also the intention of the parties that, in lieu of each provision that is found to be illegal, invalid or unenforceable, a provision be added to this Agreement which is legal, valid or enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 1.05. Notice. Any notice or other communication required or permitted to be given pursuant to this Agreement shall be given to the other Party at the following address: If to the Developer: Nueces County Courthouse Development Partners, L.L.C. 650 California Street, Floor 7 San Francisco, California 94704 ATTN: Stephen L. Goodman If to the City: City of Corpus Christi P. 0. Box 9277 Corpus Christi,Texas 78469 ATTN: City Manager With Copy to: City of Corpus Christi P. 0. Box 9277 Corpus Christi,Texas 78469 ATTN: City Attorney Any such notice or communication shall be deemed given on the date so delivered or so deposited in the mail, unless otherwise provided herein. Either Party may change the above address by sending written notice of such change to the other Party in the manner provided above. With the consent of the receiving Party, notice may be given by facsimile transmission or electronic mail. 1.06. Governing Law. This Agreement shall be construed in accordance with and governed by the laws of the United States of America and the State of Texas, excluding conflicts of laws, as such laws are now in effect. Venue for any action arising under this Agreement shall lie in Nueces County,Texas. 1.07. Entire Agreement. This written Agreement represents the final agreement between the Parties and may not be contradicted by evidence of prior, contemporaneous, or subsequent oral agreements of the Parties. There are no unwritten oral agreements between the Parties. 1.08. Certificate of Interested Parties. Developer agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 1.09. Assignment and Waiver. No assignment of this Agreement by Developer, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 1.10. Undocumented Workers. Developer does not and agrees that it will not knowingly employ an undocumented worker. If, after the City releases the liens under this Agreement, Developer is convicted of a violation under 8 U.S.C. Section 1324a(f), Developer shall, within 30 days, make payment to the City in the amount of$11,908.58. This obligation shall survive termination of this Agreement. EXECUTED IN DUPLICATE ORIGINALSthis LI day of ��,2018, by the authorized representative of the parties. City of Corpus Christi Nueces County Courthouse Development Partners, L.L.C. Margie C. Rose City Manager By: Title: Date: Attest: Rebecca Huerta City Secretary Approved as to Legal Form on of 20 Assistant City Attorney,for City Attorney Iv,OF Office of Commissioners Court Administration April 4, 2018 Steven G.Waterman,Director Margie C. Rose, City Manager Tyner W.Little,III,Governmental Affairs City of Corpus Christi Theresa Carmichael, Budget Assistant 1201 Leopard Street Corpus Christi,TX 78469 Re: Nueces County Request for City's Release of Liens Dear Ms. Rose, As you know, Nueces County has entered into a sale contract dated effective May 9, 2017 for the sale of the old Nueces County Courthouse to the Nueces County Courthouse Development Partners, LLC, a Texas limited liability company(the"Buyer")who intends to renovate the Courthouse as a historic hotel. A primary consideration for the sale, in addition to the Buyer's agreement to renovate the courthouse, is the Buyer's obligation to pay all of the delinquent ad valorem property taxes, including interest and penalties, assessed against the property as of the date of Closing. As of April 2, 2018, the accrued amount of taxes, penalties and interest was $1,578,345.68, of which the City will be entitled to $391,928.22.The County will be entitled to approximately$173,439.65. The County is required to cure title defects in accordance with the terms of the sale contract, and requests the City's assistance in releasing the three liens which were filed by the City against the courthouse property to secure the cost of mowing. The total amount secured by all three liens, including accrued interest, is $11,641.46. We believe that the benefit to be derived by the City, the County and the residents of Corpus Christi and Nueces County from this sale and the historic redevelopment of the old courthouse property amply justifies the City's release of the liens under an agreement with the Buyer to expend at least the amount secured by the liens in the redevelopment of the property. We thank the City for the support and assistance provided to us and for the courtesy and consideration that you and your staff have shown the County in connection with this matter. The Nueces County Commissioners Court i aware of the liens and efforts to release them. Sincerely, Tyner Litt Governmental Affairs, OCCA Nueces County 361-888-0878 01085268,1 901 Leopard Street,Room 302.03• Corpus Christi,Texas 78401-3697 •(361)888-0878 • Fax(361)888-0376 SC GO H v AGENDA MEMORANDUM /rygoHPNNSEO First Reading Item for the City Council Meeting of March 27, 2018 1852 Second Reading Item for the City Council Meeting of April 10, 2018 DATE: March 13, 2018 TO: Margie C. Rose, City Manager FROM: E. Jay Ellington, Director of Parks and Recreation JayEll�cctexas.com; 361-826-3464 Approve sale of parkland CAPTION: Ordinance approving the sale of following 3 properties: a) Congress Park (4017 Capitol) to Southern Builder Co. LLC for$180,000; b) Creekway Park (7306 Prairie) to Southern Builder Co. LLC for $75,000; and c) Violet Park (4301 Violet) to Isaac Camacho and Janet L. Camacho for $115,000. PURPOSE: To approve the sale of park properties and authorize the City Manager to execute documents to finalize real estate sales transactions. BACKGROUND AND FINDINGS: In October 2012, the Parks & Recreation Master Plan is approved by City Council and identified 27 parks to be repurposed by means of adoption, lease, transfer to another government entity, sale or allowing them to return to a natural state. Three of 27 were repurposed and/or adopted shortly after the plan was approved. In June and July 2014, public hearings were held at City Council to place the remaining 24 parks on the ballot for approval of voters to sell. During this time, seven additional parks were adopted or transferred to another agency for maintenance and removed from the list to be considered by voters. Ballot language for Proposition 3 — Sale of City Parkland for the remaining 17 parks was established. In September 2014, City Council passed a resolution mandating the proceeds of sales were to be reinvested in existing parks and established a process for notification to adjacent landowners prior to each sale. In November 2014, voters approved Proposition 3 to authorize the city to list designated park properties for sale. In early 2015, the City elected the vehicle for selling the properties would be to list them with a licensed real estate broker and negotiate the highest cash offer for each property. Three parks were removed from the list because leases or sales with governmental entities are being explored. The Clower Company (TCC) was identified through the request for qualification process to represent the City in the transactions. The properties were listed for sale in a multiple listing service on January 24, 2016. Signs were posted at the parks and TCC made contact with all entities who had expressed interest in the parks since Proposition 3 was approved. In addition, residents within 500 feet of each park were notified by mail that the park was being listed for sale. While there has been interest in each of the properties, the negotiated cash offers have been received for the three properties presented today. By state law, the city may only accept the highest cash offer for each property. By city ordinance, the proceeds from the sale of the parks must be reinvested in the park system according to the 2012 Parks & Recreation Master Plan. Home and property owners within 500 feet of each of the parks being considered for sale today were notified via mail of the agenda item and the opportunity to make public comment. In addition, signs were posted in the park noting the time and date of this city council meeting The properties will be sold "As-Is" and the City will not incur the cost of removing any existing equipment or buildings as a condition of sale. Any utilities required for development would be modified/improved at the cost of developer/purchaser. In addition, any zoning changes should be handled by the developer/purchaser on an individual basis. ALTERNATIVES: Do not approve sale of parkland properties. OTHER CONSIDERATIONS: None CONFORMITY TO CITY POLICY: City Council must approve real estate transactions. EMERGENCY/ NON-EMERGENCY: Non-emergency DEPARTMENTAL CLEARANCES: Legal, Finance FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital X Not applicable Project to Date Fiscal Year: 2017- Expenditures 2018 (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 this ordinance. LIST OF SUPPORTING DOCUMENTS: Ordinance Contracts for sale of parkland properties Presentation Ordinance approving the sale of following 3 properties: a) Congress Park (4017 Capitol) to Southern Builder Co. LLC for $180,000; b) Creekway Park (7306 Prairie) to Southern Builder Co. LLC for $75,000; and c) Violet Park (4301 Violet) to Isaac Camacho and Janet L. Camacho for$115,000. Whereas, pursuant to Resolution 030211, Ordinance 030253, and Texas Local Government Code section 253.001, an election was held on November 4, 2014 which authorized sale of certain parklands; Whereas, the City entered into a broker agreement pursuant to Texas Local Government Code section 253.014 and the broker has submitted the highest cash offers received; Whereas, as required in Resolution 030278, at least 10 days prior to the first reading of this ordinance, notice was sent to the property owners within 500 feet of the park land to be sold giving notice of the time, date, and location of the council meeting, contact phone number; and a statement that interested parties may appear; and signage was posted at each park; Whereas, Texas Local Government Code Section 253.001 requires the governing body to adopt an ordinance directing the municipality's mayor or city manager to execute the conveyances; Now, therefore, be it ordained by the City Council of the City of Corpus Christi, Texas: SECTION 1. The statements made in the recital paragraphs of this ordinance are true and correct and incorporated into this ordinance. SECTION 2. That the following sales of surplus park property with any and all improvements thereon are hereby approved subject to additional City terms and conditions amending the standard real estate form: a) Congress Park at or near 4017 Capitol to Southern Builder Co. LLC for $180,000; b) Creekway Park at or near 7306 Prairie to Southern Builder Co. LLC for $75,000; and c)Violet Park at or near 4301 Violet to Isaac Camacho and Janet L. Camacho for $115,000. SECTION 3. That the City Manager is authorized to execute any and all documents necessary to complete the real estate sales transactions including but not limited to zoning and plat applications, and all closing documents including special warranty deeds. The foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel The foregoing ordinance was read for the second time and passed finally on this the day of 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel PASSED AND APPROVED this day of 12018. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor vow r CORPUS CHRISTI PARKS& RLuRLA I iON Sale of Park Land Council Presentation March 20, 2018 Sale of Parkland CHRISTI I}-f «ec A A so • Proposition 3 — Voter approval for sale of park land on November 4, 2014 • Progress • Properties listed January 24, 2016 • Signs posted in parks • Adjacent landowners were notified by mail • Broker has contacted list of interested parties gathered • Received & negotiated offers Sale of Parkland 4 C.RP- CHRISTI PAgK56 Violet Park 6 wraoeaasT C, Teras Sxare Aq uanum y rp 0 Serena Muse.,n, @ C9ri7US Christi p wales ® QD 0 o C cerp„,c-11,nrernar on� � Alrpnrt LEI E-1 0 0 0 ® 1® i- o 71 12-1 o o r s" O Congress Park Tierra Grantle o o o ® ® ® o n C?Creekway Park- F-7 ® ® O `OQp VS C�RGC a � O � r Sale of Parkland t �esz • • Congress Park Age {�f3me'S`'plemxn ,Al4 ,•,•% rr� Backstop 79 PicnicBaseball Softball rr , d 1� 1 Sale of Parkland 4 CORPUS CHRISTI Creekway Park ! ` ARKS& C re e kway Park - Amenities: • Play Unit • Picnic Unit, 5 Sale of Parkland �� coRaus Violet Park CHRISTI nec A.K,son Violet Park Amenities: • Grill Aµ ^ ., 10 . • Play Unit , • Picnic Unit e ' .0 dba s, %M d_ Sale of Parkland �� CCRPUS CHRISTI PARKSS Planning Council Highest Cash Name of Park Address Acres Area Dist List Price Status Offer Congress 4017 Capital 1.96 5 3 $275,000 $180,000 Creekway 7306 Prairie 0.87 5 5 $115,000 $75,000 Violet 4301 Violet(FM 24) 1.55 1 1 $125,000 $115,000 Cabra 1323 W.Broadway 1.36 2 1 $25,000 Available San Carlos 12650 Figueroa St. 2 1 1 $42,500 Available Acushnet 6746 Aaron 9.96 5 5 $640,000 $655,000 Sold;Ord No.030823 Durant 6113 Durant 2.84 5 5 $150,000 $130,000 Sold;Ord No.030823 Parklane 4600 Arlene 1.95 5 3 $125,000 $121,000 Sold;Ord No.030823 Peary 1750 Paul Jones 1 5 5 $37,500 $36,000 Sold;Ord No.030823 11418 Willowood Willow Creek 0.93 1 1 $60,000 $50,000 Sold;Ord No.030823 Fountain 4938 Moody 1.62 2 3 $70,000 $70,000 Sold;Ord No.030849 Mt.Vernon 5151McArdle 7.25 5 5 $1,605,000 $1,756,765 Sold;Ord No.030849 Penn Place 4302 Aaron 1.67 5 5 $120,000 $100,000 Sold;Ord No.030933 TOTAL 34.96 $3,390,000 $3,288,765 Sale of Parkland CORPUS CHRISTI 1=2'2 • Offers Received Congress Creekway Violet • Next Steps • Continue to negotiate highest cash offer for remaining parcels • After sale closure, appropriate funds in the Community Enrichment Fund. 40P TEXAS ASSOCIA77ON OF REALTORS COMMERCIAL.CONTRACT-UNIMPROVED PROPERTY I. PARTES:Seder agnea is sed and convey to Buyer the Property described In Paragraph 2.Buyer agrees to buy the Prapertyr from Seiler for the sales pica slated in Paragraph 3.The partlea to this contract are: Seger. ofty of corpus Christi Addmu*. 0 6 GOtiPIJB CHR313Tt TX 7l146g Phone: E-mall: F= Other Buyer:SOUTHEN BUIWEFt 00 LLC Address:Sig 2gaDON ST.CORPUS C Phone: 381 M1725 E-m*.CFRISGCMPUSCi�t&COM Pax: - „ Z PROPERTY: A. *PropaW means that real property situated In NUECKS, Counly, Taxes at 17 CAPITOL t3R CORPUS CHRUM TX 7 (adairers)and that is Iegally described an the attached Exult _ / or as Uk ws: CONGRESS PLACE UNIT 2 LT 3 UK 8 "F, B. Sellar will esti and convey the Property logethw wdh: (1)all rights,privilges,and appurtenances pertaining to the Property,including Seller`s right. Me.and interest n Sellers interest in of Ierrsee,rants,and security depcsitta ter all or part of the Property;and (3)Selfa`s interest in an Smnsen and permits related to the Properly. (f)asmft arty extapflans,rssarvetiorA ormsh*ts in Paragraph 12 or an edden (ifmkwal egA ate b be ya Addendum should be etteched.) 3. SALES PRICE: A. At or before daft,Buyer wld pay a renewing setas pylae fir the Praparty, 7 ON 4F.WZOW-or For (1) crash portion payable by Buyer at closing........... . . ..... ...$ (2) Stun of all filrancing described In Paragraph 4 ......... ..........$ 1)and,3A(2))....... ......... ...... 3 j Gs�GIuef,/" t �- — (TAti�'tad!)11-1$ iNttaledtor td on by gder ._ red Bullar Page 1 of i ur+r�k.rtira�.wa.mLts�s�scwsewossr,+� re..� rwsr�a+uer� +enur�rct. " /� ei'M'�"'�"" rerari.a�..�hwc+�.nworr.YrA.r reAwY�ri��tef(dr Commercial Contract-Unimproved Property concerning 4Q17 CAPITOL DR,CORpuS CHRIST]TX 78415 B. P' : (Check(1) or(2) only.) E (1) The sales price will not be adjusted based on a survey. (2) The sales price will be adjusted based on the latest survey obtained under Paragraph 6B. a) The sales price is calculated on the basis of$ per: (i) square foot of["total area❑net area. (ii) acre of j�total area F-?net area. (b) "Total area" means all land area within the perimeter boundaries of the Property. "Net area" means total area less any area of the Property within: ❑ (i) public roadways; ❑ (4) rights-of-way and easements other than those that directly provide utility services to the Property; and ❑ (iii) (c) If the sales price is adjusted by more than % of the stated sales price, either party may terminate this contract by providing written notice to the other party within _ days after the terminating party receives the survey_ If neither party terminates this contract or if the variance is less than the stated percentage, the adjustment to the sales price will be made to the cash portion of the sales price payable by Buyer. 4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2) as follows: K A. Third PacW Financing. One or more third party loans in the total amount of$ This contract: 1. (1) is not contingent upon Buyer obtaining third party financing. X (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial Contract Financing Addendum(TAR-1931). B. Assurnptio : In accordance with the attached Commercial Contract Financing Addendum (TAR-1931), Buyer will assume the existing promissory note secured by the Property, which balance at closing will be$ C. Seller f=inancing: The delivery of a promissory note and deed of trust to Seller under the terms of the attached Commercial Contract Financing Addendum (TAR-1931) in the amount of 5. EARNEST MONEY: A. Not later than 3 days after the effective date, Buyer depos' 00 as earnest money with SAN JACINTO TITL ;Z ' itle company) a C TX 78411 (address) _ (closer). If Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits the earnest money. B. Buyer will deposit an additional amount of$ with the title company to be made -art of the earnest money on or before:. (i) days after Buyer's right to terminate under Paragraph 7B expires;or Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount. (TAR-1802)1-1-1$ Initialed for Identification by Seller and Buyer Page 2 of 13 PJD& 411 wr t z*FC"nV by npLcg'x IW70 Fllea"M.I.Rued.Fnautr Mik;higat 48@8 1d11tWSW1.0IIlx ram 401'[APITOL. Commercial Contract-Unimproved Property concerning 4417 CAPITDL pg,CORPUS Clj$Lg-pL7)(_78415. C. Buyer may instruct the title company to deposit the earnest money in an interest-bearing account at a federally insured financial institution and to credit any interest to Buyer. B. TITLE POLICY AND SURVEY: A. Title Policy: (1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy) issued by any underwriter of the title company in the amount of the sales price, dated at or after closing, insuring Buyer against loss under the title policy,subject only to: (a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and (b) the standard printed exceptions contained in the promulgated form of title policy unless this contract provides otherwise_ (2) The standard printed exception as to discrepancies, conflicts, or shortages in area and boundary lines, or any encroachments or protrusions,or any overlapping improvements: (a) will not be amended or deleted from the title policy. ,X (b) will be amended to read"shortages in areas"at the expense of Buyer LJ Seller. (3) Within days after the effective date, Seller will furnish Buyer a commitment for title insurance (the commitment) including legible copies of recorded documents evidencing title exceptions. Seller authorizes the title company to deliver the commitment and related documents to Buyer at Buyers address. B. rve :Within 5 days after the effective date: 1k, (1) Buyer will obtain a survey of the Property at Buyer's expense and deliver a copy of the survey to Seller. The survey must be made in accordance with the: (i) ALTAfACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. Seller will reimburse Buyer (insert amount)of the cost of the survey at closing, if closing occurs. (2) Seller, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date. The survey must be made in accordance with the: (i) ALTAIACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's most recent survey of the Property along with an affidavit required by the title company for approval of the existing survey. If the existing survey is not acceptable to the title company, Seller, at Seller's expense, will obtain a new or updated survey acceptable to the title company and deliver the acceptable survey to Buyer and the title company within 20 days after Seller receives notice that the existing survey is not acceptable to the title company. The closing date will be extended daily up to 20 days if necessary for Seller to deliver an acceptable survey within the time required. Buyer will reimburse Seller (insert amount)of the cost of the new or updated survey at closing, if closing occurs. c. B (1) Within days after Buyer receives the commitment, copies of the documents evidencing the title exceptions, and any required survey, Buyer may object in writing to matters disclosed in the items if. (a) the matters disclosed are a restriction upon the Property or constitute a defect or encumbrance to title other than those permitted by this contract or liens that Seller will satisfy at closing or Buyer will assume at closing; or(b) the items show that any part of the Property lies in a special flood hazard area (an "A" or "V" zone as defined by FEMA). If Paragraph 613(1) applies, ffAR-18fl2)1-1-16 Initialed for identification by Sellerand'Buyer Page 3 of 13 Pmdwced Mn xipft"by zipLrgix 10070 Fiftten Mile Roel Fraser M rhipen 49M _ 4911 CAPITOL, Commercial Contract-Unimproved Property concerning Buyer is deemed to receive the survey on the earlier of. (i) the date of Buyer's actual receipt of the survey;or(ii)of the deadline specified in Paragraph 6B. (2) Seller may, but is not obligated to, cure Buyers timely objections within 15 days after Seller receives the objections. The closing date will be extended as necessary to provide such time to cure the objections, It Seller fails to cure the objections by the time required, Buyer may terminate this contract by providing written notice to Seller within 5 days after the time by which Seller must cure the objections. If Buyer terminates, the earnest money, less any independent consideration under Paragraph 7B(1),will be refunded to Buyer. (3) Buyers Failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to object except that Buyer will not waive the requirements in Schedule C of the commitment. 7. PROPERTY CONDITION: A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at Seller's expense,will complete the following before closing: 02 �1J B. Fiasibil6ly Period: Buyer may terminate this contract r any reason within 30 days after the / effective date(feasibility period) by providing Seller written notice of termination. (Check only one box.) (1) If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer less $ 100.00 that Seller will retain as independent consideration for Buyer's unrestricted right to terminate. Buyer has tendered the independent consideration to Seller upon payment of the amount specified in Paragraph 5A to the title company. The independent consideration is to be credited to the sales price only upon closing of the sale. If--no dollar amount is stated in this Paragraph 7B(1) or if Buyer fails to deposit the independent consideration. t3uypr will not have the right to.JgrmiGat& under this Paragraph 76. (2) Not later than 3 days after the effective date, Buyer must pay Seller$ as independent consideration for Buyer's right to terminate by tendering such amount to Seller or Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer and Seller will retain the independent consideration. The independent consideration will be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragra2h 7B(2) or if Buyg[ fails to pay the earnest money. Quyer will not have the nght to terminate under this Paragraph 78. C. Inspections. Studies, 4F Assessments: (1) During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed any and all inspections, studies, or assessments of the Property (including all improvements and fixtures) desired by Buyer. (2) Buyer must: (a) employ only trained and qualified inspectors and assessors; (b) notify Seller, in advance, of when the inspectors or assessors will be on the Property; (c) abide by any reasonable entry rules or requirements of Seller; (d) not interfere with existing operations or occupants of the Property; and (e) restore the Property to its original condition if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. (TAR-1802)1-1-16 Initialed for Identification by Seller and Buyer Page d of 13 produced wish npFom M by xipLoaix 18070 FdleenMile Road.Fruar.Michigm48= 400 cxrrraL. Commercial Contract-Unimproved Property concerning 4017 rAPlIQ Wit.CORPUS CHRI571 TX 78415 _.._ (3) Except for those matters that arise from the negligence of Seller or Seller's agents, Buyer is responsible for any claim, liability, encumbrance, cause of action, and expense resulting from Buyer's inspections, studies, or assessments, including any property damage or personal injury. Buyer will indemnify, hold harmless, and defend Seller and Seller's agents against any claim involving a matter for which Buyer is responsible under this paragraph. This paragraph survives termination of this contract. D. Prue y Infotmation: (1) Delivety of Em2aWnformation:Within days after the effective date, Seller will deliver to Buyer: (Check all that apply.) (a) , �r [ (b) eepies €all�tates - it st t-wiWessttme of r x-w If-not-flay-in-fuIl-an-or_befGPs ck singT_ UJ (c)-copies of-all erwtr+ a tenial assess € t -studies-e�-aflalyses --rt�sde�an�r-r�9ata ng..tg�#�e--F� y� (d)-eopias-p (e) plats of the Property; ( ; and (g) Nie (2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than 10 days after the termination date: (Check all that apply.) (a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in other than an electronic format and all copies that Buyer made of those items; (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller delivered to Buyer or Buyer copied;and (c) deliver copies of all inspection and assessment reports related to the Property that Buyer completed or caused to be completed. This Paragraph 71)(2)survives termination of this contract. E. Contracts Affectin4 Operations: Until closing, Seller: (1) will operate the Property in the same manner as on the effective date under reasonably prudent business standards; and (2) will not transfer or dispose of any part of the Property, any interest or right in the Property, or any of the personal property or other items described in Paragraph 2B or sold under this contract. After the feasibility period ends, Seller may not enter into, amend, or terminate any other contract that affects the operations of the Property without Buyer's written approval. 8. LEASES: A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or make any amendment or modification to any existing lease without Buyer's written consent. Setter must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or subsequently occur before closing: (1) any failure by Seller to comply with Seller's obligations under the leases: (2) any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets or damages; (3) any advance sums paid by a tenant under any lease: (4) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect any lease; and iTAR-Iaozl I-1-76 Initialed for Identification by Beller and Buyer Page 5 of 13 Produced with zipFomM by zipLcox M70 FrMaR Mile Road Rabor Mian QUe aITCAKTOL. CorrWWdetl CoMW•UrrarWQvad P(qany C0n0H►Fnp 4017 CAanrtx OR.C l8EIM CMUM tat 9411 - - (5)ay amounts payable under the teases that tine been assigned or encumbered,excerpt as Mcuray for laMs)al mmd or taken sub}ed to hillier this r mh& B. :V t l4 _s days atter the eftective date,Seller will delver to Buyer estoppel Cadillicates efgnad not errrtler than by eech tenant that leases space In the Property.The estoppel cartillcatas must Include the Certification's contained In the current version of TAR Form 1938-iComrnarciat Tersant Estoppel Certificate and any additional Inlarrneltan requested by a third party lender providing itoencing under Paragraph 4 If the third party lander requests such aadlttonal Information at least 10 days prior to the earliest date that Seller may detivar the aided esloppef certificates. 9. BROKERS: A The bmkom to this sale are: Psinclpal&akar. lk=LOWIM GgMEAlW CeeparaFlaa Brekar.fir.M2MTA!YO i/44EOCaAI'ES, _- Apani GEffR[ifi CLA1M AWL Cid r fO�ITA1 Addrara PMX2W Ad&m 110 QlRd %CORP_USQM tix7!0i,-....� Phone a F=air PW4 a Fisc rrrealr Llama No t kw=NO, etararta dpel Broker.(Check only one box.) Cooparalirrg Braker represents Boyar. 4'!�=�)Z'r,aprosents Salter only. preseents Buyesranty Is an lntermnteary between Seller and Buyer. B. �(Check 0*(1)or(2)bekw.) (Corrrpleta fire Agraomegt a*Mmeln SinAmrs on page 13 only if(1)is salected.) i)S (1)Steer will pay principal Broker do fee spectfled by separate +,edUn commission agreement # between Principal Broker and Seller.principal Broker wIll pay Cooperodng Broker 0ae fee spe cMed X ka the Agreement BebvM Brokers found betraw the pardear signatures to lids conlmrt. ) At ttsa closing of tt►!s sale,SaSier will}ray: 4V�-- "'(2 Prkiraipsf Broker a tefel rests tea all: Cooperating Broker a total cans ferw ofe oh f e sates pdCe� " " � a rash fe will be I�� Gaut ,Texas.Bader authurttes the title company to pay the brokers fraam the seller`s proceeds at dosing. N0710E' Chapiar 6Z Texas Property Code.auflt kes a broker to secure an eemad crown � WRh a tier against the property, C. The parties may not amend this Peragrapfr 9 without the wriitren consent of the brokers affected by the amendment f TAtt�td821 i.f.te r»l"d ksr kion dNaUort by Sebr_ a or 13 rtir.wr,-4sw�wofMMM Sa7�rlAOUMA rs,r wbTpw�iC7! q,TGar,tp. Commercial Contract-Unimproved Property concerning 4017 CAPITOL DR,Cogs S GEHS71_TX 70415 10.CLOSING: A. The date of the closing of the sale (closing date)will be on or before the later of. days after the expiration of the feasibility period. (specific date). X WHEN TITLE IS READY AND CLEAR (2) 7 days after objections made under Paragraph 6C have been cured or waived. B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in Paragraph 15. G. At closing, Seller will execute and deliver, at Seller's expense, a general X special warranty deed. The deed must include a vendor's lien if any part of the sales price is financed. The deed must convey good and indefeasible title to the Property and show no exceptions other than those permitted under Paragraph 6 or other provisions of this contract.Seller must convey the Property: (1) with no liens, assessments, or other security interests against the Property which will not be satisfied out of the sales price, unless securing loans Buyer assumes; (2) without any assumed loans in default; and (3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or trespassers except tenants under the written leases assigned to Buyer under this contract. D. At closing, Seller, at Selle{s expense,will also deliver to Buyer: (1) tax statements showing no delinquent taxes on the Property; (2) an assignment of all leases to or on the Property; (3) to the extent assignable, an assignment to Buyer of any licenses and permits related to the Property; (4) evidence that the person executing this contract is legally capable and authorized to bind Seller; (5) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is a foreign person, a written authorization for the title company to: (i) withhold from Seller's proceeds an amount sufficient to comply applicable tax law; and (ii) deliver the amount to the Internal Revenue Service (IRS)together with appropriate tax forms; and (6) any notices, statements, certificates, affidavits, releases, and other documents required by this contract, the commitment, or law necessary for the closing of the sale and issuance of the title policy, all of which must be completed by Seller as necessary. E. At closing, Buyer will: (1) pay the sales price in good funds acceptable to the title company; (2) deliver evidence that the person executing this contract is legally capable and authorized to bind Buyer; (3) sign and send to each tenant in a lease for any part of the Property a written statement that: (a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and (b) specifies the exact dollar amount of the security deposit; (4) sign an assumption of all leases then in effect; and (5) execute and deliver any notices, statements, certificates, or other documents required by this contract or law necessary to close the sale_ F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses. 11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized by a separate written lease agreement is a landlord-tenant at sufferance relationship between the parties. (TAR-1802)1-1-t6 Initialed for lilentiFication by 5eller and Buyer Page 7 of 13 Pawed vnth pPFa�by zipi 7807011/Milo RGaO.Fraser Michigan 48M WWN.lioLOCia[»rtl 4017 CAPITOL, Commercial Contract-Unimproved Property concerning 4o17 CAPITOL og.CogpUS CHRISTI Tx.IB4ls _. 12.SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict with other provisions of this contract. (!f special provisions are contained in an Addendum, identify the Addendum here and reference the Addendum in Paragraph 22D.) BUYER IS A LICENSE REALESTATE BROKER IN THE STATE OF TEXAS 13.SALES EXPENSES: A. Seller`5 Ex n : Seller will pay for the following at or before closing: (1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties and recording Fees; (2) release of Seller's loan liability, if applicable; (3) tax statements or certificates; (4) preparation of the deed; (5) one-half of any escrow fee; (6) costs to record any documents to cure title objections that Seller must cure; and (7) other expenses that Seller will pay under other provisions of this contract. B. BWygrEXpensg§: Buyer will pay for the following at or before closing: (1) all loan expenses and fees; (2) preparation of any deed of trust; (3) recording fees for the deed and any deed of trust; (4) premiums for flood insurance as may be required by Buyer's lender; (5) one-half of any escrow fee; (B) other expenses that Buyer will pay under other provisions of this contract. 14.PRORATIONS: A. Prorations: (1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be prorated through the closing date. (2) If the amount of ad valorem taxes for the year in which the sale closes is not available on the closing date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes for the year in which the safe closes vary from the amount prorated at closing,the parties will adjust the prorations when the tax statements for the year in which the sale closes become available. This Paragraph 14A(2)survives closing. (3) If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer all reserve deposits held by the lender for the payment of taxes, insurance premiums, and other charges to Buyer at closing and Buyer will reimburse such amounts to Seiler by an appropriate adjustment at closing. B. Rollback Taxes: If Seller's use or change in use of the Property before closing results in the assessment of additional taxes, penalties, or interest (assessments) for periods before closing, the assessments will be the obligation of the Seller. If this sale or Buyer's use of the Property after closing results in additional assessments for periods before closingr the assessments will be the obligation of Buyer. This Paragraph 14B survives closing. C. Rent and Security Degosits:At closing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by tenants. Rents prorated to one party but received by the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after the rent is received.This Paragraph 14C survives closing. (TAR,1802)1.116 Initialed for Identification by Seller_.__..._, and Buyer_ _ _. Page 8 of 13 Produter3wNr trpFtr Mty vpLOW 1BO70 MOM We Road.Fraser.Mic"an 48MA *MW-CpL0MM-= 4nt7 CAPITOL. Commercial Contract-Unimproved Property conceming 4017 CA21T-OL DR.CORPUS CHRlS11jXza415 15.DEFAULT: A. If Buyer fails to comply with this contract, Buyer is in default and Seller, as Seller's sole remedy(ies), may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure except for any damages resulting from Buyer's inspections, studies or assessments in accordance with Paragraph 7C(3)which Seller may pursue; or (Check if applicable) X enforce specific performance, or seek such other relief as may be provided by law. B. If, without fault, Seller is unable within the time allowed to deliver the estoppel certificates, survey or the commitment, Buyer may; (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 78(1), as liquidated damages and as Buyer's sole remedy; or (2) extend the time for performance up to 15 days and the closing will be extended as necessary. C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 73(1), as liquidated damages and as Buyer's sole remedy (71 �nfnrro c aririr narrnrm�nrn nr cnir o4T Gr F$ltef , r 16.CONDEMNATION: If before closing, condemnation proceedings are commenced against any part of the Property, Buyer may: A. terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the condemnation proceedings and the earnest money, less any independent consideration paid under Paragraph 713(1),will be refunded to Buyer; or B. appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to: (1) Seller and the sales price will be reduced by the same amount; or (2) Buyer and the sales price will not be reduced. 17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal proceeding brought under or with relation to this contract or this transaction, such party is entitled to recover from the non-prevailing parties all costs of such proceeding and reasonable attorney's fees. This Paragraph 17 survives termination of this contract. 18.ESCROW: A. At closing, the earnest money will be applied first to any cash down payment, then to Buyer's closing costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the title company from all parties. B. If one party makes written demand for the earnest money, the title company will give notice of the demand by providing to the other party a copy of the demand, If the title company does not receive written objection to the demand from the other party within 15 days after the date the title company sent the demand to the other party, the title company may disburse the earnest money to the party malting demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and the title company may pay the same to the creditors. C. The title company will deduct any independent consideration under Paragraph 7B(i) before disbursing any earnest money to Buyer and will pay the independent consideration to Seller. D. If the title company complies with this Paragraph 16, each party hereby releases the title company from all claims related to the disbursal of the earnest money- (TAR-1802)1-1-16 Initialed for Identification by Seller and Buyer,, Page 9 of 113 Produ dvvft zpFotrn*by zjPLngin 18070 rVfla n Mile Road,Fra»r M,chyan 46MO vertu sioLooi.ewn 4017 CAPITOL, Commercial Contract-Unimproved property concerning 4017 CAP[JOL DR.CORPUS CHRISTI TX 78415 _ _ E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested Notices to the title company are effective upon receipt by the title company. F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days after receipt of the request will be liable to the other party for (i) damages; (ii) the earnest money; (iii) reasonable attorney's fees;and (iv) all costs of suit. G. 'Seller. Buyer intend(s) to complete this transaction as a part of an exchange of like-kind properties in accordance with Section 1091 of the Internal Revenue Code, as amended. All expenses in connection with the contemplated exchange will be paid by the exchanging party. The other party will not incur any expense or liability with respect to the exchange.The parties agree to cooperate fully and in good faith to arrange and consummate the exchange so as to comply to the maximum extent feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this contract will not be affected in the event the contemplated exchange fails to occur. 19.MATERIAL FACTS: To the best of Seller's knowledge and belief; (Check only one box.) X A. Sell is not aware of any material defects to the Property except as stated in the ached Commercial Prope onditton Statement(TAR-1408). 8. Except as othe ' e provided in this contract, Seller is not aware of: (1) any subsurface: s tures, pits,waste, springs,or improvem ; (2) any pending or threate litigation,condemnation, or as sment affecting the Property; (3) any environmental hazards o nditions that mate) affect the Property; (4) whether the Property is or has b used fo a storage or disposal of hazardous materials or toxic waste, a dump site or landfill, or an erground tanks or containers; (5) whether radon, asbestos containin aten urea-formaldehyde foam insulation, lead-based paint, toxic mold (to the extent it adversely a the health of ordinary occupants), or other pollutants or contaminants ny nature now exist or ever . ted on the Property; (8) any wetlands, as defin y federal or state law or regulation, o Property; (7) any threatened or angered species or their habitat on the Propel (8) any present ast infestation of wood-destroying insects in the Property's ovements; (9) any co plated material changes to the Property or surrounding area that w materially and de . entally affect the ordinary use of the Property; (1 y condition on the Property that violates any law or ordinance. {Describe any exceptions to (1)-(10)in Paragraph 12 or an addendum.) 20. NOTICES: All notices between the parties under this contract must be in writing and are effective when hand-delivered, mailed by certified mail return receipt requested, or sent by facsimile transmission to the parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices to the broker representing the party to whom the notices are sent. A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in }paragraph 1. B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1. 21.DISPUTE RE=SOLUTION: The parties agree 10 negotiate in good faith in an effort to resolve any dispute related to this contract that may arise. If the dispute cannot be resolved by negotiation, the parties will submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs of a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph does not preclude a party from seeking equitable relief from a court of competent jurisdiction. 22.AGREEMENT OF THE PARTIES: A. This contract is binding on the parties, their heirs, executors, representatives, successors, and permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. (TAR-1902)1-1-16 Initialed for Identification by seller _ antl Buyer Page 10 of 13 Prmucea"m LPF=*by itpugix 18076 Fdnw Afire Roil_Fraser fAthipert 40726 --._ _ 4017 CAPITOL. Commercial Contract-Unimproved Property concerning If any term or condition of this contract shall be held to be invalid or unenforceable, the remainder of this contract shall not be affected thereby. B. This contract contains the entire agreement of the parties and may not be changed except in writing. C. If this contract is executed in a number of identical counterparts, each counterpart is an original and all counterparts, collectively, constitute one agreement. D. ddenda which are part of this contract are: (Check all that apply.) (1} Property Description Exhibit identified in Paragraph 2; 'a { i r E8} Inform 'on About Bro a age rvices TA 25 1 ; and (Note. Counsel for the Texas Association of REALTORM(TAR)has determined that any of the foregoing addenda which aro promulgated by the Texas Rea!Estate Commission(TREC)or published by TAR are appropriate for use with this form.) E. Buyer IXC may may not assign this contract. If Buyer assigns this contract, Buyer will be relieved of any future liability under this contract only if the assignee assumes, in writing, all obligations and liability of Buyer under this contract. 23.TIME: Time is of the essence in this contract. The parties require strict compliance with the times for performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday, or legal holiday, the time for performance is extended until the end of the next day which is not a Saturday, Sunday,or legal holiday. 24.EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is the date the title company receipts this contract after all parties execute this contract. 25.ADDITIONAL NOTICES: A. Buyer should have an abstract covering the Property examined by an attorney of Buyers selection, or Buyer should be furnished with or obtain a title policy. B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49, Texas Water Code, requires Seiler to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the district before final execution of this contract. C. Notice Required by §13.257, Water Code: "The real property, described below, that you are about to purchase may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in the notice or at closing of purchase of the real property."The real property is descnb d in Paragraph 2 of this contract. (TAR-1802}1-1-16 Initialed for Identification by Seller __.._.._ and Buyer,, Page 11 of 13 PmdueedvAth Won*by 2*Loox 18tH}Fifteen Mie Rodd,Fraser M diigen 48MB4017 CAPITOL. Commercial Contract-Unimproved Property concerning 4p1T CA JTQL QR,CDRPtI - D. If the Property adjoins or shares a common boundary with the tidally influenced submerged lands of the state, §33.135 of the Texas Natural Resources Code requires a notice regarding coastal area property to be included as part of this contract. E, If the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural Resources Code, requires a notice regarding the seaward location of the Property to be included as part of this contract. F. If the Property is located outside the limits of a municipality, the Property may now or later be included in the extra-territorial jurisdiction (ETJ) of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and ETJ. To determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities located in the general proximity of the Property for further information. G. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental assessments, or inspections to determine compliance with zoning, governmental regulations, or laws. Buyer should seek experts to perform such services. Buyer should review local building codes, ordinances and other applicable laws to determine their effect on the Property. Selection of experts, inspectors, and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified to determine the credit worthiness of the parties.. H. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for various reasons, including as a result of: (1) an entity lawfully exercising its right to use the water stored in the impoundment: or(2)drought or flood conditions." 26.CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property is located, on December 11, 2017 ,the offer will lapse and become null and void. READ THIS CONTRACT CAREFULLY. The brokers and agents make no representation or recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or transaction.CONSULT your attorney BEFORE signing. Seller: 0 f Cornua Chris{,,._ __.. __.._. Buyer:wM Q+ptl4 Y Y- B13y(signature) By(signature} Printed Name: Printed Name Title ___.._.._ .._�-.. Title_ By -------–—_ By By(signature).--- By(signature) Printed Name Printed Name Title Title (TARAM)1.1.18 Page 12 of 13 Produmd was Lp omM by zowga 16070 Finno M H Road Fuser Midiigast4=15 Jot?CAPITOL. Commercial Contract-Unimproved Property concerning AGREEMENT BETWEEN BROKERS (use only if Paragraph 9B(1)is effective) Principal Broker agrees to pay (Cooperating Broker) a fee when the Principal Broker's fee is received.The fee to be paid to Cooperating Broker will be: $ ,or %of the sales price,or %of the Principal Broker's fee. The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation between brokers. Principal Broker: Cooperating Broker: By: By: ATTORNEYS Sellers attorney: Buyer's attomey: Address: Address: Phone&Fax: Phone&Fax: E-mail: E-mail: Seller's attorney requests copies of documents, Buyer's attorney requests copies of documents, notices, and other information: notices, and other information: the title company sends to Seiler, the title company sends to Buyer. Buyer sends to Seller. >wa Seller sends to Buyer. ESCROW RECEIPT The Otte company acknowledges receipt of: A. the contract on this day (effective date); B. earnest money in the amount of$ in the form of on Title company: Address: By: Phone&FaxI� Assignee rife number(GF#): E-mail i (TAR-isoz)i-i-ie Page 13 of 13 PMdundvdh 2SpFomthy zPLoga 18010 FAA M.le Road,Frazer,MicNM 49028 www zW r,gk cm 407 CAPITOL, ADDENDUM TO COMMERCIAL CONTRACT— UNIMPROVED PROPERTY 1. This contract is contingent upon final approval from the Corpus Christi City Council. 2. Buyer acknowledges that the subject property is being sold in its AS IS WHERE 15 condition with any and all faults per the addendum attached hereto as Exhibit B. 3. Buyer, at Buyer's sole expense, shall be responsible for any and all platting and/or zoning application fees and any associated expenses related to platting or rezoning the said property. 4. If due to factors beyond Seller's control, the commitment and/or the exception documents are not delivered within the time required, either party may terminate this contract and the earnest money be refunded to Buyer, as its sole remedy. 5. Buyer, at Buyer's sole expense during the Feasibility Period will verify with the City of Corpus Christi — Development Services that Buyer's intended use is permitted in the current zoning district of the said property. 6. In regards to Paragraph 17, "ATTORNEY FEES", the last sentence shall be modified to read as follows: "This Paragraph 17 survives termination of this contract, however, the Seller shall not be liable for any such attorney's fees." Seller's Initials Buyer's Initials EXHIBIT "B" "AS-IS" PURCHASE (A) BUYER ACKNOWLEDGES AND AGREES THAT BUYER IS PURCHASING THE PROPERTY "AS-IS" "WHERE-IS" AND "WITH ALL FAULTS" WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES, EITHER EXPRESSED OR IMPLIED, OF ANY KIND, NATURE, OR TYPE WHATSOEVER FROM, OR ON BEHALF OF, SELLER. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BUYER ACKNOWLEDGES AND AGREES THAT SELLER HEREBY EXPRESSLY DISCLAIMS, ANY AND ALL IMPLIED WARRANTIES CONCERNING THE CONDITION OF THE PROPERTY AND ANY PORTIONS THEREOF, INCLUDING, BUT NOT LIMITED TO, ENVIRONMENTAL CONDITIONS, PRESENCE OR ABSENCE OF HAZARDOUS MATERIALS, AND ALSO THE IMPLIED WARRANTIES OF HABITABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. (B) BUYER ACKNOWLEDGES AND AGREES THAT BUYER HAS NOT RELIED, AND WILL NOT RELY, UPON ANY REPRESENTATIONS OR WARRANTIES (ORAL OR WRITTEN) MADE BY OR PURPORTEDLY MADE ON BEHALF OF SELLER, UNLESS SUCH REPRESENTATIONS AND WARRANTIES ARE EXPRESSLY SET FORTH IN THIS AGREEMENT. (C) EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN THIS AGREEMENT, BUYER AGREES THAT NO REPRESENTATION BY OR ON BEHALF OF SELLER OR THE SELLER'S AGENTS HAVE BEEN MADE TO BUYER AS TO THE CONDITION OF THE PROPERTY, ANY RESTRICTIONS RELATED TO THE DEVELOPMENT OF THE PROPERTY, THE APPLICABILITY OF OR COMPLIANCE WITH ANY GOVERNMENTAL REQUIREMENTS, INCLUDING, BUT NOT LIMITED TO, ENVIRONMENTAL LAWS, OR THE SUITABILITY OF THE PROPERTY FOR ANY PURPOSE WHATSOEVER. c: Seller's Initials z Buyer's Initials !:'tooiSlpeweoW to Shu' AATM 2CE4FS1-BB37-UMFWS3 'TEXAS ASSOCIATION OF REALTORSOD COMMERCIAL CONTRACT-UNIMPROVED PROPERTY 1162 pF7NS�rY slFIO NIEHOr 1iEML!!lSnf1M!1WSASiQQIIfOfF�IKJLIOKSi13 iffirJrtl101alfL! Cr+s+!au.err!r Rf11L1a16a.Yw�1! 1. PARTIES:SelW agrees to sell and corwey to Bayer the Property de5cdbed h1 Paragraph 2.Buyer agrees to buy the Property from Seger for the sales price stated In Paragraph 3.The pasties to tilts contract are: Seller. Cast O(Coramr Chrtati — Address;Po Mx SM CORP TX 711042 Phone: E-maf! Fax father. -- Buyer. 3 BUUMM 9L LC Addnsax Phone:13811L Jl 0 Fax PROPERTY: A. Tmpay means that reel property situated In NIIECES County, Faxes at 44 PRUM pH.g2BEUS CKRjffl Tx 78413 (Address)and that is legally dm aftd on the alt abad Exhlbit or as Mows: Z 45 J -- L 13. Seller will sell and convey the Property tegethsrwith. (1)all rights,privileges,and appurtenances pertaining to the Property,Including SeWs rM No.and Interest (2) Seller's interest In all teases,rents,and semu ty deposits for ell at part of the Property,and , / 3) Seller's Interest in all licensesand permb related to the Property. J (Describe any excerpflom reserlralfons:orrashicttans In Paragraph 12 or an addendum.) (tf mfrrand fights ere to be an appropfia e"ndum should be attach 3. SALES PRICE: A. At or before dosing, sales . (1)Cash portion payable by Buyer at Closing....... ....(..... (2) Stmt of all flnaneirtg described In Paragraph 4 ....................S (3) Sales price(sunt of 8A(1)and 3A(2))... ... .......S go-- (TAR-M)1-1-19 hWW&d(or rdanOmko by Sager _and B+r�.. Pana 1 of 13 J1I.,frGll�WalA�i+w.{iL«lls�iirY Crl.a[LYW7S7i+Y hely S413M M Fw HL UT" A&MCA&ML 64fIrlJ.a Pwt�iwllTFrlIIdkJ�lipt fa1rB►14RIiM illii flet�i�� �IRffirilala'J ,DocuSign Envelope ID:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAI IE DR.COR US CHRISTI TX 78413 B. Adjustment to Sales Price: (Check(1) or(2) only.) ❑X (1) The sales price will not be adjusted based on a survey. [] (2) The sales price will be adjusted based on the latest survey obtained under Paragraph 6B. (a) The sales price is calculated on the basis of$ per: ❑ (i) square foot of❑total area E net area. ❑ (ii) acre of❑total area❑ net area. (b) "Total area" means all land area within the perimeter boundaries of the Property. "Net area" means total area less any area of the Property within: ❑ (i) public roadways; ❑ (ii) rights-of-way and easements other than those that directly provide utility services to the Property; and ❑ (iii) (c) If the sales price is adjusted by more than % of the stated sales price, either party may terminate this contract by providing written notice to the other party within days after the terminating party receives the survey. If neither parry terminates this contract or if the variance is less than the stated percentage, the adjustment to the sales price will be made to the cash portion of the sales price payable by Buyer. 4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3A(2) as follows: 0 A, Third Party Financing: One or more third party loans in the total amount of$ This contract: ❑ (1) is not contingent upon Buyer obtaining third party financing. 0 (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial Contract Financing Addendum (TAR-1931). ❑ B. Assumption: In accordance with the attached Commercial Contract Financing Addendum (TAR-1931), Buyer will assume the existing promissory note secured by the Property, which balance at closing will be $ ❑ C. Seiler Financinn : The delivery of a promissory note and deed of trust to Seller under the terms of the attached Commercial Contract Financing Addendum (TAR-1931) in the amount of 5. EARNEST MONEY: A. Not later than 3 days after the effective date, Bu ust deposit $ $2 500 00 as earnest oney with SAN JACINTO TITLE //16 /` ale company) � STAR' 2-2-STS 1 QQ .CC TX 78411 (address) (closer). !1� I-f Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits ff the earnest money. B. Buyer will deposit an additional amount of$ with the title company to be made part of the earnest money on or before: ❑ (i) days after Buyer's right to terminate under Paragraph 7B expires; or ❑ (ii) Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 513 within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount. (TAR-1802) 1-1-16 Initialed for Identification by Seller and Buye Ste" , Page 2 of 13 Produced with zipForm®by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www z ogix.com 4017 CAPFrOL, DocuSign Envelope ID:3A69FA47-02CE-4E51-BB37-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR,CORPUS CHRISTI TX 78413 C. Buyer may instruct the title company to deposit the earnest money in an interest-bearing account at a federally insured financial institution and to credit any interest to Buyer. 6. TITLE POLICY AND SURVEY: A. Title Policy: (1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy) issued by any underwriter of the title company in the amount of the sales price, dated at or after closing, insuring Buyer against loss under the title policy, subject only to: (a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and (b) the standard printed exceptions contained in the promulgated form of title policy unless this contract provides otherwise. (2) The standard printed exception as to discrepancies, conflicts, or shortages in area and boundary lines, or any encroachments or protrusions, or any overlapping improvements: ❑ (a) will not be amended or deleted from the title policy. ❑X (b) will be amended to read "shortages in areas" at the expense of❑ Buyer'ixl Seller. (3) Within days after the effective date, Seller will furnish Buyer a commitment for title insurance (the commitment) including legible copies of recorded documents evidencing title exceptions. Seller authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's address. B. Survey: Within 5 days after the effective date: ® (1) Buyer will obtain a survey of the Property at Buyer's expense and deliver a copy of the survey to Seller. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. Seller will reimburse Buyer (insert amount) of the cost of the survey at closing, if closing occurs. ❑ (2) Seller, at Seller's expense, will furnish Buyer a survey of the Property dated after the effective date. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. ❑ (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's most recent survey of the Property along with an affidavit required by the title company for approval of the existing survey. If the existing survey is not acceptable to the title company, Seller, at Seller's expense, will obtain a new or updated survey acceptable to the title company and deliver the acceptable survey to Buyer and the title company within 20 days after Seller receives notice that the existing survey is not acceptable to the title company. The closing date will be extended daily up to 20 days if necessary for Seller to deliver an acceptable survey within the time required, Buyer will reimburse Sever _ (insert amount) of the cost of the new or updated survey at closing, if closing occurs. C. Buyer's Ob'ections to the Commitment and Survey: (1) Within days after Buyer receives the commitment, copies of the documents evidencing the title exceptions, and any required survey, Buyer may object in writing to matters disclosed in the items if: (a) the matters disclosed are a restriction upon the Property or constitute a defect or encumbrance to title other than those permitted by this contract or liens that Seller will satisfy at closing or Buyer will assume at closing; or (b) the items show that any part of the Property lies in a special flood hazard area (an °A" or W" zone as defined by FEMA). If Paragraph 6B(1) applies, (TAR-1802) 1-1-16 Initialed for Identification by Seller and Buyej�k , Page 3 of 13 Produced with zipForm(D by zipLegix 18070 Fifteen Mlle Road,Fraser,Michigan 48626 www zi L ix com 4017 CAPITOL, DocuSign Envelope ID:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR.C OP11S CHRISTI TX 78413 Buyer is deemed to receive the survey on the earlier of: (i) the date of Buyer's actual receipt of the survey; or(ii) of the deadline specified in Paragraph 6B. (2) Seller may, but is not obligated to, cure Buyer's timely objections within 15 days after Seller receives the objections. The closing date will be extended as necessary to provide such time to cure the objections. if Seller fails to cure the objections by the time required, Buyer may terminate this contract by providing written notice to Seller within 5 days after the time by which Seller must cure the objections. if Buyer terminates, the earnest money, less any independent consideration under Paragraph 7B(1), will be refunded to Buyer. (3) Buyer's failure to timely object or terminate under this Paragraph 6C is a waiver of Buyer's right to object except that Buyer will not waive the requirements in Schedule C of the commitment. 7. PROPERTY CONDITION: A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at Seller's expense, will complete the following before closing: A s1 �xi/ter B. Feasibility Period: Buyer may terminate this contrac for any reason within 30 days after the effective date (feasibility period) by providing Seller written notice of termination. {Check only one box.) J 0 (1) If Buyer terminates under this Paragraph 713, the earnest money will be refunded to Buyer less $ 100.00 that Seller will retain as independent consideration for Buyer's unrestricted right to terminate. Buyer has tendered the independent consideration to Seller upon payment of the amount specified in Paragraph 5A to the title company. The independent consideration is to be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragraph 7B(l) or if Buyer fails to deposit the independent consideration Buyer will not have the right to terminate under this Paragraph 7B. (2) Not later than 3 days after the effective date, Buyer must pay Seller$ as independent consideration for Buyer's right to terminate by tendering such amount to Seller or Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer and Seller will retain the independent consideration. The independent consideration will be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragraph 7B(2) or if Buyer fails to pay the earnest-money, Buyer will not have the right to terminate under this Paragraph 7B. C. Insoeetions. Studies, or Assessments: (1) During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed any and all inspections, studies, or assessments of the Property (including all improvements and fixtures) desired by Buyer. (2) Buyer must: (a) employ only trained and qualified inspectors and assessors; (b) notify Seller, in advance, of when the inspectors or assessors will be on the Property; (c) abide by any reasonable entry rules or requirements of Seller; (d) not interfere with existing operations or occupants of the Property; and (e) restore the Property to its original condition if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. (TAR-1802) 1-1-16 Initialed for Identification by Seller Ste`and Buye Page 4 of 13 Produced with zipFormV by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www zi o ix wm 401.7 CAPITOL, DocuSign Envelope 0:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR, CORPUS CHRISTI TX 78413 (3) Except for those matters that arise from the negligence of Seller or Seller's agents, Buyer is responsible for any claim, liability, encumbrance, cause of action, and expense resulting from Buyer's inspections, studies, or assessments, including any property damage or personal injury. Buyer will indemnify, hold harmless, and defend Seller and Seller's agents against any claim involving a matter for which Buyer is responsible under this paragraph. This paragraph survives termination of this contract. D. Property Information: (1) Delivery of Property Information: Within days after the effective date, Seller will deliver to Buyer: (Check all that apply.) ❑ (a) ; ❑ (b) r (d) L•••+irn r.rnv�r y env c4atoman�,nrntcs for theha Pp,nno Y!]Coini (e) plats of the Property; h` (f) fir y's &Fviee-pFev+der; ❑ (g) NIA (2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than 10 days after the termination date: (Check all that apply.) ❑ (a) return to Seller all those items described in Paragraph 7D(1) that Seiler delivered to Buyer in other than an electronic format and all copies that Buyer made of those items; ❑ (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller delivered to Buyer or Buyer copied; and (c) deliver copies of all inspection and assessment reports related to the Property that Buyer completed or caused to be completed. This Paragraph 7D(2) survives termination of this contract. E. Contracts Affecting Operations: Until closing, Seller: (1) will operate the Property in the same manner as on the effective date under reasonably prudent business standards; and (2) will not transfer or dispose of any part of the Property, any interest or right in the Property, or any of the personal property or other items described in Paragraph 2B or sold under this contract. After the feasibility period ends, Seller may not enter into, amend, or terminate any other contract that affects the operations of the Property without Buyer's written approval. 8. LEASES: A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect according to its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or make any amendment or modification to any existing lease without Buyer's written consent. Seller must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or subsequently occur before closing: (1) any failure by Seller to comply with Seller's obligations under the leases; (2) any circumstances under any lease that entitle the tenant to terminate the lease or seek any offsets or damages; (3) any advance sums paid by a tenant under any lease; (4) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect any lease; and (TAR-1802) 1-1-16 Initialed for Identification by Seller and Buye S6Lf, Page 5 of 13 Produced with zipFormt by zipLogix 18070 Fifleen Mile Road,Fraser,Michigan 48026 %vww.zioLoaix cam 4017 CAPITOL, t7 aftntt wW"16 3AWA47=E4r;5I 8577 MENDFEAm Cowrwmtnt Cans W-U*waved P4nperly canuMdIV 7su P AMID CR COREM CMInTUNIS (d) eny amourb payable under the lam that have been assigned or enclmtbared,except as sacu ty for loans)assumed of taken subject to under this contract. B. Eskc tilW Wficates VMn __days after the effective date,Seller wM debar to Buyer estappel certificates signed not gader than by each tenant that leases space In the Property.The estoppel certificates must Include the motions contained In the currant versklrl of TAR Farm 1938-Commercial Tenant Estoppel Certificate and any additlonat Information requested by a third party lender providing finarrcheq under Paragraph 4 If the third party lender requests such addkional Information at (east 10 days prior to the azdkM1 date that Seiler may deliver the signed estoppel cars icates. 9. BROKERS: A. The brokers to this sale are: Ma elpal Br*ar. TO Q&MM COWANY Coapvraffm 9roker. Mgjffl&i MM- ALYO A AASC7CUlTE.f' Agant GaMM MAM. .r..., . Agad CMs MONTALYd Mdrars FOWA asp Addrena�q aorinclH r rr�lra r rlrsln 7t a t _ Fhane&Fes T Phone&pax: E-MIM Einar Irene No. l MMA No ffam Ipei broker.(Ctletxr only ane box:) Cooperating Broker represents Buyer. and Buyer. reptaserlts setter only. represents Buyer ants. il;an lntertnediary betwaerl Seller S8 Ems:(Cheat only(1)or(2)bebm) � (Complete the Agreement Mween Btmkm an page 13 aWy#(I)is selected) - (1) Sefiar will pay Prindpsl Broker The fee spectlfed by separate whiten cammisslon agreement beWeen Principal Broker end Seller.Principal Brauer wM pay Cooperating Broker the fee apes Med /// In the Agmerllent Seiwaen Brokers found below the parties'signatures to this contract. YAt the etosing of this sate,Seger will pay: Prindpal Broker total cash fee of: Cooperating Broker a total rash at --�� ' .a ire price. ° f the sales priVU es. 2"f The cash vA pa C.ou ,Texas.Sdar authorize the title company to pay the brokers from the Sellers proceeds at closing. NOTICE.Chapter 0, Texas Properly Code, authorizes a broker to secure aro earned commission with a tfen against the Property. C. The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the amendment. (PAR-1507)1-1-10 Irntlarad rer IdmnNficatirnn try Sadao Arad Page 8 of 13 rnssa.,.sa►.e.�pp..o.neror.«�ren..�.rw.o..uaP .�..,....,.,.... srr�Mtaa. DocuSign Fnvelope ID:3A69FA47-02CE-4E51-B837-BBE98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR, CORPUS CHRISTI TX 78413 10. CLOSING: A. The date of the closing of the sale (closing date) will be on or before the later of: (1) ❑ days after the expiration of the feasibility period. ❑ (specific date). ® WHEN TITLE IS READY AND CLEAR (2) 7 days after objections made under Paragraph 60 have been cured or waived. B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in Paragraph 15. C. At closing, Seller will execute and deliver, at Seller's expense, a ❑general X special warranty deed. The deed must include a vendor's lien if any part of the sales price is financed. The deed must convey good and indefeasible title to the Property and show no exceptions other than those permitted under Paragraph 6 or other provisions of this contract. Seller must convey the Property: (1) with no liens, assessments, or other security interests against the Property which will not be satisfied out of the sales price, unless securing loans Buyer assumes; (2) without any assumed loans in default; and (3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or trespassers except tenants under the written leases assigned to Buyer under this contract. D. At closing, Seller, at Seller's expense, will also deliver to Buyer: (1) tax statements showing no delinquent taxes on the Property; (2) an assignment of all leases to or on the Property; (3) to the extent assignable, an assignment to Buyer of any licenses and permits related to the Property; (4) evidence that the person executing this contract is legally capable and authorized to bind Seller; (5) an affidavit acceptable to the title company stating that Seller is not a foreign person or, if Seller is a foreign person, a written authorization for the title company to: (i) withhold from Seller's proceeds an amount sufficient to comply applicable tax law; and (ii) deliver the amount to the Internal Revenue Service (IRS) together with appropriate tax forms; and (6) any notices, statements, certificates, affidavits, releases, and other documents required by this contract, the commitment, or law necessary for the closing of the sale and issuance of the title policy, all of which must be completed by Seller as necessary. E. At closing, Buyer will: (1) pay the sales price in good funds acceptable to the title company; (2) deliver evidence that the person executing this contract is legally capable and authorized to bind Buyer; (3) sign and send to each tenant in a lease for any part of the Property a written statement that: (a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and (b) specifies the exact dollar amount of the security deposit; (4) sign an assumption of all leases then in effect; and (5) execute and deliver any notices, statements, certificates, or other documents required by this contract or law necessary to close the sale. F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses. 11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized by a separate written lease agreement is a landlord-tenant at sufferance relationship between the parties. (TAR-1802) 1-1-16 Initialed for Identification by Seller and Buyer' Page 7 of 13 Produced with zipFormO by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48025 www ZIPLOgix.com 4017 CAPITOL, DocuSign Envelope ID:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DRQ CORPUS CHRISTI TX 784 3 12. SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict with other provisions of this contract. (If special provisions are contained in an Addendum, identify the Addendum here and reference the Addendum in Paragraph 22D.) BUYER IS A LICENSE REALESTATE BROKER IN THE STATE OF TEXAS / /r 13. SALES EXPENSES: A. Seller's Expenses: Seller will pay for the following at or before closing: (1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties and recording fees; (2) release of Seller's loan liability, if applicable; (3) tax statements or certificates; (4) preparation of the deed; (5) one-half of any escrow fee; (6) costs to record any documents to cure title objections that Seller must cure; and (7) other expenses that Seller will pay under other provisions of this contract. B. Buyer's Expenses: Buyer will pay for the following at or before closing: (1) all loan expenses and fees; (2) preparation of any deed of trust; (3) recording fees for the deed and any deed of trust; (4) premiums for flood insurance as may be required by Buyer's lender; (6) one-half of any escrow fee; (6) other expenses that Buyer will pay under other provisions of this contract. 14. PRORATIONS: A. Prorations: (1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be prorated through the closing date. (2) If the amount of ad valorem taxes for the year in which the sale closes is not available on the closing date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes for the year in which the sale closes vary from the amount prorated at closing, the parties will adjust the prorations when the tax statements for the year in which the sale closes become available. This Paragraph 14A(2) survives closing. (3) If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer all reserve deposits held by the lender for the payment of taxes, insurance premiums, and other charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate adjustment at closing. D. Rollback Taxes: If Seller's use or change in use of the Property before closing results in the assessment of additional taxes, penalties, or interest (assessments) for periods before closing, the assessments will be the obligation of the Seller. If this sale or Buyer's use of the Property after closing results in additional assessments for periods before closing, the assessments will be the obligation of Buyer. This Paragraph 14B survives closing. C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by tenants. Rents prorated to one party but received by the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after the rent is received. This Paragraph 14C survives closing. (TAR-1802) 1-1-16 Initialed for Identification by Seller and Buye SBCL Page 8 of 13 Produced with zipFormg by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www.zipLoaix.com 4017 CAPITOL, DocuSign Envelope ID:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7 P { I C P T 15. DEFAULT: A. If Buyer fails to comply with this contract, Buyer is in default and Seiler, as Seller's sole remedy(ies), may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure except for any damages resulting from Buyer's inspections, studies or assessments in accordance with Paragraph 7C(3)which Seller may pursue; or (Check if applicable) OX enforce specific performance, or seek such other relief as may be provided by law. B. If, without fault, Seller is unable within the time allowed to deliver the estoppel certificates, survey or the commitment, Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 7B(1), as liquidated damages and as Buyer's sole remedy; or (2) extend the time for performance up to 15 days and the closing will be extended as necessary. C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 713(1), as liquidated damages and as Buyer's sole remedy (2 ,00116. CONDEMNATION: If before closing, condemnation proceedings are commenced against any part of the Property, Buyer may: r A. terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the condemnation proceedings and the earnest money, less any independent consideration paid under Paragraph 713(1), will be refunded to Buyer; or B. appear and defend in the condemnation proceedings and any award will, at Buyer's election, belong to: (1) Seller and the sales price will be reduced by the same amount; or (2) Buyer and the sales price will not be reduced. 17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal proceeding brought under or with relation to this contract or this transaction, such party is entitled to recover from the non-prevailing parties all costs of such proceeding and reasonable attorney's fees. This Paragraph 17 survives termination of this contract. 18. ESCROW: A. At closing, the earnest money will be applied first to any cash down payment, then to Buyer's closing costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the title company from all parties. B. If one party makes written demand for the earnest money, the title company will give notice of the demand by providing to the other party a copy of the demand. If the title company does not receive written objection to the demand from the other party within 15 days after the date the title company sent the demand to the other party, the title company may disburse the earnest money to the party making demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and the title company may pay the same to the creditors. C. The title company will deduct any independent consideration under Paragraph 713(1) before disbursing any earnest money to Buyer and will pay the independent consideration to Seller. D. If the title company complies with this Paragraph 1 a, each party hereby releases the title company from all claims related to the disbursal of the earnest money. (TAR-1802) 1-1-16 Initialed for Identification by Seller I and Buye Ste` Page 9 of 13 Produced w&7ipFarm®by zipLogix 18070 Fifteen we Road,Fraser.Michigan 48026 www.zipLooix.com 4017 CAPITOL. DocuSign Envelope ID:3A69FA47-a2CE-4E51-BB37-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR.CORPUS CH T1 TX 78413 E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the title company are effective upon receipt by the title company. F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days after receipt of the request will be liable to the other party for: (i) damages; (ii) the earnest money; (iii) reasonable attorney's fees; and (iv) all costs of suit. G. ❑Seller❑ Buyer intend(s) to complete this transaction as a part of an exchange of like-kind properties in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in connection with the contemplated exchange will be paid by the exchanging party. The other party will not incur any expense or liability with respect to the exchange_ The parties agree to cooperate fully and in good faith to arrange and consummate the exchange so as to comply to the maximum extent feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this contract will not be affected in the event the contemplated exchange fails to occur. MATERIAL FACTS: To the best of Seller's knowledge and belief: (Check only one box.) ❑X A. Selle i not aware of any material defects to the Property except as stated in the attached Commercial etr Property dition Statement (TAR-1408). ❑ B. Except as othe . provided in this contract, Seller is not aware of: (1) any subsurface: s ctures, pits, waste, springs, or improve nts; (2) any pending or threats d litigation, condemnation, or sessment affecting the Property; (3) any environmental hazards conditions that ma ally affect the Property; (4) whether the Property is or has en used the storage or disposal of hazardous materials or toxic waste, a dump site or landfill, o nderground tanks or containers; (5) whether radon, asbestos cont ai m rials, urea-formaldehyde foam insulation, lead-based paint, toxic mold (to the exte at it advers affects the health of ordinary occupants), or other pollutants or contaminaDlw6f any nature now exist ever existed on the Property; (6) any wetlands, as dejkl&d by federal or state law or regu "on, on the Property; (7) any threatene endangered species or their habitat on the operty; (8) any prese r past infestation of wood-destroying insects in the erty's improvements; (9) any emplated material changes to the Property or surrounding a that would materially and Mentally affect the ordinary use of the Property; (1 )any condition on the Property that violates any law or ordinance. (Describe any exceptions to (1)-(10) in Paragraph 12 or an addendum.) 20. NOTICES: All notices between the parties under this contract must be in writing and are effective when hand-delivered, mailed by certified mail return receipt requested, or sent by facsimile transmission to the parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices to the broker representing the party to whom the notices are sent. ❑ A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1. ❑ B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1. 21. DISPUTE RESOLUTION: The parties agree to negotiate in good faith in an effort to resolve any dispute related to this contract that may arise. If the dispute cannot be resolved by negotiation, the parties will submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs of a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph does not preclude a party from seeking equitable relief from a court of competent jurisdiction. 22.AGREEMENT OF THE PARTIES: A. This contract is binding on the parties, their heirs, executors, representatives, successors, and permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. (TAR-1862) 1-1-16 Initialed for Identification by Seller and Buye Ste' Page 10 of 13 Produced with zipForm®by zipLogix 18070 Fifteen We Road,Fraser,Michigan 48026 www zipLogix com 4017 CAPITOL, DocuSign Envelope ID:3AE9FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract- Unimproved Property concerning 7244 PRAIRIE DR.CORPUS CHR1511 TX 7 8413 If any term or condition of this contract shall be held to be invalid or unenforceable, the remainder of this contract shall not be affected thereby. B. This contract contains the entire agreement of the parties and may not be changed except in writing. C. If this contract is executed in a number of identical counterparts, each counterpart is an original and all counterparts, collectively, constitute one agreement. D Addenda which are part of this contract are: (Check all that apply.) (1) Property Description Exhibit identified in Paragraph 2; ❑ ¢4)-Cofnineris< I-Gentraet Ad ❑ /\ p I I �rnr�ar-hr in 7 ti.�l�tl#II.LJ.L1)., 5)T l�lotiee-to-Pic-h+aeet'--etf-Rech-�.-r�.., ❑ - ); r(8) Information About Brokerage Services (TAR-2501); and (Note: Counsel for the Texas Association of REALTORS®(TAR) has determined that any of the foregoing addenda which are promulgated by the Texas Real Estate Commission(TREC)or published by TAR are appropriate for use with this form.) E. Buyer ❑X�may ❑may not assign this contract. If Buyer assigns this contract, Buyer will be relieved of any future liability under this contract only if the assignee assumes, in writing, all obligations and liability of Buyer under this contract. 23.TIME: Time is of the essence in this contract. The parties require strict compliance with the times for performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday, or legal holiday, the time for performance is extended until the end of the next day which is not a Saturday, Sunday, or legal holiday. 24. EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is the date the title company receipts this contract after all parties execute this contract. 25.ADDITIONAL NOTICES: A. Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection, or Buyer should be furnished with or obtain a title policy. B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the district before final execution of this contract. C. Notioe Required by 513,257, Water Code: "ThP real property, described below, that you are about to purchase may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in the notice or at closing of purchase of the real property." The real property is descn to Paragraph 2 of this contract- (TAR-1802) ontract°(TAR-1802) 1-1-16 Initialed for Identification by Seller and Buye 5+ , Page 11 of 13 Produced with zipFornnO by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www zipLagix.ccm 4017 CAPITOL, DocuSign Envelope ID:3A69FA47-02CE-4E51-B837-B8E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE R TI TX 78413 D. if the Property adjoins or shares a common boundary with the tidally influenced submerged lands of the state, §33.135 of the Texas Natural Resources Code requires a notice regarding coastal area property to be included as part of this contract. E. if the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural Resources Code, requires a notice regarding the seaward location of the Property to be included as part of this contract. F. if the Property is located outside the limits of a municipality, the Property may now or later be included in the extra-territorial jurisdiction (ETJ) of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and ETJ. To determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities located in the general proximity of the Property for further information. G. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental assessments, or inspections to determine compliance with zoning, governmental regulations, or laws. Buyer should seek experts to perform such services. Buyer should review local building codes, ordinances and other applicable laws to determine their effect on the Property. Selection of experts, inspectors, and repairmen is the responsibility of Buyer and not the brokers_ Brokers are not qualified to determine the credit worthiness of the parties. H. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for various reasons, including as a result of: (1) an entity lawfully exercising its right to use the water stored in the impoundment; or (2) drought or flood conditions." 26. CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell the Property. Unless the other party accepts the offer by 5:00 p.m., in the time zone in which the Property is located, onh17_ the offer will lapse and become null and void. READ THIS C40FRaACT CAREFUL/L0 The brokers and agents make no representation or � rrecommendation as to the legal sufficiency, legal effect, or tax consequences of this document or transaction. CONSULT your attorney BEFORE signing. Seller: cityof rpus Chr sti Buyer:SOUTHERN BUILDER CO LLQ Voclu'Signed by:: J I I+ rJ e �UMv �VI � 9871 SFK8B04483... By: By: By(signature): By(signature): Printed Name: Printed Name: Title: Title: By: By: By(signature): By(signature): Printed Name: Printed Name: Title: Title: (TAR-1802) 1-1-16 Page 12 of 13 Produced with zipForm®dy zipLogix 18x70 Fifteen Mile Road,Fraser,Michigan 48025 www zipLooix cam 4017 CAPITOL. DocuSign Envelope ID:3A69FA47-02CF-4E51-B837-i38E98DFEA783 Commercial Contract-Unimproved Property concerning 7244 PRAIRIE DR.CORPUS CHRISTI TX 7847 AGREEMENT BETWEEN BROKERS (use only if Paragraph 9B(1)is effective) Principal Broker agrees to pay (Cooperating Broker) a fee when the Principal Broker's fee is received. The fee to be paid to Cooperating Broker will be: ❑ $ , or ❑ _% of the sales price, or ❑ % of the Principal Broker's fee. The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation between brokers. Principal Broker. Cooperating Broker. By: By� ATTORNEYS Seller's attorney: Buyer's attorney: Address: Address: Phone& Fax: Phone&Fax: E-mail: E-mail: Seller's attorney requests copies of documents, Buyer's attorney requests copies of documents, notices, and other information: notices, and other information: ❑ the title company sends to Seller. ❑ the title company sends to Buyer. ❑ Buyer sends to Seller. ❑ Seller sends to Buyer. ESCROW RECEIPT The title company acknowledges receipt of: ❑ A. the contract on this day (effective date); B. earnest money in the amount of$ in the form of on Title company: Address: By: Phone&Fax: Assigned file number(GF#): E-mail: (TAR-1802) 1-1-16 Page 13 of 13 Produced with zipForm0 by zipLogix 18070 Fifteen Mile Road,Fraser,Michigan 48026 www zipLoaix.Orn 4017 CAPITOL, ADDENDUM TO COMMERCIAL CONTRACT—UNIMPROVED PROPERTY 1. This contract is contingent upon final approval from the Corpus Christi City Council. 2. Buyer acknowledges that the subject property is being sold in its AS IS WHERE IS condition with any and all faults per the addendum attached hereto as Exhibit B. 3. Buyer, at Buyer's sole expense, shall be responsible for any and all platting and/or zoning application fees and any associated expenses related to platting or rezoning the said property. 4. If due to factors beyond Seller's control,the commitment and/or the exception documents are not delivered within the time required, either party may terminate this contract and the earnest money be refunded to Buyer, as its sole remedy. 5. Buyer, at Buyer's sole expense during the Feasibility Period will verify with the City of Corpus Christi — Development Services that Buyer's intended use is permitted in the current zoning district of the said property. 6. In regards to Paragraph 17, "ATTORNEY FEES", the last sentence shall be modified to read as follows: "This Paragraph 17 survives termination of this contract, however, the Seller shall not be liable for any such attorney's fees." Seller's Initials Buyer's Initials MAR 0 1 1018 TEXAS ASSOCIATION OF REALTORS' COMMERCIAL CONTRACT - IMPROVED PROPERTY USE OF THIS FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOCIATION OF REALTORS®IS NOT AUTHORIZED CITexes Assaciation of REALTORS®,Inc.2016 1. PARTIES: Seller agrees to sell and convey to Buyer the Property described in Paragraph 2. Buyer agrees to buy the Property from Seller for the sales price stated in Paragraph 3. The parties to this contract are: Seller: City of Corpus Christi,a Texas municipal corporation Address: 1201 Leopard St. Corpus Christi,Texas 78401 Phone: E-mail: Fax: Other: Buyer: Isaac Camacho&Janet Lynn Camacho Address: Phone: E-mail: Fax: Other: 2. PROPERTY: A. "Property" means that real property situated in Nueces County, Texas at 4301 Violet Rd,CC,Tx Violet Park (address) and that is legally described on the attached Exhibit 'A" or as follows: An improved tract of land located at 4301 Violet Road being legally described as Martine Subdivision,Lots 1,2,&3,Block.1, Corpus Christi,Nueces County,Texas with any and all improvements contained thereon.NCAD Tax ID#4888-0001-0010 See Exhibit A attached hereto B. Seller will sell and convey the Property together with: (1) all buildings, improvements, and fixtures; (2) all rights, privileges, and appurtenances pertaining to the Property, including Seller's right, title, and interest (3) Seller's interest In all leases, rents, and security deposits for all or part of the Property; (4) Seller's interest in all licenses and permits related to the Property; (5) Seller's Interest in all third party warranties or guaranties, if transferable, relating to the Property or any fixtures; (6) Seiler's interest in any trade names, if transferable, used in connection with the Property; and (7) all Seller's tangible personal property located on the Property that is used in connection with the Property's operations except: None Any personal property not included in the sale must be removed by Seller prior to closing. (Describe any exceptions. reservations, or restrictions in Paragraph 12 or an addendum.) (If mineral rights are to be reserved an appropriate addendum should be attached.) (If the Property is a condominium, attach Commercial Contract Condominium Addendum (TAR-1930).) 3. SALES PRICE: At or before closing, Buyer will pay the following sales price for the Property: A. Cash portion payable by Buyer at closing. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 115,000.00 B Sum of all financing described in Paragraph 4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 0.00 C Sales price (sum of 3A and 3B). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 115,000.00 (TAR-1801) 1-1-16 Initialed for identification by Seller_ and Buyer. Page 1 of 14 Computer generated using Autocontract 7^r v7 from Auloneally,LLC.1060 W Plpefine.Suite 101,Hurst,TX 76053,t800)322-1176 C LLjwm*,IifnaoCerrl bm AUIDCOMraa?lCamroGriCity of CC X101-t Pnrk "Moons 03011E akml Ths Installation of AutoContraet 7"r is licensed for use to George Clower of The Ck—Comparry.and is not transferable Use by others is a violation of federal mpyright law under Trt1e 17 U 3 C 9101 Printed 92121 AM 3111201E Commercial Contract- Improved Property concerning 4301 Violet Rd.,CC,T- Violet Park 4. FINANCING: Buyer will finance the portion of the sales price under Paragraph 3B as follows: A. Third Party Financing: One or more third party loans in the total amount of$ 115,00o oo. This contract: ❑ (1) is not contingent upon Buyer obtaining third party financing. 'EI (2) is contingent upon Buyer obtaining third party financing in accordance with the attached Commercial Contract Financing Addendum (TAR-1931). 0 B. Assumption: In accordance with the attached Commercial Contract Financing Addendum (TAR-1931), Buyer will assume the existing promissory note secured by the Property, which balance at closing will be $ NA ❑ C. Seller Financing: The delivery of a promissory note and deed of trust from Buyer to Seller under the terms of the attached Commercial Contract Financing Addendum (TAR-1931) in the amount of$ NIA 5. EARNEST MONEY: A. Not later than 3 days after the effective date, Buyer must deposit$ 1,000.00 as earnest money with San.lacinto Title co.of C.C. (title company) at 520 Lawrence St.CC,Texas 78401 (address) Shelly Grahmann (closer). If Buyer fails to timely deposit the earnest money, Seller may terminate this contract or exercise any of Seller's other remedies under Paragraph 15 by providing written notice to Buyer before Buyer deposits the earnest money. B. Buyer will deposit an additional amount of $ 000 with the title company to be made part of the earnest money on or before: ❑ (i) N/A days after Buyer's right to terminate under Paragraph 7B expires; or ❑ (ii) N/A Buyer will be in default if Buyer fails to deposit the additional amount required by this Paragraph 5B within 3 days after Seller notifies Buyer that Buyer has not timely deposited the additional amount. C. Buyer may instruct the title company to deposit the earnest money in an interest bearing account at a federally insured financial institution and to credit any interest to Buyer. 6. TITLE POLICY, SURVEY, AND UCC SEARCH: A. Title Policy: (1) Seller, at Seller's expense, will furnish Buyer an Owner's Policy of Title Insurance (the title policy) issued by any underwriter of the title company In the amount of the sales price, dated at or after closing, insuring Buyer against loss under the title policy, subject only to: (a) those title exceptions permitted by this contract or as may be approved by Buyer in writing; and (b) the standard printed exceptions contained in the promulgated form of title policy unless this contract provides otherwise. (2) The standard printed exception as to discrepancies, conflicts;or-shortagesiri area and boundary lines, or any encroachments or protrusions, or any overlapping improvements: "1 (a) will not be amended or deleted from the title policy. ❑ (b) will be amended to read "shortages in areas" at the expense of ❑ Buyer ❑ Seller. (3) Within 5 days after the effective date, Seller will furnish Buyer a commitment for title insurance (the commitment) including legible copies of recorded documents evidencing title exceptions. Seller authorizes the title company to deliver the commitment and related documents to Buyer at Buyer's address. (TAR-1801) 1-1 16 Initialed for Identification by Seller and Buye`L- Page 2 of 14 Computer generated using AutoCmtract 7^v7 from AutoRealty C 1060 W Pipeline Sude 101 Hurst TX 78053(500)322-1178 C 1USemudpDooumemsAutoContrac1 TCoolraaslCityof CC-Valet Park-Camacho 030118 a)ml TMs Installation of AutoContmct 7TM is licensed far use to George lower of The Clamor Company and is not transferable Use by oMm m a valatan of fedefal copyright law udder Tdle17 U S C§101 Printed,921 22 AM 311/201a Commercial Contract Improved Property concerning 4301 Violet Rd.,cG,Tx Violet Park B. Survey: Within 11) days after the effective date: ' (1) Buyer will obtain a survey of the Property at Buyers expense and deliver a copy of the survey to Seller. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. Seller will reimburse Buyer N/A (insert amount)of the cost of the survey at closing, if closing occurs. ❑ (2) Seller, at Seller's expense, will furnish Buyer a surrey of the Property dated after the effective date. The survey must be made in accordance with the: (i) ALTA/ACSM Land Title Survey standards, or (ii) Texas Society of Professional Surveyors' standards for a Category 1A survey under the appropriate condition. ❑ (3) Seller will deliver to Buyer and the title company a true and correct copy of Seller's most recent survey of the Property along with an affidavit required by the title company for approval of the existing survey. If the existing survey is not acceptable to the title company, Seller, at Seller's expense, will obtain a new or updated survey acceptable to the title company and deliver the acceptable survey to Buyer and the title company within 20 days after Seller receives notice that the existing survey is not acceptable to the title company. The closing date will be extended daily up to 20 days if necessary for Seller to deliver an acceptable survey within the time required. Buyer will reimburse Seller 0.00 (insert amount)of the cost of the new or updated survey at closing, if closing occurs. C. UCC Search: ❑ (1) Within Nin days after the effective date, Seller, at Seller's expense, will furnish Buyer a Uniform Commercial Code (UCC) search prepared by a reporting service and dated after the effective date. The search must identify documents that are on file with the Texas Secretary of State and the county where the Property is located that relate to all personal property on the Property and show. as debtor, Seller and all other owners of the personal property in the last 5 years. x (2) Buyer does not require Seller to furnish a UCC search. D. Buyer's Objections to the Commitment, Survey, and UCC Search: (1) Within 5 days after Buyer receives the commitment, copies of the documents evidencing the title exceptions, any required survey, and any required UCC search, Buyer may object to matters disclosed in the items if: (a) the matters disclosed are a restriction upon the Property or constitute a defect or encumbrance to title to the real or personal property described in Paragraph 2 other than those permitted by this contract or liens that Seller will satisfy at closing or Buyer will assume at closing; or (b) the items show that any part of the Property lies in a special flood hazard area (an "A" or "V" zone as defined by FEMA). If Paragraph 66(1) applies, Buyer is deemed to receive the survey on the earlier of: (i) the date Buyer actually receives the survey; or (ii) the deadline specified in Paragraph 6B. (2) Seller may. but is not obligated to, cure Buyer's timely objections within 16 days after Seller receives the objections. The closing date will be extended as necessary to provide such time to cure the objections. If Seller fails to cure the objections by the time required, Buyer may terminate this contract by providing written notice to Seller within 5 days after the time by which Seller must cure the objections. If Buyer terminates, the earnest money, less any independent consideration under Paragraph 76(1), will be refunded to Buyer. (3) Buyer's failure to timely object or terminate under this Paragraph 6D is a waiver of Buyer's right to object except that Buyer will not waive the requirements in Schedule C of the commitment. (TAR-1801) 1-1-16 Initialed for Identification by Seller and Buyer Page 3 of 14 Cornputerg-led using AuloComracl 7"'v7,from AuloRealty.LLC,tOBO W Pipeline.Suile 101 Hurst TX 78053,.,800)322.1178 C 1UseFsUil1%I)MmerA3AutoCordfacl 71 ContractsTity of CC-Violet Park Camecho.030118.axm, This Mstallallon of AuloConeact 7"'Is licensed for use to Gearge Clower of The Clower Company and rs not transferable Use by others is a vrotahon of federal copynpht law under Tale 17 U S C.5101. Pr nled 3 27.13 PM 31f12018 Commercial Contract- Improved Property concerning 4301 violet Rd,cc,Tx violet Park 7. PROPERTY CONDITION: A. Present Condition: Buyer accepts the Property in its present condition except that Seller, at Seller's expense, will complete the following before closing:None,Buyer accepts the said property in it AS IS WHERE IS condition with any and all faults-See Exhibit B attached hereto B. Feasibility Period: Buyer may terminate this contract for any reason within 30 days after the effective date (feasibility period) by providing Seller written notice of termination. (Check only one box.) U (1) If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer less $ loo 0o that Seller will retain as independent consideration for Buyer's unrestricted right to terminate. Buyer has tendered the independent consideration to Seller upon payment of the amount specified in Paragraph 5A to the title company. The independent consideration is to be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paraaraph 713(1) or if Buyer fails to deposit the earnest money, Buyer will not have the right to terminate under this Paraaraph 7B. ❑ (2) Not later than 3 days after the effective date, Buyer must pay Seller$ NIA as independent consideration for Buyer's right to terminate by tendering such amount to Seller or Seller's agent. If Buyer terminates under this Paragraph 7B, the earnest money will be refunded to Buyer and Seller will retain the independent consideration. The independent consideration will be credited to the sales price only upon closing of the sale. If no dollar amount is stated in this Paragraph 76(2) or if Buyer fails to pay the independent consideration Buyer will not have the right to terminate under this Paragraph 7B. C. Inspections Studies, or Assessments: (1) During the feasibility period, Buyer, at Buyer's expense, may complete or cause to be completed any and all inspections, studies, or assessments of the Property (including all improvements and fixtures) desired by Buyer. (2) Seller, at Seller's expense, will turn on all utilities necessary for Buyer to make inspections, studies. or assessments. (3) Buyer must: (a) employ only trained and qualified inspectors and assessors; (b) notify Seller, in advance, of when the inspectors or assessors will be on the Property; (c) abide by any reasonable entry rules or requirements of Seller; (d) not interfere with existing operations or occupants of the Property; and (e) restore the Property to its original condition if altered due to inspections, studies, or assessments that Buyer completes or causes to be completed. (4) Except for those matters that arise from the negligence of Seller or Seller's agents, Buyer is responsible for any claim, liability, encumbrance, cause of action, and expense resulting from Buyer's-inspections, studies, or assessments: including any property damage or personal injury Buyer will indemnify, hold harmless, and defend Seller and Seller's agents against any claim involving a matter for which Buyer is responsible under this paragraph. This paragraph survives termination of this contract. D. Property Information: (1) Delivery of Property Information: Within 6 days after the effective date, Seller will deliver to Buyer: (Check all that apply.) (TAR-1801) 1-1-16 Initialed for Identification by Seller and Buyer, _ _ Page 4 of 14 CompW.cr 0encraleo—9 AulcContract 7^'v7 iron AuloRcaay.LLC,1060 W.Refine SWe 101 Hurst.TX 76053(800)522 1178 C WsersVnDowm PentsWutoCoutMU 71CorMdslCny of CC lfiolet Palk-C— acho-030118 am l This stallotion of AutoContract 7^'is licensee for use to C—ge Clower of The Clower Corn,lany and is not transferable Use by others is a violation of federal copyrlOM I"Under Title 17 U S C 4101 Printed 9 21 25 AM 5'712016 Commercial Contract- Improved Property concerning 4301 Violet Rd.,Cc,TX Violet Park ❑ ' ❑ , 1 1 oil Ret pay f6ill 9R GF laeleFe GI96IRg' ❑ ' ❑ ll eF ' ❑ rl4abilitr ' O 4#9 PFGPG4�AL, ❑ " i ❑ eiipepseiReeme NA #g.NIA ; ❑ , studies, @F aRalyse ❑ { (p) (2) Return of Property Information: If this contract terminates for any reason, Buyer will, not later than 10 days after the termination date: (Check all that apply.) ❑ (a) return to Seller all those items described in Paragraph 7D(1) that Seller delivered to Buyer in other than an electronic format and all copies that Buyer made of those items; xJ (b) delete or destroy all electronic versions of those items described in Paragraph 7D(1) that Seller delivered to Buyer or Buyer copied; and U (c) deliver copies of all inspection and assessment reports related to the Property that Buyer completed or caused to be completed. This Paragraph 7D(2) survives termination of this contract. E. Contracts Affecting Operations: Until closing, Seller: (1) will operate the Property in the same manner as on the effective date under reasonably prudent business standards; and (2) will not transfer or dispose of any part of the Property, any interest or right in the Property, or any of the personal property or other items described in Paragraph 2B or sold under this contract. After the feasibility period ends, Seller may not enter into, amend, or terminate any other contract that affects the operations of the Property without Buyer's written approval. 8. LEASES: A. Each written lease Seller is to assign to Buyer under this contract must be in full force and effect according to Its terms. Seller may not enter into any new lease, fail to comply with any existing lease, or make any amendment or modification to any existing lease without Buyer's written consent. Seller must disclose, in writing, if any of the following exist at the time Seller provides the leases to the Buyer or subsequently occur before closing: (1) any failure by Seller to comply with Seller's obligations under the leases, (2) any circumstances under any lease that entitle the tenant to terminale the I ase or seek any offsets or damages; TAR 1801) 1 1-16 Initial^d for Identification by Seller and Buyer Page 5 of 14 Computer generated using AutoContract 7^'v7 from AutoRealty,LLC 1080 W Pipeline,Suite 101 Hurst TX 78053,(800)322-1178 C:1UsemUillDocumentSAutoContrad 7%ContractsZdy of CC-Na1e1 Park-Camacho-030118-nmi This Installation of AutcContrad 7^'Is licensed cr use to George Clower of The Cower Company,and is not transferable Use by others is a violation of federal copyright law under Ttlk 17 US.0 4101 Punted g21 27 AM 7112018 Commercial Contract- Improved Property concerning 4301 Violet Rd.,CC,TX Violet Park (3) any non-occupancy of the leased premises by a tenant; (4) any advance sums paid by a tenant under any lease; (5) any concessions, bonuses, free rents, rebates, brokerage commissions, or other matters that affect any lease; and (6) any amounts payable under the leases that have been assigned or encumbered, except as security for loan(s) assumed or taken subject to under this contract. 13. Egiappe , SelleF will by +Ienafl4 448 me and apy ad-d- FQqwQ6t@rl to 4 ._ ellei: way EJ&Wei; the 6691449d at least 4"ays 9. BROKERS: A. The brokers to this sale are: Principal Broker:The Clower Company Cooperating Broker: Century 21 Best of the Best Agent:George B.Clower Agent:Mary Jane Cam acho Address:P.O.Box 2525 Address:6802 Saratoga Blvd. Corpus Christi Texas 78403 Corpus Christi,Texas 78414 Phone&Fax:361.880 4111 Phone&Fax:361.891.6870 E-mail:-gbclower aol.com E-mail:camachom46 _gmail.com License No.*428055 License No.:0696105 Principal Broker: (Check only one box) Cooperating Broker represents Buyer. U represents Seller only. ❑ represents Buyer only. ❑ is an intermediary between Seller and Buyer. B. Fees: (Check only(1) or(2) below.) (Complete the Agreement Between Brokers on page 14 only if(1) is selected.) U (1) Seller will pay Principal Broker the fee specified by separate written commission agreement between Principal Broker and Seller. Principal Broker will pay Cooperating Broker the fee specified in the Agreement Between Brokers found below the parties' signatures to this contract. ❑ (2) At the closing of this sale, Seller will pay: Principal Broker a total cash fee of: Cooperating Broker a total cash fee of: ❑ NIA % of the sales price. ❑ NIA % of the sales price. ❑ NIA ❑ NIA The cash fees will be paid in Nueces County, Texas. Seller authorizes the title company to pay the brokers from the Seller's proceeds at closing. NOTICE: Chapter 62, Texas Property Code, authorizes a broker to secure an earned commission with a lien against the Property. (TAR-1801) 1 1 16 Initialed for Identification by Seller _and Buye Page 6 of 14 Computer genemteo using AlrteCOMlaol 7^'v7 from Aulo,teeNy LLL,1080 W P Pelma Swig t el,Hurst T)(78053(800)322 1178 C%UsemUJHN)cumemsWuloControd 71COMaclsiCify of CC-V101e1 Palk.C 8 Ch 2803 L6 axmll This mstallallon of AuloConuad 7^r is ficensed for use 10 George Clower of The Clower Como ny,a.O is rot Imnsfemble Use by others Is a violation of federal copyright law under Title 17 U SC 5101 Commercial Contract- Improved Property concerning 4301 violet Rd,cc,TX Violet Park C. The parties may not amend this Paragraph 9 without the written consent of the brokers affected by the amendment. 10. CLOSING: A. The date of the closing of the sale (closing date) will be on or before the later of: (1) M _five(5) days after the expiration of the feasibility period. ❑ NyA _ - (specific date). ❑ NIA (2) 7 days after objections made under Paragraph 6D have been cured or waived. B. If either party fails to close by the closing date, the non-defaulting party may exercise the remedies in Paragraph 15. C. At closing. Seller will execute and deliver to Buyer, at Seller's expense, a ❑ general 8 special warranty deed. The deed must include a vendor's lien if any part of the sales price is financed. The deed must convey good and indefeasible title to the Property and show no exceptions other than those permitted under Paragraph 6 or other provisions of this contract. Seller must convey the Property: (1) with no liens, assessments, or Uniform Commercial Code or other security interests against the Property which will not be satisfied out of the sales price, unless securing loans Buyer assumes; (2) without any assumed loans in default; and (3) with no persons in possession of any part of the Property as lessees, tenants at sufferance, or trespassers except tenants under the written leases assigned to Buyer under this contract. D. At closing, Seller, at Seller's expense, will also deliver to Buyer: (1) tax statements showing no delinquent taxes on the Property; (2) a bill of sale with warranties to title conveying title, free and clear of all liens, to any personal property defined as part of the Property in Paragraph 2 or sold under this contract, (3) an assignment of all leases to or on the Property; (4) to the extent that the following items are assignable, an assignment to Buyer of the following items as they relate to the Property or its operations: (a) licenses and permits; (b) maintenance, management, and other contracts; and (c) warranties and guaranties; (5) a rent roll current on the day of the closing certified by Seller as true and correct; (6) evidence that the person executing this contract is legally capable and authorized to bind Seller; (7) an affidavit acceptable to the title company stating that Seller is not a foreign person or. if Seller is a foreign person, a written authorization for the title company to: (i) withhold from Seller's proceeds an amount sufficient to comply applicable tax law; and (li) deliver the amount to the Internal Revenue Service together with appropriate tax forms; and (8) any notices, statements, certificates, affidavits, releases, and other documents required by this contract, the commitment, or law necessary for the closing of the sale and the issuance of the title policy, all of which must be completed and executed by Seller as necessary- E. At closing, Buyer will: (1) pay the sales price in good funds acceptable to the title company; (2) deliver evidence that the person executing this contract is legally capable and authorized to bind Buyer: (3) sign and send to each tenant in the Property a written statement that: (a) acknowledges Buyer has received and is responsible for the tenant's security deposit; and (b) specifies the exact dollar amount of the security deposit; (4) sign an assumption of all leases then in effect; and (5) execute and deliver any notices, statements, certificates, or other documents required by this contract or law necessary to close the sale. 6(TAR-1801) 1-1-16 initialed for Identification by Seller , __ and Buyer T Page 7 of 14 Computer genemteo—rig AutuContract 7^'v7 from Autortcany,LLC 1050 W Plpema.Suite 101,Hurst.1 76053(aoo)=1178C 1AJ varJ3oe ents%AUtocom�d 71Contmds%C7y of CC V.Aet Park-Camadlo-030118 axml This installation of Au,oConlrad 7—is li—sed for use to George Cl—of The Clower Comparry and l5 not transferable Use by oNers is a violation 01 le0eral acopyright Ia.under Title 17 U 5 c.§101 Printed 721 30 AM 3;12010 Commercial Contract- Improved Property concerning 4301 Violet Rd.,CC,TX Violet Park F. Unless the parties agree otherwise, the closing documents will be as found in the basic forms in the current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses. 11. POSSESSION: Seller will deliver possession of the Property to Buyer upon closing and funding of this sale in its present condition with any repairs Seller is obligated to complete under this contract, ordinary wear and tear excepted. Any possession by Buyer before closing or by Seller after closing that is not authorized by a separate written lease agreement is a landlord-tenant at sufferance relationship between the parties. 12. SPECIAL PROVISIONS: The following special provisions apply and will control in the event of a conflict with other provisions of this contract. (If special provisions are contained in an Addendum, identify the Addendum here and reference the Addendum in Paragraph 22D.) See attached Addendum-to Commercial Contract attached hereto 13. SALES EXPENSES: A. Seller's Expenses: Seller will pay for the following at or before closing: (1) releases of existing liens, other than those liens assumed by Buyer, including prepayment penalties and recording fees; (2) release of Seller's loan liability, if applicable; (3) tax statements or certificates; (4) preparation of the deed and any bill of sale; (5) one-half of any escrow fee; (6) costs to record any documents to cure title objections that Seller must cure; and (7) other expenses that Seller will pay under other provisions of this contract. B. Buyer's Expenses: Buyer will pay for the following at or before closing: (1) all loan expenses and fees; (2) preparation fees of any deed of trust; (3) recording fees for the deed and any deed of trust; (4) premiums for flood and hazard insurance as may be required by Buyer's lender, (5) one-half of any escrow fee; and (6) other expenses that Buyer will pay under other provisions of this contract. a for Identification b Seller — and Buyer _ _ Page 8 of 14 (TAR 1801) 1-1 16 InitialedY C WunUilODan,menlsWuloContrars 71ContraCWCily of CC-Motel Park-Camacho-030118 unit Computer generated uslnp AuloCOnlreG 7^'v7,from AutORaally LLC,1080 W Pipeline,Gune 101 Hurt T%79057(800)322 1170 Printed 9 21 31 AM 3/1/2010 This Installation of AutoContmcl 7* is Ikon ed for use to George Clower of The Clower Ccmpany and is not transferable Use by others is a rwlalion of federal wpynghl law urMer Title 17 U S.0§IDI Commercial Contract- Improved Property concerning $301 violet Rd.,cc, TX `°irlp,g 14. PRORATIONS: A. Prorations: (1) Interest on any assumed loan, taxes, rents, and any expense reimbursements from tenants will be prorated through the closing date. (2) If the amount of ad valorem taxes for the year in which the sale closes is not available on the closing date, taxes will be prorated on the basis of taxes assessed in the previous year. If the taxes for the year in which the sale closes vary from the amount prorated at closing, the parties will adjust the prorations when the tax statements for the year in which the sale closes become available. This Paragraph 14A(2) survives closing. (3) If Buyer assumes a loan or is taking the Property subject to an existing lien, Seller will transfer all reserve deposits held by the lender for the payment of taxes, insurance premiums, and other charges to Buyer at closing and Buyer will reimburse such amounts to Seller by an appropriate adjustment at closing. B. Rollback Taxes: If Seller's use or change in use of the Property before closing results in the assessment of additional taxes, penalties, or interest (assessments) for periods before closing, the assessments will be the obligation of Seller. If this sale or Buyer's use of the Property after closing results in additional assessments for periods before closing, the assessments will be the obligation of Buyer. This Paragraph 14B survives closing. C. Rent and Security Deposits: At closing, Seller will tender to Buyer all security deposits and the following advance payments received by Seller for periods after closing: prepaid expenses, advance rental payments, and other advance payments paid by tenants. Rents prorated to one party but received by the other party will be remitted by the recipient to the party to whom it was prorated within 5 days after the rent is received. This Paragraph 14C survives closing. 15. DEFAULT: A. If Buyer fails to comply with this contract, Buyer is in default and Seller, as Seller's sole remedy(ies), may terminate this contract and receive the earnest money, as liquidated damages for Buyer's failure except for any damages resulting from Buyer's inspections, studies or assessments in accordance with Paragraph 7C(4) which Seller may pursue, or (Check if applicable) 0 enforce specific performance, or seek such other relief as may be provided by law. B. If, without fault, Seller is unable within the time allowed to deliver the esteppel eekffifiea4es, survey or the commitment, Buyer may: (1) terminate this contract and receive the earnest money, less any independent consideration under Paragraph 713(1), as liquidated damages and as Buyer's sole remedy; or (2) extend the time for performance up to 15 days and the closing will be extended as necessary. C. Except as provided in Paragraph 15B, if Seller fails to comply with this contract, Seller is in default and Buyer may: (1) terminate-this contract and receive the earnest money, les.s any independent consideration under Paragraph 713(1), as liquidated damages and as Buyer's sole remedy; or . than the eles ng elate. it,witheut fault, geller is 1IR141410 tR_ 12119 Gla, 19HYeF FAa!ii,.L , (TAR-1801) 1 1-16 Initialed for Identification by Seller-, _and Buyer Page 9 of 14 ,;. Pusr generaleo using AuIoContrVJ 7-v7,aom AulaRealty.LLC.1080 W Pipeline.Sulk 101 Hurst,7X 70053.(800)322-1178 C XU a Ula,Doo,menlsWutoConlracl7fContractslCi y of CC kolel Park-Camacho-030118 a rml This 1n51a11MMn of AUInCon11W 7-i5 kensad for use to George Ocnver of The Clower Company and Is not transferable Use by olhers is a violation ci federal copinight law under Tillo 17 U S C§101 Printed:3'28 39 PM 311201R Commercial Contract- Improved Property concerning 4301 Violet Rd.,CC,TX Violet Park (2) extend the time for performance up to 15 days and closing will be extended as necessary; or (3) accept at closing: (i) the Property in its damaged condition; (ii) an assignment of any insurance proceeds Seller is entitled to receive along with the insurer's consent to the assignment; and (iii) a credit to the sales price in the amount of any unpaid deductible under the policy for the loss. B. If before closing, condemnation proceedings are commenced against any part of the Property, Buyer may: (1) terminate this contract by providing written notice to Seller within 15 days after Buyer is advised of the condemnation proceedings and the earnest money, less any independent consideration under Paragraph 76(1), will be refunded to Buyer; or (2) appear and defend the condemnation proceedings and any award will, at Buyer's election, belong to: (a) Seller and the sales price will be reduced by the same amount- or (b) Buyer and the sales price will not be reduced. 17.ATTORNEY'S FEES: If Buyer, Seller, any broker, or the title company is a prevailing party in any legal proceeding brought under or with relation to this contract or this transaction, such party is entitled to recover from the non prevailing parties all costs of such proceeding and reasonable attorneys fees This Paragraph 17 survives termination of this contract. 18. ESCROW: A. At closing, the earnest money will be applied first to any cash down payment, then to Buyer's closing costs, and any excess will be refunded to Buyer. If no closing occurs, the title company may require payment of unpaid expenses incurred on behalf of the parties and a written release of liability of the title company from all parties. B. If one party makes written demand for the earnest money, the title company will give notice of the demand by providing to the other party a copy of the demand. If the title company does not receive written objection to the demand from the other party within 15 days after the date the title company sent the demand to the other party, the title company may disburse the earnest money to the party making demand, reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and the title company may pay the same to the creditors. C. The title company will deduct any independent consideration under Paragraph 713(1) before disbursing any earnest money to Buyer and will pay the independent consideration to Seller. D. If the title company complies with this Paragraph 18, each party hereby releases the title company from all claims related to the disbursal of the earnest money. E. Notices under this Paragraph 18 must be sent by certified mail, return receipt requested. Notices to the title company are effective upon receipt by the title company. F. Any party who wrongfully fails or refuses to sign a release acceptable to the title company within 7 days after receipt of the request will be liable to the other party for: (i) damages; (ii) the earnest money; (III) reasonable attorney's fees; and (iv) all costs of suit. G. ❑ Seller ❑ Buyer intend(s)to complete this transaction as a part of an exchange of like kind properties in accordance with Section 1031 of the Internal Revenue Code, as amended. All expenses in connection with the contemplated exchange will be paid by the exchanging party. The other party will not incur any expense or liability with respect to the exchange. The parties agree to cooperate fully and in good faith to arrange and consummate the exchange so as to comply to the maximum extent feasible with the provisions of Section 1031 of the Internal Revenue Code. The other provisions of this contract will not be affected in the event the contemplated exchange fails to occur. 7 (TAR-1801) 1-1-16 Initialed for Identification by Seller and Buyer Page 10 of 14 Compwer generated using AuloComrea 7—v7,from Aut.Raalty LLC,1060 W PRpellno Suite 101 Hurst TX 78053(8001322.1178 C eiseRUOhDOcumenlsWnoContred 71Conlracls•Cily v1 LC-Urokt Park Camecno 030118 aunl This installation c1 AutuContract 7^15 licensed for use to Georg!dower o1 The Clower Company and is not lransferaole Use oy others¢a viomaoon of federal Mpyrrght law under Title 17 U 5 C§101 Pdrncd 9 21 34 AM 31112010 Commercial Contract- Improved Property concerning 4301 violet Rd.,CC,Tic Violet Park , ❑ . 1 20. NOTICES: All notices between the parties under this contract must be in writing and are effective when hand-delivered, mailed by certified mail return receipt requested, or sent by facsimile transmission to the parties addresses or facsimile numbers stated in Paragraph 1. The parties will send copies of any notices to the broker representing the party to whom the notices are sent. ❑ A. Seller also consents to receive any notices by e-mail at Seller's e-mail address stated in Paragraph 1. ❑ B. Buyer also consents to receive any notices by e-mail at Buyer's e-mail address stated in Paragraph 1. 21. DISPUTE RESOLUTION: The parties agree to negotiate in good faith in an effort to resolve any dispute related to this contract that may arise. If the dispute cannot be resolved by negotiation, the parties will submit the dispute to mediation before resorting to arbitration or litigation and will equally share the costs of a mutually acceptable mediator. This paragraph survives termination of this contract. This paragraph does not preclude a party from seeking equitable relief from a court of competent jurisdiction. 22. AGREEMENT OF THE PARTIES: A. This contract is binding on the parties, their heirs, executors, representatives, successors, and permitted assigns. This contract is to be construed in accordance with the laws of the State of Texas. If any term or condition of this contract shall be held to be invalid or unenforceable, the remainder of this contract shall not be affected thereby. B. This contract contains-the entire agreement-eff--the tpAmies and may net be chang-ed nxcept-in writing. C. If this contract Is executed in a number of identical counterparts, each counterpart is an original and all counterparts, collectively, constitute one agreement D. Addenda which are part of this contract are: (Check all that apply.) U (1) Property Description Exhibit identified in Paragraph 2; ❑ , 10 (3) Commercial Contract Financing Addendum (TAR-1931); ❑ ; (TAR-1801) 1-1-15 Initialed for Identification by Seller and Buyer Page 11 of 14 Cwnmlw generaled us.ng AutaContract7"v7 fmm AuloRca0y,LLC,1000 W.Pipeline Swte 101 Nurat.TX 78053.(800)122-1 t78 C WmmUiI Documents\AuloContract 71Contracts%Cityof CC Nolel Park-Cemacno 030118 muni This irSlaflet on of AuloContled 7"n licensed for use 10 George Clower of The Clower Company and is not tmnsremMe Uso by others is a violation of federal capyn0ht lew under Title 17 U S C 5101 Printed 0'21 38 AM 3112018 Commercial Contract- Improved Property concerning 4301 violet Rd.,CC,TX violet Park X5 FAR 1996)-, ❑ ( . ❑ ' ❑ ' U (10) Information About Brokerage Services (TAR-2501); and ❑ (1 1) Addendum to Commercial Improved Contract and Exhibit B-AS IS Addendum (Note: Counsel for the Texas Association of REAL TORSO(TAR)has determined that any of the foregoing addenda which are promulgated by the Texas Real Estate Commission(TREC)or published by TAR are appropriate for use with this form.) E. Buyer U may ❑ may not assign this contract. If Buyer assigns this contract, Buyer will be relieved of any future liability under this contract only if the assignee assumes, in writing, all of Buyer's obligations under this contract. 23.TIME: Time is of the essence in this contract. The parties require strict compliance with the times for performance. If the last day to perform under a provision of this contract falls on a Saturday, Sunday, or legal holiday, the time for performance is extended until the end of the next day which is not a Saturday, Sunday, or legal holiday. 24. EFFECTIVE DATE: The effective date of this contract for the purpose of performance of all obligations is the date the title company receipts this contract after all parties execute this contract. 25.ADDITIONAL NOTICES: A. Buyer should have an abstract covering the Property examined by an attorney of Buyer's selection, or Buyer should be furnished with or obtain a title policy. B. If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49, Texas Water Code, requires Seller to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fees of the district before final execution of this contract. C. Notice Required by §13.257, Water Code: "The real property, described below, that you are about to purchase may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned purchaser hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in the notice or at closing of purchase of the real property." The real property is described in Paragraph 2 of this contract. D—. If-the Prope+-ty-adioins--or-shar$s a common boundary with the tidally influenced submerged lands of the state, §33.135, Texas Natural Resources Code, requires a notice regarding coastal area property to be included as part of this contract. E. If the Property is located seaward of the Gulf Intracoastal Waterway, §61.025, Texas Natural Resources Code, requires a notice regarding the seaward location of the Property to be included as part of this contract. F. If the Property is located outside the limits of a municipality, the Property may now or later be included in the extra territorial jurisdiction (ETJ) of a municipality and may now o later be subject to annexation by the municipality. Each municipality maintains a map that depi its bo aries and ETJ. To (TAR-1801) 1-1-16 Initialed for Identification by Seller and Buye 9 Page 12 of 14 Computer Oenemted using AtneContrBCt 7^r v7,from AutoReaBy LLC,1000 W Pipeline,Suite 101.Hurst TX 78053(800)322-1178 C 41s,m,uuoommerns%AaleCw,I-1 71Comraclu%Clty of CC "... Pork nleedama921cho 37:a7r�f.,a?' r,� 9 13 s Asa= This installation of AwoContract 7^'is licensed for use to Gecrge Clower of The Cower Company,and s not ourrsfemble Use by others is a viotini-of federal mpyrgat law under Title 17 U S C§101 Pdis Commercial Contract-Improved Property concerning 4301 violet Rd.,CC,TX Violet Park _ determine if the Property is located within a municipality's ETJ, Buyer should contact all municipalities located in the general proximity of the Property for further information G. If apartments or other residential units are on the Property and the units were built before 1978, federal law requires a lead-based paint and hazard disclosure statement to be made part of this contract. H. Section 1958.154, Occupations Code requires Seller to provide Buyer a copy of any mold remediation certificate issued for the Property during the 5 years preceding the date the Seller sells the Property. I. Brokers are not qualified to perform property inspections, surveys, engineering studies, environmental assessments, or inspections to determine compliance with zoning, governmental regulations, or laws. Buyer should seek experts to perform such services. Buyer should review local building codes, ordinances and other applicable laws to determine their effect on the Property. Selection of experts, inspectors, and repairmen is the responsibility of Buyer and not the brokers. Brokers are not qualified to determine the credit worthiness of the parties. J. NOTICE OF WATER LEVEL FLUCTUATIONS: If the Property adjoins an Impoundment of water, including a reservoir or lake, constructed and maintained under Chapter 11, Water Code, that has a storage capacity of at least 5,000 acre-feet at the impoundment's normal operating level, Seller hereby notifies Buyer: "The water level of the impoundment of water adjoining the Property fluctuates for various reasons, including as a result of: (1) an entity lawfully exercising its right to use the water stored in the impoundment; or (2) drought or flood conditions." 26. CONTRACT AS OFFER: The execution of this contract by the first party constitutes an offer to buy or sell the Property. Unless the other party accepts the offer by 5:00 p.m., In the time zone in which the Property is located, on March 31st,2018 . the offer will lapse and become null and void. READ THIS CONTRACT CAREFULLY. The brokers and agents make no representation or recommendation as to the legal sufficiency, legal effect, or tax consequences of this document or transaction. CONSULT your attorney BEFORE signing. Seller. City of Corpus Christi,a Texas municipal corporation Buyer Isaac Camacho&Janet Lynn Camacho By By: By(signature) By(signature): �— Printed Name. Printed Name: Title: Title: By: By: / p By(signature): By(signatur v — Printed Name. Printed Title: Title: (TAR-1801) 1-1-16 Page 13 of 14 Computer generated using AuloCunuaG 7"'v7,from Autoftealty,LLC,INOW.Pipeline,Su.le 101.Hurst,TX 78053(1100)322-1178 C WMMUapDocumantstAutoConboo MommclsLity o1 CC-Violet Park-Camacho-030118 a tml This Instahanon of AUJoContrao 7^Is Ikensed for use to George Clower of The Clower Company,and is not transferable Use by others is a violation of federal copyr101tt law unser Tdle 17 U 5 C§101 Printed 9 21 39 AM 3/112018 Commercial Contract- Improved Property concerning AGREEMENT BETWEEN BROKERS (use only if Paragraph 9B(l)is effective) Principal Broker agrees to pay Century 21 Best of the Best (Cooperating Broker) a fee when the Principal Broker's fee is received. The fee to be paid to Cooperating Broker will be: ❑ $NIA , or U 2.25 % of the sales price, or ❑ NIA % of the Principal Broker's fee. The title company is authorized and directed to pay Cooperating Broker from Principal Broker's fee at closing. This Agreement Between Brokers supersedes any prior offers and agreements for compensation between brokers. Principal Broker: The Clower Company c/o George B.Clower Cooperating Broker: Century 21 Best of the Best c/o Lowell Gaut By: By, ATTORNEYS Seller's attorney: Buyer's attorney: Address: Address- Phone&Fax: Phone&Fax: E-mail: E-mail: Seller's attorney requests copies of documents, Buyer's attorney requests copies of documents. notices, and other information: notices, and other information: ❑ the title company sends to Seller. ❑ the title company sends to Buyer. ❑ Buyer sends to Seller. ❑ Seller sends to Buyer. ESCROW RECEIPT The title company acknowledges receipt of: ❑ A. the contract on this day (effective date); ❑ B. earnest money in the amount of$ 1,000.0o in the form of on Title company:San Jacinto Title Co-of C.C. Address, 520 Lawrence St.CC,Texas 78401 By: Phone&Fax: 361.884.7582 Assigned file number(GF#): E-mail: shellygrahmann(4sanjacintotitle.com (TAR-1801) 1-1-16 Page 14 of 14 Computer generated uv99 AulaComract 7^'v7,from AutoReahy,LLC,1060 W.Pipeline,Suite 101,Hurst,Tx 7W53.(800)322-1178 C 1llsenUlloo mer %AW Controa 7\ConaoaslCdY or CC-VMW Park Camacho•030118 aaml This instaaation of AutoContrea 7^Is lk—sed for use to George Clower of The Clower Company,and is not transferable Use by others is a violation of federal copyright Ww under Tdle 17 U 5 C§101 Primed 9 21 40 AM 3112018 TEXAS /ASSOCIATION 01• REALTORS' COMMERCIAL CONTRACT FINANCING ADDENDUM l� E 1-TH S FORM BY PERSONS WHO ARE NOT MEMBERS OF THE TEXAS ASSOC ATION OF REALTORS®IS NOT AUT-,ORIZED ®Texas Assoc abon of REALTY.-QRS®, nz.2010 ADDENDUM TO COMMERCIAL CONTRACT BETWEEN THE UNDERSIGNED PARTIES CONCERNING THE PROPERTY AT 4301 Violet Road,Corpus Christi,Texas Violet Park The portion of the Sales Price not payable in cash will be paid as follows: (Check all that apply.) A. THIRD PARTY FINANCING: (1) The contract is contingent upon Buyer obtaining a third party loan(s) secured by the Property in the amount of$ 115,000.00 for not less than years with the initial interest rate not to exceed 9.000% per annum and payments calculated on an amortization period of no less than years. (2) Buyer will apply for the third party loan(s) described in Paragraph A(1) promptly after the effective date. If Buyer cannot obtain the loan(s), Buyer may give Seller written notice within days after the effective date and the contract will terminate and the earnest money, less any independent consideration under Paragraph 713(1) of the contract, will be refunded to Buyer. If Buyer does not give such notice within the time required, this contract will no longer be subject to the contingency described in this Paragraph A. (3) Each note to be executed under this addendum is to be secured by vendor's and deed of trust liens. ❑ B. ASSUMPTION. (1) Buyer will assume the unpaid principal balance of the existing promissory note secured by the Property payable to NIA dated NIA which balance at closing will be$ NIA . (2) Buyer's initial payment will be the first payment due after closing. Buyer's assumption of the existing note includes all obligations imposed by the deed of trust securing the note, recorded in NIA (recording reference) in the real property records of the county where the Property is located. (3) If the unpaid principal balance of the assumed loan as of the date of closing varies from the loan balance stated in Paragraph B(1), the cash payable at closing will be adjusted by the net amount of any variance; provided, if the total principal balance of the assumed loan varies in an amount greater than $ NIA at closing, either party may terminate this contract and the earnest money will be refunded to Buyer unless either party elects to eliminate the excess in the variance by an appropriate adjustment at closing (4) Buyer may terminate the contract and the earnest money, less any independent consideration under Paragraph 713(1) of the contract. will be refunded to Buyer if the note holder on assumption requires: (a) Buyer to pay an assumption fee in excess of$ NIA and Seller declines to pay such excess; (b) an increase in the interest rate to more than NIA%; or (c) any other modification of the loan documents. (5) Unless Seller is released of liability on any assumed note, Seller requires a vendor's lien and deed of trust to secure assumption, which will be automatically released on execution and delivery of a release by the note holder. TAR 1931, 1-26-10 In!t°aled fF Identification by Seller: and Buye Page 1 of 4 •i,:AutoConaacl`^ L C 1060 W P peline Sade 101 Hu;s'TX 76057(6001322-1770 C%Usersk Cl"erVAus�cAocumertslACWmlFinancung Addendum-Ring-022310 T 4 f ct'-a I.censed t,.. ., ,*.on Propert es and a not transferable Use by others is n violatmn of federal copyright law under Tde 17 USC§101 pnmed 09 01-2018 Commercial Contract Financing Addendum concerning 4301 Violet Road,Corpus Christi,Texas Violet Park (6) If assumption approval is required by the note holder, Buyer will apply for assumption approval within NIA days after the effective date of the contract and will make every reasonable effort to obtain assumption approval. If Buyer cannot obtain assumption approval, Buyer may give Seller written notice within NIA days after the effective date and the contract will terminate and the earnest money, less any independent consideration under Paragraph 76(1) of the contract, will be refunded to Buyer. If Buyer does not give such notice within the time required and Buyer does not close because Buyer is not able to assume the existing note, Buyer will be in default. ❑ C. SELLER FINANCING: (1) At closing, Buyer will execute and deliver a promissory note (the note) from Buyer to Seller in the amount of$ NIA , bearing NIA% interest per annum. Matured, unpaid amounts will bear interest at the maximum rate of interest allowed by law. (2) The note will be payable as follows ❑ (a) In one payment, due NIA after the date of the note, with interest payable: ❑ (i) monthly ❑ (ii)NIA ❑ (b) In installments of$ NIA ❑ including interest ❑ plus interest beginning NIA after the date of the note and continuing at ❑ monthly ❑ NIA intervals thereafter for NIA when the entire balance of the note will be due and payable. ❑ (c) Interest only in ❑ monthly ❑ NIA installments for the first NIA years and thereafter in installments of$ NIA ❑ including interest ❑ plus interest beginning NIA after the date of the note and continuing at ❑ monthly ❑ NIA intervals thereafter for NIA when the entire balance of the note will be due and payable. (3) The note will be secured by vendor's and deed of trust liens and an assignment of leases payable at the place designated by Seller. (4) The note will provide that if Buyer fails to timely pay an installment within 10 days after the installment is due, Buyer will pay a late fee equal to 5% of the installment not paid. (5) The note ❑ will ❑ will not provide for liability (personal or corporate) against the maker in the event of default. (6) The note may be prepaid in whole or in part at any time without penalty. Any prepayments are to be applied to the payment of the installments of principal last maturing and interest will immediately cease on the prepaid principal. (7) The lien securing payment of the note will be inferior to any lien securing any superior note described in this addendurn. If an owner's policy of title insurance is furnished Buyer. at Buyer's expense, will furnish Seller with a mortgagee title policy in the amount of the note at closing. (8) If all or any part of the Property is sold or conveyed without Seller's prior written consent, Seller, at Seller's option, may declare the outstanding principal balance of the note, plus accrued interest, immediately due and payable. Any of the following is not a sale or conveyance of the Property: (a) the creation of a subordinate lien; (b) a sale under a subordinate lien; (c) a deed under threat or order of condemnation-, (d) a conveyance solely between the parties; or (e) the passage of title by reason of death of a maker or operation of law. (TAR-1931)1-26-10 Initialed for Identification by Seller: and Buye • ._-� Page 2 of 4 Compute-generated using AutcContracO"v602 software from AutoRealty,LLC 'CROW Ppe in*Sive 101 Hurst TX 76053(800,322 1178 Clusersl7m ClowetlMusic'DocumentsW^Win-S-a,wng Addendum-Ring-022310 This nstaltation of AutoContracti°•s Incensed for use to Betty Gaston of Gaston Properties and is not transferable Use by others is a violation of federal copyright law under Title 17 US C§101 printed 03-01-2016 CommerciaContract Financing Addendum concerning 4301 Violet Road,Corpus Christi,Texas Violet Park (9) Deposits for Taxes and Insurance: Together with the principal and interest installments, Buyer 0 wili 0 will not deposit with Seller a pro rata part of the estimated annual ad valorem taxes on the Property and a pro rata part of the estimated annual insurance premiums for the improvements on the Property. (a) If Buyer deposits taxes and insurance deposits with Seller, Buyer agrees that the taxes and insurance deposits are only estimates and may be insufficient to pay total taxes and insurance premiums. Buyer agrees to pay any deficiency within 30 days after Seller notifies Buyer of any deficiency. Buyer's failure to pay the deficiency is a default under the deed of trust. (b) If any superior lien holder on the Property collects payments for taxes and insurance, any requirement to deposit taxes and insurance deposits with Seller under this addendum is inoperative so long as payments are being made to the superior lien holder. (10) Any event that constitutes a default under any superior lien constitutes a default under the deed of trust securing the note. (11) The note will include a provision for reasonable attorney's fees for any collection action. (12) Unless the parties agree otherwise, the form of the note and loan documents will be as found in the current edition of the State Bar of Texas Real Estate Forms Manual without any additional clauses. ❑ D. CREDIT APPROVAL ON ASSUMPTION OR SELLER FINANCING: (1) To establish Buyer's creditworthiness for assumption approval or seller financing, Buyer will deliver to Seller the following information (Buyer's documentation)within NIA days after the effective date of the contract: ❑ (a) verification of employment, including salary; J (b) verification of funds on deposit in financial institutions; ❑ (c) current financial statement; ❑ (d) credit report; ❑ (e) tax returns for the following years NIA , ❑ (f) (2) If Buyer does not timely deliver Buyer's documentation or Seller determines, in Seller's sole discretion. that Buyer's creditworthiness is not acceptable, Seller may terminate the contract by giving written notice to Buyer not later than NIA days after the date Buyer must deliver Buyer's documentation under Paragraph D(1) and the earnest money, less any independent consideration under Paragraph 7B(1) of the contract, will be refunded to Buyer. If Seller does not timely terminate the contract under this paragraph, Seller will be deemed to have accepted Buyer's credit. ❑ E. SPECIAL PROVISIONS: NrA (TAR-1931)1-26-10 Initialed for Identification by Seller: and Suye _ Page 3 of 4 Compute-generated using AutoContract"v602 software from AutoReally LLC 1060W Pipe:.ne Suite 101 Hurst.TX 78053,(800)322-1176 CWseislTm CbwetWLsicloocumentsKCWinFinancing Aedendum-Ring-022318 This instal'atlon of AutoContraclTM is Lwnsed fcr use to Betty Gaston of Gaston Properties and is rat transferable Use Oy cthers is a violation of federal oopynght law under Tide 17 US C§101 printed 03-012016 Commercial Contract Financing Addendum concerning 4301 Violet Road,Corpus Christi,Texas Violet Park Seller:City of Corpus Christi,a Texas municipal corporation Buyer:Isaac Camacho&Janet Lynn Camacho By: By: By(signature). By(signature): ^� Panted Name:61 Printed Name: Title Owner Title: By: By: By(signature) By(signatde- Printed Name: Printed Name. 0 Title: Title: r (TAR-1931)1--26-10 Page 4 of 4 6L'art'ifruter cf®s`e�ate[i a.s n�nu?uG:�ira� -d'a vafwva*imrro r6 hRea,f UO WIN IN npeht: e'11 M-1 wx o,. 63 )32z?78 C.t l e' ri:o a 1,fi�,wlflneumsnislkt.k ..i->.!'C I O 4d r.ureI RN 022", 6 1. 61 d£.e defy vaMns a!Gamw,Arc;�me?i�s—6 E_nab f-�,:,4crads V1.ty arose„.5 a v=@ia4�.;c•f�d—w caE'r'tlBt' ..:der Td_..3. .;G 3 oqP ponied 03 01 t4 t$ ADDENDUM to the COMMERCIAL CONTRACT - IMPROVED PROPERTY between THE CITY OF CORPUS CHRISTI, a Texas Municipal Corporation (the "SELLER") and Isaac Camacho & Janet Lynn Camacho (the "BUYER") 1. This contract is contingent upon final approval from the Corpus Christi City Council. ?. Buyer acknowledges that the subject property is being sold in its AS IS WHERE IS condition with any and all faults per the addendum attached hereto as Exhibit B. 3. Buyer, at Buyers sole expense. shall be responsible for any and all platting and or zoning application fees and any associated expenses related to platting or rezoning the said property. 4. If due to factors beyond Seller's control. the commitment and/or the exception documents are not delivered within the time required, either party may terminate this contract and the earnest money be refunded to Buyer, as its sole remedy. 5. Buyer, at Buyer's sole expense during the Feasibility Period will verify with the City of Corpus Christi—Development Services that the Buyer's intended use is permitted in the current zoning district of RS-6 (Single Family 6) for the said property. 6. In regards to Paragraph 17—ATTORNEY FEES: the last sentence shall be modified to read as followed: "This Paragraph 17 survives termination of this contract, however, the Seller shall not be liable for any such attorney's fees." Seller's Initial's Buyer's Initial's EXHIBIT "A" Property Description No. SWAY .,•► "poLT . g It 7931 10 A .g0 v ,•;'•`' x � 110 20 T Q •a �l w'�` 1 O T70 BC • fir n` /..r t 1'fB tt � � , a..SetAs DRIVE ,. ���.__ rte z4 26j 1382460 359.66 2 ► Y - A70 � sWlze 00 0 eq 50 -40 aAL 4 00 3 U OL1 T t Ft�r i N 6 ► es N -10 # A332.3' 9. MUN DR. ,,.'..� ► NDSORp so fl-64 3 ,+n Z MAR r1 n.1c An improved tract of land located at 4301 Violet Road being legally described as Martine Subdivision, Lots 1, 2, & 3, Block 1, Corpus Christi, Nueces County, Texas with any and all improvements contained thereon. NCAD Tax ID#4868-0001-0010. Seller's Initial's .Buyer's Initial' EXHIBIT "B" "AS-IS" PURCHASE (A) BUYER ACKNOWLEDGES AND AGREES THAT BUYER IS PURCHASING THE PROPERTY "AS-IS" "WHERE-1S" AND "WITH ALL FAULTS" WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES, EITHER EXPRESSED OR IMPLIED, OF ANY KIND, NATURE, OR TYPE WHATSOEVER FROM, OR ON BEHALF OF, SELLER. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, BUYER ACKNOWLEDGES AND AGREES THAT SELLER HEREBY EXPRESSLY DISCLAIMS, ANY AND ALL IMPLIED WARRANTIES CONCERNING THE CONDITION OF THE PROPERTY AND ANY PORTIONS THEREOF, INCLUDING, BUT NOT LIMITED TO, ENVIRONMENTAL CONDITIONS, PRESENCE OR ABSENCE OF HAZARDOUS MATERIALS, AND ALSO THE IMPLIED WARRANTIES OF HABITABILITY, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. (B) BUYER ACKNOWLEDGES AND AGREES THAT BUYER HAS NOT RELIED, AND WILL NOT RELY, UPON ANY REPRESENTATIONS OR WARRANTIES (ORAL OR WRITTEN) MADE BY OR PURPORTEDLY MADE ON BEHALF OF SELLER, UNLESS SUCH REPRESENTATIONS AND WARRANTIES ARE EXPRESSLY SET FORTH IN THIS AGREEMENT. (C) EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED IN THIS AGREEMENT, BUYER AGREES THAT NO REPRESENTATION BY OR ON BEHALF OF SELLER OR THE SELLER'S AGENTS HAVE BEEN MADE TO BUYER AS TO THE CONDITION OF THE PROPERTY, ANY RESTRICTIONS RELATED TO THE DEVELOPMENT OF THE PROPERTY, THE APPLICABILITY OF OR COMPLIANCE WITH ANY GOVERNMENTAL REQUIREMENTS, INCLUDING, BUT NOT LIMITED TO, ENVIRONMENTAL LAWS, OR THE SUITABILITY OF THE PROPERTY FOR ANY PURPOSE WHATSOEVER. Seller's Initial's uyer's Initial' 6. SC o `fir o� U AGENDA MEMORANDUM NoRPORAtEO 1852 Emergency Ordinance(Amended) for the City Council Meeting of March 27, 2018 Second Reading Ordinance for the City Council Meeting of April 10, 2018 DATE: March 21, 2018 TO: Margie C. Rose, City Manager FROM: E. Jay Ellington, Director, Parks and Recreation Department JayEll@cctexas.com 361-826-3460 Ordinance authorizing parks and recreation fee adjustments at or below 25% CAPTION: Ordinance authorizing parks and recreation fee adjustments. PURPOSE: Approve proposed fees increasing by less than or equal to 25% for FY17-18. BACKGROUND AND FINDINGS: During the March 20, 2018 regular meeting, the Parks & Recreation Director presented the annual fee recommendations for new fees and fees with changes over 25% to the Council for review and approval. Upon approval, the Council made a motion to require all fee increases for Parks & Recreation to come before the City Council annually for review. The Parks and Recreation department has 329 fees. 122 fees have no increases for 2018. 59 fees are new fees as well as 23 fees have increases higher than 25% and have been previously approved by the City Council. Proposed here are 125 fees additional fees that require Council approval. Fee increases are needed to continue to provide services at their optimum level and to allow us to provide self-support to off-set operating costs. The new fees and fee increases will be monitored for the remainder of this fiscal year and will be incorporated into the 2018—2019 Proposed Budget. ALTERNATIVES: None. OTHER CONSIDERATIONS: None. CONFORMITY TO CITY POLICY: City Council approval is required to adjust fees. EMERGENCY/ NON-EMERGENCY: Staff is requesting an emergency reading. According to Article II, Section 14 of the City Charter, an item can be classified as an emergency because it calls for"immediate action necessary for the efficient and effective administration of the city's affairs". DEPARTMENTAL CLEARANCES: Parks and Recreation Department Legal FINANCIAL IMPACT: ❑ Operating X Revenue ❑ Capital ❑ Not applicable Project to Date Expenditures Fiscal Year: 2017-18 CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered/ Expended Amount This item $218,076 $436,152 $6541228 BALANCE $218,076 $436,152 $654,228 Fund(s): General Fund Comments: The Current Year is six month of revenue. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Ordinance Exhibit A Presentation Ordinance authorizing parks and recreation fee adjustments Whereas, on March 20, 2018, the Corpus Christi City Council approved a motion to amend the ordinance to change that all fee increases for Parks and Recreation department come before City Council for approval and not just those fees increased by more than 25%; Whereas, the City Council has reviewed the fees for the Parks and Recreation department as shown on the attached and incorporated Exhibit A; Now, therefore, be it ordained by the City Council for the City of Corpus Christi, Texas: Section 1. The City Council has reviewed and approved the fees for the parks and recreation department as listed on the attached and incorporated Exhibit A. Section 2. Publication shall be as required by City Charter and State law. This ordinance takes effect upon publication. The foregoing ordinance was read for the first time and passed to its second reading on this the day of , 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel The foregoing ordinance was read for the second time and passed finally on this the day of , 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel PASSED AND APPROVED this day of 12018. ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor ATHLETICS Adult Athletic Events: Includes awards and officials. Volleyball-Regular Season, 1 referee Recreational League Basketball, Softball, Flag Football, etc. per team $ 400.00 $ 450.00 12.5% Basketball Regular Season Athletics age 6 to 18 $ 65.00 $ 70.00 7.7% Scholarship 1st child $ 30.00 $ 35.00 16.7% Scholarship each additional child $ 25.00 $ 30.00 20.0% Youth Baseball Fall season per team per season $ 275.00 $ 300.00 9.1% Dick Runyan/Paul Jones Youth Rental fee per field per hour $ 45.00 $ 50.00 11.1% Youth Baseball Field Tournament Rental Fee per field per da $ 300.00 $ 350.00 16.7% Greenwood Softball Complex Multiple teams/multiple tourney rental fee>40 teams per field per day $ 100.00 $ 125.00 25.0% Youth Sports Camps(Instructor/City portions) Volleyball $ 60.00 $ 65.00 8.3% Football $ 60.00 $ 65.00 8.3% Basketball $ 60.00 $ 65.00 8.3% Soccer $ 60.00 $ 65.00 8.3% Nina $ 60.00 $ 65.00 8.3% Baseball $ 60.00 $ 65.00 8.3% Cheer $ 60.00 $ 65.00 8.3% AQUATICS General Admission Youth 17&under $ 1.00 $ 1.25 25.0% Doggie Dip $ 5.00 $ 6.00 20.0% Annual Swim Passes Youth $ 187.50 $ 200.00 6.7% Adult $ 350.00 $ 375.00 7.1% Senior $ 250.00 $ 300.00 20.0% Seasonal Swim Passes(Spring,Summer& Fall*) Youth $ 62.50 $ 75.00 20.0% Family minimum of 4 members $ 275.00 $ 300.00 9.1% U.S.Swim Team Member(per season -short& long course) Adult $ 165.00 $ 175.00 6.1% City Swim Leagues City Championship Swim Meet $ 4.00 $ 5.00 25.0% Family Night Swim Five person family $ 7.50 $ 8.00 6.7% Splash Parties-2 hours-RESTRUCTURED Oso Pool 1 -50 Number ofpersons) $ 200.00 $ 250.00 25.0% during General Swim (up to 25 people) $ 50.00 $ 60.00 20.0% Collier, Greenwood, HEB Pools, Natatorium,and West Guth during General Swim (up to 25 people) $ 125.00 $ 150.00 20.0% Swimming Pool Reservation Agreement Fees(swim teams/instruction) Lane rental 25 and/meters per lane per hour $ 5.00 $ 6.00 20.0% 25 and/meters pool per hour $ 40.00 $ 45.00 12.5% 50 meters per lane per hour $ 10.00 $ 12.00 20.0% 50 meters pool per hour $ 80.00 $ 90.00 12.5% Special Usage Fee(training room) $ 30.00 $ 35.00 16.7% Deposit(refundable cleanup deposit) $ 250.00 $ 275.00 10.0% Additional City Staff(fees do not include set up or additional lifeguards) Facility set u $ 50.00 $ 55.00 10.0% Lifeguards $ 16.00 $ 20.00 25.0% Laptop usage fee for swim meets $ 150.00 $ 175.00 16.7% One Timing System (for out-of-city teams) One da $ 400.00 $ 450.00 12.5% Two days $ 600.00 $ 650.00 8.3% Three days $ 750.00 1 $ 850.00 13.3% Two Timing Systems(for out-of-city teams) One da $ 525.00 $ 575.00 9.5% Page 1 of 3 Two days $ 725.00 $ 800.00 10.3% Three days $ 875.00 $ 950.00 8.6% Swimming Pool Instruction Fees Swim lessons $ 40.00 $ 42.00 5.0% Special Needs Aquatics Private swim lesson '4- ack' $ 65.00 $ 80.00 23.1% Scholarship fee per session per child $ 30.00 $ 37.00 23.3% Water Aerobics/Aqua Fit $ 4.00 $ 5.00 25.0% Water Aerobics/Aqua Fit punch card $ 24.00 $ 25.00 4.2% Red Cross Classes Jr. Lifeguard Cam $ 60.00 $ 75.00 25.0% Lifeguard Certification Classes $ 150.00 $ 175.00 16.7% Water Safety Instruction Training $ 175.00 $ 185.00 5.7% Lifeguard Instructor Training $ 175.00 $ 200.00 14.3% TENNIS No changes RECREATION CENTER RENTALS Facility rental fees below include staff supervision and cleanup Staff Utility and Building Fee $ 75.00 $ 80.00 6.7% Non-Profit Organizations 501(C)(3)or other community organizations $ 45.00 $ 55.00 22.2% Oak Park Recreation Center Entire Facility 4 Hours $ 150.00 $ 180.00 20.0% Joe Garza Recreation Center Entire Facility 4 Hours $ 175.00 $ 200.00 14.3% Oso Recreation Center Entire Facility 4 Hours $ 290.00 $ 300.00 3.4% Recreation Center Leagues Micro Soccer $45.00 $ 50.00 11.1% Micro Soccer with late fee $60.00 $ 70.00 16.7% PARK AND FACILITY RENTALS Pavilions,Watergarden and Amphitheater Rentals West Guth Pavilion $ 150.00 $ 160.00 6.7% Parker Pavilion $ 100.00 $ 105.00 5.0% Watergarden (4 hours) $ 200.00 $ 220.00 10.0% Amphitheater For profit rate 4 hours $ 400.00 $ 425.00 6.3% Non-profit rate 4 hours $ 250.00 $ 270.00 8.0% Additional hours(Watergarden, Artesian, Amphitheater) $ 50.00 $ 55.00 10.0% Cultural Services Room Rentals(Galvan House) First floor of Galvan House 4 hours $ 400.00 $ 420.00 5.0% Meeting Rooms 4 hours $ 100.00 $ 110.00 10.0% Bridal Suite 4 hours $ 100.00 $ 110.00 10.0% Kitchen 4 hours $ 400.00 $ 420.00 5.0% Rose Garden 4 hours $ 400.00 $ 420.00 5.0% Courtyard 4 hours $ 600.00 $ 625.00 4.2% Non-business hour rentals $ 100.00 $ 105.00 5.0% Full package: First floor, Courtyard, Rose Garden Plaza&Kitchen 8 hours $ 1,200.00 $ 1,275.00 6.3% Partial package: (Courtyard, Rose Garden&Kitchen 5 hours $ 800.00 $ 850.00 6.3% Partial package: (Courtyard, First Floor&Kitchen 5 hours $ 900.00 $ 960.00 6.7% Partial package: First Floor, Rose Garden &Kitchen 5 hours $ 700.00 $ 745.00 6.4% Cultural Services Room Rentals Additional Hours for Rental $ 100.00 $ 105.00 5.0% Change of Date Fee $ 75.00 $ 80.00 6.7% Change during final two weeks $ 100.00 $ 105.00 5.0% Run/walk-Heritage Park(Plaza Only)(4 hours) $ 250.00 $ 265.00 6.0% Festival Fees Heritage Park daily $ 2,000.00 $ 2,100.00 5.0% Heritage Park[non-profit festivals daily $ 1,000.00 $ 1,050.00 5.0% Commercial Photographic Session 4 hours $ 100.00 $ 105.00 5.0% Non-refundable reservation deposit $ 200.00 $ 210.00 5.0% Historical tour fees Page 2 of 3 Adults $ 6.00 $ 7.50 25.0% Children under 12 $ 2.00 $ 2.50 25.0% Cooking Demonstrations $ 8.00 $ 10.00 25.0% SENIOR CENTER RENTALS Facility rental fees below include staff supervision and cleanup 'Entire Facility' rate includes a 10%discount Additional hour rate for all facilities $ 55.00 $ 60.00 9.1% Deposit(required for all recreational facilities $ 150.00 $ 160.00 6.7% Non-profit Organizations-501(C)(3)or other community groups. Meeting space-per room per hour $ 55.00 $ 60.00 9.1% Ethel Eyerly Senior Center Small Social Hall 4 hours $ 182.00 $ 195.00 7.1 Large Social Hall 4 hours $ 248.00 $ 265.00 6.9% Entire Facility-(excluding pool room 4 hours $ 429.00 $ 450.00 4.9% Lindale Senior Center Large Community Room 4 hours $ 248.00 $ 265.00 6.9% Small Multipurpose Room 4 hours $ 165.00 $ 175.00 6.1% Entire Facility(excluding pool room 4 hours $ 506.00 $ 530.00 4.7% Greenwood Senior Center Large Community Room 4 hours $ 248.00 $ 265.00 6.9% Small Multipurpose Room 4 hours $ 165.00 $ 175.00 6.1% Entire Facility(excluding pool room &Rm#2 4 hours $ 429.00 $ 456.00 6.3% Garden Senior Center Bluebonnet Room 4 hours $ 292.00 $ 310.00 6.2% Pecan Tree Room 4 hours $ 171.00 $ 181.00 5.8% Crepe Myrtle Room 4 hours $ 121.00 $ 125.00 3.3% Pecan Tree&Crepe Myrtle Room combined 4 hours $ 209.00 $ 223.00 6.7% Entire Facility(excluding Wellness Room/Saera Loeb)(4 hours) $ 528.00 $ 550.00 4.2% Broadmoor Senior Center Community Room 4 hours $ 248.00 $ 265.00 6.9% Entire Facility(excluding Libra Room 4 hours $ 288.00 $ 300.00 4.2% Oveal Williams Center Community Room 4 hours $ 292.00 $ 300.00 2.7% Entire Facility-(Excluding Card Room&Arts&Crafts Room)(4 hours) $ 446.00 $ 475.00 6.5% Northwest Senior Center Activit Room 4 hours $ 292.00 $ 310.00 6.2% Meeting Room 4 hours $ 127.00 $ 134.00 5.5% Entire Facility(excluding Arts&Crafts and Wellness Room)(4 hours) $ 468.00 $ 496.00 6.0% LATCHKEY CCISD School Year(from end of school day to 6:00 p.m.) Monthly fee, 1st child $ 99.00 $ 109.00 10.1% Monthly fee, each additional child $ 84.00 $ 94.00 11.9% Prorated months- 1st child 3 months $ 87.00 $ 97.00 11.5% Prorated months-additional child 3 months $ 77.00 $ 87.00 13.0% June charged as daily rate $ - Registration involving 10 school days or less $ 50.00 $ 60.00 20.0% Scholarship fee $ 60.00 $ 70.00 16.7% Daily drop in fee $ 15.00 $ 25.00 66.7% Summer Latchkey Program Weekly fee per child $ 89.00 $ 99.00 11.2% Scholarship per child $ 60.00 $ 70.00 16.7% Daily Fee $ 20.00 $ 30.00 50.0% Vacation Station per child $ 20.00 $ 30.00 50.0% Scholarship per child $ 15.00 $ 25.00 66.7% Section 10. SPECIAL SERVICES Vendor Permits Gulf Beach Vendor Fixedper month $ 200.00 $ 225.00 12.5% Inflatable games vendor $ 200.00 $ 220.00 10.0% Page 3 of 3 INFORMAL STAFF REPORT xes2 MEMORANDUM To: Margie C. Rose, City Manager Thru; Keith Selman, Assistant City Manager Il' From: E.]ay Ellington, Parks & Recreation Director ' Date: April 4, 2018 Subject: Follow-up to Councilmember Guajardo's question regarding Greenwood Sports Field Rental Fees IssuePProblem Councilmember Guajardo suggested recouping 100% of City costs on field rentals for tournaments. Background jFindings 1. Different complexes and fields have various rental rates based on their conditions, age, etc. 2. The Parks and Recreation Advisory Committee (FRAC) recommended raising field rental rates over 5 yea rs. 3. A Request for Proposal (RFP) for field use contracts will be issued in the next 90 days. This includes tournament rentals dates. The proposed new contract will be presented to Council for consideration within 180 days. Conclusion The Parks and Recreation staff will review the fees for all field rentals and make new recommendations in the 2018-2019 Proposed Budget. The proposed fees will be reviewed by PRAC. CORPUS CHRISTI PARKS& RECREATION Parks & Recreation Department Recreation Recommended Fee Changes Council Presentation i March 27, 2018 Recreation Fees & Charges 14L CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed%� $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change ATH LETICS Adult Recreational League per team $400.00 $4,000.00 10% $450.00 12.5% $50.00 13% Athletics age 6 to 18 $65.00 $250.00 26% $70.00 7.7% $5.00 8% Scholarship 1st child $30.00 $115.38 26% $35.00 16.7% $5.00 17% Scholarship each additional child $25.00 $96.15 26% $30.00 20.0% $5.00 20% Youth Fall season per team per season $275.00 $1,057.69 26% $300.00 9.1% $25.00 9% Dick Runyan/Paul Jones Youth Rental fee/field/hour $45.00 $83.33 54% $50.00 11.1% $5.00 11% Dick Runyan/Paul Jones Youth Baseball Field $300.00 $555.56 54% $350.00 16.7% $50.00 17% Tournament Fee/field/day Greenwood Softball Complex Multi teams/tourney fee $100.00 $185.19 54% $125.00 25.0% $25.00 25% >40 teams/field/da Volleyball Youth Sports Camps $60.00 $230.77 26% $65.00 8.3% $5.00 8% Football Youth Sports Camps $60.00 $230.77 26% $65.00 8.3 $5.00 8% Basketball Youth Sports Camps $60.00 $230.77 26% $65.00 8.3% $5.00 8% Soccer Youth Sports Camps $60.00 $230.77 26% $65.00 8.3% $5.00 8% Ninja Youth Sports Camps $60.00 $230.77 26% $65.00 1 8.3% $5.00 8% Baseball Youth Sports Camps $60.00 $230.77 26% $65.00 1 8.3% $5.00 8% Cheer Youth Sports Camps $60.00 $230.77 1 26% $65.00 1 8.3% $5.00 8% 41 Recreation Fees & Charges < CHRISTI R RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change AQUATICS General Admission-Youth 17&under $1.00 $7.69 13% $1.25 25.0% $0.25 25% General Admission-Doggie Dip $5.00 $38.46 13% $6.00 20.0% $1.00 20% Annual Swim Passes-Youth $187.50 $1,442.31 13% $200.00 6.7% $12.50 7% Annual Swim Passes-Adult $350.00 $2,692.31 13% $375.00 7.1% $25.00 7% Annual Swim Passes-Senior $250.00 $1,923.08 13% $300.00 20.0% $50.00 20% Seasonal Swim Passes-Youth $62.50 $480.77 13% $75.00 20.0% $12.50 20% Seasonal Swim Passes-Family(minimum of 4 $275.00 $2,115.38 13% $300.00 9.1% $25.00 9% members) Adult-U.S.Swim Team Member $165.00 $1,269.23 13% $175.00 6.1% $10.00 6% City Championship Swim Meet-City Swim Leagues $4.00 $66.67 6% $5.00 25.0% $1.00 25% Family Night Swim-Five person family $7.50 $57.69 13% $8.00 6.7% $0.50 7% Oso Pool-Splash Party-2 hours 1-50(Number of persons) $200.00 $3,333.33 6% $250.00 25.0% $50.00 25% during General Swim(up to 25 people) $50.00 $833.33 6% $60.00 20.0% $10.00 20% Collier,Greenwood,HEB Pools,Natatorium,West Guth-Splash Party-2 hours during General Swim(up to 25 people) $125.00 $2,083.33 6% $150.00 20.0% $25.00 1 20% 41 Recreation Fees & Charges < CHRISTI -RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change AQUATICS Lane rental-25 yard/meters per lane per hour $5.00 $83.33 6% $6.00 20.0% $1.00 20% Lane rental-25 yard/meters pool per hour $40.00 $666.67 6% $45.00 12.5% $5.00 13% Lane rental-50 meters per lane per hour $10.00 $166.67 6% $12.00 20.0% $2.00 20% Lane rental-50 meters pool per hour $80.00 $1,333.33 6% $90.00 12.5% $10.00 13% Special Usage Fee(training room) $30.00 $500.00 6% $35.00 16.7% $5.00 17% Deposit(refundable cleanup deposit) $250.00 $4,166.67 6% $275.00 10.0% $25.00 10% Facility set up $50.00 $833.33 6% $55.00 10.0% $5.00 10% Lifeguards $16.00 $266.67 6% $20.00 25.0% $4.00 25% Laptop usage fee for swim meets $150.00 $2,500.00 6% $175.00 16.7% $25.00 17% One Timing System-One day $400.00 $6,666.67 6% $450.00 12.5% $50.00 13% One Timing System-Two days $600.00 $10,000.00 6% $650.00 8.3% $50.00 8% One Timing System-Three days $750.00 $12,500.00 6% $850.00 13.3% $100.00 13% Two Timing System-One day $525.00 $8,750.00 6% $575.00 9.5% $50.00 10% Two Timing System-Two days $725.00 $12,083.33 6% $800.00 10.3% $75.00 10% Two Timing System-Three days $875.00 $14,583.33 6% $950.00 8.6% $75.00 9% 4 41 Recreation Fees & Charges < CHRISTI -RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change AQUATICS Swim lessons $40.00 $266.67 15% $42.00 5.0% $2.00 5% Private swim lesson'4-pack' $65.00 $433.33 15% $80.00 23.1% $15.00 23% Swim lessons Scholarship fee per session per child $30.00 $200.00 15% $37.00 23.3% $7.00 23% Water Aerobics/Aqua Fit $4.00 $26.67 15% $5.00 25.0% $1.00 25% Water Aerobics/Aqua Fit punch card $24.00 $160.00 15% $25.00 4.2% $1.00 4% Red Cross-Jr.Lifeguard Camp $60.00 $400.00 15% $75.00 25.0% $15.00 25% Red Cross-Lifeguard Certification Classes $150.00 $1,000.00 15% $175.00 16.7% $25.00 17% Red Cross-Water Safety Instruction Training $175.00 $1,166.67 15% $185.00 5.7% $10.00 6% Red Cross-Lifeguard Instructor Training $175.00 $1,166.67 15% $200.00 14.3% $25.00 14% Vendor Permits Gulf Beach Vendor Permit(Fixed)per month $200.00 $392.16 51% $225.00 12.5% $25.00 13% Inflatable games Vendor Permit $200.00 $392.16 51% $220.00 1 10.0% $20.00 10% 5 41 Recreation Fees & Charges < CHRISTI R RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change RECREATION CENTER RENTALS Facility rental fees below include staff supervision and cleanup Staff Utility and Building Fee $75.00 $357.14 21% $80.00 6.7% $5.00 7% Non-Profit Organizations 501(C)(3)or other $45.00 $214.29 21% $55.00 22.2% $10.00 22% community organizations Entire Facility(4 Hours)Oak Park $150.00 $714.29 21% $180.00 20.0% $30.00 20% Entire Facility(4 Hours)Joe Garza $175.00 $833.33 21% $200.00 14.3% $25.00 14% Entire Facility(4 Hours)Oso $290.00 $1,380.95 21% $300.00 3.4% 1 $10.00 3% Micro Soccer Rec Center Leagues $45.00 $214.29 21% $50.00 11.1% $5.00 11% Micro Soccer with late fee Rec Center Leagues $60.00 $285.71 21% $70.00 16.7% $10.00 17% Historical tour fees Adults $6.00 $17.14 35% $7.50 25.0% $1.50 25% Children(under 12) $2.00 $5.71 35% $2.50 1 25.0% $0.50 25% Cooking Demonstrations $8.00 $22.86 35% $10.00 1 25.0% $2.00 25% 6 41 Recreation Fees & Charges < CHRISTI R RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change PARK AND FACILITY RENTALS West Guth Pavilion $150.00 $428.57 35% $160.00 6.7% $10.00 7% Parker Pavilion $100.00 $285.71 35% $105.00 5.0% $5.00 5% Watergarden(4 hours) $200.00 $571.43 35% $220.00 10.0% $20.00 10% Amphitheater For profit rate(4 hours) $400.00 $1,142.86 35% $425.00 6.3% $25.00 6% Non-profit rate(4 hours) $250.00 $714.29 35% $270.00 8.0% $20.00 8% Additional hours(Watergarden,Artesian, $50.00 $142.86 35% $55.00 10.0% $5.00 10% Amphitheater) First floor of Galvan House(4 hours) $400.00 $1,142.86 35% $420.00 5.0% $20.00 5% Meeting Rooms(4 hours) $100.00 $285.71 35% $110.00 10.0% $10.00 10% Bridal Suite(4 hours) $100.00 $285.71 35% $110.00 10.0% $10.00 10% Kitchen(4 hours) $400.00 $1,142.86 35% $420.00 5.0% $20.00 5% Rose Garden(4 hours) $400.00 $1,142.86 35% $420.00 5.0% $20.00 5% Courtyard(4 hours) $600.00 $1,714.29 35% $625.00 4.2% $25.00 4% Non-business hour rentals $100.00 $285.71 35% 1 $105.00 5.0% 7 Recreation Fees & Charges 14�1 / CHRISTI CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change Heritage Park Packages Full package:1st floor,Courtyard,Rose Garden, 0 0 Kitchen 8 hrs $1,200.00 $3,428.57 35/0 $1,275.00 6. /0 3 $75.00 6% Partial package:Courtyard,Rose Garden,Kitchen 5 hrs $800.00 $2,285.71 35% $850.00 6.3% $50.00 1 6% Partial package:Courtyard,First Floor, Kitchen 5 hrs $900.00 $2,571.43 35% $960.00 6.7% $60.00 7% Partial package:First Floor,Rose Garden,Kitchen 5 hrs $700.00 $2,000.00 35% $745.00 6.4% $45.00 6% Cultural Services Room Rentals Additional Hours for Rental $100.00 $285.71 35% $105.00 5.0% $5.00 5% Change of Date Fee $75.00 $214.29 35% $80.00 6.7% $5.00 7% Change during final two weeks $100.00 $285.71 35% $105.00 5.0% $5.00 5% Run/walk-Heritage Park(Plaza Only)(4 hours) $250.00 $714.29 35% $265.00 6.0% $15.00 6% Festival Fees Heritage Park daily $2,000.00 $5,714.29 35% $2,100.00 5.0% $100.00 5% Heritage Park[non-profit festivals]daily $1,000.00 $2,857.14 35% $1,050.00 5.0% $50.00 5% Commercial Photographic Session(4 hours) $100.00 $285.71 35% $105.00 5.0% $5.00 5% Non-refundable reservation deposit $200.00 $571.43 35% $210.00 5.0% $10.00 5% 8 41 Recreation Fees & Charges < CHRISTI -RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Chan e SENIOR CENTER RENTALS Additional hour rate for all facilities $55.00 $141.03 39% $60.00 9.1% $5.00 9% Deposit(required for all recreational facilities) $150.00 $384.62 39% $160.00 6.7% $10.00 7% Meeting space-per room per hour $55.00 $141.03 39% $60.00 9.1% $5.00 9% Ethel Eyerly Senior Center-Small Social Hall(4 hours) $182.00 $466.67 39% $195.00 7.1% $13.00 7% Ethel Eyerly Senior Center-Large Social Hall(4 hours) $248.00 $635.90 39% $265.00 6.9% $17.00 7% Ethel Eyerly Senior Center-Entire Facility-(excluding $429.00 $1,100.00 39% $450.00 4.9% $21.00 5% pool room)(4 hours) Lindale Senior Center-Large Community Room 4 hrs $248.00 $635.90 39% $265.00 6.9% $17.00 7% Lindale Senior Center-Sml Multipurpose Room 4 hrs $165.00 $423.08 39% $175.00 6.1% $10.00 6% Lindale Senior Center-Entire Facility(excluding pool $506.00 $1,297.44 39% $530.00 4.7% $24.00 5% room)(4 hours Greenwood Senior Center-Large Community Rm 4 hrs $248.00 $635.90 39% $265.00 6.9% $17.00 7% Greenwood Senior Center-Sml Multipurpose Rm 4 hrs $165.00 $423.08 39% $175.00 6.1% $10.00 6% Greenwood Senior Center-Entire Facility(excluding $429.00 $1,100.00 39% $456.00 6.3% $27.00 6% pool room&Rm#2)(4 hours 9 41 Recreation Fees & Charges < CHRISTI R RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change SENIOR CENTER RENTALS Garden Senior Center-Bluebonnet Room(4 hours) $292.00 $748.72 39% $310.00 6.2% $18.00 6% Garden Senior Center-Pecan Tree Room(4 hours) $171.00 $438.46 39% $181.00 5.8% $10.00 6% Garden Senior Center-Crepe Myrtle Room(4 hours) $121.00 $310.26 39% $125.00 3.3% $4.00 3% Garden Senior Center-Pecan Tree&Crepe Myrtle $209.00 $535.90 39% $223.00 6.7% $14.00 7% Room combined(4 hours) Garden Senior Center-Entire Facility(excluding $528.00 $1,353.85 39% $550.00 4.2% $22.00 4% Wellness Rm/Saera Loeb)(4 hours) Broadmoor Senior Center-Community Room 4 hrs $248.00 $635.90 39% $265.00 6.9% $17.00 7% Broadmoor Senior Center-Entire Facility(excluding $288.00 $738.46 39% $300.00 4.2% $12.00 4% Library Room) (4 hours) Oveal Williams Center-Community Room(4 hours) $292.00 $748.72 39% $300.00 2.7% $8.00 3% Oveal Williams Center-Entire Facility(Excluding Card $446.00 $1,143.59 39% $475.00 6.5% $29.00 7% Room&Arts&Crafts Room)(4 hours Northwest Senior Center- Northwest Senior Center-Activity Room(4 hours) $292.00 $748.72 39% $310.00 6.2% $18.00 6% Northwest Senior Center-Meeting Room(4 hours) $127.00 $325.64 39% $134.00 5.5% $7.00 6% Northwest Senior Center-Entire Facility(excluding Arts&Crafts/Wellness Rm)(4 hours) $468.00 $1,200.00 39% $496.00 6.0% $28.00 6% 41 Recreation Fees & Charges < CHRISTI -RKSS CURRENT PROPOSED Current Fee Per Full Cost of Current% Proposed Proposed% $ Service or Item Service or Item Service Cost Recovery Fee Cost Recovery Chane %Change LATCHKEY-CCISD School Year(from end of school day to 6:00 p.m.) Monthly fee,1st child $99.00 $112.50 88% $109.00 10.1% $10.00 10% Monthly fee,each additional child $84.00 $95.45 88% $94.00 11.9% $10.00 1 12% Prorated months-1st child (3 months) $87.00 $98.86 88% $97.00 11.5% $10.00 11% Prorated months-additional child(3 months) $77.00 $87.50 88% $87.00 13.0% $10.00 13% Registration involving 10 school days or less $50.00 $56.82 88% $60.00 20.0% $10.00 20% Scholarship fee $60.00 $68.18 88% $70.00 16.7% $10.00 17% Daily drop in fee $15.00 $17.05 88% $25.00 66.7% $10.00 67% Summer Latchkey Program Weekly fee per child $89.00 $150.85 59% $99.00 11.2% $10.00 11% Scholarship per child $60.00 $101.69 59% $70.00 16.7% $10.00 17% Daily Fee $20.00 $33.90 59% $30.00 50.0% $10.00 50% Vacation Station per child $20.00 $100.00 20% $30.00 50.0% $10.00 50% Scholarship per child $15.00 $75.00 1 20% 1 $25.00 66.7% 1 $10.00 67% 11 cr_:t)0- Recreation Fees & Charges • Total projected annual revenue increase = $3,517,759 se o� Va. v AGENDA MEMORANDUM NORROPpEO First Reading Ordinance for the City Council Meeting of April 10, 2018 1852 Second Reading Ordinance for the City Council Meeting of April 17, 2018 DATE: March 23, 2018 TO: Margie C. Rose, City Manager FROM: Mike Markle, Chief of Police mikernaC@-cctexas.com 886-2603 Appropriating funds from the State of Texas Law Enforcement Standards and Education (LEOSE) account CAPTION: Ordinance accepting $26,475.49 from State of Texas - Law Enforcement Officer Standards and Education Account; and appropriating $26,475.49 in Police Grants Fund. PURPOSE: Based on the Government Code, Section 415.0845, the State of Texas provides an annual allocation for training of police personnel as well as training equipment. The funds must be appropriated annually when the check is received. BACKGROUND AND FINDINGS: The funds are received from the State as directed by Government Code, Section 415.0845, to make an annual allocation from the Law Enforcement Officer Standards and Education account to qualified law enforcement agencies for expenses related to the continuing education of full-time law enforcement officers and support personnel and any training equipment. The amount of funds received depends on the number of personnel we have as of January 1 of each year. ALTERNATIVES: None OTHER CONSIDERATIONS: CONFORMITY TO CITY POLICY: Conforms to City Policy EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating X Revenue ❑ Capital X Not applicable Project to Date Fiscal Year: Expenditures 2017-2018 (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item $26,475.49 $26,475.49 BALANCE Fund(s): Police Grants Comments: RECOMMENDATION: Staff recommends approving the ordinance and appropriating the funds. LIST OF SUPPORTING DOCUMENTS: Ordinance Award Letter Ordinance accepting $26,475.49 from State of Texas - Law Enforcement Officer Standards and Education Account; and appropriating $26,475.49 in 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 funds from the State of Texas- Law Enforcement Officer Standards and Education Account in the amount of $26,475.49. SECTION 2. That $26,475.49 is appropriated in the No. 1074 Police Grants Fund for training of police personnel and purchase of training equipment. 1 That the foregoing ordinance was read for the first time and passed to its second reading on this the day of 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel That the foregoing ordinance was read for the second time and passed finally on this the day of 2018, by the following vote: Joe McComb Ben Molina Rudy Garza Lucy Rubio Paulette Guajardo Greg Smith Michael Hunter Carolyn Vaughn Debbie Lindsey-Opel PASSED AND APPROVED on this the day of , 2018. ATTEST: Rebecca Huerta Joe McComb City Secretary Mayor 2 TEXAS COMPTROLLER OF PUBLIC ACCOUNTS PURLHASIhL P.O.Box 13528 • Austin,TX 78711-3528 2018FES 27 FM101 34 February 13, 2018 CITY OF CORPUS CHRISTI POLICE DEPARTMENT PO BOX 9016 CORPUS CHRISTI TX 78469-9016 Vendor number: 17460005741-051 Enclosed is your annual allocation payment from the Law Enforcement Officer Standards and Education (LEOSE) account in the amount of $ 26,475.49. This payment must be used as necessary to ensure the continuing education of persons licensed under Chapter 1701, Occupations Code, or to provide necessary training, as determined by the agency head, to full-time, fully paid law enforcement support personnel in your agency. Your agency must maintain a complete and detailed record of all money received and spent. All money received is subject to audit by the Comptroller of Public Accounts and all money spent is subject to audit by the State Auditor. The Comptroller is directed by the Occupations Code, Section 1701.157 to make an annual allocation from the LEOSE account to qualified law enforcement agencies for expenses related to the continuing education of persons licensed under Chapter 1701, Occupations Code. Of the account, 20 percent is allocated equally among the qualified agencies. The remaining 80 percent is allocated on the basis of the number of eligible law enforcement positions each agency had as of January 1 of the preceding calendar year. An eligible law enforcement position is defined as one held by a person licensed under Chapter 1701, Occupations Code, who works as a peace officer, licensed jailer or telecommunicator on the average of at least 32 hours a week, is compensated by a political subdivision of the state at the minimum wage rate or higher, and is entitled to all employee benefits offered to a peace officer. To receive your agency's share of the LEOSE account in 2019, you must complete and return the enclosed Law Enforcement Officer Standards and Education Account 2o19 Allocation Basis form to us no later than April 27, 2018. The information provided in this report must be accurate and returned timely to our Office to ensure the correct allocation of the LEOSE account. Please call us at 800-531-5441, ext. 3-4530, or 512-463-4530 if you have any questions or if we can be of assistance. Enclosures Form 40.305(RQv.1.17A) [Rev1 5 1B111} Illlllilll�lll IIIIIIII�IIII�IIIIIIIIIIIIII�I,III�IIIII�III�III�IIII�II�III + 4 2 1 S Y Y R e 1 1 9 1 1 Texas Law Enforcement Officer Standards and Education Fund Allocation Basis a.TINS number b.Mail code c.Report year 17460005741 051 2019 d.Law enforcement agency name and address(Make any necessary name or address changes below.) CITY OF CORPUS CHRISTI POLICE DEPARTMENT e.County name PO BOX 9016 NUECES CORPUS CHRISTI, TX 78469-9016 t.County code 178 ❑ Check only if the above has changed and then complete new or corrected information only. Law enforcement agency name- Address City. _ State. TX _ ZIP code .. County name., e You must complete and return this form to receive your agency's share of Documentation to substantiate the information reported below must be the2019 Law Enforcement Officer Standards and Education (LEOSE) maintained in your files. If your agency did not have any authorized account for expenses related to continuing education. positions,as defined in Occupations Code,Chapter 1701.157,an January 1 of the report year, please complete this form with a zero in Item 1 and Twenty percent of the fund will be allocated equally among the qualified Item 2,complete Items 3,4 and 5,and return to the address given below. agencies. The remaining 80 percent will be allocated on the basis of the number of authorized eligible law enforcement positions each agency had as of January 1 of the report year_ An eligible law enforcement position is If you have any questions, pease call the texas Comptroller of Public defined as one held by a person licensed under Occupations Code,Chapter Accounts, Tax Allocation Section, at 1-800.531-5441, ext. 34530, or 1701, who works as a peace officer, licensed jailer or telecommunicator on 512-463-4530. the average of at least 32 hours a week, is compensated by a political subdivision of the state at the minimum wage rate or higher and os entitled to all employee benefits offered to a peace officer. 1. Number of agency positions authorized as of January 1,2018(Texas Occupations Code,Chapter 1701)- -- -- - - 1, 2. Number of agency positions filled as of January 1,2018 _ _ _ __ - -- - - - - - -- --- - - - - - - - - - - - - - 2. 3. Amount of LEOSE funds received last year that was used(spent)prior to March 1,2018 -- - - -- - - - - - - - - 3 4. Number of training hours received for the amount of LEOSE funds reported used(spent)in Item 3 above - -- - - -- 4. 5. Has CITY OF CORPUS CHRISTI POLICE DEPARTMENT complied with the requirements of Occupations Code,Chapter 1701,157,regarding the use of any money received by the agency pursuant to the allocation made by the Comptroller of Public Accounts on or before Marchi last year?- --- _ _ _ _ __ _ __ _ _ _ _ _ __ _ _ __ _ _ _ _ __ _ _ ___ _ __ 5. ❑ YES NO I declare that the information in this document and any attachments Is true and correct to the best of my knowledge and belief. Return to: sign Authorized signature here COMPTROLLER OF PUBLIC ACCOUNTS printed name Tax Allocation Section 111 E.17th St. Austin,TX 78774-0100 Title Daytime phone Date You have certain rights under Chapters 552 and 559,Government Code,to review,request and correct information we have on file about you. Contact us at the address or phone numbers listed on this form. SC v AGENDA MEMORANDUM "ORPOR EO Future item for the City Council meeting of April 10, 2018 1852 Action Item for the City Council meeting of April 17, 2018 DATE: March 22, 2018 TO: Margie C. Rose, City Manager FROM: Daniel McGinn, AICP, CFM, Director, Planning and ESI Daniel McCa).cctexas.com (361) 826-7011 City of Corpus Christi Annexation Guidelines CAPTION: Resolution adopting City of Corpus Christi Annexation Guidelines PURPOSE: The intent of the City of Corpus Christi Annexation Guidelines are to implement Plan CC, the City's adopted Comprehensive Plan, by providing City Council with specific, objective, and prescriptive guidance for making decisions about annexation and other issues within Corpus Christi's extraterritorial jurisdiction (ETJ); and to provide the guidance and rationale for the consideration of areas within the City of Corpus Christi's extraterritorial jurisdiction (ETJ) for annexation. BACKGROUND AND FINDINGS: Following a City Council Workshop on March 30, 2017, Council directed staff to work with stakeholders to develop annexation guidelines that will work for the Corpus Christi community. Pursuant to this direction, staff presented background information at meetings with multiple organizations and invited members of the community to engage in the stakeholder process of developing a set of annexation guidelines. Staff held a series of three stakeholder meetings between May and November of 2017, convening all the stakeholders at these meetings to develop a set of annexation guidelines. Numerous meetings with smaller groups of stakeholders and regional partner agencies were also held during this period. Staff briefed City Council on the process of developing annexation guidelines during a workshop on July 6, 2017 as well as during the City Council meeting of February 13, 2018. During the February 13, 2018 briefing, Council directed staff to bring this item back for action. ALTERNATIVES: Denial of the proposed Annexation Guidelines with suggestions to the Planning & ESI Department OTHER CONSIDERATIONS: Not Applicable CONFORMITY TO POLICY: The proposed Annexation Guidelines conform to City policy. EMERGENCY /NON-EMERGENCY: Non-emergency DEPARTMENTALCLEARANCES: Planning and ESI Department, Planning Commission — recommended approval March 21 , 2018. FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital 0 Not applicable Project to Date Fiscal Year: 2017- Expenditures Current 2018 CIP onl Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund(s): Comments: None RECOMMENDATION: Staff recommends approval of the Annexation Guidelines LIST OF SUPPORTING DOCUMENTS: Resolution PowerPoint Presentation Exhibit A— Annexation Guidelines Exhibit B — Voluntary Annexation Application Resolution adopting City of Corpus Christi Annexation Guidelines WHEREAS, stakeholder meetings were held on May 12, 2017; June 1, 2017; and November 10, 2017 to discuss the guidelines; WHEREAS, a public hearing was held on Wednesday, March 21 , 2018, during a meeting of the Planning Commission. The Planning Commission recommended approval and on Tuesday, April 17, 2018, during a meeting of the City Council, during which all interested persons were allowed to appear and be heard; WHEREAS, the intent of the City of Corpus Christi Annexation Guidelines are to implement Plan CC, the City's adopted Comprehensive Plan, by providing City Council with specific, objective, and prescriptive guidance for making decisions about annexation and other issues within Corpus Christi's extraterritorial jurisdiction (ETJ); and WHEREAS, the City of Corpus Christi Annexation Guidelines provide the guidance and rationale for the consideration of areas within the City of Corpus Christi's extraterritorial jurisdiction (ETJ) for annexation. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: Section 1. The City of Corpus Christi Annexation Guidelines, attached as Exhibit A, are adopted in its entirety. Section 2. Per the guidelines, an application, attached as Exhibit B, for annexation will be required. Such application may be amended to further implement the City of Corpus Christi Annexation Guidelines. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor Corpus Christi, Texas of The above resolution was passed by the following vote: Joe McComb Rudy Garza Paulette Guajardo Michael Hunter Debbie Lindsey-Opel Ben Molina Lucy Rubio Greg Smith Carolyn Vaughn EXHIBIT A T City of Corpus Christi Annexation Guidelines Purpose:The purpose of this document is to describe the City of Corpus Christi's Annexation Guidelines. The Annexation Guidelines provide the guidance and rationale for the consideration of areas within the City of Corpus Christi's extraterritorial jurisdiction (ETJ) for annexation. The intent of the Annexation Guidelines is to implement Plan CC, the City's adopted Comprehensive Plan, by providing City Council with specific, objective, and prescriptive guidance for making decisions about annexation and other issues within Corpus Christi's extraterritorial jurisdiction (ETJ). In addition, Plan CC has designated two potential annexation areas tied to a Master Planning Process or Area Development Plan Process. Per Plan CC, the goal for annexed land shall be orderly development which is managed by local government according to an adopted land use and utility plan. Areas designated in Plan CC include, roughly, 4.6 square miles in the Northwest Area and 8 square miles in the Southside Area. Background:Annexation is the legal process that adds land to the corporate limits of a city. Annexation allows formerly unincorporated properties to receive municipal services such as police protection, fire protection, and garbage collection. Controlled annexation can yield a more efficient land development pattern responding to population growth and economic development opportunities, while ensuring effective delivery of services. The extraterritorial jurisdiction (ETJ) is a legally designated area of land located a specific distance beyond a city's corporate boundaries that a city has authority to annex. State statutes define the size of the ETJ boundaries according to a city's population.The statutes allow a five-mile ETJ for cities in excess of 100,000 in population. Corpus Christi falls into this category and has a five-mile ETJ. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES—MARCH 1, 2018 1 INTRODUCTION 1 EXHIBIT A The City will evaluate property owner-initiated annexations and City-initiated annexations based on the following Six Guiding Statements and associated criteria: 1. The City of Corpus Christi will consider annexation to protect public health and safety by: a. Providing zoning, land use, building codes, and other development regulations; promoting and maintaining safe living and working conditions and sustainable development. b. Extending regulations before development occurs, on undeveloped land, where growth is anticipated. c. Preventing unregulated development in areas that: i. will have an adverse impact on adjacent areas within the City; ii. will have an adverse environmental impact; iii. will have an adverse impact on Military missions/operations, including advisories and determinations provided by the Department of Defense and/or Federal Aviation Administration; iv. will have an adverse impact on the Port of Corpus Christi and navigable waters. 2. The City of Corpus Christi will consider annexation to provide municipal services to: a. Residential, commercial, and industrial land uses that would benefit from a level of service calibrated for a city rather than an unincorporated area. b. Jurisdictional pockets outside the city limits, but surrounded by the city,to provide logical planning and/or service delivery boundaries. c. Territories that establish contiguity required for strategic expansion of the City and its services. 3. The City of Corpus Christi will consider annexation where the property location is in: a. Areas contiguous to the City limits for which dense urban or suburban development activity is anticipated; and b. Planned Development Areas as identified in the adopted comprehensive plan. 4. The City of Corpus Christi will evaluate annexation based on intergovernmental relations in order to: a. Protect its ability to expand its City limits. b. Provide municipal authority over City-owned properties, including those belonging to City- owned utilities, by annexing City-owned properties as soon as practical after acquisition. c. Preclude the creation of other competing political jurisdictions. d. Maintain the City's ability to expand in the future and protect potential economic competition when evaluating requests for incorporations of new cities within Corpus Christi's ETJ. e. Address the viability of City-owned utilities when evaluating requests for Utility Districts or other Special Districts in the ETJ. f. Ensure that Special Districts in the ETJ do not create regulations that would not be in the best interest of the City. g. Provide services in coordination with service districts and utility providers, including, but not limited to, school districts, emergency services districts, public transportation providers, and utility providers. h. Promote collaborative relationships with other jurisdictions in the region. i. Provide consideration for the following factors prior to releasing any portion of the City's corporate limits or ETJ to another jurisdiction, or accepting territory from another jurisdiction: i. The exchange of areas of equivalent value with the other jurisdiction; CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES—MARCH 1, 2018 1 CRITERIA EXHIBIT A ii. Adequate land use control by the other municipality(as determined by the City)to protect the subject property and surrounding area; iii. The existence of distinct planning boundaries that define the current or proposed City limits and ETJ; iv. Fiscal impacts to the City's budget; V. The need for City protection of environmental or other resources; vi. The long-term effects of cumulative ETJ releases to other jurisdictions; vii. Suitability for designation as an Industrial District; viii. Ability to provide adequate municipal services to the area. 5. The City of Corpus Christi will consider annexation based on economic and fiscal impacts: a. Annexation of areas with proposed development that is fiscally feasible for both operating and capital improvements while maintaining current levels of service to existing residents. b. Annexation to ensure that areas benefitting from proximity to a large urban City are contributing revenue to offset the cost of providing services within an urban environment. c. The impact of additional population within the City limits to help procure state and federal funding for transportation and other services that are provided on a per capita basis. d. Annexation to keep economic activity,and associated tax revenues, within the City limits. e. Consider opportunities for agreements with other municipalities or regional/area service providers to assist with provision of services. f. For both City initiated annexations and petitions for annexation, a Fiscal Impacts Analysis will be conducted by City staff. See section on fiscal impact analyses below for further details. 6. The City of Corpus Christi will consider Non-Annexation Agreements for: a. Property owners that have Agricultural Exemptions, in accordance with state law. b. Special Districts, which shall include a statement that the property owner consents to future voluntary annexation and a negotiated annexation schedule shall be included. c. Areas willing to accept services, such as municipal water and wastewater, in lieu of annexation along with extension of City regulations and requirements. A negotiated annexation schedule shall be included.The area covered under the non-annexation agreement must pay the full costs of services provided by the City. d. Areas with taxing authority offering revenue sharing options in exchange for the agreement. e. Future and existing Industrial Districts. i. Industrial District 1 shall not extend south of 1-37. ii. Industrial District 2 will be protected from incompatible land uses. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES-MARCH 1, 2018 1 CRITERIA 3 EXHIBIT A The City will require the following when receiving petitions for annexation: 1. An owner-initiated application will require the submittal of an annexation application. The application will, at a minimum, require: a. A general development plan showing: 1) The dimensions and boundaries of the property; 2) Location of existing buildings and structures; 3) Proximity to existing water, wastewater, storm water, streets, and other public improvements; 4) A preliminary drainage plan for the project site using best management practices and prevent increases to both peak and total storm water runoff flows; 5) General arrangements of existing and proposed land uses; 6) The proposed zoning and density; 7) Development phasing; 8) The proposed street plan; 9) And proof of ownership. b. Public Infrastructure required to serve the proposed development and estimated costs; c. Projections of additional elementary, middle, and high school students the development will generate. d. Payment of an annexation application fee of$50 per acre, with a maximum fee of$2,000, or an amount as otherwise subsequently determined by ordinance of the City Council. 2. The City will consider the establishment of a Special District for the proposed area covered by development and annexation agreements to promote developments that incorporate higher development standards, such as the integrating a mixture of land uses, an interconnected network of streets, transportation alternatives to the automobile, and the provision of additional amenities. 3. A development agreement, detailing the obligations of the City and project developer and specifying the standards and conditions that will govern development of the property,will be required for the City to enter into an annexation agreement where the property owner is applying for annexation. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES-MARCH 1, 2018 1 CRITERIA 4 EXHIBIT A Fiscal Impacts Analysis Details: 1. A fiscal impact analysis models the projected costs and revenues associated with the proposed development to determine the net fiscal impact of the development on the City. Such analyses would go beyond the provision of infrastructure, and would include city services such as police and fire protection, libraries, parks and recreation, and other city functions that experience increased demand for service from new development. The fiscal impact analysis must assess each phase of the proposed development. a. The Fiscal Impact Analyses shall be conducted by City Planning Division staff, in cooperation with pertinent Departments, to project revenues and costs anticipated as a result of the proposed development. b. The Fiscal Impact Analysis considers both revenues and expenditures for proposed areas to be annexed using the development plan for the area and the current adopted City budget. Below is the methodology that shall be used for the Fiscal Impact Analysis. i. Expenditures: 1) Expenditures shall be considered for all municipal services to be provided. 2) Expenditures shall include annual operation and maintenance costs. 3) Expenditures shall include capital improvement costs. 4) Expenditures shall be based on an assessment of the services to be delivered, the level of service to be delivered and the estimated costs of providing the service. 5) Service delivery cost estimates shall be provided by the Department responsible for service delivery, guided by the City Planning Division Staff. 6) Expenditures may be estimated using average costing, marginal costing, or a combination of the two methodologies. ii. Revenues—the following shall be considered: 1) Property taxes from existing land uses 2) Property taxes for proposed future land use (based on current tax rate) 3) Sales taxes 4) Hotel Occupancy Taxes 5) Other revenues as applicable to the area being considered for annexation (e.g. other local taxes, user fees, fines, etc.) 6) Revenues may be estimated on per service population, per housing unit, per building square feet, and/or per acre basis, as appropriate. 7) A sensitivity test of revenue assumptions, such as assessed value of property and sales tax revenues, will be included in the fiscal analysis. c. Time Period of Analysis: The Fiscal Impact Analysis shall extend a minimum of 10 years into the future. If necessary, the timeframe should be extended to either: i. the year the proposed area for annexation is built-out, or ii. the repayment period for any debt that would need to be assumed to more accurately reflect the applicable revenues and expenditures. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES—MARCH 1, 2018 1 CRITERIA 5 EXHIBIT A APPENDIX A: DEFINITIONS Agriculture Development Agreement:State law requires cities to offer a Development Agreement to areas appraised by the tax roll as agriculture, wildlife management or timber management. If the landowner consents to the agreement, the City shall exclude the property from annexation for a number of years. The Agreement may include the term of the agreement and the landowner's consent to voluntary annexation at the end of the agreement term. Annexation may proceed if land owners decline to enter into an agreement or if at any time landowner files any type of subdivision plat or related development document for the area Annexation:The legal process by which a City extends its boundaries. Annexation Guidelines:A set of guidelines for making annexation decisions. Annexation Plan:See Municipal Annexation Plan. Average Costing:A type of fiscal impact analysis model.This procedure estimates the costs of a new development based on the current average cost per unit of service in existing development multiplied by the number of units the new development is estimated to create. It does not consider excess or deficient capacity to deliver services,and it assumes that average costs of municipal services will remain stable in the future. For example, a fiscal impact model could use the Code Enforcement budget to generate a current average cost per household and apply that average to the number of households included in the proposed new development. An average cost model can also be updated annually as the new City budget is adopted. Contiguous: Sharing a common boundary or border, or abutting a municipality's city limits; however, property will be considered contiguous to a city boundary/limit even if it does not actually touch that boundary/limit if an intervening property is subject to a development agreement guaranteeing temporary continued ETJ status, such as for an agricultural exemption. Developed:Characterized by significant site improvements, such as utility installations, paving, and in many instances, the construction of one or more structures. Disannexation:The legal process by which territory is removed from the city limits for failure to provide services. A majority of the qualified voters of an annexed area may petition the City Council to disannex the area if the City fails to provide services to the area within the period specified by the service plan. Similarly, the City may seek to disannex an area if it determines that it is unable to provide municipal services to that area in accordance with state law. Extraordinary Economic Development Project:A commercial or industrial project that is eligible for property tax abatement and generates substantial benefit to the municipality. Extraterritorial Jurisdiction (ETJ): Unincorporated area that is contiguous to, and extends five miles from, the Corpus Christi City limits. In the ETJ, the City has the authority to annex and extend subdivision regulations.The area excludes other municipalities and their respective ETJs, if any. Extraterritorial Jurisdiction (ETJ) Release: An agreement to release ETJ boundary as agreed to jointly by written consent of two municipal entities. Fiscal Impact Analysis: A study that models the projected costs and revenues associated with a proposed development to determine the net fiscal impact of the development on the City. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES—MARCH 1, 2018 1 APPENDIX A EXHIBIT A Full Purpose Annexation: Full purpose annexation is the process by which cities extend municipal services, voting privileges, full regulatory authority and taxing authority to new territory.The City regulates land development in its full purpose jurisdiction with zoning, engineering, environmental, land entitlement and building code requirements. An area under consideration for annexing must be within the City's extraterritorial jurisdiction and contiguous to the boundaries of the city. Incorporation:The creation of a municipal corporation (i.e. "City"). Industrial District:An area containing an Extraordinary Economic Development Project for which a non- annexation agreement is issued for up to 15 years and is renewable to delay annexation and the extension of City taxes. Infrastructure: Facilities necessary to provide City services, usually referring to physical assets such as streets and utility lines. Jurisdictional Island:An unincorporated area surrounded on most sides by the City of Corpus Christi. Limited Purpose Annexation: Limited purpose annexation extends the City's planning, building, zoning, health, and safety regulations.The City assesses no taxes and the City is not required to provide full municipal services. Residents in this type of area may vote in City Council and Charter elections but may not vote on proposals to issue bonds, nor seek municipal office. Generally, areas annexed for limited purposes are annexed for full purpose jurisdiction after three years. Marginal Costing:A type of fiscal impact analysis model.This procedure relies on analysis of the demand and supply relationships for public services.This approach recognizes that excess and deficient capacity exits in communities. It models growth not in a linear manner, but as a more cyclical process in terms of the impact on expenditures. For example, a proposed project could necessitate that a new fire station be constructed to adequately provide service to a new development. Municipal Annexation Plan:A document required by state statute that identifies areas to be annexed. Adoption of the Plan by the municipality initiates a three-year process that includes a public process and the creation of a Service Plan for the provision of municipal services after annexation. Municipal Boundary Adjustment:An adjustment to municipal boundaries agreed to jointly by written consent of two municipal entities. Non-Annexation/Annexation Agreement:Agreements authorized by Chapters 43 and 212 of the Texas Local Government Code and negotiated with property owners and adopted by City Council. Such agreements are often used in conjunction with the following: 1. An Industrial District for Extraordinary Economic Development Projects, 2. A Special Utility District or Public Improvement District that has taxing authority to pay for infrastructure improvements, or 3. An agreement for Services in Lieu of Annexation that may be negotiated with property owners who do not want to be placed in a Municipal Annexation Plan but have areas for which the City would like to extend regulations and services. An annexing municipality must offer non-annexation agreements to property owners who have Agricultural Tax Exemptions if the area is slated to be placed in a Municipal Annexation Plan.The CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES—MARCH 1,2018 1 APPENDIX A EXHIBIT A agreement is only valid while an agricultural exemption is maintained and becomes void if development activity is pursued. Planning Study:A document required for Limited Purpose Annexation which provides a ten-year projection regarding anticipated development, proposed zoning, and anticipated public benefits gained from the annexation. Public Improvement District(PID):Authorized under Chapter 372 of the Local Government Code, PIDs are created only at the request of land owners via petition of more than fifty percent of owners of taxable real property liable for assessment under the proposed petition. PID creation is a discretionary act of City Council if Council finds that the establishment of a PID promotes the interests of the City. A PID may be established for the purposes of funding capital improvements as well as operational costs, including: landscaping; constructing or improving sidewalks, streets, or parking facilities; constructing or improving water and wastewater facilities; installing art; and constructing or improving libraries. Special assessments paid by land owners that benefit from the public improvements and/or service are the source of funding. Regulatory Plan:A document required for Limited Purpose Annexation that identifies regulations and land uses to be extended to the area. Services: Municipal services that may include police protection, fire protection, emergency medical services, solid waste collection, operation and maintenance of water and wastewater facilities, operation and maintenance of roads and streets, operation and maintenance of parks, and operation and maintenance of any other publicly owned facility, building, or service. Service Plan:A document required as part of the Three-Year Municipal Annexation Plan that outlines the schedule for the provision of municipal services to an area annexed for Full Purposes. Services in Lieu of Annexation:A type of non-annexation agreement to guarantee the land's immunity from annexation for a period of up to 15 years; extends certain aspects of the city's land use and environmental authority over the land; and authorizes enforcement of land use regulations in addition to, or in lieu of, those that apply within the City. Special District: A political subdivision of the state providing water, sewer, drainage,transportation and/or other utility and infrastructure services within a specified geographic area. Utility District:A political subdivision of the state providing water, sewer, drainage and/or other utility services within a specified geographic area. Sometimes referred to as a Municipal Utility District. Voluntary Annexation: Property owners may petition the City to annex their property. The request for voluntary annexation requires at least fifty percent of the property owners' signature in the area up for consideration. CITY OF CORPUS CHRISTI ANNEXATION GUIDELINES-MARCH 1, 2018 1 APPENDIX A III EXHIBIT B Voluntary Annexation Application & Checklist Required Material to be submitted to the Planning& ESI Department for Voluntary Annexation Petition Project Name/Address: Date: ❑ Contact information form for property owner and representative including, address, office/daytime telephone number, e-mail address, and fax number. ❑ A letter of petition signed by all the owners of the property. A notarized power of attorney is required if any person signs on behalf of another person.The petition must be acknowledged in the manner required for deeds by each person having an interest in the area and it must identify the property owned by each person signing as a petitioner. ❑ Ownership Documents: Clean copy of recorded warranty deed or other document(s) conveying ownership of all the property to be annexed. If the property is owned by a partnership, corporation, trust, or other entity, documents demonstrating signatory's authority to sign Petition on behalf of entity must be included. ❑ A statement citing the specific provision(s) of Chapter 43 of the Local Government Code through which annexation is requested. ❑ An affirmative, unconditional statement affirming that the area meets all the cited statutory pre- requisites, including that the property is contiguous to the current city limits. ❑ A statement including the following information: ❑ Reason(s)for request ❑ Current land use of the property ❑ Location of existing buildings and structures ❑ Current number of residential units and residents living on the property ❑ Proximity to existing water, wastewater, storm water, streets, and other public improvements ❑ Description of planned/proposed development and a completion schedule (i.e., build-out schedule): ❑ Proposed zoning and density ❑ General Arrangements of existing and proposed land uses ❑ A preliminary drainage plan for the project site ❑ Development phasing including the number of housing units by type and lot size, commercial and/or industrial uses by type and square feet for each, square feet or acreage of parking lots, streets and public ROW, parks,greenways, drainage/open space ❑ Estimates of property values for each use in the development ❑ The proposed street plan ❑ Current or proposed utility purveyors ❑ Field notes of area:Two copies of a current signed and sealed Boundary Description in the form of metes and bounds of the total voluntary annexation area prepared by a licensed engineer or surveyor. ❑ Two copies of a current signed and sealed Exhibit Map. Survey Map of the area must be clear, easy to read markings and reduced to fit 8 %x 11 paper. March 1, 2018 Page 1 of 2 EXHIBIT B Voluntary Annexation Application & Checklist ❑ Current Nueces County Appraisal District property value information of area to include: account#/ Legal Description, property ID#, owner, mailing address, city, zip code acreage, and appraisal value. ❑ Payment of$50 per acre fee, maximum $2,000(to be adopted in the future). ❑ City staff will prepare a fiscal impact analysis to model the projected costs and revenues associated with the proposed development, using the provided development information, to determine the net fiscal impact of the development on the City. Such analyses would go beyond the provision of infrastructure, and would include city services such as police and fire protection, libraries, parks and recreation, and other city functions that experience increased demand for service from new development.The fiscal impact analysis will assess each phase of the proposed development and extend a minimum of ten years into the future. The results of the analysis will be presented to City Council along with the annexation application materials. Notice to petitioner: Voluntary Annexations are subject to all the applicable provisions of law, including the City Charter of The City of Corpus Christi and Chapter 43 of the Texas Local Government Code.All annexations are solely within the legislative discretion of the City Council. A petition for voluntary annexation does not constitute a contractual obligation to annex the property in question.The submission of a petition does not obligate the City of Corpus Christi to annex all or any portion of the area included in the petition. Acknowledgement Please Note:The signature of owner authorizes City of Corpus Christi staff to visit and inspect the property for which this application is being submitted.The signature also indicates that the applicant or his agent has reviewed the requirements of this checklist and all items on this checklist have been addressed and complied with.The agent is the official contact person for this project and the single point of contact.All correspondence and communication will be conducted with the agent. If no agent is listed,the owner will be considered the agent. (Check One:) ❑ /will represent my application before city staff, all Commissions and Boards, and City Council. ❑ /hereby authorize the person named below to act as my agent in processing this application before city staff, all Commissions and Boards, and City Council. Owner Name: Phone: Email: Mailing Address, City, State, Zip Code: Owner Signature: Agent's Name: Phone: Email: Agent's Company Name: Mailing Address, City, State, Zip Code: Agent Signature: March 1, 2018 Page 2 of 2 Proposed Annexation Guidelines • City Council Presentation April 10, 2018 A � New State Legislation. S.B. 6 ➢ Tier 1 and Tier 2 Counties and Municipalities ➢ Nueces County (Corpus Christi) and Surrounding Counties are Tier 1 (less than 500,000 in population) ➢ Voters can petition to become Tier 2 (more restrictive) ➢ Any policy is a living document — State Legislature will address annexation every session z New State Legislation: S.B. 6 Population County Tier 1 or 2 county (Census 2016) Houston 2,303,482 Harris 2 San Antonio 1,492,510 Bexar 2 Dallas 1,317,929 Dallas 2 Austin 947,890 Travis 2 Fort Worth 854,113 Tarrant 2 EI Paso 683,080 EI Paso 2 Arlington 392,772 Tarrant 2 Corpus Christi 325,733 Nueces 1 Plano 286,057 Collin+Denton 2+2 Laredo 257,156 Webb 1 3 Process To Date ➢ March 30, 2017 — City Council Workshop ➢ April Stakeholder Meetings — Background Information ➢ May 12, 2017 Stakeholder Meeting #1 — Reviewed working draft ➢ Second half of May, 2017 — Proposed text edits received ➢ May 31, 2017 — Presentation to Planning Commission describing process ➢ June 1, 2017 —Stakeholder Meeting #2 — Discussed proposed edits ➢ July 6, 2017 — City Council Workshop ➢ August 15, 2017 — 8511 State Legislature Special Session Concludes ➢ November 10, 2017 —Stakeholder Meeting #3 —Update and next steps ➢ December 13, 2017 — Planning Commission Briefing ➢ February 13, 2018 — City Council Briefing ➢ March 21, 2018 — Planning Commission Recommending Action 4 4- Direction and Recommendation C:Y. ➢During a Briefing to City Council on February 13, 2018, Council directed staff to return with an action for consideration that combines Options 1 and 2: ➢Option 1: Move forward with Council direction to staff to prepare an application document detailing required information to be provided for annexation actions. ➢Option 2: Move forward with Council direction to staff to prepare aop licy or guideline document detailing requested information to be provided for annexation actions. ➢Staff Recommends Approval of the Annexation Guidelines 5 Extraterritorial Jurisdiction .sn osmP / 44 � 3 I0 Webe \ Staple Corpus Christi Extraterritorial Jurisdiction(ETJ) 6 se o� � v AGENDA MEMORANDUM NOORP08 IEO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting April 17, 2018 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: Dan Grimsbo, Executive Director of Utilities DanG(a�cctexas.com (361) 826-1718 Kim Baker, Assistant Director of Financial Services — Purchasing Division KimB2(o-)-cctexas.com (361) 826-3169 Pump Repair and Replacement One-year Service Agreement for Wastewater and Storm Water, with Two One-year options and a Total Potential Multi-year Amount of Up to $733,380 CAPTION: Motion authorizing a one-year service agreement with Smith Pump Company of Waco, Texas, for Pump Repair and Replacement Services for a total amount not to exceed $244,460, with two one-year options for a total potential multi-year amount of up to $733,380. PURPOSE: This is a motion to approve a service agreement for pump repair and replacement services for Wastewater and Storm Water. BACKGROUND AND FINDINGS: The Wastewater Treatment Plants, lift stations, and pump stations rely heavily on its large inventory of pumps to collect and transport water to the treatment plants to be treated, and to prevent spills and overflows which cause damage to the environment and result in fines. Repair services, and the purchase of new equipment are critical to ensure optimum operating requirements and compliance with TCEQ regulations. The Purchasing Division conducted a competitive RFB process to obtain bids for a new contract. The City received one responsive, responsible bid and two non-responsive bids and is recommending award to Smith Pump Company. ALTERNATIVES: None. OTHER CONSIDERATIONS: Not applicable. 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. DEPARTMENTALCLEARANCES: Utilities FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $449,960.50 $631,521 .67 $1,081,482.17 Encumbered / Expended Amount $101,267.00 $101 ,267.00 This item $101,858.33 $631,521 .67 $733,380.00 BALANCE $246,835.17 $0.00 $246,835.17 Fund(s): Wastewater and Storm Water Fund Comments: The initial contract term total is $244,460, of which $101,858.33 will be funded in FY2017-18. The total estimated contract value will be $733,380 if all option years are executed. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Bid Tabulation SC 0 > SERVICE AGREEMENT NO. 1426 U Pump Repair and Replacement Services for Wastewater bO RPOR Af� 1$52 and Storm Water THIS Pump Repair and Replacement Services for Wastewater and Storm Water Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Smith Pump Company ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Pump Repair and Replacement Services for Wastewater and Storm Water in response to Request for Bid/Proposal No. 1426 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Pump Repair and Replacement Services for Wastewater and Storm Water ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 12 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to two additional 12-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then- current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $244,460.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form 12/15/17 Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Joanna Moreno Department: Utilities Department Phone: (361 ) 826-1649 Email: joannamCcctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. Any Services that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form 12/15/17 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid or proposal, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form 12/15/17 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Joanna Moreno Title: Contract Administrator Address: 2726 Holly Road, Corpus Christi, TX 78415 Phone: (361 ) 826-1649 Fax: (361 ) 826-1715 IF TO CONTRACTOR: Smith Pump Company Attn: Jeff McHattie Title: Applications Engineer Management Address: 301 M&B Industrial, Waco, Texas 78712 Phone: (254) 776-0377 Fax: (254) 776-0377 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form 12/15/17 ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form 12/15/17 A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form 12/15/17 CONTRACTOR Signature: Printed Name: "1� N _ Zkzpu�)Is Title: , _ Date: � I' ►� CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. 1426 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form 12/15/17 Attachment A - Scope of Work 1.1 General Requirements The Contractor shall provide pump repair and replacement Services for various types of pumps at Wastewater Treatment Plants, Lift Stations and Storm Water Pump Stations operated by the City of Corpus Christi Utilities Departments, Wastewater and Storm Water Divisions. This is an on-call contract. Work will be performed on an as-needed basis. No amount of work is guaranteed. Quantities are estimates only. 1.2 Scope of Work A. Repairs a. The City's pump inventory for this contract, outlined in Section 1 .3, consists of approximately 144 pumps, and includes the following brands: Wemco Hoffman Seepex Gorman Rupp Penn Valley Polyblend Flow Serve Nemo Aurora Fairbanks Morse Wilo Vaughn Shanley Moyno Nord Drive Systems Farrell Goulds Pro Series Amarillo Gear Gardner Denver b. The repairs will include, but are not limited to, disassembly, inspection, repair, and remanufacturing of centrifugal pumps. c. Typical repairs may include, but are not limited to: stator, shaft, impeller, volute seals, gaskets, stuffing box, packing gland, and bearings. d. The Contractor shall clean using steam, grit, or solvent to obtain accurate measurements and for non-destructive evaluation. e. The City will deliver the pump(s) for repair, and will pick-up the pump(s) when the repair is complete. f. The Contractor shall provide a repair estimate, based on contract pricing, for each repair, to include any noted problems, special conditions, inspection results, conclusion/recommendations, visual findings by drawings or digital photos, within 5-10 business days after receipt of equipment. g. The repair estimate shall be submitted electronically in PDF format via email and itemized as follows: 1 . Estimated repair time, to include delay time for parts/materials. If repair time is expected to exceed 20 business days, the Contractor must define the completion time, and outline the reason for delay. 2. Shipping costs for parts/materials 3. List of parts/components to be replaced 4. Hourly labor costs, to include Straight Time and Overtime (if approved) h. Repairs shall be completed within 20 business days of purchase order (PO) release. A PO number will be submitted to Contractor via email or phone. The Contractor shall notify the City if repairs will exceed 20 business days. i. All parts shall be equivalent to original equipment manufacturer (OEM) standards. Parts shall be included in the Contractor's warranty period, or manufacturer's warranty. Parts replaced under the Contractor's or manufacturer's warranty will be replaced at no cost for labor or parts. j. The Contractor shall make a reasonable attempt to obtain parts at the lowest possible price. k. All repairs shall be in accordance with current pump nameplate data and conditions, drawings, standards and/or OEM specification(s). I. General machine work and/or repair shall consist of, but is not limited to, balancing, welding, straightening, grinding, custom part manufacturing, shaft rebuilding and fabrication, sand blasting, and coating of pump. m. After repairs, the pump shall be repainted to manufacturer's recommendation and specifications, in a color approved by the Contract Administrator. n. Overtime hours must be authorized in writing by a City representative. o. The Contractor shall provide a minimum of one-year warranty for workmanship and parts/materials. B. Replacement a. After a cost analysis of the repair estimate and the replacement cost, the City may elect to purchase a new pump. b. The Contractor/Manufacturer shall affix a name plate on all new pumps. Name plate data shall include: model and serial number, manufacturer, GPM/Head, HP, impeller diameter, discharge size, and voltage. c. The Contractor shall provide a minimum of one-year warranty on all new pumps. C. Other Requirements a. The Contractor's facilities may be subject to inspection at any time by a City representative. When deemed appropriate, the City reserves the right to use third party inspection services, at the City's expense. b. The City reserves the right to inspect the pump at any time during the repair. c. The Contractor must be able to provide technical support as may be required by the City. d. The City reserves the right to audit Contractor's project costs at any time during the contract term. e. The City's equipment in Contractor's possession must be properly stored and secured at all times. Where applicable, loading / unloading of pump(s) must be done by Contractor's personnel 1.3 Work Site Locations and Conditions WWTP# Plant Name Address # of Pumps 1 Broadway WWTP 801 Resaca 18 2 Oso WWTP 601 Nile 17 3 Greenwood WWTP 6541 Greenwood Dr. 13 4 Allison WWTP 4101 Allison Dr. 10 5 Laguna Madre WWTP 201 Jester 11 6 Whitecap 13409 Whitecap Blvd. 20 Lift Lift Station Name Address # of Station # Pumps 1 Up River Road 12300 Up River Rd. 2 2 Allison 4101 Allison Dr. 3 3 Stillwell 8100 Stillwell Lane 2 4 McBride 1200 McBride Lane 3 5 Lexington 5233 Lear St. 2 6 Brownlee 400 12th St. 3 7 Morgan 810 N. Brownlee Blvd. 2 8 Studebaker 300 Kinney Ave. 2 9 Peoples "T" Head Peoples St. "T" Head 2 10 Lawrence "T" Head 400 S. Shoreline Blvd. 2 11 Schanen 6102 Del Starr Dr. 2 12 Country Club 6300 Everhart 3 13 Wooldridge 6610 Wooldridge Rd. 4 14 Williams 6602 Williams Dr. 5 15 Oso WWTP #1 501 Nile Rd. 2 16 Oso WWTP #2 501 Nile Rd. 4 17 Perry Place Thompson Rd. 2 18 Military & Jester 722 Jester St. 2 19 Laguna Madre WWTP 201 Jester St. 3 20 Aquarius 15000 Aquarius St. 2 SW Pump Station # Pump Station Name Address # of Pumps 1 Power St. Pump 1218 N. Water St. 3 Station 1.4 Invoicing The Contractor's invoice for payment must contain the following information: 1 . Purchase Order (PO) number 2. Location and Address 3. Model and serial number of equipment 4. Description of service 5. Bill of materials 6. The Contractor will be required to attach copies of all invoices for parts/materials (to include % of mark-up) for each repair invoice 7. Total hours billed, itemized by position and hourly rate per contract 8. Shipping costs 9. Authorizing City representative 1.5 Contractor Quality Control and Superintendence A. The Contractor shall establish and maintain a complete Quality Control Program to assure that the requirements of the Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. B. The Contractor shall quality inspect pump repairs/replacement (new pump) prior to delivery to the City. Attachment B - Bid Pricing/Schedule CITY OF CORPUS CHRISTI BID FORM v t PURCHASING DIVISION RFB No. 1426 .M20 1 185VI Pump Repair and Replacement Services for Waste Water and Storm Water Date: 1-2- Z PAGE 1 OF 1 Authorized Bidder: Signature: A4 1. Refer to "Instructions to Bidders" and Contract Terms /dCi ditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consulfation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RF3. 4. Bidders must not write over or revise the bid form., Bidders will be considered Non- Responsive if the bid form is modified. Item # Description Unit Qty Unit Price Total Price Parts /Materials Estimated Mark-up 1 Parts/Materials EA $117,600.00 2ID $ 1 i 12a 1 2 Shipping Allowance for Parts/Materials EA _ $5,000.00 $5,000.00 3 Allowance for Pick-up and j Delivery Charges EA $6,000.00 $6,000.00 Labor 4 Labor Rate M-F 8:00am -5:00pm HR 1,200 $ ?4 ,0 0 $ Cl t 5 Labor Rate (OT) Afterhours, Weekends, HR 10 $ 114, $ Holidays Total $ 244,460.00 Attachment C- Insurance Requirements CONTRACTOR'S LIABILITY INSURANCE A. Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. B. Contractor must furnish to the City's Risk Manager and Contract Administrator one (1 ) copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material Per occurrence - aggregate change or termination required on all certificates and policies. COMMERCIAL GENERAL LIABILITY $1 ,000,000 Per Occurrence including: $1 ,000,000 Aggregate 1 . Commercial Broad Form 2. Premises - Operations 3. Products/Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury AUTO LIABILITY (including) $1 ,000,000 Combined Single Limit 1 . Owned 2. Hired and Non-Owned 3. Rented/Leased WORKERS'S COMPENSATION Statutory and complies with Part II (All States Endorsement if Company is of this Exhibit. not domiciled in Texas) Employer's Liability $500,000/$500,000/$500,000 C. In the event of accidents of any kind related to this contract, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. II. ADDITIONAL REQUIREMENTS A. Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in statutory amounts according to the Texas Department of Insurance, Division of Workers' Compensation. An All States Endorsement shall be required if Contractor is not domiciled in the State of Texas. B. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. C. Contractor shall be required to submit renewal certificates of insurance throughout the term of this contract and any extensions within 10 days of the policy expiration dates. All notices under this Exhibit shall be given to City at the following address: City of Corpus Christi Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 D. Contractor agrees that, with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: • List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations, and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy; • 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; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide thirty (30) calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than ten (10) calendar days advance written notice for nonpayment of premium. E. Within five (5) calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor'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 contract. F. In addition to any other remedies the City may have upon Contractor'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 Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Contractor hereunder until Contractor demonstrates compliance with the requirements hereof. G. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. H. It is agreed that Contractor'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 contract. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this contract. 2017 Insurance Requirements Utilities Pump Repairs 09/28/2017 sw Risk Management Attachment D - Warranty Requirements All Repairs include a one-year warranty. City of Corpus Christi Bid Tabulation Purchasing Division RFB No.1426 Buyer:Cynthia Perez Pump Repair and Replacement Services S-h Pump Company Faraday El-,, Turbonetics Waco,TX Corpus Christi,TX Corpus Christi,TX Item Descri tion Unit Q Unit Price Mark u Total Price Unit Price Mark u Total Price Unit Price Mark u Total Price 1 Parts/Material EA $11],600.00$11],66000 20% $141,120.00 2 Shi in Allowance EA $5,000.00 $5,00000 $5,00000 3Allowance for Pick-u p and Delvery Charges EA $6,000.00 $6,000.00 $6,00000 4 Labor Rale HR 12$9120000 $9120000 5 Labor P12(U HR 1 10 $1140.00 $1,14000 Total Total $244460.00 Non-Res Non-Res SC AGENDA MEMORANDUM hCogppppSEo Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for City Council Meeting of April 17, 2018 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: Jim Davis, Director of Asset Management iimd(a�cctexas.com (361) 826-1909 Dan Grimsbo, Executive Director of Utilities DanG(cj�cctexas.com (361) 826-1718 Kim Baker, Assistant Director of Financial Services-Purchasing Division Kim B2 c(-).cctexas.com (361) 826-3169 Purchase of 42 Trucks for Utilities CAPTION: Motion authorizing the purchase of twenty-eight (28) 2018 F-150 trucks from Silsbee Ford of Silsbee, Texas; five (5) 2018 F-450 trucks from Grande Truck Center of San Antonio, Texas; eight (8) 2018 F-250 trucks, and one (1)2018 F-350 truck from Rush Truck Center of New Braunfels, Texas via BuyBoard for a total amount of$1,441,898.04. PURPOSE: This item is to approve the purchase of 2018 model trucks for Utilities as per the following breakdown: twenty-eight (28) F-150 trucks from Silsbee Ford; five (5) F-450 trucks from Grande Truck Center; eight (8) F250 and one (1) F-350 from Rush Truck Center. BACKGROUND AND FINDINGS: Utilities currently has a requirement to replace 32 trucks and add ten trucks to their fleet. These trucks are intended to perform various functions within the Water,Wastewater, and Storm Water Department. The 32 units to be replaced are all well past the end of their service lives. The addition of the ten trucks to the fleet is to accommodate the increase of workload in the respective divisions. Purchasing the vehicles will also eliminate the need to lease. ALTERNATIVES: N/A OTHER CONSIDERATIONS: Not applicable 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 DEPARTMENTALCLEARANCES: Fleet Maintenance Utilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $9,845,348.31 $0.00 $9,845,348.31 Encumbered / Expended Amount $5,420,182.51 $0.00 $5,420,182.51 This item $1 ,441,898.04 $0.00 $1,441 ,898.04 BALANCE $2,983,267.76 $0.00 $2,983,267.76 Fund(s): Fleet Maint. Svc, Water, Wastewater and Storm Water Comments: RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI PRICE SHEET PURCHASING DIVISION Ford Trucks for Utilities BUYER: MARIA PEDRAZA Grande Truck Center San Antonio,Texas UNIT EXTENDED ITEM DESCRIPTION Unit Qty PRICE PRICE 1 2018 F-450 Trucks Ultra-low Profile Service Body EA 3 $68,458.00 $205,374.00 2 2018 F-450 Trucks 2.5 Cubic Yard Dump Body EA 2 $57,798.00 $115,596.00 3 BuyBoard Fee EA 1 $400.00 $400.00 TOTAL: $321,370.00 Silsbee Ford Silsbee,Texas UNIT EXTENDED ITEM DESCRIPTION Unit Qty PRICE PRICE 1 2018 F-150 Trucks Regular Cab Short Bed EA 2 $28,667.22 $57,334.44 2 2018 F-150 Trucks Regular Cab 8 Ft. Bed EA 3 $23,328.60 $69,985.80 3 2018 F-150 Trucks Crew Cab Short Bed EA 6 $32,431.82 $194,590.90 4 2018 F-150 Trucks Ext.Cab Long Bed EA 6 $25,933,80 $155,602.80 5 2018 F-150 Trucks Ext.Cab Short Bed EA 11 $28,031.65 $308,348.10 6 BuyBoard Fee EA 1 $400.00 $400.00 TOTAL: $786,262.04 Rush Truck Center New Braunfels,Texas UNIT EXTENDED ITEM DESCRIPTION Unit Qty PRICE PRICE 1 2018 F-250 Truck Crew Cab EA 1 $44,346.00 $44,346.00 2 2018 F-250 Trucks Standard Cab EA 3 $32,722.67 $98,168.00 3 2018 F-250 Trucks Extended Cab EA 4 $36,780.50 $147,122.00 4 2018 F-350 Truck Crew Cab Service Bed EA 1 $38,830.00 $38,830.00 5 BuyBoard Fee EA 1 $400.00 $400.00 6 Freight Fee EA 1 $5,400.00 $5,400.00 TOTAL: $334,266.00 Grand Total $1,441,898.04 CITY COUNCIL EXECUTIVE SUMMARY e Council Priority WATER Staff Contacts: Mark Van Vleck, Assistant City Manager Valerie H. Gray, P.E., Executive Director of Public Works 4 Dan Grimsbo, Executive Director of Utilities Jeff H. Edmonds, P. E., Director of Engineering Services Meeting Date Agenda Category Le istar ID April 10, 2018 Motion 18-0312 April 17, 2018 Agenda Title: Master Service Agreement (MSA) —O. N. Stevens Water Treatment Plant (ONSWTP) Site Infrastructure Improvements PROPOSED ACTIONS/RECOMMENDATIONS ➢ Staff Recommendation: Authorization to execute a Master Service Agreement o With Freese and Nichols, Inc. of Corpus Christi, Texas o For a not to exceed amount of$900,000 over three years: ■ Not to exceed $300,000 for Base Year 1 ■ Plus two (2) 1-year administrative renewals o For engineering and design services SUMMARY ➢ Project approved in 2018 Capital Improvement Program (CIP) budget ➢ ONSWTP — Built in 1954, expanded in 1981 ➢ Many structures, infrastructure elements, and equipment at end of service life ➢ MSA— o Provides for engineering and design services o Allows City to negotiate and issue task authorizations for required improvements ➢ Services — o Evaluate existing conditions o Conduct field investigations o Prepare detailed construction documents o Conduct design review workshops & bidding process o Provide construction support o Prepare & submit final As-Built drawings o Conduct warranty phase inspections PRIOR COUNCIL ACTION ➢ None FINANCIAL CONSIDERATIONS ➢ CIP budget ALTERNATIVES ➢ Authorize execution of contract. SUPPORTING DOCUMENTS ➢ Item Details ➢ Project Budget ➢ Location Map ➢ Presentation ➢ Contract FUTURE ACTIONS ➢ None Project No.E13051 AB/JR Rev.3—03/27/18 Item Details Legistar # 18-0312 Professional Services Contract — O. N. Stevens Water Treatment Plant (ONSWTP) site Infrastructure Improvements Council Meeting Dates: Item Being Considered: Future Item —April 10, 2018 Motion Action Item —April 17, 2018 RECOMMENDATION: Authorization to execute a Master Service Agreement (MSA) with Freese and Nichols, Inc. (FNI) of Corpus Christi, Texas for a base year not to exceed amount of $300,000 for O.N. Stevens Water Treatment Plant (ONSWTP) Site Infrastructure Improvements with two (2) optional one-year administrative renewals for a maximum not to exceed amount of $900,000 over three years. (Capital Improvement Program - CIP). SUMMARY: This project is a part of the City's strategic plan to implement improvements to the City water treatment facilities approved in the CIP. The water plant supplies potable water to the entire City of Corpus Christi and to several surrounding communities. The plant was built in 1954 and expanded in 1981. Many of the plant's structures, infrastructure elements, and equipment are at the end of service life. This MSA will allow the City to negotiate and issue tasks authorizations for the required improvements. The improvements are critical to addressing ongoing operational and safety concerns. The MSA is a one- year base contract with two (2) optional one-year renewals. The task authorizations and renewals will be issued administratively, subject to satisfactory consultant performance and availability of funds. This MSA provides for the engineering and design services for critical upgrades of all water treatment facility infrastructure elements. Typical improvements include site grading, storm water and overflow drainage systems, plant access, chemical delivery roads stabilization, office facilities, process facilities, major process units, mechanical equipment repairs, and work safety considerations. The following summarizes the typical engineering tasks: • Evaluate conditions of existing infrastructure and facilities • Conduct field investigations, assessments, and meet with plant staff to prepare Engineering Letter Reports detailing proposed improvements • Assess impact of improvements on current operating strategies, on treatment process, on maintenance, and on operating costs • Participate in workshops with third-party design engineers and contractors to coordinate improvements with ongoing work and new projects • Prepare detailed construction documents for structural, electrical, mechanical, operational, and infrastructure improvements • Conduct design review workshops • Conduct pre-bid meetings, evaluate bid results, procurement quotes, and make formal recommendations for award • Provide construction administration, inspection, and technical support • Prepare and submit to city final As-Built drawings Project No.E13051 1 AB/JR Rev.4—04/05/18 • Conduct warranty phase inspections and report preparation FNI was selected as the engineer for this project under Request for Qualifications No. 2014-08. PREVIOUS COUNCIL / BOARD ACTIONS: None. Project No.E13051 2 AB/JR Rev.4—04/05/18 PROJECT BUDGET ESTIMATE O.N. STEVENS WATER TREATMENT PLANT SITE INFRASTRUCTURE IMPROVEMENTS FUNDS AVAILABLE: WaterCIP...................................................................................................................... $ 1,751,300 TOTAL FUNDS AVAILABLE $ 1,751,300 FUNDS REQUIRED: Construction and Contingency Estimate:.............................................................................. $ 1,210,000 Construction Estimate................................................................................... 1,100,000 Contingency 10%......................................................................................... 110,000 Construction Inspection and Testing Estimate:....................................................................... 96,321 Construction Inspection Estimate.................................................................... 61,295 *Testing Estimate........................................................................................ 35,026 Engineering Services:....................................................................................................... 349,663 Preliminary Design (FNI)............................................................................... 49,663 Master Service Agreement(FNI)THIS ITEM ... 300,000 Reimbursements:............................................................................................................ 89,565 Contract Administration (Engineering Svcs Admin/Capital Budget/Finance)............. 35,026 Engineering Services(Project Mgmt/Constr Mgmt)............................................. 52,539 Mi sc.......................................................................................................... 2,000 TOTAL $ 1,745,549 ESTIMATED PROJECT BUDGET BALANCE $ 5,751 *Testing services will be executed as a Task Order under Testing Master Service Agreement NUECES RIVER N 624 NUECES BAY SCALE: N.T.S. ANNAMLLE 77 0 c O Ri R U � Z O c� SHIP U o CORPUS CHRISTI �fOpgRD I LEOPARD a' ROBSTOWN z 44 CORPUS CHRISTI p 266 INTERNATIO F AIRPORT OµG� 358 N W N N PROJECT LOCATION �3M QO 3p 0 OCF U '�H O HO<CY �i 358 CABA TO,�_ "WOLF O FIELD 55 `*9 Z FIELD 865 �O 286 'P 2444 Y R� O LOCATION MAP NOT TO SCALE Project: E13051 O.N. STEVENS WATER TREATMENT PLANT CITY COUNCIL EXHIBIT INFRASTRUCTURE IMPROVEMENTS CITY OF CORPUS CHRISTI,TEXAS (PLANT-WIDE) DEPARTMENT OF ENGINEERING SERVICES Corpus Chr s Engineering O.N. Stevens Water Treatment Plant Site Infrastructure Improvements !. Council Presentation � April 10, 2018 Project Location ^3- Corpus Chr'sti rngin.nring x N w. NUECES env SCALE:N.T.S. ANNnNLLE CORM CHRIST ROBSTOBN xnwn 8 O.N.STEVENS WATER TREATMENT PLANT INFRASTRUCTURE IMPROVEMENTS(PLANT-WIDE) x e r� 2 4o�pus�tiR 4 r d Project Vicinity J H Corpus • STEVENS W REATMENT PLANT INFRASTRUCTURE IMPROVEMENTS PLANT-WID Y ' , # :4 v t Project Scope 06$ , Corpus Chr sti Engineering This MSA provides for engineering and design services for critical upgrades of all water treatment facility infrastructure elements. The engineer will: • Conduct field investigations, assessments, evaluate conditions of existing infrastructure and report findings in Engineering Letter Reports • Participate in workshops with third-party design engineers and contractors to coordinate improvements with ongoing work • Prepare detailed construction documents for proposed improvements and conduct design review workshops • Conduct pre-bid meetings, evaluate bid results, procurement quotes, and make formal recommendations for award • Provide construction administration, inspection, and technical support Project Schedule Corpus Chr sti Engineering 1 0 Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Services Project Estimate: 365 Calendar Days = 12 Months This project is a one-year base contract with two optional one-year renewals. ONSWTP Site Infrastructure 4wv Improvements Corpus Chr'sti zngin.er.ng Questions? 6 CITY OF CORPUS CHRISTI MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES FOR PROJECT E13051 O.N. STEVENS WATER TREATMENT PLANT SITE INFRASTRUCTURE IMPROVEMENTS This Agreement is between 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 and Freese and Nichols, Inc., a Texas Corporation, 800 North Shoreline Boulevard, Suite 1600N, Corpus Christi, Texas (Consultant). TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I PROJECT TASK ORDER.....................................................................................2 ARTICLE II COMPENSATION.................................................................................................3 ARTICLE III QUALITY CONTROL PLAN .................................................................................4 ARTICLE IV INSURANCE REQUIREMENTS...........................................................................4 ARTICLE V INDEMNIFICATION..............................................................................................4 ARTICLE VI TERM; RENEWALS; TIMES FOR RENDERING SERVICE.................................5 ARTICLE VII TERMINATION OF AGREEMENT .......................................................................5 ARTICLE VIII RIGHT OF REVIEW AND AUDIT.........................................................................6 ARTICLE IX OWNER REMEDIES ............................................................................................6 ARTICLE X CONSULTANT REMEDIES..................................................................................7 ARTICLE XI CLAIMS AND DISPUTE RESOLUTION ...............................................................7 ARTICLE XII MISCELLANEOUS PROVISIONS ........................................................................9 EXHIBITS Page 1 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC ARTICLE I — PROJECT TASK ORDER 1.1 This Agreement shall apply to as many tasks as City and Consultant agree will be performed under the terms and conditions of this Agreement. Each task Consultant performs for City hereunder shall be designated a Task Order. No Task Order shall be binding or enforceable unless and until it has been properly executed by both City and Consultant. Each properly executed Task Order shall become a separate supplemental agreement to this Agreement. 1.2 The Consultant shall provide its Scope of Services, to be included in each Task Order. The Scope of Services shall include all associated services required for Consultant to provide such Services, pursuant to this Agreement, and any and all Services which would normally be required by law or common due diligence in accordance with the standard of care defined in Article XII of this Agreement. 1.3 Under this Agreement, Consultant will provide services on a Task Order basis for a range of services related to assisting Engineering Services with professional engineering, architecture and construction services related to execution of Capital Improvements Programs. All work will be subject to authorization from City. A detailed Scope of Services and fee estimate will be developed for each task prior to execution of work. 1.4 Consultant shall follow City Codes and Standards effective at the time of the execution of individual Task Orders. At review milestones, the Consultant and City will review the progress of the plans to ensure that City Codes and Standards are followed unless specifically and explicitly excluded from doing so in the approved Task Order. A request made by either party to deviate from City standards after the contract is executed must be in writing. 1.5 Consultant must perform tasks and submit deliverables as detailed in each approved Task Order. 1.6 Consultant must provide all labor, equipment and transportation necessary to complete all services agreed to in a timely manner throughout the term of the Agreement. Persons retained by Consultant to perform work pursuant to this Agreement shall be employees or subconsultants of Consultant. Consultant must provide City with a list of all subconsultants that includes the services performed by the subconsultant and the percentage of work performed by the subconsultant. Changes in Consultant's team that provides services under this Agreement must be agreed to by the City in writing. 1.7 Consultant must not begin work on any Task Order authorized under this Agreement until they are briefed on the scope of the Project and are notified in writing to proceed. 1.8 For design services, Consultant agrees to render the professional services necessary for the advancement of the Project through Final Completion of the Construction Contract. Consultant acknowledges and accepts its responsibilities, as defined and described in the City's General Conditions for Construction Contracts, an excerpt of which is attached as an exhibit to this Agreement. 1.9 For projects that require subsurface utility investigation: 1.9.1 The Consultant agrees to prepare and submit to the City a signed and sealed report identifying all utilities within the project area at the Quality Level specified in the Task Order. It is assumed that all utilities will be identified using Quality Level A exploratory excavation unless stated otherwise. 1.9.2 Utilities that should be identified include, but are not limited to, City-owned utilities, local franchises, electric companies, communication companies, private pipeline companies and 3rd party owners/operators. Page 2 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC ARTICLE II — COMPENSATION 2.1 The Compensation for all services included in this Agreement and in the Scope of Services for this Agreement shall not exceed $300,000.00. 2.2 The Consultant's fee for each Task Order will be on a lump sum or time and materials (T&M) basis with a negotiated not-to-exceed amount. The fees will not exceed those identified and will be full and total compensation for all services outlined in each Task Order,and for all expenses incurred in performing these services. 2.3 Consultant shall submit a proposal to the City,which shall be incorporated into this agreement as Exhibit B, subject to approval by the City. 2.4 Consultant shall submit a Rate Schedule with their proposal. The rate schedule shall remain confidential pursuant to section 552.104 of the Texas Government Code since release of this information would give advantage to a competitor or bidder. In addition, section 552.110 of the TX Govt. Code protects third party commercial and financial information if release of the information would cause the third party substantial competitive harm. 2.5 Monthly invoices will be submitted in accordance with the Payment Request, attached as Exhibit C. For T&M basis fees, Consultant shall submit documentation with the monthly invoice that shows who worked on the Project, the number of hours that each individual worked on the Project and reimbursables for that individual. 2.5.1 Principals may only bill at the hourly rate of Principals when acting in that capacity. Principals acting in the capacity of staff must bill at staff rates. The Consultant shall provide documentation with each payment request that clearly indicates how that individual's time is allocated and the justification for that allocation. 2.6 The anticipated fee structure under this agreement is as follows: DESCRIPTION NOT TO EXCEED AMOUNT Maximum Contract Amount $300,000.00 Task 1 —TBD TBD Task 2 —TBD TBD Task 3—TBD TBD Task 4—TBD TBD Task 5—TBD TBD Task 6—TBD TBD 2.7 In the event of any dispute(s)between the Parties regarding the amount properly compensable for any Task Order or as final compensation or regarding any amount that may be withheld by City, Consultant shall be required to make a claim pursuant to and in accordance with the terms of this Agreement and follow the procedures provided herein for the resolution of such dispute. In the event Consultant does not initiate and follow the claims procedures provided in this Agreement in a timely manner and as required by the terms thereof, any such claim shall be waived. 2.8 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. Page 3 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC 2.9 Any fee payable under this Agreement is subject to the availability of funds. The Consultant may be directed to suspend work pending receipt and appropriation of funds. The right to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with section 2.5 above for services provided up to the date of suspension. ARTICLE III —QUALITY CONTROL PLAN 3.1 The Consultant agrees to perform quality assurance-quality control/constructability reviews(QCP Review). The City reserves the right to retain a separate consultant to perform additional QCP services for the City. 3.2 The Consultant will perform QCP Reviews at intervals during the project to ensure deliverables satisfy applicable industry quality standards and meet the requirements of the project scope. Based on the findings of the QCP Review, the Consultant must reconcile the project scope and Opinion of Probable Cost(OPC) as needed. 3.3 Documents that do not meet City standards in effect at the time of the execution of a related Task Order may be rejected. If documents are found not to be in compliance with this Agreement, Consultant will not be compensated for having to resubmit documents. ARTICLE IV— INSURANCE REQUIREMENTS 4.1 Consultant must not commence work under this Agreement until all required insurance has been obtained, and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 4.2 Insurance Requirements are shown in EXHIBIT D. ARTICLE V - INDEMNIFICATION Consultant shall fully indemnify and hold harmless the City of Corpus Christi and its officials, officers, agents, employees, excluding the engineer or architect or that person's agent, employee or subconsultant, over which the City exercises control ("Indemnitee")from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, to the extent that the damage is caused by or results from an act of negligence, intentional tort, intellectual property infringement or failure to pay a subcontractor or supplier committed by Consultant or its agent, Consultant under contract or another entity over which Consultant exercises control while in the exercise of rights or performance of the duties under this agreement. This indemnification does not apply to any liability resulting from the negligent acts or omissions of the City or its employees, to the extent of such negligence. Consultant shall defend Indemnitee, with counsel satisfactory to the City Attorney, from and against any and all claims, damages, liabilities or costs, including reasonable attorney fees and court costs, if the claim is not based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee. If a claim is based wholly or partly on the negligence of, fault of or breach of contract by Indemnitee, the Consultant shall reimburse the City's reasonable attorney's fees in proportion to the Consultant's liability. Page 4 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC Consultant must advise City in writing within 24 hours of any claim or demand against City or Consultant known to Consultant related to or arising out of Consultant's activities under this Agreement. ARTICLE VI —TERM; RENEWALS; TIMES FOR RENDERING SERVICE 6.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 6.2 This Agreement shall be applicable to Task Order issued hereunder from the Effective Date of the Agreement until project is complete. 6.3 This service shall be for a period of one year beginning on the Effective Date. The Agreement may be renewed for up to two one-year renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration date of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 6.4 The times for performing services or providing deliverables will be stated in each Task Order. If no times are so stated, Consultant will perform services and provide deliverables within a reasonable time. ARTICLE VII - TERMINATION OF AGREEMENT 7.1 By Consultant: 7.1.1 The City reserves the right to suspend this Agreement at the end of any phase for the convenience of the City by issuing a written and signed Notice of Suspension. The Consultant may terminate this Agreement for convenience in the event such suspension extends for a period beyond 120 calendar days by delivering a Notice of Termination to the City. 7.1.2 The Consultant must follow the Termination Procedure outlined in this Agreement. 7.2 By City: 7.2.1 The City may terminate this agreement for convenience upon seven days written notice to the Consultant at the address of record. 7.2.2 The City may terminate this agreement for cause upon ten days written notice to the Consultant. If Consultant begins,within three days of receipt of such notice,to correct its failure and proceeds to diligently cure such failure within the ten days, the agreement will not terminate. If the Consultant again fails to perform under this agreement, the City may terminate the agreement for cause upon seven days written notice to the Consultant with no additional cure period. If the City terminates for cause, the City may reject any and all proposals submitted by Consultant for up to two years. 7.3 Termination Procedure 7.3.1 Upon receipt of a Notice of Termination and prior to the effective date of termination, unless the notice otherwise directs or Consultant takes action to cure a failure to perform under the cure period, Consultant shall immediately begin the phase-out and discontinuance of all services in connection with the performance of this Agreement. Within 30 calendar days after receipt of the Notice of Termination, unless Consultant has successfully cured a failure to perform, Consultant shall submit a statement showing in detail the services performed under this Agreement prior to the effective date of termination. City retains the option to grant an extension to the time period for submittal of such statement. Page 5 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC 7.3.2 Consultant shall submit all completed and/or partially completed work under this Agreement, including but not limited to specifications, designs, plans and exhibits. Consultant shall mark partially completed work as "Draft" and does not guarantee the accuracy or reliability of partially completed work submitted in accordance with this Article. 7.3.3 Upon receipt of documents described in the Termination Procedure and absent any reason why City may be compelled to withhold fees, Consultant will be compensated for its services based upon a Time& Materials calculation or Consultant and City's estimate of the proportion of the total services actually completed at the time of termination. There will be no compensation for anticipated profits on services not completed. 7.3.4 Consultant acknowledges that City is a public entity and has a duty to document the expenditure of public funds. The failure of Consultant to comply with the submittal of the statement and documents, as required above, shall constitute a waiver by Consultant of any and all rights or claims to payment for services performed under this Agreement. ARTICLE VIII — RIGHT OF REVIEW AND AUDIT 8.1 Consultant grants City, or its designees, the right to audit, examine or inspect, at City's election, all of Consultant's records relating to the performance of the Work under this Agreement, during the term of this Agreement and retention period herein. The audit, examination or inspection may be performed by a City designee,which may include its internal auditors or an outside representative engaged by City. Consultant agrees to retain its records for a minimum of four(4) years following termination of the Agreement, unless there is an ongoing dispute under this Agreement, then such retention period shall extend until final resolution of the dispute. 8.2 "Consultant's records" include any and all information, materials and data of every kind and character generated as a result of the Work under this Agreement. Examples include billings, books, general ledger, cost ledgers, invoices, production sheets, documents, correspondence, meeting notes, subscriptions, agreements, purchase orders, leases, contracts, commitments, arrangements, notes,daily diaries, reports, drawings, receipts, vouchers, memoranda, time sheets, payroll records, policies, procedures, federal and state tax filings for issue in questions and any and all other agreements, sources of information and matters that may, in City's judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any Agreement Documents. 8.3 City agrees that it shall exercise the right to audit, examine or inspect Consultant's records only during City's regular business hours. Upon reasonable prior notice, Consultant agrees to allow City's designee access to all of Consultant's records, Consultant's facilities and Consultant's current or former employees, deemed necessary by City or its designee(s), to perform such audit, inspection or examination. Consultant also agrees to provide adequate and appropriate work space necessary to City or its designees to conduct such audits, inspections or examinations. 8.4 Consultant shall include this audit clause in any subcontractor, supplier or vendor contract. ARTICLE IX—OWNER REMEDIES 9.1 The City and Consultant agree that in the event the City suffers actual damages, the City may elect to pursue its actual damages and any other remedy allowed by law. This includes but is not limited to: 9.1.1 Failure of the Consultant to make adequate progress and endanger timely and successful Page 6 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC completion of the Project, which includes failure of subconsultants to meet contractual obligations; 9.1.2 Failure of the Consultant to design in compliance with the laws of the City, State and/or federal governments, such that subsequent compliance costs exceed expenditures that would have been involved had services been properly executed by the Consultant. 9.1.3 Losses are incurred because of defects, errors and omissions in the design, working drawings, specifications or other documents prepared by the Consultant to the extent that the financial losses are greater than the City would have originally paid had there not been defects, errors and omissions in the documents. 9.2 The City may assert a claim against the Consultant's professional liability insurance as appropriate when other remedies are not available or offered for design deficiencies discovered during and after Project construction. 9.3 When the City incurs non-value added work costs for change orders due to design errors or omissions,the City will send the Consultant a letter that includes: (1) Summary of facts with supporting documentation; (2) Instructions for Consultant to revise design documents, if appropriate, at Consultant's expense; (3) Calculation of non-value added work costs incurred by the City; and (4) Deadline for Consultant's response. 9.4 The Consultant may be required to revise bid documents and re-advertise the Project at the Consultant's sole cost if, in the City's judgment, the Consultant generates excessive addenda, either in terms of the nature of the revision or the actual number of changes due to the Consultant's errors or omissions. 9.5 The City may withhold or nullify the whole or part of any payment as detailed in Article II. ARTICLE X— CONSULTANT REMEDIES 10.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, acts of the public enemy, governmental restrictions, laws or regulations or any other causes beyond Consultant's and City's reasonable control,an extension of the Project schedule in an amount equal to the time lost due to such delay shall be Consultant's sole and exclusive remedy. The revised schedule should be approved in writing with a documented reason for granting the extension. 10.2 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as provided in this Agreement. ARTICLE XI — CLAIMS AND DISPUTE RESOLUTION 11.1 Filing of Claims 11.1.1 Claims arising from the circumstances identified in this Agreement or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within twenty-one (21)calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. 11.1.2 Every Claim of Consultant,whether for additional compensation, additional time or other relief,shall be signed and sworn to by a person authorized to bind the Consultant by his/her signature, verifying the Page 7 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC truth and accuracy of the Claim. 11.1.3 The responsibility to substantiate a claim rests with the party making the Claim. 11.1.4 Within thirty(30)calendar days of receipt of notice and supporting documentation, City will meet to discuss the request, after which an offer of settlement or a notification of no settlement offer will be sent to Consultant. If Consultant is not satisfied with the proposal presented, Consultant will have thirty (30) calendar days in which to (i) submit additional supporting data requested by the City, (ii) modify the initial request for remedy or (iii) request Alternative Dispute Resolution. 11.1.5 Pending final resolution of a claim, except as otherwise agreed in writing, Consultant shall proceed diligently with performance of the Agreement and City shall continue to make payments in accordance with this Agreement. 11.2 Alternative Dispute Resolution 11.2.1 All negotiations pursuant to this clause are confidential and shall be treated as compromise and settlement negotiations for purposes of applicable rules of evidence. 11.2.2 Before invoking mediation or any other alternative dispute resolution (ADR)process set forth herein, the Parties agree that they shall first try to resolve any dispute arising out of or related to this Agreement through discussions directly between those senior management representatives within their respective organizations who have overall managerial responsibility for similar projects. This step shall be a condition precedent to the use of any other ADR process. If the parties' senior management representatives cannot resolve the dispute within thirty (30) calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation ADR process contained herein. 11.2.3 Mediation 11.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement,the Party alleging such breach shall,as a condition precedent to filing any lawsuit, request mediation of the dispute. 11.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than thirty (30) or more than ninety (90) calendar days following the date of the request, except upon agreement of both parties. 11.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within thirty(30)calendar days of the request for mediation, all conditions precedent in this Article shall be deemed to have occurred. 11.2.3.4 The parties shall share the mediator's fee. Venue for any mediation or lawsuit arising under this Agreement shall be Nueces County, Texas. Any agreement reached in mediation shall be enforceable as a settlement agreement in any court having jurisdiction thereof. No provision of this Agreement shall waive any immunity or defense. No provision of this Agreement is a consent to suit. 11.3 I n case of litigation between the parties, Consultant and City agree that neither party shall be responsible for payment of attorney's fees pursuant to any law or other provision for payment of attorneys' fees. Both Parties expressly waive any claim to attorney's fees should litigation result from any dispute in this Page 8 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC Agreement. 11.4 No Waiver of Governmental Immunity. NOTHING IN THIS ARTICLE SHALL BE CONSTRUED TO WAIVE CITY'S GOVERNMENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WAIVED BY STATE LAW. ARTICLE XII — MISCELLANEOUS PROVISIONS 12.1 Assignability. Neither party will assign, transfer or delegate any of its obligations or duties under this Agreement to any other person and/or party without the prior written consent of the other party, except for routine duties delegated to personnel of the Consultant staff. This includes subcontracts entered into for services under this Agreement. If the Consultant is a partnership or joint venture, then in the event of the termination of the partnership or joint venture,this contract will inure to the individual benefit of such partner or partners as the City may designate. No part of the Consultant fee may be assigned in advance of receipt by the Consultant 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. 12.2 Ownership of Documents. Consultant agrees that upon payment, City shall exclusively own any and all information in whatsoever form and character produced and/or maintained in accordance with, pursuant to or as a result of this Agreement, including contract documents (plans and specifications), drawings and submittal data. Consultant may make a copy for its files. Any reuse, without specific written verification or adaptation by Consultant, shall be a City's sole risk and without liability or legal exposure to Consultant. 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. 12.3 Standard of Care. Services provided by Consultant under this Agreement shall be performed with the professional skill and care ordinarily provided by competent engineers or architects practicing under the same or similar circumstances and professional license; and performed as expeditiously as is prudent considering the ordinary professional skill and care of a competent engineer or architect. 12.4 Licensing. Consultant shall be represented by personnel with appropriate licensure, registration and/or certification(s) at meetings of any official nature concerning the Project, including scope meetings, review meetings, pre-bid meetings and preconstruction meetings. 12.5 Independent Contractor. The relationship between the City and Consultant under this Agreement shall be that of independent contractor. City may explain to Consultant the City's goals and objectives in regard to the services to be performed by Consultant, but the City shall not direct Consultant on how or in what manner these goals and objectives are to be met. 12.6 Entire Agreement. This Agreement, including Task Orders, represents the entire and integrated Agreement between City and Consultant and supersedes all prior negotiations, representations or agreements, either oral or written. This Agreement may be amended only by written instrument signed by both the City and Consultant. 12.7 No Third Party Beneficiaries. Nothing in this Agreement can be construed to create rights in any entity other than the City and Consultant. Neither the City nor Consultant intends to create third party beneficiaries by entering into this Agreement. 12.8 Disclosure of Interest. Consultant agrees to comply with City of Corpus Christi Ordinance No. 17112 and complete the Disclosure of Interests form as part of this contract. Page 9 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC 12.9 Certificate of Interested Parties. Consultant agrees to comply with Texas Government Code section 2252.908 and complete Form 1295 Certificate of Interested Parties as part of this agreement. Form 1295 must be electronically filed with the Texas Ethics Commission at https://www.ethics.state.tx.us/whatsnew/elf_info_form1295.htm. The form must then be printed, signed and filed with the City. For more information, please review the Texas Ethics Commission Rules at https://www.ethics.state.tx.us/legal/ch46.htm1. 12.10 Conflict of Interest. Consultant agrees to comply with Chapter 176 of the Texas Local Government Code and file Form CIQ with the City Secretary's Office, if required. For more information and to determine if you need to file a Form CIQ, please review the information on the City Secretary's website at http://www.cctexas.com/government/city-secretary/conflict-disclosure/index 12.11 Controlling Law. This Agreement is governed by the laws of the State of Texas without regard to its conflicts of laws. Venue for legal proceedings lies exclusively in Nueces County, Texas. 12.12 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 12.13 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in the Consultant-prepared Exhibit A, Scope of Services or in any other document prepared by Consultant and included herein, is in conflict with Articles I - XII of this Agreement (Articles) and/or an approved Task Order,the Articles and/or the Task Order shall take precedence and control to resolve said conflict. CITY OF CORPUS CHRISTI FREESE AND NICHOLS, INC. r _ P7.1 _ Jeff H. Edmonds, P.E. Date Ran Guzman, P. Date Director of Engineering Services Vice President/Principal 800 N. Shoreline Blvd., Suite 160ON Corpus Christi, TX 78401 (361) 561-6500 Office APPROVED AS TO LEGAL FORM (361) 561-6501 Fax rg@freese.com Assistant City Attorney Date for City Attorney ATTEST Rebecca Huerta Date City Secretary Page 10 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC Project Name ONSWTP Site Infrastructure Improvements Project Number E13051 Accounting Unit 4096-041 Account 550950 Activity E 13051-01-4096-EXP Account Category 50950 Fund Name Water 2015 CIP Amount $300.000.00 Page 11 Rev. 18-2 K:\ENGINEERING DATAEXCHANGE\JENNIFER\WATER\E13051 ONSWTP SITE INFRASTRUCTURE I M PROVEMENTS\MSA\CO NTRACT\CO NTRACT.DOC EXHIBIT A SAMPLE TASK ORDER This Task Order pertains to a Master Services Agreement for Professional Services by and between City of Corpus Christi, Texas (City) and "Company Name" (Consultant) dated , 2016 (Agreement). Consultant shall perform services on the project described below as provided in this Task Order and in the Agreement. This Task Order shall not be binding until it has been properly signed by both parties. Upon execution, this Task Order shall supplement the Agreement as it pertains to the project described below. TASK ORDER NO.: PROJECT NAME: 1. PROJECT DESCRIPTION 2. SCOPE OF SERVICES 3. COMPENSATION This Task Order is approved and Consultant may proceed. All other terms and conditions of the Agreement remain in full force and effect. CITY OF CORPUS CHRISTI FREESE AND NICHOLS, INC. Jeff H. Edmonds, P. E. Date Ron Guzman, P.E. Date Director of Engineering Services Vice President/Principal 800 N. Shoreline Blvd., Suite 1600N Corpus Christi, TX 78401 (361) 561-6500 Office (361) 561-6501 Fax rg@freese.com Master Services Agreement FREE MMAICHKS S Y 'miu.i eGret[ r EXHIBIT B CONSULTANT PROPOSAL Scope of Professional Services E13015 — ONSWTP Site Infrastructure Improvements This proposal for the Master Services Agreement (MSA) is a response to CIP Project No. E13051 — O.N. Stevens Water Treatment Plant(ONSWTP)Site Infrastructure Improvements. It provides a representative scope of professional services which will be used to develop specific Task Authorizations.This MSA allows the Engineer to assist the City Staff in addressing ongoing and impending infrastructure challenges at existing water treatment facilities. Typical improvements include but not limited to site grading,storm water and overflow drainage systems, plant access, chemical delivery roads stabilization, office facilities, process facilities, major process units, mechanical equipment repairs, and work safety considerations. Engineer's tasks include but not limited to: • Evaluating conditions of existing infrastructure and facilities • Conducting field investigations, assessments, and meeting with plant staff to prepare Preliminary Engineering Letter Reports detailing proposed improvements • Assessing impact of improvements on current operating strategies, on treatment process, on maintenance, and on operating costs • Participating in workshops with third-party design engineers and contractors to coordinate improvements with ongoing work • Preparing detailed cost estimates and construction documents for structural, electrical, mechanical, operational, and infrastructure improvements • Conducing design review workshops • Conducting pre-bid meetings, evaluating bid results, procurement quotes, and making formal recommendations for award • Providing construction administration and technical support • Preparing and submit to city final As-Built drawings • Conducting warranty phase inspections and prepare recommendations in reports The engineer shall not perform any task or incur project cost without an approved Task Authorization. Task Authorization proposals shall be developed by the Engineer at the request of the City on as-needed basis. These task authorizations may vary considerably in size and scope. The Engineer will be responsible for preparing a detailed scope and anticipated fee estimate for each Task Authorization. All services under this MSA will be defined in Task Authorizations. Each Task Authorization will be negotiated individually on a Time and Materials (T&M) or lump sum. Time and Material work shall be invoiced based on attached rate schedule. See Exhibit B-1 for Rate Schedule. This project is intended to be a base 1-yr contract of$300,000 with two (2) optional 1-yr renewals. All Task Authorization and renewals will be issued administratively, subject to satisfactory consultant performance and availability of funds. Exhibit B Page 1 of 2 SCHEDULE The project is a 1-yr base contract with two optional 1-yr renewals,as needed and authorized at the City's discretion. All Task Authorizations will include an independent implementation schedule. FEES Services will be provided on a T&M or a lump sum basis, which will be associated with specific Task Authorizations. Negotiated fees will be authorized through each task authorization detailing an associated scope of work and schedule. For services provided on a T&M basis, monthly invoices will be provided by the Engineer based on actual working hours at agreed upon hourly rates (see Exhibit B-1) and associated expenses. The Director of Engineering Services is responsible for approving Task Authorizations to the Engineer and approving invoiced hours. The Engineer is required to submit a detailed and approved man-hour breakdown with monthly invoices to Engineering Services for payment. For services provided on a lump sum basis, monthly invoices will be provided by the Engineer based on percent completion of the agreed up on services. The Director of Engineering Services is responsible for approving task authorizations and approving percent completion based on the anticipated fee and project schedule. The Engineer is required to submit monthly invoices to Engineering Services for payment. Sincerely Ron Guzman, P.E. Vice President/ Principal Exhibit B Page 2 of 2 Sample form for: COMPLETE PROJECT NAME Payment Request AE Contract Project No.XXXX Revised 02/01/17 Invoice No. 12345 Invoice Date 01/01/2017 Total Current Previous Total Remaining Percent Basic Services: Contract Amd No. 1 Amd No.2 Contract Invoice Invoice Invoice Balance Complete Preliminary Phase $1,000.00 $0.00 $0.00 $1,000.00 $0.00 $1,000.00 $1,000.00 $0.00 100.0% Design Phase $2,000.00 $1,000.00 $0.00 $3,000.00 $1,000.00 $500.00 $1,500.00 $1,500.00 50.0% Bid Phase $500.00 $0.00 $250.00 $750.00 $0.00 $0.00 $0.00 $750.00 0.0% Construction Phase $2,500.00 $0.00 $1,000.00 $3,500.00 $0.00 $0.00 $0.00 $3,500.00 0.0% Subtotal Basic Services $6,000.00 $1,000.00 $1,250.00 $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3% Additional Services: Permitting $2,000.00 $0.00 $0.00 $2,000.00 $500.00 $0.00 $500.00 $1,500.00 25.0% Warranty Phase $0.00 $1,120.00 $0.00 $1,120.00 $0.00 $0.00 $0.00 $1,120.00 0.0% Inspection $0.00 $0.00 $1,627.00 $1,627.00 $0.00 $0.00 $0.00 $1,627.00 0.0% Platting Survey TBD TBD TBD TBD TBD TBD TBD TBD TBD O&M Manuals TBD TBD TBD TBD TBD TBD TBD TBD TBD SCADA TBD TBD TBD TBD TBD TBD1 TBD TBD TBD Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.001 $500.00 $4,247.00 10.5% Summary of Fees: Basic Services Fees $6,000.00 $1,000.001 $1,250.001 $8,250.00 $1,000.00 $1,500.00 $2,500.00 $5,750.00 30.3% Additional Services Fees $2,000.00 $1,120.00 $1,627.001 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5% Total of Fees 1$8,000.00 $2,120.001 $2,877.001 $12,997.00 $1,500.00 $1,500.00 $3,000.00 r $9,997.00 23.1% Notes: If needed, update this sample form based on the contract requirements. EXHIBIT C If applicable, refer to the contract for information on what to include with time and materials(T&M). Page 1 of 1 EXHIBIT D Insurance Requirements Pre-Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City's Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, Bodily Injury and Property Damage required on all certificates or by Per occurrence - aggregate applicable policy endorsements PROFESSIONAL LIABILITY $1,000,000 Per Claim (Errors and Omissions) 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 insured. 1.3 In the event of accidents of any kind related to this agreement, Consultant must furnish the City with copies of all reports of any accidents within 10 days of the accident. 1.4 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, 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. Consultant is required to provide City with renewal Certificates. 1.5 In the event of a change in insurance coverage, Consultant shall be required to 1 Rev 07/16 submit a copy of the replacement certificate of insurance to City at the address provided below within 10 business days of said change. Consultant shall pay any costs resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.6 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: 1.6.1 If the policy is cancelled, other than for nonpayment of premium, notice of such cancellation will be provided at least 30 days in advance of the cancellation effective date to the certificate holder; 1 .6.2 If the policy is cancelled for nonpayment of premium, notice of such cancellation will be provided within 10 days of the cancellation effective date to the certificate holder. 1.7 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, Consultant shall notify City of such lapse in coverage and 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 contract. 1.8 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 withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.9 Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractor's performance of the work covered under this agreement. 1.10 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. 1 .11 It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2 Rev 07/16 EXHIBIT E EXCERPT FROM GENERAL CONDITIONS FOR CONSTRUCTION CONTRACT Master Services Agreement Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services Table of Contents Page Article 1—Definitions and Terminology .......................................................................................................2 Article2—Preliminary Matters.....................................................................................................................8 Article 3—Contract Documents: Intent, Requirements, Reuse...................................................................8 Article 4—Commencement and Progress of the Work................................................................................9 Article 5—Availability of Lands; Subsurface, Physical and Hazardous Environmental Conditions ..............9 Article 6—Bonds and Insurance .................................................................................................................10 Article 7—Contractor's Responsibilities.....................................................................................................10 Article 8—Other Work at the Site...............................................................................................................10 Article 9—Owner's and OPT's Responsibilities...........................................................................................10 Article 10—OAR's and Designer's Status During Construction ..................................................................11 Article 11—Amending the Contract Documents; Changes in the Work....................................................13 Article 12—Change Management..............................................................................................................13 Article13—Claims.......................................................................................................................................14 Article 14—Prevailing Wage Rate Requirements.......................................................................................16 Article 15—Cost of the Work; Allowances; Unit Price Work......................................................................16 Article 16—Tests and Inspections; Correction, Removal, or Acceptance of Defective Work....................16 Article 17—Payments to Contractor; Set-Offs; Completion; Correction Period........................................16 Article 18—Suspension of Work and Termination.....................................................................................16 Article 19—Project Management...............................................................................................................16 Article 20—Project Coordination................................................................................................................16 Article 21—Quality Management...............................................................................................................17 Article 22— Final Resolution of Disputes....................................................................................................17 Article 23—Minority/MBE/DBE Participation Policy..................................................................................17 Article 24—Document Management..........................................................................................................17 Article25—Shop Drawings.........................................................................................................................17 Article26— Record Data .............................................................................................................................20 Article 27—Construction Progress Schedule..............................................................................................21 Article 28—Video and Photographic documentation ................................................................................21 Article 29— Execution and Closeout...........................................................................................................21 Article30—Miscellaneous..........................................................................................................................22 Excerpt from Form 00 72 00 General Conditions- 1 Rev 18-2 ARTICLE 1—DEFINITIONS AND TERMINOLOGY 1.01 Defined Terms A. Terms with initial capital letters, including the term's singular and plural forms, have the meanings indicated in this paragraph wherever used in the Bidding Requirements or Contract Documents. In addition to the terms specifically defined, terms with initial capital letters in the Contract Documents may include references to identified articles and paragraphs, and the titles of other documents or forms. 1. Addenda - Documents issued prior to the receipt of Bids which clarify or modify the Bidding Requirements or the proposed Contract Documents. 2. Agreement - The document executed between Owner and Contractor covering the Work. 3. Alternative Dispute Resolution -The process by which a disputed Claim may be settled as an alternative to litigation, if Owner and Contractor cannot reach an agreement between themselves. 4. Application for Payment - The forms used by Contractor to request payments from Owner and the supporting documentation required by the Contract Documents. 5. Award Date—The date the City Council of the City of Corpus Christi(City)authorizes the City Manager or designee to execute the Contract on behalf of the City. 6. Bid-The documents submitted by a Bidder to establish the proposed Contract Price and Contract Times and provide other information and certifications as required by the Bidding Requirements. 7. Bidding Documents - The Bidding Requirements, the proposed Contract Documents, and Addenda. 8. Bidder-An individual or entity that submits a Bid to Owner. 9. Bidding Requirements -The Invitation for Bids, Instructions to Bidders, Bid Security, Bid Form and attachments, and required certifications. 10. Bid Security-The financial security in the form of a bid bond provided by Bidder at the time the Bid is submitted and held by Owner until the Agreement is executed and the evidence of insurance and Bonds required by the Contract Documents are provided. A cashier's check, certified check, money order or bank draft from any State or National Bank will also be acceptable. 11. Bonds - Performance Bond, Payment Bond, Maintenance Bond, and other Surety instruments executed by Surety. When in singular form, refers to individual instrument. 12. Change Order - A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which modifies the Work, Contract Price, Contract Times, or terms and conditions of the Contract. 13. Change Proposal - A document submitted by Contractor in accordance with the requirements of the Contract Documents: a. Requesting an adjustment in Contract Price or Contract Times; Excerpt from Form 00 72 00 General Conditions-2 Rev 18-2 b. Contesting an initial decision concerning the requirements of the Contract Documents or the acceptability of Work under the Contract Documents; c. Challenging a set-off against payment due; or d. Seeking a Modification with respect to the terms of the Contract. 14. City Engineer-The Corpus Christi City Engineer and/or his designated representative as identified at the preconstruction conference or in the Notice to Proceed. 15. Claim - A demand or assertion by Owner or Contractor submitted in accordance with the requirements of the Contract Documents. A demand for money or services by an entity other than the Owner or Contractor is not a Claim. 16. Constituent of Concern - Asbestos, petroleum, radioactive materials, polychlorinated biphenyls (PCBs), hazardous wastes, and substances, products, wastes, or other materials that are or become listed, regulated, or addressed pursuant to: a. The Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. §§9601 et seq. ("CERCLA"); b. The Hazardous Materials Transportation Act, 49 U.S.C. §§5101 et seq.; c. The Resource Conservation and Recovery Act, 42 U.S.C. §§6901 et seq. ("RCRA"); d. The Toxic Substances Control Act, 15 U.S.C. §§2601 et seq.; e. The Clean Water Act, 33 U.S.C. §§1251 et seq.; f. The Clean Air Act,42 U.S.C. §§7401 et seq.; or g. Any other Laws or Regulations regulating, relating to, or imposing liability or standards of conduct concerning hazardous,toxic, or dangerous waste, substance, or material. 17. Contract -The entire integrated set of documents concerning the Work and describing the relationship between the Owner and Contractor. 18. Contract Amendment-A document issued on or after the Effective Date of the Contract and signed by Owner and Contractor which: a. Authorizes new phases of the Work and establishes the Contract Price, Contract Times, or terms and conditions of the Contract for the new phase of Work; or b. Modifies the terms and conditions of the Contract, but does not make changes in the Work. 19. Contract Documents - Those items designated as Contract Documents in the Agreement. 20. Contract Price - The monetary amount stated in the Agreement and as adjusted by Modifications,and increases or decreases in unit price quantities, if any,that Owner has agreed to pay Contractor for completion of the Work in accordance with the Contract Documents. 21. Contract Times-The number of days or the dates by which Contractor must: a. Achieve specified Milestones; Excerpt from Form 00 72 00 General Conditions-3 Rev 18-2 b. Achieve Substantial Completion; and c. Complete the Work. 22. Contractor-The individual or entity with which Owner has contracted for performance of the Work. 23. Contractor's Team - Contractor and Subcontractors, Suppliers, individuals, or entities directly or indirectly employed or retained by them to perform part of the Work or anyone for whose acts they may be liable. 24. Cost of the Work -The sum of costs incurred for the proper performance of the Work as allowed by Article 15. 25. Defective - When applied to Work, refers to Work that is unsatisfactory, faulty, or deficient in that it: a. Does not conform to the Contract Documents; b. Does not meet the requirements of applicable inspections, reference standards, tests, or approvals referred to in the Contract Documents; or C. Has been damaged or stolen prior to OAR's recommendation of final payment unless responsibility for the protection of the Work has been assumed by Owner at Substantial Completion in accordance with Paragraphs 17.12 or 17.13. 26. Designer - The individuals or entity named as Designer in the Agreement and the subconsultants, individuals, or entities directly or indirectly employed or retained by Designer to provide design or other technical services to the Owner. Designer has responsibility for engineering or architectural design and technical issues related to the Contract Documents. Designers are Licensed Professional Engineers, Registered Architects or Registered Landscape Architects qualified to practice their profession in the State of Texas. 27. Drawings - The part of the Contract that graphically shows the scope, extent, and character of the Work. Shop Drawings and other Contractor documents are not Drawings. 28. Effective Date of the Contract -The date indicated in the Agreement on which the City Manager or designee has signed the Contract. 29. Field Order-A document issued by OAR or Designer requiring changes in the Work that do not change the Contract Price or the Contract Times. 30. Hazardous Environmental Condition - The presence of Constituents of Concern at the Site in quantities or circumstances that may present a danger to persons or property exposed to Constituents of Concern. The presence of Constituents of Concern at the Site necessary for the execution of the Work or to be incorporated in the Work is not a Hazardous Environmental Condition provided these Constituents of Concern are controlled and contained pursuant to industry practices, Laws and Regulations, and the requirements of the Contract. 31. Indemnified Costs-All costs, losses,damages,and legal or other dispute resolution costs resulting from claims or demands against Owner's Indemnitees. These costs include fees for engineers, architects, attorneys, and other professionals. Excerpt from Form 00 72 00 General Conditions-4 Rev 18-2 32. Laws and Regulations; Laws or Regulations-Applicable laws,statutes, rules, regulations, ordinances,codes,and orders of governmental bodies, agencies,authorities,and courts having jurisdiction over the Project. 33. Liens - Charges, security interests, or encumbrances upon Contract related funds, real property, or personal property. 34. Milestone-A principal event in the performance of the Work that Contractor is required by Contract to complete by a specified date or within a specified period of time. 35. Modification - Change made to the Contract Documents by one of the following methods: a. Contract Amendment; b. Change Order; C. Field Order; or d. Work Change Directive. 36. Notice of Award-The notice of Owner's intent to enter into a contract with the Selected Bidder. 37. Notice to Proceed -A notice to Contractor of the Contract Times and the date Work is to begin. 38. Owner-The City of Corpus Christi (City), a Texas home-rule municipal corporation and political subdivision organized under the laws of the State of Texas, acting by and through its duly authorized City Manager and his designee, the City Engineer (the Director of Engineering Services), and the City's officers, employees, agents, or representatives, authorized to administer design and construction of the Project. 39. Owner's Authorized Representative or OAR -The individual or entity named as OAR in the Agreement and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide construction management services to the Owner. The OAR may be an employee of the Owner. 40. Owner's Indemnitees - Each member of the OPT and their officers, directors, members, partners, employees, agents, consultants, and subcontractors. 41. Owner's Project Team or OPT - The Owner, Owner's Authorized Representative, Resident Project Representative, Designer, and the consultants, subconsultants, individuals, or entities directly or indirectly employed or retained by them to provide services to the Owner. 42. Partial Occupancy or Use - Use by Owner of a substantially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 43. Progress Schedule -A schedule prepared and maintained by Contractor, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the Work within the Contract Times. The Progress Schedule must be a Critical Path Method (CPM) Schedule. 44. Project - The total undertaking to be accomplished for Owner under the Contract Documents. Excerpt from Form 00 72 00 General Conditions-5 Rev 18-2 45. Resident Project Representative or RPR-The authorized representative of OPT assigned to assist OAR at the Site. As used herein, the term Resident Project Representative includes assistants and field staff of the OAR. 46. Samples - Physical examples of materials, equipment, or workmanship representing some portion of the Work that are used to establish the standards for that portion of the Work. 47. Schedule of Documents-A schedule of required documents, prepared, and maintained by Contractor. 48. Schedule of Values - A schedule, prepared and maintained by Contractor, allocating portions of the Contract Price to various portions of the Work and used as the basis for Contractor's Applications for Payment. 49. Selected Bidder-The Bidder to which Owner intends to award the Contract. 50. Shop Drawings - All drawings, diagrams, illustrations, schedules, and other data or information that are specifically prepared or assembled and submitted by Contractor to illustrate some portion of the Work. Shop Drawings, whether approved or not, are not Drawings and are not Contract Documents. 51. Site - Lands or areas indicated in the Contract Documents as being furnished by Owner upon which the Work is to be performed. The Site includes rights-of-way, easements, and other lands furnished by Owner which are designated for use by the Contractor. 52. Specifications -The part of the Contract that describes the requirements for materials, equipment, systems, standards, and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable to the Work. 53. Subcontractor -An individual or entity having a direct contract with Contractor or with other Subcontractors or Suppliers for the performance of a part of the Work. 54. Substantial Completion -The point where the Work or a specified part of the Work is sufficiently complete to be used for its intended purpose in accordance with the Contract Documents. 55. Supplementary Conditions -The part of the Contract that amends or supplements the General Conditions. 56. Supplier - A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with Contractor or with Subcontractors or other Suppliers to furnish materials or equipment to be incorporated in the Work. 57. Technical Data-Those items expressly identified as Technical Data in the Supplementary Conditions with respect to either: a. Subsurface conditions at the Site; b. Physical conditions relating to existing surface or subsurface structures at the Site, except Underground Facilities; or C. Hazardous Environmental Conditions at the Site. 58. Underground Facilities - All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, other similar facilities or appurtenances, and encasements containing these facilities which are used to convey electricity, gases, Excerpt from Form 00 72 00 General Conditions-6 Rev 18-2 steam, liquid petroleum products, telephone or other communications, fiber optic transmissions, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems. 59. Unit Price Work-Work to be paid for on the basis of unit prices. 60. Work - The construction of the Project or its component parts as required by the Contract Documents. 61. Work Change Directive -A directive issued to Contractor on or after the Effective Date of the Contract ordering an addition, deletion, or revision in the Work. The Work Change Directive serves as a memorandum of understanding regarding the directive until a Change Order can be issued. 1.02 Terminology A. The words and terms discussed in this Paragraph 1.02 are not defined, but when used in the Bidding Requirements or Contract Documents, have the indicated meaning. B. It is understood that the cost for performing Work is included in the Contract Price and no additional compensation is to be paid by Owner unless specifically stated otherwise in the Contract Documents. Expressions including or similar to "at no additional cost to Owner," "at Contractor's expense,"or similarwords mean that the Contractor is to perform or provide specified operation of Work without an increase in the Contract Price. C. The terms"day"or"calendar day' mean a calendar day of 24 hours measured from midnight to the next midnight. D. The meaning and intent of certain terms or adjectives are described as follows: 1. The terms "as allowed," "as approved," "as ordered," "as directed," or similar terms in the Contract Documents indicate an exercise of professional judgment by the OPT. 2. Adjectives including or similar to "reasonable," "suitable," "acceptable," "proper," "satisfactory," or similar adjectives are used to describe a determination of OPT regarding the Work. 3. Any exercise of professional judgment by the OPT will be made solely to evaluate the Work for general compliance with the Contract Documents unless there is a specific statement in the Contract Documents indicating otherwise. 4. The use of these or similar terms or adjectives does not assign a duty or give OPT authority to supervise or direct the performance of the Work, or assign a duty or give authority to the OPT to undertake responsibilities contrary to the provisions of Articles 9 or 10 or other provisions of the Contract Documents. E. The use of the words "furnish," "install," "perform," and "provide" have the following meanings when used in connection with services, materials, or equipment: 1. Furnish means to supply and deliver the specified services, materials, or equipment to the Site or other specified location ready for use or installation. 2. Install means to complete construction or assembly of the specified services, materials, or equipment so they are ready for their intended use. Excerpt from Form 00 72 00 General Conditions-7 Rev 18-2 3. Perform or provide means to furnish and install specified services, materials, or equipment, complete and ready for their intended use. 4. Perform or provide the specified services, materials, or equipment complete and ready for intended use if the Contract Documents require specific services, materials, or equipment, but do not expressly use the words "furnish," "install," "perform," or "provide." F. Contract Documents are written in modified brief style: 1. Requirements apply to all Work of the same kind, class, and type even though the word "all" is not stated. 2. Simple imperative sentence structure is used which places a verb as the first word in the sentence. It is understood that the words "furnish," "install," "perform," "provide," or similar words include the meaning of the phrase "The Contractor shall..." before these words. 3. Unless specifically stated that action is to be taken by the OPT or others, it is understood that the action described is a requirement of the Contractor. G. Words or phrases that have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with this recognized meaning unless stated otherwise in the Contract Documents. H. Written documents are required where reference is made to notices, reports, approvals, consents, documents, statements, instructions, opinions or other types of communications required by the Contract Documents. Approval and consent documents must be received by Contractor prior to the action or decision for which approval or consent is given. These may be made in printed or electronic format through the OPT's project management information system or other electronic media as required by the Contract Documents or approved by the OAR. I. Giving notice as required by the Contract Documents may be by printed or electronic media using a method that requires acknowledgment of the receipt of that notice. ARTICLE 2—PRELIMINARY MATTERS ARTICLE 3—CONTRACT DOCUMENTS: INTENT, REQUIREMENTS, REUSE 3.01 Intent B. Provide equipment that is functionally complete as described in the Contract Documents. The Drawings and Specifications do not indicate or describe all of the Work required to complete the installation of products purchased by the Owner or Contractor. Additional details required for the correct installation of selected products are to be provided by the Contractor and coordinated with the Designer through the OAR. 3.02 Reference Standards Comply with applicable construction industry standards, whether referenced or not. 1. Standards referenced in the Contract Documents govern over standards not referenced but recognized as applicable in the construction industry. Excerpt from Form 00 72 00 General Conditions-8 Rev 18-2 2. Comply with the requirements of the Contract Documents if they produce a higher quality of Work than the applicable construction industry standards. 3. Designer determines whether a code or standard is applicable, which of several are applicable, or if the Contract Documents produce a higher quality of Work. 3.03 Reporting and Resolving Discrepancies 3.04 Interpretation of the Contract Documents Submit questions regarding the design of the Project described in the Contract Documents to the OAR immediately after those questions arise. OAR is to request an interpretation of the Contract Documents from the Designer. Designer is to respond to these questions by providing an interpretation of the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OPT may initiate a Modification to the Contract Documents through the OAR if a response to the question indicates that a change in the Contract Documents is required. Contractor may appeal Designer's or OAR's interpretation by submitting a Change Proposal. ARTICLE 4—COMMENCEMENT AND PROGRESS OF THE WORK ARTICLE 5—AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS 5.01 Availability of Lands 5.02 Use of Site and Other Areas 5.03 Subsurface and Physical Conditions 5.04 Differing Subsurface or Physical Conditions OAR is to notify the OPT after receiving notice of a differing subsurface or physical condition from the Contractor. Designer is to: 1. Promptly review the subsurface or physical condition; 2. Determine the necessity of OPT's obtaining additional exploration or tests with respect the subsurface or physical condition; 3. Determine if the subsurface or physical condition falls within one or more of the differing Site condition categories in Paragraph 5.04.A; 4. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with the subsurface or physical condition in question; 5. Determine the need for changes in the Drawings or Specifications; and 6. Advise OPT of Designer's findings, conclusions, and recommendations. C. OAR is to issue a statement to Contractor regarding the subsurface or physical condition in question and recommend action as appropriate after review of Designer s findings, conclusions, and recommendations. Excerpt from Form 00 72 00 General Conditions-9 Rev 18-2 5.05 Underground Facilities The Designer is to take the following action after receiving notice from the OAR: 1. Promptly review the Underground Facility and conclude whether the Underground Facility was not shown or indicated in the Contract Documents, or was not shown or indicated with reasonable accuracy; 2. Prepare recommendations to OPT regarding the Contractor's resumption of Work in connection with this Underground Facility; 3. Determine the extent to which a change is required in the Drawings or Specifications to document the consequences of the existence or location of the Underground Facility; and 4. Advise OAR of Designer's findings, conclusions, and recommendations and provide revised Drawings and Specifications if required. D. OAR is to issue a statement to Contractor regarding the Underground Facility in question and recommend action as appropriate after review of Designer's findings, conclusions, and recommendations. ARTICLE 6—BONDS AND INSURANCE ARTICLE 7—CONTRACTOR'S RESPONSIBILITIES ARTICLE 8—OTHER WORK AT THE SITE ARTICLE 9—OWNER'S AND OPT'S RESPONSIBILITIES 9.01 Communications to Contractor A. OPT issues communications to Contractor through OAR except as otherwise provided in the Contract Documents. 9.02 Replacement of Owner's Project Team Members A. Owner may replace members of the OPT at its discretion. 9.03 Furnish Data A. OPT is to furnish the data required of OPT under the Contract Documents. 9.04 Pay When Due 9.05 Lands and Easements; Reports and Tests A. Owner's duties with respect to providing lands and easements are described in Paragraph 5.01. OPT will make copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions relating to existing surface or subsurface structures at the Site available to Contractor in accordance with Paragraph 5.03. Excerpt from Form 00 72 00 General Conditions- 10 Rev 18-2 9.06 Insurance 9.07 Modifications 9.08 Inspections,Tests, and Approvals A. OPT's responsibility with respect to certain inspections,tests, and approvals are described in Paragraph 16.02. 9.09 Limitations on OPT's Responsibilities A. The OPT does not supervise, direct, or have control or authority over, and is not responsible for Contractor's means, methods, techniques, sequences, or procedures of construction, or related safety precautions and programs, or for failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. OPT is not responsible for Contractor's failure to perform the Work in accordance with the Contract Documents. 9.10 Undisclosed Hazardous Environmental Condition A. OPT's responsibility for undisclosed Hazardous Environmental Conditions is described in Paragraph 5.06. 9.11 Compliance with Safety Program A. Contractor is to inform the OPT of its safety programs and OPT is to comply with the specific applicable requirements of this program. ARTICLE 10—OAR'S AND DESIGNER'S STATUS DURING CONSTRUCTION 10.01 Owner's Representative A. OAR is Owner's representative. The duties and responsibilities and the limitations of authority of OAR as Owner's representative are described in the Contract Documents. 10.02 Visits to Site A. Designer is to make periodic visits to the Site to observe the progress and quality of the Work. Designer is to determine, in general, if the Work is proceeding in accordance with the Contract Documents based on observations made during these visits. Designer is not required to make exhaustive or continuous inspections to check the quality or quantity of the Work. Designer is to inform the OPT of issues or concerns and OAR is to work with Contractor to address these issues or concerns. Designer's visits and observations are subject to the limitations on Designer s authority and responsibility described in Paragraphs 9.09 and 10.07. B. OAR is to observe the Work to check the quality and quantity of Work, implement Owner's quality assurance program, and administer the Contract as Owner's representative as described in the Contract Documents. OAR's visits and observations are subject to the limitations on OAR's authority and responsibility described in Paragraphs 9.09 and 10.07. Excerpt from Form 00 72 00 General Conditions- 11 Rev 18-2 10.03 Resident Project Representatives A. Resident Project Representatives assist OAR in observing the progress and quality of the Work at the Site. The limitations on Resident Project Representatives' authority and responsibility are described in Paragraphs 9.09 and 10.07. 10.04 Rejecting Defective Work A. OPT has the authority to reject Work in accordance with Article 16. OAR is to issue a Defective Work Notice to Contractor and document when Defective Work has been corrected or accepted in accordance with Article 16. 10.05 Shop Drawings, Modifications and Payments A. Designer's authority related to Shop Drawings and Samples are described in the Contract Documents. B. Designer's authority related to design calculations and design drawings submitted in response to a delegation of professional design services are described in Paragraph 7.15. C. OAR and Designer's authority related to Modifications is described in Article 11. D. OAR's authority related to Applications for Payment is described in Articles 15 and 17. 10.06 Decisions on Requirements of Contract Documents and Acceptability of Work A. OAR is to render decisions regarding non-technical or contractual / administrative requirements of the Contract Documents and will coordinate the response of the OPT to Contractor. B. Designer is to render decisions regarding the conformance of the Work to the requirements of the Contract Documents. Designer will render a decision to either correct the Defective Work,or accept the Work under the provisions of Paragraph 16.04, if Work does not conform to the Contract Documents. OAR will coordinate the response of the OPT to Contractor. C. OAR will issue a Request for a Change Proposal if a Modification is required. OAR will provide documentation for changes related to the non-technical or contractual / administrative requirements of the Contract Documents. Designer will provide documentation if design related changes are required. D. Contractor may appeal Designer's decision by submitting a Change Proposal if Contractor does not agree with the Designer's decision. 10.07 Limitations on OAR's and Designer's Authority and Responsibilities A. OPT is not responsible for the acts or omissions of Contractor's Team. No actions or failure to act, or decisions made in good faith to exercise or not exercise the authority or responsibility available under the Contract Documents creates a duty in contract, tort, or otherwise of the OPT to the Contractor or members of the Contractor's Team. Excerpt from Form 00 72 00 General Conditions- 12 Rev 18-2 ARTICLE 11—AMENDING THE CONTRACT DOCUMENTS; CHANGES IN THE WORK ARTICLE 12—CHANGE MANAGEMENT 12.01 Requests for Change Proposal A. Designer will initiate Modifications by issuing a Request for a Change Proposal (RCP). 1. Designer will prepare a description of proposed Modifications. 2. Designer will issue the Request for a Change Proposal form to Contractor. A number will be assigned to the Request for a Change Proposal when issued. 3. Return a Change Proposal in accordance with Paragraph 12.02 to the Designer for evaluation by the OPT. 12.02 Change Proposals A. Submit a Change Proposal (CP) to the Designer for Contractor initiated changes in the Contract Documents or in response to a Request for Change Proposal. 1. Use the Change Proposal form provided. 2. Assign a number to the Change Proposal when issued. 3. Include with the Change Proposal: a. A complete description of the proposed Modification if Contractor initiated or proposed changes to the OPT's description of the proposed Modification. b. The reason the Modification is requested, if not in response to a Request for a Change Proposal. c. A detailed breakdown of the cost of the change if the Modification requires a change in Contract Price. The itemized breakdown is to include: 1) List of materials and equipment to be installed; 2) Man hours for labor by classification; 3) Equipment used in construction; 4) Consumable supplies, fuels, and materials; 5) Royalties and patent fees; 6) Bonds and insurance; 7) Overhead and profit; 8) Field office costs; 9) Home office cost; and 10) Other items of cost. d. Provide the level of detail outlined in the paragraph above for each Subcontractor or Supplier actually performing the Work if Work is to be provided by a Subcontractor or Supplier. Indicate appropriate Contractor mark-ups for Work Excerpt from Form 00 72 00 General Conditions- 13 Rev 18-2 provided through Subcontractors and Suppliers. Provide the level of detail outline in the paragraph above for self-performed Work. e. Submit Change Proposals that comply with Article 15 for Cost of Work. f. Provide a revised schedule. Show the effect of the change on the Project Schedule and the Contract Times. B. Submit a Change Proposal to the Designer to request a Field Order. C. A Change Proposal is required for all substitutions or deviations from the Contract Documents. D. Request changes to products in accordance with Article 25. 12.03 Designer Will Evaluate Request for Modification A. Designer will issue a Modification per Article 11 if the Change Proposal is acceptable to the Owner. Designer will issue a Change Order or Contract Amendment for any changes in Contract Price or Contract Times. 1. Change Orders and Contract Amendments will be sent to the Contractor for execution with a copy to the Owner recommending approval. A Work Change Directive may be issued if Work needs to progress before the Change Order or Contract Amendment can be authorized by the Owner. 2. Work Change Directives, Change Orders, and Contract Amendments can only be approved by the Owner. a. Work performed on the Change Proposal prior to receiving a Work Change Directive or approval of the Change Order or Contract Amendment is performed at the Contractor's risk. b. No payment will be made for Work on Change Orders or Contract Amendments until approved by the Owner. B. The Contractor may be informed that the Request for a Change Proposal is not approved and construction is to proceed in accordance with the Contract Documents. ARTICLE 13—CLAIMS 13.01 Claims 13.02 Claims Process A. Claims must be initiated by written notice. Notice must conspicuously state that it is a notice of a Claim in the subject line or first sentence. Notice must also list the date of first occurrence of the claimed event. B. Claims by Contractor must be in writing and delivered to the Owner, Designer and the OAR within 7 days: 1. After the start of the event giving rise to the Claim; or 2. After a final decision on a Change Proposal has been made. Excerpt from Form 00 72 00 General Conditions- 14 Rev 18-2 C. Claims by Contractor that are not received within the time period provided by section 13.02(B) are waived. Owner may choose to deny such Claims without a formal review. Any Claims by Contractor that are not brought within 90 days following the termination of the Contract are waived and shall be automatically deemed denied. D. Claims by Owner must be submitted by written notice to Contractor. E. The responsibility to substantiate a Claim rests with the entity making the Claim. Claims must contain sufficient detail to allow the other party to fully review the Claim. 1. Claims seeking an adjustment of Contract Price must include the Contractor's job cost report. Provide additional documentation as requested by OAR. 2. Claims seeking an adjustment of Contract Time must include native schedule files in Primavera or MS Project digital format. Provide additional documentation as requested by OAR. F. Contractor must certify that the Claim is made in good faith, that the supporting data is accurate and complete, and that to the best of Contractor's knowledge and belief, the relief requested accurately reflects the full compensation to which Contractor is entitled. G. Claims by Contractor against Owner and Claims by Owner against Contractor, including those alleging an error or omission by Designer but excluding those arising under Section 7.12,shall be referred initially to Designer for consideration and recommendation to Owner. H. Designer may review a Claim by Contractor within 30 days of receipt of the Claim and take one or more of the following actions: 1. Request additional supporting data from the party who made the Claim; 2. Issue a recommendation; 3. Suggest a compromise; or 4. Advise the parties that Designer is not able to make a recommendation due to insufficient information or a conflict of interest. I. If the Designer does not take any action, the claim shall be deemed denied. J. The Contractor and the Owner shall seek to resolve the Claim through the exchange of information and direct negotiations. If no agreement is reached within 90 days, the Claim shall be deemed denied. The Owner and Contractor may extend the time for resolving the Claim by mutual agreement. Notify OAR of any actions taken on a Claim. K. Owner and Contractor may mutually agree to mediate the underlying dispute at any time after a recommendation is issued by the Designer. Excerpt from Form 00 72 00 General Conditions- 15 Rev 18-2 ARTICLE 14—PREVAILING WAGE RATE REQUIREMENTS ARTICLE 15—COST OF THE WORK;ALLOWANCES; UNIT PRICE WORK ARTICLE 16—TESTS AND INSPECTIONS;CORRECTION,REMOVAL,OR ACCEPTANCE OF DEFECTIVE WORK ARTICLE 17—PAYMENTS TO CONTRACTOR; SET-OFFS; COMPLETION; CORRECTION PERIOD ARTICLE 18—SUSPENSION OF WORK AND TERMINATION ARTICLE 19— PROJECT MANAGEMENT ARTICLE 20—PROJECT COORDINATION 20.01 Work Included 20.02 Document Submittal 20.03 Communication During Project A. The OAR is to be the first point of contact for all parties on matters concerning this Project. B. The Designer will coordinate correspondence concerning: 1. Documents, including Applications for Payment. 2. Clarification and interpretation of the Contract Documents. 3. Contract Modifications. 4. Observation of Work and testing. 5. Claims. 20.04 Requests for Information A. Submit Request for Information (RFI) to the Designer to obtain additional information or clarification of the Contract Documents. 1. Submit a separate RFI for each item on the form provided. 2. Attach adequate information to permit a written response without further clarification. Designer will return requests that do not have adequate information to the Contractor for additional information. Contractor is responsible for all delays resulting from multiple document submittals due to inadequate information. 3. A response will be made when adequate information is provided. Response will be made on the RFI form or in attached information. B. Response to an RFI is given to provide additional information, interpretation, or clarification of the requirements of the Contract Documents, and does not modify the Contract Documents. C. Designer will initiate a Request for a Change Proposal (RCP) per Article 12 if the RFI indicates that a Contract Modification is required. Excerpt from Form 00 72 00 General Conditions- 16 Rev 18-2 ARTICLE 21—QUALITY MANAGEMENT ARTICLE 22—FINAL RESOLUTION OF DISPUTES ARTICLE 23—MINORITY/MBE/DBE PARTICIPATION POLICY ARTICLE 24—DOCUMENT MANAGEMENT ARTICLE 25—SHOP DRAWINGS 25.01 Work Included A. Shop Drawings are required for those products that cannot adequately be described in the Contract Documents to allow fabrication, erection, or installation of the product without additional detailed information from the Supplier. B. Submit Shop Drawings as required by the Contract Documents and as reasonably requested by the OPT to: 1. Record the products incorporated into the Project for the Owner; 2. Provide detailed information for the products proposed for the Project regarding their fabrication, installation, commissioning, and testing; and 3. Allow the Designer to advise the Owner if products proposed for the Project by the Contractor conform, in general, to the design concepts of the Contract Documents. 25.02 Quality Assurance 25.03 Contractor's Responsibilities 25.04 Shop Drawing Requirements A. Provide adequate information in Shop Drawings and Samples so Designer can: 1. Assist the Owner in selecting colors, textures, or other aesthetic features. 2. Compare the proposed features of the product with the specified features and advise Owner that the product does, in general, conform to the Contract Documents. 3. Compare the performance features of the proposed product with those specified and advise the Owner that the product does, in general,conform to the performance criteria specified in the Contract Documents. 4. Review required certifications, guarantees, warranties, and service agreements for compliance with the Contract Documents. Excerpt from Form 00 72 00 General Conditions- 17 Rev 18-2 25.05 Special Certifications and Reports 25.06 Warranties and Guarantees 25.07 Shop Drawing Submittal Procedures 25.08 Sample and Mockup Submittal Procedures 25.09 Requests for Deviation 25.10 Designer Responsibilities A. Shop Drawings will be received by the Designer. Designer will log the documents and review per this Article for general conformance with the Contract Documents. 1. Designer's review and approval will be only to determine if the products described in the Shop Drawing or Sample will, after installation or incorporation into the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. 2. Designer's review and approval will not extend to means, methods, techniques, sequences, or procedures of construction or to safety precautions or programs incident thereto. 3. Designer's review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. B. Comments will be made on items called to the attention of the Designer for review and comment. Any marks made by the Designer do not constitute a blanket review of the document submittal or relieve the Contractor from responsibility for errors or deviations from the Contract requirements. 1. Designer will respond to Contractor's markups by either making markups directly in the Shop Drawings file using the color green or by attaching a Document Review Comments form with review comments. 2. Shop Drawings that are reviewed will be returned with one or more of the following status designations: a. Approved: Shop Drawing is found to be acceptable as submitted. b. Approved as Noted: Shop Drawing is Approved so long as corrections or notations made by Designer are incorporated into the Show Drawing. C. Not Approved: Shop Drawing or products described are not acceptable. 3. Shop Drawing will also be designated for one of the following actions: a. Final distribution: Shop Drawing is acceptable without further action and has been filed as a record document. b. Shop Drawing not required: A Shop Drawing was not required by the Contract Documents. Resubmit the document per Article 26. Excerpt from Form 00 72 00 General Conditions- 18 Rev 18-2 c. Cancelled: This action indicates that for some reason, the Shop Drawing is to be removed from consideration and all efforts regarding the processing of that document are to cease. d. Revise and resubmit: Shop Drawing has deviations from the Contract Documents, significant errors, or is inadequate and must be revised and resubmitted for subsequent review. e. Resubmit with corrections made: Shop Drawing is "Approved as Noted," but has significant markups. Make correction and notations to provide a revised document with markup incorporated into the original document so that no markups are required. f. Returned without review due to excessive deficiencies: Document does not meet the requirement of the Specifications for presentation or content to the point where continuing to review the document would be counterproductive to the review process or clearly does not meet the requirements of the Contract Documents. Revise the Shop Drawing to comply with the requirements of this Section and resubmit. g. Actions a through c will close out the Shop Drawing review process and no further action is required as a Shop Drawing. Actions d through f require follow up action to close out the review process. 4. Drawings with a significant or substantial number of markings by the Contractor may be marked "Approved as Noted" and "Resubmit with corrections made." These drawings are to be revised to provide a clean record of the Shop Drawing. Proceed with ordering products as the documents are revised. 5. Dimensions or other data that does not appear to conform to the Contract Documents will be marked as "At Variance With" (AVW) the Contract Documents or other information provided. The Contractor is to make revisions as appropriate to comply with the Contract Documents. C. Bring deviations to the Shop Drawings to the attention of the Designer for approval by using the Shop Drawing Deviation Request form. Use a single line for each requested deviation so the Status and Action for each deviation can be determined for that requested deviation. If approval or rejection of a requested deviation will impact other requested deviations, then all related deviations should be included in that requested deviation line so the status and action can be determined on the requested deviation as a whole. D. Requested deviations will be reviewed as possible Modification to the Contract Documents. 1. A Requested deviation will be rejected as "Not Approved" if the requested deviation is unacceptable. Contractor is to revise and resubmit the Shop Drawing with corrections for approval. 2. A Field Order will be issued by the Designer for deviations approved by the Designer if the requested deviation is acceptable and if the requested deviation will not result in a change in Contract Price or Contract Times. Requested deviations from the Contract Documents may only be approved by Field Order. 3. A requested deviation will be rejected if the requested deviation is acceptable but the requested deviation will or should result in a change in Contract Price or Contract Times. Excerpt from Form 00 72 00 General Conditions- 19 Rev 18-2 Submit any requested deviation that requires a change in Contract Price or Contract Times as a Change Proposal for approval prior to resubmitting the Shop Drawing. E. Contractor is to resubmit the Shop Drawing until it is acceptable and marked Approved or Approved as Noted and is assigned an action per Paragraph 25.10.13 that indicates that the Shop Drawing process is closed. F. Information that is submitted as a Shop Drawings that should be submitted as Record Data or other type of document, or is not required may be returned without review, or may be deleted. No further action is required and the Shop Drawing process for this document will be closed. ARTICLE 26—RECORD DATA 26.01 Work Included 26.02 Quality Assurance 26.03 Contractor's Responsibilities 26.04 Record Data Requirements 26.05 Special Certifications and Reports 26.06 Warranties and Guarantees 26.07 Record Data Submittal Procedures 26.08 Designer's Responsibilities A. Record Data will be received by the Designer, logged, and provided to Owner as the Project record. 1. Record Data may be reviewed to see that the information provided is adequate for the purpose intended. Record Data not meeting the requirements of Paragraph 26.02 may be rejected as unacceptable. 2. Record Data is not reviewed for compliance with the Contract Documents. Comments may be returned if deviations from the Contract Documents are noted during the cursory review performed to see that the information is adequate. 3. Contractor's responsibility for full compliance with the Contract Documents is not relieved by the review of Record Data. Contract modifications can only be approved by a Modification. B. Designer may take the following action in processing Record Data: 1. File Record Data as received if the cursory review indicates that the document meets the requirements of Paragraph 26.02. Document will be given the status of "Filed as Received" and no further action is required on that Record Data. 2. Reject the Record Data for one of the following reasons: a. The document submittal requirements of the Contract Documents indicate that the document submitted as Record Data should have been submitted as a Shop Excerpt from Form 00 72 00 General Conditions-20 Rev 18-2 Drawing. The Record Data will be marked "Rejected" and "Submit Shop Drawing." No further action is required on this document as Record Data and the Record Data process will be closed. Resubmit the document as a Shop Drawing per Article 25. b. The cursory review indicates that the document does not meet the requirements of Paragraph 26.02. The Record Data will be marked "Rejected" and "Revise and Resubmit." Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." When Record Data is filed, no further action is required and the Record Data process will be closed. c. The Record Data is not required by the Contract Documents nor is the Record Data applicable to the Project. The Record Data will be marked "Rejected" and "Cancel - Not Required." No further action is required and the Record Data process will be closed. C. Contractor is to resubmit the Record Data until it is acceptable and marked "Filed as Received." ARTICLE 27—CONSTRUCTION PROGRESS SCHEDULE ARTICLE 28—VIDEO AND PHOTOGRAPHIC DOCUMENTATION ARTICLE 29—EXECUTION AND CLOSEOUT 29.01 Substantial Completion A. Notify the Designer that the Work or a designated portion of the Work is substantially complete per the General Conditions. Include a list of the items remaining to be completed or corrected before the Project will be considered to be complete. B. OPT will visit the Site to observe the Work within a reasonable time after notification is received to determine the status of the Project. C. Designer will notify the Contractor that the Work is either substantially complete or that additional Work must be performed before the Project will be considered substantially complete. 1. Designer will notify the Contractor of items that must be completed before the Project will be considered substantially complete. 2. Correct the noted deficiencies in the Work. 3. Notify the Designer when the items of Work in the Designer's notice have been completed. 4. OPT will revisit the Site and repeat the process. 5. Designer will issue a Certificate of Substantial Completion to the Contractor when the OPT considers the Project to be substantially complete. The Certificate will include a tentative list of items to be corrected before Final Payment will be recommended. 6. Review the list and notify the Designer of any objections to items on the list within 10 days after receiving the Certificate of Substantial Completion. Excerpt from Form 00 72 00 General Conditions-21 Rev 18-2 29.02 Final Inspections A. Notify the Designer when: 1. Work has been completed in compliance with the Contract Documents; 2. Equipment and systems have been tested per Contract Documents and are fully operational; 3. Final Operations and Maintenance Manuals have been provided to the Owner and all operator training has been completed; 4. Specified spare parts and special tools have been provided; and 5. Work is complete and ready for final inspection. B. OPT will visit the Site to determine if the Project is complete and ready for Final Payment within a reasonable time after the notice is received. C. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. D. Take immediate steps to correct Defective Work. Notify the Designer when Defective Work has corrected. OPT will visit the Site to determine if the Project is complete and the Work is acceptable. Designer will notify the Contractor that the Project is complete or will notify the Contractor that Work is Defective. E. Submit the Request for Final Payment with the closeout documents described in Paragraph 29.06 if notified that the Project is complete and the Work is acceptable. ARTICLE 30—MISCELLANEOUS END OF SECTION Excerpt from Form 00 72 00 General Conditions-22 Rev 18-2 SUPPLIER NUMBER TO BE ASSIGNED BY CITY PURCHASING DIVISION City of CITY OF CORPUS CHRISTI Co� DISCLOSURE OF INTEREST ti 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 BLVD CITY: Corpus Christi ZIP: 78401 FIRM IS: 1. Corporation ® 2. Partnership ❑ 3. Sole Owner E]4. Association 5. Other 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." Name Job Title and City Department(if known) N/A N/A 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 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 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 N/A FILING REQUIREMENTS If a 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 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 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 Person: Ron Guzman,P.E. Title: Vice President/Principal (Type or Print) Signature of Certifying �! Date: March 1, 2018 Person: 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 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-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. se o� � v AGENDA MEMORANDUM NOORP08 IEO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting of April 17, 2018 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: Jay Ellington, Director of Park & Recreation JayEll(c�cctexas.com (361) 826-3042 Kim Baker, Assistant Director of Financial Services-Purchasing Division KimB2(a)cctexas.com (361) 826-3169 Purchase of Kubota Farm Tractor for Beach Operations CAPTION: Motion authorizing the purchase of a Kubota farm tractor from Ewald Kubota, of Corpus Christi, Texas, via BuyBoard for the total amount not to exceed $74,960.90. PURPOSE: This item is to approve the purchase of a Kubota farm tractor for the Parks and Recreation Department. BACKGROUND AND FINDINGS: The purchase of a M6-11 DTC Kubota 4WD tractor for beach operations is a replacement unit for a Holland tractor that were destroyed during the 2017 Hurricane Harvey event. The tractor will be used to pull the beach tech machine that cleans and rakes the sand. It will be operated by the Parks and Recreation Department's Beach Division for beach cleanup operations by Beach Operations staff members. ALTERNATIVES: No alternatives OTHER CONSIDERATIONS: None 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. DEPARTMENTALCLEARANCES: Gulf Beach Maintenance FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $1 ,104,528.30 $0.00 $1,104,528.30 Encumbered / Expended Amount $816,739.19 $816,739.19 This item $74,960.90 $0.00 $74,960.90 BALANCE $212,828.21 $0.00 $212,828.21 Fund(s): State Hot Beach Comments: None RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI PRICE SHEET PURCHASING DIVISION KUBOTA TRACTOR BUYER: MINERVA ALVARADO BUYBOARD CONTRACT: 529-17 EWALD KUBOTA Corpus Christi,Texas ITEM DESCRIPTION COST QUANTITY EXTENDED TOTAL 1 M6-111 DTC-F 4WD Farm Tractor $74,960.90 1 $74,960.90 TOTAL $74,960.90 SC GO F AGENDA MEMORANDUM U NCogppppSEo Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for City Council Meeting of April 17, 2018 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: E. Jay Ellington, Director of Parks and Recreation Department JayEll(a�cctexas.com (361) 826-3464 Jim Davis, Director of Asset Management jimd(d_)_cctexas.com (361) 826-1909 Kim Baker, Assistant Director of Financial Services-Purchasing Division KimB2Ca)-cctexas.com (361) 826-3169 Purchase of Utility Terrain Vehicles for Parks and Recreation CAPTION: Motion authorizing the purchase of four Kubota RTV-X9000-A utility terrain vehicles and three Kubota RTV-X900H-W for $118,263 from Ewald Kubota, of Corpus Christi, Texas. PURPOSE: This item is to approve the purchase of utility terrain vehicles for Parks and Recreation. BACKGROUND AND FINDINGS: The vehicles will be utilized by the City of Corpus Christi Park Operations Division for their daily operations. Two units are replacements for units currently used by the North Beach Maintenance crew to perform sanitation and landscaping services. One unit is an addition to the fleet to be used on North Beach by the Parks Enforcement Office to patrol North Beach. The other units are for Beach Operations to be used by the lifeguards on McGee beach, beach cleanup efforts on the Gulf beaches and beach permit sells staff. Two units are being funded from General Fund, and five units are funded from the State HOT Fund. The Purchasing Division advertised and released RFB No. 283 to solicit bids. One company submitted a bid; staff conducted an online price comparison looking at Kubota Tractor Company and KubotaUSA.Com and as has established that the bid submitted was fair and reasonable. Staff recommends award to Ewald Kubota. ALTERNATIVES: N/A OTHER CONSIDERATIONS: Not applicable 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 DEPARTMENTALCLEARANCES: Parks & Recreation and Fleet Maintenance Operations FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $368,288.30 $0.00 $368,288.30 Encumbered / Expended Amount $132,040.30 $0.00 $132,040.30 This item $118,263.00 $0.00 $118,263.00 BALANCE $117,985.00 $0.00 $117,985.00 Fund(s): General and State HOT Beach Comments: RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Price Sheet CITY OF CORPUS CHRISTI BID TABULATION PURCHASING DIVISION BID NO. 283 BUYER: ROBERTA ORTIZ UTILITY TERRAIN VEHICLES FOR PARKS AND RECREATION Ewald Kubota Corpus Christi,Texas UNIT EXTENDED ITEM DESCRIPTION Unit Qty PRICE PRICE 1 Kubota RTV-X900G-A Utility Terrain Vehicle EA 4 $16,413.00 $65,652.00 2 Kubota RTV-X900H-W Utility Terrain Vehicle EA 3 $17,537.00 $52,611.00 TOTAL: $118,263.00 se o� � v AGENDA MEMORANDUM NOORP08 IEO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting of April 17, 2018 DATE: April 10, 2018 TO: Margie Rose, City Manager FROM: Laura Garcia, Director of Libraries LauraGa(c�cctexas.com (361) 826-7070 Kim Baker, Assistant Director of Financial Services kimb2(a)-cctexas.com (361) 826-3169 Magazine and Newspaper Subscriptions Service Agreement CAPTION: Motion authorizing a five-year service agreement for magazine and newspaper subscriptions with W.T. Cox Information Services, from Shallotte, North Carolina, via BuyBoard for a total amount not to exceed $70,000. PURPOSE: This service agreement will provide continuous delivery of current subscriptions of magazines and newspapers to the City's six libraries. BACKGROUND AND FINDINGS: W.T. Cox Information Services provides magazine and newspaper subscriptions to all six locations for the Corpus Christi Public Library Department. The annual subscription order system allows the libraries to be more efficient in time, delivery, and cost while providing most of the current magazine and newspaper subscriptions to the library patrons. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. 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. DEPARTMENTALCLEARANCES: Library FINANCIAL IMPACT: x Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017-2018 Current Year Future Years TOTALS Line Item Budget $483,177.07 $56,279.54 $539,456.61 Encumbered / Expended Amount $379,326.91 $0.00 $379,326.91 This item $13,720.46 $56,279.54 $70,000.00 BALANCE $90,129.70 $0.00 $90,129.70 Fund(s): General Comments: The contract is for five years, with $13,720.46 budgeted in FY17-18. The subsequent four contract years for a total of $56,279.54 will be budgeted during the future year's budget process, bringing the total contract value to $70,000. RECOMMENDATION: Staff recommends approval of the resolution as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Price Sheet CITY OF CORPUS CHRISTI PRICE SHEET PURCHASING DIVISION MAGAZINE AND NEWSPAPER SUBSCRIPTIONS BUYER: ROBERTA ORTIZ FOR LIBRARIES BUYBOARD CONTRACT: 531-17 W.T.COX INFORMATION SERVICES Shallotte, North Carolina CURRENT ANNUAL ITEM DESCRIPTION SUBSCRIPTION COST YEARS EXTENDED TOTAL 1 Dr. Clotilde Garcia Public Library $1,780.41 5 $8,902.05 2 Janet F. Harte Public Library $1,366.98 5 $6,834.90 3 Owen R. Hopkins Public Library $2,073.75 5 $10,368.75 4 Anita&WT Neyland Public Library $3,006.171 5 $15,030.85 5 Ben F. McDonald Public Library $832.691 5 1 $4,163.45 6 La Retama Central Library $4,660.461 5 1 $23,302.30 7. Additional publication allowance $1,397.701 1 $1,397.70 TOTAL $70,000.00 SC 0 > SERVICE AGREEMENT NO. 1569 U Magazine and Newspaper Subscriptions bO RPOR Af� 1852 THIS Magazine and Newspaper Subscriptions Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and W.T. Cox Information Services ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide magazine and newspaper subscriptions in response to Request for Bid/Proposal No. N/A ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide magazine and newspaper subscriptions ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 60 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to zero additional zero-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then- current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $70,000.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form 12/15/17 Name: Gabby Salazar Department: Library Phone: (361 ) 826-7015 Email: GabbySCcctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. Any Services that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. 8. Warranty. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form 12/15/17 (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid or proposal, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form 12/15/17 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Gabby Salazar Title: Sr. Management Assistant Address: 805 Comanche Street, Corpus Christi, Texas 78401 Phone: (361 ) 826-7015 Fax: (361 ) 826-7046 IF TO CONTRACTOR: W.T. Cox Information Serivices Attn: Debi Knox Title: Director of Contract Administration Address: 201 Village Road, Shallotte, North Carolina 28470 Phone: (800) 571-9554 Fax: (877) 755-6274 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES") FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form 12/15/17 INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: A. this Agreement (excluding attachments and exhibits); B. its attachments; Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form 12/15/17 C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form 12/15/17 CONTRACTOR Signature: &.,49Jh�`�(V1_� Printed Name: Debra M.Knox Title: Director of Contract Administration Date: 3-12-2018 CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. N/A Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form 12/15/17 Attachment A: Scope of Work 1 . Scope of Work A. Contractor will provide and deliver various magazine and newspaper subscriptions as selected by the Contract Administrator. B. Subscriptions will consist of Print, Digital and/or Online versions. 2. Delivery Locations A. Anita & W.T. Neyland Public Library: 1230 Carmel Parkway, Corpus Christi, TX 78411 B. Ben F. McDonald Public Library: 4044 Greenwood Drive, Corpus Christi, TX 78416 C. Dr. Clotilde Garcia Public Library: 5930 Brockhampton St., Corpus Christi, TX 78414 D. Janet F. Harte Public Library: 2629 Waldron Rd., Corpus Christi, TX 78418 E. La Retama Central Library: 805 Comanche St., Corpus Christi, TX 78401 F. Owen R. Hopkins Public Library: 3202 McKinzie Rd., Corpus Christi, TX 78410 3. Additional Publication Allowance An allowance of $1,397.70 has been added to be used at the Contract Administrator's discretion to add subscriptions as needed during the term of the contract for the public libraries listed above. Page 1 of 1 Attachment B: Bid/Pricing Schedule ORGANIZATION ORDER SUMMARY ,�Wl COX Or anization Number 1614058 Information Services 201 Village Road Date Shallotte,NC 28470 01/23/2018 1-800-571-9554 Fax: 1-877-755-6274 FED ID:56-1352557 DUNS:084174804 Customer Service Specialist:shannon@wtcox.com BILL TO: CITY OF CORPUS CHRISTI Accounting Division City of Corpus Christi P.O. Box 9277 Corpus Christi TX 78469 Order ID Customer Account Subscriptions Total List Total Rate 4716961 DR CLOTILDE GARCIA PUB LIB 2068476 19 $2,070.24 $1,780.41 4716963 JANET F HARTE PUBLIC 2068474 26 $1,589.51 $1,366.98 4716964 OWEN R HOPKINS PUB LIB 2068475 28 $2,411.34 $2,073.75 4716965 AN ITA&WT N EYLAN D PUB LIB 2068473 30 $3,495.55 $3,006.17 4716967 BEN F MCDONALD PUB LIB 2077704 21 $968.24 $832.69 4716969 LA RETAMA CENTRAL LIBRARY 2068472 58 $5,419.14 $4,660.46 Total List $15,954.02 Total Rate **$13,720.46 THIS IS NOT AN INVOICE "This summary breakdown is for subscriptions starting May 2018 - April 2019, the overall cost of various publications will vary each subscription year. There is an allowance of $1,397.70 for additional pubicatons to be added at any of the publice libraries listed if so requested by the Contract Administrator. Page 1 of 1 Attachment C: Insurance and Bonds Requirements Insurance and Bonds are not required for this service agreement. Page 1 of 1 Attachment D: Warranty Requirements Warranty Section 8. Warranty. (B) does not apply to this service agreement. Page 1 of 1 se GO O Va. v AGENDA MEMORANDUM NORROPpEO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting of April 17, 2018 DATE: April 10, 2018 TO: Margie C. Rose, City Manager FROM: Fred Segundo, Director of Aviation Fred S a)..cctexas.com (361) 826-3932 Kim Baker, Assistant Director of Financial Services-Purchasing Division KimB2�cctexas.com (361) 826-3169 Inspection, Preventive Maintenance and Repairs for Automatic Sliding Doors Service Agreement for CCIA for Two Years, with Two One-year Options and a Total Potential Multi-Year not to Exceed Amount of $190,320 CAPTION: Motion authorizing a two-year service agreement with Door Direct of Corpus Christi, Texas to provide Automatic Door services and repairs for Corpus Christi International Airport (CCIA) for a total amount not to exceed $95,160, with two one-year options allowing a total potential multi-year not to exceed amount of $190,320. PURPOSE: The Service Agreement will ensure prompt service when problems with any of the Automatic Doors Systems arise. BACKGROUND AND FINDINGS: All CCIA automated doors are essential for the daily operations of the airport. These automated doors are in constant use and essential to facilitation of pedestrian luggage transportation in and out of the airport terminal. All automated doors must remain fully functional to minimize the possibility of rerouting baggage towing pedestrian traffic to other doors in the terminal. Fully functional automated doors insure the seamless flow of pedestrian traffic to and from aircraft, automobiles, ticketing and rental car agencies. Ultimately, the automated door service agreement will help insure the continuous function of the doors while increasing the reliability of each door safety mechanism to pedestrian traffic. The Purchasing Division conducted a competitive Request for Bid process to obtain bids for a contract. The City received one responsive, responsible bid and is recommending the award to Door Direct. Door Direct labor rates are competitive with other automated door service companies in the Corpus Christi, Texas area, with a labor rate of $90 per hour. Labor rates range from $65 to $166. ALTERNATIVES: Not applicable. OTHER CONSIDERATIONS: Not applicable. 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: Facilities FINANCIAL IMPACT: X Operating ❑ Revenue ❑ Capital ❑ Not applicable Fiscal Year: 2017- 2018 Current Year Future Years TOTALS Line Item Budget $155,725.27 $75,335 $231060.27 Encumbered / Expended Amount $102,467.46 $102,467.46 This item $19,825 $75,335 $95,160 BALANCE $33,432.81 $0 $33,432.81 Fund(s): Airport Comments: The initial contract is for an amount not to exceed $95,160, of which $19,825.00 is funded in FY2017-2018 budget. The total contract value will be $190,320 if all option years are executed. RECOMMENDATION: Staff recommends approval of the motion as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Bid Tabulation /JtFci/dri4 E/WC .4 941 Ijil■ tj'rY uFE46JM$■ vrC s&d LmUl if t'rto■mdbs a Aam4i's e vA:M adnl j AAJ{,j4}6cdrE FCl/L . 069.q Ar.°+{uAH 16".5sf 5cdn5 "1 C /dr4 E/ qm LA 591" ■ i 9C P&{A.■ a A4HA "'Os I it AU I #,eteeetee ys #=,teeetee [X.ir m6 591" v6 s bd 'rE a Glee y§ee I w{ e `'etas sdieeetee 128M A Joe 4T—1 C lwP I w{ "� s�utee � ssd yceetee VZlSY ■ t'rS�■ "a iPars{s'- sE p5 l ■ U v G U s IiZlSY ■t'rso�rr "a G"I' a..CRsu �eetee �f�eetee $ 95,160.00 mus ar 00 � 0 �A > SERVICE AGREEMENT NO. 1478 U Inspection, Preventive Maintenance and Repair Services yO RPOR A 1852 for Automatic Sliding Doors at CCIA THIS Inspection, Preventive Maintenance and Repair Services for Automatic Sliding Doors at CCIA Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation ("City") and Door Direct ("Contractor"), effective upon execution by the City Manager or the City Manager's designee ("City Manager"). WHEREAS, Contractor has bid to provide Inspection, Preventive Maintenance and Repair Services for Automatic Sling Door at CCIA in response to Request for Bid/Proposal No. 1478 ("RFB/RFP"), which RFB/RFP includes the required scope of work and all specifications and which RFB/RFP and the Contractor's bid or proposal response, as applicable, are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Inspection, Preventive Maintenance and Repair Services for Automatic Sliding Doors at CCIA ("Services") in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety, and in accordance with Exhibit 2. 2. Term. This Agreement is for 24 months, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or Purchasing Division. The parties may mutually extend the term of this Agreement for up to two additional 12-month periods ("Option Period(s)"), provided, the parties do so in writing and prior to the expiration of the original term or the then- current Option Period. The City's extension authorization must be executed by the City Manager or designee. 3. Compensation and Payment. The total value of this Agreement is not to exceed $95,160.00, subject to approved extensions and changes. Payment will be made for Services completed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 4. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form 12/15/17 Agreement, including deductions for non-performance and authorizations for payment. The City's Contract Administrator for this Agreement is as follows: Name: Gabriel Anton Department: Aviation Phone: (361 )-289-0171 Email: GabrielA2@cctexas.com 5. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Contractor must deliver a certificate of insurance ("COI"), as proof of the required insurance coverages, to the City's Risk Manager and the Contract Administrator. Additionally, the COI must state that the City will be given at least 30 days' advance written notice of cancellation, material change in coverage, or intent not to renew any of the policies. The City must be named as an additional insured. The City Attorney must be given copies of all insurance policies within 10 days of the City Manager's written request. Insurance requirements are as stated in Attachment C, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. (B) In the event a payment bond, a performance bond, or both, are required of the Contractor to be provided to the City under this Agreement before performance can commence, the terms, conditions, and amounts required in the bonds and appropriate surety information are as included in the RFB/RFP or as may be added to Attachment C, and such content is incorporated here in this Agreement by reference as if each bond's terms, conditions, and amounts were fully set out here in its entirety. 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. Any Services that are provided but not accepted by the City must be corrected or re-worked immediately at no charge to the City. If immediate correction or re-working at no charge cannot be made by the Contractor, a replacement service may be procured by the City on the open market and any costs incurred, including additional costs over the item's bid/proposal price, must be paid by the Contractor within 30 days of receipt of City's invoice. Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form 12/15/17 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any Service quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City's actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City's product requirements or specifications are prohibited without the prior written approval of the Contract Administrator. 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City's City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. Contractor may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Contractor must obtain prior written approval from the Contract Administrator if the subcontractors were not named at the time of bid or proposal, as applicable. In using subcontractors, the Contractor is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Contractor. All requirements set forth as part of this Agreement, including the necessity of providing a COI in advance to the City, are applicable to all subcontractors and their employees to the same extent as if the Contractor and its employees had performed the work. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form 12/15/17 13. Amendments. This Agreement may be amended or modified only by written change order signed by both parties. Change orders may be used to modify quantities as deemed necessary by the City. 14. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 15. Taxes. The Contractor covenants to pay payroll taxes, Medicare taxes, FICA taxes, unemployment taxes and all other related taxes. Upon request, the City Manager shall be provided proof of payment of these taxes within 15 days of such request. 16. Notice. Any notice required under this Agreement must be given by fax, hand delivery, or certified mail, postage prepaid, and is deemed received on the day faxed or hand-delivered or on the third day after postmark if sent by certified mail. Notice must be sent as follows: IF TO CITY: City of Corpus Christi Attn: Gabriel Anton Title: Facilities Manager Address: 1000 International Drive, Corpus Christi, Texas - 78406 Phone: (361 )-289-0171 Fax: IF TO CONTRACTOR: Doors Direct Attn: Tim Mohl Title: President Address: 4833 Saratoga Blvd # 609, Corpus Christi, Texas - 78413 Phone: (361 )-887-1894 Fax: (361)-887-9543 17. CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND AGENTS ("INDEMNITEES') FROM AND AGAINST ANY AND ALL LIABILITY, LOSS, CLAIMS, DEMANDS, SUITS, AND CAUSES OF ACTION OF WHATEVER NATURE, CHARACTER, OR DESCRIPTION ON ACCOUNT OF PERSONAL INJURIES, PROPERTY LOSS, OR DAMAGE, OR ANY OTHER KIND OF INJURY, LOSS, OR DAMAGE, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS, ATTORNEYS' FEES AND EXPERT WITNESS FEES, WHICH ARISE OR ARE CLAIMED TO ARISE OUT OF OR IN CONNECTION WITH A BREACH OF THIS AGREEMENT OR THE PERFORMANCE OF THIS AGREEMENT BY THE CONTRACTOR OR RESULTS FROM THE NEGLIGENT Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form 12/15/17 ACT, OMISSION, MISCONDUCT, OR FAULT OF THE CONTRACTOR OR ITS EMPLOYEES OR AGENTS. CONTRACTOR MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL SATISFACTORY TO THE CITY ATTORNEY, AND PAY ALL CHARGES OF ATTORNEYS AND ALL OTHER COSTS AND EXPENSES OF ANY KIND ARISING OR RESULTING FROM ANY SAID LIABILITY, DAMAGE, LOSS, CLAIMS, DEMANDS, SUITS, OR ACTIONS. THE INDEMNIFICATION OBLIGATIONS OF CONTRACTOR UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 18. Termination. (A) The City Manager may terminate this Agreement for Contractor's failure to perform the work specified in this Agreement or to keep any required insurance policies in force during the entire term of this Agreement. The Contract Administrator must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the Contractor has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City Manager may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City Manager may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. Assignment. No assignment of this Agreement by the Contractor, or of any right or interest contained herein, is effective unless the City Manager first gives written consent to such assignment. The performance of this Agreement by the Contractor is of the essence of this Agreement, and the City Manager's right to withhold consent to such assignment is within the sole discretion of the City Manager on any ground whatsoever. 20. Severability. Each provision of this Agreement is considered to be severable and, if, for any reason, any provision or part of this Agreement is determined to be invalid and contrary to applicable law, such invalidity shall not impair the operation of nor affect those portions of this Agreement that are valid, but this Agreement shall be construed and enforced in all respects as if the invalid or unenforceable provision or part had been omitted. 21. Order of Precedence. In the event of any conflicts or inconsistencies between this Agreement, its attachments, and exhibits, such conflicts and inconsistencies will be resolved by reference to the documents in the following order of priority: Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form 12/15/17 A. this Agreement (excluding attachments and exhibits); B. its attachments; C. the bid solicitation document including any addenda (Exhibit 1 ); then, D. the Contractor's bid response (Exhibit 2). 22. Certificate of Interested Parties. Contractor agrees to comply with Texas Government Code Section 2252.908, as it may be amended, and to complete Form 1295 "Certificate of Interested Parties" as part of this Agreement. 23. Verification Regarding Israel. In accordance with Chapter 2270, Texas Government Code, the City may not enter into a contract with a company for goods or services unless the contract contains a written verification from the company that it: (1 ) does not boycott Israel; and (2) will not boycott Israel during the term of the contract. The signatory executing this Agreement on behalf of the Contractor verifies that the company does not boycott Israel and will not boycott Israel during the term of this Agreement. 24. Governing Law. This Agreement is subject to all federal, State, and local laws, rules, and regulations. The applicable law for any legal disputes arising out of this Agreement is the law of the State of Texas, and such form and venue for such disputes is the appropriate district, county, or justice court in and for Nueces County, Texas. 25. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form 12/15/17 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI Signature: Printed Name: Title: Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1 : RFB/RFP No. 1478 Exhibit 2: Contractor's Bid/Proposal Response Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form 12/15/17 Attachment A Scope of Work 1.1 General Reg uirements/Background Information The Contractor shall provide Inspection, Preventative Maintenance and Repair services for automatic doors at the Corpus Christi International Airport (CCIA). Services shall be provided at 1000 International Drive, Corpus Christi, Texas, 78406. Services shall include eight automated sliding doors on l st floor terminal area and two automated sliding doors are on the Federal Inspection Station(FIS) section. 1.2 Scope of Work Contractor shall furnish all labor, supervision, parts, supplies, materials, tools and equipment necessary to inspect, maintain and repair/replacement services for all automatic doors identified on the airport. All automatic sliding doors are Horton - 2003 A. Preventive Maintenance/ Inspection: Preventive Maintenance/Inspection shall be done on a monthly basis. The Contractor shall create a schedule for the services by coordinating with the Contract Administrator. Contractor shall perform maintenance/inspection thoroughly. Contractor shall perform preventive maintenance including but not limited to remove dirt and apply grease to all visible areas including internal parts of header section. The Contractor should lubricate all parts of the door requiring lubrication with lubricants of a grade recommended by the manufacturer. Inspection is not limited to safety components, operation of doors and closing force of doors, motors, belt, gears, electronic board, rollers, guide pins, door headers and door threshold for worn elements. Contractor shall immediately notify the Contract Administrator in writing of any conditions in which the Contractor's opinion, are detrimental to the equipment, ancillary components and/or will cause a failure in the equipment, or will diminish the operating capabilities of the door. The Contractor shall assume responsibility for repairs resulting from his/her failure to inform the Contract Administrator of obvious conditions which can, do or will result in damage to the door. B. Repair or Replacement: Contractor shall be responsible for providing labor, trouble shooting of parts, purchase of new parts, and installation of parts. In the event of a repair, Contractor shall receive Work order. The contractor shall develop an estimate for the repair, potential alternatives, and option of repair versus replacement. The Contract Administrator will review the Contractor's repair or replacement proposal prior to work being performed. The City of Corpus Christi shall reserve the right to purchase replacement parts and materials from other sources. Page 17 of 20 C. Emergencies: Contractor shall provide on-call services within four hours of receiving an Emergency call. The Contractor shall perform routine and emergencies during normal working hours - Monday to Friday 8:00am to 5:00pm. Contractor shall take permission from Contract Administrator before commencing work afterhours. Afterhours includes working hours from 5:00 PM to 8:00 AM, Saturdays, Sundays and Holidays. If the contractor fails to respond to the emergencies, $200 will be credited to the next monthly billing. D. Reports: Contractor shall submit written reports for each location in duplicate, one copy to the Contract Administrator. The Contractor shall provide monthly reports of all Inspection, Preventive Maintenance and Repair. Reports shall include both emergency and routine work. The Contractor shall include a copy of all work order forms, clearly identifying the location, a description of work performed and a list of parts, materials and supplies required to complete the work. The reports shall describe the condition of the equipment and all components at each location including a detailed listing of items identified because of maintenance operations. The reports shall include pertinent information deemed necessary by the Contract Administrator for the reporting period. E. SERVICE PERSONNEL: Contractor shall employ sufficient full-time service personnel to perform services outlined in this contract (repair, replace, maintain, lubricate, adjust and perform preventative maintenance). Personnel shall be skilled in the execution of all repair and maintenance services which may become necessary to fulfill the terms of the contract during the term of the contract. F. Recordkeeping: The Contractor shall establish and maintain a log delineating complete and accurate records of all inspection, preventative maintenance operations, repairs (including emergency calls), parts, materials and supplies for each door by location for the term of the Contract. The Contractor shall update said logs after each service defined in the contract. G. Inventory: The Contractor shall keep an inventory of the materials, parts, tools and equipment required to perform preventive maintenance, repair and Inspection. The cost associated with the storage of the inventory shall be the responsibility by Page 18 of 20 the Contractor. The Contractor shall keep an inventory of the door parts, including but not be limited to: motors, belts, rollers, sensors, breakout pins, electrical connections and threshold guide strips. 1.3 Contractor Quality Control The Contractor shall establish, follow and maintain a complete Quality Control Program for identifying and correcting deficiencies in the services performed before the level of service becomes unacceptable. Quality control program shall be acceptable to the Contract Administrator to assure that the requirements of the Contract are provided as specified. 1.4 Special Instruction A. The Contractor shall barricade or place cones around the work area before commencing of inspection, maintenance and repair. The Contractor shall take special measures to safeguard the area while services are being performed Contractor shall be responsible to bring the doors to a normal safe operation state after repair. B. Following scheduled maintenance and/or repair operations, Contractor shall clean the work area including doors when services are completed. C. The Contractor shall be responsible for verifying proper function of door before completion of inspection, maintenance and repair. Page 19 of 20 Attachment B Bid/Pricing Schedule opus c CITY OF CORPUS CHRISTI BID FORM PURCHASING DIVISION RFB No. 1478 Inspection, Preventive Maintenance and Repairs for Automatic Sliding Doors at CCIA PAGE I OF I Date: Authorized Bidder: -464,)A Ar As i Signature: 1. Refer to "Instructions to Bidders" and Contract Terms and Conditions before completing bid. 2. Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a. the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b. Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City's Purchasing office, pursuant to the Code of Ordinances, is current and true. c. Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. Item Description UNIT Estimated Unit Total Price QTY Price I Inspection/Preventive Month 24 Maintenance *0 91C 0 2 Labor for Repair HRS 300 OF!- Normal Working hours Labor for Repair HRS 120 Afterhours, Weekends and Holidays Estimated Markup Total Price Spend % 3 Parts $40,000 Mark up shall not be greater ,� 000 than 12% Total Price 0 Attachment C Insurance Requirements CONTRACTOR'S LIABILITY INSURANCE 1 . Contractor must not commence work under this agreement until all insurance required herein has been obtained and approved by the City's Risk Manager or designee. Contractor must not allow any subcontractor to commence work until all similar insurance required of the subcontractor has been so obtained. 2. Contractor must furnish to the Risk Manager and Assistant Director, Office of Strategic Management, two (2) copies of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the Risk Manager or designee. The City must be listed as an additional insured for the General Liability and Auto Liability policies, and a waiver of subrogation is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of Bodily Injury and Property Damage cancellation, non-renewal, material Per occurrence - aggregate change or termination required on all certificates and policies. Commercial General Liability including: $1 ,000,000 Per Occurrence 1 . Commercial Broad Form $1 ,000,000 Aggregate 2. Premises - Operations 3. Products/ Completed Operations 4. Contractual Liability 5. Independent Contractors 6. Personal Injury- Advertising Injury BUSINESS AUTOMOBILE LIABILITY $1,000,000 Combined Single Limit 1 . Owned 2. Hired & Non-owned 3. Rented & Leased WORKERS' COMPENSATION Statutory and complies with Part II of (All States Endorsement if Company is not this Exhibit. domiciled in Texas) Employer's Liability $500,000 / $500,000 / $500,000 3. In the event of accidents of any kind related to this project, Consultant must furnish the Risk Manager with copies of all reports of such accidents within 10 days of the accident. Additional Requirements - 1 . Applicable for paid employees, Contractor must obtain workers' compensation coverage through a licensed insurance company. The coverage must be written on a policy and endorsements approved by the Texas Department of Insurance. The workers' compensation coverage provided must be in an amount sufficient to assure that all workers' compensation obligations incurred by the Contractor will be promptly met. An All States endorsement shall be required if consultant is not domiciled in the State of Texas. 2. Contractor shall obtain and maintain in full force and effect for the duration of this Contract, and any extension hereof, at Contractor's sole expense, insurance coverage written on an occurrence basis, by companies authorized and admitted to do business in the State of Texas and with an A.M. Best's rating of no less than A- VII. 3. Contractor shall be required to submit replacement Certificate of Insurance to City at the address provided below within 10 days of any change made by the Contractor or as requested by the City. Contractor shall pay any costs incurred resulting from said changes. 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 4. Contractor agrees that with respect to the above required insurance, all insurance policies are to contain or be endorsed to contain the following required provisions: ■ List the City and its officers, officials, employees, and volunteers, as additional insureds by endorsement with regard to operations, completed operations and activities of or on behalf of the named insured performed under contract with the City, with the exception of the workers' compensation policy. ■ 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; ■ Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and ■ Provide 30 calendar days advance written notice directly to City of any cancellation, non-renewal, material change or termination in coverage and not less than ten calendar days advance written notice for nonpayment of premium. 5. Within five calendar days of a cancellation, non-renewal, material change or termination of coverage, Contractor shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Contractor'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 contract. 6. In addition to any other remedies the City may have upon Contractor'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 Contractor to stop work hereunder, and/or withhold any payment(s) which become due to Consultant hereunder until Contractor demonstrates compliance with the requirements hereof. 7. Nothing herein contained shall be construed as limiting in any way the extent to which Contractor may be held responsible for payments of damages to persons or property resulting from Contractor's or its subcontractor's performance of the work covered under this contract. 8. It is agreed that Contractor'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 contract. 9. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2017 Insurance Requirements Airport Automatic Doors Service and Repairs 10/19/2017 SW Risk Management 1 Attachment D Warranty Requirements A. The Contractor shall provide a 12-month or manufacturer warranty for all new materials/parts and 6 months warranty on workmanship. B. Warranty shall commence on the date of acceptance of the work by the City. The Contractor shall correct or replace any defects found in materials/parts provided or for the correction of faulty workmanship. SC GO O Va. v AGENDA MEMORANDUM NORROPp�EO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting of April 17, 2018 DATE: February 22, 2018 TO: Margie C. Rose, City Manager FROM: Mike Culbertson, COO/CCREDC (361) 882-7448 mculbertson@ccredc.com Approving the revisions to the Type A Guidelines adopted in 2018 CAPTION: Approving the Corpus Christi Business and Job Development Corporation's amended Guidelines and Criteria for granting Business Incentives PURPOSE: Approval of the Type A guidelines as required by the statute BACKGROUND AND FINDINGS: The economic development sales tax was created in 2002 as a ballot measure, Proposition No.2. The ordinance that placed this proposition on the ballot created a contract with the voters promising that the funds would only be used for education/skills development, business development/incubation, and jobs. Section 8 subsection b) states: Business Development/Incubation. These funds will be used to develop programs and facilities that assist small and start-up companies that have the ability to produce jobs for the future. The Corpus Christi Business and Job Development Corporation Guidelines and Criteria for Granting Business Incentives were most recently amended on December 20, 2016. These guidelines provide criteria for the expenditure of economic development funds within the parameters set by the 2002 ordinance. The guidelines define "Small Business" as a primary employer that employs 49 or fewer full time employees. A request to allow larger companies to participate in the internship program was brought to the Board as part of the most recent amendment to leverage the training programs that were funded by the Board. This change allowed for internships under subsection a), the Education/Skills Development portion of the originating ordinance, which reads: Education/Skills Development. These funds will be used to make grants to companies and organizations to provide training, retraining and education to insure the knowledge and skills required for the jobs of the future are in place. The change to the guidelines at that time included a provision to allow large companies to participate in the internship program if they were for a training program that had received grants from the Board. These included aviation skills and process technology. It left open other training programs that may be funded in the future. The revisions to the section 8 was the addition of subparagraph (h) Section 8. Education/Skills Development. (h) Grants for internships made through the Education/Skills Development portion of the sales tax fund must meet following requirements: • Requests must be made through the application process adopted for all other business applicants. • The internships must target job skills that are currently needed or will become needed within the next three years as identified by WorkForce Solutions, Inc. • The companies using interns must pay a portion of the wage and applicable FICA payroll tax portion • The internship must be through an approved academic or training program • The grant agreement will be with that academic or training program. • The grant recipient must implement a program to educate companies that can make use of interns, of the program specifics and how those companies may participate. Internships have been funded by the Type A Board since 2008 using funds that are set aside for small business assistance. Small businesses request interns through Del Mar College or Texas A&M University— Corpus Christi. The Type A grant agreements with Del Mar College and with Texas A&M University-Corpus Christi are limited to small business. The company pays the intern $14.25/hour. The company then requests a reimbursement of the Type A side of the grant which is $5.00/hour plus that portion of FICA. The Board could allow large businesses to participate in the internship program by amending the guidelines under the Education/Job Training section by deleting the second bullet from Section 8 subsection (h). That bullet reads: • The internships must target job skills that are currently needed or will become needed within the next three years as identified by WorkForce Solutions, Inc. Once the change to the guidelines is approved, the agreements with Texas A&M University— Corpus Christi and Del Mar College will need to be amended to remove the limitation that the funds only be used for internships with small businesses. The Type A Board voted to amend the guidelines at the February 19, 2018 meeting. ALTERNATIVES: Council may decide not to alter the Type A guidelines OTHER CONSIDERATIONS: There would have to be safeguards in place to ensure small businesses are still being served. The agreements would need to state that all small business applicants must be served before large business applications are considered. To prevent the large businesses from using all of the interns and leaving small businesses without, we would suggest a provision requiring that a preference be given to small business applicants in the programs. Neither Del Mar College nor Texas A&M University have used all of their grant money in recent years. There has been almost $500,000 of their grants that were not spent. CONFORMITY TO CITY POLICY: This project is consistent with the City's stated goals of promoting economic development and incentivizing business to expand and thrive in Corpus Christi. EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTALCLEARANCES: Corpus Christi Business and Job Development Corporation (Type A Board) FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital © Not applicable Project to Date Fiscal Year: 2017- Expenditures 2018 (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE RECOMMENDATION: Staff recommends approval of the revision to the Type A guidelines. LIST OF SUPPORTING DOCUMENTS: Resolution Draft Type A Guidelines Page 1 of 16 Resolution Approving the Corpus Christi Business and Job Development Corporation's amended Guidelines and Criteria for granting Business Incentives WHEREAS, the Board of Directors, Corpus Christi Business & Job Development Corporation, on February 19, 2018, adopted an amendment to the Corporation's Guidelines and Criteria for Granting Business Incentives, which deleted a requirement in the Education/Skills Development portion of the guidelines (a copy of the amendment is attached to and incorporated into this resolution as Exhibit A); and WHEREAS, the City's Incentive Policies need updating to reflect the amendment to the Corporation's Guidelines and Criteria; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The amendment to the Guidelines and Criteria for granting Business Incentives for the Business & Job Development Corporation (Type A) in the City of Corpus Christi is approved. A copy of the revised guidelines is attached to and incorporated into this resolution as Exhibit A. This resolution takes effect upon City Council approval on this the day of , 2018. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor Corpus Christi, Texas of The above resolution was passed by the following vote: @BCL@B40DDF03.docx Page 2 of 16 Joe McComb Rudy Garza Paulette Guajardo Michael Hunter Debbie Lindsey-Opel Ben Molina Lucy Rubio Greg Smith Carolyn Vaughn @BCL@B40DDF03.docx Page 3 of 16 EXHIBIT A @BCL@B40DDF03.docx Page 4 of 16 CORPUS CHRISTI BUSINESS & JOB DEVELOPMENT CORPORATION GUIDELINES & CRITERIA FOR GRANTING BUSINESS INCENTIVES WHEREAS, the attraction of long-term investment and the establishment of new primary jobs in Corpus Christi would enhance the City's economic base bringing new revenues into the economy; and, WHEREAS, Corpus Christi must compete with other communities across the nation currently offering a variety of business incentives to attract new jobs and business; and, 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, ("the Act"), 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, under Proposition 2 and as required by Ordinance 024952, funds approved for the promotion and development of new and expanded business enterprises can only be used for the following Projects and no others: a) Education/Skills Development. These funds will be used to make grants to companies and organizations to provide training, retraining and education to ensure the knowledge and skills required for the jobs of the future are in place. b) Business Development/Incubation. These funds will be used to develop programs and facilities that assist small and start-up companies that have the ability to produce jobs for the future. c) Jobs. These funds will be used to assist companies in the creation of meaningful, wealth producing jobs (jobs that bring in dollars from outside of the community) in Corpus Christi. Funds would be available to both existing and new companies. 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 City's Section Type A board of directors (Corpus Christi Business and Job Development Corporation Board); and, WHEREAS, to assure a common, coordinated effort to promote economic development, these Guidelines and Criteria have been circulated among the City of Corpus Christi, other governmental entities, the Corpus Christi Regional Economic Development Corporation, area chambers of commerce and the Corpus Christi community in general for consideration; NOW, THEREFORE, BE IT RESOLVED by the Corpus Christi Business and Job Development Corporation that these Guidelines and Criteria for Granting Business Incentives be adopted: @BCL@B40DDF03.docx Page 5 of 16 Section 1. Definitions. (a) "Agreement" means a contractual agreement between a property owner and/or lessee within the City of Corpus Christi City Limits and the "Corporation" for the purposes of granting business incentives. (b) "Basic Manufacturing or Service Facility" means buildings and structures, including fixed machinery and equipment not elsewhere described, used or to be used for the production of products or services. (c) "Board" means the Corpus Christi Business and Jobs Development Corporation Board (Section 4A Board) as established by "City" Resolution 024233 and pursuant to the "Act". (d) "Business Incubator" means a program established with the primary objective of improving the potential success of emerging primary employers, preferably through the transfer or application of technology, and in doing so, creates jobs, ensures self-sufficiency and invigorates the local economy. Through such programs, small business owners typically have access to assistance which might include items such as rental space, administrative support services, on- site business consulting, workshops, enterprise facilitation, and business management seminars. (e) "Capital Investment" means the increase in the assessed value of an eligible property as a result of"expansion" or "modernization" of an "existing facility" or construction of a "new facility." It does not mean or include "deferred maintenance". (f) "City" means the City of Corpus Christi, Texas. (g) "CCREDC "means the Corpus Christi Regional Economic Development Corporation which serves as a professional economic development advisor to the City, the Corporation, and the Board: (h) "Corporation" means the City of Corpus Christi Business and Job Development Corporation established by "City" Resolution 024233. (i) "Deferred Maintenance" means improvements necessary for continued operations which do not improve productivity or are performed to meet regulatory obligations. (j) "Economic Driver" means a project that will add at least 50 full time employees and at least 50% of their sales and revenue come from outside a 50 mile radius from the intersection of Staples Street and Leopard Street. These revenues will increase the wealth of the area. (k) "Economic Life" means the number of years a property improvement is expected to be in service in a "facility". (1) "Executive Director" means the chief executive officer for the "Corporation," or his/her designated representative. (m) "Expansion" means the addition of buildings, structures, fixed machinery or equipment for the purposes of increasing capacity. @BCL@B40DDF03.docx Page 6 of 16 (n) "Facility" means property improvements completed or in the process of construction which together compromise an integral whole, as well as new fixed machinery or equipment. (o) "Jobs" means employment of a full time employee, contractor, consultant, or leased employee who has a home address in the Corpus Christi MSA. (p) "Living wage" means the annual amount determined by the U.S. Department of Health and Human Services for the Corpus Christi area as being at the poverty level for a family of three, divided by 2,080 hours per year. (q) "Modernization" means the replacement and upgrading of existing "facilities" which increase the productive input or output, updates the technology or substantially lowers the unit cost of the operation, and extends the economic life of the "facilities". Modernization may result from the construction, alteration or installation of buildings, structures, fixed machinery or equipment. It shall not be for the purpose of reconditioning, refurbishing, repairing or completion of"deferred maintenance". (r) "New Facility" means a property previously undeveloped which is placed into service by means other than or in conjunction with an "expansion" or "modernization". (s) "Owner" means the owner of a "facility" or "program" subject to business incentives. If the "facility" is constructed on a leased property, the owner shall be the party which owns the property subject to the business incentive. The other party to the lease shall join in the execution of the "agreement" but shall not be obligated to assure performance of the party receiving business incentive. (t) "Petrochemical Facility" means buildings and structures, including fixed machinery and equipment, the primary purpose of which is or will be the manufacture or processing of petrochemicals or fuels by physical or chemical change. (u) "Primary Employer" means a business in which at least 50% of its goods and/or services are sold to customers that are located more than 50 miles from the intersection of Staples Street and Leopard Street and (1) whose goods and/or services are in one of the following two-digit NAICS codes 31-33 Manufacturing; 42 Wholesale Trade; 48-49 Transportation and Warehousing; 52 Finance and Insurance; 54 Professional and Technical; or 55 Management of Companies; or (2) which is a supplier of who supplies at least 50% of its non-retail goods and/or services to local primary employer(s) that are located within a 50 mile radius away. Professional services companies qualifying for incentives must have more than 50% of their contract work (i.e. the location where the physical work/construction/manufacturing, etc. resulting from the professional services is done) located outside of a 50 mile radius of the region. The inability of a company to satisfactorily document the "primary" nature of the jobs shall be deemed ineligible for this incentive agreement payments. (v) "Project Agreement" means the agreement made by and between the "City" and the "Corporation" which assigns responsibilities for jointly carrying out each "agreement" to assure that funds are used for authorized purposes. City execution of the Project Agreement shall be in the form of an adopted Resolution by the City Council of the City. (w) "Regional Distribution Center Facility" means buildings and structures, including fixed machinery and equipment, used or to be used primarily to receive, store, service or distribute @BCL@B40DDF03.docx Page 7 of 16 goods or materials owned by the Facility operator where a majority of the goods or services are distributed to points beyond a 50 mile radius of Nueces County. (x) "Regional Telecommunications/Data Processing Center Facility" means buildings and structures used or to be used primarily for the provision of telecommunication or data processing services by the Facility operator where a majority of the services are provided to points beyond a 50 mile radius of Nueces County. (y) "Research and Development Facility" means buildings and structures used or to be used primarily for the purpose of product developmental engineering, testing and evaluation. (z) "Retention" means to retain existing primary employers so that they continue their business operation within the Corpus Christi city limits and its extraterritorial jurisdiction (ETJ). (aa) "Small Business" means an employer that employs 49 or less full time (2,080 hours/year) permanent jobs at the time of application. (ab) "Small Business Primary Employer" means a primary employer that employs 49 or less full time permanent jobs at the time of application and complies with the requirement(s) set forth under "Definitions" letter (u). Section 2. Mission & Goals (a) It shall be the mission of the Board in administration of these Guidelines and Criteria to promote, encourage and enhance the creation of jobs which expand the City tax base and economy through granting business incentives which assist in the retention, expansion and recruitment of Primary Employers. (b) The goals of the Board in administration of these Guidelines and Criteria are to: • Create and retain jobs; • Expand the City tax base and economy; • Strengthen and diversify Primary Employers within the local economy. (c) The role of the Corporation in carrying out this mission and goals is to review and approve applications for business incentives, recognizing that the Corpus Christi Regional Economic Development Corporation exists for the purpose of organizing, coordinating and leading the City's economic development efforts. CCREDC shall be responsible for accepting and processing all Type A incentive applications and forwarding to the Board and Corporation with recommendations for action. All completed applications filed with CCREDC that meets the qualifying standards of the Type A Program, and provided funds allocated and budgeted are available, will be forwarded to the Type A Board along with a recommendation on course of action. CCREDC will provide a monthly report to the Board of any application that was deemed ineligible and the reason. (d) In order to achieve a balance of the types of uses of Type A funds the following allocation shall be allotted: 50% of total for Business Incentives; 15% for Small Business Assistance programs and 35% of total for Education/Skills Development. As a best practice the Board may choose to stay within these percentages to ensure balance in the fund projects. @BCL@B40DDF03.docx Page 8 of 16 Section 3. Business Incentives Authorized. (a) Primary Employer and Small Business Primary Employer Business Incentives Authorized. Incentives granted by Agreement under these guidelines pursuant to Section 4 below may include, but are not limited to the following: • land, facilities, equipment & infrastructure grants; • loan participation/guarantees; • direct low interest loans; • rent subsidies; • relocation and moving expense grants; • job training grants/loans; • business incubation activities; and • Projects located in a tax increment reinvestment zone will be given preference. (b) Small Business Incentives Authorized. Incentives granted by Agreement for Small Business under these guidelines pursuant to Section 5 below may include, but are not limited to the following: • Small Business start-up grants/loans; • Business Incubation grants/loans; and • Business Incubator development. (c) Education Skills Development (defined below) Section 4. Primary Employer Business Incentives. (a) Authorized Facilities. A Capital Investment for a Facility may be eligible for incentives by Agreement if it creates jobs for a Primary Employer. Incentives may be granted for land or Capital Investment related to either New Facilities or improvements to existing Facilities for the purpose of Modernization, Expansion, or for Capital Investment necessary for the retention of an existing primary employer. The following types of property shall be ineligible for business incentives: inventories; supplies; tools; furnishings and other forms of movable personal property (not including capital production equipment); vehicles; vessels; aircraft; deferred maintenance investments; improvements to real property which have an economic life of less than 15 years; and, with the exception of the City of Corpus Christi, 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. (b) Annual Certification. The Business Incentive Agreement shall require annual certification of capital investment as required by the Agreement. (c) Completion of Facility Construction. The completion of Facility construction or installation of Capital Investment shall be deemed to occur upon the earliest of the following events (as determined by the Board): • when a certificate of occupancy is issued for the project; • when commercial production of a product or provision of a service is achieved at the Facility; @BCL@B40DDF03.docx Page 9 of 16 • when the architect or engineer supervising construction issues a certificate of substantial completion, or some similar instrument; or, • two (2) years after the date of the Agreement. (d) Average Wage Requirement. In determining an incentive based on net new jobs, the following matrix shall be considered as a guiding principal for incentive reviews. New Gross Payroll Incentive per New Job for employees, leased employees, contractors, and consultants. Benefits shall not be included in the gross payroll calculations. <$30,000 per new job A maximum of$750 per net new job* $30,000 to $40,000 per new job $751 to $5,000 per new job* $40,001 to $50,000 per new job $5,001 to $10,000 per new job* >$50,000 per new job $10,001+ per new job* *up to, or not-to-exceed amounts, based on projected economic impact report and CCREDC staff recommendations. (e) For each project an economic impact report using accepted industry standards will be completed. For purposes of calculating the impact, only direct and indirect (not induced) revenue impacts shall be considered. As a guiding principle, no company creating fewer than 50 net new jobs (FTEs) should receive more than 50% of the positive economic impact value calculated and paid over a five year period. Companies creating over 50 net new jobs may be eligible to receive greater than 50% of the net positive economic impact. As a guiding principle, major employment projects (over 50 net new jobs) will have a significant city-wide economic impact and may be generally considering multiple cities or metro areas and shall be designated as Economic Driver projects. When there is clear and direct evidence that the City is in direct competition with another region for such a major project (over 50 net new jobs) the guiding principle may require the Board and City to extend incentives offers beyond 50% of the direct and indirect economic impact of the project. The CCREDC staff will present to the Board a recommendation including the summary economic impact report, based on careful analysis and negotiations with the applicant company along with a clear acknowledgement when a project may require (or has requested) incentives in excess of the 50% direct and indirect positive benefits for the project. As a further guiding principle, incentives should not exceed 100% of the direct and indirect project benefits unless clear evidence exists that the project will bring further investments or is a "game changer" deal that will significantly and positively impact the wider Corpus Christi economy. (f) Job Creation Qualification. In order to be eligible for business incentives, the planned Capital Investment must create and maintain the minimum number of 50 full-time (2,080 hours/year) permanent jobs within the agreed time of an effective date as set out in the Agreement. Annual validation of wage rates shall be provided as set forth in Section 12 (b) herein. With regard to job training, an exception to this requirement may be granted by the Board on a case by case basis. (g) Health Insurance. To qualify for incentives, a primary employer shall certify that it has offered a health insurance program that meets federal and/or state standards for its employees during the term of the Agreement. @BCL@B40DDF03.docx Page 10 of 16 Section 5. Small Business Incentives. (a) Authorized Projects/Dedicated Allocation. For projects which may not meet the requirements of Section 4 above, business incentives may also be granted to Small Business to create jobs through Small Business start-up and/or Business Incubation. On an annual basis, the Board shall budget a separate allocation for funding all small business start-up and/or business incubation incentives. (b) Wage and Job Creation Requirements. Wage and job creation requirements for Small Business start-up and Business Incubation shall be evaluated and determined by the Board on a case by case basis. (c) Each Small Business incentive application shall be accompanied by an economic impact report prepared by CCREDC and each company shall adequately report job and payroll numbers to CCREDC for reporting and compliance. The CCREDC staff shall prepare a recommendation to the Board on an appropriate course of action on levels of incentives to be offered. Section 6. Small Business Primary Employer Incentives. Authorized Projects/Dedicated Allocation. For projects which may not meet the requirements of Section 4 above, business incentives may also be granted to Small Business Primary Employers to create jobs through Small Business start-up and/or Business Incubation. On an annual basis, the Board may budget a separate allocation for funding all small business start- up, expansion, retention, and/or business incubation incentives. Section 7. Small Business Support (a) Small business support programs are programs designed to help small businesses grow in the community to create jobs. These programs may include technical assistance, business assistance, loan programs, and internships. (b) Internships will be funded at a maximum of 50% of the wage plus FICA. (c) The programs must report at a minimum; the number of interns, the companies using interns, intern duties, whether the intern received a job at that company, and whether the intern received a job in the area. Companies cannot use this as a supplement to their workforce. Interns must be used in their academic major field. Internship programs shall not be used as a substitute for permanent job or position creation. Companies cannot use interns more than two years without creating a job. If they do not create a job in that time they will be removed from the list for one year. No company shall receive an intern if another company, who has never had an intern, is requesting one. (d) Small business support program grants will not automatically be renewed; organizations must reapply annually. Section 8. Education/Skills Development. (a) Requests for education/skills development grants must be made through the application process adopted for all other business applicants. (b) EdHGatiE)R/Ski1IS DeveleprneRt pFejeGts must target jeb skills that are GUFFeRtly Reeded eF will ee years as (be) The Education/Skills Development grant must be matched by the applicant by at least 50% of the cash contributed. In-kind donations/contributions will not count toward this minimum. @BCL@B40DDF03.docx Page 11 of 16 (cd) The programs must report the number of students, the number of graduates, and their location and average salary when they are ultimately hired. Failure to do so may jeopardize future applications. (de) Economic Impact, given the unique nature of these projects, may include direct, indirect and even induced economic impact, but awarded incentive grants should be matched with the educational institution's actual cash (not in-kind) participation, or exceed 50% of the value of the economic impact. (ef) The grant shall be used for capital expenditures and not for operations. (fg) Economic impact report should be completed by an independent third party deemed acceptable by CCREDC, on behalf of the Board. Section 9. Universal Requirements. (a) Project Implementation. An authorized project funded by a business incentive under this Section must be implemented within two (2) years from the date of the Agreement. (b) Location or Residency Requirement. Facilities or land may be eligible for business incentives only in the event that any associated Capital Investment is located within the City. Property which is covered by an executed industrial district agreement shall be considered to be within the City for purposes of determining if a project meets location requirements. With regard to job training incentives, these may be eligible outside of the City only in the event that at least 51% of the jobs created during the term of the Agreement are held by residents of the City. (c) Living Wage Requirement. In order to count as a permanent full-time job under this incentive 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. The City has the right to adjust the living wage target under these Guidelines and insert a specific target in each property Agreement to govern the abatement offered under that Agreement. (d) 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 and in compliance with state and federal standards for healthcare coverage. (e) Utilization of Local Contractors and Suppliers. Developer 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 elements that are not owner-provided or owner affiliate-provided being paid to local contractors and suppliers within the 50 mile radius of Leopard Street and Staples Street intersection. 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 the 50 mile radius of Leopard Street and Staples Street intersection. The Developer agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of the Developer to comply with the Local Requirement. @BCL@B40DDF03.docx Page 12 of 16 (f) Utilization of Disadvantaged Business Enterprises. Developer 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 the construction of elements of the Project that are not owner-provided or owner affiliate-provided. 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. The Developer agrees to a goal of 30% of the total dollar amount of all construction contracts and supply agreements, for elements of the Project that are not owner-provided or owner affiliate-provided, being paid to disadvantaged business enterprises, with a priority made for disadvantaged business enterprises which are local. The Developer agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of the Developer to comply with the DBE Requirement. 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. (g) Insurance Requirements. Each recipient of business incentives shall carry worker's compensation insurance and other appropriate insurance coverage as the Board may determine is appropriate and required in the Business Incentive Agreement. Section 10. Application. (a) Written Application. Any present or potential Owner or sponsor may request business incentives by filing an authorized and signed application with the President of the CCREDC. (b) Contents of Application. The application shall consist of a completed application form accompanied (when applicable) by the following: • a general description of proposed Capital Investments to the Facility; • a descriptive list of the improvements or program for which business incentives are requested; • a list of the kind, number and location of all proposed improvements of the property; • a map and property description; and, • a time schedule for undertaking and completing the proposed improvements or programs. In the case of a Modernization or Expansion project, a statement of the assessed value of the Facility, separately stated for real and personal property, shall be given for the tax year immediately preceding the application. The application form may require such financial and other information as the Corporation or City deems appropriate for evaluating the financial capacity and other relevant factors of the applicant. (c) Feasibility/Economic Impact Study. After receipt of a completed application, the President of the CCREDC shall cause to be performed an economic impact report. This report may be completed by CCREDC (or its consultant) using established accepted economic impact models @BCL@B40DDF03.docx Page 13 of 16 such as IMPLAN, RIMS II, EMSI, or similar model. This study shall include, but not be limited to, an estimate of the economic effect of incentives, including job creation, employment enhancement and capital investment. Once completed, the study and the application will be forwarded to the Board for review and discussion before consideration of any Agreement. The costs and expenses of the feasibility/economic impact study shall be borne by the Economic Development Corporation. The economic impact report should clearly identify the direct and indirect economic impact of each project. (d) No Business Incentives if Construction or Program has commenced. No business incentive Agreement shall be approved if the application was filed after the commencement of any construction, alteration or installation of improvements related to the proposed Facility Modernization, Expansion or New Facility. Similarly, no business incentive Agreement shall be approved for any program if the application was filed after the program has been establishment or program activity has commenced. (e) Financial Information. The applicant shall provide to the Corporation, or the Corporation's appointed agent, the last three years financial statements—company and/or personal financial statements for review and evaluation to assess the financial strength of the applicant. After receipt of the financial statements, the President of the CCREDC may cause a financial review to be performed . Upon completion, any negative findings from the financial review will be forwarded to the Board for review and discussion before consideration of an Agreement. The applicant will be allowed to address, and explain in writing, any negative findings before the Corporation takes action on an Agreement. Section 11. Approval. (a) Reservation of Rights. The Board reserves the right to determine the eligibility of a project and the terms and conditions of any loan, grant or guarantees based on the mission, goals and objectives in Section 2 above. Nothing herein shall be construed to limit the authority of the Board to examine each application for business incentives before it on a case-by-case basis and determine in its sole and absolute discretion whether or not the proposed project should be granted any business incentive and whether or not it complies with these Guidelines and Criteria, is feasible, and whether or not the proposed business incentives will be to the long-term benefit of the City. (b) Project Agreement Required. Each Agreement shall also include and be accompanied by a separate Project Agreement executed between the Corporation and the City. (c) Non-action by the City Council is deemed as denial of the application within six months of Corporation approval, and any encumbered funds shall be thus deemed to be unencumbered. In such a case of Non-action (deemed as denial after six months), an applicant would be required to begin the application process from the start. Section 12. Agreement. (a) Contents of Business Incentive Agreement. The Agreement shall include (when applicable): • the estimated value of Capital Investment; • the commencement date and termination date of the business incentive; • the proposed use of the Facility, nature of construction, time schedule, map, property description and improvements list as provided in the application as required; @BCL@B40DDF03.docx Page 14 of 16 • in the case of programs, the proposed program description, targeted employment market, nature and schedule of activities, facilities and equipment used to carry out activities, and complete program budget listing all sources of funding and projected expenditures; • the contractual obligations in the event of default, delinquent taxes, recapture, administration and assignment as provided in these Guidelines or other provisions that may be required for uniformity or by state law; and, • the number of permanent jobs, and wage/salary minimums for jobs created. • Commencement must occur within the time frame specified and agreed to in the agreement. (b) Time of Execution. The business incentive Agreement shall normally be considered by the Board within 60 days after the applicant has provided all necessary information and documentation. (c) Deadline for Execution. If the incentive proposal is approved by the Corporation Board of Directors, then the Owner will have ninety (90) days from the date the final Business Incentive Agreement is received by the Owner to execute the Agreement. Failure to execute the Business Incentive Agreement within ninety (90) days from date of receipt will result in the Agreement being null and void and of no effect. Section 13. Recapture. (a) Failure to Timely Comply and Continue Operations. In the event that the Owner of a Facility or program fails to timely, fully and completely comply with any one or more of the Agreement requirements, obligations, duties, terms, conditions or warranties, such failure shall be an act of default and, if not fully and completely cured and corrected, Corporation and/or City may terminate the Agreement and pursue all legal remedies as provided by law. If the Owner is not in compliance during any compliance reviews, then the Corporation, in its sole discretion, shall determine the incentives that the Owner shall be required to refund. As a best practice, incentive agreements should include an appropriate graded scale of penalties negotiated on a case-by-case basis to ensure applicants adhere to performance goals and to ensure any penalties are reflective of the level of non-performance. (b) Employment Verification. Owner shall annually provide documentation, in the form of quarterly Texas Workforce Commission payroll reports or other mutually acceptable employment and payroll report, to verify compliance with new job and payroll commitments. The four quarterly reports, required to be filed with the Texas Workforce Commission, shall be due not later than the fifteenth day after the deadline for filing the fourth quarter report with the Texas Workforce Commission, each year. Corporation may request Owner to provide such documentation at any time. (c) Delinquent Taxes. In the event that the Owner allows its ad valorem taxes to become delinquent and fails to timely and properly follow the legal procedures for its protest and/or contest, the Agreement shall terminate and so shall the business incentives. (d) Utility Payments. In the event that the Owner allows its utility billing payments to become delinquent, the Agreement shall terminate and so shall the business incentives. @BCL@B40DDF03.docx Page 15 of 16 (e) Notice of Default. Should the Corporation and/or City determine that the Owner be in default according to the terms and conditions of its Agreement, it shall notify the Owner in writing at the address stated in the Agreement that if such is not cured within 60 days from the date of such notice (the "Cure Period"), then the Agreement may be terminated. In the event the Owner fails to cure said default during the Cure Period, the Agreement may be terminated. If default on new construction occurs at the fault of the Owner, then the Owner must provide a written explanation of the reason for the default to the Corporation. This written explanation, and any legitimate reasons for delay, will be taken into consideration as a possible remedy for the default. The Owner shall also notify the Corporation, in writing, explaining any delays in completing any required Agreement milestones as soon as the delays are realized. These Agreement milestones would include deadlines for completion of new construction, hiring new employees, or any other required Agreement milestones. (f) Potential Liability. After exhausting good faith attempts to address any perceived default during the Cure Period, and taking into account any extenuating circumstances that might have occurred through no fault of the Owner as determined by the Board, potential liability under an Agreement may include the immediate return of all money grants and consideration previously paid, the maximum lawful rate of interest on all money paid until fully repaid, reasonable attorney fees and costs of court to collect such money, and the termination of all further obligations made under Agreement. In addition, City and/or Corporation shall not be liable for any alleged consequential damages. Section 14. Administration. (a) Access to Facility. The Agreement shall stipulate that employees and/or designated representatives of the City will have access to the Facility or program during the term of the Agreement for inspection to determine if the terms and conditions of the Agreement are being met. All inspections will be made only after giving 24 hours prior notice and will only be conducted in such manner as to not unreasonably interfere with the construction and/or operation of the Facility or program. Inspections will be made with one or more representatives of the Owner and in accordance with its safety standards. (b) Annual Reviews. Business Incentive Agreement reviews will be conducted annually to ensure that the Owner is in compliance with the provisions of the Agreement. If the Owner is not in compliance or is in default, then the appropriate provision of the Agreement, as outlined in Section 9 herein and the Agreement, will be enforced to recover incentives paid to Owner, unless the Owner remedies the default on or before the conclusion of any Cure Period. (c) Annual Evaluation. The City, or designee, acting on behalf of the Corporation, shall annually evaluate compliance with the Agreement and report possible violations of the Agreement. As part of this evaluation, the Owner shall provide information sufficient to ensure compliance. (d) Right to Modify or Cancel. Notwithstanding anything herein or in any agreement to the contrary, the Board may cancel or modify the Agreement if the Owner fails to comply with the Agreement. Section 15. Waivers/Variances @BCL@B40DDF03.docx Page 16 of 16 The Corporation shall have discretion to vary, alter, and/or waive any guideline or criteria set forth herein when such variance, alteration, and/or waiver shall be in the public interest and in furtherance of the purposes and goals of the Corporation as set forth in its Articles of Incorporation, By-laws, Ordinance 024952, and the Act. @BCL@B40DDF03.docx SC o� � v AGENDA MEMORANDUM NOORP08 IEO Future Item for the City Council Meeting of April 10, 2018 1852 Action Item for the City Council Meeting of April 17, 2018 DATE: February 20, 2018 TO: Margie C. Rose, City Manager FROM: Mike Culbertson (361) 882-7448 mculbertson@ccredc.com Tax Abatement Guidelines CAPTION: Resolution adopting the City's Guidelines and Criteria for Granting Tax Abatements. PURPOSE: Approve the tax abatement guidelines for the City of Corpus Christi. BACKGROUND AND FINDINGS: Tax abatement is an incentive where companies for a certain amount of investment and jobs can apply for property tax abatement for City property tax over a period of time. The State statute limits this time to ten years. The guidelines delineate the amount of investment required and the average salary requirements to get a specific level of tax abatement. ALTERNATIVES: The guidelines must be in place to be able to offer tax abatement as an incentive OTHER CONSIDERATIONS: Not applicable CONFORMITY TO CITY POLICY: This project is consistent with the City's stated goals of promoting economic development and incentivizing business to expand and thrive in Corpus Christi. EMERGENCY/ NON-EMERGENCY: Non-Emergency DEPARTMENTAL CLEARANCES: Legal FINANCIAL IMPACT: ❑ Operating ❑ Revenue ❑ Capital © Not applicable Project to Date Fiscal Year: 2017- Expenditures 2018 (CIP only) Current Year Future Years TOTALS Line Item Budget Encumbered / Expended Amount This item BALANCE Fund: Not applicable RECOMMENDATION: Staff recommend the approval of the resolution to approve the tax abatement guidelines. LIST OF SUPPORTING DOCUMENTS: Resolution with Tax Abatement Guidelines Resolution adopting the revised City's Guidelines and Criteria for Granting Tax Abatements WHEREAS, on September 30, 2014, the City Council by Resolution 030296, adopted the City's Guidelines and Criteria for Granting Tax Abatement; WHEREAS, the City's Guidelines and Criteria for Granting Tax Abatement, by State statute, expires two years from date and need to be adopted to make tax abatement available; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City's Guidelines and Criteria for Granting Tax Abatement are adopted. A copy of the revised Guidelines and Criteria are attached to and incorporated into this resolution as Exhibit A. ATTEST: THE CITY OF CORPUS CHRISTI Rebecca Huerta Joe McComb City Secretary Mayor Corpus Christi, Texas of The above resolution was passed by the following vote: Mayor McComb Rudy Garza Paulette Guajardo Michael Hunter Ben Molina Lucy Rubio Greg Smith Debbie Lindsey-Opel @BCL@B40D8A89.docx EXHIBIT A Tax Abatement Guidelines @BCL@B40D8A89.docx CITY OF CORPUS CHRISTI GUIDELINES AND CRITERIA FOR GRANTING TAX ABATEMENT APRIL 17, 2018 WHEREAS, the attraction of long-term Added Value and the establishment of new permanent full-time jobs in the area would enhance the economic base of area taxing entities; WHEREAS, Corpus Christi must compete with other communities across the nation currently offering tax inducements to attract new plant and modernization projects, and studies have shown that a favorable local tax climate and start-up tax concessions rank second on the list of priorities for new plant installations or expansions; WHEREAS, tax abatement is one of the principal means by which the public sector and the private sector can forge a partnership to promote real economic growth within a community; WHEREAS, any tax incentives offered must be strictly limited in application to those new and existing industries that bring new wealth to the community in order to avoid reducing the needed tax revenues of area taxing entities; WHEREAS, the Property Redevelopment and Tax Abatement Act ("Act"), Chapter 312 of the Texas Tax Code authorizes taxing units to provide property tax abatement for limited periods of time as an inducement for the development or redevelopment of a property; WHEREAS, a Texas Enterprise Zone constitutes designation as a Reinvestment Zone without further hearing or other procedural requirements under Chapter 312, Texas Tax Code; WHEREAS, the Act requires eligible taxing jurisdictions to establish Guidelines and Criteria ("Guidelines") as to eligibility for tax abatement agreements prior to granting any future tax abatement, the Guidelines may not be changed for a two-year period unless amended by a three-fourths vote; WHEREAS, the City Council by Resolution 030296, on September 30, 2014, last adopted the City of Corpus Christi tax abatement Guidelines; and WHEREAS, those Guidelines expired two years after adoption and the City must adopt new Guidelines prior to granting new tax abatements; NOW, THEREFORE, BE IT RESOLVED by the City of Corpus Christi that these Guidelines for granting tax abatement be adopted: @BCL@B40D8A89.docx Section 1. Definitions. "Abatement" means the temporary, full 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. "Added Value" means the increase in the assessed value of an eligible property as a result of "expansion" or "modernization" of an existing facility or construction of a "new facility." It does not mean or include "deferred maintenance." "Agreement" means a contractual agreement between an Owner and the City for the purposes of tax abatement. "Base Year Value" means the assessed value of eligible property as of the January 1 preceding the execution of an Agreement, plus the agreed upon value of eligible property improvements made after January 1 but before the execution of the Agreement. "Basic Manufacturing or Service Facility" means buildings and structures, including fixed machinery and equipment not elsewhere described, used or to be used for the production of products or services that derive a majority of revenue from points beyond a 50 mile radius of Nueces County or is a supplier who supplies at least 70% of its non- retail goods and/or services to local primary employer(s) that are located within a 50 mile radius of the intersection of Staples Street and Leopard Street. "Catalyst Area" means an area within a Texas Enterprise Zone and Downtown, Corpus Christi, or other areas designed as catalyst areas by the City Council. "City" means the City of Corpus Christi that levies ad valorem taxes upon and provides services to property located within a proposed or existing zone designated under the Act. "Deferred Maintenance" means improvements necessary for continued operations that do not improve productivity or alter the process technology. "Economic Life" means the number of years a property improvement is expected to be in service in a Facility. "Enterprise Zone Residential Redevelopment Facility" means buildings and structures used or to be used primarily for residential purposes that is located within a Texas enterprise zone. "Expansion" means the addition of buildings, structures, fixed machinery, or equipment for the purposes of increasing capacity. "Facility" means property improvements completed or in the process of construction that together compromise an integral whole. @BCL@B40D8A89.docx "Historic Structure" means any structure that has been designated by the Corpus Christi Landmark Commission as historically significant. "Locally Owned" means a facility, manufacturer, supplier, contractor, and labor supplier whose owner resides in or maintains its principal office within a 50 mile radius of Nueces County. "Mixed-use facility" means a facility having residential and commercial uses where the commercial use occupies more than 20% of the structure. "Multi-family housing" means a facility designed, arranged, or used exclusively for the use and occupancy of three or more families living independently of each other. The dwelling structure may include a triplex, apartment, townhouse, condominium, cooperative, high-rise, etc. "Modernization" means the replacement and upgrading of existing facilities that increases the productive input or output, updates the technology, or substantially lowers the unit cost of the operation, and extends the economic life of the facilities. Modernization may result from the construction, alteration, or installation of buildings, structures, fixed machinery, or equipment. "Modernization" does include work done for the purpose of reconditioning, refurbishing, repairing, or completion of deferred maintenance to a structure. "New Facility" means a property previously undeveloped, which is placed into service by means other than or in conjunction with an expansion or modernization. "Owner" means the owner of a Facility subject to abatement. If the Facility is constructed on a leased property, the Owner is the party that owns the property subject to tax abatement. The other party to the lease must join in the execution of Agreement, but may not be obligated to assure performance of the party receiving abatement. "Permanent full-time job" means a new employment position or full-time equivalent created by a business that provides a regular work schedule of at least 32 hours per week or 1 ,664 hours of employment per year to a Corpus Christi Metropolitan Statistical Area resident and maintains the employment position during the term of the Agreement. "Petrochemical Facility" means buildings and structures, including fixed machinery and equipment, the primary purpose of which is or will be the manufacture or processing of petrochemicals or fuels by physical or chemical change. "Regional Distribution Center Facility" means buildings and structures, including fixed machinery and equipment, used or to be used primarily to receive, store, service, or distribute goods or materials owned by the Facility operator where a majority of the goods or services are distributed to points beyond a 50 mile radius of the City. "Regional Telecommunications/Data Processing Center Facility" means buildings and structures used or to be used primarily for the provision of telecommunication or data @BCL@B40D8A89.docx processing services by the Facility operator where a majority of the services are provided to points beyond a 50 mile radius of the City. "Regional Visitor/Amusement Facility" means buildings and structures used or to be used primarily as a stadium, arena, amusement park, or similar attraction or sports venue. "Rehabilitation" means that the Added Value, as defined, of the project exceeds the base year of a development property by $250,000. "Texas Enterprise Zone" means any area designated as an enterprise zone under Chapter 2303, Texas Government Code. Section 2. Abatement Authorized. (a) Authorized Facilities. A Facility may be eligible for abatement if it is one of the following: (1) Basic Manufacturing Facility. (2) Basic Service Facility. (3) Regional Distribution Center Facility. (4) Regional Telecommunications/Data Processing Center Facility. (5) Regional Visitor/Amusement Facility. (6) Petrochemical Facility. (7) Convention Center Hotel. (8) Historic Structure. (b) Abatement for New Facilities or Improvements to Existing Facilities. Abatement may be granted for new facilities and improvements to existing facilities for the purpose of modernization or expansion. (c) Creation of New Value. Abatement may only be granted for the additional value of eligible property improvements made subject to and listed in an Agreement between the City and the Owner, subject to the limitations as the City requires. The economic life of the improvements must exceed the term of the Agreement. (d) Eligible Property. Abatement may be extended to the value of the improvements to real property, including buildings, structures, fixed machinery and equipment, and site improvements, plus that office space and related fixed improvements necessary to the operation and administration of the Facility. Abatement may also be extended for tangible personal property as defined by the Texas Tax Code. @BCL@B40D8A89.docx (e) Ineligible Property. The following types of property are fully taxable and ineligible for abatement, unless specifically authorized by the City Council: (1) Land. (2) Inventories. (3) Supplies. (4) Tools. (5) Furnishings and other forms of movable personal property. (6) Vehicles. (7) Vessels. (8) Aircraft. (9) Housing, other than an Enterprise Zone Residential Redevelopment Facility or Downtown Revitalization Housing Facility. (10) Hotel accommodations. (11) Deferred maintenance investments. (12) Property to be rented or leased, except when the Owner is the lessee of the land, but is the Owner of the Facilities. (13) Improvements for the generation or transmission of electrical energy not wholly consumed by a New Facility or expansion. (14) Any improvements, including those to produce, store, or distribute natural gas, fluids, or gases that are not integral to the operation of the Facility. (15) Improvements to real property that have an economic life of less than 15 years. (16) 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. (17) Property located within the boundaries of a tax increment reinvestment zone, as defined by Chapter 311 of the Texas Tax Code. (f) Period of Abatement. (1) Abatement may be granted effective with the January 1 valuation date immediately following the date of execution of the Agreement. Abatement may be allowed for a period of up to ten years, including the period of construction. If the period of @BCL@B40D8A89.docx construction exceeds two years, the Facility is considered completed for purposes of abatement at the end of two years, and in no case may the total period of abatement, inclusive of the construction period, exceed ten years. (2) Abatement for a Downtown Revitalization Housing Facility may be granted effective with the January 1 valuation date immediately following the date of execution of the Agreement. Abatement may be allowed for a period of seven years, including the period of construction. If the period of construction exceeds two years, the Facility is considered completed for purposes of abatement at the end of two years, and in no case may the total period of abatement, inclusive of the construction period, exceed seven years. (g) Completion of Construction. The completion of construction is deemed to occur upon the earliest of the following events: (1) When a certificate of occupancy is issued for the project (if it is located within a city). (2) When commercial production of a product or provision of a service is achieved at the Facility. (3) When the architect or engineer supervising construction issues a certificate of substantial completion, or some similar instrument. (4) Two years after the date of the Agreement. (h) Determination of Completion of Construction. The determination of the completion of construction is made by the City, in its sole and absolute discretion, based upon the above criteria and the other factors as the City deems relevant. The determination of the completion of construction is conclusive, and any judicial review of the determination must be governed by the substantial evidence rule. (i) Abatement Percentage. Temporary property tax abatement may be authorized for the development of a New Facility, Expansion, or Modernization that meets either qualification criteria of capital investment or a qualification criteria based upon a combination of the number of new jobs created plus the average salary of all jobs at the facility. (1) The capital investment qualification criteria is as follows: Added Value from Capital InvestmentAbatement Level $2,000,000 to $10,000,000 Level 1 $10,000,001 to $50,000,000 Level 2 $50,000,001 to $150,000,000 Level 3 $150,000,001 to $500,000,000 Level 4 Over $500,000,000 Level 5 Note: 1 The qualification for abatement by capital investment is based upon the added value of Eligible Property as reflected on the tax rolls of the applicable appraisal district. @BCL@B40D8A89.docx (2) The combination of new jobs and salary criteria is as follows: Number of New Average Salary Up Average Salary Average Salary Jobs ' to $50,000 $50,001 to $70,000 Over $70,000 20 to 99 New Jobs Level 1 Level 2 Level 3 100 to 199 New Level 2 Level 3 Level 4 Jobs 200 or more New Level 3 Level 4 Level 5 Jobs Note: 1 Provided that, obtaining temporary tax abatement based solely on the creation of the new jobs must be further conditioned on the requirement for the improvement or repair of property in order to meet the minimum requirements of the Act. (3) 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 the 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. (4) A historically significant structure is a minimum of Tier 3. (5) Any New Facility, Expansion, or Modernization that utilizes the Leadership in Energy and Environmental Design (LEED) Green Building Rating System may be increased at least one level above the qualifying level for abatement. (6) Abatement for a small business facility providing Added Value of at least $250,000 may be considered within a Catalyst Area or as a Locally-Owned Facility by the City Council on a case-by-case basis. (7) Upon compliance with the above criteria, the percentage of tax abated may be under the following schedule, with 100% abatement in each case during the construction period of up to two years: Year Level Level Level Level Level Year 1* 100% 100% 100% 100% 100% Year 2* 100% 100% 100% 100% 100% Year 100% 100% 100% 100% 100% Year 75% 100% 100% 100% 100% Year 50% 75% 100% 100% 100% Year 25% 50% 75% 100% 100% Year 25% 50% 75% 100% Year 25% 50% 75% Year 9 25% 50% Year 10 25% *Construction Period @BCL@B40D8A89.docx (8) In the event the Added Value caused by the Project is less than $2.0 million, no abatement may be granted unless the Facility is a Rehabilitation Project as described in Section 2(k) or historically significant as described in Section 2(I). (9) In order to be counted as a permanent job under these Guidelines, the job must be a full-time position providing regular work schedules of at least 32 hours per week. (10) For compliance purposes, the date for determining a permanent full-time job will be six months from the date of completion. The business must maintain the same level of employment or increase employment during the term of the agreement. (j) 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. The City has the right to adjust the living wage target under these Guidelines and insert a specific target in each property Agreement to govern the abatement offered under that Agreement. (k) 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. The health insurance program must comply with all applicable federal laws. (I) Utilization of Local Contractors and Suppliers. To qualify for this incentive, a developer must agree 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 elements that are not owner-provided or owner affiliate-provided being paid to local contractors and suppliers. 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. The Developer agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of the Developer to comply with the Local Requirement. (m) Utilization of Disadvantaged Business Enterprises. To qualify for this incentive, a developer must agree 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 the construction of elements of the Project that are not owner-provided or owner affiliate-provided. 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. The Developer agrees to a goal of 30% of the total dollar amount of all construction contracts and supply agreements, for elements of the Project that are not owner- provided or owner affiliate-provided, being paid to disadvantaged business enterprises, with a priority made for disadvantaged business enterprises which are local. The Developer agrees, during the construction of the Project and for four years after Completion, to maintain written records documenting the efforts of the Developer to comply with the DBE Requirement. For the purposes of this section, the term "local" as used to describe contractors and suppliers that are @BCL@B40D8A89.docx 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. (n) Rehabilitation Projects. The $2 million minimum Added Value requirement for abatement does not apply to rehabilitation projects that involve the adaptive reuse of an existing structure or building for a Facility. (1) In order to qualify as a rehabilitation project under this provision, the project must involve a minimum Added Value, as defined, of $250,000. Any rehabilitation project must involve the adaptive reuse of an existing structure or building currently on the property tax rolls so that the Base Year Value associated with the project will include both the value of the land and the existing improvements. (2) For the rehabilitation projects, all Eligible Property in excess of the Base Year Value are subject to abatement, plus the value of personal property, such as furniture and movable equipment that would otherwise be considered Ineligible Property for any other type of abatement category. (3) In no event, however, may the total value of personal property subject to abatement exceed $1 million or the total amount of all property subject to abatement in a rehabilitation project exceed $5 million. (o) Historic Structures. The $2 million minimum Added Value requirement for abatement does not apply to Historic Structures. (1) In order to qualify as an Historic Structure under this provision, the project must be designated as historically significant by the CC Landmark Commission. (2) For the Historic Structures, all Eligible Property in excess of the Base Year Value is subject to abatement, plus the value of personal property, such as furniture and movable equipment that would otherwise be considered Ineligible Property for any other type of abatement category. (p) Economic Qualification for Non-Residential Development and Mixed-Use Facilities. (1) In order to be eligible for tax abatement, the planned improvement for a Non- Residential Development or Mixed-Use Facility may create, no later than the January 1 following the completion of construction, and maintain throughout the remainder of the term of the Agreement the minimum number of 50 permanent full-time jobs in City. (2) The planned improvement for a Non-Residential Development or Mixed-Use Facility may not adversely affect competition in the local market with established local businesses. (q) Taxability. From the execution of the Agreement to the end of the abatement period, taxes will be payable as follows: @BCL@B40D8A89.docx (1) The value of Ineligible Property as provided in Section 2(e) are fully taxable (except for personal property added in connection with a Rehabilitation Project). (2) The Base Year Value of existing Eligible Property as determined each year are fully taxable. (3) The Added Value of new Eligible Property (and certain personal property added in connection with a Rehabilitation Project) is taxable, less the authorized abatement provided in Section 2(i). Section 3. Application. (a) Written Application. Any present or potential owner of taxable property may request tax abatement by filing a written application with the City Manager. (b) Contents of Application. The application must consist of a completed application form provided by the City or Corpus Christi Regional Economic Development Corporation accompanied by the following: (1) A general description of the new improvements to be undertaken. (2) A descriptive list of the improvements for which abatement is requested. (3) A list of the kind, number, and location of all proposed improvements to the property. (4) A map and metes and bounds property description. (5) A time schedule for undertaking and completing the proposed improvements. (6) In the case of a modernization or expansion project, a statement of the assessed value of the Facility, separately stated for real and personal property, must be given for the tax year immediately preceding the application. (c) Additional Information. The City may require additional financial and other information that the City deems appropriate for evaluating the financial capacity and other relevant factors of the applicant. (d) Written Notification to Other Governing Bodies. Upon receipt of a completed application, the City Manager will forward a copy of the application to the presiding officer of the governing body of each jurisdiction that has taxing authority over the property covered by the application. (e) Feasibility. After receipt of an application for abatement, the City will consider the feasibility and the impact of the proposed tax abatement. The study of feasibility shall include, but not be limited to, an estimate of the economic effect of the abatement of taxes and the benefit to the City and the property to be covered by the abatement. @BCL@B40D8A89.docx (f) No Abatement if the Proposed Project has received building permit. No Agreement may be approved if the application for the abatement was filed after the proposed project has received building permits related to the proposed Modernization, Expansion, or New Facility. (g) Variance. Requests for variance from the provisions of Section 2 may be made in written form, provided, however, that no variance may extend the term of abatement beyond ten years. The requests must include a complete description of the circumstances explaining why the applicant should be granted a variance. Approval of a request for variance requires a three-fourths vote of the City Council. Section 4. Public Hearing and Approval. (a) Designation of Tax Abatement Reinvestment Zone. An action designating a reinvestment zone for tax abatement under the Act may not be adopted by the City Council until a public hearing has been held at which interested persons are entitled to speak and present evidence for or against the designation. Notice of the hearing must be provided to the public in the manner required by the Act. (b) Tax Abatement Reinvestment Zone. Under Chapter 312, Texas Tax Code, a designated Texas Enterprise Zone constitutes designation as a Reinvestment Zone without further hearing or other procedural requirements. Under Chapter 2303 of the Texas Government Code, a federally designated Renewal Community or Census Block Group with poverty greater than 20% constitutes designation as a Texas Enterprise Zone. Section 5. Agreement. (a) Required Findings. In order to enter into an agreement, the City must find that the terms of the proposed Agreement meets the requirements of the Act and these Guidelines. (b) Reservation of Rights. Nothing in these Guidelines may be construed to limit the authority of the City to examine each application for tax abatement before it on a case- by-case basis and determine, in the City's sole and absolute discretion: (1) Whether the proposed project should be granted temporary tax abatement; (2) Whether the proposed project complies with these Guidelines; (3) Whether the proposed project is feasible; or (4) Whether the proposed temporary abatement of taxes will inure to the long-term benefit of the City. (c) Contents of Tax Abatement Agreement. The Agreement with the Owner of the Facility must include all of the following: @BCL@B40D8A89.docx (1) The estimated value of Facility subject to abatement following the proposed improvements and the Base Year Value. (2) The percentage of value to be abated each year as provided in Section 2. (3) The commencement date and termination date of abatement. (4) A provision that the term of the Agreement must extend until five (5) years after the expiration of the period of tax abatement. (5) The proposed use of the Facility, nature of construction, time schedule, map, metes and bounds property description, and improvements list as provided in the application. (6) The contractual obligations in the event of default, delinquent taxes, recapture, administration, and assignment as provided in these Guidelines, or other provisions that may be required for uniformity or by state law. (7) The amount of Added Value and required number of permanent full-time jobs. (d) Time of Execution. The Agreement will normally be executed within 60 days after the applicant has provided all necessary information and documentation. Nothing in these Guidelines shall require the Agreement to be executed by a certain date. There shall be no requirement that a special or supplementary City Council meeting be held to accommodate a specific timeline. (e) Attorney's Fees. In the event any attorney's fees are incurred by the City in the preparation of an Agreement, the fees must be paid by the applicant upon execution of the Agreement. Section 6. Recapture. (a) Failure to Commence Operation During Term of Agreement. (1) In the event that the Facility is not completed and does not begin operation with the required minimum number of permanent full-time jobs by the January 1 following the completion of construction, no abatement may be given for that tax year, and the full amount of taxes assessed against the property is due and payable for that tax year. (2) In the event that the Enterprise Zone Facility is not completed and does not begin operation with at least one permanent full-time job per $50,000 of Added Value within six months following the completion of construction, no abatement may be given for that tax year, and the full amount of taxes assessed against the property are due and payable for that tax year. In the event that the Owner of such a Facility fails to begin operation with the required minimum number of permanent full-time jobs by the next January 1 or for an Enterprise Zone Facility, at least one permanent full-time job per $50,000 within 1 year following the completion of construction, then the abatement agreement terminates and all abated taxes during the period of construction must be recaptured and paid within 60 days of the termination. @BCL@B40D8A89.docx (b) Discontinuance of Operations During Term of Agreement. In the event the Facility is completed and begins operation with the required number of jobs, but subsequently discontinues operations and the required number of permanent full-time jobs are not maintained as required, for any reason, except on a temporary basis due to fire, explosion, other casualty or accident, or natural disaster, the Agreement may be terminated by the City, and all taxes previously abated by virtue of the Agreement must be recaptured and paid within 60 days of the termination. (c) Delinquent Taxes. In the event that the Owner allows its ad valorem taxes to become delinquent and fails to timely and properly follow the legal procedures for their protest and/or contest, the Agreement automatically terminates and there may be no abatement of the taxes for the tax year of the delinquency. The total taxes assessed without abatement, for that tax year must be paid within 60 days from the date of termination. (d) Notice of Default. Should the City determine that the Owner is in default under the terms and conditions of its Agreement, the City will notify the Owner in writing at the address stated in the Agreement that if the default is not cured within 60 days from the date of the notice ("Cure Period"), then the Agreement will be terminated. In the event the Owner fails to cure the default during the Cure Period, the Agreement may be terminated and the taxes abated by virtue of the Agreement will be recaptured and paid within 60 days. (e) Actual Capital Investment. Should the City determine that the total level of capital investment in eligible property is lower than provided in the Agreement, the difference between the tax abated and the tax that should have been abated based upon the actual capital investment as determined must be paid to the City within 60 days of notification to the Owner of the determination. (f) Reduction in Rollback Tax Rate. (1) If during any year of the period of abatement with respect to any property any portion of the abated value that is added to the current total value of the Facility, 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), 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 may recapture from the taxpayer 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 taxpayer. (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. @BCL@B40D8A89.docx (2) If the City has granted an abatement of taxes to more than one taxpayer, then the amount of the recapture, calculated under Section 6(f)(1)(B) above, will be prorated on the basis of the amount of the abatement with respect to each taxpayer. (3) All recaptured taxes must be paid within thirty (30) days after notice the recapture has been given to the affected taxpayer. Penalty and interest may 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 accrues under the laws of the State of Texas. (g) Continuation of Tax Lien. The amount of tax abated each year under the terms of these Guidelines and the Agreement must be secured by a first and prior tax lien that continues in existence from year to year throughout the entire term of the Agreement or until all taxes, whether assessed or recaptured, are paid in full. (h) Automatic Termination. The Agreement must automatically terminate on and as of the date any of the following events occur: (1) The filing of a petition in bankruptcy by the Owner. (2) The making by the Owner of an assignment for the benefit of creditors. (3) Any involuntary petition in bankruptcy or petition for an arrangement under the federal bankruptcy code is filed against the Owner. (4) A receiver is appointed for the business of the Owner (i) Prior Notice of Automatic Termination Not Required. In the event of automatic termination for any of the reasons in Section 6(h), the prior notice of default provisions in Section 6(d) do not apply. Section 7. Administration. (a) Annual Assessment. The applicable appraisal district shall annually determine an assessment of the real and personal property subject to an Agreement. Each year, the Owner shall furnish the Appraisal District with the information as may be necessary for the abatement. Once value has been established, the Appraisal District may notify the affected jurisdictions which levy taxes of the amount of the assessment and the abatement. (b) Access to Facility. The Agreement must stipulate that employees or designated representatives of the City will have access to the Facility during the term of the Agreement to inspect the Facility to determine if the terms and conditions of the Agreement are being met. All inspections will be made only after giving 24 hours prior notice and will only be conducted in the manner as to not unreasonably interfere with the construction or operation of the Facility. All inspections will be made with one or more representatives of the Owner and under its safety standards. @BCL@B40D8A89.docx (c) Annual Evaluation. Upon completion of construction, the City individually or in conjunction with other affected jurisdictions, will annually evaluate each Facility receiving abatement to ensure compliance with the Agreement and report possible violations of the Agreement. (d) Annual Reports. The Owner shall certify to the City Council on or before April 1 each year that the Owner is in compliance with each applicable term of the Agreement. Additionally, during the term of property tax abatement, the Owner shall provide to the City an annual report covering those items listed on Schedule 1 in order to document its efforts to acquire goods and services on a local basis. The annual report must be prepared on a calendar year basis and must be submitted to the City no later than ninety (90) days following the end of each calendar year. The annual report must be accompanied by an audit letter prepared by an independent accounting firm which has reviewed the report. (e) 'Buy Local"Provision. Each recipient of property tax abatement shall additionally agree 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 any exception involving purchases over $10,000.00, a justification for the purchase must be included in the annual report. Each recipient shall further acknowledge that it is a legal and moral obligation of persons receiving property tax abatements to favor local manufacturers, suppliers, contractors, and labor, all other factors being equal. For the purposes of this provision, the term "local" as used to describe manufacturers, suppliers, contractors, and labor includes firms, businesses, and persons who reside in or maintain an office in the Corpus Christi Metropolitan Statistical Area. In the event of a breach of the buy-local provision, the percentage of abatement will be proportionately reduced equal to the amount the disqualified contract bears to the total construction cost for the project. (f) Right to Modify or Cancel. Notwithstanding anything in these Guidelines or in any agreement to the contrary, the City Council may cancel or modify the Agreement if the Owner fails to comply with the Agreement. (g) Transition Rule. For any project which obtained an Agreement within the twelve months prior to adoption of these Guidelines, the project may, upon the agreement of the Owner and the City, obtain an amendment to its Agreement to incorporate the terms and conditions of these Guidelines. @BCL@B40D8A89.docx SCHEDULE 1 "Buy Local" Annual Reports The following information must be 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. Total dollar amount spent for materials since the commencement of construction 4. Dollar amount spent for labor** (local). 5. Dollar amount spent for labor** (total). 6. Total dollar amount spent for labor since the commencement of construction. 7. Number of jobs created in the construction project (local). 8. Number of jobs created in the construction project (total). 9. Number of jobs created on a permanent basis (local). 10. Number of jobs created on a permanent basis (total). * "Materials" is 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 in either Nueces County or San Patricio County. @BCL@B40D8A89.docx SC o� Va. U NOORP08 IEO AGENDA MEMORANDUM 1852 City Council Meeting of April 10, 2018 DATE: April 3, 2018 TO: Mayor and Council FROM: Margie C. Rose, City Manager Texas State Aquarium Update OUTSIDE PRESENTERL!i Name Title/Position Organization 1. Tom Schmid President & CEO Texas State Aquarium BACKGROUND: Tom Schmid, President and CEO for Texas State Aquarium will provide an update for Council regarding tourism as it relates to the Aquarium. LIST OF SUPPORTING DOCUMENTS: None SC o� � v AGENDA MEMORANDUM NOORP08 IEO City Council Meeting of April 10, 2018 1852 DATE: April 10, 2018 TO: Mayor and City Council FROM: Kimberly Houston, Interim City Auditor KimberlyH@cctexas.com 3691-826-3661 Briefing to City Council Development Services, Funding for Developer Agreements Audit Report STAFF PRESENTERS: Name Title/Position Department 1. Kimberly Houston Interim City Auditor City Auditor's Office 2. Lauren Campos Auditor City Auditor's Office 3. Nina Nixon-Mendez Director Development Services 4. Bill Green Assistant Director Development Services 5. Margaret Castaneda Fin. & Res. Superintendent Development Services BACKGROUND: As authorized in the 2016 Audit Plan, the City Auditor's Office conducted an audit of Development Services, Funding for Developer Agreements. This briefing will highlight findings and recommendations made to City and Department management as presented in audit AU16-002 Development Services, Funding for Developer Agreements. The audit report was also presented to the Council Audit Committee on April 10, 2018. The City Auditor's Office will present audit findings and Development Services management will respond to findings with their action plans. LIST OF SUPPORTING DOCUMENTS: N/A