HomeMy WebLinkAboutAgenda Packet City Council - 01/28/2020City Council
City of Corpus Christi
Meeting Agenda - Final-revised
1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
Council Chambers11:30 AMTuesday, January 28, 2020
Addendums may be added on Friday.
A.Mayor Joe McComb to call the meeting to order.
B.Invocation to be given by Pastor Rick Barrera, Believe Church.
C.Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Wesley Nebgen, Assistant Director of Maintenance of Lines, Water
Utilities.
D.City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.
E.Proclamations / Commendations
1.20-0148 Proclamation declaring February 1, 2020, "Know Your Numbers Day".
F.PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. 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 Communication department at
361-826-3211 to coordinate. This is a public hearing for all items on this agenda.
G.CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:
a.OTHER
H.MINUTES:
2.20-0169 Regular Meetings of January 14, 2020 and January 21, 2020.
I.BOARD & COMMITTEE APPOINTMENTS:
3.20-0075 Marina Advisory Committee (5 vacancies)
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January 28, 2020City Council Meeting Agenda - Final-revised
Port of Corpus Christi Authority of Nueces County, TX (1 vacancy)
J.EXPLANATION OF COUNCIL ACTION:
K.CONSENT AGENDA: (ITEMS 4 - 20)
Consent - Second Reading Ordinances
4.19-1761 Zoning Case No. 1119-01, SCCBH, LLC. (District 1). Ordinance rezoning
property at or near 221 Kleberg Place from the “CR-1” Resort Commercial
District to the “CR-3” Resort Commercial District. Planning Commission
and Staff recommend approval.
Sponsors:Development Services
5.19-1762 Zoning Case No. 1119-02, H&P North Beach, LLC (District 1). Ordinance
rezoning property at or near 202, 229, and 230 Kleberg Place from the
“RM-AT” Multifamily AT District to the “CR-3” Resort Commercial District.
Planning Commission and Staff recommend approval.
Sponsors:Development Services
6.19-1801 Zoning Case No. 1219-01, Paula Gaut Properties, Inc. (District 5).
Ordinance rezoning property at or near 6734 Saratoga Boulevard (State
Highway 357) from the “RS-6” Single-Family 6 District to the “CG-2”
General Commercial District. Planning Commission and Staff recommend
Approval.
Sponsors:Development Services
7.20-0013 Ordinance accepting a grant from the Flint Hills Resources 2019 Helping
Heroes Program in the amount of $10,000 to purchase hazmat equipment;
and appropriating the funds into the Fire Grant Fund.
Sponsors:Fire Department
8.19-1542 Ordinance to appropriate (a) $148,509.14 interest earnings from Airport
CIP Funds for City’s match for future FAA Grant Projects; (b)
$3,119,110.54 interest earnings from Bond Proceeds for Public Health
and Safety, Public Facilities, Parks and Recreation, and Street bond
projects; (c) $3,553,010.17 interest earnings from Utility Revenue Bond
Funds for Utility projects (d) $359,757.13 interest earnings from Specialty
Bond Funds including Texas Military Preparedness Commission, Public
Property Finance Contractual Obligations, Seawall, Type B Streets and
Packery Channel for approved specialty projects; and (e) $955,002.37 in
other unappropriated funds including street assessments, street closure
fees and Federal Government reimbursements for Streets and Utilities
projects; changing the FY 2020 Capital Improvement Budget adopted by
Ordinance No. 031870 to increase expenditures accordingly.
Sponsors:Office of Management and Budget
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January 28, 2020City Council Meeting Agenda - Final-revised
9.19-1185 Ordinance amending Corpus Christi Code of Ordinances to add Section
49-15 authorizing execution of easement encroachment licenses as an
administrative remedy.
Sponsors:Development Services
10.19-1809 Ordinance awarding a construction contract to R.S. Parker Construction,
LLC for reconstruction of Newport Pass Road and Zahn Road with new
concrete pavement in the amount of $1,337,185.02, located in Council
District 4, effective upon issuance of notice to proceed, funding is available
from Street Bond 2014, Proposition 2 and Water Utility Capital Program
funds; and the FY 2020 Capital Budget is amended to add this project.
Sponsors:Public Works/Street Department, Engineering Services and Contracts and
Procurement
11.19-1375 Ordinance awarding a contract to HDR Engineering, Inc., for design, bid,
and construction phase services for Packery Channel Dredging and Beach
Nourishment in the amount of $ 392,736, located in Council District 4,
effective upon issuance of notice to proceed, with funding available from
Tax Increment Reinvestment Zone (TIRZ) No. 2 and State Hotel Occupancy
Tax Reserve Funds upon approval of this ordinance to amend the budget.
Sponsors:Parks and Recreation Department, Engineering Services and Contracts
and Procurement
12.20-0017 Ordinance awarding eight Master Services Agreements (MSAs) for Bond
2020 and FY 2021 CIP feasibility studies in an amount not to exceed
$3,600,000; three MSAs in the amount of $650,000 each to Freese and
Nichols, HDR Engineering, and Urban Engineering for Street projects; two
MSAs in the amount of $500,000 and $250,000, to Urban Engineering and
LAN respectively for Utility Projects; and three MSAs in the amount of
$300,000 each to Bath Engineering, LNV Inc. and Hanson Professional
Services for Facility Projects, located city wide with funding available from
Street Bond 2014 and FY 2020 Utility CIP; and amending the FY 2020
Capital Budget.
Sponsors:Contracts and Procurement and Engineering Services
13.20-0025 Ordinance approving the Second Amended and Restated Stadium Lease
Agreement with Corpus Christi Baseball Club, LP; appropriating funds in
the amount of $2,000,000.00 from the Business and Job Development
Fund to match a $1,000,000 allocation by Corpus Christi Baseball Club,
LP, for improvements to Whataburger Field; and amending the operating
and capital budget.
Sponsors:Assistant City Manager
Consent - Contracts and Procurement
14.20-0009 Motion authorizing a two-year service agreement with Miguel Hernandez
Jr., dba Universal Tool and Die, of Corpus Christi, Texas, for a total amount
not to exceed $90,000.00 for on-call fabrication, welding, and repair
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January 28, 2020City Council Meeting Agenda - Final-revised
services for the Wastewater Division of the Utilities Department, effective
upon issuance of notice to proceed, with first-year funding in the amount of
$33,750.00 available in the Wastewater Fund.
Sponsors:Utilities Department and Contracts and Procurement
15.20-0019 Motion authorizing a two-year supply agreement with DPC Industries,
Limited Partnership of Houston Texas, for an amount not to exceed
$579,162.80, for the purchase of Liquid Chlorine in Railcars to be used
during the water treatment process as the primary disinfectant at O.N.
Stevens Water Treatment Plant, effective upon issuance of notice to
proceed, with FY2020 funding in an estimated amount of $193,054.26
available through the Water Fund.
Sponsors:Utilities Department and Contracts and Procurement
16.20-0012 Motion authorizing a two-year supply agreement with Southern Ionics Inc.,
of West Point, Mississippi, in an amount not to exceed $1,221,677.00, for
the purchase of Sodium Bisulfite to be used by the Wastewater Division of
the Utilities Department to dechlorinate wastewater, effective upon
issuance of notice to proceed, with first-year funding in the amount of
$610,838.00 available in the FY 2020 Wastewater Fund.
Sponsors:Utilities Department and Contracts and Procurement
17.20-0074 Motion authorizing a three-year service agreement with Smart Plumbing,
Incorporated of Corpus Christi, Texas with an amount not to exceed
$626,643.75, to perform on-call plumbing repair services to City owned
facilities, effective upon issuance of notice to proceed, with FY 2020
funding in an estimated amount of $139,254.17 available through the
Facility and Property Management Fund.
Sponsors:Asset Management Department and Contracts and Procurement
Consent - Capital Projects
18.20-0057 Motion awarding a contract to Urban Engineering for design, bid, and
construction phase services for the Packery Channel Waterline project in
the amount of $195,630.00, located in City Council District 4, effective
upon notice to proceed, with funding approved and available from FY 2019
Water Capital Improvement Program.
Sponsors:Engineering Services, Utilities Department and Contracts and Procurement
General Consent Items
19.20-0036 Resolution identifying City matching funds of $7,600,000 from the
Stormwater Capital Improvement Program (CIP) for the Texas General
Land Office Community Development & Revitalization grant application for
La Volla Creek drainage improvements.
Sponsors:Utilities Department
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January 28, 2020City Council Meeting Agenda - Final-revised
20.20-0100 Resolution determining the public necessity and public use for the
acquisition of fee simple property rights for a public improvement project
known as the La Volla Creek Detention Pond Project; authorizing
negotiation to acquire the property interests; authorizing condemnation by
eminent domain to acquire fee simple property interests in approximately
132 acres of land owned by Lands Greenwood 2018 LLC located near the
intersection of Saratoga Boulevard and Greenwood Drive .
Sponsors:Utilities Department
L.RECESS FOR LUNCH
M.PUBLIC HEARINGS: (ITEMS 21 - 22)
21.20-0083 Ordinance renewing the Corpus Christi curfew for minors ordinances as
mandated every three years per the Local Government Code.
Sponsors:Police Department
22.20-0058 Ordinance amending the London Area Wastewater Master Plan, an
element of the Comprehensive Plan, to provide wastewater service to
approximately 144 acres of land located immediately west of the existing
London Area Wastewater Master Plan Area; amending related elements of
the Comprehensive Plan; and providing for publication. (Located near
Council District 3)
Sponsors:Planning & Environmental Services
N.REGULAR AGENDA: (NONE)
O.FIRST READING ORDINANCES: (NONE)
P.BRIEFINGS: (ITEM 23)
23.20-0037 Briefing of the findings from the recent Alternative Utility Financing study
and potential alternative options for managing infrastructure development.
Sponsors:Development Services
Q.EXECUTIVE SESSION: (ITEMS 24 - 25)
24.20-0159 Executive session pursuant to Texas Government Code 551.071
and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to consult
with attorneys concerning the lawsuit of Richard Salazar v. City of Corpus
Christi Officer Cantu and Officer DeLeon and the potential approval of
settlement(s), attorney’s fees, expert fees, and/or expenses in said case.
25.20-0179 Executive session pursuant to Texas Government Code § 551.074
(Personnel Matters) to deliberate the appointment, employment,
evaluation, reassignment, duties or discipline of City Auditor.
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January 28, 2020City Council Meeting Agenda - Final-revised
R.IDENTIFY COUNCIL FUTURE AGENDA ITEMS
S.ADJOURNMENT
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1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
City of Corpus Christi
Meeting Minutes
City Council
11:30 AM Council ChambersTuesday, January 14, 2020
Addendums may be added on Friday.
Mayor Joe McComb to call the meeting to order.A.
Mayor McComb called the meeting to order at 11:32 a.m.
Invocation to be given by Reverend Bruce Wilson, Chaplain Corpus Christi
Metro Ministries.
B.
Reverend Bruce Wilson gave the invocation.
Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Constance Sanchez, Chief Financial Officer.
C.
Constance Sanchez led the Pledge of Allegiance to the flag of the United
States and the Texas Flag.
City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.D.
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 Peter Zanoni, City Attorney Miles K. Risley, and City Secretary
Rebecca L. Huerta.
Mayor Joe McComb,Council Member Roland Barrera,Council Member Rudy
Garza,Council Member Paulette Guajardo,Council Member Gil
Hernandez,Council Member Michael Hunter,Council Member Ben
Molina,Council Member Everett Roy, and Council Member Greg Smith
Present:9 -
Proclamations / CommendationsE.
1.Proclamation declaring January 14, 2020, "Vision Zero Kickoff Day".
Proclamation declaring January 20, 2020, "Martin Luther King Holiday
Celebration and Commemorative March Day".
Proclamation declaring January 2020, "Human Trafficking Awareness
and Prevention Month".
Presentation of Awards Ceremony for "Mayor's Battle of the Bulbs".
The proclamations were presented and the presentation made.
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January 14, 2020City Council Meeting Minutes
DeclarationsF.
2.Resolution declaring Corpus Christi as a Vision Zero community with a
commitment to save lives and decrease roadway and waterway
accidents.
Mayor McComb referred to Item 2.
There were no comments from the Council or the public.
Council Member Molina made a motion to approve the resolution, seconded by
Council Member Garza.
This Resolution was passed and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: 031976
PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. 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 Communication department at
361-826-3211 to coordinate. This is a public hearing for all items on this agenda.
G.
Mayor McComb referred to comments from the public. City Attorney Miles K.
Risley read the Rules of Decorum for the Council Chambers. City Secretary
Rebecca L. Huerta conducted the public comment period.
Naina Gressett, Sunrise Beach RV Park resident; Angela Snider, Sunrise Beach
RV Park resident; Mary Murphy; Sunrise Beach RV Park resident; Regina
Trevino, 7606 Clear Creek Dr.; Clarissa Guidry, 121 South Bee St., Mathis, TX,
spoke in opposition to Item 16, a proposed ordinance to revise fees for Sunrise
Beach camp sites.
Joan Veith, 574 Cain Dr.; Gloria Scott, 4422 S. Alameda St.; Terry Mills, 1519 N.
Chaparral St.; Shirley Thornton, 1917 Woodcrest Dr.; Jacqueline Galvan, 409
Cape Lookout Dr.; and Claude Axel, 741 Crestview Dr., spoke in support of Item
5, a proposed ordinance designating Martin Luther King, Jr. Day as an official
city holiday.
John Clapp, 15517 Palmira Ave., and Chul Kim McGuire, 15533 Dyna St., spoke
regarding the need to address increased crime on the Island. Henry Dornak,
14334 Bluefish St., spoke regarding the need for a General Aviation airport in
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January 14, 2020City Council Meeting Minutes
Corpus Christi. Janet Maxwell, 4350 Ocean Dr., spoke in support of Item 46,
regarding a preliminary application to rename William Street to Lomax Street.
Daniel Pena, 2813 Hulbirt St., with the Hillcrest Residents' Association, spoke
regarding concerns related to planning for the Hillcrest neighborhood and
requested that the Hillcrest neighborhood be included in the increased police
presence to be funded by the $50,000 grant in the ordinance proposed in Item
48. Barbara Handy, 2113 Coleman Ave., and Rolando Garza, Saxet Heights,
thanked the Council for listening regarding a proposed homeless shelter in the
Lamar Elementary Building and for walking that neighborhood. Margareta
Fratila, 3606 Tripoli Dr., thanked the city manager in relation to the recent
resignation of a city employee in relation to previous problems regarding city
water service; high utility bills and related collection efforts; and advocated
that property owners should not have to pay outstanding utility bills created by
individuals who rent their properties. Lamont Taylor, 522 Hancock Ave., spoke
regarding the impact of the Harbor Bridge project on affected areas; the
Westside Development Plan; and advocated for not separating the Washington
Coles and Hillcrest neighborhoods. John Medina, 4931 Mokry Dr., spoke
regarding concerns relating to the condition of residential streets and the
Harbor Bridge project.
CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:H.
Mayor McComb deviated from the agenda and referred to City Manager's
Comments. City Manager Peter Zanoni reported on the following topics:
OTHERa.
1) In February 2020, the city manager will provide the Council with a progress
report on the City's key budget initiatives and first quarter financial report. 2)
The Request for Qualifications related to North Beach is to be released
Monday, January 27, 2020. 3) The Airport Services Task Force will hold its first
meeting, to discuss how to improve air service in Corpus Christi, on
Wednesday, January 22, 2020. 4) Water rights and discharge permit
applications related to desalination are to be submitted to the Texas
Commission on Environmental Quality this week. 5) The Council will be
provided with a progress update on the analysis of the City's utility trust funds
and related recommendations on January 28, 2020. 6) Council Member Molina
will host a Facebook Live event to update the community on the progress
related to the Cole Park Pier. 7) The City Manager recognized Chief Financial
Officer Constance Sanchez for having been awarded the YWCA Women in
Careers Award. 8) The City is currently accepting applications for the
Emerging Professional High School Program. 9) The Islander's mens and
womens basketball teams are hosting a City of Corpus Christi employee
appreciation day on Saturday, January 18, 2020.
BRIEFINGS: (ITEM 51)Q.
51.This is the 2020 First Quarter Update to City Council on the Harbor
Bridge Replacement Project.
Mayor McComb deviated from the agenda and referred to Item 51.
Lynn Allison, Harbor Bridge Public Information Coordinator presented
information on the following topics: an agenda of the presentation; the
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January 14, 2020City Council Meeting Minutes
project's scope; existing bridge fits under the new bridge; bridge aesthetics;
bridge lighting features; bridge belvedere; new lane configuration; future
traffic patterns; and project communications.
John Palmer, Harbor Bridge Project Deputy Project Manager, presented
information on the following topics: construction update; project sections;
Robstown pre-cast yard; North Beach roadworks - US 181 traffic switch; north
approach; cable stay bridge towers; south approach; south roadworks - shared
use path and direct connector bridges coming together at Salt Flat Channel;
south roadworks; Staples Street bridge reconstruction; Port Avenue bridge
reconstruction; Nueces Bay Boulevard bridge reconstruction; IH 37 traffic
switch; traffic impacts; and utility and drainage work.
Daryl Chambers, Harbor Bridge Project Traffic Engineering Manager,
presented information on the following topics: ongoing/upcoming traffic
impacts - US 181, IH 37 and SH 286.
Council members and Ms. Allison, Mr. Palmer, Mr. Chambers and Dr. Lon
Grassman, Harbor Bridge Project Environmental Compliance Manager,
discussed the following topics: on what parts of the project work has been
suspended; the engineering firm terminated by the Texas Department of
Transportation (TXDOT) related to the bridge's main span; the safety of the
bridge's main span; the percentage of the project that the main span
represents; that the bridge's estimated completion date is not known; steps
being taken to replace the engineering firm of record related to the bridge's
main span; that that engineering firm was a subcontractor of Flatiron
Dragados; how damage to homes caused by the project is being addressed; if
the design work to date is correct/safe and the process TXDOT uses to verify
same; that design-build work is moving forward with all but the main span; a
request that monthly updates on the status of the new Harbor Bridge be
provided to Council; the number of companies to choose from to replace the
engineering firm that will be responsible for the integrity of the bridge's main
span; not wanting to have a repeat of the bridge collapse in Florida; if the
issues surrounding the main span of the bridge will increase the overall cost of
the bridge; traffic studies completed to date and if they have been shared with
the City; a desire that traffic studies be shared with the City; the impact on the
completion timeline of terminating the engineering firm responsible for the
main span of the bridge; that Flatiron Dragados is unclear how far behind the
project now is; a request to update a sign from Martin Luther King Drive to
Martin Luther King, Jr. Drive; flooding concerns related to the area of Leopard
Street and the Crosstown Expressway; that US 181 will run under Leopard St.;
increased stormwater volume capacity on Leopard Street; the status of the
North Beach wetlands area; and a request that the status of the North Beach
wetlands area be included in the previously requested monthly report to
Council.
EXECUTIVE SESSION: (ITEM 52)R.
Mayor McComb deviated from the agenda and referred to Executive Session
Item 51. The Council went into executive session at 1:55 p.m. The Council
returned from executive session at 2:45 p.m.
52.Executive session pursuant to Texas Government Code § 551.071
and Texas Disciplinary Rules of Professional Conduct Rule 1.05 to
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January 14, 2020City Council Meeting Minutes
consult with attorneys concerning legal issues related to computer
security matters and pursuant to Texas Government Code §§ 551.076
and 551.089 to discuss a security audit, security assessments or
deployments relating to information resources technology, network
security information, and the deployment, or specific occasions for
implementation, of security personnel, critical infrastructure, or security
devices.
This E-Session Item was discussed in executive session.
RECESS FOR LUNCHM.
The recess for lunch was held during Executive Session Item 52.
MINUTES:I.
3.Regular Meetings of December 10, 2019 and December 17, 2019.
Mayor McComb referred to Item 3.
A motion was made by Council Member Garza, seconded by Council Member
Roy, that the Minutes be passed. The motion carried by a unanimous vote.
BOARD & COMMITTEE APPOINTMENTS:J.
4.Corpus Christi Regional Economic Development Corporation (1
vacancy)
Ethics Commission (1 vacancy)
Library Board (6 vacancies)
Sister City Committee (3 vacancies)
Watershore and Beach Advisory Committee (6 vacancies)
Mayor McComb referred to Item 4.
Corpus Christi Regional Economic Development Corporation
City Secretary Rebecca L. Huerta announced that Margaret Dechant had
withdrawn from consideration.
Council Member Hunter made a motion to reappoint Chad Magill (City),
seconded by Council Member Garza and passed unanimously.
Ethics Commission
Council Member Smith nominated David J. Bendett. Council Member
Hernandez nominated Ed Bennett. David J. Bendett was appointed with Mayor
McComb and Council Members Guajardo, Barrera, Hunter, Molina, Smith, Roy
and Garza voting for David J. Bendett and Council Member Hernandez voting
for Ed Bennett.
Library Board
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January 14, 2020City Council Meeting Minutes
Council Member Molina made a motion to reappoint Nicole Carroll, Candace
S. Hart, Vickie C. Natale and Julie T. Rogers, seconded by Council Member
Garza and passed unanimously.
Sister City Committee
Council Member Molina made a motion to appoint John Garcia, Juan S.
Garzon Coronado and Jason Page, seconded by Council Member Guajardo
and passed unanimously.
Watershore and Beach Advisory Committee
Council Member Smith made a motion to reappoint Meredith Darden (CVB),
Daniel E. Mazoch (Engineer), Mukesh Subedee (Environmentalist) and Philippe
Tissot (Regular Member), seconded by Council Member Guajardo and passed
unanimously.
Council Member Smith nominated Harrison A. McNeil (Regular Member).
Council Member Guajardo nominated Larisa A. Ford (Regular Member).
Council Member Hernandez nominated Christopher P. Stevenson (Regular
Member). Harrison A. McNeil (Regular Member) and Larisa A. Ford (Regular
Member) were appointed with Mayor McComb and Council Members Garza,
Roy, Smith, Molina, Hunter, Barrera and Guajardo voting for both Harrison A.
McNeil (Regular Member) and Larisa A. Ford (Regular Member), and Council
Member Hernandez voting only for Christopher P. Stevenson (Regular
Member).
EXPLANATION OF COUNCIL ACTION:K.
CONSENT AGENDA: (ITEMS 5 - 40)L.
Approval of the Consent Agenda
Mayor McComb referred to the Consent Agenda. Council Member Molina
announced he was abstaining on Item 33. Council members requested that
Items 5, 16, 31, 32, 33, 39 and 41 be pulled for individual consideration.
A council member recognized the large number and dollar amount of
grant-related items on the consent agenda.
There were no comments from the public.
A motion was made by Council Member Smith, seconded by Council Member
Garza, to approve the Consent Agenda. The motion carried by the following
vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Second Reading Ordinances - Consent
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6.Zoning Case No. 1019-06, Rogerio and Maria E. Lopez (District 3).
Ordinance rezoning property at or near 3046 Holly Road from the “RS-6”
Single-Family 6 District to the “CN-1” Neighborhood Commercial District.
Planning Commission and Staff recommend approval.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031978
7.Ordinance amending Wastewater Collection System Master Plan for the
Allison W.W.T.P Service Area for Calallen South located on the east
frontage of US 77 just south of County Road 52; amending
Comprehensive Plan; and providing publication (Council District 1).
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031979
8.Ordinance amending Wastewater Collection System Master Plan, Oso
W.R.P. Service Area, Sub Basin SPA 30 for Airline Crossing Unit 3
located west of Airline Road off Lipes Boulevard; amending
Comprehensive Plan; and providing publication (Outside City limits near
Council District 5).
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031980
9.Ordinance amending Ordinance No. 031927, which created
Reinvestment Zone Number Four, City of Corpus Christi, Texas, to
correct the Tax Increment Base for the Zone by replacing Exhibit D; and
approving the amendments to the Tax Increment Reinvestment Zone #4
Amended Project & Financing Plans approved by the Board of Directors
of Reinvestment Zone Number Four, Corpus Christi, Texas, regarding
additional ad valorem property values within the zone, and other matters
relating thereto.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031981
10.Ordinance accepting a $282,848.09 grant from State of Texas, Criminal
Justice Division for Victims of Crime Act Outreach Program with City
match of $61,112.03 and in-kind match of $9,600 from Police General
Fund; appropriating the $282,848.09 in Police Grants Fund; authorizing
transfer of $61,112.03 from the Police General Fund to the Police Grants
Fund and appropriating the same for total project cost of $353,560.12,
and authorizing a staff complement of 3 FTEs.
This Ordinance was passed on second reading on the consent agenda.
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Enactment No: 031982
11.Ordinance authorizing the acceptance of two grants totaling $333,666.41
from the Office of the Texas Governor- Homeland Security Grant Division,
Homeland Security Grant Program for hazmat team enhancement and
SWAT equipment; and appropriating $333,666.41 in the Fire Grants
Fund.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031983
12.Ordinance appropriating $33,926.39 from the City of Corpus
Christi-Nueces County Local Emergency Planning Committee (LEPC)
Reserve Fund to supplement and expand community information
programs and projects; and amending the FY2019-2020 operating
budget adopted by Ordinance 031870 to increase expenditures by
$33,926.39.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031984
13.Ordinance accepting a grant from the Flint Hills Resources 2019 Helping
Heroes Program in the amount of $3,000 to be used to support the
Corpus Christi - Nueces County Local Emergency Planning Committee;
and appropriating the funds into the LEPC Fund No. 6060.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031985
14.Ordinance authorizing execution of all documents necessary to accept,
amend and appropriate a grant contract for the Tuberculosis Prevention
and Control-Federal (TB/PC-FED) grant in the amount of $48,345 with a
City match of $9,669 to provide tuberculosis prevention and control
services, and authorizing a staff complement of 1 FTE.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031986
15.Ordinance abandoning and vacating a 10-foot wide by approximately
703-feet in length (7,048.1 sq. ft.) existing utility easement out of Lot 2B
and Lot 2C, Block 1, SWACO Tract, located at 1706 Saratoga
Boulevard. (District 3)
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031987
Contract and Procurement - Consent
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17.Motion authorizing a two-year service agreement, with one additional
one-year option with Unique Employment, LTD. of Corpus Christi, Texas
in an amount not to exceed $500,000.00 for the initial term and a total
potential contract value not to exceed $750,000.00, for temporary staffing
services to be used by various departments with prior approval from
Human Resources on an as needed basis, effective upon issuance of a
letter of acceptance, with FY 2020 funding available from various funds
departmental funds.
This Motion was passed on the consent agenda.
Enactment No: M2020-001
18.Motion authorizing a lease-purchase of four 2019 Freightliner 114SD
combination sewer vacuum trucks, as additions to the fleet for the Water
Utilities Department that will be used to clean wastewater lines throughout
the City, to be purchased from Houston Freightliner, Inc. of Houston,
Texas, in an amount not to exceed $1,680,334.20, effective upon
issuance of letter of acceptance, with FY 2020 funding in an estimated
amount of $224,044.56 available through the Wastewater Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-002
19.Motion authorizing a lease-purchase of four 2019 Ford E-450 Cutaway
Closed Circuit Television (CCTV) vans, as additions to the fleet for the
Utilities Department to inspect various wastewater lines throughout the
City, to be purchased from Silsbee Ford of Silsbee, Texas, in an amount
not to exceed $1,043,654.93 effective upon issuance of letter of
acceptance, with FY 2020 funding in an estimated amount of
$139,153.99 available through the Wastewater Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-003
20.Resolution authorizing a three-year service agreement with Doggett
Heavy Machinery Services, LLC for an amount not to exceed
$238,200.00 for off-site repairs at vendor’s facility of John Deere
construction equipment for Asset Management, effective upon notice to
proceed, with FY 2020 funding in an estimated amount of $66,166.67
available through the Fleet Maintenance Service Fund.
This Resolution was passed on the consent agenda.
Enactment No: 031989
21.Motion authorizing a two-year supply agreement with Polydyne, Inc., of
Riceboro, Georgia, in an amount not to exceed $1,600,800.00 for liquid
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cationic polymer to be used as a coagulant at the O.N. Stevens Water
Treatment Plant for the treatment process of potable water, effective upon
issuance of notice to proceed, with FY 2020 funding in an estimated
amount of $600,300.00 available through the Water Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-004
22.Motion authorizing a three-year supply agreement with Arguindegui Oil
Co. II, Ltd., of Laredo, Texas, in an amount not to exceed $112,858.20 for
the supply and delivery of full synthetic 0W20 motor oil to the Corpus
Christi International Airport’s Quick Turn-Around Facility as a
pass-through expense at market cost to rental car tenants, effective upon
issuance of notice to proceed, with funding in FY 2020 in the amount of
$31,349.50 available through the Airport CFC Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-005
23.Motion authorizing a two-year service agreement with three one-year
options for a total amount not to exceed $ 370,000.00 for the initial term
and a total potential value not to exceed $925,000.00, with Gourley
Contractors, LLC of Corpus Christi, Texas for Electrical Services to City
occupied facilities for maintenance repairs and new installations for
Asset Management, with FY 2020 funding in an estimated amount of
$138,750.00 available through the Facility and Property Management
Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-006
24.Motion authorizing two, three-year service agreements for a combined
total amount not to exceed $630,000.00, with Turn Key Transmission &
Auto Service of Corpus Christi, Texas, in an amount not to exceed
$378,000.00 as the primary provider and Rittgers’ Services, Inc. dba
Greatstate Transmission of Corpus Christi, Texas, in an amount not to
exceed $252,000.00 as the secondary provider, for off-site transmission
repairs for vehicles up to 14,000 lbs. Gross Vehicle Weight Rating, with
FY 2020 funding in an amount of $157,500.00 available through the Fleet
Maintenance Service Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-007
25.Motion authorizing a three-year service agreement with Moreno’s Auto
Glass Inc., dba Mo Glass of Corpus Christi, TX, for a total amount not to
exceed $256,500.00 for windshield repair and replacement for Fleet
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vehicles, effective upon issuance of a notice to proceed, with FY 2020
funding in the amount of $71,250.00 available through the Fleet Maint Svc
Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-008
26.Motion authorizing a two-year service agreement with three one-year
options for a total amount not to exceed $240,000.00 for the initial term
and a total potential value not to exceed $600,000.00, with Allison
Flooring America of Corpus Christi for Flooring Services to City
occupied facilities for Asset Management, with FY 2020 funding in an
estimated amount of $90,000.00 available through Facility and Property
Management Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-009
27.Motion authorizing a three-year supply agreement with Ferguson
Enterprises, LLC. of Corpus Christi, Texas, in an amount not to exceed
$91,657.51 for the purchase of spray marking paint for the City
Warehouse as a central distribution for City departments, effective upon
issuance of notice to proceed, with funding in the amount of $21,641.35
available in the FY 2020 Stores Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-010
28.Motion authorizing a three-year supply agreement with International
Corrosion Control, Inc., of Lewiston, New York for a total amount not to
exceed $171,492.00 for the purchase of magnesium anodes for the City
Warehouse as a central distribution for the Gas Department to provide
cathodic protection for corrosion control of underground gas pipelines,
effective upon issuance of a notice to proceed, with FY 2020 funding in
the amount of $57,164.00 available through the Stores Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-011
29.Motion authorizing a five-year service agreement with Lytx, Inc. of San
Diego, California in an amount not to exceed $267,962.90 for the
purchase of the DriveCam Program including event recorders,
subscription, hardware, installation, set up, and training services for Solid
Waste Services and Risk Management, a division of the Legal
Department, to be utilized by Solid Waste Services and various other
departments in fleet vehicles, effective upon issuance of notice to
proceed, with FY 2020 funding in an estimated amount of $59,049.80
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available through the General Fund and the General Liability Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-012
30.Resolution authorizing a five-year service agreement with Selectron
Technologies, Inc. of Portland, Oregon in an amount not to exceed
$138,300.00 for the purchase of PremierPro support and maintenance
services for the Interactive Voice Response (IVR) phone system for the
Communications Department, effective upon issuance of notice to
proceed, with FY 2020 funding in an estimated amount of $26,050.00
available through the Information Technology Fund.
This Resolution was passed on the consent agenda.
Enactment No: 031990
Capital Projects - Consent
34.Motion authorizing execution of Change Order No. 5 for traffic signal
improvements at Brooke Road and additional temporary pavement
improvements on the Rodd Field Road Expansion project with
Haas-Anderson Construction in the amount of $388,506.74 for a total
restated fee of $15,713,945.16, located in Council District 5, effective
upon notice to proceed, with funding available from Bond 2014,
Proposition 2.
This Motion was passed on the consent agenda.
Enactment No: M2020-016
35.Motion awarding a contract to Freese & Nichols, Inc., for design of
roadway and utility improvements on Brawner Parkway from Kostoryz
Road to Carroll Lane in the amount of $462,530, located in Council
District 2, effective upon notice to proceed, funding is approved and
available in Bond 2018 Street Proposition A and FY 2020 Utility Capital
Program funds.
This Motion was passed on the consent agenda.
Enactment No: M2020-017
36.Motion awarding a construction contract to Haas-Anderson Construction,
Ltd., for Park Road 22 Bridge construction in the amount of
$13,943,536.00, the project is located in City Council District 4 and the
contract will be effective upon issuance of notice to proceed, this project
is included in the TIRZ#2 Project Plan and funding is available from:
Street Bonds 2004 and 2008, Tax Notes 2008; TIRZ#2 and FY 2020
Utility CIP.
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This Motion was passed on the consent agenda.
Enactment No: M2020-018
General Consent Items
37.Resolution approving the amended guidelines for the American Bank
Center Arena Marketing/Co-Promotion Fund granting the City Manager
approval authority for the annual amount of $650,000 as approved by the
Corpus Christi Business and Job Development Corporation (Type A).
This Resolution was passed on the consent agenda.
Enactment No: 031991
38.Motion authorizing Amendment No. 1 to the Agreement between the
Corpus Christi Business and Job Development Corporation (Type A
Board) and the City of Corpus Christi for a total amount of $125,000 for
economic development services provided to the Type A Board by the
Corpus Christi Regional Economic Development Corporation
(CCREDC) and renewing annually with funding available through the FY
2020 Type A Economic Development Funds.
This Motion was passed on the consent agenda.
Enactment No: M2020-019
40.Motion authorizing a Master Service Agreement for Planning Services
with Asakura Robinson Company LLC , in an amount not to exceed
$150,000 for the Interstate 37 Corridor Plan and $100,000 for the
Farm-to-Market 624 (Northwest Boulevard) Corridor Plan, for a total
amount not to exceed $250,000, effective upon notice to proceed, with
funding available in the FY 2020 General Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-021
5.One-Reading Ordinance amending Corpus Christi Code Section 39-324
to designate Martin Luther King, Jr. Day as an official City Holiday
beginning January 20, 2020.
Mayor McComb referred to Item 5.
City Manager Peter Zanoni discussed the following topics: that this item is on
the agenda at the request of four council members; that Martin Luther King, Jr.
(MLK) Day is a national and state holiday; the entities in Nueces County that
observe the holiday; that the City of Corpus Christi observes fewer holidays
than the average number of holidays observed by the seven largest cities in
Texas and less than the 8 holidays observed by the private sector; costs related
to observing MLK Day; use of obesity program funds to cover related costs;
support among council members for the holiday; the number of days of paid
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January 14, 2020City Council Meeting Minutes
vacation and sick leave earned by city employees each year; decreasing the
number of sick days employees earn by one to compensate for the addition of
MLK Day and limitations related thereto regarding Police and Fire collective
bargaining contracts; civil rights issues; the cost of adding MLK Day over one
and ten years; budgeting for the addition of MLK Day before adding it to the list
of paid holidays; the number of employee work hours that will be forgone by
observing MLK Day; not decreasing obesity funding; the timing of this agenda
item in relation to the proximity of its first observance on January 20, 2020;
recognizing City Manager Zanoni for the diversity he has exhibited in hiring
employees; costs incurred on a normal city business day versus increased costs
due to overtime that is associated with observing MLK Day; the importance of
MLK Day; that President Ronald Reagan acknowledged the importance of
Martin Luther King, Jr. by signing into law Martin Luther King, Jr. Day in 1983;
observing MLK Day as a day of service and titling it "Martin Luther King, Jr.
Civil Rights Day of Service"; certain council members expressed
embarrassment that the City has not observed this national holiday since its
creation 37 years ago; the urgency of observing the holiday this year and not in
some future year; that there is not an impact on City revenues by observing this
holiday; the need for the City to still meet required deadlines notwithstanding
the observance of this holiday; why it has taken so long for the City to
recognize this holiday; the importance of Police and Fire personnel's time off;
implementing the observance of MLK Day in a financially responsible manner
by trading a sick leave day for MLK Day; observing MLK Day as a civil rights
day; the cost associated with observing MLK Day; that the banking industry has
long observed the holiday; how a price cannot be put on what Martin Luther
King, Jr. did for the United States of America; and a council member's
experience being an African-American male in the United States.
Mayor McComb called for comments from the public. Joel Mumford, 6212
Hidden Cove; Albert Walker, 6221 Norchester Dr. and President of the Coastal
Bend Fellowship of Christian Churches; Alice Upshaw Hawkins, 3605
Cottonwood St.; Sylvia Tryon Oliver, 2814 Roger St.; Libby Averyt, 430 Grant
Pl.; Robert Gonzalez, 5901 Harvest Hill Rd.; and Ernie, 5905 Lago Vista Dr.,
spoke in support of the City observing MLK Day.
Council Member Guajardo made a motion to approve the ordinance as
amended on emergency to designate Martin Luther King, Jr. Civil Rights Day of
Service as an official City Holiday beginning January 20, 2020, seconded by
Council Member Smith.
A council member and City Manager Zanoni discussed bringing back to the
Council how the obesity program will proceed if monies are used from it to
fund the City's observance of this holiday.
This Ordinance was passed as amended on emergency and approved with the
following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: 031977
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Second Reading Ordinances - Consent
16.Ordinance to revise fees for Sunrise Beach camp sites effective
February 1, 2020.
Mayor McComb referred to Item 16.
Council member and Director of Water Utilities Kevin Norton discussed the
following topics: that Sunrise Beach is run by the Water Department; how long
it has been since rates at Sunrise Beach have been adjusted; comparing rates
at Sunrise Beach RV Park with those of other area RV parks; if electricity is
included in the monthly rental fee at other RV parks; that there are 93 full hook
up sites at Sunrise Beach RV Park, of which 70 are currently full; completing a
full market analysis to determine proper fees for Sunrise Beach; making
improvements to the facility in light of increasing rates; implementing an
improvement plan for Sunrise Beach RV Park; charging more to get people to
move out; permanent structures built adjacent to RVs by long-time residents;
that Sunrise Beach is currently more a trailer park than an RV park;
competitively securing new management for the park; that, currently, tires are
flat on and or missing from numerous trailers in the park; that the reason for
the increase in rates is to catch up to market rates; a council member
requested an improvement plan for the park and stated that rates should be set
commensurate with planned improvements; if the City should be in the RV
park business; not putting capital dollars into improvements; obtaining from
staff a recommendation regarding the future of the park itself; how allowing
long-term rentals at the park came about; a request that staff assess the current
situation and bring back to Council a recommendation regarding use of the
property; deferring a rate increase; that another similar City-owned property on
Lake Corpus Christi is currently being operated by a third-party that was
competitively procured by the City; concern that rental rates at Sunrise Beach
RV Park are so low that utility rate payers are subsidizing said rates, thus the
need for some rate increase now; bringing an action plan back to Council
regarding the property; if an increase is being considered only for the monthly
rate or for all other rates; and ownership of the property.
Mayor McComb made a motion to amend the ordinance to increase the
monthly site fee to $500.00 and that the City Manager is to bring back to the
Council a plan of action for the property in 30 days, seconded by Council
Member Smith.
Mayor McComb called for comments from the public. James Skrobarcyzk, 714
Oriole St., spoke regarding the jet fest festival, which used to be held at
Sunrise Beach, but which has not been held for some years now and
maximizing the potential of the park.
Mayor McComb amended his motion to amend the ordinance to increase the
monthly site fee to $500.00 and that the City Manager is to bring back to the
Council a plan of action for the property by March 1, 2020, seconded by Council
Member Smith.
Mayor McComb amended his motion to amend the ordinance to increase the
monthly site fee to $500.00, effective upon passage of the ordinance, and that
the City Manager is to bring back to the Council a plan of action for the
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January 14, 2020City Council Meeting Minutes
property by March 17, 2020, seconded by Council Member Smith and passed
unanimously.
Mayor McComb made a motion to approve the ordinance as amended,
seconded by Council Member Smith. This Ordinance was passed on second
reading as amended and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: 031988
General Consent Items
39.Motion authorizing a one-year service agreement for an amount not to
exceed $281,137, with an additional one-year option for a total potential
value of $562,274, with Raftelis Financial Consultants, Inc. of Austin,
Texas, for support with the final stages of development and
implementation of a Stormwater fee, effective upon issuance of a notice
to proceed, with FY 2020 funding of $281,137 available through the
Stormwater Fund.
Mayor McComb deviated from the agenda and referred to Item 39.
Executive Director of Water Utilities Dan Grimsbo stated that the purpose of this
item is to establish a stormwater fee.
Council members and Executive Director Grimsbo, Katie Cromwell, Manager
with Raftelis Financial Consultants, Inc. (Raftelis), Assistant Director of Support
Services for Water Utilities Reba George, and Director of Contracts and
Procurement Kim Baker discussed the following topics: developing a fair and
equitable storm water rate structure; using a land parcel-based fee; that
Raftelis specializes in this type of work; the relationship between parcels of
land and utility accounts; the type of parcels of land and to what extent each
uses the City's stormwater system; factoring in impervious cover; community
engagement; utilizing the to-be-developed stormwater rate in budgeting; the
process involved in adding the stormwater rate to utility bills; the percentage
of the current water charge that is stormwater; that utility customers should
know what the dollar amount is associated with stormwater; using as a model,
the street maintenance fee, which is charged to some individuals who do not
pay for utilities; inside- versus outside-city-limits water rates; that
outside-city-limits water users are not charged for stormwater; a request for a
press release regarding winter-quarter averaging of wastewater rates; adding
to current utility bills an informational asterisk noting the amount of the water
portion of the bill attributable to stormwater and the importance of utility
customers knowing this information.
There were no comments from the public.
Council Member Smith made a motion to approve the motion, seconded by
Council Member Hernandez. This Motion was passed and approved with the
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January 14, 2020City Council Meeting Minutes
following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: M2020-020
Capital Projects - Consent
31.Motion awarding a Master Service Agreement (MSA) for Subsurface
Utility Engineering (SUE) Services for locating underground lines
associated with Bond Street projects to Cobb, Fendley & Associates,
Inc. for an initial amount up to $350,000 and one renewal option to be
administratively authorized for a total not to exceed $700,000, with
projects located citywide, effective upon notice to proceed, and funding
available through the FY 2020 Utility Capital Program.
Mayor McComb referred to Item 31.
Council members, Director of Engineering Services Jeff Edmonds and City
Manager Peter Zanoni discussed the following topics: differences in rates per
hour proposed by vendors; passthrough fees for consulting and subcontracting;
establishing a reasonable range of rates; enacting a policy that establishes
acceptable engineering rates in our area; an acceptable range for other direct
costs; what can be done to establish some consistency in engineering rates
among engineering vendors; applicable provisions of the Professional Services
Act; negotiating fees with the number 2 vendor if the top vendor does not
submit reasonable fees; if the City if over paying for other direct costs; the
balance between costs and costs associated with time; and completing a
comprehensive review of procurement and contracts, including comparing the
City of Corpus Christi with other major cities in Texas.
A council member noted that the Master Service Agreement with Hanson
Professional Services related to Item 33 was not included in the agenda.
There were no comments from the public.
Council Member Hernandez made a motion to approve Items 31 and 32,
seconded by Council Member Garza. These Motions were passed and
approved by one vote.
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Hernandez, Council Member Molina, Council Member Roy and
Council Member Smith
7 -
Absent:Council Member Guajardo and Council Member Hunter2 -
Abstained:0
Enactment No: M2020-013
32.Motion awarding a Master Service Agreement (MSA) to HDR
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January 14, 2020City Council Meeting Minutes
Engineering, Inc. for a Comprehensive Feasibility Study to identify future
Seawall projects in an amount not to exceed $250,000, effective upon
notice to proceed, with funding approved and available from Type A
funds.
This Motion was passed and approved by one vote (see Item 31).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Hernandez, Council Member Molina, Council Member Roy and
Council Member Smith
7 -
Absent:Council Member Guajardo and Council Member Hunter2 -
Abstained:0
Enactment No: M2020-014
33.Motion awarding a Master Service Agreement (MSA) to Hanson
Professional Services for the initial amount not to exceed $150,000 each
with two optional renewals and a MSA to LNV Inc for an initial amount not
to exceed $150,000 each with two optional renewals to provide
professional services for roofing upgrades/replacement and building
envelope improvements for Public Safety, Fire, and Public Health
Departments, effective upon notice to proceed with current funding
available from Bond 2018 Propositions E and F.
Mayor McComb referred to Item 33.
A council member and City Manager Peter Zanoni discussed that the portion of
this Item related to Hanson Professional Services would be brought back to
Council on January 21, 2020 (also, see Item 31).
There were no comments from the public.
Council Member Hernandez made a motion to approve the motion as
amended, awarding a Master Service Agreement (MSA) to LNV, Inc. for an
initial amount not to exceed $150,000 each with two optional renewals to
provide professional services for roofing upgrades/replacement and building
envelope improvements for Public Safety, Fire, and Public Health
Departments, effective upon notice to proceed with current funding available
from Bond 2018 Propositions E and F, seconded by Council Member Garza.
This Motion was passed and approved as amended with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Hernandez, Council Member Roy and Council Member Smith
6 -
Absent:Council Member Guajardo and Council Member Hunter2 -
Abstained:Council Member Molina1 -
Enactment No: M2020-015
REGULAR AGENDA: (ITEM 46)O.
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46.Discussion and possible action regarding a preliminary application to
rename William Street to Lomax Street.
Mayor McComb deviated from the agenda and referred to Item 46.
City Secretary Rebecca L. Huerta presented information on the following
topics: Section 49-1 of the City Code of Ordinances; Council Policy No. 7; the
street renaming process; William Street versus Williams Drive; Council's
options; and next steps if Council Policy No. 7 is waived.
Council members, City Secretary Huerta and City Traffic Engineer Renee
Couture discussed the following topics: that downtown streets are named for
founders of Corpus Christi; the origin of William St.; who bears the cost to
replace street signs if William St. is renamed and related estimated costs.
Council Member Roy made a motion to waive Council Policy No. 7 and to
proceed with the process outlined in Section 49-1 of the City Code of
Ordinances, seconded by Council Member Smith.
A council member, Business Liaison Arlene Medrano and City Secretary Huerta
discussed the following topics: the number of businesses with addresses on
William Street; and the process by which this street renaming request will be
brought back to Council to rename William Street.
There were no comments from the public.
This Motion was passed and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Hernandez, Council Member Hunter, Council Member Molina,
Council Member Roy and Council Member Smith
8 -
Absent:Council Member Guajardo1 -
Abstained:0
Enactment No: M2020-022
CONSENT AGENDA: (ITEM 41)
41.Resolution supporting the development and implementation of a
comprehensive industrial master plan for San Patricio County, Texas.
Mayor McComb referred to Item 41.
Director of Planning and ESI Daniel McGinn presented information on the
following topics: industrial growth in San Patricio County; projected job
growth; future challenges; the study area; stakeholders; and next steps.
Council members and Director McGinn discussed the following topics: where
to promote industrial development; the importance of working with San
Patricio County stakeholders; and developing a regional approach to growth.
Mayor McComb called for comments from the public. James Skrobarczyk, 714
Oriole St., spoke regarding the extent of the City's Extra-Territorial Jurisdiction
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January 14, 2020City Council Meeting Minutes
(ETJ) in San Patricio County; and developing the City of Corpus Christi in San
Patricio County.
Council Member Smith made a motion to approve the resolution, seconded by
Council Member Molina. This Resolution was passed and approved with the
following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: 031992
PUBLIC HEARINGS: (ITEMS 42 - 45)N.
42.Zoning Case No. 1019-07, AGCE Corp. (District 1). Ordinance rezoning
property at or near 3001 Morgan Avenue from the “IL/H” Light Industrial
District with the Historic Overlay to the “IL” Light Industrial District.
Landmark Commission, Planning Commission, and Staff recommend
Denial. (3/4 vote required to overrule the Planning Commission’s
recommendation)
Mayor McComb referred to Item 42.
Director of Development Services Al Raymond stated that the purpose of this
item is to remove the Historic Overlay for the purpose of building renovations.
Director Raymond presented information on the following topics: aerial
overview; zoning pattern; Landmark Commission's, Planning Commission's
and Staff's recommendation to deny the applicant's request to remove the
Historic Overlay.
Council members, Director Raymond and Assistant Director of Development
Services Michael Dice discussed the following topics: what the applicant has
planned for the property; obtaining a certificate of appropriateness (CofA); the
applicant's desire to renovate the building on the subject property; the
consequences of not approving the applicant's request; the waiting period,
after the Landmark Commission's decision regarding a request for a CofA, as
specified in the Unified Development Code (UDC), before a property owner can
make improvements or changes to a property or demolish a structure; who is
the current owner of the property; what the City has done to take care of
existing historical structures within the city; what the previous owner, the GI
Forum, did/did not do with respect to preserving the structure on the subject
property; when the current owner learned of the Historic Overlay; the purpose
of a CofA; the process to apply for a CofA; and that the Historic Overlay
conveys with the property.
Mayor McComb opened the public hearing. Heidi Hovda, 1022 Harrison St.,
spoke in opposition to removing the Historic Overlay and the significance of
civil rights-related events that occurred in the building that was the previous
office and medical practice of Dr. Hector P. Garcia. Mayor McComb closed the
public hearing.
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Council members, Director Raymond and Assistant Director Dice discussed the
following topics: that a CofA must be applied for through the Landmark
Commission and the timing of same with respect to action the Council may
take on this item; the potential cost to renovate the building versus demolish it
and construct a new building; erecting a historical marker on the subject
property; the type and extent of renovations planned by the applicant; not
removing the Historic Overlay; the importance of events that occurred in the
building on the subject property; the process of the Landmark Commission
erecting a historical plaque and who pays for same; a state historical
designation versus the City's Historic Overlay; the purpose of the time delay as
set out in the UDC, after the Landmark Commission's decision regarding an
application for a CofA, and when a property owner whose property has a
Historic Overlay designation can renovate, make changes to or demolish a
structure; how a Historic Overlay designation works in conjunction with the City
Code of Ordinances that might otherwise call for the demolition of a building;
and what denial of the applicant's request allows/does not allow the applicant
to do with respect to the building and the placement of a historical marker on
the property.
Council Member Roy made a motion to deny the ordinance, seconded by
Council Member Garza.
A council member and Director Raymond discussed the following topics: if
tabling the item would be beneficial; that the Historic Overlay allows for the
erecting of a historical marker on the subject property; and the applicant's
desire to remove the Historic Overlay.
This Ordinance failed and was not approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
43.Zoning Case No. 1119-04, Virgil and Carolyn Greene (District 4).
Ordinance rezoning property at or near 3846 and 3850 Herring Drive
from the “R-MH” Manufactured Home District to the “RS-6” Single-Family
6 District. Planning Commission and Staff recommend Approval.
Mayor McComb referred to Item 43.
Director of Development Services Al Raymond stated that the purpose of this
item is to allow for the construction of a single-family home.
Mayor McComb opened the public hearing. There were no comments from the
public. Mayor McComb closed the public hearing.
Council Member Hunter made a motion to approve the ordinance, seconded by
Council Member Guajardo. This Ordinance was passed on first reading and
approved with the following vote:
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January 14, 2020City Council Meeting Minutes
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
44.Zoning Case No. 1119-05, Corpus Christi Housing Authority (District 1).
Ordinance rezoning property at or near 2427 Francis Street from the
“RS-6” Single-Family 6 District to the “RS-TF” Two Family District.
Planning Commission and Staff recommend Approval.
Mayor McComb referred to Item 44.
Mayor McComb called for comments from the applicant. Dan Brown with the
Corpus Christi Housing Authority stated that the purpose of the application is to
allow for the construction of 2 duplexes, each containing 2 three bedroom /
three bath units for rent.
Council Member Guajardo made a motion to approve the ordinance, seconded
by Council Member Hunter.
Mayor McComb opened the public hearing. There were no comments from the
public. Mayor McComb closed the public hearing.
This Ordinance was passed on first reading and approved with the following
vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
45.Ordinance adopting the East London Area Wastewater Master Plan, an
element of the Comprehensive Plan, to provide wastewater service to
land located between the Oso Creek and SH 286 and between FM 43
and FM 2444; amending related elements of the Comprehensive Plan;
and providing for publication. (Recently annexed; Contiguous to Council
District 5)
Mayor McComb referred to Item 45.
Director of Planning and ESI Daniel McGinn presented information on the
following topics: location map; subject property; proposed service area (East
London lift station); comments from area property owners; modifications; and
Planning Commission's and Staff's recommendation.
Mayor McComb called for comments from the applicant. Diana Gonzalez, 333
Santa Monica Pl., discussed the following topics: the history of the King's Lake
Phase 2 development; recent changes in the City facilitating development; the
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January 14, 2020City Council Meeting Minutes
Oso Creek Hike and Bike Trail; a regional water detention site to address
flooding; creation of a preserve; and that 500 to 1,000 homes are proposed to
be built.
Council members, Director McGinn and Utilities Department Engineer V
Gabriel Hinojosa discussed the following topics: the wastewater capacity of
the lift station in Phase 1; the percent of the Tamez property that the lift station
will serve; capacity restrictions attributable to gravity in Phase 1; that Phase 2
will route wastewater to the Greenwood Wastewater Treatment Plant; the
number of acres to be dedicated to the preserve; the remaining number of
acres to be developed; and future acreage to be served by the City's
wastewater system.
Mayor McComb opened the public hearing. James Skrobarczyk, 714 Oriole St.,
spoke regarding the subject property meeting the criteria of Plan 2035. Mayor
McComb closed the public hearing.
Council Member Guajardo made a motion to approve the ordinance, seconded
by Council Member Hernandez. This Ordinance was passed on first reading
and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
P. FIRST READING ORDINANCES: (ITEMS 47 - 50)
47.Ordinance amending Chapter 53 of the City Code to amend section
53-187 allowing the City Manager, Chief of Police or their designee(s) to
issue parking placards to exempt executive city officials from paying
parking fees for city owned, paid parking spaces while conducting official
city business.
Mayor McComb referred to Items 47 - 50.
A council member asked that Item 49 be pulled for individual consideration.
Council Member Molina announced he was abstaining from Item 49.
Council Member Molina made a motion to approve Items 47 - 48 and 50,
seconded by Council Member Guajardo. These Ordinances were passed on
first reading and approved by one vote.
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
48.Ordinance accepting a $50,000 grant from the Ed Rachal Foundation to
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January 14, 2020City Council Meeting Minutes
fund overtime for increased police presence in a neighborhood near
Crosstown Expressway and Agnes Street in Council District 1; and
appropriating $50,000 in the Police Grants Fund.
This Ordinance was passed on first reading and approved by one vote (see
Item 47).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
50.Ordinance approving an affordable housing agreement with FishPond
Living at Corpus Christi, LP located at 1002 Sixth Street in an amount not
to exceed $500,000.00 to provide affordable housing to residents of the
existing Sea Gulf Villa in downtown Corpus Christi with a development
deadline of two-years following the effective date of the agreement
(approximately December 2021); appropriating $500,000.00 from the
unreserved fund balance in the Business/Job Development Fund; and
amending the budget.
This Ordinance was passed on first reading and approved by one vote (see
Item 47).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
49.Ordinance approving a service agreement for repairs to the Airport
storage building with Vertex Roofing, LLC of Corpus Christi, Texas, for
an amount not to exceed $84,652.00; appropriating $45,016.99 from the
Unreserved Fund Balance in the Airport Fund; and amending the
operating budget.
Mayor McComb referred to Item 49.
A council member and Director of Contracts and Procurement Kim Baker
discussed the difference in and reasons for the variance in dollar amounts of
bids.
Council Member Hunter made a motion to approve the ordinance, seconded by
Council Member Guajardo. This Ordinance was passed on first reading and
approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Roy and Council Member Smith
8 -
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January 14, 2020City Council Meeting Minutes
Abstained:Council Member Molina1 -
IDENTIFY COUNCIL FUTURE AGENDA ITEMSS.
Mayor McComb referred to Identify Council Future Agenda Items. No items
were discussed or identified.
ADJOURNMENTT.
The meeting was adjourned at 6:28 p.m.
Page 25City of Corpus Christi Printed on 1/24/2020
1201 Leopard Street
Corpus Christi, TX 78401
cctexas.com
City of Corpus Christi
Meeting Minutes
City Council
11:30 AM Council ChambersTuesday, January 21, 2020
Addendums may be added on Friday.
Mayor Joe McComb to call the meeting to order.A.
Mayor McComb called the meeting to order at 11:31 a.m.
Invocation to be given by Deacon Mark Arnold, Diocese of Corpus Christi.B.
Deacon Mark Arnold gave the invocation.
Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be
led by Nina Nixon-Mendez, Assistant Director of Administration, Development
Services.
C.
Nina Nixon-Mendez led the Pledge of Allegiance to the flag of the United
States and the Texas Flag.
City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.D.
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 Peter Zanoni, City Attorney Miles K. Risley and City Secretary
Rebecca L. Huerta.
Mayor Joe McComb,Council Member Roland Barrera,Council Member Rudy
Garza,Council Member Paulette Guajardo,Council Member Gil
Hernandez,Council Member Michael Hunter,Council Member Ben
Molina,Council Member Everett Roy, and Council Member Greg Smith
Present:9 -
Proclamations / CommendationsE.
1.Proclamation declaring January 22, 2020, "Aurora Arts Theatre Day".
Proclamation declaring January 6 - March 1, 2020, "It's Time Texas
Community Health Challenge".
Commendations for Arlington Heights Christian High School Six-Man
Football Team.
Swearing-In Ceremony for Newly Appointed Board, Commission,
Committee and Corporation Members.
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January 21, 2020City Council Meeting Minutes
The Proclamations were presented.
Presentation from CCAD - Your Depot, Our Mission, Its Impact by Colonel Gail E.
Atkins, Commander Corpus Christi Army Depot
F.
Mayor McComb referred to Item F.
Corpus Christi Army Depot (CCAD) Commander Colonel Gail E. Atkins
presented information on the following topics: the world's premier helicopter
facility; CCAD business analytics; aircraft - 40% of production (by revenue);
UH-60 recapitalization; crash damage repair; components - 60% of production
(by revenue); advanced capabilities and support; government/educational
partners; on-site OEM partners; CCAD area development plan and B1700
phases; Defense Economic Adjustment Assistance (DEAAG) Grant; proposed
new DEAAG project - "flight line safety improvements"; and a brief video was
presented.
A council member discussed the importance of CCAD and the U.S. Army and
Navy in the region.
Proclamations / CommendationsE.
1.Proclamation declaring January 22, 2020, "Aurora Arts Theatre Day".
Proclamation declaring January 6 - March 1, 2020, "It's Time Texas
Community Health Challenge".
Commendations for Arlington Heights Christian High School Six-Man
Football Team.
Swearing-In Ceremony for Newly Appointed Board, Commission,
Committee and Corporation Members.
The Swearing-In Ceremony was conducted.
PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. 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 Communication department at
361-826-3211 to coordinate. This is a public hearing for all items on this agenda.
G.
Mayor McComb referred to comments from the public. City Attorney Miles K.
Risley read the Rules of Decorum for the Council Chambers. City Secretary
Rebecca L. Huerta conducted the public comment period.
Barbara Welder, 202 Reef Ave. and president of the North Beach Community
Association, spoke in support of continuing the North Beach Task Force (NBTF);
objectives of the NBTF; and requested that two members be added to the
NBTF. Carrie Meyer, 4401 Gulfbreeze Blvd., spoke in support of continuing the
NBTF; the history of and reasons for the NBTF; and requested the addition of
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January 21, 2020City Council Meeting Minutes
two members to the NBTF, one from the North Beach Community Association
and one from the attraction industry.
Debra Pope, 4242 Gulfbreeze Blvd. and Ron Graban, 202 Surfside Blvd., spoke
in support of continuing the North Beach Task Force. Sharon Butts, 6041
Edgewater Dr., requested that the City conduct an analysis of a recent
rekindled structure fire on North Beach. Errol Summerlin, Portland, Texas,
with Portland Citizens United and Coastal Alliance to Protect our Environment
(CAPE), spoke regarding the projected depletion of the City's water supply and
heavy industries' demand for water; water demands by heavy industry on the
Lavaca Navidad River Authority and for desalination; the relationship between
water-related fees paid by heavy industry and the City's provision of water to
heavy industry during various stages of the drought contingency plan; and the
cumulative negative impact of industry in the Coastal Bend. Margareta Fratila,
3606 Tripoli Dr., spoke regarding the need for homes and businesses in Corpus
Christi to properly display their address numbers on buildings; and criminal
activity in derelict buildings. Susie Luna Saldana, 4710 Hakel Dr., advocated
for task forces in various parts of the City and in each city council district.
CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:H.
Mayor McComb referred to City Manager's Comments. City Manager Peter
Zanoni reported on the following topics:
OTHERa.
1) City Manager Peter Zanoni welcomed Richard Martinez, the City's new
Public Works/Street Operations Department Director. 2) City Manager Zanoni
identified some of the City's top priorities / policy issues as identified by the
City's Executive Leadership Team.
MINUTES:I.
2.Regular Meeting of January 14, 2020
This Minutes were withdrawn.
BOARD & COMMITTEE APPOINTMENTS: (NONE)J.
EXPLANATION OF COUNCIL ACTION:K.
CONSENT AGENDA: (ITEMS 3 - 24)L.
Approval of the Consent Agenda
Mayor McComb referred to the Consent Agenda. Mayor McComb announced
that staff was withdrawing Item 3. Council members requested that Items 11,
21 and 23 be pulled for individual consideration. Council Member Molina
announced he was abstaining on Items 8 and 23.
There were no comments from the public.
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January 21, 2020City Council Meeting Minutes
A motion was made by Council Member Garza, seconded by Council Member
Roy, to approve the Consent Agenda. The motion carried by the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
3.Zoning Case No. 1019-07, AGCE Corp. (District 1). Ordinance rezoning
property at or near 3001 Morgan Avenue from the “IL/H” Light Industrial
District with the Historic Overlay to the “IL” Light Industrial District.
Landmark Commission, Planning Commission, and Staff recommend
Denial. (3/4 vote required to overrule the Planning Commission’s
recommendation)
This Item was withdrawn by staff.
Second Reading Ordinances - Consent
4.Zoning Case No. 1119-04, Virgil and Carolyn Greene (District 4).
Ordinance rezoning property at or near 3846 and 3850 Herring Drive
from the “R-MH” Manufactured Home District to the “RS-6” Single-Family
6 District. Planning Commission and Staff recommend Approval.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031993
5.Zoning Case No. 1119-05, Corpus Christi Housing Authority (District 1).
Ordinance rezoning property at or near 2427 Francis Street from the
“RS-6” Single-Family 6 District to the “RS-TF” Two Family District.
Planning Commission and Staff recommend Approval.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031994
6.Ordinance adopting the East London Area Wastewater Master Plan, an
element of the Comprehensive Plan, to provide wastewater service to
land located between the Oso Creek and SH 286 and between FM 43
and FM 2444; amending related elements of the Comprehensive Plan;
and providing for publication. (Recently annexed; Contiguous to Council
District 5)
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031995
7.Ordinance amending Chapter 53 of the City Code to amend section
53-187 allowing the City Manager, Chief of Police or their designee(s) to
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January 21, 2020City Council Meeting Minutes
issue parking placards to exempt executive city officials from paying
parking fees for city owned, paid parking spaces while conducting official
city business.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031996
9.Ordinance accepting a $50,000 grant from the Ed Rachal Foundation to
fund overtime for increased police presence in a neighborhood near
Crosstown Expressway and Agnes Street in Council District 1; and
appropriating $50,000 in the Police Grants Fund.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031998
10.Ordinance approving an affordable housing agreement with FishPond
Living at Corpus Christi, LP located at 1002 Sixth Street in an amount not
to exceed $500,000.00 to provide affordable housing to residents of the
existing Sea Gulf Villa in downtown Corpus Christi with a development
deadline of two-years following the effective date of the agreement
(approximately December 2021); appropriating $500,000.00 from the
unreserved fund balance in the Business/Job Development Fund; and
amending the budget.
This Ordinance was passed on second reading on the consent agenda.
Enactment No: 031999
Contract and Procurement - Consent
12.Motion authorizing the lease-purchase of two 2021 M2-112 TRA
Freightliner crew trucks with service bodies, as additions to the fleet for
the Water Division of the Utilities Department to be used to haul heavy
equipment to jobsites throughout the City, to be purchased from Houston
Freightliner, Inc., of Houston, Texas, for a total amount of $318,696.51
through the Houston-Galveston Area Council (H-GAC) Purchasing
Cooperative, effective upon issuance of letter of acceptance, with FY
2020 funding in the amount of $42,492.87 available through the Water
Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-024
13.Motion authorizing the lease-purchase of three 2021 M2-112 TRA
Freightliner crew trucks with service bodies, as additions to the fleet for
the Wastewater Division of the Utilities Department to be used to haul
heavy equipment to jobsites throughout the City, to be purchased from
Houston Freightliner, Inc., of Houston, Texas, for a total amount of
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January 21, 2020City Council Meeting Minutes
$480,643.29 through the Houston-Galveston Area Council (H-GAC)
Purchasing Cooperative, effective upon issuance of letter of acceptance,
with FY 2020 funding in the amount of $64,085.77 available through the
Wastewater Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-025
14.Motion authorizing a purchase of two Toro 16’ wide mowers from
Professional Turf Products LP of Selma, Texas, for a total amount of
$195,157.92 through the BuyBoard Cooperative, to be used by the Parks
and Recreation Department for mowing City parks, effective upon
issuance of letter of acceptance with funding available through the FY
2020 General Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-026
15.Motion authorizing a purchase of three Ford F250 pickup trucks from
Silsbee Ford, Inc. of Silsbee, Texas, for a total amount of $106,638.48
through the GoodBuy Purchasing Cooperative to be used by the Parks
and Recreation Department for construction and irrigation projects as an
addition to the fleet, effective upon issuance of letter of acceptance with
funding available through the FY 2020 General Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-027
16.Motion authorizing the lease-purchase of one Western Star winch truck,
as a replacement unit for Gas Operations to be used to load heavy
equipment onto trucks and/or trailers dispatched to job sites throughout
the City, to be purchased from Grande Truck Center of San Antonio,
Texas, for a total amount of $175,051.93 through the BuyBoard
Purchasing Cooperative, effective upon issuance of letter of acceptance,
with FY 2020 funding in the amount of $23,340.26 available through the
Gas Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-028
17.Motion authorizing the lease-purchase of one 2019 Atlas Copco XA(V)S
650 JD8 T4F portable air compressor, as an addition to the fleet for Gas
Operations to be used as the final step to test the City’s high-pressure
gas mains for leaks before they are put into service, to be purchased
from ROMCO Equipment Co. of Corpus Christi, Texas, for a total amount
of $139,583.89 though the NJPA-Sourcewell Purchasing Cooperative,
effective upon issuance of letter of acceptance, with FY2020 funding in an
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January 21, 2020City Council Meeting Minutes
estimated amount of $18,477.84 available through the Gas Funds.
This Motion was passed on the consent agenda.
Enactment No: M2020-029
18.Motion authorizing a two-year supply agreement with Gajeske, Inc. of
Corpus Christi, Texas, in an amount not to exceed $1,234,287.92 for the
purchase of gas line pipe for the City Warehouse as a central distribution
for Gas Operations, effective upon issuance of notice to proceed, with
funding in the amount of $411,429.31 available in the FY 2020 Stores
Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-030
19.Motion authorizing a two-year supply agreement with Gajeske Inc. of
Corpus Christi, Texas, in an amount not to exceed $443,618.22 for the
purchase of polyethylene pipe for the City Warehouse as a central
distribution for Gas Operations, effective upon issuance of notice to
proceed, with funding in the amount of $147,872.74 available in the FY
2020 Stores Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-031
20.Motion authorizing a purchase of three Ford Interceptor sport utility
vehicles (SUV) from Silsbee Ford, Inc. of Silsbee, Texas, as
replacements to the fleet, for a total amount of $109,868.25 through the
GoodBuy Purchasing Cooperative to be used by City Marshals to
conduct Municipal Court business, effective upon issuance of letter of
acceptance with funding available through the FY 2020 Fleet
Maintenance Service Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-032
22.Motion authorizing an amendment to Service Agreement with
Siddons-Martin Emergency Group, LLC of Katy, Texas for a total amount
not to exceed $150,000.00, increasing the service agreement value to
$750,000.00 for purchase of parts and services for Fire Department, with
fiscal year 2020 funding available in the General Fund.
This Motion was passed on the consent agenda.
Enactment No: M2020-034
General Consent Items
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January 21, 2020City Council Meeting Minutes
24.Resolution authorizing the execution of a Mutual Aid Agreement with the
Corpus Christi Fire Department and the Coastal Plains Local Emergency
Planning Committee that includes 14 municipalities in Aransas, Refugio,
and San Patricio counties for the provision of firefighting assistance.
This Resolution was passed on the consent agenda.
Enactment No: 032000
Second Reading Ordinances - Consent
8.Ordinance approving a service agreement for repairs to the Airport
storage building with Vertex Roofing, LLC of Corpus Christi, Texas, for
an amount not to exceed $84,652.00; appropriating $45,016.99 from the
Unreserved Fund Balance in the Airport Fund; and amending the
operating budget.
Mayor McComb referred to Item 8
There were no comments from the Council or the public.
Council Member Hunter made a motion to approve the ordinance, seconded by
Council Member Garza. This Ordinance was passed on second reading and
approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Roy and Council Member Smith
8 -
Abstained:Council Member Molina1 -
Enactment No: 031997
Contract and Procurement - Consent
11.Motion authorizing the lease-purchase of one John Deere excavator, as
an addition to the fleet for the Utilities Department to be used for
construction work and emergency repairs of stormwater infrastructure
throughout the City, to be purchased from Doggett Heavy Machinery
Services, LLC of Corpus Christi, Texas, for a total amount of
$467,223.62 through the BuyBoard Cooperative, effective upon issuance
of letter of acceptance, with FY 2020 funding in the amount of $62,296.48
available through the Stormwater Fund.
Mayor McComb referred to Item 11.
Council members and City Manager Peter Zanoni discussed the following
topics: that lease-purchasing is a form of borrowing; that the City is studying
how vehicles and equipment are purchased; the percentage of vehicles in the
replacement fund; making an infusion of cash into the replacement fund; the
cost of interest over time; and management of the replacement fund.
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January 21, 2020City Council Meeting Minutes
Council Member Smith made a motion to approve the motion, seconded by
Council Member Garza.
Council members and City Manager Zanoni discussed the following topics: a
request from a council member that City Manager Zanoni provide the Council
with a comprehensive purchase plan and associated maintenance program;
and that ad valorem taxes are not being paid on items lease-purchased by the
City.
There were no comments from the public.
This Motion was passed and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
Enactment No: M2020-023
21.Motion authorizing a three-year service agreement with Coastline
Refrigeration and Service, LLC of Corpus Christi, TX for a total amount
not to exceed $2,013,940.00 for Heating, Ventilation and Air
Conditioning (HVAC) preventative maintenance and repairs to 28 City
facilities, effective upon issuance of notice to proceed, with funding in the
amount of $447,542.22 available through the FY 2020 Facility and
Property Management Fund.
Mayor McComb referred to Item 21.
Council members, Deputy Director of Asset Management Charles Mendoza,
Director of Asset Management Jim Davis and Director of Contracts and
Procurement Kim Baker discussed the following topics: if the City's HVAC
systems are in Maximo; if the City's HVAC systems will be put in Maximo for
asset life cycle management purposes; that the purpose of this Item is servicing
of HVAC units city wide; having only one bid; bid paperwork not turned in by
Johnson Controls; and if the selected vendor has the ability to maintain gas
chillers.
There were no comments from the public.
Council Member Hernandez made a motion to approve the motion, seconded
by Council Member Barrera. This Motion was passed and approved with the
following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Molina,
Council Member Roy and Council Member Smith
8 -
Absent:Council Member Hunter1 -
Abstained:0
Enactment No: M2020-033
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January 21, 2020City Council Meeting Minutes
23.Motion awarding Master Service Agreement (MSA) to Hanson
Professional Services in an initial amount not to exceed $150,000 with
two optional renewals to provide professional services for roofing
upgrades/replacement and building envelope improvements for Public
Safety, Fire, and Health Departments, effective upon issuance of notice
to proceed with current funding available from Bond 2018 Propositions E
and F.
Mayor McComb referred to Item 23.
Council members, Director of Engineering Services Jeff Edmonds and Director
of Contracts and Procurement Kim Baker discussed the following topics:
inconsistencies in the fee per hour for various engineering costs submitted by
engineering firms; achieving consistency in fees per hour for engineering
services; the City's responsibilities in relation to professional service fees
submitted by vendors; the amount per hour for various levels of engineering
professionals in relation to the total amount proposed by vendors; the cost of
passthrough costs; the quality of services provided in relation to overall project
costs in relation to timelines; standardization of Master Service Agreements
(MSAs); benchmarking other cities' MSAs and establishing best practices; cost
benchmarks for construction contracts; and statutory requirements in relation
to benchmarking professional services fees.
There were no comments from the public.
Council Member Smith made a motion to approve the motion, seconded by
Council Member Hunter. This Motion was passed and approved with the
following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Roy and Council Member Smith
8 -
Abstained:Council Member Molina1 -
Enactment No: M2020-035
PUBLIC HEARINGS: (ITEMS 25 - 27)N.
25.Zoning Case No. 1119-01, SCCBH, LLC. (District 1). Ordinance
rezoning property at or near 221 Kleberg Place from the “CR-1” Resort
Commercial District to the “CR-3” Resort Commercial District. Planning
Commission and Staff recommend approval.
Mayor McComb referred to Item 25.
Director of Development Services Al Raymond stated that the purpose of this
item is to allow for the construction of a hotel.
Director Raymond presented information on the following topics: aerial
overview, zoning pattern; and Planning Commission's and Staff's
recommendation to approve.
Mayor McComb opened the public hearing. There were no comments from the
Page 10City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
public. Mayor McComb closed the public hearing.
There were no comments from the Council.
Council Member Roy made a motion to approve the ordinance, seconded by
Council Member Garza. This Ordinance was passed on first reading and
approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
26.Zoning Case No. 1119-02, H&P North Beach, LLC (District 1).
Ordinance rezoning property at or near 202, 229, and 230 Kleberg Place
from the “RM-AT” Multifamily AT District to the “CR-3” Resort Commercial
District. Planning Commission and Staff recommend approval.
Mayor McComb referred to Item 26.
Mayor McComb opened the public hearing. There were no comments from the
public. Mayor McComb closed the public hearing.
There were no comments from the Council.
Council Member Roy made a motion to approve the ordinance, seconded by
Council Member Barrera. This Ordinance was passed on first reading and
approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
27.Zoning Case No. 1219-01, Paula Gaut Properties, Inc. (District 5).
Ordinance rezoning property at or near 6734 Saratoga Boulevard (State
Highway 357) from the “RS-6” Single-Family 6 District to the “CG-2”
General Commercial District. Planning Commission and Staff
recommend Approval.
Mayor McComb referred to Item 27.
Council Member Hernandez made a motion to approve the ordinance,
seconded by Council Member Hunter.
Mayor McComb opened the public hearing. There were no comments from the
public. Mayor McComb closed the public hearing.
There were no comments from the Council.
This Ordinance was passed on first reading and approved with the following
vote:
Page 11City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
EXECUTIVE SESSION: (ITEMS 35 - 36)R.
Mayor McComb deviated from the agenda and referred to Executive Session
Items 35 and 36. The Council went into executive session at 1:34 p.m. The
Council returned from executive session at 2:42 p.m.
35.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 a proposed
action determining public necessity and authorizing acquisition of real
property adjacent to La Volla Creek and for the La Volla Creek Drainage
and Box Culvert Project and the La Volla Creek Detention Pond Project,
and pursuant to Texas Government Code § 551.072 to discuss and
deliberate the potential purchase, exchange, lease, and/or value of real
property interests adjacent to La Volla Creek and for the La Volla Creek
Drainage and Box Culvert Project and the La Volla Creek Detention
Pond Project when deliberation in open meeting would have a
detrimental effect on the position of the governmental body in
negotiations with third person(s).
This E-Session Item was discussed in executive session.
36.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 sanitary sewer
overflows and the City’s sanitary sewer system, water system, and/or
drainage system, dissolved oxygen standards for Oso Bay, Texas
Commission on Environmental Quality wastewater discharge permits,
backflow protection matters, state and federal regulatory matters and
potential litigation related to the City’s water distribution system, and/or
potential future litigation involving the U.S. Environmental Protection
Agency, State of Texas, and/or U.S. Department of Justice and the
potential approval of attorney’s fees, expert fees, and expenses for
negotiations and/or litigation with the aforesaid entities.
This E-Session Item was discussed in executive session.
RECESS FOR LUNCHM.
The recess for lunch was held during Executive Session Items 35 and 36.
REGULAR AGENDA: (NONE)O.
Page 12City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
FIRST READING ORDINANCES: (ITEMS 28 - 34)P.
28.Ordinance accepting a grant from the Flint Hills Resources 2019 Helping
Heroes Program in the amount of $10,000 to purchase hazmat
equipment; and appropriating the funds into the Fire Grant Fund.
Mayor McComb referred to Item 28.
Fire Chief Robert Rocha stated that the purpose of this Item is to accept a grant
from Flint Hills Resources' 2019 Helping Heroes Program in the amount of
$10,000 to purchase hazardous material equipment and to appropriate the
funds into the FY2020 Fire Grant Fund.
There were no comments from the Council or the public.
Council Member Hernandez made a motion to approve the ordinance,
seconded by Council Member Hunter. This Ordinance was passed on first
reading and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
29.Ordinance appropriating (a) $148,509.14 to Airport CIP Funds for City’s
match for future FAA Grant Projects; (b) $3,119,110.54 to Bond
Proceeds for Public Health and Safety, Public Facilities, Parks and
Recreation, and Street bond projects; (c) $3,312,230.28 to Utility
Revenue Bond Funds for Utility projects (d) $359,757.13 to Specialty
Bond Funds for approved specialty projects; and (e) $955,002.37 in
other CIP funds for repairs of city streets and other street expenses and
water development projects; changing the FY 2020 Capital Improvement
Budget adopted by Ordinance No. 031870 to increase expenditures
accordingly.
Mayor McComb referred to Item 29.
Capital Improvement Program Manager Kamil Taras stated that an amendment
to the ordinance was required to amend the amount in Section 3 from
$3,312,230.28 to $3,553,010.17 due to a reimbursement the City received from
the Federal Emergency Management Agency (FEMA), which also requires
appropriation with this ordinance.
There were no comments from the Council or the public.
Mayor McComb made a motion to amend the amount in Section 3 of the
ordinance to $3,553,010.17, seconded by Council Member Molina and passed
unanimously.
Council Member Barrera made a motion to approve the ordinance as
amended, seconded by Council Member Hunter. This Ordinance was passed
Page 13City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
on first reading as amended and approved with the following vote:
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
30.Ordinance amending Corpus Christi Code of Ordinances to add Section
49-15 authorizing execution of easement encroachment licenses as an
administrative remedy.
Mayor McComb referred to Items 30 - 34.
A council member discussed the plans to avoid construction during the spring
break and peak summer season in Item 31.
In relation to Item 30, a council member and Director of Development Services
Al Raymond discussed the following topics: when encroachments on
easements are reviewed administratively and by City Council; and removing
from the Unified Development Code (UDC) the requirement that encroachments
on private easements be approved by City Council.
There were no comments from the public.
Council Member Roy made a motion to approve Items 30 - 34, seconded by
Council Member Hunter. These Ordinances were passed on first reading and
approved by one vote.
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
31.Ordinance awarding a construction contract to R.S. Parker Construction,
LLC for reconstruction of Newport Pass Road and Zahn Road with new
concrete pavement in the amount of $1,337,185.02, located in Council
District 4, effective upon issuance of notice to proceed, funding is
available from Street Bond 2014, Proposition 2 and Water Utility Capital
Program funds; and the FY 2020 Capital Budget is amended to add this
project.
This Ordinance was passed on first reading and approved by one vote (see
Item 30).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
32.Ordinance awarding a contract to HDR Engineering, Inc., for design, bid,
and construction phase services for Packery Channel Dredging and
Beach Nourishment in the amount of $ 392,736, located in Council
Page 14City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
District 4, effective upon issuance of notice to proceed, with funding
available from Tax Increment Reinvestment Zone (TIRZ) No. 2 and State
Hotel Occupancy Tax Reserve Funds upon approval of this ordinance to
amend the budget.
This Ordinance was passed on first reading and approved by one vote (see
Item 30).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
33.Ordinance awarding eight Master Services Agreements (MSAs) for Bond
2020 and FY 2021 CIP feasibility studies in an amount not to exceed
$3,600,000; three MSAs in the amount of $650,000 each to Freese and
Nichols, HDR Engineering, and Urban Engineering for Street projects;
two MSAs in the amount of $500,000 and $250,000, to Urban
Engineering and LAN respectively for Utility Projects; and three MSAs in
the amount of $300,000 each to Bath Engineering, LNV Inc. and Hanson
Professional Services for Facility Projects, located city wide with funding
available from Street Bond 2014 and FY 2020 Utility CIP; and amending
the FY 2020 Capital Budget.
This Ordinance was passed on first reading and approved by one vote (see
Item 30).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
34.Ordinance approving the Second Amended and Restated Stadium
Lease Agreement with Corpus Christi Baseball Club, LP; appropriating
funds in the amount of $2,000,000.00 from the Business and Job
Development Fund to match a $1,000,000 allocation by Corpus Christi
Baseball Club, LP, for improvements to Whataburger Field; and
amending the operating and capital budget.
This Ordinance was passed on first reading and approved by one vote (see
Item 30).
Aye:Mayor McComb, Council Member Barrera, Council Member Garza, Council
Member Guajardo, Council Member Hernandez, Council Member Hunter,
Council Member Molina, Council Member Roy and Council Member Smith
9 -
Abstained:0
BRIEFINGS: (NONE)Q.
EXECUTIVE SESSION: (ITEMS 37 - 38)R.
Page 15City of Corpus Christi Printed on 1/24/2020
January 21, 2020City Council Meeting Minutes
Mayor McComb referred to Executive Session Items 37 and 38. The Council
went into executive session at 2:51 p.m. The Council returned from executive
session at 4:39 p.m.
37.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 potential
acquisition of property on/near Greenwood Dr., and pursuant to Texas
Government Code § 551.072 to discuss and deliberate the potential
purchase, exchange, lease, and/or value of real property interests when
deliberation in open meeting would have a detrimental effect on the
position of the governmental body in negotiations with third person(s).
This E-Session Item was discussed in executive session.
38.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 state regulatory
issues and other legal matters related to potential desalination plant(s)
and permits related to said plant(s) and pursuant to Texas Government
Code § 551.072 to discuss and deliberate the potential lease, and/or
value of real property interests for desalination plant(s) 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).
This E-Session Item was discussed in executive session.
IDENTIFY COUNCIL FUTURE AGENDA ITEMSS.
Mayor McComb referred to Identify Council Future Agenda Items. No items
were discussed or identified.
ADJOURNMENTT.
The meeting was adjourned at 4:40 p.m.
Page 16City of Corpus Christi Printed on 1/24/2020
Duties
Composition
Name District Term Appt. date End date
Appointing
Authority Position Status Category Attendance
*Mona Baen District 2 3 2/11/2014 12/18/2019 City Council
Met the six-year
service limitation Community At-Large
*Gerry C Morrow District 4 1 12/12/2017 12/18/2019 City Council
Not seeking
reappointment Community At-Large
*Ron Smith District 4 2 12/15/2015 12/18/2019 City Council
Seeking
reappointment Community at Large
9/10 meetings 90%
(1 excused absence)
*Hal Suter District 2 1 2/11/2014 12/18/2019 City Council Deceased Environmentalist
*William McDowell District 4 3 2/11/2014 12/18/2019 City Council Chair
Met the six-year
service limitation Engineer
Martha A Avery District 4 2 8/8/2017 12/18/2020 City Council Active Restaurant
Richard E Bell District 4 1 1/22/2019 12/18/2020 City Council Active Community At-Large
Robyn A Cobb District 5 1 1/22/2019 12/18/2020 City Council Active Scientist
Mr Donnell ("Don")
H. Laux District 1 1 1/22/2019 12/18/2020 City Council Active Community At-Large
Nine (9) members appointed by the City Council for two-year terms. The membership shall include one (1) Scientist, i.e. Marine Biologist, one (1) Engineer, and one (1)
Environmentalist; one (1) shall be a Representative of a Restaurant located within the boundaries of the Corpus Christi Downtown Management District, and five (5)
Community At-Large members. In the initial appointment, members will serve an initial two-year term, in the succeeding term, 5 members will serve a two-year term,
and 4 members will serve a one-year term, as determined by drawing. Thereafter, all terms will be two-years.
The Marina Advisory Committee advises and makes recommendations regarding development, use, or preservation of the marina, including the following: (1) assist the
City Council in providing for the orderly, planned development and use of the marina; (2) review the annual and capital improvement budgets regarding the
improvement and maintenance of the facilities upon the marina; and (3) review and recommend to the City Council the feasibility of development, improvements,
maintenance or proposed uses for the marina.
*Five (5) vacancies with terms to 12/18/21, representing the following categories: 3 - Community At-Large, 1 - Engineer, and 1 - Environmentalist. (Staff is
recommending the postponement of the Engineer for further recruitment and the realignment of Ron Smith to Environmentalist).
MARINA ADVISORY COMMITTEE
1-28-2020
Name District Category
Jed Blaich District 4 Community At-large
Clifford Bost District 1 Community At-large
Margareta Fratila District 3 Community At-large
Charles Pendlyshok District 4
Community At-large
Scientist, i.e Marine Biologist
Scott A Traber District 1 Community At-large
MARINE ADVISORY COMMITTEE
Applicants
Duties
Composition
Name District Term Appt. date End date Appointing Authority Position Status Category
*Wayne Squires 1 1/20/2015 12/31/2020 City Council Vice-Chair Resigned City
Richard Bowers Other / Non-Resident 2 12/3/2014 12/31/2020 Nueces County Active County
Charles Zahn 3 1/11/2012 12/31/2020 Nueces County Chair Active County
Wes Hoskins District 1 2 1/1/2016 12/31/2021 San Patricio County Active San Patricio
Richard R Valls Jr.District 4 2 12/10/2013 12/31/2021 City Council Secretary Active City
David P. Engel District 4 3 1/1/2020 12/31/2022 City Council Active City
Catherine Hilliard 1 1/1/2020 12/31/2022 Nueces County Active County
*One (1) vacancy with term to 12/31/2020, representing the following category: 1- City.
Seven (7) members appointed as follows: three (3) City Council, three (3) Nueces County Commissioner's Court and one (1) San Patricio County for three-year
staggered terms. Each person who is appointed or elected shall be a resident of the proposed navigation district and shall be an elector of the county. A person
must have been a resident of Nueces County for at least six months to be eligible for appointment to the Port Commission. Commissioners may serve up to four
(4) three-year terms.
The Port of Corpus Christi Authority of Nueces County, Texas follows the laws prescribed in Article XVI, Section 59 of the Texas Constitution.
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TEXAS
1-28-20
Name District Category
Patricia C Bell District 4 City
Kenneth Berry District 1 City
*Carl E Crull District 5 City
**Al Jones District 4 City
Bradley H Lenz District 4 City
Milan Maheshwari District 4 City
Jonathan S Nabours District 2 City
***Philip J. Ramirez District 4 City
James L Rogers District 5 City
Christopher P Stevenson District 5 City
Larry L White P.E.District 5 City
PORT OF CORPUS CHRISTI AUTHORITY OF NUECES COUNTY, TX
Applicants
*Currently serves on the Airport Zoning Commission and Planning Commission. Willing to
resign if appointed.
***Serves on the Corpus Christi Regional Economic Development Corporation. Resignation
is not required, appointed by Corporation's membership.
**Currently serves on the Reinvestment Zone No. 3 Board. Willing to resign if appointed.
DATE: December 9, 2019
TO: Peter Zanoni, City Manager
FROM: Al Raymond, AIA, Director
Development Services Department
AlRaymond@cctexas.com
(361) 826-3575
CAPTION:
Zoning Case No. 1119-01, SCCBH, LLC. (District 1). Ordinance rezoning property at or near 221
Kleberg Place from the “CR-1” Resort Commercial District to the “CR-3” Resort Commercial
District.
SUMMARY:
The purpose of the zoning request is to allow for the construction of a hotel.
BACKGROUND AND FINDINGS:
The subject property is 0.99 acres in size. The owner is proposing the construction of a 52-room
hotel. There will be 60 total parking spaces (2 accessible). It will consist of a single building,
approximately 60 feet in height. The ground floor will be used as parking and the structure will be
elevated to meet base flood elevation requirements. Development includes a pool in front of the
building on the beach side. The hotel office will be open 24 hours a day and the hotel will employ
approximately 20 employees (total) during the various shifts. Right-of-way dedication that was
required with platting reduced the buildable area and has limited the flexibility of the hotel design.
The requested change of zoning will allow for the space needed for the development.
Conformity to City Policy
The subject property is located within the boundaries of the Downtown Area Development Plan
and is planned for mixed land uses. The proposed rezoning is consistent with the adopted
Comprehensive Plan (Plan CC). The proposed rezoning is compatible with neighboring properties
and with the general character of the surrounding area. This rezoning does not have a negative
impact upon the surrounding neighborhood. Key difference between the “CR-1” and “CR-3”
Districts is in regards to setbacks. The “CR-1” District requires a 20-foot street (front) yard setback.
The “CR-3” District requires a 10-foot street (front) yard setback. The granting of the change of
zoning will allow a reduced setback for the construction of the hotel. Several properties to the
north and south including the USS Lexington and Fajitaville along North beach are zoned “CR-3”
District; the uses allowed in both the “CR-1” and “CR-3” Districts are Multifamily, Offices, Medical,
Restaurants, Retail, Bars, and Hotel uses.
Rezoning a property at or near 221 Kleberg Place
AGENDA MEMORANDUM
Public Hearing & First Reading Ordinance for the City Council Meeting 01/21/20
Second Reading Ordinance for the City Council Meeting 01/28/20
Public Input Process
Number of Notices Mailed
15 within 200-foot notification area
5 outside notification area
As of November 8, 2019:
In Favor
0 inside notification area
0 outside notification area
In Opposition
0 inside notification area
0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Commission Recommendation
Planning Commission recommended approval of the change of zoning from the “CR-1” Resort
Commercial District to the “CR-3” Resort Commercial District on November 13, 2019.
ALTERNATIVES:
1. Denial of the change of zoning from the “CR-1” Resort Commercial District to the “CR-3”
Resort Commercial District.
FISCAL IMPACT:
There is no fiscal impact associated with this item.
RECOMMENDATION:
Staff recommends approval of the zoning request.
Planning Commission recommended approval of the change of zoning from the “CR-1” Resort
Commercial District to the “CR-3” Resort Commercial District with following vote count.
Vote Count:
For: 8
Opposed: 0
Absent: 1
Abstained: 0
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Presentation - Aerial Map
Planning Commission Final Report
Zoning Case No. 1119-01, SCCBH, LLC. (District 1).
Ordinance rezoning property at or near 221 Kleberg Place from the “CR-1” Resort
Commercial District to the “CR-3” Resort Commercial District.
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the Planning Commission during which all interested persons were allowed to
appear and be heard;
WHEREAS, the Planning Commission has forwarded to the City Council its final
report and recommendation regarding the application for an amendment to the City of
Corpus Christi’s Unified Development Code (“UDC”) and corresponding UDC Zoning Map;
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the City Council, during which all interested persons were allowed to appear
and be heard;
WHEREAS, the City Council has determined that this rezoning is not detrimental
to the public health, safety, or general welfare of the City of Corpus Christi and its citizens;
and
WHEREAS, the City Council finds that this rezoning will promote the best and most
orderly development of the properties affected thereby, and to be affected thereby, in the
City of Corpus Christi.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS:
SECTION 1. The Unified Development Code (“UDC”) and corresponding UDC Zoning
Map of the City of Corpus Christi, Texas is amended by changing the zoning on the
subject property described as Lot 88R, Block I, Corpus Beach Hotel Addition as shown in
Exhibit “A”:
from the “CR-1” Resort Commercial District to the “CR-3” Resort Commercial
District.
The subject property is located at or near 221 Kleberg Place. Exhibit A, which is a
map of the subject property, is attached to and incorporated in this ordinance.
SECTION 2. The UDC and corresponding UDC Zoning Map of the City, made effective
July 1, 2011 and as amended from time to time, except as changed by this ordinance,
both remain in full force and effect including the penalties for violations as made and
provided for in Article 10 of the UDC.
SECTION 3. To the extent this amendment to the UDC represents a deviation from the
City’s Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC,
as it is amended by this ordinance.
Page 2 of 4
SECTION 4. All ordinances or parts of ordinances specifically pertaining to the zoning of
the subject property that are in conflict with this ordinance are hereby expressly repealed.
SECTION 5. A violation of this ordinance, or requirements implemented under this
ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1 of
the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of
Ordinances.
SECTION 6. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
SECTION 7. This ordinance shall become effective upon publication.
Page 3 of 4
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
Page 4 of 4
Exhibit A
PLANNING COMMISSION FINAL REPORT
Case No. 1119-01
INFOR No. 19ZN1029
Planning Commission Hearing Date: November 13, 2019 Applicant & Legal Description Owner: SCCBH, LLC.
Applicant: Urban Engineering
Location Address: 213 Kleberg Place
Legal Description: Lot 88R, Block I, Corpus Beach Hotel Addition, located
along the south side of Kleberg Place, west of North Beach, and east of
Surfside Boulevard. Zoning Request From: “CR-1” Resort Commercial District
To: “CR-3” Resort Commercial District
Area: 0.99 acres
Purpose of Request: To allow for the construction of a hotel. Existing Zoning and Land Uses Existing Zoning District Existing
Land Use
Future
Land Use
Site “CR-1” Resort Commercial Vacant Mixed Use
North “CR-1” Resort Commercial Vacant and
Commercial Mixed Use
South “CR-1” Resort Commercial Commercial Mixed Use
East “RM-AT” Multifamily AT Park
(North Beach)
Permanent
Open Space
(North Beach)
West “CR-1” Resort Commercial
and “RM-AT” Multifamily AT
Medium Density
Residential and
Commercial
Mixed Use ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries
of the Downtown Area Development Plan and is planned for mixed uses. The
proposed rezoning to the “CR-3” Resort Commercial District is consistent with
the adopted Comprehensive Plan (Plan CC).
Map No.: 044047
Zoning Violations: None Transportation Transportation and Circulation: The subject property has approximately 300
feet of street frontage along Kleberg Place which is designated as a
“Local/Residential” Street and approximately 200 feet of street frontage along
Golf Place which is designated as a “C1” Minor Collector Street. According to
the Urban Transportation Plan, “C1” Minor Collector Streets can convey a
capacity between 1,000 to 3,000 Average Daily Trips (ADT).
Staff Report
Page 2
Street R.O.W. Street
Urban
Transportation Plan
Type
Proposed
Section
Existing
Section
Traffic
Volume
Kleberg
Place “Local/Residential” 50’ ROW
28’ paved
38’ ROW
25’ paved N/A
Golf Place “C1” Minor Collector 60’ ROW
40’ paved
38’ ROW
25’ paved N/A
Staff Summary:
Requested Zoning: The applicant is requesting a rezoning from the “CR-1” Resort
Commercial District to the “CR-3” Resort Commercial District to allow for the construction
of a hotel.
Development Plan: The subject property is 0.99 acres in size. The owner is proposing
the construction of a 52 room hotel. There will be 60 total parking spaces (2 accessible).
It will consist of a single building, approximately 60 feet height. The ground floor will be
used as parking and the structure will be elevated to meet base flood elevation
requirements. Development includes a pool in front of the building on the beach side. The
hotel office will be open 24 hours a day and the hotel will employ approximately 20
employees (total) during the various shifts. Right-of-way dedication that was required with
platting reduced the buildable area and has limited the flexibility of the hotel design. The
requested change of zoning will allow for the space needed for the development.
Existing Land Uses & Zoning: The subject property is currently zoned “CR-1” Resort
Commercial District, consists of vacant land, and has remained relatively undeveloped
since annexation in 1935. To the north is a hotel (Sea Shell Inn) zoned “CR-1” Resort
Commercial District. To the south is a hotel (Quality Inn and Suites) zoned “CR-1” Resort
Commercial District. To the east is North Beach zoned “RM-AT” Multifamily AT District.
To the west are vacant properties and two small rental cottages (Surfside Cottages) and
a restaurant (Yo Philly Cheese Steaks) zoned “CR-1” Resort Commercial District and a
vacant lot zoned “RM-AT” Multifamily AT District.
AICUZ: The subject property is not located in one of the Navy’s Air Installation
Compatibility Use Zones (AICUZ).
Plat Status: The property is platted.
Utilities:
Water: 6-inch ACP line located along Golf Place.
Wastewater: 8-inch VCP line located along Golf Place.
Gas: 2-inch Service Line located along Golf Place.
Storm Water: 24-inch located along Golf Place.
Plan CC & Area Development Plan Consistency: The subject property is located within
the boundaries of the Downtown Area Development Plan and is planned for mixed uses.
Staff Report
Page 3
The proposed rezoning to the “CR-3” Resort Commercial District is consistent with the
adopted Comprehensive Plan (Plan CC). The following policies should be considered:
• Encourage orderly growth of new residential, commercial, and industrial areas
(Future Land Use, Zoning, and Urban Design Policy Statement 1).
• Promote a balanced mix of land uses to accommodate continuous growth and
promote the proper location of land uses based on compatibility, locational needs,
and characteristics of each use (Future Land Use, Zoning, and Urban Design
Policy Statement 1).
Department Comments:
• The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC).
The proposed rezoning is compatible with neighboring properties and with the general
character of the surrounding area. This rezoning does not have a negative impact
upon the surrounding neighborhood.
• Key difference between the “CR-1” and “CR-3” Districts is in regards to setbacks. The
“CR-1” District requires a 20-foot street (front) yard setback. The “CR-3” District
requires a 10-foot street (front) yard setback. The granting of the change of zoning will
allow a reduced setback for the construction of the hotel.
• Several properties to the north and south including the USS Lexington and Fajitaville
along North beach are zoned “CR-3” District.
• A buffer yard will be required between the potential “CR-3” District and the “RM-AT”
District to the west. The required buffer yard will be a Type A Buffer Yard is a 10-foot
yard with at least 5-points.
Planning Commission and Staff Recommendation (November 13, 2019):
Approval of the change of zoning from the “CR-1” Resort Commercial District to the “CR-
3” Resort Commercial District.
Public Notification Number of Notices Mailed – 15 within 200-foot notification area
5 outside notification area
As of November 8, 2019:
In Favor – 0 inside notification area
– 0 outside notification area
In Opposition – 0 inside notification area
– 0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Attachments:
A. Location Map (Existing Zoning & Notice Area)
B. Public Comments Received (if any)
https://corpuschristi.sharepoint.com/sites/DevelopmentServices/DevelopmentSvcs/SHARED/ZONING CASES/2019/1119-01 SCCBH, LLC/Council
Documents/Report - SCCBH, LLC.docx
Staff Report
Page 4
SCCBH, LLC.
Rezoning for a Property at 213 Kleberg Place
From “CR-1” To “CR-3”
Zoning Case #1119 -01
N
City Council
January 21, 2020
2
N
4.62 Acre
Remainder
Aerial Overview
3
Zoning Pattern
4
Planning Commission and
Staff Recommendation
Approval of the
“CR-3” Resort Commercial District
5
Public Notification
15 Notices mailed inside 200’ buffer
5 Notices mailed outside 200’ buffer
Notification Area
Opposed: 0 (0.00%)
In Favor: 0
6
UDC Requirements
Buffer Yards:
CR-3 to RM-AT:
Type A: 10’ & 10 pts.
Setbacks:
Street: 10 feet
Side/Rear: 0 feet
Parking:
1 per room
Landscaping, Screening, and
Lighting Standards
Uses Allowed: Multifamily,
Offices, Medical, Restaurants,
Retail, Bars, and Hotels.
7
Utilities
Water:
6-inch ACP
Wastewater:
8-inch VCP
Gas:
2-inch Service Line
Storm Water:
24-inch Line
DATE: December 9, 2019
TO: Peter Zanoni, City Manager
FROM: Al Raymond, AIA, Director
Development Services Department
AlRaymond@cctexas.com
(361) 826-3575
CAPTION:
Zoning Case No. 1119-02, H&P North Beach, LLC (District 1). Ordinance rezoning property at or
near 202, 229, and 230 Kleberg Place from the “RM-AT” Multifamily AT District to the “CR-3”
Resort Commercial District.
SUMMARY:
The purpose of the zoning request is to allow for the construction of a parking lot for the Sea Shell
Inn motel.
BACKGROUND AND FINDINGS:
The subject property is 1.05 acres in size. The subject property is adjacent to the owner's existing
motel. Recent development of neighboring properties has impacted the current parking situation.
According to the applicant, the subject property will serve as additional parking to service the
existing adjacent motel. The “RM-AT” District only allows multifmialy uses up to 18 dwelling units
per acre and overnight accommodation uses. The “CR-3” District allows a wide variety of uses
including Multifamily, Offices, Medical, Restaurants, Retail, Bars, and Hotels.
Conformity to City Policy
The subject property is located within the boundaries of the Downtown Area Development Plan
and is planned for mixed land uses. The proposed rezoning is consistent with the adopted
Comprehensive Plan (Plan CC). The proposed rezoning is compatible with neighboring
properties and with the general character of the surrounding area. The surrounding properties
include uses such as, hotels, retail, and restaurants. This rezoning does not have a negative
impact upon the surrounding neighborhood. Key differences between the “RM-AT” and “CR-3”
Districts are in regards to setbacks. The “RM-AT” District requires a 20-foot street (front) yard
setback. The “CR-3” District requires a 10-foot street (front) yard setback. Additionally, the “CR-
3” District does not require side and rear setbacks. The granting of the change of zoning will
allow reduced setbacks for future development of the property. A buffer yard will be required
between the potential “CR-3” District and the “RM-AT” District to the west. The required buffer
yard will be a Type A Buffer Yard is a 10-foot yard with at least 5-points.
Rezoning a property at or near 202, 229, and 230 Kleberg Place
AGENDA MEMORANDUM
Public Hearing & First Reading Ordinance for the City Council Meeting 01/21/20
Second Reading Ordinance for the City Council Meeting 01/28/20
Public Input Process
Number of Notices Mailed
10 within 200-foot notification area
5 outside notification area
As of November 8, 2019:
In Favor
0 inside notification area
0 outside notification area
In Opposition
0 inside notification area
0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Commission Recommendation
Planning Commission recommended approval of the change of zoning from the “RM-AT”
Multifamily AT District to the “CR-3” Resort Commercial District on November 13, 2019.
ALTERNATIVES:
1. Denial of the change of zoning from the “RM-AT” Multifamily AT District to the “CR-3”
Resort Commercial District.
FISCAL IMPACT:
There is no fiscal impact associated with this item.
RECOMMENDATION:
Staff recommends approval of the zoning request.
Planning Commission recommended approval of the change of zoning from the “RM-AT”
Multifamily AT District to the “CR-3” Resort Commercial District with following vote count.
Vote Count:
For: 8
Opposed: 0
Absent: 1
Abstained: 0
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Presentation - Aerial Map
Planning Commission Final Report
Zoning Case No. 1119-02, H&P North Beach, LLC (District 1).
Ordinance rezoning property at or near 202, 229, and 230 Kleberg Place from the
“RM-AT” Multifamily AT District to the “CR-3” Resort Commercial District.
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the Planning Commission during which all interested persons were allowed to
appear and be heard;
WHEREAS, the Planning Commission has forwarded to the City Council its final
report and recommendation regarding the application for an amendment to the City of
Corpus Christi’s Unified Development Code (“UDC”) and corresponding UDC Zoning Map;
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the City Council, during which all interested persons were allowed to appear
and be heard;
WHEREAS, the City Council has determined that this rezoning is not detrimental
to the public health, safety, or general welfare of the City of Corpus Christi and its citizens;
and
WHEREAS, the City Council finds that this rezoning will promote the best and most
orderly development of the properties affected thereby, and to be affected thereby, in the
City of Corpus Christi.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS:
SECTION 1. The Unified Development Code (“UDC”) and corresponding UDC Zoning
Map of the City of Corpus Christi, Texas is amended by changing the zoning on the
subject property being 1.05 Acre Tract, being all of Lots 67 through 71, 80 through 84 and
fractional Lots between Lot 84, Block II and Hamilton Road and Lot 67, Block II and
Hamilton Road, Corpus Beach Hotel Addition, a map of which is recorded in Volume
69, Page 61, Map Records of Nueces County as shown in Exhibit “A” & "B":
from the “RM-AT” Multifamily AT District to the “CR-3” Resort Commercial District.
The subject property is located at or near 202, 229, and 230 Kleberg Place. Exhibit
A, which is the Metes and Bounds of the subject property, and Exhibit B, which is a
sketch to accompany, are attached to and incorporated in this ordinance.
SECTION 2. The UDC and corresponding UDC Zoning Map of the City, made effective
July 1, 2011 and as amended from time to time, except as changed by this ordinance,
both remain in full force and effect including the penalties for violations as made and
provided for in Article 10 of the UDC.
SECTION 3. To the extent this amendment to the UDC represents a deviation from the
Page 2 of 5
City’s Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC,
as it is amended by this ordinance.
SECTION 4. All ordinances or parts of ordinances specifically pertaining to the zoning of
the subject property that are in conflict with this ordinance are hereby expressly repealed.
SECTION 5. A violation of this ordinance, or requirements implemented under this
ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1 of
the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of
Ordinances.
SECTION 6. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
SECTION 7. This ordinance shall become effective upon publication.
Page 3 of 5
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
Page 4 of 5
Page 5 of 5
PLANNING COMMISSION FINAL REPORT
Case No. 1119-02
INFOR No. 19ZN1030
Planning Commission Hearing Date: November 13, 2019 Applicant & Legal Description Owner: H&P North Beach, LLC
Applicant: Urban Engineering
Location Address: 202, 229, and 230 Kleberg Place
Legal Description: Being 1.05 Acre Tract, being all of Lots 67 through 71, 80
through 84 and fractional Lots between Lot 84, Block II and Hamilton Road and
Lot 67, Block II and Hamilton Road, Corpus Beach Hotel Addition, a map of
which is recorded in Volume 69, Page 61, Map Records of Nueces County,
located along the north side of Kleberg Place, west of North Beach, and east of
Surfside Boulevard. Zoning Request From: “RM-AT” Multifamily AT District
To: “CR-3” Resort Commercial District
Area: 1.05 acres
Purpose of Request: To allow for the construction of a parking lot. Existing Zoning and Land Uses Existing Zoning District Existing
Land Use
Future
Land Use
Site “RM-AT” Multifamily AT Vacant Mixed Use
North “RM-AT” Multifamily AT and
“CR-3” Resort Commercial
Vacant and
Commercial Mixed Use
South “CR-1” Resort Commercial Vacant and
Commercial Mixed Use
East “RM-AT” Multifamily AT
Commercial and
Park
(North Beach)
Mixed Use and
Permanent
Open Space
(North Beach)
West “RM-AT” Multifamily AT and
“CR-1” Resort Commercial Vacant Mixed Use ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries
of the Downtown Area Development Plan and is planned for mixed uses. The
proposed rezoning to the “CR-3” Resort Commercial District is consistent with
the adopted Comprehensive Plan (Plan CC).
Map No.: 044047
Zoning Violations: None
Staff Report
Page 2
Transportation Transportation and Circulation: The subject property has approximately 250
feet of street frontage along Kleberg Place which is designated as a
“Local/Residential” Street, approximately 260 feet of street frontage along Paul
Place which is designated as a “Local/Residential” Street and approximately
200 feet of street frontage along Surfside Boulevard which is designated as a
“C1” Minor Collector Street. According to the Urban Transportation Plan, “C1”
Minor Collector Streets can convey a capacity between 1,000 to 3,000 Average
Daily Trips (ADT). Street R.O.W. Street
Urban
Transportation Plan
Type
Proposed
Section
Existing
Section
Traffic
Volume
Kleberg
Place “Local/Residential” 50’ ROW
28’ paved
38’ ROW
25’ paved N/A
Surfside
Boulevard “C1” Minor Collector 60’ ROW
40’ paved
115’ ROW
21’ paved N/A
Paul Place “Local/Residential” 50’ ROW
28’ paved
40’ ROW
23’ paved N/A
Staff Summary:
Requested Zoning: The applicant is requesting a rezoning from the “RM-AT” Multifamily
AT District to the “CR-3” Resort Commercial District to allow for the construction of a parking
lot for the adjacent Sea Shell Inn motel.
Development Plan: The subject property is 1.05 acres in size. The subject property is
adjacent to the owner's existing hotel. Recent development of neighboring properties has
impacted the current parking situation. According to the applicant, the subject property
will serve as additional parking to service the existing adjacent motel.
Existing Land Uses & Zoning: The subject property is currently zoned “RM-AT”
Multifamily AT District, consists of vacant land, and has remained relatively undeveloped
since annexation in 1935. To the north is a hotel (Hotel de Ville) zoned “RM-AT”
Multifamily AT District and a restaurant (Fajitaville) zoned “CR-3” Resort Commercial
District. To the south is a restaurant (Yo Philly Cheese Steaks) zoned “CR-1” Resort
Commercial District. To the east is a hotel (Sea Shell Inn) zoned “RM-AT” Multifamily AT
District and North Beach zoned “RM-AT” Multifamily AT District. To the west is Surfside
Boulevard and State Highway 181 zoned “RM-AT” Multifamily AT District and “CR-1”
Resort Commercial District.
AICUZ: The subject property is not located in one of the Navy’s Air Installation
Compatibility Use Zones (AICUZ).
Plat Status: The property is platted.
Utilities:
Water: 6-inch ACP line located along Paul Place.
Wastewater: 8-inch VCP line located along Paul Place.
Staff Report
Page 3
Gas: 2-inch Service Line located along Paul Place.
Storm Water: 24-inch located along Paul Place.
Plan CC & Area Development Plan Consistency: The subject property is located within
the boundaries of the Downtown Area Development Plan and is planned for mixed uses.
The proposed rezoning to the “CR-3” Resort Commercial District is consistent with the
adopted Comprehensive Plan (Plan CC). The following policies should be considered:
• Encourage orderly growth of new residential, commercial, and industrial areas
(Future Land Use, Zoning, and Urban Design Policy Statement 1).
• Promote a balanced mix of land uses to accommodate continuous growth and
promote the proper location of land uses based on compatibility, locational needs,
and characteristics of each use (Future Land Use, Zoning, and Urban Design
Policy Statement 1).
Department Comments:
• The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC).
The proposed rezoning is compatible with neighboring properties and with the general
character of the surrounding area. This rezoning does not have a negative impact
upon the surrounding neighborhood.
• Key differences between the “RM-AT” and “CR-3” Districts are in regards to setbacks.
The “RM-AT” District requires a 20-foot street (front) yard setback. The “CR-3” District
requires a 10-foot street (front) yard setback. Additionally, the “CR-3” District does not
require side and rear setbacks. The granting of the change of zoning will allow
reduced setbacks for future development of the property.
• A buffer yard will be required between the potential “CR-3” District and the “RM-AT”
District to the west. The required buffer yard will be a Type A Buffer Yard is a 10-foot
yard with at least 5-points.
Planning Commission and Staff Recommendation (November 13, 2019):
Approval of the change of zoning from the “RM-AT” Multifamily AT District to the “CR-3”
Resort Commercial District.
Public Notification Number of Notices Mailed – 10 within 200-foot notification area
5 outside notification area
As of November 8, 2019:
In Favor – 0 inside notification area
– 0 outside notification area
In Opposition – 0 inside notification area
– 0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Attachments:
A. Location Map (Existing Zoning & Notice Area)
B. Public Comments Received (if any)
https://corpuschristi.sharepoint.com/sites/DevelopmentServices/DevelopmentSvcs/SHARED/ZONING CASES/2019/1119-02 H&P North Beach,
LLC/Council Documents/Report- H&P North Beach, LLC.docx
Staff Report
Page 4
H&P North Beach, LLC.
Rezoning for a Property at 202, 229, and 230 Kleberg Place
From “RM-AT” To “CR-3”
Zoning Case #1119 -02
N
City Council
January 21, 2020
2
N
4.62 Acre
Remainder
Aerial Overview
3
Zoning Pattern
4
Planning Commission and
Staff Recommendation
Approval of the
“CR-3” Resort Commercial District
5
Public Notification
10 Notices mailed inside 200’ buffer
5 Notices mailed outside 200’ buffer
Notification Area
Opposed: 0 (0.00%)
In Favor: 0
6
UDC Requirements
Buffer Yards:
CR-3 to RM-AT:
Type A: 10’ & 10 pts.
Setbacks:
Street: 10 feet
Side/Rear: 0 feet
Parking:
N/A
Landscaping, Screening, and
Lighting Standards
Uses Allowed: Multifamily,
Offices, Medical, Restaurants,
Retail, Bars, and Hotels.
7
Utilities
Water:
6-inch ACP
Wastewater:
8-inch VCP
Gas:
2-inch Service Line
Storm Water:
24-inch Line
DATE: December 9, 2019
TO: Peter Zanoni, City Manager
FROM: Al Raymond, AIA, Director
Development Services Department
AlRaymond@cctexas.com
(361) 826-3575
CAPTION:
Zoning Case No. 1219-01, Paula Gaut Properties, Inc. (District 5). Ordinance rezoning property
at or near 6734 Saratoga Boulevard (State Highway 357) from the “RS-6” Single-Family 6 District
to the “CG-2” General Commercial District.
SUMMARY:
The purpose of the zoning request is to allow for the construction of a retail center.
BACKGROUND AND FINDINGS:
The subject property is 0.82 acres in size. According to the applicant the purpose of the request
is to construct a retail center. The applicant has not submitted any specific plans concerning the
retail center.
Conformity to City Policy
The subject property is located within the boundaries of the Southside Area Development Plan
and is planned for commercial uses. The proposed rezoning is consistent with the adopted
Comprehensive Plan (Plan CC). It is compatible with the adjoining residential properties and does
not have a negative impact upon the adjacent commercial properties. The property is currently
vacant and is a remaining “RS-6” Single-Family 6 District tract. The subject property has never
been developed. Surrounding properties have been rezoned to commercial zoning districts
indicating a pattern towards commercial development along the Saratoga Boulevard corridor.
Public Input Process
Number of Notices Mailed
9 within 200-foot notification area
6 outside notification area
As of November 27, 2019:
In Favor
0 inside notification area
In Opposition
0 inside notification area
Rezoning a property at or near 6734 Saratoga Boulevard (State Highway 357)
AGENDA MEMORANDUM
Public Hearing & First Reading Ordinance for the City Council Meeting 01/21/20
Second Reading Ordinance for the City Council Meeting 01/28/20
0 outside notification area
0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Commission Recommendation
Planning Commission recommended approval of the change of zoning from the “RS-6” Single-
Family 6 District to the “CG-2” General Commercial District on December 4, 2019.
ALTERNATIVES:
1. Denial of the change of zoning from the “RS-6” Single-Family 6 District to the “CG-2”
General Commercial District.
FISCAL IMPACT:
There is no fiscal impact associated with this item.
RECOMMENDATION:
Staff recommends approval of the zoning request.
Planning Commission recommended approval of the change of zoning from the “RS-6” Single-
Family 6 District to the “CG-2” General Commercial District with following vote count.
Vote Count:
For: 7
Opposed: 0
Absent: 2
Abstained: 0
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Presentation - Aerial Map
Planning Commission Final Report
Zoning Case No. 1219-01, Paula Gaut Properties, Inc. (District 5).
Ordinance rezoning property at or near 6734 Saratoga Boulevard (State Highway
357) from the “RS-6” Single-Family 6 District to the “CG-2” General Commercial
District.
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the Planning Commission during which all interested persons were allowed to
appear and be heard;
WHEREAS, the Planning Commission has forwarded to the City Council its final
report and recommendation regarding the application for an amendment to the City of
Corpus Christi’s Unified Development Code (“UDC”) and corresponding UDC Zoning Map;
WHEREAS, with proper notice to the public, a public hearing was held during a
meeting of the City Council, during which all interested persons were allowed to appear
and be heard;
WHEREAS, the City Council has determined that this rezoning is not detrimental
to the public health, safety, or general welfare of the City of Corpus Christi and its citizens;
and
WHEREAS, the City Council finds that this rezoning will promote the best and most
orderly development of the properties affected thereby, and to be affected thereby, in the
City of Corpus Christi.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS:
SECTION 1. The Unified Development Code (“UDC”) and corresponding UDC Zoning
Map of the City of Corpus Christi, Texas is amended by changing the zoning on the
subject property described as Lot P, Block 29, Bass Subdivision as shown in Exhibit “A”:
from the “RS-6” Single-Family 6 District to the “CG-2” General Commercial District.
The subject property is located at or near 6734 Saratoga Boulevard (State Highway
357). Exhibit A, which is a map of the subject property, is attached to and
incorporated in this ordinance.
SECTION 2. The UDC and corresponding UDC Zoning Map of the City, made effective
July 1, 2011 and as amended from time to time, except as changed by this ordinance,
both remain in full force and effect including the penalties for violations as made and
provided for in Article 10 of the UDC.
SECTION 3. To the extent this amendment to the UDC represents a deviation from the
City’s Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC,
as it is amended by this ordinance.
Page 2 of 4
SECTION 4. All ordinances or parts of ordinances specifically pertaining to the zoning of
the subject property that are in conflict with this ordinance are hereby expressly repealed.
SECTION 5. A violation of this ordinance, or requirements implemented under this
ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1 of
the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of
Ordinances.
SECTION 6. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
SECTION 7. This ordinance shall become effective upon publication.
Page 3 of 4
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
Page 4 of 4
Exhibit A
PLANNING COMMISSION FINAL REPORT
Case No. 1219-01
INFOR No. 19ZN1035
Planning Commission Hearing Date: December 4, 2019 Applicant & Legal Description Owner: Paula Gaut Properties, Inc.
Applicant: Clower Company
Location Address: 6734 Saratoga Boulevard (State Highway 357)
Legal Description: Lot P, Block 29, Bass Subdivision, located along the north
side of Saratoga Boulevard (State Highway 357), west of Airline Road, and
east of Rodd Field Road. Zoning Request From: “RS-6” Single-Family 6 District
To: “CG-2” General Commercial District
Area: 0.82 acres
Purpose of Request: To allow for the construction of a retail center. Existing Zoning and Land Uses Existing Zoning District Existing
Land Use
Future
Land Use
Site “RS-6” Single-Family 6 Vacant Commercial
North “RS-6” Single-Family 6
Vacant
and Low Density
Residential
Commercial
South “CG-2” General Commercial Vacant Mixed Use
East “CG-2” General Commercial Commercial Commercial
West “CN-1” Neighborhood
Commercial Professional Office Commercial ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries
of the Southside Area Development Plan and is planned for commercial use.
The proposed rezoning to the “CG-2” General Commercial District is consistent
with the adopted Comprehensive Plan (Plan CC).
Map No.: 042032
Zoning Violations: None Transportation Transportation and Circulation: The subject property has approximately 135
feet of street frontage along Saratoga Boulevard (State Highway 357) which is
designated as a “A3” Primary Arterial Street. According to the Urban
Transportation Plan, “A3” Primary Arterial Streets can convey a capacity
between 30,000 to 48,000 Average Daily Trips (ADT).
Staff Report
Page 2
Street R.O.W. Street
Urban
Transportation Plan
Type
Proposed
Section
Existing
Section
Traffic
Volume
Saratoga
Boulevard
(SH 357)
“A3” Primary Arterial 130’ ROW
79’ paved
125’ ROW
66’ paved
13,747 ADT
(2013)
Staff Summary:
Requested Zoning: The applicant is requesting a rezoning from the “RS-6” Single-Family
6 District to the “CG-2” General Commercial District to allow for the construction of a retail
center.
Development Plan: The subject property is 0.82 acres in size. The applicant has not
submitted any specific plans concerning the retail center.
Existing Land Uses & Zoning: The subject property is currently zoned “RS-6” Single-
Family 6 District, consists of vacant land, and has remained undeveloped since
annexation in 1962. To the north is a single-family home zoned “RS-6” Single-Family 6
District. To the south is vacant unplatted land zoned “CG-2” General Commercial District.
To the east is a real estate office zoned “CG-2” General Commercial District. To the west
is a retail store (Dollar General) zoned “CN-1” Neighborhood Commercial District.
AICUZ: The subject property is not located in one of the Navy’s Air Installation
Compatibility Use Zones (AICUZ).
Plat Status: The property is platted.
Utilities:
Water: 12-inch ACP line located along Saratoga Boulevard (SH 357).
Wastewater: 8-inch PVC line located along Saratoga Boulevard (SH 357).
Gas: 8-inch Service Line located along Saratoga Boulevard (SH 357).
Storm Water: 48-inch located along Saratoga Boulevard (SH 357).
Plan CC & Area Development Plan Consistency: The subject property is located within
the boundaries of the Southside Area Development Plan and is planned for commercial
use. The proposed rezoning to the “CG-2” General Commercial District is consistent with
the adopted Comprehensive Plan (Plan CC). The following policies should be considered:
• Encourage orderly growth of new residential, commercial, and industrial areas
(Future Land Use, Zoning, and Urban Design Policy Statement 1).
• Promote a balanced mix of land uses to accommodate continuous growth and
promote the proper location of land uses based on compatibility, locational
needs, and characteristics of each use (Future Land Use, Zoning, and Urban
Design Policy Statement 1).
• Encourage the design of commercial centers in a manner that minimizes the
impacts of automobile intrusion, noise and visual blight on surrounding areas
(Future Land Use, Zoning, and Urban Design Policy Statement 3).
Staff Report
Page 3
• Screening fences, open space or landscaping can provide an essential buffer
between shopping and residential areas (Future Land Use, Zoning, and Urban
Design Policy Statement 3).
Department Comments:
• The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC),
compatible with the adjoining residential properties, and does not have a negative
impact upon the adjacent commercial properties.
• The property is currently vacant and is a remaining “RS-6” Single-Family 6 tract. The
subject property has never been developed.
• Surrounding properties have been rezoned to commercial zoning districts indicating
a pattern towards commercial development along the Saratoga Boulevard corridor.
• If the “CG-2” General Commercial District is approved, the retail development will
need to abide all requirements of the Unified Development Code (UDC).
• Specifically, a Type C buffer yard will be required for the northern property line. Type
C buffer yards consist of a 15-foot wide buffer and at least 15 points.
Planning Commission and Staff Recommendation (December 4, 2019):
Approval of the change of zoning from the “RS-6” Single-Family 6 District to the “CG-2”
General Commercial District.
Public Notification Number of Notices Mailed – 9 within 200-foot notification area
6 outside notification area
As of November 27, 2019:
In Favor – 0 inside notification area
– 0 outside notification area
In Opposition – 0 inside notification area
– 0 outside notification area
Totaling 0.00% of the land within the 200-foot notification area in opposition.
Attachments:
A. Location Map (Existing Zoning & Notice Area)
B. Public Comments Received (if any)
https://corpuschristi.sharepoint.com/sites/DevelopmentServices/DevelopmentSvcs/SHARED/ZONING CASES/2019/1219-01 Paula Gaut Properties,
Inc. (Clower)/Council Documents/Report - Paula Gaut Properties, Inc.docx
Staff Report
Page 4
Paula Gaut Properties, Inc.
Rezoning for a Property at 6734 Saratoga Boulevard
From “RS-6” To “CG-2”
Zoning Case #1219-01
N
City Council
January 11, 2020
2
N
4.62 Acre
Remainder
Aerial Overview
3
Zoning Pattern
4
Planning Commission
and Staff Recommendation
Approval of the
“CG-2” General Commercial District
5
Public Notification
9 Notices mailed inside 200’ buffer
6 Notices mailed outside 200’ buffer
Notification Area
Opposed: 0 (0.00%)
In Favor: 0
6
UDC Requirements
Buffer Yards:
CG-2 to RS-6:
Type C: 15’ & 15 pts.
Setbacks:
Street: 20 feet
Side/Rear: 0 feet
Parking:
1:250 square feet
Landscaping, Screening, and
Lighting Standards
Uses Allowed: Multifamily,
Offices, Medical, Restaurants,
Retail, Bars, and Hotels.
7
Utilities
Water:
12-inch ACP
Wastewater:
8-inch PVC
Gas:
8-inch Service Line
Storm Water:
48-inch Line
DATE: December 23, 2019
TO: Peter Zanoni, City Manager
FROM: Robert Rocha, Fire Chief
rrocha@cctexas.com
361-826-3938
CAPTION:
Ordinance accepting a grant from the Flint Hills Resources 2019 Helping Heroes
Program in the amount of $10,000 to purchase hazmat equipment; and
appropriating the funds into the FY2020 Fire Grant Fund.
SUMMARY:
This ordinance authorizes the City Manager, or designee, to execute all documents
necessary to accept and appropriate a grant totaling $10,000.00 from the Flint Hills
Resources 2019 Helping Heroes Grant Program. The funds are to be used to update
equipment used to detect and identify hazardous materials. Additional equipment u sed to
calibrate this detection equipment will also be purchased . All equipment purchased
through this grant will support state and local efforts to prevent terroristic and other
catastrophic events.
BACKGROUND AND FINDINGS:
Flint Hills Resources began the Helping Heroes program in 2012. This program provides
grants for training, education, equipment, and emergency notification needs of Texas fire
departments and emergency responders. Since starting the program, more than $1
million has been awarded to departments in Texas.
The Flint Hills Resources 2019 Helping Heroes program awarded the City of Corpus
Christi Fire Department a grant for FY2020 for $10,000.00 on November 14, 2019. This
grant will allow for the purchase of updated equipment such as a replacement pump used
to detect and identify hazardous materials. The grant money will also allow for the
purchase of a calibration device used to more readily calibrate and test air monitors to
Acceptance of a grant from Flint Hills Resources in the amount of $10,000.00 from their 2019
Helping Heroes Grant Program.
AGENDA MEMORANDUM
First Reading Ordinance for the City Council Meeting January 21, 2020
Second Reading Ordinance for the City Council Meeting January 28, 2020
ensure their accuracy and reliability.
ALTERNATIVES:
Deny funding and seek alternative funding.
FISCAL IMPACT:
Appropriating $10,000.00 grant to the FY2020 Fire Grant Fund.
Funding Detail:
Fund: 1062
Organization/Activity: 840020L
Mission Element: 093
Project # (CIP Only):
Account: 530500
RECOMMENDATION:
Staff recommends approval of this ordinance to accept and appropriate a grant totaling
$10,000.00 for the purchase of hazmat equipment.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Ordinance accepting a grant from the Flint Hills Resources 2019
Helping Heroes Program in the amount of $10,000 to purchase hazmat
equipment; and appropriating the funds into the Fire Grant 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 accept a grant from Flint Hills
Resources 2019 Helping Heroes Program in the amount of $10,000 to be used to support
the Corpus Christi Fire Department to purchase hazmat equipment.
SECTION 2: That $10,000 from Flint Hills Resources 2019 Helping Heroes Program is
appropriated in the Fire Grant Fund No. 1062.
That the foregoing ordinance was read for the first time and passed to its second reading on this
the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this the _____
day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca L. Huerta Joe McComb
City Secretary Mayor
AGENDA MEMORANDUM
1st Reading Ordinance for the City Council Meeting of January 21, 2020
2nd Reading Ordinance for the City Council Meeting of January 28, 2020
DATE: January 7, 2020
TO: Peter Zanoni, City Manager
THRU: Constance P. Sanchez, Chief Financial Officer
constancep@cctexas.com
(361) 826-3189
FROM: Eddie Houlihan, Director of Management & Budget
eddieho@cctexas.com
(361) 826-3792
Kamil Taras, Capital Improvement Program Manager
kamilt@cctexas.com
(361) 826-3242
CAPTION:
Ordinance to appropriate (a) $148,509.14 interest earnings from Airport CIP Funds for City’s
match for future FAA Grant Projects; (b) $3,119,110.54 interest earnings from Bond Proceeds for
Public Health and Safety, Public Facilities, Parks and Recreation, and Street bond projects; (c)
$3,553,010.17 interest earnings from Utility Revenue Bond Funds for Utility projects (d)
$359,757.13 interest earnings from Specialty Bond Funds including Texas Military Preparedness
Commission, Public Property Finance Contractual Obligations, Seawall, Type B Streets and
Packery Channel for approved specialty projects; and (e) $955,002.37 in other unappropriated
funds including street assessments, street closure fees and Federal Government reimbursements
for Streets and Utilities projects; changing the FY 2020 Capital Improvement Budget adopted by
Ordinance No. 031870 to increase expenditures accordingly.
SUMMARY:
Appropriating capital proceeds accrued from July 1, 2018 through September 30, 2019, makes
these funds available for approved capital projects within their respective department.
BACKGROUND AND FINDINGS:
This agenda item is a routine practice to efficiently manage City finances and provides additional
funds which can be used for approved projects within the funds. It also facilitates the closure of
older funds to comply with arbitrage regulations and is a responsible fiduciary practice for
governmental accounting. These unappropriated capital revenues come from a variety of sources
including interest earnings, miscellaneous revenues collected, and reimbursements.
Appropriate Fund Proceeds
Fiscal Year 2019 - 2020
ALTERNATIVES:
The alternative to would be to not approve the appropriation, which would result in additional debt
needs. Additionally, based on review of best practices from across the state we will be
recommending in the next budget cycle an addition of annual interest appropriation to the financial
policies.
FINANCIAL IMPACT:
This item will appropriate $148,509.14 to Airport CIP Funds, $3,119,110.54 to Bond Proceeds
Funds, $3,553,010.17 to Utility Revenue Bond Funds, $359,757.13 to Specialty Bond Funds
and $955,002.37 in other CIP funds from interest earnings and other unappropriated earnings.
These funds will be used for the following purposes: City’s match for future FAA Grant Projects,
Bayfront, Public Facilities, Fire, Police, Public Health and Safety, Sanitary Landfill, Library,
Convention Center, Parks, Streets, and Utilities projects and contingencies.
FUNDING DETAIL:
Please reference Attachment 1
RECOMMENDATION:
Staff recommends approval of this item.
LIST OF SUPPORTING DOCUMENTS:
Attachment 1
Ordinance
Ordinance to appropriate (a) $148,509.14 interest earnings from
Airport CIP Funds for City’s match for future FAA Grant
Projects; (b) $3,119,110.54 interest earnings from Bond
Proceeds for Public Health and Safety, Public Facilities, Parks
and Recreation, and Street bond projects; (c) $3,553,010.17
interest earnings from Utility Revenue Bond Funds for Utility
projects (d) $359,757.13 interest earnings from Specialty Bond
Funds including Texas Military Preparedness Commission,
Public Property Finance Contractual Obligations, Seawall, Type
B Streets and Packery Channel for approved specialty projects;
and (e) $955,002.37 in other unappropriated funds including
street assessments, street closure fees and Federal
Government reimbursements for Streets and Utilities projects;
changing the FY 2020 Capital Improvement Budget adopted by
Ordinance No. 031870 to increase expenditures accordingly.
NOW THEREFORE: BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI:
Section 1. An amount of $148,509.14 in Airport Capital Improvement Plan (CIP) interest
earnings is appropriated in the funds as listed in Attachment 1, Section 1 for the City’s
match for future FAA Grant Projects.
Section 2. An amount of $3,119,110.54 in Bond Proceed interest earnings for Bayfront,
Public Facilities, Fire, Police, Public Health and Safety, Sanitary Landfill, Library,
Convention Center, Parks, and Streets is appropriated in the funds as listed in Attachment
1, Section 2 for the stated bond projects not yet complete, similar projects to be approved
by City Council and/or the payment of debt service.
Section 3. An amount of $3,553,010.17 in Utility Revenue Bond interest earnings and
FEMA reimbursements is appropriated in the funds as listed in Attachment 1, Section 3
for the support of the City’s approved Capital Improvement Program.
Section 4. An amount of $359,757.13 in Specialty Bond Proceed interest earnings, Sales
Tax Bonds for the Seawall and Arena, Packery Channel Bonds, Energy Efficiency Bonds,
and Texas Military Loan proceeds is appropriated in the funds as listed in Attachment 1,
Section 4 for the support of the City’s approved Capital Improvement Program, specific
military supported projects and/or as determined by the Type A/B, TIF2 Boards.
Section 5. An amount of $955,002.37 in other unappropriated funds for street
assessments/closures, interest earnings and Federal Government Contribution is
appropriated in the funds as listed in Attachment 1, Section 5 for the repair of city streets
and other street expenses as well as reimbursement of Utility projects expenses.
Section 6. The FY 2020 Capital Improvement Budget adopted by Ordinance No. 031870
is changed to increase expenditures by $8,135,389.35.
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of _________________, 2020, by the following vote:
Joe McComb _____________ Ben Molina ____________
Rudy Garza _____________ Everett Roy ____________
Paulette Guajardo _____________ Roland Barrera ____________
Michael Hunter _____________ Greg Smith ____________
Gil Hernandez _____________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of _________________, 2020, by the following vote:
Joe McComb _____________ Ben Molina ____________
Rudy Garza _____________ Everett Roy ____________
Paulette Guajardo _____________ Roland Barrera ____________
Michael Hunter _____________ Greg Smith ____________
Gil Hernandez _____________
PASSED AND APPROVED on this the _______ day of _______________, 2020.
ATTEST THE CITY OF CORPUS CHRISTI
_____________________ ____________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
SECTION 1 : AIRPORT
Fund #Fund Name Amount
3018 Airport CIP Fund (Capital Reserves)13,485.40
3019 Airport CIP Fund (Other)3,734.06
3024 Airport 2000A CIP Fund (Rev)2,282.94
3025 Airport 2000B Rev/2012 GO 249.57
3026 Airport 2012 CO CIP Fd 22,542.65
4621 AIRPORT PFC (2) FUND (4621)72,997.82
4631 Airport CFC 2010 CO CIP fund 702.80
4632 Airport CFC Fund 32,513.90
AIRPORT TOTAL 148,509.14
SECTION 2 : BOND PROCEEDS
Fund #Fund Name Amount
3126 Bayfront Dev 09 GO CIP (Bnd08)18,235.74
3160 City Facilities CIP Fund 1,122.05
3162 Public Fclty 2013 GO Bd 2012 22,346.90
3164 FACMaint CIP 2015 CO 7,331.48
3165 FACMaint CIP 2018 CO 53,177.68
3191 Fire Imprv 09 GO CIP Fd(Bnd08)763.62
3340 Police CIP 43.03
3342 Police 2013 GO (Bond 2012)2,816.66
3365 Sanitary Landfill 2008 CIP(CO)254.63
3366 Public H&S 2013 GO CIP Bd 2012 1,029.07
3367 Landfill 2015 COS 50,713.61
3368 Landfill 2017 COS 17,406.86
3369 Landfill 2018 Tax CO 76,278.24
PUBLIC H&S TOTAL 251,519.57
3226 Library 09 GO CIP Fd (Bond 08)2,150.18
3182 Convention Center 2010 CIP Fund (CO)736.32
3280 Park CIP 1,245.07
3291 Park&Rec 09 GO CIP Fd (Bond08)870.91
3292 Parks & Rec 2010 GO (Bond 08)283.38
3293 Parks & Rec 2013 GO (Bd 2012)76,249.08
3294 Park and Rec 2015 GO (Bd 2014)119,230.98
PARK TOTAL 197,879.42
3530 Street CIP Fund 42,999.53
3541 Street 2005 CIP Fund (GO)42,079.08
3545 Street 08 TN CIP Fund (NT)2,749.54
3546 Street 09 GO CIP Fd (Bond 08)55,615.43
Unappropriated Revenue From Capital Improvement Funds
From 07/01/2018 to 09/30/2019
Attachment 1
Fund #Fund Name Amount
3548 Street 2012 GO CIP Fd Bond 08 191,998.94
3549 Street 2013 GO CIP (Bd 2012)136,236.25
3550 Streets 2013 TN (Bd 2014 Dsgn)9,655.72
3551 Streets 2015 GO BD 14 1,134,161.93
3552 Street 2016 CO BD 12 346,378.50
3553 Street 2018 CO BD14 252,677.60
3554 Streets 2018 GO BD16 338,999.71
3555 Streets 2018A CO - Harbor Bridge 25,852.58
3701 Developer Participation Bd2012 20,943.09
3702 Developer Participation Bd2016 66,477.15
STREET TOTAL 2,666,825.05
BONDS TOTAL 3,119,110.54
SECTION 3 : REVENUE BONDS
Fund #Fund Name Amount
3480 Storm Water CIP Fund 43.49
3494 Storm Water 2012A CIP Fd RvBd 6,483.27
3495 Storm Water 2012B CIP Rev Bds 55,699.64
3496 Storm Water 2012A CIP (Bd 2012 17,171.82
3497 Storm Water 2013 CIP (Rev Bds)278,093.39
3498 Storm Water 2013 CIP (Bd 2012)61,666.57
4530 STWCP PL Storm Wtr 2015 CIP 124,430.14
4531 STWCP PL Storm Wtr 2015 CIP (Bd Sprt)156,963.58
4540 Storm Water Capital Reserves 185,196.56
STORM WATER TOTAL 885,748.46
3600 Gas CIP Fund 22.00
4551 Gas 09 CIP Fund-(rev bd-08GO)3,427.83
4557 Gas 2013 CIP (Rev Bds)3,883.06
4558 Gas 2013 CIP (bd 2012)3,281.68
4559 Gas cp pl gas 2015 cip 41,260.23
4560 Gas Cap Resv 16,617.75
4561 Gas cp pl gas 2015 cip (Bd Sprt)19,018.84
GAS TOTAL 87,511.39
4080 Water CIP Fund 60,790.82
4089 Water 2012A CIP Fd (RvBd)5,295.70
4091 Water 2012B CIP Fund (Rev Bds)7,350.90
4092 Water 2012A CIP (Bd 2012)6,342.78
4093 Water 2013 CIP (Rev Bds)23,413.21
4094 Water 2013 CIP (Bd 2012)6,980.45
4095 Water 2014 CIP MRP 2 458,423.80
4096 WTRCP PL Water 2015 CIP 83,102.53
4097 WTRCP PL Water 2015 CIP (bd sprt) 19,227.28
4479 Water 2010B REV Txbl BAB 5,991.43
4480 Water capital reserves 54,531.98
4481 Raw Water Supply Development Charge CIP 39,570.16
4482 Swift Bonds 2017 CIP 72,503.76
WATER TOTAL 843,524.80
Fund #Fund Name Amount
3430 Wastewater CIP Fund 680.56
4248 Wastewater 2012A CIP Fd (RvBd)21,634.61
4249 Wastewater 2012B CIP (Rev Bds)114,682.07
4251 Wastewater 2012A CIP (Bd 2012)3,712.00
4252 Wastewater 2013 CIP (Bd 2012)261,399.60
4253 Wastewater 2013 CIP (Rev Bds)11,704.46
4254 WWWCP PL Wastewater 2015 CIP 302,363.59
4255 WWWCP Wastewater 2015 CIP 45,905.19
4256 Wastewater 2017 CIP 123.89
4510 Wastewater Capital Reserves 974,019.55
WASTEWATER TOTAL 1,736,225.52
REVENUE BONDS TOTAL 3,553,010.17
SECTION 4 : SPECIALTY BONDS & OTHER CIP
Fund #Fund Name Amount
3542 Street 2007A-1 CIP (TMPC GO)5,753.72
3543 Street 2007A-1 CIP (TMPC CO)72,158.30
TMPC TOTAL 77,912.02
3271 Seawall System CIP Fund 182,817.69
3272 Seawall Maintenance Reserve Fd 5,793.00
3250 Street B Corp CIP 50,741.65
SALES TAX BOND TOTAL 239,352.34
3163 Energy Effcny CIP 2014 PPFCO 13,809.45
13,809.45
3278 Packery Channel Projects TIF#2 28,683.32
SPECIALTY BONDS & OTHER CIP TOTAL 359,757.13
SECTION 5 : OTHER UNAPPROPRIATED FUNDS
Fund #Fund Name Amount
3530 Street CIP: Street Assessments 127,469.90
3530 Street CIP: Street Closures 294,733.00
3530 Street CIP: Interest other then investments 22.25
4080 Water CIP: Contribution from Federal Government 532,777.22
OTHER UNAPPROPRIATED FUNDS 955,002.37
Fund ACCT-UNIT ACCOUNT DESC Amount Positive Value
3018 3018-888 Interest on investments (13,485.40) 13,485.40
3019 3019-888 Interest on investments (3,734.06) 3,734.06
3024 3024-888 Interest on investments (2,282.94) 2,282.94
3025 3025-888 Interest on investments (249.57) 249.57
3026 3026-888 Interest on investments (22,542.65) 22,542.65
3126 3126-888 Interest on investments (18,235.74) 18,235.74
3160 3160-888 Interest on investments (1,122.05) 1,122.05
3162 3162-888 Interest on investments (22,346.90) 22,346.90
3163 3163-888 Interest on investments (13,809.45) 13,809.45
3164 3164-888 Interest on investments (7,331.48) 7,331.48
3165 3165-888 Interest on investments (53,177.68) 53,177.68
3182 3182-888 Interest on investments (736.32) 736.32
3191 3191-888 Interest on investments (763.62) 763.62
3226 3226-888 Interest on investments (2,150.18) 2,150.18
3250 3250-888 Interest on investments (50,741.65) 50,741.65
3271 3271-888 Interest on investments (182,817.69) 182,817.69
3272 3272-888 Interest on investments (5,793.00) 5,793.00
3278 3278-888 Interest on investments (28,683.32) 28,683.32
3280 3280-888 Interest on investments (1,245.07) 1,245.07
3291 3291-888 Interest on investments (870.91) 870.91
3292 3292-888 Interest on investments (283.38) 283.38
3293 3293-888 Interest on investments (76,249.08) 76,249.08
3294 3294-888 Interest on investments (119,230.98) 119,230.98
3340 3340-888 Interest on investments (43.03) 43.03
3342 3342-888 Interest on investments (2,816.66) 2,816.66
3365 3365-888 Interest on investments (254.63) 254.63
3366 3366-888 Interest on investments (1,029.07) 1,029.07
3367 3367-888 Interest on investments (50,713.61) 50,713.61
3368 3368-888 Interest on investments (17,406.86) 17,406.86
3369 3369-888 Interest on investments (76,278.24) 76,278.24
3430 3430-888 Interest on investments (680.56) 680.56
3480 3480-888 Interest on investments (43.49) 43.49
3494 3494-888 Interest on investments (6,483.27) 6,483.27
3495 3495-888 Interest on investments (55,699.64) 55,699.64
3496 3496-888 Interest on investments (17,171.82) 17,171.82
3497 3497-888 Interest on investments (278,093.39) 278,093.39
3498 3498-888 Interest on investments (61,666.57) 61,666.57
3530 3530-888 CDBG Special assessments (70,236.63) 70,236.63
3530 3530-888 Interest on assessments (294,733.00) 294,733.00
3530 3530-888 Interest earned-other than inv (22.25) 22.25
3530 3530-888 Interest on assessments (57,233.27) 57,233.27
3530 3530-888 Interest on investments (42,999.53) 42,999.53
3541 3541-888 Interest on investments (42,079.08) 42,079.08
3542 3542-888 Interest on investments (5,753.72) 5,753.72
3543 3543-888 Interest on investments (72,158.30) 72,158.30
3545 3545-888 Interest on investments (2,749.54) 2,749.54
3546 3546-888 Interest on investments (55,615.43) 55,615.43
3548 3548-888 Interest on investments (191,998.94) 191,998.94
Fund ACCT-UNIT ACCOUNT DESC Amount Positive Value
3549 3549-888 Interest on investments (136,236.25) 136,236.25
3550 3550-888 Interest on investments (9,655.72) 9,655.72
3551 3551-888 Interest on investments (1,134,161.93) 1,134,161.93
3552 3552-888 Interest on investments (346,378.50) 346,378.50
3553 3553-888 Interest on investments (252,677.60) 252,677.60
3554 3554-888 Interest on investments (338,999.71) 338,999.71
3555 3555-888 Interest on investments (25,852.58) 25,852.58
3600 3600-888 Interest on investments (22.00) 22.00
3701 3701-888 Interest on investments (20,943.09) 20,943.09
3702 3702-888 Interest on investments (66,477.15) 66,477.15
4080 4080-888 Contrib. from Federal Govt (532,777.22) 532,777.22
4080 4080-888 Interest on investments (60,790.82) 60,790.82
4089 4089-888 Interest on investments (5,295.70) 5,295.70
4091 4091-888 Interest on investments (7,350.90) 7,350.90
4092 4092-888 Interest on investments (6,342.78) 6,342.78
4093 4093-888 Interest on investments (23,413.21) 23,413.21
4094 4094-888 Interest on investments (6,980.45) 6,980.45
4095 4095-888 Interest on investments (458,423.80) 458,423.80
4096 4096-888 Interest on investments (83,102.53) 83,102.53
4097 4097-888 Interest on investments (19,227.28) 19,227.28
4248 4248-888 Interest on investments (21,634.61) 21,634.61
4249 4249-888 Interest on investments (114,682.07) 114,682.07
4251 4251-888 Interest on investments (3,712.00) 3,712.00
4252 4252-888 Interest on investments (261,399.60) 261,399.60
4253 4253-888 Interest on investments (11,704.46) 11,704.46
4254 4254-888 Interest on investments (302,363.59) 302,363.59
4255 4255-888 Interest on investments (45,905.19) 45,905.19
4256 4256-888 Interest on investments 123.89 123.89
4479 4479-888 Interest on investments (5,991.43) 5,991.43
4480 4480-888 Interest on investments (54,531.98) 54,531.98
4481 4481-888 Interest on investments (39,570.16) 39,570.16
4482 4482-888 Interest on investments (72,503.76) 72,503.76
4510 4510-888 FEMA (513,796.51) 513,796.51
4510 4510-888 Interest on investments (460,223.04) 460,223.04
4530 4530-888 Interest on investments (124,430.14) 124,430.14
4531 4531-888 Interest on investments (156,963.58) 156,963.58
4540 4540-888 Interest on investments (185,196.56) 185,196.56
4551 4551-888 Interest on investments (3,427.83) 3,427.83
4557 4557-888 Interest on investments (3,883.06) 3,883.06
4558 4558-888 Interest on investments (3,281.68) 3,281.68
4559 4559-888 Interest on investments (41,260.23) 41,260.23
4560 4560-888 Interest on investments (16,617.75) 16,617.75
4561 4561-888 Interest on investments (19,018.84) 19,018.84
4621 4621-888 Interest on investments (72,997.82) 72,997.82
4631 4631-888 Interest on investments (702.80) 702.80
4632 4632-888 Interest on investments (32,513.90) 32,513.90
DATE: November 8, 2019
TO: Peter Zanoni, City Manager
FROM: Al Raymond, Director of Development Services
AlRaymond@cctexas.com
(361) 826-3575
CAPTION:
Ordinance amending Corpus Christi Code of Ordinances to add Section 49-15 authorizing
execution of easement encroachment licenses as an administrative remedy.
SUMMARY:
The purpose of this ordinance is to add Sec 49-15, to allow Development Services to
administratively process encroachments on easements. The current process outlined under Sec
49-13 of the City Code of Ordinances is an inefficient and cumbersome process that
administratively burdens City staff’s time and extends the developers timeline for permit
approvals. By adding an easement encroachment license amendment to the city code,
encroachments could be handled as an administrative procedure more adaptive to the
applicant’s time sensitive needs.
BACKGROUND AND FINDINGS:
The Corpus Christi City Code of Ordinances Article I. Sec 49-13 states that prior to closing an
easement or portion thereof, the City would present the request to City Council for their approval
regardless of the amount of the encroachment. This process is very time consuming. In many
of the prior cases dealing with minor encroachments, the encroachment has been less than 1/3
the total width of an existing easement. Minor encroachments are also being identified after a
structure has inadvertently encroached on the easement and during the final inspections or land
surveys that are performed for the sale of a property.
There have been six partial easement closure requests in the last twelve months. Easement
encroachments occur due to no requirement to provide a form survey for City approval prior to
the placement of a structure, City staff and Contractor error on site plan review, and
inaccuracies in field measurement of string lines and improperly placed property pins. The
Easement Encroachment License Amendment
AGENDA MEMORANDUM
First Reading Ordinance for January 21, 2019
Second Reading Ordinance for January 28, 2019
Department’s internal plan review processes were recently modified to eliminate staff errors, but
the absence of form surveys and inaccuracies in string line and property pins remain a
challenge. Staff initiated discussions with building stakeholder groups regarding a requirement
for form surveys, but no agreement has been reached. The City’s Municipal Code of Ordinances
authorizes financial penalties for violations of the City’s Technical Construction Codes, to
include easement encroachments. Staff does not believe this remedy will lead to a meaningful
reduction in the number of encroachments and financial penalties will not resolve the underlying
encroachment issue.
Development Services Department has a review process in place to ensure that any existing
utilities located in the encroached upon area are not affected. All utility companies will still be
notified of the encroachment to prevent conflicts. If there is a conflict with utilities the applicant
must use the easement closure process outlined in Sec 49-13 of the City Code. The proposed
application fee for the easement encroachment license is $530.00. This application fee rate is
the amount required under Sec 49-13 of the city code for easement closures.
City Code sec 49-13 requires all easement closures to go to council for approval. This new
section of the city code will allow encroachments to be granted by administrative action by
Development Services provided there are no objections from franchise or public utilities.
ALTERNATIVES:
Denial of the proposed amendment and continue the current practice of presenting all easement
encroachments to City Council for approval. If the proposed amendment is denied, the action
would negatively affect efforts to improve customer service by Development Services
Department and the timely processing of these types of requests from the community.
FISCAL IMPACT:
There are no new fees or other financial impacts associated with this item. The fees associated
with this item are covered in section 49-13 of the City Code of Ordinances and will consist of a
$530 application fee for easement encroachment licenses upon approval of this ordinance.
RECOMMENDATION:
Staff recommends approval of the amendment to the Corpus Christi Code of Ordinance to add
Section 49-15 authorizing execution of easement encroachment licenses. By authorizing an
easement encroachment license amendment to the City Code of Ordinances and allowing
encroachments to be handled as an administrative procedure, the process will become more
adaptive to the applicant’s time sensitive needs and less burdensome on City Staff.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Sample agreement
PowerPoint Presentation
Ordinance amending Corpus Christi Code of Ordinances to add Section 49-15
authorizing execution of easement encroachment licenses as an administrative
remedy
WHEREAS, under current regulations, the remedy for property owners whom
accidently encroach on City easements is to remove the encroachment or request the
City to abandon the easement, or portion thereof;
WHEREAS, easement encroachment license provides an alternative
administrative remedy which can be a more equitable and efficient resolution of
encroachment on City easements; and
WHEREAS, an easement encroachment license that is terminable at any time by
the City does not constitute an alienation or lease of City property pursuant to Corpus
Christi City Charter Article IX.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS
CHRISTI, TEXAS:
SECTION 1. The Corpus Christi Code of Ordinances, Chapter 49 is amended by adding
the following language as delineated below:
Sec. 49-15. – Easement Encroachment License.
(a) Any person that has erected, constructed or maintains an encroachment
structure on a City easement may obtain an easement encroachment license
therefor. An easement encroachment license may be obtained by filing a written
application with the department of development services. The application shall
state the name and address of the owner of the adjacent real property benefited
by the encroachment and shall be accompanied by a legal description of the
adjacent real property benefited by the encroachment, a one-sheet plot plan
illustrating the encroaching structure and a written justification as to the need for
the encroachment.
(b) Each applicant for an encroachment license shall, at the time of filing the
application, pay a nonrefundable application fee of $530.
(c) Easement Encroachment License may be granted by the City Manager or
designee where with the following criteria apply:
(1) the encroachment will not be detrimental to the health, safety or welfare
of the community or the surrounding property;
(2) the encroachment will not interfere with access to any public place;
(3) the encroachment does not require the relocation of public or franchise
utilities and said utilities have no objections to the encroachment;
(4) all erected structures or improvements are in compliance with Unified
Development Code and building code standards; and
(5) the encroachment is less than 1/3 of the total width of the easement.
(d) If the City Manager or designee finds that the encroachment meets the criteria
in subsection c, they shall approve the application. If the proposed encroachment
does not meet each of the criteria set out in subsection c, the City Manager or
designee shall deny the license, giving their reasons in writing.
(e) Requests for an Easement Encroachment License that do not meet the criteria
of subsection c may be granted by City Council.
(f) If at any time it is determined by the City Manager or designee that the
encroachment structure has become detrimental to the health, safety or welfare of
the community or the surrounding property, interferes with access to any public
place, or if a public works project or development requires removal of the
encroachment, the encroachment license granted hereunder shall be revoked by
the City Manager or designee upon providing the licensee thirty days’ notice
thereof.
(g) Encroachment licenses shall run with the Property and be recorded in the real
property records of Nueces County, Texas.
(h) No encroachment licensed under this ordinance is intended to grant any
permanent right or title to all or any portion of an easement, or other City property
and does not constitute alienation of the City’s property right.
SECTION 2. If for any reason any section, paragraph, subdivision, sentence, clause,
phrase, word, or provision of this Ordinance shall be held to be invalid or unconstitutional
by final judgment of a court of competent jurisdiction, such judgment shall not affect any
other section, paragraph, subdivision, sentence, clause, phrase, word, or provision of this
Ordinance, for it is the definite intent of this City Council that every section, paragraph,
subdivision, sentence, clause, phrase, word, or provision of this Ordinance be given full
force and effect for its purpose. The City Council hereby declares that it would have
passed this Ordinance, and each section, paragraph, subdivision, sentence, clause,
phrase, word, or provision thereof, irrespective of the fact that any one or more sections,
paragraphs, subdivisions, sentences, clauses, phrases, words, or provisions be declared
invalid or unconstitutional.
SECTION 3. Publication shall be made in the City's official publication as required by the
City's Charter.
SECTION 4. This ordinance is effective immediately upon final passage.
That the foregoing ordinance was read for the first time and passed to its
second reading on this the _____ day of ___________, 2020, by the following
vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ___ ___________
Rudy Garza ________________ Everett Roy ________ ______
Paulette M. Guajardo ________________ Greg Smith _______ _______
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally
on this the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter ____ _________
Roland Barrera ________________ Ben Molina ______ _______
Rudy Garza ________________ Everett Roy _ ____________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
___________________ _____ ________________
Rebecca Huerta Joe McComb
City Secretary Mayor
Page 1 of 8
ENCROACHMENT LICENSE AGREEMENT
This Encroachment License Agreement (“Agreement”) is entered into this
day of______________, 20 , by and between City of Corpus Christi
(“Licensor”) and_______________________(“Licensee”) and, together with
Licensor, the “Parties”).
WHEREAS, Licensor is the owner of a
[water/sewer/utility/drainage] easement as described on Exhibit A attached hereto
(collectively, the “Easement”); and
WHEREAS, Licensee is the fee owner of real property encumbered by the
Easement (the “Property”) which Property is more particularly depicted on Exhibit
B attached hereto; and
WHEREAS, Licensee proposes to encroach upon Licensor’s Easement for
the benefit of Licensee’s Property by locating certain improvements thereon, the
area, nature and purpose of the encroachment (“Encroachment”) being more fully
described on Exhibit C attached hereto (the area of the Encroachment being
referred to as the “Encroachment Area”); and
WHEREAS, Licensor generally prohibits encroachments into Licensor’s
easements, but recognizes extenuating circumstances occasionally make such an
encroachment appropriate; and
WHEREAS, Licensor has, in this case, determined to consent to the
Encroachment upon the terms and conditions contained herein.
NOW, THEREFORE, in consideration of the terms and conditions
hereinafter set forth, the Parties agree as follows:
1.Consent to Encroachment. Licensor hereby consents to the
Encroachment as fully described on Exhibit C. Any and all rights granted to
Licensee under this Agreement shall be exercised at Licensee’s sole cost, risk and
expense, and shall be subject to the dominant and continuing right of Licensor to
use any and all of the Encroachment Area for Licensor’s purposes; and shall
further be subject to all prior deeds, easements, dedications, conditions,
franchises, covenants, restrictions, encroachments and claims of title of record that
may affect the Encroachment Area. Nothing contained in this Agreement shall be
deemed to grant, convey, create or vest in Licensee any real property interest in
the land; including, but not limited to, any fee, leasehold interest, easement,
servitude or irrevocable license.
2.Use of Encroachment Area. Licensee agrees that it will utilize the
Encroachment Area solely for the Encroachment purposes described on Exhibit
C, and for no other purpose.
Page 2 of 8
3.No Interference. All costs associated with modification, removal or
damage to Licensee’s Encroachment by the Licensor related to Licensor’s use of
the Easement (and all incremental costs initially incurred by Licensor in attempting
to avoid the modification, removal or damage to Licensee’s Encroachment) shall
be solely the responsibility of Licensee. Licensee, in the performance and exercise
of its rights under this Agreement, shall not damage or interfere in any way with
the use, operation, maintenance, repair, or replacement of any facility that is
owned, operated and maintained by Licensor or its assignees within the Easement.
Should Licensee’s Encroachment cause Licensor’s use of the Easement and
related facilities to be more costly, or to be interfered with or damaged, Licensee
shall, within thirty (30) days of billing, pay all costs and expenses associated with
Licensor’s more costly use or with Licensor’s repair of any damage to Licensor’s
facilities or removal of any interference. Under any and all circumstances, all work
that is necessary to repair any damage to or remove any interference with the
Licensor’s facilities shall be at Licensee’s sole cost and expense. Licensor, in
emergency situations, may, at Licensee’s sole cost and expense, repair any and
all damage to and remove any and all interference with the Licensor’s facilities
without prior notice to Licensee. In using its Easement, Licensor agrees to make a
reasonable effort to avoid damage to Licensee’s Encroachment, but Licensor shall
not be liable for any damage to the Encroachment. In the event Licensor incurs
additional costs as a result of any efforts to avoid damage to Licensee’s
Encroachment, Licensee shall within thirty (30) days of billing, pay all costs and
expenses associated with such efforts.
4.Compliance with Laws. Licensee shall comply with all federal, state
and local laws in the exercise and performance of its rights and obligations under
this Encroachment Agreement.
5.Encroachment Ordinance or Policy. This Encroachment Agreement
is subject to the reasonable terms and conditions of any encroachment ordinance
or policy as it may now exist or may subsequently be amended by the Licensor at
its sole discretion and without notice.
6.Indemnification. Licensee hereby agrees to indemnify,
defend, protect and hold harmless Licensor, its officers and
employees, from and against any and all claims, damages, losses,
liabilities, fines, penalties, of whatsoever kind or nature,
including, but not limited to reasonable attorneys’ fees that are
incurred by Licensor and that arise in connection with Licensee’s
activities that are undertaken, authorized or obligated pursuant to
this Agreement. Such liability shall specifically, without limitation,
extend to claims of third parties arising from the presence of the
Licensee’s Encroachment
Page 3 of 8
7.Limitation on Licensor’s Liability. Licensor shall have no liability to
Licensee or third persons related to Licensee’s Encroachment, including, but not
limited to, damages to the Licensee’s improvements resulting from Licensor’s
dominant use of the Encroachment Area or from the repair of Licensor facilities or
the installation of any additional facilities in the future within the Easement.
8. Termination. Licensor may terminate this Agreement at any time
upon providing the licensee thirty days’ notice thereof. Notice of termination will be
recorded in the real property records of Nueces County, Texas.
9.Covenant Running with the Land. This Agreement shall run with the
Property and be recorded in the real property records of (Name of) County, Texas.
The Owner and the City acknowledge and agree that this Agreement is binding
upon the City and the Owner and their respective successors, executors, heirs,
and assigns, as applicable, for the term of this Agreement and constitutes a
covenant running with the land.
10.Integrated Agreement. This Agreement contains the entire
understanding between the Parties hereto with respect to the subject matter
hereof. There are no representations, agreements or understandings (whether oral
or written) between or among the Parties relating to the subject matter of this
Agreement which are not fully expressed herein.
IN WITNESS WHEREOF, and in order to bind themselves legally to the terms and
conditions of this Agreement, duly authorized representatives of the Parties have
executed this Agreement as of the date first set forth above.
Entered into this day of _ , 2020.
Licensor:
City of Corpus Christi
ATTEST:
By: By:
__________________ __________________
City Secretary City Manager or
designee
Page 4 of 8
STATE OF TEXAS §
COUNTY OF NUECES §
This instrument was acknowledged before me on this ____ day
of _____________________, 2020, by __________________, 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 _____________________, 2020, by __________________, City Manager,
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:
date
Assistant City Attorney
for the City Attorney
Licensee:
____________________________________
Signature
___________________
Page 5 of 8
Print name
STATE OF TEXAS §
COUNTY OF ________________ §
day of This instrument was acknowledged before me on the
___________, 2020, by___________________, Licensee.
____________________________________
Notary Public, State of Texas
Page 6 of 8
EXHIBIT A
(Description of Easement)
Page 7 of 8
EXHIBIT B
(Description of Property)
Page 8 of 8
EXHIBIT C
(Description of Encroachment)
City Council Presentation
January 21, 2020
Addition of Article I, Sec 49-15 to Code
of Ordinances
Easement Encroachment License
Sec. 49-15. – Easement Encroachment License.
Purpose:
- Provide an administrative alternative to easement closures
- Reduce processing time by providing staff a mechanism to resolve these types of issues if
they meet the criteria established with the addition of this section
- Criteria:
(1) the encroachment will not be detrimental to the health, safety or welfare of the community or surrounding property;
(2) the encroachment will not interfere with access to any public place;
(3) the encroachment does not require the relocation of public or franchise utilities and utilities have no objections;
(4) all erected structures or improvements comply with the UDC and building code standards; and
(5) the encroachment is less than 1/3 of the total width of the easement.
Easement License Agreement Terms
Sec. 49-15. – Easement Encroachment License.
- Requires an encroachment license agreement
- Use encroachment area only for a stated purpose
- City has no liability related to the encroachment
- Agreement runs with the property and recorded in real property records
- City has the right to terminate with 30 days’ notice
- Licensee shall not damage the easement area and will be responsible for any costs to
any facilities within the easement
Staff Recommendation
Approval
AGENDA MEMORANDUM
First Reading for the City Council Meeting of January 21, 2020
Second Reading for the City Council Meeting of January 28, 2020
DATE: December 16, 2019
TO: Peter Zanoni, City Manager
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Albert Quintanilla, P. E., Director of Street Operations
Albertq@cctexas.com
(361) 826-1957
Kim Baker, Director of Contracts and Procurement
kimb2@cctexas.com
(361) 826-3169
CAPTION:
Ordinance awarding a construction contract to R.S. Parker Construction, LLC for
reconstruction of Newport Pass Road and Zahn Road with new concrete pavement in the
amount of $1,337,185.02, located in Council District 4, effective upon issuance of notice
to proceed, funding is available from Street Bond 2014, Proposition 2 and Water Utility
Capital Program funds; and the FY 2020 Capital Budget is amended to add this project.
SUMMARY:
This motion approves a construction contract with R.S. Parker Construction, LLC in the
amount of $1,337,185.02 for reconstruction of Newport Pass Road from SH-361 to the
beach and Zahn Road from the brick pavers to the beach with a water line extension
included on Zahn Road.
BACKGROUND AND FINDINGS:
Newport Pass Road and Zahn Road are existing 2-lane beach access roads with roadside
ditches located northeast of Park Road 22 along State Highway 361. In addition to normal
Construction Contract Award
North Padre Island Beach Access Roads – Newport Pass Road and Zahn
Road
(Bond 2018 Proposition 1 & 2)
roadway distresses, beach access roads experience erosion damage from high tides f or
the sections nearest to the beach. Newport Pass Road also received damage from
Hurricane Harvey that required temporary improvements to restore safe travel, for which
reimbursement has been requested from FEMA.
Improvements to both beach access roads are proposed under the Bond 2014
Proposition 2 Beach Access Road Project under Bond language description as follows:
“This project includes reconstruction of Beach Access Roads on North
Padre Island, including Beach Access Road 3A, and consideration wi ll be
given to other beach access roads for which the City has the responsibility
of maintaining as funding allows.”
Improvement to both Beach Access Road 3a and 2 projects are complete. Based on the
current bids, sufficient funds are available to complete the scope of work for Newport
Pass and Zahn Roads, both of which fall under the Bond 2014 project description.
Listed below are the proposed improvements to the Beach Access Roads:
Newport Pass Road – Restoration and full depth repairs for the entire length from
State Highway 361 to the beach
Zahn Road – Full reconstruction of the last approximate 800 LF of roadway
nearest to the beach. The remaining section (approximately 2500 LF) will be
programmed into the City’s Street Preventative Maintenance Program (SPMP) for
future surface treatment.
Construction will be planned to avoid spring break and peak summer periods.
PROJECT TIMELINE:
O N D J F M A M J J A S O N D J F M A M J J A S
'18 20202019
Design ConstructionBid/Award
Project schedule reflects City Council award in January 2020 with anticipated completion
in September 2020.
COMPETITIVE SOLICITATION PROCESS
On November 8, 2019 the City received six bids. The project was bid for Base Bid (Zahn
Road), Additive Alternative 1 (Newport Pass Road) and Additive Alternate 2
(stamped/stained concrete in existing paver area). Bidders were informed that bid
comparisons would be based on Base Bid plus Additive Alternate 1 .
The City analyzed the bids in accordance with the contract documents and determined
R.S. Parker Construction is the lowest responsive and responsible bidder. A summary of
the bids is provided below.
BID SUMMARY
CONTRACTOR BASE BID
(ZAHN ROAD)
ADD ALT #1
(NEWPORT PASS)
ADD ALT #2
(stamped/stained
concrete)
R.S. Parker
Construction $545,295.00 $791,890.02 $152,145.00
JE Construction
Services $593,663.00 $746,394.70 $82,939.00
Bay Ltd. $644,530.00 $924,445.00 $28,810.00
Mako Contracting $792,677.85 $1,080,484.40 $223,727.50
Diamond X
Contracting $777,502.50 $1,145,146.00 $271,100.00
Clark Pipeline
Services $1,126,560.75 $1,319,533.41 $52,644.20
Engineer’s opinion
of probable
construction cost
$542,833.75 $736,607.00 $42,250.00
ALTERNATIVES:
The alternative is not to award the construction contract to the low-bidder, R.S. Parker
Construction, LLC. Another alternative is to cancel the project. Either alternative would
delay the project and conflict with City Council’s goal to expedite street projects.
FISCAL IMPACT:
The item proposes to award a construction contract to R.S. Parker Construction in the
amount of $1,337,185.02 for the construction phase of the North Padre Island Beach
Access Roads – Newport Pass Road and Zahn Road project. Project funds are available
in Street Bond 2014, Proposition 2 and Water Utility Capital Improvement Program funds.
The project is located in City Council District 4 and the contract is effective upon issuance
of notice to proceed. The attached Ordinance will amend the FY 2020 Capital
Improvement Program budget to add this project.
Funding Detail:
Fund: Street Bond 2015 General Obligation Bond 14 (Fund 3551)
Mission Elem: Street Pavement Maintenance (ME 051)
Project No.: North Padre Island Beach Access Newport Pass Road (Proj H17013)
Account: Construction (Account #550910)
Activity: H17013-01-3551-EXP
Amount: $1,322,536.15
Fund: Water 2012A Revenue Bond (Fund 4089)
Mission Elem: Distribute Water (ME 041)
Project No.: North Padre Island Beach Access Newport Pass Road (Proj H17013)
Account: Construction (Account #550910)
Activity: H17013-01-4089-EXP
Amount: $14,648.87
RECOMMENDATION:
Staff recommends awarding the construction contract for the reconstruction of North
Padre Island Beach Access Roads – Newport Pass Road and Zahn Road to R.S. Parker
Construction in the amount of $1,337,185.02. The construction duration is planned for
25 months from issuance of the Notice to Proceed to begin construction in January 2020
to February 2022.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Location Map
Bid Tab
Ordinance awarding a construction contract to R.S. Parker
Construction, LLC for reconstruction of Newport Pass Road and Zahn
Road with new concrete pavement in the amount of $1,337,185.02,
located in Council District 4, effective upon issuance of notice to
proceed, funding is available from Street Bond 2014, Proposition 2 and
Water Utility Capital Program Funds; and the FY 2020 Capital Budget
is amended to add this project.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The FY 2020 Capital Budget adopted by Ordinance No. 031870 is
amended to add Project H17013 North Padre Island Beach Access Road – Newport
Pass and Zahn Road (Bond 2014).
SECTION 2. The City Manager or designee is authorized to award a construction
contract for reconstruction of Newport Pass Road and Zahn Road with new concrete
pavement in the amount of $1,337,185.02.
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 20 20.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
N
North Padre Island Beach Access Roads
Newport Pass and Zahn Road
(Bond 2014, Proposition 2)
Project Number: H17013LOCATION MAP
NOT TO SCALE
PROJECT LOCATION
NEWPORT PASS RD
PROJECT LOCATION
ZAHN RD
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
North Padre Island Beach Access Roads
Newport Pass and Zahn Road
(Bond 2014, Proposition 2)
VICINITY MAP
NOT TO SCALE Project Number: H17013361Packer
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Park Rd 22Gulf of Mexico
Project Location
Project Location
Project No: 19046A 1 SW
Legistar No.: 19-1375 Rev. 2 – 12-18-2019
AGENDA MEMORANDUM
First Reading Item for the City Council Meeting of January 21, 2019
Second Reading Item for the City Council Meeting of January 28, 2019
DATE: December 18, 2019
TO: Peter Zanoni, City Manager
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Jermel Stevenson, Director of Parks and Recreation
jermels@cctexas.com
(361) 826-3042
Kim Baker, Director of Contracts and Procurement
kimb2@cctexas.com
(361) 826-3169
CAPTION:
Ordinance awarding a contract to HDR Engineering, Inc., for design, bid, and construction phase
services for Packery Channel Dredging and Beach Nourishment in the amount of $ 392,736, located
in Council District 4, effective upon issuance of notice to proceed, with funding available from Tax
Increment Reinvestment Zone (TIRZ) No. 2 and State Hotel Occupancy Tax Reserve Funds upon
approval of this ordinance to amend the budget.
SUMMARY:
This contract provides for the design, bid, and construction phase services for dredging of Packery
Channel and nourishment of the adjacent Gulf Beaches.
BACKGROUND AND FINDINGS:
Packery Channel and adjacent Gulf Beaches are popular recreational destinations for our citizens
and tourists visiting Corpus Christi. The channel and beaches are monitored through the City’s
Packery Channel Monitoring Program (PCMP) (contract with the Conrad Blucher Institute for
Surveying and Science at Texas A&M University-Corpus Christi), which provides an assessment of
channel shoaling and beach erosion. PCMP documents indicate when criteria are met for channel
maintenance dredging and cyclic beach nourishment in order to maintain channel navigability and
public recreational beach access.
Based on the latest analysis (July 2019 survey), navigation was unrestricted along the channel
centerline from HW Y 361 to the channel mouth. However, areas of shoaling are encroaching on the
centerline pathway. Shoals are continuing to increase in size and volume resulting in depth-limited
channel segments, narrowing the width of the navigable channel. The continued increase in shoal
Professional Services Contract Award
Packery Channel Dredging and Beach Nourishment
Project No: 19046A 2 SW
Legistar No.: 19-1375 Rev. 2 – 12-18-2019
elevation resulted in the placement of submerged hazard buoys during 2019. The volume of sand
in the channel is nearing the volume documented prior to the 2012 maintenance dredge of Packery
Channel.
For Gulf Beaches near Packery Channel, a minimum width of 150 feet must be maintained to allow
vehicles on the beach (City Ordinance 028494). When the width is at or less than 150 feet, bollards
are placed on the beach to prevent vehicles from accessing narrow areas, as a safety measure for
people enjoying beach recreational activities. Based on the persistence of shoals and trends in the
increase in sand volume in the channel, the channel should be dredged within the next year to
prevent navigation limitations and to provide a source of sand to nourish and restore the beach width
(200 ft) along the narrow beach fronting the North Padre Island Seawall. Based on trends in beach
erosion and channel shoaling, there is insufficient sand available in the channel to meet the
nourishment needs of the beach in the project area. Additional sources of sand will likely be required
to restore the beach to the design width along the original project reach from Viento del Mar to
Access Road 3A.
This contract provides design, bid, and construction phase services for dredging of Packery Channel
and nourishment of adjacent Gulf Beaches. It will also provide permitting support to amend the
existing Beach Maintenance Permit to allow additional methodologies and/or sand sources for
nourishment of the beaches. The scope of services is summarized below:
Review dredge material analysis results to determine if material is suitable for placement as
beach nourishment.
Determine the channel locations in need of maintenance dredging, and the associated volumes
Perform regulatory review of U.S. Army Corps of Engineers (USACE) permit requirements, Texas
General Land Office rules and policy, and Texas Commission of Environmental Quality (TCEQ)
dredging and water quality requirements
Apply for an amendment to the City’s Beach Maintenance Permit through the USACE
If warranted, apply for an Extension of Time for the City’s Beach Maintenance Permit
Prepare detailed construction documents
Bid and construction phase technical support
Prepare and submit final As-Built drawings to the City
PROJECT TIMELINE:
J F M A M J J A S O N D J F M A M J J A
2020 2021
ConstructionDesignBid/Award
This contract will result in design work beginning in January 2020. Construction is anticipated to
start in February 2021, with completion estimated for August 2021.
COMPETITIVE SOLICITATION PROCESS:
HDR Engineering, Inc., was selected for design of Packery Channel Dredging and Beach
Nourishment project in April 2018 under RFQ 2018-01. This project was one of three selections that
Project No: 19046A 3 SW
Legistar No.: 19-1375 Rev. 2 – 12-18-2019
were announced under the Packery Channel Category of the RFQ. Five firms submitted under the
Packery Channel Category and two firms were selected. HDR Engineering, Inc., was one of the
highest ranked firms in the Packery Channel Category and the Packery Channel Dredging project
was their first highest stated preference.
The selection committee, with representatives from Engineering Services, ranked HDR Engineering,
Inc., qualifications based on five factors: 1) experience of the firm, 2) experience of the key personnel
with specific experience in coastal engineering and dredging engineering, 3) project approach and
management plan, 4) capacity to meet the project requirements and timelines, and 5) past
performance.
ALTERNATIVES:
Not awarding the contract will delay the dredging of Packery Channel and nourishment of the
adjacent Gulf Beaches, which could result in navigation limitations in the channel and further
expansion of the beach areas where motor vehicle access is prohibited.
FISCAL IMPACT:
This project includes design, bid, and construction phase services for Packery Channel Dredging
and Beach Nourishment project with HDR Engineering, Inc. in the amount of $ 392,736, located in
City Council District 4, with funding available from Tax Increment Reinvestment Zone (TIRZ) No. 2.
This project is part of the FY 19 – 20 TIRZ #2 Project and Financing Plan budget, has been
recommended by the Island Strategic Action Committee, the North Padre Island Development
Corporation, and the TIRZ #2 Board of Directors.
FUNDING DETAIL:
Fund: Packery Channel Project Tax Increment Financing #2 Fund (Fund 3278)
Mission Elem: Infrastructure (#717)
Project No.: Packery Channel Dredging and Beach Nourishment (#20106A)
Account: Outside Consultants (550950)
Activity: 20106-A-3278-EXP
Fund: State Hotel Occupancy Tax Beach Fund (Fund 1032)
Mission Elem: Manage and Maintain Park and Rec Facilities (#141)
Project No.: Packery Channel Dredging and Beach Nourishment (#20106A)
Account: Professional Services (530000)
Activity: 20106-A-1032-EXP
RECOMMENDATION:
Staff recommends award of a contract to HDR Engineering, Inc., in the amount of $392,736 for the
design, bid, construction, and permitting phase services for Packery Channel Dredging and Beach
Nourishment. The design phase will start in January 2020 with completion planned in September
2020. Construction is planned to start February of 2021 with anticipation completion August 2021.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Location and Vicinity Maps
Contract
Ordinance awarding a contract to HDR Engineering, Inc., for design, bid, and
construction phase services for Packery Channel Dredging and Beach
Nourishment in the amount of $392,736, located in council district 4, effective
upon issuance of notice to proceed, with funding available from Tax
Increment Reinvestment Zone (TIRZ) No. 2 and State Hotel Occupancy Tax
Reserve Funds upon approval of this ordinance to amend the budget.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI,
TEXAS:
SECTION 1. The FY 2020 Operational Budget adopted by Ordinance No. 031870 is
amended to appropriate $92,736 from Fund 1032 State Hotel Occupancy Tax Beach
Fund unappropriated reserves.
SECTION 2. The FY 2020 Operational Budget adopted by Ordinance No. 031870 is
amended to increase expenditures by $92,736.
SECTION 3. The City Manager or designee is authorized to award a contract for design,
bid, and construction phase services with HDR Engineering, Inc. in the amount of
$392,736 for the Packery Channel Dredging and Beach Nourishment Project.
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 20 20, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
37
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CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
PACKERY CHANNEL DREDGING
AND
BEACH NOURISHMENT
LOCATION MAP
NOT TO SCALE PROJECT NUMBER: # 20106A
PROJECT LOCATION
LOCATION MAP N.T.S.
PROJECT LOCATION
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CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
PACKERY CHANNEL DREDGING
AND
BEACH NOURISHMENT
VICINITY MAP
NOT TO SCALE
Project Number: 20106A
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VIENTO DEL MAR
NORTH PADRE ISLAND SEAWALL
BEACH NOURISHMENT AREA
(DREDGE MATERIAL)
PLACEMENT AREA
PACKERY CHANNEL
DREDGING AREA
Contract for Professional Services
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SERVICE AGREEMENT NO. 2651
CONTRACT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 19046A - Packery Channel Dredging
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 HDR Engineering, Inc., 555 N. Carancahua, Suite 1600, 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 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
Contract for Professional Services
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ARTICLE I – SCOPE OF SERVICES
1.1 City and Consultant agree that the services provided are properly described in the Scope of Services, which
is 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 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 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.
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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.
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 $392,736.
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 in compliance with the Texas Prompt Payment Act.
Contract for Professional Services
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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.
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 BY ANYONE 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).
4.2 This service shall be for a period of ____ years beginning on the Effective Date. The Agreement may be
renewed for up to _____ one-year renewal options upon mutual agreement of the parties to be evidenced in writing
Contract for Professional Services
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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 Contracts and Procurement Department. 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 best judgment 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
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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.
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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.
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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
this Agreement.
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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.
12.2.2.1 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.
12.2.2.2 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.
12.2.2.3 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.
12.2.2.4 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 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently agree
otherwise in writing.
12.6 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.
Contract for Professional Services
Page 10 of 12
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.
Contract for Professional Services
Page 12 of 12
Fund Name Acct Unit Acct No. Activity No. Amount
Packery Ch TIF#2 3278-717 550950 19046-A-3278-EXP $312,569.00
State HOT Fund 1032-13836-141 530000 19046-A-1032-EXP $80,167.00
Total $392,736.00
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
September 21, 2018 MCN 10037592
July 1, 2019 (Rev1)
September 20, 2019 (Rev 2)
September 23, 2019 (Rev 3)
Mr. Jeff Edmonds, P.E.
Director, Capital Programs
City of Corpus Christi
P.O. Box 9277
Corpus Christi, TX 78469-9277
RE: PROPOSAL FOR PROFESSIONAL SERVICES FOR PACKERY CHANNEL
DREDGING AND BEACH NOURISHMENT (19046A)
Dear Mr. Edmonds:
Thank you for inviting HDR to submit this proposal for professional engineering and regulatory
services. Based on our recent correspondence, the City is requesting design, permitting,
bidding, and construction-phase services for maintenance dredging at Packery Channel. The
dredged material is planned to be placed as beach nourishment along the Padre Island
seawall and in the vicinity of Whitecap Boulevard. Having a local team of coastal engineers
and regulatory specialists on staff, several of whom helped complete the previous Packery
Channel dredging and beach nourishment project for the City, we are well qualified to help. A
detailed outline of HDR’s proposed services is provided below.
SCOPE OF SERVICES
HDR’s proposed services for this project consist of the following tasks:
Task 1: 30% Preliminary Design
HDR will participate in a kickoff meeting with City staff to review project scope, objectives, and
timeline. The meeting will be held at the City’s office. Following the kickoff meeting, HDR will
perform a site visit to observe general conditions at the planned beach nourishment project
area, anticipated staging area(s), and dredging pipeline route. Results of the site visit will be
documented in a site visit report with photographs. HDR will then perform preliminary design
consisting of the following items:
-Review readily-available aerial photography, as well as beach and channel
monitoring data provided by the City, to develop a general site characterization for
the project.
-Review results of sieve and chemical analyses from sediment core samples taken
from Packery Channel. The sampling, testing, chemical data interpretation, and
associated reporting will be performed by a third-party consultant who is directly
under contract with the City. Once these data have been provided to HDR, HDR
will assess the sieve analyses and chemical test results to determine if the material
EXHIBIT A
Page 1 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
planned to be dredged from the channel is suitable for placement as beach
nourishment. If the material is not beach-quality sand, HDR will provide
conceptual-level recommendations for placement of the dredged material in other
locations (such as for habitat restoration or in an upland placement area).
- Review channel bathymetric survey data provided by the City to determine the
channel locations in need of maintenance dredging, and the associated volumes.
- Identify possible upland borrow sources that could potentially serve as alternative
or supplemental (e.g. for maintenance purposes) sources of sand for nourishing
the beach along the seawall. Up to three sources will be identified. This task will
not include topographic surveys, sediment sampling/testing, environmental
assessments, or regulatory coordination.
- Review shoreline change data provided by the City to develop beach nourishment
location and limits, planform shape, and cross sections. HDR will also coordinate
with the City regarding potential funding and design requirements associated with
project cost-sharing with the Texas General Land Office.
- Develop preliminary dredging pipeline routes and public access crossings to
minimize impacts to public use of the beach between Packery Channel and the
beach nourishment area.
- Perform regulatory review of U.S. Army Corps of Engineers (USACE) permit
requirements, Texas General Land Office rules and policy, and Texas Commission
of Environmental Quality (TCEQ) dredging and water quality requirements. Results
of review will guide design of proposed project.
- Develop a preliminary-level opinion of probable project cost for maintenance
dredging and beach nourishment.
- Results of the items described above will be summarized in a 30% Preliminary
Design Memorandum. This memorandum will be submitted in draft format for
review by the City. Once HDR has received the City’s review comments, the
memorandum will be updated and a final version will be provided to the City.
- HDR will meet with the City to review the results and recommendations presented
in the 30% Preliminary Design Memorandum, and review the goals, objectives,
and schedule for final design.
Task 2: USACE Regulatory Coordination (Time and Materials)
HDR will perform the following services related to environmental and regulatory permitting for
this project:
Task 2.1: Dredging and Beach Nourishment Permit
Under a previous contract with the City, HDR prepared a U.S. Army Corps of
Engineers (USACE) Section 10/404 permit application for this project. The permit
EXHIBIT A
Page 2 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 3
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
application is still under review by USACE. HDR will provide continued coordination
with USACE in an attempt to receive an executed permit for this project.
Task 2.2: Beach Maintenance Permit
HDR assisted the City with obtaining authorization from USACE in 2008 to conduct
beach maintenance activities along 21 miles of beach located on Mustang and North
Padre Islands. Beach maintenance was authorized under Department of Army (DA)
Individual Permit SWG-2006-00647, which had an expiration of December 31, 2014.
As part of formal Section 7 consultation with USFWS, the 2008 permit included the
following conservation measures: Attachment A – Provisions for Sea Turtle and Piping
Plover Monitoring and Attachment B – Habitat Monitoring Effort. Prior to expiration of
the IP, HDR assisted the City with amending the permit to remove the Habitat
Monitoring Effort (Attachment B) based on results from five years of monitoring and
obtaining an Extension of Time (EOT) for beach maintenance activities to occur until
December 31, 2020. Due to the regulatory process and concerns from the natural
resources agencies regarding threatened and endangered species within the project
area, approval of the previous amendment and the EOT took approximately two years.
It is HDR’s understanding that the City would like to request an EOT for the current
beach maintenance activities for another five (5) years, clarify the extent of beach
maintenance conducted by the City and biological monitoring requirements, and
amend the permit to include the redistribution of accumulated sand to eroded areas
where the beach width has been reduced, as described below.
Based on discussions with the City, maintenance activities occur within an
approximate 8-mile stretch of beach between Marker 254 and Marker 236,
Access Road 4 and Newport Access Road, and Marker 103 and Marker 62.
The remaining beach areas included in the current permit are maintained by
the County.
The City would like to amend the permit to reflect the correct beach
maintenance extents. In addition, the City would like to amend Attachment A of
the existing permit to include only yearly training courses (Item 1) of the Piping
Plover Section and remove Items 2 and 3. Because Attachment B was
removed from the existing permit during the previous amendment and EOT
dated February 13, 2015, the requirements detailed in Items 2 and 3 are no
longer applicable.
The redistribution of sand would occur along an approximate 5-mile stretch of
beach between the placement areas referred to as the “Packery Channel
Footprint” or “PA-4N” and “PA-4S” in the Environmental Impact Statement for
Packery Channel; this area extends from approximately Viento Del Mar to
Newport Pass. The proposed work includes repositioning sand that is routinely
maintained in areas above the mean tide line to areas that have been eroded.
Sand would be removed from areas located between the toe of the dune and
the mean tide line and placed below the mean tide line to nourish the beach
seaward of the existing dune and seawall. The proposed sand reposition could
result in an increased beach width of up to 300 feet.
EXHIBIT A
Page 3 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 4
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Due to the amount of time available before the existing beach maintenance permit
expires, it is HDR’s opinion that USACE would not currently grant an EOT for the
existing beach maintenance permit. However, it is HDR’s professional opinion that an
amendment of the permit to address the bulleted items listed above could be
authorized prior to expiration of the existing permit on December 31, 2020. Therefore,
HDR recommends the City submit an amendment request for the current permit
without an EOT request. Upon receipt of the amended permit, if USACE did not
include an EOT with the amended permit, the City can request an EOT to allow the
amended beach maintenance activities through December 31, 2025. If the City has not
received authorization of the amendment within 60-days of the current permit
expiration (December 31, 2020), a separate EOT request specifically requesting a 5-
year extension of the existing permit should be submitted by November 1, 2020. This
EOT will allow the City to continue their current beach maintenance activities while the
permit amendment request is pending. To develop the permit amendment and EOT
requests, HDR proposes to conduct the following services:
2.2.1 Desktop Review: The City will provide HDR with annual monitoring
reports that were compiled for sea turtles and piping plovers, and annual
summary reports that were submitted to USACE Corpus Christi
Regulatory Field Office by February 1 of each year, as required under the
special conditions outlined in DA permit SWG-2006-00647. HDR will
review these reports as well as other existing information to make a
determination on the extent of field investigation that will be required to
develop the permit amendments. A summary of the desktop review will
be provided to the City in a Desktop Review Memorandum.
2.2.2 Formal Coordination with USACE and USFWS: The previous permit
SWG-2006-00647 included development of a Biological Assessment
(BA) and a Final Biological and Conference Opinion (BCO) as part of
formal Section 7 consultations with the U.S. Fish and Wildlife Service
(USFWS). HDR anticipates an updated BA will be required for the
permit amendments due to changes in federal regulations, including the
listing of red knots (Calidris canutus) as threatened under the
Endangered Species Act of 1973, and modification of beach
maintenance activities to include the redistribution of sand alongshore.
HDR will initiate formal consultation with USACE and USFWS to clarify
the proposed beach maintenance activities and amendment of
Attachment A to include only Item 1 in the Piping Plover Section.
2.2.3 Field Investigations: Assuming site conditions have remained relatively
constant for the entire 21-mile stretch of beach to be maintained by the
City, HDR environmental staff will perform a site visit within the Packery
Channel Footprint (Viento Del Mar to Newport Pass) area to review
current site conditions. The area to be investigated depends on findings
from Tasks 2.2.1 and 2.2.2. HDR will also note items that may require
regulatory coordination and documentation as part of a BA. HDR will
walk the beach from either end of the Packery Channel Footprint area to
EXHIBIT A
Page 4 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 5
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
survey for jurisdictional areas and potential protected species habitat. A
summary of the site visit and associated recommendations for regulatory
services will be provided in a Site Visit Memorandum. A site visit for the
Packery Channel Footprint area will require two HDR environmental staff
and will be completed in one day. State coastal boundary delineation or
other surveying of the beach and vegetation line are not included.
2.2.4 Regulatory Assistance for Permit Amendments: HDR will assist the City
with obtaining authorization for permit amendments to SWG-2006-00647
to allow alongshore redistribution of sand throughout the Packery
Channel Footprint area to areas below the mean tide line, clarify the
extent of beach maintenance conducted by the City, and amend
Attachment A to remove Items 2 and 3 of the Piping Plover Section. The
following subtasks are proposed:
Joint Evaluation Meeting
HDR will schedule a joint evaluation meeting (JEM) at either the USACE
Corpus Christi Regulatory Field Office or The Texas General Land Office
Coastal Field Operations/Permit Service Center Office. Two
representatives from HDR will attend the JEM. HDR will provide hard
copies of the original and amended DA permit SWG-2006-00647, a
summary of current site conditions from subtask 2.2.3, and an aerial
photograph of the proposed Packery Channel Footprint area to aid in
project discussions at the JEM. After the JEM, HDR will provide notes to
be distributed to the JEM attendees.
Permit Amendment Request
Several activities are required to develop the permit amendment request.
The following items will be compiled into a single USACE permit
amendment request:
Project summary and coordination cover letter to USACE
Corpus Christi Regulatory Field Office (CCRFO)
USACE ENG Form 4345
Previous DA permit SWG-2006-00647and EOT (Dated
02/13/2015)
TCEQ Water Quality Certification (Tier II)
CMP Consistency Review Form
Protected Species Evaluation – HDR assumes the previous
Biological Assessment would need to be updated
Wetland Delineation Report
Cultural/Historical Resources Evaluation
Mitigation/Evaluation Plan
Alternatives Evaluation
EXHIBIT A
Page 5 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 6
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Update Beach Maintenance Plan
The City’s current beach maintenance activities allow beach roadway
sand and seaweed to be placed above the Annual High Tide (A.H.T) line
and immediately in front of the dunes between April and November.
From November to April, the sand placed above the A.H.T. can be
redistributed across the beach, but that redistribution is limited to the
area immediately seaward of its location. As a result, sand that may be
placed above the A.H.T. during beach roadway maintenance practices
within an accreting area of the beach cannot be transported alongshore
to another section of the beach that is eroding. The redistribution of sand
alongshore to beach areas that are eroding would improve beach
conditions and provide more effective coastal protection. As part of the
permit amendment, HDR will provide coastal analyses to assist the City
in developing a more detailed long-term beach maintenance plan to help
maintain beach width. Having an updated beach maintenance plan will
also help expedite agency coordination during the permitting process.
The plan will contain recommendations for periodic small-scale back
passing of accumulated sand to eroded areas within the project footprint,
including how, when, and where sand is relocated.
Agency Coordination
As part of the permit amendment process, the project will be put on a 30-
day Public Notice. Our experience is that there may be substantial
agency and public comments in response to the Public Notice, which will
require responses provided by the applicant to USACE. We anticipate
that the existing BA will need to be updated to reflect recent listing of the
red knot as a threatened species protected under Section 7 of the
Endangered Species Act. HDR will update the BA for Section 7
consultation through USACE. HDR assumes the previously amended
permit conditions authorized in a letter dated February 13, 2015 will
remain in full force and effect, with the exception of the addition of red
knots to Attachment A.
HDR will continue to coordinate with the agencies through the Section 7
consultation process and be responsive to requests regarding the
existing avoidance and minimization measures in effect by SWG-2006-
00647. Based on our recent permitting experience, HDR assumes that
Texas Parks and Wildlife Department (TPWD), the Texas Commission of
Environmental Quality, and the Environmental Protection Agency will
have substantial comments to the Public Notice. Additional coordination
with TPWD, TCEQ, and the EPA is included in our scope estimate.
However, HDR assumes that no additional site visits will be requested
with agency representatives. The timing and outcome of the permitting
process is highly dependent on the availability and responsiveness of
USACE and the resource agencies. Based on our experience, USACE
may require the proposed activity be authorized under a new Individual
Permit instead of authorizing a permit amendment. However, the level of
EXHIBIT A
Page 6 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 7
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
effort would not change as described in this task if USACE issues a new
permit instead of an amendment to the existing one.
2.2.5 Extension of Time: If the newly submitted permit amendment request is
not approved within 60 days of the expiration of the existing permit, HDR
will assist the City with obtaining an EOT for the existing permit. The EOT
will request authorization for the City to conduct the existing beach
maintenance activities until 2025 while the permit amendment request is
pending. Note that the services described under this sub-task will only be
performed if authorized by the City.
The following subtasks are proposed:
Extension of Time Request
The following items will be compiled into a single USACE EOT
application:
Project summary and coordination cover letter to USACE
CCRFO
USACE ENG Form 4345
Existing permit SWG-2006-00647 dated February 13, 2015
USACE Coordination
HDR assumes the USACE can authorize the EOT request for the
existing permit as an administrative amendment. HDR assumes the
previously amended BA included in subtask 2.2.4 and the existing permit
conditions will suffice for Section 7 consultation through USACE for the
EOT. HDR assumes that no additional site visits will be requested with
agency representatives or from the City. If additional information or
coordination is required for authorization of an EOT for the existing
permit, HDR will provide additional regulatory services under a separate
scope and fee.
Task 3 – Final Design
Based on the City’s review and feedback on HDR’s 30% Preliminary Design Memorandum
prepared under Task 1, HDR will perform detailed engineering analyses and final design for
channel maintenance dredging along up to 3.5 miles of Packery Channel from the Gulf
Intracoastal Waterway to the Gulf of Mexico. The actual dredging limits will be based on
monitoring surveys performed by the City, sand quality, project budget, and other factors. Project
design will include beach nourishment as the placement location for beach-quality sand
extracted from the channel during the maintenance dredging. The beach nourishment design will
be limited to material dredged from Packery channel; material obtained from other sources is not
included. The beach nourishment location will be limited to the northern portion of the Padre
Island seawall and/or the general vicinity of Whitecap Boulevard.
If bathymetric monitoring surveys and sediment sampling/testing performed by the City indicate
that portions of the channel containing non-beach-quality material are in need of dredging, an
EXHIBIT A
Page 7 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
alternative placement area will be required. In this event, HDR will provide additional design and
regulatory services as described under Task 6 (Additional Services).
Tasks that will be performed by HDR to advance the project through final design consist of the
following:
HDR will prepare Procurement Documents (plans and specifications) for use by the City
in soliciting bids from prospective construction contractors. The Procurement Documents
will include technical specifications; construction drawings; supporting appendices
(including USACE permit(s) and geotechnical data); general and special provisions; a
proposal form; and other standard contract forms provided by the City. HDR will prepare
60%, 100% (Pre-Final), and Final (Signed/Sealed) design submittals. For the 60%
design submittal, HDR will provide preliminary drawings and a Table of Contents for the
proposed technical specifications. For the 100% and Final design submittals, HDR will
provide drawings and Proposal Packages for the City for interim and final review. A
Project Checklist, Drawings Review Checklist, and Plan Executive Summary will be
included with each submittal. The following sheets are estimated for the final plan set:
1) Cover Sheet 23) Placement Area (Beach Nour)
2) General Notes and Legend 24) Typical Sections and Details
3) Overall Existing Site Plan and Key Map 25) Typical Sections and Details
4) Enlarged Existing Site Plan 1 26) Typical Sections and Details
5) Enlarged Existing Site Plan 2 27) Dredging Cross Sections 1
6) Enlarged Existing Site Plan 3 28) Dredging Cross Sections 2
7) Enlarged Existing Site Plan 4 29) Dredging Cross Sections 3
8) Enlarged Existing Site Plan 5 30) Dredging Cross Sections 4
9) Enlarged Existing Site Plan 6 31) Dredging Cross Sections 5
10) Enlarged Existing Site Plan 7 32) Dredging Cross Sections 6
11) Enlarged Existing Site Plan 8 33) Dredging Cross Sections 7
12) Placement Area – Existing Conditions 34) Dredging Cross Sections 8
13) Placement Area – Existing Conditions 35) Dredging Cross Sections 9
14) Dredging Plan 1 36) Dredging Cross Sections 10
15) Dredging Plan 2 37) Dredging Cross Sections 12
16) Dredging Plan 3 38) Dredging Cross Sections 13
17) Dredging Plan 4 39) Dredging Cross Sections 14
18) Dredging Plan 5 40) Dredging Cross Sections 15
19) Dredging Plan 6 41) Dredging Cross Sections 16
20) Dredging Plan 7 42) Dredging Cross Sections 17
21) Dredging Plan 8 43) Dredging Cross Sections 18
22) Placement Area (Beach Nour) 44) Dredging Cross Sections 18
HDR will coordinate with the City during the various review stages and provide
clarifications as required. Note that the 100% Procurement Documents submittal will
serve as a final review package; it will not be signed and sealed by a professional
engineer until after the City’s final review comments have been incorporated.
With each (60%, 100%, and Final) Procurement Documents submittal, HDR will provide
an opinion of probable construction cost (OPCC) that reflects the scope of construction.
Developing the OPCC will include researching current market conditions for the
EXHIBIT A
Page 8 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 9
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
anticipated methods and timing of construction, and coordination with the City on project
budget.
HDR will participate in the following meetings under Task 2:
- 60% Design Submittal Meeting
- 100% Design Submittal Meeting
Task 4: Bidding-Phase Services
This task includes supporting the City during the bidding phase of the project. HDR’s services
under this task include the following:
Participate in a pre-bid conference with prospective construction contractors and City staff.
HDR will facilitate technical discussion and provide meeting notes to City. HDR will respond
to questions asked during the pre-bid conference by preparing necessary changes to the
plans and specifications.
Support the City’s solicitation process by assisting with the issuance of addenda and
providing answers to technical questions from prospective contractors regarding the bid
documents.
Attend bid opening, review bid tabulation, and assist City in evaluating the qualifications of
the prospective contractors, subcontractors, and suppliers.
Prepare Letter of Recommendation for qualified low bidder.
Task 5: Construction Administration Services (Time and Materials)
This task includes construction administration and observation activities to review the status of
construction and the construction contractor’s (Contractor’s) general compliance with the
Contract Documents and design intent. The services under this task will include the following:
Participate in a Pre-Construction Conference (PCC) with the City, the City’s designated
resident project representative (RPR), and selected Contractor.
HDR has assumed general construction administration services will be required for up to 28
weeks (approximately 7 months). This task includes general construction administration
including responding to RFI’s, and issuing Engineer’s Supplemental Instruction (ESI) and
Work Change Directives (i.e., Engineer’s Clarification-Interpretation) in accordance with the
City’s established process, as defined in the Contract Documents.
HDR will review and process Contractor’s submittals as may be required by the Contract
Documents, including the Contractor’s initial Schedule of Values and proposed construction
schedule. HDR will also prepare a monthly submittal log to help track status of required
submittals.
HDR will review and process Contractor’s construction surveys as may be required by the
Contract Documents.
HDR’s project manager or project engineer will travel to the project site approximately once
per month, plus perform five additional site visits, for a total of 12 site visits during active
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
construction (the duration of “active construction” is assumed to be 7 months). Seven (7) of
these trips (or one per month) will be for combined site visits and routine construction
progress meetings with Contractor, RPR, and the City. The remaining five trips will be for
stand-alone site visits. During site visits, HDR will observe general status of work and assist
RPR with monitoring the general progress of the construction activities. HDR will prepare a
site visit report for each site visit and minutes for each of the construction progress meetings.
Upon substantial completion of construction, HDR will visit the site, perform a substantial
completion inspection with the RPR and the City, and issue a punch list for any remaining
work items. Following the contractor’s completion of the punch list items, HDR will perform a
final inspection with the RPR and the City. HDR will issue site visit reports for both
inspections and prepare a Certificate of Substantial Completion and a Certificate of Final
Completion for signature by HDR, Contractor, and the City.
Upon completion of construction, HDR will obtain and review the “red-line” drawings
prepared by Contractor and the City’s RPR. This information will then be applied by HDR to
develop record drawings. The record drawings will be provided to the City in AutoCAD and
PDF format. HDR will also prepare a Close Out Project Summary which will summarize all
Change Orders issued by the City, including cause and cost.
Task 6: Additional Services
Services described under Task 6 will not be performed unless requested in writing (or via
email) by the City.
6.1 Design Investigation for Alternative DMPA (NIC)
As described under Task 3, only beach-quality sand will be considered for placement as
beach nourishment. In the event that a dredged material placement area (DMPA) is required
for non-beach-quality sediment, HDR will provide additional services to assist the City with
identification of an alternative placement location. Conceptual-level analysis will be performed
to determine DMPA capacity and size requirements; USACE permitting requirements;
environmental constraints; constructability considerations; an opinion of probable construction
cost; and potential fees for detailed design and regulatory services. Field data collection such
as topographic/bathymetric surveys, utility investigations, geotechnical investigations, and
formal environmental delineations will not be included. Results of the alternative DMPA
investigation will be included in the Preliminary Design technical memorandum under Task 1.
This task does not include detailed design or USACE permitting. If the City elects to proceed
to detailed design and/or permitting for the alternative DMPA, these additional services would
be provided under a separate scope and fee.
6.2 Warranty Phase Services (NIC)
If requested by the City, HDR will visit the site towards the end of the Contractor’s one-year
warranty period and perform a warranty inspection for the project. HDR will note defects
requiring Contractor action to maintain, repair, fix, restore, patch, or replace completed work
under the maintenance guarantee terms of the contract. HDR’s observations and
recommendations will be documented in a warranty inspection report including the locations
and conditions requiring action, and ground photographs of the observed project features.
EXHIBIT A
Page 10 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 11
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
6.3 Assistance with Meetings and Presentations (Time and Materials)
HDR proposes to provide the following services for assistance with up to four meetings:
- Participate in up to three pre-meetings at City Hall for preparation with City staff prior to
scheduled meetings with other project stakeholders such as the Island Strategic Action
Committee, the Watershore and Beach Advisory Committee, the Texas General Land
Office, or City Council.
- Prepare up to three PowerPoint presentations.
- Attend and, if requested by City, provide presentations at up to three meetings to be
held in Corpus Christi.
ASSUMPTIONS AND LIMITATIONS
HDR’s proposal for these services and fee are based on the following assumptions and
limitations:
As explained under Task 6, this scope does not include detailed design or USACE
permit coordination for placement of non-beach quality material for habitat creation or
placement into an upland dredged material placement area.
A TxGLO lease will not be required for the beach nourishment.
Review and/or analysis of potential foundation and structural impacts from previous or
ongoing scour at the SH361 bridge is not included.
This scope does not include recommendations, design, or U.S. Coast Guard
coordination for replacement or upgrades to aids to navigation or other channel
markers.
This scope does not include surveying. Design-quality survey data will be provided to
HDR by the City in AutoCAD or ASCII x,y,z format.
This scope does not include a geotechnical investigation, sediment sampling, or
sediment chemical analysis. Sediment sampling and chemical analysis will be
performed by a third party under direct contract with the City. Results and data
interpretation will be provided by City’s third-party consultant.
This scope does not include Texas Department of Licensing and Registration (TDLR)
coordination or review.
Except as described under Task 6.3, this scope does not include participation in
meetings or presentations to City Council or other entities such as the Federal
Emergency Management Agency (FEMA), the Watershore and Beach Advisory
EXHIBIT A
Page 11 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 12
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Committee, the Texas General Land Office, or the Island Strategic Action Committee
(ISAC).
Identification of existing utilities will be based on information provided by the City and
previous design drawings prepared by USACE. A subsurface utility investigation is not
included as part of this scope.
HDR has not budgeted for development of a formal design calculations summary
package. If a design calculations package is desired by the City, this information can
be prepared by HDR through a contract amendment.
The OPCC will be developed on the basi s of HDR’s experience and qualifications, and
will represent our judgment as experienced and qualified professional engineers
generally familiar with this industry. However, because HDR has no control over the
costs of labor, materials, equipment, or services furnished by others, or over the
contractor’s methods of determining prices, or over competitive bidding and market
conditions, HDR cannot and does not guarantee that proposals, bids, or actual project
costs will match our OPCC. If the City desires greater assurance on probable
construction costs, consideration should be given to retaining an independent cost
estimator.
The City will distribute Procurement Documents (construction bid packages) to
prospective contractors and coordinate with commercial plan rooms.
City’s construction department will review and process construction contractor’s pay
requests (invoices), and issue/process any needed construction change orders,
without review or assistance from HDR.
In the event the lowest responsible bidder’s bid exceeds the City’s project budget,
HDR will confer with City staff on any desired revisions to the bid documents, and will
then negotiate a contract amendment for implementation of these revisions and
associated re-bidding.
The timing and outcome of the permitting process is highly dependent on the
availability and responsiveness of USACE and resource agencies. Both the City and
HDR agree that the permits may ultimately not be issued, and the City agrees to pay
HDR for applicable services provided regardless of the permitting outcome.
Task 6.2 (Warranty Phase Services) does not include underwater or forensic
inspections. HDR’s inspection will be limited to above-water and above-ground
features that can be readily observed during a site walk-through. HDR’s warranty-
phase services do not include communications and/or negotiations with the Contractor;
engineering design; surveying; permitting; aerial photography; or construction
observation of any corrective measures required after the warranty inspection.
EXHIBIT A
Page 12 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 13
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
FEE, DELIVERABLES, AND SCHEDULE
HDR proposes to provide these services for a fee of $392,736 as shown in the table below.
Except where noted above, all tasks will be performed on a Lump Sum basis. Tasks 2, 5, and
6.3 (USACE Regulatory Coordination, Construction Administration Services, and Assistance
with Presentations and Meetings) will be performed on a Time and Materials basis in
accordance with the rates listed in the attached rate schedule. The staff listed in this table will
be supported by other HDR staff as needed. HDR will invoice for other staff at direct salary
times a multiplier of 3.43, plus direct expenses. Please note that HDR’s rates are subject to
revision in January of each year. Any work outside the proposed Scope will be added, with
authorization from the City, through a formal Scope Change Document and associated fee
agreement. This proposal is valid for 45 days from the date of this letter.
EXHIBIT A
Page 13 of 15
Mr. Jeff Edmonds MCN 10118494
September 20, 2019
Page 14
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Task Deliverables Approximate Schedule Fee
1. 30% Preliminary
Design
- Project Kickoff Meeting Notes
- Site Visit / Photographs and Notes
- 30% Preliminary Design Memorandum (Draft)
- 30% Preliminary Design Memorandum (Final)
- Draft Memo: 16 weeks
from NTP
- Final Memo: 3 weeks
from receipt of City’s
review comments
$52,445
(Lump Sum)
2. USACE
Regulatory
Coordination
Electronic copies (PDF) of the following deliverables will be provided
under Task 2.2 for the Beach Maintenance Permit:
- Draft JEM materials (exhibits) and mtg notes for City review.
- Draft permit amendment, BA, and EOT request for City review.
- Comment response matrix for agency comments on permit
amendment request.
- Draft response letters and material to address agency requests.
- Draft Beach Maintenance Plan.
Two hard copies and an electronic copy (PDF) of the following
deliverables will be provided under Task 2.2:
- Final Exhibits for JEM.
- Permit amendment, BA, and EOT request for USACE submittal.
- Final response letters and materials provided in response to agency
comments on permit amendment request.
- Final Beach Maintenance Plan.
- JEM : 60 days from
NTP
- Draft App: 90 days
from NTP
- Final App: 120 days
from NTP
Task 2.1: $8,919
(T&M)
Task 2.2:
$80,167
(T&M)
3. Final Design
Two hard copies and an electronic copy (PDF) will be provided for all of
the following deliverables under Task 3:
- 60% Submittal: Drawings, specifications table of contents, and
OPCC.
- 100% (Pre-Final) Submittal: Drawings, specifications, and OPCC at
the Pre-Final stage. The drawings and specifications (including City-
provided front end documents) will be included. The OPCC will be in
the format of the Bid Tabulation.
- Final Submittal: One 22”x34” (or 11”x17”) unbound set of hard copy
drawings, 8½”x11” unbound set of technical specifications and front-
end documents, and bid form of the ISSUED FOR BIDS set, suitable
for reproduction.
- 60% Submittal:
6 mos from NTP
- 100% Submittal:
8 mos from NTP
- Final Submittal:
9 mos from NTP
(dependent on USACE
Permit timeline)
$186,325
(Lump Sum)
4. Bidding-Phase
Services
One digital copy in PDF format of the following:
- Meeting notes from pre-bid conference;
- Addenda and/or responses to questions required during the bidding
phase.
- Recommendation for Award.
Schedule is dependent
on City. Award
recommendation letter
will be provided within 14
days of HDR’s receipt of
bid results.
$9,178
(Lump Sum)
5. Construction
Administration
Services
One digital copy in PDF format of the following:
- Meeting notes from construction progress meetings;
- RFI’s, Work Change Directives, and/or Change Orders required
during construction;
- Monthly Submittal Log;
- Site Visit Reports;
- Substantial Completion Certificate and Punch List;
- Final Completion Certificate;
- Record Drawings (record drawings will also be provided in AutoCAD
format).
- Close-Out Project Summary
Schedule dependent on
construction contract.
Duration of active
construction assumed to
be 7 mos. Record
drawings will be provided
within 30 days of
construction contract
completion date.
$44,932
(T&M)
6. Additional
Services
6.1 Design Investigation for Alt DMPA: (NIC)
6.2 Warranty Phase Services: (NIC)
6.3 Assistance with Presentations and Meetings: Meeting handouts in
PowerPoint or PDF format.
- Task 6.1: (NIC)
- Task 6.2: (NIC)
- Task 6.3: Within 15
days of City’s request to
perform task.
6.1: (NIC)
6.2: (NIC)
6.3: $10,770
(T&M)
Total Proposed Fee: $392,736
Notes:
1. Actual schedule for all deliverables is dependent on HDR’s receipt of review comments and other needed feedback from City. HDR
has assumed three weeks for City review of deliverables.
2. Tasks designated as “NIC” are not in contract.
EXHIBIT A
Page 14 of 15
Mr. Jeff Edmonds MCN 10037592
September 23, 2019
Page 15
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Thank you again for considering us for this project. Please do not hesitate to contact Dan
Heilman at 361-696-3344 if you have questions or require any additional information.
Sincerely,
HDR ENGINEERING, INC.
Daniel J. Heilman, P.E. Arthur B. Colwell, P.E.
Project Manager Managing Principal
Vice President
Cc: Sarah West, P.E., City of Corpus Christi
Attachments:
Manhour and Expense Estimate (Dated 9/23/2019)
HDR Rate Schedule (Dated 9/23/2019)
EXHIBIT A
Page 15 of 15
HDR Engineering, Inc.
Rate Schedule for Professional Services to the City of Corpus Christi for
Packery Channel Dredging and Beach Nourishment (19046A) Project
Name & Classification Rate, $/hr
Engineer VIII (Project Manager) 264
Engineer VII (QC Lead) 242
Environmental Manager 216
Sr Environmental Scientist 144
Archeologist 174
Engineer III (Coastal Engineer) 122
Environmental Biologist 82
Technician III (CAD) 149
Technician III (GIS) 123
Technician I (Accounting) 88
Technician I (Administrative) 72
EXHIBIT A-1
Page 1 of 1
Basic Services:Original
Contract
Total
Contract
1.Preliminary Design $52,445.00 $52,445.00
2.Design Phase $186,325.00 $186,325.00
3.Bid Phase $9,178.00 $9,178.00
4.Construction Administration Phase (T&M)$44,932.00 $44,932.00
Subtotal Basic Services Fees $292,880.00 $292,880.00
Additional Services:
1.Permit Preparation $0.00 $0.00
2.ROW Acquisition Survey $0.00 $0.00
3.Topographic Survey and Parcel Descriptions $0.00 $0.00
4.Environmental Issues (Time & Materials)$89,086.00 $89,086.00
5.Public Involvement $0.00 $0.00
6.Subsurface Utility Investigation $0.00 $0.00
7.Design Investigation for Alternative DMPA $0.00 $0.00
8.Warranty Phase $0.00 $0.00
9.Assistance with Presentations and Meetings (T&M)$10,770.00 $10,770.00
Subtotal Additional Services $99,856.00 $99,856.00
Summary of Fees
Basic Services Fees $292,880.00 $292,880.00
Additional Services Fees $99,856.00 $99,856.00
Total Authorized Fees $392,736.00 $392,736.00
Council Approval
Pending
PACKERY CHANNEL DREDGING AND BEACH NOURISHMENT
PROJECT NO. 19046A
SUMMARY OF FEES
EXHIBIT A-2 Page 1 of 1
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit BPage 1 of 1
1 Rev 09/19
EXHIBIT C
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
Exhibit C
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.
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
Article 2 – 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
Article 13 – 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
Article 25 – Shop Drawings ......................................................................................................................... 17
Article 26 – Record Data ............................................................................................................................. 20
Article 27 – Construction Progress Schedule .............................................................................................. 21
Article 28 – Video and Photographic documentation ................................................................................ 21
Article 29 – Execution and Closeout ........................................................................................................... 21
Article 30 – Miscellaneous .......................................................................................................................... 22
Excerpt from FORM 00 72 00 GENERAL CONDITIONS for Construction Projects related to design services EXHIBIT D
Page 1 of 22
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 for Construction Projects related to design services EXHIBIT D
Page 2 of 22
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;
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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.
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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.
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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,
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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 similar words 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.
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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.
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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.
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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.
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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.
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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.
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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
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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.
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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.
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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.
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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 for Construction Projects related to design services EXHIBIT D
Page 17 of 22
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 for Construction Projects related to design services EXHIBIT D
Page 18 of 22
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 for Construction Projects related to design services EXHIBIT D
Page 19 of 22
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.B 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 for Construction Projects related to design services EXHIBIT D
Page 20 of 22
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 for Construction Projects related to design services EXHIBIT D
Page 21 of 22
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 for Construction Projects related to design services EXHIBIT D
Page 22 of 22
SUPPLIER NUMBER __________ TO BE ASSIGNED BY CITY PURCHASING DIVISION CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with “NA”. See reverse side for Filing Requirements, Certifications and definitions.
COMPANY NAME: HDR Engineering, Inc.
P. O. BOX:
STREET ADDRESS: 555 N Carancahua, Ste 1600 CITY: Corpus Christi ZIP: 78401-
FIRM IS: 1. Corporation 2. Partnership 3. Sole Owner 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 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
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
September 21, 2018 MCN 10037592
July 1, 2019 (Rev1)
September 20, 2019 (Rev 2)
September 23, 2019 (Rev 3)
Mr. Jeff Edmonds, P.E.
Director, Capital Programs
City of Corpus Christi
P.O. Box 9277
Corpus Christi, TX 78469-9277
RE: PROPOSAL FOR PROFESSIONAL SERVICES FOR PACKERY CHANNEL
DREDGING AND BEACH NOURISHMENT (19046A)
Dear Mr. Edmonds:
Thank you for inviting HDR to submit this proposal for professional engineering and regulatory
services. Based on our recent correspondence, the City is requesting design, permitting,
bidding, and construction-phase services for maintenance dredging at Packery Channel. The
dredged material is planned to be placed as beach nourishment along the Padre Island
seawall and in the vicinity of Whitecap Boulevard. Having a local team of coastal engineers
and regulatory specialists on staff, several of whom helped complete the previous Packery
Channel dredging and beach nourishment project for the City, we are well qualified to help. A
detailed outline of HDR’s proposed services is provided below.
SCOPE OF SERVICES
HDR’s proposed services for this project consist of the following tasks:
Task 1: 30% Preliminary Design
HDR will participate in a kickoff meeting with City staff to review project scope, objectives, and
timeline. The meeting will be held at the City’s office. Following the kickoff meeting, HDR will
perform a site visit to observe general conditions at the planned beach nourishment project
area, anticipated staging area(s), and dredging pipeline route. Results of the site visit will be
documented in a site visit report with photographs. HDR will then perform preliminary design
consisting of the following items:
-Review readily-available aerial photography, as well as beach and channel
monitoring data provided by the City, to develop a general site characterization for
the project.
-Review results of sieve and chemical analyses from sediment core samples taken
from Packery Channel. The sampling, testing, chemical data interpretation, and
associated reporting will be performed by a third-party consultant who is directly
under contract with the City. Once these data have been provided to HDR, HDR
will assess the sieve analyses and chemical test results to determine if the material
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
planned to be dredged from the channel is suitable for placement as beach
nourishment. If the material is not beach-quality sand, HDR will provide
conceptual-level recommendations for placement of the dredged material in other
locations (such as for habitat restoration or in an upland placement area).
- Review channel bathymetric survey data provided by the City to determine the
channel locations in need of maintenance dredging, and the associated volumes.
- Identify possible upland borrow sources that could potentially serve as alternative
or supplemental (e.g. for maintenance purposes) sources of sand for nourishing
the beach along the seawall. Up to three sources will be identified. This task will
not include topographic surveys, sediment sampling/testing, environmental
assessments, or regulatory coordination.
- Review shoreline change data provided by the City to develop beach nourishment
location and limits, planform shape, and cross sections. HDR will also coordinate
with the City regarding potential funding and design requirements associated with
project cost-sharing with the Texas General Land Office.
- Develop preliminary dredging pipeline routes and public access crossings to
minimize impacts to public use of the beach between Packery Channel and the
beach nourishment area.
- Perform regulatory review of U.S. Army Corps of Engineers (USACE) permit
requirements, Texas General Land Office rules and policy, and Texas Commission
of Environmental Quality (TCEQ) dredging and water quality requirements. Results
of review will guide design of proposed project.
- Develop a preliminary-level opinion of probable project cost for maintenance
dredging and beach nourishment.
- Results of the items described above will be summarized in a 30% Preliminary
Design Memorandum. This memorandum will be submitted in draft format for
review by the City. Once HDR has received the City’s review comments, the
memorandum will be updated and a final version will be provided to the City.
- HDR will meet with the City to review the results and recommendations presented
in the 30% Preliminary Design Memorandum, and review the goals, objectives,
and schedule for final design.
Task 2: USACE Regulatory Coordination (Time and Materials)
HDR will perform the following services related to environmental and regulatory permitting for
this project:
Task 2.1: Dredging and Beach Nourishment Permit
Under a previous contract with the City, HDR prepared a U.S. Army Corps of
Engineers (USACE) Section 10/404 permit application for this project. The permit
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
application is still under review by USACE. HDR will provide continued coordination
with USACE in an attempt to receive an executed permit for this project.
Task 2.2: Beach Maintenance Permit
HDR assisted the City with obtaining authorization from USACE in 2008 to conduct
beach maintenance activities along 21 miles of beach located on Mustang and North
Padre Islands. Beach maintenance was authorized under Department of Army (DA)
Individual Permit SWG-2006-00647, which had an expiration of December 31, 2014.
As part of formal Section 7 consultation with USFWS, the 2008 permit included the
following conservation measures: Attachment A – Provisions for Sea Turtle and Piping
Plover Monitoring and Attachment B – Habitat Monitoring Effort. Prior to expiration of
the IP, HDR assisted the City with amending the permit to remove the Habitat
Monitoring Effort (Attachment B) based on results from five years of monitoring and
obtaining an Extension of Time (EOT) for beach maintenance activities to occur until
December 31, 2020. Due to the regulatory process and concerns from the natural
resources agencies regarding threatened and endangered species within the project
area, approval of the previous amendment and the EOT took approximately two years.
It is HDR’s understanding that the City would like to request an EOT for the current
beach maintenance activities for another five (5) years, clarify the extent of beach
maintenance conducted by the City and biological monitoring requirements, and
amend the permit to include the redistribution of accumulated sand to eroded areas
where the beach width has been reduced, as described below.
Based on discussions with the City, maintenance activities occur within an
approximate 8-mile stretch of beach between Marker 254 and Marker 236,
Access Road 4 and Newport Access Road, and Marker 103 and Marker 62.
The remaining beach areas included in the current permit are maintained by
the County.
The City would like to amend the permit to reflect the correct beach
maintenance extents. In addition, the City would like to amend Attachment A of
the existing permit to include only yearly training courses (Item 1) of the Piping
Plover Section and remove Items 2 and 3. Because Attachment B was
removed from the existing permit during the previous amendment and EOT
dated February 13, 2015, the requirements detailed in Items 2 and 3 are no
longer applicable.
The redistribution of sand would occur along an approximate 5-mile stretch of
beach between the placement areas referred to as the “Packery Channel
Footprint” or “PA-4N” and “PA-4S” in the Environmental Impact Statement for
Packery Channel; this area extends from approximately Viento Del Mar to
Newport Pass. The proposed work includes repositioning sand that is routinely
maintained in areas above the mean tide line to areas that have been eroded.
Sand would be removed from areas located between the toe of the dune and
the mean tide line and placed below the mean tide line to nourish the beach
seaward of the existing dune and seawall. The proposed sand reposition could
result in an increased beach width of up to 300 feet.
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Due to the amount of time available before the existing beach maintenance permit
expires, it is HDR’s opinion that USACE would not currently grant an EOT for the
existing beach maintenance permit. However, it is HDR’s professional opinion that an
amendment of the permit to address the bulleted items listed above could be
authorized prior to expiration of the existing permit on December 31, 2020. Therefore,
HDR recommends the City submit an amendment request for the current permit
without an EOT request. Upon receipt of the amended permit, if USACE did not
include an EOT with the amended permit, the City can request an EOT to allow the
amended beach maintenance activities through December 31, 2025. If the City has not
received authorization of the amendment within 60-days of the current permit
expiration (December 31, 2020), a separate EOT request specifically requesting a 5-
year extension of the existing permit should be submitted by November 1, 2020. This
EOT will allow the City to continue their current beach maintenance activities while the
permit amendment request is pending. To develop the permit amendment and EOT
requests, HDR proposes to conduct the following services:
2.2.1 Desktop Review: The City will provide HDR with annual monitoring
reports that were compiled for sea turtles and piping plovers, and annual
summary reports that were submitted to USACE Corpus Christi
Regulatory Field Office by February 1 of each year, as required under the
special conditions outlined in DA permit SWG-2006-00647. HDR will
review these reports as well as other existing information to make a
determination on the extent of field investigation that will be required to
develop the permit amendments. A summary of the desktop review will
be provided to the City in a Desktop Review Memorandum.
2.2.2 Formal Coordination with USACE and USFWS: The previous permit
SWG-2006-00647 included development of a Biological Assessment
(BA) and a Final Biological and Conference Opinion (BCO) as part of
formal Section 7 consultations with the U.S. Fish and Wildlife Service
(USFWS). HDR anticipates an updated BA will be required for the
permit amendments due to changes in federal regulations, including the
listing of red knots (Calidris canutus) as threatened under the
Endangered Species Act of 1973, and modification of beach
maintenance activities to include the redistribution of sand alongshore.
HDR will initiate formal consultation with USACE and USFWS to clarify
the proposed beach maintenance activities and amendment of
Attachment A to include only Item 1 in the Piping Plover Section.
2.2.3 Field Investigations: Assuming site conditions have remained relatively
constant for the entire 21-mile stretch of beach to be maintained by the
City, HDR environmental staff will perform a site visit within the Packery
Channel Footprint (Viento Del Mar to Newport Pass) area to review
current site conditions. The area to be investigated depends on findings
from Tasks 2.2.1 and 2.2.2. HDR will also note items that may require
regulatory coordination and documentation as part of a BA. HDR will
walk the beach from either end of the Packery Channel Footprint area to
EXHIBIT A
Page 4 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 5
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
survey for jurisdictional areas and potential protected species habitat. A
summary of the site visit and associated recommendations for regulatory
services will be provided in a Site Visit Memorandum. A site visit for the
Packery Channel Footprint area will require two HDR environmental staff
and will be completed in one day. State coastal boundary delineation or
other surveying of the beach and vegetation line are not included.
2.2.4 Regulatory Assistance for Permit Amendments: HDR will assist the City
with obtaining authorization for permit amendments to SWG-2006-00647
to allow alongshore redistribution of sand throughout the Packery
Channel Footprint area to areas below the mean tide line, clarify the
extent of beach maintenance conducted by the City, and amend
Attachment A to remove Items 2 and 3 of the Piping Plover Section. The
following subtasks are proposed:
Joint Evaluation Meeting
HDR will schedule a joint evaluation meeting (JEM) at either the USACE
Corpus Christi Regulatory Field Office or The Texas General Land Office
Coastal Field Operations/Permit Service Center Office. Two
representatives from HDR will attend the JEM. HDR will provide hard
copies of the original and amended DA permit SWG-2006-00647, a
summary of current site conditions from subtask 2.2.3, and an aerial
photograph of the proposed Packery Channel Footprint area to aid in
project discussions at the JEM. After the JEM, HDR will provide notes to
be distributed to the JEM attendees.
Permit Amendment Request
Several activities are required to develop the permit amendment request.
The following items will be compiled into a single USACE permit
amendment request:
Project summary and coordination cover letter to USACE
Corpus Christi Regulatory Field Office (CCRFO)
USACE ENG Form 4345
Previous DA permit SWG-2006-00647and EOT (Dated
02/13/2015)
TCEQ Water Quality Certification (Tier II)
CMP Consistency Review Form
Protected Species Evaluation – HDR assumes the previous
Biological Assessment would need to be updated
Wetland Delineation Report
Cultural/Historical Resources Evaluation
Mitigation/Evaluation Plan
Alternatives Evaluation
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Update Beach Maintenance Plan
The City’s current beach maintenance activities allow beach roadway
sand and seaweed to be placed above the Annual High Tide (A.H.T) line
and immediately in front of the dunes between April and November.
From November to April, the sand placed above the A.H.T. can be
redistributed across the beach, but that redistribution is limited to the
area immediately seaward of its location. As a result, sand that may be
placed above the A.H.T. during beach roadway maintenance practices
within an accreting area of the beach cannot be transported alongshore
to another section of the beach that is eroding. The redistribution of sand
alongshore to beach areas that are eroding would improve beach
conditions and provide more effective coastal protection. As part of the
permit amendment, HDR will provide coastal analyses to assist the City
in developing a more detailed long-term beach maintenance plan to help
maintain beach width. Having an updated beach maintenance plan will
also help expedite agency coordination during the permitting process.
The plan will contain recommendations for periodic small-scale back
passing of accumulated sand to eroded areas within the project footprint,
including how, when, and where sand is relocated.
Agency Coordination
As part of the permit amendment process, the project will be put on a 30-
day Public Notice. Our experience is that there may be substantial
agency and public comments in response to the Public Notice, which will
require responses provided by the applicant to USACE. We anticipate
that the existing BA will need to be updated to reflect recent listing of the
red knot as a threatened species protected under Section 7 of the
Endangered Species Act. HDR will update the BA for Section 7
consultation through USACE. HDR assumes the previously amended
permit conditions authorized in a letter dated February 13, 2015 will
remain in full force and effect, with the exception of the addition of red
knots to Attachment A.
HDR will continue to coordinate with the agencies through the Section 7
consultation process and be responsive to requests regarding the
existing avoidance and minimization measures in effect by SWG-2006-
00647. Based on our recent permitting experience, HDR assumes that
Texas Parks and Wildlife Department (TPWD), the Texas Commission of
Environmental Quality, and the Environmental Protection Agency will
have substantial comments to the Public Notice. Additional coordination
with TPWD, TCEQ, and the EPA is included in our scope estimate.
However, HDR assumes that no additional site visits will be requested
with agency representatives. The timing and outcome of the permitting
process is highly dependent on the availability and responsiveness of
USACE and the resource agencies. Based on our experience, USACE
may require the proposed activity be authorized under a new Individual
Permit instead of authorizing a permit amendment. However, the level of
EXHIBIT A
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Mr. Jeff Edmonds MCN 10118494
September 23, 2019
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hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
effort would not change as described in this task if USACE issues a new
permit instead of an amendment to the existing one.
2.2.5 Extension of Time: If the newly submitted permit amendment request is
not approved within 60 days of the expiration of the existing permit, HDR
will assist the City with obtaining an EOT for the existing permit. The EOT
will request authorization for the City to conduct the existing beach
maintenance activities until 2025 while the permit amendment request is
pending. Note that the services described under this sub-task will only be
performed if authorized by the City.
The following subtasks are proposed:
Extension of Time Request
The following items will be compiled into a single USACE EOT
application:
Project summary and coordination cover letter to USACE
CCRFO
USACE ENG Form 4345
Existing permit SWG-2006-00647 dated February 13, 2015
USACE Coordination
HDR assumes the USACE can authorize the EOT request for the
existing permit as an administrative amendment. HDR assumes the
previously amended BA included in subtask 2.2.4 and the existing permit
conditions will suffice for Section 7 consultation through USACE for the
EOT. HDR assumes that no additional site visits will be requested with
agency representatives or from the City. If additional information or
coordination is required for authorization of an EOT for the existing
permit, HDR will provide additional regulatory services under a separate
scope and fee.
Task 3 – Final Design
Based on the City’s review and feedback on HDR’s 30% Preliminary Design Memorandum
prepared under Task 1, HDR will perform detailed engineering analyses and final design for
channel maintenance dredging along up to 3.5 miles of Packery Channel from the Gulf
Intracoastal Waterway to the Gulf of Mexico. The actual dredging limits will be based on
monitoring surveys performed by the City, sand quality, project budget, and other factors. Project
design will include beach nourishment as the placement location for beach-quality sand
extracted from the channel during the maintenance dredging. The beach nourishment design will
be limited to material dredged from Packery channel; material obtained from other sources is not
included. The beach nourishment location will be limited to the northern portion of the Padre
Island seawall and/or the general vicinity of Whitecap Boulevard.
If bathymetric monitoring surveys and sediment sampling/testing performed by the City indicate
that portions of the channel containing non-beach-quality material are in need of dredging, an
EXHIBIT A
Page 7 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 8
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
alternative placement area will be required. In this event, HDR will provide additional design and
regulatory services as described under Task 6 (Additional Services).
Tasks that will be performed by HDR to advance the project through final design consist of the
following:
HDR will prepare Procurement Documents (plans and specifications) for use by the City
in soliciting bids from prospective construction contractors. The Procurement Documents
will include technical specifications; construction drawings; supporting appendices
(including USACE permit(s) and geotechnical data); general and special provisions; a
proposal form; and other standard contract forms provided by the City. HDR will prepare
60%, 100% (Pre-Final), and Final (Signed/Sealed) design submittals. For the 60%
design submittal, HDR will provide preliminary drawings and a Table of Contents for the
proposed technical specifications. For the 100% and Final design submittals, HDR will
provide drawings and Proposal Packages for the City for interim and final review. A
Project Checklist, Drawings Review Checklist, and Plan Executive Summary will be
included with each submittal. The following sheets are estimated for the final plan set:
1) Cover Sheet 23) Placement Area (Beach Nour)
2) General Notes and Legend 24) Typical Sections and Details
3) Overall Existing Site Plan and Key Map 25) Typical Sections and Details
4) Enlarged Existing Site Plan 1 26) Typical Sections and Details
5) Enlarged Existing Site Plan 2 27) Dredging Cross Sections 1
6) Enlarged Existing Site Plan 3 28) Dredging Cross Sections 2
7) Enlarged Existing Site Plan 4 29) Dredging Cross Sections 3
8) Enlarged Existing Site Plan 5 30) Dredging Cross Sections 4
9) Enlarged Existing Site Plan 6 31) Dredging Cross Sections 5
10) Enlarged Existing Site Plan 7 32) Dredging Cross Sections 6
11) Enlarged Existing Site Plan 8 33) Dredging Cross Sections 7
12) Placement Area – Existing Conditions 34) Dredging Cross Sections 8
13) Placement Area – Existing Conditions 35) Dredging Cross Sections 9
14) Dredging Plan 1 36) Dredging Cross Sections 10
15) Dredging Plan 2 37) Dredging Cross Sections 12
16) Dredging Plan 3 38) Dredging Cross Sections 13
17) Dredging Plan 4 39) Dredging Cross Sections 14
18) Dredging Plan 5 40) Dredging Cross Sections 15
19) Dredging Plan 6 41) Dredging Cross Sections 16
20) Dredging Plan 7 42) Dredging Cross Sections 17
21) Dredging Plan 8 43) Dredging Cross Sections 18
22) Placement Area (Beach Nour) 44) Dredging Cross Sections 18
HDR will coordinate with the City during the various review stages and provide
clarifications as required. Note that the 100% Procurement Documents submittal will
serve as a final review package; it will not be signed and sealed by a professional
engineer until after the City’s final review comments have been incorporated.
With each (60%, 100%, and Final) Procurement Documents submittal, HDR will provide
an opinion of probable construction cost (OPCC) that reflects the scope of construction.
Developing the OPCC will include researching current market conditions for the
EXHIBIT A
Page 8 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 9
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
anticipated methods and timing of construction, and coordination with the City on project
budget.
HDR will participate in the following meetings under Task 2:
- 60% Design Submittal Meeting
- 100% Design Submittal Meeting
Task 4: Bidding-Phase Services
This task includes supporting the City during the bidding phase of the project. HDR’s services
under this task include the following:
Participate in a pre-bid conference with prospective construction contractors and City staff.
HDR will facilitate technical discussion and provide meeting notes to City. HDR will respond
to questions asked during the pre-bid conference by preparing necessary changes to the
plans and specifications.
Support the City’s solicitation process by assisting with the issuance of addenda and
providing answers to technical questions from prospective contractors regarding the bid
documents.
Attend bid opening, review bid tabulation, and assist City in evaluating the qualifications of
the prospective contractors, subcontractors, and suppliers.
Prepare Letter of Recommendation for qualified low bidder.
Task 5: Construction Administration Services (Time and Materials)
This task includes construction administration and observation activities to review the status of
construction and the construction contractor’s (Contractor’s) general compliance with the
Contract Documents and design intent. The services under this task will include the following:
Participate in a Pre-Construction Conference (PCC) with the City, the City’s designated
resident project representative (RPR), and selected Contractor.
HDR has assumed general construction administration services will be required for up to 28
weeks (approximately 7 months). This task includes general construction administration
including responding to RFI’s, and issuing Engineer’s Supplemental Instruction (ESI) and
Work Change Directives (i.e., Engineer’s Clarification-Interpretation) in accordance with the
City’s established process, as defined in the Contract Documents.
HDR will review and process Contractor’s submittals as may be required by the Contract
Documents, including the Contractor’s initial Schedule of Values and proposed construction
schedule. HDR will also prepare a monthly submittal log to help track status of required
submittals.
HDR will review and process Contractor’s construction surveys as may be required by the
Contract Documents.
HDR’s project manager or project engineer will travel to the project site approximately once
per month, plus perform five additional site visits, for a total of 12 site visits during active
EXHIBIT A
Page 9 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 10
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
construction (the duration of “active construction” is assumed to be 7 months). Seven (7) of
these trips (or one per month) will be for combined site visits and routine construction
progress meetings with Contractor, RPR, and the City. The remaining five trips will be for
stand-alone site visits. During site visits, HDR will observe general status of work and assist
RPR with monitoring the general progress of the construction activities. HDR will prepare a
site visit report for each site visit and minutes for each of the construction progress meetings.
Upon substantial completion of construction, HDR will visit the site, perform a substantial
completion inspection with the RPR and the City, and issue a punch list for any remaining
work items. Following the contractor’s completion of the punch list items, HDR will perform a
final inspection with the RPR and the City. HDR will issue site visit reports for both
inspections and prepare a Certificate of Substantial Completion and a Certificate of Final
Completion for signature by HDR, Contractor, and the City.
Upon completion of construction, HDR will obtain and review the “red-line” drawings
prepared by Contractor and the City’s RPR. This information will then be applied by HDR to
develop record drawings. The record drawings will be provided to the City in AutoCAD and
PDF format. HDR will also prepare a Close Out Project Summary which will summarize all
Change Orders issued by the City, including cause and cost.
Task 6: Additional Services
Services described under Task 6 will not be performed unless requested in writing (or via
email) by the City.
6.1 Design Investigation for Alternative DMPA (NIC)
As described under Task 3, only beach-quality sand will be considered for placement as
beach nourishment. In the event that a dredged material placement area (DMPA) is required
for non-beach-quality sediment, HDR will provide additional services to assist the City with
identification of an alternative placement location. Conceptual-level analysis will be performed
to determine DMPA capacity and size requirements; USACE permitting requirements;
environmental constraints; constructability considerations; an opinion of probable construction
cost; and potential fees for detailed design and regulatory services. Field data collection such
as topographic/bathymetric surveys, utility investigations, geotechnical investigations, and
formal environmental delineations will not be included. Results of the alternative DMPA
investigation will be included in the Preliminary Design technical memorandum under Task 1.
This task does not include detailed design or USACE permitting. If the City elects to proceed
to detailed design and/or permitting for the alternative DMPA, these additional services would
be provided under a separate scope and fee.
6.2 Warranty Phase Services (NIC)
If requested by the City, HDR will visit the site towards the end of the Contractor’s one-year
warranty period and perform a warranty inspection for the project. HDR will note defects
requiring Contractor action to maintain, repair, fix, restore, patch, or replace completed work
under the maintenance guarantee terms of the contract. HDR’s observations and
recommendations will be documented in a warranty inspection report including the locations
and conditions requiring action, and ground photographs of the observed project features.
EXHIBIT A
Page 10 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 11
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
6.3 Assistance with Meetings and Presentations (Time and Materials)
HDR proposes to provide the following services for assistance with up to four meetings:
- Participate in up to three pre-meetings at City Hall for preparation with City staff prior to
scheduled meetings with other project stakeholders such as the Island Strategic Action
Committee, the Watershore and Beach Advisory Committee, the Texas General Land
Office, or City Council.
- Prepare up to three PowerPoint presentations.
- Attend and, if requested by City, provide presentations at up to three meetings to be
held in Corpus Christi.
ASSUMPTIONS AND LIMITATIONS
HDR’s proposal for these services and fee are based on the following assumptions and
limitations:
As explained under Task 6, this scope does not include detailed design or USACE
permit coordination for placement of non-beach quality material for habitat creation or
placement into an upland dredged material placement area.
A TxGLO lease will not be required for the beach nourishment.
Review and/or analysis of potential foundation and structural impacts from previous or
ongoing scour at the SH361 bridge is not included.
This scope does not include recommendations, design, or U.S. Coast Guard
coordination for replacement or upgrades to aids to navigation or other channel
markers.
This scope does not include surveying. Design-quality survey data will be provided to
HDR by the City in AutoCAD or ASCII x,y,z format.
This scope does not include a geotechnical investigation, sediment sampling, or
sediment chemical analysis. Sediment sampling and chemical analysis will be
performed by a third party under direct contract with the City. Results and data
interpretation will be provided by City’s third-party consultant.
This scope does not include Texas Department of Licensing and Registration (TDLR)
coordination or review.
Except as described under Task 6.3, this scope does not include participation in
meetings or presentations to City Council or other entities such as the Federal
Emergency Management Agency (FEMA), the Watershore and Beach Advisory
EXHIBIT A
Page 11 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 12
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Committee, the Texas General Land Office, or the Island Strategic Action Committee
(ISAC).
Identification of existing utilities will be based on information provided by the City and
previous design drawings prepared by USACE. A subsurface utility investigation is not
included as part of this scope.
HDR has not budgeted for development of a formal design calculations summary
package. If a design calculations package is desired by the City, this information can
be prepared by HDR through a contract amendment.
The OPCC will be developed on the basi s of HDR’s experience and qualifications, and
will represent our judgment as experienced and qualified professional engineers
generally familiar with this industry. However, because HDR has no control over the
costs of labor, materials, equipment, or services furnished by others, or over the
contractor’s methods of determining prices, or over competitive bidding and market
conditions, HDR cannot and does not guarantee that proposals, bids, or actual project
costs will match our OPCC. If the City desires greater assurance on probable
construction costs, consideration should be given to retaining an independent cost
estimator.
The City will distribute Procurement Documents (construction bid packages) to
prospective contractors and coordinate with commercial plan rooms.
City’s construction department will review and process construction contractor’s pay
requests (invoices), and issue/process any needed construction change orders,
without review or assistance from HDR.
In the event the lowest responsible bidder’s bid exceeds the City’s project budget,
HDR will confer with City staff on any desired revisions to the bid documents, and will
then negotiate a contract amendment for implementation of these revisions and
associated re-bidding.
The timing and outcome of the permitting process is highly dependent on the
availability and responsiveness of USACE and resource agencies. Both the City and
HDR agree that the permits may ultimately not be issued, and the City agrees to pay
HDR for applicable services provided regardless of the permitting outcome.
Task 6.2 (Warranty Phase Services) does not include underwater or forensic
inspections. HDR’s inspection will be limited to above-water and above-ground
features that can be readily observed during a site walk-through. HDR’s warranty-
phase services do not include communications and/or negotiations with the Contractor;
engineering design; surveying; permitting; aerial photography; or construction
observation of any corrective measures required after the warranty inspection.
EXHIBIT A
Page 12 of 15
Mr. Jeff Edmonds MCN 10118494
September 23, 2019
Page 13
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
FEE, DELIVERABLES, AND SCHEDULE
HDR proposes to provide these services for a fee of $392,736 as shown in the table below.
Except where noted above, all tasks will be performed on a Lump Sum basis. Tasks 2, 5, and
6.3 (USACE Regulatory Coordination, Construction Administration Services, and Assistance
with Presentations and Meetings) will be performed on a Time and Materials basis in
accordance with the rates listed in the attached rate schedule. The staff listed in this table will
be supported by other HDR staff as needed. HDR will invoice for other staff at direct salary
times a multiplier of 3.43, plus direct expenses. Please note that HDR’s rates are subject to
revision in January of each year. Any work outside the proposed Scope will be added, with
authorization from the City, through a formal Scope Change Document and associated fee
agreement. This proposal is valid for 45 days from the date of this letter.
EXHIBIT A
Page 13 of 15
Mr. Jeff Edmonds MCN 10118494
September 20, 2019
Page 14
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Task Deliverables Approximate Schedule Fee
1. 30% Preliminary
Design
- Project Kickoff Meeting Notes
- Site Visit / Photographs and Notes
- 30% Preliminary Design Memorandum (Draft)
- 30% Preliminary Design Memorandum (Final)
- Draft Memo: 16 weeks
from NTP
- Final Memo: 3 weeks
from receipt of City’s
review comments
$52,445
(Lump Sum)
2. USACE
Regulatory
Coordination
Electronic copies (PDF) of the following deliverables will be provided
under Task 2.2 for the Beach Maintenance Permit:
- Draft JEM materials (exhibits) and mtg notes for City review.
- Draft permit amendment, BA, and EOT request for City review.
- Comment response matrix for agency comments on permit
amendment request.
- Draft response letters and material to address agency requests.
- Draft Beach Maintenance Plan.
Two hard copies and an electronic copy (PDF) of the following
deliverables will be provided under Task 2.2:
- Final Exhibits for JEM.
- Permit amendment, BA, and EOT request for USACE submittal.
- Final response letters and materials provided in response to agency
comments on permit amendment request.
- Final Beach Maintenance Plan.
- JEM : 60 days from
NTP
- Draft App: 90 days
from NTP
- Final App: 120 days
from NTP
Task 2.1: $8,919
(T&M)
Task 2.2:
$80,167
(T&M)
3. Final Design
Two hard copies and an electronic copy (PDF) will be provided for all of
the following deliverables under Task 3:
- 60% Submittal: Drawings, specifications table of contents, and
OPCC.
- 100% (Pre-Final) Submittal: Drawings, specifications, and OPCC at
the Pre-Final stage. The drawings and specifications (including City-
provided front end documents) will be included. The OPCC will be in
the format of the Bid Tabulation.
- Final Submittal: One 22”x34” (or 11”x17”) unbound set of hard copy
drawings, 8½”x11” unbound set of technical specifications and front-
end documents, and bid form of the ISSUED FOR BIDS set, suitable
for reproduction.
- 60% Submittal:
6 mos from NTP
- 100% Submittal:
8 mos from NTP
- Final Submittal:
9 mos from NTP
(dependent on USACE
Permit timeline)
$186,325
(Lump Sum)
4. Bidding-Phase
Services
One digital copy in PDF format of the following:
- Meeting notes from pre-bid conference;
- Addenda and/or responses to questions required during the bidding
phase.
- Recommendation for Award.
Schedule is dependent
on City. Award
recommendation letter
will be provided within 14
days of HDR’s receipt of
bid results.
$9,178
(Lump Sum)
5. Construction
Administration
Services
One digital copy in PDF format of the following:
- Meeting notes from construction progress meetings;
- RFI’s, Work Change Directives, and/or Change Orders required
during construction;
- Monthly Submittal Log;
- Site Visit Reports;
- Substantial Completion Certificate and Punch List;
- Final Completion Certificate;
- Record Drawings (record drawings will also be provided in AutoCAD
format).
- Close-Out Project Summary
Schedule dependent on
construction contract.
Duration of active
construction assumed to
be 7 mos. Record
drawings will be provided
within 30 days of
construction contract
completion date.
$44,932
(T&M)
6. Additional
Services
6.1 Design Investigation for Alt DMPA: (NIC)
6.2 Warranty Phase Services: (NIC)
6.3 Assistance with Presentations and Meetings: Meeting handouts in
PowerPoint or PDF format.
- Task 6.1: (NIC)
- Task 6.2: (NIC)
- Task 6.3: Within 15
days of City’s request to
perform task.
6.1: (NIC)
6.2: (NIC)
6.3: $10,770
(T&M)
Total Proposed Fee: $392,736
Notes:
1. Actual schedule for all deliverables is dependent on HDR’s receipt of review comments and other needed feedback from City. HDR
has assumed three weeks for City review of deliverables.
2. Tasks designated as “NIC” are not in contract.
EXHIBIT A
Page 14 of 15
Mr. Jeff Edmonds MCN 10037592
September 23, 2019
Page 15
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
Thank you again for considering us for this project. Please do not hesitate to contact Dan
Heilman at 361-696-3344 if you have questions or require any additional information.
Sincerely,
HDR ENGINEERING, INC.
Daniel J. Heilman, P.E. Arthur B. Colwell, P.E.
Project Manager Managing Principal
Vice President
Cc: Sarah West, P.E., City of Corpus Christi
Attachments:
Manhour and Expense Estimate (Dated 9/23/2019)
HDR Rate Schedule (Dated 9/23/2019)
EXHIBIT A
Page 15 of 15
HDR Engineering, Inc.
Rate Schedule for Professional Services to the City of Corpus Christi for
Packery Channel Dredging and Beach Nourishment (19046A) Project
Name & Classification Rate, $/hr
Engineer VIII (Project Manager) 264
Engineer VII (QC Lead) 242
Environmental Manager 216
Sr Environmental Scientist 144
Archeologist 174
Engineer III (Coastal Engineer) 122
Environmental Biologist 82
Technician III (CAD) 149
Technician III (GIS) 123
Technician I (Accounting) 88
Technician I (Administrative) 72
EXHIBIT A-1
Page 1 of 1
Basic Services:Original
Contract
Total
Contract
1.Preliminary Design $52,445.00 $52,445.00
2.Design Phase $186,325.00 $186,325.00
3.Bid Phase $9,178.00 $9,178.00
4.Construction Administration Phase (T&M)$44,932.00 $44,932.00
Subtotal Basic Services Fees $292,880.00 $292,880.00
Additional Services:
1.Permit Preparation $0.00 $0.00
2.ROW Acquisition Survey $0.00 $0.00
3.Topographic Survey and Parcel Descriptions $0.00 $0.00
4.Environmental Issues (Time & Materials)$89,086.00 $89,086.00
5.Public Involvement $0.00 $0.00
6.Subsurface Utility Investigation $0.00 $0.00
7.Design Investigation for Alternative DMPA $0.00 $0.00
8.Warranty Phase $0.00 $0.00
9.Assistance with Presentations and Meetings (T&M)$10,770.00 $10,770.00
Subtotal Additional Services $99,856.00 $99,856.00
Summary of Fees
Basic Services Fees $292,880.00 $292,880.00
Additional Services Fees $99,856.00 $99,856.00
Total Authorized Fees $392,736.00 $392,736.00
Council Approval
Pending
PACKERY CHANNEL DREDGING AND BEACH NOURISHMENT
PROJECT NO. 19046A
SUMMARY OF FEES
EXHIBIT A-2 Page 1 of 1
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit BPage 1 of 1
Project No.: Various 1 PM: MB,IP
Legistar No.: 20-0017 Rev.5 – 1/03/20
DATE: December 24, 2019
TO: Peter Zanoni, City Manager
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Kim Baker, Director of Contracts and Procurement
kimb2@cctexas.com
(361) 826-3169
CAPTION:
Ordinance awarding eight Master Services Agreements (MSAs) for Bond 2020 and FY 2021 CIP
feasibility studies in an amount not to exceed $3,600,000; three MSAs in the amount of $650,000 each
to Freese and Nichols, HDR Engineering, and Urban Engineering for Street projects; two MSAs in the
amount of $500,000 and $250,000 to Urban Engineering and LAN respectively for Utility Projects; and
three MSAs in the amount of $300,000 each to Bath Engineering, LNV Inc. and Hanson Professional
Services for Facility Projects, located city wide with funding available from Street Bond 2014 and FY
2020 Utility CIP; and amending the FY 2020 Capital Budget.
SUMMARY:
The planning cycle is getting underway for Bond 2020 and the FY 2021 Capital Improvement Program
(CIP). These master service agreements will provide the preliminary engineering services necessary to
provide accurate scopes and cost estimates for the proposed Bond 2020 and FY 2021 updates to the
CIP. This item approves eight separate MSAs for Streets, Utilities, Facilities and Parks projects. Task
orders will be negotiated individually to provide scoping, preliminary engineering and cost estimating
services.
BACKGROUND AND FINDINGS:
Preliminary feasibility studies, engineering reports and cost estimates are required for projects when
preparing for a Bond referendum or future CIP program. A similar process was used to prepare for
Bond 2018. A Master Services Agreement (MSA) is a type of contract where work is accomplished
through multiple task orders (TOs) under a blanket set of terms & conditions. These MSAs will issue
time and material TOs based on an hourly rate schedule. MSAs are an efficient method to procure and
expedite the specified professional services, which reduces overhead and administrative effort. MSAs
are limited by the stipulated contract terms.
AGENDA MEMORANDUM
First Reading for the City Council Meeting of January 21, 2020
Second Reading for the City Council Meeting of January 28, 2020
Master Services Agreements
Preliminary Engineering and Feasibility Studies for Bond 2020 and Future Utility CIP
Project No.: Various 2 PM: MB,IP
Legistar No.: 20-0017 Rev.5 – 1/03/20
PROJECT TIMELINE:
J F M A M J
TO BE DETERMINED
Design/Construction
2020
Assessment
COMPETITIVE SOLICITATION PROCESS
Freese and Nichols, HDR Engineering, Urban Engineering, LAN, Bath Engineering, LNV Inc and
Hanson Professional Services were selected for the Bond 2020 preliminary engineering and feasibility
studies under RFQ 2018-10. For the Street category, there were 10 respondents; for the Utility
category, there were 9 respondents; and for the Public Facilities category there were 6 respondents.
All respondents were interviewed and chosen based on their scores and abilities to successfully
complete the work.
The selection committee consisted of representatives from Asset Management, Streets, Utilities, and
Engineering Services Departments. Firms were ranked based on five factors: 1) experience of the firm,
2) experience of the key personnel with specific experience, 3) project approach and management plan,
4) capacity to meet the project requirements and timelines, and 5) past performance.
ALTERNATIVES:
Not proceeding with the MSAs may reduce the accuracy of cost estimates that form the basis of a
Bond 2020 program and the FY 2021 CIP. The Bond 2020 Informational Brochure needs to be
finalized by June. Any action to delay these contracts can compromise the ability to have accurate
scope and cost information in the informational brochure.
FISCAL IMPACT:
The projects in Bond 2020 program will be contingent on the findings in the feasibility studies. The
proposed bond program outcome will be decided by city voters in November 2020. This item will award
eight separate MSAs for professional services directly related to preliminary engineering and feasibility
studies for Street Projects with Freese and Nichols, HDR Engineering, and Urban Engineering, for Utility
Projects with Urban Engineering and LAN, and for Facility Projects with Bath Engineering, LNV Inc, and
Hanson Professional Services, in all City Council Districts, in the total amount of $3,600,000 for Street
projects, Utility projects, and Facility projects, effective upon issuance of Notice to Proceed. Funding is
available from Street Bond 2014 reserves and FY 2020 Utility CIP. In 2014, the City issued tax notes
to pre-design the Bond 2014 street projects. As a result, the funds budgeted for design work were freed
up from bond proceeds; thus, allowing these funds to be used for other street projects.
FUNDING DETAIL:
Bond 2020 Street Feasibility Studies:
Fund: Street 2015 GO Bond 2014 (Fund 3551)
Mission Elem: Maintain Pavement (#051)
Project No.: Bond 2020 Feasibility Studies (20245A)
Account: Professional Services (Account #530000)
Activity: 20245-A-3551-EXP
Amount: $650,000 per contract (3)
Project No.: Various 3 PM: MB,IP
Legistar No.: 20-0017 Rev.5 – 1/03/20
Utility Feasibility Studies (Water and Wastewater):
Fund: Water 2020 CIP (#4099)
Mission Elem: Distribute Water (#041)
Project No.: Water Feasibility Studies (20246A)
Account: Professional Services (Account #530000)
Activity: 20246-A-4099-EXP (Water)
Amount: $250,000
Fund: Wastewater 2020 CIP (#4257)
Mission Elem: Wastewater Collection System (#042)
Project No.: Wastewater Feasibility Studies (20247A)
Account: Professional Services (Account #530000)
Activity: 20247-A-4257-EXP
Amount: $500,000
Bond 2020 Facility and Parks Feasibility Studies:
Fund: Street 2015 GO Bond 2014 (Fund 3551)
Mission Elem: Maintain Pavement (#051)
Project No.: Bond 2020 Feasibility Studies (20245A)
Account: Professional Services (Account #530000)
Activity: 20245-A-3551-EXP
Amount: $300,000 per contract (3)
RECOMMENDATION:
Staff recommends approval of eight MSAs for professional services directly related to preliminary
engineering and feasibility studies for Street Projects with Freese and Nichols, HDR Engineering, and
Urban Engineering, for Utility projects with Urban Engineering and LAN, and Facility Projects with Bath
Engineering, LNV Inc., and Hanson Professional Services, in all City Council Districts, in the total
amount of $3,600,000 for proposed Streets projects, Utilities projects, and Facility projects.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Location Map
Master Services Agreement Freese and Nichols
Master Services Agreement HDR Engineering
Master Services Agreement Urban Engineering (2)
Master Services Agreement LAN
Master Services Agreement Bath Engineering
Master Services Agreement Hanson Professional Services
Master Services Agreement LNV, Inc.
Ordinance awarding eight Master Services Agreements (MSAs) for
Bond 2020 and FY 2021 CIP feasibility studies in an amount not to
exceed $3,600,000; three MSAs in the amount of $650,000 each to
Freese and Nichols, HDR Engineering, and Urban Engineering for
Street projects; two MSAs in the amount of $500,000 and $250,000 to
Urban Engineering and LAN respectively for Utility Projects; and three
MSAs in the amount of $300,000 each to Bath Engineering, LNV Inc
and Hanson Professional Services for Facility projects, located city-
wide with funding available from Street Bond 2014 and FY 2020 Utility
CIP; and amending the FY 2020 Capital Budget.
WHEREAS, the City Council has expressed interest in a November 2020 General
Obligation Bond Election; and
WHEREAS, funding for the feasibility studies will come from existing Street Bond
2014 Reserves and Utility Capital Improvement Funds.
NOW THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. The Fiscal Year 2020 Capital Improvement Program Budget adopted by
Ordinance 031870 is amended to add the Bond 2020 Feasibility Studies for Streets, Parks,
Facilities and the Utility 2020 Feasibility Studies for future capital program planning.
SECTION 2. The City Manager or designee is authorized to execute e ight Master
Services Agreements in an amount not to exceed $3,600,000; three MSAs in the amount
of $650,000 each to Freese and Nichols, HDR Engineering, and Urban Engineering for
Street projects; two MSAs in the amount of $500,000 and $250,000 to Urban Engineering
and LAN respectively for Utility Projects; and three MSAs in the amount of $300,000 each
to Bath Engineering, LNV Inc and Hanson Professional Services for Facility Projects.
That the foregoing ordinance was read for the first time and passed to its second reading
on this the _____ day of ___________, 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this the
_____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 2020.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
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181
77
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
LOCATION MAP
NOT TO SCALE
CITYWIDE PROJECT
N
CITY WIDE MASTER SERVICES AGREEMENT
FOR PRELIMINARY ENGINEERING AND
FEASIBILITY STUDIES FOR BOND 2020
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
CITY WIDE MASTER SERVICES AGREEMENT
FOR PRELIMINARY ENGINEERING AND
FEASIBILITY STUDIES FOR BOND 2020
VICINITY MAP
NOT TO SCALE
CITYWIDE PROJECT
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2779
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20120A – Bond 2020 Street Feasibility Studies
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 HDR Engineering, Inc., 555 N. Carancahua, Suite 1600, Corpus Christi, Nueces County,
Texas 78401 (Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
Master Services Agreement
Page 3 of 10
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 $650,000.00.
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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 $650,000.00
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
Master Services Agreement
Page 5 of 10
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 two years beginning on the Effective Date. The Agreement may be
renewed for up to _____ 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.
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.
Master Services Agreement
Page 6 of 10
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
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.
Master Services Agreement
Page 7 of 10
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
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
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
Page 9 of 10
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.
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.html.
Master Services Agreement
Page 10 of 10
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 Boycott Israel. As required by Chapter 2270, Government Code, Consultant hereby verifies that it does not
boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this
verification, “boycott Israel” means refusing to deal with, terminating business activities with, or otherwise
taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations
specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory,
but does not include an action made for ordinary business purposes.
12.12 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.
12.13 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.
12.14 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in the Consultant-prepared Exhibit B, 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.
12.15 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
CITY OF CORPUS CHRISTI HDR ENGINEERING, INC.
________________________________ ________________________________
Mark Van Vleck (Date) Arthur B. Colwell, P.E. (Date)
Assistant City Manager Vice President/Managing Principal
555 N. Carancahua, Suite 1600
Corpus Christi, TX 78401
(361) 696-3300 Office
Arthur.colwell@hdrinc.com
APPROVED AS TO LEGAL FORM
________________________________
Assistant City Attorney (Date)
for City Attorney
ATTEST
_______________________________
Rebecca Huerta, City Secretary
Funding shall be provided per task order.
Contract Maximum Amount is $650,000.
12/30/19
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
hdrinc.com
555 N. Carancahua, Suite 1600, Corpus Christi, TX 78401 Texas P.E. Firm Registration No. 754ion
361-696-3300
November 15, 2019 MCN 10199786
Mr. Jeff Edmonds, P.E.
Director, Capital Programs
City of Corpus Christi
P.O. Box 9277
Corpus Christi, TX 78469-9277
RE: MASTER SERVICES AGREEMENT (MSA) FOR BOND 2020 STREET FEASIBILITY
STUDIES
Dear Mr. Edmonds:
Thank you for inviting HDR to participate in supporting Engineering Services in the
development of the Bond 2020 program. The work will be initiated with a Master Services
Agreement and a series of Task Orders that will be negotiated on a T&M basis. Attachment A
provides a structured outline which will be utilized for developing Street Feasibility Reports. A
separate report will be developed for each Task Order, and each Task Order will be
associated with a separate street project as assigned by Engineering Services. We
understand that the total fee for all Task Orders will not exceed $650,000.00.
As requested, we have attached our Schedule of Rates 1-20 (Attachment B). These rates are
effective through December 31, 2020. Any work beyond that date will require the City and
HDR negotiate a Change Order to the contract.
Thank you again for considering us for this project. Please do not hesitate to contact Samuel
Saldivar, Jr. at 361-696-3325 if you have questions or require any additional information.
Sincerely,
HDR ENGINEERING, INC.
Samuel Saldivar, Jr., P.E. Arthur B. Colwell, P.E.
Civil Program Leader Office Principal/Vice President
Cc: Sarah West, P.E.
Attachments:
A – Street Feasibility (Bond 2020) Report Format Requirements
B – Schedule of Rate 1-20
EXHIBIT B
Page 1 of 8
Street Feasibility (Bond 2020)
Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Street Project shall be bound
individually and include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
I.Cover Sheet
•Project Title
•Photos – small, 2-3 images of pavement conditions specific to project
•Submittal Date
•Engineer’s Note/Seal (as required by TBPE 137.33)
II.Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet) – The Executive Summary should be written with minimal technical references so the
general public will understand what is stated.
•Project Title
•Submittal Date
•Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
•Opinion of Probable Cost Summary Table – include construction cost only
•Estimated construction duration – assume $500k/mo. execution
•Location Map – image of small City line map
III.Table of Contents
IV.Project Report –This should be written as if the Executive summary is not a part of the report.
Items listed should not be duplicated between sections.
1.Project Description – This section can provide additional information to what is provided
in Executive Summary and should still be brief. Include recommendation for
including/excluding intersections at project limits.
2.Location Map - image of small City Line map
3.Existing Conditions and Proposed Improvements (Note: include information gathered in
Project Evaluation Checklist.)
3.1. Street
3.1.1. Roadway
3.1.1.1. Existing
•Approximate age of roadway
•Street classification (C1, C2, A1, etc.) and description (2 lanes in each
direction, one lane in each direction with a center turn lane, etc.;
length in LF)
•Roadway type (concrete/asphalt, curb & gutter or roadside ditches,
etc.)
•Existing ROW, pavement/B-B and lane widths
EXHIBIT B
Page 2 of 8
•Current PCI value (City staff will provide a spreadsheet with this
information)
•Development in the area (residential, commercial, industrial) and
significant facilities (schools, fire stations, hospitals, etc.), not just
within the project limits, that may be impacted
3.1.1.2. Proposed
•Street classification (C1, C2, A1, etc.) and description (2 lanes in each
direction, one lane in each direction with a center turn lane, etc.).
Note if proposed classification meets or deviates from current UTP
and requires plan amendment.
•Proposed ROW, pavement/B-B and lane widths. Include
recommendation for Land Acquisition based on proposed
improvements if ROW is needed (beyond corner clips). Provide aerial
with shading to indicate proposed ROW needed (Appendices)
•Pavement type (general comments; conceptual pavement section and
basis for both concrete and asphalt. Include considerations for only
bidding one pavement option if applicable.)
•Specify what is included in the street scope, intersections, turn lanes,
access roads, etc.
3.1.2. ADA
3.1.2.1. Existing
3.1.2.2. Proposed
3.1.3. Traffic signals
3.1.3.1. Existing
3.1.3.2. Proposed
3.1.4. Street Illumination
3.1.4.1. Existing
3.1.4.2. Proposed
3.1.5. Bike Facilities
3.1.5.1. Existing
3.1.5.2. Proposed
3.1.6. RTA Facilities
3.1.6.1. Existing
3.1.6.2. Proposed
3.2. City Utilities (Note: section requirements shown under Storm Water, but all
other Utilities should have same information)
3.2.1. Storm water
3.2.1.1. Existing
•Size, type, age & location of utility as found in GIS & As-Builts
EXHIBIT B
Page 3 of 8
• Visual/site inspection to note City utilities in the area and verify
general alignment/location of City utilities.
• Summarize maintenance history for each system – coordinate directly
with Utilities for maintenance reports, with reports provided in
appendix.
3.2.1.2. Proposed
• Size, type and location of proposed utility – brief description, use
concise bullets as applicable
• Basis for recommendation – based on maintenance issues and future
projections/master plans, etc. (i.e. are there condition issues and/or
capacity issues).
o Brief summary of master plan
Include plan/design assumptions
Consideration for need and timing of ultimate buildout
Deviations and reasoning for not meeting ultimate buildout
Considerations for future connections (stub outs, etc.)
Include summary of any anticipated off-site improvements
needed
3.2.2. Water
3.2.2.1. Existing
3.2.2.2. Proposed
3.2.3. Wastewater
3.2.3.1. Existing
3.2.3.2. Proposed
3.2.4. Gas
3.2.4.1. Existing
3.2.4.2. Proposed
3.3. Third Party Utilities (Note: section requirements shown under AT&T, but all other
Third Party Utilities should have same information)
3.3.1. AT&T
3.3.1.1. Existing
• Visual/site inspection to note third Party utilities in the area and verify
general alignment/location of third party utilities.
• Coordination with AT&T and AEP regrading location of their facilities.
Include AT&T and AEP Information Request Form as appendix, along
with results/response.
• Location – proximity within ROW (example: 1’ off Right ROW)
• Type – Aerial, underground, minor lines, major duct bank, etc.
3.3.1.2. Proposed
• Summary of required relocations and potential conflicts based on
proposed project improvements, provide map per appendix
3.3.2. AEP
EXHIBIT B
Page 4 of 8
3.3.2.1. Existing
3.3.2.2. Proposed
3.3.3. Others
3.3.3.1. Existing
3.3.3.2. Proposed
4. Agency/Permit Coordination Requirements
5. Engineer’s Recommendation for Improvements - Based on the Engineer’s review of the
Project, site visits, maps, records, etc., provide any additional engineering observations
or recommendations to discuss or consider for the proposed Project that would improve
efficiency, save costs, reduce public impact, or provide a better end project and/or use of
funds. Provide potential alternatives on this Project that could be considered if the budget
comes up short from the OPCC during the future design phase.
6. Opinion of Probable Cost
6.1. Summary Table of construction costs divided between Streets, Storm Water,
Water, Wastewater and Gas
6.2. Assumptions for Opinion of Probable Cost
7. Project Timetable/Schedule
7.1. Estimated design phase duration – include justification for proposed duration for
City consideration
7.2. Estimated construction duration (assume $500k/mo). Include any considerations
for longer or shorter time estimate for City consideration. Include list of
assumptions.
7.3. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
a) 1
b) 2
c) 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
1. Use attached file template (see examples)
2. 1 page each, 8.5” x 11”
A.1 – Location Map
A.2 – Vicinity Map (should have aerial background )
B. Strip Map
1. Project Title
2. North Arrow
3. Sized to 11” x XX” – fold out and bound with report
EXHIBIT B
Page 5 of 8
4. Aerial Photograph as Background
5. Relevant street names
6. Proposed street configuration
7. Proposed new alignment (if alignment changing)
8. New width
9. Lanes (show arrows for direction)
10. Sidewalks and bike facilities (if applicable)
C. Cross sections including utilities - Existing and proposed on the same 8.5” x 11” page
D. Adopted Bike plan page(s) – from attached plan
E. Utility base maps (area maps, not strip maps) – include existing and proposed (mains and
laterals, not service lines) in same map on single 11” x 17” sheet per utility.
E.1 – Storm Water
E.2 – Water
E.3 – Wastewater
E.4 – Gas
F. Utility complaint/maintenance reports
F.1 – Storm Water – include flood report map and maintenance reports
F.2 – Water
F.3 – Wastewater
F.4 – Gas
G. Strip map with third party relocations and potential conflicts highlighted – 11” x 17”
H. Third Party Information Request Form, along with results/response
H.1 – AT&T
H.2 – AEP
I. OPCC
1. Use current Bid Form (signature blocks can be eliminated).
2. Construction Costs Only; City will add other administrative project costs when
establishing project budget
3. Include a 20% “Unidentified Work Items” line item for each section in the detailed
breakdown – The 20% includes unknown design elements and pricing variability.
4. Do not include “allowances” or “contingencies”.
5. Include estimates for both pavement options.
I.1 – Base Bid 1 – Asphalt
I.2 – Base Bid 2 - Concrete
J. Project Evaluation Checklist (template and example attached)
K. Photo key map and photographs with descriptions (include key item(s) to note in photo)
L. Utility Master Plan map pages
L.1 – Storm Water
L.2 – Water
L.3 – Wastewater
L.4 – Gas
M. FEMA Map Pages
EXHIBIT B
Page 6 of 8
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
• No curb ramps exist within the project limits. Recommendation includes adding
ramps at all intersections.
• No water distribution line exists within the project limits.
• Recommendation includes adding an 8” water distribution line and fire hydrants to
meet minimum fire coverage.
• No wastewater collection lines exist within the project limits.
• No wastewater improvements are recommended. All adjacent properties are
currently connected to City wastewater via rear access to wastewater.
Submittal Requirements:
1. 1 Draft Report (2 hard copy and 1 electronic)
2. 1 Final Report (1 hard copy and 1 electronic)
EXHIBIT B
Page 7 of 8
HDR Engineering, Inc. 555 N Carancahua
Suite 1600
Corpus Christi, TX 78401-0850
No. 1-20 COCC
SCHEDULE OF RATES
These rates are effective through December 2020
PROFESSIONAL STAFF HOURLY RATE
Engineer I…………………………….. $125.00
Engineer II……………………………. $137.00
Engineer III…………………………… $152.00
Engineer IV…………………………… $169.00
Engineer V……………………………. $184.00
Engineer VI…………………………… $205.00
Engineer VII………………………….. $226.00
Engineer VIII…………………………. $247.00
Principal Engineer……………………. $268.00
Sr. Principal Engineer………………… $288.00
Program Director………………...........$306.00
Project Biologist/GIS Specialist………$135.00
Environmental Biologist………………$159.00
Sr. Environmental Biologist…………..$184.00
Environmental Manager………………$209.00
PARA-PROFESSIONAL STAFF HOURLY RATE
Administrative Assistant…………............. $92.00
Drafter…………………...…….…………… $95.00
Technician I…………………….………….. $109.00
Technician II………………………………. $121.00
Technician III……………………………… $134.00
Designer Tech IV………………………….. $146.00
EQUIPMENT/IT
GPS RTK Survey Equipment………… .... 250.00/Day
GPS Hand Held (Sub Meter)………… ..... 135.00/Day
Work/Tow Vehicle .......... 65.00/day + IRS rate + 10%
Survey Boat .............................................. 750.00/Day
GPS Hydrographic Survey Equip .............. 250.00/Day
Acoustic Doppler Velocimeter (ADV) ....1,000.00/Wk
Water Level Logger………………… ........300.00/Wk
EXPENSES
Automobile (other than rental car) ..... IRS Rate + 10%
In house reproduction ...... prevailing commercial rates
Outside consultants ................. cost plus 15% handling
Outside technical services....... cost plus 15% handling
All other expenses .................. cost plus 15% handling
1. Charges are due and payable within thirty (30) days of receipt of the invoice. A charge of 1% per month will be added for
late payments.
2. Construction administration staff will be billed at an equivalent grade, depending upon qualifications.
3. Unlisted scientists and other non-engineer professionals will be billed at the rate of a comparable engineer grade.
4. Overtime for para-professional and non-registered survey staff will be billed at 125% of the hourly rate and overtime will
apply for hours worked in excess of 8 hours per day or 40 per week.
5. Time spent preparing for and providing depositions or courtroom testimony will be billed at 150% of the hourly rate.
EXHIBIT B
Page 8 of 8
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
EXHIBIT “E”
Page 1 of 2
SUPPLIER NUMBER __________ TO BE ASSIGNED BY CITY PURCHASING DIVISION
CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST
City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with “NA”. See reverse side for Filing Requirements, Certifications and definitions.
COMPANY NAME:
P. O. BOX:
STREET ADDRESS: CITY: ZIP:
FIRM IS: 1. Corporation 2.Partnership 3.Sole Owner4.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
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 TitleN/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 CommitteeN/A
4.State the names of each employee or officer of a “consultant” for the City of Corpus Christi whoworked 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 ConsultantN/A
HDR Engineering, Inc.
555 N. Carancahua St., Ste 1600 Corpus Christi, TX 78401
X
EXHIBIT “E”
Page 2 of 2
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: Title:
(Type or Print)
Signature of Certifying Person: Date:
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.
Arthur B. Colwell V.P., Office Principal
12/30/19
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2778
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20119A – Bond 2020 Street Feasibility Studies
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, Inc., 800 N. Shoreline, Suite 1600N, Corpus Christi, Nueces County,
Texas 78401 (Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
Master Services Agreement
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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 $650,000.00.
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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 $650,000.00
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
Master Services Agreement
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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 two years beginning on the Effective Date. The Agreement may be
renewed for up to _____ 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.
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.
Master Services Agreement
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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
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.
Master Services Agreement
Page 7 of 10
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
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
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
Page 9 of 10
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.
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.html.
Master Services Agreement
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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 Boycott Israel. As required by Chapter 2270, Government Code, Consultant hereby verifies that it does not
boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this
verification, “boycott Israel” means refusing to deal with, terminating business activities with, or otherwise
taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations
specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory,
but does not include an action made for ordinary business purposes.
12.12 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.
12.13 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.
12.14 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in the Consultant-prepared Exhibit B, 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.
12.15 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
CITY OF CORPUS CHRISTI FREESE AND NICHOLS, INC.
________________________________ ________________________________
Mark Van Vleck (Date) Ron Guzman (Date)
Assistant City Manager Vice President/Principal
800 N Shoreline, Suite 1600N
Corpus Christi, Texas 78401
(361) 561-6500 Office
rg@freese.com
APPROVED AS TO LEGAL FORM
________________________________
Assistant City Attorney (Date)
for City Attorney
ATTEST
_______________________________
Rebecca Huerta, City Secretary
Funding shall be provided per task order.
Contract Maximum Amount is $650,000
12/31/2019
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
800 N. Shoreline Blvd., Suite 1600N + Corpus Christi, Texas 78401 + 361-561-6500 + FAX 817-735-7491
November 14, 2019
Mr. Jeffrey Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Re: Master Service Agreement (MSA) for Street Feasibility Studies for Bond 2020 (RFQ 2018-10)
Freese and Nichols, Inc. Professional Services Proposal
City Project No. XXXXXXX
Dear Mr. Edmonds:
Freese and Nichols, Inc. (FNI) is pleased to provide our Professional Services proposal for the City of
Corpus Christi RFQ 2018 -10 Street Feasibility Studies for Bond 2020. It is our understanding that FNI will
be provided a list of transportation projects which will be used to develop individual task orders for your
review and approval. It is also our understanding that each task order under this contract will be
negotiated under a time and materials basis.
FNI will follow the City’s Street Feasibility (Bond 2020) Report Format Requirement. FNI will include the
following elements in each task order report:
•Cover Sheet
•Executive Summary
•Table of Contents
•Project Report (including existing and proposed concepts for all
infrastructure impacted by proposed concepts, opinion of
probable construction costs and project schedule)
•Appendices (including location/vicinity maps, strip map,
existing/proposed cross sections, utility base maps, project
evaluation checklist, photo key map and project photos
FNI will provide one (1) Draft Report and one (1) final report. Each of the two submission will include
two (2) hard copies and one (1) electronic copy.
FNI proposes to enter into a Master Services Agreement (MSA) with the City of Corpus Christi in the not
to exceed amount of $650,000.00 for the aforementioned services. As previously stated, FNI will provide
this service on a time and materials basis in utilizing the attached Classification Rate Sheet. FNI will
prepare individual task orders in accordance with the MSA for each street segment identified by City of
Corpus Christi Engineering Services Department.
We look forward to working with your team on this project.
Please feel free to contact me should you have any question or concern regarding this item.
www.freese.com
EXHIBIT B
Page 1 of 3
Name
Date
Page 2 of 2
[Project Number] File Path
Respectfully,
Ron Guzman, P.E.
Vice President/Principal
Attachments:
Compensation Schedule
Form 1295
Certificate of Insurance
EXHIBIT B
Page 2 of 3
ATTACHMENT CO
Rate
Professional - 1 121
Professional - 2 145
Professional - 3 165
Professional - 4 190
Professional - 5 221
Professional - 6 253
Construction Manager - 1 96
Construction Manager - 2 125
Construction Manager - 3 146
Construction Manager - 4 184
CAD Technician/Designer - 1 103
CAD Technician/Designer - 2 133
CAD Technician/Designer - 3 164
Corporate Project Support - 1 98
Corporate Project Support - 2 117
Corporate Project Support - 3 157
Intern/ Coop 60
Senior Advisor 175
Rates for In-House Services
Technology Charge Bulk Printing and Reproduction
$0.00 per hour B&W Color
Small Format (per copy)$0.10 $0.25
Travel Large Format (per sq. ft.)
Standard IRS Rates Bond $0.25 $0.75
Glossy / Mylar $0.75 $1.25
Vinyl / Adhesive $1.50 $2.00
Mounting (per sq. ft.)$2.00
Binding (per binding)$0.25
OTHER DIRECT EXPENSES:
Rates valid through 12/31/2020.
3022015
FNI
OWNER
Schedule of Charges:
Position
Compensation to Freese and Nichols shall be based on the following Schedule of Charges.
Other direct expenses are reimbursed at actual cost times a multiplier of 1.05. They include outside printing and reproduction
expense, communication expense, travel, transportation and subsistence away from the FNI office and other miscellaneous
expenses directly related to the work, including costs of laboratory analysis, test,and other work required to be done by
independent persons other than staff members.
COMPENSATION
EXHIBIT B
Page 3 of 3
Bond 2020 – Feasibility Study Requirements Page 1 of 6
Street Projects 2019-10-16
Street Feasibility (Bond 2020)
Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Street Project shall be bound
individually and include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
I.Cover Sheet
•Project Title
•Photos – small, 2-3 images of pavement conditions specific to project
•Submittal Date
•Engineer’s Note/Seal (as required by TBPE 137.33)
II.Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet) – The Executive Summary should be written with minimal technical references so the
general public will understand what is stated.
•Project Title
•Submittal Date
•Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
•Opinion of Probable Cost Summary Table – include construction cost only
•Estimated construction duration – assume $500k/mo. execution
•Location Map – image of small City line map
III.Table of Contents
IV.Project Report –This should be written as if the Executive summary is not a part of the report.
Items listed should not be duplicated between sections.
1.Project Description – This section can provide additional information to what is provided
in Executive Summary and should still be brief. Include recommendation for
including/excluding intersections at project limits.
2.Location Map - image of small City Line map
3.Existing Conditions and Proposed Improvements (Note: include information gathered in
Project Evaluation Checklist.)
3.1. Street
3.1.1. Roadway
3.1.1.1. Existing
•Approximate age of roadway
•Street classification (C1, C2, A1, etc.) and description (2 lanes in each
direction, one lane in each direction with a center turn lane, etc.;
length in LF)
•Roadway type (concrete/asphalt, curb & gutter or roadside ditches,
etc.)
•Existing ROW, pavement/B-B and lane widths
EXHIBIT B-1
Bond 2020 – Feasibility Study Requirements Page 2 of 6
Street Projects 2019-10-16
•Current PCI value (City staff will provide a spreadsheet with this
information)
•Development in the area (residential, commercial, industrial) and
significant facilities (schools, fire stations, hospitals, etc.), not just
within the project limits, that may be impacted
3.1.1.2. Proposed
•Street classification (C1, C2, A1, etc.) and description (2 lanes in each
direction, one lane in each direction with a center turn lane, etc.).
Note if proposed classification meets or deviates from current UTP
and requires plan amendment.
•Proposed ROW, pavement/B-B and lane widths. Include
recommendation for Land Acquisition based on proposed
improvements if ROW is needed (beyond corner clips). Provide aerial
with shading to indicate proposed ROW needed (Appendices)
•Pavement type (general comments; conceptual pavement section and
basis for both concrete and asphalt. Include considerations for only
bidding one pavement option if applicable.)
•Specify what is included in the street scope, intersections, turn lanes,
access roads, etc.
3.1.2. ADA
3.1.2.1. Existing
3.1.2.2. Proposed
3.1.3. Traffic signals
3.1.3.1. Existing
3.1.3.2. Proposed
3.1.4. Street Illumination
3.1.4.1. Existing
3.1.4.2. Proposed
3.1.5. Bike Facilities
3.1.5.1. Existing
3.1.5.2. Proposed
3.1.6. RTA Facilities
3.1.6.1. Existing
3.1.6.2. Proposed
3.2. City Utilities (Note: section requirements shown under Storm Water, but all
other Utilities should have same information)
3.2.1. Storm water
3.2.1.1. Existing
•Size, type, age & location of utility as found in GIS & As-Builts
EXHIBIT B-1
Bond 2020 – Feasibility Study Requirements Page 3 of 6
Street Projects 2019-10-16
• Visual/site inspection to note City utilities in the area and verify
general alignment/location of City utilities.
• Summarize maintenance history for each system – coordinate directly
with Utilities for maintenance reports, with reports provided in
appendix.
3.2.1.2. Proposed
• Size, type and location of proposed utility – brief description, use
concise bullets as applicable
• Basis for recommendation – based on maintenance issues and future
projections/master plans, etc. (i.e. are there condition issues and/or
capacity issues).
o Brief summary of master plan
Include plan/design assumptions
Consideration for need and timing of ultimate buildout
Deviations and reasoning for not meeting ultimate buildout
Considerations for future connections (stub outs, etc.)
Include summary of any anticipated off-site improvements
needed
3.2.2. Water
3.2.2.1. Existing
3.2.2.2. Proposed
3.2.3. Wastewater
3.2.3.1. Existing
3.2.3.2. Proposed
3.2.4. Gas
3.2.4.1. Existing
3.2.4.2. Proposed
3.3. Third Party Utilities (Note: section requirements shown under AT&T, but all other
Third Party Utilities should have same information)
3.3.1. AT&T
3.3.1.1. Existing
• Visual/site inspection to note third Party utilities in the area and verify
general alignment/location of third party utilities.
• Coordination with AT&T and AEP regrading location of their facilities.
Include AT&T and AEP Information Request Form as appendix, along
with results/response.
• Location – proximity within ROW (example: 1’ off Right ROW)
• Type – Aerial, underground, minor lines, major duct bank, etc.
3.3.1.2. Proposed
• Summary of required relocations and potential conflicts based on
proposed project improvements, provide map per appendix
3.3.2. AEP
EXHIBIT B-1
Bond 2020 – Feasibility Study Requirements Page 4 of 6
Street Projects 2019-10-16
3.3.2.1. Existing
3.3.2.2. Proposed
3.3.3. Others
3.3.3.1. Existing
3.3.3.2. Proposed
4. Agency/Permit Coordination Requirements
5. Engineer’s Recommendation for Improvements - Based on the Engineer’s review of the
Project, site visits, maps, records, etc., provide any additional engineering observations
or recommendations to discuss or consider for the proposed Project that would improve
efficiency, save costs, reduce public impact, or provide a better end project and/or use of
funds. Provide potential alternatives on this Project that could be considered if the budget
comes up short from the OPCC during the future design phase.
6. Opinion of Probable Cost
6.1. Summary Table of construction costs divided between Streets, Storm Water,
Water, Wastewater and Gas
6.2. Assumptions for Opinion of Probable Cost
7. Project Timetable/Schedule
7.1. Estimated design phase duration – include justification for proposed duration for
City consideration
7.2. Estimated construction duration (assume $500k/mo). Include any considerations
for longer or shorter time estimate for City consideration. Include list of
assumptions.
7.3. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
a) 1
b) 2
c) 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
1. Use attached file template (see examples)
2. 1 page each, 8.5” x 11”
A.1 – Location Map
A.2 – Vicinity Map (should have aerial background )
B. Strip Map
1. Project Title
2. North Arrow
3. Sized to 11” x XX” – fold out and bound with report
EXHIBIT B-1
Bond 2020 – Feasibility Study Requirements Page 5 of 6
Street Projects 2019-10-16
4.Aerial Photograph as Background
5.Relevant street names
6.Proposed street configuration
7.Proposed new alignment (if alignment changing)
8.New width
9.Lanes (show arrows for direction)
10.Sidewalks and bike facilities (if applicable)
C.Cross sections including utilities - Existing and proposed on the same 8.5” x 11” page
D.Adopted Bike plan page(s) – from attached plan
E.Utility base maps (area maps, not strip maps) – include existing and proposed (mains and
laterals, not service lines) in same map on single 11” x 17” sheet per utility.
E.1 – Storm Water
E.2 – Water
E.3 – Wastewater
E.4 – Gas
F. Utility complaint/maintenance reports
F.1 – Storm Water – include flood report map and maintenance reports
F.2 – Water
F.3 – Wastewater
F.4 – Gas
G.Strip map with third party relocations and potential conflicts highlighted – 11” x 17”
H.Third Party Information Request Form, along with results/response
H.1 – AT&T
H.2 – AEP
I.OPCC
1.Use current Bid Form (signature blocks can be eliminated).
2.Construction Costs Only; City will add other administrative project costs when
establishing project budget
3.Include a 20% “Unidentified Work Items” line item for each section in the detailed
breakdown – The 20% includes unknown design elements and pricing variability.
4.Do not include “allowances” or “contingencies”.
5.Include estimates for both pavement options.
I.1 – Base Bid 1 – Asphalt
I.2 – Base Bid 2 - Concrete
J. Project Evaluation Checklist (template and example attached)
K.Photo key map and photographs with descriptions (include key item(s) to note in photo)
L.Utility Master Plan map pages
L.1 – Storm Water
L.2 – Water
L.3 – Wastewater
L.4 – Gas
M.FEMA Map Pages
EXHIBIT B-1
Bond 2020 – Feasibility Study Requirements Page 6 of 6
Street Projects 2019-10-16
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
•No curb ramps exist within the project limits. Recommendation includes adding
ramps at all intersections.
•No water distribution line exists within the project limits.
•Recommendation includes adding an 8” water distribution line and fire hydrants to
meet minimum fire coverage.
•No wastewater collection lines exist within the project limits.
•No wastewater improvements are recommended. All adjacent properties are
currently connected to City wastewater via rear access to wastewater.
Submittal Requirements:
1.1 Draft Report (2 hard copy and 1 electronic)
2.1 Final Report (1 hard copy and 1 electronic)
EXHIBIT B-1
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
EXHIBIT “E”
Page 1 of 2
SUPPLIER NUMBER __________ TO BE ASSIGNED BY CITY PURCHASING DIVISION
CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST
City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with “NA”. See reverse side for Filing Requirements, Certifications and definitions.
COMPANY NAME:
P. O. BOX:
STREET ADDRESS: CITY: ZIP:
FIRM IS: 1. Corporation 2.Partnership 3.Sole Owner4.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
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 TitleN/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 CommitteeN/A
4.State the names of each employee or officer of a “consultant” for the City of Corpus Christi whoworked 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 ConsultantN/A
800 N. Shoreline, Ste. 1600N Corpus Christi 78401
X
Freese and Nichols, Inc.
EXHIBIT “E”
Page 2 of 2
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: Title:
(Type or Print)
Signature of Certifying Person: Date:
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.
Ron Guzman Vice President/Principal
12/31/2019
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2850
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20246A – Bond 2020 Utilities Feasibility Studies
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 Lockwood, Andrews & Newnam, Inc, 500 N. Shoreline, Suite 905, Corpus Christi, Nueces
County, Texas 78401(Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
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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 $500,000.00.
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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 $500,000.00
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
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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 two years beginning on the Effective Date. The Agreement may be
renewed for up to _____ 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.
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.
Master Services Agreement
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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
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.
Master Services Agreement
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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
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
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
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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.
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.html.
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Page 10 of 10
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 Boycott Israel. As required by Chapter 2270, Government Code, Consultant hereby verifies that it does not
boycott Israel and will not boycott Israel through the term of this Agreement. For purposes of this
verification, “boycott Israel” means refusing to deal with, terminating business activities with, or otherwise
taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations
specifically with Israel, or with a person or entity doing business in Israel or in an Israeli-controlled territory,
but does not include an action made for ordinary business purposes.
12.12 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.
12.13 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.
12.14 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything
contained in the Consultant-prepared Exhibit B, 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.
12.15 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
CITY OF CORPUS CHRISTI LOCKWOOD, ANDREWS & NEWNAM, INC.
____________________________________ _____________________________________
Mark Van Vleck Date Steven A. Gilbreath, P.E. Date
Assistant City Manager Associate
500 N. Shoreline, Suite 905
Corpus Christi, TX 78401
(361) 882-2257
smharris@lan-inc.com
APPROVED AS TO LEGAL FORM
________________________________
Assistant City Attorney Date
for City Attorney
ATTEST
_______________________________
Rebecca Huerta, City Secretary
Funding shall be provided per task order.
Contract Maximum Amount is $500,000.
12/27/19
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
500 N. Shoreline Blvd. Ste. 500 • Corpus Christi, Texas 78401 • 361.882.2257 • www.lan-inc.com
December 26th, 2019
Jeff Edmonds, P.E.
Director of Engineering Services
City of Corpus Christi
PO BOX 9277
Corpus Christi, Texas 78469-9277
Re: Proposal for Feasibility Studies for Bond 2020 and Future CIP Projects (Water & Wastewater)
Dear Mr. Edmonds,
The purpose of this proposal is to provide you a scope of services and fee estimate for completing
feasibility assessments for Bond 2020 and Future Capital Improvement projects. This project provides for
the preparation of an Engineering Feasibility Report with schematic diagrams and cost estimates for
specific projects requested through Task Orders from this contract. The work includes the necessary
investigations, research and analysis with various meetings with key stakeholders and operating
departments with the intent to develop a list of projects, suitable for inclusion into the City’s Capital
Improvement Program.
Attachment A details the scope of services involved in delivering a feasibility report. Attachment B is a
rate sheet for our proposed fees. We propose to complete these services through separate Task Orders
at your request. Please feel free to contact me at 361-792-7225 or by email at smharris@lan-inc.com if
you have any additional questions.
Sincerely,
Scott Harris, PE
Regional Manager
Attachments: A – Scope of Services and Fee Estimate
Cc: Sandra Gomez, P.E.
EXHIBIT B
Page 1 of 7
Attachment A
Scope of Services
Group B – Utilities Projects
Feasibility Studies for Bond 2020 and Future CIP Projects
(Water & Wastewater)
A. Scope of Professional Services:
Task 1 – Data Collection & Kickoff
Kickoff Meeting - LAN staff will complete one (1) kickoff meeting with Engineering Services and
Utilities Department staff to establish project requirements and review the scope of work and
schedule. LAN will produce agenda and minutes for this meeting, deliverable within five (5) days
after completion.
Review Existing Data and Reports - Under this Activity, LAN shall perform a review of existing
data and reports associated with effluent reuse. It is assumed that the City will provide the
following to LAN for review:
• Record drawings and previously completed reports related to the project
• Existing models, if applicable
• Water, Wastewater, and any existing master plans, if applicable
• Water and Wastewater demand data for potential customers
• WWTP discharge permits and any existing regulatory (TCEQ) orders, as applicable for the
project
Site Visit - LAN staff will complete a site visit to the project site to collect data necessary for the
feasibility study. It is assumed that the City will provide access to the site.
Planning & Operations Workshop - LAN staff will complete one (1) meeting with city planning
and operations department staff to develop a list of concerns related to the proposed project. LAN
will coordinate with the City’s Project Manager and Operations Department staff to identify the
needs, resources, and key coordination items, if necessary. The results of the meeting will be
documented and evaluated to assist with determining the feasibility of alternatives for
improvements. This meeting is separate from the kick-off meeting and could be completed on the
same day as the site visit.
EXHIBIT B
Page 2 of 7
Task 2 – Existing Infrastructure & Regulatory Assessment
LAN staff will use the data collected in Task 1 and complete a detailed assessment of the existing facilities
and infrastructure for the project. In this task the results of the data collection, operations meeting,
and site visit are evaluated, documented, and tabulated to determine alternatives for
improvement and repair
Condition & Capacity Assessment – LAN will complete high-level condition and capacity
assessments of the project facilities, including structural, mechanical, and
electrical/instrumentation, as necessary.
Regulatory - LAN will determine if regulatory approval or coordination is required for the
project, such as TCEQ, USACE, TXGLO, TxDOT, or FEMA.
Additional Requirements – LAN will assess the need for topographic survey, boundary
survey, right-of-way acquisition, subsurface utility engineering, geotechnical, or additional
engineering work necessary to complete the project.
Task 3 – Alternatives Analysis
After Tasks 1-2 are complete above, LAN will perform an examination of alternatives. This analysis
includes:
Develop Alternatives – develop conceptual, high-level scenarios (advantages/
disadvantages) for improvements to each project site. LAN will assess/select the best
design/construction technique, such as remove and replace existing infrastructure,
rehabilitation using trenchless technology or similar, or new installation. The intent is to
develop a list of projects, suitable for inclusion into the City’s Capital Improvement Program.
Engage Vendors - LAN will engage appropriate vendors and manufacturers of equipment
necessary for the projects with the goal of reviewing their products and equipment costs.
Conceptual Opinions of Probable Construction Costs – LAN will perform conceptual cost
estimating to determine opinion of probable construction costs for improvement alternatives and
include a discussion on the capital needs of the projects. LAN will assist the City PM and Operating
Department to derive funding sources and budget impacts for the projects.
Exhibits – LAN will complete conceptual level exhibits for the alternatives including but not limited
to pipe routing plans, site plans, etc..
EXHIBIT B
Page 3 of 7
Project Schedules – LAN will develop project schedules for design, bid, and construction
phase services and recommend phasing for inclusion in the CIP or future Bond pro gram;
short-range and long-range.
Progress Workshop - LAN staff will complete one (1) half day workshop with City Utilities
Department and Operations / Maintenance staff. The purpose of this workshop is collaborate with
key decision makers and review proposed alternatives and costs for improvements prior to
development of the feasibility report.
Task 4 – Feasibility Report
Draft Report - LAN will complete a DRAFT Feasibility Report that includes a summary of findings
and results of the analysis and services performed in Task 1 – 3 above. This report will include:
• Executive Summary
• Project Description & Justification (CIP)
• Discussion of Existing Infrastructure
• Regulatory Requirements
• Summary of Findings / Alternatives & Scenarios
• Feasibility Assessment & Recommendations
• Opinions of Probable Construction Costs
• Preliminary Design Requirements / Third-Party Testing Requirements
Exhibits – In addition the conceptual level exhibits for each alternative completed in Task 3, LAN
can complete and include the following exhibits in the feasibility report, as applicable for the
project:
• Site Vicinity / Location / Aerial Photogrammetry
• Capital Improvement Plan Exhibit / Website Graphic
• United States Geological Survey (USGS) Map
• Digital Elevation Model (DEM)
• FEMA Floodplain Map / FIRM Map of the project site
• National Hydrography Dataset (NHD) & National Wetlands Inventory (NWI)
• USDA / Natural Resource Conservation Service (NRCS) Soil Survey
• Existing Transportation Infrastructure – Highway / Rail
• Existing Transportation Infrastructure – County / Local Roads
• Texas Railroad Commission (TRC) Oil & Gas Utility and Pipeline Data
• Electrical Power and Distribution Map
• Plant / Project Site Facilities (Structures, Man-Made Features)
• Existing Utility Layouts (Water, Wastewater, Stormwater, Electrical)
• Process Flow Diagrams
EXHIBIT B
Page 4 of 7
Appendices – LAN will include in the report appendices, as applicable:
•Any City-Provided reports and data referenced in report
•Site Photographs
•Existing Equipment List
•Proposed list of equipment with vendor / manufacturer back-up data
Internal Quality Control / Fatal Flaw Review – Per LAN Quality Assurance / Quality Control
Standards we will include a detailed internal fatal flaw analysis at the conclusion of this task. This
review will be led by our Senior Water / Wastewater Technical Advisor.
Interim Deliverable - LAN will deliver one (1) hard copy and one (1) thumb drive (PDF) of the
Draft report to the City for review.
City of Corpus Christi Submittal Meeting - LAN will attend one (1) submittal meeting with
City staff to walk through the project, summary of findings and recommendations. It is then
assumed the City will review the LAN submittal and provide comments to LAN. Those comments
will be incorporated into the FINAL Feasibility Report. Any significant modifications or additions
to the work will be addressed at this time.
FINAL (Signed and sealed) Feasibility Report - LAN will assimilate City review comments and
provide one (1) set of the FINAL Report (one electronic (PDF) and three hard copies using City
Standards, as applicable) suitable for reproduction.
B.Summary of Fees:
Fee’s will be developed for each Task Order when assigned, based on the Rates in Attachment B. It is our
understanding that the total allowable budget for these studies is:
Task Proposed Fee
Feasibility Studies for Bond 2020 and
Future CIP Project (Wastewater) $250,000.00
Feasibility Studies for Bond 2020 and
Future CIP Project (Water) $250,000.00
Total Allowable (Not-to-Exceed) $ $500,000.00
EXHIBIT B
Page 5 of 7
C.Project Schedules:
Specific project schedules will be developed for each Task Order when assigned; However, below is an
estimated project schedule based on LAN’s experience in delivering similar feasibility studies:
Item No Task Description
Task Duration
(work weeks)
Cumulative Project
Schedule (work weeks)
1 NTP 0 0
2 Data Collection & Kickoff 4 4
3
Alternatives Analysis
(Task 2-3) 6 10
4 Progress Workshop 1 11
5 Draft Feasibility Report 4 15
6 City Review of Report 3 18
7 Deliver Final Report 1 19
EXHIBIT B
Page 6 of 7
Attachment B
Labor Rates
Group B – Utilities Projects
Feasibility Studies for Bond 2020 and Future CIP Projects
(Water & Wastewater)
Personnel Rate / Hr
Principal $ 305.00
Program Manager / QAQC Manager $ 280.00
Senior Project Manager $ 242.00
Project Manager $ 200.00
Structural Engineer $ 195.00
Project Engineer VI $ 178.00
Senior Electrical Engineer $ 280.00
Project Engineer V $ 135.00
Project Engineer IV $ 130.00
Electrical Engineer $ 235.00
Engineer-in-Training $ 110.00
Graduate Engineer $ 95.00
Senior Designer $ 150.00
Designer $ 142.00
Technician $ 90.00
GIS Specialist $ 120.00
Senior Construction Manager $ 202.00
Inspector $ 92.00
Administrative Assistant $ 75.00
EXHIBIT B
Page 7 of 7
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
EXHIBIT “E”
Page 1 of 2
SUPPLIER NUMBER __________ TO BE ASSIGNED BY CITY PURCHASING DIVISION
CITY OF CORPUS CHRISTI DISCLOSURE OF INTEREST
City of Corpus Christi Ordinance 17112, as amended, requires all persons or firms seeking to do business with the City to provide the following information. Every question must be answered. If the question is not applicable, answer with “NA”. See reverse side for Filing Requirements, Certifications and definitions.
COMPANY NAME:
P. O. BOX:
STREET ADDRESS: CITY: ZIP:
FIRM IS: 1. Corporation 2.Partnership 3.Sole Owner4.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
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 TitleN/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 CommitteeN/A
4.State the names of each employee or officer of a “consultant” for the City of Corpus Christi whoworked 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 ConsultantN/A
EXHIBIT “E”
Page 2 of 2
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: Title:
(Type or Print)
Signature of Certifying Person: Date:
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.
12/27/19
Stephen A. Gilbreath Vice President
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2853
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20245A - Bond 2020 Public Building, Parks and Facilities
Feasibility Studies
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 LNV, Inc., 801 Navigation, Suite 300, Corpus Christi, Nueces County, Texas, 78408
(Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
Master Services Agreement
Page 3 of 10
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
Master Services Agreement
Page 5 of 10
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 two years beginning on the Effective Date.
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.
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
Master Services Agreement
Page 6 of 10
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
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:
Master Services Agreement
Page 7 of 10
(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
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,
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
Page 9 of 10
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.
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.html.
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
EXHIBIT B Page 1 of 3
801 NAVIGATION | SUITE 300 | CORPUS CHRISTI, TEXAS 78408
OFFICE 361.883.1984 | FAX 361.883.1986 | WWW.LNVINC.COM
SCHEDULE OF HOURLY CHARGES BY
PERSONNEL CLASSIFICATION
EFFECTIVE through DECEMBER, 2020
The per diem and miscellaneous expense charges for Engineering, Architecture, Drafting, Surveying,
and Planning Services are based on the following hourly rates:
Engineering, Planning:
Principal ……………………………………………………………………………………………………………. $265.00/hr.
Senior Project Manager III ........................................................................................................................... $240.00/hr.
Senior Project Manager II ............................................................................................................................ $230.00/hr.
Senior Project Manager I ............................................................................................................................. $225.00/hr.
Project Manager III ………………………………………………………………………………………………… $210.00/hr.
Project Manager II ………………………………………………………………………………………………… $205.00/hr.
Project Manager I ………………………………………………………………………………………………… $200.00/hr.
Senior Engineer II ………………………………………………………………………………………………… $200.00/hr.
Senior Engineer I ……………………………………………………………………………………………………$195.00/hr.
Project Engineer IV ………………………………………………………………………………………………… $190.00/hr.
Project Engineer III ………………………………………………………………………………………………… $180.00/hr.
Project Engineer II ………………………………………………………………………………………………… $170.00/hr.
Project Engineer I ………………………………………………………………………………………………… $160.00/hr.
Project Architect III ………………………………………………………………………………………………… $190.00/hr.
Project Architect II ………………………………………………………………………………………………… $175.00/hr.
Project Architect I ………………………………………………………………………………………………… $160.00/hr.
Engineer V ………………………………………………………………………………………………………… $155.00/hr.
Engineer IV ………………………………………………………………………………………………………… $145.00/hr.
Engineer III .................................................................................................................................................. $135.00/hr.
Engineer II …………………………………………………………………………………………………………. $120.00/hr.
Engineer I ………………………………………………………………………………………………………….. $110.00/hr.
Senior Designer III………………………………………………………………………………………………… . $160.00/hr.
Senior Designer II ………………………………………………………………………………………………… . $150.00/hr.
Senior Designer I ………………………………………………………………………………………………… .. $140.00/hr.
Designer III …………………………………………………………………………………………………………. $125.00/hr.
Designer II …………………………………………………………………………………………………………. $120.00/hr.
Designer I …………………………………………………………………………………………………………. $110.00/hr.
Senior CADD Technician III ........................................................................................................................ $115.00/hr.
Senior CADD Technician II .......................................................................................................................... $110.00/hr.
Senior CADD Technician I ........................................................................................................................... $105.00/hr.
CADD Technician IV ………………………………………………………………………………………………. $100.00/hr.
CADD Technician III ………………………………………………………………………………………………. $ 95.00/hr.
CADD Technician II ………………………………………………………………………………………………. $ 90.00/hr.
CADD Technician I ………………………………………………………………………………………………. $ 85.00/hr.
EXHIBIT B
Page 2 of 3
801 NAVIGATION | SUITE 300 | CORPUS CHRISTI, TEXAS 78408
OFFICE 361.883.1984 | FAX 361.883.1986 | WWW.LNVINC.COM
Professional Geoscientist ............................................................................................................................ $140.00/hr.
Safety/ Environmental Technician II …………………………………………………………………………….. $110.00/hr.
Safety/ Environmental Technician I …………………………………………………………………………….. $100.00/hr.
Construction Observer IV …………………………………………………………………………………………. $145.00/hr.
Construction Observer III …………………………………………………………………………………………. $125.00/hr.
Construction Observer II …………………………………………………………………………………………. $115.00/hr.
Construction Observer I ………………………………………………………………………………………….. $105.00/hr.
Clerical III …………………………………………………………………………………………………………… $ 95.00/hr.
Clerical II …………………………………………………………………………………………………………… $ 85.00/hr.
Clerical I …………………………………………………………………………………………………………… $ 70.00/hr.
Survey :
Professional Surveyor II ………………………………………………………………………………………….. $210.00/hr.
Professional Surveyor I ………………………………………………………………………………………….. $185.00/hr.
Field Crew (2-Man) ………………………………………………………………………………………………... $190.00/hr.
Reproduction work - Prevailing commercial rates; Mileage - current IRS rate per mile; Per diem – current
IRS rate; Subcontractors, Consultants, etc. - Cost plus 10%; All other expenses - Cost plus 10%
Charges are due and payable within thirty (30) days after receipt of the invoice. Late payment may be
charged an interest rate of 1.5% per month of the unpaid balance.
EXHIBIT B
Page 3 of 3
Facility Feasibility (Bond 2020)
Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Facility Project shall be bound
individually and Include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
A.Cover Sheet
1.Project Title
2. Photo – small, image showing facility main entrance
1)For parks include Park’s Sign
3.Submittal Date
4.Engineer’s Note/Seal (as required by TBPE 137.33)
B.Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet) – The Executive Summary should be written with minimal technical references so
the general public will understand what is stated.
1.Project Title
2.Submittal Date
3.Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
4.Opinion of Probable Cost Summary Table – include construction cost only
5.Estimated construction duration – assume $500k/mo. execution
6.Location Map - small image
C.Table of Contents
D.Project Report –This should be written as if the Executive summary is not a part of the
report. Items listed should not be duplicated between sections.
1.Project Description – This section can provide additional information to what is
provided in Executive Summary and should still be brief.
2.Location Map - small image
3.Existing Conditions and Proposed Improvements
1)Facility
a)HVAC, Controls, and Plumbing / Lighting, Power, and Fire Alarm (low voltage)
/ Roof Replacement / OTHER
•(For facility projects this will be the area where we add the
building component the feasibility will be focusing on.
Example, in Bond 2018 we did a report that included
Mechanical, Electrical and Fire Alarm Systems. For Bond
2020 I recommend we group reports with the following
systems: (1) HVAC, Controls, and Plumbing, (2) Lighting,
Power, and Fire Alarm (low voltage). HVAC, Controls,
Lighting, and Roofing are the systems the city’s facilities need
the most.)
EXHIBIT B-1
Page 1 of 6
• Existing
1) Approximate age of system (if multiple items, list them all)
2) Impact of existing condition
• Proposed
1) Proposed upgrades / replacements by divisions
2) The goal is to protect the assets; example roof improvement protects
from possible water infiltration which could cause additional damage of
the gypsum, insulation, office equipment, etc.
3) Agency/Permit Coordination Requirements
4) Engineer’s Recommendation for Improvements - Based on the
Engineer’s review of the Project, site visits, maps, records, etc., provide
any additional engineering observations or recommendations to discuss
or consider for the proposed Project that would improve efficiency, save
costs, reduce public impact, or provide a better end project and/or use
of funds. Provide potential alternatives on this Project that could be
considered if the budget comes up short from the OPCC during the
future design phase.
5) Opinion of Probable Cost
a. Table of construction costs divided by building standard
divisions (Division 1 – 33)
• Construction estimates only – include appropriate
contingency for current level of design – how should this be
added?
• Construction estimates should focus on the system as a
whole and components will be impacted by the
construction of the proposed work. Example, if replacing a
roof with roof top units (RTUs) and units have a remaining
service life of 5 years or less. The construction estimate
should include the cost for replacing / upgrading the RTUs /
HVAC components.
• Construction estimates should not include any upgrades
planned for 5 years out.
b) Assumptions for Opinion of Probable Cost
1) Project Timetable / Schedule
a. Estimated design phase duration – include justification for
proposed duration for City consideration
b. Estimated construction duration (assume $500k/mo). Include
any considerations for longer or shorter time estimate for City
consideration. Include list of assumptions.
c. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
EXHIBIT B-1
Page 2 of 6
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
• 1
• 2
• 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
a. Use attached file template (see examples)
b. 1 page each, 8.5” x 11”
A.1 – Location Map
A.2 – Vicinity Map
a. Vicinity with aerial background
B. Strip Map
1) Project Title
2) North Arrow
3) Sized to 11” x XX” – fold out and bound with report
4) Aerial Photograph as Background
5) Relevant street names
C. Project evaluation check list (template and example attached)
D. Photo key map and photographs with descriptions (include key item(s) to note in photo)
Submittal Requirements:
1. 1 Draft Report (2 hard copy and 1 electronic)
2. 1 Final Report (1 hard copy and 1 electronic)
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
- No building automation controls for the building. Recommendation include adding
controls for HVAC and Lighting Systems.
- No downspouts on the building roof system. Recommendation includes adding
downspouts to the roof / scuppers and splash pads along with ensuring positive drawings
away from the building.
EXHIBIT B-1
Page 3 of 6
Facility Cover Photos Sample:
Art Center
Beach Operations Building
EXHIBIT B-1
Page 4 of 6
Animal Control Building
Garden Senior Center
EXHIBIT B-1
Page 5 of 6
Park’s Sign Sample:
West Guth Park
Philip Dimitt Municipal Fishing Pier
EXHIBIT B-1
Page 6 of 6
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2851
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20245A - Bond 2020 Public Building, Parks and Facilities
Feasibility Studies
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 Bath Engineering, 5656 S. Staples Street, Suite 110, Corpus Christi, Nueces County,
Texas (Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
Master Services Agreement
Page 3 of 10
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
Master Services Agreement
Page 5 of 10
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 two years beginning on the Effective Date.
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.
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
Master Services Agreement
Page 6 of 10
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
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:
Master Services Agreement
Page 7 of 10
(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
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,
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
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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.
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.html.
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
BATH ENGINEERING CORPORATION TEXAS FIRM REGISTRATION NO. F-829
5656 S. Staples St., Suite 110 Corpus Christi, Texas 78411 Phone 361/992-2284 Fax 361/992-2287
N:\City of Corpus Christi\MSA FEASIBILITIES STUDIES 2020\City of CC MSA Letter of Interest Year 2020.docx Page 1 of 2
30 December, 2019
Jeffrey Edmonds
Director, Engineering Services Department
City of Corpus Christi
1201 Leopard St.
Corpus Christi, TX 78401
Reference: Proposal -- MSA Feasibility Studies for Bond 2020 and Future CIP Projects
Bath Engineering Corporation (BEC) appreciates the opportunity to continue providing
Professional Services to the City of Corpus Christi and is pleased to submit this Letter of
Interest for Feasibility Studies for Bond 2020 and future CIP projects (public buildings, parks,
and facilities) per RFQ 2018-10, Group F.
The required feasibility studies will provide preparation of engineering reports as per “facility
feasibility (Bond 2020) report format requirements”. The work will include any professional
services directly related to feasibility studies including but not limited to, necessary
investigations, research and analysis, and various meetings with stake holders and operating
departments. The Contract will be for one (1) year for an amount not to exceed $300,000, with
Task Authorizations priced individually and issued under this Master Service Agreement.
Proposed Fee Schedule is attached.
We look forward to supporting the City with additional engineering services. If you need any
further information in order to process this MSA please contact me.
Sincerely,
BATH ENGINEERING CORPORATION
___________________________
William B. Stark P.E.
President
Attachment:
1) 2020-2021 Rate Schedule for Engineering Services (Exhibit B-1)
EXHIBIT B
Page 1 of 2
BATH ENGINEERING CORPORATION TEXAS FIRM REGISTRATION NO. F-829
5656 S. Staples St., Suite 110 Corpus Christi, Texas 78411 Phone 361/992-2284 Fax 361/992-2287
N:\City of Corpus Christi\MSA FEASIBILITIES STUDIES 2020\City of CC MSA Letter of Interest Year 2020.docx Page 2 of 2
EXHIBIT B-1
RATE SHEETS ARE CONFIDENTIAL PURSUANT THE SECTION 552.104 OF THE TEXAS GOVERNMENT CODE.
SECTION 552.110 OF THE CODE PROTECTS THE RELEASE OF THIS COMMERCIAL AND FINANCIAL INFORMATION
RATE SCHEDULE FOR ENGINEERING SERVICES
Job Classification Base Yr. Optional Yr.
1/1/2020 1/1/2021
Principal Engineer, PE $185 $190
Sr. Project Manager $174 $179
Project Manager $153 $157
Sr. Engineer PE $174 $179
Engineer PE $163 $167
Jr. Engineer (EIT) $126 $129
Sr. Substation Specialist $163 $167
Sr. Controls Specialist $158 $162
Sr. Inspector $132 $135
Sr. Designer $126 $129
Designer II $121 $124
Designer I $99 $101
Administrative Assistant $57 $58
Authorized expenses (lodging, air travel, reproductions, computer charges, etc.) and Subcontractors shall
be charged at cost plus 10%. Local travel included in billing rate above.
TERMS AND CONDITIONS
Charges for services shall be referenced to a project number or purchase order as provided by the Client.
Invoices shall be payable to Bath Engineering Corporation in Nueces County, Texas, at 5656 South
Staples, Suite 110, Corpus Christi, Texas, 78411. Payment for all charges shall be Net 30 cash.
Current: January 1, 2020 thru December 31, 2020
Revised December 04, 2019
EXHIBIT B
Page 2 of 2
Facility Feasibility (Bond 2020)
Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Facility Project shall be bound
individually and Include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
A.Cover Sheet
1.Project Title
2. Photo – small, image showing facility main entrance
1)For parks include Park’s Sign
3.Submittal Date
4.Engineer’s Note/Seal (as required by TBPE 137.33)
B.Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet) – The Executive Summary should be written with minimal technical references so
the general public will understand what is stated.
1.Project Title
2.Submittal Date
3.Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
4.Opinion of Probable Cost Summary Table – include construction cost only
5.Estimated construction duration – assume $500k/mo. execution
6.Location Map - small image
C.Table of Contents
D.Project Report –This should be written as if the Executive summary is not a part of the
report. Items listed should not be duplicated between sections.
1.Project Description – This section can provide additional information to what is
provided in Executive Summary and should still be brief.
2.Location Map - small image
3.Existing Conditions and Proposed Improvements
1)Facility
a)HVAC, Controls, and Plumbing / Lighting, Power, and Fire Alarm (low voltage)
/ Roof Replacement / OTHER
•(For facility projects this will be the area where we add the
building component the feasibility will be focusing on.
Example, in Bond 2018 we did a report that included
Mechanical, Electrical and Fire Alarm Systems. For Bond
2020 I recommend we group reports with the following
systems: (1) HVAC, Controls, and Plumbing, (2) Lighting,
Power, and Fire Alarm (low voltage). HVAC, Controls,
Lighting, and Roofing are the systems the city’s facilities need
the most.)
EXHIBIT B-1
Page 1 of 6
• Existing
1) Approximate age of system (if multiple items, list them all)
2) Impact of existing condition
• Proposed
1) Proposed upgrades / replacements by divisions
2) The goal is to protect the assets; example roof improvement protects
from possible water infiltration which could cause additional damage of
the gypsum, insulation, office equipment, etc.
3) Agency/Permit Coordination Requirements
4) Engineer’s Recommendation for Improvements - Based on the
Engineer’s review of the Project, site visits, maps, records, etc., provide
any additional engineering observations or recommendations to discuss
or consider for the proposed Project that would improve efficiency, save
costs, reduce public impact, or provide a better end project and/or use
of funds. Provide potential alternatives on this Project that could be
considered if the budget comes up short from the OPCC during the
future design phase.
5) Opinion of Probable Cost
a. Table of construction costs divided by building standard
divisions (Division 1 – 33)
• Construction estimates only – include appropriate
contingency for current level of design – how should this be
added?
• Construction estimates should focus on the system as a
whole and components will be impacted by the
construction of the proposed work. Example, if replacing a
roof with roof top units (RTUs) and units have a remaining
service life of 5 years or less. The construction estimate
should include the cost for replacing / upgrading the RTUs /
HVAC components.
• Construction estimates should not include any upgrades
planned for 5 years out.
b) Assumptions for Opinion of Probable Cost
1) Project Timetable / Schedule
a. Estimated design phase duration – include justification for
proposed duration for City consideration
b. Estimated construction duration (assume $500k/mo). Include
any considerations for longer or shorter time estimate for City
consideration. Include list of assumptions.
c. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
EXHIBIT B-1
Page 2 of 6
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
• 1
• 2
• 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
a. Use attached file template (see examples)
b. 1 page each, 8.5” x 11”
A.1 – Location Map
A.2 – Vicinity Map
a. Vicinity with aerial background
B. Strip Map
1) Project Title
2) North Arrow
3) Sized to 11” x XX” – fold out and bound with report
4) Aerial Photograph as Background
5) Relevant street names
C. Project evaluation check list (template and example attached)
D. Photo key map and photographs with descriptions (include key item(s) to note in photo)
Submittal Requirements:
1. 1 Draft Report (2 hard copy and 1 electronic)
2. 1 Final Report (1 hard copy and 1 electronic)
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
- No building automation controls for the building. Recommendation include adding
controls for HVAC and Lighting Systems.
- No downspouts on the building roof system. Recommendation includes adding
downspouts to the roof / scuppers and splash pads along with ensuring positive drawings
away from the building.
EXHIBIT B-1
Page 3 of 6
Facility Cover Photos Sample:
Art Center
Beach Operations Building
EXHIBIT B-1
Page 4 of 6
Animal Control Building
Garden Senior Center
EXHIBIT B-1
Page 5 of 6
Park’s Sign Sample:
West Guth Park
Philip Dimitt Municipal Fishing Pier
EXHIBIT B-1
Page 6 of 6
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
Master Services Agreement
Page 1 of 10
SERVICE AGREEMENT NO. 2852
MASTER SERVICES AGREEMENT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20245A - Bond 2020 Public Building, Parks and Facilities
Feasibility Studies
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 Hanson Professional Services, Inc., 4501 Gollihar Road, Corpus Christi, Nueces County,
Texas 78411 (Consultant), hereby agree as follows:
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 ................................. 4
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
Master Services Agreement
Page 2 of 10
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 as shown in Exhibit A
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.
Master Services Agreement
Page 3 of 10
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.
2.5 Monthly invoices will be submitted in accordance with the Payment Request as shown in Exhibit C. 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 in compliance with the Texas Prompt Payment Act.
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.
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.
Master Services Agreement
Page 4 of 10
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.
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).
Master Services Agreement
Page 5 of 10
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 two years beginning on the Effective Date.
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.
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
Master Services Agreement
Page 6 of 10
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
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:
Master Services Agreement
Page 7 of 10
(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
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,
Master Services Agreement
Page 8 of 10
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 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 in this
Agreement.
11.4 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently
agree otherwise in writing.
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.
Master Services Agreement
Page 9 of 10
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.
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.html.
EXHIBIT A
SAMPLE TASK ORDER
PAGE 1 OF 1
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 _________________, 2019
(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
__________________________________
Jeff Edmonds, P.E. Date
Director of Engineering Services
COMPANY NAME, INC.
____________________________________
Authorized Signer Date
Title
Address
City, State, Zip
(xxx) xxx-xxxx
name@email.com
i:\18jobs\18l0316b\admin\06-correspondence\notice of intent - feasibility studies rev1.docx
Hanson Professional Services Inc.
4501 Gollihar Road
Corpus Christi, TX 78411
(361) 814-9900
Fax: (361) 814-4401
www.hanson-inc.com
December 30, 2019
TRANSMITTED VIA EMAIL
(JeffE@cctexas.com)
Mr. Jeff Edmonds, P.E.
City Engineer
Engineering Services Department REVISED
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Re: Master Service Agreement – Feasibility Studies & Future CIP Projects for Bond 2020
City of Corpus Christi
Dear Mr. Edmonds:
Hanson Professional Services, Inc. (Hanson) would like to express our interest in the above referenced
Master Service Agreement (MSA) with the City of Corpus Christi for Feasibility Studies for Bond 2020
and future Capital Improvement Projects (CIP) projects (public buildings, parks, and facilities) per RFQ
2018-10, Group F. The studies will provide preparation of an engineering report as per “facility
feasibility (Bond 2020) report format requirements.” The work will include any professional services
directly related to feasibility studies including but not limited to necessary investigations, research and
analysis, and various meetings with stakeholders and operating departments.
We understand Hanson’s total fees for these projects will be for one year at a not exceed fee of $ 300,000
per year. We will be provided a Task Order for each project identified by the City, that will be on a
lump sum fee basis. When or if the $300,000 fee cap is reached, and there are still additional projects
that require professional services, Hanson reserves the right to renegotiate with the City prior to
providing any additional services.
We have very knowledgeable and capable staff that are well-versed in this type of work. We successfully
completed numerous feasibility projects during the last cycle, and have completed several CIP projects
over the last several years to the satisfaction of the City, and I am confident that we will continue or
exceed that same level of service. If you have any questions, please give us a call at (361) 814-9900.
Sincerely,
HANSON PROFESSIONAL SERVICES, INC.
Paul M. Pilarczyk, P.E., REP, M. ASCE
Sr. Project Manager/Civil Engineer
Enclosures: 2019 Rate Schedule
cc: Mr. Isaac Perez – City of Corpus Christi (via email - IsaacP@cctexas.com)
Mr. Willie Rivera, P.E. – Hanson Professional Services – Wrivera@hanson-inc.com)
EXHIBIT B
Page 1 of 2
BASIS OF PAYMENT
CONSULTING SERVICES
The following schedule is for normal design and consulting services provided on an hourly basis.
1. ENGINEER/ARCHITECT/SCIENTIST POSITIONS:
ENGINEER/ARCHITECT/SCIENTIST I ................................................................................................................................. $107.00
ENGINEER/ARCHITECT/SCIENTIST II ................................................................................................................................ $111.00
ENGINEER/ARCHITECT/SCIENTIST III ............................................................................................................................... $114.00
ENGINEER/ARCHITECT/SCIENTIST IV .............................................................................................................................. $129.00
ENGINEER/ARCHITECT/SCIENTIST V ................................................................................................................................ $153.00
ENGINEER/ARCHITECT/SCIENTIST VI .............................................................................................................................. $175.00
ENGINEER/ARCHITECT/SCIENTIST VII ............................................................................................................................. $202.00
ENGINEER/ARCHITECT/SCIENTIST VIII ............................................................................................................................ $238.00
PRINCIPAL ................................................................................................................................................................................ $311.00
2. TECHNICAL POSITIONS:
AIDE .............................................................................................................................................................................................. $60.00
TECHNICIAN I ............................................................................................................................................................................ $65.00
TECHNICIAN II ........................................................................................................................................................................... $73.00
TECHNICIAN III .......................................................................................................................................................................... $84.00
TECHNICIAN IV ....................................................................................................................................................................... $105.00
TECHNICIAN V ......................................................................................................................................................................... $110.00
TECHNICIAN VI ....................................................................................................................................................................... $115.00
TECHNICIAN VII ...................................................................................................................................................................... $129.00
MANAGER/DESIGNER............................................................................................................................................................ $142.00
3. ADMINISTRATIVE:
ADMINISTRATIVE I .................................................................................................................................................................. $38.00
ADMINISTRATIVE II ................................................................................................................................................................. $66.00
ADMINISTRATIVE III ................................................................................................................................................................ $70.00
ADMINISTRATIVE IV ............................................................................................................................................................... $90.00
ADMINISTRATIVE V ................................................................................................................................................................. $95.00
ADMINISTRATIVE VI ............................................................................................................................................................. $136.00
ADMINISTRATIVE VII ............................................................................................................................................................ $184.00
4. Charges for special services, expert testimony, etc., will be negotiated.
5. The above rates cover straight time only. Overtime directed by the client will be surcharged by 25 percent.
6. Charges for outside consultants and contractors will be at invoice cost plus 10 percent.
7. All direct job expenses and materials other than normal office supplies will be charged at cost plus 10 percent.
8. Mileage charges for automobile = 58 cents per mile. Mileage charges for mobile lab or truck = 66 cents per mile.
Charges for vehicles that will remain assigned to a specific job will be $70.00 per day or $825.00 per month for automobiles, and
$75.00 per day or $1,125.00 per month for mobile labs or trucks, plus the cost of fuel in lieu of mileage charges.
9. Services will be billed monthly and at the completion of the project. There will be an additional charge of 1 1/2 percent per month
compounded monthly on amounts outstanding more than 30 days.
10. Rates are subject to change and may be superseded by a new schedule on or about January 1, 2020.
19 Rev. 0
EXHIBIT B
Page 2 of 2
Facility Feasibility (Bond 2020)
Report Format Requirements
Prepare a Feasibility Report for each of the assigned projects. Each Facility Project shall be bound
individually and Include the Project Title in the header. These reports should be very brief; use
bullets and concise lists as much as possible. Include the following information in the order listed:
A.Cover Sheet
1.Project Title
2. Photo – small, image showing facility main entrance
1)For parks include Park’s Sign
3.Submittal Date
4.Engineer’s Note/Seal (as required by TBPE 137.33)
B.Executive Summary (1 to 2 pages; standalone document but bound in report after cover
sheet) – The Executive Summary should be written with minimal technical references so
the general public will understand what is stated.
1.Project Title
2.Submittal Date
3.Project Description (very brief explanation of existing conditions and proposed
improvements; approximately 1-2 paragraph)
4.Opinion of Probable Cost Summary Table – include construction cost only
5.Estimated construction duration – assume $500k/mo. execution
6.Location Map - small image
C.Table of Contents
D.Project Report –This should be written as if the Executive summary is not a part of the
report. Items listed should not be duplicated between sections.
1.Project Description – This section can provide additional information to what is
provided in Executive Summary and should still be brief.
2.Location Map - small image
3.Existing Conditions and Proposed Improvements
1)Facility
a)HVAC, Controls, and Plumbing / Lighting, Power, and Fire Alarm (low voltage)
/ Roof Replacement / OTHER
•(For facility projects this will be the area where we add the
building component the feasibility will be focusing on.
Example, in Bond 2018 we did a report that included
Mechanical, Electrical and Fire Alarm Systems. For Bond
2020 I recommend we group reports with the following
systems: (1) HVAC, Controls, and Plumbing, (2) Lighting,
Power, and Fire Alarm (low voltage). HVAC, Controls,
Lighting, and Roofing are the systems the city’s facilities need
the most.)
EXHIBIT B-1
Page 1 of 6
• Existing
1) Approximate age of system (if multiple items, list them all)
2) Impact of existing condition
• Proposed
1) Proposed upgrades / replacements by divisions
2) The goal is to protect the assets; example roof improvement protects
from possible water infiltration which could cause additional damage of
the gypsum, insulation, office equipment, etc.
3) Agency/Permit Coordination Requirements
4) Engineer’s Recommendation for Improvements - Based on the
Engineer’s review of the Project, site visits, maps, records, etc., provide
any additional engineering observations or recommendations to discuss
or consider for the proposed Project that would improve efficiency, save
costs, reduce public impact, or provide a better end project and/or use
of funds. Provide potential alternatives on this Project that could be
considered if the budget comes up short from the OPCC during the
future design phase.
5) Opinion of Probable Cost
a. Table of construction costs divided by building standard
divisions (Division 1 – 33)
• Construction estimates only – include appropriate
contingency for current level of design – how should this be
added?
• Construction estimates should focus on the system as a
whole and components will be impacted by the
construction of the proposed work. Example, if replacing a
roof with roof top units (RTUs) and units have a remaining
service life of 5 years or less. The construction estimate
should include the cost for replacing / upgrading the RTUs /
HVAC components.
• Construction estimates should not include any upgrades
planned for 5 years out.
b) Assumptions for Opinion of Probable Cost
1) Project Timetable / Schedule
a. Estimated design phase duration – include justification for
proposed duration for City consideration
b. Estimated construction duration (assume $500k/mo). Include
any considerations for longer or shorter time estimate for City
consideration. Include list of assumptions.
c. Follow format provide below:
Design Phase: XX months
Construction Phase: XX months
EXHIBIT B-1
Page 2 of 6
Considerations for shorter/longer design:
• 1
• 2
• 3
Considerations for shorter/longer construction:
• 1
• 2
• 3
Appendices: Appendices must be tabbed for quick reference.
A. Location and Vicinity Maps
a. Use attached file template (see examples)
b. 1 page each, 8.5” x 11”
A.1 – Location Map
A.2 – Vicinity Map
a. Vicinity with aerial background
B. Strip Map
1) Project Title
2) North Arrow
3) Sized to 11” x XX” – fold out and bound with report
4) Aerial Photograph as Background
5) Relevant street names
C. Project evaluation check list (template and example attached)
D. Photo key map and photographs with descriptions (include key item(s) to note in photo)
Submittal Requirements:
1. 1 Draft Report (2 hard copy and 1 electronic)
2. 1 Final Report (1 hard copy and 1 electronic)
NOTE: if an element is not present on a project, do not skip the section. Include in the report
that the element is not present/does not exist in the project limits. Also include recommendation
(i.e. add or no improvements)
Examples:
- No building automation controls for the building. Recommendation include adding
controls for HVAC and Lighting Systems.
- No downspouts on the building roof system. Recommendation includes adding
downspouts to the roof / scuppers and splash pads along with ensuring positive drawings
away from the building.
EXHIBIT B-1
Page 3 of 6
Facility Cover Photos Sample:
Art Center
Beach Operations Building
EXHIBIT B-1
Page 4 of 6
Animal Control Building
Garden Senior Center
EXHIBIT B-1
Page 5 of 6
Park’s Sign Sample:
West Guth Park
Philip Dimitt Municipal Fishing Pier
EXHIBIT B-1
Page 6 of 6
Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit CPage 1 of 1
1 Rev 09/19
EXHIBIT D
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
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.
DATE: December 23, 2019
TO: Peter Zanoni, City Manager
FROM: Keith Selman, Assistant City Manager
KeithSe@cctexas.com
361-826-3898
CAPTION:
Ordinance approving the Second Amended and Restated Stadium Lease Agreement with
Corpus Christi Baseball Club, LP; appropriating funds in the amount of $2,000,000.00
from the Business and Job Development Fund to match a $1,000,000 allocation by
Corpus Christi Baseball Club, LP, for improvements to Whataburger Field; and amending
the operating and capital budget.
SUMMARY:
The purpose of this item is to amend the agreement to establish a $3M investment in
replacement and stadium improvements for FY 2020 to the facility. It should be noted that
all purchases of fixtures and capital improvements shall be purchased by Lessee as
purchasing agents for the City, such purchases shall be in the name of the City and owned
by the City.
BACKGROUND AND FINDINGS:
In 2014, an economic impact analysis showed an annual impact of Whataburger Field of
$19,000,000. The updated study for this year showed the impact to have increased by
9% to $20,680,000.
The Corpus Christi Business and Job Development Corporation on September 30, 2003,
agreed to incur debt to be funded by the one-eighth of one percent sales tax for the
construction of the baseball stadium by the City.
In April 2004, the voters of Corpus Christi authorized by election a bond in the amount of
$24,565,000 towards the construction, operation, and maintenance of a baseball stadium
in the convention center/port area. This debt was refunded in January 2014 and retired in
2017.
Following the approval of the election bond in 2004, the City of Corpus Christi signed a
fifteen (15) year lease agreement with the Hooks. In 2013, the base agreement was
amended from fifteen (15) years to thirty (30) years. As part of the agreement, the City
Amendment to Whataburger Field agreement
AGENDA MEMORANDUM
First Reading Ordinance for the City Council Meeting January 21, 2020
Second Reading Ordinance for the City Council Meeting January 28, 2020
pays insurance on the baseball stadium, while the Hooks make corresponding rent
payments to the City. The annual rent increases by $10,000 every five (5) years of the
term. For FY 2020, the annual rent increases to $80,000. It should be noted that all
purchases of fixtures and capital improvements shall be purchased by Lessee as
purchasing agents for the City, such purchases shall be in the name of the City and owned
by the City.
Table 1. Hooks and City Expenses
Hooks City of Corpus Christi
Fiscal
Year
Capital
Expenditures
Annual
Rent
Contribution
via Type A
funds
Contribution
via HOT
funds
Property
Insurance
2020 $1,000,000 $80,000 $2,000,000 $0 $67,100
2019 $966,415 $70,000 $175,000 $70,670
2018 $617,924 $70,000 $175,000 $65,434
2017 $519,247 $70,000 $175,000 $65,529
2016 $645,518 $70,000 $175,000 $81,647
2015 $554,993 $70,000 $175,000 $109,167
2014 $711,866 $60,000 $175,000
2013 $299,237 $60,000 N/A
2012 $27,168 $60,000 N/A
2011 $3,022 $60,000 N/A
2010 $16,823 $60,000 N/A
2009 $26,925 $50,000 N/A
2008 $190,763 $50,000 N/A
2007 $349,375 $50,000 N/A
2006 $67,520 $50,000 N/A
2005 $894,217 $50,000 N/A
TOTAL $ 6,891,013 $980,000 $2,000,000 $1,050,000 $459,547
Hooks total expenses total $7,871,013. City expenses after the initial building investment
of $24M has been $1,509,547.
On December 9, 2019, the Corpus Christi Business and Job Development Corporation
approved $2M towards capital improvements to the baseball stadium.
The amendments are:
1. 2:1 match with the Type A and the Hooks for FY 2020; For every $1 spent by the
Hooks, the Type A will contribute $2 not to exceed $2,000,000
2. Use of the “Nights at the Cotton Club” meeting room three times a year, as
scheduling allows
3. Access to a suite free of charge throughout the entire term of this lease
4. Provide $500 food voucher for use in the City suite during one half of the home
games each year
ALTERNATIVES:
To not approve this amendment and expenditure the City’s annual contribution will
remain at $175K and capital needs will be postponed.
Approving this item will free up $175k budgeted from Hotel Occupancy Tax funds.
FISCAL IMPACT:
Funding for this project will be from Fund 1140 Business and Job Development Fund, the
funding source of the baseball stadium construction. The unreserved fund balance is
currently $11,165,777.
Funding Detail:
Fund: 1140 Business and Job Development
Organization/Activity: 13826 Baseball Stadium
Mission Element: N/A
Project # (CIP Only): N/A
Account: Unreserved fund balance
RECOMMENDATION:
Staff recommends approving the ordinance to amend the lease agreement and to
allocate $2M in funds for capital improvements for FY 2020 to Whataburger Field.
LIST OF SUPPORTING DOCUMENTS:
Amended lease agreement
FY2020 Project list
2014 Economic Impact Study
2020 Economic Impact Study
Page 1 of 2
Ordinance approving the Second Amended and Restated Stadium Lease
Agreement with Corpus Christi Baseball Club, LP; appropriating funds in the
amount of $2,000,000.00 from the Business and Job Development Fund to
match a $1,000,000 allocation by Corpus Christi Baseball Club, LP, for
improvements to Whataburger Field; and amending the operating and capital
budget.
Be it ordained by the City Council of the City of Corpus Christi, Texas:
SECTION 1. That $2,000,000.00 from the unreserved fund balance in the Fund No. 1140
Business/Job Development Fund is appropriated for the FY 2020 contribution to capital
repairs at the Baseball Stadium as laid out in the Second Amended and Restated Stadium
Lease Agreement, to provide a match to the $1,000,000.00 in capital repairs funded by
Corpus Christi Baseball Club, LP.
SECTION 2. That Ordinance No. 031870, which adopted the FY 2019-2020 Operating
and Capital Budget, is amended to increase proposed expenditures in the No. 1140
Business/Job Development Fund by $2,000,000.00 for the FY 2020 contribution to capital
repairs at the Baseball Stadium.
SECTION 3. That the City Manager or designee is authorized to execute the Second
Amended and Restated Stadium Lease Agreement with Corpus Christi Baseball Club, LP.
This ordinance takes effect upon City Council approval on this the _____ day of
___________________, 2020.
ATTEST: THE CITY OF CORPUS CHRISTI
_____________________________ ____________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
Page 2 of 2
That the foregoing ordinance was read for the first time and passed to its second
reading on this the _____ day of ___________, 20 20, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
That the foregoing ordinance was read for the second time and passed finally on this
the _____ day of __________ 2020, by the following vote:
Joe McComb ________________ Michael Hunter______________
Roland Barrera ________________ Ben Molina ______________
Rudy Garza ________________ Everett Roy ______________
Paulette M. Guajardo ________________ Greg Smith ______________
Gil Hernandez ________________
PASSED AND APPROVED on this the ______ day of _________________, 20 20.
ATTEST:
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
2014 | No. 3
Community Benefits of Type A Funds
By Jim Lee
This article reviews the economic significance of the City of Corpus Christi’s Type A funds , which are
supported by a one-eighth cent sales tax . Quantitative evidence supports that the public funds have be n-
efited the local community by : (1) maintaining sustainable development of the downtown bus iness and
residential community; (2) enhancing the quality of life of Corpus Christi residents; (3) promo ting con-
tinued development of local tourism; (4) fulfilling the housing needs of low -income families and seniors;
(5) facilitating the development of a skilled workforce through local higher education instit utions; (6)
nurturing career development for college graduates; and (7) assisti ng the development or expansion of
both large and small local businesses.
For more than 50 years since 1961, Texas residents have been paying sales tax almost daily. With no in-
come tax, sales and property tax revenues have been the primary funding sources for both the state and
local government entities. The current sales tax rate for the City of Corpus Christi is 8.25 cents per taxable
dollar, and the state levies 6.25 cents of that total.
The City government has been collecting the maximum rate of 2 cents allowed by the state since local vot-
ers approved an additional one-eighth cent to the sales tax in 2001. That portion of the local tax revenue
constitutes the Business and Job Development Corporation funds, commonly known as the Type A funds. The
Type A funds support three types of community development projects, namely the improvement of the
downtown seawall; the construction of a multi-purpose arena; and business and workforce development
programs. Since 2001, an average of approximately $6 million in sales tax revenue has been collected each
year. Decisions on the distribution of the funds are made by members of a special board, known as the Type
A Board (formerly 4A Board). Members of this board are community leaders appointed by the City Council. A
cumulative total of $14 million has been paid out from those three fund accounts.
How have those funds performed over the course of more than 10 years? This article summarizes how the
funds have been dispersed, and how the funded programs have benefited the local community.
Seawall Improvement Fund
Since inception, the funds allocated towards improvement of the downtown seawall have totaled $43 million.
The seawall is a crucial part of the downtown landscape, and the benefits of its maintenance can be grouped
into three categories. First, the maintenance work has brought physical impacts to the seawall by reducing
erosion landward of the seawall structure, which helps protect properties and infrastructure in downtown
Corpus Christi.
Second, the seawall generates positive social impacts by allowing for the development of recreational space
with public facilities at the waterfront downtown. In particular, the sidewalk by the seawall serves as part of
Shoreline Drive’s right-of-way for both drivers and pedestrians, as well as part of the Bayfront Hike and Bike
Trail. Some area protected by the seawall also serves as a public park with open space for entertainment.
The third type of community impact is the benefit in economic terms as a result of the physical and social
impacts that the seawall brings to the city. A well maintained seawall benefits the local community by (1)
preserving or enhancing the market values of residential and business properties downtown; (2) integrating
downtown convention facilities and other businesses that support tourism; (3) integrating port-related facili-
ties that support shipping activities; (d) providing visual amenity for both local residents and visitors; and (4)
providing potential cost savings from damages to properties and infrastructure in the event of a failure of
the seawall due to a hurricane or storm.
Page 2
Downtown Businesses
Businesses in the 551 acres of the Corpus
Christi downtown area make up about 7 per-
cent of the city’s total business establishments.
A great majority of those businesses, such as
hotels and restaurants, serve out-of-town visi-
tors. Downtown Corpus Christi plays a major
role in local tourism. Out-of-town visitors bring
a total of $1.2 billion to the metro area each
year. More than 10 percent of their trips are
associated with conventions, concerts and spectator sports in the downtown area. Such activities contribute
to an estimated total of $127 million per year in tourism dollars, which also include spending on local hotels
and motels, restaurants, convenience stores and so on.
Arena Facility Fund
The second account of the Type A funds is dedicated to the development of a multipurpose facility, officially
named as the American Bank Center (ABC) arena. Today, approximately $50 million has been drawn from
that account.
Since its completion, the ABC has been the primary venue for large conventions and recre ational activities in
South Texas. Events held at the ABC have generated a cumulative total of $30 million in revenues, which
include convention fees, food and beverages, and other services. That amount of revenues represents the
direct benefits that event attendants value. As a large portion of the attendees comes from out of town, the
ABC also generates visitors’ spending on lodging and food, and visits to other local attractions during their
stay in the area. According to a study by Impact DataSource (2008), the total economic impact of the ABC,
including its ripple effects on the rest of the business community, amounts to $18 million annually.
Economic Development Fund
The third fund account that has been supported by the
one-eighth cent city sales tax was passed in 2002. The
fund it is dedicated to economic development. The ac-
companying table on the right shows a breakdown of the
fund. The fund has been allocated to the construction of a
baseball stadium named as Whataburger Field, affordable
homes, and financial support for business incentives and
job creation programs.
Baseball Stadium
Opened in 2005, Whataburger Field is home to Cor-
pus Christi Hooks and Texas A&M University-Corpus
Christi’s Islander baseball team. That stadium pro-
vides facilities for baseball games and other sports
events that enhance the quality of life of both local
attendants and visitors to Corpus Christi.
In economic terms, Impact DataSource (2013) has
reported that Whataburger Field generates an ongo-
ing local impact of $19 million annually in the form of increased business activity directly and indirectly as-
sociated with the stadium’s operation, its attendants’ purchases on site, and other spending by local resi-
dents and out-of-town visitors. The additional business activities associated with the stadium support an
equivalent of 300 permanent jobs. Its baseball events generate a total of 3,500 hotel nights per year from
visitors and visiting teams.
Affordable Housing
Since 2002, a cumulative total of $4 million has been allocated to constructing and rehabilitating affordable
housing units in Corpus Christi. For each new affordable home, the construction phase creates a one-time
direct economic impact on the construction industry, on par with building comparable housing units. The to-
tal funding of $4 million has helped support the construction of an estimated 50 affordable housing units.
The impact of affordable homes should be appreciated not only during their construction, but also after con-
struction is complete. Drawing on findings of National Association of Home Builders (2010), affordable hous-
ing generates the following permanent effects. First, additional jobs and spending are created when those
homes are occupied: Each household that occupies an affordable home supports 15 jobs (compared to 16
jobs for market-rate property), contributing to a total impact of $1 million annually for local business owners
and employees. Second, affordable home projects help attract both new employers and low-skill workforce.
Third, affordable housing helps maintain or even raise surrounding property values, which in turn increase
Downtown Tourism Activities
Visitors
Trips
Annual
Spending % Total
Corpus Christi MSA Total 7.42 mil $1,154 mil 100%
Downtown Total 0.82 mil $127 mil 11%
Convention 0.22 mil $35 mil 3%
Concert, play, dance etc. 0.45 mil $69 mil 6%
Sports (baseball, hockey) 0.15 mil $23 mil 2%
Source: Lee (2013).
Economic Development Fund Accounts
Expenditure Details Amount
Baseball Stadium $3.9 mil
Affordable Housing $4.0 mil
Major Business Incentives $11.3 mil
Small Business Projects $3.9 mil
Debt Service $22.3 mil
Administration $0.8 mil
TOTAL $45.5 mil
Annual Economic Impact of Whataburger Field
Sources of Economic Impact Amount
Stadium's Local Purchases $2.4 mil
Attendants' Purchases at the Stadium $12.0 mil
Local Residents' Spending $2.9 mil
Visitors' Spending (lodging, food, etc.) $1.8 mil
TOTAL $19.0 mil
Source: Impact DataSource, 2013.
Page 3
local and state tax revenues. Fourth, evidence supports that affordable homes help reduce the foreclosure
and delinquency rates among their owners. Finally, affordable homes leave low-income families with more
disposable income to spend on local goods and services.
Funding for Higher Education
The majority of decisions for the allocation of the Type A funds are related to proposed economic or work-
force development projects. Those projects can be grouped into three types: workforce training by local
higher education institutions and other non-profit training facilities; financial incentives for major business
development; and small business and career development programs.
Together, Coastal Bend Craft Training Center, Del Mar College and Texas A&M University-Corpus Christi have
received a cumulative total of $8 million from the City. Those institutions reported a total of 16 full-time-
equivalent jobs created directly through the funds. However, the true economic values of those projects
should be measured not by direct job creation associated with the increased public spending, but rather the
benefits to society as a result of a more educated and skilled workforce. More education and skill training in
the community would translate into income gains for the graduates over the course of their working lives.
Local Business Incentives and Projects
A total of 9 companies have received major business incentives from the City. With a cumulative total fund-
ing of $3 million, those companies reported a combined total of 1,450 jobs created or retained as a result. So
far, most of the funds from this business incentives account have been dispersed to local businesses for ex-
pansion as opposed to luring new employers to the area.
In addition to promoting the development of local businesses, the City has also supported career develop-
ment for college graduates as well as promotion of local entrepreneurship. Funding of this Small Business
Projects account is geared towards enhancing local labor market efficiency by matching specific skill needs
with job seekers. Internship programs, the majority of the funded projects, enhance the marketability of local
graduates from Texas A&M University-Corpus Christi and Del Mar College. Organizations such as ACCION
and Workforce Solutions of the Coastal Bend further support the function of local labor markets with job
postings data and other services such as interview training. Other programs were aimed at developing
startup companies and stimulating job creation. For instance, SCORE, a small business counseling group,
assists small businesses through workshops and mentoring. Similarly, Del Mar’s Fast Track program has
helped small businesses to expand their business through coursework.
Funding for projects in the Small Business category amounts to nearly $4 million, with a reported total of
513 jobs created or retained. However, the true impact on the business community far exceeds what those
aggregate numbers suggest. The eight funded programs together have served over 5,000 local businesses,
and 755 college-level interns for developing their careers.
The key economic challenge faced by the South Texas community is its deficiency in education attainment,
which is the culprit for the region’s overall lackluster economic development until recently. The goal of the
Economic Development fund, as approved by local voters in 2002, is to stimulate the growth of high-paying
jobs in particular. As evident in the recent history of Austin, the nation’s economic leader, this goal can be
achieved through the development of a highly educated workforce along with innovative entrepreneurship.
University Programs
The significance of education in economic
development is the rationale for the City’s
funding of a variety of programs at the lo-
cal higher education institutions. Texas
A&M University-Corpus Christi is a major
recipient of the Type A funds. For instance,
the Type A Board dispersed $100,000 to
the university for the development of its
new mechanical engineering degree in 2009. More than 300 students are now enrolled in this engineering
program. Given a reported average annual starting salary of $75,000 for the graduates, the public funding
has helped generate an estimated $23 million in wage earnings per year.
The City has also funded $1.5 million for the establishment of the university’s Coastal Bend Business Innova-
tion Center (CBBIC). Since its inception in 2009, the Center has helped with the development of over 100
new local business ventures. A large number of those businesses are in high-tech or “green” manufacturing
industries, which are largely absent in the region.
In 2013, the Type A Board approved the funding for the university’s establishment of a headquarter for an
unmanned aircraft systems (UAS) test-site, which was subsequently approved by the FAA. This project,
housed in the CBBIC, promises to generate an annual economic impact of $26 million and hundreds of jobs.
TAMUCC Programs and Impacts
Program
Funding
Amount
Economic Impact (Annual)
Financial Employment
CBBIC $1.5 mil $5 mil client revenues 113 jobs
Mechanical Engineering $0.1 mil $23 mil salaries 311 students
Research Lab $0.3 mil
UAS $0.6 mil $26 mil output 120 jobs
Small Business Internships $1.0 mil $5 mil salaries 6 jobs/100 interns
TOTAL $4.5 mil >$60 mil >650 jobs
Page 4
College of Business, Unit 5808
6300 Ocean Drive
Corpus Christi, Texas 78412
USA
Return Service Requested:
Please send corrected
mailing label to the above
address
2014 No. 3 Page 4
(continued)
Texas A&M University-Corpus Christi has received $4.5 million in
grants from the City. Judging by the added incomes or business
revenues alone, the funded programs have generated at least 10
times more financial benefits than the amount of public funding.
This means that for every dollar of public investment, taxpayers
reap more than $10 each year in benefits to society.
No Free Lunch
Substantial data support that most economic development pro-
grams funded by the 1/8 cent sales tax have benefited the local
community at large. Yet the significance of those programs is
multifaceted and far-reaching—far beyond those returns reported
here in dollars and cents. While the benefits to society from
those tax dollars invested seem substantial, funding decisions by
Type A Board members are by no means simple in light of a lim-
ited budget, which reflects society’s scarce resources.
According to economic theory, other things being equal, policy-
makers maximize societal welfare if they pursue each prospec-
tive community development project that delivers at least one
dollar’s worth of additional benefit to the community, given one
additional public investment dollar. This general rule of marginal
benefit vs. marginal cost, however, provides no guidance for dif-
ferentiating competing projects that carry the same economic
value. In this case, priorities depend on society’s collective pref-
erences.
Notes: This article is adapted from a presentation made to the Type A
Board of the City of Corpus Christi on February 17, 2014.
Texas A&M University-Corpus Christi, College of Business
Dr. John Gamble, Dean, College of Business
Editor:
Jim Lee
Chief Economist
EDA University Center
Assistant to the Editor:
Shawn Elizondo
Corpus Christi and Coastal Bend Economic Pulse is a joint
publication of the College of Business and EDA University
Center at Texas A&M University-Corpus Christi. Material
may be reprinted if the source is properly credited.
For past issues of this newsletter or information about the
Corpus Christi or Coastal Bend economy, visit us online at
pulse.cob.tamucc.edu or coastalbendinnovation.com/eda.
Any opinions expressed or implied are solely those of the
original authors and do not reflect the views of the College
of Business or Texas A&M University-Corpus Christi.
Please send correspondence to Jim Lee, (361) 825-5831 or
email jlee@tamucc.edu.
Nonprofit Org.
U.S. Postage PAID
Permit No. 954
Corpus Christi, TX
Regional Economic Impact of
Prepared by:
South Texas Economic Development Center
Texas A&M University-Corpus Christi
Corpus Christi, TX 78412
Corpus Christi Hooks
Whataburger Field and the
January 2020 Update
Table of Contents
Introduction ...................................................................................................................... 3
Description of the Stadium and Team .............................................................................................…………………….. 3
Summary of Findings ........................................................................................................................................ 3
Economic Impact of Stadium Operations, 2005-2019 ..........................................................…………............................... 4
Costs and Benefits for Local Taxing Districts, 2005-2019 ....................................................................... 5
Net Benefits Received by the City ....................................................................................... 8
Methodology ............................................................................................................. 9
Data and Assumptions ............................................................................................................10
Economic Impact Estimation ………………………………………………………………………………………19
Costs and Benefits Calculations ……………….………………………………..…………………………….26
City of Corpus Christi ....................................................................................................................................................27
Corpus Christi Crime Control District ....................................................................................................................................................33
Corpus Christi MTA ....................................................................................................................................................34
Nueces County ......................................................................................................................................................35
Corpus Christi Independent School District ................................................................................40
Del Mar College ......................................................................................................................................................44
Nueces County Hospital District ......................................................................................................................................................45
Page 2
Introduction
This report summarizes the findings of an economic impact analysis for Whataburger Field and the
Corpus Christi Hooks in Corpus Christi over the 2005-2019 period. The methodology draws on two
corresponding economic impact studies conducted by Impact DataSource in 2013 and 2015, and the
South Texas Economic Development report in 2017. This report focuses on Whataburger Field's first
15 years of operations.
Description of the Stadium and Team
Whataburger Field is the home of the Corpus Christi Hooks and the Texas A&M University-Corpus
Christi Islanders baseball team. The Hooks is the Minor League AA affiliate of the Houston Astros.
Construction of the baseball stadium was made possible by a local election in 2002, in which voters
approved a 1/8-cent sales tax increase to fund the stadium and other economic development projects.
The stadium opened in 2005 with a total construction cost of $24.5 million. It has a seating capacity of
7,728: 5,050 fixed seats, 19 suites, and two outfield berm areas that accommodate nearly 2,000 fans.
In addition to baseball, Whataburger Field has hosted a number of other sports or performance events.
The stadium also underwent capital improvements of $966,000 in 2019.
The Houston Astros now owns Corpus Christi Hooks and the lease from the City of Corpus Christi, after
purchasing the team from Ryan Sanders Baseball in 2014. The team operates with about 35 full-time
employees along with a number of part-time employees. On game days, about 200 people work on the
field, the concessions and stands. During the 70 annual Hooks home games with over 320,000 attendees,
out-of-town fans, visiting teams, umpires, scouts and other officials all stay overnight in Corpus Christi.
The stadium also hosts a large number of high school and college games, and other special events year
round with an estimated annual total of nearly 100,000 attendees.
Summary of Findings
The cumulative total economic impact from the construction and operations of Whataburger Field
through 2019 is $310 million (historical dollars), or an average of $20.68 million per year.
The City of Corpus Christi has received from the operations of Whataburger Field and home games
of the Corpus Christi Hooks over the period 2005-2019:
Net revenues (historical dollars)$5,856,562
Net revenues (adjusted for inflation)$7,016,998
Source: Impact DataSource, and author's calculations.
Whataburger Field and the Corpus Christi Hooks
Regional Economic Impacts of
Estimated Net Revenues for the City, 2005-2019
Page 3
The following is a summary of some measures of the direct impacts of the stadium and the Hooks
over the 2005-2019 period:
Annual taxable sales at the stadium $12,000,000
Annual taxable purchases of local supplies and services $2,000,000
for the operation of the stadium and the team
Number of direct jobs supported by the stadium and team 300
Total annual payroll for the stadium and team $5,000,000
Average annual attendance 422,993
Average annual Hooks home game days 70
Average attendance per game 6,043
Average annual out-of-town overnight fans and 10,000
visitors to other events
Annual hotel room nights generated by Hooks home games 3,500
Source: Impact DataSource, and author's calculations.
Economic Impact of Stadium Operations, 2005-2019
The following table shows the estimated regional economic impacts of the stadium and the baseball
team on Corpus Christi over the 15-year period between 2005 and 2019.
Total number of direct and indirect jobs 452
Number of direct and indirect workers moving to the area 40
Number of new residents in the area 50
Number of new residential properties built in the area 8
Number of new students in Corpus Christi ISD 6
Salaries earnings for direct and indirect employment
Average annual salaries earnings $17,978,950
Taxable local sales and purchases (economic output)
Average annual taxable local sales $25,851,134
Source: Impact DataSource, and author's calculations.
Cumulated Economic Impacts, 2005-2019
$215,747,401
Average Annual Economic Data Estimates
$310,213,604
Page 4
Costs and Benefits for Local Taxing Districts, 2005-2019
Additional Revenues for Local Taxing Districts
Local taxing districts are estimated to have received the following revenues over the 15-year period
as a result of the direct and indirect impacts of the stadium's operations:
Utility Building
Sales Property Franchise Permits and
Taxes Taxes Utilities Fees Fees
City of Corpus Christi $4,265,437 $121,134 $2,691,042 $161,628 $0
Corpus Christi Crime Control District $387,767
Corpus Christi MTA $1,551,068
Nueces County $0 $69,363
Corpus Christi ISD $256,099
Del Mar College $51,345
Nueces County Hospital District $28,450
Total $6,204,272 $526,391 $2,691,042 $161,628 $0
Additional
State and Lease
Hotel Other Taxes Federal Revenues Total
Occupancy and User School from the Additional
Taxes Fees Funding Facility Revenues
City of Corpus Christi $547,536 $69,587 $900,000 $8,756,365
Corpus Christi Crime Control District $387,767
Corpus Christi MTA $1,551,068
Nueces County $34,587 $103,950
Corpus Christi ISD $469,713 $725,812
Del Mar College $51,345
Nueces County Hospital District $28,450
Total $547,536 $104,174 $469,713 $900,000 $10,704,757
Source: Impact DataSource, and author's calculations.
Additional Revenues For Local Taxing Districts Over the
15-Year Period of the Stadium's Operations
Page 5
Additional Costs for Local Taxing Districts
Local taxing districts are estimated to have incurred the following costs over the 15-year period,
a result of the direct and indirect impacts of the stadium's operations:
Reduction
in State
School
Funding as a
Costs of Result of
Costs of Providing Costs of Property
Services to Monthly Educating being Added
New Utility New to Local
Residents Services Students Tax Rolls Total
City of Corpus Christi $208,761 $2,691,042 $2,899,804
Corpus Christi Crime Control District $0
Corpus Christi MTA $0
Nueces County $69,174 $69,174
Corpus Christi ISD $354,894 $219,403 $574,297
Del Mar College $0
Nueces County Hospital District $0
Total $277,935 $2,691,042 $354,894 $219,403 $3,543,274
Source: Impact DataSource, and author's calculations.
Costs for Local Taxing Districts Over the
15-Year Period of the Stadium's Operations
Page 6
Net Benefits for Local Taxing Districts
The estimated net benefits for the local taxing districts equal the additional public benefits less
additional public costs, all as a result of the direct and indirect impacts of the stadium's operations:
Benefits Costs Net Benefits
City of Corpus Christi $8,756,365 $2,899,804 $5,856,562
Corpus Christi Crime Control District $387,767 $0 $387,767
Corpus Christi MTA $1,551,068 $0 $1,551,068
Nueces County $103,950 $69,174 $34,776
Corpus Christi ISD $725,812 $574,297 $151,515
Del Mar College $51,345 $0 $51,345
Nueces County Hospital District $28,450 $0 $28,450
Total $11,604,757 $3,543,274 $8,061,482
Source: Impact DataSource, and author's calculations.
Present Values of the Tax Revenues for Local Taxing Districts
The tax revenues for each local taxing district from the stadium's operations over the 12-year period:
City of Corpus Christi $7,016,998
Corpus Christi Crime Control District $464,283
Corpus Christi MTA $1,857,134
Nueces County $42,025
Corpus Christi ISD $181,681
Del Mar College $61,767
Nueces County Hospital District $34,224
Total $9,658,112
Source: Impact DataSource, and author's calculations.
The present value is a way of expressing a nominal figure of the past in today's dollar term. A dollar
received in the past is not worth the same as a dollar received today due to inflation. This report expresses
the present values of dollars in the past by adjusting the historical dollars for actual inflation using the
Consumer Price Index (CPI) for U.S. urban areas.
15-Year Period of the Stadium's Operations
Present Values of the Tax Revenues Over the
15-Year Period of the Stadium's Operations
Net Benefits for Local Taxing Districts Over the
Page 7
Net Benefits Received by the City
The City of Corpus Christi is estimated to have received benefits from purchases for facility operations
and spending by workers. The cumulated total benefits over the 15-year period are shown below.
Stadium New Total
Operations Workers Benefits
Additional revenues:
Sales taxes $3,648,399 $617,038 $4,265,437
Property taxes $0 $121,134 $121,134
Utility revenues $222,796 $118,213 $341,009
Utility franchise fees $15,184 $5,329 $20,513
Hotel occupancy taxes $547,536 $547,536
Other taxes and user fees $69,587 $69,587
Building permits and fees $0 $0
Lease revenues $900,000 $900,000
Total additional revenues $5,333,916 $931,301 $6,265,217
Additional costs:
Costs of providing utilities $222,796 $118,213 $341,009
Costs of providing municipal services $208,761 $208,761
for new residents
Total additional costs $222,796 $326,974 $549,771
Net benefits $5,111,120 $604,326 $5,715,446
Percent of total net benefits 89%11%
for the City
Source: Impact DataSource, and author's calculations.
Schedule of Benefits for the City from
the Stadium and Employees
Benefits from:
Page 8
Methodology
For consistency, this report applies the same methodology and estimation framework as those used
for the impact reports prepared by Impact DataSource in 2013 and 2015 for the same facility, "A
Report of the Economic Impact of Whataburger Field and the Corpus Christi Hooks in Corpus Christi,
Texas ". In 2017, an update was performed by the South Texas Economic Development Center.
The main difference between this report and all those three previous reports is the time period for
estimating the regional economic impacts. This report focuses on the impacts of the stadium's
operations in the past, instead of performing future projections.
Because of a different time period covered in this report, the regional economic multipliers for
estimating economic impacts have been updated to reflect the historical data of the region.
As for Impact DataSource, this analysis employs two types of economic multipliers for Corpus Christi.
The multipliers generate estimates for secondary impacts, which include indirect and induced impacts.
The multipliers for in this report are derived from the IMPLAN model and their values are:
Employment multiplier:1.26
Wage Earnings multiplier:1.32
In addition, measures of the direct impact also reflect the data over the period covered in this analysis.
Those estimates are presented in detail below.
As for most related studies, this report presents analyses from the economic perspective of the
stadium owner─the City of Corpus Christi─particularly about the returns on its initial capital investment.
For this reason, the analyses focus on Whataburger Field and its home team's tangible contributions
to the city and the local economy. Missing in this report is the extent to which the facility and the team
have enhanced the quality of life for the local community as well as out-of-town visitors to baseball
games and other events.
Page 9
Data and Assumptions
The following lists the local data and assumptions used in the 2013 and 2015 reports of
Impact DataSource, along with updates for this report to reflect historical data.
Page 10
Local Tax Rates:
Sales taxes:
City of Corpus Christi 1.375%
Corpus Christi Crime Control District 0.125%
Corpus Christi MTA 0.5%
Nueces County 0.0%
City of Corpus Christi hotel occupancy tax rate 9%
Property tax rates, per $100 of valuation:
City of Corpus Christi $0.585264
Nueces County and Farm to Market Road $0.335130
Corpus Christi ISD:
M&O $1.060050
I&S $0.177300
Total $1.237350
Del Mar College $0.248073
Nueces County Hospital District $0.137455
City Rates:
Annual marginal cost of providing municipal services, excluding utilities, to $300
each new household
Estimated annual other taxes and user fees to be collected by the city from $100
each new household -- those revenues that are in addition to sales and
property taxes, utilities and utility franchise fees
Annual increase expected in the city's other revenues and marginal costs 2.1%
The city's estimated annual water, wastewater and garbage collection billings $1,560
per household
Estimated
Utility Monthly
Service Billing
Water $40 $480
Wastewater $35 $420
Solid waste $25 $300
Natural gas $30 $360
Estimated Annual Billing
(Monthly billing x 12)
Page 11
The city's cost of providing water, wastewater and solid waste services,100%
as a percent of utility billings
Annual increase expected in city-owned utility billings 2.1%
The city's utility franchise fee percentages:
Electricity utility franchise fee $0.002526 per KwH
Electricity, estimated as percent of billings 2%
Natural gas 0%
Cable 5%
Telephone monthly line access charge:
Residential $2.16
Non-residential $4.86
Annual utility franchise fees collected from utility providers for each household $70.32
in the city as detailed below
Monthly
Utility Utility
Utility Estimated Franchise Franchise
Monthly Fee Fee Franchise Fee Collections
Service Billing Percentage Collections
Electricity $85 2%$1.70 $20.40
Cable $40 5%$2.00 $24.00
Telephone 1 line $2.16 $2.16 $25.92
County Rates:
Annual marginal cost of providing county services to each new household $100
Annual miscellaneous taxes and user fees to be collected from each $50
new household, those county revenues other than property and sales taxes
Annual increase expected in other county revenues and marginal costs 2%
School District Rates:
Estimated annual state, federal and other funding received by the district for $4,500
for each child enrolled
Average annual cost of providing services to each child in the district $8,500
Estimated Annual Utility
(Monthly collections x 12)
Page 12
Average annual cost for each new child, as a percent of average annual cost 40%
Annual marginal cost of providing services to each new child $3,400
Other Community Rates:
Annual inflation rate (2005-2019 historical average)2.1%
Discount rate used in analysis to compute discounted cash flows -2.1%
Percent of a typical worker's salary that will be spent on taxable goods 26.0%
and services
Average taxable value of a new single family residence in the community $133,572
that will are built for some individuals moving to the city
Percent annual increase in the taxable value of residential 3.8%
property and commercial real property on local tax rolls
Activities During the Stadium's Operations:
The facility's taxable sales subject to sales tax:
2005 $12,000,000
2006 $12,000,000
2007 $12,000,000
2008 $12,000,000
2009 $12,000,000
2010 $12,000,000
2011 $12,000,000
2012 $12,000,000
2013 $12,000,000
2014 $12,000,000
2015 $12,000,000
2016 $12,000,000
2017 $12,000,000
2018 $12,000,000
2019 $12,000,000
Expected annual increase in taxable sales after the first year 0.0%
Page 13
Estimated annual utilities at the facility:
Solid Natural
Water Wastewater Waste Electricity Gas Cable Telephone
2005 $24,000 $24,000 $24,000 $225,000 $12,000 $12,000 $120,000
2006 $24,720 $24,720 $24,720 $231,750 $12,360 $12,360 $123,600
2007 $25,462 $25,462 $25,462 $238,703 $12,731 $12,731 $127,308
2008 $26,225 $26,225 $26,225 $245,864 $13,113 $13,113 $131,127
2009 $27,012 $27,012 $27,012 $253,239 $13,506 $13,506 $135,061
2010 $27,823 $27,823 $27,823 $260,837 $13,911 $13,911 $139,113
2011 $28,657 $28,657 $28,657 $268,662 $14,329 $14,329 $143,286
2012 $29,517 $29,517 $29,517 $276,722 $14,758 $14,758 $147,585
2013 $30,402 $30,402 $30,402 $285,023 $15,201 $15,201 $152,012
2014 $31,315 $31,315 $31,315 $293,574 $15,657 $15,657 $156,573
2015 $32,254 $32,254 $32,254 $302,381 $16,127 $16,127 $161,270
2016 $33,222 $33,222 $33,222 $311,453 $16,611 $16,611 $166,108
2017 $34,218 $34,218 $34,218 $320,796 $17,109 $17,109 $171,091
2018 $35,245 $35,245 $35,245 $330,420 $17,622 $17,622 $176,224
2019 $36,302 $36,302 $36,302 $340,333 $18,151 $18,151 $181,511
Annual 3%3%3%3%3%3%3%
increase
Estimated number of telephone lines at the facility 15
The facility's estimated local taxable purchases of materials, supplies and services for its operations:
2005 $2,000,000
2006 $2,100,000
2007 $2,205,000
2008 $2,315,250
2009 $2,431,013
2010 $2,552,563
2011 $2,680,191
2012 $2,814,201
2013 $2,954,911
2014 $3,102,656
2015 $3,257,789
2016 $3,420,679
2017 $3,591,713
2018 $3,771,298
2019 $3,959,863
Expected annual increase in taxable purchases after the first year 5%
Page 14
The facility's total taxable purchases and taxable utilities:
Taxable
Purchases
of Supplies,Utilities
Materials and Subject to Percent Taxable
Services Sales Tax Taxable Utilities Total
2005 $2,000,000 $369,000 100%$369,000 $2,369,000
2006 $2,100,000 $380,070 100%$380,070 $2,480,070
2007 $2,205,000 $391,472 100%$391,472 $2,596,472
2008 $2,315,250 $403,216 100%$403,216 $2,718,466
2009 $2,431,013 $415,313 100%$415,313 $2,846,325
2010 $2,552,563 $427,772 100%$427,772 $2,980,335
2011 $2,680,191 $440,605 100%$440,605 $3,120,797
2012 $2,814,201 $453,823 100%$453,823 $3,268,024
2013 $2,954,911 $467,438 100%$467,438 $3,422,349
2014 $3,102,656 $481,461 100%$481,461 $3,584,118
2015 $3,257,789 $495,905 100%$495,905 $3,753,694
2016 $3,420,679 $510,782 100%$510,782 $3,931,461
2017 $3,591,713 $526,106 100%$526,106 $4,117,818
2018 $3,771,298 $541,889 100%$541,889 $4,313,187
2019 $3,959,863 $558,146 100%$558,146 $4,518,009
Number of new workers at the facility:
2005 200
2006 0
2007 0
2008 0
2009 0
2010 0
2011 0
2012 0
2013 0
2014 0
2015 0
2016 0
2017 0
2018 0
2019 0
Total 200
Utilities Subject to Sales Tax
Page 15
Number of people who moved to the city to take job at the facility:
Estimated percent of total new workers moving to the city 10%
2005 20
2006 0
2007 0
2008 0
2009 0
2010 0
2011 0
2012 0
2013 0
2014 0
2015 0
2016 0
2017 0
2018 0
2019 0
Total 20
Average annual salaries of workers at the facility $25,000
Percent of expected increase in employee salaries after year 1 3.0%
Multipliers for calculating the number of indirect and induced jobs and earnings in the area:
Earnings 1.32
Employment 1.26
This cost-benefit analysis uses the above multipliers to project the indirect and induced benefits
in the community as a result of the direct economic activity. The employment multiplier shows
the number of spin-off jobs what will be created from each direct job. Similarly, the earnings
multiplier estimates the salaries and wages to be paid to workers in these spin-off jobs for
each $1 paid to direct workers.
Visiting team members who will stay in a local motel during the baseball season:
Average number of room nights 2,000
Estimated nightly room rate in the City $110
Estimated taxable spending by visiting team members shopping, $300,000
eating out and on entertainment
Page 16
Spending by all out-of-town visitors attending games and other events at the stadium:
Estimated number of out-of-town visitors attending games and other 10,000
events at the stadium
Average annual increase in the number of out-of-town visitors to the stadium 0%
Average number of days that each of these visitors will stay in the city 1.5
Percent of out-of-town fans stay overnight in a local hotel/motel 30%
Average number of nights that these overnight visitors stayed in a hotel/motel 0.30
in the city
Estimated average daily non-lodging spending by each visitor in the city $65
Estimated daily room rate in the city $110
Summary of visitor spending:
Lodging sales:
Lodging
Teams Others Total Sales
2005 2,000 1,500 3,500 $385,000
2006 2,000 1,500 3,500 $385,000
2007 2,000 1,500 3,500 $385,000
2008 2,000 1,500 3,500 $385,000
2009 2,000 1,500 3,500 $385,000
2010 2,000 1,500 3,500 $385,000
2011 2,000 1,500 3,500 $385,000
2012 2,000 1,500 3,500 $385,000
2013 2,000 1,500 3,500 $385,000
2014 2,000 1,500 3,500 $385,000
2015 2,000 1,500 3,500 $385,000
2016 2,000 1,500 3,500 $385,000
2017 2,000 1,500 3,500 $385,000
2018 2,000 1,500 3,500 $385,000
2019 2,000 1,500 3,500 $385,000
Taxable sales:
Teams Others Total
2005 $300,000 $978,000 $1,278,000
2006 $300,000 $978,000 $1,278,000
2007 $300,000 $978,000 $1,278,000
Room Nights
Page 17
2008 $300,000 $978,000 $1,278,000
2009 $300,000 $978,000 $1,278,000
2010 $300,000 $978,000 $1,278,000
2011 $300,000 $978,000 $1,278,000
2012 $300,000 $978,000 $1,278,000
2013 $300,000 $978,000 $1,278,000
2014 $300,000 $978,000 $1,278,000
2015 $300,000 $978,000 $1,278,000
2016 $300,000 $978,000 $1,278,000
2017 $300,000 $978,000 $1,278,000
2018 $300,000 $978,000 $1,278,000
2019 $300,000 $978,000 $1,278,000
Estimated annual lease payments that the facility will make to the City over the next 25 years:
2005 $50,000
2006 $50,000
2007 $50,000
2008 $50,000
2009 $50,000
2010 $60,000
2011 $60,000
2012 $60,000
2013 $60,000
2014 $60,000
2015 $70,000
2016 $70,000
2017 $70,000
2018 $70,000
2019 $70,000
2020 $70,000
2021 $70,000
2022 $70,000
2023 $70,000
2024 $70,000
2025 $70,000
2026 $70,000
2027 $70,000
2028 $70,000
Page 18
Economic Impact Estimation
The following shows economic impact estimates based on the schedules used in the 2013 and 2015
reports of Impact DataSource, along with updates for this report to reflect historical data.
Page 19
Number of local jobs added each year and worker salaries to be paid:
Direct Indirect Total Direct Indirect Total
Jobs Jobs Jobs Salaries Salaries Salaries
2005 200 252 452 $5,000,000 $6,600,000 $11,600,000
2006 0 0 0 $5,150,000 $6,798,000 $11,948,000
2007 0 0 0 $5,304,500 $7,001,940 $12,306,440
2008 0 0 0 $5,463,635 $7,211,998 $12,675,633
2009 0 0 0 $5,627,544 $7,428,358 $13,055,902
2010 0 0 0 $5,796,370 $7,651,209 $13,447,579
2011 0 0 0 $5,970,261 $7,880,745 $13,851,007
2012 0 0 0 $6,149,369 $8,117,168 $14,266,537
2013 0 0 0 $6,333,850 $8,360,683 $14,694,533
2014 0 0 0 $6,523,866 $8,611,503 $15,135,369
2015 0 0 0 $6,719,582 $8,869,848 $15,589,430
2016 0 0 0 $6,921,169 $9,135,944 $16,057,113
2017 0 0 0 $7,128,804 $9,410,022 $16,538,826
2018 0 0 0 $7,342,669 $9,692,323 $17,034,991
2019 0 0 0 $7,562,949 $9,983,092 $17,546,041
Total 200 252 452 $92,994,569 $122,752,832 $215,747,401
Page 20
Number of direct and indirect workers and their families who moved to the area and their
children who will attended local public schools:
New Workers Total Total
Who Moved to New New
the Area Residents Students
2005 40 50 6
2006 0 0 0
2007 0 0 0
2008 0 0 0
2009 0 0 0
2010 0 0 0
2011 0 0 0
2012 0 0 0
2013 0 0 0
2014 0 0 0
2015 0 0 0
2016 0 0 0
2017 0 0 0
2018 0 0 0
2019 0 0 0
Total 40 50 6
Page 21
Number of new residential properties that would have been built in the city for direct and indirect
workers who moved to the area:
New
Residential
Properties
2005 8
2006 0
2007 0
2008 0
2009 0
2010 0
2011 0
2012 0
2013 0
2014 0
2015 0
2016 0
2017 0
2018 0
2019 0
Total 8
Page 22
Local taxable spending on which sales taxes will be collected:
Local
Construction
Workers'The Facility's
Spending and Direct and Local
Furniture,Indirect Taxable Purchases
Fixtures and Workers'Visitors'Sales at the and Taxable
Equipment Spending Spending Facility Utilities Total
2005 $3,584,658 $2,412,800 $1,278,000 $12,000,000 $2,369,000 $21,644,458
2006 $9,507 $2,485,184 $1,278,000 $12,000,000 $2,480,070 $18,252,761
2007 $49,192 $2,559,740 $1,278,000 $12,000,000 $2,596,472 $18,483,404
2008 $26,859 $2,636,532 $1,278,000 $12,000,000 $2,718,466 $18,659,857
2009 $3,791 $2,715,628 $1,278,000 $12,000,000 $2,846,325 $18,843,744
2010 $2,369 $2,797,096 $1,278,000 $12,000,000 $2,980,335 $19,057,800
2011 $425 $2,881,009 $1,278,000 $12,000,000 $3,120,797 $19,280,231
2012 $3,825 $2,967,440 $1,278,000 $12,000,000 $3,268,024 $19,517,289
2013 $42,133 $3,056,463 $1,278,000 $12,000,000 $3,422,349 $19,798,944
2014 $100,231 $3,148,157 $1,278,000 $12,000,000 $3,931,461 $20,457,848
2015 $78,143 $3,242,601 $1,341,900 $12,600,000 $4,049,405 $21,312,049
2016 $90,889 $3,339,879 $1,408,995 $13,230,000 $4,170,887 $22,240,650
2017 $73,110 $3,440,076 $1,479,445 $13,891,500 $4,296,014 $23,180,144
2018 $87,004 $3,543,278 $1,553,417 $14,586,075 $4,424,894 $24,194,668
2019 $136,071 $3,649,576 $1,631,088 $15,315,379 $4,557,641 $25,289,755
Total $4,288,207 $44,875,459 $20,194,845 $189,622,954 $51,232,140 $310,213,604
Page 23
Local spending by visitors on lodging by out-of-town visitors
Spending
on Lodging
2005 $385,000
2006 $385,000
2007 $385,000
2008 $385,000
2009 $385,000
2010 $385,000
2011 $385,000
2012 $385,000
2013 $385,000
2014 $385,000
2015 $404,250
2016 $424,463
2017 $445,686
2018 $467,970
2019 $491,368
Total $6,083,736
Page 24
Taxable value of new residential property built for direct and indirect workers who moved to the
community :
Value of
Property at
New the Facility Total
Residential on Local Taxable
Property Tax Rolls Property
2005 $1,068,576 $0 $1,068,576
2006 $1,109,615 $0 $1,109,615
2007 $1,152,229 $0 $1,152,229
2008 $1,196,480 $0 $1,196,480
2009 $1,242,431 $0 $1,242,431
2010 $1,290,147 $0 $1,290,147
2011 $1,339,694 $0 $1,339,694
2012 $1,391,145 $0 $1,391,145
2013 $1,444,572 $0 $1,444,572
2014 $1,500,051 $0 $1,500,051
2015 $1,530,052 $0 $1,530,052
2016 $1,560,653 $0 $1,560,653
2017 $1,591,866 $0 $1,591,866
2018 $1,623,703 $0 $1,623,703
2019 $1,656,177 $0 $1,656,177
Page 25
Costs and Benefits Calculations
The following shows economic impact estimates based on the schedules used in the 2013 and 2015
reports of Impact DataSource, along with updates for this report to reflect historical data.
Page 26
City of Corpus Christi:
Benefits:
Sales tax collections:
During
Construction
and On The Facility's
Purchases of Direct and Local
Furniture,Indirect On Taxable Purchases
Fixtures and Workers'Visitors'Sales at the and Taxable
Equipment Spending Spending Facility Utilities Total
2005 $49,289 $33,176 $17,573 $165,000 $32,574 $297,611
2006 $131 $34,171 $17,573 $165,000 $34,101 $250,975
2007 $676 $35,196 $17,573 $165,000 $35,701 $254,147
2008 $369 $36,252 $17,573 $165,000 $37,379 $256,573
2009 $52 $37,340 $17,573 $165,000 $39,137 $259,101
2010 $33 $38,460 $17,573 $165,000 $40,980 $262,045
2011 $6 $39,614 $17,573 $165,000 $42,911 $265,103
2012 $53 $40,802 $17,573 $165,000 $44,935 $268,363
2013 $579 $42,026 $17,573 $165,000 $47,057 $272,235
2014 $1,378 $43,287 $17,573 $165,000 $54,058 $281,295
2015 $1,074 $44,586 $18,451 $173,250 $55,679 $293,041
2016 $1,250 $45,923 $19,374 $181,913 $57,350 $305,809
2017 $1,005 $47,301 $20,342 $191,008 $59,070 $318,727
2018 $1,196 $48,720 $21,359 $200,559 $60,842 $332,677
2019 $1,871 $50,182 $22,427 $210,586 $62,668 $347,734
Total $58,963 $617,038 $277,679 $2,607,316 $704,442 $4,265,437
Page 27
Property tax collections on:
New Total Taxes
Residential Taxes Taxes After
Property Collected Abated Abatement Total
2005 $6,254 $0 $0 $0 $6,254
2006 $6,494 $0 $0 $0 $6,494
2007 $6,744 $0 $0 $0 $6,744
2008 $7,003 $0 $0 $0 $7,003
2009 $7,272 $0 $0 $0 $7,272
2010 $7,551 $0 $0 $0 $7,551
2011 $7,841 $0 $0 $0 $7,841
2012 $8,142 $0 $0 $0 $8,142
2013 $8,455 $0 $0 $0 $8,455
2014 $8,779 $0 $0 $0 $8,779
2015 $8,955 $0 $0 $0 $8,955
2016 $9,134 $0 $0 $0 $9,134
2017 $9,317 $0 $0 $0 $9,317
2018 $9,503 $0 $0 $0 $9,503
2019 $9,693 $0 $0 $0 $9,693
Total $121,134 $0 $0 $0 $121,134
Property at the Facility
Page 28
Utilities and utility franchise fees collected by the city from new residents and
from the facility:
Utility
Franchise
Utilities Fees Total
2005 $146,400 $8,788 $155,188
2006 $150,219 $9,017 $159,237
2007 $154,142 $9,253 $163,395
2008 $158,169 $9,496 $167,665
2009 $162,305 $9,745 $172,050
2010 $166,553 $10,000 $176,553
2011 $170,914 $10,263 $181,177
2012 $175,394 $10,532 $185,926
2013 $179,994 $10,809 $190,803
2014 $191,394 $11,499 $202,892
2015 $196,446 $11,803 $208,249
2016 $201,636 $12,116 $213,751
2017 $206,967 $12,437 $219,403
2018 $212,442 $12,766 $225,209
2019 $218,067 $13,105 $231,172
Total $2,691,042 $161,628 $2,852,670
Page 29
Other city revenues, including hotel occupancy taxes, other taxes and user fees
collected from new residents and lease revenues
Hotel Other Building
Occupancy Taxes and Permits and Lease Total Other
Taxes User Fees Fees Revenues Revenues
2005 $34,650 $4,000 $0 $50,000 $88,650
2006 $34,650 $4,083 $0 $50,000 $88,733
2007 $34,650 $4,168 $0 $50,000 $88,818
2008 $34,650 $4,255 $0 $50,000 $88,905
2009 $34,650 $4,344 $0 $50,000 $88,994
2010 $34,650 $4,434 $0 $60,000 $99,084
2011 $34,650 $4,527 $0 $60,000 $99,177
2012 $34,650 $4,621 $0 $60,000 $99,271
2013 $34,650 $4,717 $0 $60,000 $99,367
2014 $34,650 $4,815 $0 $60,000 $99,465
2015 $36,383 $4,916 $0 $70,000 $111,298
2016 $38,202 $5,018 $0 $70,000 $113,220
2017 $40,112 $5,122 $0 $70,000 $115,234
2018 $42,117 $5,229 $0 $70,000 $117,346
2019 $44,223 $5,338 $0 $70,000 $119,561
Total $547,536 $69,587 $0 $900,000 $1,517,123
Page 30
Costs:
The costs of providing municipal services and utility services to new residents:
Cost of
Services to
New Costs of
Residents Utilities Total Costs
2005 $12,000 $146,400 $158,400
2006 $12,250 $150,219 $162,469
2007 $12,505 $154,142 $166,647
2008 $12,765 $158,169 $170,935
2009 $13,031 $162,305 $175,336
2010 $13,303 $166,553 $179,855
2011 $13,580 $170,914 $184,494
2012 $13,862 $175,394 $189,256
2013 $14,151 $179,994 $194,145
2014 $14,446 $191,394 $205,839
2015 $14,747 $196,446 $211,193
2016 $15,054 $201,636 $216,690
2017 $15,367 $206,967 $222,334
2018 $15,687 $212,442 $228,130
2019 $16,014 $218,067 $234,081
Total $208,761 $2,691,042 $2,899,804
Page 31
Net Benefits for the City of Corpus Christi:
Net Cumulative
Benefits Costs Benefits Net Benefits
2005 $547,703 $158,400 $389,303 $389,303
2006 $505,440 $162,469 $342,970 $732,273
2007 $513,104 $166,647 $346,457 $1,078,730
2008 $520,146 $170,935 $349,211 $1,427,941
2009 $527,416 $175,336 $352,080 $1,780,022
2010 $545,232 $179,855 $365,377 $2,145,399
2011 $553,298 $184,494 $368,804 $2,514,202
2012 $561,702 $189,256 $372,445 $2,886,648
2013 $570,860 $194,145 $376,715 $3,263,363
2014 $592,432 $205,839 $386,593 $3,649,956
2015 $621,543 $211,193 $410,350 $4,060,306
2016 $641,914 $216,690 $425,224 $4,485,530
2017 $662,681 $222,334 $440,347 $4,925,877
2018 $684,735 $228,130 $456,605 $5,382,482
2019 $708,161 $234,081 $474,079 $5,856,562
Total $8,756,365 $2,899,804 $5,856,562
Page 32
Corpus Christi Crime Control District:
Sales tax collections:
During
Construction
and On The Facility's
Purchases of Direct and Local
Furniture,Indirect On Taxable Purchases
Fixtures and Workers'Visitors'Sales at the and Taxable
Equipment Spending Spending Facility Utilities Total
2005 $4,481 $3,016 $1,598 $15,000 $2,961 $27,056
2006 $12 $3,106 $1,598 $15,000 $3,100 $22,816
2007 $61 $3,200 $1,598 $15,000 $3,246 $23,104
2008 $34 $3,296 $1,598 $15,000 $3,398 $23,325
2009 $5 $3,395 $1,598 $15,000 $3,558 $23,555
2010 $3 $3,496 $1,598 $15,000 $3,725 $23,822
2011 $1 $3,601 $1,598 $15,000 $3,901 $24,100
2012 $5 $3,709 $1,598 $15,000 $4,085 $24,397
2013 $53 $3,821 $1,598 $15,000 $4,278 $24,749
2014 $125 $3,935 $1,598 $15,000 $4,914 $25,572
2015 $98 $4,053 $1,677 $15,750 $5,062 $26,640
2016 $114 $4,175 $1,761 $16,538 $5,214 $27,801
2017 $91 $4,300 $1,849 $17,364 $5,370 $28,975
2018 $109 $4,429 $1,942 $18,233 $5,531 $30,243
2019 $170 $4,562 $2,039 $19,144 $5,697 $31,612
Total $5,360 $56,094 $25,244 $237,029 $64,040 $387,767
Page 33
Corpus Christi MTA:
Sales tax collections:
During
Construction
and On The Facility's
Purchases of Direct and Local
Furniture,Indirect On Taxable Purchases
Fixtures and Workers'Visitors'Sales at the and Taxable
Equipment Spending Spending Facility Utilities Total
2005 $17,923 $12,064 $6,390 $60,000 $11,845 $108,222
2006 $48 $12,426 $6,390 $60,000 $12,400 $91,264
2007 $246 $12,799 $6,390 $60,000 $12,982 $92,417
2008 $134 $13,183 $6,390 $60,000 $13,592 $93,299
2009 $19 $13,578 $6,390 $60,000 $14,232 $94,219
2010 $12 $13,985 $6,390 $60,000 $14,902 $95,289
2011 $2 $14,405 $6,390 $60,000 $15,604 $96,401
2012 $19 $14,837 $6,390 $60,000 $16,340 $97,586
2013 $211 $15,282 $6,390 $60,000 $17,112 $98,995
2014 $501 $15,741 $6,390 $60,000 $19,657 $102,289
2015 $391 $16,213 $6,710 $63,000 $20,247 $106,560
2016 $454 $16,699 $7,045 $66,150 $20,854 $111,203
2017 $366 $17,200 $7,397 $69,458 $21,480 $115,901
2018 $435 $17,716 $7,767 $72,930 $22,124 $120,973
2019 $680 $18,248 $8,155 $76,577 $22,788 $126,449
Total $21,441 $224,377 $100,974 $948,115 $256,161 $1,551,068
Page 34
Nueces County:
Sales tax collections on spending:
During
Construction
and On The Facility's
Purchases of Direct and Local
Furniture,Indirect On Taxable Purchases
Fixtures and Workers'Visitors'Sales at the and Taxable
Equipment Spending Spending Facility Utilities Total
2005 $0 $0 $0 $0 $0 $0
2006 $0 $0 $0 $0 $0 $0
2007 $0 $0 $0 $0 $0 $0
2008 $0 $0 $0 $0 $0 $0
2009 $0 $0 $0 $0 $0 $0
2010 $0 $0 $0 $0 $0 $0
2011 $0 $0 $0 $0 $0 $0
2012 $0 $0 $0 $0 $0 $0
2013 $0 $0 $0 $0 $0 $0
2014 $0 $0 $0 $0 $0 $0
2015 $0 $0 $0 $0 $0 $0
2016 $0 $0 $0 $0 $0 $0
2017 $0 $0 $0 $0 $0 $0
2018 $0 $0 $0 $0 $0 $0
2019 $0 $0 $0 $0 $0 $0
Total $0 $0 $0 $0 $0 $0
Page 35
Miscellaneous taxes and user fees to be collected from new residents:
Misc. Taxes
and User
Fees
2005 $2,000
2006 $2,040
2007 $2,081
2008 $2,122
2009 $2,165
2010 $2,208
2011 $2,252
2012 $2,297
2013 $2,343
2014 $2,390
2015 $2,438
2016 $2,487
2017 $2,536
2018 $2,587
2019 $2,639
Total $34,587
Page 36
Property tax collections on:
New Total Taxes
Residential Taxes Taxes After
Property Collected Abated Abatement Total
2005 $3,581 $0 $0 $0 $3,581
2006 $3,719 $0 $0 $0 $3,719
2007 $3,861 $0 $0 $0 $3,861
2008 $4,010 $0 $0 $0 $4,010
2009 $4,164 $0 $0 $0 $4,164
2010 $4,324 $0 $0 $0 $4,324
2011 $4,490 $0 $0 $0 $4,490
2012 $4,662 $0 $0 $0 $4,662
2013 $4,841 $0 $0 $0 $4,841
2014 $5,027 $0 $0 $0 $5,027
2015 $5,128 $0 $0 $0 $5,128
2016 $5,230 $0 $0 $0 $5,230
2017 $5,335 $0 $0 $0 $5,335
2018 $5,442 $0 $0 $0 $5,442
2019 $5,550 $0 $0 $0 $5,550
Total $69,363 $0 $0 $0 $69,363
Property at the Facility
Page 37
Costs of providing county services to new residents:
Costs of
County
Services
2005 $4,000
2006 $4,080
2007 $4,162
2008 $4,245
2009 $4,330
2010 $4,416
2011 $4,505
2012 $4,595
2013 $4,687
2014 $4,780
2015 $4,876
2016 $4,973
2017 $5,073
2018 $5,174
2019 $5,278
Total $69,174
Page 38
Total Benefits for the County:
Cumulative
Net Net
Benefits Costs Benefits Benefits
2005 $5,581 $4,000 $1,581 $1,581
2006 $5,759 $4,080 $1,679 $3,260
2007 $5,942 $4,162 $1,781 $5,040
2008 $6,132 $4,245 $1,887 $6,928
2009 $6,329 $4,330 $1,999 $8,927
2010 $6,532 $4,416 $2,116 $11,042
2011 $6,742 $4,505 $2,237 $13,280
2012 $6,960 $4,595 $2,365 $15,644
2013 $7,185 $4,687 $2,498 $18,142
2014 $7,417 $4,780 $2,637 $20,779
2015 $7,566 $4,876 $2,690 $23,469
2016 $7,717 $4,973 $2,743 $26,212
2017 $7,871 $5,073 $2,798 $29,011
2018 $8,029 $5,174 $2,854 $31,865
2019 $8,189 $5,278 $2,911 $34,776
Total $103,950 $69,174 $34,776
Page 39
Corpus Christi Independent School District:
Benefits, including property taxes and additional state and federal school funding:
Property Tax Collections on:Additional
New The State
Residential Facility's Total School
Property Property Collections Funding Total
2005 $13,222 $0 $13,222 $27,000 $40,222
2006 $13,730 $0 $13,730 $27,562 $41,292
2007 $14,257 $0 $14,257 $28,136 $42,393
2008 $14,805 $0 $14,805 $28,722 $43,527
2009 $15,373 $0 $15,373 $29,320 $44,693
2010 $15,964 $0 $15,964 $29,931 $45,894
2011 $16,577 $0 $16,577 $30,554 $47,131
2012 $17,213 $0 $17,213 $31,190 $48,404
2013 $17,874 $0 $17,874 $31,840 $49,714
2014 $18,561 $0 $18,561 $32,503 $51,064
2015 $18,932 $0 $18,932 $33,180 $52,112
2016 $19,311 $0 $19,311 $33,871 $53,181
2017 $19,697 $0 $19,697 $34,576 $54,273
2018 $20,091 $0 $20,091 $35,296 $55,387
2019 $20,493 $0 $20,493 $36,031 $56,524
Total $256,099 $0 $256,099 $469,713 $725,812
Page 40
Costs of educating children of new workers who move to the district:
Cost of
Educating
New
Students
2005 $20,400
2006 $20,825
2007 $21,258
2008 $21,701
2009 $22,153
2010 $22,614
2011 $23,085
2012 $23,566
2013 $24,057
2014 $24,558
2015 $25,069
2016 $25,591
2017 $26,124
2018 $26,668
2019 $27,224
Total $354,894
Page 41
Reduction in State aid to the school district as a result of new residential property for
the facility's employees and the facility's property being added to the school district's tax
rolls:
Reduction in
State Aid for the
School District
2005 $11,327
2006 $11,762
2007 $12,214
2008 $12,683
2009 $13,170
2010 $13,676
2011 $14,201
2012 $14,747
2013 $15,313
2014 $15,901
2015 $16,219
2016 $16,544
2017 $16,875
2018 $17,212
2019 $17,556
Total $219,403
Page 42
Net Benefits for the School District:
Net Cumulative
Benefits Costs Benefits Net Benefits
2005 $40,222 $31,727 $8,495 $8,495
2006 $41,292 $32,587 $8,705 $17,199
2007 $42,393 $33,473 $8,921 $26,120
2008 $43,527 $34,384 $9,142 $35,262
2009 $44,693 $35,323 $9,370 $44,632
2010 $45,894 $36,291 $9,604 $54,236
2011 $47,131 $37,287 $9,844 $64,080
2012 $48,404 $38,313 $10,091 $74,171
2013 $49,714 $39,370 $10,344 $84,515
2014 $51,064 $40,459 $10,605 $95,120
2015 $52,112 $41,288 $10,823 $105,944
2016 $53,181 $42,135 $11,047 $116,990
2017 $54,273 $42,999 $11,274 $128,264
2018 $55,387 $43,880 $11,507 $139,771
2019 $56,524 $44,780 $11,744 $151,515
Total $725,812 $574,297 $151,515
Page 43
Del Mar College
Property tax collections:
New Total Taxes
Residential Taxes Taxes After
Property Collected Abated Abatement Total
2005 $2,651 $0 $0 $0 $2,651
2006 $2,753 $0 $0 $0 $2,753
2007 $2,858 $0 $0 $0 $2,858
2008 $2,968 $0 $0 $0 $2,968
2009 $3,082 $0 $0 $0 $3,082
2010 $3,201 $0 $0 $0 $3,201
2011 $3,323 $0 $0 $0 $3,323
2012 $3,451 $0 $0 $0 $3,451
2013 $3,584 $0 $0 $0 $3,584
2014 $3,721 $0 $0 $0 $3,721
2015 $3,796 $0 $0 $0 $3,796
2016 $3,872 $0 $0 $0 $3,872
2017 $3,949 $0 $0 $0 $3,949
2018 $4,028 $0 $0 $0 $4,028
2019 $4,109 $0 $0 $0 $4,109
Total $51,345 $0 $0 $0 $51,345
Property at the Facility
Page 44
Nueces County Hospital District
Property tax collections:
New Total Taxes
Residential Taxes Taxes After
Property Collected Abated Abatement Total
2005 $1,469 $0 $0 $0 $1,469
2006 $1,525 $0 $0 $0 $1,525
2007 $1,584 $0 $0 $0 $1,584
2008 $1,645 $0 $0 $0 $1,645
2009 $1,708 $0 $0 $0 $1,708
2010 $1,773 $0 $0 $0 $1,773
2011 $1,841 $0 $0 $0 $1,841
2012 $1,912 $0 $0 $0 $1,912
2013 $1,986 $0 $0 $0 $1,986
2014 $2,062 $0 $0 $0 $2,062
2015 $2,103 $0 $0 $0 $2,103
2016 $2,145 $0 $0 $0 $2,145
2017 $2,188 $0 $0 $0 $2,188
2018 $2,232 $0 $0 $0 $2,232
2019 $2,276 $0 $0 $0 $2,276
Total $28,450 $0 $0 $0 $28,450
Property at the Facility
Page 45
Page 1 of 43
2nd Amended Restated Stadium Lease Draft
SECOND AMENDED AND RESTATED STADIUM LEASE AGREEMENT
This Second Amended and Restated Stadium Lease Agreement (“Lease”) is made and entered
into this day of , ____, by and between the CITY OF CORPUS CHRISTI, TEXAS
(“City”), a Texas home rule municipal corporation, and CORPUS CHRISTI BASEBALL CLUB, LP
(“Lessee”), a limited partnership organized and existing under the laws of the State of Texas (the City
and Lessee are sometimes referred to herein individually as a “Party” and collectively as the “Parties”);
W I T N E S S E T H:
WHEREAS, City and Round Rock Baseball, Inc. (RRB) entered into a stadium lease agreement, approved
by Corpus Christi City Council by Ordinance No. 025662 on April 24, 2004, (“Original Lease”)
under which RRB leased from City the Leased Premises (hereinafter defined) for a base lease term of
fifteen (15) years from the Commencement Date (hereinafter defined) plus two (2) additional optional
five (5) year lease extensions; and
WHEREAS, the Parties entered into an amendment to the Original Lease, approved by Corpus Christi
City Council by Ordinance No. 027476 on November 13, 2007;
WHEREAS, Lessee is the successor-in-interest to RRB under the Original Lease pursuant to that certain
Assignment from RRB to Lessee dated June 3, 2011; and
WHEREAS, the Parties entered into a First Amended and Restated Stadium Lease Agreement, approved by
Corpus Christi City Council by Ordinance 029941 on August 27, 2013; and
WHEREAS, the Baseball Stadium (Leased Premises) needs enhancements, upgrades and repairs; and
WHEREAS, Lessee previously agreed to spend no less than Three Hundred Fifty Thousand Dollars
($350,000) annually on such Capital Repair Work, capital improvements, facilities maintenance,
enhancements, upgrades and repairs to the Leased Premises, to be approved by City as described herein,
beginning in the year 2013 and through the end of this amended Lease’s Term, and further agreed to extend
the base Lease Term from fifteen (15) years to thirty (30) years, and to make corresponding rent payments,
in consideration for City reimbursing Lessee up to One Hundred Seventy Five Thousand Dollars ($175,000)
annually after completion of and Lessee’s payment for such enhancements, upgrades and repairs to the
Leased Premises; and
WHEREAS, City and Lessee now wish to amend the Original Lease (as amended November 13, 2007
and August 27, 2013) and to fully restate in this Lease the terms and conditions therein in order to provide
additional funding for proper maintenance, enhancements and upgrades necessary to ensure the long-term
sustainability of the City property which comprise the Leased Premises.
NOW THEREFORE, in consideration of the rents herein required to be made by Lessee, and the
covenants and agreements hereinafter contained to be kept and performed by the City and Lessee, the
City does by these presents demise, lease and let unto Lessee, for the term and upon and subject to the
terms and conditions hereinafter stated, the Leased Premises:
ARTICLE I
DEFINITIONS
Section 1.1. Definitions. In addition to terms defined elsewhere in this Lease, the following terms, for the
Page 2 of 43
2nd Amended Restated Stadium Lease Draft
purposes of this Lease, shall have the meanings set forth below:
(a) “Abandonment of Leased Premises” means that the Leased Premises become vacant or deserted for a
continuous period of sixty (60) days.
(b) “Act of Bankruptcy” means the commencement of a bankruptcy or similar proceeding by or against
the City or Lessee, including, but not limited to, the following: the making of a general assignment for the
benefit of creditors, the commencing of a voluntary or involuntary case under the Federal Bankruptcy
Code or the filing of a petition thereunder, petitioning or applying to any tribunal for the appointment of,
or the appointment of, a receiver, or any trustee for a substantial part of the assets of such person,
commencing any proceeding under any bankruptcy, reorganization, dissolution or liquidation law or
statute of any jurisdiction, whether now or hereafter in effect; provided, however, that with respect to the
filing of an involuntary petition in Bankruptcy or other involuntary commencement of a bankruptcy or
similar proceeding, such petition or proceeding shall fail to be dismissed within ninety (90) days of its
filing or commencement.
(c) “Affiliate” means a Person who (i) directly or indirectly controls, is controlled by or under common
control with, Lessee; (ii) owns directly or indirectly ten percent (10%) or more of the equity interests of
Lessee; or (iii) is a general partner, officer, director, non-financial institution trustee or fiduciary of
Lessee or of any person described in clauses (i) or (ii). For purposes of this definition, the term “control”
(including the terms “controlled by” and “under common control with”) means the possession, direct or
indirect, of the power to direct or cause the direction of the management and policies of a Person,
whether though ownership of voting securities, by contract, or otherwise.
(d) “Approved Procurement Practices” means purchasing of goods and services conducted in a manner that
assures the City that the funds are being spent prudently and in accordance with the Purchasing Policy . Any
goods or services purchased shall be done so in accordance with the Purchasing Policy. Purchasing
processes shall be subject to audit by the City. All purchases of fixtures and capital improvements shall be
purchased by Lessee as purchasing agent for the City, and such purchases shall be in the name of the City.
(e) “Architect” means HKS, Inc.
(f) “Architect’s Contract” means the services contract between the City and the Architect, and approved
by Lessee, for, among other things, the design of the Project Improvements, the preparation of the Project
Plans, and construction administration services, as the same may be amended, supplemented, modified,
renewed, extended or replaced from time to time with the consent of the City and Lessee.
(g) “Authorized Representatives” means such officers, employees or other representatives of the City and
Lessee, respectively, authorized by such party to act on its behalf under Section 13.14 of this Lease as
certified to the other in writing.
(h) “Baseball Stadium” means the baseball stadium, which was constructed on the Land.
(i) “Business Day” means any day which is not a Sunday, a Saturday, or a legal holiday of the City.
(j) “Capital Repair Work” shall have the meaning ascribed to it in Section 7.1.
(k) “City” means the City of Corpus Christi, Texas, a home-rule city organized and existing under the
laws of the State.
Page 3 of 43
2nd Amended Restated Stadium Lease Draft
(l) “City Default” shall have the meaning ascribed to it in Section 11.1.
(m) “City’s Contribution” shall mean the maximum sum of $21,500,000.00 toward the payment of Project
Costs. Notwithstanding anything herein to the contrary, the Parties understand that the City is under no
obligation to spend more than $21,500,000.00 for Project Costs.
(n) “City’s Remedial Work” shall have the meaning ascribed to it in Section 13.13.
(o) “Commencement Date” means April 4, 2005, that being the date on which Lessee opened the
Baseball Stadium for an open to the public general admission event.
(p) “Comparable Facilities” means the minor league baseball stadiums in Round Rock, Texas (Dell
Diamond), and Frisco, Texas; provided, however, that in determining compliance with any “Comparable
Facilities” standard or requirement set forth in this Lease (i) such stadiums shall be looked at together and
no one stadium nor any individual system or component at any such stadium shall be looked at alone and
(ii) if the standards applicable to such stadiums or substantially similar quality stadiums taken as a whole
should materially change during the Term in such a manner as to result in a material variation in the
manner in which the stadiums had previously been operated or maintained and such change has a
material and adverse impact on Lessee’s costs to operate and maintain the Leased Premises, then Lessee
shall not be required to adopt such increased standards.
(q) “Corporation” means the Corpus Christi Business and Job Development Corporation, a nonstock,
nonprofit industrial development corporation created by the City under the laws of the State, including
specifically Section 4A of Article 5190.6 Texas Revised Civil Statutes.
(r) “Corporation Project Agreement” means the Project Agreement dated September 30, 2003, between
the City and the Corporation executed in connection with the issuance of obligations by the Corporation
to fund the City’s Contribution.
(s) “Concession Improvements” means the interior and exterior improvements, build out and equipment
required or desired by Lessee for concession operations.
(t) “Controversy” shall have the meaning ascribed to it in Section 13.14.
(u) “Default Rate” means the lesser of (i) the Prime Rate plus three percent (3%) and (ii) the maximum
per annum rate of interest permitted to be charged either party by applicable law.
(v) “Dispute” shall have the meaning ascribed to it in Section 13.14.
(w) “Effective Date” means April 24, 2004.
(x) “Event of Default” shall have the meaning ascribed to it in Article XI.
(y) “Final Completion” means the final completion of all aspects of such work and improvements in
accordance with all Governmental Rules and in accordance with the requirements for the same contained
in this Lease and the Project Construction Documents and Minimum Stadium Requirements, including,
Page 4 of 43
2nd Amended Restated Stadium Lease Draft
but not limited to, the completion of all punch-list items. Substantial Completion of such work and
improvements is a prerequisite to Final Completion of the same.
(z) “Final Notice” shall have the meaning ascribed to it in Section 11.5.
(aa) “Force Majeure” means the occurrence of any of the following, but only for the period of time, if
any, that the performance of a Party’s material obligations under this Lease are actually delayed or
prevented thereby: Acts of God, strikes, lockouts or other industrial disturbances, acts of the public
enemy, orders of any kind of the government of the United States of America, or of any state thereof,
or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes,
fires, hurricanes, tornadoes, storms, floods, washouts, droughts, arrests, restraining of government and
people, civil disturbances, explosions, nuclear accidents, wars, part or entire failure of utilities, shortages
of labor, material, supplies or transportation, or any other cause not reasonably within the control of
the party claiming inability to perform due to such cause.
(bb) “Governmental Authority” means any federal, state or local government, agency, court, commission
or other body with jurisdiction of the matter in question.
(cc) “Hazardous Materials” means any substance or material, including asbestos, now or hereafter
defined or listed by any Governmental Authority as a regulated or hazardous substance, material, or
waste and shall include, without limitation, petroleum products.
(dd) “Land” means the land described as “Lot 2” on Exhibit “A” attached hereto and made a part hereof.
(ee) “Lease Year” means each consecutive twelve (12) month period commencing on the Commencement
Date and thereafter on each anniversary of the Commencement Date.
(ff) “Leased Premises” means (i) the Land; (ii) the Baseball Stadium; and (iii) any other buildings,
structures, additions, improvements, equipment, fixtures and facilities directly related to the Baseball
Stadium, and all appurtenances to the same, which are in the future constructed on the Land, pursuant to
the terms and conditions herein.
(gg) “Lessee” means Corpus Christi Baseball Club, L.P., a limited partnership duly organized and validly
existing under the laws of the State and authorized to do business in the State, or any successor thereto or
assignee thereof permitted by this Lease.
(hh) “Lessee Default” shall have the meaning ascribed to it in Section 11.3.
(ii) “Lessee Requested Modifications” shall have the meaning ascribed thereto in Section 3.6.
(jj) “Lessee’s Contribution” means the aggregate sums, up to $3,000,000, that Lessee shall contribute to
the Project which will first be used for construction of Concession Improvements, the equipping of the
Project and other build out obligations of Lessee hereunder (including, but not limited to, the Minimum
Lessee Improvement Requirements) and thereafter, at Lessee’s option, for Project construction in general.
Notwithstanding anything herein to the contrary, the Parties understand that Lessee is under no obligation
to contribute more than $3,000,000.00 for such purposes, provided such limit shall not apply to the
Minimum Lessee Improvement Requirements. For purposes hereof, the term “contribute” shall mean and
include, without limitation, monies paid to third parties by Lessee for build out and Concession
Improvements, the fair value of equipment, machinery, tools and other property now owned by Lessee
that is relocated to the Baseball Stadium and the value of equipment, furnishings and Concession
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Improvements provided to the Baseball Stadium by Lessee’s concessionaires or by Lessee’s other
vendors. Upon completion of Lessee’s build out work or any termination of this Lease prior to
completion of such work, Lessee shall notify the City in writing of the total amount of the Lessee’s
Contribution and provide the City with supporting documentation reasonably necessary to verify Lessee’s
determination of such amount.
(kk) “Lessee’s Remedial Work” shall have the meaning ascribed to it in Section 13.12.
(ll) “Minimum Lessee Improvement Requirements” means all improvements, fixtures, equipment,
systems, facilities, features and amenities which are described and specifically identified as Lessee’s
responsibility in the Project Plans approved by Lessee as of the Effective Date and, whether or not shown
on such Project Plans, the items described on Exhibit “B” attached hereto and made a part hereof.
(mm) “Minimum Stadium Requirements” means all improvements, fixtures, equipment, systems, facilities,
features and amenities which are described in the Project Plans approved by Lessee as of the Effective
Date and which are not specifically identified as Lessee’s responsibility and, whether or not shown on
such Project Plans, the items described on Exhibit “C” attached hereto and made a part hereof.
(nn) “Mortgage” shall have the meaning ascribed to it in Section 10.5.
(oo) “Operating Expenses” shall mean the costs to operate, repair, and maintain the Project
Improvements.
(pp) “Parking Area” means the lands adjacent to the Land identified as “Lot 1” and the “South Parking
Area” on Exhibit “A” attached hereto and made a part hereof.
(qq) “Parking Area Master Lease” means that certain lease from the Port (as lessor) to the City (as lessee)
covering the Parking Area.
(rr) “Parking Area Sublease” means the sublease from the City (as sublessor) to Lessee (as sublessee)
covering the Parking Area.
(ss) “Person” means any association, individual, corporation, governmental entity, partnership, joint
venture, business association, estate or any other organization or entity.
(tt) “Port” means the Port of Corpus Christi Authority and its successors and assigns.
(uu) “Prime Rate” means the per annum rate of interest from time to time published by the Wall Street
Journal as the “prime rate”.
(vv) “Project” means the Baseball Stadium, together with all the other Project Improvements.
(ww) “Project Budget” shall mean the total Project budget approved by Lessee, as from time to time
amended with Lessee’s approval, for all Project Costs, broken down in reasonable detail by “hard” and
“soft” cost categories, including, but not limited to, separate line items for debt service requirements (net
of earned interest on invested funds), the amount payable under each of the Project Construction
Documents, allowances, contingencies, and pre-opening expenses.
(xx) “Project Change Order” shall have the meaning ascribed to it in Section 3.9.
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(yy) “Project Completion Date” means the later of (i) the date of Final Completion of all of the Project
Improvements Work in accordance with all of the requirements of this and other transaction documents,
(ii) payment in full of all Project Costs, and (iii) the Lease Commencement Date.
(zz) “Project Construction Contract” means the construction contract between the City and the Project
Contractor, and approved by Lessee, for the construction of the Project Improvements, as the same may
be amended, supplemented, modified, renewed, extended or replaced from time to time with the consent
of the City and Lessee.
(aaa) “Project Contractor” means the general contractor selected by the City and approved by Lessee.
(bbb) “Project Construction Documents” means any and all contracts, documents or other instruments
entered into by or on behalf of the City, and approved by Lessee, for the design, management, monitoring
or performance of the Project Improvements Work, including, but not limited to, the Architect’s Contract,
Project Plans, and Project Construction Contracts.
(ccc) “Project Costs” means all of the costs incurred or to be incurred on behalf of the City in order for
the City to fulfill its obligations under this Lease to cause Final Completion of the Project Improvements
Work, including, but not limited to: (a) Land acquisition costs; (b) all amounts payable under any of the
Project Construction Documents; (c) costs to obtain necessary easements or rights of way; (d) the
following City development costs and fees: structural steel inspection fee, oversize fee, regional detention
fee, and water meter fee; (e) legal costs; (f) costs for project management services; (g) all other costs
incurred by the City and paid to third parties to fulfill its obligations under the Lease and Project
Construction Documents to develop, construct, equip or furnish the Project including management fees
and fees and expenses of architects, engineers, testing firms, accountants, attorneys, and other consultants
necessary to complete the design, development, construction, equipping and furnishing of the Project
Improvements, including Project Change Orders approved by Lessee; (h) all other costs in connection
with the operation and maintenance of the Land prior to the Commencement Date, including all
remediation and abatement costs arising from removal of Hazardous Materials or addressing
environmental conditions; (i) all financing costs incurred by the Corporation on behalf of the City with
respect to the Project including any reserve funds or capital or repair accounts; and (j) all insurance
premiums on all policies of insurance required to be carried by the City under this Lease.
Notwithstanding anything herein to the contrary, the City’s overall contribution to Project Costs shall not
exceed $21,500,000.00. The term “Project Costs” excludes, however, any costs paid from the proceeds
of insurance recoveries.
(ddd) “Project Improvements” means the Baseball Stadium, the parking improvements and all other
improvements, amenities and appurtenances to be situated on the Land (including the Minimum Stadium
Requirements), all as described more fully in the Project Plans prepared by the Architect and approved by
Lessee.
(eee) “Project Improvements Work” means the design, development, construction, furnishing, equipping
and placement in service and Final Completion of the Project Improvements at and within the Land in
accordance with this Lease, the Project Construction Documents, the Minimum Stadium Requirements,
all applicable Governmental Rules and the Project Plans.
(fff) “Project Plans” means individually and collectively, the concept drawings, schematic drawings,
design development drawings and detailed working drawings and specifications for the Project
Improvements (including the Minimum Stadium Requirements) prepared by the Architect in the form
approved by the City and Lessee.
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(ggg) “Purchasing Policy” means the policy attached hereto as Exhibit D.
(hhh)“Rentals” shall have the meaning ascribed thereto in Section 4.3.
(iii) “Removables” shall have the meaning ascribed thereto in Section 5.5.
(jjj) “Sanctioning Association” means the Texas League, and the National Association of Professional
Baseball Leagues, Inc., and their respective successors, if any, and any replacement or additional baseball
association that Lessee certifies to the City is a nationally recognized baseball association that sanctions
professional baseball teams affiliated with major league baseball.
(kkk)“Seat Rights” shall have the meaning ascribed thereto in Section7.10.
(lll) “State” means the State of Texas.
(mmm) “Substantial Completion” (or “Substantially Complete”) means the stage in the progress of the
Project Improvements Work when the Project Improvements Work is (i) sufficiently complete in
accordance with the Project Construction Documents and Minimum Stadium Requirements so that
Lessee can occupy and use the Project Improvements for their intended purpose, (ii) the Minimum
Stadium Requirements and all other improvements, equipment and systems included in the Project
Improvements are operational as designed and scheduled, (iii) all designated or required governmental
inspections and certifications have been made and posted, (iv) the Project Contractor’s instruction of
Lessee’s designated personnel in the operation of equipment and systems has been completed, (v) all
final finishes contemplated by the Project Construction Documents and Minimum Stadium Requirements
are in place and (vi) the only Project Improvements Work that remains is minor in nature, has been
identified on a punch list approved by Lessee, and may be completed without interfering with Lessee’s
operation of the Leased Premises.
(nnn) “Target Substantial Completion Date” shall have the meaning ascribed thereto in Section 3.5.
(ooo) “Targeted Tax” means any admission tax, parking tax, facility use tax and any other tax imposed by
the City not in effect as of the date hereof that either by its terms or effect of its application is not of
general application but is designed to be applicable to Lessee, the revenues from Lessee’s conduct of its
business, the activities on the Leased Premises, or Lessee’s personnel.
(ppp) “Team” means a minor league baseball franchise owned by Lessee or its Affiliate and approved by
the Sanctioning Association to play baseball in the Baseball Stadium and which has a player development
contract associated with a Major League Baseball franchise.
(qqq) “Term” shall have the meaning ascribed thereto in Section 4.2.
(rrr) “Unamortized Portion of the Lessee’s Contribution” shall mean, as of the date of determination
thereof, the unamortized portion of the Lessee’s Contribution based on a ten (10) year straight line
amortization of the actual total amount of the Lessee’s Contribution, prorated based on the number of
days in the Lease Year to the extent the date of determination is not at the end of a Lease Year [i.e., the
Unamortized Portion of Lessee’s Contribution shall be nine-tenths (9/10ths) of the actual total amount of
the Lessee’s Contribution at the end of the first Lease Year and shall be eight-tenths (8/10ths) at the end
of the second Lease Year and so on until the end of the tenth Lease Year at which time the Unamortized
Portion of the Lessee’s Contribution shall be zero].
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(sss) “Untenantable Condition” shall mean the existence of any one of the following conditions but only to
the extent the same is not the result of the failure of Lessee to perform its obligations as required under this
Lease:
(i) The Leased Premises are not in compliance with rules and regulations in effect on the
Effective Date of the applicable Sanctioning Association for any reason, the result of such non- compliance
is that the Sanctioning Association, or its rules, prohibit Lessee or its Affiliate from conducting sanctioned
games or authorizes the Sanctioning Association to assess fines or penalties, and the City fails to cause
the same to be placed into compliance within a reasonable time following the City’s receipt of written
notice of such non-compliance (the City hereby agreeing to perform such work as necessary to keep the
Leased Premises in compliance, subject to the limitation on the City’s Contribution as provided herein);
(ii) The use or occupancy of the Leased Premises for baseball games is not permitted under
applicable governmental rule or is restricted in any material respect under applicable governmental rule,
including, but not limited to, denial of access; or
(iii) The use or occupancy of thirty percent (30%) or more of any of the public seating areas,
other public areas, or parking areas, within the Leased Premises during the Team’s season is materially
restricted by the City or are unusable (and not replaced by suitable temporary accommodations) for a
period of ninety (90) consecutive days or ninety (90) days out of any consecutive one hundred eighty
(180) day period; or
(iv) The use or occupancy of thirty percent (30%) or more of the private suites or fifteen percent
(15%) or more of the concession areas within the Leased Premises is materially restricted by the City or
unusable during the Team’s season for a period of sixty (60) consecutive days or ninety (90) days out of
any consecutive one hundred eighty (180) day period.
(ttt) “Warranty Claim” shall have the meaning ascribed to it in Section 3.3 hereto.
ARTICLE II
REPRESENTATIONS AND WARRANTIES
Section 2.1. Representations and Warranties by the City. The City makes the following
representations and warranties as the basis for the undertakings on its part herein contained:
(a) The City is a home rule municipal corporation, existing and in good standing under the laws of the
State, and has the power to enter into the transactions contemplated by this Lease and to carry out its
obligations hereunder. By written ordinance, the City has duly approved the execution and delivery of
this Lease.
(b) The City has taken all action and has complied with all provisions of law with respect to the
execution, delivery and performance of this Lease and each of the Project Construction Documents to
which it is a party and the due authorization of the consummation of the transactions contemplated
hereby and thereby, and this Lease and each of the Project Construction Documents to which it is a party
have been duly executed and delivered by, and constitute the valid and legally binding obligation of, the
City, enforceable against the City in accordance with their respective terms.
(c) Neither the execution and delivery of this Lease or the Project Construction Documents to which the
City is a party, the consummation of the transactions contemplated hereby or thereby, nor the fulfillment
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of or compliance with the terms and conditions of this Lease or such Project Construction Documents,
violate any law or regulation, or any judicial order, judgment, decree, or injunction, conflict with or
results in a breach of any of the terms, conditions or provisions of any restriction, ordinance or any
agreement or instrument to which the City is now a party or by which it is bound, or constitute a default
under any of the foregoing, or result in the creation or imposition of any lien, charge or encumbrance of
any nature whatsoever upon any of the property or assets of the City under the term of any instrument or
agreement.
(d) There is no litigation now pending or, to the City’s knowledge, threatened challenging the powers of
the City or in any way affecting this Lease.
(e) The execution and delivery of this Lease and each of the Project Construction Documents to which
the City is a party, the consummation of any of the transactions contemplated hereby or thereby or
compliance with the terms and provisions hereof or thereof do not and will not (i) violate any law or
regulation or any order or decree of any court or governmental instrumentality applicable to the City,
which violation would materially and adversely affect the ability of the City to perform its obligations
under this Lease or any of the Project Construction Documents; (ii) conflict with or would result in the
breach of, or constitute a default under, this Lease or any of the Project Construction Documents, or any
other contract, lease, indenture, loan agreement, mortgage, deed of trust or other agreement or instrument
to which the City is a party or by which the City or its property may be bound, which conflict, breach or
default would materially and adversely affect the ability of the City to perform its obligations under this
Lease or any Project Construction Document; or (iii) violate the charter, articles of incorporation or
bylaws of the City. No consent, approval authorization or order of any governmental or regulatory
authority, agency, commission or board of arbitration was or will be required in connection with the
execution and delivery by the City of this Lease and the Project Construction Document to which it is a
party or the consummation of the transactions contemplated hereby or thereby or compliance with the
terms and provisions hereof or thereof, except such as have been obtained and are in full force and effect.
(f) To the best of the City’s knowledge, no event has occurred and no condition currently exists, which
constitutes or may, with the passage of time or the giving of notice, or both, constitute an Event of
Default with respect to or on the part of the City under this Lease or any of the Project Construction
Documents to which it is a party or that could materially adversely affect the ability of the City to
perform its obligations hereunder or thereunder.
(g) The Corporation has been duly created by the City, is in good standing under the laws of the State,
and has the authority under State law to issue debt to fund the City’s Contribution.
Section 2.2. Representations and Warranties by Lessee. Lessee makes the following representations
and warranties as the basis for the undertakings on its part herein contained:
(a) Lessee is a limited partnership duly organized under the laws of the State and duly qualified to do
business in the State, is in good standing in the State, has power to execute and enter into this Lease and
by proper corporate action has been duly authorized to execute and deliver this Lease.
(b) Each of the agreements to which it is a party including this Lease, have been duly executed and
delivered by duly authorized officers of Lessee, and constitute valid and binding obligations of Lessee,
enforceable against Lessee in accordance with their respective terms.
(c) Neither the execution and delivery of this Lease, the consummation of the transactions contemplated
hereby, nor the fulfillment of or compliance with the terms and conditions of this Lease, violate any law
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or regulation, or any judicial order, judgment, decree, or injunction, conflict with or results in a breach of
any of the terms, conditions or provisions of any restriction, ordinance or any agreement or instrument to
which Lessee is now a party or by which it is bound, or constitute a default under any of the foregoing, or
result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon
any of the property or assets of Lessee under the term of any instrument or agreement.
(d) No approvals or consents, other than those that have been or will in normal course be obtained, are
necessary in order for Lessee to execute and deliver this Lease.
(e) There is no litigation now pending or, to Lessee's knowledge, threatened, challenging the corporate
existence of Lessee and there is no pending, or to Lessee's knowledge, threatened action or proceeding
before any court or administrative agency that individually (or in the aggregate in the case of any group
of related lawsuits) is expected to have a material adverse effect on the financial condition of Lessee or
the ability of Lessee to perform its obligations under this Lease.
(f) The execution and delivery of this Lease, the consummation of any of the transactions contemplated
hereby or compliance with the terms and provisions hereof do not and will not (i) violate any law or
regulation or any order or decree of any court or governmental instrumentality applicable to Lessee or
any of its Subsidiaries, which violation would materially and adversely affect the ability of Lessee to
perform its obligations under this Lease; (ii) conflict with or would result in the breach of, or constitute a
default under, this Lease, or any other contract, lease, indenture, loan agreement, mortgage, deed of trust
or other agreement or instrument to which Lessee is a party or by which Lessee or its property may be
bound, which conflict, breach or default would materially and adversely affect the ability of Lessee to
perform its obligations under this Lease; or (iii) violate the charter, articles of incorporation or bylaws of
Lessee. No consent, approval authorization or order of any governmental or regulatory authority, agency,
commission or board of arbitration was or will be required in connection with the execution and delivery
by Lessee of this Lease or the consummation of the transactions contemplated hereby or compliance with
the terms and provisions hereof, except such as have been obtained and are in full force and effect.
(g) Lessee has duly and validly obtained all material certificates, licenses and permits from all public
authorities, both federal and state, required as of the Effective Date to enable Lessee to carry on its
business as it is now conducted and to enter into this Lease.
(h) To the best of Lessee’s knowledge, no event has occurred and no condition currently exists, which
constitutes or may, with the passage of time or the giving of notice, or both, constitute an Event of
Default with respect to or on the part of Lessee under this Lease or that could materially adversely affect
the ability of Lessee to perform its obligations hereunder.
(i) Lessee or its Affiliate owns and will continue to own a AA minor league baseball team approved by a
Sanctioning Association that is affiliated with a major league baseball team; Lessee or its Affiliate shall
locate such team in the City and play its regularly scheduled home games and post-season play-off home
games at the Baseball Stadium (subject to temporary changes in “home” vs. “away” status as may be
directed from time to time by the Sanctioning Association).
ARTICLE III
PROJECT DEVELOPMENT
– COMPLETED
The Parties acknowledge that construction of the Baseball Stadium has been completed and the Lessee has
taken possession of the Leased Premises. To the extent that any provision in this Article III or elsewhere in
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this Lease references actions related to construction of the Baseball Stadium, apart from annual maintenance,
Capital Repair Work, enhancements and upgrades contemplated by Article VII and any Alterations, or
additional Improvements contemplated by Article V, the Parties agree that such provision has been
performed and such work has been completed.
Section 3.1. Project Design. The City will enter into the Architect’s Contract and shall be solely
responsible for the payment of all fees and reimbursable expenses due and payable from time to time
under the Architect’s Contract notwithstanding any contrary provision hereof. Subject to Force Majeure,
the City shall be responsible for the timely completion of the design of the Project. The Project Plans
shall be in compliance with applicable written rules and regulations of the Sanctioning Association in
effect on the Effective Date and permit Final Completion of the Project Improvements Work for an
amount not to exceed the City’s Contribution. Lessee shall have the right to approve the Architect’s
Contract and the Project Plans and agrees to assist the City with respect to ensuring such compliance with
the applicable rules and regulations of the Sanctioning Association.
Section 3.2. Project Improvements. The City agrees to fund the Project Improvements in an amount not
to exceed the City’s Contribution. Should Lessee require any changes to the Minimum Stadium
Requirements or any changes to Project Plans that have been previously approved by Lessee in writing
and such changes result in the Project Costs exceeding the City’s Contribution, Lessee agrees to be solely
responsible for the payment of such amounts in excess of the City’s Contribution, and shall timely
deposit with the City in such manner as the City and Lessee shall determine such additional amounts for
the purpose of funding the Project Improvements. The City, with Lessee’s approval, shall enter into a
Project Construction Contract with the best value for the Project Improvements Work for the Project
Improvements, in accordance with this Lease, the Project Plans, the Minimum Stadium Requirements and
all applicable Governmental Rules. The Project Plans (including detailed plans and specifications) shall
be developed and prepared by the Architect at the City’s expense and direction and in cooperation with
Lessee and submitted by the City to Lessee for its approval which will not be unreasonably withheld,
conditioned or delayed (it being understood, however, that Lessee may withhold its approval in its sole
discretion to the extent it believes that the City’s Contribution will not be sufficient to fully fund the
construction of and cause the Final Completion of the Project Improvements in accordance with the
Minimum Stadium Requirements). Lessee shall have ten (10) days to review the Project Plans and if
they do not object within such time, they are deemed approved. In the event there is a dispute between
the City and Lessee regarding the Project Plans, provided they (i) are in compliance with applicable
written rules and regulations of the Sanctioning Association in effect on the Effective Date and (ii)
include all of the Minimum Stadium Requirements, the City shall have the final approval of the Project
Plans. Any changes to the final Project Plans shall be subject to the prior approval of the City and
Lessee. Any replacement of the Project Contractor following a default by the Project Contractor shall be
subject to the approval of Lessee.
Section 3.3. Contract Requirements and Warranty Claims. The City shall ensure that the Project
Construction Contract for the Project Improvements and all subcontracts for the supply of equipment or
systems to the Project Contractor for the Project Improvements shall provide for the assignment of all
warranties, maintenance agreements thereunder to Lessee and give Lessee the independent right to
enforce the same as an express third party beneficiary thereunder, and permit Lessee to use (but not own)
any plans and specifications to which the City is then entitled pursuant to any such contracts. The City
covenants and agrees that without the prior consent of Lessee, which consent shall not be unreasonably
withheld, conditioned or delayed, the City will not (i) voluntarily, involuntarily, by operation of law or
otherwise, sell, assign or transfer any of the maintenance and warranty contracts to any person other than
Lessee; (ii) terminate any of the maintenance and warranty contracts; (iii) waive or release any of the
respective obligations of any person under any of the maintenance and warranty contracts; or (iv) in any
way voluntarily modify or amend any of the maintenance and warranty contracts. Further, the City agrees
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that Lessee is a third-party beneficiary of the warranty contracts and hereby conveys, transfers and
assigns to Lessee the nonexclusive right to enforce any and all of the respective obligations of any person
under the maintenance and warranty contracts, including, but not limited to, any and all representations
and warranties thereunder. The City and Lessee shall cooperate with each other in prosecuting any and
all warranty and similar claims under any and all contracts or other agreements with third parties for the
design, construction, supply, alteration, improvement, maintenance or renewal of the Project Improvements
and Leased Premises, including, but not limited to, any and all such claims under the Project
Construction Contract (each a “Warranty Claim”). All recoveries from any such Warranty Claims shall be
applied, first, to the cost of collection, second, on a proportional basis to the City and Lessee to
(x) reimburse Lessee for the cost and expenses incurred in order to repair, restore, renew or replace any
part of the Project Improvements or Leased Premises as to which such Warranty Claim relates and which
have not been paid out of the Capital Repair Work Account and (y) to reimburse the City for amounts
paid to Lessee as the City’s expenses relating to such Warranty Claim.
Section 3.4. Access to the Project. Lessee and its agents, contractors, sublessees, licensees, and
concessionaires shall have the right of access at normal construction hours during the construction period,
for themselves and their authorized representatives, to the Land and the Project Improvements and all
portions thereof for the following purposes, without charges or fees or the commencement of rent under
this Lease, provided Lessee and all such agents, contractors, sublessees, licensees, and concessionaires (i)
notify the City in advance of such proposed entry by any of Lessee’s subtenants, licensees or
concessionaires, (ii) do not hinder or interfere with the Project Improvements Work or the activities of the
City’s contractors, (iii) take such reasonable protective precautions or measures as the City or the Project
Contractor may reasonably request, given the stage of the Project Improvements Work at the time of such
entry; and (iv) comply with the provisions of the Project Construction Contract relating to the City’s
rights to access: (a) Conducting inspections for purposes of determining compliance with this Lease; (b)
Construction and installation of any Concession Improvements and any other improvements permitted by
the Lease so long as, in either case, Lessee does not unreasonably interfere with the construction of the
Project Improvements Work by the Project Contractor; (c) Construction and installation of any interior
tenant finish work, construction and installation of offices for Lessee, use of its offices for ticket sales and
promotions and other normal and customary business, and equipping locker room and related facilities
for Lessee; (d) Installation of any additional fixtures or equipment desired by Lessee; (e) Tours of the
Land and Project Improvements sponsored by Lessee; and (f) The erection and maintenance of billboards
and signs during the construction period consistent with Lessee’s naming rights and advertising rights
under this Lease. Prior to RSR starting any work on the Leased Premises, it shall obtain and cause all of
its contractors and subcontractors to obtain separate builder’s risk insurance coverage and comprehensive
general liability insurance in amounts and upon terms acceptable to the City (but not exceeding the
requirements the City imposes on contractors working on City property). Subject to compliance with the
City’s ordinances related to occupancy of buildings, Lessee shall have the right to take possession of its
offices (subject to the terms hereof) and use the same for the conduct of Lessee’s normal and customary
business. Any entry, access or occupancy provided to Lessee pursuant to the terms of this Section 3.4
shall not be deemed to be acceptance of the Project Improvements Work or commence the Term. Lessee
shall be responsible for all utility and other costs associated with taking possession of its offices. Lessee
shall cooperate with the City in all aspects of the development and construction of the Baseball Stadium
and not unreasonably hinder, delay or interfere with the development and construction of the Project
Improvements.
Section 3.5. Schedule for Substantial Completion and Liquidated Damages. The City shall cause
Substantial Completion of the Project Improvements Work to occur on or before March 24, 2005 (the
“Target Substantial Completion Date”). In addition, the City agrees to include in the Project
Construction Contract a provision whereby the Project Contractor agrees to pay liquidated damages (i) in
the amount of $1,000 per day for each day beyond the Target Substantial Completion Date that the
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Project Contractor fails to achieve Substantial Completion, and (ii) in the amount of $100,000 for each
scheduled baseball game which Lessee is unable to conduct in the Project Improvements due to the
failure of the Project Contractor to have achieved Substantial Completion on or before the Target
Substantial Completion Date. For purposes hereof, Lessee will be deemed to be unable to conduct its
first scheduled baseball game if Substantial Completion has not been achieved at least ten (10) days prior
to the scheduled date of such opening or subsequent game and the $100,000 liquidated damages shall be
due and payable for each such game even if the game is in fact played. Notwithstanding anything in this
Lease, the Project Construction Documents or any other agreements related hereto to the contrary, Lessee
agrees that Lessee’s sole remedy for any delay in Substantial Completion of the Project Improvements
Work beyond the Target Substantial Completion Date is to obtain the liquidated damages from the
Project Contractor; provided, however, that if Lessee does not actually receive the liquidated damages
from the Project Contractor as contemplated hereby within ten (10) days of Lessee’s demand therefore,
then Lessee shall have the right to offset all liquidated damage amounts that are due but not received by
Lessee as contemplated hereby against the Rentals and/or any other amounts due or to become due to the
City pursuant to this Lease; and provided, further, however, that if Substantial Completion has not
occurred on or before April 24, 2005, Lessee shall have the right and option to terminate this Lease by
written notice to the City and upon delivery of any such notice the City shall pay to Lessee the
Unamortized Portion of Lessee’s Contribution (measured as of the date of termination) and Lessee shall
have no further liability or responsibility to the City under or in connection with this Lease.
Section 3.6. Lessee Requested Additions or Modifications. In the event that Lessee determines that it
desires any additions or modifications to the Minimum Stadium Requirements or any changes to Project
Plans that have been previously approved in writing by Lessee (“Lessee Requested Modifications”),
Lessee shall submit a written request along with plans and specifications for the Lessee Requested
Modifications to the City for its approval. In the event that the Lessee Requested Modification results in
an increase in the Project Cost over and above the City’s Contribution, such increase shall be the sole
responsibility of Lessee, and it will be the sole responsibility of Lessee to timely pay the cost of the
Lessee Requested Modifications. After confirming Lessee’s commitment to pay such increase, the City
shall direct the Project Contractor to perform the same.
Section 3.7. Lessee Build Out. Lessee covenants and agrees that Lessee shall design, construct, and
place in service the Concession Improvements, the suites and related build out obligations set forth herein
(including the Minimum Lessee Improvement Requirements), or cause the same to be designed,
constructed, and placed in service in accordance with the Project Plans and applicable Governmental
Rules, all at Lessee’s sole cost and expense. Lessee agrees that when complete such improvements and
facilities will be of a quality generally consistent with those contained in Comparable Facilities.
Section 3.8. Performance and Payment Bonds. Prior to Lessee commencing any construction project
estimated to cost greater than $500,000, Lessee shall provide to the City for its approval a statutory form
payment and performance bond for such project.
Section 3.9. Change Orders. No changes in plans or specifications shall be made to the Project, the
Project Construction Contract, the Project Plans or Minimum Stadium Requirements unless agreed to in a
written change order (“Project Change Order”) approved in writing by the City and Lessee. Unless
otherwise agreed with respect to any specific Project Change Order, the Party submitting the proposed
Project Change Order shall be responsible for all costs relating to such Project Change Order.
ARTICLE IV
LEASE OF LEASED PREMISES
Section 4.1. Grant.
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(a) In consideration of and pursuant to the covenants, agreements, and conditions set forth herein, the
City does hereby lease, let, demise, and rent exclusively unto Lessee, and Lessee does hereby rent and
lease from the City, the Leased Premises. On the Commencement Date, the City will give and deliver to
Lessee exclusive possession and occupancy of the Leased Premises free of all tenancies and parties in
possession of such Leased Premises (other than those arising by, through or under Lessee) and free of
Hazardous Materials. (For the purpose of this section and Section 13.26, the Leased Premises is
considered free of Hazardous Materials, if it has been remediated to the satisfaction of the appropriate
Governmental Authority.) The City, if necessary, will provide Lessee with the appropriate consent of the
Governmental Authority that the Leased Premises meets the requisite standards of being free of Hazardous
Materials. The City shall deliver the Leased Premises to Lessee on the Commencement Date in good
condition and repair and in a clean and orderly condition.
(b) The City covenants for the Term that Lessee, upon paying the Rentals and upon keeping, observing
and performing the terms, covenants and condition of this Lease to be kept, observed and performed by
Lessee, including, without limitation, the terms, covenants and conditions set forth in Article VI of this
Lease, shall and may quietly and peaceably hold, occupy, use, and enjoy the Leased Premises without
ejection or interference by or from the City, subject only to the terms and provisions set forth herein.
(c) The City covenants that Lessee’s leasehold interest in, and other rights to, the Leased Premises arising
under this Lease shall be senior and prior to any lien, lease or other encumbrance existing, created or
arising in connection with the acquisition, development, construction or financing of the Leased Premises
or the Project Improvements Work or any portion thereof. The foregoing does not extend to any liens,
leases or encumbrances arising by, through or under Lessee or its agents acting in such capacity.
Section 4.2. Term. The term (the “Term”) of this Lease shall commence upon the Commencement Date
and shall continue for a period of thirty (30) years thereafter, unless earlier terminated in accordance with
the terms hereof; provided, however, that if the expiration date of the Term shall fall during a baseball
season, then the Term shall be automatically extended to the day that is sixty (60) days after the last home
game (regular or post-season) of such season and the rental shall be prorated for such extension period
based on the rental then in effect for such final Lease Year.
Section 4.3. Rent. (a) Lessee agrees to pay annual rental for each Lease Year during the base Lease Term
on or before the first day of each such Lease Year, as follows:
Lease Years 1 – 5 - $50,000.00 per Lease Year
Lease Years 6 – 10 - $60,000.00 per Lease Year
Lease Years 11 – 15 - $70,000.00 per Lease Year
Lease Years 16 – 20 - $80,000.00 per Lease Year
Lease Years 21 – 25 - $90,000.00 per Lease Year
Lease Years 26 – 30 - $100,000.00 per Lease Year
(b) Lessee shall timely pay to the City the Rentals to be paid by Lessee to the City under this Lease,
without deduction or setoff (except as otherwise expressly provided in this Lease), at the City’s address
provided for in this Lease or as otherwise specified by the City in writing. Notwithstanding the foregoing,
if tax-exempt debt is issued to fund the City’s Contribution, the City may reduce the Rentals if necessary
to ensure compliance with the federal income tax laws applicable to tax-exempt debt.
Section 4.4. Permitted Uses. Throughout the Term, Lessee shall occupy and use the Leased Premises for
the primary purposes of conducting regularly scheduled and post-season home games played by the Team
(including radio and television broadcasting or other transmission of same) in accordance with the rules
and regulations of the Sanctioning Association. In addition to the foregoing, the permitted uses shall
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include the conducting of meetings, trade shows, exhibitions, concerts, public entertainment events, other
baseball games and sporting events, and other similar traditional baseball functions that will encourage
economic development and tourism in the City of Corpus Christi; and for purposes related and incidental
thereto including, without limitation, operation of restaurants and concession facilities in and adjacent to
the Baseball Stadium (during games and events and at other times), sale of food and beverages (alcoholic
and non-alcoholic), conducting tours, storage, and office uses), and for any other lawful purpose that is
not a prohibited use described in Section 4.7.
Section 4.5. Compliance with Laws.
(a) Lessee shall, throughout the Term, and at no expense to the City, promptly comply or cause compliance
in all material respects with all laws, ordinances, orders, rules, regulations and requirements of duly
constituted Governmental Authorities, which may be applicable from time to time to its use of the Leased
Premises and its operation, repair and alteration thereof.
(b) Lessee shall not, however, be required to comply or cause compliance with such laws, ordinances,
orders, rules, regulations or requirements, if Lessee is, after prior written notice to the City, contesting the
same or the validity thereof in good faith, at Lessee's expense by appropriate proceedings; and provided
further, such noncompliance will not have a material adverse effect on the Leased Premises or Lessee or
the performance of its obligations hereunder. Such contest may be made by Lessee in the name of the
City or Lessee, or both, as Lessee shall reasonably determine, and the City shall, at Lessee's expense,
cooperate with Lessee in any such contest to such extent as Lessee may reasonably request; provided,
however, that Lessee may not contest in the name of the City any law, ordinance, rule, regulation, order
or requirement of the City, and the City has no obligation to cooperate in any such contest against the
City. The City shall not, however, be subject to any liability for the payment of any costs or expenses in
connection with any such proceedings brought by Lessee, and Lessee covenants to pay, and to indemnify
and save the City harmless from, any such costs or expenses, including, but not limited to, court costs and
attorneys' fees.
Section 4.6. Obligations of Lessee Unconditional. The obligations of Lessee under this Agreement
including, but not limited to, the obligations to pay the Rentals, to maintain the Leased Premises and to
pay the premiums or charges necessary to maintain or cause to be maintained the insurance required
herein, and to provide the indemnity required herein shall be absolute and unconditional and shall not be
subject to any defense (other than payment) or any right of set-off, counterclaim, abatement or otherwise
except as expressly permitted by this Lease.
Section 4.7 Prohibited Uses.
(a) Lessee shall not allow the Leased Premises to be used for any of the following purposes:
public nuisance; any use violating law; use as a sexually oriented business as defined in the City Code; or
use as an industrial site or waste disposal facility.
(b) Lessee shall not knowingly use the Leased Premises for any use that would cause the
bonds used to finance the Baseball Stadium to lose their tax-exempt status. The City shall be responsible
to notify Lessee of any prohibited uses that could cause such a result. If any of the permitted uses
expressly described in Section 4.4 above shall be or become prohibited uses under this Section 4.7(b),
then Lessee may terminate this Lease and the City shall promptly pay to Lessee the Unamortized Portion
of the Lessee’s Contribution (measured as of the date of termination).
ARTICLE V
BEGINNING CONDITION, ALTERATIONS AND IMPROVEMENTS
Section 5.1. Beginning Condition. On the Commencement Date, the City shall deliver exclusive and
vacant possession of the Leased Premises to Lessee with all Project Improvements Work being
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Substantially Complete and in good working order and condition and having been accepted in writing by
Lessee (subject only to minor punch list items which can be completed by the City or the Project
Contractor without interfering with Lessee’s operation of the Leased Premises). - COMPLETED
Section 5.2. Alterations. Any subsequent alterations, additions, or construction of new improvements on
or in the Leased Premises must be consistent with the permitted uses of the Leased Premises as set forth
in Section 4.4 and must be consistent with the then appearance of the Leased Premises and the uses being
made thereof; and must be approved in advance in writing by the City, such approval not to be
unreasonably withheld; provided, however, that Lessee is not required to obtain the City’s prior approval
for (a) non-structural remodeling or installation or removal of Removables or other trade fixtures and
equipment; (b) temporary improvements or alterations to accommodate particular events; (c) alterations
required to comply with any applicable law or any requirements of the Sanctioning Association; (d)
alterations resulting from restorations or repairs of existing facilities; or (e) any nonstructural alterations
costing less than $100,000, with respect to any single alteration, or $500,000 in any calendar year with
respect to a series of alterations. For the purposes of this Section, routine maintenance, repairs, and
capital improvements of any kind that do not exceed the sum of $100,000 do not require the prior consent
or approval of the City. Notwithstanding the foregoing, Lessee shall have the right to construct additional
facilities upon the Land so long as the same are consistent in exterior appearance with the architectural
theme of the Baseball Stadium, Lessee provides the City reasonable evidence of Lessee’s ability to pay
for the same, and so long as the same, when completed, will not have reduced the overall utility of the
Baseball Stadium or weakened or impaired the structural integrity of the Baseball Stadium. For work
requiring the City’s approval, Lessee shall submit the plans, specifications and construction drawings to
the City with Lessee’s request for approval. Anything to the contrary herein notwithstanding, no such
alterations, additions or improvements shall cause the facilities within the Leased Premises to cease to
qualify as a “project” under Section 4A(i) of Article 5190.6, Texas Revised Civil Statutes.
Section 5.3. Compliance with Regulatory Requirements. Lessee agrees that all additions and
alterations on or to the Leased Premises constructed by it shall be constructed in accordance with all
applicable ordinances and statutes of Governmental Authority as well as the codes of the City. Lessee
shall, at its sole cost and expense, procure or cause to be procured all necessary building permits, other
permits, licenses and other authorizations required for the lawful and proper addition to or alteration, use,
occupation, operation, and management of the Leased Premises (the City agrees to cooperate with
Lessee’s efforts with respect to obtaining such permits, licenses or other authorizations).
Section 5.4. Ownership of Improvements. Provided and for so long as no Event of Default has occurred
hereunder, title to and ownership of the Leased Premises during the Term of this Lease shall be and
remain in the City, except for trade fixtures, furniture, equipment, furnishings and their personal property
installed in or affixed to the Leased Premises by or on behalf of Lessee (collectively, the “Removables”),
all of which shall remain Lessee’s sole property. At the expiration or other termination of the Lease, all
alterations, additions, and improvements to the Leased Premises (except for the Removables) must
remain upon and be surrendered with the Leased Premises. Notwithstanding any of the above, so long as
the City consents to assume the obligations of Lessee under any concession agreements, any concession
equipment (other than Removables) shall remain in the Leased Premises.
Section 5.5. The City’s Right of Inspection. Prior to the City giving or withholding its consent to any
proposed construction, alteration, addition or Capital Repair (as defined herein) to the Leased Premises
requiring such consent as set forth in Sections 5.2 and 7.3 herein, the City may review Lessee's conceptual
design drawings and construction drawings for such construction work, the reasonable, out- of-pocket
costs paid to third parties therefore to be paid by Lessee. Upon completion of any new construction
or alteration or addition to existing improvements for which the City's approval is needed under the
terms of this Lease, Lessee shall obtain a written certification addressed to the City from a licensed
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architect or engineer reasonably acceptable to the City stating that the construction has been completed
substantially in accordance with the construction drawings and that, to the best of each professional’s
knowledge, the completed improvements are in compliance with all applicable ordinances, statutes, and
the requirements of all Governmental Authority. Additionally, the City may, at its sole discretion, cost
and expense, have the Leased Premises inspected by an inspector qualified to determine compliance with
Major League Baseball facilities’ standards and regulations, in order to determine whether or not
Lessee is maintaining the Leased Premises commensurate with Major League Baseball facilities’
standards and regulations and/or whether or not Lessee is maintaining the Leased Premises at a level
commensurate with the Comparable Facilities, as required in Section 6.1.5 herein.
ARTICLE VI
THE OPERATOR’S RIGHTS AND OBLIGATIONS
Section 6.1. Management. Lessee shall be the exclusive manager and operator of the Baseball Stadium
and shall have the exclusive right to contract for its license or use during the Term in a manner that will
promote and further the purposes for which the Baseball Stadium has been constructed. Lessee shall do all
things and take all commercially reasonable actions necessary for the operation and maintenance of the
Baseball Stadium as a baseball stadium and entertainment facility in accordance with this Lease and in a
manner generally consistent with the operation and maintenance of the Comparable Facilities as of the
Effective Date, subject to normal wear and tear. Without limiting the generality of the foregoing, Lessee
is authorized to and shall:
6.1.1 charge and collect all operating revenue, parking use charges, concession revenue, and
seat and suite use charges for the Baseball Stadium and leased Premises and, in
connection therewith, use all commercially reasonable efforts to obtain all fees, rents and
other amounts due from licensees, concessionaires and other users of the Baseball Stadium
and Leased Premises; and shall cause notices to be served upon such licensees and other
users to quit and surrender space occupied or used by them where desirable or necessary
in the opinion of Lessee and shall ask for, demand, collect and give receipts for all amounts
which at any time may be due from any licensees and other users of the Baseball
Stadium and Leased Premises;
6.1.2 commence, defend and settle in good faith such legal actions and proceedings concerning
the operation of the Baseball Stadium (except for City events) as are necessary or
required in the opinion of Lessee and shall retain counsel in connection therewith;
6.1.3 employ, pay and supervise all personnel that Lessee determines to be necessary for the
operation of the Baseball Stadium (such personnel, during the course of such
employment, shall be employees of Lessee and shall not be employees of the City);
determine all matters with regard to such personnel, including without limitation,
compensation, bonuses, fringe benefits, hiring and replacement and shall prepare, on its
own behalf and file when due, all forms, reports and returns required by law relating to
the employment of such personnel;
6.1.4 purchase and maintain all materials, tools, machinery, equipment and supplies deemed
necessary by Lessee for the operation of the Baseball Stadium;
6.1.5 maintain the Baseball Stadium in accordance with Comparable Facilities subject to
normal wear and tear, and maintain and operate the Baseball Stadium in compliance with
all requirements necessary for the conduct of all home games;
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6.1.6 prepare, coordinate, implement, revise as necessary and administer a preventative
maintenance plan and program for the Baseball Stadium, its machinery and equipment,
and provide a maintenance log for each prior Lease Year;
6.1.7 from and after the Commencement Date, arrange for and provide all utility and other
services for the Baseball Stadium and pay or cause to be paid when due all charges for
water, sewer, gas, light, heat, telephone, electricity, and other utilities and services
rendered to or used on or about the Baseball Stadium (the City and/or the Project
Contractor shall be responsible for arranging and paying for all utility services necessary
for the construction and Final Completion of the Project Improvements Work and for
providing permanent utility services infrastructure and hook-ups for Lessee’s use);
provided, however, that the City and Lessee shall cooperate in an effort to obtain the
most favorable rates for electricity and other utility services and, in that regard, if the
City is able to procure such utility services at more favorable rates than Lessee, then the
City and Lessee shall in good faith negotiate and amendment to this Lease whereby the
City will agree to provide such utility services and Lessee will agree to reimburse the
City for all such charges on a pass through basis (and without mark-up by the City);
6.1.8 maintain or cause to be maintained all necessary licenses, permits and authorizations for
the operation of the Baseball Stadium;
6.1.9 furnish to the City such reports and other information concerning the condition of the
Baseball Stadium and operation thereof (excluding any financial operating results or
other information deemed commercially sensitive by Lessee) as may be reasonably
requested from time to time by the City, it being understood, however, that Lessee shall
not be required to generate any special reports but rather just make available to City any
reports already prepared by Lessee in the normal conduct of its business;
6.1.10 procure and negotiate contracts with concessionaire(s) for the operation of consumable
and/or non-consumable concessions at the Baseball Stadium (unless Lessee shall self-
operate such concessions); and
6.1.11 control the issuance of and issue all credentials for events at the Baseball Stadium.
Section 6.2. Promotions and Marketing. Lessee’s obligation to operate the Baseball Stadium generally
consistent with Comparable Facilities shall not apply to promotional, event, or marketing activities, and
Lessee shall have the discretion to adopt and implement such promotional and marketing practices as
Lessee deems appropriate for the operation of its business at the Leased Premises.
ARTICLE VII
ADDITIONAL COVENANTS OF LESSOR AND LESSEE
Section 7.1. Maintenance, Operation and Capital Repair Work Expenses of the Leased Premises.
Subject to Section 7.4 herein, Lessee shall, at its sole cost and expense, perform all Capital Repair Work
(as defined herein), maintenance and routine repairs required to keep, maintain, and operate the Leased
Premises, including the interior and exterior, structural and nonstructural portions of the improvements,
in as good repair as exists on the Commencement Date and in compliance with all applicable laws,
regulations, orders and other governmental requirements of Governmental Authority applicable to the
Leased Premises from time to time, and generally consistent with the operation and maintenance practices
of the Comparable Facilities, subject to ordinary wear and tear, uninsured catastrophes, Force
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Majeure events, acts of God and events of condemnation. “Capital Repair Work” includes all work
performed and expenses incurred for routine maintenance of the facilities, for capital improvements, and
to repair, restore, replace, enhance, or refurbish any equipment, facility, structure or other component of
the Leased Premises. The City has no maintenance and repair obligations under this Lease and, subject to
the City’s obligations as set forth in Section 7.4 below, the City has no obligation to pay any maintenance,
repair, Capital Repair, capital or operating expenses of the Leased Premises.
Section 7.2. Lessee’s obligation to pay for maintenance, Capital Repair Work, enhancements and
upgrades of the Leased Premises. Lessee shall spend no less than Three Hundred Fifty Thousand
Dollars ($350,000) annually on maintenance, Capital Repair Work, enhancements and upgrades to the
Leased Premises, as required in Section 7.1 herein, beginning in the year 2013 and through the end of this
amended Lease’s Term. Notwithstanding the preceding statement, Lessee shall spend an amount greater
than $350,000 annually if necessary in order to maintain the Leased Premises commensurate with Major
League Baseball facilities’ standards and regulations and/or at a level commensurate with the
Comparable Facilities, whichever level is determined to be a higher standard by a qualified inspector, as
referenced in Section 5.5 herein.
Section 7.3. Lessee’s obligation to provide reports relating to maintenance, Capital Repair Work,
enhancements and upgrades. In addition to Lessee’s requirements under Section 5.5 herein, Lessee
agrees annually, on or before October 1, to provide the City (i) a written accounting of all maintenance,
Capital Repair Work, enhancements and upgrades to the Leased Premises paid for and completed by
Lessee in the previous Lease Year pursuant to Section 7.2 herein, for which Lessee requests
reimbursement from City pursuant to Section 7.4 herein, as well as (ii) a proposed detailed capital
improvement plan for City review and approval which shall consist of a schedule for and estimated budget
for proposed maintenance, Capital Repair Work, enhancements and upgrades for the upcoming year.
Such written accounting of all maintenance, Capital Repair Work, enhancements and upgrades paid for
and completed by Lessee in the previous Lease Year shall be subject to the written approval of the
City, such approval not to be unreasonably withheld, conditioned or delayed. Lessee’s proposed schedule
for and estimated budget of proposed maintenance, Capital Repair Work, enhancements and upgrades
for the upcoming year also shall be subject to the written approval of the City, such approval not to be
unreasonably withheld, conditioned or delayed.
Section 7.4. City’s obligation to reimburse Lessee. Upon City’s written approval of Lessee’s written
accounting of all maintenance, Capital Repair Work, enhancements and upgrades paid for and completed
by Lessee in the previous Lease Year pursuant to Section 7.2 herein, subject to appropriation by the
Corpus Christi City Council, and subject to Lessee’s compliance with Approved Procurement Practices
and all applicable statutory requirements, City shall reimburse Lessee for such approved expenditures
in the amounts set forth in 7.4.1 and 7.4.2, which shall be paid to Lessee no later than thirty (30) days
following the last game or event held at the Leased Premises of the year following completion of such
approved enhancements and upgrades.
7.4.1. City’s reimbursement obligation for the 2019-2020 City fiscal year. Regarding the
maintenance, Capital Repair Work, enhancements and upgrades paid for and completed by Lessee
in the 2019-2020 City fiscal year, City agrees to reimburse Lessee a 2 to 1 match of Lessee’s
payment, subject to availability of Corporation funds, with City reimbursement not to exceed two
million dollars, with actual reimbursement amount limited by the amount actually expended by
Lessee during the fiscal year for enhancements and upgrades. Corporation funds are available and
the funding for the 2019-2020 fiscal year was approved by the Corporation on December 9, 2019
and the Corpus Christi City Council on ________________, 2020. City and Lessee agree that, at a
minimum City shall reimburse Lessee One Hundred Seventy Five Thousand Dollars ($175,000) so
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long as Lessee complies with Section 7.2 requiring the expenditure of at least $350,000.
7.4.2 City’s annual reimbursement obligation beginning the 2020-2021 City fiscal year.
Regarding the maintenance, Capital Repair Work, enhancements and upgrades paid for and
completed by Lessee for each year beginning the 2020-2021 City fiscal year, City agrees to
reimburse Lessee a minimum amount of One Hundred Seventy Five Thousand Dollars ($175,000)
annually so long as Lessee complies with Section 7.2 requiring expenditure of at least $350,000.
Any request from Lessee for additional funding beyond the $175,000 provided in this Section will
require approval of the Corpus Christi City Council.
Section 7.5. Taxes and Other Charges. Lessee shall pay prior to delinquency, in addition to the
payment of Rentals, each and every lawful cost, expense and obligation of every kind and nature,
foreseen or unforeseen, by reason of Lessee's estate or interest in the Leased Premises or any portion
thereof or by reason of or in any manner connected with or arising out of Lessee's possession, operation,
maintenance, alteration, repair, rebuilding, use or occupancy of the Leased Premises, or any part thereof.
Lessee shall pay and discharge, prior to the delinquency thereof, all lawful assessments, ad valorem taxes,
sales taxes, business and occupation taxes, occupation license taxes, water charges, sewage disposal
charges, or other utility charges imposed on the Leased Premises and Lessee's use and occupancy of the
Leased Premises, and all other governmental taxes, impositions, and charges of every kind and nature,
ordinary or extraordinary, general or special, foreseen or unforeseen, whether similar or dissimilar to any
of the foregoing, and all applicable interest and penalties, if any, which at any time during the Term
becomes due and payable by Lessee because of its rights or obligations under this Lease and which is
lawfully levied, assessed or imposed on Lessee or its interest in the Leased Premises under or by virtue of
any present or future law, statute, ordinance, regulation or other requirement of any Governmental
Authority, whether federal, state, county, city, municipal, school or otherwise. Lessee, upon written
notice to the City, may contest in good faith any such tax, imposition, charge or assessment levied by any
Governmental Authority (other than water charges or sewage disposal charges), and in such event may
permit such tax, imposition, charge or assessment (other than water charges or sewage disposal charges)
to remain unsatisfied during the period of such contest and any appeal, provided, however, that prior to
the commencement of such contest Lessee shall demonstrate to the City either (a) that Lessee will have
sufficient funds to pay such assessment if the contest is unsuccessful (as determined to be acceptable in
the sole discretion of the City) or (b) that Lessee has deposited into a separate escrow account funds equal
to the contested amount, together with the anticipated interest and penalties, if any, that would be
incurred in the event of an unfavorable disposition. Lessee also shall pay or cause to be paid all lawful
charges for gas, water, sewer, electricity, light, heat, power, telephone, and other utilities and services
used, rendered or supplied to, upon or in connection with the Leased Premises (Lessee to pay or cause to
be paid all of such charges directly to the provider thereof except to the extent any of the same are
provided by the City as contemplated by Section 6.1.8 above). Lessee shall furnish to the City promptly
upon request, proof of the payment or timely contest of any such tax, assessment or other governmental
or similar charge, or any utility charge which is payable by Lessee, or evidence of the deposit of such
funds into a reserve account, all as set forth above. Notwithstanding the foregoing, in the event the
Leased Premises is not exempt from property taxation due to any failure of the City, then the City shall
be solely responsible for such tax. Furthermore, in the event a Targeted Tax is ever imposed by the City,
then Lessee shall be entitled to a credit against all Rentals then due and thereafter becoming due so as to
enable Lessee to recapture the amount of the Targeted Tax paid by Lessee; provided, that, in the event
there are insufficient Rentals due and to become due hereunder to enable Lessee to recapture through
offset against the Rentals the amount of Targeted Tax paid by Lessee, the City shall directly pay to
Lessee the amount of such excess Targeted Tax within thirty (30) days following Lessee’s submittal to
the City of the payment of the Targeted Tax and an invoice for the reimbursement therefore. The
provisions of this paragraph shall expressly survive the expiration or sooner termination of this Lease.
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Section 7.6. Liens and Encumbrances. Lessee covenants and agrees that, except for this Lease, it will
not create or suffer to be created by, through or under Lessee any lien, encumbrance or charge upon the
Leased Premises. Lessee shall satisfy or cause to be discharged, or will make adequate provision to
satisfy and discharge, within sixty (60) days after the same occurs, all such claims and demands for labor,
materials, supplies or other items which, if not satisfied, might by law become a lien upon the Leased
Premises or any part thereof. If any such lien is filed or asserted against Lessee or the Leased Premises
by reason of work, labor, services or materials supplied or claimed to have been supplied on or to Lessee
or the Leased Premises at the request or with the permission of Lessee or of anyone claiming under it,
Lessee shall, within sixty (60) days after it receives notice of the filing thereof or the assertion thereof
against the Leased Premises, cause the same to be discharged of record, or effectively prevent the
enforcement or foreclosure thereof, by contest, payment, deposit, bond, order of court or otherwise.
Section 7.7 Franchise Liens. Lessee may, at any time or from time to time, grant liens upon the Team
and/or any and all ownership or franchise rights Lessee has in or with respect to the Team; provided,
however, that to ensure the continued compliance with the Non-Relocation Agreement (and the other
Project related documents to which Lessee or the Team is a party), by Lessee or the Team or any other
person who acquires the franchise by transfer, foreclosure, or otherwise at any time during the term of the
Lessee license agreement, any such liens shall (i) be made or granted in compliance with and subject to
the requirements and obligations of Lessee pursuant to this Lease and the Non-Relocation Agreement and
(ii) provide that any person who acquires the franchise pursuant to any foreclosure or other transaction
under any such liens shall take the franchise strictly subject to and assume the requirements and burdens
imposed on Lessee pursuant to this Lease and the Non-Relocation Agreement. Upon any such granting
of such liens, Lessee shall obtain from each such lien holder a written acknowledgment and acceptance of
the terms, provisions, and restrictions contained herein and shall provide an executed copy thereof to the
City and shall state in the instruments creating and perfecting such lien that any transfer is subject to the
terms herein. In the event involuntary liens or material encumbrances are placed on the franchise that,
upon foreclosure, would result in a violation hereof, Lessee will use its good faith efforts to promptly
remove such liens or material encumbrances after reasonable contest periods.
Section 7.8. Surrender of Possession. Upon the termination of this Lease, Lessee shall surrender the
Leased Premises (including all improvements thereon) to the City in a condition which would have been
in compliance with the maintenance requirements of Section 7.1 of this Lease had the Lease not
terminated, reasonable wear and tear and damage by casualty and condemnation excepted.
Section 7.9. Operation. Lessee agrees to operate and maintain the Leased Premises throughout the Term
in a condition necessary to conduct the permitted uses described in Section 4.4, consistent with the
general quality of operations at Comparable Facilities. Except as provided herein, Lessee may not assign
any rights, duties or obligations to operate and maintain the Leased Premises throughout the Term to any
party, other than its Affiliates, without the prior written consent of the City. The City acknowledges that
the foregoing does not prohibit Lessee from contracting with third parties to provide services such as
concessions, security, janitorial and similar services.
Section 7.10. Right of Lessee to Revenues. Except as provided in Section 7.16, Lessee shall be entitled
to, and is hereby granted the exclusive right to, contract for, collect, receive and retain all gross income
and revenues and other consideration of whatever kind or nature realized by, from or in connection with
the Leased Premises, including, without limitation, all gross revenues, royalties, license fees, concession
fees and income and receipts of any nature, including, without limitation, those arising from (a) all
advertising rights, (b) all broadcast rights, (c) parking, (d) promotion of events at the Leased Premises, (e)
the sale of food, beverages, merchandise, programs and other goods and wares of any nature whatsoever
at the Leased Premises, (f) all naming rights, and (g) all telecommunications rights. Lessee shall have the
right, without the prior consent of the City, to sell or grant rights to purchase future tickets for reserved
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seats, club seats and luxury suites, including personal seat licenses (collectively, “Seat Rights”). All Seat
Rights shall be subject and subordinate to the provisions of this Lease and shall not survive the termination
or expiration of this Lease. The Lessee shall have no responsibility or obligation to sell Seat Rights and
the City shall not have any liability or responsibility to assure the sale of Seat Rights. Lessee shall be
entitled to, and is hereby granted the exclusive right to, collect, receive and retain all gross income
and revenues and other consideration of whatever kind or nature (but excluding any Targeted Taxes)
realized by, from or in connection with the sale or other distribution of Seat Rights, tickets or passes
(including general admission) for any seats in the Leased Premises.
Section 7.11. Naming and Other Rights. Lessee shall have the full right to provide a name or names for
the Baseball Stadium during the Term of this Lease; provided, however, that, except for city names which
are incorporated into the brand name of any nationally or regionally offered product or service (such as,
by way of example and not limitation, “Seattle’s Best” coffee, “Milwaukee’s Best” beer or “Boston
Market” foods), Lessee shall display no reference to any county or to any city other than the City in any
signage, advertising, and other identification monuments or visible media containing the name used by or
identifying the Baseball Stadium facility on the Leased Premises. Lessee agrees to use a name for the
Baseball Stadium that is appropriate for a City-owned facility. Within ten (10) days after the Lessee’s
disclosure to the City of the name of the Baseball Stadium, the City shall have the right to disapprove and
thus prohibit such name for the Baseball Stadium (including the name for the concourses or other part of
the Baseball Stadium) if the City Council reasonably deems such name to be in bad taste or offensive to
the City’s image or a potential source of embarrassment to the City. Any advertising, documents or
media information prepared by or within the control of Lessee describing any event at the Baseball
Stadium shall identify the City as the location of the Baseball Stadium. Without limiting the foregoing,
Lessee shall have the exclusive right to contract with any person with respect to use and enjoyment of
such name for the Baseball Stadium and the exclusive right to enter into agreements with others whereby
such others may display names, logos, trademarks, advertisements, slogans, emblems, brand names, and
the like in or about the Leased Premises. Lessee reserves the right to change the name of the Baseball
Stadium from time to time. Lessee also retains exclusive rights of control over, and the right to grant to
others, the rights to broadcasts to and from the Leased Premises, regardless of the medium used (e.g.,
television, radio, internet, satellite) and all revenues therefrom. Any agreement executed by Lessee that
sells the right to name the Baseball Stadium shall provide that should the party to whom said right has
been sold perform or be the subject of any Act of Bankruptcy, Lessee shall have the right to immediately
terminate such agreement and have the right to seek a new agreement with respect to the naming rights
for the Baseball Stadium. Any expenses incurred by Lessee in the marketing or sale of naming rights
shall not be considered an operation or maintenance expense of the Baseball Stadium. Notwithstanding
anything herein to the contrary, the naming rights shall be subject to and subordinate to this Lease.
Section 7.12. Advertising Content. Lessee agrees that no advertising shall be allowed on the Leased
Premises for sexually oriented businesses as defined in the City Code or for political candidates or issues.
Section 7.13. Notification of Events of Default. Lessee covenants and agrees that it will promptly notify
the City of the occurrence of an Event of Default specifying the details of such Event of Default and the
action that Lessee proposes to take with respect thereto.
Section 7.14. The City to Provide Scoreboard. The City shall provide and install at the Baseball
Stadium, at its cost and expense and as part of the City’s Contribution, a scoreboard approved by Lessee
and meeting the Minimum Stadium Requirements and the requirements of the Sanctioning Association
and of at least the quality of scoreboards at Comparable Facilities. - COMPLETED
Section 7.15. The City’s Right of Entry and Inspection. Upon reasonable prior notice to Lessee (and
not less than 48 hours in non-emergency situations), the City shall have the unrestricted right to enter
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upon the Leased Premises, for the purpose of inspecting the same and verifying Lessee’s compliance with
the terms and conditions of this Lease.
Section 7.16. Use of Leased Premises. Lessee will allow local baseball teams, on terms acceptable to Lessee
to use the Leased Premises. Lessee will also allow the City, from time to time (but not more often than 10
times per Lease Year or 5 times during any single baseball season), the use of the Leased Premises for the
conduct of City sponsored programs free of charge except that the City shall be responsible for all costs of
operating the Baseball Stadium for such City sponsored programs and for all damage caused thereby and all
janitorial, security, traffic control, and other services needed as a consequence thereof. These dates shall be
determined in advance through negotiation of Lessee and the City. It is agreed that baseball games of the
Team will be given priority if there is a conflict in dates (in no event shall the City have the right to use the
same on any day during which a baseball game of the Team is scheduled). Additionally, the City shall be
entitled to use the meeting facilities in the Baseball Stadium on an as available basis and free of charge except
that the City shall reimburse Lessee for any and all direct expenses associated with such use. The City and
Lessee agree to use commercially reasonable efforts to coordinate the scheduling of non-sports events at the
Baseball Stadium and the City’s Multi-Purpose Arena, both City tax supported facilities, to the maximum
extent practicable. Notwithstanding the foregoing, the City shall be entitled to the free use of the Nights at
the Cotton Club meeting room three times per year, as scheduling allows. In addition, the Lessee shall
provide a suite at the Leased Premises free of charge for City’s exclusive use throughout the entire term of
this Lease. Lessee will also provide a $500 food voucher for use in the City suite during one half of the
home games each year.
Section 7.17. Sales Taxes; Location of Ticket Office. The City and Lessee intend for all municipal sales
taxes arising from ticket sales for taxable amusement services at the Baseball Stadium are to be allocated to
the City, as specifically required by 34 Texas Administrative Code § § 3.298(a)(1)(C) and 3.374; provided,
however, nothing herein shall be deemed to prohibit or restrict Lessee for effecting sales of tickets through
offices or services which are not located in the City. Should Lessee do so, Lessee shall in good faith attempt
to do so in a manner which permits the City to collect the sales taxes generated therefrom. In all events, all
telephone solicitations and sales shall be made in a manner which permits the City to collect the sales taxes
generated therefrom.
Section 7.18. Obligation to Provide Professional Baseball Team. Lessee agrees that during the Term of
this Lease that it will ensure that the Team continuously uses the Leased Premises for all of its home games
(subject to temporary changes in “home” vs. “away” status as may be directed from time to time by the
Sanctioning Association). The Team will initially be either a double -A or triple-A team (or the equivalent
thereof sanctioned by the Sanctioning Association) which is affiliated with a Major League Baseball team.
All home games of the Team during the Term shall be played at the Leased Premises (subject to temporary
changes in “home” vs. “away” status as may be directed from time to time by the Sanctioning Association).
If Lessee shall lose or relinquish its baseball franchise, league affiliation, or player development contract,
the Lessee shall continue to be obligated to field a team sanctioned by a Sanctioning Association which is
affiliated with Major League Baseball at the Leased Premises. Failure to provide said Team will be
considered as a Lessee Default under Section 11.3.
Section 7.19. Concession Improvements; Access. Lessee shall cause the Concession Improvements to
be constructed at Lessee’s sole cost and expense and as part of Lessee’s Contribution. Concession
Improvements shall be of a quality generally consistent with concession improvements at Comparable
Facilities. The City agrees that Lessee and its agents, contractors, sublessees, licensees, and
concessionaires shall, subject the requirements of the City’s insurers, have the right of access, for
themselves and their authorized representatives, to the Leased Premises, without charges or fees or the
commencement of Rentals hereunder, and at normal construction hours during the construction period,
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for the purposes of determining compliance with this Lease, construction and installation of any
Concession Improvements, construction and installation of any interior tenant finish work and other
normal and customary construction related business, and equipping locker room and related facilities for
Lessee. Lessee agrees not to hinder or interfere with the Project Improvement Work or the activities of
the City’s contractors.
Section 7.20. Security and Traffic Control. Lessee shall provide such on-site traffic control and
security as is reasonable necessary to direct traffic to and from events at the Baseball Stadium. Subject to
Lessee's payment of the City’s customary charges for similar activities, the City will provide such off-site
traffic control and security as is reasonably necessary to direct traffic to and from events at the Baseball
Stadium at a level of service comparable to that provided to other venues within the City. The Parties
shall cooperate in good faith to develop a traffic control management plan to facilitate the ingress and
egress of traffic to and from events at the Baseball Stadium; provided, however, that the Parties are under
no obligation under the preceding clause to incur any costs in excess of costs otherwise required by this
Lease.
Section 7.21. Records. For a period of three (3) years after the end of the Lease Year to which they
pertain, Lessee shall keep and maintain in the City complete and accurate attendance records for the
Baseball Stadium. The City (including accountants and attorneys designated by the City) shall be entitled
to inspect such records during the Term of this Lease and thee (3) years thereafter at Lessee’s office, at
all reasonable times upon not less than forty-eight (48) hours’ notice.
Section 7.22. City Tickets to Events. Lessee agrees that the City shall be provided with 12 tickets and
customary parking passes to events held at the Baseball Stadium, the location of such tickets are to be at a
mutually agreeable place within the highest priced general admission seating in the stadium. The use of
such tickets shall be administered by the City’s Convention and Visitors Bureau and shall be provided
without cost.
Section 7.23. Hurricane Preparedness. If the Corpus Christi area is threatened by a hurricane or some
other emergency situation, Lessee shall comply with all lawful orders of the City Manager under the
City’s hurricane preparedness plan.
Section 7.24. Sanitary Sewer. Provided the systems incorporated into the Project Improvements permit
it to do so, Lessee shall operate its sanitary sewer facilities in accordance with the City Code of
Ordinances, Section 13-201 and City Code of Ordinances, Chapter 55, Article XI, Commercial and
Industrial Waste Disposal and Pretreatment, as the same may be amended.
Section 7.25. Parking Area Sublease. The City covenants and agrees that it will enter into the Parking
Area Sublease covering the Parking Area in form and substance acceptable to Lessee and will cause the
Parking Area improvements described in the Parking Area Sublease to be complete and available for
Lessee’s use on or before the Target Substantial Completion Date.
ARTICLE VIII
INSURANCE AND CONDEMNATION
Section 8.1. Lessee's Insurance. Unless otherwise expressly provided below, commencing on the
Commencement Date or any earlier occupation of the Leased premises by Lessee or its contractors as
provided herein, Lessee covenants that it shall maintain in effect at all times during the full Term of this
Lease, insurance coverages with limits not less than those set forth below with insurers licensed to do
business in the State of Texas and acceptable to the City and under forms of policies satisfactory to the
City. Lessee shall maintain such insurance coverages at its sole cost and expense. The City shall be
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under no obligation to maintain any such insurance coverage should Lessee be found to be in default
under this Article VIII. None of the requirements contained herein as to types, limits or the City's
approval of insurance coverage to be maintained by Lessee are intended to and none shall in any manner
limit, qualify or quantify the liabilities and obligations assumed by Lessee under this Lease or otherwise
provided by law.
Section 8.2. Workers' Compensation Insurance. Lessee shall provide Workers’ Compensation
insurance in the limits required by State law.
Section 8.3. Employers’ Liability Insurance. Lessee shall provide Employers’ Liability insurance in
minimum coverage amounts of $500,000. This policy shall include a waiver of subrogation in favor of
the City.
Section 8.4. Commercial General Liability: Bodily Injury/Property Damage. Lessee shall provide
Commercial General Liability: Bodily Injury/Property Damage insurance coverage in the amount of
$1,000,000 for each occurrence or equivalent; subject to a $2,000,000 aggregate. Such commercial
general liability policy shall be on an occurrence form reasonably acceptable to the City, endorsed to
include the City as an additional insured, contain cross-liability and severability of interest endorsements,
state that this insurance is primary insurance as regards any other insurance carried by the City, and shall
include the following coverages: (a) Premises/Operations; (b) Independent Contractors; (c) Broad Form
Contractual Liability specifically in support of, but not limited to, the Indemnification section of this
Lease; and (d) Personal Injury Liability with the employee and contractual exclusions removed.
Section 8.5 Builder’s Risk. Lessee shall provide Builder’s Risk Insurance covering all insurable risks
with respect to its build out obligations with limits reasonably acceptable to the City (with such limits to
in no event exceed the replacement value of all insurable improvements comprising the Minimum Lessee
Improvement Requirements).
Section 8.6. Comprehensive Automobile Liability. Lessee shall provide Comprehensive Automobile
Liability insurance for bodily injury and property damage in the amount of $1,000,000 combined single
limit of liability. This policy shall be on a standard form written to cover all owned, hired and non-owned
automobiles.
Section 8.7. Umbrella Excess Liability Insurance. Lessee shall provide Umbrella Excess Liability
Insurance; Bodily Injury/Property Damage (Occurrence Basis) in the amount of $10,000,000 per
occurrence and aggregate. This policy shall be written on a following form umbrella excess basis above
for the coverages described in Sections 8.3, 8.4, 8.5, 8.6 and 8.7 above and shall be endorsed to include
the City as additional insured (to the extent such additional insured designation is commercially available
for such umbrella excess liability coverage).
Section 8.8. The City's Property. The City shall, at its expense, procure and keep in force, at all times
during the term of this Lease with an insurer or insurers licensed to do business in the State a hazard and
casualty insurance policy on the Leased Premises insuring it against loss and damage by fire, collapse,
aircraft and all other perils which may be insured against under multi-peril policies available on
commercially reasonable terms. Such policy shall be in an amount of not less than one hundred percent
(100%) of the insurable replacement cost of the Leased Premises and all improvements therein
(excluding, however, all of Lessee’s personal property).
Section 8.9. Evidence of Insurance. Evidence of the insurance coverage required under this Article VIII,
represented by Certificates of Insurance issued by the insurance carrier, must be furnished to the requesting
party prior to the commencement of the Term of this Lease. Certificates of Insurance shall specify the
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additional insured status required above as well as the waivers of subrogation. Such Certificates of
Insurance shall state that the parties will be notified in writing thirty (30) days prior to cancellation,
material change or non-renewal of insurance. Each party shall provide to the other a certified copy
of any and all applicable insurance policies upon request.
Section 8.10. Insurance Requirements for Lessee's Contractors and Subcontractors.
(a) General Requirements. Subject to the City's right to waive such requirements for a contractor or
subcontractor at the City's sole discretion, insurance similar to that required of Lessee with limits reasonably
acceptable to the City shall be provided by or on behalf of all contractors and their subcontractors
to cover their operations performed for Lessee. The Commercial General Liability policy outlined in
Section 8.4 will be extended to include Completed Operations coverage for any contractor doing
construction work on the Leased Premises. Lessee shall consult with the City with respect to such matters
to determine if the City desires to waive such requirements for a contractor or subcontractor. Lessee
shall maintain Certificates of Insurance from all contractors and their subcontractors enumerating, among
other things, the waivers in favor of, and insured status of, the City as required herein, and Lessee shall
provide to the City a copy of each Certificate of Insurance from each contractor and subcontractor if
requested by the City.
(b) Subcontractors. The term “subcontractor(s)” for the purposes of this Lease shall include
subcontractors, consultants, or sub-operators of any tier.
Section 8.11. Release and Waiver. TO THE EXTENT PERMITTED BY LAW, AND WITHOUT
AFFECTING THE INSURANCE COVERAGE REQUIRED TO BE MAINTAINED
HEREUNDER, THE LESSOR AND LESSEE EACH WAIVE ALL RIGHTS OF RECOVERY,
CLAIM, ACTION OR CAUSE OF ACTION AGAINST THE OTHER FOR ANY (A) DAMAGES
FOR INJURY OR DEATH OF PERSONS, (B) DAMAGE TO PROPERTY, OR (C) CLAIMS
ARISING BY REASON OF ANY OF THE FOREGOING, TO THE EXTENT THAT SUCH
DAMAGES AND/OR CLAIMS (i) ARE COVERED (AND ONLY TO THE EXTENT OF SUCH
COVERAGE WITHOUT REGARD TO DEDUCTIBLES) BY INSURANCE ACTUALLY
CARRIED BY THE PARTY HOLDING OR ASSERTING SUCH RIGHT OF RECOVERY,
CLAIM, ACTION OR CAUSE OF ACTION OR (ii) WOULD BE INSURED AGAINST UNDER
THE TERMS OF ANY INSURANCE REQUIRED TO BE CARRIED UNDER THIS LEASE BY
THE PARTY HOLDING OR ASSERTING SUCH RIGHT OF RECOVERY, CLAIM, ACTION
OR CAUSE OF ACTION. THIS PROVISION IS INTENDED TO (i) RESTRICT EACH PARTY
(IF AND TO THE EXTENT PERMITTED BY LAW) TO RECOVERY AGAINST INSURANCE
CARRIERS TO THE EXTENT OF SUCH COVERAGE AND TO WAIVE (TO THE EXTENT OF
SUCH COVERAGE), FOR THE BENEFIT OF EACH PARTY, RIGHTS AND/OR CLAIMS
WHICH MIGHT GIVE RISE TO A RIGHT OF SUBROGATION IN ANY INSURANCE
CARRIER AND (ii) GIVE EACH PARTY THE BENEFIT OF THE FOREGOING
NOTWITHSTANDING ANY FAILURE BY THE OTHER PARTY TO MAINTAIN THE
INSURANCE REQUIRED UNDER THIS LEASE. THE PROVISIONS OF THIS ARTICLE 8.11
ARE NOT INTENDED TO LIMIT THE CLAIMS OF THE LESSOR OR LESSEE TO THE FACE
AMOUNT OR COVERAGE OF THE INSURANCE POLICIES HEREIN PROVIDED FOR OR
TO EVIDENCE THE WAIVER BY EITHER PARTY OF ANY CLAIM FOR DAMAGES IN
EXCESS OF THE FACE AMOUNT OR COVERAGE OF ANY OF SUCH INSURANCE
POLICIES. NEITHER THE ISSUANCE OF ANY INSURANCE POLICY REQUIRED UNDER,
OR THE MINIMUM LIMITS SPECIFIED IN, ARTICLE VIII WITH RESPECT TO LESSEE'S
OR LESSOR'S INSURANCE COVERAGE SHALL BE DEEMED TO LIMIT OR RESTRICT IN
ANY WAY LESSEE'S OR LESSOR'S LIABILITY ARISING UNDER OR OUT OF THIS LEASE.
Lessee shall cause each of its contractors entering upon the Leased Premises for the purpose of conducting
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work thereon or therein to similarly waive its rights of recovery and subrogation against the City.
Section 8.12. Insurers and Policies. Each insurance policy required by Ar ticle VII shall be issued by an
insurer (or insurers) which is financially responsible, of recognized standing and rating acceptable to the
City (but not exceeding the requirements the City imposes on contractors working on City property) and
authorized to issue such policy of insurance in the State of Texas; (b) shall be in such form and with such
provisions as are reasonably acceptable to the City and Lessee for the type of insurance involved; and (c)
shall prohibit cancellation or substantial reduction of coverage by the insurer without at least thirty (30)
days prior written notice to the parties. Evidence of these coverages represented by certificates of insurance
issued by the insurance carrier must be furnished prior to commencement of the Term and must be kept
current throughout the Term. None of the requirements contained herein as to types, limits or approval of
insurance coverage are intended to and shall not in any manner limit, qualify, or quantify the liabilities and
obligations assumed by the parties under this Lease or otherwise provided by law.
ARTICLE IX
INDEMNIFICATION
Section 9.1. Indemnification.
(a) Lessee shall, except as provided in the following paragraph of this Section 8.1(a) defend, protect,
indemnify and hold the City and its officers, directors, employees, and agents harmless from and against
any and all liabilities, damages, suits, claims and judgments of any nature (including, without limitation,
reasonable attorneys' fees and expenses), arising from or in connection with any injury to or death of a
Person or any damage to property resulting from, arising out of or in connection with (i) the use or
occupancy of the Leased Premises on or after the Commencement Date or (ii) the negligence or willful
act of Lessee or Lessee's contractors, employees, officers, directors, agents or invitees. Notwithstanding
the provisions of the preceding paragraph, Lessee shall not be liable for any liabilities, damages, suits,
claims and judgments of any nature (including, without limitation, reasonable attorneys' fees and expenses)
arising from or in connection with:
(1) Any injury to or death of a person or any damage to property (including loss of use) to the extent of
the negligence or willful act of the City, its employees, officers, directors, contractors, agents or invitees;
(2) The City's violation of any provisions of this Lease or any applicable Governmental Authority or deed
restriction or insurance policy, now or hereafter in effect and applicable to the City;
(3) The existence of any Hazardous Materials in, on or under the Leased Premises prior to the
Commencement Date; or
(4) Any environmental event caused by the City or any of its employees, officers, directors, contractors,
agents or invitees.
(b) To the maximum extent permitted by State law, the City shall, except as provided in the following
paragraph of this Section 9.1(b), defend, protect, indemnify and hold Lessee and its officers, directors,
employees, and agents harmless from and against any and all liabilities, damages, suits, claims and
judgments of any nature (including, without limitation, reasonable attorneys' fees and expenses), arising
from or in connection with any injury to or death of a person or any damage to property resulting from,
arising out of or in connection with (i) the use or occupancy of the Leased Premises prior to the
Commencement Date, except to the extent any such liability, damage suit, claim or judgment arises from
the use or occupancy of the Leased Premises by Lessee for constructing and installing any Concession
Improvements or any other Lessee improvements as required under this Lease, (ii) the use or occupancy
of the Leased Premises for City events subsequent to the Commencement Date as contemplated by
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Section 7.16 hereof, or (iii) the negligence or willful act of the City or the City's contractors, employees,
officers, directors, agents or invitees. Notwithstanding the provisions of the preceding paragraph, the
City shall not be liable for any liabilities, damages, suits, claims and judgments of any nature (including,
without limitation, reasonable attorneys' fees and expenses) arising from or in connection with:
(1) Any injury to or death of a person or any damage to property (including loss of use) to the extent of
the negligence or willful act of Lessee, its employees, officers, directors, contractors, agents or invitees;
(2) Lessee's violation of any provisions of this Lease or any applicable Governmental Rules or deed
restriction or insurance policy, now or hereafter in effect and applicable to Lessee;
(3) Any Hazardous Materials that are introduced to the Leased Premises after the Commencement Date
by Lessee, or any of its employees, officers, directors, contractors, or agents; or
(4) Any environmental event caused by Lessee or any of its employees, officers, directors, contractors, or
agents.
The provisions of this Section 9.1 are solely for the benefit of the City and Lessee and are not intended to
create or grant any rights, contractual or otherwise, to any other person.
Section 9.2. Indemnification Procedures. In case any claim shall be brought or, to the knowledge of
any indemnitee, threatened against any indemnitee in respect of which indemnity may be sought, such
indemnitee shall promptly notify the other in writing; provided, however, that any failure so to notify
shall not relieve the indemnitor of its obligations under Section 9.1 unless (i) such failure so to notify
precludes investigation and defense of such claims as a matter of law, and (ii) the indemnitor does not
otherwise have knowledge, either actual or constructive, of such claim. The indemnitor shall have the
right (and obligation, subject to the terms below) to assume the investigation and defense of all claims,
including the employment of counsel, reasonably acceptable to the indemnitee, and the payment of all
expenses. Each indemnitee shall have the right to employ separate counsel in any such action and
participate in the investigation and defense thereof, but the fees and expenses of such counsel shall be
paid by such indemnitee unless (i) the employment of such counsel has been specifically authorized by
indemnitor, in writing, (ii) indemnitor has failed after receipt of notice of such claim to assume the
defense and to employ counsel, or (iii) the named parties to any such action (including any impleaded
parties) include both parties, and the indemnitee, after consultation with its counsel, reasonably believes
that there may be one or more legal defenses available to it which are different from or additional to those
available to the indemnitor (in which case, if such indemnitee notifies the indemnitor in writing that it
elects to employ separate counsel at indemnitee’s expense, indemnitor shall not have the right to assume
the defense of the action on behalf of such indemnitee; provide, however, that indemnitor shall not, in
connection with any one action or separate but substantially similar or related actions in the same
jurisdiction arising out of the same general allegation or circumstances, be liable for the reasonable fees
and expenses of more than one separate firm of attorneys for the indemnitee, which firm shall be
designated in writing by the indemnitees). Each indemnitee shall cooperate with the indemnitor in the
defense of any action or claim. The indemnitor shall not be liable for any settlement of any action or
claim without its consent, but if any such action or claim is settled with the consent of the indemnitor or
there be final judgment or agreement for the plaintiff in any such action or with respect to any such claim,
the indemnitor shall indemnify and hold harmless the indemnitees from and against any damages by reason
of such settlement or judgment.
Section 9.3. Survival Right to Enforce. The provisions of this Article IX shall survive the termination of
this Lease. In the event of failure by an indemnitor to observe the covenants, conditions and agreements
contained in this Article IX, any indemnitee may take any action at law or in equity to collect amounts then
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due and thereafter to become due, or to enforce performance and observance of any obligation, agreement
or covenant of the indemnitor under this Article IX. Except as otherwise provided in Article X below, the
obligations of the parties under this Article IX shall not be affected by any assignment or other transfer of
its rights, titles or interests under this Lease and will continue to inure to the benefit of the indemnitees after
any such transfer.
ARTICLE X ASSIGNMENTS;
LEASEHOLD MORTGAGES
Section 10.1. Assignment and Subleasing.
(a) Except as provided below, Lessee shall not assign or sublet its interest in this Lease or any of its rights
or obligations hereunder without the prior written consent of the City, which consent may be granted or
withheld if in the City's sole judgment such assignment or subletting might materially and adversely affect
the financial condition or operations of the Baseball Stadium.
(b) Notwithstanding the foregoing, without the City’s consent Lessee shall have the right upon thirty (30)
days prior written notice to the City to assign its interest in this Lease (i) to any Affiliate of Lessee, or (ii)
in connection with a merger or consolidation of Lessee with another entity so long as, following such
transaction, the successor entity’s financial creditworthiness is equal to or greater than that of Lessee as
of the Commencement Date.
(c) Notwithstanding the foregoing, without the City’s consent, Lessee shall have the right upon thirty
(30) days prior written notice to the City to assign its interest in this Lease in connection with a sale of the
Team or a sale by Lessee of all or substantially all of its assets, in a single transaction or a series of
transactions, and where such purchaser’s net worth (determined in accordance with generally accepted
accounting principles) is, following such purchase, equal to or greater than that of the Lessee as of the
Commencement Date and where such purchaser’s acquisition of the Team (or of all or substantially all of
Lessee’s assets) has been approved by the Sanctioning Association.
(d) Upon any assignment or transfer as described in paragraphs (b) or (c) above, the assignor shall be
released from liability under this Lease (other than any liabilities arising or accruing prior to the date of
assignment).
Section 10.2. Notice of Intent. If Lessee shall, at any time during the Term, desire to assign this Lease or
sublet all or part of the Leased Premises to a party (other than as permitted without the City’s consent
under Section 10.1 above), Lessee shall give notice thereof to the City, which notice shall be
accompanied by: (a) a conformed or photo static copy of the proposed assignment or sublease; (b) a
statement setting forth, in reasonable detail, the identity of the proposed assignee or sublessee and the
nature of its business; (c) current financial information with respect to the proposed assignee or sublessee,
including its most recent financial statement (which may take into account the effects of the transfer); (d)
banking and business references of the proposed assignee or sublessee; and (e) evidence satisfactory to
the City that the proposed assignee or sublessee has been approved by a Sanctioning Association to own
and operate a minor league baseball team and have its home games played at the Baseball Stadium.
Section 10.3. Conditions Upon the City's Consent to Assignment. In the event that Lessee complies
with all of the provisions of Section 10.2 and provided no Event of Default then exists, the City's consent
to a proposed assignment shall not be unreasonably withheld or delayed, provided and upon condition
that: (a) The proposed assignee or sublessee is a reputable person or entity of good standing in the
business community and with financial worth (after giving effect to the transfer) not less than that of
Lessee as of the date hereof, and the City has been furnished with reasonable proof thereof; (b) The
proposed assignment shall be in a form reasonably satisfactory to the City and shall comply with the
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provisions of this Lease; and (c) Lessee shall reimburse the City on demand for any costs and overhead
that may be incurred and substantiated by the City in connection with said assignment or sublease,
including the costs of making investigations as to the acceptability of the proposed transferee and
reasonable legal costs incurred in connection with the granting or withholding of any requested consent.
If the foregoing conditions to an assignment are satisfied and the assignment is made, then upon such
assignment the named Lessee herein shall be released herefrom with respect to obligations, covenants,
and agreements to be observed and performed by the Lessee under this Lease after such date.
Section 10.4. Subleases and Concession Arrangements. Notwithstanding the foregoing, Lessee shall
have the right to enter into such subleases of portions of the Leased Premises and concession
arrangements as Lessee may desire, all without consent from the City so long as each such sublease or
concession arrangement provides that it is expressly subject and subordinate to this Lease.
Section 10.5. Leasehold Mortgages. Lessee shall have no right to encumber by mortgage, deed of trust,
security agreement or other instrument in the nature thereof (collectively, a “Mortgage”) or otherwise to
encumber or affect in any way the titles, interests, or estates of the City in or to the Land or the Leased
Premises, but Lessee may encumber Lessee's right to use and occupy the Leased Premises, the leasehold
estate created hereby, any right, title and interest in and to any and all improvements constructed on the
Leased Premises, or Lessee’s receivables, accounts, or revenue streams from, and equipment and fixtures
in, the Leased premises, all without the need for obtaining the City’s consent.
ARTICLE XI
DEFAULT
Section 11.1. City Default. The occurrence of any of the following shall be an “Event of Default” by the
City or a “City Default”: (a) The failure of the City to pay any of its monetary obligations under this
Lease when due and payable under this Lease if such failure continues for thirty (30) days after Lessee
gives notice to the City that such amount was not paid when due; (b) Abandonment of the Project by the
City or any termination, in whole or in part, of any of the Project Construction Contract or any of the
work thereunder by the City without the consent of Lessee unless pursuant to a right of termination based
upon the existence of an event of default under such Project Construction Contract; (c) Any suspension of
the Project Improvements Work by the City for longer than sixty (60) consecutive days or one hundred
twenty (120) days in any three hundred sixty-five (365) day period for any reason other than Force
Majeure; (d) The failure of the City to substantially perform or substantially observe any of the obligations,
covenants or agreements to be performed or observed by City under this Lease within thirty (30) days
after notice from Lessee of such failure; provided, however, that if such performance or observance
cannot reasonably be accomplished within such thirty (30) day period, then no Event of Default by
the City shall occur unless the City fails to commence such performance or observance within such thirty
(30) day period and fails to diligently prosecute such performance or observance to conclusion thereafter;
provided further, however, that if such performance or observance has not been accomplished within one
hundred twenty (120) days after notice from the Lessee to the City of such failure (notwithstanding the
City’s diligent prosecution of its curative efforts), then such failure shall constitute an Event of Default
by the City hereunder; (e) the occurrence of an event of default, however denominated, by the City under
the Parking Sublease; or (f) The occurrence of an Act of Bankruptcy with respect to the City.
Section 11.2. Lessee’s Remedies. If a City Default shall have occurred and be continuing, Lessee may, at
its sole discretion, have the option to pursue any one or more of the following remedies without any
notice or demand whatsoever, other than any notice expressly provided in this Lease: (a) Lessee may
terminate this Lease, as provided in Section 11.5 (except that the notice requirements of Section 11.5
shall not be required with respect to the City Default specified in Section 11.3(c) above) and the City
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shall pay to Lessee the Unamortized Portion of the Lessee’s Contribution; (b) In the case of a City
Default described in either of Section 11.1(b) or (c), Lessee may (but shall not be obligated) enter the
Land and direct completion of the Project Improvements Work and the City agrees to provide to Lessee
the unutilized proceeds from the debt incurred by the Corporation and made available to the City under
the terms of the Corporation Project Agreement to pay the costs and expenses incurred by Lessee in
completing the Project Improvements Work; and (c) Lessee may exercise any and all other remedies
available to Lessee at law or in equity, but subject to any limitations thereon set forth in this Lease.
Section 11.3 Lessee Default. The occurrence of the following shall be an “Event of Default” by Lessee
or a “Lessee Default”: (a) The failure of Lessee to pay any of its monetary obligations to the City under
this Lease when due and payable if such failure continues for thirty (30) days after the City gives notice
to Lessee that such amount was not paid when due; (b) The failure of Lessee to substantially perform or
substantially observe any of the obligations, covenants or agreements to be performed or observed by
Lessee under this Lease within thirty (30) days after notice from the City of such failure; provided,
however, that if such performance or observance cannot reasonably be accomplished within such thirty
(30) day period, then no Event of Default by Lessee shall occur unless Lessee fails to commence such
performance or observance within such thirty (30) day period and fails to diligently prosecute such
performance or observance to conclusion thereafter; provided further, however, that if such performance
or observance has not been accomplished within one hundred twenty (120) days after notice from the
City to Lessee of such failure (notwithstanding Lessee’s diligent prosecution of its curative efforts), then
such failure shall constitute an Event of Default by Lessee hereunder; (c) the occurrence of an event of
default, however denominated, by Lessee under the Parking Sublease; (d) the occurrence of an Act of
Bankruptcy with respect to Lessee; (e) Abandonment of Leased Premises by Lessee; (f) failure to
maintain location in the City of the Team owned by Lessee and located in the City, as required in Section
2.2(i), Section 4.4, and Section 7.18 herein; (g) failure to maintain approval by a Sanctioning Association
of the Team owned by Lessee and located in the City, as required in Section 2.2(i) and Section 7.18
herein; or (h) failure to maintain the Leased Premises commensurate with Major League Baseball
facilities’ standards and regulations and/or at a level commensurate with the Comparable Facilities,
whichever level is determined to be a higher standard by a qualified inspector, as referenced in Section
5.5 herein.
Section 11.4. The City’s Remedies. If any Lessee Default shall have occurred and be continuing, the
City may, at its sole discretion, have the option to pursue any one or more of the following remedies
without any notice or demand whatsoever, other than any notice expressly provided in this Lease: (a)
The City may terminate this Lease as provided in Section 11.5 (except that the notice requirements of
Section 11.5 shall not be required with respect to the Lessee Default specified in Section 11.3(c) above);
(b) Seek another professional baseball team under the governance of a Sanctioning Association to
conduct its regularly scheduled home games at the Baseball Stadium; (c) the City may, in its own name
and for its own account, without impairing the ability of the City to pursue any other remedy provided for
in this Lease or now or hereafter existing at law or in equity or by statute, institute such action against
Lessee as may appear necessary or desirable to collect such Rentals and any other amounts then due
under this Lease, or to enforce performance and observance of such covenant, condition or obligation of
Lessee hereunder, or to recover damages for Lessee's non-payment, non-performance or non-observance
of the same; (d) the City may exclude Lessee from possession of the Leased Premises and reenter the
same and take whatever action at law or in equity as may appear necessary or desirable to collect the
Rentals and any other amounts then due, to enforce performance and observance of any covenant,
condition or obligation of Lessee hereunder, or to recover damages for Lessee's non-payment,
nonperformance or non-observance of the same; provided that the City shall be required to mitigate its
damages to the extent required by law and Section 11.6(b) hereof; and (e) The City may exercise any and
all other remedies available to the City at law or in equity, but subject to any limitations thereon set forth
in this Lease. Notwithstanding the remedies provided in this Section 11.4, in the case of termination of
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the Lease due to Lessee Default specified in Section 11.3(e), (f), (g) or (h) above, Lessee (i) shall pay
City all Rentals payable from the date of such Lessee Default through the end of the Lease Term,
pursuant to Section 4.3 herein, and Lessee (ii) shall repay City the total of all reimbursements paid to
Lessee by City pursuant to Section 7.4 herein from City’s Hotel Occupancy Tax fund during the five year
period immediately preceding Lessee’s receipt of City’s initial notice to Lessee of default as provided for
herein, and, as to any reimbursements paid to Lessee by City from any source other than City’s Hotel
Occupancy Tax fund, Lessee shall pay City Two Hundred Fifty Thousand Dollars ($250,000).
In addition to all remedies provided in this Section 11.4, should the City use funds from the City’s Hotel
Occupancy Tax fund for reimbursement to Lessee pursuant to Section 7.4 herein, should any use of such
Hotel Occupancy Tax funds by Lessee be for a use that is found to be illegal, City shall have no liability
in connection thereof and Lessee shall reimburse City for all Hotel Occupancy Tax funds paid to Lessee
for such illegal use. Further, should the City use funds from the City’s Hotel Occupancy Tax fund for
reimbursement to Lessee pursuant to Section 7.4 herein, if City should determine that the area hotel
revenues that were generated from sports events at the Leased Premises over any five year period
following the payment to Lessee of the City’s Hotel Occupancy Tax funds for maintenance, Capital
Repair Work, enhancements or upgrades to the Leased Premises (“Lessee-generated H.O.T.”) are not
equal to or greater than the amount of the City’s Hotel Occupancy Tax funds that were spent in that
previous five year period for such maintenance, Capital Repair Work, enhancements or upgrades to the
Leased Premises (“H.O.T paid to Lessee”), then Lessee must reimburse City any deficiency between the
H.O.T. paid to Lessee and the Lessee-generated H.O.T. so that City can reimburse their Hotel Occupancy
Tax fund by that amount in compliance with Section 351.1076 of the Texas Tax Code.
Section 11.5 Termination. Upon the occurrence of a City Default as described in Section 11.1 or a
Lessee Default as described in Section 11.3, the non-defaulting Party, in addition to its other remedies at
law or in equity, shall have the right to give to the defaulting Party notice (a “Final Notice”) of the non-
defaulting Party’s intention to terminate this Lease, after the expiration of a period of thirty (30) days
from the date such Final Notice is delivered unless the Event of Default is cured, and upon expiration of
such thirty (30) day period, if the Event of Default is not cured, this Lease shall terminate without
liability to the non-defaulting Party. If, however, within such thirty (30) day period the defaulting Party
cures such Event of Default, then this Lease shall not terminate by reason of such Final Notice.
Notwithstanding the foregoing, no Final Notice shall be required and the non-defaulting Party may
declare this Lease immediately terminated if the Event of Default with respect to the defaulting Party is
an Act of Bankruptcy. In the event of a termination of this Lease by either Party under this Section 11.5,
then notwithstanding anything to the contrary set forth in this Lease all obligations of the Parties
hereunder automatically shall terminate also, without liability to the other Party.
Section 11.6. The Lessee to Remain Liable for Payments; Reletting.
(a) Notwithstanding the exercise by the City of its remedies pursuant to Section 11.4 hereof (other than
termination), Lessee shall continue to be liable for the payment of all Rentals payable under Section 4.3
hereof and other amounts, if any, payable under this Lease and Lessee shall make such payments at the
same times and in the same manner as provided in this Lease.
(b) In the event the City elects to exclude Lessee from possession of the Leased Premises and re-enter
same, then the City shall use reasonable efforts to relet the Leased Premises for the maximum rental it
may reasonably obtain, provided, however, that the City shall have no obligation to relet the Leased
Premises to any person who will not use the Leased Premises for the purposes set forth in Section 4.5
hereof. Any such rentals received prior to the stated termination date of this Lease shall be applied first to
the payment of expenses incurred by the City in connection with such reletting and second, to the Rentals
due hereunder.
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Section 11.7. No Remedy Exclusive. No remedy herein conferred upon either party is intended to be
exclusive of any other available remedy or remedies, and each such remedy shall be cumulative and shall
be in addition to every other remedy given under this Lease or now or hereafter existing at law or in
equity or by statute. No delay or omission to exercise any right or power accruing upon any default
granted under this Lease shall impair any right or power or shall be construed to be a waiver thereof, and
any such right or power may be exercised from time to time and as often as may be deemed expedient,
and the exercise of any one right or remedy shall not impair the right to any or all other remedies under
this Lease. NOTWITHSTANDING ANY CONTRARY PROVISIONS HEREOF IN NO EVENT
SHALL LESSOR OR LESSEE BE LIABLE UNDER ANY PROVISION OF THIS LEASE FOR
LOST PROFITS, INCLUDING LOST OR PROSPECTIVE PROFITS, OR FOR ANY OTHER
SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE
DAMAGES, IN CONTRACT, TORT OR OTHERWISE, WHETHER OR NOT CAUSED BY OR
RESULTING FROM THE SOLE OR CONCURRENT NEGLIGENCE OF LESSOR OR LESSEE
OR ANY OF THEIR AFFILIATES OR RELATED PARTIES. WITHOUT LIMITING THE
FOREGOING, THIS LIMITATION OF LIABILITY SHALL APPLY TO CLAIMS OF LESSOR
OR LESSEE ARISING OUT OF THIRD PARTY CLAIMS AGAINST LESSOR OR LESSEE FOR
ANY OF THE FOREGOING.
Section 11.8. No Additional Waiver Implied By One Waiver; Consents to Waiver. The waiver of
either party of any breach by the other party of any covenant, condition or obligation under this Lease
shall not operate as a waiver of any subsequent breach of the same or a waiver of any breach of any other
covenant, condition or obligation under this Lease, nor shall any forbearance by the non-defaulting party
not breaching to seek a remedy for any breach by the other party be a waiver by such non-defaulting
party not breaching any of its rights and remedies with respect to such breach or any subsequent breach
of the same or with respect to any other breach.
Section 11.9. Delay not a Waiver. No delay or omission in the exercise of any right or power accruing
upon any default shall impair any such right or power or shall be construed to be a waiver of any such
default or any acquiescence therein, and every power or remedy given by this Lease may be exercised
from time to time and as often as may be deemed expedient. Either party may waive any default which in
its opinion has been remedied before the entry of final judgment or decree in any suit, action or
proceeding instituted by it under the provisions of this Lease or before the completion of the enforcement
of any other remedies under this Lease. No such waiver shall extend to or affect any other existing or
subsequent default or impair any rights or remedies consequent thereon.
Section 11.10 Declaratory or Injunctive Relief. In addition to the remedies set forth in this Article XI
the Parties shall be entitled, in any circumstances they may deem appropriate, to seek injunctive relief
prohibiting or mandating action by the other Party for any Event of Default of the other Party or
declaratory relief with respect to any matter under this Lease.
Section 11.11 Interest on Overdue Obligations. If any sum due hereunder is not paid on the due date
thereof, the Party hereto owing such obligation to the other Party shall pay to the other Party interest
thereon at the Default Rate, concurrently with the payment of the amount from the date such amount was
due until paid. Any payment of interest at the Default Rate pursuant to this Lease shall not excuse or cure
any default hereunder.
Section 11.12 Attorney’s Fees. The defaulting Party shall pay all of the non-defaulting Party’s reasonable
fees and expenses, including reasonable attorneys' fees, in enforcing any covenant to be observed by
the defaulting Party or pursuing any remedy upon an Event of Default with respect to such Party.
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ARTICLE XII
DAMAGE AND CONDEMNATION
Section 12.1. Damage and Destruction.
(a) If the Leased Premises are destroyed (in whole or in part) or are damaged by fire or other casualty,
Lessee shall promptly give written notice thereof to the City. All applicable insurance proceeds shall be
applied by the City either to repair, rebuild or restore the property damaged or, if the parties determine
and mutually agree that it is impracticable to rebuild the Leased Premises, subject to the provisions of
Section 12.1(b), such proceeds shall be transferred to the Corporation to effect the defeasance or prior
redemption of obligations issued by the Corporation for the construction of the Baseball Stadium. Any
remaining balance after payment for such repair, rebuilding or restoration, or transfer to the Corporation
as herein described, shall be retained by the City. Lessee agrees to look solely to its insurance for the
replacement and repair of the Removables and shall have all rights to all insurance with respect to, and
shall be responsible for repair of, the concession areas to the extent, but no further, the same were
equipped by Lessee or concessionaires contracting with Lessee.
(b) The City will proceed promptly to repair, rebuild or restore the property damaged or destroyed to
substantially the same condition as it existed prior to the event causing such damage or destruction, with
such changes, alterations and modifications (including the substitution and addition of other property) as
may be desired by Lessee and the City and which will not impair productive capacity or the character of
the Leased Premises. If such damage results in an Untenantable Condition, all Rentals shall abate during
the period of repair and restoration. Notwithstanding the foregoing, in the event that (a) substantially all
of the improvements shall be damaged or destroyed by casualty at any time during the final three (3)
years of the Term or (b) any portion of the Leased Premises shall be damaged or destroyed by casualty at
any time during the Term and the governmental rules then applicable to the Leased Premises do not
permit the restoration of the Leased Premises so as to eliminate an Untenantable Condition, then Lessee
may, at its option (exercised with reasonable promptness in the circumstances, but in all events within
ninety (90) days after such damage or destruction), terminate this Lease by serving upon the City notice
within such period setting forth Lessee’s election to terminate this Lease as a result of such damage or
destruction as of the end of the calendar month in which such notice is delivered to the City. Upon the
service of such notice and the making of such payments within the foregoing time period, the City shall
pay to Lessee the Unamortized Portion of the Lessee’s Contribution (measured as of the date of
termination) and this Lease shall cease and terminate on the date specified in such notice with the same
force and effect as if such date were the date originally fixed as the expiration date of this Lease and
Lessee shall have no further obligations hereunder.
Section 12.2. Condemnation.
(a) In the event that title to the Leased Premises or the leasehold estate of Lessee in the Leased Premises
created by this Lease or any part of either thereof shall be taken under the exercise of the power of
eminent domain by any governmental body or by any person, firm or corporation acting under
Governmental Authority, or shall be conveyed in lieu thereof, this Lease shall terminate and the City
shall pay to Lessee the Unamortized Portion of the Lessee’s Contribution. Any condemnation award
attributable to the temporary use or temporary condemnation of the Lease Premises or the leasehold
estate created hereby shall be paid to Lessee. If only a part of the Leased Premises or leasehold estate is
taken the City will cause any proceeds received by it from any award made in such eminent domain
proceedings with respect to the Leased Premises, to be applied towards the restoration of the Leased
Premises to substantially the same condition as existed prior to the exercise of the said power of eminent
domain. If the City does not receive sufficient proceeds to restore the Leased Premises as set forth above,
then Lessee may terminate this Lease and the City shall promptly pay to Lessee the Unamortized Portion
of the Lessee’s Contribution (measured as of the date of termination).
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(b) The City shall cooperate fully with Lessee in the handling and conduct of any prospective or pending
condemnation proceedings with respect to the Leased Premises or any part thereof and will, to the extent
it may lawfully do so, permit Lessee to litigate in any such proceedings in the name and behalf of the City
and for the purpose of seeking and obtaining a separate award for damage to the Removables, the value
of Lessee’s leasehold estate, and damage to Lessee’s business. In no event will the City voluntarily settle,
or consent to the settlement of, any prospective or pending condemnation proceeding with respect to the
Leased Premises or any part thereof without the written consent of Lessee. Notwithstanding the foregoing,
if as a result of any condemnation, an Untenantable Condition exists or if the damage caused thereby
occurs during the last three (3) years of the Term, Lessee shall have the right and option to terminate
this Lease by providing written notice to the City to such effect whereupon this Lease shall terminate
as of the date set forth in such notice and the City shall pay to Lessee the Unamortized Portion of the
Lessee’s Contribution. The provisions of this Article XII shall survive the termination of this Lease.
ARTICLE XIII
MISCELLANEOUS
Section 13.1. Amendments, Changes and Modification. No amendment, change, addition to or waiver
of any of the provisions of this Lease shall be binding upon the parties hereto unless in writing signed by
an Authorized Lessee Representative and the Mayor of the City.
Section 13.2. Applicable Law Venue. The Lease shall be governed exclusively by the provisions hereof
and by the applicable laws of the State. Venue for any proceeding to enforce this Lease shall be in
Nueces County, Texas.
Section 13.3. Severability. If any provision of this Lease is held to be illegal, invalid, or unenforceable
under present or future laws effective during the Term such provision shall be fully severable and this
Lease shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never
comprised a part hereof, and the remaining provisions hereof shall remain in full force and effect and
shall not be affected by the illegal, invalid, or unenforceable provision or by its severance from this
Lease. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there shall be added
automatically as a part of this Lease a provision as similar in terms to such illegal, invalid, or
unenforceable provision as may be possible and still be legal, valid, or enforceable.
Section 13.4. Notices and Demands. Any notices or other communications required or desired to be
given to the other party hereto shall be given in writing and delivered by courier, overnight delivery
service, facsimile transaction or through the U.S. postal service, postage prepaid and by certified mail,
return receipt requested, at the following addresses:
To the City: City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Attention: City Manager
Fax: (361) 880-3839
With copy to: City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Attention: City Attorney
Fax: (361) 880-3239
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To Lessee: Corpus Christi Baseball Club, L.P.
734 E. Port Ave.
Corpus Christi, Texas 78401
Attention: Wes Weigle
wweigle@cchooks.com
With copy to: Dan O’Neill
501 Crawford Street, Suite 500
Houston, Texas 77002
doneill@astros.com
With copy to: Giles Kibbe
501 Crawford Street, Suite 500
Houston, Texas 77002
Section 13.5. References. All references in this Lease to particular Articles or sections are references to
Articles or sections of this Lease, unless otherwise indicated. Article and section headings are furnished
for convenience only and do not constitute a part of this Lease. References in the singular number in this
Lease shall be considered to include the plural, if and when appropriate, and vice versa. Any times
referred to herein shall be deemed references to Corpus Christi, Texas, time.
Section 13.6. Successors and Assigns. The terms and provisions of this Lease shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and permitted assigns.
Section 13.7. Multiple Counterparts. This Lease may be executed in multiple counterparts, each of
which shall be an original but all of which together shall constitute but one and the same instrument.
Section 13.8. Recordation. The City and Lessee shall not record this Lease, but both parties agree, on
request of the other, to execute a memorandum of lease in recordable form and complying with applicable
laws of the State, which memorandum of lease may be recorded by the requesting party.
Section 13.9. Attorneys' Fees. The prevailing party in any litigation related to this Lease shall be entitled
to recover from the non-prevailing party or parties the reasonable attorneys' fees and costs incurred by
such prevailing party in connection with such litigation.
Section 13.10. Time is of the Essence. Time is expressly declared to be of the essence in this Lease.
Section 13.11. Landlord/Tenant Relationship. This Lease establishes a landlord/tenant relationship
between the parties. It does not create any other type of relationship between the, such as one of agency,
partnership, or joint venture. The employees or agents of either party may not be, nor be construed to be,
the employees or agents of the other party for any purpose.
Section 13.12 Lessee's Remedial Work. Lessee shall be responsible for performing or causing to be
performed, and for paying the cost of performing, any and all corrective or remedial actions required by
applicable Governmental Authority to be performed with respect to any environmental event caused by
Lessee, or any of its agents, contractors, or subcontractors at any time (“Lessee's Remedial Work”).
Lessee shall promptly inform the City and all applicable Governmental Authorities of any environmental
event or Hazardous Materials discovered by Lessee (or any agent, contractor or subcontractor of Lessee)
in, on or under the Leased Premises and promptly shall furnish to the City any and all reports and other
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information available to Lessee concerning the matter. Lessee shall thereafter promptly consult with the
City as to the steps to be taken to investigate and, if necessary, remedy such matter. Lessee shall select an
independent environmental consultant to evaluate the condition of the Leased Premises and materials
thereon and therein, at Lessee's cost and expense. If it is determined pursuant to such evaluation that
remediation of the same is required by this Section 13.12, then Lessee shall perform Lessee's Remedial
Work at its own cost and expense and with due diligence.
Section 13.13 The City's Remedial Work. Subject to the limitation of the City’s Contribution, the City
shall be responsible for performing or causing to be performed, and for paying the cost of performing,
any and all corrective or remedial actions required by applicable Governmental Authority to be performed
with respect to (i) any environmental event caused by the City or any of its agents, contractors or
subcontractors or (ii) any Hazardous Materials that were introduced to the Leased Premises on or
before the Commencement Date (but excluding Hazardous Materials introduced by Lessee or its agents,
contractors or subcontractors at any time) (the “City's Remedial Work”). The City shall promptly inform
Lessee and all applicable Governmental Authorities of any such environmental event or any Hazardous
Materials discovered by the City (or any agent, contractor or subcontractor of the City) in, on or under the
Leased Premises and promptly shall furnish to Lessee any and all reports and other information available
to the City concerning the matter. The City shall thereafter promptly consult with Lessee as to the steps to
be taken to investigate and, if necessary, remedy such matter. The City shall select an independent
environmental consultant to evaluate the condition of the Leased Premises and materials thereon and
therein, at the City's cost and expense. If it is determined pursuant to such evaluation that remediation of
the same is required by this Section 13.13, then the City shall perform, or cause to be performed, the
City's Remedial Work at its own cost and expense and with due diligence.
Section 13.14 Settlement By Mutual Agreement. In the event any dispute, controversy or claim
between or among the Parties arises under this Lease or is connected with or related in any way to this
Lease or any right, duty or obligation arising herefrom or the relationship of the Parties hereunder (a
“Dispute or Controversy”), including, but not limited to, a Dispute or Controversy relating to the
effectiveness, validity, interpretation, implementation, termination, cancellation or enforcement of this
Lease, the Parties shall first attempt in good faith to settle and resolve such Dispute or Controversy by
mutual agreement in accordance with the terms of this Section 13.14. In the event a Dispute or Controversy
arises, either Party shall have the right to notify the other that it has elected to implement the procedures
set forth in this Section 13.14. Within fifteen (15) days after delivery of any such notice by one Party to
the other regarding a Dispute or Controversy, the Authorized Representative of the Parties shall meet at
a mutually agreed time and place to attempt, with diligence and good faith, to resolve and settle such
Dispute or Controversy. Should a mutual resolution and settlement not be obtained at the meeting of
the Authorized Representatives for such purpose or should no such meeting take place within such fifteen
(15) day period, then either party may by notice to the other Party submit the Dispute or Controversy
to mediation.
Section 13.15 Covenants Running with the Estates in Land. The Parties hereto covenant and agree
that all of the conditions, covenants, agreements, rights, privileges, obligations, duties, specifications, and
recitals contained in this Lease, except as otherwise expressly stated herein, shall be construed as
covenants running with title to the Leased Premises, and the leasehold estate hereunder, respectively,
which shall extend to, inure to the benefit of and bind, the City and Lessee, and their permitted successors
and assigns, to the same extent as if such successors and assigns were named as original parties to this
Lease, such that this Lease shall always bind the owner and holder of any fee or leasehold interest in or to
the Leased Premises, or any portion thereof, and shall bind predecessors thereof except as otherwise
expressly provided herein.
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Section 13.16 Non-Appropriation.
(a) Current Expenses. Except for the funds to be provided pursuant to Section 3.2, the obligations of the
City for payment and other monetary obligations under this Lease are each subject to an appropriation
and, accordingly, (i) shall constitute a current expense of the City in the fiscal year of the City to which
an obligation applies and (b) shall not constitute an indebtedness of the City within the meaning of any
applicable governmental rule. Nothing herein shall constitute a pledge by the City of any funds, other
than funds designated pursuant to lawful appropriations from time to time to pay any money or satisfy
any other monetary obligation under any provision of this Lease.
(b) Result of Non-Appropriation. If a non-appropriation occurs in response to a request for a proposed
Appropriation, the City shall provide Lessee with written notice of such non-appropriation on or before
the twentieth (20th) day after the non-appropriation. Any non-appropriation shall constitute a City
Default hereunder.
Section 13.17. Authority to Execute. Each of the Parties acknowledges that the individual who has
executed this Lease has been duly authorized to execute this Lease. A certified copy of the required City
ordinance or action of Lessee’s board of directors has been furnished by each Party to the other Party for
attachment to this Lease.
Section 13.18. Captions. The captions in this Lease are for convenience only and are not a part of this
Lease. The captions do not in any way limit or amplify the terms and provisions of this Lease.
Section 13.19. Limitation of Leasehold. City does not warrant its title to the Leased Premises. This
Lease and the rights and privileges granted Lessee in and to the Leased Premises are subject to all
covenants, conditions, restrictions, and exceptions of record or apparent. Nothing contained in this Lease
may be construed to imply the conveyance to Lessee of rights in the Leased Premises that exceed those
owned by City.
Section 13.20. Non-Discrimination. Lessee warrants that it is and will continue to be an Equal
Opportunity Employer. Lessee covenants and agrees that Lessee will not discriminate nor permit
discrimination against any person or group of persons, with regard to employment and the provision of
services at, on, or in the Leased Premises, on the grounds of race, religion, national origin, marital status,
sex, age, disability, or in any manner prohibited by the laws of the United States or the State of Texas.
The City hereby reserves the right to take the action as the United States may direct to enforce this
covenant.
Section 13.21. Not for Benefit of Third Parties. This Lease is only for the benefit of the City and
Lessee, and no third party has any rights or claims under this Lease. No provision of this Lease creates a
third party claim against the City or Lessee beyond that which may legally exist in the absence of any
provision of this Lease.
Section 13.22. Other City Ordinances. This Lease and the ordinance that authorized the execution of
this Lease do not operate to repeal, rescind, modify, or amend any ordinances or resolutions of the City
relating to the use or obstruction of streets, the granting of permits, and any regulations relating to the
preservation of order and movement of traffic, or any other ordinances, resolutions, or regulations not
specifically set forth in the ordinance authorizing this Lease. Notwithstanding the foregoing, if any of
such ordinances or resolutions materially and adversely affects Lessee’s express rights hereunder or
Lessee’s ability to operate the Leased premises in accordance with the terms and conditions of this Lease,
then Lessee shall have the right to terminate this Lease without further liability to the City.
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Section 13.23. Publication. Lessee agrees to pay the costs of newspaper publication of this Lease and
the ordinance authorizing the execution of this Lease, as required by the City Charter. - COMPLETED
Section 13.24. Surrender. Lessee acknowledges and understands that the City’s agreement to lease the
Leased Premises to Lessee is expressly conditioned on the understanding that the Leased Premises must
be surrendered, upon the expiration, termination, or cancellation of this Lease, in as good a condition as
received, reasonable use and wear, Force Majeure events, acts of God, fire and flood damage or destruction
where Lessee is without fault, excepted.
Section 13.25. Conditions Precedent. This Lease shall not be effective or binding upon Lessee until
such time, if ever, that the following conditions are satisfied: (a) City shall have acquired the Land and
Leased Premises from the Port; (b) the City shall have entered into the Parking Area Master Lease with
the Port; (c) Lessee’s completion of and satisfaction with its due diligence investigation with respect to
the condition of title to the Land and the Land’s compliance with applicable environmental laws,
including confirmation that the Land and Leased Premises are free from Hazardous Materials; (d) the
Sanctioning Association shall have approved Lessee’s application and request to relocate the Team; and
(e) Lessee shall have received such assurances as may be required by Lessee to confirm that lands
adjacent to the Leased premises will be restricted against development that would materially and adversely
impact Lessee’s operations at the Leased Premises or ability to attract customers including, but not limited
to, competitive use restrictions and height restrictions on adjacent buildings so as to prevent shadows
from being cast upon the Baseball Stadium’s playing field. - COMPLETED
EXECUTED IN DUPLICATE, each of which shall be considered an original, to be effective as of the
Effective Date.
THE CITY:
ATTEST: CITY OF CORPUS CHRISTI
Rebecca Huerta, Jermel Stevenson,
City Secretary Director of Parks and Recreation
Date: Date:
LESSEE:
CORPUS CHRISTI BASEBALL CLUB, L.P.
By:
Date:
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EXHIBIT “A”
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EXHIBIT B - COMPLETED
Lessee Buildout of Corpus Christi Ball Park
Item Description (or reasonable equivalent)
Stadium and Office Fixtures
Network/Internet Server includes hardware, software, and installation
Admin/Ticket Office computers includes hardware, software, based on estimate of 40 (1)
Copiers 2 Kyocera-Mita KM-4030 models (Admin and Ticket Offices)
Printers 2 Oki C9300 Color Printers, 1 Samsung SCX-5312F (Press Box)
Various individual printers (as needed, estimate of five)
Phone System Brookside Technology System, includes phones and installation (2)
Office televisions 8 -19 inch TV’s
Office Furniture Includes desks, chairs, cubicles, plants, various decorative items
(Admin, Ticket, & Press)
Security System Based on Diebold system installed at Dell Diamond
Refrigerator for Offices 2 Whirlpool 20.9 cubic foot (Admin and Ticket)
Microwave for Offices 2 (Admin and Ticket)
Office window shades Basic blinds
Ticket System Dependent on type of system implemented
Office Art Acquisition and framing of 60 pieces (Admin, Ticket, & Press)
Point of Sale System Based on Retail Automation Systems version at Railyard
Radios Based on Aircom Electronic Supply system used at Dell Diamond
Maintenance materials Vaccuums/Blowers/Brooms/Hoses/Etc.
Concession equipment Based on kitchen/stands/equipment for 6,000 seat, 20 suite
stadium
Cup Holders
Golf Carts 4 needed for maintenance / game day crew
Signage Based on total used at Dell Diamond
Weather Computer Based on KVUE system at Dell Diamond
EMS Defibrillator
Wheel Chairs Two needed
Scissor Lift for wheelchairs
Radar Board
Direct TV or Cable System
Inflatables
Sportscourt
Swimming Pool
Rockwall
Basketball Goal and Rainbow Play System
Picnic Tables
Instant Replay-click effect to be used with the scoreboard
Switcher to be used with the scoreboard
3 Beta Cams to be used with the scoreboard
AV System-click effects based on Ford Audio & Video
Pro-AV Animation to be used with the scoreboard
Trash Compactor
20 Portable Concession Stands
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Club House
Free weights/benches/machines
Stimulation – Hi Fi System
Washers and Dryers Skyline Equipment models in use at Dell Diamond
Refrigerators 2 Whirlpool 20.9 cubic foot
Stereos Adjustable based on need
Furniture Stools, chairs, desks, tables for both
Fixtures
Televisions 4 -19 inch TVs
Garbage Bins
Whirlpools
Training Tables
Oven / Range
Microwave
Coffee Machines
Ice Machines Home & Visitor
Field Equipment
Batting Cages Same Fielder’s Choice model used at Dell Diamond
On Deck Circles Partac Peat Corp. Model (Includes Advertising)
Tarps By Covermaster, includes all needed (Field, Mound, etc)
Lawn Mowers Greensmaster 3050 (2) (Includes extended warranty)
Lawncare equipment Hand powered mowers, trimmers, various tools
Backstop From Sport Supply Group
Carts Toro Workman 3200
Pitching Machine
Infield Cart Toro Sand Pro 2020
BP Materials Screens, etc.
Scrubber
Safe
Suites
Artwork
Leather Sofas
Tables and Chairs
Refrigerators
Televisions
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EXHIBIT C
Corpus Christi Stadium Minimum Standards
1) Minimum 5,000 fixed chair back seats
2) Berm for 1,000 Fans
3) 360Concourse that can see the field
4) Concessions- 1 Point of Sale for every 200 fans
5) Press Box with 4 Media Bays, writing press area, & Scoreboard Operations area,
approximately 2,000 sq. ft.
6) Suites to accommodate 258 people for outside seating
7) Area for a Pool to be constructed with a view of the field
8) Area for kids Play Zone and Interactive Area
9) Stadium Club, approximately 2,500 sq. ft.
10) Team Offices for 20 year round full time staff, approximately 3,000 sq. ft.
11) Ticket Office & Ticket Windows at Gates
12) Area for year round Novelty Store, approximately 1,500 sq. ft.
13) LED Video Scoreboard
14) Lighted Outside Stadium Marquee, with message changing capabilities
15) Kitchen/Commissary – Storage for both wet and dry food storage
16) Home & Visitor Clubhouses to Dell Diamond Standards
17) Novelty & Retail Storage, approximately 1,000 sq. ft.
18) Grounds Crew Garage
19) Batting Cages
20) Staff Locker Rooms, Umpire Rooms, per NAPBL Standards
21) Stadium Concourse above seating sections
22) Field Drainage System – to Dell Diamond Standards
23) “AAA” Lighting Standards, per NAPBL Standards
24) Restrooms to city-potty parity code
25) Parking- minimum 1,500 spaces adjacent to the stadium
26) Dugouts to Dell Diamond Standards
27) Home & Visitor Bullpens in the outfield and accessible to fans
28) Field access for grounds crew including trucks & tractors
29) Distributed Sound System
30) Flag Poles & Foul Poles
31) Advertising Signage – Cabinets & Backlit Signs includes on field and in concourse
and all related wiring and data cabling
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EXHIBIT D
Purchasing Policy
[To Be Attached]
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SECOND AMENDED AND RESTATED STADIUM LEASE AGREEMENT
This Second Amended and Restated Stadium Lease Agreement (“Lease”) is made and entered
into this day of , ____, by and between the CITY OF CORPUS CHRISTI, TEXAS
(“City”), a Texas home rule municipal corporation, and CORPUS CHRISTI BASEBALL CLUB, LP
(“Lessee”), a limited partnership organized and existing under the laws of the State of Texas (the City
and Lessee are sometimes referred to herein individually as a “Party” and collectively as the “Parties”);
W I T N E S S E T H:
WHEREAS, City and Round Rock Baseball, Inc. (RRB) entered into a stadium lease agreement, approved
by Corpus Christi City Council by Ordinance No. 025662 on April 24, 2004, (“Original Lease”)
under which RRB leased from City the Leased Premises (hereinafter defined) for a base lease term of
fifteen (15) years from the Commencement Date (hereinafter defined) plus two (2) additional optional
five (5) year lease extensions; and
WHEREAS, the Parties entered into an amendment to the Original Lease, approved by Corpus Christi
City Council by Ordinance No. 027476 on November 13, 2007;
WHEREAS, Lessee is the successor-in-interest to RRB under the Original Lease pursuant to that certain
Assignment from RRB to Lessee dated June 3, 2011; and
WHEREAS, the Parties entered into a First Amended and Restated Stadium Lease Agreement, approved by
Corpus Christi City Council by Ordinance 029941 on August 27, 2013; and
WHEREAS, the Baseball Stadium (Leased Premises) needs enhancements, upgrades and repairs; and
WHEREAS, Lessee previously agreed to spend no less than Three Hundred Fifty Thousand Dollars
($350,000) annually on such Capital Repair Work, capital improvements, facilities maintenance,
enhancements, upgrades and repairs to the Leased Premises, to be approved by City as described herein,
beginning in the year 2013 and through the end of this amended Lease’s Term, and further agreed to extend
the base Lease Term from fifteen (15) years to thirty (30) years, and to make corresponding rent payments,
in consideration for City reimbursing Lessee up to One Hundred Seventy Five Thousand Dollars ($175,000)
annually after completion of and Lessee’s payment for such enhancements, upgrades and repairs to the
Leased Premises; and
WHEREAS, City and Lessee now wish to amend the Original Lease (as amended November 13, 2007
and August 27, 2013) and to fully restate in this Lease the terms and conditions therein in order to provide
additional funding for proper maintenance, enhancements and upgrades necessary to ensure the long-term
sustainability of the City property which comprise the Leased Premises.
NOW THEREFORE, in consideration of the rents herein required to be made by Lessee, and the
covenants and agreements hereinafter contained to be kept and performed by the City and Lessee, the
City does by these presents demise, lease and let unto Lessee, for the term and upon and subject to the
terms and conditions hereinafter stated, the Leased Premises:
ARTICLE I
DEFINITIONS
Section 1.1. Definitions. In addition to terms defined elsewhere in this Lease, the following terms, for the
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purposes of this Lease, shall have the meanings set forth below:
(a) “Abandonment of Leased Premises” means that the Leased Premises become vacant or deserted for a
continuous period of sixty (60) days.
(b) “Act of Bankruptcy” means the commencement of a bankruptcy or similar proceeding by or against
the City or Lessee, including, but not limited to, the following: the making of a general assignment for the
benefit of creditors, the commencing of a voluntary or involuntary case under the Federal Bankruptcy
Code or the filing of a petition thereunder, petitioning or applying to any tribunal for the appointment of,
or the appointment of, a receiver, or any trustee for a substantial part of the assets of such person,
commencing any proceeding under any bankruptcy, reorganization, dissolution or liquidation law or
statute of any jurisdiction, whether now or hereafter in effect; provided, however, that with respect to the
filing of an involuntary petition in Bankruptcy or other involuntary commencement of a bankruptcy or
similar proceeding, such petition or proceeding shall fail to be dismissed within ninety (90) days of its
filing or commencement.
(c) “Affiliate” means a Person who (i) directly or indirectly controls, is controlled by or under common
control with, Lessee; (ii) owns directly or indirectly ten percent (10%) or more of the equity interests of
Lessee; or (iii) is a general partner, officer, director, non-financial institution trustee or fiduciary of
Lessee or of any person described in clauses (i) or (ii). For purposes of this definition, the term “control”
(including the terms “controlled by” and “under common control with”) means the possession, direct or
indirect, of the power to direct or cause the direction of the management and policies of a Person,
whether though ownership of voting securities, by contract, or otherwise.
(d) “Approved Procurement Practices” means purchasing of goods and services conducted in a manner that
assures the City that the funds are being spent prudently and in accordance with the Purchasing Policy . Any
goods or services purchased shall be done so in accordance with the Purchasing Policy. Purchasing
processes shall be subject to audit by the City. All purchases of fixtures and capital improvements shall be
purchased by Lessee as purchasing agent for the City, and such purchases shall be in the name of the City.
(e) “Architect” means HKS, Inc.
(f) “Architect’s Contract” means the services contract between the City and the Architect, and approved
by Lessee, for, among other things, the design of the Project Improvements, the preparation of the Project
Plans, and construction administration services, as the same may be amended, supplemented, modified,
renewed, extended or replaced from time to time with the consent of the City and Lessee.
(g) “Authorized Representatives” means such officers, employees or other representatives of the City and
Lessee, respectively, authorized by such party to act on its behalf under Section 13.14 of this Lease as
certified to the other in writing.
(h) “Baseball Stadium” means the baseball stadium, which was constructed on the Land.
(i) “Business Day” means any day which is not a Sunday, a Saturday, or a legal holiday of the City.
(j) “Capital Repair Work” shall have the meaning ascribed to it in Section 7.1.
(k) “City” means the City of Corpus Christi, Texas, a home-rule city organized and existing under the
laws of the State.
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(l) “City Default” shall have the meaning ascribed to it in Section 11.1.
(m) “City’s Contribution” shall mean the maximum sum of $21,500,000.00 toward the payment of Project
Costs. Notwithstanding anything herein to the contrary, the Parties understand that the City is under no
obligation to spend more than $21,500,000.00 for Project Costs.
(n) “City’s Remedial Work” shall have the meaning ascribed to it in Section 13.13.
(o) “Commencement Date” means April 4, 2005, that being the date on which Lessee opened the
Baseball Stadium for an open to the public general admission event.
(p) “Comparable Facilities” means the minor league baseball stadiums in Round Rock, Texas (Dell
Diamond), and Frisco, Texas; provided, however, that in determining compliance with any “Comparable
Facilities” standard or requirement set forth in this Lease (i) such stadiums shall be looked at together and
no one stadium nor any individual system or component at any such stadium shall be looked at alone and
(ii) if the standards applicable to such stadiums or substantially similar quality stadiums taken as a whole
should materially change during the Term in such a manner as to result in a material variation in the
manner in which the stadiums had previously been operated or maintained and such change has a
material and adverse impact on Lessee’s costs to operate and maintain the Leased Premises, then Lessee
shall not be required to adopt such increased standards.
(q) “Corporation” means the Corpus Christi Business and Job Development Corporation, a nonstock,
nonprofit industrial development corporation created by the City under the laws of the State, including
specifically Section 4A of Article 5190.6 Texas Revised Civil Statutes.
(r) “Corporation Project Agreement” means the Project Agreement dated September 30, 2003, between
the City and the Corporation executed in connection with the issuance of obligations by the Corporation
to fund the City’s Contribution.
(s) “Concession Improvements” means the interior and exterior improvements, build out and equipment
required or desired by Lessee for concession operations.
(t) “Controversy” shall have the meaning ascribed to it in Section 13.14.
(u) “Default Rate” means the lesser of (i) the Prime Rate plus three percent (3%) and (ii) the maximum
per annum rate of interest permitted to be charged either party by applicable law.
(v) “Dispute” shall have the meaning ascribed to it in Section 13.14.
(w) “Effective Date” means April 24, 2004.
(x) “Event of Default” shall have the meaning ascribed to it in Article XI.
(y) “Final Completion” means the final completion of all aspects of such work and improvements in
accordance with all Governmental Rules and in accordance with the requirements for the same contained
in this Lease and the Project Construction Documents and Minimum Stadium Requirements, including,
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but not limited to, the completion of all punch-list items. Substantial Completion of such work and
improvements is a prerequisite to Final Completion of the same.
(z) “Final Notice” shall have the meaning ascribed to it in Section 11.5.
(aa) “Force Majeure” means the occurrence of any of the following, but only for the period of time, if
any, that the performance of a Party’s material obligations under this Lease are actually delayed or
prevented thereby: Acts of God, strikes, lockouts or other industrial disturbances, acts of the public
enemy, orders of any kind of the government of the United States of America, or of any state thereof,
or any civil or military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes,
fires, hurricanes, tornadoes, storms, floods, washouts, droughts, arrests, restraining of government and
people, civil disturbances, explosions, nuclear accidents, wars, part or entire failure of utilities, shortages
of labor, material, supplies or transportation, or any other cause not reasonably within the control of
the party claiming inability to perform due to such cause.
(bb) “Governmental Authority” means any federal, state or local government, agency, court, commission
or other body with jurisdiction of the matter in question.
(cc) “Hazardous Materials” means any substance or material, including asbestos, now or hereafter
defined or listed by any Governmental Authority as a regulated or hazardous substance, material, or
waste and shall include, without limitation, petroleum products.
(dd) “Land” means the land described as “Lot 2” on Exhibit “A” attached hereto and made a part hereof.
(ee) “Lease Year” means each consecutive twelve (12) month period commencing on the Commencement
Date and thereafter on each anniversary of the Commencement Date.
(ff) “Leased Premises” means (i) the Land; (ii) the Baseball Stadium; and (iii) any other buildings,
structures, additions, improvements, equipment, fixtures and facilities directly related to the Baseball
Stadium, and all appurtenances to the same, which are in the future constructed on the Land, pursuant to
the terms and conditions herein.
(gg) “Lessee” means Corpus Christi Baseball Club, L.P., a limited partnership duly organized and validly
existing under the laws of the State and authorized to do business in the State, or any successor thereto or
assignee thereof permitted by this Lease.
(hh) “Lessee Default” shall have the meaning ascribed to it in Section 11.3.
(ii) “Lessee Requested Modifications” shall have the meaning ascribed thereto in Section 3.6.
(jj) “Lessee’s Contribution” means the aggregate sums, up to $3,000,000, that Lessee shall contribute to
the Project which will first be used for construction of Concession Improvements, the equipping of the
Project and other build out obligations of Lessee hereunder (including, but not limited to, the Minimum
Lessee Improvement Requirements) and thereafter, at Lessee’s option, for Project construction in general.
Notwithstanding anything herein to the contrary, the Parties understand that Lessee is under no obligation
to contribute more than $3,000,000.00 for such purposes, provided such limit shall not apply to the
Minimum Lessee Improvement Requirements. For purposes hereof, the term “contribute” shall mean and
include, without limitation, monies paid to third parties by Lessee for build out and Concession
Improvements, the fair value of equipment, machinery, tools and other property now owned by Lessee
that is relocated to the Baseball Stadium and the value of equipment, furnishings and Concession
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Improvements provided to the Baseball Stadium by Lessee’s concessionaires or by Lessee’s other
vendors. Upon completion of Lessee’s build out work or any termination of this Lease prior to
completion of such work, Lessee shall notify the City in writing of the total amount of the Lessee’s
Contribution and provide the City with supporting documentation reasonably necessary to verify Lessee’s
determination of such amount.
(kk) “Lessee’s Remedial Work” shall have the meaning ascribed to it in Section 13.12.
(ll) “Minimum Lessee Improvement Requirements” means all improvements, fixtures, equipment,
systems, facilities, features and amenities which are described and specifically identified as Lessee’s
responsibility in the Project Plans approved by Lessee as of the Effective Date and, whether or not shown
on such Project Plans, the items described on Exhibit “B” attached hereto and made a part hereof.
(mm) “Minimum Stadium Requirements” means all improvements, fixtures, equipment, systems, facilities,
features and amenities which are described in the Project Plans approved by Lessee as of the Effective
Date and which are not specifically identified as Lessee’s responsibility and, whether or not shown on
such Project Plans, the items described on Exhibit “C” attached hereto and made a part hereof.
(nn) “Mortgage” shall have the meaning ascribed to it in Section 10.5.
(oo) “Operating Expenses” shall mean the costs to operate, repair, and maintain the Project
Improvements.
(pp) “Parking Area” means the lands adjacent to the Land identified as “Lot 1” and the “South Parking
Area” on Exhibit “A” attached hereto and made a part hereof.
(qq) “Parking Area Master Lease” means that certain lease from the Port (as lessor) to the City (as lessee)
covering the Parking Area.
(rr) “Parking Area Sublease” means the sublease from the City (as sublessor) to Lessee (as sublessee)
covering the Parking Area.
(ss) “Person” means any association, individual, corporation, governmental entity, partnership, joint
venture, business association, estate or any other organization or entity.
(tt) “Port” means the Port of Corpus Christi Authority and its successors and assigns.
(uu) “Prime Rate” means the per annum rate of interest from time to time published by the Wall Street
Journal as the “prime rate”.
(vv) “Project” means the Baseball Stadium, together with all the other Project Improvements.
(ww) “Project Budget” shall mean the total Project budget approved by Lessee, as from time to time
amended with Lessee’s approval, for all Project Costs, broken down in reasonable detail by “hard” and
“soft” cost categories, including, but not limited to, separate line items for debt service requirements (net
of earned interest on invested funds), the amount payable under each of the Project Construction
Documents, allowances, contingencies, and pre-opening expenses.
(xx) “Project Change Order” shall have the meaning ascribed to it in Section 3.9.
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(yy) “Project Completion Date” means the later of (i) the date of Final Completion of all of the Project
Improvements Work in accordance with all of the requirements of this and other transaction documents,
(ii) payment in full of all Project Costs, and (iii) the Lease Commencement Date.
(zz) “Project Construction Contract” means the construction contract between the City and the Project
Contractor, and approved by Lessee, for the construction of the Project Improvements, as the same may
be amended, supplemented, modified, renewed, extended or replaced from time to time with the consent
of the City and Lessee.
(aaa) “Project Contractor” means the general contractor selected by the City and approved by Lessee.
(bbb) “Project Construction Documents” means any and all contracts, documents or other instruments
entered into by or on behalf of the City, and approved by Lessee, for the design, management, monitoring
or performance of the Project Improvements Work, including, but not limited to, the Architect’s Contract,
Project Plans, and Project Construction Contracts.
(ccc) “Project Costs” means all of the costs incurred or to be incurred on behalf of the City in order for
the City to fulfill its obligations under this Lease to cause Final Completion of the Project Improvements
Work, including, but not limited to: (a) Land acquisition costs; (b) all amounts payable under any of the
Project Construction Documents; (c) costs to obtain necessary easements or rights of way; (d) the
following City development costs and fees: structural steel inspection fee, oversize fee, regional detention
fee, and water meter fee; (e) legal costs; (f) costs for project management services; (g) all other costs
incurred by the City and paid to third parties to fulfill its obligations under the Lease and Project
Construction Documents to develop, construct, equip or furnish the Project including management fees
and fees and expenses of architects, engineers, testing firms, accountants, attorneys, and other consultants
necessary to complete the design, development, construction, equipping and furnishing of the Project
Improvements, including Project Change Orders approved by Lessee; (h) all other costs in connection
with the operation and maintenance of the Land prior to the Commencement Date, including all
remediation and abatement costs arising from removal of Hazardous Materials or addressing
environmental conditions; (i) all financing costs incurred by the Corporation on behalf of the City with
respect to the Project including any reserve funds or capital or repair accounts; and (j) all insurance
premiums on all policies of insurance required to be carried by the City under this Lease.
Notwithstanding anything herein to the contrary, the City’s overall contribution to Project Costs shall not
exceed $21,500,000.00. The term “Project Costs” excludes, however, any costs paid from the proceeds
of insurance recoveries.
(ddd) “Project Improvements” means the Baseball Stadium, the parking improvements and all other
improvements, amenities and appurtenances to be situated on the Land (including the Minimum Stadium
Requirements), all as described more fully in the Project Plans prepared by the Architect and approved by
Lessee.
(eee) “Project Improvements Work” means the design, development, construction, furnishing, equipping
and placement in service and Final Completion of the Project Improvements at and within the Land in
accordance with this Lease, the Project Construction Documents, the Minimum Stadium Requirements,
all applicable Governmental Rules and the Project Plans.
(fff) “Project Plans” means individually and collectively, the concept drawings, schematic drawings,
design development drawings and detailed working drawings and specifications for the Project
Improvements (including the Minimum Stadium Requirements) prepared by the Architect in the form
approved by the City and Lessee.
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(ggg) “Purchasing Policy” means the policy attached hereto as Exhibit D.
(hhh)“Rentals” shall have the meaning ascribed thereto in Section 4.3.
(iii) “Removables” shall have the meaning ascribed thereto in Section 5.5.
(jjj) “Sanctioning Association” means the Texas League, and the National Association of Professional
Baseball Leagues, Inc., and their respective successors, if any, and any replacement or additional baseball
association that Lessee certifies to the City is a nationally recognized baseball association that sanctions
professional baseball teams affiliated with major league baseball.
(kkk)“Seat Rights” shall have the meaning ascribed thereto in Section7.10.
(lll) “State” means the State of Texas.
(mmm) “Substantial Completion” (or “Substantially Complete”) means the stage in the progress of the
Project Improvements Work when the Project Improvements Work is (i) sufficiently complete in
accordance with the Project Construction Documents and Minimum Stadium Requirements so that
Lessee can occupy and use the Project Improvements for their intended purpose, (ii) the Minimum
Stadium Requirements and all other improvements, equipment and systems included in the Project
Improvements are operational as designed and scheduled, (iii) all designated or required governmental
inspections and certifications have been made and posted, (iv) the Project Contractor’s instruction of
Lessee’s designated personnel in the operation of equipment and systems has been completed, (v) all
final finishes contemplated by the Project Construction Documents and Minimum Stadium Requirements
are in place and (vi) the only Project Improvements Work that remains is minor in nature, has been
identified on a punch list approved by Lessee, and may be completed without interfering with Lessee’s
operation of the Leased Premises.
(nnn) “Target Substantial Completion Date” shall have the meaning ascribed thereto in Section 3.5.
(ooo) “Targeted Tax” means any admission tax, parking tax, facility use tax and any other tax imposed by
the City not in effect as of the date hereof that either by its terms or effect of its application is not of
general application but is designed to be applicable to Lessee, the revenues from Lessee’s conduct of its
business, the activities on the Leased Premises, or Lessee’s personnel.
(ppp) “Team” means a minor league baseball franchise owned by Lessee or its Affiliate and approved by
the Sanctioning Association to play baseball in the Baseball Stadium and which has a player development
contract associated with a Major League Baseball franchise.
(qqq) “Term” shall have the meaning ascribed thereto in Section 4.2.
(rrr) “Unamortized Portion of the Lessee’s Contribution” shall mean, as of the date of determination
thereof, the unamortized portion of the Lessee’s Contribution based on a ten (10) year straight line
amortization of the actual total amount of the Lessee’s Contribution, prorated based on the number of
days in the Lease Year to the extent the date of determination is not at the end of a Lease Year [i.e., the
Unamortized Portion of Lessee’s Contribution shall be nine-tenths (9/10ths) of the actual total amount of
the Lessee’s Contribution at the end of the first Lease Year and shall be eight-tenths (8/10ths) at the end
of the second Lease Year and so on until the end of the tenth Lease Year at which time the Unamortized
Portion of the Lessee’s Contribution shall be zero].
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(sss) “Untenantable Condition” shall mean the existence of any one of the following conditions but only to
the extent the same is not the result of the failure of Lessee to perform its obligations as required under this
Lease:
(i) The Leased Premises are not in compliance with rules and regulations in effect on the
Effective Date of the applicable Sanctioning Association for any reason, the result of such non- compliance
is that the Sanctioning Association, or its rules, prohibit Lessee or its Affiliate from conducting sanctioned
games or authorizes the Sanctioning Association to assess fines or penalties, and the City fails to cause
the same to be placed into compliance within a reasonable time following the City’s receipt of written
notice of such non-compliance (the City hereby agreeing to perform such work as necessary to keep the
Leased Premises in compliance, subject to the limitation on the City’s Contribution as provided herein);
(ii) The use or occupancy of the Leased Premises for baseball games is not permitted under
applicable governmental rule or is restricted in any material respect under applicable governmental rule,
including, but not limited to, denial of access; or
(iii) The use or occupancy of thirty percent (30%) or more of any of the public seating areas,
other public areas, or parking areas, within the Leased Premises during the Team’s season is materially
restricted by the City or are unusable (and not replaced by suitable temporary accommodations) for a
period of ninety (90) consecutive days or ninety (90) days out of any consecutive one hundred eighty
(180) day period; or
(iv) The use or occupancy of thirty percent (30%) or more of the private suites or fifteen percent
(15%) or more of the concession areas within the Leased Premises is materially restricted by the City or
unusable during the Team’s season for a period of sixty (60) consecutive days or ninety (90) days out of
any consecutive one hundred eighty (180) day period.
(ttt) “Warranty Claim” shall have the meaning ascribed to it in Section 3.3 hereto.
ARTICLE II
REPRESENTATIONS AND WARRANTIES
Section 2.1. Representations and Warranties by the City. The City makes the following
representations and warranties as the basis for the undertakings on its part herein contained:
(a) The City is a home rule municipal corporation, existing and in good standing under the laws of the
State, and has the power to enter into the transactions contemplated by this Lease and to carry out its
obligations hereunder. By written ordinance, the City has duly approved the execution and delivery of
this Lease.
(b) The City has taken all action and has complied with all provisions of law with respect to the
execution, delivery and performance of this Lease and each of the Project Construction Documents to
which it is a party and the due authorization of the consummation of the transactions contemplated
hereby and thereby, and this Lease and each of the Project Construction Documents to which it is a party
have been duly executed and delivered by, and constitute the valid and legally binding obligation of, the
City, enforceable against the City in accordance with their respective terms.
(c) Neither the execution and delivery of this Lease or the Project Construction Documents to which the
City is a party, the consummation of the transactions contemplated hereby or thereby, nor the fulfillment
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of or compliance with the terms and conditions of this Lease or such Project Construction Documents,
violate any law or regulation, or any judicial order, judgment, decree, or injunction, conflict with or
results in a breach of any of the terms, conditions or provisions of any restriction, ordinance or any
agreement or instrument to which the City is now a party or by which it is bound, or constitute a default
under any of the foregoing, or result in the creation or imposition of any lien, charge or encumbrance of
any nature whatsoever upon any of the property or assets of the City under the term of any instrument or
agreement.
(d) There is no litigation now pending or, to the City’s knowledge, threatened challenging the powers of
the City or in any way affecting this Lease.
(e) The execution and delivery of this Lease and each of the Project Construction Documents to which
the City is a party, the consummation of any of the transactions contemplated hereby or thereby or
compliance with the terms and provisions hereof or thereof do not and will not (i) violate any law or
regulation or any order or decree of any court or governmental instrumentality applicable to the City,
which violation would materially and adversely affect the ability of the City to perform its obligations
under this Lease or any of the Project Construction Documents; (ii) conflict with or would result in the
breach of, or constitute a default under, this Lease or any of the Project Construction Documents, or any
other contract, lease, indenture, loan agreement, mortgage, deed of trust or other agreement or instrument
to which the City is a party or by which the City or its property may be bound, which conflict, breach or
default would materially and adversely affect the ability of the City to perform its obligations under this
Lease or any Project Construction Document; or (iii) violate the charter, articles of incorporation or
bylaws of the City. No consent, approval authorization or order of any governmental or regulatory
authority, agency, commission or board of arbitration was or will be required in connection with the
execution and delivery by the City of this Lease and the Project Construction Document to which it is a
party or the consummation of the transactions contemplated hereby or thereby or compliance with the
terms and provisions hereof or thereof, except such as have been obtained and are in full force and effect.
(f) To the best of the City’s knowledge, no event has occurred and no condition currently exists, which
constitutes or may, with the passage of time or the giving of notice, or both, constitute an Event of
Default with respect to or on the part of the City under this Lease or any of the Project Construction
Documents to which it is a party or that could materially adversely affect the ability of the City to
perform its obligations hereunder or thereunder.
(g) The Corporation has been duly created by the City, is in good standing under the laws of the State,
and has the authority under State law to issue debt to fund the City’s Contribution.
Section 2.2. Representations and Warranties by Lessee. Lessee makes the following representations
and warranties as the basis for the undertakings on its part herein contained:
(a) Lessee is a limited partnership duly organized under the laws of the State and duly qualified to do
business in the State, is in good standing in the State, has power to execute and enter into this Lease and
by proper corporate action has been duly authorized to execute and deliver this Lease.
(b) Each of the agreements to which it is a party including this Lease, have been duly executed and
delivered by duly authorized officers of Lessee, and constitute valid and binding obligations of Lessee,
enforceable against Lessee in accordance with their respective terms.
(c) Neither the execution and delivery of this Lease, the consummation of the transactions contemplated
hereby, nor the fulfillment of or compliance with the terms and conditions of this Lease, violate any law
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or regulation, or any judicial order, judgment, decree, or injunction, conflict with or results in a breach of
any of the terms, conditions or provisions of any restriction, ordinance or any agreement or instrument to
which Lessee is now a party or by which it is bound, or constitute a default under any of the foregoing, or
result in the creation or imposition of any lien, charge or encumbrance of any nature whatsoever upon
any of the property or assets of Lessee under the term of any instrument or agreement.
(d) No approvals or consents, other than those that have been or will in normal course be obtained, are
necessary in order for Lessee to execute and deliver this Lease.
(e) There is no litigation now pending or, to Lessee's knowledge, threatened, challenging the corporate
existence of Lessee and there is no pending, or to Lessee's knowledge, threatened action or proceeding
before any court or administrative agency that individually (or in the aggregate in the case of any group
of related lawsuits) is expected to have a material adverse effect on the financial condition of Lessee or
the ability of Lessee to perform its obligations under this Lease.
(f) The execution and delivery of this Lease, the consummation of any of the transactions contemplated
hereby or compliance with the terms and provisions hereof do not and will not (i) violate any law or
regulation or any order or decree of any court or governmental instrumentality applicable to Lessee or
any of its Subsidiaries, which violation would materially and adversely affect the ability of Lessee to
perform its obligations under this Lease; (ii) conflict with or would result in the breach of, or constitute a
default under, this Lease, or any other contract, lease, indenture, loan agreement, mortgage, deed of trust
or other agreement or instrument to which Lessee is a party or by which Lessee or its property may be
bound, which conflict, breach or default would materially and adversely affect the ability of Lessee to
perform its obligations under this Lease; or (iii) violate the charter, articles of incorporation or bylaws of
Lessee. No consent, approval authorization or order of any governmental or regulatory authority, agency,
commission or board of arbitration was or will be required in connection with the execution and delivery
by Lessee of this Lease or the consummation of the transactions contemplated hereby or compliance with
the terms and provisions hereof, except such as have been obtained and are in full force and effect.
(g) Lessee has duly and validly obtained all material certificates, licenses and permits from all public
authorities, both federal and state, required as of the Effective Date to enable Lessee to carry on its
business as it is now conducted and to enter into this Lease.
(h) To the best of Lessee’s knowledge, no event has occurred and no condition currently exists, which
constitutes or may, with the passage of time or the giving of notice, or both, constitute an Event of
Default with respect to or on the part of Lessee under this Lease or that could materially adversely affect
the ability of Lessee to perform its obligations hereunder.
(i) Lessee or its Affiliate owns and will continue to own a AA minor league baseball team approved by a
Sanctioning Association that is affiliated with a major league baseball team; Lessee or its Affiliate shall
locate such team in the City and play its regularly scheduled home games and post-season play-off home
games at the Baseball Stadium (subject to temporary changes in “home” vs. “away” status as may be
directed from time to time by the Sanctioning Association).
ARTICLE III
PROJECT DEVELOPMENT
– COMPLETED
The Parties acknowledge that construction of the Baseball Stadium has been completed and the Lessee has
taken possession of the Leased Premises. To the extent that any provision in this Article III or elsewhere in
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this Lease references actions related to construction of the Baseball Stadium, apart from annual maintenance,
Capital Repair Work, enhancements and upgrades contemplated by Article VII and any Alterations, or
additional Improvements contemplated by Article V, the Parties agree that such provision has been
performed and such work has been completed.
Section 3.1. Project Design. The City will enter into the Architect’s Contract and shall be solely
responsible for the payment of all fees and reimbursable expenses due and payable from time to time
under the Architect’s Contract notwithstanding any contrary provision hereof. Subject to Force Majeure,
the City shall be responsible for the timely completion of the design of the Project. The Project Plans
shall be in compliance with applicable written rules and regulations of the Sanctioning Association in
effect on the Effective Date and permit Final Completion of the Project Improvements Work for an
amount not to exceed the City’s Contribution. Lessee shall have the right to approve the Architect’s
Contract and the Project Plans and agrees to assist the City with respect to ensuring such compliance with
the applicable rules and regulations of the Sanctioning Association.
Section 3.2. Project Improvements. The City agrees to fund the Project Improvements in an amount not
to exceed the City’s Contribution. Should Lessee require any changes to the Minimum Stadium
Requirements or any changes to Project Plans that have been previously approved by Lessee in writing
and such changes result in the Project Costs exceeding the City’s Contribution, Lessee agrees to be solely
responsible for the payment of such amounts in excess of the City’s Contribution, and shall timely
deposit with the City in such manner as the City and Lessee shall determine such additional amounts for
the purpose of funding the Project Improvements. The City, with Lessee’s approval, shall enter into a
Project Construction Contract with the best value for the Project Improvements Work for the Project
Improvements, in accordance with this Lease, the Project Plans, the Minimum Stadium Requirements and
all applicable Governmental Rules. The Project Plans (including detailed plans and specifications) shall
be developed and prepared by the Architect at the City’s expense and direction and in cooperation with
Lessee and submitted by the City to Lessee for its approval which will not be unreasonably withheld,
conditioned or delayed (it being understood, however, that Lessee may withhold its approval in its sole
discretion to the extent it believes that the City’s Contribution will not be sufficient to fully fund the
construction of and cause the Final Completion of the Project Improvements in accordance with the
Minimum Stadium Requirements). Lessee shall have ten (10) days to review the Project Plans and if
they do not object within such time, they are deemed approved. In the event there is a dispute between
the City and Lessee regarding the Project Plans, provided they (i) are in compliance with applicable
written rules and regulations of the Sanctioning Association in effect on the Effective Date and (ii)
include all of the Minimum Stadium Requirements, the City shall have the final approval of the Project
Plans. Any changes to the final Project Plans shall be subject to the prior approval of the City and
Lessee. Any replacement of the Project Contractor following a default by the Project Contractor shall be
subject to the approval of Lessee.
Section 3.3. Contract Requirements and Warranty Claims. The City shall ensure that the Project
Construction Contract for the Project Improvements and all subcontracts for the supply of equipment or
systems to the Project Contractor for the Project Improvements shall provide for the assignment of all
warranties, maintenance agreements thereunder to Lessee and give Lessee the independent right to
enforce the same as an express third party beneficiary thereunder, and permit Lessee to use (but not own)
any plans and specifications to which the City is then entitled pursuant to any such contracts. The City
covenants and agrees that without the prior consent of Lessee, which consent shall not be unreasonably
withheld, conditioned or delayed, the City will not (i) voluntarily, involuntarily, by operation of law or
otherwise, sell, assign or transfer any of the maintenance and warranty contracts to any person other than
Lessee; (ii) terminate any of the maintenance and warranty contracts; (iii) waive or release any of the
respective obligations of any person under any of the maintenance and warranty contracts; or (iv) in any
way voluntarily modify or amend any of the maintenance and warranty contracts. Further, the City agrees
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that Lessee is a third-party beneficiary of the warranty contracts and hereby conveys, transfers and
assigns to Lessee the nonexclusive right to enforce any and all of the respective obligations of any person
under the maintenance and warranty contracts, including, but not limited to, any and all representations
and warranties thereunder. The City and Lessee shall cooperate with each other in prosecuting any and
all warranty and similar claims under any and all contracts or other agreements with third parties for the
design, construction, supply, alteration, improvement, maintenance or renewal of the Project Improvements
and Leased Premises, including, but not limited to, any and all such claims under the Project
Construction Contract (each a “Warranty Claim”). All recoveries from any such Warranty Claims shall be
applied, first, to the cost of collection, second, on a proportional basis to the City and Lessee to
(x) reimburse Lessee for the cost and expenses incurred in order to repair, restore, renew or replace any
part of the Project Improvements or Leased Premises as to which such Warranty Claim relates and which
have not been paid out of the Capital Repair Work Account and (y) to reimburse the City for amounts
paid to Lessee as the City’s expenses relating to such Warranty Claim.
Section 3.4. Access to the Project. Lessee and its agents, contractors, sublessees, licensees, and
concessionaires shall have the right of access at normal construction hours during the construction period,
for themselves and their authorized representatives, to the Land and the Project Improvements and all
portions thereof for the following purposes, without charges or fees or the commencement of rent under
this Lease, provided Lessee and all such agents, contractors, sublessees, licensees, and concessionaires (i)
notify the City in advance of such proposed entry by any of Lessee’s subtenants, licensees or
concessionaires, (ii) do not hinder or interfere with the Project Improvements Work or the activities of the
City’s contractors, (iii) take such reasonable protective precautions or measures as the City or the Project
Contractor may reasonably request, given the stage of the Project Improvements Work at the time of such
entry; and (iv) comply with the provisions of the Project Construction Contract relating to the City’s
rights to access: (a) Conducting inspections for purposes of determining compliance with this Lease; (b)
Construction and installation of any Concession Improvements and any other improvements permitted by
the Lease so long as, in either case, Lessee does not unreasonably interfere with the construction of the
Project Improvements Work by the Project Contractor; (c) Construction and installation of any interior
tenant finish work, construction and installation of offices for Lessee, use of its offices for ticket sales and
promotions and other normal and customary business, and equipping locker room and related facilities
for Lessee; (d) Installation of any additional fixtures or equipment desired by Lessee; (e) Tours of the
Land and Project Improvements sponsored by Lessee; and (f) The erection and maintenance of billboards
and signs during the construction period consistent with Lessee’s naming rights and advertising rights
under this Lease. Prior to RSR starting any work on the Leased Premises, it shall obtain and cause all of
its contractors and subcontractors to obtain separate builder’s risk insurance coverage and comprehensive
general liability insurance in amounts and upon terms acceptable to the City (but not exceeding the
requirements the City imposes on contractors working on City property). Subject to compliance with the
City’s ordinances related to occupancy of buildings, Lessee shall have the right to take possession of its
offices (subject to the terms hereof) and use the same for the conduct of Lessee’s normal and customary
business. Any entry, access or occupancy provided to Lessee pursuant to the terms of this Section 3.4
shall not be deemed to be acceptance of the Project Improvements Work or commence the Term. Lessee
shall be responsible for all utility and other costs associated with taking possession of its offices. Lessee
shall cooperate with the City in all aspects of the development and construction of the Baseball Stadium
and not unreasonably hinder, delay or interfere with the development and construction of the Project
Improvements.
Section 3.5. Schedule for Substantial Completion and Liquidated Damages. The City shall cause
Substantial Completion of the Project Improvements Work to occur on or before March 24, 2005 (the
“Target Substantial Completion Date”). In addition, the City agrees to include in the Project
Construction Contract a provision whereby the Project Contractor agrees to pay liquidated damages (i) in
the amount of $1,000 per day for each day beyond the Target Substantial Completion Date that the
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Project Contractor fails to achieve Substantial Completion, and (ii) in the amount of $100,000 for each
scheduled baseball game which Lessee is unable to conduct in the Project Improvements due to the
failure of the Project Contractor to have achieved Substantial Completion on or before the Target
Substantial Completion Date. For purposes hereof, Lessee will be deemed to be unable to conduct its
first scheduled baseball game if Substantial Completion has not been achieved at least ten (10) days prior
to the scheduled date of such opening or subsequent game and the $100,000 liquidated damages shall be
due and payable for each such game even if the game is in fact played. Notwithstanding anything in this
Lease, the Project Construction Documents or any other agreements related hereto to the contrary, Lessee
agrees that Lessee’s sole remedy for any delay in Substantial Completion of the Project Improvements
Work beyond the Target Substantial Completion Date is to obtain the liquidated damages from the
Project Contractor; provided, however, that if Lessee does not actually receive the liquidated damages
from the Project Contractor as contemplated hereby within ten (10) days of Lessee’s demand therefore,
then Lessee shall have the right to offset all liquidated damage amounts that are due but not received by
Lessee as contemplated hereby against the Rentals and/or any other amounts due or to become due to the
City pursuant to this Lease; and provided, further, however, that if Substantial Completion has not
occurred on or before April 24, 2005, Lessee shall have the right and option to terminate this Lease by
written notice to the City and upon delivery of any such notice the City shall pay to Lessee the
Unamortized Portion of Lessee’s Contribution (measured as of the date of termination) and Lessee shall
have no further liability or responsibility to the City under or in connection with this Lease.
Section 3.6. Lessee Requested Additions or Modifications. In the event that Lessee determines that it
desires any additions or modifications to the Minimum Stadium Requirements or any changes to Project
Plans that have been previously approved in writing by Lessee (“Lessee Requested Modifications”),
Lessee shall submit a written request along with plans and specifications for the Lessee Requested
Modifications to the City for its approval. In the event that the Lessee Requested Modification results in
an increase in the Project Cost over and above the City’s Contribution, such increase shall be the sole
responsibility of Lessee, and it will be the sole responsibility of Lessee to timely pay the cost of the
Lessee Requested Modifications. After confirming Lessee’s commitment to pay such increase, the City
shall direct the Project Contractor to perform the same.
Section 3.7. Lessee Build Out. Lessee covenants and agrees that Lessee shall design, construct, and
place in service the Concession Improvements, the suites and related build out obligations set forth herein
(including the Minimum Lessee Improvement Requirements), or cause the same to be designed,
constructed, and placed in service in accordance with the Project Plans and applicable Governmental
Rules, all at Lessee’s sole cost and expense. Lessee agrees that when complete such improvements and
facilities will be of a quality generally consistent with those contained in Comparable Facilities.
Section 3.8. Performance and Payment Bonds. Prior to Lessee commencing any construction project
estimated to cost greater than $500,000, Lessee shall provide to the City for its approval a statutory form
payment and performance bond for such project.
Section 3.9. Change Orders. No changes in plans or specifications shall be made to the Project, the
Project Construction Contract, the Project Plans or Minimum Stadium Requirements unless agreed to in a
written change order (“Project Change Order”) approved in writing by the City and Lessee. Unless
otherwise agreed with respect to any specific Project Change Order, the Party submitting the proposed
Project Change Order shall be responsible for all costs relating to such Project Change Order.
ARTICLE IV
LEASE OF LEASED PREMISES
Section 4.1. Grant.
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(a) In consideration of and pursuant to the covenants, agreements, and conditions set forth herein, the
City does hereby lease, let, demise, and rent exclusively unto Lessee, and Lessee does hereby rent and
lease from the City, the Leased Premises. On the Commencement Date, the City will give and deliver to
Lessee exclusive possession and occupancy of the Leased Premises free of all tenancies and parties in
possession of such Leased Premises (other than those arising by, through or under Lessee) and free of
Hazardous Materials. (For the purpose of this section and Section 13.26, the Leased Premises is
considered free of Hazardous Materials, if it has been remediated to the satisfaction of the appropriate
Governmental Authority.) The City, if necessary, will provide Lessee with the appropriate consent of the
Governmental Authority that the Leased Premises meets the requisite standards of being free of Hazardous
Materials. The City shall deliver the Leased Premises to Lessee on the Commencement Date in good
condition and repair and in a clean and orderly condition.
(b) The City covenants for the Term that Lessee, upon paying the Rentals and upon keeping, observing
and performing the terms, covenants and condition of this Lease to be kept, observed and performed by
Lessee, including, without limitation, the terms, covenants and conditions set forth in Article VI of this
Lease, shall and may quietly and peaceably hold, occupy, use, and enjoy the Leased Premises without
ejection or interference by or from the City, subject only to the terms and provisions set forth herein.
(c) The City covenants that Lessee’s leasehold interest in, and other rights to, the Leased Premises arising
under this Lease shall be senior and prior to any lien, lease or other encumbrance existing, created or
arising in connection with the acquisition, development, construction or financing of the Leased Premises
or the Project Improvements Work or any portion thereof. The foregoing does not extend to any liens,
leases or encumbrances arising by, through or under Lessee or its agents acting in such capacity.
Section 4.2. Term. The term (the “Term”) of this Lease shall commence upon the Commencement Date
and shall continue for a period of thirty (30) years thereafter, unless earlier terminated in accordance with
the terms hereof; provided, however, that if the expiration date of the Term shall fall during a baseball
season, then the Term shall be automatically extended to the day that is sixty (60) days after the last home
game (regular or post-season) of such season and the rental shall be prorated for such extension period
based on the rental then in effect for such final Lease Year.
Section 4.3. Rent. (a) Lessee agrees to pay annual rental for each Lease Year during the base Lease Term
on or before the first day of each such Lease Year, as follows:
Lease Years 1 – 5 - $50,000.00 per Lease Year
Lease Years 6 – 10 - $60,000.00 per Lease Year
Lease Years 11 – 15 - $70,000.00 per Lease Year
Lease Years 16 – 20 - $80,000.00 per Lease Year
Lease Years 21 – 25 - $90,000.00 per Lease Year
Lease Years 26 – 30 - $100,000.00 per Lease Year
(b) Lessee shall timely pay to the City the Rentals to be paid by Lessee to the City under this Lease,
without deduction or setoff (except as otherwise expressly provided in this Lease), at the City’s address
provided for in this Lease or as otherwise specified by the City in writing. Notwithstanding the foregoing,
if tax-exempt debt is issued to fund the City’s Contribution, the City may reduce the Rentals if necessary
to ensure compliance with the federal income tax laws applicable to tax-exempt debt.
Section 4.4. Permitted Uses. Throughout the Term, Lessee shall occupy and use the Leased Premises for
the primary purposes of conducting regularly scheduled and post-season home games played by the Team
(including radio and television broadcasting or other transmission of same) in accordance with the rules
and regulations of the Sanctioning Association. In addition to the foregoing, the permitted uses shall
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include the conducting of meetings, trade shows, exhibitions, concerts, public entertainment events, other
baseball games and sporting events, and other similar traditional baseball functions that will encourage
economic development and tourism in the City of Corpus Christi; and for purposes related and incidental
thereto including, without limitation, operation of restaurants and concession facilities in and adjacent to
the Baseball Stadium (during games and events and at other times), sale of food and beverages (alcoholic
and non-alcoholic), conducting tours, storage, and office uses), and for any other lawful purpose that is
not a prohibited use described in Section 4.7.
Section 4.5. Compliance with Laws.
(a) Lessee shall, throughout the Term, and at no expense to the City, promptly comply or cause compliance
in all material respects with all laws, ordinances, orders, rules, regulations and requirements of duly
constituted Governmental Authorities, which may be applicable from time to time to its use of the Leased
Premises and its operation, repair and alteration thereof.
(b) Lessee shall not, however, be required to comply or cause compliance with such laws, ordinances,
orders, rules, regulations or requirements, if Lessee is, after prior written notice to the City, contesting the
same or the validity thereof in good faith, at Lessee's expense by appropriate proceedings; and provided
further, such noncompliance will not have a material adverse effect on the Leased Premises or Lessee or
the performance of its obligations hereunder. Such contest may be made by Lessee in the name of the
City or Lessee, or both, as Lessee shall reasonably determine, and the City shall, at Lessee's expense,
cooperate with Lessee in any such contest to such extent as Lessee may reasonably request; provided,
however, that Lessee may not contest in the name of the City any law, ordinance, rule, regulation, order
or requirement of the City, and the City has no obligation to cooperate in any such contest against the
City. The City shall not, however, be subject to any liability for the payment of any costs or expenses in
connection with any such proceedings brought by Lessee, and Lessee covenants to pay, and to indemnify
and save the City harmless from, any such costs or expenses, including, but not limited to, court costs and
attorneys' fees.
Section 4.6. Obligations of Lessee Unconditional. The obligations of Lessee under this Agreement
including, but not limited to, the obligations to pay the Rentals, to maintain the Leased Premises and to
pay the premiums or charges necessary to maintain or cause to be maintained the insurance required
herein, and to provide the indemnity required herein shall be absolute and unconditional and shall not be
subject to any defense (other than payment) or any right of set-off, counterclaim, abatement or otherwise
except as expressly permitted by this Lease.
Section 4.7 Prohibited Uses.
(a) Lessee shall not allow the Leased Premises to be used for any of the following purposes:
public nuisance; any use violating law; use as a sexually oriented business as defined in the City Code; or
use as an industrial site or waste disposal facility.
(b) Lessee shall not knowingly use the Leased Premises for any use that would cause the
bonds used to finance the Baseball Stadium to lose their tax-exempt status. The City shall be responsible
to notify Lessee of any prohibited uses that could cause such a result. If any of the permitted uses
expressly described in Section 4.4 above shall be or become prohibited uses under this Section 4.7(b),
then Lessee may terminate this Lease and the City shall promptly pay to Lessee the Unamortized Portion
of the Lessee’s Contribution (measured as of the date of termination).
ARTICLE V
BEGINNING CONDITION, ALTERATIONS AND IMPROVEMENTS
Section 5.1. Beginning Condition. On the Commencement Date, the City shall deliver exclusive and
vacant possession of the Leased Premises to Lessee with all Project Improvements Work being
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Substantially Complete and in good working order and condition and having been accepted in writing by
Lessee (subject only to minor punch list items which can be completed by the City or the Project
Contractor without interfering with Lessee’s operation of the Leased Premises). - COMPLETED
Section 5.2. Alterations. Any subsequent alterations, additions, or construction of new improvements on
or in the Leased Premises must be consistent with the permitted uses of the Leased Premises as set forth
in Section 4.4 and must be consistent with the then appearance of the Leased Premises and the uses being
made thereof; and must be approved in advance in writing by the City, such approval not to be
unreasonably withheld; provided, however, that Lessee is not required to obtain the City’s prior approval
for (a) non-structural remodeling or installation or removal of Removables or other trade fixtures and
equipment; (b) temporary improvements or alterations to accommodate particular events; (c) alterations
required to comply with any applicable law or any requirements of the Sanctioning Association; (d)
alterations resulting from restorations or repairs of existing facilities; or (e) any nonstructural alterations
costing less than $100,000, with respect to any single alteration, or $500,000 in any calendar year with
respect to a series of alterations. For the purposes of this Section, routine maintenance, repairs, and
capital improvements of any kind that do not exceed the sum of $100,000 do not require the prior consent
or approval of the City. Notwithstanding the foregoing, Lessee shall have the right to construct additional
facilities upon the Land so long as the same are consistent in exterior appearance with the architectural
theme of the Baseball Stadium, Lessee provides the City reasonable evidence of Lessee’s ability to pay
for the same, and so long as the same, when completed, will not have reduced the overall utility of the
Baseball Stadium or weakened or impaired the structural integrity of the Baseball Stadium. For work
requiring the City’s approval, Lessee shall submit the plans, specifications and construction drawings to
the City with Lessee’s request for approval. Anything to the contrary herein notwithstanding, no such
alterations, additions or improvements shall cause the facilities within the Leased Premises to cease to
qualify as a “project” under Section 4A(i) of Article 5190.6, Texas Revised Civil Statutes.
Section 5.3. Compliance with Regulatory Requirements. Lessee agrees that all additions and
alterations on or to the Leased Premises constructed by it shall be constructed in accordance with all
applicable ordinances and statutes of Governmental Authority as well as the codes of the City. Lessee
shall, at its sole cost and expense, procure or cause to be procured all necessary building permits, other
permits, licenses and other authorizations required for the lawful and proper addition to or alteration, use,
occupation, operation, and management of the Leased Premises (the City agrees to cooperate with
Lessee’s efforts with respect to obtaining such permits, licenses or other authorizations).
Section 5.4. Ownership of Improvements. Provided and for so long as no Event of Default has occurred
hereunder, title to and ownership of the Leased Premises during the Term of this Lease shall be and
remain in the City, except for trade fixtures, furniture, equipment, furnishings and their personal property
installed in or affixed to the Leased Premises by or on behalf of Lessee (collectively, the “Removables”),
all of which shall remain Lessee’s sole property. At the expiration or other termination of the Lease, all
alterations, additions, and improvements to the Leased Premises (except for the Removables) must
remain upon and be surrendered with the Leased Premises. Notwithstanding any of the above, so long as
the City consents to assume the obligations of Lessee under any concession agreements, any concession
equipment (other than Removables) shall remain in the Leased Premises.
Section 5.5. The City’s Right of Inspection. Prior to the City giving or withholding its consent to any
proposed construction, alteration, addition or Capital Repair (as defined herein) to the Leased Premises
requiring such consent as set forth in Sections 5.2 and 7.3 herein, the City may review Lessee's conceptual
design drawings and construction drawings for such construction work, the reasonable, out- of-pocket
costs paid to third parties therefore to be paid by Lessee. Upon completion of any new construction
or alteration or addition to existing improvements for which the City's approval is needed under the
terms of this Lease, Lessee shall obtain a written certification addressed to the City from a licensed
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architect or engineer reasonably acceptable to the City stating that the construction has been completed
substantially in accordance with the construction drawings and that, to the best of each professional’s
knowledge, the completed improvements are in compliance with all applicable ordinances, statutes, and
the requirements of all Governmental Authority. Additionally, the City may, at its sole discretion, cost
and expense, have the Leased Premises inspected by an inspector qualified to determine compliance with
Major League Baseball facilities’ standards and regulations, in order to determine whether or not
Lessee is maintaining the Leased Premises commensurate with Major League Baseball facilities’
standards and regulations and/or whether or not Lessee is maintaining the Leased Premises at a level
commensurate with the Comparable Facilities, as required in Section 6.1.5 herein.
ARTICLE VI
THE OPERATOR’S RIGHTS AND OBLIGATIONS
Section 6.1. Management. Lessee shall be the exclusive manager and operator of the Baseball Stadium
and shall have the exclusive right to contract for its license or use during the Term in a manner that will
promote and further the purposes for which the Baseball Stadium has been constructed. Lessee shall do all
things and take all commercially reasonable actions necessary for the operation and maintenance of the
Baseball Stadium as a baseball stadium and entertainment facility in accordance with this Lease and in a
manner generally consistent with the operation and maintenance of the Comparable Facilities as of the
Effective Date, subject to normal wear and tear. Without limiting the generality of the foregoing, Lessee
is authorized to and shall:
6.1.1 charge and collect all operating revenue, parking use charges, concession revenue, and
seat and suite use charges for the Baseball Stadium and leased Premises and, in
connection therewith, use all commercially reasonable efforts to obtain all fees, rents and
other amounts due from licensees, concessionaires and other users of the Baseball Stadium
and Leased Premises; and shall cause notices to be served upon such licensees and other
users to quit and surrender space occupied or used by them where desirable or necessary
in the opinion of Lessee and shall ask for, demand, collect and give receipts for all amounts
which at any time may be due from any licensees and other users of the Baseball
Stadium and Leased Premises;
6.1.2 commence, defend and settle in good faith such legal actions and proceedings concerning
the operation of the Baseball Stadium (except for City events) as are necessary or
required in the opinion of Lessee and shall retain counsel in connection therewith;
6.1.3 employ, pay and supervise all personnel that Lessee determines to be necessary for the
operation of the Baseball Stadium (such personnel, during the course of such
employment, shall be employees of Lessee and shall not be employees of the City);
determine all matters with regard to such personnel, including without limitation,
compensation, bonuses, fringe benefits, hiring and replacement and shall prepare, on its
own behalf and file when due, all forms, reports and returns required by law relating to
the employment of such personnel;
6.1.4 purchase and maintain all materials, tools, machinery, equipment and supplies deemed
necessary by Lessee for the operation of the Baseball Stadium;
6.1.5 maintain the Baseball Stadium in accordance with Comparable Facilities subject to
normal wear and tear, and maintain and operate the Baseball Stadium in compliance with
all requirements necessary for the conduct of all home games;
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6.1.6 prepare, coordinate, implement, revise as necessary and administer a preventative
maintenance plan and program for the Baseball Stadium, its machinery and equipment,
and provide a maintenance log for each prior Lease Year;
6.1.7 from and after the Commencement Date, arrange for and provide all utility and other
services for the Baseball Stadium and pay or cause to be paid when due all charges for
water, sewer, gas, light, heat, telephone, electricity, and other utilities and services
rendered to or used on or about the Baseball Stadium (the City and/or the Project
Contractor shall be responsible for arranging and paying for all utility services necessary
for the construction and Final Completion of the Project Improvements Work and for
providing permanent utility services infrastructure and hook-ups for Lessee’s use);
provided, however, that the City and Lessee shall cooperate in an effort to obtain the
most favorable rates for electricity and other utility services and, in that regard, if the
City is able to procure such utility services at more favorable rates than Lessee, then the
City and Lessee shall in good faith negotiate and amendment to this Lease whereby the
City will agree to provide such utility services and Lessee will agree to reimburse the
City for all such charges on a pass through basis (and without mark-up by the City);
6.1.8 maintain or cause to be maintained all necessary licenses, permits and authorizations for
the operation of the Baseball Stadium;
6.1.9 furnish to the City such reports and other information concerning the condition of the
Baseball Stadium and operation thereof (excluding any financial operating results or
other information deemed commercially sensitive by Lessee) as may be reasonably
requested from time to time by the City, it being understood, however, that Lessee shall
not be required to generate any special reports but rather just make available to City any
reports already prepared by Lessee in the normal conduct of its business;
6.1.10 procure and negotiate contracts with concessionaire(s) for the operation of consumable
and/or non-consumable concessions at the Baseball Stadium (unless Lessee shall self-
operate such concessions); and
6.1.11 control the issuance of and issue all credentials for events at the Baseball Stadium.
Section 6.2. Promotions and Marketing. Lessee’s obligation to operate the Baseball Stadium generally
consistent with Comparable Facilities shall not apply to promotional, event, or marketing activities, and
Lessee shall have the discretion to adopt and implement such promotional and marketing practices as
Lessee deems appropriate for the operation of its business at the Leased Premises.
ARTICLE VII
ADDITIONAL COVENANTS OF LESSOR AND LESSEE
Section 7.1. Maintenance, Operation and Capital Repair Work Expenses of the Leased Premises.
Subject to Section 7.4 herein, Lessee shall, at its sole cost and expense, perform all Capital Repair Work
(as defined herein), maintenance and routine repairs required to keep, maintain, and operate the Leased
Premises, including the interior and exterior, structural and nonstructural portions of the improvements,
in as good repair as exists on the Commencement Date and in compliance with all applicable laws,
regulations, orders and other governmental requirements of Governmental Authority applicable to the
Leased Premises from time to time, and generally consistent with the operation and maintenance practices
of the Comparable Facilities, subject to ordinary wear and tear, uninsured catastrophes, Force
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Majeure events, acts of God and events of condemnation. “Capital Repair Work” includes all work
performed and expenses incurred for routine maintenance of the facilities, for capital improvements, and
to repair, restore, replace, enhance, or refurbish any equipment, facility, structure or other component of
the Leased Premises. The City has no maintenance and repair obligations under this Lease and, subject to
the City’s obligations as set forth in Section 7.4 below, the City has no obligation to pay any maintenance,
repair, Capital Repair, capital or operating expenses of the Leased Premises.
Section 7.2. Lessee’s obligation to pay for maintenance, Capital Repair Work, enhancements and
upgrades of the Leased Premises. Lessee shall spend no less than Three Hundred Fifty Thousand
Dollars ($350,000) annually on maintenance, Capital Repair Work, enhancements and upgrades to the
Leased Premises, as required in Section 7.1 herein, beginning in the year 2013 and through the end of this
amended Lease’s Term. Notwithstanding the preceding statement, Lessee shall spend an amount greater
than $350,000 annually if necessary in order to maintain the Leased Premises commensurate with Major
League Baseball facilities’ standards and regulations and/or at a level commensurate with the
Comparable Facilities, whichever level is determined to be a higher standard by a qualified inspector, as
referenced in Section 5.5 herein.
Section 7.3. Lessee’s obligation to provide reports relating to maintenance, Capital Repair Work,
enhancements and upgrades. In addition to Lessee’s requirements under Section 5.5 herein, Lessee
agrees annually, on or before October 1, to provide the City (i) a written accounting of all maintenance,
Capital Repair Work, enhancements and upgrades to the Leased Premises paid for and completed by
Lessee in the previous Lease Year pursuant to Section 7.2 herein, for which Lessee requests
reimbursement from City pursuant to Section 7.4 herein, as well as (ii) a proposed detailed capital
improvement plan for City review and approval which shall consist of a schedule for and estimated budget
for proposed maintenance, Capital Repair Work, enhancements and upgrades for the upcoming year.
Such written accounting of all maintenance, Capital Repair Work, enhancements and upgrades paid for
and completed by Lessee in the previous Lease Year shall be subject to the written approval of the
City, such approval not to be unreasonably withheld, conditioned or delayed. Lessee’s proposed schedule
for and estimated budget of proposed maintenance, Capital Repair Work, enhancements and upgrades
for the upcoming year also shall be subject to the written approval of the City, such approval not to be
unreasonably withheld, conditioned or delayed.
Section 7.4. City’s obligation to reimburse Lessee. Upon City’s written approval of Lessee’s written
accounting of all maintenance, Capital Repair Work, enhancements and upgrades paid for and completed
by Lessee in the previous Lease Year pursuant to Section 7.2 herein, subject to appropriation by the
Corpus Christi City Council, and subject to Lessee’s compliance with Approved Procurement Practices
and all applicable statutory requirements, City shall reimburse Lessee for such approved expenditures
in the amounts set forth in 7.4.1 and 7.4.2, which shall be paid to Lessee no later than thirty (30) days
following the last game or event held at the Leased Premises of the year following completion of such
approved enhancements and upgrades.
7.4.1. City’s reimbursement obligation for the 2019-2020 City fiscal year. Regarding the
maintenance, Capital Repair Work, enhancements and upgrades paid for and completed by Lessee
in the 2019-2020 City fiscal year, City agrees to reimburse Lessee a 2 to 1 match of Lessee’s
payment, subject to availability of Corporation funds, with City reimbursement not to exceed two
million dollars, with actual reimbursement amount limited by the amount actually expended by
Lessee during the fiscal year for enhancements and upgrades. Corporation funds are available and
the funding for the 2019-2020 fiscal year was approved by the Corporation on December 9, 2019
and the Corpus Christi City Council on ________________, 2020. City and Lessee agree that, at a
minimum City shall reimburse Lessee One Hundred Seventy Five Thousand Dollars ($175,000) so
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long as Lessee complies with Section 7.2 requiring the expenditure of at least $350,000.
7.4.2 City’s annual reimbursement obligation beginning the 2020-2021 City fiscal year.
Regarding the maintenance, Capital Repair Work, enhancements and upgrades paid for and
completed by Lessee for each year beginning the 2020-2021 City fiscal year, City agrees to
reimburse Lessee a minimum amount of One Hundred Seventy Five Thousand Dollars ($175,000)
annually so long as Lessee complies with Section 7.2 requiring expenditure of at least $350,000.
Any request from Lessee for additional funding beyond the $175,000 provided in this Section will
require approval of the Corpus Christi City Council.
Section 7.5. Taxes and Other Charges. Lessee shall pay prior to delinquency, in addition to the
payment of Rentals, each and every lawful cost, expense and obligation of every kind and nature,
foreseen or unforeseen, by reason of Lessee's estate or interest in the Leased Premises or any portion
thereof or by reason of or in any manner connected with or arising out of Lessee's possession, operation,
maintenance, alteration, repair, rebuilding, use or occupancy of the Leased Premises, or any part thereof.
Lessee shall pay and discharge, prior to the delinquency thereof, all lawful assessments, ad valorem taxes,
sales taxes, business and occupation taxes, occupation license taxes, water charges, sewage disposal
charges, or other utility charges imposed on the Leased Premises and Lessee's use and occupancy of the
Leased Premises, and all other governmental taxes, impositions, and charges of every kind and nature,
ordinary or extraordinary, general or special, foreseen or unforeseen, whether similar or dissimilar to any
of the foregoing, and all applicable interest and penalties, if any, which at any time during the Term
becomes due and payable by Lessee because of its rights or obligations under this Lease and which is
lawfully levied, assessed or imposed on Lessee or its interest in the Leased Premises under or by virtue of
any present or future law, statute, ordinance, regulation or other requirement of any Governmental
Authority, whether federal, state, county, city, municipal, school or otherwise. Lessee, upon written
notice to the City, may contest in good faith any such tax, imposition, charge or assessment levied by any
Governmental Authority (other than water charges or sewage disposal charges), and in such event may
permit such tax, imposition, charge or assessment (other than water charges or sewage disposal charges)
to remain unsatisfied during the period of such contest and any appeal, provided, however, that prior to
the commencement of such contest Lessee shall demonstrate to the City either (a) that Lessee will have
sufficient funds to pay such assessment if the contest is unsuccessful (as determined to be acceptable in
the sole discretion of the City) or (b) that Lessee has deposited into a separate escrow account funds equal
to the contested amount, together with the anticipated interest and penalties, if any, that would be
incurred in the event of an unfavorable disposition. Lessee also shall pay or cause to be paid all lawful
charges for gas, water, sewer, electricity, light, heat, power, telephone, and other utilities and services
used, rendered or supplied to, upon or in connection with the Leased Premises (Lessee to pay or cause to
be paid all of such charges directly to the provider thereof except to the extent any of the same are
provided by the City as contemplated by Section 6.1.8 above). Lessee shall furnish to the City promptly
upon request, proof of the payment or timely contest of any such tax, assessment or other governmental
or similar charge, or any utility charge which is payable by Lessee, or evidence of the deposit of such
funds into a reserve account, all as set forth above. Notwithstanding the foregoing, in the event the
Leased Premises is not exempt from property taxation due to any failure of the City, then the City shall
be solely responsible for such tax. Furthermore, in the event a Targeted Tax is ever imposed by the City,
then Lessee shall be entitled to a credit against all Rentals then due and thereafter becoming due so as to
enable Lessee to recapture the amount of the Targeted Tax paid by Lessee; provided, that, in the event
there are insufficient Rentals due and to become due hereunder to enable Lessee to recapture through
offset against the Rentals the amount of Targeted Tax paid by Lessee, the City shall directly pay to
Lessee the amount of such excess Targeted Tax within thirty (30) days following Lessee’s submittal to
the City of the payment of the Targeted Tax and an invoice for the reimbursement therefore. The
provisions of this paragraph shall expressly survive the expiration or sooner termination of this Lease.
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Section 7.6. Liens and Encumbrances. Lessee covenants and agrees that, except for this Lease, it will
not create or suffer to be created by, through or under Lessee any lien, encumbrance or charge upon the
Leased Premises. Lessee shall satisfy or cause to be discharged, or will make adequate provision to
satisfy and discharge, within sixty (60) days after the same occurs, all such claims and demands for labor,
materials, supplies or other items which, if not satisfied, might by law become a lien upon the Leased
Premises or any part thereof. If any such lien is filed or asserted against Lessee or the Leased Premises
by reason of work, labor, services or materials supplied or claimed to have been supplied on or to Lessee
or the Leased Premises at the request or with the permission of Lessee or of anyone claiming under it,
Lessee shall, within sixty (60) days after it receives notice of the filing thereof or the assertion thereof
against the Leased Premises, cause the same to be discharged of record, or effectively prevent the
enforcement or foreclosure thereof, by contest, payment, deposit, bond, order of court or otherwise.
Section 7.7 Franchise Liens. Lessee may, at any time or from time to time, grant liens upon the Team
and/or any and all ownership or franchise rights Lessee has in or with respect to the Team; provided,
however, that to ensure the continued compliance with the Non-Relocation Agreement (and the other
Project related documents to which Lessee or the Team is a party), by Lessee or the Team or any other
person who acquires the franchise by transfer, foreclosure, or otherwise at any time during the term of the
Lessee license agreement, any such liens shall (i) be made or granted in compliance with and subject to
the requirements and obligations of Lessee pursuant to this Lease and the Non-Relocation Agreement and
(ii) provide that any person who acquires the franchise pursuant to any foreclosure or other transaction
under any such liens shall take the franchise strictly subject to and assume the requirements and burdens
imposed on Lessee pursuant to this Lease and the Non-Relocation Agreement. Upon any such granting
of such liens, Lessee shall obtain from each such lien holder a written acknowledgment and acceptance of
the terms, provisions, and restrictions contained herein and shall provide an executed copy thereof to the
City and shall state in the instruments creating and perfecting such lien that any transfer is subject to the
terms herein. In the event involuntary liens or material encumbrances are placed on the franchise that,
upon foreclosure, would result in a violation hereof, Lessee will use its good faith efforts to promptly
remove such liens or material encumbrances after reasonable contest periods.
Section 7.8. Surrender of Possession. Upon the termination of this Lease, Lessee shall surrender the
Leased Premises (including all improvements thereon) to the City in a condition which would have been
in compliance with the maintenance requirements of Section 7.1 of this Lease had the Lease not
terminated, reasonable wear and tear and damage by casualty and condemnation excepted.
Section 7.9. Operation. Lessee agrees to operate and maintain the Leased Premises throughout the Term
in a condition necessary to conduct the permitted uses described in Section 4.4, consistent with the
general quality of operations at Comparable Facilities. Except as provided herein, Lessee may not assign
any rights, duties or obligations to operate and maintain the Leased Premises throughout the Term to any
party, other than its Affiliates, without the prior written consent of the City. The City acknowledges that
the foregoing does not prohibit Lessee from contracting with third parties to provide services such as
concessions, security, janitorial and similar services.
Section 7.10. Right of Lessee to Revenues. Except as provided in Section 7.16, Lessee shall be entitled
to, and is hereby granted the exclusive right to, contract for, collect, receive and retain all gross income
and revenues and other consideration of whatever kind or nature realized by, from or in connection with
the Leased Premises, including, without limitation, all gross revenues, royalties, license fees, concession
fees and income and receipts of any nature, including, without limitation, those arising from (a) all
advertising rights, (b) all broadcast rights, (c) parking, (d) promotion of events at the Leased Premises, (e)
the sale of food, beverages, merchandise, programs and other goods and wares of any nature whatsoever
at the Leased Premises, (f) all naming rights, and (g) all telecommunications rights. Lessee shall have the
right, without the prior consent of the City, to sell or grant rights to purchase future tickets for reserved
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seats, club seats and luxury suites, including personal seat licenses (collectively, “Seat Rights”). All Seat
Rights shall be subject and subordinate to the provisions of this Lease and shall not survive the termination
or expiration of this Lease. The Lessee shall have no responsibility or obligation to sell Seat Rights and
the City shall not have any liability or responsibility to assure the sale of Seat Rights. Lessee shall be
entitled to, and is hereby granted the exclusive right to, collect, receive and retain all gross income
and revenues and other consideration of whatever kind or nature (but excluding any Targeted Taxes)
realized by, from or in connection with the sale or other distribution of Seat Rights, tickets or passes
(including general admission) for any seats in the Leased Premises.
Section 7.11. Naming and Other Rights. Lessee shall have the full right to provide a name or names for
the Baseball Stadium during the Term of this Lease; provided, however, that, except for city names which
are incorporated into the brand name of any nationally or regionally offered product or service (such as,
by way of example and not limitation, “Seattle’s Best” coffee, “Milwaukee’s Best” beer or “Boston
Market” foods), Lessee shall display no reference to any county or to any city other than the City in any
signage, advertising, and other identification monuments or visible media containing the name used by or
identifying the Baseball Stadium facility on the Leased Premises. Lessee agrees to use a name for the
Baseball Stadium that is appropriate for a City-owned facility. Within ten (10) days after the Lessee’s
disclosure to the City of the name of the Baseball Stadium, the City shall have the right to disapprove and
thus prohibit such name for the Baseball Stadium (including the name for the concourses or other part of
the Baseball Stadium) if the City Council reasonably deems such name to be in bad taste or offensive to
the City’s image or a potential source of embarrassment to the City. Any advertising, documents or
media information prepared by or within the control of Lessee describing any event at the Baseball
Stadium shall identify the City as the location of the Baseball Stadium. Without limiting the foregoing,
Lessee shall have the exclusive right to contract with any person with respect to use and enjoyment of
such name for the Baseball Stadium and the exclusive right to enter into agreements with others whereby
such others may display names, logos, trademarks, advertisements, slogans, emblems, brand names, and
the like in or about the Leased Premises. Lessee reserves the right to change the name of the Baseball
Stadium from time to time. Lessee also retains exclusive rights of control over, and the right to grant to
others, the rights to broadcasts to and from the Leased Premises, regardless of the medium used (e.g.,
television, radio, internet, satellite) and all revenues therefrom. Any agreement executed by Lessee that
sells the right to name the Baseball Stadium shall provide that should the party to whom said right has
been sold perform or be the subject of any Act of Bankruptcy, Lessee shall have the right to immediately
terminate such agreement and have the right to seek a new agreement with respect to the naming rights
for the Baseball Stadium. Any expenses incurred by Lessee in the marketing or sale of naming rights
shall not be considered an operation or maintenance expense of the Baseball Stadium. Notwithstanding
anything herein to the contrary, the naming rights shall be subject to and subordinate to this Lease.
Section 7.12. Advertising Content. Lessee agrees that no advertising shall be allowed on the Leased
Premises for sexually oriented businesses as defined in the City Code or for political candidates or issues.
Section 7.13. Notification of Events of Default. Lessee covenants and agrees that it will promptly notify
the City of the occurrence of an Event of Default specifying the details of such Event of Default and the
action that Lessee proposes to take with respect thereto.
Section 7.14. The City to Provide Scoreboard. The City shall provide and install at the Baseball
Stadium, at its cost and expense and as part of the City’s Contribution, a scoreboard approved by Lessee
and meeting the Minimum Stadium Requirements and the requirements of the Sanctioning Association
and of at least the quality of scoreboards at Comparable Facilities. - COMPLETED
Section 7.15. The City’s Right of Entry and Inspection. Upon reasonable prior notice to Lessee (and
not less than 48 hours in non-emergency situations), the City shall have the unrestricted right to enter
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upon the Leased Premises, for the purpose of inspecting the same and verifying Lessee’s compliance with
the terms and conditions of this Lease.
Section 7.16. Use of Leased Premises. Lessee will allow local baseball teams, on terms acceptable to Lessee
to use the Leased Premises. Lessee will also allow the City, from time to time (but not more often than 10
times per Lease Year or 5 times during any single baseball season), the use of the Leased Premises for the
conduct of City sponsored programs free of charge except that the City shall be responsible for all costs of
operating the Baseball Stadium for such City sponsored programs and for all damage caused thereby and all
janitorial, security, traffic control, and other services needed as a consequence thereof. These dates shall be
determined in advance through negotiation of Lessee and the City. It is agreed that baseball games of the
Team will be given priority if there is a conflict in dates (in no event shall the City have the right to use the
same on any day during which a baseball game of the Team is scheduled). Additionally, the City shall be
entitled to use the meeting facilities in the Baseball Stadium on an as available basis and free of charge except
that the City shall reimburse Lessee for any and all direct expenses associated with such use. The City and
Lessee agree to use commercially reasonable efforts to coordinate the scheduling of non-sports events at the
Baseball Stadium and the City’s Multi-Purpose Arena, both City tax supported facilities, to the maximum
extent practicable. Notwithstanding the foregoing, the City shall be entitled to the free use of the Nights at
the Cotton Club meeting room three times per year, as scheduling allows. In addition, the Lessee shall
provide a suite at the Leased Premises free of charge for City’s exclusive use throughout the entire term of
this Lease. Lessee will also provide a $500 food voucher for use in the City suite during one half of the
home games each year.
Section 7.17. Sales Taxes; Location of Ticket Office. The City and Lessee intend for all municipal sales
taxes arising from ticket sales for taxable amusement services at the Baseball Stadium are to be allocated to
the City, as specifically required by 34 Texas Administrative Code § § 3.298(a)(1)(C) and 3.374; provided,
however, nothing herein shall be deemed to prohibit or restrict Lessee for effecting sales of tickets through
offices or services which are not located in the City. Should Lessee do so, Lessee shall in good faith attempt
to do so in a manner which permits the City to collect the sales taxes generated therefrom. In all events, all
telephone solicitations and sales shall be made in a manner which permits the City to collect the sales taxes
generated therefrom.
Section 7.18. Obligation to Provide Professional Baseball Team. Lessee agrees that during the Term of
this Lease that it will ensure that the Team continuously uses the Leased Premises for all of its home games
(subject to temporary changes in “home” vs. “away” status as may be directed from time to time by the
Sanctioning Association). The Team will initially be either a double -A or triple-A team (or the equivalent
thereof sanctioned by the Sanctioning Association) which is affiliated with a Major League Baseball team.
All home games of the Team during the Term shall be played at the Leased Premises (subject to temporary
changes in “home” vs. “away” status as may be directed from time to time by the Sanctioning Association).
If Lessee shall lose or relinquish its baseball franchise, league affiliation, or player development contract,
the Lessee shall continue to be obligated to field a team sanctioned by a Sanctioning Association which is
affiliated with Major League Baseball at the Leased Premises. Failure to provide said Team will be
considered as a Lessee Default under Section 11.3.
Section 7.19. Concession Improvements; Access. Lessee shall cause the Concession Improvements to
be constructed at Lessee’s sole cost and expense and as part of Lessee’s Contribution. Concession
Improvements shall be of a quality generally consistent with concession improvements at Comparable
Facilities. The City agrees that Lessee and its agents, contractors, sublessees, licensees, and
concessionaires shall, subject the requirements of the City’s insurers, have the right of access, for
themselves and their authorized representatives, to the Leased Premises, without charges or fees or the
commencement of Rentals hereunder, and at normal construction hours during the construction period,
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for the purposes of determining compliance with this Lease, construction and installation of any
Concession Improvements, construction and installation of any interior tenant finish work and other
normal and customary construction related business, and equipping locker room and related facilities for
Lessee. Lessee agrees not to hinder or interfere with the Project Improvement Work or the activities of
the City’s contractors.
Section 7.20. Security and Traffic Control. Lessee shall provide such on-site traffic control and
security as is reasonable necessary to direct traffic to and from events at the Baseball Stadium. Subject to
Lessee's payment of the City’s customary charges for similar activities, the City will provide such off-site
traffic control and security as is reasonably necessary to direct traffic to and from events at the Baseball
Stadium at a level of service comparable to that provided to other venues within the City. The Parties
shall cooperate in good faith to develop a traffic control management plan to facilitate the ingress and
egress of traffic to and from events at the Baseball Stadium; provided, however, that the Parties are under
no obligation under the preceding clause to incur any costs in excess of costs otherwise required by this
Lease.
Section 7.21. Records. For a period of three (3) years after the end of the Lease Year to which they
pertain, Lessee shall keep and maintain in the City complete and accurate attendance records for the
Baseball Stadium. The City (including accountants and attorneys designated by the City) shall be entitled
to inspect such records during the Term of this Lease and thee (3) years thereafter at Lessee’s office, at
all reasonable times upon not less than forty-eight (48) hours’ notice.
Section 7.22. City Tickets to Events. Lessee agrees that the City shall be provided with 12 tickets and
customary parking passes to events held at the Baseball Stadium, the location of such tickets are to be at a
mutually agreeable place within the highest priced general admission seating in the stadium. The use of
such tickets shall be administered by the City’s Convention and Visitors Bureau and shall be provided
without cost.
Section 7.23. Hurricane Preparedness. If the Corpus Christi area is threatened by a hurricane or some
other emergency situation, Lessee shall comply with all lawful orders of the City Manager under the
City’s hurricane preparedness plan.
Section 7.24. Sanitary Sewer. Provided the systems incorporated into the Project Improvements permit
it to do so, Lessee shall operate its sanitary sewer facilities in accordance with the City Code of
Ordinances, Section 13-201 and City Code of Ordinances, Chapter 55, Article XI, Commercial and
Industrial Waste Disposal and Pretreatment, as the same may be amended.
Section 7.25. Parking Area Sublease. The City covenants and agrees that it will enter into the Parking
Area Sublease covering the Parking Area in form and substance acceptable to Lessee and will cause the
Parking Area improvements described in the Parking Area Sublease to be complete and available for
Lessee’s use on or before the Target Substantial Completion Date.
ARTICLE VIII
INSURANCE AND CONDEMNATION
Section 8.1. Lessee's Insurance. Unless otherwise expressly provided below, commencing on the
Commencement Date or any earlier occupation of the Leased premises by Lessee or its contractors as
provided herein, Lessee covenants that it shall maintain in effect at all times during the full Term of this
Lease, insurance coverages with limits not less than those set forth below with insurers licensed to do
business in the State of Texas and acceptable to the City and under forms of policies satisfactory to the
City. Lessee shall maintain such insurance coverages at its sole cost and expense. The City shall be
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under no obligation to maintain any such insurance coverage should Lessee be found to be in default
under this Article VIII. None of the requirements contained herein as to types, limits or the City's
approval of insurance coverage to be maintained by Lessee are intended to and none shall in any manner
limit, qualify or quantify the liabilities and obligations assumed by Lessee under this Lease or otherwise
provided by law.
Section 8.2. Workers' Compensation Insurance. Lessee shall provide Workers’ Compensation
insurance in the limits required by State law.
Section 8.3. Employers’ Liability Insurance. Lessee shall provide Employers’ Liability insurance in
minimum coverage amounts of $500,000. This policy shall include a waiver of subrogation in favor of
the City.
Section 8.4. Commercial General Liability: Bodily Injury/Property Damage. Lessee shall provide
Commercial General Liability: Bodily Injury/Property Damage insurance coverage in the amount of
$1,000,000 for each occurrence or equivalent; subject to a $2,000,000 aggregate. Such commercial
general liability policy shall be on an occurrence form reasonably acceptable to the City, endorsed to
include the City as an additional insured, contain cross-liability and severability of interest endorsements,
state that this insurance is primary insurance as regards any other insurance carried by the City, and shall
include the following coverages: (a) Premises/Operations; (b) Independent Contractors; (c) Broad Form
Contractual Liability specifically in support of, but not limited to, the Indemnification section of this
Lease; and (d) Personal Injury Liability with the employee and contractual exclusions removed.
Section 8.5 Builder’s Risk. Lessee shall provide Builder’s Risk Insurance covering all insurable risks
with respect to its build out obligations with limits reasonably acceptable to the City (with such limits to
in no event exceed the replacement value of all insurable improvements comprising the Minimum Lessee
Improvement Requirements).
Section 8.6. Comprehensive Automobile Liability. Lessee shall provide Comprehensive Automobile
Liability insurance for bodily injury and property damage in the amount of $1,000,000 combined single
limit of liability. This policy shall be on a standard form written to cover all owned, hired and non-owned
automobiles.
Section 8.7. Umbrella Excess Liability Insurance. Lessee shall provide Umbrella Excess Liability
Insurance; Bodily Injury/Property Damage (Occurrence Basis) in the amount of $10,000,000 per
occurrence and aggregate. This policy shall be written on a following form umbrella excess basis above
for the coverages described in Sections 8.3, 8.4, 8.5, 8.6 and 8.7 above and shall be endorsed to include
the City as additional insured (to the extent such additional insured designation is commercially available
for such umbrella excess liability coverage).
Section 8.8. The City's Property. The City shall, at its expense, procure and keep in force, at all times
during the term of this Lease with an insurer or insurers licensed to do business in the State a hazard and
casualty insurance policy on the Leased Premises insuring it against loss and damage by fire, collapse,
aircraft and all other perils which may be insured against under multi-peril policies available on
commercially reasonable terms. Such policy shall be in an amount of not less than one hundred percent
(100%) of the insurable replacement cost of the Leased Premises and all improvements therein
(excluding, however, all of Lessee’s personal property).
Section 8.9. Evidence of Insurance. Evidence of the insurance coverage required under this Article VIII,
represented by Certificates of Insurance issued by the insurance carrier, must be furnished to the requesting
party prior to the commencement of the Term of this Lease. Certificates of Insurance shall specify the
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additional insured status required above as well as the waivers of subrogation. Such Certificates of
Insurance shall state that the parties will be notified in writing thirty (30) days prior to cancellation,
material change or non-renewal of insurance. Each party shall provide to the other a certified copy
of any and all applicable insurance policies upon request.
Section 8.10. Insurance Requirements for Lessee's Contractors and Subcontractors.
(a) General Requirements. Subject to the City's right to waive such requirements for a contractor or
subcontractor at the City's sole discretion, insurance similar to that required of Lessee with limits reasonably
acceptable to the City shall be provided by or on behalf of all contractors and their subcontractors
to cover their operations performed for Lessee. The Commercial General Liability policy outlined in
Section 8.4 will be extended to include Completed Operations coverage for any contractor doing
construction work on the Leased Premises. Lessee shall consult with the City with respect to such matters
to determine if the City desires to waive such requirements for a contractor or subcontractor. Lessee
shall maintain Certificates of Insurance from all contractors and their subcontractors enumerating, among
other things, the waivers in favor of, and insured status of, the City as required herein, and Lessee shall
provide to the City a copy of each Certificate of Insurance from each contractor and subcontractor if
requested by the City.
(b) Subcontractors. The term “subcontractor(s)” for the purposes of this Lease shall include
subcontractors, consultants, or sub-operators of any tier.
Section 8.11. Release and Waiver. TO THE EXTENT PERMITTED BY LAW, AND WITHOUT
AFFECTING THE INSURANCE COVERAGE REQUIRED TO BE MAINTAINED
HEREUNDER, THE LESSOR AND LESSEE EACH WAIVE ALL RIGHTS OF RECOVERY,
CLAIM, ACTION OR CAUSE OF ACTION AGAINST THE OTHER FOR ANY (A) DAMAGES
FOR INJURY OR DEATH OF PERSONS, (B) DAMAGE TO PROPERTY, OR (C) CLAIMS
ARISING BY REASON OF ANY OF THE FOREGOING, TO THE EXTENT THAT SUCH
DAMAGES AND/OR CLAIMS (i) ARE COVERED (AND ONLY TO THE EXTENT OF SUCH
COVERAGE WITHOUT REGARD TO DEDUCTIBLES) BY INSURANCE ACTUALLY
CARRIED BY THE PARTY HOLDING OR ASSERTING SUCH RIGHT OF RECOVERY,
CLAIM, ACTION OR CAUSE OF ACTION OR (ii) WOULD BE INSURED AGAINST UNDER
THE TERMS OF ANY INSURANCE REQUIRED TO BE CARRIED UNDER THIS LEASE BY
THE PARTY HOLDING OR ASSERTING SUCH RIGHT OF RECOVERY, CLAIM, ACTION
OR CAUSE OF ACTION. THIS PROVISION IS INTENDED TO (i) RESTRICT EACH PARTY
(IF AND TO THE EXTENT PERMITTED BY LAW) TO RECOVERY AGAINST INSURANCE
CARRIERS TO THE EXTENT OF SUCH COVERAGE AND TO WAIVE (TO THE EXTENT OF
SUCH COVERAGE), FOR THE BENEFIT OF EACH PARTY, RIGHTS AND/OR CLAIMS
WHICH MIGHT GIVE RISE TO A RIGHT OF SUBROGATION IN ANY INSURANCE
CARRIER AND (ii) GIVE EACH PARTY THE BENEFIT OF THE FOREGOING
NOTWITHSTANDING ANY FAILURE BY THE OTHER PARTY TO MAINTAIN THE
INSURANCE REQUIRED UNDER THIS LEASE. THE PROVISIONS OF THIS ARTICLE 8.11
ARE NOT INTENDED TO LIMIT THE CLAIMS OF THE LESSOR OR LESSEE TO THE FACE
AMOUNT OR COVERAGE OF THE INSURANCE POLICIES HEREIN PROVIDED FOR OR
TO EVIDENCE THE WAIVER BY EITHER PARTY OF ANY CLAIM FOR DAMAGES IN
EXCESS OF THE FACE AMOUNT OR COVERAGE OF ANY OF SUCH INSURANCE
POLICIES. NEITHER THE ISSUANCE OF ANY INSURANCE POLICY REQUIRED UNDER,
OR THE MINIMUM LIMITS SPECIFIED IN, ARTICLE VIII WITH RESPECT TO LESSEE'S
OR LESSOR'S INSURANCE COVERAGE SHALL BE DEEMED TO LIMIT OR RESTRICT IN
ANY WAY LESSEE'S OR LESSOR'S LIABILITY ARISING UNDER OR OUT OF THIS LEASE.
Lessee shall cause each of its contractors entering upon the Leased Premises for the purpose of conducting
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work thereon or therein to similarly waive its rights of recovery and subrogation against the City.
Section 8.12. Insurers and Policies. Each insurance policy required by Article VII shall be issued by an
insurer (or insurers) which is financially responsible, of recognized standing and rating acceptable to the
City (but not exceeding the requirements the City imposes on contractors working on City property) and
authorized to issue such policy of insurance in the State of Texas; (b) shall be in such form and with such
provisions as are reasonably acceptable to the City and Lessee for the type of insurance involved; and (c)
shall prohibit cancellation or substantial reduction of coverage by the insurer without at least thirty (30)
days prior written notice to the parties. Evidence of these coverages represented by certificates of insurance
issued by the insurance carrier must be furnished prior to commencement of the Term and must be kept
current throughout the Term. None of the requirements contained herein as to types, limits or approval of
insurance coverage are intended to and shall not in any manner limit, qualify, or quantify the liabilities and
obligations assumed by the parties under this Lease or otherwise provided by law.
ARTICLE IX
INDEMNIFICATION
Section 9.1. Indemnification.
(a) Lessee shall, except as provided in the following paragraph of this Section 8.1(a) defend, protect,
indemnify and hold the City and its officers, directors, employees, and agents harmless from and against
any and all liabilities, damages, suits, claims and judgments of any nature (including, without limitation,
reasonable attorneys' fees and expenses), arising from or in connection with any injury to or death of a
Person or any damage to property resulting from, arising out of or in connection with (i) the use or
occupancy of the Leased Premises on or after the Commencement Date or (ii) the negligence or willful
act of Lessee or Lessee's contractors, employees, officers, directors, agents or invitees. Notwithstanding
the provisions of the preceding paragraph, Lessee shall not be liable for any liabilities, damages, suits,
claims and judgments of any nature (including, without limitation, reasonable attorneys' fees and expenses)
arising from or in connection with:
(1) Any injury to or death of a person or any damage to property (including loss of use) to the extent of
the negligence or willful act of the City, its employees, officers, directors, contractors, agents or invitees;
(2) The City's violation of any provisions of this Lease or any applicable Governmental Authority or deed
restriction or insurance policy, now or hereafter in effect and applicable to the City;
(3) The existence of any Hazardous Materials in, on or under the Leased Premises prior to the
Commencement Date; or
(4) Any environmental event caused by the City or any of its employees, officers, directors, contractors,
agents or invitees.
(b) To the maximum extent permitted by State law, the City shall, except as provided in the following
paragraph of this Section 9.1(b), defend, protect, indemnify and hold Lessee and its officers, directors,
employees, and agents harmless from and against any and all liabilities, damages, suits, claims and
judgments of any nature (including, without limitation, reasonable attorneys' fees and expenses), arising
from or in connection with any injury to or death of a person or any damage to property resulting from,
arising out of or in connection with (i) the use or occupancy of the Leased Premises prior to the
Commencement Date, except to the extent any such liability, damage suit, claim or judgment arises from
the use or occupancy of the Leased Premises by Lessee for constructing and installing any Concession
Improvements or any other Lessee improvements as required under this Lease, (ii) the use or occupancy
of the Leased Premises for City events subsequent to the Commencement Date as contemplated by
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Section 7.16 hereof, or (iii) the negligence or willful act of the City or the City's contractors, employees,
officers, directors, agents or invitees. Notwithstanding the provisions of the preceding paragraph, the
City shall not be liable for any liabilities, damages, suits, claims and judgments of any nature (including,
without limitation, reasonable attorneys' fees and expenses) arising from or in connection with:
(1) Any injury to or death of a person or any damage to property (including loss of use) to the extent of
the negligence or willful act of Lessee, its employees, officers, directors, contractors, agents or invitees;
(2) Lessee's violation of any provisions of this Lease or any applicable Governmental Rules or deed
restriction or insurance policy, now or hereafter in effect and applicable to Lessee;
(3) Any Hazardous Materials that are introduced to the Leased Premises after the Commencement Date
by Lessee, or any of its employees, officers, directors, contractors, or agents; or
(4) Any environmental event caused by Lessee or any of its employees, officers, directors, contractors, or
agents.
The provisions of this Section 9.1 are solely for the benefit of the City and Lessee and are not intended to
create or grant any rights, contractual or otherwise, to any other person.
Section 9.2. Indemnification Procedures. In case any claim shall be brought or, to the knowledge of
any indemnitee, threatened against any indemnitee in respect of which indemnity may be sought, such
indemnitee shall promptly notify the other in writing; provided, however, that any failure so to notify
shall not relieve the indemnitor of its obligations under Section 9.1 unless (i) such failure so to notify
precludes investigation and defense of such claims as a matter of law, and (ii) the indemnitor does not
otherwise have knowledge, either actual or constructive, of such claim. The indemnitor shall have the
right (and obligation, subject to the terms below) to assume the investigation and defense of all claims,
including the employment of counsel, reasonably acceptable to the indemnitee, and the payment of all
expenses. Each indemnitee shall have the right to employ separate counsel in any such action and
participate in the investigation and defense thereof, but the fees and expenses of such counsel shall be
paid by such indemnitee unless (i) the employment of such counsel has been specifically authorized by
indemnitor, in writing, (ii) indemnitor has failed after receipt of notice of such claim to assume the
defense and to employ counsel, or (iii) the named parties to any such action (including any impleaded
parties) include both parties, and the indemnitee, after consultation with its counsel, reasonably believes
that there may be one or more legal defenses available to it which are different from or additional to those
available to the indemnitor (in which case, if such indemnitee notifies the indemnitor in writing that it
elects to employ separate counsel at indemnitee’s expense, indemnitor shall not have the right to assume
the defense of the action on behalf of such indemnitee; provide, however, that indemnitor shall not, in
connection with any one action or separate but substantially similar or related actions in the same
jurisdiction arising out of the same general allegation or circumstances, be liable for the reasonable fees
and expenses of more than one separate firm of attorneys for the indemnitee, which firm shall be
designated in writing by the indemnitees). Each indemnitee shall cooperate with the indemnitor in the
defense of any action or claim. The indemnitor shall not be liable for any settlement of any action or
claim without its consent, but if any such action or claim is settled with the consent of the indemnitor or
there be final judgment or agreement for the plaintiff in any such action or with respect to any such claim,
the indemnitor shall indemnify and hold harmless the indemnitees from and against any damages by reason
of such settlement or judgment.
Section 9.3. Survival Right to Enforce. The provisions of this Article IX shall survive the termination of
this Lease. In the event of failure by an indemnitor to observe the covenants, conditions and agreements
contained in this Article IX, any indemnitee may take any action at law or in equity to collect amounts then
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due and thereafter to become due, or to enforce performance and observance of any obligation, agreement
or covenant of the indemnitor under this Article IX. Except as otherwise provided in Article X below, the
obligations of the parties under this Article IX shall not be affected by any assignment or other transfer of
its rights, titles or interests under this Lease and will continue to inure to the benefit of the indemnitees after
any such transfer.
ARTICLE X ASSIGNMENTS;
LEASEHOLD MORTGAGES
Section 10.1. Assignment and Subleasing.
(a) Except as provided below, Lessee shall not assign or sublet its interest in this Lease or any of its rights
or obligations hereunder without the prior written consent of the City, which consent may be granted or
withheld if in the City's sole judgment such assignment or subletting might materially and adversely affect
the financial condition or operations of the Baseball Stadium.
(b) Notwithstanding the foregoing, without the City’s consent Lessee shall have the right upon thirty (30)
days prior written notice to the City to assign its interest in this Lease (i) to any Affiliate of Lessee, or (ii)
in connection with a merger or consolidation of Lessee with another entity so long as, following such
transaction, the successor entity’s financial creditworthiness is equal to or greater than that of Lessee as
of the Commencement Date.
(c) Notwithstanding the foregoing, without the City’s consent, Lessee shall have the right upon thirty
(30) days prior written notice to the City to assign its interest in this Lease in connection with a sale of the
Team or a sale by Lessee of all or substantially all of its assets, in a single transaction or a series of
transactions, and where such purchaser’s net worth (determined in accordance with generally accepted
accounting principles) is, following such purchase, equal to or greater than that of the Lessee as of the
Commencement Date and where such purchaser’s acquisition of the Team (or of all or substantially all of
Lessee’s assets) has been approved by the Sanctioning Association.
(d) Upon any assignment or transfer as described in paragraphs (b) or (c) above, the assignor shall be
released from liability under this Lease (other than any liabilities arising or accruing prior to the date of
assignment).
Section 10.2. Notice of Intent. If Lessee shall, at any time during the Term, desire to assign this Lease or
sublet all or part of the Leased Premises to a party (other than as permitted without the City’s consent
under Section 10.1 above), Lessee shall give notice thereof to the City, which notice shall be
accompanied by: (a) a conformed or photo static copy of the proposed assignment or sublease; (b) a
statement setting forth, in reasonable detail, the identity of the proposed assignee or sublessee and the
nature of its business; (c) current financial information with respect to the proposed assignee or sublessee,
including its most recent financial statement (which may take into account the effects of the transfer); (d)
banking and business references of the proposed assignee or sublessee; and (e) evidence satisfactory to
the City that the proposed assignee or sublessee has been approved by a Sanctioning Association to own
and operate a minor league baseball team and have its home games played at the Baseball Stadium.
Section 10.3. Conditions Upon the City's Consent to Assignment. In the event that Lessee complies
with all of the provisions of Section 10.2 and provided no Event of Default then exists, the City's consent
to a proposed assignment shall not be unreasonably withheld or delayed, provided and upon condition
that: (a) The proposed assignee or sublessee is a reputable person or entity of good standing in the
business community and with financial worth (after giving effect to the transfer) not less than that of
Lessee as of the date hereof, and the City has been furnished with reasonable proof thereof; (b) The
proposed assignment shall be in a form reasonably satisfactory to the City and shall comply with the
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provisions of this Lease; and (c) Lessee shall reimburse the City on demand for any costs and overhead
that may be incurred and substantiated by the City in connection with said assignment or sublease,
including the costs of making investigations as to the acceptability of the proposed transferee and
reasonable legal costs incurred in connection with the granting or withholding of any requested consent.
If the foregoing conditions to an assignment are satisfied and the assignment is made, then upon such
assignment the named Lessee herein shall be released herefrom with respect to obligations, covenants,
and agreements to be observed and performed by the Lessee under this Lease after such date.
Section 10.4. Subleases and Concession Arrangements. Notwithstanding the foregoing, Lessee shall
have the right to enter into such subleases of portions of the Leased Premises and concession
arrangements as Lessee may desire, all without consent from the City so long as each such sublease or
concession arrangement provides that it is expressly subject and subordinate to this Lease.
Section 10.5. Leasehold Mortgages. Lessee shall have no right to encumber by mortgage, deed of trust,
security agreement or other instrument in the nature thereof (collectively, a “Mortgage”) or otherwise to
encumber or affect in any way the titles, interests, or estates of the City in or to the Land or the Leased
Premises, but Lessee may encumber Lessee's right to use and occupy the Leased Premises, the leasehold
estate created hereby, any right, title and interest in and to any and all improvements constructed on the
Leased Premises, or Lessee’s receivables, accounts, or revenue streams from, and equipment and fixtures
in, the Leased premises, all without the need for obtaining the City’s consent.
ARTICLE XI
DEFAULT
Section 11.1. City Default. The occurrence of any of the following shall be an “Event of Default” by the
City or a “City Default”: (a) The failure of the City to pay any of its monetary obligations under this
Lease when due and payable under this Lease if such failure continues for thirty (30) days after Lessee
gives notice to the City that such amount was not paid when due; (b) Abandonment of the Project by the
City or any termination, in whole or in part, of any of the Project Construction Contract or any of the
work thereunder by the City without the consent of Lessee unless pursuant to a right of termination based
upon the existence of an event of default under such Project Construction Contract; (c) Any suspension of
the Project Improvements Work by the City for longer than sixty (60) consecutive days or one hundred
twenty (120) days in any three hundred sixty-five (365) day period for any reason other than Force
Majeure; (d) The failure of the City to substantially perform or substantially observe any of the obligations,
covenants or agreements to be performed or observed by City under this Lease within thirty (30) days
after notice from Lessee of such failure; provided, however, that if such performance or observance
cannot reasonably be accomplished within such thirty (30) day period, then no Event of Default by
the City shall occur unless the City fails to commence such performance or observance within such thirty
(30) day period and fails to diligently prosecute such performance or observance to conclusion thereafter;
provided further, however, that if such performance or observance has not been accomplished within one
hundred twenty (120) days after notice from the Lessee to the City of such failure (notwithstanding the
City’s diligent prosecution of its curative efforts), then such failure shall constitute an Event of Default
by the City hereunder; (e) the occurrence of an event of default, however denominated, by the City under
the Parking Sublease; or (f) The occurrence of an Act of Bankruptcy with respect to the City.
Section 11.2. Lessee’s Remedies. If a City Default shall have occurred and be continuing, Lessee may, at
its sole discretion, have the option to pursue any one or more of the following remedies without any
notice or demand whatsoever, other than any notice expressly provided in this Lease: (a) Lessee may
terminate this Lease, as provided in Section 11.5 (except that the notice requirements of Section 11.5
shall not be required with respect to the City Default specified in Section 11.3(c) above) and the City
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shall pay to Lessee the Unamortized Portion of the Lessee’s Contribution; (b) In the case of a City
Default described in either of Section 11.1(b) or (c), Lessee may (but shall not be obligated) enter the
Land and direct completion of the Project Improvements Work and the City agrees to provide to Lessee
the unutilized proceeds from the debt incurred by the Corporation and made available to the City under
the terms of the Corporation Project Agreement to pay the costs and expenses incurred by Lessee in
completing the Project Improvements Work; and (c) Lessee may exercise any and all other remedies
available to Lessee at law or in equity, but subject to any limitations thereon set forth in this Lease.
Section 11.3 Lessee Default. The occurrence of the following shall be an “Event of Default” by Lessee
or a “Lessee Default”: (a) The failure of Lessee to pay any of its monetary obligations to the City under
this Lease when due and payable if such failure continues for thirty (30) days after the City gives notice
to Lessee that such amount was not paid when due; (b) The failure of Lessee to substantially perform or
substantially observe any of the obligations, covenants or agreements to be performed or observed by
Lessee under this Lease within thirty (30) days after notice from the City of such failure; provided,
however, that if such performance or observance cannot reasonably be accomplished within such thirty
(30) day period, then no Event of Default by Lessee shall occur unless Lessee fails to commence such
performance or observance within such thirty (30) day period and fails to diligently prosecute such
performance or observance to conclusion thereafter; provided further, however, that if such performance
or observance has not been accomplished within one hundred twenty (120) days after notice from the
City to Lessee of such failure (notwithstanding Lessee’s diligent prosecution of its curative efforts), then
such failure shall constitute an Event of Default by Lessee hereunder; (c) the occurrence of an event of
default, however denominated, by Lessee under the Parking Sublease; (d) the occurrence of an Act of
Bankruptcy with respect to Lessee; (e) Abandonment of Leased Premises by Lessee; (f) failure to
maintain location in the City of the Team owned by Lessee and located in the City, as required in Section
2.2(i), Section 4.4, and Section 7.18 herein; (g) failure to maintain approval by a Sanctioning Association
of the Team owned by Lessee and located in the City, as required in Section 2.2(i) and Section 7.18
herein; or (h) failure to maintain the Leased Premises commensurate with Major League Baseball
facilities’ standards and regulations and/or at a level commensurate with the Comparable Facilities,
whichever level is determined to be a higher standard by a qualified inspector, as referenced in Section
5.5 herein.
Section 11.4. The City’s Remedies. If any Lessee Default shall have occurred and be continuing, the
City may, at its sole discretion, have the option to pursue any one or more of the following remedies
without any notice or demand whatsoever, other than any notice expressly provided in this Lease: (a)
The City may terminate this Lease as provided in Section 11.5 (except that the notice requirements of
Section 11.5 shall not be required with respect to the Lessee Default specified in Section 11.3(c) above);
(b) Seek another professional baseball team under the governance of a Sanctioning Association to
conduct its regularly scheduled home games at the Baseball Stadium; (c) the City may, in its own name
and for its own account, without impairing the ability of the City to pursue any other remedy provided for
in this Lease or now or hereafter existing at law or in equity or by statute, institute such action against
Lessee as may appear necessary or desirable to collect such Rentals and any other amounts then due
under this Lease, or to enforce performance and observance of such covenant, condition or obligation of
Lessee hereunder, or to recover damages for Lessee's non-payment, non-performance or non-observance
of the same; (d) the City may exclude Lessee from possession of the Leased Premises and reenter the
same and take whatever action at law or in equity as may appear necessary or desirable to collect the
Rentals and any other amounts then due, to enforce performance and observance of any covenant,
condition or obligation of Lessee hereunder, or to recover damages for Lessee's non-payment,
nonperformance or non-observance of the same; provided that the City shall be required to mitigate its
damages to the extent required by law and Section 11.6(b) hereof; and (e) The City may exercise any and
all other remedies available to the City at law or in equity, but subject to any limitations thereon set forth
in this Lease. Notwithstanding the remedies provided in this Section 11.4, in the case of termination of
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the Lease due to Lessee Default specified in Section 11.3(e), (f), (g) or (h) above, Lessee (i) shall pay
City all Rentals payable from the date of such Lessee Default through the end of the Lease Term,
pursuant to Section 4.3 herein, and Lessee (ii) shall repay City the total of all reimbursements paid to
Lessee by City pursuant to Section 7.4 herein from City’s Hotel Occupancy Tax fund during the five year
period immediately preceding Lessee’s receipt of City’s initial notice to Lessee of default as provided for
herein, and, as to any reimbursements paid to Lessee by City from any source other than City’s Hotel
Occupancy Tax fund, Lessee shall pay City Two Hundred Fifty Thousand Dollars ($250,000).
In addition to all remedies provided in this Section 11.4, should the City use funds from the City’s Hotel
Occupancy Tax fund for reimbursement to Lessee pursuant to Section 7.4 herein, should any use of such
Hotel Occupancy Tax funds by Lessee be for a use that is found to be illegal, City shall have no liability
in connection thereof and Lessee shall reimburse City for all Hotel Occupancy Tax funds paid to Lessee
for such illegal use. Further, should the City use funds from the City’s Hotel Occupancy Tax fund for
reimbursement to Lessee pursuant to Section 7.4 herein, if City should determine that the area hotel
revenues that were generated from sports events at the Leased Premises over any five year period
following the payment to Lessee of the City’s Hotel Occupancy Tax funds for maintenance, Capital
Repair Work, enhancements or upgrades to the Leased Premises (“Lessee-generated H.O.T.”) are not
equal to or greater than the amount of the City’s Hotel Occupancy Tax funds that were spent in that
previous five year period for such maintenance, Capital Repair Work, enhancements or upgrades to the
Leased Premises (“H.O.T paid to Lessee”), then Lessee must reimburse City any deficiency between the
H.O.T. paid to Lessee and the Lessee-generated H.O.T. so that City can reimburse their Hotel Occupancy
Tax fund by that amount in compliance with Section 351.1076 of the Texas Tax Code.
Section 11.5 Termination. Upon the occurrence of a City Default as described in Section 11.1 or a
Lessee Default as described in Section 11.3, the non-defaulting Party, in addition to its other remedies at
law or in equity, shall have the right to give to the defaulting Party notice (a “Final Notice”) of the non-
defaulting Party’s intention to terminate this Lease, after the expiration of a period of thirty (30) days
from the date such Final Notice is delivered unless the Event of Default is cured, and upon expiration of
such thirty (30) day period, if the Event of Default is not cured, this Lease shall terminate without
liability to the non-defaulting Party. If, however, within such thirty (30) day period the defaulting Party
cures such Event of Default, then this Lease shall not terminate by reason of such Final Notice.
Notwithstanding the foregoing, no Final Notice shall be required and the non-defaulting Party may
declare this Lease immediately terminated if the Event of Default with respect to the defaulting Party is
an Act of Bankruptcy. In the event of a termination of this Lease by either Party under this Section 11.5,
then notwithstanding anything to the contrary set forth in this Lease all obligations of the Parties
hereunder automatically shall terminate also, without liability to the other Party.
Section 11.6. The Lessee to Remain Liable for Payments; Reletting.
(a) Notwithstanding the exercise by the City of its remedies pursuant to Section 11.4 hereof (other than
termination), Lessee shall continue to be liable for the payment of all Rentals payable under Section 4.3
hereof and other amounts, if any, payable under this Lease and Lessee shall make such payments at the
same times and in the same manner as provided in this Lease.
(b) In the event the City elects to exclude Lessee from possession of the Leased Premises and re-enter
same, then the City shall use reasonable efforts to relet the Leased Premises for the maximum rental it
may reasonably obtain, provided, however, that the City shall have no obligation to relet the Leased
Premises to any person who will not use the Leased Premises for the purposes set forth in Section 4.5
hereof. Any such rentals received prior to the stated termination date of this Lease shall be applied first to
the payment of expenses incurred by the City in connection with such reletting and second, to the Rentals
due hereunder.
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Section 11.7. No Remedy Exclusive. No remedy herein conferred upon either party is intended to be
exclusive of any other available remedy or remedies, and each such remedy shall be cumulative and shall
be in addition to every other remedy given under this Lease or now or hereafter existing at law or in
equity or by statute. No delay or omission to exercise any right or power accruing upon any default
granted under this Lease shall impair any right or power or shall be construed to be a waiver thereof, and
any such right or power may be exercised from time to time and as often as may be deemed expedient,
and the exercise of any one right or remedy shall not impair the right to any or all other remedies under
this Lease. NOTWITHSTANDING ANY CONTRARY PROVISIONS HEREOF IN NO EVENT
SHALL LESSOR OR LESSEE BE LIABLE UNDER ANY PROVISION OF THIS LEASE FOR
LOST PROFITS, INCLUDING LOST OR PROSPECTIVE PROFITS, OR FOR ANY OTHER
SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE
DAMAGES, IN CONTRACT, TORT OR OTHERWISE, WHETHER OR NOT CAUSED BY OR
RESULTING FROM THE SOLE OR CONCURRENT NEGLIGENCE OF LESSOR OR LESSEE
OR ANY OF THEIR AFFILIATES OR RELATED PARTIES. WITHOUT LIMITING THE
FOREGOING, THIS LIMITATION OF LIABILITY SHALL APPLY TO CLAIMS OF LESSOR
OR LESSEE ARISING OUT OF THIRD PARTY CLAIMS AGAINST LESSOR OR LESSEE FOR
ANY OF THE FOREGOING.
Section 11.8. No Additional Waiver Implied By One Waiver; Consents to Waiver. The waiver of
either party of any breach by the other party of any covenant, condition or obligation under this Lease
shall not operate as a waiver of any subsequent breach of the same or a waiver of any breach of any other
covenant, condition or obligation under this Lease, nor shall any forbearance by the non-defaulting party
not breaching to seek a remedy for any breach by the other party be a waiver by such non-defaulting
party not breaching any of its rights and remedies with respect to such breach or any subsequent breach
of the same or with respect to any other breach.
Section 11.9. Delay not a Waiver. No delay or omission in the exercise of any right or power accruing
upon any default shall impair any such right or power or shall be construed to be a waiver of any such
default or any acquiescence therein, and every power or remedy given by this Lease may be exercised
from time to time and as often as may be deemed expedient. Either party may waive any default which in
its opinion has been remedied before the entry of final judgment or decree in any suit, action or
proceeding instituted by it under the provisions of this Lease or before the completion of the enforcement
of any other remedies under this Lease. No such waiver shall extend to or affect any other existing or
subsequent default or impair any rights or remedies consequent thereon.
Section 11.10 Declaratory or Injunctive Relief. In addition to the remedies set forth in this Article XI
the Parties shall be entitled, in any circumstances they may deem appropriate, to seek injunctive relief
prohibiting or mandating action by the other Party for any Event of Default of the other Party or
declaratory relief with respect to any matter under this Lease.
Section 11.11 Interest on Overdue Obligations. If any sum due hereunder is not paid on the due date
thereof, the Party hereto owing such obligation to the other Party shall pay to the other Party interest
thereon at the Default Rate, concurrently with the payment of the amount from the date such amount was
due until paid. Any payment of interest at the Default Rate pursuant to this Lease shall not excuse or cure
any default hereunder.
Section 11.12 Attorney’s Fees. The defaulting Party shall pay all of the non-defaulting Party’s reasonable
fees and expenses, including reasonable attorneys' fees, in enforcing any covenant to be observed by
the defaulting Party or pursuing any remedy upon an Event of Default with respect to such Party.
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ARTICLE XII
DAMAGE AND CONDEMNATION
Section 12.1. Damage and Destruction.
(a) If the Leased Premises are destroyed (in whole or in part) or are damaged by fire or other casualty,
Lessee shall promptly give written notice thereof to the City. All applicable insurance proceeds shall be
applied by the City either to repair, rebuild or restore the property damaged or, if the parties determine
and mutually agree that it is impracticable to rebuild the Leased Premises, subject to the provisions of
Section 12.1(b), such proceeds shall be transferred to the Corporation to effect the defeasance or prior
redemption of obligations issued by the Corporation for the construction of the Baseball Stadium. Any
remaining balance after payment for such repair, rebuilding or restoration, or transfer to the Corporation
as herein described, shall be retained by the City. Lessee agrees to look solely to its insurance for the
replacement and repair of the Removables and shall have all rights to all insurance with respect to, and
shall be responsible for repair of, the concession areas to the extent, but no further, the same were
equipped by Lessee or concessionaires contracting with Lessee.
(b) The City will proceed promptly to repair, rebuild or restore the property damaged or destroyed to
substantially the same condition as it existed prior to the event causing such damage or destruction, with
such changes, alterations and modifications (including the substitution and addition of other property) as
may be desired by Lessee and the City and which will not impair productive capacity or the character of
the Leased Premises. If such damage results in an Untenantable Condition, all Rentals shall abate during
the period of repair and restoration. Notwithstanding the foregoing, in the event that (a) substantially all
of the improvements shall be damaged or destroyed by casualty at any time during the final three (3)
years of the Term or (b) any portion of the Leased Premises shall be damaged or destroyed by casualty at
any time during the Term and the governmental rules then applicable to the Leased Premises do not
permit the restoration of the Leased Premises so as to eliminate an Untenantable Condition, then Lessee
may, at its option (exercised with reasonable promptness in the circumstances, but in all events within
ninety (90) days after such damage or destruction), terminate this Lease by serving upon the City notice
within such period setting forth Lessee’s election to terminate this Lease as a result of such damage or
destruction as of the end of the calendar month in which such notice is delivered to the City. Upon the
service of such notice and the making of such payments within the foregoing time period, the City shall
pay to Lessee the Unamortized Portion of the Lessee’s Contribution (measured as of the date of
termination) and this Lease shall cease and terminate on the date specified in such notice with the same
force and effect as if such date were the date originally fixed as the expiration date of this Lease and
Lessee shall have no further obligations hereunder.
Section 12.2. Condemnation.
(a) In the event that title to the Leased Premises or the leasehold estate of Lessee in the Leased Premises
created by this Lease or any part of either thereof shall be taken under the exercise of the power of
eminent domain by any governmental body or by any person, firm or corporation acting under
Governmental Authority, or shall be conveyed in lieu thereof, this Lease shall terminate and the City
shall pay to Lessee the Unamortized Portion of the Lessee’s Contribution. Any condemnation award
attributable to the temporary use or temporary condemnation of the Lease Premises or the leasehold
estate created hereby shall be paid to Lessee. If only a part of the Leased Premises or leasehold estate is
taken the City will cause any proceeds received by it from any award made in such eminent domain
proceedings with respect to the Leased Premises, to be applied towards the restoration of the Leased
Premises to substantially the same condition as existed prior to the exercise of the said power of eminent
domain. If the City does not receive sufficient proceeds to restore the Leased Premises as set forth above,
then Lessee may terminate this Lease and the City shall promptly pay to Lessee the Unamortized Portion
of the Lessee’s Contribution (measured as of the date of termination).
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(b) The City shall cooperate fully with Lessee in the handling and conduct of any prospective or pending
condemnation proceedings with respect to the Leased Premises or any part thereof and will, to the extent
it may lawfully do so, permit Lessee to litigate in any such proceedings in the name and behalf of the City
and for the purpose of seeking and obtaining a separate award for damage to the Removables, the value
of Lessee’s leasehold estate, and damage to Lessee’s business. In no event will the City voluntarily settle,
or consent to the settlement of, any prospective or pending condemnation proceeding with respect to the
Leased Premises or any part thereof without the written consent of Lessee. Notwithstanding the foregoing,
if as a result of any condemnation, an Untenantable Condition exists or if the damage caused thereby
occurs during the last three (3) years of the Term, Lessee shall have the right and option to terminate
this Lease by providing written notice to the City to such effect whereupon this Lease shall terminate
as of the date set forth in such notice and the City shall pay to Lessee the Unamortized Portion of the
Lessee’s Contribution. The provisions of this Article XII shall survive the termination of this Lease.
ARTICLE XIII
MISCELLANEOUS
Section 13.1. Amendments, Changes and Modification. No amendment, change, addition to or waiver
of any of the provisions of this Lease shall be binding upon the parties hereto unless in writing signed by
an Authorized Lessee Representative and the Mayor of the City.
Section 13.2. Applicable Law Venue. The Lease shall be governed exclusively by the provisions hereof
and by the applicable laws of the State. Venue for any proceeding to enforce this Lease shall be in
Nueces County, Texas.
Section 13.3. Severability. If any provision of this Lease is held to be illegal, invalid, or unenforceable
under present or future laws effective during the Term such provision shall be fully severable and this
Lease shall be construed and enforced as if such illegal, invalid, or unenforceable provision had never
comprised a part hereof, and the remaining provisions hereof shall remain in full force and effect and
shall not be affected by the illegal, invalid, or unenforceable provision or by its severance from this
Lease. Furthermore, in lieu of such illegal, invalid or unenforceable provision, there shall be added
automatically as a part of this Lease a provision as similar in terms to such illegal, invalid, or
unenforceable provision as may be possible and still be legal, valid, or enforceable.
Section 13.4. Notices and Demands. Any notices or other communications required or desired to be
given to the other party hereto shall be given in writing and delivered by courier, overnight delivery
service, facsimile transaction or through the U.S. postal service, postage prepaid and by certified mail,
return receipt requested, at the following addresses:
To the City: City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Attention: City Manager
Fax: (361) 880-3839
With copy to: City of Corpus Christi
P.O. Box 9277
Corpus Christi, Texas 78469-9277
Attention: City Attorney
Fax: (361) 880-3239
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To Lessee: Corpus Christi Baseball Club, L.P.
734 E. Port Ave.
Corpus Christi, Texas 78401
Attention: Wes Weigle
wweigle@cchooks.com
With copy to: Dan O’Neill
501 Crawford Street, Suite 500
Houston, Texas 77002
doneill@astros.com
With copy to: Giles Kibbe
501 Crawford Street, Suite 500
Houston, Texas 77002
Section 13.5. References. All references in this Lease to particular Articles or sections are references to
Articles or sections of this Lease, unless otherwise indicated. Article and section headings are furnished
for convenience only and do not constitute a part of this Lease. References in the singular number in this
Lease shall be considered to include the plural, if and when appropriate, and vice versa. Any times
referred to herein shall be deemed references to Corpus Christi, Texas, time.
Section 13.6. Successors and Assigns. The terms and provisions of this Lease shall be binding upon and
inure to the benefit of the parties hereto and their respective successors and permitted assigns.
Section 13.7. Multiple Counterparts. This Lease may be executed in multiple counterparts, each of
which shall be an original but all of which together shall constitute but one and the same instrument.
Section 13.8. Recordation. The City and Lessee shall not record this Lease, but both parties agree, on
request of the other, to execute a memorandum of lease in recordable form and complying with applicable
laws of the State, which memorandum of lease may be recorded by the requesting party.
Section 13.9. Attorneys' Fees. The prevailing party in any litigation related to this Lease shall be entitled
to recover from the non-prevailing party or parties the reasonable attorneys' fees and costs incurred by
such prevailing party in connection with such litigation.
Section 13.10. Time is of the Essence. Time is expressly declared to be of the essence in this Lease.
Section 13.11. Landlord/Tenant Relationship. This Lease establishes a landlord/tenant relationship
between the parties. It does not create any other type of relationship between the, such as one of agency,
partnership, or joint venture. The employees or agents of either party may not be, nor be construed to be,
the employees or agents of the other party for any purpose.
Section 13.12 Lessee's Remedial Work. Lessee shall be responsible for performing or causing to be
performed, and for paying the cost of performing, any and all corrective or remedial actions required by
applicable Governmental Authority to be performed with respect to any environmental event caused by
Lessee, or any of its agents, contractors, or subcontractors at any time (“Lessee's Remedial Work”).
Lessee shall promptly inform the City and all applicable Governmental Authorities of any environmental
event or Hazardous Materials discovered by Lessee (or any agent, contractor or subcontractor of Lessee)
in, on or under the Leased Premises and promptly shall furnish to the City any and all reports and other
Page 37 of 43
2nd Amended Restated Stadium Lease Draft
information available to Lessee concerning the matter. Lessee shall thereafter promptly consult with the
City as to the steps to be taken to investigate and, if necessary, remedy such matter. Lessee shall select an
independent environmental consultant to evaluate the condition of the Leased Premises and materials
thereon and therein, at Lessee's cost and expense. If it is determined pursuant to such evaluation that
remediation of the same is required by this Section 13.12, then Lessee shall perform Lessee's Remedial
Work at its own cost and expense and with due diligence.
Section 13.13 The City's Remedial Work. Subject to the limitation of the City’s Contribution, the City
shall be responsible for performing or causing to be performed, and for paying the cost of performing,
any and all corrective or remedial actions required by applicable Governmental Authority to be performed
with respect to (i) any environmental event caused by the City or any of its agents, contractors or
subcontractors or (ii) any Hazardous Materials that were introduced to the Leased Premises on or
before the Commencement Date (but excluding Hazardous Materials introduced by Lessee or its agents,
contractors or subcontractors at any time) (the “City's Remedial Work”). The City shall promptly inform
Lessee and all applicable Governmental Authorities of any such environmental event or any Hazardous
Materials discovered by the City (or any agent, contractor or subcontractor of the City) in, on or under the
Leased Premises and promptly shall furnish to Lessee any and all reports and other information available
to the City concerning the matter. The City shall thereafter promptly consult with Lessee as to the steps to
be taken to investigate and, if necessary, remedy such matter. The City shall select an independent
environmental consultant to evaluate the condition of the Leased Premises and materials thereon and
therein, at the City's cost and expense. If it is determined pursuant to such evaluation that remediation of
the same is required by this Section 13.13, then the City shall perform, or cause to be performed, the
City's Remedial Work at its own cost and expense and with due diligence.
Section 13.14 Settlement By Mutual Agreement. In the event any dispute, controversy or claim
between or among the Parties arises under this Lease or is connected with or related in any way to this
Lease or any right, duty or obligation arising herefrom or the relationship of the Parties hereunder (a
“Dispute or Controversy”), including, but not limited to, a Dispute or Controversy relating to the
effectiveness, validity, interpretation, implementation, termination, cancellation or enforcement of this
Lease, the Parties shall first attempt in good faith to settle and resolve such Dispute or Controversy by
mutual agreement in accordance with the terms of this Section 13.14. In the event a Dispute or Controversy
arises, either Party shall have the right to notify the other that it has elected to implement the procedures
set forth in this Section 13.14. Within fifteen (15) days after delivery of any such notice by one Party to
the other regarding a Dispute or Controversy, the Authorized Representative of the Parties shall meet at
a mutually agreed time and place to attempt, with diligence and good faith, to resolve and settle such
Dispute or Controversy. Should a mutual resolution and settlement not be obtained at the meeting of
the Authorized Representatives for such purpose or should no such meeting take place within such fifteen
(15) day period, then either party may by notice to the other Party submit the Dispute or Controversy
to mediation.
Section 13.15 Covenants Running with the Estates in Land. The Parties hereto covenant and agree
that all of the conditions, covenants, agreements, rights, privileges, obligations, duties, specifications, and
recitals contained in this Lease, except as otherwise expressly stated herein, shall be construed as
covenants running with title to the Leased Premises, and the leasehold estate hereunder, respectively,
which shall extend to, inure to the benefit of and bind, the City and Lessee, and their permitted successors
and assigns, to the same extent as if such successors and assigns were named as original parties to this
Lease, such that this Lease shall always bind the owner and holder of any fee or leasehold interest in or to
the Leased Premises, or any portion thereof, and shall bind predecessors thereof except as otherwise
expressly provided herein.
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Section 13.16 Non-Appropriation.
(a) Current Expenses. Except for the funds to be provided pursuant to Section 3.2, the obligations of the
City for payment and other monetary obligations under this Lease are each subject to an appropriation
and, accordingly, (i) shall constitute a current expense of the City in the fiscal year of the City to which
an obligation applies and (b) shall not constitute an indebtedness of the City within the meaning of any
applicable governmental rule. Nothing herein shall constitute a pledge by the City of any funds, other
than funds designated pursuant to lawful appropriations from time to time to pay any money or satisfy
any other monetary obligation under any provision of this Lease.
(b) Result of Non-Appropriation. If a non-appropriation occurs in response to a request for a proposed
Appropriation, the City shall provide Lessee with written notice of such non-appropriation on or before
the twentieth (20th) day after the non-appropriation. Any non-appropriation shall constitute a City
Default hereunder.
Section 13.17. Authority to Execute. Each of the Parties acknowledges that the individual who has
executed this Lease has been duly authorized to execute this Lease. A certified copy of the required City
ordinance or action of Lessee’s board of directors has been furnished by each Party to the other Party for
attachment to this Lease.
Section 13.18. Captions. The captions in this Lease are for convenience only and are not a part of this
Lease. The captions do not in any way limit or amplify the terms and provisions of this Lease.
Section 13.19. Limitation of Leasehold. City does not warrant its title to the Leased Premises. This
Lease and the rights and privileges granted Lessee in and to the Leased Premises are subject to all
covenants, conditions, restrictions, and exceptions of record or apparent. Nothing contained in this Lease
may be construed to imply the conveyance to Lessee of rights in the Leased Premises that exceed those
owned by City.
Section 13.20. Non-Discrimination. Lessee warrants that it is and will continue to be an Equal
Opportunity Employer. Lessee covenants and agrees that Lessee will not discriminate nor permit
discrimination against any person or group of persons, with regard to employment and the provision of
services at, on, or in the Leased Premises, on the grounds of race, religion, national origin, marital status,
sex, age, disability, or in any manner prohibited by the laws of the United States or the State of Texas.
The City hereby reserves the right to take the action as the United States may direct to enforce this
covenant.
Section 13.21. Not for Benefit of Third Parties. This Lease is only for the benefit of the City and
Lessee, and no third party has any rights or claims under this Lease. No provision of this Lease creates a
third party claim against the City or Lessee beyond that which may legally exist in the absence of any
provision of this Lease.
Section 13.22. Other City Ordinances. This Lease and the ordinance that authorized the execution of
this Lease do not operate to repeal, rescind, modify, or amend any ordinances or resolutions of the City
relating to the use or obstruction of streets, the granting of permits, and any regulations relating to the
preservation of order and movement of traffic, or any other ordinances, resolutions, or regulations not
specifically set forth in the ordinance authorizing this Lease. Notwithstanding the foregoing, if any of
such ordinances or resolutions materially and adversely affects Lessee’s express rights hereunder or
Lessee’s ability to operate the Leased premises in accordance with the terms and conditions of this Lease,
then Lessee shall have the right to terminate this Lease without further liability to the City.
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Section 13.23. Publication. Lessee agrees to pay the costs of newspaper publication of this Lease and
the ordinance authorizing the execution of this Lease, as required by the City Charter. - COMPLETED
Section 13.24. Surrender. Lessee acknowledges and understands that the City’s agreement to lease the
Leased Premises to Lessee is expressly conditioned on the understanding that the Leased Premises must
be surrendered, upon the expiration, termination, or cancellation of this Lease, in as good a condition as
received, reasonable use and wear, Force Majeure events, acts of God, fire and flood damage or destruction
where Lessee is without fault, excepted.
Section 13.25. Conditions Precedent. This Lease shall not be effective or binding upon Lessee until
such time, if ever, that the following conditions are satisfied: (a) City shall have acquired the Land and
Leased Premises from the Port; (b) the City shall have entered into the Parking Area Master Lease with
the Port; (c) Lessee’s completion of and satisfaction with its due diligence investigation with respect to
the condition of title to the Land and the Land’s compliance with applicable environmental laws,
including confirmation that the Land and Leased Premises are free from Hazardous Materials; (d) the
Sanctioning Association shall have approved Lessee’s application and request to relocate the Team; and
(e) Lessee shall have received such assurances as may be required by Lessee to confirm that lands
adjacent to the Leased premises will be restricted against development that would materially and adversely
impact Lessee’s operations at the Leased Premises or ability to attract customers including, but not limited
to, competitive use restrictions and height restrictions on adjacent buildings so as to prevent shadows
from being cast upon the Baseball Stadium’s playing field. - COMPLETED
EXECUTED IN DUPLICATE, each of which shall be considered an original, to be effective as of the
Effective Date.
THE CITY:
ATTEST: CITY OF CORPUS CHRISTI
Rebecca Huerta, Jermel Stevenson,
City Secretary Director of Parks and Recreation
Date: Date:
LESSEE:
CORPUS CHRISTI BASEBALL CLUB, L.P.
By:
Date:
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EXHIBIT “A”
Page 41 of 43
2nd Amended Restated Stadium Lease Draft
EXHIBIT B - COMPLETED
Lessee Buildout of Corpus Christi Ball Park
Item Description (or reasonable equivalent)
Stadium and Office Fixtures
Network/Internet Server includes hardware, software, and installation
Admin/Ticket Office computers includes hardware, software, based on estimate of 40 (1)
Copiers 2 Kyocera-Mita KM-4030 models (Admin and Ticket Offices)
Printers 2 Oki C9300 Color Printers, 1 Samsung SCX-5312F (Press Box)
Various individual printers (as needed, estimate of five)
Phone System Brookside Technology System, includes phones and installation (2)
Office televisions 8 -19 inch TV’s
Office Furniture Includes desks, chairs, cubicles, plants, various decorative items
(Admin, Ticket, & Press)
Security System Based on Diebold system installed at Dell Diamond
Refrigerator for Offices 2 Whirlpool 20.9 cubic foot (Admin and Ticket)
Microwave for Offices 2 (Admin and Ticket)
Office window shades Basic blinds
Ticket System Dependent on type of system implemented
Office Art Acquisition and framing of 60 pieces (Admin, Ticket, & Press)
Point of Sale System Based on Retail Automation Systems version at Railyard
Radios Based on Aircom Electronic Supply system used at Dell Diamond
Maintenance materials Vaccuums/Blowers/Brooms/Hoses/Etc.
Concession equipment Based on kitchen/stands/equipment for 6,000 seat, 20 suite
stadium
Cup Holders
Golf Carts 4 needed for maintenance / game day crew
Signage Based on total used at Dell Diamond
Weather Computer Based on KVUE system at Dell Diamond
EMS Defibrillator
Wheel Chairs Two needed
Scissor Lift for wheelchairs
Radar Board
Direct TV or Cable System
Inflatables
Sportscourt
Swimming Pool
Rockwall
Basketball Goal and Rainbow Play System
Picnic Tables
Instant Replay-click effect to be used with the scoreboard
Switcher to be used with the scoreboard
3 Beta Cams to be used with the scoreboard
AV System-click effects based on Ford Audio & Video
Pro-AV Animation to be used with the scoreboard
Trash Compactor
20 Portable Concession Stands
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Club House
Free weights/benches/machines
Stimulation – Hi Fi System
Washers and Dryers Skyline Equipment models in use at Dell Diamond
Refrigerators 2 Whirlpool 20.9 cubic foot
Stereos Adjustable based on need
Furniture Stools, chairs, desks, tables for both
Fixtures
Televisions 4 -19 inch TVs
Garbage Bins
Whirlpools
Training Tables
Oven / Range
Microwave
Coffee Machines
Ice Machines Home & Visitor
Field Equipment
Batting Cages Same Fielder’s Choice model used at Dell Diamond
On Deck Circles Partac Peat Corp. Model (Includes Advertising)
Tarps By Covermaster, includes all needed (Field, Mound, etc)
Lawn Mowers Greensmaster 3050 (2) (Includes extended warranty)
Lawncare equipment Hand powered mowers, trimmers, various tools
Backstop From Sport Supply Group
Carts Toro Workman 3200
Pitching Machine
Infield Cart Toro Sand Pro 2020
BP Materials Screens, etc.
Scrubber
Safe
Suites
Artwork
Leather Sofas
Tables and Chairs
Refrigerators
Televisions
Page 43 of 43
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EXHIBIT C
Corpus Christi Stadium Minimum Standards
1) Minimum 5,000 fixed chair back seats
2) Berm for 1,000 Fans
3) 360Concourse that can see the field
4) Concessions- 1 Point of Sale for every 200 fans
5) Press Box with 4 Media Bays, writing press area, & Scoreboard Operations area,
approximately 2,000 sq. ft.
6) Suites to accommodate 258 people for outside seating
7) Area for a Pool to be constructed with a view of the field
8) Area for kids Play Zone and Interactive Area
9) Stadium Club, approximately 2,500 sq. ft.
10) Team Offices for 20 year round full time staff, approximately 3,000 sq. ft.
11) Ticket Office & Ticket Windows at Gates
12) Area for year round Novelty Store, approximately 1,500 sq. ft.
13) LED Video Scoreboard
14) Lighted Outside Stadium Marquee, with message changing capabilities
15) Kitchen/Commissary – Storage for both wet and dry food storage
16) Home & Visitor Clubhouses to Dell Diamond Standards
17) Novelty & Retail Storage, approximately 1,000 sq. ft.
18) Grounds Crew Garage
19) Batting Cages
20) Staff Locker Rooms, Umpire Rooms, per NAPBL Standards
21) Stadium Concourse above seating sections
22) Field Drainage System – to Dell Diamond Standards
23) “AAA” Lighting Standards, per NAPBL Standards
24) Restrooms to city-potty parity code
25) Parking- minimum 1,500 spaces adjacent to the stadium
26) Dugouts to Dell Diamond Standards
27) Home & Visitor Bullpens in the outfield and accessible to fans
28) Field access for grounds crew including trucks & tractors
29) Distributed Sound System
30) Flag Poles & Foul Poles
31) Advertising Signage – Cabinets & Backlit Signs includes on field and in concourse
and all related wiring and data cabling
Page 44 of 43
2nd Amended Restated Stadium Lease Draft
EXHIBIT D
Purchasing Policy
[To Be Attached]
DATE: January 28, 2020
TO: Peter Zanoni, City Manager
FROM: Kevin Norton, Director of Water Utilities
KevinN@cctexas.com
(361)-826-1874
Kim Baker, Director of Contracts and Procurement
KimB2@cctexas.com
(361)-826-3169
CAPTION:
Motion authorizing a two-year service agreement with Miguel Hernandez Jr., dba Universal
Tool and Die, of Corpus Christi, Texas, for a total amount not to exceed $90,000.00 for on-
call fabrication, welding, and repair services for the Wastewater Division of the Utilities
Department, effective upon issuance of notice to proceed, with first-year funding in the
amount of $33,750.00 available in the Wastewater Fund.
SUMMARY:
This two-year service agreement provides fabrication, welding, and repair services at the
City’s wastewater treatment plants and lift stations. There is currently no contract in place
for this service. When service was previously needed, each wastewater treatment plant
would seek its own competitive quotes. Having this service agreement contract in place
secures better pricing due to economies of scale, reduce s the administrative time to solicit
bids each time service is needed, and decreases downtime of non-operational equipment.
BACKGROUND AND FINDINGS:
The wastewater treatment plants and lift stations operate various pieces of equipment whose
metal components such as metal stands for pumps and motors, column structure supports
for stilling wells and clarifier bridges, and bar screens ultimately age and deteriorate over
time and require fabrication, welding, or repair to extend the longevity of the equipment and
keep the equipment operational. The needed fabrication and welding work exceed the
capacities of the in-house maintenance crews. The wastewater division will utilize this
agreement to maintain equipment in good operating condition, in order to ensure that all
equipment is online and operational, and in compliance with the Texas Commission on
Environmental Quality (TCEQ) requirement that all equipment be in good working order.
Fabrication, Welding, and Repair Services for Utilities Department
AGENDA MEMORANDUM
Action Item for the City Council Meeting of January 28, 2020
The Contracts and Procurement Department conducted a competitive RFB process to
obtain bids. The City received two responsive, responsible bids. Staff is recommending the
award to the lowest, responsible bidder, Miguel Hernandez Jr., Universal Tool and Die.
ALTERNATIVES:
An alternative to awarding this service agreement is to reject the bid , review the
specifications, and re-bid the contract. Another alternative is for staff to continue soliciting
competitive quotes each time the need for service arises. However, having to solicit quotes
as needed may delay repair/service and increase equipment downtime, which can result in
a TCEQ violation for offline non-operational equipment.
FISCAL IMPACT:
The fiscal impact for the Wastewater Division of the Utilities Department is an amount not to
exceed $33,750.00 for the first year of the two-year service agreement for on-call fabrication,
welding, and repair services at the City’s wastewater treatment plants and lift stations . The
remaining $56,250.00 for the second year will be budgeted in future years through the
annual budget process.
Funding Detail:
Fund: 4200 Wastewater
Organization/Activity: 33100 Broadway Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33110 Oso Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33120 Greenwood Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33130 Allison Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33140 Laguna Madre Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33150 Whitecap Wastewater Plant
Mission Element: 064 Treat Wastewater
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
Fund: 4200 Wastewater
Organization/Activity: 33210 Lift Station Operation & Maint
Mission Element: 065 Manage WW Lift Stations
Project # (CIP Only): N/A
Account: 530215 Maintenance and Repairs – Contracted
RECOMMENDATION:
Staff recommends approval of this motion authorizing a two-year service agreement with
Miguel Hernandez Jr. dba Universal Tool and Die for fabrication, welding, and repair
services for the Wastewater Division of the Utilities Department.
LIST OF SUPPORTING DOCUMENTS:
Service Agreement
Bid Tabulation
DATE: January 28, 2020
TO: Peter Zanoni, City Manager
FROM: Kevin Norton, Director of Water Utilities
KevinN@cctexas.com
(361) 826-1874
Kim Baker, Director of Contracts and Procurement
KimB2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a two-year supply agreement with DPC Industries, Limited Partnership
of Houston Texas, for an amount not to exceed $579,162.80, for the purchase of Liquid
Chlorine in Railcars to be used during the water treatment process as the primary
disinfectant at O.N. Stevens Water Treatment Plant, effective upon issuance of notice to
proceed, with FY2020 funding in an estimated amount of $193,054.26 available through
the Water Fund.
SUMMARY:
This is a supply agreement for liquid chlorine for the O.N. Stevens Water Treatment Plant.
Chlorine is used to disinfect the water and make it safe for public consumption.
BACKGROUND AND FINDINGS:
Chlorine is the disinfectant used during the water treatment process. Disinfection is done
at the beginning of the treatment process to reduce organic nutrients in the raw water and
as a final polishing before distribution to the City.
The City currently receives liquid chlorine in railcar from Brenntag Southwest Inc of
Lancaster, Texas. The current twelve-month supply agreement, Contract 1923, expires
February 14, 2020, and has no extensions. The total amount not to exceed $303,288.00
is for a quantity of 1,260 tons plus 200 days of detention charges if needed. Contracts
and Procurement Department conducted a competitive Request for Bid process to obtain
bids for a new contract. The City received two responsive, responsible bids, and is
recommending award to the lowest, responsive, responsible bidder, DPC Industries,
Supply Agreement for Liquid Chlorine in Railcars for Water Treatment for the O.N.
Stevens Water Treatment Plant
O.N. Stevens Water Treatment Plant
AGENDA MEMORANDUM
Action Item for the City Council Meeting of January 28, 2020
Limited Partnership.
ALTERNATIVES:
There is no feasible alternative to meet production demand. Not using chlorine will result
in a failure to protect the public from harmful conditions in the water and in regulatory
noncompliance violations with the Environmental Protection Agency and the Texas
Commission on Environmental Quality. A future capital improvement project for on-site
chlorine generation is in design with construction completion expected in 2024.
FISCAL IMPACT:
The fiscal impact to the Utilities Department is an amount not to exceed $579,162.80 for
this two-year supply agreement for the purchase of liquid chlorine in railcar, which is the
primary disinfectant used during the water treatment process. Approximately $193,054.26
is required for FY2020, and the remaining cost will be budgeted in future years through
the annual budget process. The current supply agreement that expires in February 2020
is for twelve months and not to exceed $303,288.00.
Funding Detail
Fund: 4010 Water
Organization/Activity: 31010 Stevens Filter Plant
Mission Element: 062 Treat water
Project # (CIP Only): N/A
Account: 520010 Purification Chemicals
RECOMMENDATION:
Staff recommends approval of this motion authorizing a two-year supply agreement with
DPC Industries, Limited Partnership of Corpus Christi, Texas, for the purchase of liquid
chlorine in railcar as presented.
LIST OF SUPPORTING DOCUMENTS:
Supply Agreement
Bid Tabulation
Item Description Unit Qty
2 Years Unit Rate Total Price Unit Rate Total Price
1 Liquid Chlorine in 90 ton Rail Car Tons 2,520.00 221.89$ 559,162.80$ 258.00$ 650,160.00$
2 Rail Car Detention charge after free
days Days 400.00 50.00$ 20,000.00$ 75.00$ 30,000.00$
579,162.80$ 680,160.00$
Brenntag Southwest Inc
Lancaster, TX
Bid Tabulation
RFB 2657- Liquid Chlorine in Rail Car
Utilities Department
Total
City of Corpus Christi
Contracts and Procurement Department
BUYER : JAPAN SHAH
DPC Industries Company
Houston, TX
DATE: January 28, 2020
TO: Peter Zanoni, City Manager
FROM: Kevin Norton, Director of Water Utilities
KevinN@cctexas.com
(361) 826-1874
Kim Baker, Director of Contracts and Procurement
KimB2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a two-year supply agreement with Southern Ionics Inc., of West Point,
Mississippi, in an amount not to exceed $1,221,677.00, for the purchase of Sodium Bisulfite
to be used by the Wastewater Division of the Utilities Department to dechlorinate
wastewater, effective upon issuance of notice to proceed, with first-year funding in the
amount of $610,838.00 available in the FY 2020 Wastewater Fund.
SUMMARY:
This motion authorizes a two-year supply agreement with Southern Ionics Inc., of West
Point, Mississippi, for Sodium Bisulfite for the Utilities Department, Wastewater Division.
This chemical is necessary for the dechlorination of wastewater effluent as required by
Texas Commission on Environmental Quality (TCEQ) environmental permits.
BACKGROUND AND FINDINGS:
Chlorine is applied during the treatment process to disinfect the wastewater, and then
Sodium Bisulfite is used to remove excess chlorine residual from the wastewater effluent
before it is discharged from the treatment plant. Dechlorination of the disinfected wastewater
effluent prevents harmful exposure of chlorine and chlorine compounds o n plant and aquatic
life.
The current contract, Supply Agreement 1026, expires in April 2020. The contract capacity
was used faster than expected primarily due to reduced efficiencies caused by age and
deterioration of the Breakpoint Chlorination System and the Aeration Systems at Oso
Wastewater Treatment Plant. The Utilities Department is currently procuring this chemical
via Amendment No. 4 of the Supply Agreement 1026, which was approved by City Council
Sodium Bisulfite for the Wastewater Treatment Plants
AGENDA MEMORANDUM
Action Item for the City Council Meeting of January 28, 2020
in December 2019 to increase the contract capacity until the new supply agreement is
executed.
The Contracts and Procurement Department conducted a competitive RFB process to
obtain bids. The City received one responsive, responsible bid. Two other bidders sent
letters stating they could not be competitive at this time. Staff is recommending the award
to the lowest, responsible bidder, Southern Ionics Inc.
ALTERNATIVES:
There are no alternatives to approving this supply agreement. This chemical is necessary
for public health and safety, and to meet TCEQ environmental permit requirements.
FISCAL IMPACT:
The fiscal impact for the Utilities Department is an amount not to exceed $610,838.00 for
the first-year of the two-year supply agreement from the FY 2020 Wastewater Fund, with
the remaining cost of $610,839.00 to be budgeted in future years through the annual budget
process. This Supply Agreement is for dechlorination of wastewater effluent at the
wastewater treatment plants as required by TCEQ compliance regulations.
FUNDING DETAIL:
Fund: 4200 Wastewater
Organization/Activity: 33100 Broadway Wastewater Plant
Mission Element: 064
Project # (CIP Only): N/A
Account: 520010 Purification Chemicals
Fund: 4200 Wastewater
Organization/Activity: 33110 Oso Wastewater Plant
Mission Element: 064
Project # (CIP Only): N/A
Account: 520010 Purification Chemicals
Fund: 4200 Wastewater
Organization/Activity: 33130 Allison Wastewater Plant
Mission Element: 064
Project # (CIP Only): N/A
Account: 520010 Purification Chemicals
Fund: 4200 Wastewater
Organization/Activity: 33140 Laguna Madre Wastewater Plant
Mission Element: 064
Project # (CIP Only): N/A
Account: 520010 Purification Chemicals
RECOMMENDATION:
Staff recommends approval of this motion authorizing a two -year supply agreement with
Southern Ionics Inc. for Sodium Bisulfite for the Wastewater Division of the Utilities
Department.
LIST OF SUPPORTING DOCUMENTS:
Supply Agreement
Bid Tabulation
CITY OF CORPUS CHRISTI BID TABULATION RFB #2754
Contracts and Procurement Sodium Bisulfite
Senior Buyer: Cynthia Perez
Unit Extended
Price Price
1 Sodium Bisulfite -Broadway
Treatment Plant LBS 600,000
0.2441 $146,460.00
2 Sodium Bisulfite- Oso Plant LBS 3,470,000
0.2441 $847,027.00
3 Sodium Bisulfite - Allison Plant LBS 600,000
0.2441 $146,460.00
4 Sodium Bisulfite - Laguna Madre
Plant LBS 300,000
0.2441 $73,230.00
5 *Unloading Delay HRS 100
$85.00 $8,500.00
Total $1,221,677.00
* First two hours free for unloading, after a
two hour delay the $85.00 fee will be
enforced.
Southern Ionics, Inc.
West Point, MS
ITEM DESCRIPTION Unit 24 Month-
Qty.
DATE: January 28, 2020
TO: Peter Zanoni, City Manager
FROM : Jim Davis, Director of Asset Management
JimD@cctexas.com
(361) 826-1909
Kim Baker, Director of Contracts and Procurement
KimB2@cctexas.com
(361) 826-3169
CAPTION:
Motion authorizing a three-year service agreement with Smart Plumbing, Incorporated of
Corpus Christi, Texas with an amount not to exceed $626,643.75, to perform on-call
plumbing repair services to City owned facilities, effective upon issuance of notice to
proceed, with FY 2020 funding in an estimated amount of $139,254.17 available through
the Facility and Property Management Fund.
SUMMARY:
This motion authorizes a service agreement with Smart Plumbing, Incorporated to
perform on-call plumbing repair services to City owned facilities. These services are
necessary to maintain the buildings from deteriorating and ensure code compliant status.
The services will be provided on an as needed basis.
BACKGROUND AND FINDINGS:
Asset Management has an operational need to contract plumbing services on an on -call
basis, due to not having sufficient resources to maintain and perform the necessary
plumbing repairs to City owned facilities. The Contractor shall furnish labor, parts,
materials, tools and equipment necessary to perform plumbing services to City owned
facilities. These services will be performed on an as needed basis under individual job
orders that will be based on unit prices.
Service Agreement for Plumbing Services and Repairs
for Asset Management
AGENDA MEMORANDUM
Action Item for the City Council Meeting January 28, 2020
Contracts and Procurement conducted a competitive Request for Bid process to obtain
bids for a new contract. The City received one bid that was non-responsive and one bid
that was a responsive, responsible bid, and is recommending the award to Smart
Plumbing, Incorporated.
ALTERNATIVES:
The alternative is to perform the work in-house. However, the Asset Management
Department would have to increase their staff in various trades in order to keep up with
the high demand in a timely manner.
FISCAL IMPACT:
The fiscal impact for Asset Management in FY 2020 is $139,254.17. The remaining cost
will be budgeted in future years during the annual budget process.
FUNDING DETAIL:
Fund: 5115 Facility and Property Management
Organization/Activity: 40300 Facility Management and Maintenance
Mission Element: 191 Operate City Buildings and Facilities
Project # (CIP Only): N/A
Account: 530215 Maintenance & Repairs-Contracted
RECOMMENDATION:
Staff recommends approval of this motion authorizing a three-year service agreement
with Smart Plumbing, Incorporated plumbing repair services as presented.
LIST OF SUPPORTING DOCUMENTS:
Bid Tabulation
Service Agreement
Service Agreement Standard Form Page 1 of 7
Approved as to Legal Form July 11, 2019
SERVICE AGREEMENT NO. 2708
Plumbing Services and Repairs for Asset Management
THIS Plumbing Services and Repairs for Asset Management Agreement
("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-
rule municipal corporation (“City”) and Smart Plumbing, Incorporated (“Contractor"),
effective upon execution by the City Manager or the City Manager’s designee (“City
Manager”).
WHEREAS, Contractor has bid to provide Plumbing Services and Repairs for Asset
Management in response to Request for Bid/Proposal No. 2708 (“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 Plumbing Services and Repairs for Asset
Management (“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 three years, with performance commencing upon the
date of issuance of a notice to proceed from the Contract Administrator or the
Contracts and Procurement Department. The parties may mutually extend the
term of this Agreement for up to zero additional zero-year periods (“Option
Period(s)”), provided, the parties do so by written amendment 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. This Agreement is for an amount not to exceed
$626,643.75, 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. Contractor shall invoice no more
frequently than once per month. 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. Any amount not expended during the initial term or any option period
may, at the City’s discretion, be allocated for use in the next option period.
Service Agreement Standard Form Page 2 of 7
Approved as to Legal Form July 11, 2019
Invoices will be mailed to the following address with a copy provided to the
Contract Administrator:
City of Corpus Christi
Attn: Accounts Payable
P.O. Box 9277
Corpus Christi, Texas 78469-9277
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:
Name: Rudy Soliz
Department: Asset Management
Phone: (361) 826-1980
Email: RudyS@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 that 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
Service Agreement Standard Form Page 3 of 7
Approved as to Legal Form July 11, 2019
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. City may inspect all Services and products supplied
before acceptance. Any Services or products 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.
(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.
(C) Contractor warrants that all Services will be performed in accordance
with the standard of care used by similarly situated contractors performing similar
services.
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.
Service Agreement Standard Form Page 4 of 7
Approved as to Legal Form July 11, 2019
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
unless the subcontractors were named in the bid or proposal or in an Attachment
to this Agreement, 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. The City may, at the City’s sole discretion, choose not to
accept Services performed by a subcontractor that was not approved in
accordance with this paragraph.
13. Amendments. This Agreement may be amended or modified only in writing
executed by authorized representatives of both parties.
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 applicable 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: Rudy Soliz
Title: Operations Division Superintendent
Address: 5352 Ayers, Bldg. 3A, Corpus Christi, Texas 78415
Phone: (361) 826-1980
Fax: (361) 826-1989
IF TO CONTRACTOR:
Smart Plumbing Incorpoated
Attn: Reed Glendenning
Service Agreement Standard Form Page 5 of 7
Approved as to Legal Form July 11, 2019
Title: President
Address: P.O. Box 81429, Corpus Christi, Texas 78468
Phone: (361) 993-5039
Fax: (361) 993-7838
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,
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
comply with any of the terms 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.
Service Agreement Standard Form Page 6 of 7
Approved as to Legal Form July 11, 2019
19.Owner’s Manual and Preventative Maintenance. Contractor agrees to provide a
copy of the owner’s manual and/or preventative maintenance guidelines or
instructions if available for any equipment purchased by the City pursuant to this
Agreement. Contractor must provide such documentation upon delivery of such
equipment and prior to receipt of the final payment by the City.
20. 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.
21. 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.
22.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 Contractor’s bid response (Exhibit 2).
23.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 if required
by said statute.
24.Governing Law. Contractor agrees to comply with all federal, Texas, and City laws
in the performance of this Agreement. 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.
Service Agreement Standard Form Page 7 of 7
Approved as to Legal Form July 11, 2019
CONTRACTOR
Signature:
Printed Name:
Title:
Date:
CITY OF CORPUS CHRISTI
________________________________________________
Kim Baker
Director of Contracts and Procurement
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. 2708
Exhibit 2: Contractor’s Bid/Proposal Response
Reed Glendenning
President
1-06-2020
Revised 4.4.19
Attachment A - Scope of Work
1.1 General Requirements/Background Information
The Contractor shall provide routine and emergency plumbing repair services to
facilities located at City owned locations as listed in the Scope of Work on an as
needed basis.
1.2 Scope of Work
A. The Contractor shall provide all labor, materials, parts, tools, and equipment
necessary to perform plumbing services on an as needed basis.
B. The Contractor shall have licensed journeyman plumbers with helpers to provide
the services needed.
C. The Contractor shall have the proper equipment to inspect video pipe, hydro jet
clogged sewer lines, hydrostatic test slab leaks, gas leaks, and vacuum septic
systems.
D. All work performed must be accomplished in a manner that meets all applicable
specifications, trade standards and provisions, and federal, state, and local
codes and regulations.
1.3 Routine and Emergency Service Calls
A. The Contractor shall be available to perform services on an as needed basis.
B. The City will provide a work order before commencement of services. The
Contractor shall request the work order from the Operation Superintendent, if City
fails to provide the order.
C. In order to minimize overstaffing and equipment downtime, the City staff shall
provide a work description in the work order or explain by email/phone. Based
on the description, the Contractor will have a general idea of the work prior to
commencement.
D. After inspection of work, if the anticipated cost of Labor and Materials exceeds
$1000, the Contractor must obtain approval from the Operation Superintendent
prior to commencement of work.
E. The Contractor shall perform routine service calls during normal working hours 8:00
AM to 5:00 PM, excluding City holidays. The Contractor shall be on site within two
hours or within an agreeable time frame determined by the Operation
Superintendent.
F. Emergency service calls are defined as an event which requires immediate
action to prevent a hazard to life, health, safety, property or to avoid failure of
an equipment. When an emergency arises, the Operation Superintendent shall
notify the Contractor of the emergency repair at the facility. The Contractor shall
Revised 4.4.19
be on site within an agreeable time frame determined by the Operation
Superintendent.
G. The Contractor shall check in with the Operation Superintendent at the location
upon arrival and check out after completion of work.
H. If the Contractor is required to leave the premises to obtain parts or other
materials, the Operation Superintendent must be notified.
I. The Contractor shall only invoice the City for the time spent on the property. The
City will not pay for time spent in route or traveling to acquire parts/supplies.
J. Upon completion of the routine or emergency service call, the Contractor’s
representative shall provide a job ticket. The job ticket shall include, but not
limited to:
a.Company Name
b. Name of technician and/or helper
c. Date of service
d. Detailed description, of the work performed
e. Root causes of failure, if applicable
f. Parts used
g. Work order number
h. Total time spent on job
1.4 Invoicing
A. The Contractor shall submit invoices monthly to Accounts Payable, with a copy
of invoice sent to Contract Administrator. Invoices shall include:
1.Work description
2.Location and date of repairs
3.List of materials replaced
4.Labor hours
B. Hourly labor rates shall be actual time worked at the job site.
C. The Contractors’ mileage, freight, travel time will not be accepted.
D. Parts and materials shall be cost plus markup percentage.
E. Upon request, the Contractor shall provide proof of cost with all invoices that list
such charges.
1.5 Safety Instructions
A. The Contractor shall barricade or place cones around work area before
commencing services.
B. The Contractor shall try to minimize interference to the building occupants with
their day to day operations.
C. The Contractor shall not store worn or defective parts on City premises at the end
of workday, unless otherwise approved by the Contract Administrator.
Revised 4.4.19
D. The Contractor must clean work site from debris or hazards after completion of
work.
E. The Contractor must dispose of all worn or defective parts, oils, solvents in
accordance with all applicable laws, rules and regulations to ensure the highest
level of safety to the environment and public health.
1.6 Contractor Quality Control and Superintendence
The Contractor shall establish and maintain a complete Quality Control Program that
is acceptable to the Contract Administrator to assure that the requirements of the
Contact are provided as specified. The Contractor will also provide supervision of
the work to ensure it complies with the contract requirements.
1.7 Warranty
The Contractor shall provide one-year warranty on workmanship. The Contractor
shall provide one-year warranty or manufacturer warranty on all new parts.
1.8 Work Site and Conditions
The Contractor may potentially perform plumbing services to the following locations
on an as needed basis.
BUILDING Address Zip Code
1 Health
Department 1702 Horne Rd, Corpus Christi, TX 78416
2 City Hall 1201 Leopard St, Corpus Christi, TX 78401
3 Gas Department 4225 S Port Ave, Corpus Christi, TX 78415
4 Police
Department
321 John Sartain St, Corpus Christi,
TX 78401
5 Municipal Courts 321 John Sartain St, Corpus Christi,
TX 78401
6 Frost Bank 2402 Leopard St, Corpus Christi, TX 78408
7 Water
Department 2726 Holly Rd, Corpus Christi, TX 78415
8 Broadmoor
Senior Center 1651 Tarlton St, Corpus Christi, TX 78415
9 Ethel Eyerly
Senior Center 654 Graham Rd. Corpus Christi, TX 78418
10 Garden Senior
Center 5325 Greely Dr, Corpus Christi, TX 78412
11 Greenwood
Senior Center
4040 Greenwood Dr, Corpus
Christi, TX 78416
Revised 4.4.19
12 Lindale Senior
Center 3135 Swantner St, Corpus Christi, TX 78404
13 Northwest Senior
Center 9725 Up River Rd, Corpus Christi, TX 78410
14 Oveal Williams
Senior Center
1414 Martin Luther King Dr, Corpus
Christi, TX 78401
15 Zavala Senior
Center 510 Osage St, Corpus Christi, TX 78405
16 La Retama
Central Library
805 Comanche St, Corpus Christi,
TX 78401
17 Garcia Public
Library
5930 Brockhampton St, Corpus
Christi, TX 78414
18 Janeth Harte
Public Library 2629 Waldron Rd, Corpus Christi, TX 78418
19 Hopkins Public
Library
3202 McKenzie Rd, Corpus Christi,
TX 78410
20 McDonalds
Library
4044 Greenwood Dr, Corpus
Christi, TX 78416
21 Neyland Public
Library
1230 Carmel Pkwy, Corpus Christi,
TX 78411
22
Joe Garza
Recreation
Center
3204 Highland Ave, Corpus Christi,
TX 78405
23
Lindale
Recreation
Center
3133 Swantner St, Corpus Christi, TX 78404
24
Oak Park
Recreation
Center
842 Erwin Ave, Corpus Christi, TX 78408
25 Oso Recreation
Center 1111 Bernice Dr, Corpus Christi, TX 78413
26 Solomon Coles
Rec Center
924 Winnebago St, Corpus Christi,
TX 78401
27 Science and
History Museum
1900 N Chaparral St, Corpus
Christi, TX 78401
28 Al Kruse Tennis
Center 502 King St, Corpus Christi, TX 78401
29 HEB Pool
Complex 1520 Shely St, Corpus Christi, TX 78404
30 HEB Tennis Court 1520 Shely St, Corpus Christi, TX 78404
31 Central Kitchen 4141 Old Brownsville Rd, Corpus
Christi, TX 78405
32 O N Stevens
Plant
13101 Leopard St, Corpus Christi,
TX 78410
Revised 4.4.19
33 Solid Waste
Building 2525 Hygeia, Corpus Christi, TX 78415
34
Oso Wastewater
Treatment Plant
(WWTP)
501 Nile, Corpus Christi, TX 78412
35
Greenwood
Wastewater
treatment Plant
6541 Greenwood Dr, Corpus
Christi, TX 78417
36
Broadway
Wastewater
Treatment plant
1402 W Broadway, Corpus Christi,
TX 78401
37
Laguna Madre
Wastewater
Treatment Plant
201 Jester St, Corpus Christi, TX 78418
38
White Cap
Wastewater
Treatment plant
13409 White Cap St, Corpus Christi,
TX 78418
39 Allison WWTP 4101 Allison St, Corpus Chishti, TX 78410
40 CEFE Landfill 2397 Co.Rd.20, Robstown, TX 78380
41 J C Elliot Transfer
Station
6594 Greenwood St, Corpus Christi,
TX 78415
42 City owned
location City wide
Attachment B - Bid/Pricing Schedule
Attachment C – Insurance Requirements
I. 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 (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 by endorsement, and a waiver of subrogation 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-day advance written notice of
cancellation, non- renewal material
change or termination required on all
certificates and policies.
Bodily Injury and Property Damage
Per occurrence - aggregate
COMMERCIAL GENERAL LIABILITY
including:
1. Commercial Broad Form
2. Premises – Operations
3. Products/Completed Operations
4. Contractual Liability
5. Independent Contractors
6. Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$1,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2. Hired and Non-Owned
3. Rented/Leased
$1,000000 Combined Single Limit
WORKERS’S COMPENSATION
(All States Endorsement if Company is
not
domiciled in Texas)
Employers Liability
Statutory and complies with Part II
of Exhibit.
$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.
2019 Insurance Requirements
Facility and Property Management
Plumbing Installation, Maintenance, Repairs and Emergency Repairs
01/04/2019 sw Risk Management
Valid Through 12/31/2019
Attachment D - Warranty Requirements
The Contractor shall provide one-year warranty on workmanship. The
Contractor shall provide one-year warranty or manufacturer warranty
on all new parts.
ITEM Description Unit Qty Unit Price Total Price Unit Price Total Price
1 Journeyman Plumber-Regular
Hour M-F 8:00am-5:00pm
HRS 3000
89.00$ 267,000.00$ $0.00 -$
2 Plumbers Helpers-Regular Hours M-
F 8:00am-5:00pm HRS 1000 49.00$ 49,000.00$ $0.00 -$
3 Journeyman Plumber- After Hours,
holidays, weekends HRS 100 111.25$ 11,125.00$ $0.00 -$
4 Plumbers Helpers -After Hours,
holidays, weekends
HRS 100
61.25$ 6,125.00$ $0.00 -$
5 Licensed Drain Cleaner- Regular
Hours M-F 8:00am-5:00pm
HRS 450
100.00$ 45,000.00$ $0.00 -$
6 Licensed Drain Cleaner and Helper-
Regular Hours M-F 8:00am-5:00pm
HRS 300
149.00$ 44,700.00$ $0.00 -$
7 Licensed Drain Cleaner After
Hours holiday and weekend HRS 150 125.00$ 18,750.00$ $0.00 -$
8 Licensed Drain Cleaner and Helper-
After Hours holiday and weekends
HRS 75
186.25$ 13,968.75$ $0.00 -$
9 Hydro- Jetting Services HRS 75 145.00$ 10,875.00$ $0.00 -$
10 Video Pipe Inspection HRS 75
145.00$ 10,875.00$ $0.00 -$
11 Vacuum Truck Service HRS 75 150.00$ 11,250.00$ $0.00 -$
12 Disposal of Waste GL 3000
0.25$ 750.00$ $0.00 -$
Item Markup%Markup%
13 Parts/ Material 19%136,850.00$ -$
Total 626,268.75$ *Non- Responsive
*Shoreline failed to submit the correct bid form that had been changed by Addendum.
Smart Plumbing, Incorporated
Corpus Christi, TX
Estimated Spend
115,000.00$
*Shoreline Plumbing
Corpus Christi, TX
City of Corpus Christi Bid Tabulation
Contracts and Procurement Department RFB 2708 - Plumbing Services and Repairs
Sr. Buyer : Cynthia Perez Asset Management
Project: 20100A PM:SG
Legistar No. 20-0057 Rev. 3 - 01/06/20
1
AGENDA MEMORANDUM
Action Item for the City Council Meeting of January 28, 2020
DATE: January 3, 2020
TO: Peter Zanoni, City Manager
THRU: Michael Rodriguez, Chief of Staff
michaelrod@cctexas.com
(361) 826-3732
FROM: Jeff H. Edmonds, P. E., Director of Engineering Services
jeffreye@cctexas.com
(361) 826-3851
Dan Grimsbo, Executive Director of Water Utilities
dang@cctexas.com
(361) 826-1817
Kim Baker, Director of Contracts and Procurement
kimb2@cctexas.com
(361) 826-3169
CAPTION:
Motion awarding a contract to Urban Engineering for design, bid, and construction phase services
for the Packery Channel Waterline project in the amount of $195,630.00, located in City Council
District 4, effective upon notice to proceed, with funding approved and available from FY 2019
Water Capital Improvement Program.
SUMMARY:
This contract provides for the design, bid, and construction phase services for the construction of
approximately 2,300 linear feet of 20-inch waterline along Hwy 361, crossing Packery Channel to
Zahn Road in the amount of $195,630 with funding approved and available from FY 2019 Water
Capital Improvement Program.
BACKGROUND AND FINDINGS:
The City of Corpus Christi is responsible, by agreement, for supplying water to Nueces County
Water Improvement District No. 4 (NCWID#4). NCWID#4 is the water service provider for Port
Aransas. The City supplies water to NCWID#4 via a 20-inch line, which transitions to twin 16-
inch lines crossing the Packery Channel.
Professional Services Contract Award
Packery Channel Waterline
(Capital Improvement Program)
(Bond 2018 Proposition 1 & 2)
Project: 20100A PM:SG
Legistar No. 20-0057 Rev. 3 - 01/06/20
2
During Hurricane Harvey, the 20-inch waterline to NCWID#4 was exposed and damaged. Water
supply to the region from the City of Corpus Christi had to be halted. The waterline was repaired
under an emergency declaration. To avoid a similar situation, in case of future storm events, the
existing 20-inch waterline and the twin 16-inch waterlines will be replaced with a new and deeper
20-inch waterline.
This professional services contract provides for the design of the 20-inch waterline, preparation
of construction plans, specifications, cost estimates, and all applicable permits for the waterline
replacement.
PROJECT TIMELINE:
F M A M J J A S O N D J F M A M J J
2020
ConstructionBidDesign
2021
Project schedule reflects City Council award of contract in February 2020 with anticipated
completion in July 2021.
COMPETITIVE SOLICITATION PROCESS
Urban Engineering was selected for the Packery Channel Waterline project in June 2019 under
RFQ 2019-01. Packery Channel Waterline was one of five projects announced under the RFQ.
Four firms submitted for the Packery Channel Waterline. Urban Engineering was the highest
ranked firm and the Packery Channel Waterline project was their first stated preference.
The selection committee consisted of representatives from the Utilities and Engineering Services
Departments. Firms were ranked based on five factors: 1) experience of the firm, 2) experience
of the key personnel with specific experience with local utilities, 3) project approach and
management plan, 4) capacity to meet the project requirements and timelines, and 5) past
performance.
ALTERNATIVES:
Any alternative to awarding this contract to Urban Engineering may result in damage to expand
the existing waterline in future storm or severe weather events, halting water supply to
NCWID#4.
FISCAL IMPACT:
This item will award the design, bid, and construction phase services to Urban Engineering for
the Packery Channel Waterline project, located in City Council District 4, in the amount of
$195,630, effective upon issuance of notice to proceed, with funding approved and available from
FY 2019 Water Capital Improvement Program.
Project: 20100A PM:SG
Legistar No. 20-0057 Rev. 3 - 01/06/20
3
Funding Detail:
Fund: Water Capital Improvement (Fund 4098)
Mission Elem: Water Distribution System (ME 041)
Project No.: Packery Channel Waterline (20100A)
Account: Outside Consultants (Account #550950)
Activity: 20100-A-4098-EXP
RECOMMENDATION:
Staff recommends approval of the professional services contract with Urban Engineering in the
amount of $195,630 for the Packery Channel Waterline project.
LIST OF SUPPORTING DOCUMENTS:
Location & Vicinity Maps
Contract
37
PROJECT LOCATION
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
PACKERY CHANNEL WATERLINE
LOCATION MAP
NOT TO SCALE PROJECT NUMBER: 20100A
PROJECT LOCATION
LOCATION MAP
NOT TO SCALE
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
Packery Channel Waterline
VICINITY MAP
NOT TO SCALE
Project Number: 20100A
Za
h
n
D
r
.
Packery Channel
Hwy.
3
6
1
New 20" Waterline
Project Location
Contract for Professional Services
Page 1 of 11
SERVICE AGREEMENT NO. 2863
CONTRACT FOR PROFESSIONAL SERVICES
FOR PROJECT (No./Name) 20100A – Packery Channel Water Line
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) Urban Engineering, 2725 Swantner Drive, Corpus Christi, 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 ...................................................9
EXHIBITS
Contract for Professional Services
Page 2 of 11
ARTICLE I – SCOPE OF SERVICES
1.1 City and Consultant agree that the services provided are properly described in the Scope of Services, which
is 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 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 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 Exhibit A.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.
Contract for Professional Services
Page 3 of 11
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 $195,630.
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.
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 in compliance with the Texas Prompt Payment Act.
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.
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
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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.
3.8 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).
4.2 This service shall be for a period of ____ years beginning on the Effective Date. The Agreement may be
renewed for up to _____ 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.
4.3 The Consultant agrees to begin work on those authorized Services for this contract upon receipt of the
Notice to Proceed from the Contracts and Procurement Department. 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.
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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 W ork 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 best judgment 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
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
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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.
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
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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.
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.
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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
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
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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.
12.2.2.1 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.
12.2.2.2 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.
12.2.2.3 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.
12.2.2.4 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 In case of litigation between the parties, Consultant and City agree that they have knowingly waived and do
hereby waive the right to trial by jury and have instead agreed, in the event of any litigation arising out of or
connected to this Agreement, to proceed with a trial before the court, unless both parties subsequently agree
otherwise in writing.
12.6 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 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.
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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.
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://www.cctexas.com/government/city-secretary/conflict-disclosure/index.
13.11 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color,
religion, national origin, gender, disability or age.
13.12 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.
EXHIBIT A
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EXHIBIT A
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EXHIBIT A
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EXHIBIT A
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EXHIBIT A
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Sample form for:
Payment Request
AE Contract
Revised 02/01/17
COMPLETE PROJECT NAME
Project No. XXXX
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 TBD TBD TBD TBD
Subtotal Additional Services $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Summary of Fees:
Basic Services Fees $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 Fees $2,000.00 $1,120.00 $1,627.00 $4,747.00 $500.00 $0.00 $500.00 $4,247.00 10.5%
Total of Fees $8,000.00 $2,120.00 $2,877.00 $12,997.00 $1,500.00 $1,500.00 $3,000.00 $9,997.00 23.1%
Notes:
If needed, update this sample form based on the contract requirements.
If applicable, refer to the contract for information on what to include with time and materials (T&M).Exhibit BPage 1 of 1
1 Rev 09/19
EXHIBIT C
Insurance Requirements
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 Contracts and Procurement 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,
required on all certificates or by
applicable policy endorsements
Bodily Injury and Property Damage
Per occurrence - aggregate
Commercial General Liability including:
1.Commercial Broad Form
2.Premises – Operations
3.Products/ Completed Operations
4.Contractual Liability
5.Independent Contractors
6.Personal Injury- Advertising Injury
$1,000,000 Per Occurrence
$2,000,000 Aggregate
AUTO LIABILITY (including)
1. Owned
2.Hired and Non-Owned
3. Rented/Leased
$500,000 Combined Single Limit
PROFESSIONAL LIABILITY
(Errors and Omissions)
$1,000,000 Per Claim
If claims made policy, retro date must be
prior to inception of agreement, have
extended reporting period provisions
2 Rev 09/19
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:
City of Corpus Christi
Attn: Contracts and Procurement
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 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
professional liability/Errors & Omissions policy;
1.6.2 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;
1.6.3 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;
1.6.4 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
3 Rev 09/19
Exhibit C
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.
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design services
Table of Contents
Page
Article 1 – Definitions and Terminology ....................................................................................................... 2
Article 2 – 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
Article 13 – 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
Article 25 – Shop Drawings ......................................................................................................................... 17
Article 26 – Record Data ............................................................................................................................. 20
Article 27 – Construction Progress Schedule .............................................................................................. 21
Article 28 – Video and Photographic documentation ................................................................................ 21
Article 29 – Execution and Closeout ........................................................................................................... 21
Article 30 – Miscellaneous .......................................................................................................................... 22
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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;
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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;
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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.
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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.
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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,
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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 similar words 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.
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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.
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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.
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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.
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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.
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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.
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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 for Construction Projects related to design services EXHIBIT D
Page 13 of 22
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 for Construction Projects related to design services EXHIBIT D
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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.
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Page 15 of 22
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.
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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.
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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.
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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 for Construction Projects related to design services EXHIBIT D
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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.B 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
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Page 20 of 22
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.
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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 for Construction Projects related to design services EXHIBIT D
Page 22 of 22
DATE: December 31, 2019
TO: Peter Zanoni, City Manager
FROM: Dan Grimsbo, Executive Director of Utilities
dang@cctexas.com
(361) 826-1718
CAPTION:
Resolution identifying City matching funds of $7,600,000 from the Stormwater Capital
Improvement Program (CIP) for the Texas General Land Office Community Development &
Revitalization grant application for La Volla Creek drainage improvements.
SUMMARY:
This item follows a Resolution authorizing application to the General Land Office for the
Community Development & Revitalization Grant Program that was previously approved by City
Council. This Resolution identifies the source of matching funds required for the grant award as
Stormwater CIP funds.
BACKGROUND AND FINDINGS:
On January 15, 2019, the City Council approved Resolution 031647 authorizing submittal of grant
applications to the Texas General Land Office (GLO) for Community Development Block Grant
Disaster Recovery (CDBG-DR) for post-Harvey disaster related recovery (DR-4332-2017).
In December 2019, the City staff received “OK to Proceed” notification from GLO with the
proposed project of constructing an approximately 1,146 acre-feet (373,400,000 gallons)
detention pond near the confluence of La Volla Creek and Airport Tributary Number 1 (Los Robles
Street). The proposed project with a preliminary cost estimate of $14.8 million will mitigate
flooding in the La Volla Creek area.
GLO will provide approximately $7.2 million grant funding to support the proposed project, and
requested the City provide $7.6 million matching funds, with the project to be completed within
two years after the grant award.
It is anticipated GLO will award the $7.2 million grant in March 2020. The existing Stormwater
CIP allocated a total $7.6 million budget, with $2.6 million for FY2020, $2.0 million FY2021, and
$3.0 million FY2022 that can be used as the matching funds.
ALTERNATIVES:
Do not apply for grant.
Authorize matching funds for the Texas General Land Office (GLO)
Community Development & Revitalization application
AGENDA MEMORANDUM
Action Item for the City Council Meeting of January 28, 2020
FINANCIAL IMPACT:
Capital improvement funding identified as a match for the GLO Community Development &
Revitalization grant award is included in the Adopted FY2020 Capital Improvement Program.
Funding Detail:
Fund:
Organization/Activity:
Mission Element:
Project # (CIP Only):
Account:
RECOMMENDATION:
Staff recommends approval of the identification of $7.6 million in matching funds.
LIST OF SUPPORTING DOCUMENTS:
Resolution amendment
1
Resolution identifying City matching funds of $7,600,000 from the Stormwater
Capital Improvement Program (CIP) for the Texas General Land Office
Community Development & Revitalization grant application for La Volla Creek
drainage improvements
WHEREAS, by Resolution 031647 on January 15, 2019, the City Council
authorized submission to the Texas General Land Office of a Community Development
& Revitalization Hurricane Harvey Non-housing Application for the La Volla Creek project
and the North Beach area drainage improvement projects;
WHEREAS, the City is in the process of submitting the final La Volla Creek project
application to the Texas General Land Office (“GLO”) for Community Development &
Revitalization funds in the amount of $7,200,000;
WHEREAS, in order to apply to the GLO for the funding for the La Volla Creek
project, it is necessary to provide this Resolution regarding City matching funds;
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. City matching funds for the La Volla Creek project application in the amount
of $7,600,000 are available in the adopted Stormwater Capital Improvement Plan, FY20 -
22, Project E10200 La Volla Creek Stormwater Modeling and Improvements and Project
E12191 Channel Ditch Improvements.
2
PASSED AND APPROVED on the ______ day of _________, 20 20:
Joe McComb _______________________
Roland Barrera _______________________
Rudy Garza _______________________
Paulette M. Guajardo _______________________
Gil Hernandez _______________________
Michael Hunter _______________________
Ben Molina _______________________
Everett Roy _______________________
Greg Smith _______________________
ATTEST: CITY OF CORPUS CHRISTI
Rebecca Huerta Joe McComb
City Secretary Mayor
DATE: December 26, 2019
TO: Peter Zanoni, City Manager
THRU: Steve Viera, Assistant City Manager
SteveV@cctexas.com
361-826-3445
FROM: Dan Grimsbo, Executive Director of Water Utilities Department
dang@cctexas.com
(361) 826-1718
CAPTION:
Resolution determining the public necessity and public use for the acquisition of fee simple
property rights for a public improvement project known as the La Volla Creek Detention Pond
Project; authorizing negotiation to acquire the property interests; authorizing condemnation by
eminent domain to acquire fee simple property interests in approximately 132 acres of land
owned by Lands Greenwood 2018 LLC located near the intersection of Saratoga Boulevard and
Greenwood Drive.
SUMMARY:
This Resolution fulfills the legal requirement that a municipality, through its governing body, must
first pass a vote through an ordinance or resolution which declares the public use and public
necessity for a project. The passage of the Resolution by the governing body (City Council)
determines that the acquisition of the property to construct the detention pond is necessary for
the welfare of the City and its citizens. It also authorizes the City Manager to negotiate the
acquisition of property rights and allows the City Manager to proceed with eminent domain
proceedings if negotiations for parcel acquisitions should reach an impasse.
BACKGROUND AND FINDINGS:
The City of Corpus Christi has performed drainage studies to identify and better understand the
causes of the flooding in the La Volla Creek watershed and the improvements that can be made
for flood mitigation. In mid-2019, the City completed the La Volla Creek Excavation project, which
provided incremental flooding relief. However, more systemic flood relief is still needed within the
La Volla basin. A new study completed in February 2019 identified two drainage improvements
projects which will provide a greater benefit to the flood mitigation efforts of La Volla Creek
watershed: construction of a detention pond near the confluence of La Volla Creek and Airport
Tributary Number 1 (Los Robles St.), and addition of four 12’ x 7’ box culverts at the intersection
of North Padre Island Drive (SH 358) and Airport Tributary Number 1.
Determining Public Necessity and authorizing acquisition of property
by eminent domain for the La Volla Creek Detention Pond Project
AGENDA MEMORANDUM
Action Item for the City Council Meeting January 28, 2020
On January 15, 2019, the City Council approved a Resolution 031647 authorizing submittal of
applications to the General Land Office for Community Development Block Grant Disaster
Recovery (CDBG-DR) grant for post-Harvey disaster (DR-4332-2017) related recovery. In
December 2019, the City staff received “OK to Proceed” from GLO with the proposed project of
constructing an approximately 1,146 ac-ft of detention pond near the confluence of La Volla Creek
and Airport Tributary Number 1 (Los Robles St.). This Resolution authorizes staff to negotiate to
acquire the property located along the west bank of Airport Tributary No. 1 from La Volla Creek
to nearly 1,000-feet south of Holly Road for constructing the detention pond.
On September 1, 2011, Texas Senate Bill 18 (SB18) was enacted and requires all entities with
eminent domain authority to follow certain procedures prior to initiating eminent domain
proceedings under Section §21.012 of the Texas Property Code. These new procedures are
more restrictive on the condemning authorities and stipulate certain requirements. One of them
is the requirement of a vote on the use of eminent domain by a governmental entity under Section
2206.052 of the Texas Government Code. This resolution and the motion to adopt it are in a form
required under Senate Bill 18 and other state law requirements.
ALTERNATIVES:
No alternatives are available for a governmental entity to be able to use of its power of eminent
domain. Under Texas law, Council must adopt a resolution or ordinance at a public meeting by
a record vote delegating its authority.
FINANCIAL IMPACT:
No financial impact to approving this resolution.
RECOMMENDATION:
Staff recommends approval of resolution to acquire property for the La Volla Creek Detention
Pond project.
LIST OF SUPPORTING DOCUMENTS:
Resolution
PowerPoint Presentation
1
Resolution determining the public necessity and public use for the acquisition of
fee simple property rights for a public improvement project known as the La
Volla Creek Detention Pond Project; authorizing negotiation to acquire the
property interests; authorizing condemnation by eminent domain to acquire fee
simple property interests in approximately 132 acres of land owned by Lands
Greenwood 2018 LLC located near the intersection of Saratoga Boulevard and
Greenwood Drive
WHEREAS, the City of Corpus Christi is in need of fee simple property rights for
the purposes of constructing public improvements for the La Volla Creek Detention
Pond Project near the intersection of Saratoga Boulevard and Greenwood Drive;
WHEREAS, in accordance with Section 2206.053 of the Texas Government
Code, the City Council of the City of Corpus Christi, Texas, has met after a duly noticed
meeting in compliance with the Texas Open Meetings Act, and by a record vote of the
City Council, the City Council has determined to utilize its constitutional and statutory
authority to exercise its authority for eminent domain in accordance with State law for
construction of the La Volla Creek Detention Pond Project; and
WHEREAS, the fee simple property rights are necessary to advance the public
uses recited herein; and
WHEREAS, based on an engineering study, the location of the detention pond
and related public improvements optimizes the enhancement and adequacy of the
municipal stormwater system.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
CORPUS CHRISTI, TEXAS:
Section 1. All of the Recitals are hereby found to be true and correct legislative
and factual findings of the City of Corpus Christi Texas, and they are hereby approved
and the Recitals are incorporated for all purposes as if they were fully recited herein.
Section 2. That the City Council of the City of Corpus Christi, Texas, hereby
finds and determines that a public use and necessity exists for the welfare of the City
and its citizens to construct the La Volla Creek Detention Pond Project, and it is in the
public interest to acquire the tract of approximately 132 acres of land owned by Lands
Greenwood 2018 LLC near the intersection of Saratoga Boulevard and Greenwood
Drive, as shown on the attached Exhibit A - Project Location Map, for such public
use; that such acquisition is solely for the public use and necessity of acquiring this
uniquely situated land for providing improvements to its municipal stormwater system.
Section 3. That the City Manager or designee is hereby authorized on behalf of
the City to negotiate to acquire the fee simple property interests for the La Volla Creek
Detention Pond Project. If an agreement cannot be reached, then the City Manager is
delegated the authority to direct the City Attorney, or designee, to file or cause to be
filed against all interested parties of the property proceedings in eminent domain in
accordance with State law to acquire the easements and fee simple interests in the
property. If it is later determined that there are any errors in the descriptions contained
2
herein or if later surveys contain more accurate revised description, the City Attorney or
designee is authorized to have such errors corrected or revisions made without the
necessity of obtaining the City Council approval authorizing the condemnation of the
corrected or revised properties.
Section 4. That this resolution shall take effect immediately from and after its
passage.
PASSED AND APPROVED on the ______ day of ______________, 2020
Joe McComb _______________________
Roland Barrera _______________________
Rudy Garza _______________________
Paulette M. Guajardo ______________________
Gil Hernandez _______________________
Michael Hunter _______________________
Ben Molina _______________________
Everett Roy _______________________
Greg Smith _______________________
ATTEST: CITY OF CORPUS CHRISTI
_________________________ ________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
3
Exhibit A - Project Location Map
N
CITY COUNCIL EXHIBIT
CITY OF CORPUS CHRISTI, TEXAS
DEPARTMENT OF ENGINEERING SERVICES
LAND ACQUISITION
GREENWOOD 2018 LLC
VICINITY MAP
NOT TO SCALE
LANDS GREENWOOD 2018 LLC
(130.44 AC.)
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.
DATE: January 8, 2020
TO: Peter Zanoni, City Manager
FROM: Mike Markle, Chief of Police
mikema@cctexas.com
886-2603
CAPTION:
Ordinance renewing the Corpus Christi curfew for minors ordinances as mandated every
three years per the Local Government Code.
SUMMARY:
The City of Corpus Christi curfew for minors ordinances must be renewed as mandated
every three years per the Local Government Code.
BACKGROUND AND FINDINGS:
The City of Corpus Christi Code of Ordinance, Sections 33-40, 33-41, 33-42, and 33-43
enforce the curfew for minors. As per Section 370.002 of the Local Government Code a
City is required to review its juvenile curfew order or ordinance before the third anniversary
of its adoption and every third year thereafter. The Local Government Code mandates a
municipality to 1. review the ordinances effects on the community and on problems the
ordinance was intended to remedy, 2. hold public hearings on the need to continue the
ordinance, and 3. determine whether to abolish, continue, or modify the ordinance. Failure
to act in accordance with Section 370.002 shall cause the ordinance to expire.
As per the current City Code of Ordinance Section 33-40(a)(2) a minor cannot appear in a
public place between the hours of 11:00 P.M. and 6:00 A.M., or on a Monday, Tuesday,
Wednesday, Thursday, or Friday between the hours of 9:00 A.M and 4:00 P.M.
The curfew for minors ordinance was first implemented on February 16, 1999 and has
been renewed every three years, with the last City Council review in February 2017.
ALTERNATIVES:
None
Ordinance renewing the Corpus Christi curfew for minors ordinances as mandated every
three years per the Local Government Code.
AGENDA MEMORANDUM
Public Hearing/First Reading Ordinance for the City Council Meeting of January 28, 2020
Second Reading Ordinance for the City Council Meeting of February 11, 2020
FISCAL IMPACT:
There is no fiscal impact.
RECOMMENDATION:
Staff recommends renewing the ordinances.
LIST OF SUPPORTING DOCUMENTS:
Ordinance
Ordinance renewing the Corpus Christi curfew for minors ordinances as mandated
every three years per the Local Government Code.
WHEREAS, the City Council of the City of Corpus Christi has previously adopted
ordinances relating to curfews for minors and found at Sections 33 -40, 33-41, 33-42 and
33-43 of the Code of Ordinances, City of Corpus Christi;
WHEREAS, as provided in Section 370.002 of the Texas Local Government Code,
the City Council must review the curfew ordinance every three years to determine whether
such ordinance should be abolished, continued or modified;
WHEREAS, the subsequent third year anniversary date of adoption of the Juvenile
Curfew ordinance is February 16, 2020;
WHEREAS, the City Council has held public hearings thereon on January 28, 2020
and on February 11, 2020 and has reviewed the ordinances’ effects on the community and
on problems the ordinances were intended to remedy, prior to the anniversary date;
WHEREAS, Corpus Christi continues to experience juvenile violence, juvenile crime
and juvenile gang activity, resulting in juveniles being involved in a range of unacceptable
behavior to include vandalism, assaults, public consumption of alcoholic beverages,
littering, illegal drug use and burglaries;
WHEREAS, persons under 17 years of age are particularly susceptible, by their
lack of maturity and experience, to participate in unlawful and potentially harmful activities
and to become victims of other perpetrators of crime, and Corpus Christi has no more
important resource than its young people;
WHEREAS, a lack of parental supervision and guidance contributes to
unacceptable levels of juvenile violence, crime and gang activity, and parental
responsibility needs to be supported;
WHEREAS, attendance at school by minors is vital to the community because it
helps prepare children to be responsible citizens, and a curfew during school hours
reduces distractions and alternatives which induce non-attendance and activities
detrimental to minors and to the community, and compliments laws compelling school
attendance and discourages violations of those laws;
WHEREAS, it is necessary for the City of Corpus Christi to exercise its authority to
protect minors from each other and from other persons, to promote parental control and
responsibility for children, to supplement state truancy laws, to protect the general public,
and to reduce juvenile criminal and delinquent activities; and
WHEREAS, the City Council determines, pursuant to the above findings, that the
public health and safety demands continuation of the o rdinance establishing a curfew for
minors.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY
OF CORPUS CHRISTI, TEXAS, THAT:
SECTION 1. The curfew ordinances found at Sections 33-40, 33-41, 33-42, and 33-43 of
the Corpus Christi Code of Ordinance is hereby continued.
That the foregoing ordinance was read for the first time and passed to its second reading
on this the _____ day of _________________, 2020, by the following vote:
Joe McComb _____________ Greg Smith ______________
Rudy Garza _____________ Everett Roy ______________
Paulette Guajardo _____________ Roland Barrera ______________
Michael Hunter _____________ Gil Hernandez ______________
Ben Molina _____________
That the foregoing ordinance was read for the second t ime and passed finally on this the
_______ day of _____________________, 2020, by the following vote:
Joe McComb _____________ Greg Smith ______________
Rudy Garza _____________ Everett Roy ______________
Paulette Guajardo _____________ Roland Barrera ______________
Michael Hunter _____________ Gil Hernandez ______________
Ben Molina _____________
PASSED AND APPROVED, this the ______ day of ______________________, 20 20.
ATTEST:
__________________________________ _____________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
DATE: January 3, 2020
TO: Peter Zanoni, City Manager
FROM: Gabriel Hinojosa, P.E., Engineer V, Utilities Department
Daniel McGinn, AICP Director of Planning and Environmental Services
CAPTION:
Ordinance amending the London Area Wastewater Master Plan, an element of the
Comprehensive Plan, to provide wastewater service to approximately 144 acres of land located
immediately west of the existing London Area Wastewater Master Plan Area; amending related
elements of the Comprehensive Plan; and providing for publication.
SUMMARY:
MPM Development LP through Bass and Welsh Engineering has requested this amendment to
initiate the utility planning work that would be necessary to develop a proposed 446-acre mixed-
use development in the London area. The current London Area Wastewater Master Plan does
not include approximately 144-acres of this planned development. Amending the plan would
allow the entire project to be served by wastewater. Staff and Planning Commission recommend
approval.
BACKGROUND AND FINDINGS:
The adopted wastewater master plan (Ordinance 031426) was approved by City Council on
May 8th, 2018 and covers approximately 300 acres of the proposed project boundary. On
December 10th, 2019 City Council approved the annexation of the King’s Landing Development
Area. The King’s Landing Development Area represents the 446-acre mixed-use development
referenced above.
The applicant is seeking this amendment to increase the boundary to the west so an additional
144 acres can be added to the basin covering the entire project. At full buildout, MPM
Development plans to create 1,446 single-family lots on 363.1 acres of the subject property.
The remaining 83.3 acres are proposed for commercial uses (73.3 acres) and a church (10
acres).
Wastewater Master Plan amendment adding approximately 144 acres into the existing
London Area Wastewater Master Plan Basin
AGENDA MEMORANDUM
Public Hearing/First Reading for the City Council Meeting January 28, 2020
Second Reading Ordinance for the City Council Meeting February 11, 2020
This amendment to the London Area Wastewater Master Plan was brought before the Planning
Commission on December 18th of 2019. Staff recommended approval based on the below
analysis.
An 18-inch gravity line will handle a maximum flow of 1,750 gallons per minute (GPM) at 0.12%
slope and this is what is currently under construction. Based on what staff has been provided
by the applicant, the development of the West sub-basin, including the additional 144 acres
requested in this amendment, will generate a peak flow of 1,630 GPM. This peak flow is well
within the capacity of the 18” line currently being constructed. This amendment will increase the
service boundary of the lift station from 1,420 acres to 1,560 acres.
Minor amendments are proposed as follows:
Adjust the boundaries of the lift station service area to include an additional 144 acres
Create a new sub-basin to the north with an additional gravity line to connect to the lift
station
ALTERNATIVES:
No other alternatives were considered.
FISCAL IMPACT:
There is no financial impact associated with this item.
RECOMMENDATION:
Staff and Planning Commission recommend approval.
LIST OF SUPPORTING DOCUMENTS:
Ordinance with Proposed Master Plan Exhibit
Applicant’s Request and Technical Memorandum
PowerPoint
Ordinance amending the London Area Wastewater Master Plan, an
element of the Comprehensive Plan, upon application by development
group MPM Development LP, to provide wastewater service to
approximately 144 acres of land located immediately west of the
existing London Area Wastewater Master Plan Area; amending related
elements of the Comprehensive Plan; and providing for severance and
publication.
WHEREAS, the Planning Commission has forwarded to the City Council its
reports and recommendations concerning the adoption of the London Area
Wastewater Master Plan, an element of the Comprehensive Plan of the City of Corpus
Christi;
WHEREAS, with proper notice to the public, public hearings were held on
Wednesday, December 12th, 2019, during a meeting of the Planning Commission, and
on Tuesday, January 28th, 2020, during a meeting of the City Council, in the Council
Chambers, at City Hall, in the City of Corpus Christi, during which all interested
persons were allowed to appear and be heard; and
WHEREAS, the City Council has determined that amendment of the London
Area Wastewater Master Plan would best serve public health, necessity, and
convenience and the general welfare of the City of Corpus Christi and its citizens.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCI L OF THE CITY OF
CORPUS CHRISTI, TEXAS:
SECTION 1. That the London Area Wastewater Master Plan (a part of the
Comprehensive Plan of the City of Corpus Christi, Texas) is amended to increase the
boundary to the west by 144 acres, to add a 8” Gravity Main running parallel to the
existing 16” Force Main, and to increase in diameter other Gravity Mains to
accommodate the new land and anticipated development as shown in Exhibit "A",
attached to this ordinance and incorporated by reference.
SECTION 2. That to the extent that the amendments made by this Ordinance
represent a deviation from the Comprehensive Plan, the Comprehensive Plan is
amended to conform to the amendments made by this Ordinance.
SECTION 3. That the Comprehensive Plan of the City of Corpus Christi, Texas, as
amended from time to time, except as changed by this ordinance and any other
ordinances adopted on this date, remains in full force and effect.
SECTION 4. That any ordinance or part of any ordinance in conflict with this
ordinance is expressly repealed by this ordinance.
SECTION 5. The City Council intends that every section, paragraph, subdivision,
clause, phrase, word or provision hereof shall be given full force and effect for its
purpose. Therefore, if any section, paragraph, subdivision, clause, phrase, word or
provision of this ordinance is held invalid or unconstitutional by final judgment of a
court of competent jurisdiction, that judgment shall not affect any other section,
paragraph, subdivision, clause, phrase, word or provision of this ordinance.
SECTION 6. Publication shall be made in the official publication of the City of Corpus
Christi as required by the City Charter of the City of Corpus Christi.
That the foregoing ordinance was read for the first time and passed to its second reading
on this the _____ day of ___________, 2020, by the following vote:
Joe McComb
____________ Michael Hunter ____________
Roland Barrera
____________ Ben Molina ____________
Rudy Garza
____________ Everett Roy ____________
Paulette M. Guajardo ____________ Greg Smith ____________
Gil Hernandez ____________
That the foregoing ordinance was read for the second time and passed finally on this the
_______ day of _______________, 2020, by the following vote:
Joe McComb
____________ Michael Hunter ____________
Roland Barrera ____________ Ben Molina ____________
Rudy Garza ____________ Everett Roy ____________
Paulette M. Guajardo ____________ Greg Smith ____________
Gil Hernandez ____________
PASSED AND APPROVED on this the _______ day of _______________, 20 20.
ATTEST:
________________________________ _________________________
Rebecca Huerta Joe McComb
City Secretary Mayor
EXHIBIT A
NMW:sab
October 11, 2019
18068-WWMP-LTR.doc
To: Gabriel Hinojosa, P.E.
Subject: King’s Landing Master Wastewater Plan Amendment
Requested Amendment - This is to request an amendment in the London Area Wastewater Master
Plan as associated with the subject site. This amendment will provide for adding about 140 acres to said
master plan service area, a portion of the subject site. This amendment request provides an evaluation of the
capacity of the 18” gravity main (18” GM) as shown in exhibit attached as we discussed. Said 18” GM main
extends from a point near the lift station (LS1 as shown in said exhibit) thru the proposed London Town
Subdivision and stubbing into the east boundary of the subject site. Said 18” GM is deep enough to serve the
subject site.
18” GM Service Areas – Said 18” GM serves the land west of CR 33 plus about 29 acres at the south
side of said 18” GM at CR 33. The flow from LISD land as shown in said exhibit will not be considered in
evaluating the capacity of the 18” GM as peak flow from LISD occurs during business hours whereas peak
flow from other areas occurs during non-business hours. It is assumed that the land on the east side of County
Road 33 and north side of the 18” gravity main will drain directly to the lift station (not thru the 18” GM).
Population of subject site - There are 1,445 lots in the total subdivision less 4 commercial lots = 1,441
residential lots. The population of the residential lots is estimated to be 1,441 lots x 3 persons per lot = 4,323
persons. The 4 commercial lots total 78 acres. With regard to the commercial lots, assume 15 acres are
apartments at 21 units per acre = 315 units. At 2.5 persons per unit, the apartments produce 788 persons. The
remaining commercial = 78 acres – 15 acres = 63 acres produces 630 persons at 10 persons per acre. Thus,
the estimated population of the subject site is 4,323 + 788 + 630 = 5,741 persons.
Population of London Town - The London Town Subdivision is estimated to have 561 lots and based
on 3 persons per lot, a population of 1,683 persons is produced.
Population of Camp Tract – The Camp Tract has a net of 123 acres of which produces 492 lots at 4
lots per acre and at 3 persons per lot, a population of 1,476 persons.
Population of 29 acres on the east side of County Road 33 and south side of the 18” GM at 4 lots per
acre produces 116 lots and at 3 persons per lot produces 348 persons.
Population Sum - A total of 5741 + 1683 + 1476 + 348 = 9,248 persons is produced for flow into the
18” GM at CR 33.
Flow in 18” GM - Using the Babbitt Formula (5/population in thousands to 0.2 power), a peaking
factor of 3.2 is produced. 9,248 persons x 80 gallons pers person per day x 3.2 produces 2.36 MGD. The
infiltration inflow from 429 + 118 + 123 + 29 = 699 acres, at 400 gal/ac/day produces 0.28 MGD, thus the
total flow into the 18” is 2.64 MGD. This is for that portion of the 18” GM east of County Road 33 which will
carry the flow from the Camp Tract also. This produces a hydraulic grade requirement of 0.15% between
County Road 33 and the 24” pipe near the lift station. This would result in a rise of 0.38’ in the hydraulic
grade of the 18” at CR 33 with the 18” GM constructed to a slope of 0.12%. This figure is negligible; thus, I
request and recommend the Master Plan change to allow the flow from all of the subject site into said 18”
GM.
Nixon M. Welsh, P.E.
City Council Presentation
January 28, 2020
Amendments to the
Wastewater Master Plan
For the London Area
1
Location Map
-King’s Landing
-Annexation
-Applicant Requested
modification to plan.
Proposed Service Area
Planning Commission &
Staff Recommendation
Approval of the following amendments:
• Adjust the service boundary to include an additional 144
acres in the west portion of the lift station basin.
• Addition of 8 inch gravity line that will serve area to the
north of the lift station and east of CR 33, line will connect
into the 24 inch gravity main.
4
DATE: December 30, 2019
TO: Peter Zanoni, City Manager
FROM: Al Raymond, Director, Development Services
alraymond@cctexas.com
(361) 826-3276
STAFF PRESENTER(S):
Name Title/Position Department
1. Al Raymond, III Director Development Services
2. Michael Dice Assistant Director Development Services
ISSUE:
This briefing is a preface to the presentation occurring at the City Council Meeting on
February 18, 2020. This presentation will provide a brief history lesson of the trust funds,
discuss the established policies and disposition on how developers were reimbursed and
introduce the alternative methods for financing the expansion and maintenance of water,
wastewater and stormwater facilities as recommended by the consultant.
BACKGROUND:
Through dedicated research and benchmarking we have worked closely with Duncan
Associates and have identified options the City of Corpus Christi should consider with
respect to expanding its infrastructure. Today’s briefing is to present and review the
options along with their proposed financial impact and provide recommendations to the
City Council for their future consideration as to what would work best for the City of Corpus
Christi.
LIST OF SUPPORTING DOCUMENTS:
PowerPoint – Trust Fund Briefing
Trust Fund Briefing
AGENDA MEMORANDUM
Briefing for the City Council Meeting of January 28, 2018