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Home My WebLink AboutAgenda Packet City Council - 08/10/2021City Council City of Corpus Christi Meeting Agenda - Final-revised 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com Council Chambers11:30 AMTuesday, August 10, 2021 Addendums may be added on Friday. Public Notice: Persons with disabilities who plan to attend this meeting and who may need auxiliary aids or services are requested to contact the City Secretary’s office (at 361-826-3105) at least 48 hours in advance so that appropriate arrangements can be made. Si Usted desea dirigirse al Concilio y cree que su inglés es limitado, habrá un intérprete inglés-español en todas las juntas del Concilio para ayudarle. This meeting may be held via videoconference call pursuant to Texas Government Code § 551.127. If this meeting is held via videoconference call or other remote method of meeting, then a member of this governmental body presiding over this meeting will be physically present at the location of this meeting unless this meeting is held pursuant to Texas Government Code § 551.125 due to an emergency or other public necessity pursuant to Texas Government Code § 551.045. A.Mayor Paulette M. Guajardo to call the meeting to order. B.Invocation to be given by Pastor Jerry Ward, Lighthouse Tabernacle Church. C.Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Alyssa Santillana, Texas A&M University-Corpus Christi Student. D.City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers. E.Proclamations / Commendations Page 1 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised F.PUBLIC COMMENT - APPROXIMATELY 12:00 P.M. To speak during this public comment period, you must sign up before the meeting begins. Each speaker is limited to a total of no more than 3 minutes per speaker. You will not be allowed to speak again on an item when the Council is considering the item. Time limits may be restricted further by the Mayor at any meeting. If you have a petition or other information pertaining to your subject, please present it to the City Secretary. Written comments may be submitted at cctexas.com/departments/city-secretary. Electronic media that you would like to use may only be introduced into the City system IF approved by the City’s Information Technology (IT) Department at least 24 hours prior to the Meeting. Please contact IT at 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.COVID - 19 Update b.Community Budget Input Sessions Overview c.Games of Texas Update by Neiman Young, Assistant City Manager d.Seawater Desalination Update by Mike Murphy, Chief Operating Officer H.BOARD & COMMITTEE APPOINTMENTS: 1.21-0957 Arts & Cultural Commission (3 vacancies) Sister City Committee (3 vacancies) I.EXPLANATION OF COUNCIL ACTION: J.CONSENT AGENDA: (ITEMS 2 - 17) 2.21-0989 Approval of the July 20, 2021 and July 27, 2021 Regular Meeting Minutes, and the July 21, 2021 Workshop Minutes. Consent - Second Reading Ordinances 3.21-0881 Ordinance authorizing the delegation of the issuance of City of Corpus Christi, Texas Certificate of Obligations, Series 2021 related to Solid Waste and City Facilities improvements in an amount not to exceed $18,500,000, within set parameters and according to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Director of Finance and Business Analysis and authorizing other matters incident and related thereto. Sponsors:Finance & Business Analysis Page 2 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised 4.21-0887 Ordinance authorizing the delegation of the issuance of City of Corpus Christi General Improvement Refunding Bonds, Series 2021, refunding various series in an amount not to exceed $60,000,000, within set parameters and according to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Finance Director and authorizing other matters incident and related thereto. Sponsors:Finance & Business Analysis Consent - Contracts and Procurement 5.21-0687 Motion authorizing a two-year service agreement for parts and installation of equipment for Police marked units for a total amount not to exceed $347,759.22 with CAP Fleet Upfitters, LLC., from Houston, Texas, with FY 2021 funding in an amount not to exceed $103,723.40 available through the FY 2021 Fleet Equipment Replacement Fund. Sponsors:Asset Management Department, Police Department and Contracts and Procurement 6.21-0544 Resolution authorizing a five-year service agreement with Rotork Controls, Inc. of Houston, Texas, in an amount not to exceed $162,802.27 for preventative maintenance, repairs, and purchase of motors for Rotork Actuators at the Wesley Seale Dam, with FY 2021 funding in the amount of $10,853.48 available in the Water Fund. Sponsors:Utilities Department and Contracts and Procurement 7.21-0654 Motion authorizing a one-year service agreement with Environmental Improvements, Inc. of Houston, Texas in an amount not to exceed $253,999.92 for nine cylindrical polyethylene storage tanks (12-foot diameter, 14-foot height) for 50% concentrated caustic soda for O. N. Stevens Water Treatment Plant, effective upon issuance of notice to proceed, with FY 2021 funding in an amount of $253,999.92 available through the Utilities Department Water Fund. Sponsors:Utilities Department and Contracts and Procurement 8.21-0806 Motion authorizing a three-year supply agreement with Carbonfilt, LLC of Venice, Florida, for a total amount not to exceed $1,508,240.00 for filter media replacement at the O. N. Stevens Water Treatment Plant, with FY 2021 funding in an estimated amount of $83,791.11 available through the Water Fund. Sponsors:Utilities Department and Contracts and Procurement 9.21-0833 Motion authorizing a one-year service agreement with Camiros, Ltd. of Chicago, Illinois, in an amount of $125,000.00, to update the Unified Development Code, effective upon issuance of a notice to proceed, with FY 2021 funding in an amount of $125,000.00 in the Development Services Fund. Sponsors:Development Services and Contracts and Procurement Page 3 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised 10.21-0766 Motion authorizing a three-year supply agreement, with two additional one-year options, with Vulcan Construction Materials, LLC. of San Antonio, Texas, for Aggregate Trap Rock for Public Works for an estimated amount of $1,552,500.00, with an estimated potential amount not to exceed $2,635,500.00 if both one-year option periods are exercised, with FY 2021 funding in an amount not to exceed $86,250.00 available through the Streets Maintenance Fund. Sponsors:Public Works/Street Department and Contracts and Procurement Consent - Capital Projects 11.21-0768 Motion awarding a Master Services Agreement to LJA Engineering, Inc., Corpus Christi, Texas, for the development and implementation of a Storm Water Infrastructure Indefinite Delivery Indefinite Quantity program, which includes professional engineering services for Bridge Rehabilitation, Channel Ditch Improvements, and City Wide Storm Water Infrastructure Rehabilitation/Replacement, in an amount up to $500,000 for a one-year term, with two renewal options to be administratively authorized for a total amount not to exceed $1,500,000, with FY 2021 funding available from Storm Water Capital Fund. Sponsors:Engineering Services, Public Works/Street Department and Contracts and Procurement 12.21-0875 Resolution awarding a construction contract to Reytec Construction Resources, Inc., Houston, Texas, for the Concrete Street Improvements Indefinite Delivery Indefinite Quantity program for concrete work repairs, in an amount up to $1,000,000.00 for the initial term, with a one-year renewal option to be administratively authorized for a total amount not to exceed $2,000,000.00, with FY 2021 funding available from the Streets Fund. Sponsors:Engineering Services, Public Works/Street Department and Contracts and Procurement 13.21-0422 Motion awarding a construction contract to JBT Aero Tech Corporation of Ogden, Utah for the Corpus Christi International Airport Improve Terminal Building - Passenger Boarding Bridges Project, in an amount of $4,422,288.50 with FY 2021 funding available from the Airport CIP Grants Fund. Sponsors:Engineering Services, Aviation Department and Contracts and Procurement 14.21-0879 Resolution authorizing a service agreement with Fountain-Works, LLC of Pearland, Texas in an amount not to exceed $61,759.25 to repair the ultraviolet (UV) system, filtration system, and chlorinator on the Shoreline Fountain located on the Bayfront, effective upon issuance of notice to proceed, with the funding available through the Seawall Capital Fund. Sponsors:Asset Management Department and Contracts and Procurement Page 4 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised General Consent Items 15.21-0575 Motion authorizing a five-year service agreement with Enel X North America, Inc. of Boston, Massachusetts, for air emission upgrades to three diesel generators at the O.N. Stevens Water Treatment Plant and management of the City’s participation in the Electric Reliability Council of Texas (ERCOT) Demand Response Program, with total estimated payment revenues to the City of $322,000 for helping ERCOT reduce the possibility of blackouts by participating in the Demand Response Program. Sponsors:Utilities Department and Contracts and Procurement 16.21-0785 Motion authorizing the purchase of two tracts of parcels located at 4229 & 4233 South Port Avenue for Gas Department parking lot expansion, located in Council District 3, in an amount of $255,000.00 with FY 2021 funding available from the Gas Fund. Sponsors:Engineering Services and Gas Department 17.21-0863 Resolution to consider a proposed ad valorem tax rate of no more than $0.646264 per $100 valuation for Fiscal Year (FY) 2022, taking a record vote, and setting the date for the City of Corpus Christi’s proposed FY 2022 budget and proposed FY 2022 ad valorem tax rate public hearing and first reading ordinances on August 31, 2021 with adoption of the FY 2022 budget and FY 2022 ad valorem tax rate on September 7, 2021. Sponsors:Finance & Business Analysis K.RECESS FOR LUNCH L.PUBLIC HEARINGS: (ITEMS 18 - 22) 18.21-0880 Variance Case No. 21ZN1026, Adam Stern: (District 2); Resolution granting a variance under Corpus Christi Code Section 4-5 to allow Voodoo Promotions, LLC to operate an alcohol beverage establishment with on-premise consumption on the property located at 1911 South Staples Street within 300 feet of a school. Sponsors:Development Services 19.21-0759 Zoning Case No. 0521-01, Kitty Hawk Development, Ltd.: (District 5) Ordinance rezoning property at or near 9142 South Staples Street (FM 2444) from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District. (Planning Commission and Staff recommend Approval) Sponsors:Development Services 20.21-0761 Zoning Case No. 0621-02, Glenn Lyons: (District 3) Ordinance rezoning property at or near 5839 Williams Drive from the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District. (Planning Commission and Staff recommend Approval) Page 5 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised Sponsors:Development Services 21.21-0765 Zoning Case No. 0621-01, Joshua and Jasania Morales: (District 4) Ordinance rezoning property at or near 13845 Mizzen Street from the “RS-6” Single-Family 6 District to “RS-6/SP” Single-Family 6 District with a Special Permit. (Planning Commission recommends Denial and Staff recommends Approval) (3/4 vote will be required due to opposition by surrounding property owners and Planning Commission recommends Denial) Sponsors:Development Services 22.21-0790 Zoning Case No. 0621-03, Mostaghasi Investment Trust: (District 3) Ordinance rezoning property at or near 2302 County Road 43 from the “FR” Farm Rural District to the “RS-4.5” Single-Family 4.5 District. (Planning Commission and Staff recommend Approval) Sponsors:Development Services M.INDIVIDUAL CONSIDERATION ITEMS: N.FIRST READING ORDINANCES: (ITEMS 23 - 28) 23.21-0802 Ordinance to establish a 15 member Capital Improvement Advisory Committee to advise on Infrastructure Master Plan and impact fees; adding section 2-60 to the Corpus Christi Code. Sponsors:Development Services 24.21-0850 Ordinance adopting the procedure to terminate the campaign treasurer appointment of an inactive candidate or inactive specific-purpose political committee in accordance with Texas Election Code Section 252.0131; and amending the City Code of Ordinances, Chapter 2, Administration, with addition of new Section 2-7. Sponsors:City Secretary's Office 25.21-0649 Ordinance amending Corpus Christi Code Chapter 2, Article III to update City departments and functions; and amending Corpus Christi Code Chapter 39 to clarify payment of sick and vacation leave upon termination, retirement, or death. Sponsors:Human Resources 26.21-0805 Ordinance appropriating Airport Grant # 62 in an amount of $3,310,001.00 from the United States Department of Transportation-Federal Aviation Administration to the Airport CIP Grants Fund, amending the FY 2021 Capital Budget, and awarding a construction contract in an amount of $2,625,000.00 to Bay Ltd., Corpus Christi, Texas, for the Corpus Christi International Airport Rehabilitate Runway 13-31, Taxiway B, and Associated Improvements, with FY 2021 funding available from the Airport CIP Grants Fund. Page 6 City of Corpus Christi Printed on 8/9/2021 August 10, 2021City Council Meeting Agenda - Final-revised Sponsors:Engineering Services, Aviation Department and Contracts and Procurement 27.21-1010 Ordinance adding Section 33-17 to Corpus Christi Code to prohibit parking on an unimproved surface on residential lots; and providing for a penalty not to exceed $500 per violation. Sponsors:Neighborhood Services 28.21-0999 Ordinance adding Section 49 - 16 to the Corpus Christi Code to prohibit sitting or lying in public right-of-way within the Corpus Christi Central Business District, North Beach, and Flour Bluff; and providing for penalty of up to $500 per violation. Sponsors:Neighborhood Services O.BRIEFINGS: (ITEMS 29 - 30) 29.21-0838 Al Kruse Tennis Center Pickleball Renovation Project Presentation Sponsors:Parks and Recreation Department 30.21-1006 HALFF Associates, Inc. will provide a mid-point update for the Bill Witt Park Master Plan and the 10-Year Parks Recreational Plan along with Virtual Town Hall meeting room and park mapping tools update. Sponsors:Parks and Recreation Department and Engineering Services P.EXECUTIVE SESSION: Q.ADJOURNMENT Page 7 City of Corpus Christi Printed on 8/9/2021 Duties Composition Member size Term length Term Limit 9 3 years 6 years Name District Term Appt. date End date Appointing Authority Position Status Category Attendance Wallace W Echols District 4 Partial 7/16/2019 9/1/2021 Mayor with Council Confirmation Seeking reappointment Marketing 8/9 meetings 89% Laura A Petican District 4 2 12/8/2015 9/1/2021 Mayor with Council Confirmation Chair Met six-year service limitation Visual Arts Abu N M Waheeduzzaman District 5 1 2/26/2019 9/1/2021 Mayor with Council Confirmation Seeking reappointment Economic Dev./ Tourism 8/9 meetings 89% (1excused absence) Jody Perkes Hughes District 2 1 8/27/2019 9/1/2022 Mayor with Council Confirmation Active Public Art/ Public Space James Moore District 5 1 8/27/2019 9/1/2022 Mayor with Council Confirmation Active Performing Arts Sharon Sedwick District 5 2 8/27/2019 9/1/2022 Mayor with Council Confirmation Active Business Dev. Groups/Corporate Rep. Nicholas P Gignac District 4 2 12/19/2017 9/1/2023 Mayor with Council Confirmation Active Architecture Carolyn M Mauck District 4 2 12/19/2017 9/1/2023 Mayor with Council Confirmation Active Higher Education Simone Sanders District 3 1 8/18/2020 9/1/2023 Mayor with Council Confirmation Active Youth/Education ARTS & CULTURAL COMMISSION Three (3) vacancies with terms to 9-1-24, representing the following preferred but not required categories: 1 - Marketing, 1 - Visual Arts and 1 - Economic Development/Tourism. (Mayoral appointment subject to confirmation by Council). The Arts & Cultural Commission recommends the use, location, lease or purchase of works of art to be considered a part of the beautification or cultural development of the City; to advise owners of private property in relation to beautification of their properties; to prepare specifications for the maintenance of works of art and to inspect such work for the guidance of the City departments concerned; to advise with respect to the design of buildings, bridges or other structures on city property if submitted to the Commission; to study and evaluate the activities in and the uses made of the Bayfront Arts & Science Park, and to plan the Park's development for future activities and uses. Nine (9) members appointed by the Mayor subject to confirmation by the Council for three-year terms to provide advice on beautification and cultural development of the City. Membership in one or more of the following categories is preferred but not required: Marketing representative, Economic Development/Tourism representative, Public Space/Public Art representative, Youth/Education representative, Performing Arts representative, Visual Arts representative, Architecture representative, Higher Education representative, and Business Development Groups/Corporate representative. The Commission may organize and elect a Chairman annually and adopt such administrative procedures as are necessary to accomplish its purposes. 8-10-2021 Name District Status Category Wallace W. Echols District 4 Seeking reappointment Economic Development / Tourism Marketing Angela M. Edwards District 5 Applied Public Art / Public Space Youth / Education Higher Education Economic Development / Tourism Marketing John Garcia District 5 Applied Economic Development / Tourism Christina Griffith District 5 Applied Marketing Carol A. Hayden District 3 Applied Visual Arts Public Art / Public Space Youth / Education Economic Development / Tourism Marketing Business Development Groups / Corporate Rep. Scott A. Lawson District 5 Applied Architecture Ruben Macias Jr.District 5 Applied Public Art / Public Space Youth / Education Higher Education Economic Development / Tourism Marketing Business Development Groups / Corporate Rep. Ryan A. Martinez District 2 Applied Youth / Education Higher Education Performing Arts Sara Sells Morgan District 4 Applied Visual Arts Public Art / Public Space Priscilla San Miguel District 5 Applied Economic Development / Tourism Business Development Groups / Corporate Rep. Maria Skidmore District 4 Applied Visual Arts Public Art / Public Space Youth / Education Abu Waheeduzzaman District 5 Seeking reappointment Higher Education Economic Development / Tourism Marketing ARTS & CULTURAL COMMISSION Applicants CITY OF CORPUS CHRISTI . Application for a City Board, Commission, Committee or Corporation Profile Mr Wallace Prefix First Name Email Address 237 clearview drive Street Address corpus christi City What district do you live in? * Ri District 4 Current resident of the city? t!i Yes c No If yes, how many years? 15 years Mobile: (361) 446-2381 Primary Phone RGB HbsRitality Employer w Echols Middle Initial Last Name Business: (361) 834-3749 Alternate Phone Regional Director for Sales Job Title Work Address -Street Address and Suite Number 4331 SPID Work Address -City Corpus Christi Work Address -State TX Work Address -Zip Code 78411 l\llr \Abll,;:,l"a \A/ i=l"hnlc lr TX State Submit Date: Jul 26, 2021 Jr Suffix 78418 Postal Code Work Phone 361-851-2000 Work E-mail address wechols@rgbhospitality.com Preferred Mailing Address R1 Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? c; Yes o No Do you currently serve on any other City board, commission or committee at this time? If so, please list: ARTS & CULTURAL COMMISSION Why are you interested in serving on a City board, commission or committee? I want to help my city in any way possible, I think that protecting the art collection we have in this city is important Are you an ex-Officio member of a City Board, commission or committee? o Yes«!! No Demographics Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? o Yes c; No II.Ar \A"t!:lll!:lt"'a \A/ i::t"'hnlc lr Do you; your spouse, your business or your spouse's business have a City contract? c Yes~ No Does your employer or your spouse's employer have a City contract? c Yes~ No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? o Yes «!i No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? c Yes f!j No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? c Yes t;j No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter NIA. n/a Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * Ri Economic Development I Tourism ~ Marketing l\Ar \l\/~lbl"a \I\/ i::l"hnlc lr Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. RJ I Agree City Code Requirement a Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 250/q of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence . . Ri I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act.· Ri I Agree Oath I swear that all of the statements included In my application and attached documents, if any, are true and correct. ~ I Agree CITY OF CORPUS CHRISTI Submit Date: Jul 07, 2021 Application for a City Board, Commission, Committee or Corporation Profile Mrs Angela M Edwards Prefix First Name Middle Initial Last Name Email Address 6618 Theda Dr ~~~~~~~~~~~~~~~-~~~~~~~ Street Address Corpus Christi TX 78412 City State Postal Code What district do you live in? * R: District 5 Current resident of the city? <!° Yes c No If yes, how many years? 4 Mobile: (318) 332-7058 Mobile: (361) 548-3027 Primary Phone Alternate Phone CCISD English Teacher Employer Job Title Work Address -Street Address and Suite Number Veterans Memorial High School Work Address -City 3750 Cimarron Blvd Work Address -State TX Work Address -Zip Code 78414 Work Phone 361/878-7900 Work E-mail address angela.edwards@ccisd.us Preferred Mailing Address R" Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? <:: Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) I am a dedicated teacher with 15 years of experience. I also sponsor the Interact Club (Rotary Club at the high school level at Veterans, where I teach). We are parented by the Southside Rotary Club. If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? {Limit to top three) None Why are you interested in serving on a City board, commission or committee? I believe that having grown up in Natchitoches, LA, followed by a long residency on the Mississippi Gulf Coast, I bring a plethora of ideas and experience to the table. Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r Yes ~ No i\Arc .llnnal"' i\11 r::i-l,A1"1rnc No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r: Yes r. No Demographics Gender ~Female Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r. Yes r-No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r-No Does your employer or your spouse's employer have a City contract? r Yes ~ No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes <!" No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r-No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r. Yes r-: No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/ A. N/A Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * R Public Art I Public Space R' Youth I Education R Higher Education R: Economic Development I Tourism R Marketing Verification City Code Requirement -Residency As a board, commission, or committee member, you will be '.lsked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. R I Agree l\/lrc Ll.nnab 1\/1 i=rhA1~rnc City Code Requirement m Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. ~ I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. R I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. R I Agree l\llrc /';. nnal:::l 1\11 i=rhnt:::lrrlc Angela M. Edwards 6618 Theda Dr. Corpus Christi, TX 78412 Cell: (318)332-7058 Email: Wiii. rlntrlltliMM•l 'MalJ OBJECTIVE: I am seeking a position on the Arts and Cultural Commission. EDUCATION: I received my BA in Sociology with a minor in English from Northwestern State University in 1998. I am 6 course hours and 100 internship hours away from my MA in School Guidance Counseling. I earned my teaching credentials via the MAPQT alternate route to certification provided by the State of Mississippi. I am currently certified to teach English in Grades 7-12. EMPLOYMENT HISTORY: 08/17-present Veterans Memorial High School I currently hold the position of English and AVID Elective Teacher. I teach students from grade 9 to 12. I am responsible for preparing students to be successful with both the curriculum and STAAR. With The AVID Elective position, I get the opportunity to bridge the gap for students who will be first generation college students. These students show the individual motivation to meet criteria necessary to enter college, but lack the support system at home regarding application processes, etc., due to parents' /guardians' lack of experience in navigating higher education. 08/14-5/17 North Gulfport Middle School I held the position of 7th and 8th Grade ELA teacher. I was responsible for preparing students to succeed with the English curriculum, as well as the MS State Testing Criteria. 01/14-5/14 Hancock Middle School I currently teach a multi-aged, multi-handicapped, self-contained Special Education Class. My lesson plans are led by the goals stated in my students' IEPs. I prepare IEPs and conduct IEP meetings in accordance with IDEA2 regulations. I ensure that each student on my roster receives the accommodations and modifications deemed appropriate for him/her by the IEP committee. I am responsible facilitating success to the best of my ability. 10/13-12/13 D'Iberville High School-D'Iberville, MS Under the Gear Up grant, I worked with Seniors who still hadn't passed all their SATP2s. I tutored students in all subjects. This part-time position allowed for me to complete my 50 clock hour requirement for my Master's program in School Guidance Counseling. 08/11-05/13 Gulfport School District-Gulfport, MS I held the position of Special Education Teacher at Gulfport High School. I performed inclusion duties in 2 blocks of Integrated Math 1 and 2 (Math on the common core curriculum), and taught 2 blocks of 9th grade learning strategies. I was responsible for preparing IEPs, as well as scheduling and conducting IEP meetings in accordance with IDEA2 regulations. I participated in the administrations of SATPs, particularly serving as a read-aloud accommodator, as well as the ACT and ACT Plan. I provided after-school tutoring at least once per week to those students who demonstrate need. 08/09-05/11 Bay-Waveland School District-Bay St. Louis, MS I held the position of English II teacher at Bay High School. I taught 3 sections per semester of the course on block schedule. I was responsible for preparing students for the English SATP in both the Writing and Multiple Choice, tests students must pass in order to graduate, and whose scores impact the school's rating and funding. 12/7-05/09 Bay-Waveland School District-Bay St. Louis, MS During these two years I held the position of Special Education teacher at Bay High School. I prepared IEP's and conducted IEP meetings in accordance with IDEA2 regulations. I ensured that each student on my roster received the accommodations and modifications deemed appropriate for him/her by the IEP committee. I was responsible for assisting students on my roster in all subject areas, facilitating success to the best of my ability. During all my years at Bay High School I performed many other duties. I participated in the conducting of state testing every year. I was the ACT Special Testing administrator for all four years of my employment with Bay High. I provided afterschool tutoring for those students demonstrating need. I attended many workshops and presented the learned information to my department. I sponsored the Senior Class, Freshmen Class, Prom, Spirit Club, and worked the ticket booth at all home football games. 04/06 -12/07 Weyerhaeuser, Inventory Control Specialist-Gulfport, MS I reported directly to the manager. I ran inventory and financial reports, analyzed the data, and made purchasing decisions accordingly. I was responsible for ensuring that the center maintained inventory levels to accommodate the market's need while not being overstocked. I was responsible for purchasing inventory and monitoring its' appropriate shipping and receiving. I was responsible for bringing the center into compliance with company online pricing policy and maintaining correct pricing published on the internet for internet clients. 09/04 -10/05 State of LA-Division of Youth Services, Juvenile Probation and Parole Officer-Natchitoches, LA I supervised a caseload of approximately 45 adjudicated juveniles. I was responsible for participating in juvenile court hearings. I created and maintained case files documenting clients' progress. I met with each probationer and his/her family on a scheduled basis to identify youths' risks/needs and make appropriate referrals to community resources if necessary. It was my duty to communicate with City Court officials,-local law enforcement agencies, school officials, counselors, and other outside agencies in regards to the youths in my caseload. I was responsible for filing court documents, and ensuring that all court orders were fulfilled. I performed drug screens. I made aftercare plans and connected youths and their families with available community resources to assist them. 09/01 -09/03 NPS/National Center for Preservation Technology and Training-Natchitoches, LA I prepared many reports ranging from Board Reports to spreadsheets and schedules. I assisted in many bulk mailings and material preparation for workshops, etc. I assisted with the organization and maintenance of the grants program. I made travel arrangements for administration, and prepared expense reports. I scheduled meetings, did overflow typing, and performed various other common office support tasks. 05/00 -05/01 Gulfport Job Corps Center, Career Development Specialist-Gulfport, MS I was responsible for forming partnerships with businesses in the community that provided Job Corps graduates with employment opportunities while providing the community with well-trained employees. I taught employability skills class. I managed a revolving caseload of about 80 students as they neared completion of the program. I maintained files on students' progress, including risk/needs assessments relative to the students achieving the goal of independence, and made referrals to appropriate available community resources, providing the students with a support system upon leaving the center. I was responsible for tracking the employment activity of graduates for one year after program completion, offering job placement services for them during that period, as well. 01/00 -05/00 YMCA, Camp Director-Ocean Springs, MS I supervised a staff of 5-7 counselors working with children aged 5-12. I was responsible for accountability of all children and staff, ensuring the safety of all. I planned and scheduled activities, and ensured that they were properly carried out. I was responsible for behavior management, including parent conferences. I was responsible for working with children with special needs children, including some with diagnosed behavioral disorders requiring their medication be dispensed at camp. I was responsible for accepting weekly payments for camp, and preparing employees' time sheets for payroll. 01/99-01/00 State of LA-Division of Youth Services, Juvenile Probation and Parole Officer-New Orleans, LA Duties performed were the exact same as listed during most recent dates of employment with this employer. REFERENCES: Kimberly James, Chief of Staff of CCISD. Scott Walker, Head Principal of VMHS. Stephanie Contreras, AP of VMHS. Kimberly.I ames@ccisd.us Scott.Walker@ccisd.us Stephanie. Contreras@ccisd.us (361)695-7200 (361)878-7900 (361)878-7900 CITY OF CORPUS CHRISTI Submit Date: Jul 06, 2021 Application for a City Board, Commission, Committee or Corporation Profile Mr. John Garcia Prefix First Name Last Name Email Address 1515 Ennis Joslin Apt 101 Street Address Suite or Apt CORPUS CHRISTI TX 78412 City State Postal Code What district do you live in? * R District 5 Current resident of the city? c;: Yes c No If yes, how many years? 45 Mobile: (361) 444-9566 Business: (361) 991-7100 Primary Phone Alternate Phone Comfort Suites Near Texas A&M DIRECTOR OF SALES Employer Job Title Work Address -Street Address and Suite Number 1814 ENNIS JOSLIN ROAD Work Address -City CORPUS CHRISTI Work Address -State TX Work Address -Zip Code 78412 l\Ar lnhn r-~rri~ Work Phone 361-991-7100 Work E-mail address johngarciasales@gmail.com Preferred Mailing Address ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? c:: Yes c No Do you currently serve on any other City board, commission or committee at this time? If so, please list: NO Education, Professional and/or Community Activity (Present} SEE ATIACHED RESUME Why are you interested in serving on a City board, commission or committee? be involved in the city to make it a better comm~nity Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r: Yes ~ No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? <:: Yes <: No Demographics l\Jlr lnhn r-!:lrl"i!:l Gender ~Male Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes c:: No Does your employer or your spouse's employer have a City contract? c Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? c Yes r.: No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r. Yes r-. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r-No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/A. n/a Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ Economic Development I Tourism l\Ar lf'\hn r:::!:lrf"i!:I Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ~ I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. R I Agree l\Ar lnhn r-!:lrf"i!:l Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuantto the Texas Public Information Act. ~ I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. R I Agree JAN-06-2015 06:44 From: John Garcia 3 17 Peoples Street Apt#205 Corpus Christi. TX 78401 CeU: 361.444.9566 _, ... "·· Email To:8263113 John Garcia has been active in the hospitality industry for l 9 years. Bo and mised in Corpus Christi. Garcia's first opportunity arose when he started at the Rama a Inn Bayfront & Conference Center in J 997. This experience adds supplemental famili ity v.-ith conventions sales~ hospitality, and strong community i11volvement During his fii·st 6 y ars at the Ramada Inn. he became a member of nmnerous organiiations: Corpus Christi Ch her of Commerce (Ambassador), Corpus Christi Hispanic Chamber (Embajador). Hospi tity Sales Marketing Association (Vice Preside11t. 2004) (HSM~ Member of the Year 2004 . and Harbor Lights Festival (Committee member) Dr~ss for Success Volunteer1 Transportatio Advjsory Committee Board member, NAACP Banquet Committee member. Corpus Christ Greater Hospitality Association member~ Girl Scouts of South Texas: Westside Business As ociation member and the Corpus Christi Transportation Advisory Board. John also accomplished a graduate. certification course from the :i.1igious Dale Carnegie. Garcia's experience as Sales Manager gave him an opporrunity o advance in the hotel industry. In June 2003. he became Director of SaJes & Marketing at the R ada Limited Airport Hotel on McBride Lane and Interstate 37. ln April 2005 an opportunity arose at the Corpus Christi Convention Visitor Bureau as Destination Sales Manager for the s orts & Mexico market for the city. ls currently Director of Sales for a couple hotels in the great r Corpus Christi area .. John holds a great appreciation for the power of community, and his cont nued involvement and support is evident in his work perfonnance CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Profile Ms. Christina Prefix First Name Email Address · 7140 Premont Dr. Street Address Corpus Christi City What district do you live in? * ~ District 5 Current resident of the city? r. Yes c No If yes, how many years? 19 Home: (361) 442-8697 Primary Phone Corpus Christi Metro Ministries Employer Griffith Last Name Business: (361) 887-0151 Alternate Phone Development Director Job Title Work Address -Street Address and Suite Number 1919 Leopard St. Work Address -City Corpus Christi Work Address -State TX Work Address -Zip Code 78408 l\llc rhrictin::. r::riffith #13 Suite or Apt TX State Submit Date: Jul 22, 2021 78414 Postal Code Work Phone 361-887-0151 x:229 Work E-mail address cgriffith@ccmetro.org Preferred Mailing Address ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? ~ Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: N/A Education, Professional and/or Community Activity (Present) Graduated Texas A&M-CC 2007 Corpus Christi Under 40 Award Recipient 2019 Leadership Corpus Christi Class 49 Graduate 2021 Member of Corpus Christi Downtown Rotary Club 2018-Present If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) N/A Why are you interested in serving on a City board, commission or committee? I am interested in serving on the Arts & Cultural Commission because the Arts and quality of life for our entire community is very important and near and dear to my heart. Growing up in Houston provided me many opportunities to experience Art and Culture in my youth and young adulthood. I want to afford my children and our community the same opportunities to enrich their lives and experience far away places close to home. The Arts are a vital part of who we are as a community and moving forward I believe our city should be showcased for the wonderful creative hub we are on a State and National level. Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r. Yes r. No II.Ac rhrictin~ r-riffith No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? I;" Yes r No Demographics Gender R Female Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? c-Yes r:: No Do you, your spouse, your business or your spouse's business have a City contract? c-Yes r. No Does your employer or your spouse's employer have a City contract? r Yes r.: No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes <;-No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? c Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/A. N/A Board-specific questions {if applicable) l\Ac rhrictin,;:i f::riffith Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ Marketing Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ~ I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. ~ I Agree II.Ac rhrictin"' r-riffith Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. 17. I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. ~ I Agree fl.lie rhrictin!OI r::.riffith Christina R. Griffith 7140 Premont Dr. #13, Corpus Christi, TX 78414 (361) 442-8697, cgriffith@ccmetro.org · EDUCATION Texas A&M University-Corpus Christi Graduation: May 2007 Bachelor of Arts in Communication with a Minor in Public Relations SKILLS PROFILE Strong capabilities in special events planning, fundraising and establishing, building and sustaining professional relationships; effective leadership/management/relational skills and ability to work with and motivate in house and remote teams; detail oriented with strong written communication, verbal communication and public speaking skills; knowledge of and experience with digital technology and social media; proficient in web research, RaisersEdge, Blackbaud and the latest version of Microsoft Office; works well independently and collaboratively executing multiple priorities simultaneously PROFESSIONAL WORK EXPERIENCE Corpus Christi Metro Ministries November 2017 -Present Development Director Corpus Christi, TX • Liaison between Volunteers, Board of Directors, Donors, and potential Donors. • Responsible for identifying funding challenges and increasing sustainable funding to Metro Ministries through the Sustainable Funding Model (Benevon) including "Metro Matters" tours, Ambassador Program, signature events, grant writing and grant reporting. • Plans and implements the Sustainable Fundraising Events, which include twice-monthly Metro Matters tours, Ask Event held in May, Day of Giving, Poor Man's Supper, and Appeal campaigns • Design events correspondence. • Responsible for cultivation plans for current and future donors. • . Attend annual Sustainable funding training. • Along with a part time contract grant writer, research grants, write and. submit grants, and responsible all grant reporting for agency programs and operations. • Donor Acknowledgements, and Gift Batching • Responsible for Agency social media accounts Church Unlimited March 2012-October 2017 Director of Special Events and First Impressions Corpus Christi, TX • Lead and grew the First Impressions Ministry from 50 volunteers to 220 volunteers over the course of 1 year • Executed all organizational special events including but not limited to: Christmas, Easter, Chick Night (Women's Event), Welcome Dinner, Baptisms, Volunteer Appreciation and various sermon series related events • Managed budgets for both Special Events and First Impressions departments • Recruited and assimilated new volunteers • Held position on organization's Creative Team from 2013-Present. Brain stormed, developed and executed different event concepts with the goal of connecting guests to the church • Designed, decorated and furnished multiple staff and volunteer spaces over 8 multisite locations • Supervisory role over Ministry Assistants/Reception Children's Ministry Director! Nursery Director • Assisted in launching new satellite church location by establishing, growing and leading a team of ministry volunteers from 0 to 60+ over 13 months • Supervisory role over Ministry Interns Moffitt & Associates, Inc. April 2006 -December 2012 Administrative Assistant, Office Manager, Petroleum Landman Corpus Christi, TX • Primarily responsible for managing public relations with clients and independent contractors • Review all invoices turned in by independent contractors for errors in billing • Perform numerous Executive Assistant duties including management of, executive calendar, planning & decorating for marketing and social events • While working in the field as a Petroleum Landman, completed title research in county courthouses, built abstracts for Oil & Gas Attorneys and created mineral and surface ownership flowcharts VOLUNTEERISM 2005 2007-2011 2009-2011 2009-2012 2011-2013 2015-Present 2018-Present 2018-Present Oct. 2018 Nov. 2018 Nov. 2018 Spring 2020 March 2020 Volunteer HEB Feast of Sharing. Volunteer at Billy Sandifer Big Shell Beach Clean Up. Volunteer with Mayor Adame's city wide "Pride Committee" clean ups. Student ministry volunteer and summer camp counselor for Bay Area Fellowship. Liaison between Bay Area Fellowship homeless outreach and Salvation Army mobile food canteen. Active volunteer parent at The Montessori School of Corpus Christi. Corpus Christi Downtown Rotary Member: • Salvation Army Bell Ringer. • KEDT Auction Bid Taker. • KEDT On Air Auction Announcer • Rotary Day of Service participant at Travis Elementary. • 2018 Youth World Sailing Championship Volunteer. • Flags for Heroes prep team. • Rotary Youth Leadership Award weekend preparations and logistics team. • 2019-2020 Internal Events Co-Chair Active parent participant in Cub Scout Pack 255. Volunteer at the United Way Golf Tournament Putting Contest. Volunteer at Drop Everything and Read Day at Gloria Hicks Elementary. Commit to Commerce ~ampaign team for United Corpus Christi Chamber Volunteer Co-Chair CCU40 2020 Awards 2021 CITGO Distinguished Scholars Judge PROFESSIONAL ACHIEVEMENTS 2019 2020-2021 Corpus Christi Under 40 Award Recipient Leadership Corpus Christi Class XLIX graduate CITY OF CORPUS CHRISTI Submit Date: Jul 07, 2021 Application for a City Board, Commission, Committee or Corporation Profile Ms Carol A Hayden Prefix First Name Middle Initial Last Name Email Address 4008 Oak Forest Dr Unit E Street Address Corpus Christi TX 78413 City State Postal Code What district do you live in? * w District 3 Current resident of the city? <! Yes r No If yes, how many years? 40 Home: (361) 687-6630 Home: (361) 687-6630 Primary Phone Alternate Phone Self Employed Benefits Agent Employer Job Title Work Address -Street Address and Suite Number 4008 Oak Forest Dr Unit E Work Address -City Corpus Christi Work Address -State Texas Work Address -Zip Code 78413 II.Ac r~rnl 8. l-l~Hrlcn -~ Work Phone 361 687 6630 Work E-mail address -.• • '~· 1"' "' " • • -: • "; '~--... ... ,,' ' • •' .,, "" ....... .l'I\ .-~(.• ~ •• Preferred Mailing Address ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r. Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: N/A ' Why are you interested in serving on a City board, commission or committee? Time for real .diversity and innovative ideas. Are you an ex-Officio member of a City Board, commission or committee? r Yes r-No Demographics Gender ~Female Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No l\Ac r~rnl 11 1-1~\/rlcn Do you, your spouse, your business or your spouse's business have a City contract? r Yes r.: No Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r. No Are you, your spouse, your business or your spouse's business ipvolved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r-No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/ A. N/A Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ Visual Arts (painting, sculpture, arts media) R Public Art I Public Space ~ Youth I Education R Economic Development I Tourism ~ Marketing R Business Development Groups I Corporate Representative Question applies to CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION,CORPUS CHRISTI B CORPORATION, PLANNING COMMISSIO~l Are you a registered voter? r-Yes r No Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. R I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall tie deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. ~ I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. l hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. R I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. ~ I Agree CITY OF CORPUS CHRISTI Submit Date: Jun 15, 2021 Application for a City Board, Commission, Committee or Corporation Profile Scott A Lawson First Name Middle Initial Last Name Email Address 3913 Priscilla Dr Street Address Corpus Christi TX 78414 City State Postal Code What district do you live in? * . 17 District 5 Current resident of the city? r; Yes r No If yes, how many years? 5 Mobile: (417) 437-9997 Mobile: ( 417) 439-1392 Primary Phone Alternate Phone Retired Retired Employer Job Title Work Address -Street Address and Suite Number 3913 Priscilla Dr Work Address -City Corpus Work Address -State TX Work Address -Zip Code 78414 Work Phone 4174379997 Work E-mail address scottallenlawson@gmail.com Preferred Mailing Address w Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r. Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) Retired Manufacturing Manager, former United Way county chair, State Manufacturers council president, quality awards foundation auditor using Baldric Award criteria, Batchelor of Business Administration, Mini- MBA Why are you interested in serving on a City board, commission or committee? Apply knowledge and experience to helping city and community Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r Yes r. No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r. Yes r No Demographics Gender ~Male Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes c:-No Does your employer or your spouse's employer have a City contract? r Yes r-No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r. No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r-No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes ~ No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/ A. N/A Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * Q': Architecture Question applies to BUILDING STANDARDS BOARD The Building Standards Board preferred representatives from certain categories. Do you qualify for any of the following categories? * R Building Materials Dealer Question applies to BUILDING STANDARDS BOARD Are you a Homeowner in the City of Corpus Christi? c Yes c;: No Question applies to CORPUS CHRISTI COMMUNITY IMPROVEMENT CORPORATION I LOAN REVIEW COMMITTEE The CCCIC/Loan Review Committee must include representatives from certain categories. Do you qualify for any of the following categories? * R Architect R Engineer Question applies to CORPUS CHRISTI CONVENTION & VISITORS BUREAU The Convention & Visitors Bureau Board must include representatives from certain categories. Do you qualify for any of the following categories? * R None of the above Question applies to HUMAN RELATIONS COMMISSION The Human Relations Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ None of the above Question applies to ISLAND STRATEGIC ACTION COMMITTEE ISAC preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ At Large Representative who is a City Resident · Question applies to LANDMARK COMMISSION The Landmark Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * R Architect ~ Structural or Civil Engineer ~ At-Large Question applies to LIBRARY BOARD The Library Board preferred representatives from certain categories. Do you qualify for any of the following categories? * R None of the above Question applies to WATERSHORE AND BEACH ADVISORY COMMITTEE The Watershore & Beach Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * R Engineer Question applies to multiple boards Are you willing to provide an Annual Report of Financial Information as required by the Code of Ethics? f!: Yes c; No Question applies to CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION,CORPUS CHRISTI B CORPORATION, PLANNING COMMISSION Are you a registered voter? G Yes c No Question applies to FLOOD HAZARD MITIGATION INFORMATION COMMITTEE The Flood Hazard Mitigation Information Committee must include a representative from certain categories. Do you qualify for any of the following? * R: None of the above Question applies to REINVESTMENT ZONE NO. 4 (NORTH BEACH) BOARD Are you 18 year or older? r: Yes ~ No Question applies to REINVESTMENT ZONE NO. 4 (NORTH BEACH) BOARD The Reinvestment Zone No. 4 must include a Community Member who must be a resident within the TIRZ No. 4 (North Beach) Zone and own or lease property within the Reinvestment Zone No.4 (North beach). Do you qualify? r: Yes r-: No Question applies to SENIOR CORPS ADVISORY COMMITTEE The Senior Corps Advisory Committee must include members representing certain categories. Do you qualify for any of the following categories? * R: At Large Question applies to CONSTRUCTION TRADE ADVISORY & APPEALS BOARD The Construction Trade Advisory & Appeals Board must include representatives from certain categories. Do you qualify for any of the following categories? * R Engineer or Architect Verification C:::rntt I! I !l\Atcnn City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. w I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. R I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. g I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. ~ I Agree Scott A. Lawson I L. 3913 Priscilla Dr .. -Corpus Christi, TX 78414 -417.437.9997 -JffHill·m1IJAl it linkedin.corn/in/scottallenlawson/ Professional Experience Horton Automatics Corpus Christi, TX 2016-2020 Product Manager, Revolving Doors, Security Products • Manage Revolving Door & Security product lines • Develop new products Ergon Consulting Grove and Owasso, OK 2015-2016 Consultant/Problem Solving • Aerospace manufacturing and machining emphasis, AS9100 certification • A3 Facilitation, Acting Safety Coordinator, Team Building, Employee Involvement CST Storage Parsons, KS 2013-2015 Plant Manager • P&L for $67 million annual budget, ISO 9001 certified, 6 years with no lost time injury • Managed Production, Maintenance, Purchasing, Production Control and Scheduling Knapheide Truck Kansas City, MO 2012-2013 General Manager • Responsible for P&L, policy, personnel, budget, customer relations, Sales and Production • Directed all functional departments, truck pool and inventory, ISO 9001:2008 certified Newell Coach Miami, OK 2002-2012 Vice President/Manufacturing • Led manufacture of custom motor coaches with 208 employees in 15 departments • Negotiated several Collective Bargaining Agreements • Directed Safety, Quality, Production, Scheduling, Procurement, Service and Maintenance • Managed 16 acre facility, 130,000 square feet under roof seven-figure materials inventory, eight-figure work in process and eight-figure finished goods inventory Newell Coach Plant Manager ·Y • Implemented lean manufacturing, oversaw Six Sigma Black Belt projects • Built effective team through hiring and coaching Newell Coach Special Projects Manager • Developed Special Projects program • Customers' request/need fulfillment, Production Liaison Newell Coach Quality Manager • Implemented quality system and processes • Affected improved product quality and customer satisfaction Newell Coach Designer and Engineer • Designed over 600 unique i:notor coaches • Built relationships with customer, peers and suppliers 1 I Page 1996-2002 1992-1996 1990-1992 1982-1992 Scott A. Lawson 3913 Priscilla Dr .. -Co us Christi, TX 78414 -417.437.9997 -~ ~ . ·~. ~ . ~-: .«1,_.1. ..... ,.~~ -·--' • ,,.~_--linkedin.com/in/scottallenlawson/ 2 I Page Scott A. Lawson 3913 Priscilla Dr .. -Corpus Christi, TX 78414 -417.437.9997 -· """'..._.. ·~ • -linkedin.com/in/scottallenlawson/ Previous Experience Highlights Skills • Engineering roles with Titan Rig (mobile oil rigs), Funk Manufacturing (now John Deere) and Ajax-Atlas (structural steel buildings) • Exemplary integrity • Mentor to middle managers, resulting in much higher performance • Oversaw multiple locations, shifts and departments simultaneously • Implement/foster lean manufacturing using SS, Six Sigma and SPC methodology • Chairman of the Board of Directors of the esteemed Oklahoma Manufacturing Alliance • President of Grand Lake Manufacturers' Council • Team Leader for the Oklahoma Quality Award Foundation • Influence many companies through lean, ISO, Baldrige Award criteria and Six Sigma • OSHA 10 Certification • Lean Manufacturing, team building and employee empowerment • Human Resources leadership and staff development • Customer/vendor relationships and partnerships • Contract n~gotiations (union, vendor, supplier and customer) Core Accomplishments • State record for longest running SHARP safety award • Doubled revenue, increased capacity, reduced costs through lean transformation • Increased annual profits by 1SO% through continuous improvement processes • Reduced employee turnover to under S% per year • Improved safety from 16 accidents at $SOO,OOO per year to 4 accidents at $SO,OOO • Coached middle managers to higher efficiency and success • Improved workplace morale through various employee involvement initiatives • Applied visual workplace techniques and posted measurable metrics • Raised workplace organization, neatness and cleanliness through SS programs • Reduced foot travel by many miles through pull systems • Decreased production line work station count, saving considerable WIP and space • Created kanban systems and 2-tiered racking to improve inventory management Education 3 I Page Pitt State University Pittsburg, KS 1994 Bachelor of Business Administration, with honors • Summa Cum Laude ( 4.0 GPA) • Member, Delta Mu Delta and Phi Kappa Phi The University of Tulsa Tulsa, OK 2000 Mini MBA, • College of Business Administration • Center for Excellence and Professional Development Texas A&M Corpus Christi, TX 2016 Six Sigma Black Belt CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Profile Mr. Ruben Prefix First Name Email Address 2109 Meadowwalk Street Address Corpus Christi City What district do you live in? * R District 5 Current resident of the city? r-Yes c No If yes, how many years? 5 Mobile: (361) 522-5895 Primary Phone International Bank of Commerce Employer Macias Last Name Home: (362) 522-5895 Alternate Phone Commerical Loan Officer/Bank Officer Job Title Work Address -Street Address and Suite Number 221 S Shoreline Work Address -City Corpus Christi Work Address -State TX Work Address -Zip Code 78401 l\Ar 011han l\A!:lf"'i!:lc lr Jr: Suffix TX State Submit Date: Jun 15, 2021 78414 Postal Code Work Phone 956-722-7611 Work E-mail address RubenMacias@IBC.com Preferred Mailing Address ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r. Yes c No Do you currently serve on any other City board, commission or committee at this time? If so, please list: Economic development committee black chamber of commerce Education, Professional and/or Community Activity (Present) I am a graduate from Texas A&M University Kingsville BSA-Accounting. Ive worked in Internal Audit for a year then started my career as a loan officer, starting as a credit analysis and working my way to my current position as a loan officer/ Bank officer. If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) N/A Why are you interested in serving on a City board, commission or committee? City Board Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r Yes r: No l\/lr 011han 1\11,;:)f"i,;:)c lr No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r Yes r. No Demographics Gender R Male Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes c:-No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r. No Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r. No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r.: No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? c Yes r-: No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/A. N/A Board-specific questions (if applicable) l\llr 011han l\il:::lf"'i:::lc lr Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * R Public Art I Public Space R'. Youth I Education R Higher Education R Economic Development I Tourism T7. Marketing R Business Development Groups I Corporate Representative Question applies to CORPUS CHRISTI DOWNTOWN MANAGEMENT DISTRICT The Corpus Christi Downtown Management District must include representatives from certain categories. Do you qualify for any of the following categories? * ~ Agent Employee or Tenant Verification City Code Requirement • Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. R I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. f.l I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. ~ I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. R I Agree II.Ar D11han 11.A!:lri!:lc lr RUBEN MACIAS JR. 1514 Ennis Joslin Apt#l331.Corpus Christi TX 78412 ... (361) 522-5895 •1-11••· OBJECTIVE . ... . . ... _,. _.. (• . . .. .- Dedicated professional with a diverse management and accounting experience, serving in progressively responsible leadership roles. Seeking to achieve CPA and its practices. ·EDUCATION Texas A&M University -Kingsville, Texas Bachelor in Business Administration -Accounting PROFESSIONAL EXPERIENCE Graduated: May 2015 GPA: 3.0 IBC Bank -Shoreline Corpus Christ, TX Senior Loan Review Analyst October 2017 -Present Day • Evaluate all loan documents, obtain all approvals, ensure compliance to all' lending guidelines, and maintain accuracy of all credit underwriting • Analyze all borrower relationship for various loan portfolios and evaluate all loan quality for various team members and plan and implement all credit examinations • Analyze all complex portfolio risk and recommend modification to all credit standards on monthly basis IBC Bank -Shoreline Corpus Christi, TX Credit Analyst August 2016 -October 2017 • Evaluate clients credit data and financial statements to determine degree of risk • Analyzing clients records and using data to recommend payment plans • Evaluate the financial status of clients by producing financial ratios through excel IBC Bank -s·ervice Center San Antonio, TX Staff Auditor August 2015 -August 2016 • Assist Audit Committee in fulfillment of its duties and responsibilities • Review bank practices and records for compliance with internal· policies and procedures • Report audit findings and recommendations to appropriate management and conduct follow-up reviews of financial and regulatory noted observations Big House BBQ -Kingsville Kingsville, TX .Manager May 2013 -August2015 • Audit POS sales at end of shift • Balanced the book accurately by recording cost and month end accruals • Achieved and maintained a 3% annual growth in profit through the management of controllable costs such as .reducing unnecessary overtime and inventory waste SKILLS • Hyland • Precision • Horizon • IMS • Microsoft Office (Word, PowerPoint, Excel, Publisher, Outlook) • AutoCAD • Adobe Acrobat • OPERATING SYSTEMS: Windows XP-2010, Mac OS X, Aloha HONORS & ACTIVITIES • Pledge Member, International Fraternity of Delta Sigma Pi • Member, Institute of Internal Auditors • Vita Pro!!ram. Volunteer Work CITY OF CORPUS CHRISTI Submit Date: Jan 18, 2021 Application for a City Board, Commission, Committee or Corporation Profile ·' Ryan A Martinez First Name Middle Initial Last Name Email Address 802 Barry Street Apt. 2106 Street Address Suite or Apt Corpus Christi TX 78411 City State Postal Code What district do you live in? * R District 2 Current resident of the city? r-Yes <'." No If yes, how many years? 23 Mobile: (615) 537-7808 Mobile: (361) 537-7808 Primary Phone Alternate Phone Unemployed Employer Work Address -Street Address and Suite Number N/A Work E-mail address N/A Preferred Mailing Address r.7 Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r! Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No Education, Professional and/or Community Activity (Present) Calallen Highschool graduate Why are you interested in serving on a City board, commission or committee? I'd like to contribute to my community in a positive manner, and help make the city a better place. Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r Yes r-No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r-Yes r No Demographics Gender P: Male Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes r. No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r.: No Does your employer or your spouse's employer have a City contract? r Yes r.: No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r. No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r. No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? c Yes r. No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/A. N/A Board-specific questions (if applicable) Question applies to ANIMAL CARE ADVISORY COMMITTEE The Animal Care Advisory Committee preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ None of the above Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ Youth I Education ~ Higher Education ~ Performing Arts (music, dance, drama, film) Question applies to HUMAN RELATIONS COMMISSION The Human Relations Commission preferred representatives from certain categories. Do you qualify for any of the following categories?* ~ None of the above Question applies to CORPUS CHRISTI COMMISSION ON CHILDREN & YOUTH The Commission on Children & Youth preferred representatives tor adult membership from certain categories. High school students must be a Junior or Senior at time of appointment. Do you qualify for any of the following categories? * ~ Adult At-Large Question applies to CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION,CORPUS CHRISTI B CORPORATION, PLANNING COMMISSION Are you a registered voter? r. Yes r No Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. R I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. ~ I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. ~ I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. R: I Agree ~Ryan Martinez 802 Barry Street Corpus Christi, TX 78411 Phone: 361-537-7808 E-mail: lfllll-• Indeed Link: https: //my.indeed.com/p /ryanrti'-7k5jgzu Q!JJg_qt;Ly£ __ 3 Pursuing a position where my varied communication skills, and know-how of general technological hardware and software are taken full advantage of to help others. Skills Data Entry -Highly Proficient Technical Support -Familiar Customer Focus & Orientation -Highly Proficient Problem Solving -Highly Proficient Customer Focus & Orientation -Highly Proficient Social Media -Proficient Management & Leadership Skills: Planning & Execution -Proficient Attention to Detail Skills -Proficient Verbal Communication -Expert -~ fll-1 Q ~ti9J.l Del Mar College, Corpus Christi, TX Pursuing Associate of Arts in Digital Media Calallen High School: August 20 I I -May 2015 .Elf p_~xi~Jig_s;_ • Client Experience Technician AnywhereWorks [August 17th 2020 -Present] Trained to answer inbound calls from a range of AnywhereWorks brands and customers. Assisting with: Message and order taking Relaying information Appointment scheduling Live web chats Troubleshooting • Behavioral Technician (December 2018 -July 30th) Center for Autism and Related Disorders, Inc. -Corpus Christi, TX Trained to work with children and families affected with Autism I Utilizing an understanding of what Autism is and how to teach kids and teenagers with Autism I Applied Behavior Analysis (ABA) Techniques I Curriculum develop·ment including: language, play, cognitive, social, and motor skills I How to reduce problem behavior I How to teach in the natural environment such as the home, school and community I Work with apps, games and web based technology via an iPad. __ _L _____________ _ • Office Assistant (July 3rd 2018 -Sept. 12th) Adliance (14493 S Padre Island Dr.) General office responsibilities: running errands; maintaining interior; data entry; connecting with clients over the phone for Adliance sales team members. • Contractor (Jan. 12th 2018 -May 28th) Aransas Princess Condominiums (720 Access Rd 1-A) General construction; furniture assembly; home renovation; painting; heavy lifting; power tool operation. • Student Assistant (Jan. 19th 2017 -June 28th 2017) SWC ("White Library) General customer service; greeted visitors and provided basic information to faculty, staff, students, and the general public; signed students or visitors into the system; helped with computer and other technical issues; answered phones, took messages, and guided callers to appropriate dept/person; data entry; maintained daily employee log; gave brief tours of the floor; prepared materials as directed; maintained inventory of office supplies; helped with special assignments; trained new employees. • Guest Associate (Nov. 4th 2016 -Jan. 4th 2017) GameStop (S Padre Island) Recommending, and helping find merchandise based on customer preference; using computers and mobile technology to input, process and receive data; supplying customers with answers or solutions to specific inquiries; displaying and maintaining appearance of merchandise; sorting inventory stock rooms. • Sales Associate (Aug. 6th 2016 -Sept. 27th 2016) Journeys (5488 S Padre Island Dr. # 1510) Displayed and maintained appearance of merchandise; sorted inventory stock rooms; recommended, and helped find merch based on customer preference; used . computers to input, process and receive data; supplied customers with answers or solutions to specific inquiries; sold between $1,000 -$2,000 a day; met and exceeded sales goals daily. I - CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation Profile Sara First Name Email Address 311 Bayshore Drive Street Address Corpus Christi City What district do you live in? * ~ District 4 Current resident of the city? r.: Yes r No If yes, how many years? 29 Business: (361) 825-3507 Primary Phone Art Museum of South T_ex=a~s __ Employer Sells Morgan Middle Initial Last Name Mobile: (361) 960-1831 Alternate Phone Director Job Title Work Address -Street Address and Suite Number 1902 N. Shoreline Blvd. Work Address -City Corpus Christi Work Address -State Texas Work Address -Zip Code 78401 TX State Submit Date: Aug 03, 2020 78412 Postal Code Work Phone 361 /825-3507 Work E-mail address sara.morgan@tamucc.edu Preferred Mailing Address 17 Work Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r-Yes r No Do you currently serve on any other City board" commission or committee at this time? If so, please list: I am not serving on any City boards, commissions or committees at this time. Education, Professional and/or Community Activity (Present) · Post Graduate Certificate in Museum Leadership, Getty Leadership Institute, Claremont Graduate University, 2016 Bachelor of Arts in Art History, University of California-Santa Barbara, 1986 I have served on or worked with the following boards: CASA, Kappa Alpha Theta, Church of the Good Shepherd, Ronald McDonald House, Charity League, Trustee of the Art Museum of South Texas, Coastal Bend A.l.D.S. Foundation Why are you interested in serving on a City board, commission or committee? I am interested in serving on the Convention and Visitors Board in order to promote tourism activities available in the Corpus Christi area that bring visitors to our region. Tourism growth translates to increased economic opportunities for our community. Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? r Yes r-No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? r Yes r-No Demographics Gender ~Female Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r Yes c:-No Do you, your spouse, your business or your spouse's business have a City contract? r Yes r. No Does your employer or your spouse's employer have a City contract? r Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? r Yes r. No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? r Yes r-No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes <-: No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/ A. No response necessary since I answered "no" to the above questions. Board-specific questions (if applicable} Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * R Visual Arts (painting, sculpture, arts media) R Public Art I Public Space Question applies to CORPUS CHRISTI CONVENTION & VISITORS BUREAU The Convention & Visitors Bureau Board must include representatives from certain categories. Do you qualify for any of the following categories? * ~ Attraction Industry Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ~ I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. ~ I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. ~ I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. R I Agree SARA SELLS MORGAN 361.825.3507 • sara.morgan@tamucc.edu PROFESSIONAL SUMMARY Experienced museum professional with a demonstrated history of working in the fine art industry. Skilled in non- profit organizations, contemporary art, museums, event planning, and arts administration. Proactive and curious mindset. Prevent issues with creative, hands-on solutions built on deep understanding of successful business practices. Bachelor's degree focused in Art History, Criticism and Conservation from University of California, Santa Barbara with.a post-graduate certificate in Museum Leadership from Getty Leadership Institute, Claremont Graduate University, Claremont, California. WORK HISTORY ART MUSEUM OF SOUTH TEXAS -CORPUS CHRISTI, TEXAS Director, December 2020 to current Interim Director, June to December 2019 Assistant Director, August 2013 to June 2019 Responsible for all operations of Art Museum of South Texas as Interim Director. Manage day-to-day busi'ness operations and make strategic decisions. Attend events to develop professional network of potential donors. Cultivate donors and solicit gifts. Plan and organize special events, solicit private and corporate. sponsorships to reach financial targets. Work with Curatorial Department on temporary exhibitions and Permanent Collection. Project management for exhibitions and programs. Served as representative for AMST with professional, business and civic groups, community organizations and individuals. Oversee financial records -track, monitor, submit and approve documents for departmental budget . . Assist with government and grant reporting. Train and mentor new employees on industry practices and business operations. Direct impactful social media presence, offering content relating to fund raising campaigns and organizational objectives. Coordinate Board of Trustee meetings. Assist as staff liaison to Board and represent staff on various Board Committees. Oversee taxes, invoices and donor related reports. Review and prepare monthly financial reports for management and Board. Provide information and schedules for audits. Provide information and financial data for Finance Committee. Supervise and coordinate general office, facility and gift shop operations. Assist with project management on various projects. Serve as staff liaison to TAMU-CC in areas of Finance and Administration, providing reports and information as requesting. Complete performance evaluations of six direct report staff and maintain personnel records for all staff according to TAMU-CC rules and regulations. TEXAS A&M UNIVERSITY-CORPUS CHRISTI -CORPUS CHRISTI, TEXAS Stewardship Coordinator, 2009-2013 Planned and executed all donor recognition and stewardship efforts for Institutional Advancement. Coordinated all aspects of Distinguished Speaker Series, President's Council Art Competition, President's Mardi Gras Ball and other community events. Prepared department and event budgets. Prepared and reviewed annual departmental and event reporting. Prepared and monitored donor appeals. Supervised Event Coordinating staff. Advisor for the Student Foundation Association. MORGAN FINANCIAL SERVICES -CORPUS CHRISTI, TEXAS Owner/Manager, 2001-2009 Maintained high standards of quality through continuous reviews of products and service. Developed and executed marketing programs and general business solutions resulting in increased company exposure, customer traffic, and sales. ART MUSEUM OF SOUTH TEXAS-CORPUS CHRISTI, TEXAS Event Coordinator, 1990-1992 Managed administrative logistics of events planning, including contract signing, fee collection, event booking and event promotions. Evaluated existing plans, processes and events planning services to identify opportunities for improvement. JAMES GALLERY -HOUSTON, TEXAS Art Consultant, 1989-1990 Served as Art Consultant for U.S.A.A. National Headquarters in San Antonio. Purchased art for the Executive Offices, Executive Dining Room and common areas. Supervised commissioned purchases and installations for public works. L.A. LOUVER GALLERY -VENICE, CALIFORNIA Gallery Assistant, 1987-1989 Art Sales and assist with installation of exhibitions. Coordination of gallery events and openings. ROGOW AND BERNSTEIN -LOS ANGELES, CALIFORNIA Project Manager, 1986-1987 Worked closely with design staff and museums to coordinate the execution and installation of museum exhibits. EDUCATION Post Graduate Certificate in Museum Leadership, 2016 Getty Leadership Institute -Claremont Graduate University -Claremont, California B.A. Art History, 1986 University of California -Santa Barbara -Santa Barbara, California PROFESSIONAL AFFILIATIONS Texans for the Arts, Board of Directors American Alliance of Museums Association of Academic Museums and Galleries Mountain-Plains Museum Association Texas Association of Museums Downtown Management District Merchants Association CITY OF CORPUS CHRISTI Submit Date: Jun 01, 2021 Application for a City Board, Commission, Committee or Corporation _Profile 'Mrs Priscilla San Miguel Preiix First Name Last Name Email Address 8029 Villefranche Dr Street Address Corpus Christi TX 78414 City State Postal Code What district do you live in? * R District 5 Current resident of the city? I! Yes c No If yes, how many years? 15 Mobile: (361) 445-1143 Home: (361) 4_4_5_-1_1_4_3 __ _ Primary Phone Alternate Phone Draco Fire and Safety LLC Chief Financial Officer Employer Job Title Work Address -Street Address and Suite Number 5151 Flynn Parkway Work Address -City Corpus Christi Work Address -State Texas Work Address -Zip Code 78411 l\JlrC"" DriC"1,illl"\ C"'n l\Ain1 10.I Work Phone 3614152390 Work E-mail address priscilla@dracofs.com Preferred Mailing Address ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? r. Yes r No Do you currently serve on any other City board, commission or committee at this time? If so, please list: None Education, Professional and/or Community Activity (Present) Bachelors Degree in Business Management Current CFO If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) Human Relations but any board to help represent our City Why are you interested in serving on a City board, commission or committee? I would very much like to represent our beautiful City in any capacity Are you an ex-Officio member of a City Board, commission or committee? r Yes c;: No Demographics Gender ~Female Code of Ethics -Rules of Conduct/Conflicts of Interest Do you represent any person or organization in any claim or lawsuit or proceeding involving the City? r: Yes r-No Do you, your spouse, your business or your spouse's business have a City contract? r.: Yes r-No Does your employer or your spouse's employer have a City contract? r.: Yes r. No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? c Yes r-No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? c Yes r-No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? r Yes r-No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to ail questions above, please enter N/A. N/A Board-specific questions (if applicable} Question applies to ANIMAL CARE ADVISORY COMMITTEE The Animal Care Advisory Committee preferred representatives from certain categories. Do you qualify for any of the following categories? * R None of the above Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * R Economic Development I Tourism R Business Development Groups I Corporate Representative Question applies to CIVIL SERVICE COMMISSION,CIVIL SERVICE BOARD Have you resided in the City for at least 3 years? r.:: Yes c No Question applies to CIVIL SERVICE COMMISSION,CIVIL SERVICE BOARD Have you held public office during the past 3 years? c Yes \.' No Question applies to CIVIL SERVICE COMMISSION,CIVIL SERVICE BOARD Are you over 25 years of age? r.:: Yes c: No Question applies to CIVIL SERVICE COMMISSION,CIVIL SERVICE BOARD Are you a U.S. Citizen r.:: Yes c No Question applies to CORPUS CHRISTI CONVENTION & VISITORS BUREAU The Convention & Visitors Bureau Board must include representatives from certain categories. Do you qualify for any of the following categories? * R; None of the above Question applies to HUMAN RELATIONS COMMISSION The Human Relations Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * ~ Business of Renting of Dwellings Question applies to multiple boards Are you willing to provide an Annual Report of Financial Information as required by the Code of Ethics? € Yes o No Question applies to CORPUS CHRISTI BUSINESS AND JOB DEVELOPMENT CORPORATION,CORPUS CHRISTI B CORPORATION, PLANNING COMMISSION Are you a registered voter? <!': Yes c No II.Arc-Dric-l"'ill<:> C:::<:>n II.Aini 1al Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. R' I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. w I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. R I Agree Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. ~ I Agree II.Arc Dricl"'ill<::1 C:::<::1n II.Aini 101 CITY OF CORPUS CHRiSTI Submit Date: Jul 26, 2021 Application for a City Board, Commission, Committee or Corporation Profile ·Ms: Maria L. Skidmore Prefix · · . First Name : Middle Initial· -La-st-Na_m_e --------- Email Address 614 Pennington Dr. Street Address Corpus Christi TX 78412 City State Postal Code What district do you live in? * Rl District 4 Current resident of the city? (!).Yes o No. If yes, how many years? 47 Mobile: (361) 76503907 Home: (361) 765-3907 Primary Phone Alternate Phone . Retired educaator Teacher ·.Employer Job Title Work Address -Street Address and Suite Number N/A Preferred Malling Address -. . . ~ Home/Primary Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences l\llc l\lli:lri~ I ~virfmnro Are you a registered voter? C!l Yes c No Do. you currently serve on any other City board, commission or committee at this time? If so,. please.list: No, I am not serving on any board or commission. . . Education, Professional and/or Community Activity (Present) I am a lay Eucharistic Minister at St. Mark's Episcopal Church. If you applied for multiple boards, which boards are you most interested in serving on, in order of preference? (Limit to top three) I have only applied to orie board. Why are you interested in serving ori a City board, commission or committee? . . . As a retired educator I have time to give t6 city affairs. I have tr.aveled to Europe, Canada, and Mexico and feel that my travels have given me an insight on what makes an attractive city. This commission. would give me the chanceto give back to the Corpus Christi in a meaningful way. Upload a Resume Are you an ex-Offi<;io member of a City Board, commission· or committee? o Yes@ No . . . . · No person shall" be appointed by the Mayor or Councii Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? t!i Yes o No Demographics Gender · Ri Female· Code of Ethics -Rules of Conduct/Conflicts of Interest . . . . . . . . Do.you·represent any person or organization in any claim or lawsuit or proceeding involving the City? o Yes C!l No l\1fo l\A~ri!:i I · C:::l.i"irlmnr-o Do you, your spouse, your business or your spouse's business have a City contract? c Yes G No Does your employer or your spouse's employer have a City contract? o Yes t!l No Are you involved with any activities or employment that would conflict with the official duties on the City boards for which you are applying? c Yes @ No Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract with the City? c Yes t!:i No Do you or your spouse have a pending claim, lawsuit or proceeding against the City? c Yes ~ No If you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above, please enter N/A. N/A Board-specific questions (if applicable) Question applies to ARTS & CULTURAL COMMISSION The Arts & Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories? * Ri Visual Arts (painting, sculpture, arts media) ~ Public Art I Public Space Ri Youth I Education ti.Ac l\A::::iri::::i I ~vinmnra Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ~ I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. RI I Agree Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek, I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my · possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from ~ny and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. ~ I Agree l\Ac l\A!::!ri!::! I C::virlmnro Oath I swear that all of the statements included in my application and attached documents, if any, are true and correct. Ri I Agree II.Ac 11.A~ri~ I ~virlmnro Maria Skidmore 614 Pennington Dr. Corp.us Christi,TX 78412. t ~." ' ~-' w ~I -< I•; , 0 • • ' ; .• :... • •• (361) 765-3907 ·Professional Summary --· .. lri my forty years as an educator in Corpus Christi I have taughtfrom Kinder to middleschool students -as well as adults. Most of my instructional years were spent as a teacher of Spanish,.Art, as well as all _elementary school subjects including math, reading, science, social studies, and bilingual education. As a teacher of adults I instructed· students from all over the world in English as a Second Language. I have taught students in private schools as well as students in lower income areas. The adult students were enrolled at Del Mar College. Employment History· Del Mar College Adult Literacy Program Corpus Christi, Texas - ESL Instructor -September 2017 -June 2018 • Instructed English literacy to adults from various parts of the world including Turkey, Viet Nam, Kqrea, Italy, Spain, and several countries in Central and South America, as well as Mexico. • lnc;:reased student attainment of the ability to read, write, speak and understand spoken English by 80%. • _Logged 4, 139.25 hou-rs of student attendance. • Taught two levels of Cambridge Ventures Program concurrently. · • Provided ·opportunities for students to personalize the grammar and vocabulary lessons being taught · Del Mar College Family Literacy Corpus Christi, Texas ESL Tutorand Substitute Teacher· January 2017 -May 2017 • Instructed adult students of all ages from all over the world, including Turkey, Viet _Nam, China, Europe, and Latin America from beginning level ESL to Advanced or pre-GED level. • . Increased student achievement by 90%. • Created materials to suit student needs 100%. • Adapted lessons to suit student level 1.00%. _ _ • _Strengthened students' confidence in communicating in English 90%. Corpus Christi Independent School District Oak Park Special Emphasis School Fifth Grade Bilingual Teacher 2005-2014. - • -Taught a diverse population of 5th grade:studeilts ·including newly arrived immigrants. _ • _ Organized STAARreview activities for medium to high level groups. • Increased student success on STAAR test by 50% . . • Created dual language lesson plans teaching Texas Essential Knowledge and Skills. Corpus Christi, Texas_ • _ Optimized Instructional time by integrating subjects teaching in both Social Studies and Reading. • Raised students' self-esteem by improving their language skills. • . Communicated with parents and guardians through parent-teacher meetings, Open House events, and -telephone calls. _ • Implemented: classroom management techniques and incentives. • Assisted students with language speaking skill development. Education _ Texas A&M University -Corpus Christi, Master of Science in Curriculum & Instruction University of Texas; Austin -Bachelor of Arts in Interdisciplinary Studies Certifications _ . -Del·Mar College, Education Best Plus Oral Test Administrator Texas. A&M University, Bilingual Education Corpus Christi State University, Elementary Education -Graduated1992 Graduated 1971 Spring . -2017 2009 1984 CITY OF CORPUS CHRISTI Application for a City Board, Commission, Committee or Corporation ·Profile Dr Abu Prefix . First Name . · Email Address 7613 Loire Boulevard Street Address Corpus Christi City What district do you live in? * ~ District 5 Current resident of the City? ~Yes o No If yes, how many years? 18 Mobile: (361) 876-1655 Primary Phone Texas A&M University Corpus Christi ·Employer N M Waheeduzzaman Middle Initial · Last Name Home: (361) 980-1587 Alternate Phone Professor of Marketing and International Business Job Title TX State ·. Work Address -·street Address and Suite Number 6300 Ocean Drive Work Address -City · · College of Business< Work Address -State . ·TX· Work Address -Zip Code 78412 !'"'Ir ~h11 1\1 l\JI \A/~hcc;.h 177~m~n Submit Date: Jul 26, 2021 78414 Postal Code Work E-mail address abu.waheeduzzaman@tamucc.edu Preferred Mailing Address RJ Work Address Which Boards would you like to apply for? ARTS & CULTURAL COMMISSION: Submitted Interests & Experiences Are you a registered voter? c Yes ~ No Do you currently serve on any other City board, commission or committee at this time? If so, please list: No. I do not. Education, Professional and/or Community Activity (Present) I am a Professor of Marketing and International Business at Texas A&M University Corpus Christi. I joined this university 21 years ago in 2000. Ever since then we are living in this city. I have served the Arts and Cultural Commission for 3 years; reapplying for the second term. Previously, I served in the Library Board, 2002-08 (six years). It was a great experience. A good number of Library expansion took during that period (e.g., Flour Bluff, Kattie, and Parkdale). Why are you interested in serving on a City board, commission or committee? This is a community where we live. It would be my pleasure serve the city/community, a voluntary and social service that I can feel good about. Upload a Resume Are you an ex-Officio member of a City Board, commission or committee? o Yes~ No No person shall be appointed by the Mayor or Council Members to serve on more than one board, commission, committee or corporation at the same time. If you currently serve as a voting member for a board, commission, committee or corporation are you willing to resign your current seat to serve on another board, commission, committee or corporation? o Yes~ No Demographics nr ii.hi 1 1\1 1\11 \A/!::ihoon1177<::im<::in ·.Gender ~Male Code of Ethics -Rules of Conduct/Conflicts of Interest Do you. represent any person or .organization in any claim or lawsuit or proceeding involving the City? c Yes m No . . . Do y9u, your spouse, your business .or your spouse's business have a City contract? · . . . . n Yes~ No . Does your employer or your spouse's employer have a City contract? o Yes CV· No Are you involved with any activities or employment that would conflict with the official. duties on the City boards for Which you are applying?. o Yes t!i No . . . Are you, your spouse, your business or your spouse's business involved in any pending bid, proposal or negotiation in connection with a contract With the City? o Yes c;i No . . . . . . . . . . . -. Do you.oryour spouse have a pending clalm, lawsuit or proceeding against the City? o Yes m No . . . . . . . . . -. . . -. . -' · 1f you answer "Yes" to any of the questions above, please explain or ask to speak with the City's Legal Department. If you answer "NO" to all questions above,· please enter N/ A. Not applicable Board-specific questions (if applicable} Question applies to ARTS & CULTURAL COMM.ISSION The Arts &·Cultural Commission preferred representatives from certain categories. Do you qualify for any of the following categories?.* Ri Higher Education Ri Economic Development/. Tourism Ri Marketing Verification City Code Requirement -Residency As a board, commission, or committee member, you will be asked to adhere to City Code of. Ordinances, Section 2-65, which states that all members of City boards and commissions, including ad hoc committees, appointed by the City, must be residents of the city. A move outside the city limits of the city by any member shall constitute automatic resignation from the particular board or commission on which such member served. ~ I Agree City Code Requirement -Attendance As a board, commission, or committee member, you will be asked to adhere to City Code of Ordinances, Section 2-61, which provides that absences from more than 25% of regularly scheduled meetings during a term year on the part of any board, commission, or committee member shall result in an automatic termination. An absence shall be deemed unexcused unless excused by the board, commission or committee for good cause no later than its next meeting after the absence. Ri I Agree nr LI.hi I 1\1 l\JI \A/!:!haanl l77!:1YY\!:ln· Consent for Release of Information I understand that if any member of the public makes a request for information included in this application or in any attachment (e.g. resume or supporting documentation) for appointment it is subject to and must be disclosed under the Texas Public Information Act. I understand that under the Texas Public Information Act, my home address and home telephone number is subject to public disclosure unless I am elected or appointed to the position which I seek. I hereby consent to the release of my home address and home telephone number should it be requested under the Texas Public Information Act prior to my possible appointment or election. I hereby release the City of Corpus Christi, and its agents, employees and officers, from any and all liability whatsoever if the information must be released pursuant to the Texas Public Information Act. Ri I Agree Oath. I swear that all of the statements included in my application and attached documents, if any, are true and correct. ~·I Agree l"'\r h.h11 1\1 l\A \Abhaarh 177,;:i,m,;:i,n June 2021 Curriculum Vita Summary Abu N. M. Waheeduzzaman, Ph.D. Professor of Marketing and International Business College of Business, OCNR 319 6300 Ocean Drive, Unit 5808 Corpus Christi, Texas 78412, USA Phone: 361-825-6014 Email: abu.waheeduzzaman@tamucc.edu Dr. Abu N. M. Waheeduzzaman is a Professor of Marketing and International Business at Texas A&M University Corpus Christi (TAMUCC). He joined TAMUCC in 2000. Previously, he has taught at Salisbury State University (Maiyland), University of New Haven (Connecticut), North South University (Bangladesh), and IBA, Dhaka University (Bangladesh). He has also taught in Germany and Thailand. Dr. Waheeduzzaman received his Ph.D. from Kent State University, Ohio. He has two MBAs, one in International Business from George Washington University; and the other in Marketing from Institute of Business Administration, Dhaka University, Bangladesh. His B.A. was in Economics, Political Science and Sociology from Dhaka University. During his long academic career, he has taught a variety of courses in marketing and international business at both graduate and undergraduate level. Courses that interest him are International Business, International Business Research, International Marketing, Marketing in the International Environment, International Competitiveness, and Marketing Research, Marketing Management a.nd Marketing Strategy. Besides regular teaching, he has conducted the "Faculty Development Workshop on Research Methodology" for junior faculty members. Dr. Waheeduzzaman enjoys research and writing. He likes modeling and interdisciplinary empirical research. Topics that interest him are international competitiveness, emerging markets, convergence, inequality, and globalization. His publications have appeared in peer-reviewed journals (Journal of Global Marketing, Journal ofEuromarketing, Journal of Global Business, Journal of Transnational Management Development, Competitiveness Review, Journal of Management Business and Economics, Journal ofEuromarketing, and Proceedings of the American Marketing Association), chapters in books, and conference proceedings. Currently, he is serving as Associate Editor for the Journal of Competitiveness Studies and the Journal ofEuromarketing. Previously, he also served as Associate Editor for Competitiveness Review. He is a Senior Fellow of the American Society for Competitiveness. His professional service includes leadership as program coordinator, workshop leader, invited speaker, panel discussant, conference chair and discussant in different organizations. He is a member of American Marketing Association (AMA), Academy oflnternational Business (AIB), American Society for Competitiveness (ASC), International Management Development Association (IMDA), National Geographic Society, American Association of University Professors (AAUP) and Institute of Business Administration Alumni Association (IBAAA), Bangladesh. He has been actively involved in faculty development, program development, AACSB accreditation, research seminars, faculty advisor for student organizations, doctoral and master's thesis advisor, internationalization, and external reviewer for tenure and promotion candidates. He has received excellence awards in teaching from University of New Haven and Texas A&M University C01'pus Christi. He has also received excellence awards in Research, Service, and International Education from Texas A&M University Corpus Christi. Received Certificate in Effective Instruction, Association of College and University Educators (ACUE). He has been elected to the membership of honor societies: Beta Gamma Sigma (George Washington University), Phi Beta Delta (Kent State University), Alpha Mu Alpha (American Marketing Association) and Sigma Beta Delta (University of New Haven). Dr. Waheeduzzaman also enjoys reading, Writing, cooking, and traveling. He has traveled to about 20 countlies in the world. He can be found in Linkedln, Google Scholar, ResearchGate, Facebook, Instagram and Twitter. 1 Education Ph.D. 1994 MBA 1988 MBA 1979 BA 1976 Certification CURRICULUM VITA Abu N. M. Waheeduzzaman EDUCATION AND ACADEMIC CAREER Kent State University, Ohio Major: Marketing, Minor: International Business Advisor: Dr. John K. Ryans, Jr., Bridgestone Professor Emeritus of International Business and Marketing, AIB Fellow, Kent State University and Dr. Richard Kent, Professor of Economics, Kent State University. Thesis: Dimensions of International Competitiveness of Nations: An American Managers' Perspective George Washington University, Washington, D. C. Major: International Business Advisor: Dr. Phillip D. Grub, Emeritus Professor of International Business at The George Washington University. AIB President and Fellow. Dhaka University, Dhaka, Bangladesh. Major: Marketing Dhaka University, Dhaka, Bangladesh Majors: Economics, Sociology, and Political Science Certificate in Effective Instruction, Association of College and University Educators (ACUE). This is 25-week course. June 2021. This certificate signifies my completion of a 25-module course in effective teaching practices requiring the impleinentation of evidence-based instructional approaches. The credential is co-issued by the American Council on Education and distinguishes faculty for their commitment to educational excellence and student success. Certificate of Professional Development in Best Practices for Online Course Design, Texas A&M University Corpus Christi, January 2015. SAS Programming 2: Data Manipulation Techniques, SAS, March 2011. Academic Positions Professor of Marketing and International Business, Texas A&M University-Corpus Christi, Texas, 2006-till date. Tenured. 2 Associate Professor of Marketing and International Business, Texas A&M University-Corpus Christi, Texas, 2000-2006. Visiting Associate Professor of Marketing, Salisbury State University, Maryland, 1999-2000. Associate Professor, Head of Graduate Program and Director, MBA Program, North South University, Dhaka, Bangladesh, 1997-99. Assistant Professor, School of Business, University of New Haven, Connecticut, 1993-1997. Assistant Professor (1984-86) and Lecturer (1980-83), Institute of Business Administration, University of Dhaka, Bangladesh. Also taught as instructor at Kent State University (1988-92) and University of Toledo (1992-93) while pursuing doctoral studies at Kent State University. Head of Graduate Programs and Director, MBA Program, North South University. Designed and implemented MBA program following the AACSB guidelines. Have administered the program for two years. 1997-99. Provided a formal structure to the School of Business. Chair, School of Studies, North South University. 1998-99. Was instrumental in developing an academic calendar, teaching credit system, faculty tenure and promotion criteria, and a strategic plan for the university. This is an academic affairs position. It would be similar to Vice Provost, Academic Affairs in U.S. universities. Business Position Systems Sales/Marketing Representative at NCR Corporation, U.S.-based computer multinational. Duties included marketing of NCR systems/products. 1979-80. RESEARCH, PUBLICATION AND PRESENTATION Research Interest Broadly in Marketing and International Business. Topics that currently interest me are international competitiveness, emerging markets, convergence, inequality, nation marketing and globalization. Research in Progress Waheeduzzaman, Abu N. M. (2021 ), "Business Competitiveness in a Changing Global Environment," Expected Completion, Fall 2021. 3 Waheeduzzaman, Abu N. M. and Elwin Myers (2021), "Good Governance is Good for Business: Are Emerging Markets Catching Up?" Expected Competition, Fall 2021. Paper Submitted in Refereed Journals Waheeduzzaman, Abu N. M., "Demarketing a Global War,'' Journal ofEuromarketing. July 2021. Paper Accepted for Publication in Refereed Journals Waheeduzzaman, Abu N. M. (2021), "Towards a National Competitiveness Model." Paper submitted to Journal of Competitiveness Studies. Expected publication: 2021. Publication in Refereed Journals Waheeduzzaman, Abu N. M. and Elwin Myers (2020), "Exploring the Influence of Governance and Freedom on Consumption" Journal of Euromarketing, Volume 29, Numbers 1-2, 29-42. Waheeduzzaman, A. N. M. (2019), "Repositioning Globalization Under Nationalism;" Journal of Competitiveness Studies, 27 (3 and 4), 209-221. Waheeduzzaman, Abu N. M. and Elwin Myers (2018), "Effect of Good Governance and Democracy on National Income: Does Trade orlnvestment Offer Any Mediating Influence?" Journal of Competitiveness Studies, 26 (3-4), 186-207. Waheeduzzaman, Abu N. M. (2018), "Can a Nobel Prize Save Marketing?-A Social Value Approach,'' Competition Forum, 16 (2), 54-60. Waheeduzzaman, Abu N. M. (2017), "Effect of Economic Integration on Consumption." Journal of Euromarketing, 26, 4-16. Waheeduzzaman, Abu N. M. (2016), "Consumption Convergence between Emerging and Developed Markets,'' Journal of Eurotnarketing, 25 (3-4), 74-94. Waheeduzzaman, A. N. M. (2016), "Exploring the influence of globalization and democracy/freedom on emerging markets trade," Journal of Competitiveness Studies, 24 (4), 265-281. Waheeduzzaman, A. N. M. (2015), "Do Globalization and Income Affect Consumption through Quality of Life? An Exploration in Emerging Markets," Journal of Euromarketing, 24 ( 4), 224- . 240. . Waheeduzzaman, A. N. M. (2011); "Are Emerging Markets Catching Up with the Developed Markets in Terms of Consumption," Journal of Global Marketing, 24 (2), 136-151. 4 Waheeduzzaman, A. N. M. (2011), "Competitiveness and convergence in G7 and emerging markets," Competitiveness Review, 21 (2), 110-'128. Waheeduzzaman, A. N. M. and Elwin Myers (2010), "Influence of Economic Reward and Punishment on Unethical Behavior: An Empirical Study," Business and Professional Ethics Journal, 29 (1-4), 154-174. Waheeduzzaman, A. N. M. (2008), "Market Potential Estimation in International Markets: A Comparison of Methods," Journal of Global Marketing. 21 (4), 307-320. Waheeduzzaman, A. N. M. (2007), "States, Demographics and Competitiveness of America's Best Universities," Competitiveness Review, 17 (1/2), 77-93. Waheeduzzaman, A. N. M. and Pradeep Rau (2006), "Market Potential and Foreign Direct Investment: Exploring the Relationship in Emerging Markets." Advances in Competitiveness Research, 14 (1), 44-60. Waheeduzzaman, A. N. M. (2006), "Can modernization explain the consumption of durables in emerging markets?" Journal of Global Marketing, 19 (3), 33-62. Waheeduzzaman, A. N. M. (2004), "Tripolar World of Corruption and Inequality: Again, the Difference is in Freedom and Governance, "Journal of Transnational Management Development, 9 (4), 37-48. Waheeduzzaman, A. N. M. and Leon F. Dube (2004), "Trends and Development in Standardization Adaptation Research," Journal of Global Marketing, 17 ( 4 ), 23-52. Waheeduzzaman, A. N. M. and Leon F. Dube (2002), "Elements of Standardization, Firm Performance And A Few Marketing Variables: A General Linear Relationship Framework," The Journal of Global Marketing, 16 (1 and 2), 187-205. Waheeduzzaman, A. N. M. (2002), "Competitiveness, Human Development and Inequality: A Cross-National Comparative Inquiry, "Competitiveness Review, 12 (2), 13-29. Hu, Michael, A. N. M. Waheeduzzaman, and Edward Bruning (1997), "An Inquiry into the Determinants of Foreign Direct Investment in the United States," Midwestern Journal of Business and Economics, Vol. 10, No. 3, Winter, 35-49. Waheeduzzaman, A. N. M. and John K. Ryans Jr. (1996), "Dimensions of International Competitiveness of Nations: An American Managers' Perspective," Journal of Global Business, Vol. 7, No. 13, 19-31. Waheeduzzaman, A. N. M. and John K. Ryans Jr. (1996), "Definitions, Perspectives, and Understanding of International Competitiveness: A Quest for a Common Ground," Competitiveness Review, Volume 6 (2), 7-26. 5 Waheeduzzaman, A. N. M. (1986), "Content Analysis of Newspaper Advertisements on Family Planning in Bangladesh," Journal of Management Business and Economics, Vol. 12, No. 1, 56- 71. Waheeduzzaman, A. N. M. (1986), "Creativity in Management," Journal of Management Business and Economics, Vol. 11, No. 4, 497-510. Waheeduzzaman, A. N. M. (1985), "Segmentation Concepts and Issues in Marketing," Management Development, Vol. 14, No. 4, Bangladesh Management Development Center, Dhaka, Bangladesh. Waheeduzzaman, A. N. M. and Abdul Hamid (1985), "Promoting Voluntary Blood Donation: A Social Marketing Approach," Journal of Management Business and Economics, Vol. 11, No. 1, 66-82. Waheeduzzaman, A. N. M. (1984), "Consumer Behavior and Marketing of Bengali Movies," Journal of Management Business and Economics, Vol. 10, No. 4. Publication in a Book Waheeduzzaman, A. N. M. (2002), "Facilitation of Trade and Investment Among Bangladesh, India and Nepal: Subregional Cooperation and Competitiveness" in Towards Greater Sub- regional Economic Cooperation: Limitations, Obstacles and Benefits, Cookson, Forrest E. and A. K. M. Shamsul Alam (editors), Dhaka, Bangladesh: University Press. 55-79. Waheeduzzaman, A. N. M. (2000), "(Un)Ethical Behavior In Business: A Reward Punishment Probability Framework" in Competition, Trust and Cooperation: A Comparative Study, Y. Shinoya and K. Yagi (editors), Heidelberg: Springer Verlag, 210-226. Publication in Refereed Proceedings Waheeduzzaman, A. N. M. and Pradeep Rau (1998), "Standardization Drivers, Levers; and Performance in International Marketing: A Conceptual Framework and Related Hypotheses." Proceedings of the Third South China International Business Symposium, University of Macau, China, November. 337-353. Waheeduzzaman, A. N. M. (1992), "Effect of Corporate Takeovers and Leveraged Buyouts: An Extension of Strategic Models in Marketing," Proceedings of the American Marketing Association's Summer Educators' Conference, Chicago, Illinois, 109-116. Waheeduzzaman, A. N. M. (1992), "Changing Pattern of Car Advertisements in Magazines: The Past 30 Years." Proceedings of the American Marketing Association's Summer Educators' Conference; Chicago, Illinois, 121-129. 6 Waheeduzzaman, A. N. M. and Robert F. Krampf(1992), "Use of Quantitative Techniques in Marketing Research: The Past Twenty-five Years." Proceedings of the American Marketing Association's Winter Educators' Conference, San Antonio, Texas, 285-294. Waheeduzzaman, A. N. M. and Lawrence J. Marks (1989), "Halo Effects, Consumer Ethno- National Affinity, and Behavior Intentions: An Extension of Multi-Attribute Model of Country of Origin Effects." Proceedings of the American Marketing Association's Summer Educators' Conference, Chicago, Illinois, 252-257. Abstract in Refereed Conferences Waheeduzzamai1, A. N. M. (2016), "Consumption Convergence between Emerging and · Developed Markets," Winter Educators' Conference, American Marketing Association, Las Vegas. February. WaheedU:zzaman, A. N. M. and Pradeep Rau (2004), "Market Potential and Foreign Direct Investment: Exploring the Relationship in Emerging Markets," Summer Educators' Conference,· American Marketing Association, Boston. August. Waheeduzzaman, A. N. M. and Leon F. Dube (2003), "Trends and Development In Standardization Adaptation Research: A Content Analysis," Summer Educators' Conference, American Marketing Association, Chicago. August. Waheeduzzaman, A. N. M. (2002), "Five Lines of Inquiry in Standardization Adaptation Research," Summer Educators' Conference, American Marketing Association, San Diego. August. Waheeduzzaman, A. N. M. and Leon F. Dube (2001); "Elements of StandardiZation, Firm Performance And A Few Marketing Variables: A Factor Analytic Linear Relationship," Summer Educators' Conference, American Marketing Association. August. Article in Leading National English Dailies in Bangladesh Waheeduzzaman, A. N. M., "Combating flood: Let's take a business approach," The Daily Star, Dhaka, Bangladesh, August 18, 2007. Waheeduzzaman, A. N. M., "Bangladesh's image: Need a (re)branding?" The DailyStar, Dhaka, ·Bangladesh, July 2, 2007. Waheeduzzaman, A. N. M., "Bangladesh's image and country rating," The Daily Star, Dhaka, Bangladesh, May 28, 2007. Waheeduzzaman, A. N. M., "Why is SAARC progressing so slowly?" The Daily Star, Dhaka, Bangladesh, April 28, 2007. 7 . . . . . . . . Waheed~zanian, A. N.:M., "Fighting corruption: Why this ambivalence?," The Daily Star, Dhaka, Bangladesh, March 2, 2007. · · · Waheeduzzaman, A. N. M., "Caretaker Government: Round Three,'' The Daily Star, Dhaka, · Bangladesh, January 28, 2007. . . Waheeduzzaman, A. N. M., "Combating Corruption," The Daily Star, Dhaka, Bangladesh, February 8, 2002. Waheeduzzaman, A. N~ M., "Evaluating SAARC: Economic Reality Versus Political Will," The Daily Star, Dhaka, Bangladesh; December 13,.2001. . . .. W aheedu2zamari, A. N. M., "In response to a recent article on Grameen Ba:nk in: the Wall Street · Journal, The Daily Star, Dhaka, Bangladesh, December 6, 2001. Waheedtizzanian, A. N. M., "Nation's Business Schools: A Few .Success Criteria,': The Daily Observer, Dhaka, Bangladesh, 1998. · Waheeduzzaman; A. N. M~, "Why Core Faculty Matter,'' The Daily Observer, :Dhaka, Bangladesh, November 14, 1997 .. . . . . . . . . . . Waheeduzzaman, A. N. M., "Transformation of Private Universities: From Entrepreneurship to Professio.nalisni," The Daily Obsei1;er, Dhaka, Bangladesh, February 12, 1998: . . . Research Presentations (Recent Years) · Waheeduz:Zaman, Abu N. M. and Elwiri Myers (20l9), Exploring the Influence of Governance . . . and Freedom on Consumption," AIB US Southeast 2019 Conference, San Antonio, Texas, October. · · Waheeduzzamah, Abu N. M. and Elwin Myers (2019), "Do Good Governance and Freedom (Democracy) affect Consumption?" Paper accepted for poster presentation, Winter 2019 ·American Marketing Association Conference, Austin. February. Waheeduzzaman, A. N. M. (2019), "Repositioning/Marketing Globalization Under· Natimialism," Annual Conference of the American Society for Competitiveness, Washington, D.C, OctOber~ · · Waheeduzzai:nan, A. N. M. (2018), "Nationalism: Its Economic and Social lniplications," All· Society Panel, Annual Conference of the American Society for Competitiveness, Washington, : D.C., October. · Waheeduzzaman, A. N. M. (2018), "Do global peace and higher education contribute to the ·competitiveness of a nation?" Annual Conference of the American Society for Competitiveness, Washington, D:C., October. 8 Waheeduzzaman, Abu N. M. (2018), "Can a Nobel Prize Save Marketing?" Annual Conference of the American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, Abu N. M. and Elwin Myers (2017), "Effect of Good Governance and Democracy on National Income: Does Trade or Investment Offer Any Mediating Influence?" Annual Conference of the American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N .. M. (2016), "Does Good Governance Enhance National Competitiveness?" Annual Conference of the American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, Abu N. M. (2016), "Global Consumption Convergence: Towards an Eclectic Theory," Annual Conference American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, Abu N. M. and Anh Thi True Pham (2016), "Macro Determinants of Inbound Tourism: A Path Analysis Model," Annual Conference American Society for Competitiveness, Washigton, D.C., October. Waheeduzzaman, A. N. M. (2016), "Consumption Convergence between Emerging and Developed Markets," Winter Educators' Conference, American Marketing Association, Las Vegas. February. Waheeduzzaman, A. N. M. (2015), "Did globalization favor the growth of fast moving consumer goods (FMCG) in emerging markets," Winter Educators' Conference, American Marketing Association, San Antonio, February. Waheeduzzaman, A. N. M. (2015), "Exploring mediating effects of globalization and income on consumption growth in emerging markets," Annual Conference American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N. M. (2014), "Do we observe a convergence in fast moving consumer goods (FMCG) in developed and emerging markets?" Annual Conference American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N. M. (2014), "Democracy and International Competitiveness ofNations- An Empirical Inquiry," 18th Annual Western Hemispheric Trade Conference, Texas A&M International University, April. Waheeduzzaman, A. N. M. (2013), "Higher Education and National Competitiveness," Annual Conference American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N. M. (2013), "Enhancing National Competitiveness through Education in a Globalized World," 22nd Annual World Business Congress, International Management Development Association, Taipei, Taiwan, July. 9 Waheeduzzaman, A. N. M. (2013), "Does Freedom Affect International Competitiveness of Nations," 22nd Annual World Business Congress, International Management Development Association, Taipei, Taiwan, July. Waheeduzzaman, A. N. M. (2012), "Do Globalization and Freedom Favor Trade in Emerging Markets?" 2012 International Conference on Contemporary Business and Management, Chulalongkorn University, Bangkok, Thailand, December. Waheeduzzaman, A. N. M. (2012), "Impact of freedom in international competitiveness of nations," Annual Conference American Society for Competitiveness, Washington, D.C., October. All Society Panel Chair. Waheeduzzaman, A. N. M. (2012), "Does freedom affect trade? An empirical inquiry," Annual Conference American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N. M. (2012), "Competitiveness of Bangladesh as an Emerging Market," United International University, Dhaka, Bangladesh, March. Waheeduzzaman, A. N. M. (2012), "Determinants of Trade in Emerging Markets," Faculty Research Seminar, College of Business, Texas A&M University-Corpus Christi, Texas, January. Waheeduzzaman, A. N. M. (2011), "Emerging markets trade: An empirical inquiry," Annual Conference American Society for Competitiveness, Orlando, Florida, October. Waheeduzzaman, A. N. M. (2011), "Thirty Years of Trade in Emerging Markets: Trend, Impact and Catching Up" 20th Annual World Business Congress, International Management Development Association, Poznan, Poland. July. Invited Guest Speaker (Presentation) Waheeduzzaman, A. N. M. (2021), ""Business Competitiveness in a Changing Global Environment," 2nd AIUB International Business Conference of Business and Management, Theme: Changing Global Paradigm, American International University -Bangladesh, October. Waheeduzzaman, A. N. M. (2017), "Symposium on International Education as a Tool for Achieving Global Peace," International Education Week, Texas A&M University Corpus Christi, November. Waheeduzzaman, A. N. M. (2016), Plenary session speaker: "Does Good Governance Enhance National Competitiveness?" Annual Conference of the American Society for Competitiveness, Washington, D.C., October. Speaker at the Orientation Ceremony, Rajamangala University of Technology Phra Nakhon (RMUTP), Bangkok, Thailand (2015). Also, made a presentation on "Exploring Consumption Convergence" to the business faculty, August. 10 Waheeduzzaman, A. N. M. (2014), Plenary session speaker: "Assessing the impact of higher education on national competitiveness," Annual Conference of the American Society for Competitiveness, Washington, D.C., October. Waheeduzzaman, A. N. M. (2014), "Do we need democracy to enhance our national competitiveness," Institute of Business Administration, Dhaka University, Dhaka, Bangladesh, January 7, 2014. Waheeduzzaman, A. N. M: (2013), "Globalization of Markets," inSA, San Antonio, October 11, 2013. Waheeduzzaman, A. N. M. (2013), "From bottomless basket to a middle-income economy-What Bangladesh could do to enhance her international competitiveness," Institute of Management Consultants of Bangladesh, Dhaka, Bangladesh, January 7. Waheeduzzaman, A. N. M. (2012), "Competitiveness of Bangladesh as an Emerging Market," United International University, Dhaka, Bangladesh, March 11. Waheeduzzaman, A. N. M. (2010), "Emerging Nations in a Globalized World," Executives Club, Texas A&M University-Corpus Christi, March 10. Waheeduzzaman, A. N. M. (2009), "Understanding the Impact of Emerging Nations in a Globalized World," World Affairs Council of South Texas, October. Waheeduzzaman, A. N. M. (2009), "Trade and Competitiveness of Bangladesh," Rotary Club of Dhaka, Bangladesh, August. Waheeduzzaman, A. N. M. (2008), "Understanding the Impact of Emerging Nations," Delta Sigma Pi, Texas A&M University-Corpus Christi, October. ACADEMIC AND PROFESSIONAL SERVICE Membership in Professional Associations American Marketing Association (AMA), 1988-present. Academy of International Business (AIB), 1988-present. American Society for Competitiveness (ASC), 1992-present. International Management Development Association (IMDA), 2004-present. National Geographic Society, 2013-present. American Association of University Professors (AAUP), 2017-present. American Association for Retired Persons (AARP), 2013-present. Institute of Management Consultants Bangladesh (IMCB), 2012-present. MBA Club Ltd., Dhaka, Bangladesh, 2000-present. Institute of Business Administration Alumni Association (IBAAA), Bangladesh, 1980-present. 11 Social Media Coordinator, American Society for Competitiveness, 2014-pteseilt. Social Media Administrator, International Management Development Associatfon, 2016"."present. ·. Serve as track chair, ses~ion chair, discussant at the· following conferences on a regular basis: American Marketing Association, American Society for Competitiveness; International and Management Development Association. Editorship Associate Editor, Journal of Competitiveness Studies; 2015-present. Associate Editor, Journal ofEuromarketing, 2018-present Associate Editor, Competitiveness Review, 2011-2012 . . Guest Editor, Special Issue on "Competitiveness of Emerging Nations in a Globalized World," .. ·. . Competitiveness Review, 2011. · Member of the Editorial Board for the following journals: Journal of Competitiveness Studies, ' ' ' Competition Forum, and Journal of Business Administration. Review about 10 articles a year for the above journals and a few others, e.g:, Journal of . International Marketing, International Business Review, Competitivenes.s Review, International TradeJoumal, International Journal of Emerging Markets, Competitiveness Review, · Transnational Corporation Review, Academy of Marketing Science, and Thunderbird. International Business Review; Also serve as reviewer for the yearly conferences of the associations mentioned above .. . . Dissertation Supervisor and External Evaluator Serve as committee member/external reviewer for Ph.D. students at TAMUCC, Thammasat University, National Institute of Industrial Engineering, India and Aligarh Muslim University, in di a. · Serve as external reviewer for tenure a:nd promotion candidates at Texas A&M University, · •University of Pennsylvania Hai;rispurg, and Duquesne University. · ·. TAMUCC, Committees · ' ' ' ·. Cl.irrentlyServing . Senator, Faculty Senate, 2004-2008, 2018-2020, currently serving. Member, Budget Committee, Faculty Senate, 2018-2020 . Faculty Advisor, International Student Organization, 2018-:-serving. College of Business Committees Served · Member, Tenure and Promotion Committee, 2018-2020. Member, Adhoc Faculty Performance Committee, 2015:-2018. Student Grade Appeal Committee, 2018-2019~ 12 Smdent Grade Appeals Committee, 2016. Adhoc Faculty Performance Committee, 2015-2018. Member, Faculty Qualification Committee, 2015-2017. Member, MBA Task Force, 2013-2015. Chair/Co-Chair, Faculty Research Seminar, 2004-11. Member, Post-tenure Review Committee, 2012-15. Member, Grade Appeals Committee, 2016. 1 Member, Post Tenure Review Committee, 2010-13. Member, Library Committee, 2001-06. Member, COB Assessment Committee, 2001-07. Member, Graduate Advisory Committee, 2000-03, 2006-08. Member, Tenure and Promotion Committee, 2003-05. Member, Accelerated/EMBA Task Force, 2001-02. Member, Math Task Force, 2004-05. University Committees Served Chair, International Education Committee, 2016-18. Member, Graduate Council, 2001-03, 2017-2019. Chair, Faculty Development Leave Committee, 2010-2012. Chair, Budget Analysis Committee, Faculty Senate, 2006-08. Instructional Technology and Distance Education, 2014-2016. Member, Globalization Group-Strategic Planning Task Force, 2013-14. Member, Emerging Research Task Force, 2003. Member, Honorary Degree Committee, 2006-08, 2013-15. Member, Steering Committee for International Initiatives, 2006. Member, Institutional Review Board, 2003. Senator (representing the College of Business), Faculty Senate, 2004-08. Member, University Scholarship Committee, 2006-09. Member, Academic Council, 2006-08. Member, University Library Committee, 2001-2003. Service to City of Corpus Christi Member, Library Board, City of Corpus Christi, 2002-08. Member, Arts and Cultural Commission, City of Corpus Christi, 2019-202L Service at Other Universities Member of various committees of the university including University Porichalona Porishod (Management Board), Academic Council, Finance Committee, Selection Committee, and Curriculum Committee. Vice Chair, Faculty Senate, University of New Haven, 1996-97. Also served as Senator for 3 years (1994-97) representing the School of Business. Participated actively in university administration. 13 Member, Mission Steering Committee, School of Business, University of New Haven. The mission developed by the committee was eventually accepted as the mission of the School of Business thatled to its AACSB candidacy for accreditation. Member, MBA Planning and Review Committee, School of Business, University of New Haven. 1996. This committee was responsible for designing an MBA program as per AACSB guidelines. Member, External Affairs Committee, University of New Haven. This committee was responsible for evaluating University of New Haven's academic programs in Israel, Greece, Cyprus, and other piaces. Member, Academic Standards Committee, University ofNew Haven. This committee oversees the academic standards of various programs of the university. Community and Extra-Curricular Represented Bangladesh in the D~8 Expert Group Summit on International Marketing and Trade, Cairo, Egypt, 1999. Nominated by the Ministry of Commerce, Government of Bangladesh. Represented George Washington University in International Leadership Workshop organized by Foreign Students ServiCe Council, Washington, D.C. 1987. Chairman, Alumni Affairs, Institute of Business Administration (IBA), Dhaka University. 1982- 85. Organized the Alumni Day and the Reunion in 1983-84. Also was the Treasurer, IBA Alumni Association, Dhaka University.1983-85. Vice President, Old Rajshahi Cadets Association, 1998. Was the General Secretary for the same association: (1976-78). Organized the 3rd Reunion for the old cadets in 1978. ·Troop Leader, Rajshahi Cadet College scout troop that won district championship in.1968, divisional trophies in 1969, and (the then) all-Pakistan national championship trophy in first aid in 1970. DISTINCTIONS, AW ARDS AND HONORS Teaching Awards Nominated for "Student Choice 2020 Digital Innovator of the Year Award," Fall 2020. Teaching Excellence Award, 2013-14, College of Business, Texas A&M University-Corpus Christi. Nominated for university teaching excellence award. Outstanding Teaching Award (2000-2001), College of Business, Texas A&M University-Corpus Christi. 14 DistinguishedTeacher Award (1995-96), University of New Haven, Connecticut Received a certificate and cash reward. . . . . . Research Awards University .Excellence Award in Research for 2011-12, Texas {\.&M· University-Corpus Christi. . . . Faculty Research Enhancement Grant, College of Business, Texas A&M University-Corpus Christi, 2006-07. Project title: Is the Consumption of Durables in Developed and Emerging Markets Converging?. · Faculty Research Enhancement Grant, Texas A&M University-Corpus Christi, 2004-05. ·Project title: Modernization, Convergence and Durables: A Comparative Inquiry of the Developed and Emerging Markets. . :--. . .· .· . :-' ·.·· . . . . . _. Faculty Research Enhancement Grant, Texas A&M University-Corpus Christi, 2002-03. Project . . . title: Penetration of Consumer Durables in Emerging Markets: Socioeconomic Influences Reconsidered. Faculty Research Enhancement Grant, College of Business, Texas A&M University-Corpus Christi, 2003-04. Project title: Competitiveness of Business Schools: A Quest fQr a Framework. Research Grant, the Asia Foundation, Dhaka, Bangladesh, 1999. Projecttitle: "Facilitatfon of. Trade and Investment among Bangladesh, India and Nepal: Sub-Regional Cooperation and Competitiveness."· Research Grant, Kyoto University, Japan, 1999.Project title: "(Un)ethical Behavior iri Business: . A Rewarcl Punishment Probability Framework." ·Summer Research Grant, University ofNew Haven, 1996-'97. Project title: Dimensions of .. International Competitiveness .. SerVice Awards .. . . Uri.iv~rsity Excellence A ward in Service, 2018; ·Texas A&M University, ·Corpus Christi. ' -. . . . . -. . . -. . . . . . Outstanding Faculty Award in International Education, Texas A&M University Corpus Christi,_ 2017~. Recognition for Social Media Contribution, American Society for Competitiveness, 2016. · Senior Fellow; American Society for Competitiveness, 2013. Received a Certificate of Appreciation by the Mayor, City of Corpus Christi, for Service in the Library Board for six years (2002-08), 2008. · · 15 Service Award, International Management Development Association, 2007. Academic Honors Alpha Mu Alpha, national honor society for marketing scholars, American Marketing Association, Kent State University, 1992. Beta Gamma Sigma, national honor society for business graduates, George Washington University, 1988. Phi Beta Delta, national honor society for international scholars, Kent State University, 1991. Sigma Beta Delta, national honor society for business majors, University of New Haven, 1996. Doctoral Consortium Fellow, Academy of Management. Dean's nomination, College of Business Administration, Kent State University, 1991. University Merit Scholarship, Dhaka University, Bangladesh, 1978-79. Ranked 1st in MBA (Marketing). Ranked 7th (out of about 50,000 students) in Higher Secondary School Certificate Examination in Rajshahi Board, Bangladesh, 1972. 16 Duties Composition Member Size Term Length Term Limit 9 3 6 Name District Term Appt. date End date Appointing AuthorityPosition Status Attendance Mark C Arnold District 4 1 9/18/2018 9/1/2021 City Council Seeking reappointment 4/4 meetings 100% Melody H. Cooper District 3 1 11/7/2017 9/1/2021 City Council Chair Seeking reappointment 4/4 meetings 100% Fernando Moral-Iglesias District 5 Partial 2/18/2020 9/1/2021 City Council Not seeking reappointment Luis F Cabrera District 2 1 8/27/2019 9/1/2022 City Council Active Valerie Harbolovic District 4 Partial 4/13/2021 9/1/2022 City Council Active Susane "Westi" Horn District 5 1 8/27/2019 9/1/2022 City Council Active Michael Crowley District 4 1 5/25/2021 9/1/2023 City Council Active Almira Flores District 4 2 9/7/2017 9/1/2023 City Council Active Mirza Pearson District 3 1 4/13/2021 9/1/2023 City Council Active C.C. International Airport Rep.N/A N/A N/A Ex-Officio, Non-voting Active Mayor's Office Rep.N/A N/A N/A Ex-Officio, Non-voting Active Parks and Recreation Rep.N/A N/A N/A Ex-Officio, Non-voting Active The Committee shall consist of nine (9) members who shall be appointed by the City Council and shall serve three-year terms. In addition, representatives from the following City departments shall serve as ex-officio, non-voting members of the steering committee: Mayor's Office, Corpus Christi International Airport and Parks and Recreation. The officers of the steering committee shall consist of a General Chair and Vice-Chair. The Chair and Vice-Chair shall be elected by majority vote of the Sister City Committee annually. If the General Chair is absent, the Vice-Chair shall serve as General Chair during his/her absence. The steering committee may appoint any other subcommittee as, in its judgment, will aid it in carrying out its duties. The steering committee shall determine the membership of each said subcommittee, its duties and chairman. The membership of each said subcommittee shall consist of members of the steering committee and, at the option of the steering committee, members from the community at-large. The Sister City Committee studies ways and means of improving relations with the Corpus Christi Sister Cities and to advise and consult with and assist the Mayor, the City Council, the City Manager and all other City agencies, boards and officials in accomplishing the purposes of the Sister City Program. Three (3) vacancies with term to 9-1-24. SISTER CITY COMMITTEE Name District Status Carmen Aguirre District 4 Applied Christopher O. Ardueser District 5 Applied Deacon Mark C. Arnold District 5 Seeking reappointment Melody H. Cooper District 4 Seeking reappointment John Garcia District 5 Applied Yan Yan He District 5 Applied Scott A. Lawson District 5 Applied Pedro Olivares District 3 Applied Adria P. Vasquez District 2 Applied Allison C. Vela District 2 Applied Arthur C. Wallace District 4 Applied Terri Cissi Whipple District 3 Applied SISTER CITY COMMITTEE Applicants 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com City of Corpus Christi Meeting Minutes City Council 11:30 AM Council ChambersTuesday, July 20, 2021 Addendums may be added on Friday. Mayor Paulette M. Guajardo to call the meeting to order.A. Mayor Guajardo called the meeting to order at 11:34 a.m. Invocation to be given by Pastor Brian Hill, First Baptist Church.B. Pastor Brian Hill, First Baptist Church, gave the invocation Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Megan Pendleton, Texas A&M University-Corpus Christi, Sociology Major. C. Megan Pendleton, Texas A&M University-Corpus Christi, led the Pledge of Allegiance to the Flag of the United States and to 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. NOTE: Council Member Barrera participated by video conference at 1:14 p.m. and left at 3:09 p.m. Council Member Smith arrived at 12:08 p.m. Mayor Paulette M. Guajardo,Council Member Roland Barrera,Council Member Gil Hernandez,Council Member Michael Hunter,Council Member Billy A. Lerma,Council Member John Martinez,Council Member Ben Molina,Council Member Mike Pusley, and Council Member Greg Smith Present:9 - Proclamations / CommendationsE. 1.21-0849 Proclamation declaring July 26, 2021 as the "31st Anniversary of the Americans with Disabilities Act (ADA) Day." Commendation recognizing Dynamo Coastal Bend Soccer Team. Mayor Guajardo presented the proclamation and commendation. PUBLIC COMMENTF. Page 1City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Mayor Guajardo opened the public comment period. Sherry Sells, 5014 Wingfoot Lane, spoke regarding a complaint against code enforcement. Angel Castillo, 1729 Morris, spoke regarding a work order. Jack Gordy, 4118 Bray Dr., spoke regarding no responses to his public information requests. Omar Becerra, 3021 Lawnview St. and Carla Gardiner, 4105 Meridian Place, spoke regarding the local film ordinance issues with interpretation of film ordinance, and involving stakeholders in the revision to the ordinance. Brian Watson, 5813 Hugo Dr., spoke regarding the effects of fluoride in the water. Barbie Baker, 6003 Lost Creek Dr., expressed her gratitude and support for the City Council and staff. Tim Dowling, 8017 Ville Franche, spoke regarding the City's process for redistricting. Errol Alvie Summerlin, 1017 Diomede Dr., Portland, submitted a written public comment which is attached to the minutes. City Manager Zanoni stated that the City is working on the film ordinance and revisions will be brought to Council in August. The CVB is taking the lead and agency and stakeholders will be involved. South Texas Military Task Force Briefing by Hans Govertsen, United States Coast Guard. G. Captain Hans Govertsen, United States Coast Guard, gave a briefing on the South Texas Military Task Force. A Council Member and Captain Govertsen discussed the following topics: the Coast Guard is in charge with inspecting containers that come through the Ports, but has limited manpower; and they take snapshots to track them and prioritize risks. CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:H. Mayor Guajardo referred to City Manager's comments. Recap of City Operations since June 29, 2021a. City Manager Zanoni reported regarding the following subjects: 4th of July recap; heavy rainfall week; and the City’s budget preparation and workshops in August and community input. Page 2City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Design Standards Manual Updateb. City Manager Zanoni reported that the Design Standards policy updates for new infrastructure will be brought to Council. Packery Channel Funding Update-Nonec. Overview of the J22 Regatta World Championship presented by Alex Harrisd. Alex Harris, 2138 Highway 238, presented an overview of the J22 Regatta World Championship. Council Members and Mr. Harris discussed the following topics: it takes approximately 2,500 hours to put together the remote controls; and new footage is posted daily on the Corpus Christi Yacht Club’s Facebook page. Seawater Desalination Update by Michael Murphy, Chief Operating Officere. Michael Murphy, Chief Operating Officer, gave an update on the seawater desalination workshop that will take place on July 21, 2021. The meeting will be open to the public. BOARD & COMMITTEE APPOINTMENTS: NONEI. EXPLANATION OF COUNCIL ACTION:J. CONSENT AGENDA: (ITEMS 2 - 22)K. 2.21-0841 Approval of the June 29, 2021 Regular Meeting Minutes. Mayor Guajardo referred to Item 2. Mayor Guajardo made a motion to amend the minutes as follows: Motion to clarify the Motion that followed Item 28 of the June 29th City Council Meeting, increasing the base salary of the City Manager by 5%, to authorize it be effective on the second anniversary date of the City Manager’s contract, which is May 20, 2021, seconded by Council Member Hunter. The Minutes were passed as amended and approved with the following vote: Aye:Mayor Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Absent:Council Member Barrera1 - Abstained:0 Consent - Second Reading Ordinances Page 3City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Approval of the Consent Agenda Mayor Guajardo referred to the Consent Agenda. Council Members requested that Items 2, 14, 20 and 22 be pulled for individual consideration. A motion was made by Council Member Molina, seconded by Council Member Martinez to approve the Consent Agenda with the exception of Items 2, 14, 20 and 22. The motion carried by the following vote: Aye:Mayor Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Absent:Council Member Barrera1 - Abstained:0 3.21-0683 Zoning Case No. 0521-02, Terry J. Cox (District 4). Ordinance zoning a property located at or near 15022 Leeward Drive from the “RM-AT/IO” Multifamily AT District with the Island Overlay to the “RM-AT/IO/PUD” Multifamily AT District with the Island Overlay and a Planned Unit Development. (Planning Commission and Staff recommend Approval) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032492 4.21-0684 Zoning Case No. 0521-03, Nicholas Hallick: (District 4) Ordinance rezoning property at or near 6097 Ennis Joslin Road from the “RS-10” Single-Family 10 District to the “ON” Neighborhood Office District. (Planning Commission and Staff recommend Approval) This Ordinance was passed on second reading on the consent agenda. Enactment No: 032493 5.21-0743 Ordinance revising Marina Advisory Committee membership to all at-large/general category members. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032494 6.21-0745 Ordinance accepting and appropriating $901,952 grant from the Office of the Governor from the Texas Military Preparedness Commission’s Defense Economic Adjustment Assistance Grant (DEAAG) in the 1072 Community Development Grant Fund for Naval Air Station Corpus Christi (NASCC) gas distribution system improvements; appropriating $242,818 from the Texas Military Preparedness Commission CIP Fund 3543 as a City match; amending the FY 2021 Capital Budget to add DEAAG NASCC Gas Line Replacement project; and amending the FY 2021 Budget to increase revenues and Page 4City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes expenditures by $1,144,770. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032495 Consent - Contracts and Procurement 7.21-0560 Motion authorizing the purchase of six replacement trucks which consist of one 6-cubic yard dump truck, two 12-cubic yard dump trucks, two heavy crew trucks with service bodies, and one heavy crew truck with a flatbed body for the Water and Wastewater Utilities Department from Houston Freightliner, Inc. of Houston, Texas, for a total not to exceed amount of $861,584.00 paid through the Vehicle and Equipment Replacement Fund. This Motion was passed on the consent agenda. Enactment No: M2021-137 8.21-0570 Motion authorizing the purchase of one portable 350 kilowatt trailer-mounted generator from ROMCO Equipment Company, LLC from Corpus Christi, Texas for the Water Utilities Department, in the amount of $167,950.00 to be paid through Water Fund. This Motion was passed on the consent agenda. Enactment No: M2021-138 9.21-0651 Motion authorizing a two-year service agreement with three additional one-year periods, with Williams Scotsman, Inc., of Robstown, Texas, in an amount of $125,867.15 for the lease of a modular building to meet short-term office requirements for Solid Waste Department staff that manage the JC Elliott Transfer Station, the closed landfill, and other facilities effective upon issuance of notice to proceed, with FY2021 funding in an estimated amount of $34,410.98 available through the General Fund. This Motion was passed on the consent agenda. Enactment No: M2021-139 10.21-0702 Motion authorizing a two-year supply agreement for 7,000 residential gas regulators for Gas Operations for an estimated amount of $238,000.00 with Wilnat, Inc. dba Koons Gas Measurement of Tulsa, Oklahoma, effective upon issuance of notice to proceed, with FY 2021 funding in an amount not to exceed $19,833.00 available through the Gas Fund. This Motion was passed on the consent agenda. Enactment No: M2021-140 11.21-0788 Motion authorizing the purchase of one replacement Aerial Lift Bucket Truck that will be used in the maintenance of City’s traffic control signals by the Public Page 5City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Works Department from Grande Truck Center in San Antonio, Texas for a total amount of $137,898.00, with FY 2021 funding available through the Equipment Replacement Fund. This Motion was passed on the consent agenda. Enactment No: M2021-141 12.21-0741 Motion authorizing a three-year service agreement with Horacio Carrillo III, dba Carrillo's Welding Services "CWS" of Corpus Christi, Texas for an amount not to exceed $480,000.00, for Welding Services for Asset Management, Fleet Division, with FY 2021 funding in the amount of $27,000.00 available through the Fleet Maintenance Fund. This Motion was passed on the consent agenda. Enactment No: M2021-142 Consent - Capital Projects 13.21-0758 Motion awarding a construction contract to EMR Elevator, Inc., Corpus Christi, Texas, to upgrade the freight traction elevator for the Police Department Headquarters, located in Council District 1, in an amount of $210,000.00 with FY 2021 funding available from the Bond 2018 Fund. This Motion was passed on the consent agenda. Enactment No: M2021-143 14.21-0760 Motion authorizing the execution of Change Order No. 1 with Western Specialty Contractors, Selma, Texas, for the Seawall Capital Repairs, to pressure wash the Seawall from McGee Beach to the Barge Dock and amenities such as eight miradors, the Selena Memorial, sidewalk, and benches in an amount of $162,500.00, located in Council District 1, for a total contract value not to exceed $1,261,004.60, with FY 2021 funding available from the Seawall Capital Fund. Mayor Guajardo referred to Item 14. Council Members, Director of Engineering Services Jeff Edmonds and City Manager Peter Zanoni discussed the following topics: the change order was necessary because the desired level of cleaning was not included in the original scope of work; and a long-term solution needs to be determined to maintain the Downtown Management District. Council Member Pusley made a motion to approve the motion, seconded by Council Member Molina. This Motion was passed and approved with the following vote: Aye:Mayor Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Page 6City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Absent:Council Member Barrera1 - Abstained:0 Enactment No: M2021-144 15.21-0787 Motion authorizing Amendment No. 1 to a professional services contract with Freese & Nichols Inc., Corpus Christi, Texas, to provide design, bid, and construction phase services for the reconstruction of Everhart Road from South Padre Island Drive to McArdle Road, located in Council District 2, in an amount of $361,859.00 for a total amount not to exceed $411,851.00 with funding available from the Bond 2018, Storm Water, Water, and Gas Funds. This Motion was passed on the consent agenda. Enactment No: M2021-145 General Consent Items 16.21-0619 Resolution approving pavement design recommendations for the 22 Bond 2020 Streets projects following City Council Policy 28 which outlines the guidelines for awarding arterial and collector street construction contracts using concrete pavement or asphalt pavement. This Resolution was passed on the consent agenda. Enactment No: 032496 17.21-0636 Motion authorizing a Joint Funding Agreement with the United States Geological Survey (USGS), U.S. Department of the Interior, for USGS to maintain automated river gauging stations that record stream flows and water quality parameters associated with the Frio and Nueces Rivers and associated tributaries, which is data the City uses daily to manage releases from the City’s reservoir system and for water treatment operations, whereby the USGS contributes $28,950.00 and the City contributes $166,350.00. This Motion was passed on the consent agenda. Enactment No: M2021-146 18.21-0747 Resolution authorizing the submission of a grant application for the FY 2021 Edward Byrne Memorial Justice Assistance Grant Program in the amount of $192,413.00; and authorizing an Interlocal Agreement with Nueces County for the distribution of Justice Assistance Grant Program funds in the amount of $96,206.00 to Nueces County and $96,207.00 to the City of Corpus Christi should the grant be awarded. This Resolution was passed on the consent agenda. Enactment No: 032497 Page 7City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes 19.21-0801 Resolution approving FY 2021-2022 grant application for the Beach Cleaning and Maintenance Assistance Program from the Texas General Land Office for an estimated amount of $70,000 to provide beach cleaning and maintenance on North Padre Island and Mustang Island. This Resolution was passed on the consent agenda. Enactment No: 032498 20.21-0804 Resolution authorizing City of Corpus Christi withdrawal from the Regional Health Awareness Board and transferring $56,436.72 in funds held as fiduciary agent to the Board. Mayor Guajardo referred to Item 20. A Council Member and Director of Public Health Annette Rodriguez discussed the following topics: the City is not contributing any additional dollars to the Regional Health Awareness Board. Council Member Pusley made a motion to approve the resolution, seconded by Council Member Hunter. This Resolution was passed and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 Enactment No: 032499 21.21-0808 Resolution Opposing Texas Windstorm Insurance Association Rate Increase This Resolution was passed on the consent agenda. Enactment No: 032500 22.21-0844 Resolution amending City Council Policy Number Nine, Community Development Block Grant and HOME Programs to delete subsection 9.e which prohibits outside agencies from applying for CDBG funding from the City more than once every three years and to amend subsections 9.f and 9.g to change the name of Housing and Community Development Department to the Neighborhood Services Department; and providing an effective date. Mayor Guajardo referred to Item 22. Interim Director of Neighborhood Services Tracey Cantu stated that the purpose of this item is to amend City Council Policy No. 9 removing the prohibition on outside agencies receiving CDBG funds more than once every three years and reflecting the name change of the administering Department. A Council Member, Interim Director of Neighborhood Services Cantu and Homeless Page 8City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Services and Workforce Housing Manager Jennifer Buxton discussed the following topics: the City holds public hearings and advertises through the Caller-Times for these grants; the intent is for the City to be as quick as possible when responding to community needs; and a Council Member’s concern that the same organizations will get the grant every year. Council Member Smith made a motion to approve the resolution, seconded by Council Member Pusley. This Resolution was passed and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Nay:Council Member Hernandez1 - Abstained:0 Enactment No: 032501 RECESS FOR LUNCHL. Mayor Guajardo recessed the Council meeting for lunch at 3:07 p.m. Executive Session Item 28 was held during the lunch recess. Mayor Guajardo reconvened the meeting at 4:23 p.m. PUBLIC HEARINGS: (ITEMS 23 - 24)M. 23.21-0843 Ordinance adopting the Fiscal Year 2021-2022 Consolidated Annual Action Plan (CAAP) for the Community Development Block Grant (CDBG) budget in the amount of $2,784,119, the Emergency Solutions Grant (ESG) budget in the amount of $235,265, and the HOME Investment Partnerships (HOME) budget in the amount of $1,162,686 for a total of $4,182,070 annual funding from the United States Department of Housing and Urban Development (HUD); authorizing the execution of all necessary documents to submit the CAAP; authorizing a staff complement of 13 positions; accepting and appropriating funding for the approved CAAP projects and authorizing the execution of funding agreements, amendments and other documents necessary to implement the FY 2021-2022 CAAP. Mayor Guajardo referred to Item 23. Interim Director of Neighborhood Services Tracey Cantu presented information on the following topics: 2021-2022 CAAP; 5 year consolidated plan goals; timeline for submittal; entitlement allocations; CDBG; ESG; HOME; and recommendation. Council Members, Interim Director Cantu, Homeless Services and Workforce Housing Manager Jennifer Buxton, City Manager Peter Zanoni and City Attorney Miles Risley discussed the following topics: CDBG is currently the only funding source for demolition; five additional code enforcement officers will be added to the division for a total of 28 Page 9City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes officers; if the $1 million dollars for the Palms at Blucher Park is not approved, then the City can lose the tax credits; the tax credit numbers are based on expenses that are depreciable; not every expense counts towards the tax credit; the $1 million dollars for the Palms at Blucher Park will go back into the HOME project, not the CDBG project; the single-family rehabilitation is the demolition reconstruction program; regarding Palms at Blucher Park, a clawback provision can be added to ensure unused funds are returned to the City; and Council Members’ would like more information on requests for additional funding for the Palms at Blucher Park project. Mayor Guajardo opened the public hearing. Representative for Developer, Ray Lucas with Lucas & Associates, stated that Palms at Blucher Park requested $300,000 back in February, and are now asking for another $700,000 due to unforeseeable construction costs. Vice President of Property Development for Prospera Brad McMurray stated that the banks will get a lot of Community Reinvestment Act (CRA) credit, so the City will get a higher rate on tax credits. Founder of Coastal Bend Center for Independent Living, Housing Navigator and President of Accessible Housing Resources, Inc. (AHRI), Judy Telge, spoke regarding her concern about the $1 million dollars in the HOME program when in the past it had been less than that, and in support of affordable housing. Director of Coastal Bend Food Bank, Bea Hanson, thanked the Council for the CDBG funding support. Rising Tide Ministries, Lisa Curtis, 9841 SPID, thanked the Council for the CDBG funding support. Business Manager of the Salvation Army of the Coastal Bend, Emily Shafer Northrup, 1804 Buford St., thanked the Council for the ESG funding support. Case Manager of Corpus Christi Hope House Debra Arsuaga, thanked the Council for the ESG funding support. Mayor Guajardo closed the public hearing. Council Member Hernandez made a motion to remove the $1 million dollars from line Item #3 under the HOME program, seconded by Council Member Lerma and approved with the following vote: Mayor Guajardo, Council Members Hernandez, Lerma, Barrera, Hunter, Martinez and Smith voted - Aye; Pusley voted - No; and Molina - abstained. Council Member Hernandez made a motion to approve the ordinance as amended, seconded by Council Member Lerma. This Ordinance was passed on first reading as amended and approved with the following vote: Page 10City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez and Council Member Smith 7 - Nay:Council Member Pusley1 - Abstained:Council Member Molina1 - 24.21-0746 Public Hearing and Resolution approving the Corpus Christi Crime Control District budget for FY 2022 with revenues in a total amount of $7,720,024.00 and expenditures in a total amount of $7,518,479.00 to fund 63 authorized Police sworn personnel, five replacement vehicles, and equipment to support both. Mayor Guajardo referred to Item 24. Director of Management and Budget Eddie Houlihan presented information on the following topics: budget summary; budget overview; revenues; and expenditures. Council Members, Director Houlihan and City Attorney Miles Risley discussed the following topics: a Council Member thanked the Crime Control Board for their work. Mayor Guajardo opened the public hearing. There were no comments from the Council or the public. Mayor Guajardo closed the public hearing. Council Member Hunter made a motion to approve the resolution, seconded by Council Member Lerma. This Resolution was passed and approved with the following vote: Aye:Mayor Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Absent:Council Member Barrera1 - Abstained:0 Enactment No: 032502 INDIVIDUAL CONSIDERATION ITEMS:N. FIRST READING ORDINANCES: (ITEM 25)O. 25.21-0658 Ordinance rejecting the apparent low bid of WLE, LLC. of Austin, Texas due to refusal to perform on a previous mowing contract providing similar services and authorizing a three-year service agreement for mowing and grounds maintenance of Storm Water Group 5A1 for an estimated amount of Page 11City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes $204,540.00 with Dorame General Repair & Lawn LLC of Corpus Christi, Texas for the Public Works Department, with FY 2021 funding in an amount not to exceed $11,363.33 available through the Storm Water Fund. Mayor Guajardo referred to Item 25. Director of Public Works Richard Martinez presented information on the following topics: moving contract for Group 5A1; Saratoga-Rodd Field to Airline; Saratoga-Airline to Everhart; Saratoga-Everhart to Kostoryz; Saratoga-Kostoryz to Las Colina’s-23.09 acres; and Ayers-.42 acres. Council Members and Director Martinez discussed the following topics: a Council Member’s concern that contractors are blowing grass clippings into the storm drains, and a request to address this problem; and a Council Member’s request to look into xeriscaping the medians. Mayor Guajardo opened the public hearing. There were no comments from the Council or the public. Mayor Guajardo closed the public hearing. Council Member Hunter made a motion to approve the ordinance, seconded by Council Member Lerma. This Ordinance was passed on first reading and approved with the following vote: Aye:Mayor Guajardo, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Absent:Council Member Barrera1 - Abstained:0 P. BRIEFINGS:(ITEMS 26 - 27) 26.21-0810 Tammy Embrey, Intergovernmental Relations Director, along with City of Corpus Christi legislative consultants from Focused Advocacy in Austin will provide the Council insights and lessons learned from the 87th legislative session in Austin. The presentation will also cover a look ahead into the Special Sessions that will occur this year, what the city needs to consider moving into the interim activities in 2022 and looking ahead to the 88th session for 2023. Mayor Guajardo referred to Item 26. Director of Intergovernmental Relations Tammy Embrey presented information on the following topics: contract lobby team; general legislative policy; engagement by the Page 12City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes numbers; and key accomplishments. A Council Member and Director Embrey discussed the following topics: a Council Member’s request for an update on the TWIA rate discussion. Partner and General Counsel of Focused Advocacy Snapper Carr presented information on the following topics: Senate delegation; House delegation; overview; session drivers; 2021 Texas Legislature: by the numbers; budget; municipal bills did not pass; sales tax refund transparency; SB 10: city/county advocacy ban; HB 4640/SB 2186: Port of Corpus Christi economic development; ETJ removal; what did pass; SB 1448: TWIA; beach safety; HB 1869: debt; SB 23: law enforcement defunding; HB 1900: law enforcement defunding; SB 3: emergency preparedness; HB 1929 ETJ agreements; summer special sessions; and fall special sessions. There were no comments from the Council. 27.21-0540 Regional Transportation Authority Year in Review where Corpus Christi Regional Transportation Authority CEO Jorge Cruz-Aedo will provide an overview briefing of the positive transformational changes RTA implemented over the last year as well as how the improvements have helped better serve RTA riders and team members. Mayor Guajardo referred to Item 27. Director of Public Works Richard Martinez introduced CEO of the Corpus Christi Regional Transportation Authority (CCRTA) Jorge Cruz-Aedo and Board Chair Eddie Martinez. Council Members, Mr. Cruz-Aedo and CCRTA Managing Director Robert Saldana discussed the following topics: the RTA is working on major projects with grant funds which include the Naval Air Station and Del Mar College South Campus; the pre-pandemic fare recovery rate was 6.5%, while currently it is at 3.3%; the current cost for a fixed route is about $5.23 and transit is about $22 for a trip; the construction for the bus stop on Ayers is out for bid; and a Council Member’s request for more bus covers in the Northwest area, and a desire to bring a ferry back to the RTA. EXECUTIVE SESSION: (ITEM 28)Q. Mayor Guajardo referred to Executive Session Item 28. The Council went into Executive Session at 3:07 p.m. The Council returned from Executive Session at 4:23 p.m. 28.21-0842 Executive session pursuant to Texas Government Code § 551.076 concerning security personnel and devices, with possible discussion, resolution(s), and other actions in open session concerning any matters related thereto. This E-Session Item was discussed in executive session. Page 13City of Corpus Christi Printed on 7/30/2021 July 20, 2021City Council Meeting Minutes ADJOURNMENTR. There being no further business, Mayor Guajardo adjourned the meeting at 6:11 p.m. Page 14City of Corpus Christi Printed on 7/30/2021 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com City of Corpus Christi Meeting Minutes City Council 11:30 AM Council ChambersTuesday, July 27, 2021 Addendums may be added on Friday. Mayor Paulette M. Guajardo to call the meeting to order.A. Mayor Guajardo called the meeting to order at 11:38 a.m. Invocation to be given by Pastor Rick Barrera, Cornerstone Church.B. Pastor Rick Barrera, Cornerstone Church, gave the invocation. Pledge of Allegiance to the Flag of the United States and to the Texas Flag to be led by Jordan Baylor, Texas A&M University-Corpus Christi, Communication Studies Major. C. Jordan Baylor, Texas A&M University-Corpus Christi, Communication Studies Major, led the Pledge of Allegiance to the Flag of the United States and to 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 Paulette M. Guajardo,Council Member Roland Barrera,Council Member Gil Hernandez,Council Member Michael Hunter,Council Member Billy A. Lerma,Council Member John Martinez,Council Member Ben Molina,Council Member Mike Pusley, and Council Member Greg Smith Present:9 - Proclamations / CommendationsE. 1.21-0904 Proclamation declaring July 30, 2021 as the "Feria De Las Flores" Day. Proclamation declaring July 25-31, 2021 as the "Feria De Las Flores" Week. Commendation recognizing National Little League Minor Division Team. Mayor Guajardo presented the proclamations and commendation. PUBLIC COMMENTF. Mayor Guajardo opened the public comment period. Page 1City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes Jack Gordy, 4118 Bray Dr., spoke regarding his request for public information. Brian Watson, 5813 Hugo Dr., spoke about the United States Interagency Council on Homelessness and asked City Council to consider hiring a consultant to discuss the desalination plant. Joe Kramer, 1820 Waldron Rd., thanked the Mayor and Council for their service to our City, and expressed his gratitude to Director of Public Works Richard Martinez and his staff for their work. CONFIRMATION OF POLICE CHIEF APPOINTMENTG. 2.21-0901 Motion confirming the City Manager’s appointment of Mike Markle as Corpus Christi Chief of Police. Mayor Guajardo referred to Item 2. Mayor Guajardo made a motion to approve the motion, seconded by Council Member Molina. This Motion was passed and approved with the following vote: Immediately following the vote, a swearing-in ceremony was held. Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 Enactment No: M2021-147 CITY MANAGER’S COMMENTS / UPDATE ON CITY OPERATIONS:H. Mayor Guajardo referred to City Manager's Comments. Presentation of the City of Corpus Christi's FY 2022 Proposed Annual Operating Budget and Capital Improvements Program Budget a. City Manager Zanoni presented the FY2022 Proposed Annual Operating Budget and Capital Improvements Program Budget as follows: FY 2022 proposed budget summary; budget transparency; budget development; FY 2022 total city budget: $1.2 Billion; FY 2022 proposed budget general funds (with transfers); FY 2022 general fund budget: $298.4 Million; general fund revenue growth over FY 2021 adopted budget; property taxable value growth and rate; $121,500,760 FY 2021-2022 proposed budget street maintenance and reconstruction; 56% increase in streets for FY 2022; streets; police; fire; parks and rec; Type B fund; marina; Bayfront; neighborhood services; library; communication; auditor; solid waste; hotel occupancy tax (HOT); arena and convention center; development services fees; airport; water; wastewater; stormwater; stormwater 5-year program; stormwater improvements; gas; utility; net impact-$0 (zero dollars); Page 2City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes senior, disabled and low income utility assistance program; employee heath benefits in FY 2022; FY 2022 Capital Budget $448.9 Million; FY 2022 budgeted positions; and next steps. Council Members and City Manager Zanoni discussed the following topics: the community input meetings will last about an hour and a brief video of the budget will be provided; the American Rescue Plan funding is included in the budget; a Council Member's request for a separate workshop for the Capital Improvement Plan (CIP) budget; and a Council Member's request that calendar invitations be sent for all the budget input sessions. Covid-19 Update by Annette Rodriguez, Health Department Directorb. Assistant Director of Public Health Luis Wilmot presented an update on COVID-19: Nueces County COVID-19 cases; COVID-19 weekly cases; hospitalizations/ICU; Delta Variant; and vaccine breakthrough cases in Nueces County. A Council Member requested data information regarding the number of deaths related to the COVID-19 vaccination. Games of Texas Update by Neiman Young, Assistant City Managerc. Assistant City Manager Neiman Young presented information on the Summer Games of Texas 2021: July 29-August 1, 2021 sporting events; economic benefits; COVID-19 protocols; and sports schedule. Seawater Desalination Update by Mike Murphy, Chief Operating Officerd. Chief Operating Officer Michael Murphy presented an update on the desalination workshop. He said the desalination team is working on responses to questions from Mayor and City Council. Council Members and Mr. Murphy discussed the following topics: a Council Member's request for an updated timeline; and the importance of right-sizing the plan with a thorough analysis. BOARD & COMMITTEE APPOINTMENTS:I. 3.21-0840 Building Standards Board (2 vacancies) Marina Advisory Committee (6 Vacancies) Planning Commission (3 vacancies) Airport Zoning Commission (3 vacancies) Mayor Guajardo referred to Item 3. The following board appointments were made: Building Standards Board: Guate Garcia (Appointed) Page 3City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes Monica Pareso (Appointed) Marina Advisory Board: Richard E. Bell (Reappointed) Robert Kelley (Appointed) Don J. Dunlap (Appointed) Paulo Salazar (Appointed) John Murray (Appointed) Alyssa M. Mason (Appointed) Planning Commission and Airport Zoning Commission: Michael M. Miller (Reappointed) Sheldon Schroeder (Reappointed) Kamran Zarghouni (Reappointed) EXPLANATION OF COUNCIL ACTION:J. CONSENT AGENDA: (ITEMS 4 - 16)K. Consent - Second Reading Ordinances 4.21-0843 Ordinance adopting the Fiscal Year 2021-2022 Consolidated Annual Action Plan (CAAP) for the Community Development Block Grant (CDBG) budget in the amount of $2,784,119, the Emergency Solutions Grant (ESG) budget in the amount of $235,265, and the HOME Investment Partnerships (HOME) budget in the amount of $1,162,686 for a total of $4,182,070 annual funding from the United States Department of Housing and Urban Development (HUD); authorizing the execution of all necessary documents to submit the CAAP; authorizing a staff complement of 13 positions; accepting and appropriating funding for the approved CAAP projects and authorizing the execution of funding agreements, amendments and other documents necessary to implement the FY 2021-2022 CAAP. Mayor Guajardo referred to Item 4. Workforce Housing Manager Jennifer Buxton presented information on the following topics: summary; HOME grants and loans; council requests for information grants; council requests for information loans; payments made by property; Palms at Blucher Park Unit configuration; Avanti Heritage Park Unit configuration; Council requests for information TG110; Palms at Blucher Park sources and uses; and staff recommends allocating $1 million of HOME program to the Palms at Blucher Park. Council Members, Housing Manager Buxton, City Manager Peter Zanoni, Representative for developer Ray Lucas with Lucas & Associates, and Interim Director of Neighborhood Services Tracey Cantu discussed the following topics: a Council Member's request for dates of the loans remaining balances; in response to a Council Member's question Page 4City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes regarding the final cost certification, Mr. Lucas stated that there are two CPA firms recognized by the investors that certify the cost certification and then the cost certification goes to the state to verify the results; all of the projects listed in this presentation except for Wayforward/Fishpond are 9% tax credits; TG110 has returned funds to the City in the amount of $1 million dollars with the VIllage of Greenwood project because they received money from the Texas General Land Office; if the Palms at Blucher Park project does not go forward, then the tax credits go back to the City for the next eligible project; in order to be a competitor for the tax credits, the developer told the state that they will build 72 units; cities help to subsidize affordable housing, so this $1 million dollars in HOME funds will help keep the units affordable; Prospera and TG110 are non-profits, so Prospera is willing to absorb anything above $1 million dollars; 8 out of the 16 projects listed in the presentation have made repayments; and a few Council Members did not agree with the process used to select the recipient. Council Member Barrera made a motion to amend the ordinance to include the $1 million dollars in the HOME program, seconded by Council Member Pusley and approved with the following vote: Council Members Barrera, Pusley, Hunter, Smith and Molina voted - Aye; and Mayor Guajardo, Council Members Martinez, Lerma and Hernandez voted - No. Council Member Barrera made a motion to approve the ordinance as amended, seconded by Council Member Pusley. This Ordinance was passed on second reading as amended and approved with the following vote: Aye:Council Member Barrera, Council Member Hunter, Council Member Molina, Council Member Pusley and Council Member Smith 5 - Nay:Mayor Guajardo, Council Member Hernandez, Council Member Lerma and Council Member Martinez 4 - Abstained:0 Enactment No: 032503 Approval of the Consent Agenda Mayor Guajardo referred to the Consent Agenda. Council Members requested that Items 4, 6, 8 and 12 be pulled for individual consideration. A motion was made by Council Member Lerma, seconded by Council Member Pusley to approve the Consent Agenda with the exception of Items 4, 6, 8 and 12. The motion carried by the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 5.21-0658 Ordinance rejecting the apparent low bid of WLE, LLC. of Austin, Texas due to refusal to perform on a previous mowing contract providing similar services and Page 5City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes authorizing a three-year service agreement for mowing and grounds maintenance of Storm Water Group 5A1 for an estimated amount of $204,540.00 with Dorame General Repair & Lawn LLC of Corpus Christi, Texas for the Public Works Department, with FY 2021 funding in an amount not to exceed $11,363.33 available through the Storm Water Fund. This Ordinance was passed on second reading on the consent agenda. Enactment No: 032504 Consent - Contracts and Procurement 6.21-0580 Motion authorizing a five-year service agreement with SWCA, Incorporated, dba SWCA Environmental Consultants, of San Antonio, Texas to provide permitting services, such as reporting, training, and compliance for the Texas Commission on Environmental Quality in an amount not to exceed $104,879.00, with FY 2021 funding in an amount not to exceed $6,992.00, available through the Water Fund. Mayor Guajardo referred to Item 6. A Council Member, Assistant Director of Public Works Gabriel Hinojosa and Director of Planning Daniel McGinn discussed the following topics: a Council Member's concern about the low bid and not having prior history with this company; and City Manager Peter Zanoni recommends tabling this item. Council Member Hunter made a motion to table the item, seconded by Council Member Pusley. This Motion was tabled with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 8 - Nay:Council Member Hernandez1 - Abstained:0 7.21-0798 Motion authorizing a three-year service agreement with Allison Corp. dba Allison Flooring America of Corpus Christi, Texas, for an amount not to exceed $696,100.00, for flooring repair and replacement for Asset Management, effective upon issuance of a notice to proceed, with FY 2021 funding in the amount of $38,675.00 available through the Facilities Maintenance Fund. This Motion was passed on the consent agenda. Enactment No: M2021-148 8.21-0800 Motion authorizing a three-year service agreement with up to three one-year renewal options with Acclaim Energy, Ltd., in the amount of $0.00030 based on a yearly average citywide consumption of 140,742,000 Kilo Watt Hours (kWh) for an estimated annual fee of $43,000, and potential estimated amount of $258,000.00, for power purchase consultant services to the City, effective upon Page 6City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes issuance of notice to proceed. Mayor Guajardo referred to Item 8. Director of Asset Management Charles Mendoza stated that there was a typo on the agenda which should read $.00030 per Kilowatt hour (kWh) and not $.00035; and the contract should say it expires December 2022, not December 2023. Council Member Barrera made a motion to amend the motion to read "$.00030 per Kilo Watt hour" instead of "$.00035," seconded by Council Member Lerma and passed unanimously. Council Member Barrera made a motion to approve the motion as amended, seconded by Council Member Lerma. This Motion was passed as amended and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 Enactment No: M2021-149 9.21-0807 Motion authorizing a three-year service agreement with A to Z Concrete and Fence LLC of Rockport, Texas, for an amount not to exceed $814 ,355.00, for fencing repair and replacement services for Asset Management, effective upon issuance of a notice to proceed, with FY 2021 funding in the amount of $45,250.00 available through the Facilities Maintenance Fund. This Motion was passed on the consent agenda. Enactment No: M2021-150 10.21-0644 Resolution authorizing a three-year service agreement with two one-year extension options with Vision Services Plan Insurance Company of Rancho Cordova, CA., to provide third-party administration of the City’s fully insured vision care in an amount not to exceed $486,381.00 for a three-year period, or $810,635.00, if both one-year extension options are exercised, funded 100% by participating employees through payroll deduction. This Resolution was passed on the consent agenda. Enactment No: 032505 11.21-0877 Motion authorizing a one-year extension to provide third-party administration of the City’s self-funded employee health benefits, pharmacy, fully insured Life and Disability Income insurance for an estimated value of $37,493,100, with Blue Cross Blue Shield of Texas, Caremark PCS Health, LLC., and Madison National Life Insurance Company, Inc., effective October 1, 2021 with funding requested in the FY 2022 Proposed Budget through the Health Benefits Fund. Page 7City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes This Motion was passed on the consent agenda. Enactment No: M2021-151 General Consent Items 12.21-0943 Motion to initiate the process for historic landmark designation for City Bakery, at or near 810 19th St. (District 1) Mayor Guajardo referred to Item 12. Barbara Handy of City Bakery stated that they have been in business for over 60 years and thanked the community for making this a historic landmark. Mayor Guajardo made a motion to approve the motion, seconded by Council Member Lerma. This Motion was passed and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 Enactment No: M2021-152 13.21-0921 Resolution Amending Financial Budgetary Policies Adopted by Resolution 032490 and Providing Financial Policy Direction on Preparation of the Annual Budgets. This Resolution was passed on the consent agenda. Enactment No: 032506 14.21-0829 Motion authorizing a 16-month Streetlight Installation Agreement with AEP Texas to convert 523 existing light fixtures to LED light fixtures for the Ocean Drive Rehabilitation project in an amount of $72,100.78 funded through the Street Bond 2018 Fund. This Motion was passed on the consent agenda. Enactment No: M2021-153 15.21-0819 Motion authorizing the renewal of an agreement with the United Corpus Christi Chamber of Commerce to support the operations and activities of the South Texas Military Task Force during Fiscal Year 2021 in the amount of $75,000. This Motion was passed on the consent agenda. Enactment No: M2021-154 16.21-0891 Motion authorizing the City Manager, or designee, to execute the First Amendment to the Recycling Services Agreement with BFI Waste Services of Texas, L.P, doing business as Republic Services of Corpus Christi, and ratifying Page 8City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes the effective date of the amendment to be March 1, 2021. This Motion was passed on the consent agenda. Enactment No: M2021-155 RECESS FOR LUNCHL. Mayor Guajardo recessed the Council meeting for lunch at 1:59 p.m. Mayor Guajardo reconvened the meeting at 2:38 p.m. PUBLIC HEARINGS: (NONE)M. INDIVIDUAL CONSIDERATION ITEMS: (NONE)N. FIRST READING ORDINANCES: (ITEMS 17 - 18)O. 17.21-0881 Ordinance authorizing the delegation of the issuance of City of Corpus Christi, Texas Certificate of Obligations, Series 2021 related to Solid Waste and City Facilities improvements in an amount not to exceed $18,500,000, within set parameters and according to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Director of Finance and Business Analysis and authorizing other matters incident and related thereto. Mayor Guajardo referred to Item 17. Director of Finance Heather Hurlbert presented information on the following topics: this item contains two different delegation ordinances; the anticipated sale of these bonds will be at the end of August; and the ordinance delegates the authority to issue the bonds to the City Manager, Chief Financial Officer, or the Director of Finance to execute these transactions. Mayor Guajardo asked for public comment. There were no comments from the Council or the public. Council Member Lerma made a motion to approve the ordinance, seconded by Council Member Pusley. This Ordinance was passed on first reading and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 18.21-0887 Ordinance authorizing the delegation of the issuance of City of Corpus Christi General Improvement Refunding Bonds, Series 2021, refunding various series in an amount not to exceed $60,000,000, within set parameters and according Page 9City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Finance Director and authorizing other matters incident and related thereto. Mayor Guajardo referred to Item 18. Director of Finance Heather Hurlbert presented information on the following topics: this ordinance authorizes the ability to move forward with the refunding of the $60 million within set parameters and according to the plan of finance. A Council Member, Director Hurlbert and City Manager Zanoni discussed the following topics: the cost of bond issuance is less than 2%; and three bond rating interviews will be conducted this week. Mayor Guajardo asked for public comment. There were no comments from the public. Council Member Pusley made a motion to approve the ordinance, seconded by Council Member Lerma. This Ordinance was passed on first reading and approved with the following vote: Aye:Mayor Guajardo, Council Member Barrera, Council Member Hernandez, Council Member Hunter, Council Member Lerma, Council Member Martinez, Council Member Molina, Council Member Pusley and Council Member Smith 9 - Abstained:0 BRIEFINGS: (ITEM 19)P. 19.21-0892 Director of Community Relations for Texas Oil and Gas Association, Matthew Garcia, to present a status update of the industry in Texas. Mayor Guajardo referred to Item 19. Director of Gas Operations Bill Mahaffey introduced Matt Garcia with the Texas Oil and Gas Association. Director of Community Relations for Texas Oil and Gas Association Matt Garcia presented information on the following topics: the association's four focal points are legislation, regulation, judicial affairs and public industry affairs; the major issue was power loss; winter storm Uri; oil and natural gas industry is Hurricane ready; paid $13.9 billion; 400,974 Texans employed; WTI price; Texas rig count; upstream jobs; new analysis; Texas fueling lives around the globe; Texas methane and flaring coalition; and flaring in Texas: June 2019 to November 2020. A Council Member and Director Garcia discussed the following topics: Mr. Garcia will follow up with Council regarding when Texas reached the 99% of natural gas produced. Page 10City of Corpus Christi Printed on 7/30/2021 July 27, 2021City Council Meeting Minutes EXECUTIVE SESSION: NoneQ. ADJOURNMENTR. There being no further business, Mayor Guajardo adjourned the meeting at 4:52 p.m. Page 11City of Corpus Christi Printed on 7/30/2021 1201 Leopard Street Corpus Christi, TX 78401 cctexas.com City of Corpus Christi Meeting Minutes City Council Workshop Session 1:30 PM City Council ChambersWednesday, July 21, 2021 SEAWATER DESALINATION WORKSHOP Mayor Paulette M. Guajardo to call the meeting to order.A. Mayor Guajardo called the meeting to order at 2:09 p.m. City Secretary Rebecca L. Huerta to call the roll of the required Charter Officers.B. 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. Note: Council Member Barrera participated by telephone conference. Mayor Paulette M. Guajardo, Council Member Roland Barrera, Council Member Gil Hernandez, Council Member Billy A. Lerma, Council Member John Martinez, Council Member Ben Molina, Council Member Mike Pusley, and Council Member Greg Smith Present 8 - Council Member Michael HunterAbsent1 - BRIEFINGS TO CITY COUNCIL:C. 1.21-0839 Seawater Desalination Workshop Mayor Guajardo referred to Item 1. Chief Operations Officer for Water Utilities Michael Murphy introduced the Seawater Desalination team: Director of Water Utilities Kevin Norton, Assistant Director of Water Quality & Treatment Gabriel Ramirez, Assistant Director of Wastewater Treatment Daniel Deng, Water Resource Manager Esteban Ramos, Strategic Communications Manager Amber Oetting, Environmental Engineer Maria Corona and Jason Cocklin with Freese and Nichols. Director of Water Utilities Kevin Norton presented an update on the following topics: site selection strategy; all sites considered; and project site selection. The following topics were presented by staff: permit application status - Inner Harbor and La Quinta; May Council retreat; under Mayor and Council's direction; supply versus Page 1City of Corpus Christi Printed on 8/2/2021 July 21, 2021City Council Workshop Session Meeting Minutes demand; the two sites; pros and cons of Inner Harbor; pros and cons of La Quinta; pipeline potential for La Quinta; environmental discharge study; Inner Harbor area site map; La Quinta area site map; Corpus Christi Bay salinity; what will be put back into the Bay; what about Mary Rhodes pipeline; how Mary Rhodes supplies the Coastal Bend; twenty-four million gallons more; balancing our water quality; operations and maintenance; and forward, together - property; power study; procurement; award contracts; and construction. Council Members, City Manager Peter Zanoni, Mr. Murphy, the Seawater Desalination team and General Manager at San Patricio Municipal Water District Brian Williams discussed the following topics: everything being discussed today will focus on a 20 million gallons per day (MGD) plant; Harbor Island was eliminated as a potential site not only because of the location, but because of the power distribution and environmental impact on the discharge; Council Members would like all costs to be considered; all options are still being considered regarding design, build, manage and maintain; two years ago, the Mayor and City Council decided on Inner Harbor and La Quinta as the two desalination sites to consider; the Mary Rhodes pipeline includes the water rights and water contract; under the La Quinta site the $4 per 1,000 gallons does not include the construction of pipeline to Corpus Christi; the focus of the desalination plant has always been what is best for the environment, the economy and the most sustainable; in 2020 less water was taken from the Nueces River, and more water was taken from the Mary Rhodes pipeline; a Council Member suggested disconnecting the Exxon plant from the O.N. Stevens Water Treatment Plant and connecting it to the desalination plant, freeing up an additional 20 MGD at O.N. Stevens; CC Polymers would not have any negative impact on the production, intake or discharge; additional salt is not being added to the body of water; the only two ingredients that will be put back into the Bay are salt and water; in order to bring the firm yield calculation up to capacity, the Mary Rhodes pipeline needs to be up to 70 MGD; about 11 MGD are currently being delivered to the industrial users; industrial users will need about 36 MGD at full capacity; and the cost of water is the most important concern and issue in the decision making process. ADJOURNMENTD. There being no further business, Mayor Guajardo adjourned the meeting at 4:32 p.m. Page 2City of Corpus Christi Printed on 8/2/2021 AGENDA MEMORANDUM First Reading for the City Council Meeting of July 27, 2021 Second Reading for the City Council Meeting of August 10, 2021 ______________________________________________________________________ DATE: July 14, 2021 TO: Peter Zanoni, City Manager FROM: Heather Hurlbert, Director of Finance and Business Analysis HeatherH3@cctexas.com (361) 826-3227 CAPTION: Ordinance authorizing the delegation of the issuance of City of Corpus Christi, Texas Certificate of Obligations, Series 2021 related to Solid Waste and City Facilities improvements in an amount not to exceed $18,500,000, within set parameters and according to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Director of Finance and Business Analysis and authorizing other matters incident and related thereto. SUMMARY: The City plans on issuing Certificates of Obligation in an amount not to exceed $18,500,000 for improvements to Solid Waste and City facilities. The amount of bond issuance included in the ordinance includes estimated costs of issuance and accounts for any fluctuations in the bond market at the time of pricing. The ordinance delegates the authority to issue the bonds to the City Manager, Chief Financial Officer, or the Director of Finance and Business Analysis per the plan of finance set by the City’s financial advisors and within the parameters set forth in the ordinance for net present value savings and true interest rate. BACKGROUND AND FINDINGS: Because of the fluctuating conditions in the municipal bond market and to ensure that all legal documents are executed on a timely basis, our financial advisor has recommended that the City Council delegate to the City Manager, Chief Financial Officer, and the Director of Financial Business Analysis - including any person serving in any of the foregoing capacities on an interim or non-permanent basis (the “Authorized Officials”), the authority to approve the sale of the bonds subject to the following parameters: (1) the principal amount in total of all bonds sold may not exceed $18,500,000; (2) the true interest rate shall not exceed 5% per year, and (3) final maturity no later than March 1, 2041. The City's bond counsel has confirmed that the City can delegate the sale of the bonds to the Authorized Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, in the Texas Government Code. Approve the Delegation of Authority for the Issuance of Certificates of Obligation Bonds On March 8, 2021, the City Council approved a $12,000,000 reimbursement resolution to begin awarding contracts for the projects to be funded with the Certificates of Obligation prior to the issuance of obligations. This agenda item will allow for the issuance of Certificate of Obligations to reimburse the City funds used for these projects. This is the second step in the process of issuing the certificates of obligation. The City Council approved a notice of intention to issue an amount not to exceed $18,500,000 in certificates of obligation at the June 15, 2021 City Council meeting. This notice of intention was placed in the Corpus Christi Caller-Times on June 24, 2021 and June 27, 2021. Staff will meet with the rating agencies the week of July 26th, will issue the preliminary official statement in mid-August, and then price and sell the new money bonds in late August. City Council will be updated with the final results of the issuance upon completion of the sale. A complete timeline is shown below: Date Event Week of July 26th Calls with rating agencies August 10, 2021 Adopt delegation ordinance August 18, 2021 Due diligence calls August 19, 2021 Posting of Preliminary Official Statement August 31, 2021 Pricing and sale of certificates of obligation September 22, 2021 Close on financing The certificates of obligation will fund numerous City facility capital improvements, Solid Waste facility construction and capital improvements, and Parks and Recreation capital improvements. The original amount identified for financing in the FY 2021 capital improvement plan was $11,730,940, but several additional projects were identified which increased the need by $6,675,000 for a total of $18,405,940. The projects are as follows: FY 2021 CERTIFICATES OF OBLIGATION City Hall First Floor Renovation $ 125,000 City Hall 6th Floor Conference Room $ 480,000 City Hall Fencing and Gates $ 135,000 Various Facility Improvements $ 2,000,000 Museum of Science and History Cooling and Heating $ 1,342,440 Cefe Valenzuela Landfill Sector 2C Cell Development $ 517,000 Cefe Valenzuela Gas Collection & Control System $ 315,000 Cefe Valenzuela Landfill Road Improvements $ 2,000,000 JC Elliott Landfill Road Improvements $ 1,100,000 Solid Waste Facility Complex $ 2,516,500 Police Substation - Flour Bluff $ 1,200,000 Total for Projects in Capital Budget $ 11,730,940 Additional needs for Certificates of Obligation: Additional Facility Improvements $ 3,000,000 Golf Course Improvements $ 2,300,000 Veteran's Memorial $ 125,000 City Hall Elevators $ 1,250,000 Total for Additional Projects $ 6,675,000 TOTAL FY 2021 CERTIFICATES OF OBLIGATION $ 18,405,940 ALTERNATIVES: n/a FISCAL IMPACT: The fiscal impact of this ordinance is that it will generate $18,500,000 in bond proceeds for use on the facility projects. COMMENTS: None. RECOMMENDATION: Staff recommends approval of the ordinance as presented. LIST OF SUPPORTING DOCUMENTS: Ordinance CO Project Listing 82642256.3 ORDINANCE NO. ____ AN ORDINANCE AUTHORIZING THE ISSUANCE OF “CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021” IN AN AMOUNT NOT TO EXCEED $18,500,000 FOR THE PURPOSE OF FINANCING COSTS ASSOCIATED WITH MAKING PERMANENT PUBLIC IMPROVEMENTS WITHIN THE CITY; PROVIDING FOR THE PAYMENT OF SAID CERTIFICATES BY THE LEVY OF AN AD VALOREM TAX UPON ALL TAXABLE PROPERTY WITHIN THE CITY AND FURTHER SECURING SAID CERTIFICATES BY A LIEN ON AND PLEDGE OF THE PLEDGED REVENUES OF THE SOLID WASTE SYSTEM; PROVIDING THE TERMS AND CONDITIONS OF SAID CERTIFICATES AND RESOLVING OTHER MATTERS INCIDENT AND RELATING TO THE ISSUANCE, PAYMENT, SECURITY, SALE, AND DELIVERY OF SAID CERTIFICATES, INCLUDING THE APPROVAL AND DISTRIBUTION OF AN OFFICIAL STATEMENT PERTAINING THERETO; AUTHORIZING THE EXECUTION OF A PAYING AGENT/REGISTRAR AGREEMENT AND A PURCHASE CONTRACT; COMPLYING WITH THE REQUIREMENTS OF THE LETTER OF REPRESENTATIONS ON FILE WITH THE DEPOSITORY TRUST COMPANY; DELEGATING THE AUTHORITY TO CERTAIN CITY OFFICIALS AND STAFF TO APPROVE AND EXECUTE CERTAIN DOCUMENTS RELATING TO THE SALE OF THE OBLIGATIONS; ENACTING OTHER PROVISIONS INCIDENT AND RELATED TO THE SUBJECT AND PURPOSE OF THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City Council (the City Council or the Governing Body) of the City of Corpus Christi, Texas (the City or the Issuer) has caused notice to be given of its intention to issue certificates of obligation in the maximum principal amount not to exceed $18,500,000 for the purpose or purposes of paying contractual obligations of the City to be incurred for making permanent public improvements and for other public purposes to the extent of availability of funds, to-wit: (1) (a) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, including City Hall and the Museum of Science and History, (b) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, (c) constructing, acquiring, purchasing, renovating, enlarging, and improving City solid waste facilities, including landfill site development, a gas collection and control system, and related road improvements, and (d) constructing, acquiring, purchasing, renovating, enlarging, and improving City park facilities, including the Veterans Memorial Park and City golf courses; (2) the purchase of materials, supplies, equipment, machinery, landscaping, land, and rights-of-way for authorized needs and purposes relating to the aforementioned projects; and (3) the payment of professional services related to the design, construction, management and financing of the aforementioned projects. This notice has been duly published in a newspaper hereby found and 82642256.3 -2- determined to be of general circulation in the City, once a week for two (2) consecutive weeks, the date of the first publication of such notice being not less than forty-five (45) days prior to the tentative date stated therein for the final passage of the ordinance authorizing the issuance of such certificates of obligation; and WHEREAS, in accordance with the provisions of Section 271.049, as amended, Texas Government Code, the City confirms that notice of the City’s intention to issue certificates of obligation was approved by resolution at a public meeting and stated (1) the then-current principal of all outstanding debt of the City; (2) the then-current combined principal and interest required to pay all outstanding debt obligations of the City on time and in full, based on the City’s expectations relative to the interest due on any variable rate debt obligations, as applicable (3) the maximum principal amount of the certificates of obligation to be authorized; (4) the estimated combined principal and interest required to pay the certificates of obligation in full; (5) the estimated interest rate for the certificates of obligation or that the maximum interest rate for the certificates of obligation may not exceed the maximum legal interest rate; and (6) the maximum maturity date of the certificates of obligation; and WHEREAS, the City Council hereby finds and determines that the actions authorized hereby and the adoption of this Ordinance are in the best interest of the citizens of the City; and WHEREAS, no petition protesting the issuance of the certificates of obligation described in this notice, signed by at least 5% of the qualified electors of the City, has been presented to or filed with the City Secretary prior to the date tentatively set in such notice for the passage of this ordinance; and WHEREAS, the City Council hereby finds and determines that the issuance of the certificates of obligation, under the terms herein specified, is in the best interests of the City and its residents; and WHEREAS, the City Council hereby finds and determines that certificates of obligation in the principal amount of $__________ described in such notice should be issued and sold at this time; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS THAT: SECTION 1. Authorization - Designation - Principal Amount - Purpose. The certificates of obligation of the City shall be and are hereby authorized to be issued in the aggregate principal amount of __________________________________________ AND NO/100 DOLLARS ($___________), to be designated and bear the title of “CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021” (the Certificates), for the purpose or purposes of paying contractual obligations of the City to be incurred for making permanent public improvements and for other public purposes to the extent of availability of funds, to-wit: (1) (a) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, including City Hall and the Museum of Science and History, (b) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, (c) constructing, acquiring, 82642256.3 -3- purchasing, renovating, enlarging, and improving City solid waste facilities, including landfill site development, a gas collection and control system, and related road improvements, and (d) constructing, acquiring, purchasing, renovating, enlarging, and improving City park facilities, including the Veterans Memorial Park and City golf courses; (2) the purchase of materials, supplies, equipment, machinery, landscaping, land, and rights-of-way for authorized needs and purposes relating to the aforementioned projects; and (3) the payment of professional services related to the design, construction, management and financing of the aforementioned projects, pursuant to the authority conferred by and in conformity with the laws of the State of Texas, particularly the Certificate of Obligation Act of 1971, as amended, Texas Local Government Code Section 271.041 through Section 271.064, Section 363.135, as amended, Texas Health and Safety Code, Chapter 1371, as amended, Texas Government Code (Chapter 1371), and the City’s Home Rule Charter. As authorized by Chapter 1371, each Pricing Officer (defined herein) is hereby authorized, appointed, and designated as the officers of the Issuer authorized to act on behalf of the Issuer in selling and delivering one or more series of certificates of obligation as authorized herein and carrying out the procedures specified in this Ordinance, including approval of the following terms and provisions for each series of certificates of obligation: A. the style of each series of certificates of obligation, which style indicates (with respect to each series of bonds) the use of proceeds thereof, calendar year of issuance, and (if necessary or desired) a letter or other sequential identification indicating that multiple series of certificates of obligation of the same or similar type have been or will be issued hereunder during a particular calendar year; B. the aggregate principal amount of each series of certificates of obligation, as well as the principal amount of each stated maturity within a series of certificates of obligation; C. the rate of interest to be borne on the principal amount of each stated maturity within a series of certificates of obligation and the interest payment dates for such series of certificates of obligation; D. the Bond Date for each series of certificates of obligation; E. whether such series of certificates of obligation is sold pursuant to a competitive, negotiated, or private placement sale based upon the advice of the Issuer’s financial advisor; F. the optional, extraordinary optional, and mandatory redemption provisions applicable, if at all, to each series of certificates of obligation; G. whether or not to issue such series of certificates of obligation on a taxable or tax- exempt basis and, if on a tax-exempt basis, subject to market conditions at the time of pricing and sale of such series of certificates of obligation; H. the pricing of each series of certificates of obligation, including use of premium, discount, underwriters’ compensation, and costs of issuance; and 82642256.3 -4- I. approval, replacement, or confirmation, as applicable, of the underwriting syndicate of the applicable series of certificates of obligation, to consist of one (1) or more financial institutions included in the Issuer’s approved underwriters pool, and the establishment or confirmation, as applicable, of the respective roles of the members of such syndicate, which approval, replacement, and establishment (if any) shall supersede prior action or actions of the Governing Body concerning the same. The Bonds shall be issued within the following parameters: A. the principal amount of the certificates of obligation issued hereunder shall not exceed $18,500,000; B. the maximum maturity of any series of certificates of obligation shall not occur later than March 1, 2041; C. the true interest cost on each series of certificates of obligation shall not exceed a rate greater than 5.0% per annum; and D. the final series of certificates of obligation hereunder issued shall be sold on or before August 10, 2022 (though the initial delivery of a particular series of certificates of obligation may occur within a reasonable period of time occurring thereafter, as determined by a Pricing Officer). Any Pricing Officer, acting for and on behalf of the Issuer, is authorized, with respect to a series of certificates of obligation, to complete and execute an Approval Certificate, in substantially the form attached hereto as Schedule I. The execution of the Approval Certificate shall evidence the sale date of each series of certificates of obligation by the Issuer to the initial purchasers thereof in accordance with the provisions of Chapter 1371 and as set forth in Schedule I. Upon execution of an Approval Certificate, Bond Counsel is authorized to complete a copy of this Ordinance as evidence of the issuance of a series of certificates of obligation pursuant to the delegated authority granted hereunder and to reflect such final terms for such series of certificates of obligation, which includes (A) completion of the preamble to this Ordinance, included deletion of those recitals that are not applicable to the particular series of certificates of obligation then being issued, (B) selection of the appropriate terms to reflect the final transaction structure and terms of sale evidenced in an applicable Approval Certificate, and (C) such other necessary technical modifications to this Ordinance (including the renumbering of sections hereof) to accommodate all other terms and provisions of this Section 1. In addition to the foregoing, each Pricing Officer is authorized to execute, as the act and deed of the Issuer and on behalf of the Governing Body, any and all contracts, agreements, letters, and certificates, relative to any series of certificates of obligation that may be required by this Ordinance, as supplemented in the manner described above, or determined to be necessary or advisable in connection with an issuance of certificates of obligation hereunder. It is further provided, however, that notwithstanding the foregoing provisions, the certificates of obligation shall not be delivered unless prior to delivery, the certificates of obligation have been rated by a nationally recognized rating agency for municipal securities in one (1) of the four (4) highest rating categories for long term obligations, as required by Chapter 1371. 82642256.3 -5- SECTION 2. Fully Registered Obligations - Authorized Denominations - Stated Maturities - Interest Rates - Certificate Date. The Certificates are issuable in fully registered form only; shall be dated ________ __, 2021 (the Certificate Date) and shall be issued in denominations of $5,000 or any integral multiple (within a Stated Maturity) thereof, and the Certificates shall become due and payable on March 1 in each of the years and in principal amounts (the Stated Maturities) in accordance with the following schedule: Years of Stated Maturity Principal Amounts ($) Interest Rates (%) The Certificates shall bear interest on the unpaid principal amounts from the [Certificate Date / Closing Date (anticipated to occur on or about ________ __, 2021)], or from the most recent Interest Payment Date to which interest has been paid or duly provided for, to Stated Maturity or prior redemption while Outstanding, at the rates per annum shown in the above schedule (calculated on the basis of a 360-day year of twelve 30-day months). Interest on the Certificates shall be payable semiannually on March 1 and September 1 (each, an Interest Payment Date), commencing ________ __, 20__, while the Certificates are Outstanding. SECTION 3. Payment of Certificates - Paying Agent/Registrar. The principal of, premium, if any, and interest on the Certificates, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, and such payment of principal of, premium, if any, and interest on the Certificates shall be without exchange or collection charges to the Holder (as hereinafter defined) of the Certificates. 82642256.3 -6- The selection and appointment of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the Certificates is hereby approved and confirmed, and the City agrees and covenants to cause to be kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the Security Register) for the registration, payment and transfer of the Certificates, all as provided herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached, in substantially final form, as Exhibit A hereto, and such reasonable rules and regulations as the Paying Agent/Registrar and the City may prescribe. The City covenants to maintain and provide a Paying Agent/Registrar at all times while the Certificates are Outstanding, and any successor Paying Agent/Registrar shall be (i) a national or state banking institution or (ii) an association or a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or examination by federal or state authority and authorized by law to serve as a Paying Agent/Registrar. The City reserves the right to appoint a successor Paying Agent/Registrar upon providing the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating such agency. Additionally, the City agrees to promptly cause a written notice of this substitution to be sent to each Holder of the Certificates by United States mail, first-class postage prepaid, which notice shall also give the address of the new Paying Agent/Registrar. Principal of, premium, if any, and interest on the Certificates, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the Certificates appearing on the Security Register (the Holder or Holders) maintained on behalf of the City by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter defined) for purposes of payment of interest thereon, (ii) on the date of surrender of the Certificates for purposes of receiving payment of principal thereof upon redemption of the Certificates or at the Certificates’ Stated Maturity, and (iii) on any other date for any other purpose. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Certificate for purposes of receiving payment and all other purposes whatsoever, and neither the City nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. Principal of and premium, if any, on the Certificates shall be payable only upon presentation and surrender of the Certificates to the Paying Agent/Registrar at its corporate trust office. Interest on the Certificates shall be paid to the Holder whose name appears in the Security Register at the close of business on the fifteenth day of the month next preceding an Interest Payment Date for the Certificates (the Record Date) and shall be paid (i) by check sent on or prior to the appropriate date of payment by United States Mail, first-class postage prepaid, by the Paying Agent/Registrar, to the address of the Holder appearing in the Security Register or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the Holder’s risk and expense. If the date for the payment of the principal of, premium, if any, or interest on the Certificates shall be a Saturday, Sunday, a legal holiday, or a day on which banking institutions in the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day 82642256.3 -7- which is not such a day. The payment on such date shall have the same force and effect as if made on the original date any such payment on the Certificates was due. In the event of a non-payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4. Redemption. A. Mandatory Redemption of Term Certificates. The Certificates stated to mature on March 1, 20__ and March 1, 20__ are referred to herein as the “Term Certificates”. The Term Certificates are subject to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Certificate Fund for such purpose and shall be redeemed in part, by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on March 1 in each of the years as set forth below: Term Certificates Stated to Mature on March 1, 20__ Term Certificates Stated to Mature on March 1, 20__ Year Principal Amount ($) Year Principal Amount ($) 20__ 20__ 20__ 20__ 20__ 20__ *Payable at Stated Maturity The principal amount of a Term Certificate required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the principal amount of any Term Certificates of such Stated Maturity which, at least 50 days prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Certificate Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. B. Optional Redemption. The Certificates having Stated Maturities on and after March 1, 20__ shall be subject to redemption prior to Stated Maturity, at the option of the City, on 82642256.3 -8- March 1, 20__, or on any date thereafter, as a whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar), at the redemption price of par plus accrued interest to the date of redemption. C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for the redemption of Certificates (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the City shall notify the Paying Agent/Registrar of its decision to exercise the right to redeem Certificates, the principal amount of each Stated Maturity to be redeemed, and the date set for the redemption thereof. The decision of the City to exercise the right to redeem Certificates shall be entered in the minutes of the City Council. D. Selection of Certificates for Redemption. If less than all Outstanding Certificates of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select at random and by lot the Certificates to be redeemed, provided that if less than the entire principal amount of a Certificate is to be redeemed, the Paying Agent/Registrar shall treat such Certificate then subject to redemption as representing the number of Certificates Outstanding which is obtained by dividing the principal amount of such Certificate by $5,000. E. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Certificates, a notice of redemption shall be sent by United States mail, first-class postage prepaid, in the name of the City and at the City’s expense, by the Paying Agent/Registrar to each Holder of a Certificate to be redeemed, in whole or in part, at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. This notice may also be published once in a financial publication, journal, or reporter of general circulation among securities dealers in the City of New York, New York (including, but not limited to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond Reporter). All notices of redemption shall (i) specify the date of redemption for the Certificates, (ii) identify the Certificates to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Certificates, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Certificates, or the principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Certificate is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as herein provided, such Certificate (or the principal amount thereof to be redeemed) so called for redemption shall become due and payable, and if money sufficient for the payment of such Certificates (or of the principal amount thereof to be redeemed) at the then applicable redemption price is held for the purpose of such payment by the Paying Agent/Registrar, then on the redemption date designated in such notice, 82642256.3 -9- interest on the Certificates (or the principal amount thereof to be redeemed) called for redemption shall cease to accrue and such Certificates shall not be deemed to be Outstanding in accordance with the provisions of this Ordinance. F. Transfer/Exchange of Certificates. Neither the City nor the Paying Agent/Registrar shall be required (1) to transfer or exchange any Certificate during a period beginning forty-five (45) days prior to the date fixed for redemption of the Certificates or (2) to transfer or exchange any Certificate selected for redemption, provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance of a Certificate which is subject to redemption in part. SECTION 5. Execution - Registration. The Certificates shall be executed on behalf of the City by its Mayor or Mayor Pro Tem under its seal reproduced or impressed thereon and attested by its City Secretary or Assistant City Secretary. The signature of either of said officers on the Certificates may be manual or facsimile. Certificates bearing the manual or facsimile signatures of individuals who were, at the time of the Certificate Date, the proper officers of the City shall bind the City, notwithstanding that such individuals or either of them shall cease to hold such offices prior to the delivery of the Certificates to the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government Code. No Certificate shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Certificate either a certificate of registration substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts of the State of Texas or his duly authorized agent by manual signature, or a certificate of registration substantially in the form provided in Section 8D, executed by the Paying Agent/Registrar by manual signature, and either such certificate upon any Certificate shall be conclusive evidence, and the only evidence, that such Certificate has been duly certified or registered and delivered. SECTION 6. Registration - Transfer - Exchange of Certificates - Predecessor Certificates. A Security Register relating to the registration, payment, transfer, or exchange of the Certificates shall at all times be kept and maintained by the City at the corporate trust office of the Paying Agent/Registrar, and the Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of every owner of the Certificates, or if appropriate, the nominee thereof. Any Certificate may, in accordance with its terms and the terms hereof, be transferred or exchanged for Certificates of other authorized denominations upon the Security Register by the Holder, in person or by his duly authorized agent, upon surrender of such Certificate to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender for transfer of any Certificate at the corporate trust office of the Paying Agent/Registrar, the City shall execute and the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Certificates executed on behalf of, and furnished by, the City of authorized denominations and having the same Stated Maturity and of a like interest rate and aggregate principal amount as the Certificate or Certificates surrendered for transfer. 82642256.3 -10- At the option of the Holder, Certificates may be exchanged for other Certificates of authorized denominations and having the same Stated Maturity, bearing the same rate of interest and of like aggregate principal amount as the Certificates surrendered for exchange upon surrender of the Certificates to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Certificates are so surrendered for exchange, the City shall execute, and the Paying Agent/Registrar shall register and deliver new, the Certificates executed on behalf of, and furnished by, the City to the Holder requesting the exchange. All Certificates issued upon any transfer or exchange of Certificates shall be delivered at the corporate trust office of the Paying Agent/Registrar, or be sent by United States registered mail to the Holder at his request, risk, and expense, and upon the delivery thereof, the same shall be the valid and binding obligations of the City, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Certificates surrendered upon such transfer or exchange. All transfers or exchanges of Certificates pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. Certificates canceled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be Predecessor Certificates, evidencing all or a portion, as the case may be, of the same debt evidenced by the new Certificate or Certificates registered and delivered in the exchange or transfer therefor. Additionally, the term Predecessor Certificates shall include any Certificate registered and delivered pursuant to Section 25 in lieu of a mutilated, lost, destroyed, or stolen Certificate which shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Certificate. SECTION 7. Initial Certificate. The Certificates herein authorized shall be issued initially either (i) as a single fully registered Certificate in the total principal amount of $__________ with principal installments to become due and payable as provided in Section 2 and numbered T-1, or (ii) as one (1) fully registered Certificate for each year of Stated Maturity in the applicable principal amount, interest rate, and denomination and to be numbered consecutively from T-1 and upward (the Initial Certificate) and, in either case, the Initial Certificate shall be registered in the name of the Purchasers or the designee thereof. The Initial Certificate shall be the Certificates submitted to the Office of the Attorney General of the State of Texas for approval, certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas and delivered to the Purchasers. Any time after the delivery of the Initial Certificate to the Purchasers, the Paying Agent/Registrar, pursuant to written instructions from the Purchasers or their designee, shall cancel the Initial Certificate delivered hereunder and exchange therefor definitive Certificates of authorized denominations, Stated Maturities, principal amounts and bearing applicable interest rates on the unpaid principal amounts from the Certificate Date, or from the most recent Interest Payment Date to which interest has been paid or duly provided for, to Stated Maturity, and shall be lettered “R” and numbered consecutively from one (1) upward for transfer and delivery to the Holders named at the addresses identified therefor; all pursuant to and 82642256.3 -11- in accordance with such written instructions from the Purchasers, or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8. Forms. A. Forms Generally. The Certificates, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Certificates shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including insurance legends in the event the Certificates, or any Stated Maturities thereof, are insured and identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including any reproduction of an opinion of Bond Counsel) thereon as may, consistent herewith, be established by the City or determined by the officers executing the Certificates as evidenced by their execution thereof. Any portion of the text of any Certificate may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Certificate. The definitive Certificates shall be printed, lithographed, or engraved, produced by any combination of these methods, or produced in any other similar manner, all as determined by the officers executing the Certificates as evidenced by their execution thereof, but the Initial Certificate submitted to the Attorney General of Texas may be typewritten or photocopied or otherwise reproduced. 82642256.3 -12- B. Form of Definitive Certificate. REGISTERED REGISTERED PRINCIPAL AMOUNT NO. _________ $_____________ United States of America State of Texas Counties of Nueces, Aransas, Kleberg, and San Patricio CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATE OF OBLIGATION, SERIES 2021 Certificate Date: Interest Rate: Stated Maturity: CUSIP No. _______ __ 2021 REGISTERED OWNER: ________________________________________________________ PRINCIPAL AMOUNT: ________________________________________________________ The City of Corpus Christi, Texas (the City), a body corporate and municipal corporation in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner specified above, or the registered assigns thereof, on the Stated Maturity date specified above, the Principal Amount specified above (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid principal amount hereof from the [Certificate Date / Closing Date (anticipated to occur on or about _______ __, 2021)], or from the most recent Interest Payment Date (defined below) to which interest has been paid or duly provided for until such principal sum has become due and payment thereof has been made or duly provided for, to the earlier of redemption or Stated Maturity, at the per annum rate of interest specified above computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on March 1 and September 1 of each year, commencing _______ __, 2021 (each, an Interest Payment Date). Principal and premium, if any, of this Certificate shall be payable to the Registered Owner hereof (the Holder), upon presentation and surrender, at the corporate trust office of the Paying Agent/Registrar executing the registration certificate appearing hereon or a successor thereof. Interest shall be payable to the Holder of this Certificate (or one or more Predecessor Certificates, as defined in the Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each Interest Payment Date. All payments of principal of and interest on this Certificate shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense. 82642256.3 -13- This Certificate is one of the series specified in its title issued in the aggregate principal amount of $________ (the Certificates) pursuant to an Ordinance adopted by the governing body of the City (the Ordinance), for the purpose or purposes of paying contractual obligations of the City to be incurred for making permanent public improvements and for other public purposes to the extent of availability of funds, to-wit: (1) (a) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, including City Hall and the Museum of Science and History, (b) constructing, acquiring, purchasing, renovating, enlarging, and improving City facilities and signage, (c) constructing, acquiring, purchasing, renovating, enlarging, and improving City solid waste facilities, including landfill site development, a gas collection and control system, and related road improvements, and (d) constructing, acquiring, purchasing, renovating, enlarging, and improving City park facilities, including the Veterans Memorial Park and City golf courses; (2) the purchase of materials, supplies, equipment, machinery, landscaping, land, and rights-of-way for authorized needs and purposes relating to the aforementioned projects; and (3) the payment of professional services related to the design, construction, management and financing of the aforementioned projects, pursuant to the authority conferred by and in strict conformity with the laws of the State of Texas, particularly the Certificate of Obligation Act of 1971, as amended, Texas Local Government Code, Section 271.041 through 271.065, Section 363.135, as amended, Texas Health and Safety Code, Chapter 1371, as amended, Texas Government Code, and the City’s Home Rule Charter. As specified in the Ordinance, the Certificates stated to mature on March 1, 20__ and March 1, 20__ are referred to herein as the “Term Certificates”. The Term Certificates are subject to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Certificate Fund for such purpose and shall be redeemed in part, by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on March 1 in each of the years as set forth below: Term Certificates Stated to Mature on March 1, 20__ Term Certificates Stated to Mature on March 1, 20__ Year Principal Amount ($) Year Principal Amount ($) 20__ 20__ 20__ 20__ 20__ 20__ *Payable at Stated Maturity The principal amount of a Term Certificate required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the principal amount of any Term Certificates of such Stated Maturity which, at least 50 days prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Certificate 82642256.3 -14- Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. The Certificates stated to mature on and after March 1, 20__ may be redeemed prior to their Stated Maturities, at the option of the City, on March 1, 20__, or on any date thereafter, in whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of redemption; provided, however, that at least thirty (30) days prior written notice shall be sent to the Holder of the Certificates to be redeemed by United States mail, first-class postage prepaid, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Certificate is subject to redemption prior to Stated Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in installments of $5,000 or any integral multiple thereof may be redeemed, and, if less than all of the principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder hereof, upon the surrender of this Certificate to the Paying Agent/Registrar at its corporate trust office, a new Certificate or Certificates of like Stated Maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Certificate (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption has been duly given, then upon such redemption date this Certificate (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and, if the money for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption is held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after the redemption date on the principal amount hereof to be redeemed. If this Certificate is called for redemption, in whole or in part, the City or the Paying Agent/Registrar shall not be required to issue, transfer, or exchange this Certificate within forty-five (45) days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part. The Certificates of this series are payable from the proceeds of an ad valorem tax levied upon all taxable property within the City, within the limitations prescribed by law, and are further payable from and secured by a lien on and pledge of the Pledged Revenues (identified and defined in the Ordinance), being a limited amount of the Net Revenues derived from the operation of the City’s solid waste management system (the System), such lien on and pledge of the limited amount of Net Revenues being subordinate and inferior to the lien on and pledge of such Net Revenues securing payment of the currently outstanding Limited Pledge Obligations and any Prior Lien Obligations, Junior Lien Obligations, Subordinate Lien Obligations, or Additional Limited Pledge Obligations hereafter issued by the City. In the Ordinance, the City reserves and retains the right to issue Prior Lien Obligations, Junior Lien Obligations, Subordinate Lien Obligations, and Additional Limited Pledge Obligations (all as identified and defined in the Ordinance), while the Certificates are Outstanding, without limitation as to principal amount but subject to any terms, conditions or restrictions as may be applicable thereto under law or otherwise. Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his 82642256.3 -15- acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied and the revenues pledged for the payment of the Certificates; the terms and conditions under which the City may issue Prior Lien Obligations, Junior Lien Obligations, Subordinate Lien Obligations, and Additional Limited Pledge Obligations; the terms and conditions relating to the transfer or exchange of the Certificates; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holder; the rights, duties, and obligations of the City and the Paying Agent/Registrar; the terms and provisions upon which this Certificate may be redeemed or discharged at or prior to the Stated Maturity thereof, and deemed to be no longer Outstanding thereunder; and for the other terms and provisions specified in the Ordinance. Capitalized terms used herein have the same meanings assigned in the Ordinance. This Certificate, subject to certain limitations contained in the Ordinance, may be transferred on the Security Register upon presentation and surrender at the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered Certificates of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued to the designated transferee or transferees. The City and the Paying Agent/Registrar, and any agent of either, shall treat the Holder hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Certificate as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or its redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other purposes, and neither the City nor the Paying Agent/Registrar, or any such agent of either, shall be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the City. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed, exist, and be done precedent to the issuance of this Certificate in order to render the same a legal, valid, and binding obligation of the City have been performed, exist, and have been done, in regular and due time, form, and manner, as required by the laws of the State of Texas and the Ordinance, and that issuance of the Certificates does not exceed any constitutional or statutory limitation; and that due provision has been made for the payment of the principal of, premium if any, and interest on the Certificates by the levy of a tax and collection of Pledged Revenues as aforestated. In case any provision in this Certificate or any application thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or impaired thereby. 82642256.3 -16- The terms and provisions of this Certificate and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. [The remainder of this page intentionally left blank.] 82642256.3 -17- IN WITNESS WHEREOF, the City has caused this Certificate to be duly executed under its official seal. CITY OF CORPUS CHRISTI, TEXAS By _________________________________ Mayor ATTEST: ____________________________________ City Secretary (CITY SEAL) [The remainder of this page intentionally left blank.] 82642256.3 -18- C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on Initial Certificate Only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF PUBLIC ACCOUNTS THE STATE OF TEXAS § § § § REGISTER NO. I HEREBY CERTIFY that this Certificate has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this ____________________ ____________________________________ Comptroller of Public Accounts of the State of Texas (SEAL) *NOTE TO PRINTER: Not to appear on printed Certificates. D. Form of Registration Certificate of Paying Agent/Registrar to Appear on Definitive Certificates Only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Certificate has been duly issued under the provisions of the within-mentioned Ordinance; the Certificate or Certificates of the above-entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. Registered this date: ___________________________________ The Bank of New York Mellon Trust Company, N.A., Dallas, Texas, as Paying Agent/Registrar By: _______________________________ Authorized Signature *NOTE TO PRINTER: Print on Definitive Certificates. 82642256.3 -19- E. Form of Assignment. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee): _________________________________ ______________________________________________________________________________ (Social Security or other identifying number): ________________________________________ the within Certificate and all rights thereunder, and hereby irrevocably constitutes and appoints ____________________attorney to transfer the within Certificate on the books kept for registration thereof, with full power of substitution in the premises. DATED: ____________________________ ________________________________________________ NOTICE: The signature on this assignment must correspond with the name of the registered owner as it appears on the face of the within Certificate in every particular. Signature guaranteed: ____________________________________ [The remainder of this page intentionally left blank.] 82642256.3 -20- F. The Initial Certificate shall be in the form set forth in paragraph B of this Section, except that the form of a single fully registered Initial Certificate shall be modified as follows: (i) immediately under the name of the Certificate(s) the headings “Interest Rate” and “Stated Maturity” shall both be completed “as shown below”; (ii) first two paragraphs shall read as follows: REGISTERED PRINCIPAL REGISTERED AMOUNT NO. T-1 $____________ United States of America State of Texas Counties of Nueces, Aransas, Kleberg, and San Patricio CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATE OF OBLIGATION, SERIES 2021 Certificate Date: Interest Rate: Stated Maturity: CUSIP No. _______ __, 2021 As Shown Below As Shown Below REGISTERED OWNER: ________________________________________________________ PRINCIPAL AMOUNT: ________________________________________________________ The City of Corpus Christi, Texas (the City), a body corporate and municipal corporation in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above, or the registered assigns thereof, the Principal Amount specified above stated to mature on the first day of March in each of the years and in principal amounts and bearing interest at per annum rates in accordance with the following schedule: Years of Stated Maturity Principal Amounts ($) Interest Rates (%) (Information to be inserted from schedule in Section 2 hereof) (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid Principal Amounts hereof from the [Certificate Date / Closing Date (anticipated to be on or about ________ __, 2021)], or from the most recent Interest Payment Date (defined below) to which interest has been paid or duly provided for, until the principal amounts have become due and payment thereof has been made or duly provided for, to the earlier of redemption or Stated Maturity, at the per annum rates of interest specified above, computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on March 1 and September 1 of each year, commencing ________ __, 20__ (each, an Interest Payment Date). 82642256.3 -21- Principal of this Certificate shall be payable to the Registered Owner hereof (the Holder), upon its presentation and surrender, to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office of The Bank of New York Mellon Trust Company, N.A., Dallas, Texas (the Paying Agent/Registrar). Interest shall be payable to the Holder of this Certificate whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth day of the month next preceding each Interest Payment Date. All payments of principal of and interest on this Certificate shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the Holder hereof. G. Form of Insurance Legend. If bond insurance is obtained by the City or the Purchasers for the Certificates, the Definitive Certificates and the Initial Certificate shall bear an appropriate legend as provided by the insurer to appear under the following header: [CERTIFICATE INSURANCE] SECTION 9. Definitions. For all purposes of this Ordinance (as defined below), except as otherwise expressly provided or unless the context otherwise requires: the terms defined in this Section have the meanings assigned to them in this Section, and certain terms used in Sections 27 and 44 of this Ordinance have the meanings assigned to them in Sections 27 and 44 of this Ordinance, and all such terms, include the plural as well as the singular; (ii) all references in this Ordinance to designated “Sections” and other subdivisions are to the designated Sections and other subdivisions of this Ordinance as originally adopted; and (iii) the words “herein”, “hereof’, and “hereunder” and other words of similar import refer to this Ordinance as a whole and not to any particular Section or other subdivision. A. The term Additional Limited Pledge Obligations shall mean (i) any bonds, notes, warrants, certificates of obligation or other evidences of indebtedness hereafter issued by the City payable in part from a pledge of and lien on Pledged Revenues of the System which pledge of revenues is limited as further provided in Section 20 of this Ordinance, and (ii) any obligations hereafter issued to refund the foregoing as determined by the City Council in accordance with any applicable law. B. The term Authorized Representatives shall mean the City Manager of the City, an Assistant City Manager, the Chief Financial Officer, the City’s Director of Financial Services, and the City Attorney (any of the foregoing whether serving in a permanent or interim capacity). C. The term Certificates shall mean the $_________ “CITY OF CORPUS CHRISTI, TEXAS COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021” authorized by this Ordinance. D. The term Certificate Fund shall mean the special Fund created and established by the provisions of Section 10 of this Ordinance. 82642256.3 -22- E. The term City shall mean the City of Corpus Christi, located in Nueces, Aransas, Kleberg, and San Patricio Counties, Texas and, where appropriate, the City Council of the City. F. The term Closing Date shall mean the date of physical delivery of the Initial Certificate in exchange for the payment of the agreed purchase price for the Certificates. G. The term Collection Date shall mean, when reference is being made to the levy and collection of annual ad valorem taxes, the date the annual ad valorem taxes levied each year by the City become delinquent. H. The term Debt Service Requirements shall mean, as of any particular date of computation, with respect to any obligations and with respect to any period, the aggregate of the amounts to be paid or set aside by the City as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations; assuming, in the case of obligations without a fixed numerical rate, that such obligations bear interest at the maximum rate permitted by the terms thereof and further assuming in the case of obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory redemption provisions applicable thereto. I. The term Depository shall mean an official depository bank of the City. J. The term Fiscal Year shall mean the annual financial accounting period for the System now ending on September 30th of each year; provided, however, the City Council may change such annual financial accounting period to end on another date if such change is found and determined to be necessary for accounting purposes or is required by applicable law. K. The term Government Securities, as used herein, shall mean (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America; (ii) noncallable obligations of an agency or instrumentality of the United States, including obligations that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than “AAA” or its equivalent; (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than “AAA” or its equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the State of Texas as eligible for use to accomplish the discharge of obligations such as the Certificates. L. The term Gross Revenues for any period shall mean all income and revenues received by the City by virtue of its ownership and operation of the System, including, but not limited to, its rentals, fees, and other revenues resulting from the ownership of the System, including rentals received from leasing all or part of the System. However, it is expressly recognized that any such lease must comply with the requirements of the Code and existing regulations, published rulings, and court decisions. 82642256.3 -23- M. The term Holder or Holders shall mean the registered owner, whose name appears in the Security Register, for any Certificate. N. The term Interest Payment Date shall mean the date semiannual interest is payable on the Certificates, being March 1 and September 1 of each year, commencing ________ __, 20__, while any of the Certificates remain Outstanding. O. The term Junior Lien Obligations shall mean (i) any bonds, notes, warrants, certificates of obligation, or any similar obligations hereafter issued by the City that are payable, in whole or in part, from and equally and ratably secured by a lien on and pledge of the Net Revenues of the System, such pledge being junior and inferior to the lien on and pledge of the Net Revenues of the System that may be pledged to the payment of any Prior Lien Obligations hereafter issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing the payment of the currently outstanding Limited Pledge Obligations (including the Certificates), or any Additional Limited Pledge Obligations hereafter issued by the City, all as further provided in Section 20 of this Ordinance and (ii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured by a junior and inferior lien on and pledge of the Net Revenues as determined by the City Council in accordance with any applicable law. P. The term Limited Pledge Obligations shall mean (i) the outstanding and unpaid obligations of the City that are payable, in part, from and secured by a pledge of and lien on the Pledged Revenues of the System and designated as follows: (1) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2010”, dated July 1, 2010, in the original principal amount of $3,000,000; and (2) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Taxable Series 2015”, dated October 1, 2015, in the original amount of $10,020,000; and (3) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2016”, dated December 1, 2015, in the original amount of $2,000,000; and (4) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2016A”, dated July 1, 2016, in the original amount of $16,430,000; and (5) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Taxable Series 2017”, dated May 1, 2017, in the original amount of $2,500,000; and (6) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2018A”, dated June 1, 2018, in the original amount of $14,315,000; and 82642256.3 -24- (7) “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Taxable Series 2018B”, dated June 1, 2018, in the original amount of $7,490,000; and (8) Upon issuance, the Certificates; and (ii) obligations hereafter issued to refund any of the foregoing as determined by the City Council in accordance with any applicable law. Q. The term Maintenance and Operating Expenses shall mean the expenses of operation and maintenance, including all salaries, labor, materials, repairs and extensions necessary to maintain and operate the System; provided, however, that only such repairs and extensions as in the judgment of the City Council, reasonably and fairly exercised, are necessary to keep the System in operation and render adequate service to the City and the inhabitants thereof, or such as might be necessary to meet some physical action or condition which would otherwise impair the security of any bonds or other obligations payable from and secured, in whole or in part, by a lien on the Net Revenues derived from the ownership and operation of the System shall be deducted in determining Net Revenues. R. The term Net Revenues for any period shall mean the Gross Revenues of the System less the Maintenance and Operating Expenses of the System. S. The term Ordinance shall mean this ordinance as finally passed and adopted by the City Council of the City. T. The term Outstanding when used in this Ordinance with respect to Certificates shall mean, as of the date of determination, all Certificates issued and delivered under this Ordinance, except: (1) those Certificates canceled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Certificates for which payment has been duly provided by the City in accordance with the provisions of Section 29 of this Ordinance; and (3) those Certificates that have been mutilated, destroyed, lost, or stolen and replacement Certificates have been registered and delivered in lieu thereof as provided in Section 25 of this Ordinance. U. The term Pledged Revenues shall mean, while the Certificates remain Outstanding, an amount of Net Revenues not in excess of $1,000. The Pledged Revenues shall be deposited, allocated, and expended in accordance with Section 10 of this Ordinance. V. The term Pledged Revenue Amount shall mean the total amount, not to exceed $1,000 while the Certificates are Outstanding, of Net Revenues that may be transferred in whole or in part by the City in any given Fiscal Year (however, any amounts transferred prior to the final maturity date of the Certificates may not exceed the total amount of $1,000) to the Certificate Fund. 82642256.3 -25- W. The term Pricing Officer shall mean either of the City Manager, the Chief Financial Officer, or the Director of Financial Services of the City (which shall include any person serving in the foregoing capacity on an interim or non-permanent basis). X. The term Prior Lien Obligations shall mean (i) any bonds, notes, warrants, certificates of obligation or any similar obligations hereafter issued by the City that are payable wholly or in part from and equally and ratably secured by a prior and first lien on and pledge of the Net Revenues of the System, all as further provided in Section 20 of this Ordinance, and (ii) any obligations hereafter issued to refund the foregoing if issued in a manner so as to be payable from and equally and ratably secured by a prior and first lien on and pledge of the Net Revenues of the System as determined by the City Council in accordance with any applicable law. Y. The term Purchasers shall mean the initial purchaser or purchasers of the Certificates named in Section 26 of this Ordinance. Z. The term Stated Maturity shall mean the annual principal payments of the Certificates payable on March 1 of each year the Certificates are Outstanding as set forth in Section 2 of this Ordinance. AA. The term Subordinate Lien Obligations shall mean (i) any bonds, notes, warrants, certificates of obligation, or any similar obligations hereafter issued by the City that are payable, in whole or in part, from and equally and ratably secured by a lien on and pledge of the Net Revenues of the System, such pledge being subordinate and inferior to the lien on and pledge of the Net Revenues of the System that may be pledged to the payment of any Prior Lien Obligations or Junior Lien Obligations hereafter issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing the payment of the currently outstanding Limited Pledge Obligations (including the Certificates), or any Additional Limited Pledge Obligations hereafter issued by the City, all as further provided in Section 20 of this Ordinance, and (ii) obligations hereafter issued to refund any of the foregoing that are payable from and equally and ratably secured by a subordinate and inferior lien on and pledge of the Net Revenues as determined by the City Council in accordance with any applicable law. BB. The term System shall mean a plant, composting process plant, incinerator, sanitary landfill, transfer station, or other works and equipment that is acquired, installed, or operated to collect, handle, store, process, recover material or energy from, or dispose of solid waste, and includes sites for those works and equipment. SECTION 10. Certificate Fund - Investments. For the purpose of paying the interest on and to provide a sinking fund for the payment, redemption, and retirement of the Certificates, there shall be and is hereby created a special fund to be designated “COMBINATION TAX AND LIMITED PLEDGE REVENUE CERTIFICATES OF OBLIGATION, SERIES 2021 INTEREST AND SINKING FUND” (the Certificate Fund), which fund shall be kept and maintained at the Depository, and money deposited in such fund shall be used for no other purpose. Authorized Representatives of the City are hereby authorized and directed to make withdrawals from the Certificate Fund sufficient to pay the purchase price or the amount of principal of, premium, if any, and interest on the Certificates as the same become due and payable, or the purchase price thereof, and shall cause to be transferred to the Paying Agent/Registrar from money on deposit in 82642256.3 -26- the Certificate Fund an amount sufficient to pay the amount of principal and/or interest stated to mature on the Certificates, such transfer of funds to the Paying Agent/Registrar to be made in such manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar on or before the business day next preceding each interest and principal payment date for the Certificates. The City, at its sole discretion, may deposit the Pledged Revenue Amount to the Certificate Fund. The Pledged Revenue Amount, if deposited, shall be expended annually to pay principal of and interest on the Certificates as the same become due and payable. This Pledged Revenue Amount shall be accounted for and transferred to the Paying Agent/Registrar in accordance with the provisions of the previous paragraph of this Section. Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund created and established by this Ordinance may, at the option of the City, be placed in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual agreements, as permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit Insurance Corporation) by obligations of the type hereinafter described, or be invested, as authorized by any law, including investments held in book-entry form, in securities, including, but not limited to, direct obligations of the United States of America, obligations guaranteed or insured by the United States of America, which, in the opinion of the Attorney General of the United States, are backed by its full faith and credit or represent its general obligations, or invested in indirect obligations of the United States of America, including, but not limited to, evidences of indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage Association, Farmers Home Administration, Federal Home Loan Mortgage Association, Small Business Administration, or Federal Housing Association; provided that all such deposits and investments shall be made in such a manner that the money required to be expended from such fund will be available at the proper time or times. All interest and income derived from deposits and investments in any fund established pursuant to the provisions of this Ordinance shall be credited to, and any losses debited to, such fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Certificates. SECTION 11. Tax Levy. To provide for the payment of the Debt Service Requirements on the Certificates being (i) the interest on the Certificates and (ii) a sinking fund for their redemption at Stated Maturity or a sinking fund of 2% (whichever amount shall be the greater), there shall be and there is hereby levied for the current year and each succeeding year thereafter while the Certificates or any interest thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on each one hundred dollars valuation of taxable property in the City, adequate to pay such Debt Service Requirements, full allowance being made for delinquencies and costs of collection; said tax shall be assessed and collected each year and applied to the payment of the Debt Service Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and collected shall be paid into the Certificate Fund and are thereafter pledged to the payment of the Certificates. The City Council hereby declares its purpose and intent to provide and levy a tax legally and fully sufficient to pay such Debt Service Requirements, it having been determined that the existing and available taxing authority of the City for such purpose 82642256.3 -27- is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness and obligations of the City. The amount of taxes to be provided annually for the payment of the principal of and interest on the Certificates shall be determined and accomplished in the following manner: A. Prior to the date the City Council establishes the annual tax rate and passes an ordinance levying ad valorem taxes each year, the City Council shall determine: (1) the amount of Debt Service Requirements to become due and payable on the Certificates between the Collection Date for the taxes then to be levied and the Collection Date for the taxes to be levied during the next succeeding calendar year; (2) the amount on deposit in the Certificate Fund after (a) deducting therefrom the total amount of Debt Service Requirements to become due on Certificates prior to the Collection Date for the ad valorem taxes to be levied and (b) adding thereto the amount of the Pledged Revenues, if any, or any other lawfully available funds to be appropriated and allocated during such year to pay such Debt Service Requirements, if any, prior to the Collection Date for the ad valorem taxes to be levied; and (3) the amount of Pledged Revenues, if any, or any other lawfully available funds appropriated and set aside for the payment of the Debt Service Requirements on the Certificates between the Collection Date for the taxes then to be levied and the Collection Date for the taxes to be levied during the next succeeding Fiscal Year. B. The amount of taxes to be levied annually each year to pay the Debt Service Requirements on the Certificates shall be the amount established in paragraph (1) above less the sum total of the amounts established in paragraphs (2) and (3), after taking into consideration delinquencies and costs of collecting such annual taxes. SECTION 12. Pledge of Pledged Revenues. The City hereby covenants and agrees that, subject to (i) any prior lien on and pledge of the Net Revenues of the System to the payment and security of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued by the City and (ii) the lien on and pledge of the Pledged Revenues (or such other limited amount of excess Net Revenues of the System) to the payment and security of the currently outstanding Limited Pledge Obligations, the Pledged Revenues are hereby irrevocably pledged to the payment of the principal of and interest on the Certificates and the pledge of Pledged Revenues herein made for the payment of the Certificates shall constitute a lien on the Pledged Revenues in accordance with the terms and provisions hereof and be valid and binding without any physical delivery thereof or further act by the City. SECTION 13. Revenue Fund. The City hereby covenants and agrees that all Gross Revenues derived from the operation of the System shall be kept separate and apart from all other funds, accounts and money of the City and shall be deposited as collected into the “CITY OF CORPUS CHRISTI, TEXAS SOLID WASTE MANAGEMENT SYSTEM REVENUE FUND” (the Revenue Fund). All money deposited in the Revenue Fund shall be pledged and appropriated to the extent required for the following purposes and in the order of priority shown: 82642256.3 -28-  First: to the payment of the reasonable and proper Maintenance and Operating Expenses of the System required by statute or ordinances authorizing the issuance of any indebtedness of the City to be a first charge on and claim against the Gross Revenues of the System;  Second: To the payment of the amounts that must be deposited in the special funds and accounts created and established for the payment, security, and benefit of any Prior Lien Obligations hereafter issued by the City in accordance with the terms and provisions of any ordinances authorizing their issuance;  Third: To the payment of the amounts that must be deposited in the special funds and accounts created and established for the payment, security, and benefit of any Junior Lien Obligations hereafter issued by the City in accordance with the terms and provisions of any ordinances authorizing their issuance;  Fourth: To the payment of the amounts that must be deposited in the special funds and accounts created and established for the payment, security, and benefit of any Subordinate Lien Obligations hereafter issued by the City in accordance with the terms and provisions of any ordinances authorizing their issuance; and  Fifth: To the payment of the amounts that may be deposited in the special funds and accounts established for the payment of the currently outstanding Limited Pledge Obligations, including the Certificates, and any Additional Limited Pledge Obligations hereafter issued by the City in accordance with the terms and provisions of any ordinances authorizing their issuance. Any Net Revenues remaining in the System Fund after satisfying the foregoing payments, or making adequate and sufficient provision for the payment, security and benefit thereof, may be appropriated and used for any other City purpose now or hereafter permitted by law. SECTION 14. Deposits to Certificate Fund – Surplus Certificate Proceeds. The City hereby covenants and agrees to cause to be deposited in the Certificate Fund prior to a principal and Interest Payment Date for the Certificates, from the Pledged Revenues in the System Fund, after the deduction of all payments required to be made to the special funds or accounts created for the payment, security, and benefit of the (i) any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued by the City and (ii) the currently outstanding Limited Pledge Obligations and any Additional Limited Pledge Obligations hereafter issued by the City, any amounts budgeted to be paid therefrom in such Fiscal Year. Accrued interest, if any, received from the Purchasers of the Certificates shall be deposited to the Certificate Fund and ad valorem taxes levied and collected for the benefit of the Certificates shall be deposited to the Certificate Fund. In addition, any surplus proceeds, including investment income therefrom, from the sale of the Certificates not expended for authorized purposes shall be deposited in the Certificate Fund, and such amounts so deposited shall reduce the sums otherwise required to be deposited in said fund from ad valorem taxes. 82642256.3 -29- SECTION 15. Security of Funds. All money on deposit in the funds for which this Ordinance makes provision (except any portion thereof as may be at any time properly invested as provided herein) shall be secured in the manner and to the fullest extent required by the laws of the State of Texas for the security of public funds, and money on deposit in such funds shall be used only for the purposes permitted by this Ordinance. SECTION 16. Maintenance of System - Insurance. The City covenants and agrees that while the Certificates remain Outstanding it will maintain and operate the System with all possible efficiency and maintain casualty and other insurance (including a system of self-insurance) on the properties of the System and its operations of a kind and in such amounts customarily carried by municipal corporations in the State of Texas engaged in a similar type of business and that it will faithfully and punctually perform all duties with reference to the System required by the laws of the State of Texas. All money received from losses under such insurance policies, other than public liability policies, are held for the benefit of the holders of the Certificates until and unless the proceeds are paid out in making good the loss or damage in respect of which such proceeds are received, either by replacing the property destroyed or repairing the property damaged, and adequate provision for making good such loss or damage must be made within ninety (90) days after the date of loss. The payment of premiums for all insurance policies required under the provisions hereof shall be considered Maintenance and Operating Expenses. Nothing in this Ordinance shall be construed as requiring the City to expend any funds which are derived from sources other than the operation of the System but nothing herein shall be construed as preventing the City from doing so. SECTION 17. Rates and Charges. The City hereby covenants and agrees with the Holders of the Certificates that rates and charges for solid waste collection services afforded by the System will be established and maintained to provide Gross Revenues sufficient at all times: A. to pay, together with any other lawfully available funds, all operating, maintenance, depreciation, replacement, betterment, and other costs incurred in the maintenance and operation of the System, including, but not limited to, Maintenance and Operating Expenses; B. to produce Net Revenues sufficient, together with any other lawfully available funds, to pay (i) the interest on and principal of any Prior Lien Obligations hereafter issued by the City as the same becomes due and payable and the amounts required to be deposited in any special fund created and established for the payment, security, and benefit thereof; (ii) the interest on and principal of any Junior Lien Obligations hereafter issued by the City as the same becomes due and payable and the amounts required to be deposited in any special fund created and established for the payment, security, and benefit thereof; (iii) the interest on and principal of any Subordinate Lien Obligations hereafter issued by the City as the same becomes due and payable and the amounts required to be deposited in any special fund created and established for the payment, security, and benefit thereof; and (iv) the amounts that may be deposited in the special funds established for the payment of the Limited Pledge Obligations or any Additional Limited Pledge Obligations hereafter issued by the City; and C. to pay other legally incurred indebtedness payable from the Net Revenues of the System and/or secured by a lien on the System or the Net Revenues thereof. 82642256.3 -30- SECTION 18. Records and Accounts - Annual Audit. The City further covenants and agrees that so long as any of the Certificates remain Outstanding it will keep and maintain separate and complete records and accounts pertaining to the operations of the System in which complete and correct entries shall be made of all transactions relating thereto, as provided by Chapter 363, as amended, Texas Health and Safety Code, or other applicable law. The Holders of the Certificates or any duly authorized agent or agents of the Holders shall have the right to inspect the System and all properties comprising the same. The City further agrees that, following the close of each Fiscal Year, it will cause an audit of such books and accounts to be made by an independent firm of certified public accountants. Expenses incurred in making the annual audit of the operations of the System are to be regarded as Maintenance and Operating Expenses. SECTION 19. Remedies in Event of Default. In addition to all the rights and remedies provided by the laws of the State of Texas, the City covenants and agrees particularly that in the event the City (a) defaults in the payments to be made to the Certificate Fund, or (b) defaults in the observance or performance of any other of the covenants, conditions, or obligations set forth in this Ordinance, the Holders of any of the Certificates shall be entitled to seek a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the governing body of the City and other officers of the City to observe and perform any covenant, condition, or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedies herein provided shall be cumulative of all other existing remedies and the specification of such remedies shall not be deemed to be exclusive. SECTION 20. Issuance of Prior Lien Obligations - Junior Lien Obligations – Subordinate Lien Obligations – Additional Limited Pledge Obligations. The City hereby expressly reserves the right to hereafter issue bonds, notes, warrants, certificates of obligation, or similar obligations, payable, wholly or in part, as appropriate, from and secured by a pledge of and lien on the Net Revenues of the System with the following priorities, without limitation as to principal amount, but subject to any terms, conditions, or restrictions applicable thereto under existing ordinances, laws, or otherwise: A. Prior Lien Obligations payable from and equally and ratably secured by a first and prior lien on and pledge of the Net Revenues of the System; B. Junior Lien Obligations payable from and equally and ratably secured by a lien on and pledge of the Net Revenues that is junior and inferior to the lien on and pledge thereof securing the payment of any Prior Lien Obligations hereafter issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing the payment of the Certificates and any Subordinate Lien Obligations or Additional Limited Pledge Obligations hereafter issued by the City; and C. Subordinate Lien Obligations payable from and equally and ratably secured by a lien on and pledge of the Net Revenues that is subordinate and inferior to the lien on and pledge thereof securing the payment of any Prior Lien Obligations or Junior Lien Obligations hereafter 82642256.3 -31- issued by the City, but prior and superior to the lien on and pledge of the Net Revenues securing, in part, the payment of the currently outstanding Limited Pledge Obligations, the Certificates, and any Additional Limited Pledge Obligations hereafter issued by the City; and D. Additional Limited Pledge Obligations secured by a lien on and pledge of a limited amount of the Net Revenues in accordance with the provisions of the following paragraph. Prior Lien Obligations, Junior Lien Obligations, and Subordinate Lien Obligations, if issued, may be payable, in whole or in part, from Net Revenues (without impairment of the obligation of contract with the holders of the currently outstanding Limited Pledge Obligations and the Certificates) upon such terms and conditions as the City Council may determine. Additional Limited Pledge Obligations, if issued and payable, in whole or in part, from Pledged Revenues (defined in the same or similar terms as provided in Section 9 of this Ordinance or in the ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations), shall not in any event be construed to be payable from the Pledged Revenues authorized by this Ordinance or in the ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations to be budgeted and appropriated for the payment of the Certificates or in the ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations. However, the lien on and pledge of the limited amount of Net Revenues securing, in part, the payment of the Certificates, the Limited Pledge Obligations and any Additional Limited Pledge Obligations shall be subordinate and inferior to the pledge of and lien on the Net Revenues securing the payment of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued by the City. SECTION 21. Special Covenants. The City hereby further covenants that: A. it has the lawful power to pledge the Pledged Revenues supporting the Certificates and has lawfully exercised said powers under the laws of the State of Texas, including power existing under Chapter 363, as amended, Texas Health and Safety Code, and the Certificate of Obligation Act of 1971, as amended, Texas Local Government Code, Section 271.041 through Section 271.064, and the City’s Home Rule Charter; and B. other than for the payment of the currently outstanding Limited Pledge Obligations, the Net Revenues of the System have not in any manner been pledged to the payment of any debt or obligation of the City or of the System; SECTION 22. Application of the Covenants and Agreements of the Subordinate Lien Obligations, Prior Lien Obligations, or Junior Lien Obligations. It is the intention of the City Council and accordingly hereby recognized and stipulated that the provisions, agreements, and covenants contained herein bearing upon the management and operations of the System, and the administration and application of Gross Revenues derived from the operation thereof, shall to the extent possible be harmonized with like provisions, agreements, and covenants contained in the ordinances authorizing the issuance of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued by the City, and to the extent of any irreconcilable conflict between the provisions contained herein and in the ordinances authorizing the issuance of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued, the provisions, agreements and covenants contained therein shall prevail to the extent of 82642256.3 -32- such conflict and be applicable to this Ordinance, especially the priority of rights and benefits conferred thereby to the holders of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations hereafter issued. It is expressly recognized that prior to the issuance of any Prior Lien Obligations, Junior Lien Obligations, or Subordinate Lien Obligations, the City must comply with each of the conditions precedent contained in the ordinances authorizing the issuance of the currently outstanding Limited Pledge Obligations and the Certificates, as appropriate. SECTION 23. Notices to Holders - Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States mail, first-class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Holders. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 24. Cancellation. All Certificates surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled by it and, if surrendered to the City, shall be delivered to the Paying Agent/Registrar and, if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The City may at any time deliver to the Paying Agent/Registrar for cancellation any Certificates previously certified or registered and delivered which the City may have acquired in any manner whatsoever, and all Certificates so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Certificates held by the Paying Agent/Registrar shall be destroyed as directed by the City. SECTION 25. Mutilated, Destroyed, Lost, and Stolen Certificates. If (1) any mutilated Certificate is surrendered to the Paying Agent/Registrar, or the City and the Paying Agent/Registrar receive evidence to their satisfaction of the destruction, loss, or theft of any Certificate, and (2) there is delivered to the City and the Paying Agent/Registrar such security or indemnity as may be required to save each of them harmless, then, in the absence of notice to the City or the Paying Agent/Registrar that such Certificate has been acquired by a bona fide purchaser, the City shall execute and, upon its request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Certificate, a new Certificate of the same Stated Maturity and interest rate and of like tenor and principal amount, bearing a number not contemporaneously Outstanding. In case any such mutilated, destroyed, lost, or stolen Certificate has become or is about to become due and payable, the City in its discretion may, instead of issuing a new Certificate, pay such Certificate. 82642256.3 -33- Upon the issuance of any new Certificate or payment in lieu thereof, under this Section, the City may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge imposed in relation thereto and any other expenses and charges (including attorney’s fees and the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Certificate issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen Certificate shall constitute a replacement of the prior obligation of the City, whether or not the mutilated, destroyed, lost, or stolen Certificate shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Certificates. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen Certificates. SECTION 26. Sale of the Certificates – Official Statement Approval – Approval of Purchase Contract - Use of Certificate Proceeds. The Certificates authorized by this Ordinance are hereby sold by the City to ______________, ___________, ___________, as the authorized representative of a group of underwriters at a negotiated sale (the Purchasers, having all the rights, benefits, and obligations of a Holder) in accordance with the provisions of a Purchase Contract, dated _________ __, 2021 (the Purchase Contract), attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The Initial Certificate shall be registered in the name of the _____________. The pricing and terms of the sale of the Certificates are hereby found and determined to be the most advantageous reasonably obtainable by the City. The Mayor and any Authorized Representative is hereby authorized and directed to execute the Purchase Contract for and on behalf of the City and as the act and deed of the City Council, and in regard to the approval and execution of the Purchase Contract, the City Council hereby finds, determines and declares that the representations, warranties, and agreements of the City contained in the Purchase Contract are true and correct in all material respects and shall be honored and performed by the City. Delivery of the Certificates to the Purchasers shall occur as soon as practicable after the adoption of this Ordinance, upon payment therefor in accordance with the terms of the Purchase Contract. Furthermore, the City hereby ratifies, confirms, and approves in all respects (i) the City’s prior determination that the Preliminary Official Statement was, as of its date, “deemed final” in accordance with the Rule (hereinafter defined) and (ii) the use and distribution of the Preliminary Official Statement by the Purchasers in connection with the public offering and sale of the Certificates. The final Official Statement, being a modification and amendment of the Preliminary Official Statement to reflect the terms of sale (together with such changes approved by an Authorized Representative), shall be and is hereby in all respects approved and the Purchasers are hereby authorized to use and distribute the final Official Statement, dated _______ __, 2021, in the reoffering, sale and delivery of the Certificates to the public. The Mayor and/or City Secretary are further authorized and directed to manually execute and deliver for and on behalf of the City copies of the Official Statement in final form as may be required by the Purchasers, and such final Official Statement in the form and content manually executed by said officials shall be deemed to be approved by the City Council and constitute the Official Statement authorized for distribution and use by the Purchasers. The proper officials of the City are hereby authorized to execute and 82642256.3 -34- deliver a certificate pertaining to such Official Statement as prescribed therein, dated as of the date of payment for and delivery of the Certificates. Proceeds from the sale of the Certificates shall be applied as follows: (1) Accrued interest, if any, received from the Purchasers shall be deposited into the Certificate Fund. The City received a [net] reoffering premium from the sale of the Certificates of $__________ which is hereby allocated by the City in the following manner: (1) $__________ to pay the Purchasers’ compensation, (2) $_________ to pay the costs of issuance, and (3) $________ shall be deposited to the project construction fund. (2) The amount of $_______ (being principal of the Certificates in the amount of $_________ and a portion of the [net] reoffering premium in the amount of $_________ as described above), derived from the sale of the Certificates, after making the deposits to the Certificate Fund as described in (1) above, shall be used to pay costs of issuance or deposited into the special construction account or accounts created for the projects to be constructed with the proceeds of the Certificates. This special construction account shall be established and maintained at the Depository and shall be invested in accordance with the provisions of Section 10 of this Ordinance. The governing body of the City hereby appropriates from this special construction account funds necessary to undertake these capital projects for which the Certificates are issued (being those projects described in Section 1 hereof). Interest earned on the proceeds of the Certificates pending completion of construction of the projects financed with such proceeds shall be accounted for, maintained, deposited, and expended as permitted by the provisions of Chapter 1201, as amended, Texas Government Code, or as required by any other applicable law. Thereafter, such amounts shall be expended in accordance with Section 14 of this Ordinance. SECTION 27. Covenants to Maintain Tax-Exempt Status. A. Definitions. When used in this Section, the following terms have the following meanings: [Bonds means the “City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2021”.] Closing Date means the date on which the Certificates are first authenticated and delivered to the initial purchasers against payment therefor. Code means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. Computation Date has the meaning set forth in Section 1.148-1(b) of the Regulations. Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the Regulations, of the Certificates. 82642256.3 -35- Investment has the meaning set forth in Section 1.148-1(b) of the Regulations. Nonpurpose Investment means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Certificates are invested and which is not acquired to carry out the governmental purposes of the Certificates. Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations. Regulations means any proposed, temporary, or final Income Tax Regulations issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Certificates. Any reference to any specific Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. Yield of (1) any Investment has the meaning set forth in Section 1.148-5 of the Regulations; and (2) [the Certificates means the combined yield of the Certificates and the Bonds, treated as a single issue, within the meaning set forth in Section 1.148- 4 of the Regulations.] B. Not to Cause Interest to Become Taxable. The City shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Certificate to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the City receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Certificate, the City shall comply with each of the specific covenants in this Section. C. No Private Use or Private Payments. Except to the extent that it will not cause the Certificates to become “private activity bonds” within the meaning of section 141 of the Code and the Regulations and rulings thereunder, the City shall at all times prior to the last Stated Maturity of Certificates: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Certificates, and not use or permit the use of such Gross Proceeds (including all contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and 82642256.3 -36- (2) not directly or indirectly impose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Certificates or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds, other than taxes of general application within the City or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. D. No Private Loan. Except as would not cause the Certificates to become “private activity bonds” within the meaning of section 141 of the Code and the Regulations and rulings thereunder, the City shall not use Gross Proceeds of the Certificates to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be “loaned” to a person or entity if- (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take-or-pay, output or similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. E. Not to Invest at Higher Yield. Except as would not cause the Certificates to become “arbitrage bonds” within the meaning of section 148 of the Code and the Regulations and rulings thereunder, the City shall not at any time prior to the final Stated Maturity of the Certificates directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the Yield of any Investment acquired with Gross Proceeds, whether then held or previously disposed of, materially exceeds the Yield of the Certificates. F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the Code and the Regulations and rulings thereunder, the City shall not take or omit to take any action which would cause the Certificates to be federally guaranteed within the meaning of section 149(b) of the Code and the Regulations and rulings thereunder. G. Information Report. The City shall timely file the information required by section 149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in such place as the Secretary may prescribe. H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(f) of the Code and the Regulations and rulings thereunder: (1) The City shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from all other funds (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six years after the day on which the last Outstanding Certificate is discharged. However, to the extent permitted by law, the City may commingle Gross Proceeds of the Certificates with other money of the City, provided that the City separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. 82642256.3 -37- (2) Not less frequently than each Computation Date, the City shall calculate the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the Regulations and rulings thereunder. The City shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Certificates until six years after the final Computation Date. (3) As additional consideration for the purchase of the Certificates by the Purchasers and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the City shall pay to the United States out of the Certificate Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the amount that when added to the future value of previous rebate payments made for the Certificates equals (i) in the case of a Final Computation Date as defined in Section 1.148- 3(e)(2) of the Regulations, one hundred percent (100%) of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder. (4) The City shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3), and if an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter (and in all events within one hundred eighty (180) days after discovery of the error), including payment to the United States of any additional Rebate Amount owed to it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations. I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the City shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Certificates, enter into any transaction that reduces the amount required to be paid to the United States pursuant to Subsection H of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm’s length and had the Yield of the Certificates not been relevant to either party. J. Certificates Not Hedge Bonds. (1) The City reasonably expects to spend at least 85% of the spendable proceeds of the Certificates within three years after such Certificates are issued. (2) Not more than 50% of the proceeds of the Certificates will be invested in Nonpurpose Investments having a substantially guaranteed Yield for a period of 4 years or more. 82642256.3 -38- K. Elections. The City hereby directs and authorizes the Mayor, the Mayor Pro Tem, any Authorized Representative, or any combination of them, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Certificates, in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. Such elections shall be deemed to be made on the Closing Date. SECTION 28. Control and Custody of Certificates. The Mayor of the City shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas and shall take and have charge and control of the Certificates pending their approval by the Attorney General, the registration thereof by the Comptroller of Public Accounts and the delivery of the Certificates to the Purchasers. Furthermore, each Authorized Representative is hereby authorized and directed to furnish and execute such documents relating to the City and its financial affairs as may be necessary for the issuance of the Certificates, the approval of the Attorney General of the State of Texas and their registration by the Comptroller of Public Accounts of the State of Texas and, together with the City’s financial advisor, bond counsel, and the Paying Agent/Registrar, make the necessary arrangements for the delivery of the Initial Certificate to the Purchasers and the initial exchange thereof for definitive Certificates. SECTION 29. Satisfaction of Obligation of City. If the City shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Certificates, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied and the lien on and pledge of the Pledged Revenues under this Ordinance and all covenants, agreements, and other obligations of the City to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Certificates, or any principal amount(s) thereof, shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when (i) money sufficient to pay in full such Certificates or the principal amount(s) thereof at Stated Maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent, and/or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities that mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any money deposited therewith, if any, to pay when due the principal of and interest on such Certificates, or the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. In the event of a defeasance of the Certificates, the City shall deliver a certificate from its financial advisor, the Paying Agent/Registrar, an independent accounting firm, or another qualified third party concerning the deposit of cash and/or Government Securities to pay, when due, the principal of, redemption premium (if any), and interest due on any defeased Certificates. As and to the extent applicable, if at all, the City covenants that no deposit of money or Government Securities will be made under this Section and no use made of any such deposit which would cause the 82642256.3 -39- Certificates to be treated as arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 27 hereof). Any money so deposited with the Paying Agent/Registrar, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Certificates, or any principal amount(s) thereof, or interest thereon with respect to which such money has been so deposited shall be remitted to the City or deposited as directed by the City. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Certificates and remaining unclaimed for a period of three (3) years after the Stated Maturity of the Certificates, or applicable redemption date, such money was deposited and is held in trust to pay shall upon the request of the City be remitted to the City against a written receipt therefor, subject to the unclaimed property laws of the State of Texas. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided that any determination not to redeem defeased Certificates that is made in conjunction with the payment arrangements specified in subsection (i) or (ii) above shall not be irrevocable, provided that: (1) in the proceedings providing for such defeasance, the City expressly reserves the right to call the defeased Certificates for redemption; (2) gives notice of the reservation of that right to the owners of the defeased Certificates immediately following the defeasance; (3) directs that notice of the reservation be included in any redemption notices that it authorizes; and (4) at the time of the redemption, satisfies the conditions of (i) or (ii) above with respect to such defeased debt as though it was being defeased at the time of the exercise of the option to redeem the defeased Certificates, after taking the redemption into account in determining the sufficiency of the provisions made for the payment of the defeased Certificates. SECTION 30. Printed Opinion. The Purchasers’ obligation to accept delivery of the Certificates is subject to their being furnished a final opinion of Norton Rose Fulbright US LLP, Austin, Texas, as Bond Counsel, approving certain legal matters as to the Certificates, the opinion to be dated and delivered as of the date of initial delivery and payment for the Certificates. Printing of a true and correct copy of the opinion on the reverse side of each of the Certificates, with appropriate certificate pertaining thereto executed by facsimile signature of the City Secretary of the City is hereby approved and authorized. SECTION 31. CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Certificates. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Certificates shall be of no significance or effect as regards the legality thereof, and neither the City nor Bond Counsel are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Certificates. SECTION 32. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 33. Ordinance a Contract, Amendments - Outstanding Certificates. The City acknowledges that the covenants and obligations of the City herein contained are a material inducement to the purchase of the Certificates. This Ordinance shall constitute a contract with the Holders from time to time, binding on the City and its successors and assigns, and it shall not be 82642256.3 -40- amended or repealed by the City so long as any Certificate remains Outstanding except as permitted in this Section. The City may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the City may, with the written consent of Holders holding a majority in aggregate principal amount of the Certificates then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided, however, that, without the consent of all Holders of Outstanding Certificates, no such amendment, addition, or rescission shall (1) extend the time or times of payment of the principal of and interest on the Certificates, reduce the principal amount thereof or the rate of interest thereon, or in any other way modify the terms of payment of the principal of, the redemption price therefor, or interest on the Certificates, (2) give any preference to any Certificate over any other Certificate, or (3) reduce the aggregate principal amount of Certificates required for consent to any such amendment, addition, or rescission. SECTION 34. Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the City, Bond Counsel, Paying Agent/Registrar, and the Holders, any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the City, Bond Counsel, Paying Agent/Registrar, and the Holders. SECTION 35. Inconsistent Provisions. All ordinances and resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict, and the provisions of this Ordinance shall be and remain controlling as to the matters ordained herein. SECTION 36. Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 37. Severability. If any provision of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 38. Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 39. Incorporation of Preamble Recitals. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Ordinance for all purposes and are adopted as a part of the judgment and findings of the City Council of the City. SECTION 40. Authorization of Paying Agent/Registrar Agreement. The City Council of the City hereby finds and determines that it is in the best interest of the City to authorize the 82642256.3 -41- execution of a Paying Agent/Registrar Agreement concerning the payment, exchange, registration, and transferability of the Certificates. A copy of the Paying Agent/Registrar Agreement is attached hereto, in substantially final form, as Exhibit A and is incorporated by reference to the provisions of this Ordinance. SECTION 41. Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code. SECTION 42. Unavailability of Authorized Publication. If, because of the temporary or permanent suspension of any newspaper, journal, or other publication, or, for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the City or of the Paying Agent/Registrar shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. SECTION 43. No Recourse Against City Officials. No recourse shall be had for the payment of principal of, premium, if any, or interest on any Certificate or for any claim based thereon or on this Ordinance against any official of the City or any person executing any Certificate. SECTION 44. Continuing Disclosure Undertaking. A. Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: EMMA means the MSRB’s Electronic Municipal Market Access system, accessible by the general public, without charge, on the internet through the uniform resource locator (URL) http://www.emma.msrb.org. Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (c) guarantee of a debt obligation or any such derivative instrument; provided that “financial obligation” shall not include municipal securities (as defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been provided to the MSRB consistent with the Rule. MSRB means the Municipal Securities Rulemaking Board. Rule means SEC Rule 15c2-12, as amended from time to time. SEC means the United States Securities and Exchange Commission. 82642256.3 -42- Undertaking means the Issuer’s continuing disclosure undertaking, described in subsections B through F below, hereunder accepted and entered into by the Issuer for the purpose of compliance with the Rule. B. Annual Reports. The City shall file annually with the MSRB, (1) within six months after the end of each fiscal year of the City ending in or after 2021, financial information and operating data with respect to the System of the general type included in the final Official Statement authorized by Section 26 of this Ordinance, being the information described in Exhibit C hereto, and (2) if not provided as part of such financial information and operating data, audited financial statements of the City, when and if available. Any financial statements so to be provided shall be (i) prepared in accordance with the accounting principles described in Exhibit C hereto, or such other accounting principles as the City may be required to employ from time to time pursuant to state law or regulation, and (ii) audited, if the City commissions an audit of such financial statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the City shall file unaudited financial statements within such period and audited financial statements for the applicable fiscal year to the MSRB, when and if the audit report on such financial statements becomes available. Under current Texas law, including, but not limited to, Chapter 103, as amended, Texas Local Government Code, the City must have its records and accounts audited annually and shall have an annual financial statement prepared based on the audit. The annual financial statement, including the auditor’s opinion on the statement, shall be filed in the office of the City Secretary within one hundred eighty (180) days after the last day of the City’s fiscal year. Additionally, upon the filing of this financial statement and the annual audit, these documents are subject to the Texas Open Records Act, as amended, Texas Government Code, Chapter 552. If the City changes its fiscal year, it will file notice of such change (and of the date of the new fiscal year end) with the MSRB prior to the next date by which the City otherwise would be required to provide financial information and operating data pursuant to this Section. C. Notice of Certain Events. The City shall file notice of any of the following events with respect to the Certificates to the MSRB in a timely manner and not more than 10 business days after occurrence of the event: (1) Principal and interest payment delinquencies; (2) Non-payment related defaults, if material; (3) Unscheduled draws on debt service reserves reflecting financial difficulties; (4) Unscheduled draws on credit enhancements reflecting financial difficulties; (5) Substitution of credit or liquidity providers, or their failure to perform; (6) Adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701- 82642256.3 -43- TEB), or other material notices or determinations with respect to the tax status of the Certificates, or other material events affecting the tax status of the Certificates; (7) Modifications to rights of holders of the Certificates if material; (8) Certificate calls, if material, and tender offers; (9) Defeasances; (10) Release, substitution, or sale of property securing repayment of the Certificates, if material; (11) Rating changes; (12) Bankruptcy, insolvency, receivership, or similar event of the City, which shall occur as described below; (13) The consummation of a merger, consolidation, or acquisition involving the City or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) Appointment of a successor or additional paying agent/registrar or the change of name of a paying agent/registrar, if material; (15) Incurrence of a Financial Obligation of the Issuer, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Issuer, any of which affect security holders, if material; and (16) Default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Issuer, any of which reflect financial difficulties. For these purposes, (a) any event described in the immediately preceding paragraph (12) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the City in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the City, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the City, and (b) the Issuer intends the words used in the immediately preceding paragraphs (15) and (16) and the definition of Financial Obligation in this Section to have the same meanings as when they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018. The City shall file notice with the MSRB, in a timely manner, of any failure by the City to 82642256.3 -44- provide financial information or operating data in accordance with this Section by the time required by this Section. D. Limitations, Disclaimers, and Amendments. The City shall be obligated to observe and perform the covenants specified in this Section for so long as, but only for so long as, the City remains an “obligated person” with respect to the Certificates within the meaning of the Rule, except that the City in any event will give notice of any deposit that causes the Certificates to be no longer Outstanding. The provisions of this Section are for the sole benefit of the holders and beneficial owners of the Certificates, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The City undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the City’s financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The City does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Certificates at any future date. UNDER NO CIRCUMSTANCES SHALL THE CITY BE LIABLE TO THE HOLDER OR BENEFICIAL OWNER OF ANY CERTIFICATE OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE CITY, WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. No default by the City in observing or performing its obligations under this Section shall constitute a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the City under federal and state securities laws. The provisions of this Section may be amended by the City from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the City, but only if (1) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Certificates in the primary offering of the Certificates in compliance with the Rule, taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (2) either (a) the holders of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the Outstanding Certificates consent to such amendment or (b) a person that is unaffiliated with the City (such as nationally recognized bond counsel) determines that such 82642256.3 -45- amendment will not materially impair the interests of the holders and beneficial owners of the Certificates. The City may also repeal or amend the provisions of this Section if the SEC amends or repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that such provisions of the Rule are invalid, and the City also may amend the provisions of this Section in its discretion in any other manner or circumstance, but in either case only if and to the extent that the provisions of this sentence would not have prevented an underwriter from lawfully purchasing or selling Certificates in the primary offering of the Certificates, giving effect to (a) such provisions as so amended and (b) any amendments or interpretations of the Rule. If the City so amends the provisions of this Section, the City shall include with any amended financial information or operating data next provided in accordance with this Section an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. E. Information Format; Incorporation by Reference. The City information required under this Section shall be filed with the MSRB through EMMA in such format and accompanied by such identifying information as may be specified from time to time thereby. Under the current rules of the MSRB, continuing disclosure documents submitted to EMMA must be in word-searchable portable document format (PDF) files that permit the document to be saved, viewed, printed, and retransmitted by electronic means and the series of obligations to which such continuing disclosure documents relate must be identified by CUSIP number or numbers. Financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document (including an official statement or other offering document) available to the public through EMMA or filed with the SEC. F. General Policies and Procedures Concerning Compliance with the Rule. Because the issuance of the Certificates is subject to the provisions of the Rule and because the potential “underwriters” in a negotiated sale of the Certificates or the initial purchasers in a competitive sale of the Certificates may be subject to MSRB rules and regulations with respect to such sale (including certain due diligence and suitability requirements, among others), the Issuer hereby adopts the General Policies and Procedures Concerning Compliance with the Rule (the Policies and Procedures), attached hereto as Exhibit E, with which the Issuer shall follow to assure compliance with the Undertaking. The Issuer has developed these Policies and Procedures for the purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought the guidance from its internal staff charged with administering the Issuer’s financial affairs, its municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent accountants (to the extent determined to be necessary or advisable). The Policies and Procedures can be amended at the sole discretion of the Issuer and any such amendment will not be deemed to be an amendment to the Undertaking. Each Authorized Representative is hereby authorized to amend the Policies and Procedures as a result of a change in law, a future issuance of indebtedness subject to the Rule, or another purpose determined by the Authorized Representative to be necessary or desirable for or with respect to future compliance with the Undertaking. 82642256.3 -46- SECTION 45. Book-Entry Only System. The Certificates shall initially be registered so as to participate in a securities depository system (the DTC System) with The Depository Trust Company, New York, New York, or any successor entity thereto (DTC), as set forth herein. Each Stated Maturity of the Certificates shall be issued (following cancellation of the Initial Certificate described in Section 7) in the form of a separate single definitive Certificate. Upon issuance, the ownership of each such Certificate shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding Certificates shall be registered in the name of Cede & Co., as the nominee of DTC. The City and the Paying Agent/Registrar are authorized to execute, deliver, and take the actions set forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including the Letter of Representations attached hereto as Exhibit D (the Representation Letter). With respect to the Certificates registered in the name of Cede & Co., as nominee of DTC, the City and the Paying Agent/Registrar shall have no responsibility or obligation to any broker-dealer, bank, or other financial institution for which DTC holds the Certificates from time to time as securities depository (a Depository Participant) or to any person on behalf of whom such a Depository Participant holds an interest in the Certificates (an Indirect Participant). Without limiting the immediately preceding sentence, the City and the Paying Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co., or any Depository Participant with respect to any ownership interest in the Certificates, (ii) the delivery to any Depository Participant or any other person, other than a registered owner of the Certificates, as shown on the Security Register, of any notice with respect to the Certificates, including any notice of redemption, or (iii) the delivery to any Depository Participant or any Indirect Participant or any other Person, other than a Holder of a Certificate, of any amount with respect to principal of, premium, if any, or interest on the Certificates. While in the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the obligation of the City to make payments of principal, premium, if any, and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the Holder, the word “Cede & Co.” in this Ordinance shall refer to such new nominee of DTC. In the event that (a) the City determines that DTC is incapable of discharging its responsibilities described herein and in the Representation Letter, (b) the Representation Letter shall be terminated for any reason, or (c) DTC or the City determines that it is in the best interest of the beneficial owners of the Certificates that they be able to obtain certificated Certificates, the City shall notify the Paying Agent/Registrar, DTC, and the Depository Participants of the availability within a reasonable period of time through DTC of bond certificates, and the Certificates shall no longer be restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the City may determine that the Certificates shall be registered in the name of and deposited with a successor depository operating a securities depository system, as may be acceptable to the City, or such depository’s agent or designee, and if the City and the Paying Agent/Registrar do not select such alternate securities depository system then the Certificates may be registered in whatever name or names the Holders of Certificates transferring or exchanging the Certificates shall designate, in accordance with the provisions hereof. 82642256.3 -47- Notwithstanding any other provision of this Ordinance to the contrary, so long as any Certificate is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of, premium, if any, and interest on such Certificate and all notices with respect to such Certificate shall be made and given, respectively, in the manner provided in the Representation Letter. SECTION 46. Further Procedures. The officers and employees of the City are hereby authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the City all such instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial sale and delivery of the Certificates, the Paying Agent/Registrar Agreement, the Purchase Contract, and the Official Statement. In addition, prior to the initial delivery of the Certificates, the Authorized Representatives and Bond Counsel are hereby authorized and directed to approve any technical changes or corrections to this Ordinance or to any of the instruments authorized and approved by this Ordinance and as described in the Official Statement necessary in order to (i) correct any ambiguity or mistake or properly or more completely document the transactions contemplated and approved by this Ordinance, (ii) obtain a rating from any of the national bond rating agencies, or (iii) obtain the approval of the Certificates by the Texas Attorney General’s office. In case any officer of the City whose signature shall appear on any certificate shall cease to be such officer before the delivery of such certificate, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 47. Automatic Budget Amendments to Reflect Final Debt Service Payments. To the extent that the City Council has adopted an annual budget that includes payment of debt service on any Certificates issued (or to be issued) pursuant to this Ordinance based on the City’s reasonable expectations and projections relative to those Certificates, such budget entries shall, upon the issuance of Certificates, be automatically adjusted to reflect actual debt service payments on those Certificates coming due during the period of time covered by such budget. Each Authorized Representative, or the designee thereof, is authorized to make such necessary budget entries and/or adjustments to reflect these final debt service amounts. SECTION 48. City’s Consent to Provide Information and Documentation to the Texas MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the Internal Revenue Code and which serves as a comprehensive financial information repository regarding municipal debt issuers in Texas, requires provision of written documentation regarding the issuance of municipal debt by the issuers thereof. In support of the purpose of the Texas MAC and in compliance with applicable law, the City hereby consents to and authorizes any Authorized Representative, the City’s Bond Counsel, and/or the City’s Financial Advisor to provide to the Texas MAC information and documentation requested by the Texas MAC relating to the Certificates; provided, however, that no such information and documentation shall be provided prior to the Closing Date. This consent and authorization relates only to information and documentation that is a part of the public record concerning the issuance of the Certificates. SECTION 49. Ancillary Bond Contracts. Though such parties may be identified, and the entry into a particular form of contract may be authorized herein, pursuant to Chapter 1371, 82642256.3 -48- and any other applicable law, the Governing Body, hereby delegates to each Authorized Representative other than the Mayor the authority to independently select the counterparty to any agreement with any paying agent/registrar, rating agency, securities depository, or any other contract that is determined by an Authorized Representative (other than the Mayor), the City’s Financial Advisors, or the City’s Bond Counsel to be necessary or incidental to the issuance of the Bonds as long as each of such contracts has a value of less than the amount referenced in Section 2252.908 of the Texas Government Code (collectively, the Ancillary Bond Contracts); and, as necessary, to execute the Ancillary Bond Contracts on behalf and as the act and deed of the City. As a result of such delegation, the provisions of Section 2252.908, as amended, Texas Government Code, are not applicable to the Ancillary Bond Contracts pursuant to 1 Texas Administrative Code Sec. 46.1(c). SECTION 50. Effective Date. Pursuant to the provisions of Section 1201.028, as amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption, notwithstanding any provision in the City’s Home Rule Charter to the contrary concerning a multiple reading requirement for the adoption of ordinances. [The remainder of this page intentionally left blank.] 82642256.3 S-1 PASSED AND ADOPTED on the 10th day of August, 2021. CITY OF CORPUS CHRISTI, TEXAS ____________________________________ Mayor ATTEST: ____________________________________ City Secretary APPROVED THIS 10TH DAY OF AUGUST, 2021: Miles Risley, City Attorney (CITY SEAL) 82642256.3 THE STATE OF TEXAS § COUNTY OF NUECES § I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the above and foregoing is a true, full and correct copy of an Ordinance passed by the City Council of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 10th day of August, 2021, authorizing the issuance of the City’s Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2021, which ordinance is duly of record in the minutes of said City Council, and said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Texas Government Code, Chapter 551. EXECUTED UNDER MY HAND AND SEAL of said City, this the 10th day of August, 2021. City Secretary (CITY SEAL) 82642256.3 The foregoing ordinance was read for the first time and passed to its second reading on this the 27th day of July, 2021, by the following vote: Paulette Guajardo ____________ John Martinez ___________ Roland Barrera ____________ Ben Molina ____________ Gil Hernandez ____________ Mike Pusley ____________ Michael Hunter ____________ Greg Smith ____________ Billy Lerma ____________ That the foregoing ordinance was read for the second time and passed finally on this the 10 th day of August, 2021, by the following vote: Paulette Guajardo ____________ John Martinez ___________ Roland Barrera ____________ Ben Molina ____________ Gil Hernandez ____________ Mike Pusley ____________ Michael Hunter ____________ Greg Smith ____________ Billy Lerma ____________ PASSED AND APPROVED, this the 10th day of August, 2021. ATTEST: __________________________________ _____________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor 82642256.3 Index-1 INDEX OF SCHEDULES AND EXHIBITS Schedule I – Approval Certificate Exhibit A – Paying Agent/Registrar Agreement Exhibit B – Purchase Contract Exhibit C – Description of Annual Financial Information Exhibit D – DTC Letter of Representations Exhibit E – General Policies and Procedures Concerning Compliance With the Rule [The remainder of this page intentionally left blank.] 82642256.3 A-1 EXHIBIT A PAYING AGENT/REGISTRAR AGREEMENT SEE TAB NO. __ 82642256.3 B-1 EXHIBIT B PURCHASE CONTRACT SEE TAB NO. __ 82642256.3 C-1 EXHIBIT C DESCRIPTION OF ANNUAL FINANCIAL INFORMATION The following information is referred to in Section 44 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the City to be provided annually in accordance with such Section are as specified (and included in the Appendix or under the headings of the Official Statement referred to) below: (1) The City’s audited financial statements for the most recently concluded fiscal year or to the extent these audited financial statements are not available, the portions of the unaudited financial statements of the City appended to the Official Statement as Appendix B, but for the most recently concluded fiscal year. (2) [All quantitative financial information and operating data with respect to the City of the general type included in the Official Statement under Tables numbered 1 through 6 and 8 through 12 (“Financial Information”).] Accounting Principles The accounting principles referred to in such Section are generally accepted accounting principles for governmental units as prescribed by the Government Accounting Standards Board from time to time. 82642256.3 D-1 EXHIBIT D DTC LETTER OF REPRESENTATIONS SEE TAB NO. __ 82642256.3 E-1 EXHIBIT E GENERAL POLICIES AND PROCEDURES CONCERNING COMPLIANCE WITH THE RULE I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 44 of the Ordinance. Certificates refer to the Certificates that are the subject of the Ordinance to which this Exhibit is attached. II. As a capital markets participant, the Issuer is aware of its continuing disclosure requirements and obligations existing under the Rule prior to February 27, 2019, the effective date of the most recent amendment to the Rule (the Effective Date), and has implemented and maintained internal policies, processes, and procedures to ensure compliance therewith. Adherence to these internal policies, processes, and procedures has enabled underwriters in non-exempt negotiated sales and initial purchasers in non-exempt competitive sales to comply with their obligations arising under various MSRB rules and regulations concerning due diligence and findings of suitability, among other matters, regarding the Issuer’s compliance with the Rule. III. The Issuer is aware that the Rule was amended as of the Effective Date (the Rule Amendment) and has accommodated this amendment by adding subparagraphs (15) and (16) to Section 44C of the Ordinance, which provisions are a part of the Undertaking. IV. The Issuer is aware that “participating underwriters” (as such term is defined in the Rule) of the Certificates must make inquiry and reasonably believe that the Issuer is likely to comply with the Undertaking and that the standards for determining compliance have increased over time as a result of, among others, the United States Securities and Exchange Commission’s Municipalities Continuing Disclosure Cooperation Initiative and regulatory commentary relating to the effectiveness of the Rule Amendment. V. The Issuer now establishes the following general policies and procedures (the Policies and Procedures) for satisfying its obligations pursuant to the Undertaking, which policies and procedures have been developed based on the Issuer’s informal policies, procedures, and processes utilized prior to the Effective Date for compliance with the Issuer’s obligations under the Rule, the advice from and discussions with the Issuer’s internal senior staff (including staff charged with administering the Issuer’s financial affairs), its municipal or financial advisors, its legal counsel (including Bond Counsel), and its independent accountants, to the extent determined to be necessary or advisable (collectively, the Compliance Team): 1. The Chief Financial Officer (the Compliance Officer) shall be responsible for satisfying the Issuer’s obligations pursuant to the Undertaking through adherence to these Policies and Procedures; 2. the Compliance Officer shall establish reminder or “tickler” systems to identify and timely report to the MSRB, in the format thereby prescribed from time to time, the Issuer’s information of the type described in Section 44B of the Ordinance; 82642256.3 E-2 3. the Compliance Officer shall promptly determine the occurrence of any of the events described in Section 44C of the Ordinance; 4. the Compliance Officer shall work with external consultants of the Issuer, as and to the extent necessary, to timely prepare and file with the MSRB the annual information of the Issuer and notice of the occurrence of any of the events referenced in Clauses 2 and 3 above, respectively, the foregoing being required to satisfy the terms of the Undertaking; 5. the Compliance Officer shall establish a system for identifying and monitoring any Financial Obligations, whether now existing or hereafter entered into by the Issuer, and (upon identification) determining if such Financial Obligation has the potential to materially impact the security or source of repayment of the Certificates; 6. upon identification of any Financial Obligation meeting the materiality standard identified in Clause 5 above, the Compliance Officer shall establish a process for identifying and monitoring any Issuer agreement to covenants, events of default, remedies, priority rights, or other similar terms under such Financial Obligation; 7. the Compliance Officer shall establish a process for identifying the occurrence of any default, event of acceleration, termination event, modification of terms, or other similar events under the terms of any Financial Obligation, the occurrence of any of which reflect financial difficulties of the Issuer; and 8. the Compliance Officer shall annually review these Policies and Procedures with the remainder of the Compliance Team, make any modifications on an internal document retained by the Compliance Officer and available to any “participating underwriter” (as defined in the Rule), if requested, and on the basis of this annual review (to the extent determined to be necessary or desirable), seek additional training for herself or himself, as well as other members of the Issuer’s internal staff identified by the Compliance Officer to assist with the Issuer’s satisfaction of the terms and provisions of the Undertaking. CITY OF CORPUS CHRISTI FY 2021 CERTIFICATES OF OBLIGATION City Hall First Floor Renovation 125,000$ City Hall 6th Floor Conference Room 480,000$ City Hall Fencing and Gates 135,000$ Various Facility Improvements 2,000,000$ Museum of Science and History Cooling and Heating 1,342,440$ Cefe Valenzuela Landfill Sector 2C Cell Development 517,000$ Cefe Valenzuela Gas Collection & Control System 315,000$ Cefe Valenzuela Landfill Road Improvements 2,000,000$ JC Elliott Landfill Road Improvements 1,100,000$ Solid Waste Facility Complex 2,516,500$ Police Substation - Flour Bluff 1,200,000$ Total for Projects in Capital Budget 11,730,940$ Additional needs for Certificates of Obligation: Addiitonal Facility Improvements 3,000,000$ Golf Course Improvements 2,300,000$ Veteran's Memorial 125,000$ City Hall Elevators 1,250,000$ Total for Additional Projects 6,675,000$ TOTAL FY2021 CERTIFICATES OF OBLIGATION 18,405,940$ AGENDA MEMORANDUM First Reading for the City Council Meeting of July 27, 2021 Second Reading for the City Council Meeting of August 10, 2021 ______________________________________________________________________ DATE: July 17, 2021 TO: Peter Zanoni, City Manager FROM: Heather Hurlbert, CPA, Director of Finance and Business Analysis HeatherH3@cctexas.com (361) 826-3227 CAPTION: Ordinance authorizing the delegation of the issuance of City of Corpus Christi General Improvement Refunding Bonds, Series 2021, refunding various series in an amount not to exceed $60,000,000, within set parameters and according to the plan of finance set by the City’s financial advisors to the City Manager, Chief Financial Officer, or Finance Director and authorizing other matters incident and related thereto. SUMMARY: The City plans on issuing for savings General Improvement Refunding Bonds in an amount not to exceed $60,000,000. The amount of bond issuance included in the ordinance includes estimated costs of issuance and accounts for any fluctuations in the bond market at the time of pricing. The ordinance delegates the authority to issue the bonds to the City Manager, Chief Financial Officer, or the Director of Finance and Business Analysis per the plan of finance set by the City’s financial advisors and within the parameters set forth in the ordinance for net present value savings and true interest rate. BACKGROUND AND FINDINGS: Because of the fluctuating conditions in the municipal bond market and to ensure that all legal documents are executed on a timely basis, our financial advisor has recommended that the City Council delegate to the City Manager, Chief Financial Officer, and the Director of Financial Business Analysis - including any person serving in any of the foregoing capacities on an interim or non-permanent basis (the “Authorized Officials”), the authority to approve the sale of the bonds subject to the following parameters: (1) the principal amount in total of all bonds sold may not exceed $60,000,000; (2) the refunding will result in a net present value savings of at least 3%; and (3) the true interest rate shall not exceed 5% per year. The City's bond counsel has confirmed that the City can delegate the sale of the bonds to the Delegated Officials in the manner outlined above pursuant to the authority contained in Chapter 1371, as amended, of the Texas Government Code. Delegating the Authorization for the Issuance of Refunding Bonds The City’s Financial Advisor, Estrada Hinojosa, has identified several bonds series that are eligible for refunding at this time. Due to the current instability in the market, a decision has not been made as to which of the identified series will be refunded or if the refunded bonds will be taxable or tax-exempt, but the amount including issuance costs will not exceed $60,000,000. To move forward with refunding a series, the refunding must result in a net present value savings of at least 3%. If all identified series are refunded, assuming market conditions earlier in the year, the projected annual savings for the General Fund, Airport and Convention Center could be up to approximately $400,000 over the remaining life of the bonds. The average remaining life of the identified series is 3.6 years with an estimated net present value savings of 4.96%. This is the first step in the process of issuing refunding bonds. The City will meet with the rating agencies in late July followed by issuing of the preliminary official statement in early August, and then the sale of the bonds in August or September. City Council will be updated with the final results of the issuance at completion. A complete timeline is shown below: Date Event Week of July 26th Calls with rating agencies August 10, 2021 Adopt delegation ordinance August 18, 2021 Due diligence calls August 19, 2021 Posting of Preliminary Official Statement August 31, 2021 Pricing and sale of bonds September 22, 2021 Close on financing ALTERNATIVES: n/a FISCAL IMPACT: The fiscal impact of this ordinance is that it will generate up to $400,000, or a 4.96% net present value savings over the remaining life of the bonds. COMMENTS: None RECOMMENDATION: Staff recommends approval of the ordinance as presented. LIST OF SUPPORTING DOCUMENTS: Ordinance 82642268.2 ORDINANCE NO. AN ORDINANCE BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS AUTHORIZING THE ISSUANCE OF ITS GENERAL IMPROVEMENT REFUNDING BONDS IN ONE OR MORE SERIES (AS DESIGNATED BY PURPOSE AND SERIES); LEVYING A CONTINUING DIRECT ANNUAL AD VALOREM TAX FOR THE PAYMENT OF THE BONDS; PRESCRIBING THE FORM, TERMS, CONDITIONS, AND RESOLVING OTHER MATTERS INCIDENT AND RELATED TO THE ISSUANCE, SALE, AND DELIVERY OF ONE OR MORE SERIES OF BONDS, INCLUDING THE APPROVAL AND DISTRIBUTION OF ONE OR MORE OFFICIAL STATEMENTS PERTAINING THERETO; AUTHORIZING THE EXECUTION OF ONE OR MORE ESCROW AGREEMENTS, PAYING AGENT/REGISTRAR AGREEMENTS AND PURCHASE CONTRACTS EACH PERTAINING TO A SERIES OF BONDS; COMPLYING WITH THE PROVISIONS OF THE DEPOSITORY TRUST COMPANY’S LETTER OF REPRESENTATIONS; DELEGATING THE AUTHORITY TO CERTAIN CITY OFFICIALS AND STAFF TO APPROVE AND EXECUTE CERTAIN DOCUMENTS RELATING TO THE SALE OF EACH SERIES OF BONDS; ENACTING OTHER PROVISIONS INCIDENT AND RELATED TO THE SUBJECT AND PURPOSE OF THIS ORDINANCE; AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City Council (the Governing Body) of the City of Corpus Christi, Texas (the Issuer or the City) has heretofore issued, sold, and delivered, and there are currently outstanding (i) obligations in the aggregate original principal amount of $____________, being the obligations set forth on Schedule I hereto which is incorporated by reference for all purposes to this ordinance (the Refunded Obligations); and WHEREAS, pursuant to the provisions of Chapter 1207, as amended, Texas Government Code (Chapter 1207), the Governing Body is authorized to issue refunding bonds and deposit the proceeds of sale under an escrow agreement to provide for the payment of the Refunded Obligations, and such deposit, when made in accordance with Chapter 1207, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Obligations; and WHEREAS, Chapter 1207 permits that the deposit of the proceeds from the sale of the refunding bonds be deposited directly with any designated escrow agent which is not the depository bank of the Issuer; and WHEREAS, when firm banking arrangements have been made for the payment of principal of and interest to the stated maturity or redemption dates of the Refunded Obligations, then the Refunded Obligations shall no longer be regarded as outstanding except for the purpose of receiving payment from the funds provided for such purpose and may not be included in or considered to be an indebtedness of the Issuer for the purpose of a limitation on outstanding indebtedness or taxation or for any other purpose; and 82642268.2 -2- WHEREAS, [BOKF, NA, Dallas, Texas / The Bank of New York Mellon Trust Company, N.A., Dallas, Texas], currently serves as the paying agent for the Refunded Obligations as disclosed on Schedule I hereto; and WHEREAS, [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas] (which is not the depository bank of the City), is hereby appointed as the Escrow Agent (hereinafter defined) and as the Paying Agent/Registrar (hereafter defined) for the bonds; and WHEREAS, the Governing Body also hereby finds and determines that the Refunded Obligations are scheduled to mature or are subject to being redeemed, not more than twenty (20) years from the date of the refunding bonds herein authorized and being issued to realize debt service savings, and such refunding will result in a gross savings of $__________ and a net present value savings of $____________ (__________%); and WHEREAS, the Governing Body hereby finds and determines that, pursuant to applicable Texas law, the delegation to a Pricing Officer with the authority to execute an Approval Certificate (a form of which is attached hereto as Schedule II) to approve the final terms of each series of Bonds as set forth in respective Approval Certificate is in the best interest of the City; and WHEREAS, the Governing Body has determined that the issuance of general improvement bonds is in the best interest of the City and its residents; now, therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI THAT: SECTION 1: Authorization – Designation – Principal Amount – Purpose. General improvement refunding bonds of the Issuer shall be and are hereby authorized to be issued in the aggregate principal amount of _____________________________________________ AND NO/100 DOLLARS ($__________) to be designated and bear the title “CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021” (the Bonds), for the purpose of (i) accomplishing the refunding of the Refunded Obligations; and (ii) paying the costs of issuing the Bonds, in conformity with the laws of the State of Texas, particularly Chapters 1207 and 1371, as amended, Texas Government Code, the Home Rule Charter of the Issuer, and this ordinance (the Ordinance) adopted by the Governing Body on August 10, 2021. As authorized by Chapter 1207 and Chapter 1371, as amended, Texas Government Code (Chapter 1371), each Pricing Officer (defined herein) is hereby authorized, appointed, and designated as the officers of the Issuer authorized to act on behalf of the Issuer in selling and delivering one or more series of general improvement refunding bonds as authorized herein and carrying out the procedures specified in this Ordinance, including approval of the following terms and provisions for each series of general improvement refunding bonds: A. the identification and selection from the Refunding Candidates (defined herein) of those Issuer obligations to be included as the Refunded Obligations refunded with the proceeds of such series of bonds; 82642268.2 -3- B. the style of each series of bonds, which style indicates (with respect to each series of bonds) the use of proceeds thereof, calendar year of issuance, and (if necessary or desired) a letter or other sequential identification indicating that multiple series of bonds of the same or similar type have been or will be issued hereunder during a particular calendar year; C. the aggregate principal amount of each series of bonds, as well as the principal amount of each stated maturity within a series of bonds; D. the rate of interest to be borne on the principal amount of each stated maturity within a series of bonds and the interest payment dates for such series of bonds; E. the Bond Date for each series of bonds; F. whether such series of bonds is sold pursuant to a competitive, negotiated, or private placement sale based upon the advice of the Issuer’s financial advisor; G. the optional, extraordinary optional, and mandatory redemption provisions applicable, if at all, to each series of bonds; H. whether or not to issue such series of bonds on a taxable or tax-exempt basis and, if on a tax-exempt basis, subject to market conditions at the time of pricing and sale of such series of bonds; I. the pricing of each series of bonds, including use of premium, discount, underwriters’ compensation, and costs of issuance; and J. approval, replacement, or confirmation, as applicable, of the underwriting syndicate of the applicable series of bonds, to consist of one (1) or more financial institutions included in the Issuer’s approved underwriters pool, and the establishment or confirmation, as applicable, of the respective roles of the members of such syndicate, which approval, replacement, and establishment (if any) shall supersede prior action or actions of the Governing Body concerning the same. The Bonds shall be issued within the following parameters: A. the principal amount of the Bonds issued hereunder shall not exceed $60,000,000; B. the maximum maturity of any series of Bonds shall not occur later than March 1, 2030; C. the true interest cost on each series of Bonds shall not exceed a rate greater than 5.0% per annum; D. the refunding of the Refunded Obligations by the Bonds shall produce net present value savings, determined on a comparative basis to the prior debt service on Refunded Obligations then being refunded by the Bonds, of at least 3.0%; and 82642268.2 -4- E. the final series of Bonds hereunder issued shall be sold on or before August 10, 2022 (though the initial delivery of a particular series of Bonds may occur within a reasonable period of time occurring thereafter, as determined by a Pricing Officer). Any Pricing Officer, acting for and on behalf of the Issuer, is authorized, with respect to a series of bonds, to complete and execute an Approval Certificate, in substantially the form attached hereto as Schedule II. The execution of the Approval Certificate shall evidence the sale date of each series of Bonds by the Issuer to the initial purchasers thereof in accordance with the provisions of Chapter 1207 and Chapter 1371 and as set forth in Schedule II. Upon execution of an Approval Certificate, Bond Counsel is authorized to complete a copy of this Ordinance as evidence of the issuance of a series of Bonds pursuant to the delegated authority granted hereunder and to reflect such final terms for such series of Bonds, which includes (A) completion of the preamble to this Ordinance, included deletion of those recitals that are not applicable to the particular series of Bonds then being issued, (B) selection of the appropriate terms to reflect the final transaction structure and terms of sale evidenced in an applicable Approval Certificate, (C) if applicable, completion of Schedule I with those Refunding Candidates selected as Refunded Obligations to be refunded with the proceeds a particular series of Bonds, and (D) such other necessary technical modifications to this Ordinance (including the renumbering of sections hereof) to accommodate all other terms and provisions of this Section 1. In addition to the foregoing, each Pricing Officer is authorized to execute, as the act and deed of the Issuer and on behalf of the Governing Body, any and all contracts, agreements, letters, and certificates, relative to any series of Bonds that may be required by this Ordinance, as supplemented in the manner described above, or determined to be necessary or advisable in connection with an issuance of Bonds hereunder. It is further provided, however, that notwithstanding the foregoing provisions, the Bonds shall not be delivered unless prior to delivery, the Bonds have been rated by a nationally recognized rating agency for municipal securities in one (1) of the four (4) highest rating categories for long term obligations, as required by Chapter 1371. SECTION 2: Fully Registered Obligations – Authorized Denominations – Stated Maturities – Interest Rates – Bond Date. The Bonds are issuable in fully registered form only, shall be dated _________ __, 2021 (the Bond Date), shall be issued in denominations of $5,000 or any integral multiple thereof (within a Stated Maturity), and shall be lettered “R” and numbered consecutively from One (1) upward. The Bonds shall become due and payable on March 1 in each of the years and in the amounts and bear interest at the rates per annum, in accordance with the following schedule: Year of Stated Maturity Principal Amount ($) Interest Rate (%) 82642268.2 -5- Year of Stated Maturity Principal Amount ($) Interest Rate (%) The Bonds shall bear interest on the unpaid principal amounts from the [Bond Date/Closing Date (anticipated to occur on or about ________ __, 2021)], or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to Stated Maturity or prior redemption, while Outstanding, at the rates per annum shown in the above schedule (calculated on the basis of a 360-day year of twelve 30-day months). Interest on the Bonds shall be payable on March 1 and September 1 in each year (each, an Interest Payment Date), commencing [March/September] 1, 20__, while the Bonds are Outstanding. SECTION 3: Payment of Bonds – Paying Agent/Registrar. The principal of, premium, if any, and the interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable to the Holder (hereinafter defined), appearing on the registration and transfer books maintained by the Paying Agent/Registrar (hereinafter defined), in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts, and such payment of principal of, premium, if any, and interest on the Bonds shall be without exchange or collection charges to the Holder of the Bonds. The selection and appointment of [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas], to serve as the initial Paying Agent/Registrar (the Paying Agent/Registrar) for the Bonds is hereby approved and confirmed, and the Issuer agrees and covenants to cause to be kept and maintained at the corporate trust office of the Paying Agent/Registrar books and records (the Security Register) for the registration, payment, and transfer of the Bonds, all as provided herein, in accordance with the terms and provisions of a Paying Agent/Registrar Agreement, attached hereto in substantially final form as Exhibit A, and such reasonable rules and regulations as the Paying Agent/Registrar and the Issuer may prescribe. The Issuer covenants to maintain and provide a Paying Agent/Registrar at all times while the Bonds are Outstanding, and any successor Paying Agent/Registrar shall be (i) a national or state banking institution, or (ii) an association or a corporation organized and doing business under the laws of the United States of America or of any state, authorized under such laws to exercise trust powers. Such Paying Agent/Registrar shall be subject to supervision or examination by federal or state authority and shall be authorized by law to serve as a Paying Agent/Registrar. 82642268.2 -6- The Issuer reserves the right to appoint a successor Paying Agent/Registrar upon providing the previous Paying Agent/Registrar with a certified copy of a resolution or ordinance terminating such agency. Additionally, the Issuer agrees to promptly cause a written notice of this substitution to be sent to each Holder of the Bonds by United States mail, first-class postage prepaid, which notice shall also give the address of the corporate office of the successor Paying Agent/Registrar. Principal of, premium, if any, and interest on the Bonds, due and payable by reason of Stated Maturity, redemption, or otherwise, shall be payable only to the registered owner of the Bonds (the Holder or Holders) appearing on the Security Register maintained on behalf of the Issuer by the Paying Agent/Registrar as hereinafter provided (i) on the Record Date (hereinafter defined) for purposes of paying interest thereon, (ii) on the date of surrender of the Bonds for purposes of receiving payment of principal thereof upon redemption of the Bonds or at the Bonds’ Stated Maturity, and (iii) on any other date for any other purpose. The Issuer and the Paying Agent/Registrar, and any agent of either, shall treat the Holder as the owner of a Bond for purposes of receiving payment and all other purposes whatsoever, and neither the Issuer nor the Paying Agent/Registrar, or any agent of either, shall be affected by notice to the contrary. Principal of and premium, if any, on the Bonds, shall be payable only upon presentation and surrender of the Bonds to the Paying Agent/Registrar at its corporate trust office. Interest on the Bonds shall be paid to the Holder whose name appears in the Security Register at the close of business on the fifteenth (15th) day of the month next preceding the Interest Payment Date for the Bonds (the Record Date) and shall be paid (i) by check sent on or prior to the appropriate date of payment by United States mail, first-class postage prepaid, by the Paying Agent/Registrar, to the address of the Holder appearing in the Security Register, or (ii) by such other method, acceptable to the Paying Agent/Registrar, requested in writing by the Holder at the Holder’s risk and expense. If the date for the payment of the principal of, premium, if any, or interest on the Bonds shall be a Saturday, a Sunday, a legal holiday, or a day on which banking institutions in the city where the corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day which is not such a day. The payment on such date shall have the same force and effect as if made on the original date any such payment on the Bonds was due. In the event of a non-payment of interest on a scheduled Interest Payment Date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date--which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. SECTION 4: Redemption. A. Mandatory Redemption of Term Bonds. The Bonds stated to mature on March 1, 20__ and March 1, 20__ are referred to herein as the “Term Bonds”. The Term Bonds are subject 82642268.2 -7- to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Bond Fund for such purpose and shall be redeemed in part, by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on March 1 in each of the years as set forth below: Term Bonds Stated to Mature on March 1, 20__ Term Bonds Stated to Mature on March 1, 20__ Year Principal Amount ($) Year Principal Amount ($) 20__ 20__ 20__ 20__ 20__ 20__ *Payable at Stated Maturity The principal amount of a Term Bond required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. B. Optional Redemption of Bonds. The Bonds having Stated Maturities on and after March 1, 20__ shall be subject to redemption prior to Stated Maturity, at the option of the Issuer, on March 1, 20__ or on any date thereafter, in whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of redemption. C. Exercise of Redemption Option. At least forty-five (45) days prior to a date set for the redemption of the Bonds (unless a shorter notification period shall be satisfactory to the Paying Agent/Registrar), the Issuer shall notify the Paying Agent/Registrar of its decision to exercise the right to redeem the Bonds, the principal amount of each Stated Maturity to be redeemed, and the date set for the redemption thereof. The decision of the Issuer to exercise the right to redeem the Bonds shall be entered in the minutes of the governing body of the Issuer. D. Selection of Bonds for Redemption. If less than all Outstanding Bonds of the same Stated Maturity are to be redeemed on a redemption date, the Paying Agent/Registrar shall select at random and by lot the Bonds to be redeemed, provided that if less than the entire principal amount of a Bond is to be redeemed, the Paying Agent/Registrar shall treat such Bond then subject 82642268.2 -8- to redemption as representing the number of Bonds Outstanding which is obtained by dividing the principal amount of such Bond by $5,000. E. Notice of Redemption. Not less than thirty (30) days prior to a redemption date for the Bonds, the Paying Agent/Registrar shall cause a notice of redemption to be sent by United States mail, first-class postage prepaid, in the name of the Issuer and at the Issuer’s expense, to each Holder of a Bond to be redeemed in whole or in part at the address of the Holder appearing on the Security Register at the close of business on the business day next preceding the date of mailing such notice, and any notice of redemption so mailed shall be conclusively presumed to have been duly given irrespective of whether received by the Holder. This notice may also be published once in a financial publication, journal, or reporter of general circulation among securities dealers in the City of New York, New York (including, but not limited to, The Bond Buyer and The Wall Street Journal), or in the State of Texas (including, but not limited to, The Texas Bond Reporter). All notices of redemption shall (i) specify the date of redemption for the Bonds, (ii) identify the Bonds to be redeemed and, in the case of a portion of the principal amount to be redeemed, the principal amount thereof to be redeemed, (iii) state the redemption price, (iv) state that the Bonds, or the portion of the principal amount thereof to be redeemed, shall become due and payable on the redemption date specified, and the interest thereon, or on the portion of the principal amount thereof to be redeemed, shall cease to accrue from and after the redemption date, and (v) specify that payment of the redemption price for the Bonds, or the principal amount thereof to be redeemed, shall be made at the corporate trust office of the Paying Agent/Registrar only upon presentation and surrender thereof by the Holder. If a Bond is subject by its terms to redemption and has been called for redemption and notice of redemption thereof has been duly given or waived as hereinabove provided, such Bond (or the principal amount thereof to be redeemed) so called for redemption shall become due and payable, and if money sufficient for the payment of such Bonds (or of the principal amount thereof to be redeemed) at the then applicable redemption price is held for the purpose of such payment by the Paying Agent/Registrar, then on the redemption date designated in such notice, interest on the Bonds (or the principal amount thereof to be redeemed) called for redemption shall cease to accrue, and such Bonds shall not be deemed to be Outstanding. F. Transfer/Exchange of Bonds. Neither the Issuer nor the Paying Agent/Registrar shall be required (i) to transfer or exchange any Bond during a period beginning forty-five (45) days prior to the date fixed for redemption of the Bonds, or (ii) to transfer or exchange any Bond selected for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance of a Bond which is subject to redemption in part. SECTION 5: Execution – Registration. The Bonds shall be executed on behalf of the Issuer by its Mayor under the seal of the Issuer reproduced or impressed thereon and attested by its City Secretary. The signature of either of said officers on the Bonds may be manual or facsimile. Bonds bearing the manual or facsimile signatures of individuals who were, at the time of the Bond Date, the proper officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or either of them shall cease to hold such offices prior to the delivery of the Bonds to 82642268.2 -9- the Purchasers, all as authorized and provided in Chapter 1201, as amended, Texas Government Code. No Bond shall be entitled to any right or benefit under this Ordinance, or be valid or obligatory for any purpose, unless there appears on such Bond either a certificate of registration substantially in the form provided in Section 8C, executed by the Comptroller of Public Accounts of the State of Texas or his duly authorized agent by manual signature, or a certificate of registration substantially in the form provided in Section 8D, executed by the Paying Agent/Registrar by manual signature, and either such certificate upon any Bond shall be conclusive evidence, and the only evidence, that such Bond has been duly certified or registered and delivered. SECTION 6: Registration – Transfer – Exchange of Bonds – Predecessor Bonds. A Security Register relating to the registration, payment, transfer, or exchange of the Bonds shall at all times be kept and maintained by the Issuer at the corporate trust office of the Paying Agent/Registrar, and the Paying Agent/Registrar shall obtain, record, and maintain in the Security Register the name and address of each Holder of the Bonds issued under and pursuant to the provisions of this Ordinance. Any Bond may, in accordance with its terms and the terms hereof, be transferred or exchanged for Bonds of other authorized denominations upon the Security Register by the Holder, in person or by his duly authorized agent, upon surrender of such Bond to the Paying Agent/Registrar for cancellation, accompanied by a written instrument of transfer or request for exchange duly executed by the Holder or by his duly authorized agent, in form satisfactory to the Paying Agent/Registrar. Upon surrender for transfer of any Bond at the corporate trust office of the Paying Agent/Registrar, the Paying Agent/Registrar shall register and deliver, in the name of the designated transferee or transferees, one or more new Bonds executed on behalf of, and furnished by, the Issuer of authorized denominations and having the same Stated Maturity and of a like interest rate and aggregate principal amount as the Bond or Bonds surrendered for transfer. At the option of the Holder, Bonds may be exchanged for other Bonds of authorized denominations and having the same Stated Maturity, bearing the same rate of interest, and of like aggregate principal amount as the Bonds surrendered for exchange, upon surrender of the Bonds to be exchanged at the corporate trust office of the Paying Agent/Registrar. Whenever any Bonds are so surrendered for exchange, the Issuer shall execute and the Paying Agent/Registrar shall register and deliver new Bonds executed on behalf of, and furnished by, the Issuer to the Holder requesting the exchange. All Bonds issued upon any transfer or exchange of Bonds shall be delivered at the corporate trust office of the Paying Agent/Registrar, or be sent by United States registered mail to the Holder at his request, risk, and expense and, upon the delivery thereof, the same shall be the valid and binding obligations of the Issuer, evidencing the same obligation to pay, and entitled to the same benefits under this Ordinance, as the Bonds surrendered upon such transfer or exchange. All transfers or exchanges of Bonds pursuant to this Section shall be made without expense or service charge to the Holder, except as otherwise herein provided, and except that the Paying Agent/Registrar shall require payment by the Holder requesting such transfer or exchange of any tax or other governmental charges required to be paid with respect to such transfer or exchange. 82642268.2 -10- Bonds canceled by reason of an exchange or transfer pursuant to the provisions hereof are hereby defined to be “Predecessor Bonds”, evidencing all or a portion, as the case may be, of the same debt evidenced by the new Bond or Bonds registered and delivered in the exchange or transfer therefor. Additionally, the term Predecessor Bonds shall include any Bond registered and delivered pursuant to Section 16 in lieu of a mutilated, lost, destroyed, or stolen Bond which shall be deemed to evidence the same obligation as the mutilated, lost, destroyed, or stolen Bond. SECTION 7: Initial Bond. The Bonds herein authorized shall be issued initially either (i) as a fully registered Bond in the total principal amount of $________ with principal installments to become due and payable as provided in Section 2 and numbered T-1, or (ii) as one (1) fully registered Bond for each year of Stated Maturity in the applicable principal amount, interest rate, and denomination and to be numbered consecutively from T-1 and upward (the Initial Bond) and, in either case, the Initial Bond shall be registered in the name of the Purchasers or the designee thereof. The Initial Bond shall be the Bond submitted to the Office of the Attorney General of the State of Texas for approval and certified and registered by the Office of the Comptroller of Public Accounts of the State of Texas. At any time after the delivery of the Initial Bond to the Purchasers, the Paying Agent/Registrar, upon written instructions from the Purchasers, or his or their designee, shall cancel the Initial Bond delivered hereunder and exchange therefor definitive Bonds of authorized denominations, Stated Maturities, principal amounts, and bearing applicable interest rates, and shall be lettered “R” and numbered consecutively from one (1) upward, for transfer and delivery to the Holders named and at the addresses identified therefor; all pursuant to and in accordance with and pursuant to such written instructions from the Purchasers, or the designee thereof, and such other information and documentation as the Paying Agent/Registrar may reasonably require. SECTION 8: Forms. A. Forms Generally. The Bonds, the Registration Certificate of the Comptroller of Public Accounts of the State of Texas, the Registration Certificate of Paying Agent/Registrar, and the form of Assignment to be printed on each of the Bonds shall be substantially in the forms set forth in this Section with such appropriate insertions, omissions, substitutions, and other variations as are permitted or required by this Ordinance and may have such letters, numbers, or other marks of identification (including identifying numbers and letters of the Committee on Uniform Securities Identification Procedures of the American Bankers Association) and such legends and endorsements (including insurance legends and any reproduction of an opinion of Bond Counsel) thereon as may, consistent herewith, be established by the Issuer or determined by the officers executing the Bonds as evidenced by their execution thereof. Any portion of the text of any Bond may be set forth on the reverse thereof, with an appropriate reference thereto on the face of the Bond. The definitive Bonds shall be printed, lithographed, or engraved or produced in any other similar manner, all as determined by the officers executing the Bonds as evidenced by their execution thereof, but the Initial Bond submitted to the Attorney General of the State of Texas may be typewritten or photocopied or otherwise reproduced. 82642268.2 -11- [The remainder of this page intentionally left blank.] 82642268.2 -12- B. Form of Definitive Bond. REGISTERED REGISTERED PRINCIPAL AMOUNT NO. __________ $ UNITED STATES OF AMERICA STATE OF TEXAS COUNTIES OF NUECES, ARANSAS, KLEBERG, AND SAN PATRICIO CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BOND, SERIES 2021 Bond Date: Interest Rate: Stated Maturity: CUSIP No.: ______ __, 2021 REGISTERED OWNER: _________________________________________________________ PRINCIPAL AMOUNT: _______________________________________________ DOLLARS The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above or the registered assigns thereof, on the Stated Maturity date specified above, the Principal Amount stated above (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid Principal Amount hereof (computed on the basis of a 360-day year of twelve 30-day months) from the [Bond Date/Closing Date (anticipated to occur on or about ________ __, 2021)], or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided for, to the earlier of redemption or Stated Maturity, at the per annum rate specified above; such interest being payable on March 1 and September 1 of each year (each, an Interest Payment Date), commencing [March/September] 1, 20__. Principal and premium, if any, of this Bond shall be payable to the Registered Owner hereof (the Holder), upon presentation and surrender, at the corporate trust office of the Paying Agent/Registrar executing the registration certificate appearing hereon, or its successor. Interest shall be payable to the Holder of this Bond (or one or more Predecessor Bonds, as defined in the Ordinance hereinafter referenced) whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth (15th) day of the month next preceding the Interest Payment Date. All payments of principal of, premium, if any, and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense. 82642268.2 -13- This Bond is one of the series specified in its title issued in the aggregate principal amount of $_________ (the Bonds) pursuant to an ordinance adopted by the Governing Body of the Issuer (the Ordinance), for the purpose of (i) accomplishing the refunding of the Refunded Obligations; and (ii) paying the costs of issuing the Bonds, under and in strict conformity with the laws of the State of Texas, particularly Chapters 1207 and 1371, as amended, Texas Government Code, the Home Rule Charter of the Issuer, and the Ordinance. As specified in the Ordinance, the Bonds stated to mature on March 1, 20__ and March 1, 20__ are referred to herein as the “Term Bonds”. The Term Bonds are subject to mandatory sinking fund redemption prior to their stated maturities from money required to be deposited in the Bond Fund for such purpose and shall be redeemed in part, by lot or other customary method, at the principal amount thereof plus accrued interest to the date of redemption in the following principal amounts on March 1 in each of the years as set forth below: Term Bonds Stated to Mature on March 1, 20__ Term Bonds Stated to Mature on March 1, 20__ Year Principal Amount ($) Year Principal Amount ($) 20__ 20__ 20__ 20__ 20__ 20__ *Payable at Stated Maturity The principal amount of a Term Bond required to be redeemed pursuant to the operation of such mandatory redemption provisions shall be reduced, at the option of the Issuer, by the principal amount of any Term Bonds of such Stated Maturity which, at least 50 days prior to the mandatory redemption date (1) shall have been defeased or acquired by the Issuer and delivered to the Paying Agent/Registrar for cancellation (2) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the Issuer with money in the Bond Fund, or (3) shall have been redeemed pursuant to the optional redemption provisions set forth below and not theretofore credited against a mandatory redemption requirement. As stated in the Ordinance, the Bonds stated to mature on and after March 1, 20__ may be redeemed prior to their Stated Maturities, at the option of the Issuer, on March 1, 20__, or on any date thereafter, in whole or in part, in principal amounts of $5,000 or any integral multiple thereof (and if within a Stated Maturity selected at random and by lot by the Paying Agent/Registrar) at the redemption price of par plus accrued interest to the date of redemption; provided, however, that at least thirty (30) days’ prior written notice shall be sent to the Holder of the Bonds to be redeemed by United States mail, first-class postage prepaid, and subject to the terms and provisions relating thereto contained in the Ordinance. If this Bond is subject to redemption prior to Stated Maturity and is in a denomination in excess of $5,000, portions of the principal sum hereof in installments of $5,000 or any integral multiple thereof may be redeemed and, if less than all of the 82642268.2 -14- principal sum hereof is to be redeemed, there shall be issued, without charge therefor, to the Holder hereof, upon the surrender of this Bond to the Paying Agent/Registrar at its corporate trust office, a new Bond or Bonds of like Stated Maturity and interest rate in any authorized denominations provided in the Ordinance for the then unredeemed balance of the principal sum hereof. If this Bond (or any portion of the principal sum hereof) shall have been duly called for redemption and notice of such redemption has been duly given, then upon such redemption date this Bond (or the portion of the principal sum hereof to be redeemed) shall become due and payable, and, if money for the payment of the redemption price and the interest accrued on the principal amount to be redeemed to the date of redemption is held for the purpose of such payment by the Paying Agent/Registrar, interest shall cease to accrue and be payable hereon from and after the redemption date on the principal amount hereof to be redeemed. If this Bond is called for redemption, in whole or in part, the Issuer or the Paying Agent/Registrar shall not be required to issue, transfer, or exchange this Bond within forty-five (45) days of the date fixed for redemption; provided, however, such limitation of transfer shall not be applicable to an exchange by the Holder of the unredeemed balance hereof in the event of its redemption in part. The Bonds of this series are payable from the proceeds of an ad valorem tax levied, within the limitations prescribed by law, upon all taxable property within the Issuer. Reference is hereby made to the Ordinance, a copy of which is on file in the corporate trust office of the Paying Agent/Registrar, and to all of the provisions of which the Holder by his acceptance hereof hereby assents, for definitions of terms; the description of and the nature and extent of the tax levied for the payment of the Bonds; the terms and conditions relating to the transfer or exchange of this Bond; the conditions upon which the Ordinance may be amended or supplemented with or without the consent of the Holders; the rights, duties, and obligations of the Issuer and the Paying Agent/Registrar; the terms and provisions upon which this Bond may be redeemed or discharged at or prior to its Stated Maturity and deemed to be no longer Outstanding thereunder; and for the other terms and provisions thereof. Capitalized terms used herein without definition have the same meanings assigned in the Ordinance. As provided in the Ordinance and subject to certain limitations contained therein, this Bond is transferable on the Security Register of the Issuer, upon surrender of this Bond for transfer at the corporate trust office of the Paying Agent/Registrar, duly endorsed by, or accompanied by a written instrument of transfer in form satisfactory to the Paying Agent/Registrar duly executed by the Holder hereof, or his duly authorized agent, and thereupon one or more new fully registered Bonds of the same Stated Maturity, of authorized denominations, bearing the same rate of interest, and of the same aggregate principal amount will be issued to the designated transferee or transferees. The Issuer and the Paying Agent/Registrar, and any agent of either, shall treat the Holder hereof whose name appears on the Security Register (i) on the Record Date as the owner hereof for purposes of receiving payment of interest hereon, (ii) on the date of surrender of this Bond as the owner hereof for purposes of receiving payment of principal hereof at its Stated Maturity or its redemption, in whole or in part, and (iii) on any other date as the owner hereof for all other purposes, and neither the Issuer nor the Paying Agent/Registrar, or any such agent of either, shall be affected by notice to the contrary. In the event of a non-payment of interest on a scheduled 82642268.2 -15- payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a Special Record Date) will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of the past due interest (the Special Payment Date - which shall be fifteen (15) days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each Holder appearing on the Security Register at the close of business on the last business day next preceding the date of mailing of such notice. It is hereby certified, covenanted, and represented that all acts, conditions, and things required to be performed, exist, and be done precedent to or in the issuance of this Bond in order to render the same a legal, valid, and binding obligation of the Issuer have been performed, exist, and have been done, in regular and due time, form, and manner, as required by the laws of the State of Texas and the Ordinance, and that the issuance of this Bond does not exceed any constitutional or statutory limitation; and that due provision has been made for the payment of the principal of, premium if any, and interest on the Bonds by the levy of a tax as aforestated. In case any provision in this Bond or any application thereof shall be deemed invalid, illegal, or unenforceable, the validity, legality, and enforceability of the remaining provisions and applications shall not in any way be affected or impaired thereby. The terms and provisions of this Bond and the Ordinance shall be construed in accordance with and shall be governed by the laws of the State of Texas. [The remainder of this page intentionally left blank.] 82642268.2 -16- IN WITNESS WHEREOF, the Issuer has caused this Bond to be duly executed under its official seal. CITY OF CORPUS CHRISTI, TEXAS ____________________________________ Mayor ATTEST: _____________________________ City Secretary (CITY SEAL) [The remainder of this page intentionally left blank.] 82642268.2 -17- C. *Form of Registration Certificate of Comptroller of Public Accounts to Appear on Initial Bond Only. REGISTRATION CERTIFICATE OF COMPTROLLER OF PUBLIC ACCOUNTS OFFICE OF THE COMPTROLLER OF PUBLIC ACCOUNTS THE STATE OF TEXAS § § § § REGISTER NO. I HEREBY CERTIFY that this Bond has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and duly registered by the Comptroller of Public Accounts of the State of Texas. WITNESS my signature and seal of office this ____________________. ____________________________________ Comptroller of Public Accounts of the State of Texas (SEAL) *NOTE TO PRINTER: Do Not Print on Definitive Bonds. D. *Form of Registration Certificate of Paying Agent/Registrar to Appear on Definitive Bonds Only. REGISTRATION CERTIFICATE OF PAYING AGENT/REGISTRAR This Bond has been duly issued under the provisions of the within-mentioned Ordinance; the Bond or Bonds of the above-entitled and designated series originally delivered having been approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts, as shown by the records of the Paying Agent/Registrar. Registered this date: ___________________________________ [THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., Dallas, Texas], as Paying Agent/Registrar By: _______________________________ Authorized Signature *NOTE TO PRINTER: Print on Definitive Bonds. 82642268.2 -18- E. Form of Assignment. ASSIGNMENT FOR VALUE RECEIVED the undersigned hereby sells, assigns, and transfers unto (Print or typewrite name, address, and zip code of transferee): _________________________________ ______________________________________________________________________________ (Social Security or other identifying number): ________________________________________ the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints ____________________attorney to transfer the within Bond on the books kept for registration thereof, with full power of substitution in the premises. DATED: ____________________________ ________________________________________________ NOTICE: The signature on this assignment must correspond with the name of the registered owner as it appears on the face of the within Bond in every particular. Signature guaranteed: ____________________________________ [The remainder of this page intentionally left blank.] 82642268.2 -19- F. Form of Initial Bond. The Initial Bond shall be in the form set forth in subsection B of this Section, except that the form of a single fully registered Initial Bond shall be modified as follows: (1) immediately under the name of the Bond the headings “Interest Rate ” and “Stated Maturity ” shall both be completed “as shown below”; and (2) the first (1st) two (2) paragraphs shall read as follows: REGISTERED OWNER: _________________________________________________________ PRINCIPAL AMOUNT: _______________________________________________ DOLLARS The City of Corpus Christi, Texas (the Issuer), a body corporate and municipal corporation located primarily in the Counties of Nueces, Aransas, Kleberg, and San Patricio, State of Texas, for value received, acknowledges itself indebted to and hereby promises to pay to the order of the Registered Owner named above (the Holder), or the registered assigns thereof, on the first (1st) day of March in each of the years and in principal amounts and bearing interest at per annum rates in accordance with the following schedule: Year of Stated Maturity Principal Amount ($) Interest Rate (%) (Information to be inserted from schedule in Section 2 hereof). (or so much thereof as shall not have been paid upon prior redemption) and to pay interest on the unpaid principal installments hereof from the [Bond Date/Closing Date (anticipated to occur on or about __________ __, 2021)], or from the most recent Interest Payment Date (hereinafter defined) to which interest has been paid or duly provided, to the earlier of redemption or Stated Maturity, at the per annum rates of interest specified above, computed on the basis of a 360-day year of twelve 30-day months; such interest being payable on March 1 and September 1 of each year (each, an Interest Payment Date), commencing [March/September] 1, 20__. Principal of this Bond shall be payable to the Holder hereof, upon presentation and surrender, to Stated Maturity or prior redemption, while Outstanding, at the corporate trust office of [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas] (the Paying Agent/Registrar). Interest shall be payable to the Holder of this Bond whose name appears on the Security Register maintained by the Paying Agent/Registrar at the close of business on the Record Date, which is the fifteenth (15th) day of the month next preceding the Interest Payment Date. All payments of principal of, premium, if any, and interest on this Bond shall be in any coin or currency of the United States of America which at the time of payment is legal tender for the payment of public and private debts. Interest shall be paid by the Paying Agent/Registrar by check sent on or prior to the appropriate date of payment by United States mail, first-class postage prepaid, to the Holder hereof at the address appearing in the Security Register or by such other method, acceptable to the Paying Agent/Registrar, requested by the Holder hereof at the Holder’s risk and expense. 82642268.2 -20- G. Insurance Legend. If bond insurance is obtained by the Issuer or the Purchasers (hereinafter defined), the definitive Bonds and the Initial Bond shall bear an appropriate legend as provided by the bond insurer to appear under the following header: [BOND INSURANCE] SECTION 9: Definitions. For all purposes of this Ordinance (as defined below), except as otherwise expressly provided or unless the context otherwise requires: (i) the terms defined in this Section have the meanings assigned to them in this Section, certain terms used in Sections 17 and 38 of this Ordinance have the meanings assigned to them in such Sections, and all such terms, include the plural as well as the singular; (ii) all references in this Ordinance to designated “Sections” and other subdivisions are to the designated Sections and other subdivisions of this Ordinance as originally adopted; and (iii) the words “herein”, “hereof”, and “hereunder” and other words of similar import refer to this Ordinance as a whole and not to any particular Section or other subdivision. A. The term Authorized Official shall mean the City Manager, each Assistant City Manager, Chief Financial Officer, Director of Financial Services, City Secretary, and City Attorney of the City. B. The term Bond Fund shall mean the special fund created and established by the provisions of Section 10 of this Ordinance. C. The term Closing Date shall mean the date of physical delivery of the Initial Bond in exchange for the payment in full by the Purchasers. D. The term Debt Service Requirements shall mean, as of any particular date of computation, with respect to any obligations and with respect to any period, the aggregate of the amounts to be paid or set aside by the Issuer as of such date or in such period for the payment of the principal of, premium, if any, and interest (to the extent not capitalized) on such obligations; assuming, in the case of obligations without a fixed numerical rate, that such obligations bear interest at the maximum rate permitted by the terms thereof and further assuming in the case of obligations required to be redeemed or prepaid as to principal prior to Stated Maturity, the principal amounts thereof will be redeemed prior to Stated Maturity in accordance with the mandatory redemption provisions applicable thereto. E. The term Depository shall mean an official depository bank of the Issuer. F. The term Government Securities, as used herein, shall mean: (i) direct noncallable obligations of the United States, including obligations that are unconditionally guaranteed by, the United States of America; (ii) noncallable obligations of an agency or instrumentality of the United States, including obligations that are unconditionally guaranteed or insured by the agency or instrumentality and that, on the date the governing body of the issuer adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than “AAA” or its equivalent; (iii) noncallable obligations of a state or an agency or a county, municipality, or other political subdivision of a state that have been refunded and that, on the date the governing body of the issuer 82642268.2 -21- adopts or approves the proceedings authorizing the issuance of refunding bonds, are rated as to investment quality by a nationally recognized investment rating firm not less than “AAA” or its equivalent; or (iv) any additional securities and obligations hereafter authorized by the laws of the State of Texas as eligible for use to accomplish the discharge of obligations such as the Bonds. G. The term Holder or Holders shall mean the registered owner, whose name appears in the Security Register, for any Bond. H. The term Interest Payment Date shall mean the date semiannual interest is payable on the Bonds, being March 1 and September 1 of each year, commencing [March/September] 1, 20__, while any of the Bonds remain Outstanding. I. The term Issuer shall mean the City of Corpus Christi, Texas, located in the Counties of Nueces, Aransas, Kleberg, and San Patricio, Texas and, where appropriate, the Governing Body of the Issuer. J. The term Ordinance shall mean this ordinance adopted by the Governing Body of the Issuer on August 10, 2021. K. The term Outstanding when used in this Ordinance with respect to Bonds shall mean, as of the date of determination, all Bonds issued and delivered under this Ordinance, except: (1) those Bonds canceled by the Paying Agent/Registrar or delivered to the Paying Agent/Registrar for cancellation; (2) those Bonds for which payment has been duly provided by the Issuer in accordance with the provisions of Section 18 of this Ordinance; and (3) those Bonds that have been mutilated, destroyed, lost, or stolen and replacement Bonds have been registered and delivered in lieu thereof as provided in Section 16 of this Ordinance. L. The term Pricing Officer shall mean either of the City Manager, the Chief Financial Officer, or the Director of Financial Services of the City (which shall include any person serving in the foregoing capacity on an interim or non-permanent basis). M. The term Purchasers shall mean the initial purchasers of the Bonds named in Section 20 of this Ordinance. N. The term Refunding Candidates shall mean the following obligations of the City from which the Refunded Obligations are selected by a Pricing Officer: (1) City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2010 (Convention Center), dated July 1, 2010, in the original principal amount of $3,000,000, and stated to mature on March 1 in each of the years 2022 through 2030, in the aggregate principal amount of $1,630,000, to be redeemed on _________ __, 20__; 82642268.2 -22- (2) City of Corpus Christi, Texas Public Property Finance Contractual Obligations, Series 2012, dated January 15, 2012, in the original principal amount of $7,390,000, and stated on March 1 in each of the years 2022 through 2024, in the aggregate principal amount of $2,015,000, to be redeemed on _______ __, 20__; (3) City of Corpus Christi, Texas Combination Tax and Surplus Airport Revenue Certificates of Obligation, Series 2012 (AMT), dated August 15, 2012, in the original principal amount of $5,990,000, and stated to mature on March 1 in each of the years 2023 through 2030, in the aggregate principal amount of $2,070,000, to be redeemed on _________ __, 20__; (4) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012A (Airport Refunding –AMT), dated July 1, 2012, in the original principal amount of $8,340,000, and stated to mature on March 1, 2023, in the aggregate principal amount of $350,000, to be redeemed on _________ __, 20__; (5) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012B (Airport Refunding – Non-AMT), dated July 1, 2012, in the original principal amount of $9,880,000, and stated to mature on March 1 in each of the years 2023 through 2030, in the aggregate principal amount of $9,430,000, to be redeemed on _________ __, 20__; (6) City of Corpus Christi, Texas General Improvement Refunding Bonds, Series 2012C, dated December 1, 2012, in the original principal amount of $29,855,000, and stated to mature on March 1, 2023, in the aggregate principal amount of $2,250,000, to be redeemed on _________ __, 20__; (7) City of Corpus Christi, Texas General Improvement Refunding Bonds, Taxable Series 2012, dated December 1, 2012, in the original principal amount of $107,660,000, and stated to mature on March 1 in each of the years 2023 through 2028, in the aggregate principal amount of $25,250,000, to be redeemed on _________ __, 20__; and (8) City of Corpus Christi, Texas General Improvement Bonds, Series 2013, dated June 1, 2013, in the original principal amount of $82,025,000, and stated to mature on March 1 in each of the years 2024 through 2026, in the aggregate principal amount of $13,050,000, to be redeemed on _________ __, 20__. O. The term Stated Maturity shall mean the annual principal payments of the Bonds payable on March 1 of each year, as set forth in Section 2 of this Ordinance. SECTION 10: Bond Fund – Investments. For the purpose of paying the interest on and to provide a sinking fund for the payment, redemption, and retirement of the Bonds, there shall be and is hereby created a special fund to be designated “CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021, INTEREST AND SINKING FUND” (the Bond Fund), which fund shall be kept and maintained at the Depository, and money deposited in such fund shall be used for no other purpose and shall be maintained as provided in Section 17. Authorized Officials of the Issuer are hereby authorized and directed to 82642268.2 -23- make withdrawals from the Bond Fund sufficient to pay the principal of and interest on the Bonds as the same become due and payable and shall cause to be transferred to the Paying Agent/Registrar from money on deposit in the Bond Fund an amount sufficient to pay the amount of principal and/or interest stated to mature on the Bonds, such transfer of funds to the Paying Agent/Registrar to be made in such manner as will cause immediately available funds to be deposited with the Paying Agent/Registrar on or before the last business day next preceding each interest and principal payment date for the Bonds. Pending the transfer of funds to the Paying Agent/Registrar, money deposited in any fund established pursuant to the provisions of this Ordinance may, at the option of the Issuer, be placed in time deposits, certificates of deposit, guaranteed investment contracts, or similar contractual agreements as permitted by the provisions of the Public Funds Investment Act, as amended, Chapter 2256, Texas Government Code, secured (to the extent not insured by the Federal Deposit Insurance Corporation) by obligations of the type hereinafter described, or be invested, as authorized by any law, including investments held in book-entry form, in securities including, but not limited to, direct obligations of the United States of America, obligations guaranteed or insured by the United States of America, which, in the opinion of the Attorney General of the United States, are backed by its full faith and credit or represent its general obligations, or invested in indirect obligations of the United States of America, including, but not limited to, evidences of indebtedness issued, insured or guaranteed by such governmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks for Cooperatives, Federal Home Loan Banks, Government National Mortgage Association, Small Business Administration, Federal National Mortgage Association, Federal Home Loan Mortgage Corporation, or Federal Housing Administration; provided that all such deposits and investments shall be made in such a manner that the money required to be expended from any fund will be available at the proper time or times. All interest and income derived from deposits and investments in such fund shall be credited to, and any losses debited to, such fund. All such investments shall be sold promptly when necessary to prevent any default in connection with the Bonds. SECTION 11: Levy of Taxes – Surplus Bond Proceeds. To provide for the payment of the Debt Service Requirements on the Bonds being (i) the interest on the Bonds, and (ii) a sinking fund for their redemption at Stated Maturity or a sinking fund of two percent (2%) (whichever amount shall be the greater), there shall be and there is hereby levied for the fiscal year commencing October 1, 2021 and each succeeding year thereafter while the Bonds or any interest thereon shall remain Outstanding, a sufficient tax, within the limitations prescribed by law, on each one hundred dollars’ ($100) valuation of taxable property in the Issuer, adequate to pay such Debt Service Requirements, full allowance being made for delinquencies and costs of collection; said tax shall be assessed and collected each year and applied to the payment of the Debt Service Requirements, and the same shall not be diverted to any other purpose. The taxes so levied and collected shall be paid into the Bond Fund and are thereafter pledged to the payment of the Bonds. The Governing Body hereby declares its purpose and intent to provide and levy a tax legally and fully sufficient to pay the said Debt Service Requirements, it having been determined that the existing and available taxing authority of the Issuer for such purpose is adequate to permit a legally sufficient tax in consideration of all other outstanding indebtedness. 82642268.2 -24- Accrued interest, if any, received from the Purchasers of the Bonds shall be deposited to the Bond Fund, and ad valorem taxes levied and collected for the benefit of the Bonds shall be deposited to the Bond Fund. Any surplus proceeds from the sale of the Bonds, including investment income thereon, not expended for authorized purposes shall be deposited in the Bond Fund, and such amounts so deposited shall reduce the sum otherwise required to be deposited in the Bond Fund from ad valorem taxes. SECTION 12: Security for Funds. All money on deposit in the funds for which this Ordinance makes provision (except any portion thereof as may be at any time properly invested as provided herein) shall be secured in the manner and to the fullest extent required by the laws of the State of Texas for the security of public funds, and money on deposit in such funds shall be used only for the purposes permitted by this Ordinance. SECTION 13: Remedies in Event of Default. In addition to all the rights and remedies provided by the laws of the State of Texas, the Issuer covenants and agrees particularly that in the event the Issuer: (i) defaults in the payments to be made to the Bond Fund; or (ii) defaults in the observance or performance of any other of the covenants, conditions, or obligations set forth in this Ordinance, the Holders of any of the Bonds shall be entitled to seek a writ of mandamus issued by a court of proper jurisdiction compelling and requiring the Governing Body of the Issuer and other officers of the Issuer to observe and perform any covenant, condition, or obligation prescribed in this Ordinance. No delay or omission to exercise any right or power accruing upon any default shall impair any such right or power or shall be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. The specific remedies herein provided shall be cumulative of all other existing remedies and the specification of such remedies shall not be deemed to be exclusive. SECTION 14: Notices to Holders – Waiver. Wherever this Ordinance provides for notice to Holders of any event, such notice shall be sufficiently given (unless otherwise herein expressly provided) if in writing and sent by United States mail, first-class postage prepaid, to the address of each Holder appearing in the Security Register at the close of business on the business day next preceding the mailing of such notice. In any case where notice to Holders is given by mail, neither the failure to mail such notice to any particular Holders, nor any defect in any notice so mailed, shall affect the sufficiency of such notice with respect to all other Bonds or Holders. Where this Ordinance provides for notice in any manner, such notice may be waived in writing by the Holder entitled to receive such notice, either before or after the event with respect to which such notice is given, and such waiver shall be the equivalent of such notice. Waivers of notice by Holders shall be filed with the Paying Agent/Registrar, but such filing shall not be a condition precedent to the validity of any action taken in reliance upon such waiver. SECTION 15: Cancellation. All Bonds surrendered for payment, redemption, transfer, exchange, or replacement, if surrendered to the Paying Agent/Registrar, shall be promptly canceled by it and, if surrendered to the Issuer, shall be delivered to the Paying Agent/Registrar and, if not already canceled, shall be promptly canceled by the Paying Agent/Registrar. The Issuer may at 82642268.2 -25- any time deliver to the Paying Agent/Registrar for cancellation any Bonds previously certified or registered and delivered which the Issuer may have acquired in any manner whatsoever, and all Bonds so delivered shall be promptly canceled by the Paying Agent/Registrar. All canceled Bonds held by the Paying Agent/Registrar shall be destroyed as directed by the Issuer. SECTION 16: Mutilated, Destroyed, Lost and Stolen Bonds. If: (i) any mutilated Bond is surrendered to the Paying Agent/Registrar, or the Issuer and the Paying Agent/Registrar receive evidence to their satisfaction of the destruction, loss, or theft of any Bond; and (ii) there is delivered to the Issuer and the Paying Agent/Registrar such security or indemnity as may be required to save each of them harmless, then, in the absence of notice to the Issuer or the Paying Agent/Registrar that such Bond has been acquired by a bona fide purchaser, the Issuer shall execute and, upon the Issuer’s request, the Paying Agent/Registrar shall register and deliver, in exchange for or in lieu of any such mutilated, destroyed, lost, or stolen Bond, a new Bond of the same Stated Maturity and interest rate and of like tenor and principal amount, bearing a number not contemporaneously Outstanding. In case any such mutilated, destroyed, lost, or stolen Bond has become or is about to become due and payable, the Issuer in its discretion may, instead of issuing a new Bond, pay such Bond. Upon the issuance of any new Bond, or payment in lieu thereof, under this Section, the Issuer may require payment by the Holder of a sum sufficient to cover any tax or other governmental charge imposed in relation thereto and any other expenses and charges (including attorney’s fees and the fees and expenses of the Paying Agent/Registrar) connected therewith. Every new Bond issued pursuant to this Section in lieu of any mutilated, destroyed, lost, or stolen Bond shall constitute a replacement of the prior obligation of the Issuer, whether or not the mutilated, destroyed, lost, or stolen Bond shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and ratably with all other Outstanding Bonds. The provisions of this Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement and payment of mutilated, destroyed, lost, or stolen Bonds. SECTION 17: [Covenants to Maintain Tax — Exempt Status. / Taxable Obligations. The Bonds are not “state or local bonds” within the meaning of section 103(a) and (c) of the Internal Revenue Code of 1986, as amended; therefore, the interest on the Bonds is not excludable from the gross income of the holders thereof for federal income tax purposes.] A. Definitions. When used in this Section, the following terms have the following meanings: Certificates means the “City of Corpus Christi, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2021”. Code means the Internal Revenue Code of 1986, as amended by all legislation, if any, effective on or before the Closing Date. Computation Date has the meaning set forth in Section 1.148-1(b) of the Regulations. 82642268.2 -26- Gross Proceeds means any proceeds as defined in Section 1.148-1(b) of the Regulations, and any replacement proceeds as defined in Section 1.148-1(c) of the Regulations, of the Bonds. Investment has the meaning set forth in Section 1.148-1(b) of the Regulations. Nonpurpose Investment means any investment property, as defined in section 148(b) of the Code, in which Gross Proceeds of the Bonds are invested and which is not acquired to carry out the governmental purposes of the Bonds. Rebate Amount has the meaning set forth in Section 1.148-1(b) of the Regulations. Regulations means any proposed, temporary, or final Income Tax Regulations issued pursuant to sections 103 and 141 through 150 of the Code, and 103 of the Internal Revenue Code of 1954, which are applicable to the Bonds. Any reference to any specific Regulation shall also mean, as appropriate, any proposed, temporary or final Income Tax Regulation designed to supplement, amend or replace the specific Regulation referenced. Yield of: (1) any Investment has the meaning set forth in Section 1.148-5 of the Regulations; and (2) the Bonds means the combined yield on the Bonds and the Certificates, treated as a single issue, within the meaning set forth in Section 1.148- 4 of the Regulations. B. Not to Cause Interest to Become Taxable. The Issuer shall not use, permit the use of, or omit to use Gross Proceeds or any other amounts (or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds) in a manner which if made or omitted, respectively, would cause the interest on any Bond to become includable in the gross income, as defined in section 61 of the Code, of the owner thereof for federal income tax purposes. Without limiting the generality of the foregoing, unless and until the Issuer receives a written opinion of counsel nationally recognized in the field of municipal bond law to the effect that failure to comply with such covenant will not adversely affect the exemption from federal income tax of the interest on any Bond, the Issuer shall comply with each of the specific covenants in this Section. C. No Private Use or Private Payments. Except to the extent it will not cause the Bonds to become “private activity bonds” within the meaning of section 141 of the Code and the Regulations and rulings thereunder, the Issuer shall at all times prior to the last Stated Maturity of Bonds: (1) exclusively own, operate and possess all property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with Gross Proceeds of the Bonds (including property financed with Gross Proceeds of the Refunded Obligations), and not use or permit the use of such Gross Proceeds (including all 82642268.2 -27- contractual arrangements with terms different than those applicable to the general public) or any property acquired, constructed or improved with such Gross Proceeds in any activity carried on by any person or entity (including the United States or any agency, department and instrumentality thereof) other than a state or local government, unless such use is solely as a member of the general public; and (2) not directly or indirectly impose or accept any charge or other payment by any person or entity who is treated as using Gross Proceeds of the Bonds, or any property the acquisition, construction or improvement of which is to be financed or refinanced directly or indirectly with such Gross Proceeds (including property financed with Gross Proceeds of the Refunded Obligations), other than taxes of general application within the Issuer or interest earned on investments acquired with such Gross Proceeds pending application for their intended purposes. D. No Private Loan. Except to the extent it will not cause the Bonds to become “private activity bonds” within the meaning of section 141 of the Code and the Regulations and rulings thereunder, the Issuer shall not use Gross Proceeds of the Bonds to make or finance loans to any person or entity other than a state or local government. For purposes of the foregoing covenant, such Gross Proceeds are considered to be “loaned” to a person or entity if: (1) property acquired, constructed or improved with such Gross Proceeds is sold or leased to such person or entity in a transaction which creates a debt for federal income tax purposes; (2) capacity in or service from such property is committed to such person or entity under a take-or-pay, output or similar contract or arrangement; or (3) indirect benefits, or burdens and benefits of ownership, of such Gross Proceeds or any property acquired, constructed or improved with such Gross Proceeds are otherwise transferred in a transaction which is the economic equivalent of a loan. E. Not to Invest at Higher Yield. Except to the extent it will not cause the Bonds to become “arbitrage bonds” within the meaning of section 148 of the Code and the Regulations and rulings thereunder, the Issuer shall not at any time prior to the final Stated Maturity of the Bonds directly or indirectly invest Gross Proceeds in any Investment, if as a result of such investment the Yield on any Investments acquired with Gross Proceeds (or with money replaced thereby), whether then held or previously disposed of, materially exceeds the Yield of the Bonds. F. Not Federally Guaranteed. Except to the extent permitted by section 149(b) of the Code and the Regulations and rulings thereunder, the Issuer shall not take or omit to take any action which would cause the Bonds to be federally guaranteed within the meaning of section 149(b) of the Code and the Regulations and rulings thereunder. G. Information Report. The Issuer shall timely file the information required by section 149(e) of the Code with the Secretary of the Treasury on Form 8038-G or such other form and in such place as the Secretary of the Treasury may prescribe. H. Rebate of Arbitrage Profits. Except to the extent otherwise provided in section 148(f) of the Code and the Regulations and rulings thereunder: (1) The Issuer shall account for all Gross Proceeds (including all receipts, expenditures and investments thereof) on its books of account separately and apart from 82642268.2 -28- all other funds (and receipts, expenditures and investments thereof) and shall retain all records of accounting for at least six (6) years after the day on which the last Outstanding Bond is discharged. However, to the extent permitted by law, the Issuer may commingle Gross Proceeds of the Bonds with other money of the Issuer, provided that the Issuer separately accounts for each receipt and expenditure of Gross Proceeds and the obligations acquired therewith. (2) Not less frequently than each Computation Date, the Issuer shall calculate the Rebate Amount in accordance with rules set forth in section 148(f) of the Code and the Regulations and rulings thereunder. The Issuer shall maintain such calculations with its official transcript of proceedings relating to the issuance of the Bonds until six (6) years after the final Computation Date. (3) As additional consideration for the purchase of the Bonds by the Purchasers and the loan of the money represented thereby and in order to induce such purchase by measures designed to insure the excludability of the interest thereon from the gross income of the owners thereof for federal income tax purposes, the Issuer shall pay to the United States out of the Bond Fund or its general fund, as permitted by applicable Texas statute, regulation or opinion of the Attorney General of the State of Texas, the amount that when added to the future value of previous rebate payments made for the Bonds equals: (i) in the case of a Final Computation Date as defined in Section 1.148-3(e)(2) of the Regulations, one hundred percent (100%) of the Rebate Amount on such date; and (ii) in the case of any other Computation Date, ninety percent (90%) of the Rebate Amount on such date. In all cases, the rebate payments shall be made at the times, in the installments, to the place and in the manner as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder, and shall be accompanied by Form 8038-T or such other forms and information as is or may be required by section 148(f) of the Code and the Regulations and rulings thereunder. (4) The Issuer shall exercise reasonable diligence to assure that no errors are made in the calculations and payments required by paragraphs (2) and (3), and if an error is made, to discover and promptly correct such error within a reasonable amount of time thereafter (and in all events within one hundred eighty (180) days after discovery of the error), including payment to the United States of any additional Rebate Amount owed to it, interest thereon, and any penalty imposed under Section 1.148-3(h) of the Regulations. I. Not to Divert Arbitrage Profits. Except to the extent permitted by section 148 of the Code and the Regulations and rulings thereunder, the Issuer shall not, at any time prior to the earlier of the Stated Maturity or final payment of the Bonds, enter into any transaction that reduces the amount required to be paid to the United States pursuant to subsection H of this Section because such transaction results in a smaller profit or a larger loss than would have resulted if the transaction had been at arm’s length and had the Yield of the Bonds not been relevant to either party. 82642268.2 -29- J. Bonds Not Hedge Bonds. (1) At the time the Refunded Obligations were issued, the Issuer reasonably expected to spend at least eighty-five percent (85%) of the spendable proceeds of such bonds within three (3) years after such bonds were issued. (2) With respect to the new money portion of the Bonds, the Issuer reasonably expects to spend at least eighty-five percent (85%) of the spendable proceeds of the Bonds within three (3) years after such Bonds are issued. (3) Not more than fifty percent (50%) of the proceeds of the Bonds will be invested in Nonpurpose Investments having a substantially guaranteed Yield for a period of four (4) years or more. K. [Current Refunding of the Refunded Obligations. The Bonds are being issued to refund the Refunded Obligations, and the Bonds will be issued, and certain proceeds thereof used, within 90 days after the Closing Date for the redemption of the Refunded Obligations. In the issuance of the Bonds, the Issuer has employed no “device” to obtain a material financial advantage (based on arbitrage), within the meaning of section 149(d)(4) of the Code, apart from savings attributable to lower interest rates. The Issuer has complied with the covenants, representations, and warranties contained in the documents executed in connection with the issuance of the Refunded Obligations. Accordingly, the Issuer expects to invest the Bond proceeds to be used to refund the Refunded Obligations without regard to Yield restrictions.] L. Elections. The Issuer hereby directs and authorizes any Authorized Official or the City Attorney, either or any combination of them, to make elections permitted or required pursuant to the provisions of the Code or the Regulations, as they deem necessary or appropriate in connection with the Bonds, in the Certificate as to Tax Exemption or similar or other appropriate certificate, form or document. Such elections shall be deemed to be made on the Closing Date. SECTION 18: Satisfaction of Obligation of Issuer. If the Issuer shall pay or cause to be paid, or there shall otherwise be paid to the Holders, the principal of, premium, if any, and interest on the Bonds, at the times and in the manner stipulated in this Ordinance, then the pledge of taxes levied and all covenants, agreements, and other obligations of the Issuer to the Holders shall thereupon cease, terminate, and be discharged and satisfied. Bonds, or any principal amount(s) thereof, shall be deemed to have been paid within the meaning and with the effect expressed above in this Section when: (i) money sufficient to pay in full such Bonds or the principal amount(s) thereof at Stated Maturity or to the redemption date therefor, together with all interest due thereon, shall have been irrevocably deposited with and held in trust by the Paying Agent/Registrar, or an authorized escrow agent; and/or (ii) Government Securities shall have been irrevocably deposited in trust with the Paying Agent/Registrar, or an authorized escrow agent, which Government Securities mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money, together with any money deposited therewith, if any, to pay when due the principal of and interest on such Bonds, or the principal amount(s) thereof, on and prior to the Stated Maturity thereof or (if notice of redemption has been duly given or waived or if irrevocable arrangements 82642268.2 -30- therefor acceptable to the Paying Agent/Registrar have been made) the redemption date thereof. In the event of a defeasance of the Bonds, the Issuer shall deliver a certificate from its financial advisor, the Paying Agent/Registrar, an independent accounting firm, or another qualified third party concerning the deposit of cash and/or Government Securities to pay, when due, the principal of, redemption premium (if any), and interest due on any defeased Bonds. To the extent applicable, if at all, Issuer covenants that no deposit of money or Government Securities will be made under this Section and no use made of any such deposit which would cause the Bonds to be treated as arbitrage bonds within the meaning of section 148 of the Code (as defined in Section 17). Any money so deposited with the Paying Agent/Registrar, and all income from Government Securities held in trust by the Paying Agent/Registrar, or an authorized escrow agent, pursuant to this Section which is not required for the payment of the Bonds, or any principal amount(s) thereof, or interest thereon with respect to which such money has been so deposited shall be remitted to the Issuer or deposited as directed by the Issuer. Furthermore, any money held by the Paying Agent/Registrar for the payment of the principal of and interest on the Bonds and remaining unclaimed for a period of three (3) years after the Stated Maturity or applicable redemption date of the Bonds, such money was deposited and is held in trust to pay shall upon the request of the Issuer be remitted to the Issuer against a written receipt therefor, subject to the unclaimed property laws of the State of Texas. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided that any determination not to redeem defeased Bonds that is made in conjunction with the payment arrangements specified in clause (i) or (ii) above shall not be irrevocable, provided that: (1) in the proceedings providing for such defeasance, the Issuer expressly reserves the right to call the defeased Bonds for redemption; (2) gives notice of the reservation of that right to the owners of the defeased Bonds immediately following the defeasance; (3) directs that notice of the reservation be included in any redemption notices that it authorizes; and (4) at the time of the redemption, satisfies the conditions of clause (i) or (ii) above with respect to such defeased debt as though it was being defeased at the time of the exercise of the option to redeem the defeased Bonds, after taking the redemption into account in determining the sufficiency of the provisions made for the payment of the defeased Bonds. SECTION 19: Ordinance a Contract – Amendments – Outstanding Bonds. The Issuer acknowledges that the covenants and obligations of the Issuer herein contained are a material inducement to the purchase of the Bonds. This Ordinance shall constitute a contract with the Holders from time to time, be binding on the Issuer, and its successors and assigns, and it shall not be amended or repealed by the Issuer so long as any Bond remains Outstanding except as permitted in this Section. The Issuer may, without the consent of or notice to any Holders, from time to time and at any time, amend this Ordinance in any manner not detrimental to the interests of the Holders, including the curing of any ambiguity, inconsistency, or formal defect or omission herein. In addition, the Issuer may, with the written consent of Holders holding a majority in aggregate principal amount of the Bonds then Outstanding affected thereby, amend, add to, or rescind any of the provisions of this Ordinance; provided, however, that, without the consent of all Holders of Outstanding Bonds, no such amendment, addition, or rescission shall: (1) extend the time or times of payment of the principal of, premium, if any, and interest on the Bonds, reduce the principal amount thereof, the redemption price therefor, or the rate of interest thereon, or in any other way 82642268.2 -31- modify the terms of payment of the principal of, premium, if any, or interest on the Bonds; (2) give any preference to any Bond over any other Bond; or (3) reduce the aggregate principal amount of Bonds required for consent to any such amendment, addition, or rescission. SECTION 20: Sale of the Bonds – Approval of Purchase Contract – Use of Bond Proceeds – Official Statement Approval. The Bonds authorized by this Ordinance are hereby sold by the Issuer to ___________________, _______________, _____________, as the authorized representative of a group of underwriters (the Purchasers), having all the rights, benefits, and obligations of a Holder, in accordance with the provisions of a Purchase Contract, dated _______, __, 2021, attached hereto as Exhibit B and incorporated herein by reference as a part of this Ordinance for all purposes. The Initial Bond shall be registered in the name of _________________. The pricing and terms of the sale of the Bonds are hereby found and determined to be the most advantageous reasonably obtainable by the Issuer. Each Pricing Officer is hereby authorized and directed to execute the Purchase Contract for and on behalf of the Issuer and as the act and deed of this Governing Body, and in regard to the approval and execution of the Purchase Contract, the Governing Body hereby finds, determines, and declares that the representations, warranties, and agreements of the Issuer contained in the Purchase Contract are true and correct in all material respects and shall be honored and performed by the Issuer. Delivery of the Bonds to the Purchasers shall occur as soon as practicable after the adoption of this Ordinance, upon payment therefor in accordance with the terms of the Purchase Contract. Furthermore, the Issuer hereby ratifies, confirms, and approves in all respects (i) the Issuer’s prior determination that the Preliminary Official Statement was, as of its date, “deemed final” in accordance with the Rule (hereinafter defined), and (ii) the use and distribution of the Preliminary Official Statement by the Purchasers in connection with the public offering and sale of the Bonds. The final Official Statement, being a modification and amendment of the Preliminary Official Statement to reflect the terms of sale, referenced in the Purchase Contract (together with such changes approved by a Pricing Officer), shall be and is hereby in all respects approved, and the Purchasers are hereby authorized to use and distribute the final Official Statement, dated ____________ __, 2021, in the reoffering, sale and delivery of the Bonds to the public. The Mayor and City Secretary of the Issuer are further authorized and directed to manually execute and deliver for and on behalf of the Issuer copies of the Official Statement in final form as may be required by the Purchasers, and such final Official Statement in the form and content manually executed by said officials shall be deemed to be approved by the Governing Body and constitute the Official Statement authorized for distribution and use by the Purchasers. The proper officials of the Issuer are hereby authorized to execute and deliver a certificate pertaining to such Official Statement as prescribed therein, dated as of the date of payment for and delivery of the Bonds. Proceeds from the sale of the Bonds shall be applied as follows: A. The Issuer received a [net] reoffering premium from the sale of the Bonds of $__________, which is hereby allocated by the Issuer in the following manner: (i) $________ shall be used to pay costs of issuance and contingency amount; (ii) $_________ shall be used to pay the Purchasers’ discount; and (iii) $___________ shall be deposited into the hereinafter defined Escrow Fund to provide for the refunding of the Refunded Obligations as described in subsection B below. 82642268.2 -32- B. $___________ (representing $_________ of principal and $___________ of the [net] reoffering premium allocated to the refunding of the Refunded Obligations as described in subsection A above) shall be deposited and expended pursuant to the Agreement (hereinafter defined). SECTION 21:Escrow Agreement Approval and Execution. The Escrow and Trust Agreement, dated as of October 10, 2021, to be effective upon the initial delivery of the Bonds to the Purchasers (the Agreement) between the Issuer and [The Bank of New York Mellon Trust Company, N.A., Dallas, Texas] (the Escrow Agent), attached hereto as Exhibit C and incorporated herein by reference as a part of this Ordinance for all purposes, is hereby approved as to form and content, and such Agreement in substantially the form and substance attached hereto as Exhibit C, together with such changes or revisions as may be necessary to accomplish the refunding or benefit the Issuer, is hereby authorized to be executed by any Authorized Official and on behalf of the Issuer and as the act and deed of this Governing Body; and such Agreement as executed by said officials shall be deemed approved by the Governing Body and constitute the Agreement herein approved. Furthermore, each Authorized Official in cooperation with the Escrow Agent are hereby authorized and directed to make the necessary arrangements for the purchase of the Escrowed Securities referenced in the Agreement and the initial delivery thereof to the Escrow Agent on the day of delivery of the Bonds to the Purchasers for deposit to the credit of the “CITY OF CORPUS CHRISTI, TEXAS GENERAL IMPROVEMENT REFUNDING BONDS, SERIES 2021 ESCROW FUND” (the Escrow Fund), including the execution of the subscription forms for the purchase and issuance of the “United States Treasury Securities - State and Local Government Series”, if any, for deposit to the Escrow Fund; all as contemplated and provided by the provisions of Chapter 1207, this Ordinance, and the Agreement. SECTION 22: Redemption of Refunded Obligations. The Refunded Obligations referenced in the preamble hereof become subject to redemption prior to their stated maturity at the price of par plus accrued interest to their date of redemption. The Mayor shall give written notice to the Escrow Agent that all of the Refunded Obligations have been called for redemption, and the Governing Body orders that such obligations are called for redemption on the earliest optional redemption date that such Refunded Obligations are callable at par and without make- whole or other premium, and such order to redeem the Refunded Obligations on such date shall be irrevocable upon the delivery of the Bonds. A copy of the notice of redemption pertaining to the Refunded Obligations is attached to this Ordinance as Exhibit D and is incorporated herein by reference for all purposes. The Escrow Agent is authorized and instructed to provide the notice of redemption to the holders of the Refunded Obligations in the form and manner described in the ordinance authorizing the issuance of the Refunded Obligations. SECTION 23: Control and Custody of Bonds. The Mayor of the Issuer shall be and is hereby authorized to take and have charge of all necessary orders and records pending investigation by the Attorney General of the State of Texas including the printing and supply of definitive Bonds and shall take and have charge and control of the Initial Bond pending their approval by the Attorney General of the State of Texas, the registration thereof by the Comptroller of Public Accounts of the State of Texas and the delivery thereof to the Purchasers. 82642268.2 -33- Furthermore, any Authorized Official, either individually or any combination of them, are hereby authorized and directed to furnish and execute such documents relating to the Issuer and its financial affairs as may be necessary for the issuance of the Bonds, the approval of the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas and, together with the Issuer’s Financial Advisors, Bond Counsel, and the Paying Agent/Registrar, to make the necessary arrangements for the delivery of the Initial Bond to the Purchasers and, when requested in writing by the Purchasers, the initial exchange thereof for definitive Bonds. SECTION 24: Printed Opinion. The Purchasers’ obligation to accept delivery of the Bonds is subject to its being furnished a final opinion of Norton Rose Fulbright US LLP, Bond Counsel, approving the Bonds as to their validity, said opinion to be dated and delivered as of the date of initial delivery and payment for the Bonds. Printing of a true and correct reproduction of said opinions on the reverse side of each of the Bonds is hereby approved and authorized. SECTION 25: CUSIP Numbers. CUSIP numbers may be printed or typed on the definitive Bonds. It is expressly provided, however, that the presence or absence of CUSIP numbers on the definitive Bonds shall be of no significance or effect as regards the legality thereof, and neither the Issuer nor attorneys approving said Bonds as to legality are to be held responsible for CUSIP numbers incorrectly printed or typed on the definitive Bonds. SECTION 26: Benefits of Ordinance. Nothing in this Ordinance, expressed or implied, is intended or shall be construed to confer upon any person other than the Issuer, the Paying Agent/Registrar, Bond Counsel, the Purchasers, and the Holders any right, remedy, or claim, legal or equitable, under or by reason of this Ordinance or any provision hereof, this Ordinance and all its provisions being intended to be and being for the sole and exclusive benefit of the Issuer, the Paying Agent/Registrar, Bond Counsel, the Purchasers, and the Holders. SECTION 27: Inconsistent Provisions. All ordinances, orders, or resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Ordinance are hereby repealed to the extent of such conflict and the provisions of this Ordinance shall be and remain controlling as to the matters contained herein. SECTION 28: Governing Law. This Ordinance shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. SECTION 29: Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof. SECTION 30: Severability. If any provision of this Ordinance or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Ordinance and the application of such provision to other persons and circumstances shall nevertheless be valid, and the Governing Body hereby declares that this Ordinance would have been enacted without such invalid provision. SECTION 31: Public Meeting. It is officially found, determined, and declared that the meeting at which this Ordinance is adopted was open to the public and public notice of the time, 82642268.2 -34- place, and subject matter of the public business to be considered at such meeting, including this Ordinance, was given, all as required by Chapter 551, as amended, Texas Government Code. SECTION 32: Authorization of Paying Agent/Registrar Agreement. The Governing Body of the Issuer hereby finds and determines that it is in the best interest of the Issuer to authorize the execution of a Paying Agent/Registrar Agreement pertaining to the registration, exchange, transferability, and payment of the Bonds. A copy of the Paying Agent/Registrar Agreement is attached hereto, in substantially final form, as Exhibit A and is incorporated herein by reference as fully as if recopied in its entirety in this Ordinance. SECTION 33: Incorporation of Preamble Recitals. The recitals contained in the preamble to this Ordinance are hereby found to be true, and such recitals are hereby made a part of this Ordinance for all purposes and are adopted as a part of the judgment and findings of the Governing Body of the Issuer. SECTION 34: Book-Entry-Only System. The Bonds shall initially be registered so as to participate in a securities depository system (the DTC System) with the Depository Trust Company, New York, New York, or any successor entity thereto (the DTC), as set forth herein. Each Stated Maturity of the Bonds shall be issued (following cancellation of the Initial Bond described in Section 7) in the form of a separate single definitive Bond. Upon issuance, the ownership of each such Bond shall be registered in the name of Cede & Co., as the nominee of DTC, and all of the Outstanding Bonds shall be registered in the name of Cede & Co., as the nominee of DTC. The Issuer and the Paying Agent/Register are authorized to execute, deliver, and take the actions set forth in such letters to or agreements with DTC as shall be necessary to effectuate the DTC System, including the Letter of Representations attached hereto as Exhibit E (the Representation Letter). With respect to the Bonds registered in the name of Cede & Co., as nominee of DTC, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any broker-dealer, bank, or other financial institution for which DTC holds the Bonds from time to time as securities depository (a Depository Participant) or to any person on behalf of whom such a Depository Participant holds an interest in the Bonds (an Indirect Participant). Without limiting the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation with respect to: (i) the accuracy of the records of DTC, Cede & Co., or any Depository Participant with respect to any ownership interest in the Bonds; (ii) the delivery to any Depository Participant or any other person, other than a registered owner of the Bonds, as shown on the Security Register, of any notice with respect to the Bonds, including any notice of redemption; or (iii) the delivery to any Depository Participant or any Indirect Participant or any other Person, other than a Holder of a Bond, of any amount with respect to principal of, premium, if any, or interest on the Bonds. While in the DTC System, no person other than Cede & Co., or any successor thereto, as nominee for DTC, shall receive a bond certificate evidencing the obligation of the Issuer to make payments of principal, premium, if any, and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks or drafts being mailed to the Holder, the word “Cede & Co.” in this Ordinance shall refer to such new nominee of DTC. 82642268.2 -35- In the event that: (i) the Issuer determines that DTC is incapable of discharging its responsibilities described herein and in the Representation Letter; (ii) the Representation Letter shall be terminated for any reason; or (iii) DTC or the Issuer determines that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall notify the Paying Agent/Registrar, DTC, and DTC Participants of the availability within a reasonable period of time through DTC of bond certificates, and the Bonds shall no longer be restricted to being registered in the name of Cede & Co., as nominee of DTC. At that time, the Issuer may determine that the Bonds shall be registered in the name of and deposited with a successor depository operating a securities depository system, as may be acceptable to the Issuer, or such depository’s agent or designee, and if the Issuer and the Paying Agent/Registrar do not select such alternate securities depository system then the Bonds may be registered in whatever name or names the Holders of Bonds transferring or exchanging the Bonds shall designate, in accordance with the provisions hereof. Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect to principal of, premium, if any, and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the Representation Letter. SECTION 35: Construction of Terms. If appropriate in the context of this Ordinance, words of the singular number shall be considered to include the plural, words of the plural number shall be considered to include the singular, and words of the masculine, feminine or neuter gender shall be considered to include the other genders. SECTION 36: Unavailability of Authorized Publication. If, because of the temporary or permanent suspension of any newspaper, journal, or other publication, or, for any reason, publication of notice cannot be made meeting any requirements herein established, any notice required to be published by the provisions of this Ordinance shall be given in such other manner and at such time or times as in the judgment of the Issuer or of the Paying Agent/Registrar shall most effectively approximate such required publication and the giving of such notice in such manner shall for all purposes of this Ordinance be deemed to be in compliance with the requirements for publication thereof. SECTION 37: No Recourse Against Issuer Officials. No recourse shall be had for the payment of principal of, premium, if any, or interest on any Bond or for any claim based thereon or on this Ordinance against any official of the Issuer or any person executing any Bond. SECTION 38: Continuing Disclosure Undertaking. A. Definitions. As used in this Section, the following terms have the meanings ascribed to such terms below: EMMA means the MSRB’s Electronic Municipal Market Access system, accessible by the general public, without charge, on the internet through the uniform resource locator (URL) http://www.emma.msrb.org. 82642268.2 -36- Financial Obligation means a (a) debt obligation; (b) derivative instrument entered into in connection with, or pledged as security or a source of payment for, an existing or planned debt obligation; or (c) guarantee of a debt obligation or any such derivative instrument; provided that “financial obligation” shall not include municipal securities (as defined in the Securities Exchange Act of 1934, as amended) as to which a final official statement (as defined in the Rule) has been provided to the MSRB consistent with the Rule. MSRB means the Municipal Securities Rulemaking Board. Rule means SEC Rule 15c2-12, as amended from time to time. SEC means the United States Securities and Exchange Commission. Undertaking means the Issuer’s continuing disclosure undertaking, described in subsections B through F below, hereunder accepted and entered into by the Issuer for the purpose of compliance with the Rule. B. Annual Reports. The Issuer shall file annually with the MSRB (i) within six (6) months after the end of each fiscal year of the Issuer ending in or after 2021, financial information and operating data with respect to the Issuer of the general type included in the final Official Statement authorized by Section 20 of this Ordinance, being the information described in Exhibit F hereto, and (ii) if not provided as part such financial information and operating data, audited financial statements of the Issuer, when and if available. Any financial statements so to be provided shall be (i) prepared in accordance with the accounting principles described in Exhibit F hereto, or such other accounting principles as the Issuer may be required to employ from time to time pursuant to state law or regulation, and (ii) audited, if the Issuer commissions an audit of such financial statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the Issuer shall file unaudited financial statements within such period and audited financial statements for the applicable fiscal year to the MSRB, when and if the audit report on such financial statements becomes available. Under current Texas law, including, but not limited to, Chapter 103, as amended, Texas Local Government Code, the Issuer must have its records and accounts audited annually and shall have an annual financial statement prepared based on the audit. The annual financial statement, including the auditor’s opinion on the statement, shall be filed in the office of the City Secretary within one hundred eighty (180) days after the last day of the Issuer’s fiscal year. Additionally, upon the filing of this financial statement and the annual audit, these documents are subject to the Texas Open Records Act, as amended, Texas Government Code, Chapter 552. If the Issuer changes its fiscal year, it will file notice of such change (and of the date of the new fiscal year end) with the MSRB prior to the next date by which the Issuer otherwise would be required to provide financial information and operating data pursuant to this Section. 82642268.2 -37- C. Notice of Certain Events. The Issuer shall file notice of any of the following events with respect to the Bonds to the MSRB in a timely manner and not more than ten (10) business days after occurrence of the event: (1) principal and interest payment delinquencies; (2) non-payment related defaults, if material; (3) unscheduled draws on debt service reserves reflecting financial difficulties; (4) unscheduled draws on credit enhancements reflecting financial difficulties; (5) substitution of credit or liquidity providers, or their failure to perform; (6) adverse tax opinions, the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701-TEB), or other material notices or determinations with respect to the tax status of the Bonds, or other material events affecting the tax status of the Bonds; (7) modifications to rights of Holders of the Bonds, if material; (8) Bond calls, if material, and tender offers; (9) defeasances; (10) release, substitution, or sale of property securing repayment of the Bonds, if material; (11) rating changes; (12) bankruptcy, insolvency, receivership, or similar event of the Issuer, which shall occur as described below; (13) the consummation of a merger, consolidation, or acquisition involving the Issuer or the sale of all or substantially all of its assets, other than in the ordinary course of business, the entry into of a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms, if material; (14) appointment of a successor or additional paying agent/registrar or the change of name of a paying agent/registrar, if material; (15) incurrence of a Financial Obligation of the Issuer, if material, or agreement to covenants, events of default, remedies, priority rights, or other similar terms of a Financial Obligation of the Issuer, any of which affect security holders, if material; and 82642268.2 -38- (16) default, event of acceleration, termination event, modification of terms, or other similar events under the terms of a Financial Obligation of the Issuer, any of which reflect financial difficulties. For these purposes, (a) any event described in the immediately preceding paragraph (12) is considered to occur when any of the following occur: the appointment of a receiver, fiscal agent, or similar officer for the Issuer in a proceeding under the United States Bankruptcy Code or in any other proceeding under state or federal law in which a court or governmental authority has assumed jurisdiction over substantially all of the assets or business of the Issuer, or if such jurisdiction has been assumed by leaving the existing governing body and officials or officers in possession but subject to the supervision and orders of a court or governmental authority, or the entry of an order confirming a plan of reorganization, arrangement, or liquidation by a court or governmental authority having supervision or jurisdiction over substantially all of the assets or business of the Issuer, and (b) the Issuer intends the words used in the immediately preceding paragraphs (15) and (16) and the definition of Financial Obligation in this Section to have the same meanings as when they are used in the Rule, as evidenced by SEC Release No. 34-83885, dated August 20, 2018. The Issuer shall file notice with the MSRB, in a timely manner, of any failure by the Issuer to provide financial information or operating data in accordance with this Section by the time required by this Section. D. Limitations, Disclaimers, and Amendments. The Issuer shall be obligated to observe and perform the covenants specified in this Section for so long as, but only for so long as, the Issuer remains an “obligated person” with respect to the Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any deposit that causes the Bonds to be no longer Outstanding. The provisions of this Section are for the sole benefit of the Holders and beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Issuer’s financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The Issuer does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE HOLDER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITH OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. 82642268.2 -39- No default by the Issuer in observing or performing its obligations under this Section shall constitute a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the Issuer under federal and state securities laws. The provisions of this Section may be amended by the Issuer from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the Issuer, but only if (i) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule to the date of such amendment, as well as such changed circumstances, and (ii) either (a) the Holders of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the Outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with the Issuer (such as nationally recognized bond counsel) determines that such amendment will not materially impair the interests of the Holders and beneficial owners of the Bonds. The Issuer may also repeal or amend the provisions of this Section if the SEC amends or repeals the applicable provisions of the Rule or any court of final jurisdiction enters judgment that such provisions of the Rule are invalid, and the Issuer also may amend the provisions of this Section in its discretion in any other manner or circumstance, but in either case only if and to the extent that the provisions of this sentence would not have prevented an underwriter from lawfully purchasing or selling Bonds in the primary offering of the Bonds, giving effect to (i) such provisions as so amended, and (ii) any amendments or interpretations of the Rule. If the Issuer so amends the provisions of this Section, the Issuer shall include with any amended financial information or operating data next provided in accordance with this Section an explanation, in narrative form, of the reasons for the amendment and of the impact of any change in the type of financial information or operating data so provided. E. Information Format – Incorporation by Reference. The Issuer information required under this Section shall be filed with the MSRB through EMMA in such format and accompanied by such identifying information as may be specified from time to time thereby. Under the current rules of the MSRB, continuing disclosure documents submitted to EMMA must be in word-searchable portable document format (PDF) files that permit the document to be saved, viewed, printed, and retransmitted by electronic means and the series of obligations to which such continuing disclosure documents relate must be identified by CUSIP number or numbers. Financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document (including an official statement or other offering document) available to the public through EMMA or filed with the SEC. 82642268.2 -40- F. General Policies and Procedures Concerning Compliance with the Rule. Because the issuance of the Bonds is subject to the provisions of the Rule and because the potential “underwriters” in a negotiated sale of the Bonds or the initial purchasers in a competitive sale of the Bonds may be subject to MSRB rules and regulations with respect to such sale (including certain due diligence and suitability requirements, among others), the Issuer hereby adopts the General Policies and Procedures Concerning Compliance with the Rule (the Policies and Procedures), attached hereto as Exhibit G, with which the Issuer shall follow to assure compliance with the Undertaking. The Issuer has developed these Policies and Procedures for the purpose of meeting its requirements of the Undertaking and, in connection therewith, has sought the guidance from its internal staff charged with administering the Issuer’s financial affairs, its municipal or financial advisors, its legal counsel (including its Bond Counsel), and its independent accountants (to the extent determined to be necessary or advisable). The Policies and Procedures can be amended at the sole discretion of the Issuer and any such amendment will not be deemed to be an amendment to the Undertaking. Each Authorized Official is hereby authorized to amend the Policies and Procedures as a result of a change in law, a future issuance of indebtedness subject to the Rule, or another purpose determined by the Authorized Official to be necessary or desirable for or with respect to future compliance with the Undertaking. SECTION 39: Further Procedures. The officers and employees of the Issuer are hereby authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the Issuer all such instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the initial sale and delivery of the Bonds, the Agreement, the Paying Agent/Registrar Agreement, the Purchase Contract, and the Official Statement. In addition, prior to the initial delivery of the Bonds, any Authorized Official and Bond Counsel are hereby authorized and directed to approve any technical changes or corrections to this Ordinance or to any of the instruments authorized and approved by this Ordinance necessary in order to: (i) correct any ambiguity or mistake or properly or more completely document the transactions contemplated and approved by this Ordinance and as described in the Official Statement; (ii) obtain a rating from any of the national bond rating agencies; or (iii) obtain the approval of the Bonds by the Office of the Attorney General of the State of Texas. In case any officer of the Issuer whose signature shall appear on any certificate shall cease to be such officer before the delivery of such certificate, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 40: Ancillary Bond Contracts. Though such parties may be identified, and the entry into a particular form of contract may be authorized herein, pursuant to Chapter 1371, and any other applicable law, the Governing Body, hereby delegates to each Authorized Official other than the Mayor the authority to independently select the counterparty to any agreement with any paying agent/registrar, rating agency, securities depository, escrow agent, open market securities bidding agent, verification agent, or any other contract that is determined by an Authorized Official (other than the Mayor), the City’s Financial Advisors, or the City’s Bond Counsel to be necessary or incidental to the issuance of the Bonds as long as each of such contracts has a value of less than the amount referenced in Section 2252.908 of the Texas Government Code (collectively, the 82642268.2 -41- Ancillary Bond Contracts); and, as necessary, to execute the Ancillary Bond Contracts on behalf and as the act and deed of the City. As a result of such delegation, the provisions of Section 2252.908, as amended, Texas Government Code, are not applicable to the Ancillary Bond Contracts pursuant to 1 Texas Administrative Code Sec. 46.1(c). SECTION 41: Perfection of Security Interest. Chapter 1208, Texas Government Code, applies to the issuance of the Bonds and the pledge of ad valorem taxes granted by the Issuer in Section 11, and such pledge is therefore valid, effective, and perfected. If Texas law is amended at any time while the Bonds are outstanding and unpaid such that the pledge of ad valorem taxes granted by the Issuer is to be subject to the filing requirements of Chapter 9, Texas Business & Commerce Code, then in order to preserve to the registered owners of the Bonds the perfection of the security interest in this pledge, the Issuer agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Texas Business & Commerce Code and enable a filing to perfect the security interest in this pledge to occur. SECTION 42: City’s Consent to Provide Information and Documentation to the Texas MAC. The Municipal Advisory Council of Texas (the Texas MAC), a non-profit membership corporation organized exclusively for non-profit purposes described in section 501(c)(6) of the Code and which serves as a comprehensive financial information repository regarding municipal debt issuers in Texas, requires provision of written documentation regarding the issuance of municipal debt by the issuers thereof. In support of the purpose of the Texas MAC and in compliance with applicable law, the City hereby consents to and authorizes any Authorized Official, the City’s Bond Counsel, and/or the City’s Financial Advisors to provide to the Texas MAC information and documentation requested by the Texas MAC relating to the Bonds; provided, however, that no such information and documentation shall be provided prior to the Closing Date. This consent and authorization relates only to information and documentation that is a part of the public record concerning the issuance of the Bonds. SECTION 43: Effective Date. Pursuant to the provisions of Section 1201.028, as amended, Texas Government Code, this Ordinance shall be effective immediately upon adoption, notwithstanding any provision in the City’s Home Rule Charter to the contrary concerning a multiple reading requirement for the adoption of ordinances. [The remainder of this page intentionally left blank.] S-1 PASSED, APPROVED AND ADOPTED on the 10th day of August, 2021. CITY OF CORPUS CHRISTI, TEXAS ____________________________________ Mayor ATTEST: ____________________________________ City Secretary (SEAL) APPROVED THIS 10th DAY OF AUGUST, 2021: ________________________ Miles Risley, City Attorney [The remainder of this page intentionally left blank.] S-2 THE STATE OF TEXAS COUNTY OF NUECES § § § I, the undersigned, City Secretary of the City of Corpus Christi, Texas, do hereby certify that the above and foregoing is a true, full and correct copy of an Ordinance passed by the City Council of the City of Corpus Christi, Texas (and of the minutes pertaining thereto) on the 10th day of August, 2021, authorizing the issuance of one or more series of the City’s general improvement refunding bonds, which ordinance is duly of record in the minutes of said City Council, and said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Texas Government Code, Chapter 551. EXECUTED UNDER MY HAND AND SEAL of said City, this the ____ day of _________, 2021. City Secretary (CITY SEAL) S-3 The foregoing ordinance was read for the first time and passed to its second reading on this the 27th day of July, 2021, by the following vote: Paulette Guajardo ____________ John Martinez ___________ Roland Barrera ____________ Ben Molina ____________ Gil Hernandez ____________ Mike Pusley ____________ Michael Hunter ____________ Greg Smith ____________ Billy Lerma ____________ That the foregoing ordinance was read for the second time and passed finally on this the 10 th day of August, 2021, by the following vote: Paulette Guajardo ____________ John Martinez ___________ Roland Barrera ____________ Ben Molina ____________ Gil Hernandez ____________ Mike Pusley ____________ Michael Hunter ____________ Greg Smith ____________ Billy Lerma ____________ PASSED AND APPROVED, this the 10th day of August, 2021. ATTEST: __________________________________ _____________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor 82642268.2 Index-1 INDEX OF SCHEDULES AND EXHIBITS Schedule I – Schedule of Refunded Obligations Schedule II – Approval Certificate Exhibit A – Paying Agent/Registrar Agreement Exhibit B – Purchase Contract Exhibit C – Escrow Agreement Exhibit D – Notices of Redemption Exhibit E – DTC Letter of Representations Exhibit F – Description of Annual Financial Information Exhibit G – General Policies and Procedures Concerning Compliance With the Rule [The remainder of this page intentionally left blank.] 82642268.2 Schedule I-1 SCHEDULE I SCHEDULE OF REFUNDED OBLIGATIONS [To be completed based off the Refunding Candidates selected upon the sale of the respective series of obligations] 82642268.2 Schedule II-1 SCHEDULE II APPROVAL CERTIFICATE See Tab No. __ 82642268.2 A-1 EXHIBIT A PAYING AGENT/REGISTRAR AGREEMENT See Tab No. __ 82642268.2 B-1 EXHIBIT B PURCHASE CONTRACT See Tab No. __ 82642268.2 C-1 EXHIBIT C ESCROW AGREEMENT See Tab No. __ 82642268.2 D-1 EXHIBIT D NOTICES OF REDEMPTION See Tab No. __ 82642268.2 E-1 EXHIBIT E DTC LETTER OF REPRESENTATIONS See Tab No. __ 82642268.2 F-1 EXHIBIT F DESCRIPTION OF ANNUAL FINANCIAL INFORMATION The following information is referred to in Section 38 of this Ordinance. Annual Financial Statements and Operating Data The financial information and operating data with respect to the Issuer to be provided annually in accordance with such Section are as specified (and included in the Appendix or under the headings of the Official Statement referred to) below: 1. The Issuer’s audited financial statements for the most recently concluded fiscal year or to the extent these audited financial statements are not available, the portions of the unaudited financial statements of the Issuer appended to the Official Statement as Appendix B, but for the most recently concluded fiscal year. 2. [Tables 1 through 6 and 8 through 12 in the Official Statement.] Accounting Principles The accounting principles referred to in such Section are generally accepted accounting principles for governmental units as prescribed by the Government Accounting Standards Board from time to time. 82642268.2 G-1 EXHIBIT G GENERAL POLICIES AND PROCEDURES CONCERNING COMPLIANCE WITH THE RULE I. Capitalized terms used in this Exhibit have the meanings ascribed thereto in Section 38 of the Ordinance. Bonds refer to the Bonds that are the subject of the Ordinance to which this Exhibit is attached. II. As a capital markets participant, the Issuer is aware of its continuing disclosure requirements and obligations existing under the Rule prior to February 27, 2019, the effective date of the most recent amendment to the Rule (the Effective Date), and has implemented and maintained internal policies, processes, and procedures to ensure compliance therewith. Adherence to these internal policies, processes, and procedures has enabled underwriters in non-exempt negotiated sales and initial purchasers in non-exempt competitive sales to comply with their obligations arising under various MSRB rules and regulations concerning due diligence and findings of suitability, among other matters, regarding the Issuer’s compliance with the Rule. III. The Issuer is aware that the Rule was amended as of the Effective Date (the Rule Amendment) and has accommodated this amendment by adding subparagraphs (15) and (16) to Section 38C of the Ordinance, which provisions are a part of the Undertaking. IV. The Issuer is aware that “participating underwriters” (as such term is defined in the Rule) of the Bonds must make inquiry and reasonably believe that the Issuer is likely to comply with the Undertaking and that the standards for determining compliance have increased over time as a result of, among others, the United States Securities and Exchange Commission’s Municipalities Continuing Disclosure Cooperation Initiative and regulatory commentary relating to the effectiveness of the Rule Amendment. V. The Issuer now establishes the following general policies and procedures (the Policies and Procedures) for satisfying its obligations pursuant to the Undertaking, which policies and procedures have been developed based on the Issuer’s informal policies, procedures, and processes utilized prior to the Effective Date for compliance with the Issuer’s obligations under the Rule, the advice from and discussions with the Issuer’s internal senior staff (including staff charged with administering the Issuer’s financial affairs), its municipal or financial advisors, its legal counsel (including Bond Counsel), and its independent accountants, to the extent determined to be necessary or advisable (collectively, the Compliance Team): 1. The Chief Financial Officer (the Compliance Officer) shall be responsible for satisfying the Issuer’s obligations pursuant to the Undertaking through adherence to these Policies and Procedures; 2. the Compliance Officer shall establish reminder or “tickler” systems to identify and timely report to the MSRB, in the format thereby prescribed from time to time, the Issuer’s information of the type described in Section 38B of the Ordinance; 3. the Compliance Officer shall promptly determine the occurrence of any of the events described in Section 38C of the Ordinance; 82642268.2 G-2 4. the Compliance Officer shall work with external consultants of the Issuer, as and to the extent necessary, to timely prepare and file with the MSRB the annual information of the Issuer and notice of the occurrence of any of the events referenced in Clauses 2 and 3 above, respectively, the foregoing being required to satisfy the terms of the Undertaking; 5. the Compliance Officer shall establish a system for identifying and monitoring any Financial Obligations, whether now existing or hereafter entered into by the Issuer, and (upon identification) determining if such Financial Obligation has the potential to materially impact the security or source of repayment of the Bonds; 6. upon identification of any Financial Obligation meeting the materiality standard identified in Clause 5 above, the Compliance Officer shall establish a process for identifying and monitoring any Issuer agreement to covenants, events of default, remedies, priority rights, or other similar terms under such Financial Obligation; 7. the Compliance Officer shall establish a process for identifying the occurrence of any default, event of acceleration, termination event, modification of terms, or other similar events under the terms of any Financial Obligation, the occurrence of any of which reflect financial difficulties of the Issuer; and 8. the Compliance Officer shall annually review these Policies and Procedures with the remainder of the Compliance Team, make any modifications on an internal document retained by the Compliance Officer and available to any “participating underwriter” (as defined in the Rule), if requested, and on the basis of this annual review (to the extent determined to be necessary or desirable), seek additional training for herself or himself, as well as other members of the Issuer’s internal staff identified by the Compliance Officer to assist with the Issuer’s satisfaction of the terms and provisions of the Undertaking. DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Charles Mendoza, Director of Asset Management Charlesm2@cctexas.com (361) 826-1941 Mike Markle, Police Chief MikeMa@cctexas.com (361) 886-2601 Josh Chronley, Assistant Director of Contracts and Procurement JoshC2@cctexas.com (361) 826-3169 CAPTION: Motion authorizing a two-year service agreement for parts and installation of equipment for Police marked units for a total amount not to exceed $347,759.22 with CAP Fleet Upfitters, LLC., from Houston, Texas, with FY 2021 funding in an amount not to exceed $103,723.40 available through the FY 2021 Fleet Equipment Replacement Fund. SUMMARY: This motion authorizes a two-year service agreement for purchase of parts, equipment, and the installation of 37 upfitting kits onto 27 Ford PI Utility Vehicles, eight Chevrolet Tahoes, one Ford F-150 K9, and one Ford F-250 Traffic unit for the Police Department. Upfitting kits consists of emergency accessories and equipment to include lights, full compartment partitions, sirens, push bumpers and center console keyboard mounting plates for police marked units. BACKGROUND AND FINDINGS: The Corpus Christi Police Department needs to purchase new accessories, equipment such as lights, full compartment partitions, sirens, push bumpers, and center console keyboard mounting plates to fit the new body styles of the 2022 Ford PI Utility Patrol Units, 2022 Chevrolet Tahoe Command Staff Units, 2022 Ford F150 K9 Unit, and a 2022 Ford F250 Traffic Unit. The equipment installed on replaced units cannot be retrofitted to new vehicles or equipment as they do not fit the new body styles. Accessories and Equipment Upfitting for Police Vehicles AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 PROCUREMENT DETAIL: This procurement is through the BuyBoard Cooperative. Contracts awarded through the BuyBoard Cooperative have been competitively procured in compliance with Texas Local and State procurement requirements. CAP Fleet Upfitters, LLC. is the incumbent from the previous contract which covered upfitting 14 units. The proposed agreement covers the upfitting of 37 units with a 46% savings in cost. ALTERNATIVES: The alternative is not to purchase the vehicle upfitting kits, leaving Patrol and Command Staff Officers without vehicles to patrol the streets of Corpus Christi, and Canine Officers unable to respond to calls for service that require a canine. FISCAL IMPACT: The fiscal impact for the Fleet Equipment Fund in FY 2021 is $103,723.40 for this service. The remaining impact will come from future budgets to include $86,452.00 from Crime Control and $155,584.60 from Fleet Equipment Replacement Fund. FUNDING DETAIL: Fund: 5111 Fleet Equipment Replacement Fund Organization/Activity: 11701 Equipment Purchases-Fleet Mission Element: 201 Maintain the Fleet Project # (CIP Only): N/A Account: 550020 Vehicles & Machinery Fund: 9010 CC Crime Control Organization/Activity: 11717 CCCCPD-PS Vehicles & Equip Mission Element: 151 Respond to Law Enforcement Calls Project # (CIP Only): N/A Account: 550020 Vehicles & Machinery RECOMMENDATION: Staff recommends approval of this motion authorizing a two-year service agreement with CAP Fleet Upfitters, LLC., as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Price Sheet Attachment A – Scope of Work Scope of Work 1. The contractor shall supply and install 37 upfitting kits for use in 27each 2022 PI Utility units, 8 each 2022 Chevrolet Tahoe units, 1 each 2022 Ford F150 K9 unit, and 1 each 2022 Ford F250 Traffic unit for the Corpus Christi Police Department to place the units in service at the appropriate time. Upfitting is the term used to describe the installation of accessories and equipment that go in Police Marked Units which includes but is not limited to such items as lights, full compartment partitions, sirens, push bumpers, and center console keyboard mounting plates. Please refer to Attachment B for an itemized list of all parts, equipment and services that must be included in the upfitting kits. 2. The installation of the upfitting equipment will be performed offsite in accordance with applicable, current, and recognized standards. The contractor will not need to come onto City property to perform the installation. City staff will provide for the delivery and return of the vehicles selected for upfitting. Attachment B - Pricing Schedule Attachment C - Insurance Requirements I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 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 AUTO LIABILITY (including) 1. Owned 2. Hired and Non-Owned 3. Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 C. In the event of accidents of any kind related to this agreement, 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 an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; • Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; • Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and • Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. E. Within 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2021 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 05/10/2021 Risk Management – Legal Dept. ATTACHMENT D – WARRANTY REQUIREMENTS Warranty is lifetime and covers the workmanship (wiring on the aftermarket, and installation of the parts). The manufacture warranty covers the items that are installed in the vehicle. City of Corpus Christi Contracts & Procurement Buyer: Tracy Garza ITEM DESCRIPTION QUANTITY UNIT EXTENDED TOTAL 1 Ford PI Utility Upfitting Kit to Include Labor 27 10,372.34$ 280,053.18$ 2 Chevrolet Tahoe Upfitting Kit to Include Labor 8 4,849.46$ 38,795.68$ 3 Ford F-150 K9 Upfitting Kit to Include Labor 1 17,843.62$ 17,843.62$ 4 Ford F-250 Traffic Upfitting Kit to Include Labor 1 9,066.74$ 9,066.74$ 345,759.22$ TOTAL PURCHASE PRICE Price Sheet Upfitting for Police Vehicles Asset Management BuyBoard Contract No. 601-19 CAP FLEET UPFITTERS, LLC HOUSTON, TEXAS DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities KevinN@cctexas.com (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement JoshC2@cctexas.com (361) 826-3169 CAPTION Resolution authorizing a five-year service agreement with Rotork Controls, Inc. of Houston, Texas, in an amount not to exceed $162,802.27 for preventative maintenance, repairs, and purchase of motors for Rotork Actuators at the Wesley Seale Dam, with FY 2021 funding in the amount of $10,853.48 available in the Water Fund. SUMMARY: This is for the preventative maintenance, repairs, and purchase of motors for Rotork Actuators for the Wesley Seale Dam-Utilities Department at Lake Corpus Christi. BACKGROUND AND FINDINGS: The Wesley Seale Dam at Lake Corpus Christi is equipped with sixty crest gates. Thirty- three gates are located on the North side and are operated manually with a hydraulic unit. Twenty-seven gates are located on the South side and are operated automatically with Rotork actuators. These crest gates are used primarily during flood events to protect the integrity of the dam when large volumes of water need to be released from Lake Corpus Christi to make room for heavy incoming flows. To prevent gate failure, it is necessary to ensure the actuators that control the opening/closing of the ga tes are properly maintained. This contract provides annual preventative maintenance for the gate actuators for the South Spillway Crest Gates and the Pakscan Master Station, in addition to the purchase of up to four spare motors that will be warehouse stock items readily available for staff to make corrective repairs in case of a breakdown. Service Agreement for Preventative Maintenance, Repairs, and Purchase of Motors for Rotork Actuators for the Utilities Department AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 PROCUREMENT DETAIL: This is a sole source purchase. Rotork Controls, Inc. is the only manufacturing company authorized to repair, replace, and install these actuators. ALTERNATIVES: Alternatives are to purchase either the lower-cost plan or the higher-cost plan from Rotork Controls, Inc., but neither of those plans fit the needs of the Wesley Seale Dam staff. The lower-cost plan is $40,000 cheaper and only provides an annual inspection with no parts or materials included. The higher-cost plan is $100,000 more expensive and is intended for actuators that are used much more frequently than those at Wesley Seale Dam. FISCAL IMPACT: The fiscal impact for the Water Fund in FY2021 is $10,853.48. The remaining amount will be budgeted in future years through the annual budget process. Funding Detail: Fund: 4010 Water Fund Organization/Activity: 30200 Wesley Seale Dam Mission Element: 061 Manage Raw Water Storage Project # (CIP Only): N/A Accounts: 530215 Maintenance & Repairs – Contracted RECOMMENDATION: Staff recommends approval of the resolution authorizing a five-year service agreement with Rotork Controls, Inc. as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Price Sheet Service Agreement Page 1 of 2 Resolution authorizing a five-year service agreement with Rotork Controls, Inc. of Houston, Texas, in an amount not to exceed $162,802.27 for preventative maintenance, repairs, and purchase of motors for Rotork Actuators at the Wesley Seale Dam, with FY2021 funding in the amount of $10,853.48 available in the Water Fund. WHEREAS, these supplies will be used by the Utilities Department; WHEREAS, Rotork Controls Inc., will provide actuator equipment parts, repairs and replacements for Wesley Seale Dam, which are critical in sustaining the Departments operational reliability for service; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; WHEREAS, there is also a statutory exception for this procurement in Local Government Code, Section 252.022(a) (2), as this purchase is necessary to preserve the public health or safety of the City’s residents; and WHEREAS, there is also a statutory exception for this procurement in Local Government Code, Section 252.022(a) (7) (A), as this purchase is available from only one source due to special processes or patents. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement. Section 2. The City Manager, or designee, is authorized to execute all documents necessary to secure a purchase from Rotork Controls, Inc. of Houston, Texas based on a sole source for a total amount not to exceed $ 162,802.27. PASSED AND APPROVED on the ______ day of _________, 2021: Page 2 of 2 Paulette M. Guajardo _______________________ Roland Barrera _______________________ Gil Hernandez _______________________ Michael Hunter _______________________ Billy Lerma _______________________ John Martinez _______________________ Ben Molina _______________________ Mike Pusley _______________________ Greg Smith _______________________ ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 1 of 1 ITEM DESCRIPTION UNIT QTY UNIT PRICE TOTAL PRICE l Year 1 Maintenance Contract EA 1 $17,160.47 $17,160.47 2 Year 2 Maintenance Contract EA 1 $17,675.29 $17,675.29 3 Year 3 Maintenance Contract EA 1 $18,204.54 $18,204.54 4 Year 4 Maintenance Contract EA 1 $18,751.71 $18,751.71 5 Year 5 Maintenance Contract EA 1 $19,314.26 $19,314.26 6 Non-Standard Class H Motors EA 4 $ $ 7 Labor- for additional Repairs (outside Maintenance Contract M-F 7:00-4:00) HR 200 $ $ Remote Knob Assembly EA 10 $174.00 9 Window Kit Parts/Materials Allowance EA 20 $92.00 $1,840.00 + $25,000.00 TOTAL $ 2,379.00 9,516.00 168.00 33,600.00 162,802.27 $1,740.008 EA 1 $25,000.00 10 Price Sheet Rotork Actuators Maintenance and Repairs for the Utilities Department-Wesley Seale Dam Rotork Controls, Inc. Houston, Texas City of Corpus Christi Contracts and Procurment Senior Buyer: Cynthia Perez Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form March 12, 2021 SERVICE AGREEMENT NO. 3624 Rotork Actuators Maintenance and Repairs THIS Rotork Actuators Maintenance and Repairs Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and Rotork Controls, Inc. (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Rotork Actuators Maintenance and Repairs in response to Request for Bid/Proposal No. 3624 (“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 Rotork Actuators Maintenance and Repairs (“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 five years, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or the Contracts and Procurement Division, or the performance date listed in the notice to proceed, whichever is later. 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 in writing prior to the expiration of the original term or the then-current Option Period. 3.Compensation and Payment. This Agreement is for an amount not to exceed $162,802.27, 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. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form March 12, 2021 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: Diana Zertuche-Garza Department: Utilities Department Phone: (361) 826-1627 Email: DianaZ@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 purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form March 12, 2021 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. 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. Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form March 12, 2021 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 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: Diana Zertuche-Garza Title: Contracts/Funds Administrator Address: 2726 Holly Road, Corpus Christi, Texas 78415 Phone: (361) 826-1627 Fax: (361) 826-4495 IF TO CONTRACTOR: Rotork Controls, Inc. Attn: Clint Campbell Title: Service Coordinator Address: 675 Mile Crossing Blvd., Rochester, NY 14624 Phone: (585) 247-2304 Fax: N/A 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, Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form March 12, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City 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 may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19.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.Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. 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. Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form March 12, 2021 22. 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. 23.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). 24.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. 25.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. 26.Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27.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 March 12, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI ________________________________________________ Josh Chronley Interim Assistant Director, 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. 3624 Exhibit 2: Contractor’s Bid/Proposal Response Chad R. Higgins Service Operations Manager May 18, 2021 ATTACHMENT A - SCOPE OF WORK 1.1 General Requirements/Background Information A. The Contractor shall provide annual preventative maintenance for the following: 1.27 quantity of IQ35 MK2 with class H motors; 2.8 quantity of IQ3; and 3. 1 Pakscan PR RMS Masterstation located on the South Spillway Crest Gate of the Wesley Seale Dam (WSD) located at the end of County Rd, Sandia, Texas 78383. B. Annual Preventative Maintenance will be performed during normal working hours, Monday to Friday, from 7:00 AM to 4:00 PM. The Contractor will check in and check out with the on-site Work Coordinator before and after all authorized work is performed. Any work after hours must be authorized by the on-site Work Coordinator at WSD or authorized City staff approved by the Work Coordinator. C. The annual Preventative Maintenance will be scheduled by the City and will include parts and labor. 1.2 Preventive Maintenance A The Contractor shall perform preventative maintenance that maintains maximum reliability. The goal of the preventative maintenance is to keep actuators up and running and resolve problems before it become fatal. B. The Contractor shall perform following tasks including but not limited to: 1.Verify and resolve issues experienced by the site personnel. 2.External visual inspection of all external surfaces. 3.Oil level is checked and replenished. 4.Inspect and replace sight glasses, if needed. 5.Mounting bolts, nuts, washers and screws are checked for damage and tightness. 6.Confirmation hand wheel is operational and ensure physical movement of valve. 7.Inspect and replace hand control knobs as needed, switches, on/off and directional. 8.Confirmation local control works in both direction while checking for any signs of deterioration. 9.Terminal cover is to be removed and the connection are checked. Compartment checked for any moisture ingress and corrected. The" O" ring seal is replaced and if explosion proof, integrity of flame path is inspected. 10. Motor cover is removed and checked for seal failures. Cover "O" ring replaced after inspection. 11. Electrical cover is removed, and internal components inspected. Cover "O" ring replaced after inspection as needed. 12.Status management and replacement of batteries as required. 13.On completion, both local and remote operations are checked. 14.The Contractor shall verify full stroke operation in both direction upon approval from site coordinator. 15.Where available (through data loggers) historic performance data is investigated and compared stored torque profiles. Data will be reviewed to help determine life expectancy of the equipment. 16.The Contractor shall analyze the data to predict potential failures and plan future maintenance requirements or corrective actions. 17.The Contractor shall hold the critical parts so that they may be dispatched as quickly as possible. 18.The Contractor will operate (based on lake level) fully open – test fully open limit and closed limit. 1.3 Repair service call A. The Contractor shall be available to provide repair services on as needed basis. B. After inspection of work, the Contractor shall provide a repair estimate for each repair. When the City receives the repair estimate, a purchase order will be created. The City must approve any additional repairs. c.Repairs shall be done within 10 business days. D. Upon completion of repair service call, the Contractor's representative shall provide a job ticket. The job ticket shall include, but not limited to - Company Name, Name of technician, Date of Services, Detailed description of the work performed, root causes of failure, parts used, work order number and total time spent. 1.4 Invoicing A.T he Contractor's invoice for payment shall contain the following information: 1.Service Agreement Number 2.Purchase Order (PO) Number 3.Service Address 4.Description of Service 5.The Contractor shall charge Preventive Maintenance as per pricing schedule. 6.Charges outside of Planned Maintenance Agreement must have the following: •Itemized list of charges for Repairs i.e. Labor, Parts Materials – labor will be paid for actual hours worked at the rate outlined in the contract. Parts and materials will be paid at actual cost plus the markup allowed by contract. Receipts are required. 1.5 Contractor Quality Control and Superintendence The Contractor shall establish and maintenance a complete Quality Control program to assure that the requirements of the Contract are provided as specified. The Contractor will also provide supervisions of the work to ensure it complies with the contract requirements. Keeping the World Flowing for Future Generations Rotork Quotation - CUS099071-00-2 Valve tag number Description Qty Unit price Amount LTM Year 1 LTM - Planned Maintenance Year 1 1.00 17,160.47 17,160.47 LTM Year 2 LTM - Planned Maintenance Year 2 1.00 17,675.29 17,675.29 LTM Year 3 LTM - Planned Maintenance Year 3 1.00 18,204.54 18,204.54 LTM Year 4 LTM - Planned Maintenance Year 4 1.00 18,751.71 18,751.71 LTM Year 5 LTM - Planned Maintenance Year 5 1.00 19,314.26 19,314.26 IQ2 Mod 5A IQ35 Motor Assembly Class H (Serial Number required) 4.00 2,379.00 9,516.00 RSS Labor for additional Repairs (outside Maintenance Contract M - F 7:00 - 4:00) 200.00 168.00 33,600.00 Parts/Materials Allowance 1.00 25,000.00 25,000.00 IQ2 MOD 20H Open/Close and Local/Stop/Remote Knob Assembly 10.00 174.00 1,740.00 IQ2 MOD 20J Window Kit (WT Only) 20.00 92.00 1,840.00 Total SQC00182273 USD 162,802.27 Best Regards, Clint Campbell Service Coordinator US Service +01-833-970-8675 US Service US.service@rotork.com Attachment B- Pricing Schedule Attachment C – Insurance Requirements I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 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 AUTO LIABILITY (including) 1.Owned 2.Hired and Non-Owned 3.Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 C. In the event of accidents of any kind related to this agreement, 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 an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; •Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; •Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and •Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. E. Within 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2021 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 02/22/2021 Risk Management – Legal Dept. Attachment D - Warranty Requirements The actuators offered remain under standard warranty for a period of 12 months from commissioning or 18 months from ex-works dispatch, whichever is soonest. However, if during this period a Rotork Service Engineer performs commissioning, extended warranty will be included for a further 12 months from the commissioning date. DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities KevinN@cctexas.com (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement JoshC2@cctexas.com (361) 826-3169 CAPTION: Motion authorizing a one-year service agreement with Environmental Improvements, Inc. of Houston, Texas in an amount not to exceed $253,999.92 for nine cylindrical polyethylene storage tanks (12-foot diameter, 14-foot height) for 50% concentrated caustic soda for O. N. Stevens Water Treatment Plant, effective upon issuance of notice to proceed, with FY 2021 funding in an amount of $253,999.92 available through the Utilities Department Wa ter Fund. SUMMARY: This supply agreement provides nine polyethylene storage tanks for 50% concentrated caustic soda used during the treatment process at O. N. Stevens Water Treatment Plant. Polyethylene is a durable thermoplastic valued for its strength and lightness. BACKGROUND AND FINDINGS: Liquid Caustic Soda (Sodium Hydroxide) is a slippery, highly corrosive chemical utilized at the O. N. Stevens Water Treatment Plant for pH adjustment of the final filter effluent to raise the pH of water. Due to the corrosive nature of this product, storage tanks are required to be double walled and stored in a confined containment space. Liquid Caustic Soda must be kept at a specific temperature to prevent it from becoming a solid. At present, O. N. Stevens Water Treatment Plant has nine tanks used for Liquid Caustic storage. The current tank material is cross-linked polyethylene (XLPE). XLPE is a commonly used product in the industry for water and wastewater bulk chemical storage and is the best-suited material for Polyethylene Storage Tanks for 50% Concentrated Caustic Soda for the Utilities Department AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 this product. The current tanks used for Liquid Caustic Soda were ordered and constructed per design in 1998 and have surpassed their life expectancy. The proposed manufacturer’s warranty is for five years, but the proposed manufacturer and contractor agree that at least ten years is an ample life expectancy for the tanks. PROCUREMENT DETAIL: The Contracts and Procurement Department conducted a competitive Request for Bids process to obtain bids. The City received one responsive, responsible bid and staff is recommending the award to Environmental Improvements, Inc. ALTERNATIVES: The alternative to accepting this bid would be to purchase replacement tanks made of polyvinyl carbonate with fiberglass-coated wrapping and polyethylene terephthalate (PET), which are costlier materials, but XLPE offers the best-suited material for this product. FISCAL IMPACT: The fiscal impact for the Water Fund in FY2021 is $253,999.92. FUNDING DETAIL: Fund: 4010 Water Fund Organization/Activity: 31010 O. N. Stevens Water Treatment Plant Mission Element: 062 Treat Water Project # (CIP Only): N/A Accounts: 550010 Building – Capital Outlay RECOMMENDATION: Staff recommends approval of this motion authorizing a one-year service agreement with Environmental Improvements, Inc. LIST OF SUPPORTING DOCUMENTS: Service Agreement Bid Tabulation ITEM Description Unit Qty Unit Price Total Price 1 Polyethylene Storage Tanks EA 9 25,888.88$ 232,999.92$ 2 Shipping Fees (optional)EA 1 21,000.00$ 21,000.00$ 253,999.92$ Environmental Improvements, Inc. - Houston, Texas City of Corpus Christi Contracts and Procurement Senior Buyer : Cynthia Perez Bid Tabulation RFB # 3574 Polyethylene Storage Tanks for 50% Caustic Soda Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form March 12, 2021 SERVICE AGREEMENT NO. 3574 Polyethylene Storage Tanks for 50% Caustic Soda THIS Polyethylene Storage Tanks for 50% Caustic Soda Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and Environmental Improvements, Inc. (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Polyethylene Storage Tanks for 50% Caustic Soda in response to Request for Bid/Proposal No. 3574 (“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 Polyethylene Storage Tanks for 50% Caustic Soda (“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 one year, with performance commencing upon the date of issuance of a notice to proceed from the Contract Administrator or the Contracts and Procurement Division, or the performance date listed in the notice to proceed, whichever is later. 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 in writing prior to the expiration of the original term or the then-current Option Period. 3.Compensation and Payment. This Agreement is for an amount not to exceed $253,999.92, 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. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form March 12, 2021 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: Diana Zertuche-Garza Department: Utilities Department Phone: (361) 826-1627 Email: DianaZ@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 purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form March 12, 2021 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. 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. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form March 12, 2021 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 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: Diana Zertuche-Garza Title: Contracts/Funds Administrator Address: 2726 Holly Road, Corpus Christi, Texas 78415 Phone: (361) 826-1627 Fax: (361) 826-4495 IF TO CONTRACTOR: Environmental Improvements, Inc. Attn: Blake Roye Title: Chemical Feed Sales Address: 1183 Brittmore, Ste. 100 Houston, Texas 77043 Phone: (713) 461-1111 Fax: (713) 461-1821 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, DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form March 12, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City 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 may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19.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.Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. 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. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form March 12, 2021 22. 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. 23.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). 24.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. 25.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. 26.Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27.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. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form March 12, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI ________________________________________________ Josh Chronley Interim Assistant Director, 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. 3574 Exhibit 2: Contractor’s Bid/Proposal Response DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C 5/17/2021 Blake Roye Chemical Feed Sales Revised 11.30.20 Attachment C- Scope of Work 1.1 General Requirements/Background Information The Contractor shall provide nine 9,100-gallon capacity polyethylene bulk storage tanks for 50% Caustic Soda, also known as Sodium Hydroxide, as outlined in this Scope of Work. 1.2 Scope of Work A. The Contractor shall provide tanks that shall be heated to ensure temperatures stay above 70 degrees Fahrenheit. Digital or analog meters must be provided to ensure that product temperatures are recordable and readable. B. The Contractor shall provide tanks that must be insulated to provide adequate temperature control seasonally, especially during winter months to prevent caustic soda from thickening, icing or freezing. C. The Contractor shall design and construct storage tanks to API-650, API-620 or ASME VIII standards. D. The design specific gravity must be no less than 1.6, the shell and roof thickness shall be no less than 0.25” and the bottom thickness shall be no less than 0.375”. E. The level floats and/or indicators shall be of a material compatible with 50% Sodium Hydroxide. glass gauges are prohibited as dogging will occur. F. All the hardware, bolts, bolting material or otherwise materials will be 316SS. G. The inlet shall be not less than 3” and nozzle should incorporate a “dip-tube” braced that prevents foaming and erosion of tank shell. Dip-tube shall discharge onto a square plate faceted to the base of the tank. H. A "clean-out" or drain line not less than 2 inches NPS, flush to the bottom of the tank will facilitate maintenance and inspection. This nozzle can be either blinded or fitted with a valve and hose connection. I. The storage tanks shall be vented with stainless steel mesh screening to prevent blockages. The storage tanks shall have a weir type overflow separate from the vent. J. The storage tanks’ outlet shall be no smaller than 3” NPS with suction nozzle no closer than 12” from the base to prevent caustic debris from pulling into pumping system. K. The Contractor will be responsible for unloading the tanks at the designated area onsite. The Contractor shall be responsible for labor, material, parts, and transportation necessary to perform the services. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Revised 11.30.20 1.3 Work Site and Conditions The Contractor will be responsible for ensuring the unloading of the tanks occur at the offloading site. The tanks drop off site will be marked and dedicated to store the tanks upon arrival. The City will be responsible for transportation to the installation site. 1.4 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 Contract are provided as specified. The Contractor will also provide supervision of the work to ensure it complies with the contract requirements. 1.5 Special Instructions – Preventative Maintenance Tracking In order to properly install, operate, and maintain all new equipment for maximum reliability, minimum lifecycle costs, and maximum life; the City requires equipment vendors to provide the following sets of information for input into the City’s Preventative Maintenance system (Maximo): 1.Name plate data for each equipment package or package component as applicable. 2.Installation instructions, diagrams, and specifications including tolerances for items such as alignment, balancing, and running vibration. 3.Operation start, run, and stop instructions; operating ranges, operator monitoring parameters, and operator inspection instruction and schedule. 4.Planned Maintenance schedule, including time-based preventive, meter-based preventative, and predictive monitoring tasks. Job plans, logout-tagout instructions, and required parts lists should be included for all planned maintenance tasks. 5.Parts lists with quantities for all planned maintenance. Recommended spare parts list and quantity for breakdown maintenance. The City will provide formats and forms to submit the above information. 1.6 Warranty A. The Contractor shall warrant that the tanks conform to the specification and are free of any defects in equipment, material or workmanship performed by the Contractor or any of its subcontractors or suppliers. All work to include delivery of tanks provided by the Contractor shall be warranted until released to the City. B. Tanks shall be warranted against material defects and defects in workmanship for a period of 5 years. The warranty period shall commence upon date of acceptance by the City. If the manufacturer’s standard warranty period exceeds 5 year, then the warranty period hereunder shall be the length of the manufacturer’s warranty. The Contractor shall be responsible for the warranty. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Revised 11.30.20 The Contractor shall provide the City with all manufacturer’s warranty documents upon completion of service. C. The Contractor must provide onsite technical support within 24 hours of notification by the City. 1.7 Invoicing A. The Contractor must submit an itemized invoice for payment, which shall contain the following information: 1.Purchase Order (PO) number and Service Agreement number; 2. Serial number of equipment; 3. Itemized list of parts/materials; 4.Shipping costs for parts/materials. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C CITY OF CORPUS CHRISTI CONTRACTS AND PROCUREMENT DEPARTMENT BID FORM RFB No. 3574 RFB Polyethylene Storage Tanks for 50% Caustic Soda PAGE 1 OF 1 Date: Authorized Bidder: Signature: 1. Refer to “Instructions to Bidders” and Contract Terms and Conditions beforecompleting bid. 2.Quote your best price for each item. 3. In submitting this bid, Bidder certifies that: a.the prices in this bid have been arrived at independently, without consultation, communication, or agreement with any other Bidder or competitor, for the purpose of restricting competition with regard to prices. b.Bidder is an Equal Opportunity Employer, and the Disclosure of Interest information on file with City’s Contracts and Procurement office, pursuant to the Code of Ordinances, is current and true. c.Bidder is current with all taxes due and company is in good standing with all applicable governmental agencies. d. Bidder acknowledges receipt and review of all addenda for this RFB. Item Description UNIT QTY Unit Price Total Price 1.Polyethylene Storage Tanks EA 9 $ $ 2.Shipping Fees (optional)EA 1 $ $ Total $ 5/4/21 Environmental Improvements, Inc. Blake Roye 25,888.88 232,992.00 21,000.00 21,000.00 253,992.00 Attachment B - Bid/Pricing Schedule _________ *Correct Total $253,999.92 __________ *$ 232,999.92 DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Attachment C- Insurance Requirements I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 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 AUTO LIABILITY (including) 1.Owned 2.Hired and Non-Owned 3.Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 C. In the event of accidents of any kind related to this agreement, 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 DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C policy and endorsements approved by the Texas Department of Insurance. The workers’ compensation coverage provided must be in an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; •Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; •Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and •Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. E. Within 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 remove the exhibit DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2020 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 06/08/2020 Risk Management – Legal Dept. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Attachment C – Bond Requirements No bond requirements necessary for this service agreement; Section 5.Insurance; Bonds Subsection (B) is null for this service agreement. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C Attachment D - Warranty Requirements A. The Contractor shall warrant that the tanks conform to the specification and are free of any defects in equipment, material or workmanship performed by the Contractor or any of its subcontractors or suppliers. All work to include delivery of tanks provided by the Contractor shall be warranted until released to the City. B. Tanks shall be warranted against material defects and defects in workmanship for a period of 5 years. The warranty period shall commence upon date of acceptance by the City. If the manufacturer’s standard warranty period exceeds 5 year, then the warranty period hereunder shall be the length of the manufacturer’s warranty. The Contractor shall be responsible for the warranty. The Contractor shall provide the City with all manufacturer’s warranty documents upon completion of service. C. The Contractor must provide onsite technical support within 24 hours of notification by the City. DocuSign Envelope ID: 2E0F4118-11CB-4D89-95EB-95ACAE0D671C DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities KevinN@cctexas.com (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement JoshC2@cctexas.com (361) 826-3169 CAPTION Motion authorizing a three-year supply agreement with Carbonfilt, LLC of Venice, Florida, for a total amount not to exceed $1,508,240.00 for filter media replacement at the O. N. Stevens Water Treatment Plant, with FY2021 funding in an estimated amount of $83,791.11 available through the Water Fund. SUMMARY: This motion authorizes a three-year supply agreement for filter media replacement at the O. N. Stevens Water Treatment Plant (ONSWTP). The vendor will deliver the materials by truck from Florida, and ONSWTP maintenance staff will remove and replace the media in all twenty-two treatment filters over a three-year period. BACKGROUND AND FINDINGS: O.N. Stevens Water Treatment Plant uses conventional filtration in the treatment process to meet regulatory requirements as outlined in Title 30 of the Texas Administrative Code, Rule 290.111(e). The twenty-two filters consist of layered anthracite and silica sand that remove particles as the water drains through it. The current filter media was installed between 2000 and 2004. The lifespan of filter media varies based on operation and quality of water being filtered, with typical lifespan of 15 years. During an internal assessment conducted in 2021, staff determined the filter media at the O. N. Stevens Water Treatment Plant must be replaced. Supply Agreement for Filter Media Replacement at O.N. Stevens Water Treatment Plant AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 PROCUREMENT DETAILS: Contracts and Procurement conducted a competitive Request for Bids process to obtain bids. The City received four responsive, responsible bids. Staff is recommending the award to the lowest responsive, responsible bidder Carbonfilt, LLC. ALTERNATIVES: There is no alternative – not replacing the filter media will eventually result in the plant no longer being able to remain compliant with regulatory requirements for filtration, which would result in monetary fines and lead to a potential risk to public health. FISCAL IMPACT: This fiscal impact for the Water Fund in FY 2021 is $83,791.11. FUNDING DETAIL: Fund: 4010 Water Fund Organization/Activity: 31010 O. N. Stevens Water Treatment Plant Mission Element: 062 Treat Water Project # (CIP Only): N/A Accounts: 530215 Maint & Repairs-contracted RECOMMENDATION: Staff recommends approval of the motion authorizing a three-year supply agreement with Carbonfilt, LLC as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation Supply Agreement ITEM Description Unit Cycle Unit Price Total Price Unit Price Total Price Unit Price Total Price 1 Silica Sand Ft3 36000 5.84$ 210,240.00$ 6.67$ 240,120.00$ 8.85$ 318,600.00$ 2 Filter Anthracite Ft3 88000 8.75$ 770,000.00$ 11.60$ 1,020,800.00$ 10.90$ 959,200.00$ 3 Freight Allowance (per filter order)EA *25 24,000.00$ 528,000.00$ 30,000.00$ 750,000.00$ 30,120.00$ 753,000.00$ *Carbonfilt LLC submitted a 1,508,240.00$ 2,010,920.00$ 2,030,800.00$ quantity of 22. ITEM Description Unit Cycle Unit Price Total Price 1 Silica Sand Ft3 36000 6.90$ 248,496.00$ 2 Filter Anthracite Ft3 88000 12.17$ 1,071,360.00$ 3 Freight Allowance (per filter order)EA 25 30,000.00$ 750,000.00$ 2,069,856.00$ City of Corpus Christi Contracts and Procurement Sr. Buyer : Cynthia Perez Bid Tabulation RFB # 3648 Filter Media Replacement for the O.N. Stevens Water Treatment Plant Xylem Water Solutions USA, Inc. -Zelienople, PA. *Carbonfilt LLC - Venice, Florida Wwater Tech, Inc. - Waller Texas Carbon Activated Corporation - Houston, Texas Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form March 12, 2021 SUPPLY AGREEMENT NO. 3648 Filter Media Replacement for O.N. Stevens WTP THIS Filter Media Replacement for O.N. Stevens WTP Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home- rule municipal corporation (“City”) and Carbonfilt, LLC (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Filter Media Replacement for O.N. Stevens WTP in response to Request for Bid No. 3648 (“RFB”), which RFB includes the required scope of work and all specifications and which RFB and the Contractor’s bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Filter Media Replacement for O.N. Stevens WTP in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. “Goods,” “products”, and “supplies”, as used in this Agreement, refer to and have the same meaning. 2. Term. This Agreement is for three years. 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 in writing prior to the expiration of the original term or the then-current Option Period. 3.Compensation and Payment. This Agreement is for an amount not to exceed $1,508,240.00, subject to approved extensions and changes. Payment will be made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. 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. Invoices must be mailed to the following address with a copy provided to the Contract Administrator: DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form March 12, 2021 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: Diana Zertuche-Garza Department: Utilities Department Phone: (361) 826-1627 Email: DianaZ@cctexas.com 5. Insurance. 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. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with the Contractor until such time as the products are delivered and accepted by the City. 7.Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Contractor, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item’s bid price, must be paid by the Contractor within 30 days of receipt of City’s invoice. DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form March 12, 2021 8. Warranty. (A) The Contractor warrants that all products supplied under this Agreement are new, quality items that are free from defects, fit for their intended purpose, and of good material and workmanship. The Contractor warrants that it has clear title to the products and that the products are free of liens or encumbrances. (B) In addition, the products purchased under this Agreement shall be warranted by the Contractor or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City’s actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City’s product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City’s City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such products 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. In providing the Goods, Contractor will not enter into subcontracts or utilize the services of subcontractors. 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 DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form March 12, 2021 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: Diana Zertuche-Garza Title: Contracts/Funds Administrator Address: 2726 Holly Road, Corpus Christi, Texas 78415 Phone: (361) 826-1627 Fax: (361) 826-4495 IF TO CONTRACTOR: Carbonfilt, LLC Attn: Edward G. Jennings Title: President Address: 20385 Grazie Place, Venice, Florida 34293 Phone: (239) 784-5421 Fax: N/A 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 DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form March 12, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City must give the Contractor written notice of the breach and set out a reasonable opportunity to cure. If the City has not cured within the cure period, the City Manager may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19.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.Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. 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. 22. 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. DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form March 12, 2021 23.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). 24.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. 25.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. 26.Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27.Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form March 12, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI _________________________________________________ Josh Chronley Assistant Director, Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB No. 3648 Exhibit 2: Contractor’s Bid Response DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Edward Jennings 7/1/2021 President Revised 11.30.20 Page 19 of 21 Attachment A - Scope of Work 1.1 General Requirements/Background Information A. The Contractor shall provide up to 36,000 ft³ of silica sand and up to 88,000 ft³ of filter anthracite as outlined in this Scope of Work. B. The filter media should meet or exceed American Water Works Association Standard B100-96 for Filtering Material and NSF Standard 61-Drinking Water System Components-Health Effects. 1.2 Scope of Work A. The Contractor shall provide filter media with the following specifications: Filter Media Specifications Silica Sand Filter Anthracite Effective Size 0.45mm- 0.55mm 0.90mm- 1.00mm Uniformity Coefficient 1.4 1.4 B. The Contractor shall supply material in packaged semi-bulk containers (sometimes called “superbags”) with lifting sleeves and bottom discharge spouts. C. Each packaged container should contain approximately 2,000 – 4,000 pounds. D. Each batch or lot number of filter media must be accompanied by a laboratory report identifying that the filter media meets specifications. E. The Contractor will charge freight per filter. a.Orders will be made for multiple filters at a time by requesting full truck loads in order to maximize shipping costs. b.A quote for a discounted freight charge for multiple filter orders will be requested. 1.3 Work Site and Conditions The Contractor will be responsible for ensuring the unloading of the filter media at the offloading site. The drop-off site will be given to the awarded contractor when material is ordered. The City will be responsible for transportation to the installation site of the filter media. 1.4 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 Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Revised 11.30.20 1.5 Special Instructions After contract has been awarded, the Contract Administrator and the Contractor will coordinate deliveries. The Contractor will provide the arrival date and estimated time in order for Plant staff to be ready to unload shipments at proper drop-off site. The City will provide forms to submit the above information, if needed. DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Attachment B - Bid/Pricing ScheduleDocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Attachment C - Insurance Requirements I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 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 AUTO LIABILITY (including) 1.Owned 2.Hired and Non-Owned 3.Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 C. In the event of accidents of any kind related to this agreement, 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 DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 workers’ compensation coverage provided must be in an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; •Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; •Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and •Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. E. Within 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 remove the exhibit DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2021 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 02/22/2021 Risk Management – Legal Dept. DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 Attachment D - Warranty Requirements “No manufacturer’s warranty required for this Agreement.” DocuSign Envelope ID: 57DDEA68-7D5E-49E0-B75F-E0DB1699F323 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, Director of Development Services AlRaymond@cctexas.com (361) 826-3575 Josh Chronley, Assistant Director of Contracts and Procurement JoshC2@cctexas.com (361) 826-3169 CAPTION: Motion authorizing a one-year service agreement with Camiros, Ltd. of Chicago, Illinois, in an amount of $125,000.00, to update the Unified Development Code, effective upon issuance of a notice to proceed, with FY 2021 funding in an amount of $125,000.00 in the Development Services Fund. SUMMARY: Camiros Ltd. will provide professional services to update identified section s of the Unified Development Code (UDC). Code provisions to be updated include zoning, overlay and special districts, off-street parking, tree planting, landscaping and buffers, subdivision, and traffic impact analysis. In addition to the City’s standard process, the request for proposals was advertised on the websites of the American Planning Association, Texas Municipal League, and the APA Texas Chapter. Two firms submitted proposals: Camiros Ltd. and White and Smith LLC. Both firms have extensive experience in code revisions nationally but had not been contracted by the City previously. Camiros was selected based on the evaluation of the proposals. Planning and Development Consultant Services AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 BACKGROUND AND FINDINGS: In 2011, the City of Corpus Christi’s Unified Development Code was adopted and since has been periodically amended. The Unified Development Code was developed by a consultant and subsequent changes in language were provided by several community groups. In 2019, an evaluation of the UDC was presented to City Council, based on significant stakeholder engagement: https://www.cctexas.com/sites/default/files/devser- udc-draft-udc-evaluation-report.pdf The report provides detailed information and guidance on warranted amendments. In 2018 -2021 staff brought forward amendments that codified text changes based on report recommendations and an application process that engaged community stakeholders in the update. This project will continue the UDC update. It is crucial that the UDC update has these features: • Is “User friendly” and easy to read, understand, and interpret for citizens, staff, developers, and elected and appointed officials.  Is simple and easily administered by staff. Where appropriate, creates administrative approval processes for minor adjustments and applications.  Is illustrated, with considerable graphics depicting the requirements, recommendations, and concepts detailed in the code.  Is flexible to allow for streamlining of the development review process.  Encourages quality development and redevelopment, consistent with Plan CC, the Comprehensive Plan.  Capable of innovative and creative approaches to land use regulations, including incentive zoning, use patterns by right, etc.  Results in a UDC that is consistent with other city ordinances, codes, and regulations. The update shall include a review of selected provisions and drafting of the proposed amendments to ensure the overall code is consistent with the proposed amendments. Specific provisions to be reviewed/amended: Zoning  Reorganize/consolidate zoning districts and consolidate tables. Assign logical acronyms (UDC, Chapters 4 and 5). Correct contradicting language.  Assess/Revise overlay district and special districts in Chapter 6, and Sections 7.11 and 7.12 to determine if use patterns by right could be applied in the base zoning without the necessity of the overlay district or though target districts and develop appropriate revisions. Assess/Update Two- Family and Townhome sections in UDC Section 4.4. similar to use pattern application.  Review/revise off-street parking, loading, and stacking, residential and commercial landscaping (xeriscape), and buffer yard provisions in UDC Chapter 7. This will include review of tree planting provisions.  Provide guidance regarding any zoning map changes needed that may result resulting from the UDC update; provide disposition tables of any reclassified districts showing district conversions. Subdivision  Review/update subdivision provisions in UDC, Chapter 8 to address best management practices that are not currently included in the UDC. In particular, the following will be addressed/updated: neighborhood connectivity, substandard streets/sidewalks, right-of-way dedication/construction for existing and future local streets and Urban Transportation Plan streets that accommodate multi -modal users, half streets/cash in lieu consideration, street cross sections, street configuration, development patterns (rural, suburban, urban), access, traffic calming toolbox/strategies, stormwater, sodding, and low impact development design. Traffic Impact  Review/update traffic impact analysis and rough proportionality in UDC Chapters 3.9 and 3.29. Public Involvement/Briefings/Hearings The draft amendments will be presented to the Technical Review Committee (TRC), at a stakeholder meeting, and the Development Services Technical Action Group (DSTAG) for review/comments. The draft amendments will be presented to Planning Commission and City Council for a briefing and a public hearing. PROCUREMENT DETAIL: Contracts and Procurement conducted a competitive Request for Proposal (RFP 3565) to obtain qualified firms to provide a Planning and Development Consulting Services. Two firms submitted proposals for Planning and Development Consulting Services. Camiros, Ltd. was selected as the Consultant Services for Planning and Development and was the highest ranked firm. The selection committee was comprised of representatives from Development Services, and Planning and Environmental Strategic Initiative. The final evaluation ranked Camiros Ltd. as the highest ranked firm based on two factors: 1) Understanding the Project Scope; and 2) Pricing. ALTERNATIVES: The City Council could deny the contract. Without professional services assistance, the time period to update the Unified Development Code would be extended. FISCAL IMPACT: $125,000.00 is available in the FY 2021 Development Services Budget for professional services for the UDC update. FUNDING DETAIL: Fund: 4670 Organization/Activity: 11300 Mission Element: 28 Project # (CIP Only): Account: 530000 RECOMMENDATION: Staff recommends approval of this motion authorizing a one-year agreement with Camiros, Ltd as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Evaluation Matrix Service Agreement Standard Form Page 1 of 8 Approved as to Legal Form June 2, 2021 SERVICE AGREEMENT NO. 3565 Planning and Development Consulting Services THIS Planning and Development Consulting Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and Camiros Ltd. (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Planning and Development Consulting Services in response to Request for Bid/Proposal No. 3565 (“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 Planning and Development Consulting Services (“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. (A) This Agreement is for one year. 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 in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days’ written notice to the other Party. 3. Compensation and Payment. This Agreement is for an amount not to exceed $125,000.00, subject to approved extensions and changes. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 2 of 8 Approved as to Legal Form June 2, 2021 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. Invoices must 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: Nina Nixon-Mendez Development Services (361) 826-3276 NinaM@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. DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 3 of 8 Approved as to Legal Form June 2, 2021 6. Purchase Release Order. For multiple-release purchases of Services to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7. Inspection and Acceptance. 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 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 4 of 8 Approved as to Legal Form June 2, 2021 Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 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: Nina Nixon-Mendez Assistant Director of Development Services 2406 Leopard Street, Corpus Christi, TX 78408 Phone: (361) 826-3276 Fax: n/a IF TO CONTRACTOR: Camiros Ltd. Attn: Arista Strungys Principal 411 S. Wells, Ste. 400, Chicago, IL 60607 Phone: (312) 879-9515 Fax: n/a DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 5 of 8 Approved as to Legal Form June 2, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City 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 may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. 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. DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 6 of 8 Approved as to Legal Form June 2, 2021 20. Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. 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. 22. 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. 23. 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). 24. 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. 25. 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. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 7 of 8 Approved as to Legal Form June 2, 2021 27. 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. DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Service Agreement Standard Form Page 8 of 8 Approved as to Legal Form June 2, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI ________________________________________________ Josh Chronley Assistant Director, 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. 3565 Exhibit 2: Contractor’s Bid/Proposal Response DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A 7/7/2021 Arista Strungys Principal Attachment A: Scope of Work 1. General Requirements The purpose of this project is to update, modernize and simplify identified sections of the City of Corpus Christi Unified Development Code (UDC). While the intent is to provide a cohesive, easy to apply code, the consultant is requested to focus on identified sections described herein. 2. Scope of Work A.The proposed project is to update identified sections of the UDC. In 2011, the City of Corpus Christi’s UDC was adopted and since has been periodically amended. The UDC was developed by a consultant and subsequent changes in language were provided by several community groups. In 2019, an evaluation of the UDC was presented to City Council, based on significant stakeholder engagement: https://www.cctexas.com/sites/default/files/devser-udc-draft-udc- evaluation-report.pdf. The report provides detailed information and guidance on warranted amendments. In 2018-2021 staff brought forward amendments that codified text charges based on report recommendations and an application process that engaged community stakeholders in the update. B.The City of Corpus Christi desires to continue the UDC update. It is crucial that the UDC update has these features. a.Is “User Friendly” and easy to read, understand, and interpret for citizens, staff, developers, and elected and appointed officials. b.Is simple and easily administered by staff. Where appropriate, creates administrative approval processes for minor adjustments and applications. c.Is illustrated, with considerable graphics depicting the requirements, recommendations, and concepts detailed in the code. d.Is flexible to allow for streamlining of the development review process. e.Encourages quality development and redevelopment, consistent with Plan CC, the Comprehensive Plan. f.Capable of innovative and creative approaches to land use regulations, including incentive zoning, use patterns by right, etc. Page 1 of 3 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A g.Results in a UDC that is consistent with other City ordinances, codes, and regulations. C.The updates shall include a review of selected provisions and drafting of the proposed amendments to ensure the overall code is consistent with the proposed amendments. Specific provisions to be reviewed/amended: a.Zoning i.Reorganize/consolidate zoning districts and consolidate tables. Assign logical acronyms (UDC, Chapters 4 and 5). Correct contradicting language. ii.Assess/Revise overlay district and special districts in Chapter 6, and Sections 7.11 and 7.12 to determine if use patterns by right could be applied in the base zoning without the necessity of the overlay district or through target districts and develop appropriate revisions. Assess/Update Two-family and Townhouse sections in UDC Sections 4.4 similar to use pattern application. iii.Review/revise off-street parking, loading, and stacking, residential and commercial landscaping (xeriscape), and buffer yard provisions in UDC Chapter 7. iv.Provide guidance regarding any zoning map changes needed that may result resulting from the UDC update: provide disposition tables of any reclassified districts showing district conversions. b.Subdivision Review/update subdivision provisions in UDC, Chapter 8 to address best management practices that are not currently included in the UDC. In particular, the following should be addressed/update: neighborhood connectivity, substandard streets/sidewalks, right-of- way dedication/construction for existing and future local streets and Urban Transportation Plan streets that accommodate multi-model users, half streets/cash in lieu consideration, street cross sections, street configuration, development patterns (rural, suburban, urban), access, traffic calming toolbox/strategies, stormwater, sodding, and low impact development design. c.Traffic Impact Review/update traffic impact analysis and rough proportionality in UDC Chapters 3.9 and 3.29. d.Work Plan The Consultant shall provide a project schedule, organized by task, which identified meeting and hearing dates with staff, the public, Page 2 of 3 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Planning Commission and City Council. The Consultant shall provide –at a minimum – monthly updates on the progress of the project. e.Public Involvement/Briefings/Hearings and Deliverables The draft amendments will be presented to the Technical Review Committee (TRC), to a stakeholder meeting, and to the Development Services Technical Action Group (DSTAG) for review/comments. The draft amendments would be presented to Planning Commission and City Council for a briefing and a public hearing. i.The Consultant shall prepare and submit written UDC amendments and PowerPoint presentations that clearly define the City’s expectations outlined above. The Consultant shall provide the drafts and the final version of the UDC update in electronic format acceptable to the City (i.e. .docx). ii.The Consultant shall produce amendments compatible with enCode Plus and linked toa glossary of diagrams and terms to the extent practical. The City uses enCode Plus, a software platform, that provides on-line access, tables, and calculators for quantitative zoning requirements: www.cctexas.com/udc. This platform provides an improved presentation format for internal and external users. 3. Work Site and Conditions Work may be conducted off-site with regularly scheduled phone conferences and monthly written reports of work performed. On site meetings will include two presentations to City Council. Currently web- based remote meetings due to COVID-19 protocols are anticipated to include: one to TRC, stakeholders, DSTAG, and two Planning Commission. Additional onsite meetings may be required if COVID-19 protocols are lifted. 4. Special Instructions The UDC can be viewed at http://www.cctexas.com/udc. Page 3 of 3 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A CITY OF CORPUS CHRISTI Pricing Form CONTRACTS AND PROCUREMENT RFP No. 3565 Planning and Development Consulting Services PAGE 1 OF 1 DATE: PROPOSER AUTHORIZED SIGNATURE 1.Refer to “Instructions to Proposers” and Contract Terms and Conditions before completing proposal. 2. Provide your best price for each item. 3.In submitting this proposal, Proposer certifies that: a. the prices in this proposal have been arrived at independently, without consultation, communication, or agreement with any other Proposer or competitor, for the purpose of restricting competition with regard to prices; b. Proposer is an Equal Opportunity Employer; and the Disclosure of Interest information on file with City’s Contracts and Procurement office, pursuant to the Code of Ordinances, is current and true. c. Proposer has incorporated any changes issue through Addenda to the RFP in this pricing. Item Description Per Hour Rate 1 Consultant May 11, 2021 Camiros Hourly Rates Arista Strungys, FAICP, Principal - $145/hour Chris Jennette, AICP, Principal - $120/hour Camiros Associate - $95/hour Total Project Cost $125,000 Attachment B: Bid/Pricing Schedule DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Attachment C: Insurance Requirements A.CONTRACTOR’S LIABILITY INSURANCE 1.Contractor must not commence work under this contract until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor, to commence work until all similar insurance required of any subcontractor has been obtained. 2.Contractor must furnish to the City’s Risk Manager and Contract Administer a copy of Certificates of Insurance with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City’s Risk Manager. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE PROFESSIONAL LIABILITY (Errors and Omissions) $1,000,000 Per Claim (Defense costs not included in face value of the policy) If claims made policy, retro date must be at or prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. 3.In the event of accidents of any kind related to this contract, Contractor shall furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. B.ADDITIONAL REQUIREMENTS 1.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 at least A- with a Financial Size Category of Class VII or higher. 2.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 Page 1 of 2 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Attn: Risk Manager P.O. Box 9277 Corpus Christi, TX 78469-9277 3.Certificate of insurance shall specify that at least 30 calendar days advance written notice will be provided to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. 4.Within 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. 5.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. 6.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. 7.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. 8.The insurance required is in addition to and separate from any other obligation contained in this contract. 2020 Insurance Requirements Ins. Req. Exhibit 3-H Professional Services - Other Professional Services 06/08/2020 Risk Management – Legal Dept. No bonds required for this service agreement. Page 2 of 2 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Attachment D: Warranty Requirement No warranty required for this service agreement. Page 1 of 1 DocuSign Envelope ID: F7926197-E633-4A81-B2F8-D867DDC26A5A Planning and Development Consulting RFP No. 3565 Sr. Buyer: Minerva Alvarado Proposal Evaluation White and Smith LLC Camiros MINIMUM QUALIFICATIONS (PASS/FAIL) Licensing Required five years in business No outstanding lawsuits during last 5 years or current litigation with the City during last 5 years No outstanding regulatory issues last 5 years References Provided for firm TECHNICAL PROPOSAL (50 PTS)46 44 Firms' Experience (18 point)16.75 15.50 Team's Experience (18 points)17.00 14.75 Understanding of Project Scope (14 points)12.00 13.25 Interview (30 PTS)27 26 Firms' Experience (8 points) Team's Identification (10 points) Understanding of Project Scope (12 points) PRICING (20 PTS)8 20 Total 81 90 Pass Pass DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Richard Martinez, Director of Public Works RichardM5@cctexas.com (361) 826-3419 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2@cctexas.com (361) 826-3169 CAPTION: Motion authorizing a three-year supply agreement, with two additional one-year options, with Vulcan Construction Materials, LLC. of San Antonio, Texas, for Aggregate Trap Rock for Public Works for an estimated amount of $1,552,500.00, with an estimated potential amount not to exceed $2,635,500.00 if both one-year option periods are exercised, with FY 2021 funding in an amount not to exceed $86,250.00 available through the Streets Maintenance Fund. SUMMARY: This motion authorizes a three-year supply agreement, with two additional one-year period options with Vulcan Construction Materials, LLC. for aggregate trap rock. The aggregate trap rock will be used by the Public Works Department for under-sealing the in-house rehab projects. BACKGROUND AND FINDINGS: Aggregate trap rock consists of Type D, Grades 5, 4 and 3, dark colored igneous rocks used in the surface treatments of City street repairs. This material meets the current version of the Texas Department of Transportation Standards Specifications for Construction and Maintenance of Highways, Streets, and Bridges utilized for pavement preservation and under sealing rehab projects and has been utilized by city crews since 2013. This material is considered a specialized asset as it can only be found at one location in Texas, with the one location being in Uvalde, Texas. Vulcan Construction Materials, LLC. is the only local company in the area that specializes in providing this type of material. Vulcan Construction Materials, LLC. will transport the material from San Antonio to Corpus Christi. The delivery price of transporting the material is included in the unit price for this agreement. Since June 2020 through June 2021, City crews have completed 41 lane miles of rehab projects that includes under sealant membrane, which equates to 2,600 tons and $110,000 per year. Aggregate Trap Rock for Public Works AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 PROCUREMENT DETAIL: In March 2017, the Contracts and Procurement conducted a competitive request for bid process to obtain bids for a new contract. The City received one responsive, responsible bid out of 60 notifications issued, and awarded the contract to the lowest responsive, responsible bidder, Vulcan Construction Materials, LLC., of San Antonio, Texas. The previous agreement in 2017 was for a one-year with two, one-year options in the amount of $243,720 for the first year and second year the price was increased by 13.4% ($32,880) to $276,600. The third year the price increased 9.2% for a total of $302,100. The total contract value was $822,420 for a total of 18,000 tons. Contracts and Procurement conducted a competitive Request for Bid process in April 2021 to obtain bids for a new long-term contract. The City received one bid and is recommending award to the lowest responsive, responsible bidder, Vulcan Construction Materials, LLC. of San Antonio, Texas. Vulcan Construction Materials, LLC. is the incumbent supplier since 2017. Trap Rock usage by Public Works is forecasted to increase by 34% annually along with a steady increase in price per ton of 56% from 2017 to 2021. Due to the steady increase in materials, prices have gone up 9-17% per ton every year since 2017 industry wide. The overall contract value is up 56% because of the tonnage increase from 18,000 to 24,000 (33.33%) plus the price increased 27- 57% from 2017. A smaller three-month supply agreement was conducted to cover any shortages waiting for a long-term agreement in March 2021 and Vulcan bid $55 per ton for a three-month supply of 900 tons and increased long-term bid by 16% to $64. ALTERNATIVES: An alternative is to continue using the current supply Public Works has, which will hinder operations by not having the available resources to complete projects. FISCAL IMPACT: The fiscal impact in FY 2021 is in the amount of $86,250 for this supply agreement, with the remaining cost of $1,466,250 budgeted in future years through the annual budget process. FUNDING DETAIL: Fund: 1041 Street Maintenance Fund Organization/Activity: 00000 Mission Element: 000 Project # (CIP Only): N/A Account: 119000 Material Inventory Amount: $86,250.00 RECOMMENDATION: Staff recommends the approval of this agreement with Vulcan Construction Materials, LLC. of San Antonio, Texas for Aggregate Trap Rock for Public Works, as presented. LIST OF SUPPORTING DOCUMENTS: Bid Tabulation Supply Agreement ITEM Description Unit 3-Year Qty Unit Price Total Price 1 Trap Rock Type D, Grade 5 Tons 7,500 64.00$ 480,000.00$ 2 Trap Rock Type D, Grade 4 Tons 15,000 65.00$ 975,000.00$ 3 Trap Rock Type D, Grade 3 Tons 1,500 65.00$ 97,500.00$ 3-Year Total 1,552,500.00$ ITEM Description Unit 1st Year Extension Qty Unit Price Total Price 1 Trap Rock Type D, Grade 5 Tons 2,500 66.00$ 165,000.00$ 2 Trap Rock Type D, Grade 4 Tons 5,000 67.00$ 335,000.00$ 3 Trap Rock Type D, Grade 3 Tons 500 67.00$ 33,500.00$ 1st Year Option Total 533,500.00$ Vulcan Construction Materials LLC - San Antonio, Tx. Vulcan Construction Materials LLC - San Antonio, Tx. City of Corpus Christi Contracts and Procurement Buyer : Marco Lozano Bid Tabulation RFB # 3600 Aggregate Trap Rock for Public Works ITEM Description Unit 2nd Year Extension Qty Unit Price Total Price 1 Trap Rock Type D, Grade 5 Tons 2,500 68.00$ 170,000.00$ 2 Trap Rock Type D, Grade 4 Tons 5,000 69.00$ 345,000.00$ 3 Trap Rock Type D, Grade 3 Tons 500 69.00$ 34,500.00$ 2nd Year Option Total 549,500.00$ 3 Year plus Options Total 2,635,500.00$ Vulcan Construction Materials LLC - San Antonio, Tx. Supply Agreement Standard Form Page 1 of 7 Approved as to Legal Form May 20, 2021 SUPPLY AGREEMENT NO. 3600 Aggregate Trap Rock for Public Works THIS Aggregate Trap Rock for Public Works Supply Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and Vulcan Construction Materials, LLC (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Aggregate Trap Rock for Public Works in response to Request for Bid No. 3600 (“RFB”), which RFB includes the required scope of work and all specifications and which RFB and the Contractor’s bid response are incorporated by reference in this Agreement as Exhibits 1 and 2, respectively, as if each were fully set out here in its entirety. NOW, THEREFORE, City and Contractor agree as follows: 1. Scope. Contractor will provide Aggregate Trap Rock for Public Works in accordance with the attached Scope of Work, as shown in Attachment A, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. “Goods,” “products”, and “supplies”, as used in this Agreement, refer to and have the same meaning. 2. Term. (A) This Agreement is for three years. The parties may mutually extend the term of this Agreement for up to two additional one-year periods (“Option Period(s)”), provided, the parties do so in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days’ written notice to the other Party. 3. Compensation and Payment. This Agreement is for an amount not to exceed $1,552,500.00, subject to approved extensions and changes. Payment will be DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 2 of 7 Approved as to Legal Form May 20, 2021 made for goods delivered and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content of which is incorporated by reference into this Agreement as if fully set out here in its entirety. 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. Invoices must 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: Velma Pena Department: Public Works Department Phone: (361)-826-1933 Email: VelmaP@cctexas.com 5. Insurance. 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. 6. Purchase Release Order. For multiple-release purchases of products to be provided by the Contractor over a period of time, the City will exercise its right to specify time, place and quantity of products to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and products will remain with DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 3 of 7 Approved as to Legal Form May 20, 2021 the Contractor until such time as the products are delivered and accepted by the City. 7. Inspection and Acceptance. City may inspect all products supplied before acceptance. Any products that are delivered but not accepted by the City must be corrected or replaced immediately at no charge to the City. If immediate correction or replacement at no charge cannot be made by the Contractor, a replacement product may be bought by the City on the open market and any costs incurred, including additional costs over the item’s bid price, must be paid by the 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. 9. Quality/Quantity Adjustments. Any quantities indicated on the Bid/Pricing Schedule are estimates only and do not obligate the City to order or accept more than the City’s actual requirements nor do the estimates restrict the City from ordering less than its actual needs during the term of the Agreement and including any Option Period. Substitutions and deviations from the City’s product requirements or specifications are prohibited without the prior written approval of the Contract Administrator 10. Non-Appropriation. The continuation of this Agreement after the close of any fiscal year of the City, which fiscal year ends on September 30th annually, is subject to appropriations and budget approval specifically covering this Agreement as an expenditure in said budget, and it is within the sole discretion of the City’s City Council to determine whether or not to fund this Agreement. The City does not represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such products in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 4 of 7 Approved as to Legal Form May 20, 2021 12. Subcontractors. In providing the Goods, Contractor will not enter into subcontracts or utilize the services of subcontractors. 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: Velma Peña Title: Contracts and Funds Administrator Address: 2525 Hygeia Street, Corpus Christi, Texas 78415 Phone: 361-826-1927 Fax: 361-826-1627 IF TO CONTRACTOR: Vulcan Construction Materials, LLC Attn: Julia Farrar Title: Sales Analyst Address: 10101 Reunion Place, Suite 500 - San Antonio, Texas 78279 Phone: 210-965-0719 Fax: 210-524-3555 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, DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 5 of 7 Approved as to Legal Form May 20, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City 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 may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19. 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. Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. 21. 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. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 6 of 7 Approved as to Legal Form May 20, 2021 22. 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. 23. 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). 24. 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. 25. 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. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27. Entire Agreement. This Agreement constitutes the entire agreement between the parties concerning the subject matter of this Agreement and supersedes all prior negotiations, arrangements, agreements and understandings, either oral or written, between the parties. (SIGNATURE PAGE FOLLOWS) DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Supply Agreement Standard Form Page 7 of 7 Approved as to Legal Form May 20, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI _________________________________________________ Josh Chronley Assistant Director, Contracts and Procurement Date: Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment B: Bid/Pricing Schedule Attachment C: Insurance Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFB No. 3600 Exhibit 2: Contractor’s Bid Response DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 6/23/2021 Sales Analyst Julia Farrar Page 1 of 2 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information The Contractor shall provide Aggregate Trap Rock for the Street Department as outlined in this Scope of Work (Specifications and Requirements). 1.2 Service Requirements A. This specification covers various street construction material used by the City of Corpus Christi, Texas. B. The material listed in this specification are used in the repair and maintenance programs of the Corpus Christi Public Works Department. 1.3 Specifications and Delivery Materials shall be delivered as follows: A. The material shall meet the requirements of Item #302 Aggregates for Surface Treatment, TYPE D, GRADE 5 "Trap Rock, SAC A" of the 2014 Texas Department of Transportation Standard Specifications for Construction and Maintenance of Highways, Streets and Bridges. 1.Retained Gradation as follows: 3/8" Sieve - 3% - 5% #4 Sieve - 80% to 90% #8 Sieve - 98% to l 00% 2.Washed Rock Decantation: 0.7% max LA Abrasion 15% max B. Testing reports shall be submitted by the selected Supplier to the Contract Administrator for approval prior to delivery. Packing slips or other suitable shipping documents shall accompany each shipment and shall show: (a) name and address of person delivering the load, (b) name and address of receiving department and/or delivery location, and (c) with each delivery, furnish a shipping or delivery ticket showing description of items and quantity. C. All material shall be transported from the plant to the designated stock storage yard or job site in tight vehicles with metal bottoms previously cleaned of all foreign matter and when necessary shall be covered to reduce loss material and to protect material from weather elements. D. Stock storage yard schedule delivery dates and standard services hours Monday through Friday between the hours of 7:00 a.m. – 5:00 p.m. E. City Staff will contact the Contractor one week in advance to set up the request for the Trap Rock. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Page 2 of 2 1.4 Testing A. The City reserves the right to inspect and test materials for compliance to the specification at the supplier's location, at the point of delivery to the City Service Center yard or directly to 5352 Ayers, Corpus Christi, Texas 78415. B. If the laboratory tests indicate that the material delivered to the job site or City Yard, does not meet specifications, the City reserves the right to reject this material and supplier will be obligated to remove and replace rejected material with materials that will meet specifications. C. NOTE: The laboratory shall be hired by the City of Corpus Christi and the supplier shall cooperate with the laboratory at all times to be sure that the material meets City specifications. D. It shall be understood that the cost of all certified laboratory tests, materials and reports necessary to control the quality of material delivered, according to the City specifications, shall be accepted by the City but only on tested materials which meet City specifications. E. Deliveries are to be made as required. Delivery will be to the City of Corpus Christi Public Works Department Materials Storage Yard at 2626 Holly Road, Corpus Christi, Texas 78415. Material Storage Yard is located behind Corpus Christi Animal Care and Vector Service Center with drivable entry on Civitan Street. Delivery shall be in end-dump dump trucks. 1.5 Contractor Quality Control and Superintendence A. 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 Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. B. The Contractor and their employees will perform the above services following all necessary regulations and guidelines in accordance with the facilities safety requirements. All work being performed for the City must meet industry standards and accepted by the Contract Administrator. Point of Contact: Will Quiroz, Work Coordinator (361) 826-1952 Office (361) 877-5383 Mobile DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Page 1 of 3 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 with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City’s Risk Manager. The City must be listed as an additional insured on the General liability and Auto Liability policies by endorsement, and a waiver of subrogation endorsement is required on all applicable policies. Endorsements must be provided with Certificate of Insurance. Project name and/or number must be listed in Description Box of Certificate of Insurance. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-day advance written notice of 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 AUTO LIABILITY (including) 1. Owned 2. Hired and Non-Owned 3. Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $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. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Page 2 of 3 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 DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Page 3 of 3 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. Bond Requirements: No bonds are required. 2021 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 02/22/2021 Risk Management – Legal Dept. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Page 1 of 1 ATTACHMENT D: WARRANTY REQUIREMENTS No product warranty applies to this Supply Agreement therefore, Section 8 Warranty Subsections 8(A) and 8(B) are void. DocuSign Envelope ID: D9D3D36F-9B26-463C-875E-F0557FC874D5 Council Presentation August 10, 2021 Supply Agreement for Aggregate Trap Rock for the City’s Street Maintenance Program Public Works Department 1 2 Agenda •The Contract term is a 3-year supply agreement with Vulcan Construction Materials, LLC. •Aggregate trap rock will be used in construction projects primarily for under-sealants in preparation for asphalt overlays Description Unit 3-year QTY Trap Rock Type D, Grade 5 Tons 7,500 Trap Rock Type D, Grade 4 Tons 15,000 Trap Rock Type D, Grade 3 Tons 1,500 3 Supply Agreement Citywide•Sealant membrane that adheres the new asphalt overlay to the base layer •Also, it serves as a weather sealant and protectant after the milling operations and prior to the final overlay 4 Public Works Department Questions? AGENDA MEMORANDUM Action Item for the City Council Meeting of August 10, 2021 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Richard Martinez, Director of Public Works richardm5@cctexas.com (361) 826-3419 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2@cctexas.com (361) 826-3169 CAPTION: Motion awarding a Master Services Agreement to LJA Engineering, Inc., Corpus Christi, Texas, for the development and implementation of a Storm Water Infrastructure I ndefinite Delivery Indefinite Quantity program, which includes professional engineering services for Bridge Rehabilitation, Channel Ditch Improvements, and City Wide Storm Water Infrastructure Rehabilitation/Replacement, in an amount up to $500,000 for a one-year term, with two renewal options to be administratively authorized for a total amount not to exceed $1,500,000, with FY 2021 funding available from Storm Water Capital Fund. SUMMARY: This motion approves a Master Services Agreement (MSA) to perform professional engineering services for Bridge Rehabilitation, Channel Ditch Improvements, and Citywide Storm Water Infrastructure Rehabilitation/Replacement. The MSA will provide for assessment of existing conditions for storm water pipe, bridges, ditches, channels, and other aging storm water systems that have reached the end of their useful service life. MSA includes evaluation, prioritization, and hydraulic modeling of storm water infrastructure to develop construction methodologies and strategies to reduce flooding and maintenance costs. MSA will also include preparation of delivery orders to be issued on Indefinite Delivery/Indefinite Quantity (IDIQ) construction contract. BACKGROUND AND FINDINGS: The City of Corpus Christi’s storm water system is composed of 100 miles of major ditches, 370 Master Services Agreement Storm Water Infrastructure IDIQ miles of collector ditches, 110 bridges, and over 600 miles of underground storm drainpipes with 6,500 manholes. The City is responsible for the repair, rehabilitation, and replacement of all the drainage structures. The stormwater work was performed under three separate contracts as listed below. All the contracts have reached the capacity.  E12199 Bridge Rehabilitation with LJA, professional service agreement in a total amount of not to exceed $ 114,950  E12191 IDIQ Major Ditch Improvements with LAN in a total amount of not to exceed $ 300,000 and  18100A Citywide Storm Water Infrastructure Rehabilitation with LJA, professional service agreement in a total amount of not to exceed $ 500,000 This MSA contract will bundle the three different Capital Improvement Program (CIP) projects which include Channel Ditch Improvements, Bridge Rehabilitation, and Citywide Storm Water Infrastructure Rehabilitation. The MSA contract is for a one-year term with two one-year renewal options to be administratively authorized. The annual budgeted amount is $50,000.00 for Channel Ditch Improvements, $50,000.00 for Bridge Rehabilitation, and $400,000.00 for Citywide Storm Water Infrastructure Rehabilitation. These values are based on the project construction budgets. The MSA contract is for a one-year term with two one-year administrative renewal options. Individual task orders will be negotiated and approved administratively. The previous Storm Water IDIQ contract was for $500,000.00 for a two-year term with no administrative renewal options. PROJECT TIMELINE: 2024 Services 20222021 2023 August 2021 - August 2024 Project schedule reflects City Council award of service in August 2021 with anticipated completion in August 2024. Project schedule reflects City administrative renewal options, if exercised. This timeline is for all stormwater, ditch, and bridge projects in the CIP. COMPETITIVE SOLICITATION PROCESS LJA Engineering, Inc., was selected for the Storm Water Infrastructure IDIQ in June 2021 under RFQ 3559. Storm Water Infrastructure IDIQ was one of three Professional Engineering Services for Storm Water CIP 2021 RFQ. Nine firms submitted for the Storm Water Infrastructure IDIQ. LJA Engineering, Inc., was the highest ranked firm. The selection committee consisted of representatives from Engineering Services and Storm Water Department. Firms were ranked based on three factors: 1) firm’s experience, 2) team’s experience, and 3) understanding of project scope. LJA Engineering, Inc., has provided professional services for several City projects. Some of the projects are Citywide Storm Water Infrastructure Rehabilitation/Replacement, Whitecap Wastewater Treatment Plant Odor Control and Bulkhead Rehabilitation, Street Preventative Maintenance Program, Williams Drive Phase 3 Improvements, and Morgan Street. ALTERNATIVES: Not awarding this MSA contract will result in executing multiple small contracts for storm water repairs creating additional work, backlog, delaying repairs causing additional damage from storm water. FISCAL IMPACT: The fiscal impact in FY 2021 is an amount of $500,000.00 with funding available from the Storm Water Capital Fund. Specific funding details will be determined at the time a task order is issued. FUNDING DETAIL: The CIP shows these projects have available funding for FY 2021 and are reading to be implemented. Refer to projects E12199 – Bridge Rehabilitation, 21044 – Channel Ditch Improvements, and 18100 Citywide Storm Water Infrastructure Rehabilitation in the FY 2020- 2021 Capital Budget book. Funding will be allocated from appropriate fund sources as the various projects are identified. Fund: Storm Water 2021 CIP (Fund 4533) Mission Elem: Storm Water Drainage (043) Project: Channel Ditch Improvements (Project No. 21044) Account: Professional Services (530000) Activity: 21044-4533-EXP Amount: $50,000.00 Fund: Storm Water 2021 CIP (Fund 4533) Mission Elem: Storm Water Drainage (043) Project: Bridge Rehabilitation FY21-23 (Project No. 21105) Account: Professional Services (530000) Activity: 21105-4533-EXP Amount: $50,000.00 Fund: Storm Water 2021 CIP (Fund 4533) Mission Elem: Storm Water Drainage (043) Project: Citywide Storm Water Infrastructure Rehabilitation FY21-23 (Project No. 21107) Account: Professional Services (530000) Activity: 21107-4533-EXP Amount: $400,000.00 RECOMMENDATION: Staff recommends approval of this motion to award this MSA to LJA Engineering, Inc., in the amount of $500,000 for a one-year term with two one-year renewal options to be administratively authorized for a total contract amount not to exceed $1,500,000. The services are planned to start in August 2021 with completion in August 2022. LIST OF SUPPORTING DOCUMENTS: Location and Vicinity Map Contracts Evaluation Matrix CIP Pages 37 37 181 77 N CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES STORM WATER INFRASTRUCTURE IDIQ LOCATION MAP NOT TO SCALE CITYWIDE PROJECT Project Numbers: 21044, 21105, 21107 N CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES VICINITY MAP NOT TO SCALE CITYWIDE PROJECT STORM WATER INFRASTRUCTURE IDIQ Project Numbers: 21044, 21105, 21107 RFQ NO. 3559 - Professional Engineering Services for Storm Water CIP 2021 Proposal Evaluation LJA Engineering Hanson Professional Services Lockwood Andrews and Newman LNV, LLC. (Ardurra Group, Inc.) Mendez Engineering Halff Associates Govind Development Munoz Engineering Costa Brava Engineering, LLC MINIMUM QUALIFICATIONS (PASS/FAIL)Pass Pass Pass Pass Pass Pass Pass Pass Pass Licensing/Certification  Minimum 10 years experience  No material lawsuits during last 5 years  No material regulatory issues last 5 years  References Provided for firm  Firms' Experience (30 pts)27.40 25.60 24.20 21.80 22.60 21.80 19.00 16.80 7.40 Team's Experience (30 pts)27.20 25.80 23.20 21.60 21.20 20.60 17.20 16.60 7.20 Understanding of Project Scope (40 pts)35.20 33.00 32.20 27.40 27.60 24.80 19.40 18.80 6.80 Total 89.8 84.4 79.6 70.8 71.4 67.2 55.6 52.2 21.4 Page 1 Rev. 21-3 SERVICE AGREEMENT NO. 3790 MASTER SERVICE AGREEMENT FOR PROFESSIONAL SERVICES This Agreement is between the City of Corpus Christi, a Texas home rule municipal corporation, P.O. Box 9277, Corpus Christi, Nueces County, Texas 78469-9277 (City) acting through its duly authorized City Manager or designee and LJA Engineering, Inc., 5350 S. Staples Street, Suite 425, Corpus Christi, Texas 78411 (Consultant). TABLE OF CONTENTS ARTICLE NO. TITLE PAGE ARTICLE I – PROJECT TASK ORDER ................................................................................................ 2 ARTICLE II – COMPENSATION ........................................................................................................... 3 ARTICLE III – QUALITY CONTROL PLAN ........................................................................................... 4 ARTICLE IV – OPINIONS OF COST .................................................................................................... 4 ARTICLE V – INSURANCE REQUIREMENTS ..................................................................................... 4 ARTICLE VI - INDEMNIFICATION ....................................................................................................... 4 ARTICLE VII – TERM; RENEWALS; TIMES FOR RENDERING SERVICE ......................................... 5 ARTICLE VIII - TERMINATION OF AGREEMENT ............................................................................... 5 ARTICLE IX – RIGHT OF REVIEW AND AUDIT .................................................................................. 6 ARTICLE X – OWNER REMEDIES ...................................................................................................... 7 ARTICLE XI – CONSULTANT REMEDIES........................................................................................... 7 ARTICLE XII – CLAIMS AND DISPUTE RESOLUTION ....................................................................... 8 ARTICLE XIII – MISCELLANEOUS PROVISIONS ............................................................................... 9 EXHIBITS Page 2 Rev. 21-3 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. The general scope for these Task Orders is outlined in Exhibit A. More specific scopes of work will be issued for pricing when a task order is needed. Task Orders shall become a 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. Consultant will perform the Services in accordance with the approved Scope of Services and with Consultant’s response to the Request for Qualifications related to this project, which response is incorporated by reference into this Agreement as if set out here in its entirety. 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 issued the fully executed Task Order 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 Exhibit D 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. Page 3 Rev. 21-3 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. 1.10 For project with potential utility conflicts: 1.10.1 The Consultant agrees to coordinate the verification and resolution of all potential utility conflicts. 1.10.2 The Consultant agrees to prepare and submit a monthly Utility Coordination Matrix to the City. 1.11 The Consultant agrees to conduct all communication through and perform all project-related functions utilizing the City’s project management system known as e-Builder. This includes all correspondence, submittals, payment requests and processing, contract amendments and construction phase activities. ARTICLE II – COMPENSATION 2.1 The Compensation for all services included in this Agreement by Task Orders shall not exceed $500,000. 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 price Task Orders in accordance with Exhibit B, Rate Schedule, subject to approval by the City. 2.4 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. 2.4.1 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. 2.5 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. 2.6 Request of final compensation by Consultant shall constitute a waiver of claims except those previously made in writing and identified by Consultant as unsettled at the time of final Payment Request. Page 4 Rev. 21-3 2.7 Any fee payable under this Agreement is subject to the availability of funds. The Consultant may be directed to suspend work pending receipt and appropriation of funds. The right to suspend work under this provision does not relieve the City of its obligation to make payments in accordance with section 2.5 above for services provided up to the date of suspension. ARTICLE III – QUALITY CONTROL PLAN 3.1 The Consultant agrees to perform quality assurance-quality control/constructability reviews (QCP Review). The City reserves the right to retain a separate consultant to perform additional QCP services for the City. 3.2 The Consultant will perform QCP Reviews at intervals during the project to ensure deliverables satisfy applicable industry quality standards and meet the requirements of the project scope. Based on the findings of the QCP Review, the Consultant must reconcile the project scope and Opinion of Probable Cost (OPC) as needed. 3.3 Documents that do not meet City standards in effect at the time of the execution of a related Task Order may be rejected. If documents are found not to be in compliance with this Agreement, Consultant will not be compensated for having to resubmit documents. ARTICLE IV – OPINIONS OF COST 4.1 The Opinion of Probable Cost (OPC) is computed by the Consultant and includes the total cost for construction of the Project. 4.2 The OPC does not include the cost of the land, rights-of-way or other costs which are the responsibility of the City. 4.3 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 V – INSURANCE REQUIREMENTS 5.1 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. 5.2 Insurance Requirements are shown in EXHIBIT D. ARTICLE VI - 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 Page 5 Rev. 21-3 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, included in the indemnification above 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 VII – TERM; RENEWALS; TIMES FOR RENDERING SERVICE 7.1 This Agreement shall be effective upon the signature of the City Manager or designee (Effective Date). 7.2 This Agreement shall be applicable to Task Orders issued hereunder from the Effective Date of the Agreement until Task Orders are complete. 7.3 The term of this Agreement shall be for a period of one year beginning on the Effective Date, unless extended by authority of the City Manager or designee. The Agreement may be renewed for up to two renewal options upon mutual agreement of the parties to be evidenced in writing prior to the expiration of the prior term. Any renewals shall be at the same terms and conditions, plus any approved changes. 7.4 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 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. Page 6 Rev. 21-3 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. 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. 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 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 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. Page 7 Rev. 21-3 9.3 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. 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 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. 10.2 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. 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 II. ARTICLE XI – CONSULTANT REMEDIES 11.1 If Consultant is delayed due to uncontrollable circumstances, such as strikes, riots, acts of God, national emergency, epidemics, 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 If Consultant requests a remedy for a condition not specified above, Consultant must file a Claim as Page 8 Rev. 21-3 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 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 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 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. 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 Alternative Dispute Resolution 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 30 calendar days after a Party delivers a written notice of such dispute, then the Parties shall proceed with the mediation process contained herein. 12.2.3 Mediation 12.2.3.1 In the event that City or Consultant shall contend that the other has committed a material breach of this Agreement, the Party alleging such breach shall, as a condition precedent to filing any lawsuit, request mediation of the dispute. 12.2.3.2 Request for mediation shall be in writing, and shall request that the mediation commence no less than 30 or more than 90 calendar days following the date of the request, except upon agreement of both parties. 12.2.3.3 In the event City and Consultant are unable to agree to a date for the mediation or to the identity of the mediator or mediators within 30 calendar days of the request for mediation, all Page 9 Rev. 21-3 conditions precedent in this Article shall be deemed to have occurred. 12.2.3.4 The parties shall share the mediator’s fee. Venue for 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. 12.3 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. 12.4 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. 12.5 No Waiver of Governmental Immunity. This Agreement is to perform a governmental function solely for the public benefit. Nothing in this Agreement 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 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, 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. 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 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. 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. Page 10 Rev. 21-3 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, 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. 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 as part of this contract. 13.9 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. 13.10 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 13.11 Provisions Required by Law. Each applicable provision and clause required by law to be inserted into the Agreement shall be deemed to be enacted herein, and the Agreement shall be read and enforced as though each were physically included herein. 13.12 Public Information. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Consultant agrees that the contract can be terminated if the Consultant knowingly or intentionally fails to comply with a requirement of that subchapter. 13.13 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. 13.14 Severability. If, for any reason, any one or more Articles and/or paragraphs of this Agreement are held invalid or unenforceable, such invalidity or unenforceability shall not affect, impair or invalidate the remaining Articles and/or paragraphs of this Agreement but shall be confined in its effect to the specific Article, sentences, clauses or parts of this Agreement held invalid or unenforceable, and the invalidity or unenforceability of any Article, sentence, clause or parts of this Agreement, in any one or more instance, shall not affect or prejudice in any way the validity of this Agreement in any other instance. 13.15 Conflict Resolution Between Documents. Consultant hereby agrees and acknowledges if anything contained in any documents 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. Page 11 Rev. 21-3 13.16 Title VI Assurance. The Consultant shall prohibit discrimination in employment based upon race, color, religion, national origin, gender, disability or age. Page 12 Rev. 21-3 CITY OF CORPUS CHRISTI LJA ENGINEERING, INC. ________________________________ ________________________________ Michael Rodriguez (Date) Jeff Coym, P.E. (Date) Chief of Staff Vice President 5350 South Staples Street, Suite 425 Corpus Christi, Texas 78411 (361) 991-8550 Office jcoym@lja.com APPROVED AS TO LEGAL FORM ________________________________ Assistant City Attorney (Date) for City Attorney ATTEST _______________________________ Rebecca Huerta, City Secretary Master Services Agreement EXHIBIT A SCOPE OF SERVICES Stormwater CIP 2021 (A) Storm Water Infrastructure IDIQ Project No. 21105, 21107, 21044 This project scope is to systematically prepare Delivery Orders to rehabilitate, repair, and/or replace aging bridges, channel ditch, and storm water infrastructure citywide. Project will assess existing conditions of storm water pipe, bridges, ditches, channels, and other aging systems that have reached the end of their useful service life and correct as warranted. IDIQ (Indefinite Delivery Indefinite Quantity) contract is included in the 2021 budget. Master Service Agreement not to exceed $500,000/per year, with two one-year renewal options. R:\BP'S-OPPORTUNITIES (ENGINEERING)\2021\21-3582 CC IDIQ for Stormwater CIP 2021 (Proejct A)\02-21-3582 Attach B CC Rate Schedule-2_02FEB2020.docx ATTACHMENT B STANDARD RATE SCHEDULE ENGINEERING SERVICES Services performed by staff shall be billed at current billing rates as follows: Classification Billing Rate Vice President/Department Head, PE $260/hr Senior Project Manager, PE $230/hr Project Manager $190/hr Project Engineer, PE $180/hr Graduate Engineer III, EIT $140/hr Graduate Engineer II, EIT $130/hr GIS Developer/Analyst $120/hr Hydraulic Modeler/Analyst $130/hr Designer III $150/hr Designer II $130/hr Designer I $110/hr Project Representative (Construction) $100/hr CAD Draftsman $95/hr Clerical $65/hr Other Subconsultants will be billed at cost plus 10%. Expert witness and certificate (merit or lender) duties will be billed at a rate of $425.00/hour. Reimbursable Expenses Reproduction, telephone, out-of-town travel expenses, filing fees, permit fees, and other special charges which are advanced on behalf of the Client, and other non-labor charges directly related to the Project will be billed at cost + 10% in addition to the fees agreed upon for Services rendered. Vehicle mileage will be charged at the current IRS mileage rate per mile. Payments Billings for Services rendered will be made monthly and payment is requested within fifteen (15) days of receipt of invoice. Unless special arrangements are made, a finance charge of one and one half percent (1.5%) per month will be added to unpaid balances more than thirty (30) days old as well as any costs of collection, including attorney’s fees. LJA reserves the right to suspend work should invoices not be paid within the stated terms. Client affirms that the Services to be provided by LJA should not be subject to the addition of any sales tax, value added tax, stamp duty, wage withholding, or similar tax or withholding, including at the source of payment, and as such, requests that LJA not add any such taxes to its invoices. If applicable, Client shall provide LJA with appropriate exemption certificates. The amount of any excise, VAT, or gross receipts tax that may be imposed for professional services shall be added to the compensation as determined above. In the case where Client is obliged to make any deduction or withholding on account of any such addition, the amount paid to LJA by Client for any invoice shall be grossed up to the amount of the invoice so that any fees and other sums payable to LJA are not subject to such taxes. This Rate Schedule is subject to annual change at LJA’s discretion to reflect increases in costs of operation, inflation, etc. EXHIBIT A Page 1 of 2 R:\BP'S-OPPORTUNITIES (ENGINEERING)\2021\21-3582 CC IDIQ for Stormwater CIP 2021 (Proejct A)\02-21-3582 Attach B CC Rate Schedule-2_02FEB2020.docx ADDITIONAL RATE TERMS FOR SURVEYING SERVICES Field party rate includes personnel/supervision, normal equipment and supplies. Client requested overtime shall be 1.5 times standard rate. Classification Billing Rate LSLS (Expert Witness) $250/hr LSLS $175/hr Sr. Project Manager/RPLS $170/hr Project Manager/RPLS $140/hr Project Surveyor/RPLS $130/hr Staff Surveyor/SIT $115/hr Survey Technician $105/hr Survey Draftsman $80/hr One-Man Survey Crew $145/hr Two-Man Survey Crew $155/hr Three-Man Survey Crew $180/hr Four-Man Survey Crew $210/hr Clerical $60/hr Special Equipment and Other Fees Equipment and direct expenses including delivery, telecom, rental vehicles, and airfare are billed at cost + 10%. Sub-Consultants will be billed at cost plus 10%. Survey projects requiring overnight travel will be assessed a $60 per diem charge for each crew member. Boats Boat – Inshore Waters - $65.00/hr dock to dock - $400 minimum Marine Waters - $180.00/hr dock to dock - $1000 minimum Safety and Hazmat Training Any training required by the client will be billed at cost plus a 10% administrative fee or may be provided by the client. Hydro-Excavation (SUE) Crew Hydro-Excavation is billed at $12,500/week. 1. One (1) week minimum, unless work can be scheduled for multiple projects in the same week. 2. Crew includes truck(s) and trailer, hydro excavator, utility locator, earthen fill material, and water. 3. Excavation spoils disposal site and permits provided by client. 4. The anticipated utility exposure rates are two (2) test holes less than 5 foot deep per day inside the roadways and four (4) test holes less than 6 foot deep per day outside of the roadways. 5. Additional charges for work on active roadways; include road coring machine, traffic control, and pavement repairs. Special Hydro Excavator Equipment and Underwater Pipeline Locator Coring Machine for Pavement and concrete coring is billed at $75.00/day. Gradiometer (underwater pipeline locator) is billed at $150.00/day. EXHIBIT A Page 2 of 2 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: A PURCHASE ORDER NUMBER MUST BE INCLUDED ON ALL INVOICES AND INVOICE CORRESPONDENCE. FAILURE TO COMPLY WILL RESULT IN DELAYED PAYMENT OF INVOICES. 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 C Page 1 of 1 1 Rev 12/20 EXHIBIT D Insurance Requirements Pre-Design, Design and General Consulting Contracts 1.1 Consultant must not commence work under this agreement until all required insurance has been obtained and such insurance has been approved by the City. Consultant must not allow any subcontractor to commence work until all similar insurance required of any subcontractor has been obtained. 1.2 Consultant must furnish to the Director of Engineering Services with the signed agreement a copy of Certificates of Insurance (COI) with applicable policy endorsements showing the following minimum coverage by an insurance company(s) acceptable to the City’s Risk Manager. A waiver of subrogation is required on all applicable policies. Endorsements must be provided with COI. Project name and or number must be listed in Description Box of COI. TYPE OF INSURANCE MINIMUM INSURANCE COVERAGE 30-written day notice of cancellation, required on all certificates or by applicable policy endorsements Bodily Injury and Property Damage Per occurrence - aggregate PROFESSIONAL LIABILITY (Errors and Omissions) $1,000,000 Per Claim If claims made policy, retro date must be prior to inception of agreement, have 3-year reporting period provisions or be maintained for 3 years after project completion. 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, with the exception of professional liability, which may be on a per claims made 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. 2 Rev 12/20 1.5 Consultant is required to submit a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Consultant shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Engineering Services P.O. Box 9277 Corpus Christi, TX 78469-9277 1.6 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 Provide thirty (30) calendar days advance written notice directly to City of any suspension, cancellation or non-renewal of coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. 1.7 Within five (5) calendar days of a suspension, cancellation or non-renewal of coverage, Consultant shall provide a replacement Certificate of Insurance and applicable endorsements to City. City shall have the option to suspend Consultant's performance should there be a lapse in coverage at any time during this contract. Failure to provide and to maintain the required insurance shall constitute a material breach of this contract. 1.8 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 order Consultant to remove the exhibit hereunder, and/or withhold any payment(s) if any, which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. 1.9 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 EXHIBIT F 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; EXHIBIT F 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; EXHIBIT F Page 3 of 22 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. EXHIBIT F Page 4 of 22 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. EXHIBIT F Page 5 of 22 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, EXHIBIT F Page 6 of 22 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. EXHIBIT F Page 7 of 22 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,” o r “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. EXHIBIT F Page 8 of 22 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. EXHIBIT F Page 9 of 22 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. EXHIBIT F Page 10 of 22 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. EXHIBIT F Page 11 of 22 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. EXHIBIT F Page 12 of 22 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 EXHIBIT F 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. EXHIBIT F Page 14 of 22 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. EXHIBIT F 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. EXHIBIT F Page 16 of 22 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. EXHIBIT F 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. EXHIBIT F 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. EXHIBIT F 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 EXHIBIT F 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. EXHIBIT F 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 EXHIBIT F Page 22 of 22 Capital Improvement Plan City of Corpus Christi, Texas 2019 2023 thru Description This project is to develop a bridge assessment and repair program. Existing City of Corpus Christi Bridges will be inspected to develop a bridge CIP program for maintenance and repairs, and recommendations for regular inspection cycles. Project #E12199 Priority 2 Critical- Asset Condition\longe Justification Consistency with the Comprehensive Plan: Policy Statements pg. 48: 1,3 & 6; pp. 55, 56 & 58-60; 2009 Storm Water Master Plan (draft); Sustainability Initiative Budget Impact/Other Funding rehab/construction of bridges will decrease operational costs by reducing "emergency" responses and more costly maintenance actions during lifecycle of bridges. Useful Life 25 years Project Name Bridge Rehabilitation Category Site Improvements Type Reconditioning-Asset Longevit Contact Director of Water Utilities Department Storm Water Status Active Total2019 2020 2021 2022 2023Expenditures 1,128,80083,700 45,100 500,000 500,000Construction/Rehab 120,00020,000 50,000 50,000Inspection 98,80098,800Design 100,00050,000 50,000Contingency 202,500 45,100 600,000 600,000 1,447,600Total Total2019 2020 2021 2022 2023Funding Sources 1,447,600202,500 45,100 600,000 600,000Revenue Bonds 202,500 45,100 600,000 600,000 1,447,600Total 612 Capital Improvement Plan City of Corpus Christi, Texas 2019 2023 thru Description This yearly project will involve minor storm water conveyance improvements, rehab to critical concrete sections, re-contouring, excavation, clearing, upgrading culverts, scour protection and other miscellaneous best management practices throughout the City to create more positive drainage flow during low water conditions and rain events. Improvements will address critical upgrades to reduce flooding on public and private property, improve public safety, improve water quality, improve vector (pest) control, and reduce long-term maintenance costs. Improvements will take place on a routine basis to extent funding allows. Priority 2 Critical- Asset Condition\longe Justification Consistency with the Comprehensive Plan: Policy Statements pg. 48: 1,3 & 6; pp. 55, 56 & 58-60; 2009 Storm Water Master Plan (draft); Sustainability Initiative Budget Impact/Other Restoration of channels and ditches is critical to avoid potential “washouts” that may result in encroachment, flooding and undermining of adjacent public/private structures including streets, bridges, utility lines, buildings, and homes. Additionally, fully funding rehab/construction of major channels can ultimately reduce operational cost by reducing “emergency” responses and more costly maintenance actions during lifecycle of channel. The City complies with regulatory permits by using the following measures: pollution prevention, treatment of pollution removal, storm water monitoring, and minimizing introduction of pollutants into the municipal separate storm sewer system (MS4). Useful Life 25 years Project # 21044 Project Name Channel Ditch Improvements Category Site Improvements Type Improvement/Additions Contact Department Storm Water Status Active Total2019 2020 2021 2022 2023Expenditures 3,715,000500,000 500,000 500,000 2,215,000Construction/Rehab 245,00020,000 20,000 20,000 185,000Inspection 520,00040,000 40,000 40,000 400,000Design 120,00040,000 40,000 40,000Contingency 600,000 600,000 600,000 2,800,000 4,600,000Total Total2019 2020 2021 2022 2023Funding Sources 4,600,000600,000 600,000 600,000 2,800,000Revenue Bonds 600,000 600,000 600,000 2,800,000 4,600,000Total 613 Capital Improvement Plan City of Corpus Christi, Texas 2019 2023 thru Description This project will systematically rehabilitate and/or replace aging storm water infrastructure city-wide. Project will assess existing conditions of storm water pipe, ditches, channels, and other aging systems that have reached the end of their useful service life and correct as warranted. IDIQ (Indefinite Delivery Indefinite Quanity) contract is included in the 2019 budget. Project #18100 Priority 2 Critical- Asset Condition\longe Justification Restoration of underground storm water systems, channels, and ditches is critical to avoid potential failures that may result in encroachment, flooding and undermining of adjacent public/private structures including streets, bridges, utility lines, buildings, and homes. Fully funding rehab/construction of storm water infrastructure can reduce operational cost by reducing “emergency” responses and more costly maintenance actions during lifecycle of infrastructure. Budget Impact/Other This project will systematically rehabilitate and/or replace aging storm water infrastructure city-wide. Project will assess existing conditions of storm water pipe, ditches, channels, and other aging systems that have reached the end of their useful service life and correct as warranted. Useful Life 25 years Project Name Citywide Storm Water Infrastructure Rehabilitation Category Storm Drainage Type Improvement/Additions Contact Director of Water Utilities Department Storm Water Status Active Total2019 2020 2021 2022 2023Expenditures 16,950,0001,800,000 5,050,000 5,050,000 5,050,000Construction/Rehab 654,3004,300 50,000 200,000 200,000 200,000Inspection 1,015,55469,314 46,240 300,000 300,000 300,000Design 1,250,00050,000 400,000 400,000 400,000Contingency 120,00040,000 40,000 40,000Engineering Svc 30,00010,000 10,000 10,000Admin Reimbursement 73,614 1,946,240 6,000,000 6,000,000 6,000,000 20,019,854Total Total2019 2020 2021 2022 2023Funding Sources 20,019,85473,614 1,946,240 6,000,000 6,000,000 6,000,000Revenue Bonds 73,614 1,946,240 6,000,000 6,000,000 6,000,000 20,019,854Total 614 AGENDA MEMORANDUM Action Item for the City Council Meeting of August 10, 2021 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Richard Martinez, Director of Public Works/Street Operations richardm5@cctexas.com (361) 826-3419 Heather Hurlbert, Director of Finance & Business Analysis heatherh3@cctexas.com (361) 826-3227 CAPTION: Resolution awarding a construction contract to Reytec Construction Resources, Inc., Houston, Texas, for the Concrete Street Improvements Indefinite Delivery Indefinite Quantity program for concrete work repairs, in an amount up to $1,000,000.00 for a one-year term, with a one-year renewal option to be administratively authorized for a total amount not to exceed $2,000,000.00, with FY 2021 funding available from the Streets Fund. SUMMARY: This motion approves a construction contract for concrete repairs issued by the Public Works Department. The project scope includes cleaning and sealing joints, spalling, striping, and curb & gutter and sidewalk repairs. BACKGROUND AND PURPOSE: This item is part of the City Council approved Infrastructure Management Plan (IMP) for Concrete Preservation. The purpose for implementing this contract is to ensure proper routine maintenance is performed to preserve, maintain, and extend the life of concrete streets throughout the City of Corpus Christi. The streets selected for the FY 2021 work plan were based on the year of construction and maintenance needs to extend street life, prevent road deterioration, and delay street reconstruction. The work plan considered allocating available resources among collector and arterial streets based Construction Contract Award Concrete Street Improvements IDIQ – FY 2021 on their construction year and most urgent need. The ID/IQ Concrete Street Improvements FY 2021 work plan consists of three segments. All segments are being designed by the in-house Public Works Team. The streets recommended for preventative maintenance are identified in the IMP for Concrete Preservation in FY 2021 and include Kostoryz from Brawner Parkway to Sunnybrook (Segment 1) Kostoryz from Sunnybrook to South Padre Island Drive (Segment 2) and Staples Street from Barracuda to Brawner Parkway (Segment 3). The scope of work for this project consists of cleaning and sealing joints, spalls, striping and curb & gutter and sidewalks. The selected street segments were last reconstructed in 2014. If awarded, this will be the first year that a Concrete Preservation contract will be implemented. The Public Works Department intends to deliver a contract for Concrete Preservation on an annual basis to ensure proper maintenance of streets which will minimize future costs for extensive street repairs. Additionally, if the administrative renewal option is exercised, the identified streets for FY 2022 are attached. PROJECT TIMELINE: 2021 2022 J A S O N D J F M A M J J A S BID/AWARD CONSTRUCTION Project schedule reflects City Council award in August 2021 with anticipated completion by September 2022. COMPETITIVE SOLICITATION PROCESS The Contracts and Procurement Department issued a request for bids. On June 23, 2021, the City received a bid from one bidder. The City analyzed the only bid that was received. BID SUMMARY CONTRACTOR BASE BID Reytec Construction Resources, Inc. Houston, Texas $ 991,470.00 Engineer’s opinion of probable construction cost $1,000,000.00 Reytec is a full-service, utility/infrastructure contractor with extensive experience in all phases of infrastructure and heavy underground utility contracting. Reytec has completed many projects for the City of Corpus Christi including reconstruction of Staples St., McArdle St., Kostoryz Road, and others. ALTERNATIVES: The alternative is not to award the construction contract to the bidder, Reytec Construction Resources. The concrete paved streets will continue to have maintenance issues, deteriorate, and will result in major repairs in the future. FISCAL IMPACT: The fiscal impact for FY 2021 is an amount of $1,000,000.00 with funding available from the Streets Fund. FUNDING DETAIL: Fund: Streets (Fund 1041) Mission Elem: STRMntnStrtPvm (051) Organization: Surface Preservation (12430) Project No.: IDIQ Concrete Street Improvements, FY 2021 (Project No. 21098) Account: Maintenance and Repairs-Contracted (530215) Activity: 21098-1041-EXP Amount $1,000,000.00 RECOMMENDATION: City staff recommends awarding construction contract to Reytec Construction Resources, for the concrete street improvements in the amount of $1,000,000.00 with construction duration planned for one year from issuance of the Notice to Proceed with construction starting September 2021. LIST OF SUPPORTING DOCUMENTS: Location Maps Bid Tab List of Streets Page 1 of 2 Resolution awarding a construction contract to Reytec Construction Resources, Inc., Houston, Texas, for the Concrete Street Improvements Indefinite Delivery Indefinite Quantity program for concrete work repairs, in an amount up to $1,000,000.00 for the initial term, with a one-year renewal option to be administratively authorized for a total amount not to exceed $2,000,000.00, with FY 2021 funding available from the Streets Fund. WHEREAS, City Council adopted the Fiscal Year 2020-2021 Capital Budget and Capital Improvement Planning Guide in Ordinance No. 032203; WHEREAS, FY 2021 Capital Budget includes expenditures categorized by Project Type and the funding sources to show a balanced budget; WHEREAS, the Capital Improvement Planning Guide includes the annual capital budget (year 1), short-range capital improvement plan (years 2 & 3) and long-range capital improvement plan (years 4+); WHEREAS, information sheets were provided to describe the potential projects that could be accomplished under each of the adopted Capital Budget categories; and WHEREAS, Project 21098 IDIQ Concrete Street Improvements has been added to the FY 2021 project list under Streets in the FY 2021 Capital Budget. This does not impact the adopted Capital Budget or Capital Improvement Planning Guide as the work is being performed under Streets in the FY 2021 Capital Budget and funded through the approved operating budget. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Manager or designee is authorized to execute a construction contract with Reytec Construction Resources, Inc., Houston, TX to for the Concrete Street Improvements Indefinite Delivery Indefinite Quantity (ID/IQ) program in an amount not to exceed $1,000,000.00 for the initial term with one renewal opt ion to be administratively authorized. Page 2 of 2 PASSED AND APPROVED on the ______ day of _________, 2021: Paulette M. Guajardo _______________________ Roland Barrera _______________________ Gil Hernandez _______________________ Michael Hunter _______________________ Billy Lerma _______________________ John Martinez _______________________ Ben Molina _______________________ Mike Pusley _______________________ Greg Smith _______________________ ATTEST: CITY OF CORPUS CHRISTI _________________________ _________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor IMP - CONCRETE PRESERVATION FY 2021 2022 YEAR DISTRICT STREET START END TYPE LANE MILES 2021 2 Kostoryz Brawner Sunnybrook Arterial 2.09 2021 2 Staples St.Barracuda Brawner Arterial 4.03 2021 3 Kostoryz Sunnybrook South Padre Island Dr.Arterial 1.64 2022 1 Port N IH37 Hwy 181 Collector 5.42 2022 3 Staples St.Holly Rd Williams Arterial 2.54 2022 5 Staples St.Saratoga Holly Rd Arterial 5.22 BID DATE: Wed., June 23, 2021 RFB # 3656 ITEM DESCRIPTION UNIT QTY UNIT PR AMOUNT A1 MOBILIZATION (MAX 5%)LS 1 $40,000.00 40,000.00$ A2 PROJECT BONDS AND PROJECT SPECIFIC INSURANCE AL 1 $25,000.00 25,000.00$ A3 BARRICADES, SIGNS AND TRAFFIC HANDLING MO 9 $7,500.00 67,500.00$ A4 TEMPORARY TRAFFIC CONTROL DURING CONSTRUCTION LS 2 $45,000.00 90,000.00$ A5 TRAFFIC CONTROL PLAN AT SIGNALIZED INTERSECTIONS EA 5 $5,250.00 26,250.00$ A6 STORM WATER POLLUTION PREVENTION LS 2 $8,000.00 16,000.00$ 264,750.00$ B1 CLEANING AND SEALING EXISTING JOINTS LF 75000 $7.85 588,750.00$ B2 FULL - DEPTH REPAIR CRCP (8"-10")SY 10 $285.00 2,850.00$ B3 FL BS (CMP IN PLC)(TYA GR1-2)(FINAL POS)CY 10 $115.00 1,150.00$ B4 REFL PAV MRK TY I (BLACK) 4" (SHADOW) (090MIL)LF 50 $6.00 300.00$ B5 REFL PAV MRK TY I (W) 4" (BRK) (090 MIL)LF 50 $3.50 175.00$ B6 REFL PAV MRK TY I (W) 4" (SLD) (090 MIL)LF 50 $3.50 175.00$ B7 REFL PAV MRK TY I (W) 8" (SLD) (090 MIL)LF 50 $6.00 300.00$ B8 REFL PAV MRK TY I (Y) 4" (DOT) (090 MIL)LF 50 $3.50 175.00$ B9 REFL PAV MRK TY I (Y) 4" (SLD) (090 MIL)LF 50 $3.50 175.00$ B10 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (24") (SLD) (125MIL)LF 50 $25.00 1,250.00$ B11 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (24") (SLD) (125MIL) W/ PREFAB PREFORMED THERMO (BLACK) 6" (SLD) (125MIL) ON BOTH SIDES LF 50 $40.00 2,000.00$ B12 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (ARROW) (125MIL)EA 2 $300.00 600.00$ B13 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (ARROW) (125MIL) W/ PREFAB PREFORMED THERMO (BLACK) 6" (SLD) (125MIL) ON PERIMETER EA 2 $575.00 1,150.00$ B14 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (WORD) (125MIL)EA 2 $400.00 800.00$ B15 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) (WORD) (125MIL) W/ PREFAB PREFORMED THERMO (BLACK) 6" (SLD) (125MIL) ON INSIDE AND OUTSIDE PERIMETER EA 2 $700.00 1,400.00$ PART B - STREET IMPROVEMENTS IDIQ CONCRETE STREET IMPROVEMENTS FY 2021 PART A - GENERAL SUBTOTAL PART A - GENERAL PROJECT NO. 21098 TABULATION OF BIDS CITY OF CORPUS CHRISTI, TEXAS - CONTRACTS AND PROCUREMENT REYTEC CONSTRUCTION RESOURCES, INC. 1901 Hollister Houston, TX 77080 Page 1 of 3 RFB # 3656 ITEM DESCRIPTION UNIT QTY UNIT PR AMOUNT IDIQ CONCRETE STREET IMPROVEMENTS FY 2021 PROJECT NO. 21098 REYTEC CONSTRUCTION RESOURCES, INC. 1901 Hollister Houston, TX 77080 B16 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) 18" (YLD TRI) (125MIL)EA 2 $40.00 80.00$ B17 PREFAB PAV MRK TY C HEAT APPLIED THERMOPLASTIC (W) 18" (YLD TRI) (125MIL) W/ PREFAB PREFORMED THERMO (BLACK) 6" (SLD) (125MIL) ON PERIMETER EA 2 $90.00 180.00$ B18 REFL PAV MRKR TY II-A-A EA 10 $20.00 200.00$ B19 REFL PAV MRKR TY II-I-C EA 10 $20.00 200.00$ B20 REFL PAV MRKR TY II-C-R EA 10 $20.00 200.00$ B21 PORTABLE CHANGEABLE MESSAGE SIGN EA 2 $1,400.00 2,800.00$ B22 ALLOWANCE FOR UNANTICIPATED SIGNAL IMPROVEMENTS AL 1 $10,000.00 10,000.00$ B23 ALLOWANCE FOR UNANTICIPATED STREET IMPROVEMENTS AL 1 $20,000.00 20,000.00$ 634,910.00$ D1 ADA COMPLIANT CONCRETE CURB RAMPS AND LANDINGS, MEETING TDLR REQUIREMENTS, COMPLETE IN PLACE SF 100 $28.00 2,800.00$ D2 DEMOLITION AND REMOVAL OF ADA CURB RAMPS AND LANDINGS: NOT IN COMPLIANCE W/ TDLR SF 100 $12.00 1,200.00$ D3 REMOVAL AND REPLACEMENT OF SIDEWALKS SF 100 $20.00 2,000.00$ D4 4" WIDE CONCRETE HEADER CURB (0" TO 6" HIGH) FOR OFFSET ELEVATION CHANGES LF 10 $36.00 360.00$ D5 ALLOWANCE FOR UNANTICIPATED ADA IMPROVEMENTS AL 1 $20,000.00 20,000.00$ 26,360.00$ E1 REMOVING CONC (CURB & GUTTER)LF 100 $8.00 800.00$ E2 REMOVING CONC (DRIVEWAYS)SY 100 $20.50 2,050.00$ E3 ADJUSTING MANHOLES (STORM)EA 1 $1,100.00 1,100.00$ E4 ALLOWANCE FOR UNANTICIPATED DRAINAGE IMPROVMENTS AL 1 $20,000.00 20,000.00$ 23,950.00$ F1 ADJUST EXISTING WATER VALVE EA 1 $400.00 400.00$ F2 ALLOWANCE FOR UNANTICIPATED WATER IMPROVEMENTS AL 1 $20,000.00 20,000.00$ 20,400.00$ PART D - ADA IMPROVEMENTS SUBTOTAL PART D - ADA IMPROVEMENTS PART E - DRAINAGE IMPROVEMENTS SUBTOTAL PART E - DRAINAGE IMPROVEMENTS PART G - WASTEWATER IMPROVEMENTS PART F - WATER IMPROVEMENTS SUBTOTAL PART F - WATER IMPROVEMENTS SUBTOTAL PART B - STREET IMPROVEMENTS Page 2 of 3 RFB # 3656 ITEM DESCRIPTION UNIT QTY UNIT PR AMOUNT IDIQ CONCRETE STREET IMPROVEMENTS FY 2021 PROJECT NO. 21098 REYTEC CONSTRUCTION RESOURCES, INC. 1901 Hollister Houston, TX 77080 G1 ADJUSTING MANHOLES (WASTE)EA 1 $1,100.00 1,100.00$ G2 ALLOWANCE FOR UNANTICIPATED WASTEWATER IMPROVEMENTS AL 1 $20,000.00 20,000.00$ 21,100.00$ 991,470.00$ TOTAL BASE BID - (PARTS A, B, D, E, F, and G) SUBTOTAL PART G - WASTEWATER IMPROVEMENTS Page 3 of 3 AGENDA MEMORANDUM Action Item for the City Council Meeting of August 10, 2021 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Kevin Smith, Director of Aviation kevins4@cctexas.com (361) 289-0171 Josh Cronley, Assistant Director of Contracts and Procurement joshc2@cctexas.com (361) 826-3169 CAPTION: Motion awarding a construction contract to JBT Aero Tech Corporation of Ogden, Utah for the Corpus Christi International Airport Improve Terminal Building – Passenger Boarding Bridges Project, in an amount of $4,422,288.50 with FY 2021 funding available from the Airport CIP Grants Fund. SUMMARY: This item awards a construction contract for the Corpus Christi International Airport (CCIA) Improve Terminal Building – Passenger Boarding Bridges project. The project scope consists of removal and replacement of passenger boarding bridges (PBB) at Gates 2, 3, and 5 of the Terminal Building. Associated work includes, removal of existing pavement markings, pavement cleaning, and application of new pavement markings gate lead-in lines, safety envelopes, and PBB operational envelope with stow position, and vehicle service road. There are three additive alternates included with the project that, if awarded, will include removal and replacement of passenger boarding bridges at Gates 1 and 6 and installation of stationary water cabinets for Gates 1, 3, 5, and 6. BACKGROUND AND PURPOSE: The CCIA is owned, operated, and maintained by the City of Corpus Christi and located in Nueces County, Texas. CCIA enplanes more than 360,000 passengers annually and experiences over 100,000 annual aircraft operations each year. In March 2021, 78% of pre-Covid traffic was back. Construction Contract Award CCIA IMPROVE TERMINAL BUILDING – PASSENGER BOARDING BRIDGES This is a strong indication that airport operations are returning to normal traffic levels this year. The existing passenger boarding bridges are more than 20 years old and have exceeded their service life. They no longer meet the manufacturers' technical advisories and need replacing. Traffic at CCIA is picking up as we continue a recovery from the pandemic. Therefore, the passenger boarding bridges must be replaced to ensure passenger safety during on-boarding activities. The scope of work outlined below utilizes the existing foundations which eliminates the need for structural design. This project will improve the customer experience, operational efficiency, and is necessary to maintain our contractual obligations to the airlines that serve CCIA. This project will be funded 100% by the Federal Aviation Administration (FAA) Coronavirus Aid, Relief, and Economic Security (CARES) Act for economic relief to eligible U.S. airports affected by the prevention of, preparation for, and response to the COVID-19 pandemic. PROJECT SCOPE: The base bid of this project includes the removal and replacement of passenger boarding bridges (PBB) at Gates 2, 3, and 5 of the Terminal Building with all associated work, removal of existing pavement markings, pavement cleaning, and application of new pavement markings (gate lead-in lines, safety envelopes, and PBB operational envelope with stow position, and vehicle service road). There are three additive alternates included with the project that, if awarded, will include removal and replacement of passenger boarding bridges at Gates 1 and 6 and installation of stationary water cabinets for Gates 1, 3, 5, and 6. Base Bid Summary: • Removal and replacement of PBB equipment at Gates 2, 3, and 5 with all associated work • Removal and replacement of existing Pre-Conditioned Air (PCA) units that will include a single point to service the air conditioning of the passenger boarding bridge and aircraft. The new PCA units will replace the existing rooftop air conditioning units • Removal and replacement of existing Ground Power Unit (GPU) that at Gates 2, 3, and 5 • Removal of existing pavement markings, cleaning of pavement surface, and installation of new pavement markings (including gate lead-in lines, gate safety envelopes, and PBB operational area with stow position) at Gates 2, 3, and 5 • Removal of existing pavement markings, cleaning pavement surface, and installation of new pavement markings for the vehicle service road Additive Alternate Summary: • Additive Alternate I will add replacement of PBB, PCA, GPU and pavement markings at Gate 1 • Additive Alternate II will add replacement of PBB, PCA, GPU and pavement markings at Gate 6 • Additive Alternate III will replace portable potable water carts with stationary potable water cabinets, including installation of steel safety bollards at the corners of potable water cabinets PROJECT TIMELINE: 2021 - 2022 August 2021 – August 2022 Construction Project schedule reflects City Council award in August 2021 with anticipated completion in 365 days by August 2022. COMPETITIVE SOLICITATION PROCESS The Contracts and Procurement Department issued a Request for Bids on April 14, 2021. The City received bids from three bidders. The City analyzed the bids in accordance with the contract documents on and determined JBT Aero Tech Corporation is the lowest responsive and responsible bidder. CONTRACTOR BASE BID ALT 1 ALT 2 ALT 3 Total JBT AeroTech Corporation $2,682,040.50 $783,040.00 $791,863.00 $165,345.00 $4,422,288.50 AERO BridgeWorks $2,702,358.00 $873,778.00 $919,387.00 $189,884.00 $4,685,407.00 TK Airport Solutions, Inc. $2,957,156.00 $819,678.00 $819,678.00 $127,617.96 $4,724,129.96 Engineer’s Opinion of Probable Construction Cost $3,072,500.00 $856,000.00 $857,000.00 $104,800.00 $4,890,300.00 JBT Aero Tech Corporation has not previously completed projects for the City of Corpus Christi. JBT Aero Tech Corporation has extensive experience working on passenger boarding bridges projects for numerous large airports such as for the Atlanta Hartsfield-Jackson International Airport, Denver International Airport, Orlando International Airport, Nashville International Airport, Louis Armstrong New Orleans International Airport, and others. ALTERNATIVES: City Council could reject the bids and provide direction to re-advertise; however, that is not likely to produce a lower bid. The City can redesign the project to reduce the total cost. Either of those options will delay the CCIA Improve Terminal Building – Passenger Boarding Bridges Project. FISCAL IMPACT: The fiscal impact in FY 2021 is an amount of $4,422,288.50 with funding available from the Airport CIP Grants Fund. The FY 2020-2021 shows $350,000.00 for the FY 2020 and $5,000,000.00 for the FY 2021. The grant funds are appropriated and available for the project implementation. FUNDING DETAIL: Fund: Airport Capital Improvement Program Grants Fund (Fund 3020) Organization/Activity: 202701593020C Mission Element: Airport Development (274) Project: CCIA Improve Terminal Building (20270) Account: Construction (550910) Amount: $4,422,288.50 RECOMMENDATION: Staff recommends awarding a construction contract for CCIA Improve Terminal Building – Passenger Boarding Bridges to JBT Aero Tech Corporation in an amount of $4,422,288.50 for the total base bid and additive alternates I, II, and III with JBT AeroTech Corporation. The construction is planned for one year from issuance of the Notice to Proceed to begin construction in August 2021 with completion in August 2022. LIST OF SUPPORTING DOCUMENTS: Location and Vicinity Map Bid Tab CIP Page TABULATED BY:Derek Mayo, P.E.BID DATE: April 14, 2021, 2:00 PM (Local Time) TIME OF COMPLETION:ENGINEER'S ESTIMATE: $4,890,300.00 (ALL BID SCHEDULES) ITEM QTY. UNIT DESCRIPTION UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE UNIT PRICE TOTAL PRICE A1 1 L.S.01 29 01 MOBILIZATION (MAX 5%)$32,366.00 $32,366.00 $67,193.00 $67,193.00 $6,584.00 $6,584.00 A2 1 A.L.01 29 01 BONDS AND INSURANCE $17,982.00 $17,982.00 $29,043.00 $29,043.00 $17,495.00 $17,495.00 A3 1 L.S.01 29 01 OWNER'S PROTECTIVE INSURANCE $0.00 $0.00 $5,000.00 $5,000.00 $0.00 $0.00 B1 1 L.S.13 80 00.1 PASSENGER BOARDING BRIDGE AT GATE 2 AND ALL ASSOCIATED WORK $768,031.00 $768,031.00 $773,894.00 $773,894.00 $836,402.00 $836,402.00 B2 1 L.S.13 80 00.2 PASSENGER BOARDING BRIDGE AT GATE 3 AND ALL ASSOCIATED WORK $790,642.00 $790,642.00 $797,186.00 $797,186.00 $838,281.00 $838,281.00 B3 1 L.S.13 80 00.3 PASSENGER BOARDING BRIDGE AT GATE 5 AND ALL ASSOCIATED WORK $784,244.50 $784,244.50 $790,550.00 $790,550.00 $838,281.00 $838,281.00 B4 1 EACH SS-300-5.1 ELECTRICAL MODIFICATIONS $174,329.00 $174,329.00 $102,792.00 $102,792.00 $302,699.00 $302,699.00 B5 1200 L.S.P-620-5.1 PAVEMENT MARKINGS AT GATE 2 $18.82 $22,584.00 $26.00 $31,200.00 $19.68 $23,616.00 B6 3400 L.S.P-620-5.2 PAVEMENT MARKINGS AT GATE 3 $10.48 $35,632.00 $12.00 $40,800.00 $10.60 $36,040.00 B7 2700 LF P-620-5.3 PAVEMENT MARKINGS AT GATE 5 $11.26 $30,402.00 $15.00 $40,500.00 $11.50 $31,050.00 B8 2200 LF P-620-5.6 PAVEMENT MARKINGS AT VEHICLE SERVICE ROAD $11.74 $25,828.00 $11.00 $24,200.00 $12.14 $26,708.00 C1 1 L.S.13 80 00.4 PASSENGER BOARDING BRIDGE AT GATE 1 AND ALL ASSOCIATED WORK $760,456.00 $760,456.00 $847,378.00 $847,378.00 $796,062.00 $796,062.00 C2 1200 SF P-620-5.4 PAVEMENT MARKINGS AT GATE 1 $18.82 $22,584.00 $22.00 $26,400.00 $19.68 $23,616.00 D1 1 L.S.13 80 00.5 PASSENGER BOARDING BRIDGE AT GATE 1 AND ALL ASSOCIATED WORK $768,623.00 $768,623.00 $892,787.00 $892,787.00 $808,530.00 $808,530.00 D2 1400 SF P-620-5.5 PAVEMENT MARKINGS AT GATE 6 $16.60 $23,240.00 $19.00 $26,600.00 $17.31 $24,234.00 E1 4 EACH 15 45 00.1 STATIONARY POTABLE WATER CABINETS (GATE 1, 3, 5, AND 6)$33,336.25 $133,345.00 $32,631.00 $130,524.00 $29,320.25 $117,281.00 E2 16 EACH SS-281-5.1 STEEL SAFETY BOLLARDS $2,000.00 $32,000.00 $3,710.00 $59,360.00 $646.06 $10,336.96 TABULATION OF BIDS SUBTOTAL PART A - BASE BID - GENERAL (Items A1 thru A3) SUBTOTAL PART B - BASE BID - REPLACE PASSENGER BOARDING BRIDGES (GATES 2, 3, AND 5) (Items B1 thru B8) SUBTOTAL PART C - ADDITIVE ALTERNATE I - REPLACE PASSENGER BOARDING BRIDGE (GATE 1) (C1 thru C2) $50,348.00 $2,631,692.50 $783,040.00 $101,236.00 AERO BridgeWorks, Inc. 2700 DELK ROAD SE, SUITE 150 MARIETTA, GA 30067 TK Airport Solutions, Inc. 3201 NORTH SYLVANIA AVENUE FORT WORTH, TX 76111 $2,601,122.00 $873,778.00 CORPUS CHRISTI INTERNATIONAL AIRPORT IMPROVE TERMINAL BUILDING - PASSENGER BOARDING BRIDGES PROJECT NO. 20270 JBT AeroTech Corporation 1805 W 2550 S OGDEN, UT 84401 BASE BID SUBTOTAL PART D - ADDITIVE ALTERNATE II - REPLACE PASSENGER BOARDING BRIDGE (GATE 6) (D1 thru D2)$791,863.00 $919,387.00 SUBTOTAL PART E - ADDITIVE ALTERNATE III - REPLACE PORTABLE POTABLE WATER CARTS WITH STATIONARY POTABLE WATER CABINETS (E1 thru E2)$165,345.00 $189,884.00 PART A - GENERAL $24,079.00 Part B - BASE BID - REPLACE PASSENGER BOARDING BRIDGES (GATES 2, 3, AND 5) $2,933,077.00 DEPARTMENT OF ENGINEERING SERVICES - CITY OF CORPUS CHRISTI, TEXAS Base Bid: 90 Calendar Days (Base Bid + Additive Alternates 160 Calendar Days) 210 Calendar Days (Procurement / Fabrication) $832,764.00 ADDITIVE ALTERNATE III Part E - ADDITIVE ALTERNATE III - REPLACE PORTABLE POTABLE WATER CARTS WITH STATIONARY POTABLE WATER CABINETS $127,617.96 ADDITIVE ALTERNATE I Part C - ADDITIVE ALTERNATE I - REPLACE PASSENGER BOARDING BRIDGE (GATE 1) $819,678.00 ADDITIVE ALTERNATE II Part D - ADDITIVE ALTERNATE II - REPLACE PASSENGER BOARDING BRIDGE (GATE 6) CCIA Improve Terminal Building - Passenger Boarding Bridges Bid Tabulation Bids Opened: 2pm,April 14, 2021 1 of 2 TABULATED BY: Derek Mayo, P.E.BID DATE: April 14, 2021, 2:00 PM (Local Time) TIME OF COMPLETION:ENGINEER'S ESTIMATE: $4,890,300.00 (ALL BID SCHEDULES) TABULATION OF BIDS AERO BridgeWorks, Inc. 2700 DELK ROAD SE, SUITE 150 MARIETTA, GA 30067 TK Airport Solutions, Inc. 3201 NORTH SYLVANIA AVENUE FORT WORTH, TX 76111 CORPUS CHRISTI INTERNATIONAL AIRPORT IMPROVE TERMINAL BUILDING - PASSENGER BOARDING BRIDGES PROJECT NO. 20270 JBT AeroTech Corporation 1805 W 2550 S OGDEN, UT 84401 DEPARTMENT OF ENGINEERING SERVICES - CITY OF CORPUS CHRISTI, TEXAS Base Bid: 90 Calendar Days (Base Bid + Additive Alternates 160 Calendar Days) 210 Calendar Days (Procurement / Fabrication) $50,348.00 $101,236.00 $24,079.00 $2,631,692.50 $2,601,122.00 $2,933,077.00 $2,682,040.50 $2,702,358.00 $2,957,156.00 $783,040.00 $873,778.00 $819,678.00 $791,863.00 $919,387.00 $832,764.00 $165,345.00 $189,884.00 $127,617.96 $2,682,040.50 $2,702,358.00 $2,957,156.00 $3,465,080.50 $3,576,136.00 $3,776,834.00 $4,256,943.50 $4,495,523.00 $4,609,598.00 $4,422,288.50 $4,685,407.00 $4,737,215.96 TOTAL BASE BID - PART C - REPLACE PASSENGER BOARDING BRIDGE (GATE 1) TOTAL BASE BID - PART A - GENERAL TOTAL BASE BID + ADD. ALTERNATES I AND II TOTAL BASE BID - PART E - REPLACE PORTABLE POTABLE WATER CARTS WITH STATIONARY POTABLE WATER CABINETS TOTAL BASE BID + ADD. ALTERNATES I TOTAL BASE BID - PART D - REPLACE PASSENGER BOARDING BRIDGE (GATE 6) TOTAL BASE BID - PART B - REPLACE PASSENGER BOARDING BRIDGES (GATES 2, 3, AND 5) GRAND TOTAL BASE BID ADDITIVE ALTERNATE SUMMARY TOTAL BID SCHEDULES SUMMARY TOTAL BASE BID TOTAL BASE BID + ADD. ALTERNATES I, II, AND III BASE BID SUMMARY CCIA Improve Terminal Building - Passenger Boarding Bridges Bid Tabulation Bids Opened: 2pm,April 14, 2021 2 of 2 37 37 181 37 N CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES CCIA TERMINAL IMPROVEMENTS PHASE 1 - PASSENGER BOARDING BRIDGES VICINITY MAP NOT TO SCALE PROJECT NUMBER: 20270 PROJECT LOCATION PROJECT LOCATION LOCATION MAP NOT TO SCALE N CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES AERIAL MAP NOT TO SCALE CITY COUNCIL EXHIBIT East GA Apron TX-44 Corpus Christi International Airport Project Number: 20270 West Perimeter Rd. Gate 9G Driveway West GA Apron TERMINAL APRON CCIA TERMINAL IMPROVEMENTS PHASE 1 - PASSENGER BOARDING BRIDGES Capital Improvement Plan City of Corpus Christi, Texas 2019 2023 thru Description The project will provide for the removal of existing Passenger Boarding Bridges at Corpus Christi International Airport (CCIA) gates 1,2,3,5 and 6, and furnish and install Moveable Passenger Boarding Bridges [PBB] containing rotunda assemblies, support columns, corridors, with dimensions equivalent to ThyssenKrupp including 60 Tons Pre-Conditioned Air and 400 Hz Ground Power Unit [GPU]. Many of the parts are inaccessible without extensive dismantling or cutting into the exterior shell of the bridges to access and address mechanical and/or electrical problems. Because these bridges are movable, they have extensive electronic components to control the movement as well as provide safety for both passengers and the people working on the apron near the boarding bridge. Replacement component availability has been reduced or are not available due the age of these passenger boarding bridges. The passenger boarding bridges are getting older and out of service for extensive periods. Over the past few years, the frequency that the passenger bridges have failed has increased considerably. When the passenger boarding bridges fails, it prevents the ability of the airline to board passengers as scheduled, which has occurred and prevents the aircraft from leaving due to the bridge having failed in the position against the aircraft. FAA Order 5100.38D, Table 3-8 lists the minimum useful life of loading bridges as 20 years. Project #21005 Priority 2 Critical- Asset Condition\longe Justification This project is consistent with 2007 Airport Master Plan. The replacement of the passenger boarding bridges, passenger elevator and passenger escalators will preserve the capacity of the airport by reducing the potential for lengthy downtime of the passenger bridges, passenger elevator (i.e. handicap passengers, etc.) and passenger escalators between lower and upper levels within the terminal building. Any failures of the people moving equipment would cause delays to TSA's security screen and the airlines. Sponsor dedicated their entire passenger entitlement (FY-2011 thru FY-2019) towards the highest airside projects [i.e. RSAT (Decoupling Runways 17/35 and 13/31) and Rehabilitate Terminal Apron (25 Years Old) with a pavement rating (PCI 10, Failed) and East General Aviation (GA) Apron (25 Years Old) with a pavement rating (PCI Range 10-25, Poor-Failed), etc.] to assure the movement areas were addressed first. This airside decision was based on the full knowledge that the landside projects (i.e. Rehabilitate Terminal Building (i.e. Replacement of Passenger Loading Bridges, Replacement of Passenger Escalators and Replacement Passenger Elevator, etc.) would be postponed and the aging people mover equipment would exceed the recommended useful life in accordance with FAA Order 5100-38D, Table 3-8, Minimum Useful Life. Budget Impact/Other There is no projected operational impact with this project due to existing area improvements only. The space footprint is not increasing in size. Useful Life 25 years Project Name Rehabilitate Passanger Boarding Bridges Category Building Rehabilitation Type Improvement/Additions Contact Director of Aviation Department Airport Status Active Total2019 2020 2021 2022 2023Expenditures 5,350,000350,000 5,000,000Construction/Rehab 350,000 5,000,000 5,350,000Total Total2019 2020 2021 2022 2023Funding Sources 35,00035,000Airport Fund Reserves 5,315,000315,000 5,000,000Grants- FAA 350,000 5,000,000 5,350,000Total 397 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM : Charles Mendoza, Director of Asset Management Charlesc2@cctexas.com (361) 826-1941 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2@cctexas.com (361) 826-3169 CAPTION: Resolution authorizing a service agreement with Fountain-Works, LLC of Pearland, Texas in an amount not to exceed $61,759.25 to repair the ultraviolet (UV) system, filtration system, and chlorinator on the Shoreline Fountain located on the Bayfront, effective upon issuance of notice to proceed, with the funding available through the Seawall Capital Fund. SUMMARY: This is a motion to approve a service agreement with Fountain-Works, LLC of Pearland, Texas to repair the UV system, filtration system, and chlorinator to Shoreline Fountain. This service is necessary to provide safe water for citizens and tourists who visit the fountain to swim and play in the water. BACKGROUND AND FINDINGS: The Contractor shall furnish labor, parts, materials, tools and equipment necessary to repair the UV system, filtration system, and chlorinator. The work performed must be accomplished in a manner that meets all applicable specifications, trade standards and provisions, and federal, state, local codes and regulations. The contractor is responsible for removing any existing material and disposing all waste materials. The City received two responsive, responsible bids, and is recommending the award to Fountain-Works, LLC of Pearland, TX. Service Agreement for Shoreline Fountain Repairs AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 , 2021 ALTERNATIVES: The alternative is to perform the work in-house or close the fountain. However, the Asset Management Department does not have staff with fountain experience to perform these repairs. FISCAL IMPACT: The fiscal impact this agreement, is an amount not to exceed $61,759.25. This is a one- time agreement; therefore, additional funds will not be required. Funding Detail: Fund: 3271 Seawall Capital Fund Organization/Activity: 211273271EXP Mission Element: 707 Economic Development Project # (CIP Only): 21127 Sea District Water Features – Shoreline Fountain Account: 530215 Maintenance and repairs contracted RECOMMENDATION: Staff recommends approval of this motion authorizing a service agreement with Fountain- Works, LLC of Pearland, TX for UV system, filtration system, and chlorinator as presented. LIST OF SUPPORTING DOCUMENTS: Service Agreement Resolution Price Sheet Page 1 of 2 Resolution authorizing a service agreement with Fountain-Works, LLC of Pearland, Texas in an amount not to exceed $61,759.25 to repair the UV system, filtration and chlorinator on the fountain located at the bayfront, effective upon issuance of notice to proceed, with the funding available through the Seawall Capital Fund. WHEREAS, this item is for repairs to the filtration and chlorinator on the fountain located at the bayfront; WHEREAS, the fountain is used by residents and visitors to the City, including children, who play in the water; WHEREAS, repairs are needed to ensure the safety and sanitary operation of the fountain; WHEREAS, State law provides that such procurements, as outlined above, are subject to statutory procurement requirements, including competitive bids, unless an exception applies; and WHEREAS, there is a statutory exception for this procurement in Local Government Code, Section 252.022(a) (2), as this purchase is necessary to preserve or protect the public health and safety of the municipality’s residents. Be it resolved by the City Council of the City of Corpus Christi, Texas: Section 1. The City Council specifically finds that the foregoing statements included in the preamble of this resolution are true and correct and adopts such findings for all intents and purposes related to the authorization of this procurement . Section 2. The City Manager, or designee, is authorized to execute all documents necessary to secure a service agreement with Fountain-Works, LLC to provide repair services to the fountain located in the bayfront. Page 2 of 2 PASSED AND APPROVED on the ______ day of _________, 2021: Paulette M. Guajardo _______________________ Roland Barrera _______________________ Gil Hernandez _______________________ Michael Hunter _______________________ Billy Lerma _______________________ John Martinez _______________________ Ben Molina _______________________ Mike Pusley _______________________ Greg Smith _______________________ ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor City of Corpus Christi Senior Buyer – Cynthia Perez PRICE SHEET Bayfront Fountain Repairs Fountain Repairs, LLC Pearland, Texas ITEM DESCRIPTION QTY UNIT UNIT PRICE PRICE TOTAL 1 Repair- Tech Labor Repair- Technician labor rate for maintenance/repair to fountain 1 EA $6,590.00 $6,590.00 2 Repair- Help Labor Repair- Helper labor rate for maintenance/repair to fountain 2 EA $4,567.00 $9,134.00 3 Evoqua Delta Evoqua UV ELP 610 stainless steel construction UV Filtration 1 EA $20,000.00 $20,000.00 4 MNT20/30 POOLGRADE 50LB Sand (20-30) 200lbs 91 EA $9.28 $844.48 5 A91 0.75THP 1S 115 3'STCORD 3/4 hp speck pumps 2 EA $840.00 $1,680.00 6 6 inch pipe and fittings Various PVC fittings and pipe lengths to install new UV and new filter pump 1 EA $950.00 $950.00 7 10 hp filter pump Replacement filter pump Speck Normblock 10hp all plastic construction with new basket strainer, hair & lent, 230/480v 3 phase 1 EA $12,156.32 $12,156.32 8 Chemical Controller Chemical Controller 1 EA $7,450.45 $7,450.45 9 CueServer 950 Cue Server 950 with onboard web server and custom screens to control fountain 1 EA $2,954.00 $2,954.00 TOTAL $61,759.25 Service Agreement Standard Form Page 1 of 7 Approved as to Legal Form June 2, 2021 SERVICE AGREEMENT NO. 3768 Bayfront Fountain Repairs THIS Bayfront Fountain Repairs Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and Fountain -Works, LLC (“Contractor"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Contractor has bid to provide Bayfront Fountain Repairs in response to Request for Bid/Proposal No. 3768 (“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 Bayfront Fountain Repairs (“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. (A) This Agreement is for one year. 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 in writing prior to the expiration of the original term or the then-current Option Period. (B) At the end of the Term of this Agreement or the final Option Period, the Agreement may, at the request of the City prior to expiration of the Term or final Option Period, continue on a month-to-month basis for up to six months with compensation set based on the amount listed in Attachment B for the Term or the final Option Period. The Contractor may opt out of this continuing term by providing notice to the City at least 30 days prior to the expiration of the Term or final Option Period. During the month-to-month term, either Party may terminate the Agreement upon 30 days’ written notice to the other Party. 3.Compensation and Payment. This Agreement is for an amount not to exceed $61,759.25, subject to approved extensions and changes. Payment will be made for Services performed and accepted by the City within 30 days of acceptance, subject to receipt of an acceptable invoice. All pricing must be in accordance with the attached Bid/Pricing Schedule, as shown in Attachment B, the content DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 2 of 7 Approved as to Legal Form June 2, 2021 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. Invoices must 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 : Adrian M. Lopez Department: Asset Management Phone: (361) 826-3318 Email: AdrianL@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 DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 3 of 7 Approved as to Legal Form June 2, 2021 specify time, place and quantity of Services to be delivered in the following manner: any City department or division may send to Contractor a purchase release order signed by an authorized agent of the department or division. The purchase release order must refer to this Agreement, and Services will not be rendered until the Contractor receives the signed purchase release order. 7.Inspection and Acceptance. 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 DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 4 of 7 Approved as to Legal Form June 2, 2021 represent that this budget item will be adopted, as said determination is within the City Council's sole discretion when adopting each budget. 11. Independent Contractor. Contractor will perform the work required by this Agreement as an independent contractor and will furnish such Services in its own manner and method, and under no circumstances or conditions will any agent, servant or employee of the Contractor be considered an employee of the City. 12. Subcontractors. In performing the Services, the Contractor will not enter into subcontracts or utilize the services of subcontractors. 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: Adrian M. Lopez Title: Electrical Branch Superintendent Address: 5352 Ayers Bldg. 3A Corpus Christi, Texas 78415 Phone: (361) 826-3318 Fax: N/A IF TO CONTRACTOR: Fountain-Works, LLC Attn: David Erpelding Title: Account Manager Address: 1855 Cullen Blvd. Suite 107, Pearland, Texas 77581 Phone: (281) 303-5184 Fax: N/A 17.CONTRACTOR SHALL FULLY INDEMNIFY, HOLD HARMLESS AND DEFEND THE CITY OF CORPUS CHRISTI AND ITS OFFICERS, EMPLOYEES AND DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 5 of 7 Approved as to Legal Form June 2, 2021 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 may terminate this Agreement for Contractor’s failure to comply with any of the terms of this Agreement. The City 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 may terminate this Agreement immediately thereafter. (B) Alternatively, the City may terminate this Agreement for convenience upon 30 days advance written notice to the Contractor. The City may also terminate this Agreement upon 24 hours written notice to the Contractor for failure to pay or provide proof of payment of taxes as set out in this Agreement. 19.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.Limitation of Liability. The City’s maximum liability under this Agreement is limited to the total amount of compensation listed in Section 3 of this Agreement. In no event shall the City be liable for incidental, consequential or special damages. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 6 of 7 Approved as to Legal Form June 2, 2021 21. 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. 22. 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. 23.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). 24.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. 25.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. 26.Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Contractor agrees that the contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter. 27.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. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Service Agreement Standard Form Page 7 of 7 Approved as to Legal Form June 2, 2021 CONTRACTOR Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI ________________________________________________ Josh Chronley Assistant Director, 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. 3768 Exhibit 2: Contractor’s Bid/Proposal Response DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 General Manager 7/14/2021 Sarahi Marin RFQ Revised 4.19.2019 ATTACHMENT A: SCOPE OF WORK 1.1 General Requirements/Background Information The Contractor shall provide repair services to the Bayfront Fountain. The Contractor shall have enough responsible, trained personnel qualified to provide the required services. The building location is as follows: Location: Bayfront Fountain 1590 N Shoreline, Corpus Christi TX 78401 1.2 Scope of Work The Contractor shall provide all supervision, labor, transportation, tools, materials, and equipment necessary for the completion of services. All services must be performed in accordance with federal, state, local building codes and OSHA safety requirements, including but not limited to IBC 2015, IPC 2015. 1.3 Repairs 1.The Contractor shall Repair and replace the UV System of the existing fountain. 2.The Contractor shall Replace Chlorination system/C02 System 3.The Contractor shall Repair and Replace any inoperable components related to the Sand Filtration system. 4.The Contractor shall Repair pumps and filtration components related to the circulation/filtration system. 1.4 Invoicing A. The Contractor shall submit invoice for services to the city. Invoice shall include: a.Work description, Purchase Order Number (PO#), Service Agreement Number, Location and date of Service and labor hours. b.Invoices shall be sent as follows: Original copy to facilitymaintenanceinvoicing@cctexas.com and one (1) to the Contract Administrator. c.The Contractor shall include copies of Work order and Contractor Information Checklist (CIC) provided by Project Manager or designee. 5. The Contractor shall provide a payment bond if the work exceeds $50,000. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 RFQ Revised 4.19.2019 This is used as back-up for the invoice. Approval for payment shall be authorized by the Contract Administrator or Project Manager after final walk through. B. Special Instruction: 1.The Contractor shall report to the Project Manager or designee at the location upon arrival. 2.If the Contractor is required to leave the premises to obtain parts or other materials, Project Manager or designee must be notified. Working hours spent outside the premises shall not be consider as billable hours. 3.The Contractor shall take special measures to safeguard the area while services are being performed. 4.The Contractor shall be responsible for assuring the safety of its employees, City employees, and the public during performance of all services under this agreement. 5.Contractor shall not store worn or defective parts on City premises at the end of the workday unless otherwise approved by the Project Manager or designee. 6.Contractor must clean work site from debris or hazards after completion of work. 7.Changes or Modifications that must be done to the project apart from the instruction given in the Scope of Work, must be approved by an Asset Management Project Manager, Operations Division Superintendent or designee. 8.Any unauthorized changes or services performed by the Contractor, will be at the responsibility of the Contractor and not Asset Management-Facility Maintenance. 9.The Contractor shall commence work no more than 30 days from date of notice to proceed. 10. After completion of project, Contractor shall report back to the Project Manager or designee for final walkthrough. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 1855 Cullen Blvd Suite 107 Pearland TX 77581 (844) 912-1300, (281) 303-5184 Data@fountain-works.com Estimate ESTIMATE #4831 DATE 07/09/2021 PO # CUSTOMER Adrian L 1513 N Shoreline Blvd Corpus Christi, TX., 78401 (361) 271-7235 adrianl@cctexas.com SERVICE LOCATION 1513 N Shoreline Blvd Corpus Christi, TX., 78401 (361) 271-7235 adrianl@cctexas.com DESCRIPTION Fountain Repair Repair of the UV System Repair of the chlorinator Replace the Filter pumps and motors Estimate Description Qty Rate Tax Total Repair- Tech Labor Repair- Technician labor rate for maintenance/repair to fountain 1.00 $6,590.00 $0.00 $6,590.00 Repair- Help Labor Repair- Helper labor rate for maintenance/repair to fountain 2.00 $4,567.00 $0.00 $9,134.00 Evoqua Delta Evoqua UV ELP 610 stainless steel construction UV Filtration 1.00 $20,000.00 0.00% $20,000.00 MNT20/30 POOLGRADE 50LB Sand (20-30) 200lbs 91.00 $9.28 0.00% $844.48 A91 0.75THP 1S 115 3'STCORD 3/4 hp speck pumps 2.00 $840.00 $0.00 $1,680.00 6 inch pipe and fittings Various PVC fittings and pipe lengths to install new UV and new filter pump 1.00 $950.00 0.00% $950.00 10 hp filter pump Replacement filter pump Speck Normblock 10hp all plastic construction with new basket strainer , hair & lent . 230/480v 3 phase 1.00 $12,156.32 0.00% $12,156.32 Attachment B- Pricing Schedule DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Chemical Controller Chemical Controller 1.00 $7,450.45 0.00% $7,450.45 CueServer 950 Cue Server 950 with onboard web server and custom screens to control fountain 1.00 $2,954.00 0.00% $2,954.00 Exempt 0.00%$0.00 CUSTOMER MESSAGE This project would be to replace the current UV system and Filter pump. The scope would include remove and replace the sand in the filter. Inspect the filter and note damaged laterals if any. Replace the current chemical controller with a simple controller that provides the same quality without the proprietary controller. Replacement of the UV would allow for a new warranty and updated UV standards and increase the capacity of UV disinfection. An option for a simple controller upgrade can be accomplished with a Cueserver that would allow for touch screen controls. Very simple Estimate Subtotal:$61,759.25 Total Tax $0.00 Estimate Total:$61,759.25 DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 ATTACHMENT C: INSURANCE REQUIREMENTS I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 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 AUTO LIABILITY (including) 1.Owned 2.Hired and Non-Owned 3.Rented/Leased $500,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 C. In the event of accidents of any kind related to this agreement, Contractor must furnish the Risk Manager with copies of all reports of any accidents within 10 days of the accident. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 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 an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; •Provide for an endorsement that the "other insurance" clause shall not apply to the City of Corpus Christi where the City is an additional insured shown on the policy; •Workers' compensation and employers' liability policies will provide a waiver of subrogation in favor of the City; and •Provide 30 calendar days advance written notice directly to City of any, cancellation, non-renewal, material change or termination in coverage and not less than 10 calendar days advance written notice for nonpayment of premium. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 E. Within 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2021 Insurance Requirements Ins. Req. Exhibit 4-B Contracts for General Services – Services Performed Onsite 05/10/2021 Risk Management – Legal Dept. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Attachment C – Bond Requirements Bonds will be required as outlined in the Scope of Work, Section 4: subsection 1.3; Repairs DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 Attachment D - Warranty Requirements A. The Contractor shall warranty materials and workmanship against defects arising from faulty material, faulty workmanship for a period of 12 months following the final acceptance of the work and shall replace such defective materials or workmanship without cost to the City. B. If any equipment/material carry a manufacturer’s warranty for any period in excess of 12 months, then the manufacturer’s warranty shall apply for that piece of material/equipment. The Contractor shall replace such defective equipment /materials, without cost to the City, within the manufacturer’s warranty period. DocuSign Envelope ID: 63871EAE-C6B0-4643-8754-66CBE0704CE5 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Kevin Norton, Director of Water Utilities KevinN@cctexas.com (361) 826-1874 Josh Chronley, Assistant Director of Contracts and Procurement Joshc2@cctexas.com (361) 826-3169 CAPTION Motion authorizing a five-year service agreement with Enel X North America, Inc. of Boston, Massachusetts, for air emission upgrades to three diesel generators at the O.N. Stevens Water Treatment Plant and management of the City’s participation in the Electric Reliability Council of Texas (ERCOT) Demand Response Program, with total estimated payment revenues to the City of $322,000 for helping ERCOT reduce the possibility of blackouts by participating in the Demand Response Program. SUMMARY: This service agreement is for the contractor to manage the City’s participation in the ERCOT Demand Response Program under a 70/30 revenue-sharing partnership (70% to City, 30% to contractor) and includes contractor-financed air emission upgrades to three 2,000-kilowatt diesel generators at O.N. Stevens Water Treatment Plant, which is required for participation and payments from the ERCOT Demand Response Program. BACKGROUND AND FINDINGS: The contractor, Enel X, has extensive experience providing Demand Response Program management for over 230 utilities customers across the United States and Canada, which includes the Texas cities of Tyler, Webster, and Sugar Land. Enel X was a n ERCOT Demand Response Program partner with the City from 2009 to 2015, when this agreement was discontinued due to a new environmental regulation that required air Service Agreement for the Demand Response Program to Upgrade Generators for the Utilities Department AGENDA MEMORANDUM Action Item for the City Council Meeting August 10, 2021 emission upgrades to the diesel generators for participation in the program. The O. N. Stevens Water Treatment Plant (ONSWTP) has three 2,000-kilowatt diesel generators that are eligible for upgrades under the Reciprocating Internal Combustion Engines National Emission Standards for Hazardous Air Pollutants (RICE NESHAP), to meet Air Compliance standards that allow participation in the ERCOT Demand Response Program. These generator upgrades provide cleaner air emissions and are required by the US Environmental Protection Agency. The contractor hired by Enel X, E2Comply, will perform the upgrades to the generators, and E2Comply has their headquarters in Bonita Springs, Florida. Staff does not anticipate any detrimental effects on our three generators because currently ONSWTP runs three 2,000-kilowatt generators for an hour each week to test functionality, with one of those hours on a shared load every month to ensure the generators can handle power demand of the water plant. The cost of diesel fuel at the current usage is $625.00 per month. Under the Demand Response Program, the generators may be required for a maximum amount of 12 hours every 4 months (average of 3 hours per month). The cost of diesel fuel to run three generators under this program for a maximum of 12 hours every 4 months is $1,875.00. The Demand Response Program is deployed by ERCOT when there is a high demand for electricity that potentially risks system reliability. ERCOT pays qualified customers in the Demand Response Program that have load-shedding equipment or backup generators to be available for scheduled load curtailments during an electric grid emergency. Load curtailments are scheduled during designated periods during the year for 10-30 minutes to reduce the possibility of blackouts within the ERCOT electric grid. ERCOT Demand Response Program payments are earned by transitioning electrical load off the grid and onto the ONSWTP backup diesel generators without shutting down treatment plant equipment. The contractor will finance and implement the required air emission upgrades to ensure the diesel generators are compliant with regulations to participate in the Demand Response Program. During the five-year agreement, it is expected that the generator upgrade costs will be reimbursed to the contractor with revenues earned in the first two years of the program. For the remainder of the contract, the Demand Response Program revenues will be split under a 70/30 revenue-sharing partnership (70% to City, 30% to contractor). The generator upgrades are estimated to be $171,000 total, and the annual revenues are estimated as $14 1,000 per year that would be split 70/30 between the City and contractor. Summary table is below. Year Generator Upgrades City Revenue Contractor Revenue 1 $85.5K $98.6K - $85.5K = $13.1K $42.3K 2 $85.5K $98.6K - $85.5K = $13.1K $42.3K 3 $98.6K $42.3K 4 $98.6K $42.3K 5 $98.6K $42.3K Total $171,000 $322,000 $211,500 PROCUREMENT DETAIL: Contracts and Procurement conducted a Request for Proposal process to obtain qualified firms to assist with upgrades of generators to meet Air Compliance standards to participate in a Demand Response Program. The City received two submittals that continued through the evaluation process. The proposals were reviewed by a five - member evaluation committee. The technical proposals were scored based on the published evaluation criteria: 1) firm’s experience and qualifications, 2) experience and qualifications of key staff, 3) demonstrated capability/capacity on comparable projects, 4) reference checks and past performance. The Proposer offering the lowest price received higher points, the other proposer received a proportional share of the points based on the proration for their price to the lowest price provided. Based on the outcome of the evaluation, it is recommended that the contract be awarded to the highest scoring proposer, Enel X. ALTERNATIVES: An alternative is to not participate in the Demand Response Program, but the ONSWTP generators would not receive the required RICE NESHAP air emissions upgrades and would remain non-compliant until the City funds the upgrades. FISCAL IMPACT: The fiscal impact for the Water Fund in FY 2021 will be $0.00 since the contractor will use the Demand Response Program revenues to offset the generator upgrade costs. Funding Detail: Fund: 4010 Water Fund Organization/Activity: N/A Mission Element: N/A Project # (CIP Only): N/A Accounts: N/A RECOMMENDATION: Staff recommends approval of the motion authorizing a five-year service agreement with Enel X North America, Inc. as presented. LIST OF SUPPORTING DOCUMENTS: Matrix Evaluation Service Agreement Service Agreement – Demand Response Services Page 1 of 11 SERVICE AGREEMENT NO. 3436 DEMAND RESPONSE PROGRAM SERVICES THIS Demand Response Program Services Agreement ("Agreement") is entered into by and between the City of Corpus Christi, a Texas home-rule municipal corporation (“City”) and EnelX North America, Inc. (“Provider"), effective upon execution by the City Manager or the City Manager’s designee (“City Manager”). WHEREAS, Provider has bid to provide Demand Response Program Services in response to Request for Proposal No. 3436 (“RFP”), which RFP includes the required scope of work and all specifications and which RFP and the Provider’s 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 Provider agree as follows: 1. Definitions. (A) Upgrade Site(s). The “Upgrade Site” refers to the O.N. Stevens Water Treatment Plant, 13101 Leopard St. in Corpus Christi, Texas, 78410, for which Provider will provide the Generator Compliance Project (as such services are described in further detail herein). (B) Enrollment Date. The “Enrollment Date” refers to the date specified in the Provider’s enrollment e-mail to the City stating that the Upgrade Site is enrolled to participate in one or more specified programs, as described in the attached Attachment A – Exhibit 2, the Program Rule Attachment (“PRA”). (C) Reimbursement Term. The “Reimbursement Term” shall commence as of the Enrollment Date and continue through the period of time identified in the attached Attachment B - Schedule 1 (“Reimbursement Schedule”), as may be adjusted pursuant to Section 4(b) below. 2. Scope. Provider will provide Demand Response Program Services (“Services”) in accordance with the attached Scope of Work, as shown in Attachment A, which includes an overview of the emissions control system attached there to as Attachment A – Exhibit 1, 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. (A) Provider will facilitate the provision of certain necessary ancillary equipment modifications at the Upgrade Site, as: (i) such modifications are required to comply with the Environmental Protection Agency administrative DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 2 of 11 ruling referred to as RICE NESHAP, as such requirements exist as of the Effective Date, in order to utilize on-site generation in connection with City’s participation in one or more of the programs described in the PRA, and/or; (ii) such modifications are otherwise mutually agreed upon between the parties and required in order to utilize on-site generation in connection with City’s participation in the program(s) at the Upgrade Site, as described in more detail in this Section 2 and in Attachment A and Exhibit 2. (B) Provider will manage the Generator Compliance Project and pay for the Generator Compliance Project Costs as shown in the Reimbursement Schedule, and as adjusted pursuant to Section 4 below (“Project Cost Adjustments”). Except as set forth in Section 4 below. As used herein, “Generator Compliance Project” refers to, collectively, the services and deliverables for the Upgrade Site for which Provider will pay, as described in this Section 2. The Generator Compliance Project will be completed in accordance with Attachment A and Exhibit 2 and with the completion schedule provided in Attachment A – Exhibit 3, the “Generator Compliance Project Completion Schedule.” The costs of these services and deliverables, including permitting costs, are collectively referred to herein as “Generator Compliance Project Costs.” Title to any deliverables of the Generator Compliance Project will transfer upon delivery. (C) At the Upgrade Site, City is solely responsible for any fees or costs in addition to the Generator Compliance Project Costs associated with the Generator Compliance Project, including but not limited to maintenance, additional professional services, replacement parts, fuel costs, and insurance. Provider is responsible for the permitting costs. (D) At the Upgrade Site, City will operate and maintain the generator and deliverables at all times in accordance with the written instructions of the manufacturer, Provider, and Provider’s subcontractors and agents. In addition, City will operate the equipment consistent with information that may be outlined in an associated quote for the deliverables. City will use fuels with sulfur content lower than 15 ppm by weight or other contaminates such as siloxanes, phosphorus, zinc, barium, and lead. City will record all operating parameters on an hourly basis. (E) During the Term, City agrees to provide reasonable access and cooperation to Provider, its subcontractors, and agents to the Upgrade Site in order to deliver and install the deliverables and to provide all related services. During the Term, City will allow Provider to remotely control the operation of the generators at all times for testing, curtailment, and other related purposes; provided, that City may elect to not allow Provider to remotely control the generators by providing written notice to Provider. 3. Term. This Agreement commences upon the date of issuance of a notice to proceed from the Contract Administrator or the Contracts and Procurement DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 3 of 11 Division, or the performance date listed in the notice to proceed, whichever is later (the “Effective Date”) and expires on September 30, 2026. 4. Payment and Reimbursement. Payments will be made in accordance with the attached PRA which may be updated from time to time by written notice of the Provider if the terms of the ERCOT program change. (A) Reimbursement Deductions. For the Upgrade Site, City will begin to accrue Capacity Payments and/or Energy Payments pursuant to this Agreement beginning as of the Enrollment Date. For a given Upgrade Site, Provider will pay Capacity Payments and/or Energy Payments to City, less all or a portion of the Reimbursement Deduction (as identified in the Reimbursement Schedule), following the Enrollment Date for the Upgrade Site during the Reimbursement Term. Provider will pay Capacity Payments and/or Energy Payments in accordance with the PRA, the table below, and Attachment B, which is attached hereto and incorporated by reference. Demand Response Program Aggregate Anticipated Capacity (kW) Capacity Payment Rate Energy Payment Rate Emergency Response Service 2,679 70% N/A Subject to the adjustments detailed in Section 4(B), Provider will deduct Generator Compliance Project Costs from Capacity Payments and/or Energy Payments otherwise due to City for the Upgrade Site over the Reimbursement Term as shown in the Reimbursement Schedule. Following the Reimbursement Term, Provider will pay Capacity Payments and/or Energy Payments to City for Upgrade Site. The amount to be reimbursed in accordance with the Reimbursement Schedule is limited to the actual Generator Compliance Project Costs as shown by proper documentation of the Provider, including receipts, at the time of acceptance by the City of the completed Generator Compliance Project. (B) Project Cost Adjustments. The parties agree that the Generator Compliance Project Cost identified in the Reimbursement Schedule is an initial estimate. Provider reserves the right to adjust Reimbursement Deductions and/or Reimbursement Term (as identified in the Reimbursement Schedule) at its sole discretion in the event that the Generator Compliance Project Costs change by 30% or less than the amount listed in the Reimbursement Schedule. Provider will provide no less than 30 days’ notice of any such adjustment. If the Generator Compliance Project Cost listed in the Reimbursement Schedule changes by more than 30% percent, then Provider may adjust Reimbursement Deductions and/or Reimbursement Term, only in the event that Provider obtains prior written approval from City. For avoidance of doubt, the cumulative amount of all changes cannot exceed 30% of the amount listed in the Reimbursement Schedule without prior written approval of the City. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 4 of 11 5. Contract Administrator. The Contract Administrator designated by the City is responsible for approval of all phases of performance and operations under this Agreement. The City’s Contract Administrator for this Agreement is as follows: Name: Diana Zertuche-Garza Department: Utilities Department Phone: (361) 826-1627 Email: DianaZ@cctexas.com 6. Insurance; Bonds. (A) Before performance can begin under this Agreement, the Provider 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 Provider 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 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. 7. Inspection and Acceptance. City may inspect all Services or 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. 8. Warranty. (A) The Provider 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 Provider 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 Provider or, if indicated in Attachment D by the manufacturer, for the period stated in Attachment D. Attachment D is attached to this DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 5 of 11 Agreement and is incorporated by reference into this Agreement as if fully set out here in its entirety. (C) Provider warrants that all Services will be performed in accordance with the standard of care used by similarly situated contractors performing similar services. (D) Warranty Limitations. IF THE SERVICES BECOME OR ARE LIKELY TO BECOME THE SUBJECT OF ANY THIRD PARTY INTELLECTUAL PROPERTY INFRINGEMENT CLAIM OR ACTION, PROVIDER MAY, AT PROVIDER’S SOLE OPTION, EITHER: (I) REPLACE SUCH SERVICES WITH AN EQUALLY SUITABLE SERVICE FREE OF INFRINGEMENT; (II) MODIFY OR OBTAIN A LICENSE FOR THE SERVICES SO THAT THEY NO LONGER INFRINGE ON ANY RIGHTS; OR (III) AFTER PROVIDER HAS DEMONSTRATED ITS GOOD FAITH EFFORTS TO ACHIEVE THE FOREGOING WITHOUT SUCCESS, TERMINATE THE AGREEMENT. EXCEPT AS PROVIDED HEREIN, THE SERVICES (AND ANY SOFTWARE, HARDWARE, OR OTHER COMPONENT THEREOF) ARE PROVIDED AS IS WITHOUT ANY WARRANTY OF ANY KIND. ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE EXPRESSLY DISCLAIMED TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW. 9. 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. 10. Independent Contractor. Provider 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 Provider be considered an employee of the City. 11. Subcontractors. Provider may use subcontractors in connection with the work performed under this Agreement. When using subcontractors, however, the Provider must obtain prior written approval from the Contract Administrator unless the subcontractors were named in the proposal or in an Attachment to this Agreement, as applicable. In using subcontractors, the Provider is responsible for all their acts and omissions to the same extent as if the subcontractor and its employees were employees of the Provider. 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 Provider 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. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 6 of 11 12. Amendments. This Agreement may be amended or modified only in writing executed by authorized representatives of both parties. 13. Waiver. No waiver by either party of any breach of any term or condition of this Agreement waives any subsequent breach of the same. 14. Taxes. The Provider 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. 15. 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: Diana Zertuche-Garza Title: Contracts/Funds Administrator Address: 2726 Holly Road, Corpus Christi, Texas 78415 Phone: (361) 826-1627 Fax: (361) 826-4495 IF TO PROVIDER: Enel X Attn: Greer Gardner Title: Senior Business Development Manager Address: One Marina Park Drive, Suite 400 Boston, MA 02210 Phone: (617) 224-9900 Fax: N/A 16. PROVIDER 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 REASONABLE 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 PROVIDER OR RESULTS FROM THE NEGLIGENT ACT, DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 7 of 11 OMISSION, MISCONDUCT, OR FAULT OF THE PROVIDER OR ITS EMPLOYEES OR AGENTS. PROVIDER MUST, AT ITS OWN EXPENSE, INVESTIGATE ALL CLAIMS AND DEMANDS, ATTEND TO THEIR SETTLEMENT OR OTHER DISPOSITION, DEFEND ALL ACTIONS BASED THEREON WITH COUNSEL REASONABLY 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 PROVIDER UNDER THIS SECTION SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 17. Termination. (A) Either Party may terminate this Agreement for the other Party’s failure to comply with any of the terms of this Agreement. The non-defaulting Party must give the defaulting Party 30 days’ written notice of the breach. If the defaulting Party has not cured within the 30-day period, the non-defaulting Party may terminate this Agreement immediately thereafter. The City may also terminate this Agreement upon 24 hours written notice to the Provider for failure to pay or provide proof of payment of taxes as set out in this Agreement. (B) If this Agreement is terminated, prior to the expiration date, for any reason other than the Provider’s failure to comply with any terms of the Agreement and Provider has not received full reimbursement for the Generator Compliance Project Costs, City will pay to Provider within 30 days of the termination date the amount of the Generator Compliance Project Costs that have not yet been reimbursed in accordance with Section 4. 18. Owner’s Manual and Preventative Maintenance. Provider 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. Provider must provide such documentation upon delivery of such equipment. 19. Right to Audit Records. The City may audit Provider’s records to determine its compliance with the terms of this Agreement. Provider, during normal business hours shall allow City reasonable access to its records and books and all other relevant records related to the Services provided under this Agreement, including the Generator Compliance Project Costs. 20. Limitation of Liability. Each Party’s maximum liability under this Agreement is limited to the total amount of the Generator Compliance Project Costs. In no event shall either Party be liable for incidental, consequential or special damages. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 8 of 11 21. Assignment. No assignment of this Agreement by the Provider, 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 Provider 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. 22. 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. 23. 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 RFP document including any addenda (Exhibit 1); then, D. the Provider’s proposal response (Exhibit 2). 24. Certificate of Interested Parties. Provider 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. 25. Governing Law. Provider 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. 26. Public Information Act Requirements. This paragraph applies only to agreements that have a stated expenditure of at least $1,000,000 or that result in the expenditure of at least $1,000,000 by the City. The requirements of Subchapter J, Chapter 552, Government Code, may apply to this contract and the Provider agrees that the contract can be terminated if the Provider knowingly or intentionally fails to comply with a requirement of that subchapter. 27. 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. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 9 of 11 28. Aggregate Data Collection and Usage. The City acknowledges and agrees that Provider may: (i) collect, process and aggregate any data used with, stored in, or related to the Services, including, without limitation, end-user energy usage and demand data, and create aggregate data records (“Aggregate Data”) by removing any personally identifiable information (“PII”) from the underlying data; (ii) use such Aggregate Data to improve the Services, develop new solutions, understand actual energy usage and demand trends and general industry trends, develop white papers, reports, or databases summarizing the foregoing, and generally for any legitimate purpose related to Provider’s business; and (iii) share Aggregate Data with third parties or publish any reports, white papers, or other summaries based on Aggregate Data. 29. Confidentiality. (A) Nondisclosure to Third Parties. In performing its obligations under the Agreement, each Party may receive non-public information of the other Party (“Confidential Information”). Each Party, on behalf of itself and its employees, contractors and agents (collectively, “Representatives”), agrees not to, except as set forth in Section 3(b) and (c) or as required by applicable law or regulation, use or disclose Confidential Information during or after the Agreement without the prior written consent of the other Party. To protect Confidential Information, each Party agrees to: (i) limit dissemination of Confidential Information to only those Representatives having a “need to know”; (ii) advise each Representative who receives Confidential Information of the confidential nature of such information; and (iii) have appropriate agreements, policies and/or procedures in place with such Representatives sufficient to enable compliance with the confidentiality obligations contained herein. Notwithstanding the foregoing, Provider may share Confidential Information with affiliates to the extent permitted by applicable law and the Provider energy procurement advisory process guidelines, as applicable, and as amended from time to time. Each Party is responsible for any breach by its Representatives. (B) Use of Confidential Information. The City acknowledges that Provider may receive Confidential Information of the City from the applicable independent system/grid operator, utility and/or supplier, through data collected through the Solutions or otherwise, which may be used or disclosed by Provider as necessary for the performance of the Agreement. (C) Texas Public Information Act. The Parties acknowledge that the City is a Texas governmental entity subject to the Texas Public Information Act (the “Act”). Should the City receive a request for disclosure of Confidential Information pursuant to the Act, City will promptly provide Provider with notice of such request so that Provider may avail itself of any opportunities to establish reasons why the information should be withheld prior to disclosing such Information. The burden of establishing the applicability of exceptions to the disclosure of Confidential DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 10 of 11 Information under the Act resides with Provider. Should Provider be unable to establish a valid exception from disclosure or exclusion from the Act, then City may release the information, solely to the extent necessary to comply with the Act. 31. Ethics and Anticorruption. Provider declares that in managing its business activities and its relationships, it adheres to the principles contained in its Code of Ethics, the Zero Tolerance of Corruption Plan and the Organisation & Management Model adopted pursuant to Italian Legislative Decree 231/2001 (available at https://www.enel.com/investors/a/2016/08/code-of-ethics). Moreover, as a subsidiary of Enel S.p.A., Provider declares its adherence to the United Nations Global Compact. Provider wishes its counterparties to refer to the same principles in managing their business activities and relationships. Provider prohibits any promises, offers, or requests of illegal payments, in cash or other benefits, with the objective of gaining an advantage in its relationships with stakeholders, and this prohibition is extended to all of its employees. 32. Privacy laws. The parties shall comply at all times with the requirements of applicable data privacy laws, including Regulation (EU) 2016/679 known as the General Data Protection Regulation, as may be amended from time to time. The Privacy Notice Standard available at www.enelx.com/northamerica/privacy-policy shall form part of the Agreement and is hereby incorporated by reference. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Service Agreement – Demand Response Services Page 11 of 11 PROVIDER Signature: Printed Name: Title: Date: CITY OF CORPUS CHRISTI ________________________________________________ Josh Chronley Interim Assistant Director, Contracts and Procurement Date: _________________________ APPROVED AS TO LEGAL FORM: _____________________________________________________ Assistant City Attorney Date Attached and Incorporated by Reference: Attachment A: Scope of Work Attachment A – Exhibit 1: Emissions Control System Overview Attachment A – Exhibit 2: Program Rule Attachment Attachment A – Exhibit 3: Generator Compliance Project Completion Schedule Attachment B: Bid/Pricing Schedule Attachment B – Schedule 1: Reimbursement Schedule Attachment C: Insurance and Bond Requirements Attachment D: Warranty Requirements Incorporated by Reference Only: Exhibit 1: RFP No. 3436 Exhibit 2: Provider’s Proposal Response DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Vice President May 5, 2021 | 1:38 PM EDT Joel Obillo RFP Template 10.27.20 Attachment A -Scope of Work 1.1. General Requirements A. The Demand Response Program is designed to be deployed by ERCOT (Electricity Reliability Council of Texas) when there is a high demand for electricity that potentially risks system reliability. ERCOT solicits qualified loads and generators to be available for deployment of load curtailment for use during an electric grid emergency. These customers enroll in ERS through a qualified scheduling entity (QSE) to provide load reduction and on-site generation capabilities to reduce the possibility of rolling blackouts within the ERCOT electric grid. B. ERS resources are designed to be deployed under Energy Emergency Alert Level 1, Level 2, or Level 3. Energy Emergency Alert Level 1 and Level 2 events are preliminary and intermediate stage events intended to limit the need for Level 3 events. ERCOT procures ERS resources three times each year. Each of the three Standard Contract Terms is split into a four-month season; each season is comprised of up to six time periods for participation and two response time options, either a ten minute or a 30-minute response time. C. The Contractor shall finance and implement equipment upgrades to meet compliance standards for participation in Demand Response (DR) Program and permitting costs for three (3) diesel generators located at the O.N. Stevens Water Treatment Plant (ONSWTP), 13101 Leopard St. in Corpus Christi, Texas, 78410 and improve the generators’ overall performance and capabilities. D. The Contractor shall be responsible for turnkey solutions for DR program, will manage the program from the beginning to the end including equipment installation for generator upgrades and permitting, enrollment in DR program and structure demand response payments to cover costs. 1.2. Scope of Work A. The Contractor shall develop a Project Management Plan and incorporate the Texas Demand Response Program Guidelines for participation for eligible generators at the ONSWTP. a.The Contractor shall develop a generator upgrade project timeline including shutdown and testing for all generators and provide all labor, equipment and materials required. b.The Contractor shall provide a schedule (or project timeline) including activities showing durations for engineering, permitting, procurement, fabrication, construction (civil, mechanical, electrical), testing, commissioning and turnover. The schedule should be time-scaled, showing start and completion dates. The schedule shall include all contractor’s off- site manufacturing and fabrication, work site activities and their interdependences. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC RFP Template 10.27.20 c.The Contractor shall recommend and use one of the baseline methodologies ERCOT recommends that will maximize ONSWTP’s earning potential. d.The Contractor shall apply for and assume cost for all required permitting, including federal, state and local entities. e.The Contractor shall assume liability for non-compliance with USEPA, TCEQ, in behalf of the City of Corpus Christi, etc. f.The Contractor shall provide estimated Capacity Payments, Capacity Payment Split and Project Cost Deductions for Years 1 through 5 and include program periods (Spring, Summer and Fall). B. The Contractor shall install the proper required emissions upgrades for the non- compliant generators to meet RICE NESHAP (Reciprocating Internal Combustion Engines National Emission Standards for Hazardous Air Pollutants), recommend capacity pricing and performance and calculated payments, explain how we are protected from underperformance penalties or fines. a.The Contractor shall be responsible for reviewing existing generator specifications, see Exhibit 1, and propose upgrade for generators to participate in DR program. b.The Contractor shall evaluate asset compliance, including federal, state and local requirements. c.The Contractor shall outline the upgrades to meet RICE NESHAP for participation in the DR program. d.The Contractor shall purchase and install equipment to bring generators into compliance, complete the initial stack test and include an annual maintenance plan. e.The Contractor shall describe how they will measure event performance, calculate payment and project cost deductions from earnings and revenue percentage split after cost deductions are in place. f.The Contractor shall explain how City is protected from non-performance and will not incur any out of pocket expenses by participating in the program. C. The Contractor shall develop and be responsible for compliance services including RICE NESHAP non-emergency use requirements and monitoring plan for ONSWTP generators. a.The Contractor shall develop a monitoring and control system to operate the equipment in compliance with all local, state and government requirements for non-emergency operations. b.The Contractor shall provide annual testing and compliance reporting to ensure the generators are working properly. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC RFP Template 10.27.20 c.The Contractor shall submit all compliance reports to air agency or EPA. d.The Contractor shall monitor regulatory changes, policy changes affecting DR payments and provide ongoing recommendations. D. The Contractor shall provide a communication plan, technical support and a real-time data plan. a.The Contractor shall develop a Communication Plan in order to respond to DR events. b.The Contractor shall provide a weekly schedule and a two-week outlook on project management and include safety items, weather delays, etc. c.The Contractors shall provide 24x7x365 technical support with an application available on desktop and portable devices and real-time data. d.The Contractor shall provide alerts for situations such as grid issued and support to help meet curtailment targets. E. The Contractor shall provide all operations and maintenance (O&M) manuals for all provided equipment and materials. F. The Contractor shall comply with City’s safety and quality requirements and provide the City with copies of their safety and quality programs as part of the proposal. G. The Contractor shall provide site requirements needed to perform work such as laydown requirements, work hours, access to ONSWTP, etc. H. The Contractor shall be responsible for providing construction power, lighting, office/trailer, potable water, sanitary stations, waste/disposal services. 1.3. Work Site and Conditions A. 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 Contract are provided as specified. The Contractor will also provide supervision of the work to insure it complies with the contract requirements. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC RFP Template 10.27.20 Exhibit 1 Emissions Control System Overview Generator 1 Generator 2 Generator 3 Description Generator 1 Generator 2 Generator 3 Engine Model Cummins: DQKC-4489668 Cummins: DQKC-4489668 Cummins: DQKC-4489668 Specification 5 KV (4160) volts, 3 Phase 5 KV (4160) volts, 3 Phase 5 KV (4160) volts, 3 Phase Serial No. A010191067 A010191068 A010191069 Power 2000 KW 2000 KW 2000 KW Fuel ULSC ULSD ULSD Exhaust Flow Rate 15,500 acfm 15,500 acfm 15,500 acfm Exhaust Temperature 890°F 890°F 890°F Catalyst Model AirClarity 2000 or equivalent AirClarity 2000 or equivalent AirClarity 2000 or equivalent Type Catalytic Converter Catalytic Converter Catalytic Converter # of Elements required 1 per engine 1 per engine 1 per engine Cell Density 200 cpsi 200 cpsi 200 cpsi Approx. Dimensions 33.5x24 in. 33.5x24 in. 33.5x24 in. Approx. Weight (without / with catalyst) ~300 lbs. ~300 lbs. ~300 lbs. Approx. Pressure Drop ~2.5” w.c. ~2.5” w.c. ~2.5” w.c. Connection Size 16” Flange 16” Flange 16” Flange Exhaust Component % Reduction % Reduction % Reduction CO 70 70 70 NOx NMHC PM Attachment A DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Program Rule Attachment Emergency Response Service 1.Program Description. The Electric Reliability Council of Texas (“ERCOT”) Emergency Response Service ten (10) minute (“ERS-10”) and thirty (30) minute (“ERS-30” and together with ERS-10, “ERS”) program (“Program”) is designed to be deployed by ERCOT when demand for electricity is high and system reliability is at risk. ERS is meant to help alleviate the potential for blackouts and brownouts by providing ERCOT with resources to call upon in a defined emergency situation. 2.Program Rules. The terms herein will reflect ERS Program terms and conditions, which may be amended from time to time by ERCOT, and the current terms of which are summarized in the table below: Program Periods Customer may contract with Provider to provide ERS year-round during the “Program Periods” defined by ERCOT as February to May, June to September, and October to January. Program Enrollment Enrollment for the Program Periods takes place annually on February 1, June 1 or October 1 (“ Enrollment Period”). For each Program Period, Provider may enroll Customer in the Program for either ERS-10 or ERS-30. Program Hours Customer can elect to participate during any or all of the ERCOT defined time periods: Time Period 1 (“TP1”), Time Period 2 (“TP2”), Time Period 3 (“TP3”), Time Period 4 (“TP4”), Time Period 5 (“TP5”), Time Period 6 (“TP6”), Time Period 7 (“TP7”), and/or Time Period 8 (“TP8”). The time periods are described in Central Prevailing Time (“CPT”) as follows: TP1: Hours Ending (as defined below) 0600 – 0900 (5:00:00 a.m. to 9:00:00 a.m. CPT) Monday through Friday except ERCOT Holidays. TP2: Hours Ending 1000 - 1300 (9:00:00 a.m. to 1:00:00 p.m. CPT) Monday through Friday except ERCOT Holidays. TP3: Hours Ending 1400 - 1600 (1:00:00 p.m. to 4:00:00 p.m. CPT) Monday through Friday except ERCOT Holidays. TP4: Hours Ending 1700 - 1900 (4:00:00 p.m. to 7:00:00 p.m. CPT) Monday through Friday except ERCOT Holidays. TP5: Hours Ending 2000 - 2200 (7:00:00 p.m. to 10:00:00 p.m. CPT) Monday through Friday except ERCOT Holidays. TP6: Hours Ending 0600 – 0900 (5:00:00 a.m to 9:00:00 a.m CPT) Weekends and ERCOT Holidays. TP7: Hours Ending 1600 – 2100 (3:00:00 p.m to 9:00:00 p.m CPT) Weekends and ERCOT Holidays. TP8: All other hours. The term “Hours Ending” shall mean an integer value between hours 1 and 24 representing the hour block ending with that clock hour. For example, hour 1 refers to the time between 00:01 to 01:00. Event Trigger Demand response events will only be called in the event of an emergency, as defined by ERCOT. Advanced Notification Customers enrolled in the Program for ERS-10 must be able to respond to a demand response event notice within ten (10) minutes of such notice provided by Provider. Customers enrolled in the Program for ERS-30 must be able to respond to an ERS demand response event notice within thirty (30) minutes of such notice provided by Provider. Event Frequency & Duration Maximum of eight (8) hours per Program Period, unless a demand response event is still in effect when the eighth hour lapses, after which Customer is obligated to respond for up to four (4) additional hours; provided that Customer may voluntarily extend the maximum number of availability hours during any Program Period by providing written notice to Provider sixty (60) days prior to the start of the Program Period. Customers that opt to have their availability hours extended will be re-obligated at ERCOT’s discretion. Attachment A Exhibit 2 DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Testing Requirement ERCOT may conduct a load-shedding test of each Customer resource once every three hundred thirty (330) days unless such resource has met the ERCOT Performance Factor (as defined below) requirements during a demand response event occurring in the preceding three hundred thirty (330) days. In addition, if a Customer resource does not meet the ERCOT Availability Factor (as defined below) requirements for an entire Program Period, ERCOT may re-test such resource at any time. Metering Equipment ERS resources are required to have an ERCOT-approved meter capable of measuring energy consumption or net injection of energy in fifteen (15) minute intervals and meeting the accuracy standards prescribed by ERCOT so that performance can be monitored and recorded. Prohibition of Other Market Activity No part of the contracted capacity of an ERS resource can be committed to other Programs where it receives a separate reservation payment for such an obligation. The foregoing table reflects the current terms and conditions of the Program, which may be amended by Provider from time to time by providing email notice to Customer with no further act required by Provider or Customer. Customer shall be considered enrolled in the Program and eligible to earn demand response payments upon the date referenced in the Program enrollment notification email sent by Provider to Customer, such email to indicate Customer enrollment as ERS-10 or ERS-30. 3.Customer Capacity. a.Accepted Capacity. “Accepted Capacity” shall represent the best estimate of Customer’s expected curtailment based on analysis of consumption data and pre-enrollment testing. Customer agrees that the Accepted Capacity may be adjusted by Provider in the future to reflect actual performance, changes in facility operations, Program rules, regulations and/or other relevant information. b.Delivered Capacity. “Delivered Capacity” will be the calculated performance with respect to Customer’s baseline (“Performance Factor”) as adjusted by Customer’s availability factor (“Availability Factor”), as set forth in the ERCOT protocols and the ERS Technical Requirements and Scope of Work document for the relevant Program Period. Customer’s Delivered Capacity will be determined at the end of each Program Period by Provider and ERCOT. 4. Payments. a.Payments to Customer. i.Capacity Payments. Provider will pay Customer a Capacity Payment Rate in connection with Customer’s making available Delivered Capacity for participation in ERS as adjusted by Customer’s Availability Factor and Performance Factor (“Capacity Payments”). If the product of a Customer’s Availability Factor and Performance Factor is less than 50%, Customer’s Delivered Capacity will be adjusted to zero (0) for purposes of calculating Capacity Payments. ii.Payment Cap. Should Delivered Capacity exceed Accepted Capacity, Customer will be paid at Accepted Capacity assuming Customer meets all availability requirements as determined by ERCOT. iii.Underperformance. In no event shall Customer be penalized for underperformance or non-performance, other than to have payments reduced to reflect availability and Delivered Capacity as described in Section 3(b) above. b.Payment Timing. Provider shall make all payments associated with Customer’s participation in ERS to Customer following the Program Period, and such payments shall be made within forty-five (45) days of Provider’s receipt of total payment from ERCOT. c.Timing of First Payment. Initial payments will begin to accrue on the first day of the Program Period with ERCOT as defined in Section 2. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Attachment A - Exhibit 3DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC CITY OF CORPUS CHRISTI Pricing Form CONTRACTS AND PROCUREMENT DEPARTMENT RFP No. 3436 Demand Response Program PAGE 1 OF 1 DATE: PROPOSER AUTHORIZED SIGNATURE 1. Refer to “Instructions to Proposers” and Contract Terms and Conditions before completingproposal.2. Provide your best price for each item.3. In submitting this proposal, Proposer certifies that: a. the prices in this proposal have been arrived at independently, without consultation, communication, or agreement with any other Proposer or competitor, for the purpose of restricting competition with regard to prices; b.Proposer is an Equal Opportunity Employer; and the Disclosure of Interest information on file with City’s Contracts and Procurement office, pursuant to the Code of Ordinances, is current and true. c.Proposer has incorporated any changes issue through Addenda to the RFP in this pricing. Item Description UNIT Unit Price Total 1 Generator 1 Upgrade Cost EA $ $ 2 Generator 2 Upgrade Cost EA $ $ 3 Generator 3 Upgrade Cost EA $ $ Total Cost of Upgrades $ Estimated Demand Response Revenue UNIT Unit Price Total 4 Year 1 Estimated Revenue EA $ $ 5 Year 2 Estimated Revenue EA $ $ 6 Year 3 Estimated Revenue EA $ $ 7 Year 4 Estimated Revenue EA $ $ 8 Year 5 Estimated Revenue EA $ $ Total Estimated Revenues $ Capacity Payment Split City Vendor Percentage % % Dollars $ $ Total Payment to the City $ 57,005.56 57,005.56 57,005.56 57,005.56 57,005.56 * (see below) 322,043.22 42,258 322,043.22 98,612 estimated 98,612 estimated 98,612 estimated 13,104.11 estimated 13,104.11 estimated 98,612 3070 * Demand Response payment rates are set 3 times per year in seasonal auctions run by ERCOT. All providers are awarded the same rate, and we will pay the City of Corpus Christi at the market clearing price. $52.58 is an estimation of the forecasted market clearing rate based on past annualized clearing rates. 171,016.68 57,005.56 DocuSign Envelope ID: 6FF333BF-582D-43DE-848B-095D40365223 Enel X North America, Inc. April 22, 2021 | 1:36 PM EDT Attachment B - RFP/Pricing Schedule DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Schedule 1 Reimbursement Schedule Generator Compliance Project Cost $171,016.68 Reimbursement Term 24 months, beginning as of the Enrollment Date. Reimbursement Deduction (per month) The maximum monthly Reimbursement Deduction is equal to the greater of: (a) $7,125.70 (the “Monthly Deduction Amount”); and (b) the difference between (i) (A) the Monthly Deduction Amount multiplied by (B) the number of Elapsed Months, minus (ii) all prior Reimbursement Deductions. Where, “Elapsed Months” means the number of months that have elapsed since the commencement of the Reimbursement Term. For the avoidance of doubt, the maximum monthly Reimbursement Deduction will not exceed (1) the remaining unpaid Generator Compliance Project Costs or (2) total Capacity Payments and Energy Payments from the Upgrade Site(s) and, as applicable, the Contributing Site(s) for that given month. Attachment B DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Attachment C - INSURANCE REQUIREMENTS I. CONTRACTOR’S LIABILITY INSURANCE A. Contractor must not commence work under this agreement until all insurance required has been obtained and such insurance has been approved by the City. Contractor must not allow any subcontractor Agency to commence work until all similar insurance required of any subcontractor Agency has been obtained. B. Contractor must furnish to the City’s Risk Manager and Contract Administer 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 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 AUTO LIABILITY (including) 1. Owned 2. Hired and Non-Owned 3. Rented/Leased $1,000,000 Combined Single Limit WORKERS’ COMPENSATION EMPLOYER’S LIABILITY Statutory $500,000 /$500,000 /$500,000 PROFESSIONAL LIABILITY (Errors and Omissions) $1,000,000 Per Claim (Defense costs not included in face value of the policy) If claims made policy, retro date must be prior to inception of agreement, have extended reporting period provisions and identify any limitations regarding who is insured. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC C. In the event of accidents of any kind related to this agreement, 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 an amount sufficient to assure that all workers’ compensation obligations incurred by the Contractor will be promptly met. 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 a copy of the replacement certificate of insurance to City at the address provided below within 10 days of the requested change. Contractor shall pay any costs incurred resulting from said changes. All notices under this Article shall be given to City at the following address: City of Corpus Christi Attn: Risk 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, volunteers, and elected representatives as additional insured by endorsement, as respects operations, completed operation and activities of, or on behalf of, the named insured performed under contract with the City, with the exception of the workers' compensation policy; • 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 suspension, cancellation, non-renewal or material change in coverage, and not less than ten (10) calendar days advance written notice for nonpayment of premium. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC E. Within five (5) calendar days of a suspension, cancellation, or non-renewal 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 remove the exhibit hereunder, and/or withhold any payment(s) if any, 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 agreement. 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 agreement. I. It is understood and agreed that the insurance required is in addition to and separate from any other obligation contained in this agreement. 2020 Insurance Requirements Ins. Req. Exhibit Contracts for General Services – Services Performed Onsite – Professional Liability 04/14/2020 Risk Management – Legal Dept. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Attachment D Warranty Requirements 1. e2comply LLC Proposal/Scope of Work (SOW) – e2c2032 – 5 yr – 3 Gens – Rev C Re: Corpis Christi WWTP Dated: April 21, 2021 (revised, tax exempt) i. Shows that this project is warrantied for 60 months or 10,000 Hours from Commission Date. ii. References the e2comply LLC SOW with Enel X: Acceptance of this Agreement is limited to and includes acceptance of the above terms, including all attachments, the Terms and Conditions, any documents incorporated by reference, and the MSA or SOW Agreement effective as of December 13, 2017, February 4, 2019 and June 1, 2020 by and between Enel X North America, Inc. (formerly known as EnerNOC, Inc.) and e2comply LLC. 2. e2comply LLC (“Subcontractor”) SOW with Enel X North America, Inc. (“Enel X”) states: Limited Warranty. Subcontractor warrants, subject to the exclusions contained in this Section (5), that any Deliverables shall be free of defects in material and workmanship for the Warranty Period. This warranty excludes any issues and defects caused by Enel X (or its customer’s) abuse, neglect, or improper maintenance of the emission control system, engine, vehicle, or equipment, as specified in all owner’s and operation manuals or any other written information from Subcontractor. In addition, accessories or other parts, including internal parts, of the Deliverables furnished by Subcontractor, but manufactured by others, shall carry whatever warranty, if any, the manufacturers thereof have given to Subcontractor and which can be passed on to Enel X. Subcontractor agrees to cooperate in furnishing assignments of its rights thereto to Enel X from such manufacturers and suppliers. Subcontractor shall not be liable for any repairs, replacements, or adjustment to the Deliverables or any costs of labor performed by Enel X without Subcontractor’s prior written approval. The effects of corrosion, erosion, and normal wear and tear are specifically excluded from Subcontractor’s warranty. Subcontractor further represents that, following the provision of the Deliverables, the Generator will meet or exceed Emissions Standards for the term of the Customer Agreement, except in cases where the Generator’s engine fails or in cases where Customer does not meet the Conditions. As used herein, “Conditions” refers to the following requirements: i. Customer must operate and maintain the Deliverables in accordance with Subcontractor’s written instructions provided to Customer and any instructions and guidelines of the Deliverable’s manufacturers that have been provided in advance to Customer; ii. Customer must fuel with sulfur content lower than fifteen (15) ppm by weight or other contaminates such as siloxanes, phosphorus, zinc, barium, and lead; iii. Customer must operate the equipment consistent with Subcontractor’s reasonable requirements outlined in the Initial Quote or a Work Order, and; iv. Customer must record operating parameters on an hourly basis. Subcontractor represents and warrants that Services and Deliverables will be free and clear of all liens or other encumbrances. With respect to any Services, Subcontractor represents and warrants that Services will be performed in a workmanlike fashion in accordance with then-current industry standards. Subcontractor warrants that it will deliver and install all Deliverables in accordance with supplier and/or manufacturer’s requirements, if any. The warranties described in this Section (5) of the SOW are in addition to any representations or warranties identified in the MSA or any Work Order. DocuSign Envelope ID: 6A5E7F67-ED6E-4446-9820-0A2FFCBD4BCC Demand Response Program RFP No. 3436 Sr. Buyer: Cynthia Perez Proposal Evaluation Enel X NRG Curtailment Solutions, Inc. MINIMUM QUALIFICATIONS (PASS/FAIL) Registered as a QSE (Qualified Scheduling Entity) Required five year in business No outstanding lawsuits during last 5 years or current litigation with the City during last 5 years No Outstanding regulatory issues last 5 years References Provided for firm TECHNICAL PROPOSAL (70 PTS)68 54 Creative Process for Building Campaign 28 22 Team's Experience 30 25 Understanding of Project Scope 10 7 PRICING (30 PTS)30 16 Total 98 70 Pass Pass _____________________________________________________________________ DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Jeffrey Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Bill Mahaffey billm@cctexas.com (361) 728-9376 CAPTION: Motion authorizing the purchase of two tracts of parcels located at 4229 & 4233 South Port Avenue for Gas Department parking lot expansion, located in Council District 3, in an amount of $255,000.00 with FY 2021 funding available from the Gas Fund. SUMMARY: This motion authorizes the purchase of two tracts of parcels, approximately 0.4811 acres, located at 4229 & 4233 South Port Avenue for the Gas Department parking lot expansion. BACKGROUND AND FINDINGS: The Gas Department, located at 4225 South Port Avenue, is experiencing a shortage of parking spaces. The department has over 145 employees with only 70 parking spaces available. The remaining employees currently park on both sides of Dillon Lane causing safety concerns and exposes employee vehicles to potential vandalism and possible damage. Dillon Lane is a minor residential collector street with right-of-way 60 ft and pavement width of 40 ft including the curb and gutter. Mr. Robert Lozano and Mr. Edward Lozano, Corpus Christi, Texas, are the owners of the two parcels. The purchase price for the two parcels is $255,000.00. The City entered into an Option Contract with the property owners on June 25, 2021 to secure the ability to purchase the two parcels. The Option Contract has a non-refundable option fee of $25,000.00 that will be applied to the purchase price. The Option Contract provides the City 60 days to obtain Council approval, due diligence including title commitment, land survey, and inspections if needed. The remaining balance due after the Option Contract fee is an amount of $230,000.00 for both parcels. AGENDA MEMORANDUM Action Item for the City Council Meeting of August 10, 2021 Authorization to purchase two tracts of parcels located on Port Avenue for the proposed Gas Department Parking Lot The Gas Department also has future plans to hire additional employees further increasing the need for additional parking spaces. The Department is expecting approximately 30 additional parking spaces with the purchase of the two tracts. The City already has conducted the title search and has acquired the following documents: Option Contract, Title Commitment (provided by First Title Company, Corpus Christi, Texas), and Environmental Site Analysis – Phase I (provided by Hanson Professional Services Inc., Corpus Christi, Texas) and land survey (provided by Urban Engineering, Corpus Christi, Texas). An appraisal of the land was conducted by Lowery Property Advisors on July 14, 2021 and the land value is at $230,000.00. Therefore, the pricing for the parcels was negotiated with the understanding that the properties have other interested buyers and that the acquisition of the land is beneficial for City use. Upon Council approval the City will execute the Real Estate Sales Contract and proceed with the closing transaction within 30 days by First Title Company. ALTERNATIVES: City Council could instruct staff to find another location for potential parking, however, the identified locations are adjacent to the Gas Department which is ideal for parking and proximity for employees. FISCAL IMPACT: The fiscal impact in FY 2021 is an amount of $255,000.00 with funding available from the Gas Fund. A total of $25,000.00 has already been paid for the Option Contract fee. The remaining balance for approval is an amount of $230,000.00. FUNDING DETAIL: Fund: Gas Fund (4130) Mission Elem: Gas Distribution System (022) Organization: Gas Administration (34000) Project No.: N/A Account: Land & Land Rights (550005) Activity: N/A Amount $230,000 RECOMMENDATION: Staff recommends authorizing the purchase of the two tracts of land located at 4229 & 4233 South Port Avenue for a parking lot adjacent to the Gas Department. LIST OF SUPPORTING DOCUMENTS: Location Map Land Appraisal Title Commitment Option Contract Real Estate Sales Contract Appraisal Report APPRASIAL REPORT VACANT LAND 4301 & 4305 South Port Avenue, Corpus Christi, Nueces County, Texas Client July 16, 2021 Bobby C. Harraid, Jr. The City of Corpus Christi Property & Land Acquisition Manager 1201 Leopard Street, 78401 Corpus Christi, Texas 78469-9277 VACANT LAND 4301 and 4305 South Port Avenue, Corpus Christi, Nueces County, Texas In accordance with your request and authorization, we have completed an Appraisal Report of the captioned property for the purpose of developing an opinion of the market value of the subject property. It is our intent to comply with 12 CFR, Subpart C - Subsection 34.42(g), Department of the Treasury, Office of the Comptroller of the Currency, as well as the Uniform Standards of Professional Appraisal Practice (USPAP) and FIRREA. It should be noted that the undersigned have experience in appraising properties considered similar to the subject, in the subject market area, and therefore comply with the Competency Rule as outlined in USPAP. The following report, plus the Addenda, sets forth our findings and conclusions. Maps, plats and photographs that are considered essential to explain the reasoning followed in making the appraisal have been included and the conclusions are expressed therein. Also, no hazardous materials or waste were noted upon inspection of the subject property. Please refer to the Basic Assumptions and Limiting Conditions section of this report. USPAP Standards Rule 1-2(h) states that an appraiser must identify the scope of work necessary to complete an assignment. The scope of work is acceptable when it is consistent with: (1) the expectations of participants in the market for the same or similar appraisal services; and (2) what the appraiser’s peers’ actions would be in performing the same or similar assignment in compliance with USPAP. In the case of the subject property, both of these USPAP criteria have been met. NOTEWORTHY POINTS  The subject of this report consists of two, contiguous parcels of vacant land, totaling 0.4811-acre (20,959 SF).  The City of Corpus Christi has an option agreement to purchase the subject property for $250,000.  The Cost, Sales and Income Approaches were all considered, but only the Sales Approach (land only) was utilized. It is noted and emphasized that the omission of the Cost, Sales (as improved) and Income Approaches are not considered to, in any way, reduce the credibility of the value conclusion herein. These approaches were omitted due to the lack of improvements on the site and the subject being a non-income producing tract of land.  COVID-19 continues to impact the economy and commercial real estate. LPA is working diligently to capture and analyze current market data to reliably quantify impacts on real property values. We are conducting interviews with market participants as well as relying on available survey data in order to support our conclusions regarding COVID-19. The appraisal, subject to the assumptions and limiting conditions as expressed herein and conducted according to the Uniform Standards of Professional Appraisal Practice, led us to develop the opinion of market value of: Status Interest Date Value As Is Fee Simple July 14, 2021 $230,000 VALUE CONCLUSIONS Support and explanation for our value conclusion is explained in detail in the contents of the attached report. It has been a pleasure to assist you, and if we can be of service to you in the future, please let us know. Lowery Property Advisors, LLC MARIO CARO, MAI, AI-GRS, SR/WA ANTHONY DIMARE Texas State Certified General Real Estate Appraiser Texas State Certified General Real Estate Appraiser Certificate No. TX1334889-G Certificate No. TX1381001-G mario@lowerypa.com adimare@lowerypa.com CONTENTS SALIENT DATA ................................................................................................................................................................... 1 SUBJECT PHOTOS ............................................................................................................................................................. 2 INTRODUCTION ................................................................................................................................................................ 4 SCOPE OF WORK ............................................................................................................................................................. 5 REGIONAL ......................................................................................................................................................................... 6 NEIGHBORHOOD ........................................................................................................................................................... 11 DEMOGRAPHICS............................................................................................................................................................ 16 COVID-19 ....................................................................................................................................................................... 19 SITE DESCRIPTION ........................................................................................................................................................... 27 PROPERTY HISTORY ........................................................................................................................................................ 34 REAL ESTATE TAXES ......................................................................................................................................................... 37 HIGHEST & BEST USE ....................................................................................................................................................... 38 LAND VALUATION .......................................................................................................................................................... 40 RECONCILIATION ........................................................................................................................................................... 50 MARKETING / EXPOSURE TIME ...................................................................................................................................... 51 ASSUMPTIONS & LIMITING CONDITIONS ...................................................................................................................... 52 CERTIFICATION ............................................................................................................................................................... 54 ADDENDUM .................................................................................................................................................................... 55 SALIENT DATA CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 1 SALIENT DATA GENERAL Date of Valuation July 14, 2021 "As Is" Date of Inspection July 14, 2021 Property Rights Appraised Fee Simple SITE DESCRIPTION Location The subject property is located at the southwest corner of South Port Avenue and Dillon Lane. The physical addresses associated with the subject are 4301 and 4305 South Port Avenue, Corpus Christi, Nueces County, Texas. Site Description Per the Nueces County Appraisal District, the subject site consists of two, contiguous tracts of land totaling 0.4811-acre (20,959 SF). The subject is rectangular in shape and displays generally level topography. The site is currently cleared and is at street grade. No flood plain is noted. Reader is referred to the Site Description section for further details. Legal Description Lots 2 and 3, Block A-5, Port Ayers Suburban Center, City of Corpus Christi, Nueces County, Texas. Utilities All Available Zoning “IL” – Light Industrial IMPROVEMENTS There are no major improvements located on the subject; the subject property consists of vacant land. HIGHEST & BEST USE As Vacant Some type of commercial or light industrial use SUBJECT PHOTOS CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 2 SUBJECT PHOTOS SUBJECT PHOTOS CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 3 AERIAL SUBJECT INTRODUCTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 4 INTRODUCTION This is an appraisal report, which is intended to comply with the reporting requirements set forth under Standards Rule 2-2(a) of the Uniform Standards of Professional Appraisal Practice for an appraisal report. Supporting documentation concerning the data, reasoning and analyses is retained in the appraiser's file. The depth of discussion contained in this report is specific to the needs of the client and for the intended use stated below. The appraiser is not responsible for unauthorized use of this report. Furthermore, as agreed upon with the client prior to the preparation of this appraisal, this is an appraisal as set forth by USPAP. TYPE OF VALUE The value definition employed in this report is Market Value as defined in 12 CFR - Part 34.42 (FIRREA), Department of the Treasury, Office of the Comptroller of the Currency. Market value means the most probable price which a property should bring in a competitive and open market under all conditions requisite to a fair sale, the buyer and seller each acting prudently and knowledgeably, and assuming the price is not affected by undue stimulus. Implicit in this definition is the consummation of a sale as of a specified date and the passing of title from seller to buyer under conditions whereby:  Buyer and seller are typically motivated;  Both parties are well informed or well advised, and acting in what they consider their own best interests;  A reasonable time is allowed for exposure in the open market;  Payment is made in terms of cash in US dollars or in terms of financial arrangements comparable thereto;  The price represents the normal consideration for the property sold unaffected by special or creative financing or sales concessions granted by anyone associated with the sale. Intended Use Purchasing decisions Intended User City of Corpus Christi Client City of Corpus Christi Property Rights Fee Simple Date of Value July 14, 2021 “As Is” Date of Inspection July 14, 2021 Date of Report July 16, 2021 SCOPE OF WORK CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 5 SCOPE OF WORK The scope of the assignment relates to the extent and manner in which research is conducted, data is gathered and analysis is applied. In preparing this appraisal, the appraisers did the following:  Inspected the subject property;  Searched the applicable market area for comparable market data. We utilized multiple sources including but not limited to: Costar, Loopnet, area brokers, local MLS, as well as our proprietary database.  Interviewed landowners and local brokers familiar with the subject area and considered their insight of the current market and transactions;  Obtained information from surrounding counties and area jurisdictions regarding zoning, taxes, property history, flood plain, utilities, etc.  Developed an opinion of market value via the Sales Approach. The Income Approach and Cost Approach to value are not utilized for this report as they are not deemed necessary for credible assignment results. The Cost Approach was not considered to be applicable considering the subject does not display any vertical improvements. The Income Approach was not considered to be applicable as the subject is a non-income producing vacant tract of land. The omission of the Income Approach and Cost Approaches to value is not considered to, in any way, reduce the reliability of the value conclusions herein. The inclusion or exclusion of approaches to value was determined by LPA and not our client. To develop the opinion of value, the appraiser performed an appraisal process, as defined by the Uniform Standards of Professional Appraisal Practice. Extraordinary Assumptions & Hypothetical Conditions It is emphasized that per USPAP, “the use of extraordinary assumptions and or hypothetical conditions may have affected assignment results.” These terms are defined as follows: Extraordinary Assumption “an assignment-specific assumption as of the effective date regarding uncertain information used in an analysis which, if found to be false, could alter the appraiser’s opinions or conclusions.” This report is made with the following extraordinary assumption(s).  None Hypothetical Condition, “a condition, directly related to a specific assignment, which is contrary to what is known by the appraiser to exist on the effective date of the assignment results, but is used for the purpose of analysis.” This report is made with the following hypothetical condition(s):  None REGIONAL CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 6 REGIONAL The subject is located in the Corpus Christi Metropolitan Statistical Area (MSA) which is located on the Texas Gulf Coast, approximately midway between Houston and the Mexican border. It is 200 miles southwest of Houston, 200 miles south of Austin, 130 miles southeast of San Antonio and 130 miles north of the Mexican border. The MSA covers three counties – Aransas, Nueces, and San Patricio. DEMOGRAPHICS According to Esri, the 2020 population estimate of the Corpus Christi Metropolitan Area is 437,397, making it the 7th largest metropolitan area in the Texas. Based on that estimate, the area gained approximately 30,000 new residents between 2010 and 2020. The main industries of the area include military, oil production, shipping, and construction. Leisure and hospitality industries are also important to the area, as the coast attracts many tourists. REGIONAL CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 7 ECONOMICS Corpus Christi MSA Corpus Christi’s recovery is proceeding slowly, and the area is among Texas’ weaker economies. Nonfarm employment in Corpus Christi fell just more than 15% between February to April due to COVID-19 and mandatory lockdowns, with leisure/hospitality accounting for just over half of the jobs lost in the metro area. Since April, jobs have returned steadily with businesses reopening; in the ensuing four months the metro area recouped half of the jobs lost but then gave back some of them in September. Payroll employment is 8% below its pre-virus level versus 6% statewide and 7% nationwide. After the unemployment rate peaked in April at 16.1%, which is nearly double the Great Recession apex, the jobless rate in Corpus Christi has fallen to 8.4%. Single-family housing in Corpus Christi is experiencing a seller’s market. Record low mortgage rates and pent- up demand from when activity was depressed during COVID-19’s initial spread are fueling stronger sales, which, when coupled with tight supply, are powering faster growth in the Case-Shiller index. After suffering a greater initial blow from the fallout from the pandemic, Corpus Christi will rebound more slowly than in other parts of Texas but bounce back slightly faster than the nation. Corpus Christi was hit particularly hard by its initial exposure to the virus with high case counts early on and pain from an above-average reliance on energy and logistics. Thankfully, new case counts are lower than average, falling after Nueces County became a hot spot early on during the outbreak. Furthermore, Corpus Christie has a below-aver-age share of residents age 55 and older, those most susceptible to poor outcomes. Corpus Christi is in Phase 3 with relaxed restrictions except for bars remaining closed. Employment will rebound to pre-pandemic levels early in 2023, a bit sooner than in the U.S., but shortly after the state. The worst may be over for the energy industry, but a quick turnaround is not in the cards. The rig count in the Texas district that includes Corpus Christi is near zero, and mining payrolls are at a more than 15-year low and down almost three-quarters since 2014. Though oil prices are stable near $40 per barrel, and more operators are completing wells, the outlook for demand is only cautiously optimistic with the recent surge in COVID-19 cases in parts of the U.S. and elsewhere dampening expectations for prices and fuel consumption. Oil prices need to rise to around $50 per barrel for firms in Corpus Christi to profitably drill new wells and reaching this level before 2022 will be hard because of the balance of supply and demand. Meanwhile, oil transportation capacity has risen, and supply is no longer tight. REGIONAL CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 8 Corpus Christi’s consumer industries were by far the hardest hit by the pandemic, and it will take longer for them than average to recover. Low-paying consumer services typically make up 25% of jobs in Corpus Christi, but 16,000 jobs in leisure/hospitality and retail were lost in March and April. Even after the initial rebound in jobs this summer from stores and restaurants reopening, employment in consumer services is still down more than 13% from the pre-virus level. Incomes have fallen, and with the removal of federal fiscal stimulus, consumers will spend less on goods and services. Retail employment will recover by 2022, but it will be later this decade before leisure/hospitality makes a full comeback. Strengths  Port’s strategic gulf location ideal for trade and exports.  Attractive retiree and tourist destination.  Lower oil drilling costs at Eagle Ford than in northern states such as North Dakota. Weaknesses  Low educational attainment.  Heavy reliance on oil and exports.  No competitive advantage from living costs. 2015 2016 2017 2018 2019 INDICATORS 2020 2021 2022 2023 2024 28.5 26.6 27.3 27.5 27.3 Gross Metro product (C09$ bil)26.1 27.2 28.8 30.0 30.8 7.1 -6.6 2.5 0.6 -0.6 % change -4.5 4.3 6.0 4.2 2.5 194.0 192.7 192.5 193.2 193.9 Total employment (ths)181.7 183.2 189.3 195.7 199.2 0.3 -0.7 -0.1 0.3 0.4 % change -6.3 0.8 3.4 3.4 1.8 5.1 5.9 5.8 4.9 4.3 Unemployment rate (%)9.0 8.6 7.3 5.9 5.4 -0.5 -4.6 4.7 4.5 3.9 Personal income growth (%)3.7 -2.5 5.0 6.1 5.3 52.0 52.1 53.4 54.3 55.2 Median household income ($ ths)56.5 56.0 57.8 60.1 62.2 452.4 454.1 453.8 452.1 452.5 Population (ths)455.0 457.9 461.0 464.0 467.1 1.0 0.4 -0.1 -0.4 0.1 % change 0.5 0.6 0.7 0.7 0.7 1.9 -0.7 -2.2 -3.3 -1.3 Net Migration (ths)6.0 0.8 1.0 1.0 1.0 1,607 1,631 1,178 1,711 1,842 Single-family permits 1,685 1,446 1,577 1,528 1,471 546 279 8 16 214 Multifamily permits 323 512 400 358 331 196.0 205.2 209.6 217.5 226.3 FHFA house price (1995Q1=100)232.2 227.7 234.4 250.0 260.2 Moody’s Analytics REGIONAL CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 9 MAJOR ATTRACTIONS Corpus Christi is a popular tourist destination because of its mild climate and location. It is the second most frequented vacation destination in Texas with 5 million annual visitors. Most visitors are the traditional summer beach visitors and “Winter Texans” which pump an estimated $250 million annually into the local economy. Corpus Christi convention activity is focused in the area at the north end of Shoreline Boulevard near the Harbor Bridge. The American Bank Center Convention Center events support a number of hotels in the downtown Bay Front area. The center (located at 1901 N. Shoreline Boulevard – north of IH 37 and east of US 181) opened in late 2004 and features a 2,526-seat auditorium, a sports arena seating 10,500 and meeting and exhibition space. The sports arena is home to Corpus Christi’s Ice-rays hockey team and the Texas A&M – Corpus Christi University basketball teams. Whataburger Field is home to the Corpus Christi Hooks, the Double-A affiliate of the Houston Astros. TRANSPORTATION Corpus Christi International Airport The Corpus Christi International airport serves the coastal bend of Texas. The four airlines that serve CCIA are Alaska, American, Southwest, and United Airlines. These airlines provide direct flights to both airports in Houston as well as in Dallas. Port of Corpus Christi The Intracoastal Waterway and the Port of Corpus Christi make Corpus Christi a major transportation and bulk cargo center. The port is the 8th largest in the nation in terms of annual tonnage and is located mid-way along the Texas coast on the Gulf of Mexico (approximately 150 miles north of the United States/Mexico border) just north of IH 37 and the Central Business District (CBD). Low cost barge transportation is available on this 1,177-mile waterway that links Corpus Christi with 9,812 miles of commercially navigable waterways in the mid-continent regions of the Mississippi River and its tributary systems as well as 2,500 miles of waterway along the Gulf of Mexico. The Texas Department of Transportation The main thoroughfares that serve the area are I-37, which provides easy access to San Antonio, State Highway 35, which connects the area to Houston, and US Highway 77, which connects the area to the Rio Grande Valley. Other important roadways include State Highways 358 and 361, which connect the city to Padre Island. REGIONAL CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 10 CONCLUSION Corpus Christi will recover slightly faster than the U.S. but slower than Texas in the next several quarters. Risks are weighted to the downside given weakness in mining and the underperformance of consumer services. Longer term, abundant natural resources, and its location in a bay with a port will keep Corpus Christi an above-average performer. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 11 NEIGHBORHOOD A neighborhood is typically a segment of a community, city or town which is a homogeneous grouping of individuals, buildings or business enterprises within the larger community. A neighborhood has three stages of life and possibly a fourth. They are (1) integration (the development stage), (2) equilibrium (the static stage), (3) disintegration (the declining or decaying stage), and possibly (4) a redevelopment or rejuvenation state or period and continuance of the neighborhood life cycle. SUBJECT NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 12 LOCATION The subject property is located in the City of Corpus Christi, Nueces County, Texas. The subject neighborhood is best defined by use patterns, as well as the location of major thoroughfares and natural boundaries. Neighborhood boundaries are generally defined by the Corpus Christi Bay to the north, The John F. Kennedy Memorial Causeway to the east, The Gulf of Mexico to the west and Whitecap Boulevard to the south. GENERAL INFORMATION Corpus Christi is a coastal city in the South Texas region, which is 130 miles southeast of San Antonio. Corpus Christi has a population of 325,734 people with a median age of 35.1 and a median household income of $54,344. Between 2015 and 2016 the population of Corpus Christi grew from 324,082 to 325,734, a 0.51% increase and its median household income grew from $51,255 to $54,344, a 6.03% increase. This city is home to a number of popular destinations for both tourist and residents. Most of the local economy is driven by tourism and the oil and petrochemicals industry. The city’s location provides opportunities for water sports and nature tourism. Some of the most visited attractions are located on North Beach, where the Texas State Aquarium and the USS Lexington Museum on the Bay are located. Schlitterbahn Riverpark and Resort is located on the southeastern portion of Corpus Christi and offers a unique vacation destination with over a mile of rivers which can be accessed by 16 beaches, all interconnected with each other. The resort also includes a full-service restaurant and a golf course, offering amenities and activities for all ages. The Port of Corpus Christi, which is the fifth largest U.S. Port and deepest inshore port on the Gulf of Mexico, handles mostly oil and agricultural products. Corpus Christi is home to several institutions of higher learning such as Texas A&M University-Corpus Christi, De Mar College, Saint Leo University-Corpus Christi and numerous vocational schools. The city has six school districts which provide primary and secondary education for residents. The market area is a combination of vacant land, single-family residential, retail, multifamily, office and industrial uses. Retail/commercial development is primarily located along major thoroughfares such as SH 358 (South Padre Island Drive). Residential uses are located on secondary thoroughfares. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 13 WAVES RESORT CORPUS CHISTI The former Schlitterbahn Waterpark is now known as Waves Resort Corpus Christi featuring Schlitterbahn Waterpark. Ownership of the 100-acre property changed hands in May 2018. The new owners invested a reported $15 million in renovations bringing the 91-room resort complex and waterpark up to contemporary standards, offering a new gaming experience with a 4,000 SF gaming lounge and E-Sports training facility along with an outdoor theater and performance stage. The resort hosts plenty of aquatic attractions and features an award-winning restaurant and bar offering coastal cuisine. The property is located on the southeastern portion of Corpus Christi and offers a unique vacation destination with over a mile of rivers which can be accessed by 16 beaches, all interconnected with each other. This waterpark draws from the tourism that frequents South Padre Island from Texas and Mexico. The park is well established and continues to provide cutting edge technology for its rides and new “off-peak” events to grow its year round business, offering amenities and activities for all ages. NAVAL AIR STATION CORPUS CHISTI NAS Corpus Christi was commissioned on March 12, 1941 after a board found that a lack of training facilities capable of meeting an emergency demand for pilots constituted a grave situation. NAS CC provided intermediate flight training in World War II, training naval pilots to fly SNJ, SNV, SNB, OS2U, PBY, and N3N airplanes. In 1944 it was the largest naval aviation training facility in the world. The facility covered 20,000 acres, had 997 hangars, shops, barracks, warehouse and accessory buildings. Today, Training Air Wing FOUR produces approximately 400 newly qualified aviators each year via the “Maritime Pipeline” for shore-based US Navy, US Marine Corps and US Coast Guard fixed—wing jet and turboprop aircraft. Training Air Wing FOUR consists of four squadrons which handle training in the T-6B Texan II, a single engine turboprop aircraft and advanced training in the twin engine T-44C Pegasus aircraft. NAS Corpus Christi is also home to the Corpus Christi Army Depot, the largest helicopter repair facility in the world. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 14 ACCESS Access to the subject neighborhood is considered good due to its proximity to Interstate Highway 37 and US Highway 77 / Interstate Highway 69E. North of the subject site is Interstate 37 which provides a direct link to both Interstate Highway 35 and Interstate Highway 10 in San Antonio. Interstate 69E / US Highway 77 connects the city to Brownsville to the south and Victoria and Waco to the north. Texas State Highway 44 is a main thoroughfare that connects Corpus Christi to Laredo and the western part of South Texas by way of Interstate 69W / US Highway 59, Interstate 35, and US Highway 83. The inner-city public transportation is provided by Corpus Christi Regional Transportation Authority with its bus route. Other primary thoroughfares include Highway 286 (Crosstown Expressway) and Highway 358 (South Padre Island Drive). UTILITIES The majority of the city of Corpus Christi is adequately served by all the typical utilities, including water, sewer, electric service, natural gas, septic and public telephone. However, the subject property does not have access to the city of Corpus Christi public water or public sewer. Major utility companies servicing the neighborhood include the City of Corpus Christi and TXU Electric Company. NUISANCES & HAZARDS Nuisances and hazards are limited in the subject neighborhood. Vibration, smoke, smog, odors and intense noise are basically related to vehicular traffic along the major thoroughfares. As in any area, traffic density poses problems ranging from congestion to noise. These problems are not severe and are a natural part of most communities. LIFE CYCLE Each neighborhood has a unique and dynamic quality all its own, given man's unique imagination, design and development of an area. This quality is described as a "life cycle," which is identified in The Appraisal of Real Estate as evolving through the following four stages. Growth Neighborhood gains public favor and acceptance Stability Equilibrium without marked gains or losses Decline Diminishing demand Revitalization Renewal, modernization and increasing demand Overall, the subject neighborhood appears to be in the stability period of its life cycle. Land prices have increased. The immediate area is a well-established area within the city of Corpus Christi and is considered to be approximately 70% developed. Properties appear to range in age from new to over 50 years. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 15 CONCLUSION The subject neighborhood is located in Corpus Christi, Nueces County, Texas. Demand for virtually all types of real estate in this area has been mostly stable in recent years. The future growth of the neighborhood relies heavily upon the strength of the economy and the overall strength of the real estate market within the entire Corpus Christi area. The subject property displays good locational attributes in the defined neighborhood and should benefit from any positive economic conditions experienced by the immediate area. Based on research of land sales in the subject neighborhood and discussions with local real estate brokers, land market values in the Corpus Christi area have increased at a rate of approximately 5.0%/year and are expected to continue to increase at a similar rate for the foreseeable future. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 16 DEMOGRAPHICS The following pages summarize data generated by the STDB. NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 17 NEIGHBORHOOD CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 18 COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 19 COVID-19 The COVID-19 pandemic continues to impact the economy and commercial real estate. LPA is working diligently to capture and analyze current market data to reliably quantify impacts on real property values. Outlined below is a timeline of important events in the history of the pandemic, as well as sentiment from leading experts regarding the current condition of commercial real estate and the recovery of the economy. As the situation evolves, LPA is committed to monitoring current events and how they affect the commercial real estate market. Jan 21 The first instance of the coronavirus is seen in the U.S. Mar 11 The World Health Organization declares COVD-19 a worldwide pandemic. Mar 27 President Trump signs a $2 Trillion economic stimulus bill. May 26 All 50 states had begun some form of reopening procedure. Dec 11 The FDA approves use of the Pfizer-BioNTech vaccine. Dec 18 THE FDA approves use of the Moderna vaccine. Feb 27 The FDA approves emergency use of the Johnson & Johnson vaccine. Mar 3 Governor Abbott declares that all restrictions in Texas will be lifted starting March 10. Mar 10 Congress passes the American Rescue Plan, the largest stimulus bill to date. Mar 23 Texas announces that all adults will be eligible for the vaccine beginning March 29. May 14 CDC updates guidelines, stating that fully vaccinated people do not have to wear a mask or socially distance. Jun 24 CDC grants a one-month extension of the national moratorium on evictions. Jul 8 Olympic Committee announces that spectators are barred from attending the games, as the delta variant increases case counts around the world. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 20 UNEMPLOYMENT Employment figures are paramount in analyzing trends in the market. The COVID-19 pandemic has strongly affected the employment status in numerous non-essential and essential industries. As stay-at- home orders began, employment in sectors such as retail and food service sharply declined. The graphs to the right show the weekly number of jobless claims on the national and state level. The number of jobless claims skyrocketed in March, when the pandemic officially began, with official unemployment numbers reaching 23.1 million or 14.7%. Unemployment steadily declined over the following months, with January reaching a rate of 6.3% or 10.1 million people without jobs. While this is an improvement, the number is still well above pre- pandemic levels. As of May 2021, the unemployment rate sits at 5.8%, signaling uneven job growth. The average monthly gain over March, April, and May was 540,000 positions. If this rate continues, it will be well into 2022 before the labor market returns to pre-pandemic levels. COVID-19 affected virtually all industries in a negative way. Of the 31 major employment sectors defined by the Bureau of Labor Statistics, 27 set a single-month record for job loss in March. Only utilities, telecom, and other information sectors and the federal government did not shed jobs at a record pace. As mentioned previously, the food service and retail sectors bore the brunt of the negative effects, as these industries are most affected by occupancy restrictions and social distancing guidelines. The chart below shows the quarterly job loss/gain by industry. As shown below, virtually all industries have experienced significant growth since the initial fall in 2020, but, as mentioned previously, growth has slowed given the lingering effects of the virus. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 21 POLICY RESPONSE While the foremost consideration during the pandemic is public health policy, virtually all local, state, and federal governments enacted some sort of monetary and fiscal policy to ease the burden the virus is putting on economies at all levels. Monetary Policy The U.S. Federal Reserve initiated a ‘whatever it takes’ approach to monetary and banking policy at the onset of the pandemic. While many actions were taken, the most substantial steps have been to decrease interest rates and begin measures of quantitative easing. The Fed has decreased the federal funds rate by 1.5% since March 3. This rate serves as a benchmark for other short- and long-term rates, and is aimed at lowering rates on mortgages, auto, and home equity loans. These rates will remain low until the Fed sees minimum improvement in labor market conditions. Quantitative Easing refers to the Fed purchasing trillions of dollars in securities in order to restore smooth market functioning so that credit can continue to flow. In terms of its correlation to real estate, the Fed has encouraged banks to continue to function by direct lending, as well as temporarily relaxing regulatory requirements. The Fed has also instituted many of the same tools used in the great recession in 2008. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 22 Fiscal Policy The table below shows the extent of stimulus the federal government has enacted thus far, with the most significant being the CARES Act. On March 26, 2020, the U.S. Senate passed this approximately $2 Trillion coronavirus response bill, which included an estimated $560 billion to individuals by way of stimulus checks and extra unemployment benefits, $377 billion in emergency grants and loan relief for small businesses, $500 billion in employment relief for large corporations, including airlines, and $150 billion to state and local governments in form of direct aid. After nine months without any new stimulus, a new package was passed by the House and the Senate in December 2020 that totaled $900 Billion, approximately half of the total amount of the CARES Act. Shortly thereafter, a $1.9 trillion dollar bill named the American Rescue Plan passed on March 10, 2020. The bill includes $1,400 in stimulus checks to taxpayers earning less than $80,000/year, $300 in extra unemployment checks, aid to small businesses in the form of refunding the Paycheck Protection Program, and $123 Billion in health-aid spending. This bill is the largest bill passed in relation to the pandemic to date. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 23 PROPERTY TYPES The commercial real estate industry is segmented, meaning that different geographic areas and property types react to economic conditions in various ways. This has proven to be true as it related to COVID-19. Below are descriptions of the major property types and how they specifically are being affected by the virus. Multi Family Although the multifamily sector is traditionally seen as a resilient property type, different sectors of apartments have been affected in different ways. It is noted that federal stimulus and increased personal savings have kept vacancy and rent loss lower than predicted. Demand has been focused on suburban markets, as they offer more space at a lower price. This is due to work location trending more towards the home than the office. Consequently, urban markets have seen a substantial drop in demand. Industrial The industrial sector has been one of the least affected property types through the pandemic. While activity and leasing slowed given restrictions, increased space needs from the e-commerce sector has place upward pressure on the demand for quality industrial space. Exceptions to this have included markets dependent on energy, buildings leased to small/non-credit tenants, and properties located in secondary markets. Retail The retail sector is among the hardest hit property types. While the emergence of ecommerce was already shifting space needs for producers, the pandemic has caused this shift to accelerate even further. However, the pandemic has not doomed all traditional retail, as many retailers have adjusted to the pandemic. Store retailers have remained stronger than previously hoped, as personal savings and retail spending has increased through the pandemic. Sporting goods, home improvement, and grocery stores have been strengths. However, service-oriented retail such as restaurants and clothing stores are still experiencing strain. As the vaccines continue to progress through society, pent-up demand should improve these businesses. Office Many office landlords are feeling the effects of COVID-19. As unemployment increased and economic activity dropped, demand for office space in the short term decreased. This weak demand has increased vacancies, put downward pressure on rents, increased concessions, and slowed lease-up of vacant space. While demand has increased as the economy has recovered, the work from home phenomenon has gained popularity and technology has made it easier to accomplish. This will likely lead to a more permanent demand for office space even as the virus disappears. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 24 Hospitality Hotels remain the hardest-hit property type to date. As travel restrictions have been placed, hotel rooms have been empty. While the impacts have been felt heavily in all classes of lodging, the damage is proportionate. Most current hotel occupancy is coming from the economy class, as those who are travelling are opting to stay at less expensive, limited-service hotels. Luxury hotels that rely on group and convention demand have been the most heavily affected. According to STR and Tourism Economics, the U.S. Hotel Industry is projected to report a 50.5% decline in RevPAR in 2020. RECOVERY According to economists at the CoStar Group, the U.S. GDP declined 34% in Q2 2020 at the onset of the pandemic when widespread shutdowns commenced. However, a year later, as of Q2 2021, overall economic outlook is positive. Most forecasts estimated that the economy would not return to normal levels until late 2022 at the early stages of the pandemic. Current forecasts have the US reaching this far sooner. Per Daniel Bachman, economist at Deloitte, this is due to four main reasons. First, business finances are healthy. Previous recessions were caused by financial reasons, meaning companies had to rebuild their balance sheets before resuming spending. Government investment softened the blow, leaving businesses ready to invest when they could do so safely. Secondly, household savings increased dramatically over the pandemic. As a result, the reopening of consumer service will lead to pent up spending, which differs from normal post-recession behavior. Third, the pandemic has accelerated productivity trends. Telecommuting and e-commerce were already on the rise, but businesses were forced to adopt these changes immediately, leading to faster innovation and therefore productivity growth. Lastly, government spending will continue to support growth, long after initial bills were signed into law. While recovery throughout different sectors will be uneven, the overall outlook of the economy is strong. VACCINES Full recovery of the economy can only happen with containment of the virus. To accomplish this, multiple vaccines have been in development since the virus was first seen in early 2020. As of February, three vaccines are currently approved by for “emergency use” in the U.S., with more to be announced in the coming months. Emergency use means that the FDA allows for widespread use of the vaccines as long as the public benefits. Consequently, public administration has begun in the U.S. and across the world. While roll-out plans differ from state to state, the most common starting point has been to make doses available to people over 65 years old and/or with pre-existing conditions. In the months following, the vaccine has been approved for all adults as well as adolescents. The below chart shows the cumulative number of vaccines as compared to new daily cases of the virus across the country. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 25 The three vaccines currently being administered across the country were developed by pharmaceutical companies Pfizer-BioNTech, Moderna, and Johnson and Johnson. Pfizer and Moderna vaccines are similar in that each requires 2 doses weeks apart, while Johnson and Johnson only requires one dose. The first two were approved in mid-December and have been administered in greater numbers each day, while the third was approved in late February. Researchers have determined that currently, these vaccines are over 90% effective in protecting people from the virus. The emergence of new variants of the virus may lessen effectiveness, but this rate is still far above more common vaccines such as the flu. AstraZeneca is also developing a vaccine that is effective in combating the virus, but has not yet been approved for use in the U.S. COVID-19 CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 26 CONCLUSION The COVID-19 pandemic was unprecedented, and therefore ever changing. The commercial real estate industry has responded in various ways. In many of the heavily affected sectors, rent relief has been requested and deals are being put on hold. The overwhelming sentiment is that market participants are taking a ‘wait and see’ approach regarding their next steps. As mentioned previously, LPA is working diligently to capture and analyze current market data to reliably quantify impacts on real property values, national and regional. As the situation evolves, LPA is committed to monitoring current events and how they impact the commercial real estate market. SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 27 SITE DESCRIPTION PHYSICAL CHARACTERISTICS Location The subject property is located at the southwest corner of South Port Avenue and Dillon Lane. The physical address associated with the subject is 4301 and 4305 South Port Avenue, Corpus Christi, Nueces County, Texas. Legal Description Lots 2 and 3, Block A-5, Port Ayers Suburban Center, City of Corpus Christi, Nueces County, Texas. Size / Configuration / Flood Zone Per the Nueces County Appraisal District, the subject site consists of two, contiguous tracts of land totaling 0.4811-acre (20,959 SF). The subject is rectangular in shape and displays generally level topography. The site is currently cleared and is at street grade. No flood plain is noted. Frontage / Accessibility The subject site is considered to possess adequate frontage to support future development. The subject is considered to possess adequate access and visibility to South Port Avenue, a primary traffic carrier and Dillon Lane, a secondary traffic carrier in the area. South Port Avenue is a two-way, four-lane, asphalt paved roadway with a center turn lane and partial, landscaped medians. Dillon Lane is a two-way, two-lane, asphalt paved roadway with curb and gutter drainage. Utilities Public water and sewer service are provided by the subject’s municipality. According to city officials, these utilities are sufficient for the development in the area. In addition, the city provides fire and police protection along with garbage pick-up. Electrical and natural gas are provided by the region’s typical providers. At the present time, all utilities appear to be sufficient for area development patterns. Soils It is noted that the appraiser is not a civil engineer and does not make any warranties regarding the structural integrity of the soil located on the subject. The site's soil appears such that its load-bearing capacity does not restrict the construction of ordinary structural improvements. No evidence to the contrary was noted during my physical inspection of the site. SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 28 LEGAL CHARACTERISTICS Zoning / Restrictions The subject property is zoned “IL” – Light Industrial District by the City of Corpus Christi. The Light Industrial District accommodates light manufacturing, fabricating, warehousing, and wholesale distributing in buildings with access by major arterials, freeways, or railroads in either central or outlying locations. Examples of permitted uses within this district include crematoriums, social services, commercial parking, fairgrounds, offices, restaurants, vehicle sales and services, veterinarians, retail sales and services, warehouses, waste services, among others. Outlined below are the dimensional standards for the Light Industrial District. The subject is a legal, conforming use. Easements / Encroachments The subject site is encumbered by typical utility easements. Due to the general location of these easements, they are not considered detrimental toward development and/or the site's overall marketability. No other detrimental easements and/or encroachments were noted upon physical inspection of the subject tract. It should be noted, however, that if a current survey map, or a registered surveyor determines that adverse easements exist, these factors might impact the market value and/or the marketability of the subject property. Therefore, it is assumed that no easements and/or encroachments exist, which would adversely affect the marketability or desirability of the site. CONCLUSION Given the physical characteristics, the subject site is capable of being developed with a variety of light industrial or commercial uses. SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 29 SUBJECT SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 30 SUBJECT SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 31 SUBJECT SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 32 SUBJECT SITE DESCRIPTION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 33 SUBJECT PROPERTY HISTORY CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 34 PROPERTY HISTORY Ownership of the subject property is currently vested in Robert G. Lozano and Edward G. Lozano, as evidenced by the county deed records. The property has been in the same ownership for an excess of three years prior to the effective date of this report. The City of Corpus Christi has an option agreement to purchase the subject for $250,000 which appears above market given the market data analyzed herein. Given the subject property’s proximity to the city’s gas department building across the street, it is worth noting that the subject is more desirable to the City of Corpus Christi versus the typical market, and it would be reasonable to assume that the city would pay a premium to acquire the subject for use in conjunction with its existing facilities. The property is desired for additional employee parking for the city’s Gas Department Office adjacent to the north across Dillon Lane. No further history was uncovered. The tax accounts associated with the subject are shown below: PROPERTY HISTORY CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 35 PROPERTY HISTORY CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 36 REAL ESTATE TAXES CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 37 REAL ESTATE TAXES The subject property is located in the City of Corpus Christi, Nueces County, Texas and is taxed based on values established by the county tax assessors. The tax rates are applied to the assessed value of the subject property, and the taxes for the subject property are then estimated. The taxes are estimated per $100 of assessed value. This property is subject to taxes for the City of Corpus Christi, Nueces County, and the Corpus Christi ISD. The subject property consists of two contiguous parcels that exhibit a combined market assessment of $117,920 ($5.63/SF), which is considered favorable based on the opinion of market value herein. Current taxes are estimated as follows: Authority Assessed Value Rate / $100 Tax Liability City $117,920 $0.6462640 $762 County $117,920 $0.7119070 $839 School $117,920 $1.2564000 $1,482 $2.4545710 $3,083 PROPERTY TAX CALCULATION Acct# 287880 & 287881 HIGHEST & BEST USE CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 38 HIGHEST & BEST USE The Appraisal Institute defines highest and best use as follows: "The reasonably probable and legal use of vacant land or an improved property, which is physically possible, appropriately supported, financially feasible, and that results in the highest value." The four criteria the highest and best use must meet are: PHYSICALLY POSSIBLE LEGALLY PERMISSIBLE 1 What uses of the site in question are physically possible? 2 What uses are permitted by zoning and deed restrictions? FINANCIALLY FEASIBLE MAXIMALLY PRODUCTIVE 3 Which possible and permissible uses will produce a net return to the owner of the site? 4 Among the financially feasible uses that are physically possible and legally permissible, which use will produce the highest net return or the highest present worth? There are two types of highest and best use studies. The first is the highest and best use of the land or site as though vacant. The second is the highest and best use of the property as improved. The highest and best use of land or a site as though vacant assumes that the parcel is vacant or can be made vacant by demolishing any improvements. The question to be answered in this analysis is: If the land is, or were vacant, what use should be made of it? The highest and best use of a property as improved pertains to the use that should be made of an improved property in light of its improvements. Should it be maintained as it is, or be renovated, expanded, demolished, or partly demolished? Should it be replaced with a different type or intensity of use, or should it be held as an interim use? The improvements should be retained as long as they have some value and the return from the property exceeds the return that would be realized by a new use, after deducting the costs of demolishing the old building and constructing a new one. HIGHEST & BEST USE CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 39 HIGHEST & BEST USE - AS IF VACANT Physically Possible The subject is rectangular in shape and consists of two contiguous tracts of land totaling 0.4811-acre (20,959 SF). The physical address associated with the subject is 4301 and 4305 South Port Avenue, Corpus Christi, Nueces County, Texas. The property has all necessary utilities in place and is relatively level in regards in topography. The site is currently cleared and is a street grade. No flood plain is noted. The site is primarily surrounded by light industrial and commercial uses. A vacant retail building is adjacent to the south and the Dillon Industrial Village is located just southwest of the subject. A retail/flex building is located adjacent to the west, the City of Corpus Christi’s Gas Department facility is immediately to the north, and a Kleberg bank office/branch is situated to the east. Access to the subject’s neighborhood is considered good due to its hard corner intersection and location near area primary traffic carriers. The principle of conformity is an important consideration in determining the physically possible uses of a site. Conformity is the appraisal principle that holds that real property value is created and sustained when the characteristics of a property conform to the demands of its market. The styles and uses of the properties in an area may conform for several reasons, including economic pressures; the shared preferences of owners for certain types of structures, amenities, services; and the enforcement of uniform standards by zoning ordinances. Based on the subject’s physical characteristics and the principle of conformity, the subject site would most likely be utilized for some form of commercial or light industrial use. Legally Permissible As mentioned previously, the subject property is zoned “IL” – Light Industrial District by the City of Corpus Christi, which allows for a variety of industrial and commercial uses. Other than zoning, no private deed restrictions were uncovered during a normal investigation, which would further limit the potential uses of the subject site. Nonetheless, a title policy is strongly suggested in order to guarantee the absence of adverse restrictions. No other legal restrictions or covenants were found to be imposed on the subject property at the time of the appraisal, which would further restrict its development. The site's zoning requirements support the physical indication that the site’s most probable use, as if vacant, would be for some form of commercial or light industrial commercial use. Financially Feasible & Maximally Productive The prior consideration of physically possible uses and legally permissible does not significantly narrow the use of the subject property. Based on market data presented in this report, it appears that development of a light industrial or commercial building is likely feasible. After considering legal, physical and financial alternatives, it is our opinion that the highest and best use of the subject site, as if vacant, is for some form of commercial or light industrial use. LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 40 LAND VALUATION The principles of real estate appraisal are basic to the sales comparison approach; however, one of the most important is the principle of substitution. "As applied to the sales comparison approach, the principle of substitution holds that the value of a property tends to be set by the price that would be paid to acquire a substitute property of similar utility and desirability." The sales comparison approach is a method of estimating market value whereby a subject property is compared with comparable properties that have sold recently. One premise of the sales comparison approach is that the market will determine a price for the property being appraised in the same manner that it determines the prices of comparable, competitive properties. Essentially, the sales comparison approach is a systematic procedure for carrying out comparative shopping. As applied to real estate, the comparison is applied to the unique characteristics of the economic good that cause real estate prices to vary. LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 41 COMP MAP SUBJECT COMP 2 COMP 4 LISTING COMP 3 COMP 1 LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 42 COMPARABLE 1 Date of Sale January 14, 2021 Sale Price $250,000 Price Per Acre $309,713 Price Per SF $7.17 Size (acres)0.807 Size (SF)34,848 Grantor San Marin Laundry Company, LLC Zoning CG-1 - General Commercial Grantee Robert J. Gamez Shape Rectangular Recording 2021002264 Topography Generally Level Confirmation Broker Utilities Available This property is located on the southeast side of Kostoryz Road, across from Horne Road. Surrounding development consists of a resale thrift store, H-E-B, the Windrush Apartments, and other commercial uses as well residential uses nearby. The property was purchased by an owner user. It should be noted, approximately 85% of the property had a concrete slab in place at the time of sale. Additionally, the confirmation source indicated the owner was overly motivated to sell the property to roll some 1031 cash into another purchase. Source: Wade Spenst (361) 834-6333 Address / Location 4326 Kostoryz Road, Corpus Christi, Texas LOCATION PHYSICAL DATA COMMENTS SALES DATA LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 43 COMPARABLE 2 Date of Sale July 1, 2020 Sale Price $370,000 Price Per Acre $404,376 Price Per SF $9.28 Size (acres)0.915 Size (SF)39,857 Grantor Texas Trail Properties LLC Zoning RM-1 - Multifamily 1 Grantee Adventure Investments Ltd Shape Generally Rectangular Recording 2020-027992 Topography Generally Level Confirmation Broker Utilities Available The property is located on northwest corner of Texas Trail and Reid Drive, south of Gordon Street. The broker could not disclose the exact sales price, but indicated it was very close to the asking price or at the asking price of $375,000; therefore, a sales price of $370,000 is utilized herein. The property was purchased to be developed as a pediatrician office. Source: Tom Verducci 210-445-7223 Address / Location 522 Texan Trail Corpus Christi, Texas LOCATION PHYSICAL DATA COMMENTS SALES DATA LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 44 COMPARABLE 3 Date of Sale October 25, 2018 Sale Price $480,000 Price Per Acre $434,785 Price Per SF $9.98 Size (acres)1.10 Size (SF)48,090 Grantor Stripes LLC Zoning CN-1 - Neighborhood Commercial Grantee Coastal Plains Veterinary Properties LLC Shape Rectangular Recording 2018047423 Topography Generally Level Confirmation Broker Utilities All available The property is located at the southeast corner of Everhart Road and Snowgoose Road. No flood plain is noted. The property was developed with a veterinary clinic subsequent to the sale. No flood plain is noted. Source: Lawrence Young 361-851-888 Address 6818 Everhart Road, Corpus Christi, Texas LOCATION PHYSICAL DATA COMMENTS SALES DATA LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 45 COMPARABLE 4 Date of Sale September 12, 2017 Sale Price $600,000 Price Per Acre $444,444 Price Per SF $10.17 Size (acres)1.35 Size (SF)58,974 Grantor Coastal King LTD and Hart Restaurant Management, Inc. Zoning CG-2 - General Commercial Grantee Kleberg Bank Shape Irregular Recording 2017038751 Topography Generally Level Confirmation Confidential Utilities All available The property is located at the northwest corner of Horne Road and David Street. It should be noted, David Street is the State Highway 286 (Crosstown Expressway) frontage road. No flood plain is noted. A Kleberg Bank branch was constructed on the property subsequent to the sale. Address 2100 Horne Road, Corpus Christi, Texas LOCATION PHYSICAL DATA COMMENTS SALES DATA LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 46 LAND SALES SUMMARY The market data utilized for the basis of this analysis is considered the best available and indicative of current market trends for undeveloped land in the subject market area. Components that affect the sale price of vacant land are numerous, but the most prominent are property rights conveyed, terms, conditions of sale, market conditions, size, location, physical features, zoning and public utility availability. The following criteria and subsequent adjustment grid have been implemented in order to reconcile the quality and quantity of the data available and analyzed within this approach to value. Property Rights The adjustment for property rights conveyed recognizes that differences in legal interest or estate between the subject and the comparable properties may occur. In this analysis, all the sales occurred in fee simple title. With respect to this factor, no adjustments were warranted. Financing Terms The adjustment for cash equivalency takes into account the fact that the transaction price of the comparable property may not be equal to its cash equivalent price. All the sales utilized in this analysis were cash to seller transactions or transactions involving market financing, and no adjustment for cash equivalency was necessary. Conditions of Sale The transactions occurred between September 2017 and January 2021. Adjustments for conditions of sale are intended to recognize motivations of the buyer and the seller that are unique to ordinary market conditions. All of the comparable market data utilized herein were arm's length transactions. With respect to this factor, Comparable 1 is adjusted upwards as the seller was overly motivated to sell the property to roll some 1031 cash into another purchase. LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 47 Market Conditions The transactions occurred between September 2017 and January 2021. Each of the previous sales have been given consideration for the lapse of time between the date of sale and the effective date of this appraisal (market condition). The available market data was analyzed in an attempt to extract an adjustment for this factor. It should be noted that recent market conditions related to COVID-19 are having an impact on real estate values for certain property types. We have included some comparable sales that transacted either during or before the onset of the COVID-19 pandemic. The table below illustrates survey results provided by market participants across the region and their perspective on impacts of real estate values due to the pandemic. Date Surveyed Company Property Type % Impact on Values May 20, 2020 Cobb Lundquist & Atnip Land 0.00% August 25, 2020 Garron Dean & Associates Land 0.00% March 19, 2021 Joe Adame & Associates Land 0.00% April 8, 2021 Gulftex Properties Land 0.00% Average 0.00% COVID-19 MARKET SURVEY Only Comparable 1 and 2 occurred since the pandemic; however, the market participants interviewed indicated that land values have not been negatively impacted by COVID-19. In fact, positive market appreciation is being felt especially since widespread access to vaccines are now available. With respect to this factor, Comparables 1 – 4 are adjusted upwards for improving market conditions since the time of sale. Location Differences in value occur due to varying degrees of accessibility, exposure and surrounding development to a site. Access is often determined by corner locations, natural barriers, ease of entrance on and off of major thoroughfares, etc. Surrounding development also plays an important part of locational influences for a property. The subject is located at the hard corner of South Port Avenue and Dillon Lane. With respect to this factor, Comparable 1 is located among superior commercial development but lacks a hard corner; thus, these adjustments slightly offset each other, and a small downward adjustment is applied. Comparable 2 has a hard corner location but is surrounded by more residential uses; thus, a small upward adjustment is necessary. Comparable 3 displays a similar hard corner location and is among far superior commercial development; thus, a downward adjustment is warranted. Comparable 4 indicates a downward adjustment for its superior hard corner location on heavily trafficked arterials, at a signalized intersection. LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 48 Size Size is a factor that must be considered when comparing land sales. Typically, but not always, larger tracts sell for a lower unit value. Therefore, when making comparisons on a per unit basis, such as price per unit, the larger tracts tend to be adjusted upward and the smaller tracts tend to be adjusted downward to accurately reflect the differences. With respect to this factor, materially larger tracts of land were adjusted upward accordingly, and materially smaller tracts of land were adjusted downward accordingly. Physical Features The overall site characteristics of each sale have been compared to the subject site. These include traits such as drainage, site preparation expense, topography, and configuration. Configuration, if irregular, may limit development. With respect to this factor, Comparable 1 is adjusted upwards for the high costs associated with the removal of the old concrete slab in place on the property. Utilities The availability of public utilities such as water, electric power and sanitary sewer service have an impact on property values since the non-availability of such utilities could restrict the overall development and/or potential use of an individual site. Therefore, when analyzing land, it is important to determine whether or not public utilities are available. If they are not available, the appraiser must examine to what extreme a potential developer would have to go in gaining access to such services. With respect to this factor, no adjustments were indicated. Zoning Adjustments for zoning typically recognize the different densities and restrictions of different zoning classifications, as well as use potential, and directly relates these differences between the comparable sales and the subject property. The zoning classifications and/or use potential for the sales utilized are deemed similar to that of the subject. With respect to this factor, Comparable 2 is zoned RM-1 – Multifamily 1, a more restricted zoning district, and is adjusted upwards. LAND VALUATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 49 CONCLUSION In the final analysis of the subject property, generally equal weight was placed on all the comparables. The following is the adjustment table with the concluded opinion of value via the Sales Approach. SUBJECT 1 2 3 4 Date Current Jan-21 Jul-20 Oct-18 Sep-17 Sale Price $250,000 $370,000 $480,000 $600,000 SIZE - SF 20,959 35,180 39,857 48,090 58,974 Unit Price ($ / SF)$7.11 $9.28 $9.98 $10.17 Similar Similar Similar Similar Fee Simple 0%0%0%0% $7.11 $9.28 $9.98 $10.17 Cash Cash Cash Cash 0%0%0%0% $7.11 $9.28 $9.98 $10.17 Motviated Sell Normal Normal Normal 15%0%0%0% $8.17 $9.28 $9.98 $10.17 Jan-21 Jul-20 Oct-18 Sep-17 3%5%15%20% $8.42 $9.75 $11.48 $12.21 Superior Inferior Superior Superior -5%5%-15%-20% 35,180 39,857 48,090 58,974 6%8%10%15% Inferior Similar Similar Similar 20%0%0%0% Similar Similar Similar Similar 0%0%0%0% Similar Inferior Similar Similar 0%5%0%0% Total Adjustment 21%18%-5%-5% Adjusted $ / SF $10.19 $11.50 $10.90 $11.60 Adjusted Mean $ / SF $11.05 Concluded Unit Value $11.00 Land Size (SF) 20,959 Value Indicated for Subject $230,549 Concluded Value - "As If Vacant"$230,000 Utilities All Available Zoning IL - Light Industrial A value generally in-line with the mean is well supported. Physical Features Average Size - SF 20,959 TRANSACTION ADJUSTMENTS Property Rights Financing Terms Cash Conditions of Sale Arm's Length Market Conditions Current PROPERTY ADJUSTMENTS Location Good RECONCILIATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 50 RECONCILIATION Consideration was given to each of the sales, which together provide a range of activity for recent development in the market. In addition to the closed transactions discussed herein, a comparable listing was considered located northeast of the subject along Cole Street. The property is L-shaped containing 0.47 acre (20,473 SF) listed for $250,000 or $12.21/SF. The property is located at a similar hard corner intersection but is among slightly superior commercial development; thus, a small downward overall adjustment would be required to the listing, relative to the subject. An additional downward adjustment would be necessary to reflect the negotiations of the asking price. In view of these considerations, a market value of $11.00/SF is well supported and reasonably concluded for the subject. This appraisal, subject to the assumptions and limiting conditions as expressed herein and conducted according to the Uniform Standards of Professional Appraisal Practice, led us to the opinion that the subject property has a market value of: Status Interest Date Value As Is Fee Simple July 14, 2021 $230,000 VALUE CONCLUSION MARKETING / EXPOSURE TIME CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 51 MARKETING / EXPOSURE TIME Consideration has been given to a reasonable estimated exposure and marketing period estimate for the subject property. Exposure Time as it relates to the subject is utilized in establishing market value. The Comment to Standards Rule 1-2 (c) of USPAP states that when estimating market value, the appraiser should be specific as to the estimate of exposure time linked to the value estimate. Reasonable exposure time is one of a series of conditions in most market value definitions. Exposure time is always presumed to precede the effective date of the appraisal. Exposure time may be defined as follows: the estimated length of time the property interest being appraised would have been offered on the market prior to the hypothetical consummation of a sale at market value on the effective date of the appraisal. Marketing Time is a function of various factors including, prevailing market conditions, the price of the product being marketed, the competitive position of the property in the market, and the amount and quality of marketing effort allocated to the property. It is strongly emphasized that the appraisers have no control of the aforementioned factors, nor can the appraisers anticipate or predict any of them. Therefore, it assumed that the property will receive an adequate marketing effort. Therefore, an estimated marketing period of 12 months or less and an exposure time of 12 months or less is considered reasonable. ASSUMPTIONS & LIMITING CONDITIONS CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 52 ASSUMPTIONS & LIMITING CONDITIONS "Report" signifies the appraisal or consulting report and its conclusions, to which these Assumptions and Limiting Conditions are annexed. "Property" signifies the subject of the Report. "LPA" means Lowery Property Advisors, LLC, or its subsidiary that issued the Report. "Appraiser(s)" means the employee(s) of LPA who prepared and signed the Report. The Report has been made subject to the following assumptions and limiting conditions:  Unless otherwise specifically noted in the body of the report, it is assumed that the title to the property or properties appraised is clear and marketable and that there are no recorded or unrecorded matters or exceptions to title that would adversely affect marketability or value. LPA is not aware of any title defects nor has it been advised of any representations relative to the condition of the title. LPA has not reviewed any documents dealing with liens, encumbrances, easements, deed restrictions, clouds and other conditions that may affect the quality of the title. Insurance against financial loss resulting in claims that may arise out of defects in the subject’s title should be sought from a reputable title company which specializes in real property.  Unless otherwise stated in this report, the existence of hazardous material, which may or may not be present on the property was not observed by the appraisers. LPA has no knowledge of the existence of such materials on or in the property. LPA, however, is not qualified to detect such substances. The presence of substances such as asbestos, urea formaldehyde foam insulation, contaminated groundwater or other potentially hazardous materials may affect the value of the property. The value estimate is predicated on the assumption that there is no such material on or in the property that would constitute a loss in value. No responsibility is assumed for any such conditions, or for any expertise or engineering knowledge required to discover them. The client is urged to retain an expert in this field, if desired. LPA has inspected as thoroughly as possible by observation. However, it was impossible to personally inspect conditions beneath the soil. Therefore, no representation is made as to these matters unless specially considered in the appraisal.  The property is appraised free and clear of any or all liens or encumbrances unless otherwise stated.  Responsible ownership and competent property management are assumed.  The information furnished by others is believed to be reliable. However, LPA gives no warranty for its accuracy.  LPA assumes that all engineering is correct. The plot plans and illustrative material in this report are included only to assist the reader in visualizing the property.  If provided, the estimated insurable value is included at the request of the client and has not been performed by a qualified insurance agent or risk management underwriter. The cost estimate should not be solely relied upon for insurable value purposes. The appraisers are not familiar with the definition of insurable value from the actual insurance provider, the local government underwriting regulations, or the types of insurance coverage available. LPA has followed traditional appraisal standards to develop a reasonable calculation based upon industry practices and industry accepted publications such as the Marshall Valuation Service handbook. Actual construction costs can vary greatly from this estimate. These factors can impact cost estimates and are beyond the scope of the intended use of this appraisal. The appraisers are not cost experts in cost estimating for insurance purposes.  LPA assumes that there are no hidden or unapparent conditions of the property, subsoil, or structures that render it more or less valuable. No responsibility is assumed for such conditions or for arranging for engineering studies that may be required to discover them.  It is assumed that there is full compliance with all applicable federal, state and local environmental regulations and laws unless noncompliance is stated, defined, and considered in the appraisal report.  All applicable zoning and use regulations and restrictions are assumed to have been complied with, unless a nonconformity has been stated, defined, and considered in the appraisal report.  Required licenses, certificates of occupancy, consents, or other legislative or administrative authority from any local, state, or national government or private entity or organization are assumed to have been or can be obtained or renewed for any use on which the value estimate contained in this report is based. ASSUMPTIONS & LIMITING CONDITIONS CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 53  The utilization of the land and improvements is assumed to be within the boundaries or property lines of the property described and that there is no encroachment or trespass unless noted in the report.  All information, comments and conclusions pertaining to subject and other properties described represent the opinion of the appraiser formed after a personal examination of each.  The appraiser has no interest, present or prospective, in the subject property.  Sketches in this report are included to assist the reader in visualizing the property.  LPA assumes that there are no hidden or unapparent conditions of the appraised property, which would render it more or less valuable. Furthermore, the appraisers assume that there are no potentially harmful asbestos or other materials and/or site contaminants in, on, or near soil, subsoil, or structure of the appraised property and that there has been no disposal, discharge, leakage, or spillage of pollutants or contaminant which would render it more or less valuable, whether or not these materials or contaminants are apparent or hidden and unapparent.  No responsibility is assumed by the appraisers for these conditions. In addition, no responsibility is assumed by LPA for the cost of engineering and/or laboratory studies which might be required to discover such materials or contaminants. And no such engineering or laboratory studies have been ordered for the appraised property.  Disclosure by the appraiser of the contents of this appraisal report is subject to review in accordance with the by-laws and regulations of The Appraisal Institute.  The distribution, if any, of the total valuation in this report between land and improvements applies only under the stated program of utilization. The separate allocations for land and buildings must not be used in conjunction with any other appraisal and are invalid if so used.  Possession of this report, or a copy thereof, does not carry with it the right of publication, unless prior arrangements have been made.  The appraiser, by reason of this appraisal, is not required to give further consultation, testimony, or be in attendance in court with reference to the property in question unless arrangements have been previously made.  Neither all nor any part of the contents of this report (especially any conclusions as to value, the identity of the appraiser, or the firm with which the appraiser is connected) shall be disseminated to the public through advertising, public relations, news, sales, or other media without prior written consent and approval of the appraiser.  This appraisal was made in accordance with the Code of Professional Ethics and Uniform Standards of Professional Appraisal Practice as promulgated by the Appraisal Foundation and the Appraisal Institute.  Acceptance of and/or use of this report constitutes acceptance of all assumptions and limiting conditions stipulated.  The Americans with Disabilities Act ("ADA") became effective January 26, 1992. LPA has not made a specific compliance survey and analysis of this property to determine whether or not it is in conformity with the various detailed requirements of the ADA. It is possible that a compliance survey of the property, together with a detailed analysis of the requirements of the ADA, could reveal that the property is not in compliance with one or more of the requirements of the Act. If so, this fact could have a negative effect upon the value of the property. Since we have no direct evidence relating to this issue, we did not consider possible non-compliance with the requirements of ADA in estimating the value of the property.  Unless otherwise noted in the body of the report, it is assumed that there are no mineral deposits or subsurface rights of value involved in this appraisal, whether they are gas, liquid, or solid. Nor are the rights associated with extraction or exploration of such elements considered unless otherwise stated in this appraisal report. Unless otherwise stated, it is also assumed that there are no air or developments rights of value that may be transferred. By use of this Report, each party that uses this Report agrees to be bound by all of the Assumptions and Limiting Conditions, Hypothetical Conditions and Extraordinary Assumptions stated herein. CERTIFICATION CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.07.66 PAGE 54 CERTIFICATION We certify to the best of our knowledge and belief:  The reported analyses, opinions, and conclusions are limited only by the reported assumptions and limiting conditions and is our personal, impartial and unbiased professional analyses, opinions, and conclusions.  We have no present or prospective interest in the property that is the subject of this report and have no personal interest in or bias with respect to the parties involved with this assignment.  Our engagement in this assignment was not contingent upon developing or reporting predetermined results.  We have no bias with respect to the property that is the subject of this report or to the parties involved with this assignment.  Our compensation for completing this assignment is not contingent upon the development or reporting of a predetermined value or direction in value that favors the cause of the client, the amount of the value opinion, the attainment of a stipulated result or the occurrence of a subsequent event directly related to the intended use of this appraisal.  Our analyses, opinions, and conclusions were developed, and this report has been prepared in conformity with the Uniform Standards of Professional Appraisal Practice, as well as the State of Texas.  James Burbach, MAI made a personal inspection of the property that is the subject of this report. Mario Caro, MAI, AI-GRS, SR/WA and Anthony DiMare did not make a personal inspection of the subject property.  Jim Burbach, MAI provided significant real property appraisal assistance to the person (s) signing this certification to include a physical inspection of the subject property.  This appraisal assignment was not based upon a requested minimum valuation, a specific valuation, or the approval of a loan.  As of the date of this report, Mario Caro, MAI, AI-GRS, SR/WA and James Burbach, MAI have completed the continuing education program for Designated Members of the Appraisal Institute. Moreover, the reported analyses, opinions, and conclusions were developed, and this report has been prepared, in conformity with the requirements of the Code of Professional Ethics & Standards of Professional Appraisal Practice of the Appraisal Institute, which include the Uniform Standards of Professional Appraisal Practice.  The use of this report is subject to the requirements of the Appraisal Institute relating to review by its duly authorized representatives.  We have not provided any services, as an appraiser or in any other capacity regarding the property that is the subject of this report within a three-year period immediately preceding acceptance of this assignment. MARIO CARO, MAI, AI-GRS, SR/WA ANTHONY DIMARE Certificate No. TX-1334889-G Certificate No. TX1381001-G ADDENDUM CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.02.49 PAGE 55 ADDENDUM ADDENDUM CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.02.49 PAGE 56 ADDENDUM CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.02.49 PAGE 57 ADDENDUM CORPUS CHRISTI ▪ TEXAS VACANT LAND LPA 2021.02.49 PAGE 58 Form 5825348 (7-1-14) Page 1 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) THE LANGUAGE SET FORTH BELOW MUST BE INCORPORATED INTO A COVER LETTER ATTACHED TO ALL TITLE INSURANCE COMMITMENTS. Required Language for a Title Insurance Commitment Cover Letter The attached title insurance commitment contains information which has been obtained or derived from records and information owned by Title Data, lnc. or one of its subsidiaries (collectively "Title Data"). Title Data owns and maintains land title plants for various Texas counties. Our company's right to access and use Title Data's title plants is governed by the Subscription Agreement(s) we have with Title Data, which restricts who can receive and/or use a title insurance commitment, which is based in whole or in part, upon Title Data's records and information. The information contained in the title plants is protected by federal copyright law and Texas common law on trade secrets and contract. This Title insurance Commitment should not be re-distributed without first confirming with the issuing agent what is permissible under the terms of their Subscription Agreement with Title Data. Form 5825348 (7-1-14) Page 2 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) TITLE DATA, INC. NOTICE The attached title insurance commitment contains information which has been obtained or derived from records and information owned by Title Data, Inc. or one of its subsidiaries (collectively "Title Data"). Title Data owns and maintains land title plants for various Texas counties. Title Data created its title plants through the investment of extensive time, labor, skill and money. The information contained in the title plants is protected by federal copyright law and Texas common law on trade secrets and contract. Title Data has granted our company a license to use one or more of its title plants. Our company's right to access and use Title Data's title plants is governed by our contract with Title Data. Our contract with Title Data restricts who can receive and/or use a title insurance commitment which is based, in whole or in part, upon Title Data's records and information. Under the terms of our contract with Title Data, we are permitted to provide you with the attached title insurance commitment for limited use and distribution only. Specifically, you are sublicensed to deliver, exhibit, or furnish the attached title insurance commitment (or any copies thereof) ONLY to your bona fide employees and a third party who is playing a bona fide role in this proposed real estate transaction, including a lawyer, a lender, a surveyor, a real estate broker or agent, and the parties to this proposed transaction. For purposes of our agreement with Title Data, "deliver, exhibit, or furnish" inc ludes, without limitation, copying this title insurance commitment (whether such copying be by means of a photocopier, facsimile machine, another electronic scanning device, or any other method of reproduction) and providing such copy to any third party. Your furnishing of the attached title insurance commitment to anyone not specifically enumerated above is not permitted by our contract with Title Data and constitutes a breach of our sublicense to you. Your furnishing of the attached title insurance commitment to anyone not specifically enumerated above is also a violation of federal copyright law and Texas common law. Therefore, as an express condition of us providing you with the attached title insurance commitment, you specifically agree to limit its uses to those set forth herein, and to provide a copy of this letter to any party to whom you deliver, exhibit, or furnish the attached title insurance commitment (or any copies thereof). In the event you are unable or unwilling to comply with these conditions, immediately return the attached title insurance commitment to our company, without reviewing, copying, or otherwise utilizing in any way the information contained therein. A COPY OF THIS LETTER MUST ACCOMPANY THE ATTACHED TITLE INS URANCE COMMITMENT AT ALL TIMES. ALL DOWNSTREAM RECIPIENTS MUST PROVIDE A COPY OF THIS LETTER TO ANY OTHER AUTHORIZED USERS OF THE ATTACHED TITLE INSURANCE COMMITMENT. Form 5825348 (7-1-14) Page 3 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) Commitment Commitment For Title Insurance T-7 ISSUED BY First American Title Guaranty Company THE FOLLOWING COMMITMENT FOR TITLE INSURANCE IS NOT VALID UNLESS YOUR NAME AND THE POLICY AMOUNT ARE SHOWN IN SCHEDULE A, AND OUR AUTHORIZED REPRESENTATIVE HAS COUNTERSIGNED BELOW. We FIRST AMERICAN TITLE GUARANTY COMPANY will issue our title insurance policy or policies (the Policy) to You (the proposed insured) upon payment of the premium and other charges due, and compliance with the requirements in Schedule C. Our Policy will be in the form approved by the Texas Department of Insurance at the date of issuance, and will insure your interest in the land described in Schedule A. The estimated premium for our Policy and applicable endorsements is shown on Schedule D. There may be additional charges such as recording fees, and expedited delivery expenses. This Commitment ends ninety (90) days from the effective date, unless the Policy is issued sooner, or failure to issue the Policy is our fault. Our liability and obligations to you are under the express terms of this Commitment and end when this Commitment expires. First Title Company By: Authorized Countersignature (/JFB) (This Commitment is valid only when Schedule A, B, C and D are attached) This jacket was created electronically and constitutes an original document Form 5825348 (7-1-14) Page 4 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) TEXAS TITLE INSURANCE INFORMATION Title insurance insures you against loss resulting from certain risks to your title. The commitment for Title Insurance is the title insurance company’s promise to issue the title insurance policy. The commitment is a legal document. You should review it carefully to completely understand it before your closing date. El seguro de título le asegura en relaciın a pérdidas resultantes de ciertos riesgos que pueden afectar el título de su propiedad. El Compromiso para Seguro de Título es la promesa de la compañía aseguradora de titulos de emitir la póliza de seguro de título. El Compromiso es un documento legal. Usted debe leerlo cuidadosamente y enterderlo completamente antes de la fecha para finalizar su transacciın. Your Commitment for Title Insurance is a legal contract between you and us. The Commitment is not an opinion or report of your title. It is a contract to issue you a policy subject to the Commitment's terms and requirements. Before issuing a Commitment for Title Insurance (the Commitment) or a Title Insurance Policy (the Policy), the Title Insurance Company (the Company) determines whether the title is insurable. This determination has already been made. Part of that determination involves the Company's decision to insure the title except for certain risks that will not be covered by the Policy. Some of these risks are listed in Schedule B of the attached Commitment as Exceptions. Other risks are stated in the Policy as Exclusions. These risks will not be covered by the Policy. The Policy is not an abstract of title nor does a Company have an obligation to determine the ownership of any mineral interest. - MINERALS AND MINERAL RIGHTS may not be covered by the Policy. The Company may be unwilling to insure title unless there is an exclusion or an exception as to Minerals and Mineral Rights in the Policy. Optional endorsements insuring certain risks involving minerals, and the use of improvements (excluding lawns, shrubbery and trees) and permanent buildings may be available for purchase. If the title insurer issues the title policy with an exclusion or exception to the minerals and mineral rights, neither this Policy, nor the optional endorsements, ensure that the purchaser has title to the mineral rights related to the surface estate. Another part of the determination involves whether the promise to insure is conditioned upon certain requirements being met. Schedule C of the Commitment lists these requirements that must be satisfied or the Company will refuse to cover them. You ma y want to discuss any matters shown in Schedules B and C of the Commitment with an attorney. These matters will affect your title and your use of the land. When your Policy is issued, the coverage will be limited by the Policy's Exceptions, Exclusions and Conditions, defined below. - EXCEPTIONS are title risks that a Policy generally covers but does not cover in a particular instance. Exceptions are shown on Schedule B or discussed in Schedule C of the Commitment. They can also be added if you do not comply with the Conditions section of the Commitment. When the Policy is issued, all Exceptions will be on Schedule B of the Policy. - EXCLUSIONS are title risks that a Policy generally does not cover. Exclusions are contained in the Policy but not shown or discussed in the Commitment. - CONDITIONS are additional provisions that qualify or limit your coverage. Conditions include your responsibilities and those of the Company. They are contained in the Policy but not shown or discussed in the Commitment. The Policy Conditions are not the same as the Commitment Conditions. You can get a copy of the policy form approved by the Texas Department of Insurance by calling the Title Insurance Company at 1-888-632-1642 or by calling the title insurance agent that issued the Commitment. The Texas Department of Insurance may revise the policy form from time to time. You can also get a brochure that explains the policy from the Texas Department of Insurance by calling 1-800-252-3439. Before the Policy is issued, you may request changes in the policy. Some of the changes to consider are: - Request amendment of the “area and boundary” exception (Schedule B, paragraph 2). To get this amendment, you must furnish a survey and comply with other requirements of the Company. On the Owner’s Policy, you must pay an additional premium for the amendment. If the survey is acceptable to the Company and if the Company’s other requirements are met, your Policy will insure you against loss because of discrepancies or conflicts in boundary lines, encroachments or protrusions, or overlapping of improvements. The Company may then decide not to insure against specific boundary or survey problems by making special exceptions in the Policy. Whether or not you request amendment of the “area and boundary” exception, you should determine whether you want to purchase and review a survey if a survey is not being provided to you. - Allow the Company to add an exception to "rights of parties in possession." If you refuse this exception, the Company or the title insurance agent may inspect the property. The Company may except to and not insure you against the rights of specific persons, such as renters, adverse owners or easement holders who occupy the land. The Company may charge you for the inspection. If you want to make your own inspection, you must sign a Waiver of Inspection form and allow the Company to add this exception to your Policy. The entire premium for a Policy must be paid when the Policy is issued. You will not owe any additional premiums unless you w ant to increase your coverage at a later date and the Company agrees to add an Increased Value Endorsement. CONDITIONS AND STIPULATIONS 1. If you have actual knowledge of any matter which may affect the title or mortgage covered by this Commitment, that is not shown in Schedule B, you must notify us in writing. If you do not notify us in writing, our liability to you is ended or reduced to the extent that your failure to notify us affects our liability. If you do notify us, or we learn of such matter, we may amend Schedule B, but we will not be relieved of liability already incurred. 2. Our liability is only to you, and others who are included in the definition of Insured in the Policy to be issued. Our liability is only for actual loss incurred in your reliance on this Commitment to comply with its requirements or to acquire the interest in the land. Our liability is limited to the amount shown in Schedule A of this Commitment and will be subject to the following terms of the Policy: Insuring Provisions, Conditions and Stipulations, and Exclusions. Form 5825348 (7-1-14) Page 5 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) SCHEDULE A Commitment For Title Insurance T-7 ISSUED BY First American Title Guaranty Company Effective Date: June 22, 2021 at 8:00 a.m. GF No. FTC-3014978 Commitment No. FTC-3014978, issued July 13, 2021, at 8:00 a.m. 1. The policy or policies to be issued are: (a) OWNER'S POLICY OF TITLE INSURANCE (Form T-1) (Not applicable for improved one-to-four family residential real estate) Policy Amount: $ PROPOSED INSURED: (b) TEXAS RESIDENTIAL OWNER'S POLICY OF TITLE INSURANCE ONE-TO-FOUR FAMILY RESIDENCES (Form T-1R) Policy Amount: $250,000.00 PROPOSED INSURED: City of Corpus Christi, Texas (c) LOAN POLICY OF TITLE INSURANCE (Form T-2) Policy Amount: $ PROPOSED INSURED: Proposed Borrower: (d) TEXAS SHORT FORM RESIDENTIAL LOAN POLICY OF TITLE INSURANCE (Form T-2R) Policy Amount $ PROPOSED INSURED: Proposed Borrower: (e) LOAN TITLE POLICY BINDER ON INTERIM CONSTRUCTION LOAN (Form T-13) Binder Amount: $ PROPOSED INSURED: Proposed Borrower: (f) OTHER Policy Amount: $ PROPOSED INSURED: 2. The interest in the land covered by this Commitment is: Fee Simple 3. Record title to the land on the Effective Date appears to be vested in: Robert G. Lozano a/k/a Robert G. Lozano, Jr. and Edward G. Lozano 4. Legal description of land: See Exhibit "A" attached hereto and made a part hereof. Form 5825348 (7-1-14) Page 6 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) EXHIBIT "A" TRACT ONE: LOT 2, BLOCK A-5, PORT AYERS SUBURBAN CENTER, AN ADDITION TO THE CITY OF CORPUS CHRISTI, NUECES COUNTY, TEXAS, ACCORDING TO MAP OR PLAT THEREOF RECORDED IN VOLUME 25, PAGE 79 OF THE MAP AND/OR PLAT RECORDS OF NUECES COUNTY, TEXAS. TRACT TWO: LOT 3, BLOCK A-5, PORT AYERS SUBURBAN CENTER, AN ADDITION TO THE CITY OF CORPUS CHRISTI, NUECES COUNTY, TEXAS, ACCORDING TO MAP OR PLAT THEREOF RECORDED IN VOLUME 25, PAGE 79 OF THE MAP AND/OR PLAT RECORDS OF NUECES COUNTY, TEXAS. Note: The Company is prohibited from insuring the area or quantity of the land described herein. Any statement in the above legal description of the area or quantity of land is not a representation that such area or quantity is correct, but is made only for informational and/or identifi cation purposes and does not override Item 2 of Schedule B hereof. Form 5825348 (7-1-14) Page 7 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) Schedule B Commitment For Title Insurance T-7 ISSUED BY First American Title Guaranty Company G.F. No. or File No. FTC-3014978 EXCEPTIONS FROM COVERAGE In addition to the Exclusions and Conditions and Stipulations, your Policy will not cover loss, costs, attorney's fees, and expenses resulting from: 1. The following restrictive covenants of record itemized below (We must either insert specific recording data or delete this exception): See Item 10 (a) below. 2. Any discrepancies, conflicts, or shortages in area or boundary lines, or any encroachments or protrusions, or any overlapping of improvements. 3. Homestead or community property or survivorship rights, if any of any spouse of any insured. (Applies to the Owner's Policy only.) 4. Any titles or rights asserted by anyone, including, but not limited to, persons, the public, corporations, governments or other entities, a. to tidelands, or lands comprising the shores or beds of navigable or perennial rivers and streams, lakes, bays, gulfs or oceans, or b. to lands beyond the line of the harbor or bulkhead lines as established or changed by any government, or c. to filled-in lands, or artificial islands, or d. to statutory water rights, including riparian rights, or e. to the area extending from the line of mean low tide to the line of vegetation, or the rights of access to that area or easement along and across that area. (Applies to the Owner's Policy only.) 5. Standby fees, taxes and assessments by any taxing authority for the year 2021, and subsequent years; and subsequent taxes and assessments by any taxing authority for prior years due to change in land usage or ownership, but not those taxes or assessments for prior years because of an exemption granted to a previous owner of the property under Section 11.13, Texas Tax Code, or because of improvements not assessed for a previous tax year. (If Texas Short Form Residential Loan Policy of Title Insurance (T-2R) is issued, that policy will substitute "which become due and payable subsequent to Date of Policy" in lieu of "for the year 2021 and subsequent years.") 6. The terms and conditions of the documents creating your interest in the land. 7. Materials furnished or labor performed in connection with planned construction before signing and delivering the lien document described in Schedule A, if the land is part of the homestead of the owner. (Applies to the Loan Title Policy Binder on Interim Construction Loan only, and may be deleted if satisfactory evidence is furnished to us before a binder is issued.) Form 5825348 (7-1-14) Page 8 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) 8. Liens and leases that affect the title to the land, but that are subordinate to the lien of the insured mortgage. (Applies to Loan Policy (T-2) only.) 9. The Exceptions from Coverage and Express Insurance in Schedule B of the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). (Applies to Texas Short Form Residential Loan Policy of Title Insurance (T-2R) only). Separate exceptions 1 through 8 of this Schedule B do not apply to the Texas Short Form Residential Loan Policy of Title Insurance (T-2R). 10. The following matters and all terms of the documents creating or offering evidence of the matters (We must insert matters or delete this exception): a. Any covenants, conditions or restrictions indicating a preference, limitation or discrimination based on race, color, religion, sex, handicap, familial status, or national origin are hereby deleted to the extent such covenants, conditions or restrictions violate 42 USC 3604 {c}. Volume 25, Page 79, Map Records, Nueces County, Texas b. Rights of Parties in Possession. (OWNER POLICY ONLY) c. Any and all easements, building lines, and conditions, covenants, and restrictions as set forth in plat recorded under Volume 25, Page 79 of the Map and/or Plat records of Nueces County. d. Easement: To: William A Home and Ernest G. Horne Recorded: January 11, 1961 in Volume 919, Page 147, of the Deed records, of Nueces County, Texas. Purpose: reserved/created in Partition e. Visible and apparent easements on or across property described in Schedule A. f. Rights of tenants, as tenants only, under unrecorded leases or rental agreements. g. Any portion of subject property lying within the boundaries of a public or private roadway whether dedicated or not. h. All leases, grants, exceptions or reservations of coal, lignite, oil, gas and other minerals, together with all rights, privileges, and immunities relating thereto, appearing in the Public Records whether listed in Schedule B or not. There may be leases, grants, exceptions or reservations of mineral interest that are not listed. Form 5825348 (7-1-14) Page 9 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) SCHEDULE C Commitment For Title Insurance T-7 ISSUED BY First American Title Guaranty Company G.F. No. or File No. FTC-3014978 Your Policy will not cover loss, costs, attorney's fees, and expenses resulting from the following requirements that will appear as Exceptions in Schedule B of the Policy, unless you dispose of these matters to our satisfaction, before the date the Policy is issued: 1. Documents creating your title or interest must be approved by us and must be signed, notarized and filed for record. 2. Satisfactory evidence must be provided that: - no person occupying the land claims any interest in that land against the persons named in paragraph 3 of Schedule A, - all standby fees, taxes, assessments and charges against the property have been paid, - all improvements or repairs to the property are completed and accepted by the owner, and that all contractors, sub-contractors, laborers, and suppliers have been fully paid, and that no mechanic's, laborer's or materialmen's liens have attached to the property, - there is legal right of access to and from the land, - (on a Loan Policy only) restrictions have not been and will not be violated that affect the validity and priority of the insured mortgage. 3. You must pay the seller or borrower the agreed amount for your property or interest. 4. Any defect, lien or other matter that may affect title to the land or interest insured, that arises or is filed after the effective date of this Commitment. 5. We find no outstanding voluntary liens of record affecting subject property. Disclosure should be made concerning the existence of any unrecorded lien or other indebtedness which could give rise to any possible security interest in the subject property. 6. Prior to closing, furnish the marital status of Robert G. Lozano a/k/a Robert G. Lozano, Jr., from July 2, 2013 to the date of closing. Company requires the joinder of spouse in any transaction involving subject property. 7. Prior to closing, furnish the marital status of Edward G. Lozano, from July 2, 2013 to the date of closing. Company requires the joinder of spouse in any transaction involving subject property. 8. If any of the documents to be executed for this transaction will be executed using a Durable Power of Attorney, Company requires the original Durable Power of Attorney or a certified copy thereof, and a Certification of Durable Power of Attorney by Agent, pursuant to the Texas Estates Code. Upon receipt and review of the Durable Power of Attorney and Certification, Company may make additional requirements. 9. The right is reserved to make and insert additional exceptions and/or requirements based upon the review of the survey, up to and including the issuance of the Policy. Form 5825348 (7-1-14) Page 10 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) 10. If we are to amend the standard survey exception to read "Shortages in area" and upon payment of the applicable premium (if any), we will require a Category 1A survey from a Registered Public Surveyor acceptable to this Company showing: a) The location of all improvements and the exact location of all building lines in relation to the property lines; b) Easements and/or rights-of-way, dedicated or not, that a physical inspection of the premises would disclose, and c) Indicating and labeling all encroachments, or on the face of the survey stating "NO ENCROACHMENTS." When same is submitted to the Title Department for inspection and approval, additional exceptions and/or requirements may be added. 11. The following is furnished for informational purposes only and no liability shall attach to the company for any mistake or omission contained therein: According to a search made of records within our title plant we find no document evidencing a conveyance of the property described in Schedule "A" within the 36 months prior to the Effective Date of this commitment. Form 5825348 (7-1-14) Page 11 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) SCHEDULE D Commitment For Title Insurance T-7 ISSUED BY First American Title Guaranty Company The following Disclosures are made pursuant to Procedural Rule P-21 promulgated by the Texas Department of Insurance. 1. The following individuals are directors and/or officers, as indicated, of the Title Insurance Company issuing this Commitm ent UNDERWRITER: First American Title Guaranty Company, a Texas Corporation Shareholder owning or controlling, directly or indirectly, ten percent or more of the share of the Underwriter: First American Title Guaranty Company is a wholly owned subsidiary of First American Title Insurance Company, a Nebraska Corporation. Directors: Dennis J. Gilmore, Christopher M. Leavell, Greg L. Smith, Mark E. Seaton Officers: President: Christopher M. Leavell; Vice President, Secretary: Greg L. Smith; and Vice President,Treasurer: H.Matthew McCreadie 2. The following disclosures are made by the Title Insurance Agent issuing this Commitment: AGENT: COASTAL BEND TITLE SERVICES, LLC DBA FIRST TITLE COMPANY Shareholder, owner, partner or other person having, owning or controlling one percent (1%) or more of the Title Insurance Agent: ABJG-CC, LLC: First American Financial Corporation 100% Shareholder, owner, partner or other person having, owning or controlling ten percent (10%) or more of an entity that has, owns or controls one percent (1%) or more of the Title Insurance Agent: BRENT J. CHESNEY and ASHLEY P. CHESNEY If the Title Insurance Agent is a corporation, the following is a list of the members of the Board of Directors: If the Title Insurance Agent is a corporation, the following is a list of its officers: LLC Officers: BRENT J. CHESNEY, CEO and MANAGING MEMBER GLENDA K. BALENTINE, SR. VICE PRESIDENT ROSARIO P. LOPEZ, SR. VICE PRESIDENT BETTY VICKERS, SR. VP OPERATIONS ASHLEY P. CHESNEY, CFO 3. "You are entitled to receive advance disclosure of settlement charges in connection with the proposed transaction to which th is commitment relates. Upon your request, such disclosure will be made to you. Additionally, the name of any person, firm or corporation receiving a portion of the premium from the settlement of this transaction will be disclosed on the closing or settlement statement. "You are further advised that the estimated title premium * is: Owner's Policy $1623.00 Loan Policy $ Endorsement Charges $ Other $ Total $1623.00 Of this total amount $ or 15 % (complete only one) will be paid to the policy issuing Title Insurance Company; $ or 85% (complete only one) will be retained by the issuing Title Insurance Agent; and the remainder of the estimated premium * will be paid to other parties as follows: Amount To Whom For Services $ or % (complete only one) $ or % (complete only one) $ or % (complete only one) "The estimated premium is based upon information furnished to us as of the date of this Commitment for Title Insurance. Final determination of the amount of the premium will be made at closing in accordance with the Rules and Regulations adopted by the Commissioner of Insurance." Form 5825348 (7-1-14) Page 12 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) FIRST AMERICAN TITLE GUARANTY COMPANY Commitment for Title Insurance Form (T-7) DELETION OF ARBITRATION PROVISION (Not applicable to the Texas Residential Owner's Policy) ARBITRATION is a common form of alternative dispute resolution. It can be a quicker and cheaper means to settle a dispute with your Title Insurance Company. However, if you agree to arbitrate, you give up your right to take the Title Company to court and your rights to discovery of evidence may be limited in the arbitration process. In addition, you cannot usually appeal an arbitrator's award. Your policy contains an arbitration provision (shown below). It allows you or the Company to require arbitration if the amount of insurance is $2,000,000 or less. If you want to retain your right to sue the Company in case of a dispute over a claim, you must request deletion of the arbitration provision before the policy is issued. You can do this by signing this form and returning it to the Company at or before the closing of your real estate transaction or by writing to the Company. The arbitration provision in the Policy is as follows: “Either the Company or the Insured may demand that the claim or controversy shall be submitted to arbitration pursuant to the Title Insurance Arbitration Rules of the American Land Title Association (“Rules”). Except as provided in the Rules, there shall be no joinder or consolidation with claims or controversies of other persons. Arbitrable matters may include, but are not limited to, any controversy or claim between the Company and the Insured arising out of or relating to this policy, any service in connection with its issuance or the breach of a policy provision, or to any other controversy or claim arising out of the transaction giving rise to this policy. All arbitrable matters when the Amount of Insurance is $2,000,000 or less shall be arbitrated at the option of either the Company or the Insured, unless the Insured is an individual person (as distinguished from an Entity). All arbitrable matters when the Amount of Insurance is in excess of $2 ,000,000 shall be arbitrated only when agreed to by both the Company and the Insured. Arbitration pursuant to this policy and under the Rules shall be binding upon the parties. Judgment upon the award rendered by the Arbitrator(s) may be entered in any c ourt of competent jurisdiction.” ___________________________________________ ____________________________ SIGNATURE DATE Form 5825348 (7-1-14) Page 13 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) Privacy Information COASTAL BEND TITLE SERVICES LLC DBA FIRST TITLE COMPANY We Are Committed to Safeguarding Customer Information In order to better serve your needs now and in the future, we may ask you to provide us with certain information. We understand that you may be concerned about what we will do with such information – particularly any personal or financial information. We agree that you have a right to know how we will utilize the personal information you provide to us. Therefore, we have adopted this Privacy Policy to govern the use and handling of your personal information. Applicability This Privacy Policy governs our use of the information which you provide to us. It does not govern the manner in which we may use information we have obtained from any other source, such as information obtained from a public record or from another person or entity. Types of Information Depending upon which of our services you are utilizing, the types of nonpublic personal information that we may collect inclu de: • Information we receive from you on applications, forms and in other communications to us, whether in writing, in person, by telephone or any other means; • Information about your transactions with us, our affiliated companies, or others; and • Information we receive from a consumer reporting agency. Use of Information We request information from you for our own legitimate business purposes and not for the benefit of any nonaffiliated party. Therefore, we will not release your information to nonaffiliated parties except: (1) as necessary for us to provide the product or service you have requested of us; or (2) as permitted by law. We may, however, store such information indefinitely, including the period after which any customer relationship has ceased. Such information may be used for any internal purpose, such as quality control efforts or customer analysis. We may also provide all of the types of nonpublic personal information listed above to one or more of our affiliated companies. Such affiliated companies include financial service providers, such as title insurers, property and casualty insurers, and trust and investment advisory companies, or companies involved in real estate services, such as apprai sal companies, home warranty companies, and escrow companies. Furthermore, we may also provide all the information we collect, as described above, to companies that perform marketing services on our behalf, on behalf of our affiliated companies, or to oth er financial institutions with whom we or our affiliated companies have joint marketing agreements. Former Customers Even if you are no longer our customer, our Privacy Policy will continue to apply to you. Confidentiality and Security We will use our best efforts to ensure that no unauthorized parties have access to any of your information. We restrict access to nonpublic personal information about you to those individuals and entities who need to know that information to provide produ cts or services to you. We will use our best efforts to train and oversee our employees and agents to ensure that your information will be handled responsibly and in accordance with this Privacy Policy. We currently maintain physical, electronic, and procedural safeguards that comply with federal regulations to guard you r nonpublic personal information. Form 5825348 (7-1-14) Page 14 of 14 T-7: Commitment for Title Insurance (Rev. 1-3-14) Important Notice ISSUED BY First American Title Guaranty Company IMPORTANT NOTICE To obtain information or make a complaint: You may call First American Title Guaranty Company’s toll- free telephone number for information or to make a complaint at: 1-888-632-1642 You may also write to First American Title Guaranty Company at: 1 First American Way Santa Ana, California 92707 You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights or complaints at: 1-800-252-3439 You may write the Texas Department of Insurance: P.O. Box 149104 Austin, TX 78714-9104 Fax: (512) 490-1007 Web: http://www.tdi.texas.gov E-mail: ConsumerProtection@tdi.texas.gov PREMIUM OR CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim you should contact First American Title Guaranty Company first. If the dispute is not resolved, you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR POLICY: This notice is for information only and does not become a part or condition of the attached document. AVISO IMPORTANTE Para obtener información o para presentar una queja: Usted puede llamar al número de teléfono gratuito de First American Title Guaranty Company’s para información o para presentar una queja al: 1-888-632-1642 Usted también puede escribir a First American Title Guaranty Company: 1 First American Way Santa Ana, California 92707 Usted puede comunicarse con el Departamento de Seguros de Texas para obtener información sobre compañías, coberturas, derechos, o quejas al: 1-800-252-3439 Usted puede escribir al Departamento de Seguros de Texas a: P.O. Box 149104 Austin, TX 78714-9104 Fax: (512) 490-1007 Web: http://www.tdi.texas.gov E-mail: ConsumerProtection@tdi.texas.gov DISPUTAS POR PRIMAS DE SEGUROS O RECLAMACIONES: Si tiene una disputa relacionada con su prima de seguro con una reclamación , usted debe comunicarse con el First American Title Guaranty Company primero. Si la disputa no es resuelta, usted puede comunicarse con el Departamento de Seguros de Texas. ADJUNTE ESTE AVISO A SU PÓLIZA: Este aviso es solamente para propósitos informativos y no se convierte en parte o en condición del documento adjunto. Form 58-TXNOTICE (5-27-15) Page 1 of 1 Mandatory Complaint Notice (6-1-15) Texas PO RT DILLONGAS DEPARTMENTPROPOSED PARKING LOT Location Map CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXASDEPARTMENT OF ENGINEERING SERVICES Proje ct L oca tion . AGENDA MEMORANDUM Action Item for the City Council Meeting of August 10,2021 ______________________________________________________________________________ DATE: July 13,2021 TO: Peter Zanoni, City Manager FROM: Heather Hurlbert, CPA, Director of Finance and Business Analysis HeatherH3@cctexas.com (361) 826-3227 CAPTION: Resolution to consider a proposed ad valorem tax rate of no more than $0.646264 per $100 valuation for Fiscal Year (FY) 2022, taking a record vote, and setting the date for the City of Corpus Christi’s proposed FY 2022 budget and proposed FY 2022 ad valorem tax rate public hearing and first reading ordinances on August 31, 2021 with adoption of the FY 2022 budget and FY 2022 ad valorem tax rate on September 7, 2021. SUMMARY: The City of Corpus Christi is proposing a tax rate of no more than $0.646264 per $100 valuation for FY 2022. The Texas Tax Code requires that the City Council take a record vote when the proposed property tax rate is anticipated to be above the no new rev enue tax rate and to approve a resolution to set the date for the public hearing on the proposed tax rate when the tax rate exceeds the lower of the no-new-revenue tax rate or the voter-approval tax rate. BACKGROUND AND FINDINGS: If a proposed property tax rate exceeds the no-new-revenue tax rate or the voter- approval tax rate, whichever is lower, the Tax Code requires that the governing body must take a record vote to place a proposal to adopt the tax rate on the agenda of a future meeting as an action item and hold a public hearing. The City is proposing a tax Set the proposed Fiscal Year 2022 Tax Rate at $0.646264 per $100 valuation, take record vote, and schedule a public hearing for FY 2022 Budget and Tax Rate rate of no more than $0.646264 per $100 valuation which is anticipated to be above the no new revenue rate but less than the voter approval rate. In the event that the proposed tax rate exceeds the voter approval rate, including any unused increment from prior years, the lesser of the two rates will be proposed for adoption by City Council. The Nueces County Tax Office provides the City with the truth in taxation worksheet, which calculates the no-new-revenue tax rate and voter approval tax rate, during the first week of August. When the proposed FY 2022 tax rate exceeds the lower of the no- new-revenue tax rate or the voter-approval tax rate, the Tax Code requires the governing body to hold one public hearing. The public hearing for the FY 2022 budget and proposed tax rate will be held on August 31, 2021; as well as the first reading of the ordinance for adoption of the FY 2022 budget and the first reading of the ordinance for adoption of the FY 2022 tax rate. The vote for the final adoption of the budget and tax rate is scheduled to be held on September 7, 2021. Additionally, in compliance with the “truth-in-taxation” guidelines, the proposed property tax rate, the no -new-revenue tax rate, and the voter-approval tax rate will be published at least seven (7) days before the public hearing. The notice for the City’s proposed tax rate is anticipated to be p ublished in the Corpus Christi Caller-Times on August 15, 2021. Taxes will be levied in October, once the tax rate is adopted and the property tax bills are processed by the Nueces County Tax Office. ALTERNATIVES: N/A FISCAL IMPACT: The City proposes setting a tax rate of $0.646264 per $100 valuation which is anticipated to be in excess of the no new revenue tax rate. FUNDING DETAIL: N/A RECOMMENDATION: Staff recommends approval of the resolution as presented. LIST OF SUPPORTING DOCUMENTS: Resolution Resolution to consider a proposed ad valorem tax rate of no more than $0.646264 per $100 valuation for Fiscal Year (FY) 2022 and taking a record vote; setting the date for the City’s proposed FY 2022 budget and proposed FY 2022 ad valorem tax rate public hearings and first reading ordinances on August 31, 2021, with adoption of the FY 2022 budget and FY 2022 ad valorem tax rate on September 7, 2021. WHEREAS, Texas Local Government Code Section 102.006 requires the governing body to hold a public hearing on the budget and provides that the governing body shall set the budget public hearing for a date occurring after the 15th day after the date the proposed budget is filed with the municipal clerk but before the date the governing body makes its tax levy; WHEREAS, Texas Tax Code Section 26.04(c) provides that, after the assessor for the taxing unit submits the appraisal roll for the taxing unit to the governing body, an officer or employee designated by the governing body shall calculate the no -new-revenue tax rate and the voter-approval tax rate for the taxing unit; WHEREAS, Texas Tax Code Section 26.05(d) provides that the governing body may not adopt a tax rate that exceeds the lower of the voter-approval tax rate or the no- new- revenue tax rate until the governing body has held a public hearing on the proposed tax rate; WHEREAS, Texas Tax Code Section 26.05(d-1) provides that the governing body may not hold a public hearing on a proposed tax rate or a public meeting to adopt a tax rate until the fifth day after the date the chief appraiser of each appraisal district in which the taxing unit participates delivers the notices required by Section 26.04(e-2) and complied with Section 26.17(f); and WHEREAS, Texas Tax Code Section 26.06(a) provides that a public hearing may not be held before the fifth day after the date the notice of the public hearing is given; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. A proposal to consider an ad valorem tax rate of no more than $0.646264 per $100 valuation for the City’s fiscal year (FY) 2021 -2022 has been introduced, considered, and voted upon by a record vote. SECTION 2. The public hearing for the budget for the City’s FY 2021-2022 will be held on Tuesday August 31, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. SECTION 3. The first reading of the ordinance to adopt the budget for FY 2021-2022 is set for Tuesday August 31, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. SECTION 4. The public hearing for the FY 2021-2022 proposed ad valorem tax rate will be held on Tuesday, August 31, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. SECTION 5. The first reading of the ordinance to adopt the FY 2021-2022 ad valorem tax rate is set for Tuesday August 31, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. SECTION 6. The second and final reading of the ordinance for the adoption of the FY 2021-2022 budget is set for Tuesday, September 7, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. SECTION 7. The second and final reading of the ordinance for the adoption of the FY 2021-2022 ad valorem tax rate is set for Tuesday, September 7, 2021, during the City Council meeting, which meeting begins at 11:30 a.m. PASSED AND APPROVED on the ______ day of _________, 202 1: Paulette M. Guajardo ____________________ Roland Barrera ____________________ Gil Hernandez ____________________ Michael Hunter ____________________ Billy Lerma ____________________ John Martinez ____________________ Ben Molina ____________________ Mike Pusley ____________________ Greg Smith ____________________ ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor DATE: July 14, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Variance Case No. 21ZN1026, Adam Stern: (District 2); a Resolution to grant a variance to §4- 5(a), Code of Ordinances allowing the sale of alcoholic beverages for on-premise consumption within 300 feet of a public or private school on the property located at 1911 South Staples Street, which is generally located at the south-southwest corner of South Staples and 15th Streets, identified as Lots 13 through 16 out of Block 1305 of the Merchants Addition, Number 6, and zoned “CN-1,” Neighborhood Commercial District. SUMMARY: The purpose of the request is to permit the operation of a membership club/lodge that primarily sells alcoholic beverages for on-premise consumption to its members on a property that is located less than 300 feet from the west property line of the Metro Elementary School of Design, a CCISD magnet school. The subject property is the site of the former “Pleasures” adult entertainment club, which ceased operations in November of 2020. The new property owner seeks to redevelop the site as a jazz venue and does not wish to resurrect the adult entertainment use. BACKGROUND: The subject property, located at 1911 South Staples Street and identified as Lots 13 through 16, Block 1305, Merchants Addition, Number 6 (Tax ID No. 5096-1305-0130), is 0.18 acres in size and is currently zoned “CN-1,” Neighborhood Commercial District. The subject property is located more than 1,800 linear feet from the Six Points intersection, a historic area established in the early 1900’s that serves as a key hub for growth in the central city and a major redevelopment focus. The subject property, which was platted and recorded in 1910 contains a +/-4,200-square-foot building that was built in 1955. Since July of 2020, the property owner is Voodoo Promotions, LLC; Adam Stern is one of the company’s principals. The prior tenant, “Pleasures,” was an adult entertainment club which had been in place for more than two decades. On March 19, 2020, a series of executive orders effectively shut down all bars Variance, per §4-5(a), Code of Ordinances, for the property located at 1911 South Staples Street AGENDA MEMORANDUM Public Hearing & Resolution for the City Council Meeting 08/10/21 in the state in response to the COVID-19 pandemic; bars were allowed to reopen at 50% capacity on October 14. On September 14, however, Texas Alcoholic Beverage Commission (Commission) license number MB246036 was voluntarily surrendered by the adult club’s owner, Syed Rahman. The adult club remained as a BYOB operation until its sexually oriented business (SOB) license was revoked on November 24 by the Corpus Christi Police Department under §48- 21(b)(4) of the Code of Ordinances. The adult club permanently ceased all operations on November 26. No requests for appellate relief appear to have been filed. According to Police Department statistics, the former adult club had 189 calls for service during a six-year period from 2016 to 2021. Of those calls, 49 were categorized as incidents that largely consisted of public intoxication, indecent exposure, assault or theft. The year 2020 had the greatest level of police related activity at 15 calls and 49 incidents. Adult entertainment and SOBs are locally governed by Chapter 48 of the City’s Code of Ordinances. ANALYSIS AND FINDINGS: Per §4.5.2, Table 4.5.2 of the UDC, taverns and lounges are not allowed in the “CN-1” Zoning District. Membership clubs and lodges, being a commercial indoor recreational use, however, are allowed uses; alcohol sales for on-premise consumption is a permissible ancillary activity for a membership club or lodge. The UDC defines neither “membership club” nor “lodge.” The petitioner seeks to redevelop the property as a jazz club open exclusively to members and does not wish to revive the SOB. Membership clubs and on-premise consumption of alcoholic beverages are mutually exclusive uses. There are some membership-driven clubs throughout Corpus Christi that have active Commission licenses which allow for on-premise alcoholic beverage consumption (e.g.: Corpus Christi Country Club, River Hills Country Club), but there are also several local membership clubs that do not carry such licensing (e.g.: Bay Yacht Club, Southside Rotary Club, Padre Island Yacht Club). Locally, there are no known membership-driven clubs similar to that being proposed by the applicant, however. To the north of the subject property is a +/-9.29-acre property that is contains a public magnet school campus, the Metropolitan Elementary School of Design. According to historical records, a public school has existed on the property since 1936. Per §4-5(a), Code of Ordinances, any business within the city’s limits that sells alcoholic beverages for on-premise consumption must be separated from an existing church, public or private school, child care facility or hospital by a minimum distance of 300 feet. §4-5(b) requires that minimum distance separation must be measured according to §109.33(b) of the Texas Alcoholic Beverage Code (TABC). Local jurisdictions are pre-empted from regulating alcohol businesses, except as allowed by state law, therefore minimum spacing requirements must correspond to current TABC standards. In this case, the most direct straight-line distance between the property lines of both the subject property and the school site is roughly 100 feet, hence the need for a variance. The following land use matrix is also being provided for general reference: Cardinal Direction Zoning Existing Land Use Subject Property CN-1, Neighborhood Commercial District Vacant Commercial Building North RS-TF, Two-family District Vacant Residential Land; Public School South CN-1, Neighborhood Commercial District Retail strip center; Auto repair East RS-6, Single-family 6 District Single-family Residential West RS-TF, Two-family District Retail strip center; Outdoor storage; Auto repair; Multi-family Conformance to City Policy The subject property is located within a designated Community Development Block Grant (CDBG) area as well as the Southeast Area Development Plan (ADP). The Southeast ADP was adopted in 1995 and offers little to no guidance on redevelopment goals or treatments along South Staples Street, south of the Six Points intersection. The Southeast ADP is currently undergoing substantial changes, however, and will soon be rebranded as the Midtown ADP. The proposed land use and the underlying zoning is consistent with the governing Future Land Use designation of Commercial. The property is located in the “CN-1,” Neighborhood Commercial zoning district. Neighborhood Commercial zoning districts provide areas for commercial activity such as the sale of convenience goods and personal services that primarily benefit nearby residential areas. Retail sales and service uses, which includes sales- and service-oriented businesses (liquor stores, tobacco stores, convenience stores selling beer and wine and vape stores) and most personal services (tattoo parlors, payday loan establishments, massage therapists and repair-oriented businesses), as well as indoor recreational uses (except for bars, taverns and smoking lounges), are permitted in this zoning district. Membership clubs and lodges are considered indoor recreational uses. Adult entertainment or sexually oriented businesses are not permitted in the “CN-1” zoning district. Findings §109.33(a), TABC, authorizes the City Council to adopt spacing regulations for certain alcoholic establishments. §4-5(a) of the Code of Ordinances defers to §109.33(b), TABC, which requires any business that sells alcoholic beverages for on-premise consumption to be located at least 300 feet from an existing church, public or private school or hospital. For public and private schools only, distance is measured in a direct line from the property line of the public or private school to the property line of the place of business, and in a direct line across intersections (RE: §109.33[b][1]). Distance separations involving churches and hospitals, on the other hand, use a front door-to-front door method. §109.33(e), TABC, authorizes the City Council to grant variances from spacing requirements if they meet certain criteria. Per §4-5(f), City Code, the City Council may, upon application of a business regulated under this section, allow a variance to the regulation if the Council determines that : 1. Enforcement of the regulation in a particular instance is not in the best interest of the public. Several states have laws that set minimum distance requirements between alcohol sellers and schools, churches, colleges or universities, playgrounds or other designated places, mostly out of compulsions to safeguard public health and safety by establishing safe and reasonable distance separations between disparate uses. Local codes require a minimum 300-foot separation from private or public schools, as measured from property line to property line; this requirement is irrespective of, and mutually exclusive from, any associated or secondary land use in conjunction with the alcoholic beverage service use, whether that associated use is either an SOB or a musical entertainment venue. In comparison, although the distance between property lines falls well below the required minimum standard, the door-to-door distance measurement between the club’s front door and the school’s front-door entrance (as would be applied to churches and hospitals) is over 1,200 feet, or four times the minimum school distance standard, especially when such factors as building siting and differences in property locations and sizes are considered. While there were numerous incidents involving the police during the life of the SOB, there is no appreciable evidence to suggest that a similar record of activity would occur if a jazz club were to operate in its stead. Lastly, the operational hours between both the school and the jazz club are substantially different, with little to no overlap. Any unusual overlaps in operation could be mitigated through open discourse and mutually coordinated efforts between all parties. 2. Enforcement of the regulation constitutes waste or inefficient use of land or other resources. South Staples Street is a major thoroughfare that also serves as a gateway corridor into both the downtown area and the Six Points activity center. A jazz club on the premises could positively contribute to ar ea redevelopment, given the property’s location along the corridor and proximity to Six Points. On the other hand, given the number of permitted uses in the “CN-1” zoning district, the applicant fails to satisfactorily show that the proposed jazz club is the highest and best reuse, let alone the only reasonable and suitable use of the property. 3. Enforcement of the regulation creates an undue hardship on an applicant for a license or permit. Unusual events, such as the COVID-19 pandemic and the state’s executive orders in response to the emergency, could be seen as a form of undue hardship that contributed to the demise of what once were nonconforming uses that had been in place since 1994, one of which was alcohol service. The year culminated in the voluntary surrender of the alcohol service license on September 14 and the permanent closure of the SOB on November 26; as a consequence, neither an SOB, bar nor tavern may legally operate on the subject property under current circumstances. All things considered, the petitioner did purchase the property in July of 2020 and, as a result, voluntarily inherited the history of the property and its stigmas as well as its underlying zoning. Any perceived hardship endured by the petitioner may be seen as self-inflicted, new visioning of the property notwithstanding. 4. Enforcement of the regulation does not serve its intended purpose, is not effective or necessary, or for any other reason, after consideration of the health, safety, and welfare of the public and the equities of the situation, determines it is in the best interest of the community. Distance separation requirements vary by state and local jurisdictions, but they generally mandate a minimum distance between an establishment with a liquor license and neighboring religious institutions, schools, or other licensed liquor establishments. Laws such as these exist because local jurisdictions want to prevent an oversaturation of bars with liquor licenses in a particular area. These jurisdictions may also want to make sure that drinking establishments are not located too close to schools to prevent access of alcohol beverages by minors, or other public policy-based rationale. However, with respect to the land area of the school property, the location of the prospective membership club/lounge compared to the location of the school’s primary building, the type of public venue being proposed and the distance separations cited in Finding number one, application of the regulation may not appear to be prudent in this particular instance. Public Input Process Per §4-5(g), Code of Ordinances, “…the city council will hold a public hearing to receive input from the public on the requested variance. The city secretary shall publish a notice of the public hearing in the newspaper at least ten (10) days before the hearing date (Legal ad was published on July 29, 2021). Written notice of the public hearing before the city council on t he requested variance must be sent to the owners of real property within three hundred (300) feet of the property on which the variance is requested. Separate notices must be sent to any church, child care facility, daycare center, public or private school , or public hospital located within three hundred (300) feet of the property on which a variance is requested and to the superintendent of the school district in which the property requesting the variance is located. The notice may be served by its deposit, properly addressed with postage paid, in the United States mail.” Number of notices mailed: Forty-two (42) within a 300-foot notice area, mailed July 23, 2021 Number of responses received by staff to date: IN FAVOR OPPOSED Four (4) inside notification area, Two (2) inside notification area, as of August 5, 2021 as of August 5, 2021 ALTERNATIVES: 1. Approval of a Resolution to grant a variance to §4-5(a), Code of Ordinances allowing the sale of alcoholic beverages for on-premise consumption within 300 feet of a public or private school on the property located at 1911 South Staples Street, subject to conditions as deemed necessary and appropriate by the City Council; OR 2. Denial of a Resolution to grant a variance to §4-5(a), Code of Ordinances allowing the sale of alcoholic beverages for on-premise consumption within 300 feet of a public or private school on the property located at 1911 South Staples Street, due to alternate Findings as established by the City Council. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: Staff recommends DENIAL of the variance request. LIST OF SUPPORTING DOCUMENTS: Resolution Presentation – Zoning and Notice Map 1 Resolution granting a variance under Corpus Christ Code Section 4-5 to allow Voodoo Promotions, LLC to operate an alcohol beverage establishment with on-premise consumption on the property located at 1911 South Staples Street within 300 feet of a school WHEREAS, Adam Stern of Voodoo Promotions, LLC (Petitioner), is the owner of property located at 1911 South Staples Street (Property), identified as Lots 13 through 16 of Block 1305 of the Merchants Addition, Number 6, and further identified as Nueces County Appraisal District Geographic ID number 5096-1305-0130; WHEREAS, Petitioner seeks to operate a membership club on the property that will sell alcoholic beverages for on-premise consumption exclusively to its members; WHEREAS, the property is zoned “CN-1,” Neighborhood Commercial Zoning District, and membership clubs and lodges are a permitted use in this Zoning District; WHEREAS, the property is within 300 feet of the Metropolitan Elementary School of Design, a public school operated by the Corpus Christi Independent School District; WHEREAS, as allowed under §109.33(a)(1) of the Texas Alcohol and Beverage Code (TABC), the City enacted §4-5(a) of the Code of Ordinances (Code) to prohibit any person from maintaining and operating a business for the dispensing and sale of alcoholic beverages for on- premise consumption within the corporate limits of the City within 300 feet of a public or private school; WHEREAS, §109.33(e), TABC and §4-5(f) of the Code allow the City Council (Council), upon the application by a business that is regulated by §4-5 of the Code, to grant a variance to the alcohol regulations contained therein if the Council determines that enforcement of the regulation in a particular instance is not in the best interest of the public, constitutes waste or inefficient use of land or other resources, creates an undue hardship on an applicant for a license or permit, does not serve its intended purpose, is not effective or necessary, or for any other reason the court or governing board, after consideration of the health, safety, and welfare of the public and the equities of the situation, determines is in the best interest of the community; WHEREAS, Petitioner has formally applied to the City for relief by variance, as allowed under §4-5(f) of the Code and prays that the Council will find in favor of the Petitioner and grant the variance; and 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. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: 2 SECTION 1. After consideration of the health, safety, and welfare of the public and the equities of the situation, the City Council has determined that the enforcement of §4-5 of the Corpus Christi Code in this particular instance is not in the best interest of the public, constitutes waste or inefficient use of land or other resources, creates an undue hardship on the Petitioner, does not serve its intended purpose, is neither effective nor necessary, and/or a variance is in the best interest of the community. SECTION 2. The City Council hereby grants Petitioner, Voodoo Promotions, LLC, a variance to §4-5 of the Corpus Christi Code to operate an alcoholic beverage establishment with on-premise consumption on the property located at 1911 South Staples Street (Nueces County Appraisal District Geographic ID number 5096-1305-0130), being Lots 13 through 16 of Block 1305 of the Merchants Addition, Number 6. Such variance only applies to Corpus Christi Code §4-5 and does not waive or exempt the property from any other City Codes or regulations. PASSED AND APPROVED on the ______ day of _________, 2021: Paulette M. Guajardo _______________________ Roland Barrera _______________________ Gil Hernandez _______________________ Michael Hunter _______________________ Billy Lerma _______________________ John Martinez _______________________ Ben Molina _______________________ Mike Pusley _______________________ Greg Smith _______________________ ATTEST: CITY OF CORPUS CHRISTI Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Case No. 21ZN1026 – Stern 1911 South Staples Street N City Council August 10, 2021 Request for T.A.B.C. Variance REQUEST Variance Case No. 21ZN1026, Adam Stern: (District 2);Resolution granting a variance under Corpus Christi Code Section 4-5 to allow Voodoo Promotions, LLC to operate an alcohol beverage establishment with on-premise consumption on the property located at 1911 South Staples Street within 300 feet of a school. The property is within 300 feet of a public or private school. 2 PURPOSE The purpose of the request is to permit the operation of a membership club/lodge that primarily sells alcoholic beverages for on-premise consumption to its members on a property that is located less than 300 feet from the west property line of the Metro Elementary School of Design, a CCISD magnet school. The subject property is the site of the former “Pleasures” adult entertainment club, which shut down in November of 2020. The new property owner seeks to redevelop the site as a jazz venue and does not wish to resurrect the adult entertainment use. 3 4 Former “Pleasures” Adult Club Background on Spacing Regulations •§109.33(a), Texas Alcoholic Beverage Code, or TABC, authorizes the City Council to adopt spacing regulations for establishments serving alcohol. •Corpus Christi Code of Ordinances,§4-5(b), adopts the TABC spacing requirements. o Cities are pre-empted from regulating alcohol, except as allowed by the Texas Alcoholic Beverage Commission (or Commission), therefore the City’s spacing requirements must conform to the TABC. o §4-5(b), City Code, defers to §109.33(b), TABC, which requires that alcohol businesses be spaced at least 300’ from churches, public or private schools and hospitals. For public and private schools only, distance is measured in a direct line from the property line of the public or private school to the property line of the place of business, and in a direct line across intersections (RE: §109.33[b][1]). A different standard is applied for churches and hospitals. •§109.33(e), TABC, allows the City Council to grant variances from these spacing requirements. 5 6 Currently, there is less than 300’of distance separation between property lines, which does not comply with §4-5(b) 100’ 7 Staples Street – Looking southwest SUBJECT AREA 8 Staples Street – Looking east SUBJECT AREA 9 15th Street – Looking northwest SUBJECT AREA TIMELINE 1.March 19, 2020 – Governor Abbott issues a series of executive orders shutting down non-essential businesses in response to COVID-19 disaster declaration.Bars were effectively shut down. 2.Voodoo Promotions, LLC purchases the property located at 1911 South Staples (site of the former “Pleasures” adult club) in July of 2020. 3.TABC alcohol service permit for Pleasures voluntarily turned in by business owner Syed Rahman, 9/4/2020; Pleasures continues as a BYOB operation. 4.Governor Abbott issues an executive order allowing bars to reopen at 50% capacity on 10/14/2020. 5.Police Department revokes SOB license for Pleasures, 11/24/2020; last day of operation is 11/26/2020. 6.Adam Stern, principal with Voodoo Promotions, LLC approaches the City in May of 2021 to redevelop the property as a jazz bar; current CN-1 zoning will allow such an operation under a membership club or lodge. Approval of a variance to §4-5(b) of City Code to allow alcohol sales with on-premise consumption within 300’ of a school will be needed. 10 Required findings for a variance •City Council must find that the enforcement of the spacing requirements in this particular circumstance: o Is not in the best interest of the general public; o Constitutes waste or an inefficient use of the land or other resources; o Creates an undue hardship on an applicant for an alcohol permit. 11 Factors in support of the variance 1.As a matter of contrast, distance separations from churches and hospitals are measured from front-door to front-door. In applying this door-to-door standard, as based upon building siting as well as differences in property sizes and locations, the distance separation increases to over 1,200 feet. 2.Operational hours between both the bar (open after 5 PM) and the school (closed after 5 PM) are vastly different. 3.The proposed jazz bar could positively contribute to area redevelopment, given the property’s location along a gateway corridor and its proximity to Six Points. 4.Unusual chain of events and timing in response to COVID pandemic may have caused unanticipated hardships and may have led to premature closings. 5.CN-1 zoning already allows such uses as convenience stores with beer and wine sales, vape shops, payday loan stores and liquor stores by right. 12 Factors against the variance 1. 300 feet, as required by code, serves as a reasonable distancing standard based on sound planning practices; practice appears to be instrumental in promoting public health, safety and welfare by curtailing access to alcohol and its negative effects. 2. Petitioner has not clearly shown that proposed redevelopment is the highest and best use of the property. 3. Petitioner has not clearly shown that other uses allowed under a CN-1 zoning classification are not viable on the property. 4. Hardships may be self-imposed (i.e.: choice of location, preference of land use, overcoming obvious stigmas associated with the property in light of the preferred land use). 13 Staff Recommendation Denial of the request for a variance to §4-5(a), Code of Ordinances allowing the sale of alcoholic beverages for on- premise consumption within 300 feet of a public or private school. • City Council may approve, approve with conditions, or deny the variance request 14 DATE: June 14, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Zoning Case No. 0521-01, Kitty Hawk Development, Ltd.: (District 5) Ordinance rezoning property at or near 9142 South Staples Street (FM 2444) from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District. SUMMARY: The purpose of the rezoning request is to allow for the construction of single-family residential lots with access to City water utilities, but no wastewater or gas utilities. BACKGROUND AND FINDINGS: The subject property totals 0.86 acres in size and is currently zoned “CN-1” Neighborhood Commercial District, consists of vacant land, and has remained since annexation in 1995. To the west are properties outside of the City Limits and consist of vacant undeveloped land. To the north, south, and east is property zoned “RS-15” Single-Family 15 District. Conformity to City Policy The subject property is located within the boundaries of the Southside Area Development Plan and is planned for a commercial use. The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC), compatible with the adjoining properties, and does not have a negative impact upon adjacent properties. However, the subject property has the future land use designation of commercial and therefore inconsistent with the future land use map. This said, the property was recently rezoned along with the surrounding “RS-15” properties in 2013. 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. Public Input Process Number of Notices Mailed 1 within 200-foot notification area 1 outside notification area Rezoning a property at or near 9142 South Staples Street (FM 2444) AGENDA MEMORANDUM Public Hearing & First Reading Ordinance for the City Council Meeting 08/10/21 Second Reading Ordinance for the City Council Meeting 08/17/21 As of June 11, 2021: 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 200-foot notification area* is in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200 -foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition ALTERNATIVES: 1. Denial of the zoning to the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: The Planning Commission recommended approval of the zoning to the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District on June 9, 2021. Vote Count: For: 8 Opposed: 0 Absent: 1 Abstained: 0 Staff recommends approval of the zoning request. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0521-01, Kitty Hawk Development, Ltd.: (District 5) Ordinance rezoning property at or near 9142 South Staples Street (FM 2444) from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 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 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 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 being the Described as the south half of Section 31, Laureles Farm Tracts, a map of which is recorded in Volume 3, Page, 15, Map Records Nueces County, Texas, as shown in Exhibit “A”: from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District The subject property is located at or near 9142 South Staples Street (FM 2444). Exhibit A, which is the Metes and Bounds of the subject property with an associated map 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 6 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 6 That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez _______________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 4 of 6 Exhibit A Page 5 of 6 Page 6 of 6 PLANNING COMMISSION FINAL REPORT Case No. 0521-01 INFOR No. 21ZN1018 Planning Commission Hearing Date: June 9, 2021 Applicant & Legal Description Owner: Kitty Hawk Development Ltd. Applicant: Kitty Hawk Development Ltd. Location Address: 9142 South Staples Street (FM 2444). Legal Description: Described as the south half of Section 31, Laureles Farm Tracts, a map of which is recorded in Volume 3, Page, 15, Map Records Nueces County, Texas, located along the southeast corner of South Staples Street (Farm to Market 2444) and County Road 41. Zoning Request From: “CN-1” Neighborhood Commercial District To: “RS-15” Single-Family 15 District Area: 0.86 acres Purpose of Request: To allow for the construction of single-family residential lots. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site “CN-1” Neighborhood Commercial District Vacant Commercial North “CN-1” Neighborhood Commercial District Commercial Commercial South “RS-15” Single-Family 15 District Vacant Low Density Residential East “RS-15” Single-Family 15 District Vacant Low Density Residential West Outside City Limits Vacant Outside City Limits ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the Southside Area Development Plan (ADP) and is planned for commercial use. The proposed rezoning to the “RS-15” Single-Family 15 District is partially inconsistent with the adopted Comprehensive Plan (Plan CC) and warrants an amendment to the Future Land Use Map. Map No.: 040034 City Council District: 5 Zoning Violations: None Transportation Transportation and Circulation: The subject property currently has no access to street frontage. The preliminary plat does show frontage to one proposed street. The property has approximately 162 feet of street frontage along Grumman Road (County Road 41) which is designated as a “A2” Secondary Arterial Street. According to the Urban Transportation Plan, “A2” Secondary Arterial Streets can convey a capacity between 20,000 to 30,000 Average Daily Trips (ADT). Staff Report Page 2 Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume South Staples Street (Farm to Market 2444) “A3” Primary Arterial 130’ ROW 79’ paved 170’ ROW 100’ paved 8,817 ADT (2017) Grumman Road (County Road 41) “A2” Secondary Arterial 100’ ROW Varies paved None N/A Staff Summary: Requested Zoning: The applicant is requesting a rezoning from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District to allow for the construction of single-family residential lots. Development Plan: The subject property is 0.86 acres in size. Existing Land Uses & Zoning: The subject property is currently zoned “CN-1” Neighborhood Commercial District, consists of vacant land, and has remained since annexation in 1995. To the west are properties outside of the City Limits and consist of vacant undeveloped land. To the north, south, and east is property zoned “RS-15” Single- Family 15 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 not platted. Utilities: Water: 8-inch PVC service line runs to the east or rear of the property. Wastewater: No wastewater access is currently located at the subject property. Gas: No gas access is currently located along the subject property. Storm Water: Drainage would be directed toward a 30 foot Drainage Easement that runs along the proposed extension of Grumman Road (County Road 41). Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the Southside Area Development Plan (ADP) and is planned for a commercial use. The proposed rezoning to the “RS-15” Single-Family 15 District is generally consistent with the adopted Comprehensive Plan (Plan CC) and warrants an amendment to the Future Land Use Map. 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). Staff Report Page 3  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 mostly consistent with the adopted Comprehensive Plan (Plan CC). However, the subject property has the future land use designation of commercial and therefore inconsistent with the future land use map. This said, the property was recently rezoned along with the surrounding “RS-15” properties in 2013.  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. Planning Commission and Staff Recommendation (June 9, 2021): Approval of the change of zoning from the “CN-1” Neighborhood Commercial District to the “RS-15” Single-Family 15 District. Public Notification Number of Notices Mailed – 1 within 200-foot notification area 1 outside notification area As of June 3, 2021: 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/2020/0720-01 Bobak Mostaghasi (London)/PC Documents/PC Report - Bobak Mostaghasi.docx Staff Report Page 4 Kitty Hawk Development Ltd. Rezoning for a Property at 9142 South Staples Street (FM 2444) From “CN-1” To “RS-15” N City Council August 10, 2021 Zoning Case #0521-01 2 Aerial Overview N 3 Zoning Pattern and Adjacent Development N 4 Public Notification 1 Notices mailed inside 200’ buffer 1 Notices mailed outside 200’ buffer Notification Area Opposed: 0 (0.00%) In Favor: 0 Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition N 5 Planning Commission and Staff Recommendation Approval of the “RS-15” Single-Family 15 District 6 Utilities Water: 8-inch PVC Wastewater: None Gas: None Storm Water: 30-foot Drainage Easement N DATE: June 11, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Zoning Case No. 0621-02, Glenn Lyons: (District 3) Ordinance rezoning property at or near 5839 Williams Drive from the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District. SUMMARY: The purpose of the rezoning request is to allow for the construction of a small multi-tenant office building. BACKGROUND AND FINDINGS: The subject property totals 0.46 acres in size and is currently zoned “RS-6” Single-Family 6 District, consists of vacant property, and has remained since annexation in 1954. To the north across Williams Drive are properties rezoned in 2014 to the “CG-2” General Commercial District and currently consists of two hotels. To the south are office buildings zoned “ON” Neighborhood Office District and a large apartment complex zoned “CG-2” General Commercial District. To the east is a single-family residential subdivision (Gulfway Airline Park Unit 1; 1954) zoned “RS-6” Single-Family 6 District. To the west, across Braeswood Drive, is an office building zoned “RS-6” Single-Family 6 District and a large apartment complex zoned “CG-2” General Commercial District. Conformity to City Policy The subject property is located within the boundaries of the Southside Area Development Plan and is planned for a commercial use. The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC), compatible with the adjoining properties, and does not have a negative impact upon adjacent properties. Adjacent properties consist of lots rezoned in 2002 to the “ON” Neighborhood Office District. Additionally, the “ON” Neighborhood Office does not allow bars, pubs, taverns, or nightclubs. Rezoning a property at or near 5839 Williams Drive AGENDA MEMORANDUM Public Hearing & First Reading Ordinance for the City Council Meeting 08/10/21 Second Reading Ordinance for the City Council Meeting 08/17/21 Public Input Process Number of Notices Mailed 19 within 200-foot notification area 1 outside notification area As of June 11, 2021: In Favor 1 inside notification area 0 outside notification area In Opposition 1 inside notification area 0 outside notification area Totaling 2.97% of the 200-foot notification area* is in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200 -foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition ALTERNATIVES: 1. Denial of the zoning to the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: Staff recommends approval of the zoning request. The Planning Commission recommended approval of the zoning to the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District on June 9, 2021. Vote Count: For: 8 Opposed: 0 Absent: 1 Abstained: 0 LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0621-02, Glenn Lyons: (District 3) Ordinance rezoning property at or near 5839 Williams Drive from the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office 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 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 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 Lots 20 and 21, Block 4, Gulfway Airline Park Unit 1, as shown in Exhibit “A”: from the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District The subject property is located at or near 5839 Williams Drive. Exhibit A, which is a map of the subject property 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 ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez _______________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 4 of 4 Exhibit A PLANNING COMMISSION FINAL REPORT Case No. 0621-02 INFOR No. 21ZN1019 Planning Commission Hearing Date: June 9, 2021 Applicant & Legal Description Owner: Glenn Lyons Applicant: Glenn Lyons Location Address: 5839 Williams Drive Legal Description: Lots 20 and 21, Block 4, Gulfway Airline Park Unit 1, located at the southeast corner of the intersection of Williams Drive and Braeswood Drive, and east of South Staples Street. Zoning Request From: “RS-6” Single-Family 6 District To: “ON” Neighborhood Office District Area: 0.46 acres Purpose of Request: To allow for the construction of a small multi-tenant office building. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site “RS-6” Single-Family 6 District Vacant Commercial North “CG-2” General Commercial District Vacant and Commercial Commercial and High Density Residential South “ON” Neighborhood Office District Professional Office and Medium Density Residential Commercial and High Density Residential East “RS-6” Single-Family 6 District and “CG-2” General Commercial District Low Density Residential Medium Density Residential West “RS-6” Single-Family 6 District Public / Semi- Public and Medium Density Residential High Density Residential ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the Southside Area Development Plan and is planned for a commercial use. The proposed rezoning to the “ON” Neighborhood Office District is consistent with the adopted Comprehensive Plan (Plan CC). City Council District: 3 Zoning Violations: None Staff Report Page 2 Transportation Transportation and Circulation: The subject property has approximately 120 feet of street frontage Williams Drive which is designated as a “C3” Primary Collector Street and approximately 160 feet of street frontage Braeswood Drive which is designated as a “Local / Residential” Street. According to the Urban Transportation Plan, “C3” Primary Collector Streets can convey a capacity between 4,000 and 8,500 Average Daily Trips (ADT). Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume Williams Drive “C3” Primary Collector 75’ ROW 50’ paved 100’ ROW 50’ paved 9,216 ADT (2015) Braeswood Drive Local / Residential 50’ ROW 28’ paved 80’ ROW 54’ paved Not Available Staff Summary: Development Plan: The subject property is 0.46 acres in size. The applicant is proposing a small multi-tenant office building. Existing Land Uses & Zoning: The subject property is currently zoned “RS-6” Single- Family 6 District, consists of vacant land, and has remained since annexation in 19 54. To the north across Williams Drive are properties rezoned in 2014 to the “CG-2” General Commercial District and currently consists of two hotels. To the south are office buildings zoned “ON” Neighborhood Office District and a large apartment complex zoned “CG-2” General Commercial District. To the east is a single-family residential subdivision (Gulfway Airline Park Unit 1; 1954) zoned “RS-6” Single-Family 6 District. To the west, across Braeswood Drive, is an office building zoned “RS-6” Single-Family 6 District and a large apartment complex zoned “CG-2” General 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: 8-inch C900 line located along Braeswood Drive. Wastewater: 8-inch VCP line located along Braeswood Drive. Gas: 6-inch Service Line located along Williams Drive. Storm Water: Road inlets located along Williams Drive. Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the Southside Area Development Plan and is planned for a commercial use. The proposed rezoning to the “ON” Neighborhood Office 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). Staff Report Page 3  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).  Promote interconnected neighborhoods with appropriate transitions between lower-intensity and higher-intensity land uses. (Future Land Use, Zoning, and Urban Design Policy Statement 3).  Attract diverse, new, commercial development to vacant, non-residential, infill parcels. (Southside ADP Policy Statement 5). Department Comments:  The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC), compatible with the adjoining properties, and does not have a negative impact upon adjacent properties.  Adjacent properties consist of lots rezoned in 2002 to the “ON” Neighborhood Office District.  The “ON” Neighborhood Office District is a transitional district and limits the size of retail and restaurant uses. Additionally, the “ON” Neighborhood Office does not allow bars, pubs, taverns, or nightclubs. Planning Commission and Staff Recommendation (June 9, 2021): Approval of the change of zoning from the “RS-6” Single-Family 6 District to the “ON” Neighborhood Office District. Public Notification Number of Notices Mailed – 19 within 200-foot notification area. 1 outside notification area As of June 4, 2021: In Favor – 1 inside notification area – 0 outside notification area In Opposition – 1 inside notification area – 0 outside notification area Totaling 2.97% of the land within the 200-foot notification area in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) Staff Report Page 4 Staff Report Page 5 Staff Report Page 6 Glenn Lyons Rezoning for a Property at 5839 Williams Drive From “RS-6” To “ON” N City Council August 10, 2021 Zoning Case #0621-02 2 Aerial Overview N 3 Zoning Pattern and Adjacent Development N Vacant High Density Residential Medium Density Residential GovernmentCommercialProfessional Office 4 UDC Requirements Buffer Yards: ON to RS-6: Type B: 10’ & 10 pts. Setbacks: Street: 20 feet Side & Rear: 10 feet Parking: 1:150 Square feet Landscaping, Screening, and Lighting Standards Uses Allowed: Medical, Retail, Offices, Multifamily *Bars/Nightclubs Not Allowed in “ON” N 5 Public Notification 19 Notices mailed inside 200’ buffer 1 Notices mailed outside 200’ buffer Notification Area Opposed: 1 (2.97%) In Favor: 1 (7.52%) Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Separate Opposed Owners: 1 N X O 6 Planning Commission and Staff Recommendation Approval of the “ON” Neighborhood Office District 7 Utilities Water: 8-inch C900 Wastewater: 8-inch VCP Gas: 6-inch Service Line Storm Water: Roadside ditches N DATE: June 14, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Zoning Case No. 0621-01, Joshua and Jasania Morales.: (District 4) Ordinance rezoning property at or near 13845 Mizzen Street from the “RS-6” Single-Family 6 District to “RS-6/SP” Single- Family 6 District with a Special Permit. SUMMARY: The purpose of the rezoning request is to allow for the establishment of a Bed and Breakfast Home. (3/4 vote will be require). If approved, the proposed Bed and Breakfast Home must always remain in compliance with Section 5.2.8 of the Unified Development Code (UDC). UDC Section 5.2.8 Bed and Breakfast Home: A Bed and breakfast home shall be permitted in accordance with the use tables in Article 4 subject to the following standards: A. Sleeping accommodations shall not exceed five bedrooms and no more than 10 lodgers shall be accommodated at one time, not including the owner- occupied rooms. The Bed and Breakfast Home shall be owner-occupied at all times. B. Kitchen and dining facilities may be included to provide meals to guests only. No food preparation shall be permitted in guest bedrooms. C. Parking in the street yard of a bed and breakfast home shall be prohibited. All parking shall be screened from an adjacent residential use by an opaque fence or a hedge a minimum of 6 feet in height. D. In residential districts, no exterior evidence of the bed and breakfast home shall be allowed, except that one attached sign no larger than 1 square foot in area shall be permitted with Rezoning a property at or near 13845 Mizzen Street AGENDA MEMORANDUM Public Hearing & First Reading Ordinance for the City Council Meeting 08/10/21 Second Reading Ordinance for the City Council Meeting 08/17/21 no additional advertising of any kind allowed on site. In nonresidential districts, the sign provisions of Section 7.5 shall apply. E. The operator shall keep a current request register including names, permanent addresses, dates of occupancy and motor vehicle license numbers for all guests. F. A temporary use permit in accordance with Section 5.4 shall be required for any party, reception or similar special event that is anticipated to draw more than 10 total guests (including overnight guests) to the bed and breakfast home. Special events subject to the temporary use permit shall be limited to a total of six such functions per calendar year and shall be limited to between the hours of 7 a.m. and midnight. Such events shall be limited to the interior of the bed and breakfast home. G. The bed and breakfast home shall be no closer than 1,000 feet to any other bed and breakfast home. BACKGROUND AND FINDINGS: The subject property totals 0.1653 acres in size and is currently zoned “RS-6” Single-Family 6 District, consists of a single-family detached house, pool, and accessory uses. To the west are properties outside of the City Limits and consist of vacant undeveloped land. The area to the north, south, east, and west of the property is zoned “RS-6” Single-Family 6 District. The surrounding uses are all single-family homes. Conformity to City Policy The subject property is located within the boundaries of the Padre/Mustang Island (ADP), and is planned for Medium Density Residential use. The change of zoning from the “RS-6” Single-Family 6 District to the “RS-6/SP” Single-Family 6 District Special Permit is generally consistent with the adopted Comprehensive Plan (Plan CC). The current zoning allows for a single-family detached house, and all accessory uses but does not allow for the use Overnight Accommodation, which is the closest use to a “Short Term Rental.” Section 5.1.2.A. Residential Use – Household Living describes a prohibition of rentals for 30 or more days, “Characteristics: Residential occupancy of a dwelling unit by a household on a month-to-month or longer basis in structures with self- contained dwelling units including kitchens,” which has prompted the need to request for a rezoning to a Bed and Breakfast Home. Public Input Process Number of Notices Mailed 20 within 200-foot notification area 1 outside notification area As of June 21, 2021: In Favor 0 inside notification area 0 outside notification area In Opposition 8 inside notification area 0 outside notification area Totaling 38.84% of the 200-foot notification area* is in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200 -foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition ALTERNATIVES: 1. Approval of the zoning from the “RS-6” Single-Family 6 District to the “RS-6/SP” Single- Family 6 District with a Special Permit. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: The Planning Commission recommended denial of the zoning to the “RS-6/SP” Single-Family 6 Special Permit on June 9, 2021. Vote Count: For: 8 Opposed: 0 Absent: 1 Abstained: 0 Staff recommends approval of the zoning request. (3/4 vote will be required due to opposition by surrounding property owners). LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0621-01, Joshua and Jasania Morales: (District 4) Ordinance rezoning property at or near 13845 Mizzen Street from the “RS-6” Single-Family 6 District to “RS-6/SP” Single-Family 6 District with a Special Permit. 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 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 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 being the described as Lot 27, Block 9, Barataria Bay, as shown in Exhibit “A”: from the “RS-6” Single Family 6 District to the “RS-6/SP” Single Family 6 District with a Special Permit The subject property is located at or near 13845 Mizzen Street. Exhibit A, which is the Metes and Bounds of the subject property with an associated map attached to and incorporated in this ordinance. SECTION 2. The Special Permit granted in Section 1 of this ordinance is subject to the Owner following the conditions from Section 5.2.8 Bed and Breakfast Home in the UDC, listed below: 1. Sleeping accommodations shall not exceed five bedrooms and no more than 10 lodgers shall be accommodated at one time, not including the owner- occupied rooms. The Bed and Breakfast Home shall be owner-occupied at all times. Page 2 of 4 2. Kitchen and dining facilities may be included to provide meals to guests only. No food preparation shall be permitted in guest bedrooms. 3. Parking in the street yard of a bed and breakfast home shall be prohibited. Al l parking shall be screened from an adjacent residential use by an opaque fence or a hedge a minimum of 6 feet in height. 4. In residential districts, no exterior evidence of the bed and breakfast home shall be allowed, except that one attached sign no large r than 1 square foot in area shall be permitted with no additional advertising of any kind allowed on site. In nonresidential districts, the sign provisions of Section 7.5 shall apply. 5. The operator shall keep a current request register including names, pe rmanent addresses, dates of occupancy and motor vehicle license numbers for all guests. 6. A temporary use permit in accordance with Section 5.4 shall be required for any party, reception or similar special event that is anticipated to draw more than 10 total guests (including overnight guests) to the bed and breakfast home. Special events subject to the temporary use permit shall be limited to a total of six such functions per calendar year and shall be limited to between the hours of 7 a.m. and midnight. Such events shall be limited to the interior of the bed and breakfast home. 7. The bed and breakfast home shall be no closer than 1,000 feet to any other bed and breakfast home. SECTION 3. The UDC and corresponding UDC Zoning Map of the City, made effective July 1, 2011 and as amended from time to time, except as changed by this ordinance, both remain in full force and effect including the penalties for violations as made and provided for in Article 10 of the UDC. SECTION 4. To the extent this amendment to the UDC represents a deviation from the City’s Comprehensive Plan, the Comprehensive Plan is amended to conform to the UDC, as it is amended by this ordinance. SECTION 5. All ordinances or parts of ordinances specifically pertaining to the zoning of the subject property that are in conflict with this ordinance are hereby expressly repealed. SECTION 6. A violation of this ordinance, or requirements implemented under this ordinance, constitutes an offense punishable as provided in Article 1, Section 1.10.1 of the UDC, Article 10 of the UDC, and/or Section 1-6 of the Corpus Christi Code of Ordinances. SECTION 7. Publication shall be made in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. SECTION 8. 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 ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez _______________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 4 of 4 Exhibit A PLANNING COMMISSION STAFF REPORT Case No. 0621-01 INFOR No. Planning Commission Hearing Date: June 9, 2021 Applicant & Legal Description Owner: Joshua and Jasania Morales Applicant: Joshua and Jasania Morales Location Address: 13845 Mizzen Street Legal Description: Described as Lot 27, Block 9, Barataria Bay Number 4, located along the south side of Mizzen Street, west of Aquarius Street, and north of a canal (navigation channel). Zoning Request Request: “RS-6” Single-Family 6 to “RS-6/SP” Single-Family 6 Special Permit Area: .1653 acres Purpose of Request: To allow for a Bed and Breakfast Home use as in accordance with section 5.2.8 of the UDC. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site “RS-6” Single-Family 6 Low Density Residential Medium Density Residential North “RS-6” Single-Family 6 Low Density Residential Medium Density Residential South “RS-6” Single-Family 6 Water and Low Density Residential Water and Medium Density Residential East “RS-6” Single-Family 6 Low Density Residential Medium Density Residential West “RS-6” Single-Family 6 Low Density Residential Medium Density Residential ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the Padre/Mustang Island (ADP), and is planned for Medium Density Residential use. The current zoning is generally consistent with the adopted Comprehensive Plan (Plan CC). Map No.: 030026 Council District: 4 Zoning Violations: Four total violations were issued to Joshua and Jasania Morales (two each) for renting for less than thirty days. Transportation Transportation and Circulation: The subject property has approximately 65 feet of street frontage along Mizzen Street which is designated as a Local Residential Street which can convey a capacity of up to 500 Average Daily Trips (ADT). Staff Report Page 2 Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume Mizzen Street Residential Street 50’ ROW 28’ paved 50’ ROW 28’ paved Not Available Staff Summary: Current Zoning and Special Permit: The applicant is requesting a special permit to allow for a Bed and breakfast home. The current zoning is “RS-6” Singly-Family 6 and allows for a Special Permit request for a Bed and Breakfast home. The Unified Development Code (UDC) Section “5.2.8 Bed and Breakfast Home,” allows for a bed and breakfast home, as long as certain specific standards are met: Section 5.2.8 Bed and Breakfast Home: A Bed and breakfast home shall be permitted in accordance with the use tables in Article 4 subject to the following standards: A. Sleeping accommodations shall not exceed five bedrooms and no more than 10 lodgers shall be accommodated at one time, not including the owner- occupied rooms. B. Kitchen and dining facilities may be included to provide meals to guests only. No food preparation shall be permitted in guest bedrooms. C. Parking in the street yard of a bed and breakfast home shall be prohibited. All parking shall be screened from an adjacent residential use by an opaque fence or a hedge a minimum of 6 feet in height. D. In residential districts, no exterior evidence of the bed and breakfast home shall be allowed, except that one attached sign no larger than 1 square foot in area shall be permitted with no additional advertising of any kind allowed on site. In nonresidential districts, the sign provisions of Section 7.5 shall apply. E. The operator shall keep a current request register including names, permanent addresses, dates of occupancy and motor vehicle license numbers for all guests. F. A temporary use permit in accordance with Section 5.4 shall be required for any party, reception or similar special event that is anticipated to draw more than 10 total guests (including overnight guests) to the bed and breakfast home. Special events subject to the temporary use permit shall be limited to a total of six such functions per calendar year and shall be limited to between the hours of 7 a.m. and midnight. Such events shall be limited to the interior of the bed and breakfast home. Staff Report Page 3 G. The bed and breakfast home shall be not closer than 1,000 feet to any other bed and breakfast home. Development Plan: The subject property is .1653 acres in size. The owner is proposing to establish a bed and breakfast home at this site. The home will have three bedrooms available for lodgers, and four parking spaces. The bed and breakfast and its parking spaces are planned to be screened from the Right of Way with landscaping in accordance section 5.2.8 of the UDC. The property has been a single-family residence since the home’s construction in 1981. Existing Land Uses & Zoning: The subject property is currently zoned “RS-6” Single-Family 6 District and consists of a single-family detached house, pool, and accessory uses. The house was built in 1981 and is approximately 2,375 square feet. The subject property was platted in 1968 and annexed in 1981. The home is found in a platted development that consists of four “fingerlings” that end with a cul-de-sac surrounded on three sides by a canal. The area to the north, south, east, and west of the property is zoned “RS-6” Single-Family 6 District. The surrounding uses are all single-family homes. 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 PVC line located along the north side of Mizzen Street. Wastewater: 8-inch VCP line located along the south side of Mizzen Street. Gas: 2-inch Service Line located along the north side of Mizzen Street. Storm Water: Inlets are found on both sides of Mizzen Street approximately 75’ and 80’ away from the subject property that lead to 30-inch RCP under Mizzen Street. Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the Padre/Mustang Island (ADP), and is planned for Medium Density Residential use. The change of zoning from “RS-6” Single-Family 6 to “RS-6/SP” Single- Family 6 Special Permit is generally 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). Staff Report Page 4 Department Comments: • The proposed special permit request is consistent with the adopted Comprehensive Plan (Plan CC) and does not warrant an amendment to the Future Land Use Map. • The proposed special permit request is compatible with neighboring properties and with the general character of the surrounding area. This special permit request should not have a negative impact upon the surrounding neighborhood. • Staff believes that Section 5.2.8 of the UDC’s Bed and Breakfast Home requirements and restrictions are adequate to allow for the use to blend into the character of the residential area. It is a legitimate alternative to undocumented or illegal overnight accommodations also known as “short-term rentals.” • All UDC Requirements for 5.2.8 have been met, or have been communicated by the applicant will be met through a submitted site plan or by application. Requirements such as Section 5.2.8.E “The operator shall keep a current request register including names, permanent addresses, dates of occupancy and motor vehicle license numbers for all guest,” can be enforced at a later time. Planning Commission Recommendation: Denial of the special permit “RS-6/SP” Single-Family 6 District with a Special Permit request to allow for a Bed and Breakfast home. Staff Recommendation: Approval of the special permit “RS-6/SP” Single-Family 6 District with a Special Permit request to allow for a Bed and Breakfast home. Public Notification Number of Notices Mailed – 20 within 200-foot notification area 1 outside notification area As of June 21, 2021: In Favor – 0 inside notification area – 0 outside notification area In Opposition – 10 inside notification area – 0 outside notification area Totaling 45.99% of the land within the 200-foot notification area in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) C. Applicant Submitted Site Plan Staff Report Page 5 Staff Report Page 6 13845 Mizzen Proposed Site Plan Parking space, each a size of 12 ft x 14 ft Landscaping buffer of large agave, oleander, or similar sized shrub Available rooms (3) Drive aisle to parking spots Possible buffer plants Above, with sago palms Above, with oleander bushes Joshua and Jasania Morales Rezoning for a Property at 13845 Mizzen Street From “RS-6” to “RS-6/SP” Zoning Case #0621-01 N City Council August 10, 2021 2 Aerial Overview N 3 Zoning Pattern and Adjacent Development 4 Public Notification 20 Notices mailed inside 200’ buffer 1 Notices mailed outside 200’ buffer Notification Area Opposed: 10 (45.99%) In Favor: 0 Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Separate Opposed Owners: 7 X XX X X XX X XX 5 Recommendation Staff Recommendation: Approval of the“RS-6” Single-Family 6 District with a Special Permit Planning Commission Recommendation: Denial of the“RS-6” Single-Family 6 District with a Special Permit 6 Utilities Water: 6-inch PVC Wastewater: 8-inch VCP Gas: 2-inch Service Line Storm Water: 30-inch RCP 7 Bed and Breakfast Home Requirements Section 5.2.8 Bed and Breakfast Home: A Bed and breakfast home shall be permitted in accordance with the use tables in Article 4 subject to the following standards: A. A. Sleeping accommodations shall not exceed five bedrooms and no more than 10 lodgers shall be accommodated at one time, not including the owner- occupied rooms. B. Kitchen and dining facilities may be included to provide meals to guests only. No food preparation shall be permitted in guest bedrooms. C. Parking in the street yard of a bed and breakfast home shall be prohibited. All parking shall be screened from an adjacent residential use by an opaque fence or a hedge a minimum of 6 feet in height. 8 D.In residential districts, no exterior evidence of the bed and breakfast home shall be allowed, except that one attached sign no larger than 1 square foot in area shall be permitted with no additional advertising of any kind allowed on site. In nonresidential districts, the sign provisions of Section 7.5 shall apply. E.The operator shall keep a current request register including names, permanent addresses, dates of occupancy and motor vehicle license numbers for all guests. F.A temporary use permit in accordance with Section 5.4 shall be required for any party, reception or similar special event that is anticipated to draw more than 10 total guests (including overnight guests) to the bed and breakfast home. Special events subject to the temporary use permit shall be limited to a total of six such functions per calendar year and shall be limited to between the hours of 7 a.m. and midnight. Such events shall be limited to the interior of the bed and breakfast home. G.The bed and breakfast home shall be not closer than 1,000 feet to any other bed and breakfast home. Bed and Breakfast Home Requirements 9 UDC Requirements UDC Requirements Met: Max Bedrooms: 5 Bedrooms: 3 No On-Street Parking Off Street Parking Spaces: 4 Parking Screened from Right-of-Way: Screening: Palms or Oleanders Other Requirements met at a future time. DATE: June 11, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Zoning Case No. 0621-03, Mostaghasi Investment Trust: (District 3) Ordinance rezoning property at or near 2302 County Road 43 from the “FR” Farm Rural District to the “RS -4.5” Single-Family 4.5 District. SUMMARY: The purpose of the rezoning request is to allow for the construction of a single-family residential subdivision. BACKGROUND AND FINDINGS: The subject property totals 99.52 acres in size and is currently zoned “FR” Farm Rural District, consists of vacant property, and has remained since annexation in 2019. To the north, and west are properties outside of the City Limits and consist of vacant undeveloped land. To the south is another recently annexed property zoned “FR” Farm Rural District. To the east is Oso Creek. Conformity to City Policy The subject property is located within the boundaries of the London Area Development Plan and is planned for a medium density residential use. The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC), compatible with the adjoining properties, and does not have a negative impact upon adjacent properties. An adjacent property to the south was also annexed and will be the second half of the proposed single-family residential subdivision. The preliminary plat, including the subject property, proposes a total of 989 single-family residences. A wastewater lift station is currently under construction to provide service to the subdivision. Public Input Process Number of Notices Mailed 1 within 200-foot notification area 1 outside notification area As of June 11, 2021: Rezoning a property at or near 2302 County Road 43 AGENDA MEMORANDUM Public Hearing & First Reading Ordinance for the City Council Meeting 08/10/21 Second Reading Ordinance for the City Council Meeting 08/17/21 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 200-foot notification area* is in opposition. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition ALTERNATIVES: 1. Denial of the zoning to the “FR” Farm Rural District to the “RS-4.5” Single-Family 4.5 District. FISCAL IMPACT: There is no fiscal impact associated with this item. RECOMMENDATION: The Planning Commission recommended approval of the zoning to the “FR” Farm Rural District to the “RS-4.5” Single-Family 4.5 District on June 9, 2021. Vote Count: For: 8 Opposed: 0 Absent: 1 Abstained: 0 Staff recommends approval of the zoning request. LIST OF SUPPORTING DOCUMENTS: Ordinance Presentation - Aerial Map Planning Commission Final Report Case No. 0621-03, Mostaghasi Investment Trust: (District 3) Ordinance rezoning property at or near 2302 County Road 43 from the “FR” Farm Rural District to the “RS-4.5” Single-Family 4.5 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 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 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 being a 99.517 acre tract of land being out of a 284.6048 acre tract of land, more or less, comprising the South one -half of Section No. Six (6) of the Laureles Farm Tracts, as surveyed by French and Haberer surveyors, and being out of a larger grant of land known as "El Rincon de Corpus Christi Grant", as shown by map of said subdivision of record in Volume 3, Page 15 of the Map Records of Nueces County, Texas, as shown in Exhibit “A” & “B”: from the “FR” Farm Rural District to the “RS-4.5” Single-Family 4.5 District The subject property is located at or near 2302 County Road 43. Exhibits A and B, which are the Metes and Bounds of the subject property with an associated map 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. Page 2 of 6 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. 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 6 That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez _______________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Page 4 of 6 Exhibit A Page 5 of 6 Page 6 of 6 Exhibit B PLANNING COMMISSION FINAL REPORT Case No. 0621-03 INFOR No. 21ZN1021 Planning Commission Hearing Date: June 9, 2021 Applicant & Legal Description Owner: Mostaghasi Investment Trust Applicant: Mostaghasi Investment Trust Location Address: 2302 County Road 43 Legal Description: A 99.517 acre tract of land being out of a 284.6048 acre tract of land, more or less, comprising the South one-half of Section No. Six (6) of the Laureles Farm Tracts, as surveyed by French and Haberer surveyors, and being out of a larger grant of land known as "El Rincon de Corpus Christi Grant", as shown by map of said subdivision of record in Volume 3, Page 15 of the Map Records of Nueces County, Texas, located along the east side of County Road 43, west of Yorktown Boulevard, and south of Farm -to-Market Road 43. Zoning Request From: “FR” Farm Rural District To: “RS-4.5” Single-Family 4.5 District Area: 99.52 acres Purpose of Request: To allow for the construction of a single-family residential subdivision. Existing Zoning and Land Uses Existing Zoning District Existing Land Use Future Land Use Site “FR” Farm Rural District Vacant Medium Density Residential and Floodplain Conservation North “OCL” Outside City Limits Vacant Medium Density Residential and Floodplain Conservation South “OCL” Outside City Limits Vacant Medium Density Residential and Floodplain Conservation East “RS-6” Single-Family 6 District Vacant Medium Density Residential West “OCL” Outside City Limits Vacant Medium Density Residential ADP, Map & Violations Area Development Plan: The subject property is located within the boundaries of the London Area Development Plan and is planned for a Medium Density Residential and Floodplain Conservation area. The proposed rezoning to the “RS-4.5” Single-Family 4.5 District is consistent with the adopted Comprehensive Plan (Plan CC). City Council District: 3 Zoning Violations: None Staff Report Page 2 Transportation Transportation and Circulation: The subject property has approximately 1,408 feet of street frontage County Road 43 which is designated as a “A2” Secondary Arterial Street. According to the Urban Transportation Plan, “A2” Secondary Arterial Streets can convey a capacity between 20,000 and 32,000 Average Daily Trips (ADT). Street R.O.W. Street Urban Transportation Plan Type Proposed Section Existing Section Traffic Volume County Road 43 “A2” Secondary Arterial 100’ ROW 54’ paved Not Built N/A Staff Summary: Development Plan: The subject property is 99.52 acres in size. The applicant is proposing a large single-family residential subdivision. Existing Land Uses & Zoning: The subject property is currently zoned “FR” Farm Rural District, consists of vacant land, and has remained since annexation in 2019. To the north, and west are properties outside of the City Limits and consist of vacant undeveloped land. To the south is another recently annexed property zoned “FR” Farm Rural District. To the east is Oso Creek. AICUZ: The subject property is not located in one of the Navy’s Air Installation Compatibility Use Zones (AICUZ). Plat Status: The property is not platted. Utilities: Water: 48-inch CSCP line located along County Road 43. Wastewater: Not yet available. A wastewater lift station is under construction which can service up to 600 single-family homes. Gas: Not Available Storm Water: Not Available Plan CC & Area Development Plan Consistency: The subject property is located within the boundaries of the London Area Development Plan and is planned for Medium Density Residential and Floodplain Conservation uses. The proposed rezoning to the “RS-4.5” Single-Family 4.5 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). Staff Report Page 3  Encourage convenient access from medium-density residential development to arterial roads. (Future Land Use, Zoning, and Urban Design Policy Statement 3).  Promote new commercial, retail, and residential development while maintaining a tight-knit community character. (London ADP Policy Statement 2).  Encourage the development of small commercial nodes throughout the London Area to help reduce vehicular trips and to provide convenience to its residents. (London ADP Policy Statement 2). Department Comments:  The proposed rezoning is consistent with the adopted Comprehensive Plan (Plan CC), compatible with the adjoining properties, and does not have a negative impact upon adjacent properties.  An adjacent property to the south was also annexed and will be the second half of the proposed single-family residential subdivision. The preliminary plat, including the subject property, proposes a total of 989 single-family residences.  A wastewater lift station is currently under construction to provide service to the subdivision. Planning Commission and Staff Recommendation (June 9, 2021): Approval of the change of zoning from the “FR” Farm Rural District to the “RS-4.5” Single- Family 4.5 District. Public Notification Number of Notices Mailed – 1 within 200-foot notification area. 1 outside notification area As of June 4, 2021: 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. *Created by calculating the area of land immediately adjoining the subject property and extending 200-foot therefrom. The opposition is totaled by the total area of land that each individual property owner owns converted into a percentage of the total 200-foot notification area. Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Attachments: A. Location Map (Existing Zoning & Notice Area) B. Public Comments Received (if any) Staff Report Page 4 Mostaghasi Investment Trust Rezoning for a Property at 2302 County Road 43 From “FR” To “RS-4.5”N City Council August 10, 2021 Zoning Case #0621-03 2 Aerial Overview N 3 Zoning Pattern and Adjacent Development N 4 Public Notification 1 Notices mailed inside 200’ buffer 1 Notices mailed outside 200’ buffer Notification Area Opposed: 0 (0.00%) In Favor: 0 (0.00%) Notified property owner’s land in square feet / Total square footage of all property in the notification area = Percentage of public opposition Separate Opposed Owners: 0 N 5 Planning Commission and Staff Recommendation Approval of the “RS-4.5” Single-Family 4.5 District DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Al Raymond, AIA, Director Development Services Department AlRaymond@cctexas.com (361) 826-3575 CAPTION: Ordinance to establish a 15-member Capital Improvements Advisory Committee to advise on Infrastructure Master Plan and impact fees; and adding section 2-60 to the Corpus Christi Code. SUMMARY: Establish a Capital Improvements Advisory Committee and adopt procedural rules for the advisory committee to follow in carrying out its duties pursuant to Chapter 395 of the Texas Local Government Code. BACKGROUND AND FINDINGS: The City is in the process of evaluating master plans and potential impact fees. As part of the evaluation process, Chapter 395 of the Texas Local Government Code requires the City Council to establish and appoint a Capital Improvements Advisory Committee . The committee's statutory duties are to review and advise the City in adopting land use assumptions, a capital improvements plan, and impact fees. In accordance with the Texas Local Government Code, the committee must be composed of not less than five members and not less than 40 percent of the members must be representatives of the real estate, development, or building industry who are not employees or officials of a political subdivision or governmental entity. One member must be a representative from the City's extraterritorial jurisdiction (ETJ) if the impact fee is to be applied in the ETJ. The proposed membership for the Capital Improvements Advisory Committee is 15 members. The 15 members will be appointed by majority vote of the City Council, with each City Council member and the Mayor nominating a member and the City Manager Capital Improvements Advisory Committee AGENDA MEMORANDUM First Reading Ordinance for the City Council Meeting 08/10/21 Second Reading Ordinance for the City Council Meeting 08/17/21 nominating the remaining six members. Initially, each of the Council-nominated members shall be appointed for a term that is coterminous with the term of the elected City Council members and shall serve until the committee member’s successor is appointed. Following the conclusion of each coterminous term, committee members shall then be appointed to regular two-year terms. The remaining six members shall each be appointed to serve a regular two-year term. Should a vacancy occur during a committee member’s term, the appointment to fill the vacancy shall be for the remainder of the unexpired term. Per Council Policy 10.1.4(C), prior to the creation of any board, commission, or committee (“board”), the City Manager and City Secretary shall conduct a needs assessment that includes mission, goals, and objectives to be achieved by the board with deliverables, such as a formal presentation/report, and the fiscal impact. A timeframe to achieve required outcomes must be specified. The needs assessment must state that a long-term need exists of at least three years before formally amending the Corpus Christi Code for inclusion. Development Services previously submitted the requisite needs assessment survey to the City Secretary and City Manager for review and approval. ALTERNATIVES: Not adopt the ordinance to establish the committee. FISCAL IMPACT: There is no fiscal impact associated with this item. Funding Detail: Fund: Organization/Activity: Mission Element: Project # (CIP Only): Account: RECOMMENDATION: Staff recommends adoption of the ordinance to establish the Capital Improvements Advisory Committee LIST OF SUPPORTING DOCUMENTS: Ordinance Page 1 of 3 Ordinance to establish a 15-member Capital Improvements Advisory Committee to advise on Infrastructure Master Plan and impact fees; and adding section 2-60 to the Corpus Christi Code. WHEREAS, on or before the date on which the ordinance or resolution is adopted under Texas Local Government Code Section 395.042, the City is required to appoint a capital improvements advisory committee; and WHEREAS, this ordinance establishes a capital improvements advisory committee and adopts procedural rules for the advisory committee to follow in carrying out its duties pursuant to Chapter 395 of the Texas Local Government Code; therefore, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Council finds the foregoing preamble language stated in this ordinance to be true and correct and adopts such findings for all intents and purposes related to the enactment of this ordinance. SECTION 2. The Corpus Christi Code, Chapter 2, Article IV, MISCELLANEOUS BOARDS, COMMISSIONS AND COMMITTEES, Division 1, Reserved, is replaced to read as follows: Division 1 – Capital Improvements Advisory Committee Sec. 2-60. - Capital Improvements Advisory Committee. (a) Establishment. The Capital Improvements Advisory Committee is established pursuant to Chapter 395 of the Texas Local Government Code, as amended. (b) Membership. The Capital Improvements Advisory Committee shall consist of 15 members appointed by majority vote of the City Council, with each City Council Member and the Mayor nominating a member and the City Manager nominating the remaining six members. Of the 15 appointed members, at least six must be representatives of the real estate, development, or building industry who are not employees or officials of a political subdivision or governmental entity, and one member must be a representative from the City's extraterritorial jurisdiction if an impact fee is to be applied in that area. (c) Terms. The initial nine Council-nominated committee members shall each be appointed to a term that is coterminous with the term of the elected City Council members and shall serve until the committee member’s successor is appointed. Each successor to a Council-nominated committee member shall then be appointed to a regular two-year term. The remaining six members shall each be appointed to a two-year term and shall serve until their successor is appointed. Whenever a vacancy occurs during a term, an appointment to f ill the vacancy shall be to fill the unexpired term. (d) Duties and Responsibilities. The Capital Improvements Advisory Committee shall: 1. Serve in an advisory capacity; Page 2 of 3 2. Advise and assist the City Council in adopting land use assumptions; 3. Review the capital improvements plan, land use assumptions and impact fees, and file written comments in accordance with Chapter 395 of the Texas Local Government Code and the following: a. Written comments on the proposed impact fees shall be filed with the City Secretary before the fifth business day before the date of the public hearing on the imposition of impact fees pursuant to Texas Local Government Code §395.050, as amended; b. W ritten comments on amendments to the land use assumptions, capital improvements plan, and impact fee shall be filed with the City Secretary before the fifth business day before the date of the public hearing on the amendments pursuant to Texas Local Government Code §395.056, as amended; and c. W ritten comments on the need for updating the land use assum ptions, capital improvements plans, and impact fee shall be filed with the City Secretary before the fifth business day before the earliest notice of the City Council’s decision that no update is necessary is mailed or published pursuant to Texas Local Government Code 395.0575; 4. Monitor and evaluate the implementation of the capital improvements plan; 5. File semiannual reports with respect to the progress of the capital improvements plan and report to City Council any perceived inequities in implementing t he plan or imposing the impact fee; 6. Advise the City Council of the need to update or revise the land use assumptions, capital improvements plan, and impact fee; and 7. Other duties as assigned by City Council that relate to impact fees. (e) Professional Reports. The City shall make available to the advisory committee any professional reports with respect to developing and implementing the capital improvements plan. (f) Procedural Rules. The most current edition of Robert's Rules of Order shall govern Capital Improvements Advisory Committee proceedings, unless in conflict with this chapter or State law; provided, however, that the Capital Improvements Advisory Committee's failure to comply with Robert's Rules of Order shall not invalidate any Capital Improvements Advisory Committee action. (g) Quorum. 1. A quorum shall consist of eight members. 2. No final action shall be taken on any matter except pursuant to a simple majority vote of the members present. Secs. 2-61—2-69. - Reserved. SECTION 3. If any section, paragraph, clause, or provision of this ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such section, paragraph, clause, or provision shall not affect any of the remaining provisions of this ordinance. Page 3 of 3 SECTION 4. This ordinance is effective immediately upon passage. That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor DATE: July 12, 2021 TO: Mayor & City Council FROM: Rebecca L. Huerta, City Secretary RebeccaH@cctexas.com 361-826-3105 CAPTION: Ordinance adopting the procedure to terminate the campaign treasurer appointment of an inactive candidate or inactive specific-purpose political committee in accordance with Texas Election Code Section 252.0131; and amending the City Code of Ordinances, Chapter 2, Administration, with addition of new Section 2-7. SUMMARY: Candidates for mayor and city council and specific-purpose political committees are required to file campaign treasurer appointments with the City Secretary (Sections 252.005(3) and 252.006, 252.007(3), Texas Election Code, respectively). Pursuant to Section 252.011(b), Texas Election Code, a campaign treasurer appointment continues in effect until terminated. To terminate a campaign treasurer appointment, a candidate must file a final report; a specific-purpose political committee must notify the filing authority, in writing, of the termination or file a dissolution report. Currently, the City Secretary’s Office has on file numerous campaign treasurer appointments for inactive candidates and specific-purpose political committees for which neither a final report nor a written termination or dissolution report have been filed, respectively. Maintaining these inactive records places an administrative burden on the City Secretary’s Office. The Texas Election Code sets out a process by which such campaign treasurer appointments may be terminated, which requires a vote of the City Council in a regularly scheduled city council meeting. This proposed Ordinance defines the procedure by which the campaign treasurer appointments of inactive candidates and specific-purpose political committees may be terminated. BACKGROUND AND FINDINGS: Before campaign contributions may be accepted or campaign expenditures may be made by a candidate or specific-purpose political committee, a campaign treasurer appointment must be filed. If a candidate is seeking an office of a political subdivision other than a county, the appropriate filing authority for the campaign treasurer appointment is the clerk or secretary of the governing body of the political subdivision. If a specific-purpose political committee that supports, opposes, or assists a candidate for or holder of an office of a political subdivision other than a county or that supports or opposes a measure to be submitted at an election ordered by an authority of a political subdivision other than a county, the appropriate filing authority for the campaign treasurer appointment is the clerk or secretary of the governing body of the political Ordinance Adopting Procedure to Terminate Inactive Campaign Treasurer Appointments AGENDA MEMORANDUM First Reading Ordinance for August 10, 2021 Second Reading Ordinance for August 17, 2021 subdivision. Section 252.0131 of the Texas Election Code provides that the governing body of a political subdivision, by ordinance or order, may adopt a process by which the clerk or secretary, as applicable, of the political subdivision may terminate the campaign treasurer appointment of an inactive candidate or specific-purpose political committee that is required to file a campaign treasurer appointment with the clerk or secretary. ALTERNATIVES: Should the City Council decide to not approve the Ordinance, the campaign treasurer appointments for inactive candidates and specific-purpose political committees will remain on file in the City Secretary’s Office. FINANCIAL IMPACT: None Funding Detail: N/A Fund: 1020 Organization/Activity: 10020 Mission Element: 714 Project # (CIP Only): Account: RECOMMENDATION: Approve the ordinance. LIST OF SUPPORTING DOCUMENTS: Ordinance Ordinance adopting the procedure to terminate the campaign treasurer appointment of an inactive candidate or inactive specific-purpose political committee in accordance with Texas Election Code Section 252.0131; and amending the City Code of Ordinances, Chapter 2, Administration, with addition of new Section 2-7. Whereas, Texas Election Code Chapter 252 requires candidates and political committees to file record of the appointment of a campaign treasurer with the appropriate filing authority; Whereas, Texas Election Code 252.014 requires the authority with whom a campaign treasurer appointment is filed shall preserve the treasurer appointment record for two years after the date the appointment is terminated; Whereas, Texas Election Code 254.065 and 254.125 provide that a campaign treasurer appointment is officially terminated upon the filing of a final campaign report however not all candidates/committees have consistently filed final reports; Whereas, in 2005, pursuant to HB 1863, the Texas Election Code Section 252.0131 was amended to provide that the governing body of a political subdivision by ordinance or order may adopt a process by which the clerk or secretary, as applicable, of the political subdivision may terminate the campaign treasurer appointment of an inactive candidate or political committee; Whereas, stated Legislative Intent for HB 1863 was to address administrative burden placed upon local governments required to maintain these records of campaign treasurer appointments of inactive candidates and inactive political action committees; NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. The City Code of Ordinances, Chapter 2, Administration, is amended with addition of new Section 2-7 by which the City Council may terminate the campaign treasurer appointment of an inactive candidate or inactive specific-purpose political committee, new Section 2-7 to read as follows: 2-7 Authority to terminate campaign treasurer appointment of inactive candidate and inactive specific purpose political committee. (a) For purposes of this Ordinance, a candidate becomes “inactive” if the candidate files a campaign treasurer appointment with the City Secretary as required by Texas Election Code Section 252.005 as amended, and more than two years has lapsed since the candidate has filed any required campaign finance reports with the City Secretary. (b) For purposes of this Ordinance, a specific-purpose political committee becomes “inactive” if the specific-purpose political committee files a campaign treasurer appointment with the City Secretary as required by Texas Election Code Section 252.006 or 252.007 as amended, and more than two years has lapsed since the campaign treasurer of the specific purpose political committee has filed any required campaign finance reports with the City Secretary. (c) This Ordinance does not apply to a candidate who has been elected to the office of mayor or city council member of the City of Corpus Christi, Texas. (d) Before the termination of a campaign treasurer appointment, the City Council must consider the proposed termination in a regularly scheduled city council meeting. (e) Before the City Council may consider termination of a campaign treasurer appointment under this Ordinance and Section 252.0131, Texas Election Code, the City Secretary shall send written notice to the affected candidate or specific-purpose political committee. (f) The written notice required in subsection (e) must be given at least fourteen (14) calendar days before the date of the meeting at which the City Council will consider the termination of a campaign treasurer appointment and must include: (1) the date, time, and place of the meeting; (2) a statement of the City Council’s intention to consider termination of the campaign treasurer appointment; (3) a reference to the particular sections of the statutes and the Ordinance that give the City Council the authority to consider the termination of a campaign treasurer appointment; and (4) the effect of termination of a campaign treasurer appointment. (g) The termination of a candidate’s or specific-purpose political committee’s campaign treasurer appointment under this Ordinance and Section 252.0131, Texas Election Code, takes effect on the thirtieth (30th) calendar day after the date of the meeting at which the City Council votes to terminate the campaign treasurer appointment. (h) Following the meeting at which the City Council votes to terminate the campaign treasurer appointment in accordance with this Ordinance, the City Secretary shall promptly notify the affected candidate or specific-purpose political committee that the campaign treasurer appointment has been terminated. The notice must state the effective date of the termination. SECTION 2. This Ordinance takes effect upon publication. That the foregoing ordinance was read for the first time and passed to its second reading on this, the _______ day of ______________________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez______________ Roland Barrera ________________ Ben Molina ______________ Gil Hernandez ________________ Mike Pusley ______________ Michael Hunter ________________ Greg Smith ______________ Billy A. Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this, the _____ day of ___________________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez______________ Roland Barrera ________________ Ben Molina ______________ Gil Hernandez ________________ Mike Pusley ______________ Michael Hunter ________________ Greg Smith ______________ Billy A. Lerma ________________ PASSED AND APPROVED on this, the _______ day of __________________________ 2021. ATTEST: _______________________________ _____________________________ Rebecca L. Huerta Paulette M. Guajardo City Secretary Mayor DATE: August 10, 2021 TO: Mayor and City Council FROM: Eyvon McHaney, Director of Human Resources EyvonMc@cctexas.com (361) 826-3979 CAPTION: Ordinance amending Corpus Christi Code Chapter 2, Article III to update City departments and functions; and amending Corpus Christi Code Chapter 39 to clarify payment of sick and vacation leave upon termination, retirement, or death. SUMMARY: Staff recommended updates to Sections 1 through 6 of this Ordinance that will align the Corpus Christi Code with changes that have occurred in City departments’ names, functions, and structures, and incorporate the new position titles introduced into the City’s executive management structure over the last few years. The updates also will improve the accuracy and cohesiveness of the ordinance language. Further, Sections 7 through 10 clarify and simplify Code language regarding the final payout of sick and vacation leave at termination, retirement, or death of employees, remove duplicative retirement eligibility terminology, and refer to the Texas Estates Code for payouts to eligible deceased employees. BACKGROUND AND FINDINGS: In 1983, Corpus Christi Code Section 2-51 identified departments and divisions of the City as they existed in 1983. Since the initial adoption, numerous departments, divisions, and offices have been created, had functions modified, or are no longer in existence. Sec 2-51 has not had a comprehensive update since its initial adoption. This ordinance will align the Corpus Christi Code with changes that have occurred in department names, functions, and structure. The ordinance also expands § 2-52 rulemaking to include the new titles of Chief of Staff, Chief Financial Officer, and Chief Operating Officers in addition to Assistant City Managers and all department and division heads previously named in the original ordinance from 1983. Section 2-50 provides that the organizational chart adopted with the budget governs lines of authority for the departments, divisions, and offices. Section 2-50 is being repealed because similar clarifying language is incorporated into the new Section 2-51 (b) of this ordinance. Sections 2-53 and 2-54 are only being updated to include the inclusion of “offices” along with departments Ordinance amending Corpus Christi Code Chapter 2, Article III to update City Departments and functions; Section 2-50 is repealed with language incorporated into Section 2-51 (b); and amending Corpus Christi Code Chapter 39 to clarify payment of sick and vacation leave upon termination, retirement, or death. AGENDA MEMORANDUM First Reading for the City Council Meeting of August 10, 2021 Second Reading for the City Council Meeting of August 17, 2021 and divisions. Sections 7 and 8 present changes to Corpus Christi Code sections 39-331 and 39-339, Plan I Employee payment of vacation leave and sick leave upon termination, retirement, or death. These two sections were developed through a series of ordinance amendments between 1988 and 2008, resulting in language that can be challenging to read or interpret. This ordinance clarifies the language making it consistent with current practices and interpretations. Furthermore, Sections 7 through 10 of the Ordinance amend Corpus Christi Code language to exclude redundant Texas Municipal Retirement System (TMRS) retirement eligibility language. These sections all currently state that leave payouts at death would be paid out to the employee’s designated beneficiary. This ordinance amendment presents modifications to change these sections to follow the Texas Estates Code to comply with Texas Probate law. ALTERNATIVES: The alternative is not to update these Sections and let the City Code remain as is. FISCAL IMPACT: This change will not result in any costs to the City. RECOMMENDATION: City Staff recommends approving these ordinance amendments in order to update department and executive structure, more clearly communicate payout of sick and vacation leave, and make more concise the TMRS retirement eligibility language with the Corpus Christi Code. LIST OF SUPPORTING DOCUMENTS: Ordinances Page 1 Ordinance amending Corpus Christi Code Chapter 2, Article III to update City departments and functions; and amending Corpus Christi Code Chapter 39 to clarify payment of sick and vacation leave upon termination, retirement, or death. Whereas, under City Charter, Article IV, Section 1, the City Council establishes city departments, offices, or agencies in addition to those created by City Charter; Whereas, the proposed amendments to Corpus Christi Code Chapter 2, Article III updates City Departments and functions; Whereas, effective July 19, 1988, Ordinance # 020392 reduced payment of sick leave upon certain terminations for Plan 1 Employees (employees hired after August 1, 1988) from 90 days to a two for one basis for the equivalent up to 45 days; Whereas, effective July 29, 2002, Ordinance # 024968, in relation to sick leave payment, converted 90 days and 45 days to hours; Whereas, effective July 22, 2008, Ordinance #027778 made part-time employees eligible for payment of sick leave upon certain terminations; Whereas, effective February 1, 2010, Ordinance #028468 removed sick leave benefits from part-time employees; Whereas, multiple ordinance amendments have made Corpus Christi Code Section 39-339 challenging to read; Whereas, this ordinance clarifies payment of sick leave upon certain terminations for Plan 1 consistent with Ordinance #020392, Ordinance #027778, current and past practices and interpretations; Whereas, the following language in Sec. 39-339, "(2) disability or service retirement; (3) at age 60 upon completion of a minimum of five years of continuous service" is redundant and falls under eligibility for retirement under requirements of the Texas Municipal Retirement System (TMRS) Act; Whereas, Texas probate law addresses payment of salary to a deceased employee; Whereas, City Council finds and declares no part of Chapter 39 of the Corpus Christi Code creates a contractual obligation, and City employees are employed at will. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: Page 2 SECTION 1. The foregoing recitals are hereby found to be true and correct and are hereby adopted by the City Council and made a part hereof for all purposes as findings of fact. SECTION 2. Corpus Christi Code Chapter 2, Article III, Section 50 - Organization and structure is repealed. SECTION 3. Corpus Christi Code Chapter 2, Article III, Section 51 - Administrative functions is repealed and replaced as follows: Sec. 2-51. – Departments and Functions. (a) City Council establishes the following departments, divisions, and offices: (1) Animal Care Services Division. A division that provides for animal and vector control; and the operation of the animal shelter facilities. (2) Airport Department. A department that provides for the operation of the facilities for commercial and general aviation; and the development and operation of the international airport and its environs. (3) Asset Management Department. A department that provides for maintenance of all City buildings, City vehicles equipment, and radios; and operation of the service center. (4) Call Center Division. A division that provides for the first point of contact and resolution of non - emergency requests for service, reporting issues, and inquiries regarding City Services (5) City Auditor. Under the direction and supervision of the City Auditor, a department that provides assurance to the City Council that management has established an effective system of internal control. (6) City Council & Mayor's Office. An office that provides services to the Mayor, citizens, City staff, and visitors. (7) City Manager. An office that provides leadership of city administration; advises the City Council on policy matters; manages city operations; and promotes relationships with the community. Page 3 (8) City Secretary. Under the direction and supervision of the City Secretary, a department that provides staff support to the City Council; preserve s and provides public access to the City's official records; acts as Parliamentarian for all meetings of the City Council and their corporations; coordinate s municipal elections; facilitates the legislative process; and coordinates Council appointments to boards and commissions. (9) Code Enforcement Division. A division that provides for the enforcement and abatement of code violations. (10) Communications & Intergovernmental Relations Department. A department that informs the public and employees about City programs, policies, events, and incidents; and provides advocacy, outreach, and proactive participation in the political process. (11) Contracts and Procurement Division. A division that provides for the support of departments in meeting their procurement requirements; printing and graphic design needs; internal and external mail distribution & postage requirements; and accessibility to standardized products. (12) Corpus Christi – Nueces County Public Health District. A public health district that provides for the operation and promotion of local public health programs within the framework of the cooperative agreement between the City and Nueces County. (13) Development Services Department. A department that provides for the facilitation of development within the City including administration of the building, development, and zoning codes. (14) Employee Benefits Division. A division that provides for the benefit programs that meet the needs of the City of Corpus Christi employees, retirees, and their dependents. (15) Engineering Services Department. A department that provides for the management and implementation of the City's capital improvement program. (16) Finance & Business Analysis Department. A department that provides for accounting, treasury, purchasing, taxation, and collection of various city revenues; and facilitation of economic development. Page 4 (17) Fire Department. A department that provides for the prevention and extinguishment of fires; coordination with rural fire prevention districts; and the provision of emergency medical services. (18) Gas Department. A department that provides for the development, maintenance, and operation of a gas utility system. (19) Homeless Services and Workforce Housing Division. A division that provides for housing and homeless services. (20) Human Resources Department. A department that provides personnel support services to all operating departments; administration of salaries, group insurance , and retirement programs; and administration of employment and training services. (21) Grant Monitoring Division. A division that provides for improving the living environment of residential neighborhoods; rehabilitation of dilapidated buildings; and the elimination of blighted areas in the City. (22) Information Technology Department. A department that provides for assisting City Departments in meeting their computer and technology requirements. (23) Legal Department. A department that provides legal advice and counsel to the city council, city manager, and the various entities included with the city administration; approving the form of all ordinances, contracts, and other documents; and providing legal representation for the City in the courts. (24) Libraries Department. A department that provides for the operation of the main public library and the various branch libraries. (25) Local Emergency Planning Division. A division that provides the support services for the Local Emergency Planning Committee (LEPC), a resource for enhancing hazardous materials preparedness. (26) Marina Division. A division that provides for the development and operation of the city marina. Page 5 (27) Municipal Court Administration Department. A department that provides administrative and safety services in support of the municipal court judicial department and police department. (28) Municipal Court Judicial. Under the direction and supervision of the Presiding Municipal Court Judge, a department that presides over criminal and civil matters within the Municipal Court jurisdiction and other magistrate duties as authorized by law. (29) Neighborhood Service Department. A department that provides for code compliance; animal care services; and provides information, connections to assistance, administ ration of funding, and monitoring of grant programs. (30) Office of Management and Budget. Under the direction and supervision of the mayor, an office that provides assistance to City departments in the creation and compliance of adopted budgets. (31) Parks and Recreation Department. A department that provides for the development and operation of parks, golf courses, recreation centers, and the city marina. (32) Planning and Environment Services Department. A department that provides for development of the City's Comprehensive Plan; and advocates stewardship of the City's natural resources. (33) Police Department. A department that provides for the prevention and investigation of crime, the apprehension of suspected criminals, and the enforcement of traffic laws. (34) Public Works/Street Operations Department. A department that provides for the planning, development, and maintenance of all City street and stormwater systems. (35) Risk Management Division. A division that provides for the development and operation of a risk management system to reduce the incidence of liability claims and workers' compensation claims; and the promotion of higher levels of employee safety. (36) Solid Waste Services Department. Page 6 A department that provides for municipal solid waste collection and disposal activities. (37) Strategic Planning & Innovation Department. A department that provides assistance to departments in achieving continuous improvement and efficient operations. (38) Storm Water Division. A division that provides for development, maintenance, and operation of the City's stormwater system; and protection of stormwater quality. (39) Water & Wastewater System Department. A department that provides for the development, maintenance and operation of the City's water supply and distribution system; and the development, maintenance, and operation of the City's wastewater utility system. (b) Unless otherwise provided in the city charter or this article, all departments, divisions, and offices are under the direction and supervision of the City Manager. The control, supervision, and lines of authority for the departments , divisions, and offices established in this article shall be structured according to the organizational chart approved by the city council with the annual budget of the city as the same may be amended from time to time during the fiscal year. Subject to the control and supervision of the city manager in all matters, the chief of staff, chief financial officer, assistant city managers, and respective department and division heads shall manage the areas of responsibility assigned to them in accordance with the approved organizational chart. SECTION 4. Corpus Christi Code, Chapter 2, Section 52 Rule-making is amended as follows: Sec. 2-52 Rulemaking The chief of staff, chief financial officer, chief operating officers, assistant city managers, and all department and division heads shall have the authority to promulgate rules and regulations necessary or advisable for the enforcement of the policies determined by the city council and this Code of Ordinances, subject to the approval of the city manager. Every rule or regulation issued shall be described in writing and filed with the city secretary as a public record, and all persons shall be charged with notice of the contents of same. SECTION 5. Corpus Christi Code, Chapter 2, Section 53 Titles and authority, is amended as follows: Sec. 2-53 Titles and authority Page 7 Any titles such as "superintendent," "director", or "head" as used in this Code of Ordinances in reference to any department, division , office, or activity shall be construed to mean the city manager or the person designated by the city manager to be responsible for that department, division or activity, and all powers and authority granted in this Code of Ordinances to such persons shall be exercised by the city manager or his designate. SECTION 6. Corpus Christi Code, Chapter 2, Section 54 Departments and divisions, is amended as follows: Sec. 2-54 Departments, and divisions, and offices. Use of the terms "department" and "division", and "office" throughout this Code of Ordinances shall not be construed as a distinction of significance, and the titles for departments and divisions created in this article may be modified from time to time in accordance with the administrative structure established by the organizational chart as adopted by the city council. SECTION 7. Corpus Christi Code, Chapter 39, Section 309 Coverage under the city's group health plan for eligible employees and members of the city council, is amended as follows: Sec. 39-309. - Coverage under the city's group health plan for eligible employees and members of the city council. (a)Full-time employees are eligible for group health plan coverage.as defined by the city manager and, where elected, shall contribute an amount not to exceed nine and one-half (9.5) percent of the federal poverty line for a single individual for the applicable calendar year. (b)Full-time employees shall contribute seventy-five (75) 50 percent of the cost for dependent group health plan coverage for Citicare, if such coverage is elected. (c) Members of the city council and their dependents are eligible for the city's group health plan coverage, and where elected, shall contribute at the same rate as full-time employees for the cost of such coverage. SECTION 8. Corpus Christi Code, Chapter 39, Section 331 Plan I payment of accrued vacation leave upon termination, retirement, or death is amended as follows: Sec. 39-331. - Plan I payment of accrued vacation leave upon termination, retirement, or death. Page 8 (a)No more than two hundred forty (240) hours or if base hours are less than forty (40) hours per week, on a prorated basis, of accumulated vacation credit will be paid to a Plan I employee, except for airport public safety officers who work shifts of twenty-four (24) hours on and forty-eight (48) hours off, or his/her beneficiary upon termination, retirement, or death. No vacation credit shall be paid at termination unless the employee has been employed for period of time in excess of twelve (12) months. (b)No more than three hundred sixty (360) hours or if base hours are less than forty (40) hours per week, on a prorated basis, of accumulated vacation credit will be paid to an airport public safety officer, who works shifts of twenty-four (24) hours on and forty-eight (48) hours off, or his/her beneficiary upon termination, retirement, or death. No vacation credit shall be paid at termination unless the employee has been employed for a period in excess of twelve (12) months. SECTION 9. Corpus Christi Code, Chapter 39, Section 339 Plan I payment of sick leave upon termination, is amended as follows: Sec. 39-339. - Plan I payment of sick leave upon termination. (a) A Plan I employee, with the exception of airport public safety officers who work shifts of twenty-four (24) hours on and forty-eight (48) hours off, who terminates due to any of the following conditions, will be eligible for payment of up to seven hundred twenty (720) hours of accumulated sick leave credit, or if base hours are less than forty (40) hours per week, on a prorated basis that can be cashed in for the equivalent of up to three hundred sixty (360) hours, or if base hours are less than forty (40) hours per week, on a prorated basis, of pay at the rate of the employee 's last monthly salary or hourly rate: (1) when eligible for retirement under requirements of the Texas Municipal Retirement System Act (TMRS); (2) due to disability or service retirement; (3) at age sixty (60) upon completion of a minimum of five (5) years of continuous service; or (4) upon death with payment made to the employee's designated beneficiary. (a) A Plan I employee may cash in up to 720 hours accumulated sick leave at the rate of 50 percent of the employee's last monthly salary or hourly rate upon termination due to retirement under requirements of the Texas Municipal Retirement System (TMRS) Act or due to death. Payment of sick leave due to death will be paid in accordance with the Texas Estates Code. (b) Plan I airport public safety officers, who work shifts of twenty-four (24) hours on and forty-eight (48) hours off, who terminate due to any of the following conditions, will be eligible for payment of up to one thousand eighty (1,080) hours of accumulated sick leave credit that can be cashed Page 9 in for the equivalent of up to five hundred forty (540) hours of pay at the rate of the employee's last monthly salary or hourly rate: (1) when eligible for retirement under requirements of the Texas Municipal Retirement System Act (TMRS); (2) due to disability or service retirement; (3) at age sixty (60) upon completion of a minimum of five (5) years of continuous service; or (4) upon death with payment made to the employee 's designated beneficiary. (b) A Plan I airport public safety officer who works shifts of 24 hours on and 48 hours off may cash in up to 1,080 hours accumulated sick leave at the rate of 50 percent of the employee's last monthly salary or hourly rate upon termination due to retirement under requirements of the Texas Municipal Retirement System (TMRS) Act or due to death. Payment of sick leave due to death will be paid in accordance with the Texas Estat es Code. SECTION 10. Corpus Christi Code, Chapter 39, Section 348 Plan II payment of vacation leave upon termination is amended as follows: Sec. 39-348. - Plan II payment of vacation leave upon termination. Plan II employees who have been employed by the city for a minimum of twelve (12) months, will receive up to two hundred forty (240) working hours of vacation paid to the employee upon termination, except that all accrued vacation shall be paid to Plan II employees upon termination due to retirement under requirements of the Texas Municipal Retirement System (TMRS) Act or due to death. Payment of sick leave due to death will be paid in accordance with the Texas Estates Code. or their beneficiaries when any of the following provisions apply: (1) employee is eligible for retirement under requirements of the Texas Municipal Retirement System Act (TMRS); (2) employee takes a service or disability retirement in accordance with TMRS and/or Social Security regulations; (3) employee is age sixty (60) upon completion of a minimum of five (5) years of continuous service; or (4) upon employee's death with payment made to the employee's designated beneficiary. SECTION 11. Corpus Christi Code, Chapter 39, Section 355 Plan II payment of sick leave upon termination is amended as follows: Sec. 39-355. - Plan II payment of sick leave upon termination. Plan II employees who terminate due to any of the following conditions will be paid up to seven hundred twenty (720) hours of accrued sick leave, if any, when any of the following provisions apply: (1) employee is eligible for retirement under requirements of the Texas Municipal Retirement System Act (TMRS); (2) employee takes a service or disability retirement in accordance with TMRS and/or Social Security regulations; (3) employee is age sixty (60), or older, upon completion of a minimum of five (5) years Page 10 of continuous service; or (4) upon employee's death, with payment made to the employee's designated beneficiary. Payment of such earned and accrued sick leave, if any, shall be at the rate of the employee's last monthly salary or hourly rate for an equivalent period. A Plan II employee may cash in up to 720 hours accumulated sick leave at the rate of the employee's last monthly salary or hourly rate upon termination due to retirement under requirements of the Texas Municipal Retirement System (TMRS) Act or due to death. Payment of sick leave due to death will be paid in accordance with the Texas Estates Code. SECTION 12. If for any reason any section, paragraph, subdivision, clause, phrase, word or provision of this ordinance shall be held invalid or unco nstitutional by final judgment of a court of competent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance. For it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word or provision hereof be given full force and effect for its purpose. SECTION 13. This ordinance takes effect upon passage. 11 That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor AGENDA MEMORANDUM First Reading Item for the City Council Meeting of August 10, 2021 Second Reading Item for the City Council Meeting of August 17, 2021 DATE: August 10, 2021 TO: Peter Zanoni, City Manager FROM: Jeff H. Edmonds, P. E., Director of Engineering Services jeffreye@cctexas.com (361) 826-3851 Kevin Smith, Director of Aviation kevins4@cctexas.com (361) 289-0171 X1213 Heather Hulbert heatherh3@cctexas.com (361) 826-3227 CAPTION: Ordinance appropriating Airport Grant # 62 in an amount of $3,310,001.00 from the United States Department of Transportation-Federal Aviation Administration to the Airport CIP Grants Fund, amending the FY 2021 Capital Budget, and awarding a construction contract in an amount of $2,625,000.00 to Bay Ltd., Corpus Christi, Texas, for the Corpus Christi International Airport Rehabilitate Runway 13-31, Taxiway B, and Associated Improvements, with FY 2021 funding available from the Airport CIP Grants Fund. SUMMARY: This ordinance authorizes a construction contract to provide construction services for the Corpus Christi International Airport (CCIA) Rehabilitate Runway 13-31, Taxiway B, & Associated Improvements Project. This project will address ongoing airfield pavement rehabilitation at CCIA with construction completed in a phased approach. This project is funded at 100% by the Federal Aviation Administration (FAA). BACKGROUND AND FINDINGS: The CCIA is owned, operated, and maintained by the City of Corpus Christi and located in Nueces County, Texas. The existing runway configuration at CCIA includes two runways. Runway 13-31 is oriented to the northwest-southeast and serves as the primary runway; it is 7,508 feet long and 150 feet wide. Runway 18-36 serves as the crosswind runway and is 6,080 feet long and 150 feet wide. CCIA enplanes more than 360,000 passengers annually and experiences over 100,000 annual aircraft operations each year. Grant Acceptance and Construction Contract Award Corpus Christi International Airport Rehabilitate Runway 13-31, Taxiway B, and Associated Improvements The existing airfield pavement is Asphalt. For parallel Taxiway B, the pavement is currently witnessing severe surface distress with cracking that warrants a mill and overlay. The remainder of the pavement in the scope of work will receive crack seal and a seal coat. This type of deterioration creates a high potential for generating "foreign object debris" (FOD). FOD can cause damage to the aircraft when it enters engines or gets propelled at high velocities by aircraft engine exhaust or propeller speed. The pavement cracking allows water penetration into the base and subgrade, accelerating structural degradation of pavement. This project is proposed for the Fiscal Year 2022 CCIA Capital Improvement Program (CIP), but will be accelerated by a couple of months to ensure eligibility to receive 100% funding by the FAA. The final grant award from the FAA will be based on the low-bid amount, not the estimate. This does not change the amount of annual funding entitlements that the airport receives. The FAA had set aside some additional discretionary funds for this specific project only, in the case the bids were to come in closer to the estimate. PROJECT SCOPE: The base bid of this project includes the rehabilitation of Runway 13-31 and connectors, Taxiways B, D, E, F, H, G, J, and K. Taxiway B will receive a two-inch mill and asphalt Pavement overlay for the entire width of the pavement. At the connectors to Runway 13-31, the scope will include a mill and asphalt Pavement overlay at the hold position markings. Runway 13-31 will receive rubber removal, crack seal, and seal coat. The remaining taxiways within the scope of work will receive a crack seal and seal coat. All pavements within the project scope will receive new pavement markings meeting the FAA requirements. There are two additive alternates included with the project. If awarded, they will rehabilitate Taxiways D, E, F, G, H, J, and K. Pavements within the limits of Additive Alternates will receive the crack seal, seal coat, and new pavement markings. Base Bid Summary:  The project will consist of the following: o Runway 13-31: rubber removal, crack seal, seal coat, and pavement markings o Runway 13-31 connectors: two-inch Mill and asphalt pavement overlay at hold position markings, crack seal, seal coat, and pavement markings o Taxiway B: two-inch mill and HMAC pavement overlay, seal coat, and pavement markings Additive Alternate Summary:  Additive Alternate I will consist of the following: o Taxiways: D, E, F, and H: crack seal, seal coat, and pavement markings  Additive Alternate II will consist of the following: o Taxiways: F, G, J, and K: crack seal, seal coat, and pavement markings PROJECT TIMELINE: 2021 2022 M J J A S O N D J BID/AWARD CONSTRUCTION Project Schedule reflects City Council award in August 2021 with anticipated completion in January 2022. COMPETITIVE SOLICITATION PROCESS: The Contracts and Procurement Department issued a Request for Bids on May 24, 2021. On June 24, 2021, the City received bids from two bidders. The City analyzed the bids in accordance with the contract documents and determined that Bay Ltd., Corpus Christi, Texas was the lowest responsive and responsible bidder. A summary of the bids is provided below: BID SUMMARY Bay Ltd. Head Inc. *Engineer’s Estimate Base Bid $2,444,360.00 $2,855,630.02 $4,870,000.00 Additive Alternate #1 $97,840.00 $109,658.20 $156,000.00 Additive Alternate #2 $82,800.00 $103,560.00 $215,500.00 Total $2,625,000 $2,970,148.22 $5,242,000.00 *Engineer’s estimate (OPCC) includes Base Bid plus all additive alternates. Many airports throughout the nation are facing funding complications due to material/labor shortages and price increases due to COVID-19 impacts. Using FAA specified materials typically will drive up material costs as well. With the limited sources for local asphalt and all the unknowns related to material and labor costs due to COVID-19 impacts, the Engineer’s estimate aimed to cover the possible inflationary effects on the cost of this project. Bay Ltd. has been in business since 1927 and specializes in airfield concrete paving municipality projects. Bay Ltd. has completed multiple projects at CCIA, including work on East GA Apron extension and Runway 17/35 and Connecting Taxiway system. Other projects for the City of Corpus Christi include the Citywide Street Overlay & Sealcoat ID/IQ, Citywide SPMP, and Citywide streets projects. ALTERNATIVES: The alternative is not to award the construction contract to the lowest bidder, Bay Ltd. This alternative would delay the project and impede on the Council’s goals to complete it in a timely manner and within the budget. FISCAL IMPACT: The fiscal impact in FY 2021 is the acceptance and appropriation of Airport Grant #62 in an amount of $3,310,001.00 to the Airport CIP Grants Fund. This item also awards a construction contract in an amount of $2,625,000.00 with funding available for the Airport Capital Fund. Additionally, the FY 2021 Capital Budget will be amended to include this project. This project is scheduled for the FY 2022 CCIA Capital Improvement Program but will be accelerated by a couple of months to ensure eligibility to receive 100% funding by the FAA. FUNDING DETAIL: Fund: Airport Capital Improvement Program Grants Fund (Fund 3020) Mission Element: Airport Development (ME #274) Projects: CCIA Rehabilitate Runway 13-31, Taxiway B, & Associated Improvements (Project #21087) Account: Construction (550910) Amount: $2,625,000.00 RECOMMENDATION: Staff recommends awarding the construction contract for the CCIA Rehabilitate Runway 13-31, Taxiway B, & Associated Improvements in an amount of $2,625,000.00 for the total base bid and additive alternate 1 and 2 with Bay Ltd. based on the acceptance and appropriation of the grant. The construction duration is planned for five months from issuance of the Notice to Proceed to begin construction in August 2021 with anticipated completion in January 2022. LIST OF SUPPORTING DOCUMENTS: Location Maps Ordinance Grant Award Letter Bid Tabs CIP Page Ordinance appropriating Airport Grant # 62 in an amount of $3,310,001.00 from the United States Department of Transportation- Federal Aviation Administration to the Airport CIP Grants Fund, amending the FY 2021 Capital Budget, and awarding a construction contract in an amount of $2,625,000.00 to Bay Ltd., Corpus Christi, Texas, for the Corpus Christi International Airport Rehabilitate Runway 13-31, Taxiway B, and Associated Improvements, wi th FY 2021 funding available from the Airport CIP Grants Fund. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That $3,310,001.00 from Federal Aviation Administration Grant No. 3-48- 0051-062-2021 is appropriated in the No. 3020 Airport Capital Improvement Fund. SECTION 2. The Corpus Christi FY2020-2021 Capital Budget adopted by Ordinance No. 032203 is amended to appropriate the revenue and increase revenues and expenditures by $3,310,001.00. SECTION 3. The City Manager or designee is authorized to execute a construction contract with Bay, Ltd. of Corpus Christi, Texas for the Total Base Bid plus Additive Alternates No. 1 & 2 in the amount of $2,625,000.00 for the Corpus Christi International Airport (CCIA) Rehabilitate Runway 13-31 Taxiway B and associated improvements projects. That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor RFB 3629 Rehabilitate Runway 13-31, Taxiway B & Associated Improvements ID: RFB 3629 Item Description Unit Quantity Bay Ltd.Total Head Inc Total Base Bid 01 29 01 A1 MOBILIZATION LS 1 $95,920.00 $95,920.00 $134,637.53 $134,637.53 A2 BONDS AND SCAL 1 $20,100.00 $20,100.00 $21,448.00 $21,448.00 A3 OWNER'S LS 1 $2,900.00 $2,900.00 $3,788.00 $3,788.00 Sub Totals $118,920.00 $159,873.53 01 57 00 A4 OZONE EACH 2 $130.00 $260.00 $650.00 $1,300.00 Sub Totals $260.00 $1,300.00 SS-120-3.1 1 CONSTRUCTIO S LS 1 $194,000.00 $194,000.00 $166,448.65 $166,448.65 Sub Totals $194,000.00 $166,448.65 SS-221-5.1 2 PAVING C SY 61,000 $2.70 $164,700.00 $2.45 $149,450.00 Sub Totals $164,700.00 $149,450.00 SS-222-5.1 3 HAUL ROAD SY 500 $110.00 $55,000.00 $93.08 $46,540.00 Sub Totals $55,000.00 $46,540.00 SS-222-5.2 4 HAUL ROAD ( SY 500 $53.00 $26,500.00 $27.39 $13,695.00 Sub Totals $26,500.00 $13,695.00 C-100-14.1 5 CONTRACTOR Q LS 1 $5,800.00 $5,800.00 $121,941.30 $121,941.30 Sub Totals $5,800.00 $121,941.30 P-101-5.1 6 FULL-DEPTH SY 100 $240.00 $24,000.00 $100.85 $10,085.00 Sub Totals $24,000.00 $10,085.00 P-101-5.2a 7 MINOR JOINT C C LF 182,000 $0.60 $109,200.00 $1.13 $205,660.00 Sub Totals $109,200.00 $205,660.00 P-101-5.2b 8 MODERATE LF 20,200 $0.90 $18,180.00 $2.92 $58,984.00 Sub Totals $18,180.00 $58,984.00 P-101-5.3 9 RUBBER LS 1 $10,500.00 $10,500.00 $72,386.54 $72,386.54 Sub Totals $10,500.00 $72,386.54 P-101-5.4 10 PAVEMENT G SF 179,000 $0.70 $125,300.00 $0.77 $137,830.00 Sub Totals $125,300.00 $137,830.00 P-101-5.5 11 COLD MILLING SY 61,000 $2.50 $152,500.00 $1.22 $74,420.00 Sub Totals $152,500.00 $74,420.00 P-401-8.1 12 2" ASPHALT TN 6,900 $140.00 $966,000.00 $158.64 $1,094,616.00 Sub Totals $966,000.00 $1,094,616.00 P-620-5.2a 13 REFLECTIVE SF 150,000 $0.55 $82,500.00 $0.57 $85,500.00 Sub Totals $82,500.00 $85,500.00 P-620-5.2b 14 NON- C SF 48,000 $0.45 $21,600.00 $0.50 $24,000.00 Sub Totals $21,600.00 $24,000.00 P-620-5.4 15 TEMPORARY SF 15,000 $0.40 $6,000.00 $0.42 $6,300.00 Sub Totals $6,000.00 $6,300.00 P-631-7.1 16 REFINED COAL SO SY 316,000 $1.15 $363,400.00 $1.35 $426,600.00 Sub Totals $363,400.00 $426,600.00 Grand Total $2,444,360.00 $2,855,630.02 Alternate 1 SS-300-5.1 C1 LOCKOUT/TAG LS 1 $8,600.00 $8,600.00 $7,238.40 $7,238.40 Sub Totals $8,600.00 $7,238.40 SS-310-5.1 C2 EXISTING L- EA 1 $12,500.00 $12,500.00 $3,673.80 $3,673.80 Sub Totals $12,500.00 $3,673.80 SS-310-5.2 C3 TEMPORARY LS 1 $7,500.00 $7,500.00 $3,900.00 $3,900.00 Sub Totals $7,500.00 $3,900.00 P-101-5.2a C4 MINOR JOINT LF 38,000 $0.60 $22,800.00 $1.09 $41,420.00 Sub Totals $22,800.00 $41,420.00 P-101-5.2b C5 MODERATE O LF 200 $0.90 $180.00 $5.30 $1,060.00 Sub Totals $180.00 $1,060.00 P-101-5.4 C6 PAVEMENT SF 6,000 $0.90 $5,400.00 $1.02 $6,120.00 Sub Totals $5,400.00 $6,120.00 P-620-5.2a C7 REFLECTIVE SF 1,500 $2.70 $4,050.00 $3.13 $4,695.00 Sub Totals $4,050.00 $4,695.00 P-620-5.2b C8 NON- C SF 2,500 $2.70 $6,750.00 $3.09 $7,725.00 Sub Totals $6,750.00 $7,725.00 P-620-5.4 C9 TEMPORARY SF 1,500 $2.60 $3,900.00 $3.02 $4,530.00 Sub Totals $3,900.00 $4,530.00 P-631-7.1 C10 REFINED COAL SY 20,000 $1.20 $24,000.00 $1.34 $26,800.00 Sub Totals $24,000.00 $26,800.00 L-108-5.1 C11 NO. 8 AWG, LF 400 $5.40 $2,160.00 $6.24 $2,496.00 Sub Totals $2,160.00 $2,496.00 Grand Total $97,840.00 $109,658.20 Alternate 2 P-101-5.2a D1 MINOR JOINT LF 18,000 $0.60 $10,800.00 $1.09 $19,620.00 Sub Totals $10,800.00 $19,620.00 P-101-5.4 D2 PAVEMENT G SF 11,000 $0.50 $5,500.00 $0.59 $6,490.00 Sub Totals $5,500.00 $6,490.00 P-620-5.2a D3 REFLECTIVE SF 4,000 $1.05 $4,200.00 $1.31 $5,240.00 Sub Totals $4,200.00 $5,240.00 P-620-5.2b D4 NON- SF 7,000 $1.10 $7,700.00 $1.27 $8,890.00 Sub Totals $7,700.00 $8,890.00 P-620-5.4 D5 TEMPORARY SF 4,000 $1.00 $4,000.00 $1.20 $4,800.00 Sub Totals $4,000.00 $4,800.00 P-631-7.1 D6 REFINED COAL SO SY 44,000 $1.15 $50,600.00 $1.33 $58,520.00 Sub Totals $50,600.00 $58,520.00 Grand Total $82,800.00 $103,560.00 37 181 37 N CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES REHABILITATE RUNWAY 13-31 TAXIWAY B & ASSOCIATED IMPROVEMENTS VICINITY MAP NOT TO SCALE PROJECT NUMBER: 21087 PROJECT LOCATION LOCATION MAP NOT TO SCALE PROJECT LOCATION N CITY COUNCIL EXHIBIT CITY OF CORPUS CHRISTI, TEXAS DEPARTMENT OF ENGINEERING SERVICES REHABILITATE RUNWAY 13-31 TAXIWAY B & ASSOCIATED IMPROVEMENTS AERIAL MAP NOT TO SCALE PROJECT NUMBER: 21087 PROJECT LOCATION R U NW A Y 1 3 - 3 1 T A X IW A Y B 1 T A X IW A Y B T A X IW A Y B 2 T A X IW A Y B 3 T A X IW A Y B 4 T A X IW A Y B 5 T A X IW A Y B T A X IW A Y G T A X IW A Y F T A X IW A Y J T A X IW A Y H T A X IW A Y K TAXIWAY D RUNWAY 18-36W. G A A P RO N TERMINAL BUILDING TAXIWAY E DATE: August 2, 2021 TO: Peter Zanoni, City Manager THRU: Tracey K. Cantu, Interim Director of Neighborhood Services Traceyc@cctexas.com (361) 826-3120 FROM: Liza Lopez, Code Compliance Program Manager Lizac@cctexas.com (361) 826-3170 CAPTION: Ordinance adding Section 33-17 to Corpus Christi Code to prohibit parking on an unimproved surface on residential lots; and providing for a penaltynot to exceed $500 per violation. SUMMARY: This ordinance is being proposed to City Council to beautify the city by reducing blight caused by vehicles parking on unimproved surfaces of residential yards. BACKGROUND AND FINDINGS: Code Enforcement continues to receive complaints regarding residential properties throughout the City having vehicles parked on the unimproved street yard. Parking on unimproved surfaces of residential lots may lead to damage of underground and surface infrastructure. This activity is also a safety issue given the proximity of vehicles to pedestrian sidewalks. Vehicles parked on unimproved surfaces of residential yards create a detrimental impact on a neighborhood. The proposed ordinance will exempt lots without driveways and lots that abut a narrow street to ensure rights-of-way do not become impassable or prevent access for emergency vehicles. ALTERNATIVES: Prohibit parking on unimproved surface on residential lots AGENDA MEMORANDUM First Reading for the City Council Meeting August 10, 2021 Second Reading for the City Council Meeting August 17, 2021 Rejecting the proposed ordinance will allow for continued vehicle parking on unimproved residential street yards. FISCAL IMPACT: Citations will be issued to violators by Code Enforcement Officers and Police Officers. No additional officers are being proposed to enforce this ordinance. FUNDING DETAIL: N/A RECOMMENDATION: Code Enforcement staff recommends approval of this ordinance. LIST OF SUPPORTING DOCUMENTS: Proposed Ordinance Sec. 33-17 Power point for Ordinance Sec. 33-17 1 Ordinance adding Section 33-17 to Corpus Christi Code to prohibit parking on an unimproved surface on residential lots; and providing for a penalty not to exceed $500 per violation. WHEREAS, the parking of vehicles on unimproved surfaces of residential lots may damage underground infrastructure; WHEREAS, parking of vehicles on unimproved surfaces of residential lots has a deleterious impact on a neighborhood; and WHEREAS, the Unified Development Code §4.2.5. E. prohibits the parking of vehicles on required residential street yards except on a paved surface. THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS: SECTION 1. That Chapter 33, OFFENSES AND MISCELLANEOUS PROVISIONS, is amended by adding Section 33 -17, Parking on unimproved surfaces, to read as follows: Sec. 33-17. – Parking on unimproved surfaces. (a) Definitions: The following words, terms, and phrases, when used in this section, shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning: Improved surface means an area, the surface of which is comprised of materials constructed to a depth sufficient to distribute the weight of a vehicle or equipment over such area to preclude deterioration and deflection of the area due to vehicle or equipment load, adverse weather, or other conditions. Examples of materials with which an improved surface might be constructed inclu de asphalt, concrete, brick, or another hard surface dustless material. Lot means contiguous land under common ownership, as shown on the most recently approved ad valorem tax rolls of the city, that is used or developed as a unit for residential uses, regardless of whether the land consists of a platted lot or a portion of a platted lot or a combination thereof. Street yard. The area of a lot or parcel which lies between the property line abutting a street and the wall of a dwelling. Vehicle or equipment means and includes any house trailer, mobile home, motor vehicle, truck, passenger motor vehicle, motor home, camper cabin, motorcycle, trailer, boat, farm machinery or similar equipment or any truck with more than two axles or any trailer, mobile home or motor home with a length exceeding 20 feet. 2 (b) Offense. It shall be an offense for any person to park or to cause, suffer or permit the parking of a vehicle or equipment on any surface that is not an improved surface within a street yard. It is presumed that the registered owner of the vehicle or equipment is the person who parked, caused, suffered , or permitted the vehicle or equipment to be parked in violation of this section. (c) Affirmative Defense. It is an affirmative defense to prosecution under this section that at the time of the alleged violation: (1) the lot does not have an improved driveway; or (2) the street yard abuts a street with a width of less than 28 feet. (d) Criminal Penalty. The maximum fine for a violation of this section is $500. (e) The culpable mental state required by Texas Penal Code § 6.02 is specifically negated and dispensed with, and a violation of this article is a strict liability offense. Secs. 33-18 & 33-39. - Reserved. SECTION 2. If for any reason any section, paragraph, subdivision, clause, phrase, word, or provision of this ordinance shall be held invalid or unconstitutional by final judgment of a court of competent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word or provision hereof be given full force and effect for its purpose. SECTION 3. 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 4. Penalties are as provided in Section 1-6 of the Corpus Christi Code. SECTION 5. This ordinance takes effect after official publication. 3 That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Why? May lead to damage of underground and surface infrastructure. Safety issue given the proximity of vehicles to pedestrian sidewalks. Has a detrimental impact on a neighborhood. 2 It shall be an offense for any person to park or permit the parking of a vehicle or equipment on any unimproved surface within a street yard. o It is presumed that the registered owner of the vehicle or equipment is the person who parked or permitted the vehicle or equipment to be parked in violation of this section. 3 The area of a lot or parcel which lies between the property line abutting a street and the wall of a dwelling. •Improved surface means an area, the surface of which is comprised of materials constructed to a depth sufficient to distribute the weight of a vehicle or equipment over such area to preclude deterioration and deflection of the area due to vehicle or equipment load, adverse weather, or other conditions. •Examples of materials with which an improved surface might be constructed include asphalt, concrete, brick, or another hard surface dustless material.4 The lot does not have an improved driveway. The street yard abuts a street with a width of less than 28 feet. Exceptions to the policy and administrative discretion can be applied. 5 •The maximum fine for a violation of this section is $500. •The culpable mental state required by Texas Penal Code §6.02 is specifically negated and dispensed with and a violation of this article is a strict liability offense. 6 Approve Ordinance adding Section 33-17 to Corpus Christi Code to prohibit parking on unimproved surfaces on residential lots; and providing for penalty. 7 The Unified Development Code §4.2.5. E. Single and Two-family Residential Parking 1.The parking of vehicles shall beprohibitedinanyrequiredstreetyard except on a paved surface. 2.The cumulative area of any impermeablesurfacearealocatedintherequired street yard, shall not exceed70% of the area of the required streetyard. 3.Residential driveways shall be made ofan all-weather dust-proof surface, suchas asphalt, concrete or brick. 4.Exceptions: Lots of 5 acres or greaterwith a minimum driveway apron depthof 50 feet from the edge of street madeof an all-weather dust-proof surface areexemptfromresidentialdrivewayrequirements. 9 DATE: August 10, 2021 TO: Peter Zanoni, City Manager THRU: Neiman C. Young, PhD., Assistant City Manager neimany@cctexas.com (361) 826-3898 FROM: Tracey K. Cantu, Interim Director Neighborhood Services Department traceyc@cctexas.com (361) 826-3021 CAPTION: Ordinance adding Section 49 - 16 to the Corpus Christi Code to prohibit sitting or lying in public right-of-way within the Corpus Christi Central Business District, North Beach, and Flour Bluff; and providing for penalty of up to $500 per violation. SUMMARY: This ordinance will prohibit the sitting or lying in public right-of-ways within the Corpus Christi Central Business District, North Beach, and Flour Bluff. The ordinance will increase access to businesses and promote safe travel on public sidewalks. BACKGROUND AND FINDINGS: Persons sitting or lying in the public right-of-way hinders the free movement of others and creates a threat to public safety. Violators of the ordinance would be those hindering the unobstructed passage of a person, requiring of others to take evasive action to avoid physical contact, blocking the passage of others entering or leaving a building, or requiring others entering or leaving a building to take evasive action to avoid physical contact. The Ordinance does not impact those who are sitting or lying down due to a medical emergency or disability, conducting business with an establishment that is legally operating on the sidewalk such a café, watching a parade or similar event, using a bench, waiting for public or private transportation or if there is no availability at overnight shelter Ordinance to prohibit sitting or lying in public right-of-way within the Corpus Christi Central Business District, North Beach, and Flour Bluff. AGENDA MEMORANDUM First Reading City Council Meeting August 10, 2021 Second Reading City Council Meeting August 17, 2021 in the City. ALTERNATIVES: An alternative is to not adopt the Ordinance and continue to allow people to sit or lie in the public right-of-way. FISCAL IMPACT: There is no fiscal impact for amending the Code of Ordinances by adding Section 49-16. – Sitting or lying down in the right-of-way. Funding Detail: Fund: NA Organization/Activity: NA Mission Element: NA Project # (CIP Only): NA Account: NA RECOMMENDATION: City staff recommends approval of the Ordinance to prohibit sitting of lying in the public- right-of way. LIST OF SUPPORTING DOCUMENTS: Ordinance Ordinance adding Section 49 - 16 to the Corpus Christi Code to prohibit sitting or lying in public right-of-way within the Corpus Christi Central Business District, North Beach, and Flour Bluff; and providing for penalty of up to $500 per violation. Whereas, citizens have a fundamental right of free movement and interstate travel; Whereas, sidewalks and parkways are part of the public transportation system; Whereas, sitting or lying in the public right of way interferes with citizens right to travel and creates a threat to public safety; Whereas, pedestrians sitting or lying in the right of way are less visible to vehicular traffic; Whereas, sitting or lying in the public right of way increases the risk of pedestrian related accidents; Whereas, sitting and lying in the public right of way is a determent to the use and enjoyment of the neighboring property owner; and Whereas, City Council finds it necessary to utilize the City's police power to protect the public safety and rights of citizens from traveling unmolested and to prevent pedestrian related accidents. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF CORPUS CHRISTI, TEXAS, THAT: SECTION 1. That Chapter 49, "Streets and Sidewalks," Article I, will be amended to add a new section, Section 49-16, to read as follows: Sec. 49-16. - Sitting or lying down in the right-of-way. (a) This section applies in the Central Business District as defined in Section 4-8 of this Code, North Beach as defined in Section 38-40 of this Code, and Flour Bluff as defined by City Ordinance #021746. (b) A person commits an offense if, after having been notified by a law enforcement officer that the conduct violates this section, the person continues to sit or lie down in the right-of-way or on an object placed in the right-of-way. (c) For purpose of this Section, right-of-way includes the sidewalk, the street curb and gutter, the parkway between the sidewalk and the street, and any street median. (d) Enforcement. No person shall be cited or arrested under this section for a first violation unless the person continues to engage in conduct prohibited by this section after having been: (1) Notified, orally or in writing, by a law enforcement officer to refrain from the alleged violation of this section; and (2) Provided an opportunity to relocate to another place where such related conduct would be lawful. A person in violation of this section is entitled to no more than one oral or written warning from a law enforcement officer. (e) Affirmative Defenses. It is an affirmative defense to prosecution under subsection (b) of this section that at the time of the alleged violation: (1) the person was sitting or lying down because of a medical emergency; (2) the person was sitting or lying down because of a disability; (3) the person was operating or patronizing a commercial establishment that conducts business on the sidewalk in compliance with the ordinances of the city; (4) the person was a participant in or was viewing a legally permitted parade, festival, performance, rally, demonstration, or similar event; (5) the person was sitting on a chair or bench that is supplied by a public agency or by the abutting private property owner; (6) the person was sitting within a bus stop zone while waiting for public or private transportation; (7) there was no available overnight shelter in the City; or (8) the person was sitting or lying while performing emergency automotive repair. (f) A culpable mental state is not required, and need not be proven, for an offense under this section. SECTION 2. If for any reason any section, paragraph, subdivision, clause, phrase, word or provision of this ordinance shall be held invalid or unconstitutional by final judgment of a court of competent jurisdiction, it shall not affect any other section, paragraph, subdivision, clause, phrase, word or provision of this ordinance, for it is the definite intent of this City Council that every section, paragraph, subdivision, clause, phrase, word or provision hereof be given full force and effect for its purpose. SECTION 3. Penalties are as provided in Section 1-6 of the Code of Ordinances. SECTION 4. Publication shall be made one time in the official publication of the City of Corpus Christi as required by the City Charter of the City of Corpus Christi. SECTION 5. This ordinance takes effect after official publication. 3 That the foregoing ordinance was read for the first time and passed to its second reading on this the _____ day of ___________, 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ That the foregoing ordinance was read for the second time and passed finally on this the _____ day of __________ 2021, by the following vote: Paulette M. Guajardo ________________ John Martinez ________________ Roland Barrera ________________ Ben Molina ________________ Gil Hernandez ________________ Mike Pusley ________________ Michael Hunter ________________ Greg Smith ________________ Billy Lerma ________________ PASSED AND APPROVED on this the ______ day of _________________, 2021. ATTEST: _________________________ ________________________ Rebecca Huerta Paulette M. Guajardo City Secretary Mayor Ordinance Prohibiting Sitting or Lying in the Public Right-of-Way City Council August 10, 2021 Ordinance 2 •Sitting or lying in the public right-of-way obstructs travel, increases the risk of accidents, and lessens the use and enjoyment of neighboring property owners •Ordinance adds Section 49 – 16 to the Corpus Christi Code prohibiting sitting or lying in the public right-of-way •Public right-of-way includes the sidewalk, street curb, gutter, and the parkway between the sidewalk and street •Ordinance applies to the Corpus Christi Central Business District, North Beach, and Flour Bluff Violation and Enforcement 3 •It’s an offense if: o a. A person has been notified of the violation by law enforcement o b. A person has been provided the opportunity to relocate o c. A person continues to lie or sit in the right-of-way •The offense is considered a Class C Misdemeanor with a maximum fine of $500 Defenses 4 •Medical emergencies •Disabilities •Operating or patronizing a business that legally operates on the sidewalk •Viewing or participating in legal parades, festivals, performances, rallies, and demonstrations •Sitting on a chair or bench supplied by a public agency or by the abutting property owner •Sitting at a bus stop zone while waiting for public or private transportation •There is no available overnight shelter in the City •Performing emergency automotive repair Recommendation 5 Adoption of the ordinance adding Section 49 - 16 to the Corpus Christi Code to prohibit sitting or lying in public right-of-ways within the Corpus Christi Central Business District, North Beach, and Flour Bluff; and providing for penalty of up to $500 per violation. DATE: July 8, 2021 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director, Parks and Recreation DanteG@cctexas.com (361) 826-5728 STAFF PRESENTER(S): Name Title/Position Department 1. Dante Gonzalez Interim Director Parks and Recreation 2. 3. OUTSIDE PRESENTER(S): Name Title/Position Organization 1. Ronald Elizondo Tennis Director Al Kruse Tennis Center 2. ISSUE: Parks and Recreation supports the decision of Al Kruse Tennis Center to replace 3 doubles tennis courts with 10 permanent pickleball courts. BACKGROUND: The vision of Ronald Elizondo, Tennis Director of the Al Kruse Tennis Center, is to replace the 3 back tennis courts at the Al Kruse Tennis Center with 10 pickleball courts. This decision was based on two factors; the first being the focus on utilization of the center as a tennis-only center causing a steady decline in customers, and the second being a sudden increase in court rentals and revenue due to utilization of existing tennis courts as temporary pickleball courts. The court rentals and revenue from June 2019 – May 2020 totaled 2,359 rentals and $38,820.69 in revenue. The introduction of pickleball drastically increased these values, with June 2020 – May 2021 totaling 6,703 court rentals and $113,115.05 in revenue, an increase of 4,344 court rentals and $74,294.36 in revenue. The proposed replacement would also allow the Al Kruse Tennis Center the opportunity to host regional and national pickleball tournaments in the future. Additionally, the increase in revenue will allow the Al Kruse Tennis Center to establish a year-round program for at-risk youth to participate in both tennis and pickleball, and to establish a partnership with Saint James Church to create a physical education program for children in the elementary and middle school age bracket. LIST OF SUPPORTING DOCUMENTS: Al Kruse Tennis Center Pickleball Project AGENDA MEMORANDUM City Council Meeting of August 10, 2021 Presentation – Al Kruse Tennis Center Pickleball Project "M ,SVTF 5FOOJT $FOUFS 1JDLMFCBMM1SPKFDU 1 $JUZ$PVODJM "VHVTU •'FBUVSFTGVMMTJ[FEUFOOJTDPVSUT TJOHMFTUFOOJTDPVSU BQSP TIPQ BOEMPDLFSSPPNGBDJMJUJFT •)JTUPSJDBMMZB5FOOJTPOMZGBDJMJUZ –*OUSPEVDFE1JDLMFCBMM.BSDI 2 #BDLHSPVOE •1JDLMFCBMMDPNCJOFTUFOOJT CBENJOUPO BOEQJOHQPOH –6TFTQBEEMFTBOEXIJGGMFCBMMT •1JDLMFCBMMNBLFTJUBDDFTTJCMFBOEFOUFSUBJOJOHGPSBMMBHFTBOETLJMMMFWFMT –*ODMVEJOHJOEJWJEVBMTXJUIQIZTJDBMMJNJUBUJPOT •(BNFTUZQJDBMMZMBTUGPSNJOVUFTPSMFTT •5FOOJTHBNFTMBTUBCPVUNJOVUFT 3 "M,SVTF5FOOJT$FOUFS 8IZ$POWFSU$PVSUT •#FGPSFQJDLMFCBMM +VOFUP.BZ$PVSU 3FOUBMTr 'BDJMJUZXBTDMPTFE"QSJM •"GUFSQJDLMFCBMM +VOFUP.BZ$PVSU 3FOUBMTr •$PVSU3FOUBMT*ODSFBTF 4 8IZ$POWFSU$PVSUT •#FGPSFQJDLMFCBMM +VOFUP.BZ 3FWFOVFr 'BDJMJUZXBTDMPTFE"QSJM •"GUFSQJDLMFCBMM +VOFUP.BZ 3FWFOVFr •3FWFOVF*ODSFBTF 5 •3FQMBDFGMBHTIJQUFOOJT DPVSUTXJUIQJDLMFCBMM DPVSUT •3FNBJOJOH5FOOJT$PVSUT –EPVCMFTUFOOJTDPVSUT –TJOHMFTUFOOJTDPVSU 6 0SJHJOBM1MBO Pickleball Tennis Courts 3FDFJWFEGFFECBDLGSPNUFOOJTBOE QJDLMFCBMMDPNNVOJUZ "NFOEFE1MBO3FQMBDFUIFCBDL UFOOJTDPVSUT •3FEVDFEQJDLMFCBMMDPVSUTGSPN UP •*ODSFBTFEEPVCMFTUFOOJTDPVSUT GSPNUP –'MBHTIJQDPVSUSFNBJOTJOUBDU •TJOHMFTUFOOJTDPVSUSFNBJOT UIFTBNF 7 "NFOEFE1MBO $PVSUT •1FSNBOFOUQJDLMFCBMMDPVSUTBSFSFRVJSFEGPSʠ'JOBMJTU.BUDIFTʡBOEXJMM BMMPX"M,SVTF5FOOJT$FOUFSUPBUUSBDUSFHJPOBMBOEOBUJPOBMQJDLMFCBMM UPVSOBNFOUT •EPVCMFT UFOOJTDPVSUTXJMMTUJMMNFFU6OJUFE4UBUFT5FOOJT"TTPDJBUJPO SFRVJSFNFOUTUPIPTUUFOOJTUPVSOBNFOUT 8 $PVSUT $VSSFOU 0SJHJOBM1MBO "NFOEFE1MBO %PVCMFT5FOOJT$PVSUT 1JDLMFCBMM$PVSUT (BJO-PTT5FOOJT •"SMJOHUPO 59r –5PQPG5FYBT1JDLMFCBMM5PVSOBNFOU –3FHJTUFSFE1MBZFST •4BO"OUPOJP 59r –5FYBT4FOJPS(BNFT –3FHJTUFSFE1MBZFST •.D,JOOFZ 59r –64"1JDLMFCBMM.JE4PVUI 3FHJPOBM$IBNQJPOTIJQ –3FHJTUFSFE1MBZFST •'PSU8PSUI 59r –$PXUPXO4FOJPS4QSJOH$MBTTJD –3FHJTUFSFE1MBZFST •$FEBS1BSL 59r –$FEBS1BSL)FBE1FOO1BEEMF #BUUMF –3FHJTUFSFE1MBZFST 9 4VSSPVOEJOH"SFB 1JDLMFCBMM5PVSOBNFOUT -PWF5FOOJTBOE&EVDBUJPOm 8BZ"IFBE •-PWF5FOOJTBOE&EVDBUJPOQMBOTUPFTUBCMJTIBZFBSSPVOE QSPHSBNGPSBUSJTLZPVUIUPQBSUJDJQBUFJOCPUIUFOOJTBOE QJDLMFCBMM •1BSUOFSXJUI4U+BNFT&QJTDPQBM$IVSDIUPFTUBCMJTIBQIZTJDBM FEVDBUJPOQSPHSBNGPSDIJMESFOJOUIFFMFNFOUBSZBOENJEEMF TDIPPMBHFCSBDLFU •$SFBUJPOPGQFSNBOFOUQJDLMFCBMMDPVSUTXJMMBMMPXDVTUPNFSTUP MFBSOBOEJNQSPWFUIFJSQJDLMFCBMMTLJMMT BTXFMMBTIFMQJOH ZPVOHDIJMESFOUPMFBSOUFOOJTBOEJNQSPWFUIFJSUFOOJTTLJMMT 10 "M ,SVTF 5FOOJT $FOUFS 1JDLMFCBMM1SPKFDU 11 $JUZ$PVODJM "VHVTU DATE: July 28, 2021 TO: Peter Zanoni, City Manager FROM: Dante Gonzalez, Interim Director, Parks and Recreation DanteG@cctexas.com (361) 826-5728 STAFF PRESENTER(S): Name Title/Position Department 1. Dante Gonzalez Interim Director Parks and Recreation 2. 3. OUTSIDE PRESENTER(S): Name Title/Position Organization 1. James Hemenes Director HALFF Associates, Inc. 2. ISSUE: HALFF Associates, Inc. will provide a mid-point update for the Bill Witt Park Master Plan and the 10-Year Parks Recreational Plan along with Virtual Town Hall meeting room and park mapping tools update. BACKGROUND: The 18-month service agreement establishing HALFF Associates, Inc. as the selected contractor to work with Parks and Recreation to create the 10-Year Parks Master Plan was approved by City Council on September 8, 2020. Since then, HALFF Associates has worked with Parks and Recreation and Engineering staff to develop a comprehensive study which will help to establish Parks and Recreation’s priorities for improving services and amenities offered by our parks system over the next 10 years. This presentation will serve as a mid-point update for development of the 10-Year Parks Master Plan, which includes community input gathered through community surveys, a Virtual Town Hall meeting room, and through online park mapping tools. LIST OF SUPPORTING DOCUMENTS: Presentation – 10-Year Parks Master Plan Mid-Point Update 10-Year Parks Master Plan Mid-Point Update AGENDA MEMORANDUM City Council Meeting of August 10, 2021 VIRTUAL ENGAGEMENT LAUNCH AUGUST 10, 2021 CITY OF CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN BILL WITT PARK SITE PLAN VIRTUAL ENGAGEMENT LAUNCH 2CC |08.10.21Corpus Christi Virtual Meeting Room Corpus Christi Virtual Map CITY COUNCIL MIDPOINT UPDATE AUGUST 10, 2021 CITY OF CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN BILL WITT PARK SITE PLAN OVERVIEW •10-YEAR Master Plan Project •Project Timeframe •Park System Assessment Methods •Bill Witt Park 4CC |08.10.21 PROJECT TEAM |CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN 5CC |08.10.21 PROJECT TIMEFRAME |CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN 6 PHASE 2 ASSESSMENT SPRING/SUMMER 2021 PHASE I VISION WINTER/SPRING 2021 PHASE 4 COMMITMENT FALL/WINTER 2021/2022 PHASE 3 BLUEPRINT SUMMER/FALL 2021 PUBLIC OUTREACH & ENGAGEMENT CC |08.10.21 ASSESSMENT CATEGORIES CITY OF CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN |CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN 8CC |08.10.21 PARK SYSTEM ASSESSMENT METHODS DEMAND-BASED ASSESSMENT 9CC |08.10.21 https://corpuschristiparksvirtualmap.com/maps/ •Project Webpage •Online Mapping Tool Surveys/Online Open House Virtual Meeting Room Stakeholder Meetings www.cctexas.com/parksmasterplan DEMAND-BASED ASSESSMENT continued… SUMMARY OF ENGAGEMENT TO-DATE: •Kick-off Meetings with Parks and Recreation Staff •Parks and Recreation Advisory Board Presentation •Stakeholder “Visioning” Meetings with Community Representatives •Meetings with City Council Members •Master Plan Survey (Statistically-Valid and “Public”) ~ 1,200 Completed Surveys 744 Random 450+ Public RESOURCE-BASED ASSESSMENT NATURAL FEATURES & SYSTEMS •Shoreline & floodplain •Critical natural habitats ACCESS-BASED ASSESSMENT Parkland Service Area Gaps CONDITIONS-BASED ASSESSMENT 13CC |08.10.21 BILL WITT PARK MASTER SITE PLAN |CORPUS CHRISTI PARKS, RECREATION AND OPEN SPACE MASTER PLAN 15CC |08.10.21 NEXT STEPS •Recommendations •Existing parkland & facility improvements •Trail connectivity •Priority investments •Implementation Action Plan •Park and facility development (long-term) •Prioritized capital projects THANK YOU ! VISIT THE PARKS & RECREATION WEBSITE FOR UPDATES & SURVEY OPPORTUNITIES